N-14/A 1 v127533_n14a.htm Unassociated Document

File No. 333-153288
 

As filed with the SEC on September 24, 2008
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM N-14
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933       
Pre-Effective Amendment No. 
Post-Effective Amendment No. __
(Check appropriate box or boxes)

MONEY MARKET OBLIGATIONS TRUST
(Exact Name of Registrant as Specified in Charter)

1-800-341-7400
(Area Code and Telephone Number)
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237-7000
(Address of Principal Executive Offices)

C. Grant Anderson, Esquire
Reed Smith LLP
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, Pennsylvania 15222-3779
(Name and Address of Agent for Service)

Copies to:

Jennifer Eck, Esquire
Dickstein Shapiro LLP
1825 Eye Street, NW
Washington, DC 20006

Approximate Date of Proposed Public Offering: As soon as
practicable after this Registration Statement becomes effective
under the Securities Act of 1933, as amended.
Title of Securities being Registered:
Institutional Shares, Institutional Capital Shares and Institutional Service Shares, without par value, of Municipal Obligations Fund
and
Institutional Service Shares, without par value, of Michigan Municipal Cash Trust.

It is proposed that this filing will become effective on October 29, 2008 pursuant to Rule 488.

No filing fee is due because Registrant is relying on Section 24(f) of the Investment Company Act of 1940, as amended


Fifth Third Intermediate Municipal Bond Fund
Fifth Third Municipal Bond Fund
Fifth Third Michigan Municipal Bond Fund
Fifth Third Ohio Municipal Bond Fund
Fifth Third Municipal Money Market Fund
Fifth Third Michigan Municipal Money Market Fund


portfolios of FIFTH THIRD FUNDS
38 Fountain Square Plaza
Cincinnati, Ohio 45263

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NOTICE OF SPECIAL MEETING OF SHAREHOLDERS
TO BE HELD NOVEMBER 19, 2008
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A special meeting of the shareholders of each Fifth Third Fund listed above will be held at the offices of Fifth Third Asset Management, 511 Walnut Street, Cincinnati, OH 45202, on November 19, 2008 for the following purposes:

 
1.
For shareholders of Fifth Third Intermediate Municipal Bond Fund, to approve an Agreement and Plan of Reorganization pursuant to which Federated Intermediate Municipal Trust, a portfolio of Intermediate Municipal Trust, would acquire all of the assets of Fifth Third Intermediate Municipal Bond Fund in exchange for Institutional Shares of Federated Intermediate Municipal Trust to be distributed pro rata by Fifth Third Intermediate Municipal Bond Fund to its shareholders of Class A Shares, Class B Shares, Class C Shares and Institutional Shares, in complete liquidation and termination of Fifth Third Intermediate Municipal Bond Fund;
 
 
2.
For shareholders of Fifth Third Municipal Bond Fund, to approve an Agreement and Plan of Reorganization pursuant to which Federated Intermediate Municipal Trust, a portfolio of Intermediate Municipal Trust, would acquire all of the assets of Fifth Third Municipal Bond Fund in exchange for Institutional Shares of Federated Intermediate Municipal Trust to be distributed pro rata by Fifth Third Municipal Bond Fund to its shareholders of Class A Shares, Class B Shares, Class C Shares and Institutional Shares, in complete liquidation and termination of Fifth Third Municipal Bond Fund;
 
 
3.
For shareholders of Fifth Third Michigan Municipal Bond Fund, to approve an Agreement and Plan of Reorganization pursuant to which Federated Michigan Intermediate Municipal Trust, a portfolio of Federated Municipal Securities Income Trust, would acquire all of the assets of Fifth Third Michigan Municipal Bond Fund in exchange for Class A Shares of Federated Michigan Intermediate Municipal Trust to be distributed pro rata by Fifth Third Michigan Municipal Bond Fund to its shareholders of Class A Shares, Class B Shares, Class C Shares and Institutional Shares, in complete liquidation and termination of Fifth Third Michigan Municipal Bond Fund;
 
 
4.
For shareholders of Fifth Third Ohio Municipal Bond Fund, to approve an Agreement and Plan of Reorganization pursuant to which Federated Ohio Municipal Income Fund, a portfolio of Federated Municipal Securities Income Trust, would acquire all of the assets of Fifth Third Ohio Municipal Bond Fund in exchange for Class A Shares of Federated Ohio Municipal Income Fund to be distributed pro rata by Fifth Third Ohio Municipal Bond Fund to its shareholders of Institutional Shares, and for Class F Shares of Federated Ohio Municipal Income Fund to be distributed pro rata by Fifth Third Ohio Municipal Bond Fund to its shareholders of Class A Shares, Class B Shares and Class C Shares, in complete liquidation and termination of Fifth Third Ohio Municipal Bond Fund;
 
 
5.
For shareholders of Fifth Third Municipal Money Market Fund, to approve an Agreement and Plan of Reorganization pursuant to which Municipal Obligations Fund, a portfolio of Money Market Obligations Trust, would acquire all of the assets of Fifth Third Municipal Money Market Fund in exchange for Institutional Shares of Municipal Obligations Fund to be distributed pro rata by Fifth Third Municipal Money Market Fund to its shareholders of Institutional Shares and for Institutional Capital Shares of Municipal Obligations Fund, to be distributed pro rata by Fifth Third Municipal Money Market Fund to its shareholders of Select Shares and Preferred Shares and for Institutional Service Shares of Municipal Obligations Fund to be distributed pro rata by Fifth Third Municipal Money Market Fund to shareholders of its Trust Shares and Class A Shares, in complete liquidation and termination of Fifth Third Municipal Money Market Fund;
 
 
6.
For shareholders of Fifth Third Michigan Municipal Money Market Fund, to approve an Agreement and Plan of Reorganization pursuant to which Michigan Municipal Cash Trust, a portfolio of Money Market Obligations Trust, would acquire all of the assets of Fifth Third Michigan Municipal Money Market Fund in exchange for Institutional Service Shares of Michigan Municipal Cash Trust to be distributed pro rata by Fifth Third Michigan Municipal Money Market Fund to its shareholders of Institutional Shares and Class A Shares, in complete liquidation and termination of Fifth Third Michigan Municipal Money Market Fund; and
 
 
7.
To transact such other business as may properly come before the special meeting or any adjournment thereof.
 
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The Board of Trustees has fixed September 29, 2008, as the record date for determination of shareholders entitled to vote at the special meeting.
 
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By Order of the Board of Trustees,

/s/ E. Keith Wirtz
E. Keith Wirtz
President
Fifth Third Funds

________, 2008
 

YOU CAN HELP AVOID THE NECESSITY AND EXPENSE OF SENDING FOLLOW-UP LETTERS TO ENSURE A QUORUM BY PROMPTLY SIGNING AND RETURNING THE ENCLOSED PROXY CARD. IF YOU ARE UNABLE TO ATTEND THE MEETING, PLEASE MARK, SIGN, DATE AND RETURN THE ENCLOSED PROXY CARD SO THAT THE NECESSARY QUORUM MAY BE REPRESENTED AT THE SPECIAL MEETING. THE ENCLOSED ENVELOPE REQUIRES NO POSTAGE IF MAILED IN THE UNITED STATES.
 

PROSPECTUS/PROXY STATEMENT

_____________, 2008
 
Acquisition of the assets of:

FIFTH THIRD INTERMEDIATE MUNICIPAL BOND FUND
FIFTH THIRD MUNICIPAL BOND FUND
FIFTH THIRD MICHIGAN MUNICIPAL BOND FUND
FIFTH THIRD OHIO MUNICIPAL BOND FUND
FIFTH THIRD MUNICIPAL MONEY MARKET FUND
FIFTH THIRD MICHIGAN MUNICIPAL MONEY MARKET FUND

portfolios of FIFTH THIRD FUNDS
38 Fountain Square Plaza
Cincinnati, Ohio 45263
Telephone No: 1-800-282-5706

By and in exchange for Shares of:

FEDERATED INTERMEDIATE MUNICIPAL TRUST
FEDERATED MICHIGAN INTERMEDIATE MUNICIPAL TRUST
FEDERATED OHIO MUNICIPAL INCOME FUND
MUNICIPAL OBLIGATIONS FUND
or
MICHIGAN MUNICIPAL CASH TRUST
each a portfolio of:
INTERMEDIATE MUNICIPAL TRUST
FEDERATED MUNICIPAL SECURITIES INCOME TRUST
or
MONEY MARKET OBLIGATIONS TRUST
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237-7000
Telephone No: 1-800-341-7400

 
This Prospectus/Proxy Statement describes the proposals for the reorganizations (“Reorganizations”) pursuant to six separate Agreements and Plans of Reorganization (“Plans”), pursuant to which certain portfolios (each, a “Fifth Third Fund”) of the Fifth Third Funds (“Fifth Third Trust”) as described in the chart below would transfer all their assets to certain corresponding portfolios (each, a “Federated Fund”) of Intermediate Municipal Trust, Federated Municipal Securities Income Trust or Money Market Obligations Trust (collectively, the “Federated Trust”) in exchange for shares and classes of the respective Federated Funds as set forth in the chart:
 
Acquired Fund
Acquiring Fund
Fifth Third Intermediate Municipal Bond Fund
Federated Intermediate Municipal Trust
Class A Shares
Institutional Shares
Class B Shares
Institutional Shares
Class C Shares
Institutional Shares
Institutional Shares
Institutional Shares
Fifth Third Municipal Bond Fund
Federated Intermediate Municipal Trust
Class A Shares
Institutional Shares
Class B Shares
Institutional Shares
Class C Shares
Institutional Shares
Institutional Shares
Institutional Shares
Fifth Third Michigan Municipal Bond Fund
Federated Michigan Intermediate Municipal Trust
Class A Shares
Class A Shares
Class B Shares
Class A Shares
Class C Shares
Class A Shares
Institutional Shares
Class A Shares
Fifth Third Ohio Municipal Bond Fund
Federated Ohio Municipal Income Fund
Class A Shares
Class F Shares
Class B Shares
Class F Shares
Class C Shares
Class F Shares
Institutional Shares
Class A Shares
Fifth Third Municipal Money Market Fund
Municipal Obligations Fund
Institutional Shares
Institutional Shares
Select Shares
Institutional Capital Shares
Preferred Shares
Institutional Capital Shares
Trust Shares
Institutional Service Shares
Class A Shares
Institutional Service Shares
Fifth Third Michigan Municipal Money Market Fund
Michigan Municipal Cash Trust
Institutional Shares
Institutional Service Shares
Class A Shares
Institutional Service Shares
 
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Shares of the respective Federated Funds will be distributed pro rata by each corresponding Fifth Third Fund to its shareholders in complete liquidation and dissolution of the Fifth Third Fund. As a result of the Reorganizations, each owner of shares of a Fifth Third Fund will become the owner of shares of the corresponding Federated Fund having a total net asset value (“NAV”) equal to the total NAV of his or her holdings in the applicable Fifth Third Fund on the date of the Reorganizations (the “Closing Date”), subject to the following: at the time of Reorganizations, the value of the assets of each Fifth Third Fund will be determined in accordance with the corresponding Federated Fund’s valuation procedures (although it is not anticipated that the use of Federated’s valuation procedures will result in a material revaluation of a Fifth Third Fund’s assets at the time of the Reorganizations). The separate Plans are substantially identical, and forms of such Plans are attached as Annex A-1 (for the municipal bond fund reorganizations described in the chart above) and Annex A-2 (for the two municipal money market fund reorganizations described in the chart above).
 
For a comparison of the investment policies of the Fifth Third Funds and the Federated Funds, see “Summary-Comparison of Investment Objectives, Policies, and Risks- Investment Limitations.” Information concerning shares of the Federated Funds, as compared to shares of the Fifth Third Funds, is included in this Prospectus/Proxy Statement in the sections entitled “Summary-Comparative Fee Tables” and “Information About the Reorganizations-Description of Federated Fund Shares and Capitalization.”
 
This Prospectus/Proxy Statement should be retained for further reference. It sets forth concisely the information about each Federated Fund that a shareholder should know before voting on the Reorganizations. This Prospectus/Proxy Statement is accompanied by the applicable Prospectus of the Federated Funds as follows: Federated Intermediate Municipal Trust - Institutional Shares dated September 30, 2008; Federated Michigan Intermediate Municipal Trust - Class A Shares dated October 31, 2007; Federated Ohio Municipal Income Fund - Class A Shares dated September 4, 2008 and Class F Shares dated October 31, 2007; Municipal Obligations Fund - Institutional Shares, Institutional Capital Shares and/or Institutional Service Shares each dated September 30, 2008; and Michigan Municipal Cash Trust - Institutional Service Shares dated February 29, 2008; each of which is incorporated herein by reference (the “Incorporated Federated Fund Prospectuses”). A Statement of Additional Information (“SAI”) relating to this Prospectus/Proxy Statement dated ______, 2008, as well as SAIs for Federated Intermediate Municipal Trust dated September 30, 2008; Federated Michigan Intermediate Municipal Trust dated October 31, 2007; Federated Ohio Municipal Income Fund Class A Shares, dated September 4, 2008 and Class F Shares dated October 31, 2007; Municipal Obligations Fund dated September 30, 2008; and Michigan Municipal Cash Trust dated February 29, 2008, each containing additional information, have been filed with the Securities and Exchange Commission (the “Commission” or “SEC”) and are incorporated herein by reference. A Prospectus and SAI for each of Fifth Third Intermediate Municipal Bond, Fifth Third Municipal Bond Fund, Fifth Third Michigan Municipal Bond Fund, Fifth Third Ohio Municipal Bond Fund, Fifth Third Municipal Money Market Fund and Fifth Third Michigan Municipal Money Market Fund, each dated November 29, 2007, has been filed with the SEC and each is incorporated herein by reference. Further information about Federated Intermediate Municipal Trust’s performance is contained in its Annual Report for the fiscal period ended May 31, 2008, which is incorporated herein by reference. Further information about Federated Michigan Intermediate Municipal Trust’s performance is contained in its annual report for its fiscal year ended August 31, 2008, and its Semi-Annual report relating to the period ending February 29, 2008, each of which is incorporated by reference. Further information about Federated Ohio Municipal Income Fund’s performance is contained in its Annual Report for Class F Shares for its fiscal year ended August 31, 2007, and its Semi-Annual Report relating to the period ended February 29, 2008, each of which is incorporated herein by reference. Further information about Municipal Obligations Fund’s performance is contained it its Annual Report for its fiscal year ended July 31, 2008 which is incorporated herein by reference. Further information about Michigan Municipal Cash Trust’s performance is contained in its Annual Report for its fiscal year ended October 31, 2007, and its Semi-Annual Report relating to the period ended April 30, 2008, each of which is incorporated herein by reference. Since Federated Ohio Municipal Income Fund’s Class A Shares is a newly created share class, an Annual Report for Class A Shares in not available. Further information regarding each Fifth Third Fund’s performance is contained in Fifth Third Funds’ Annual Report for its fiscal year ended July 31, 2007 and its Semi-Annual Report relating to the period ending January 31, 2008, each of which is incorporated herein by reference. Copies of these materials and other information about the Federated Funds and the Fifth Third Funds may be obtained without charge by writing or by calling the Federated Funds or Fifth Third Funds at the address and telephone numbers shown on the previous pages.
 
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THE SECURITIES AND EXCHANGE COMMISSION HAS NOT APPROVED OR DISAPPROVED THESE SECURITIES, OR PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS/PROXY STATEMENT. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
 
NO PERSON HAS BEEN AUTHORIZED TO GIVE ANY INFORMATION OR TO MAKE ANY REPRESENTATIONS OTHER THAN THOSE CONTAINED IN THIS PROSPECTUS/PROXY STATEMENT AND IN THE MATERIALS EXPRESSLY INCORPORATED HEREIN BY REFERENCE AND, IF GIVEN OR MADE, SUCH OTHER INFORMATION OR REPRESENTATIONS MUST NOT BE RELIED UPON AS HAVING BEEN AUTHORIZED BY THE FUNDS.

 
THE SHARES OFFERED BY THIS PROSPECTUS/PROXY STATEMENT ARE NOT DEPOSITS OR OBLIGATIONS OF, OR GUARANTEED OR ENDORSED BY, ANY BANK. THESE SHARES ARE NOT FEDERALLY INSURED BY, GUARANTEED BY, OBLIGATIONS OF OR OTHERWISE SUPPORTED BY THE U.S. GOVERNMENT, THE FEDERAL DEPOSIT INSURANCE CORPORATION, THE FEDERAL RESERVE BOARD OR ANY OTHER GOVERNMENTAL AGENCY. INVESTMENT IN THESE SHARES INVOLVES INVESTMENT RISKS, INCLUDING POSSIBLE LOSS OF PRINCIPAL AMOUNT INVESTED.
 
 
TABLE OF CONTENTS

Page
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Error! No table of contents entries found.FORM OF AGREEMENT AND PLAN OF REORGANIZATION FOR MUNICIPAL BOND FUNDS (ANNEX A)
A-1
FORM OF AGREEMENT AND PLAN OF REORGANIZATION FOR MUNICIPAL MONEY MARKET FUNDS
A-2
COMPARISON OF EACH FEDERATED FUND’S AND EACH CORRESPONDING
 
FIFTH THIRD FUND’S FUNDAMENTAL LIMITATIONS (ANNEX B)
B-1
MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE (ANNEX C)
C-1
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SUMMARY

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This summary is qualified in its entirety by reference to the additional information contained elsewhere in this Prospectus/Proxy Statement, or incorporated herein by reference into this Prospectus/Proxy Statement. A copy of a form of the Plans for the following Reorganizations is attached to this Prospectus/Proxy Statement as Annex A-1: Fifth Third Intermediate Municipal Bond Fund and Federated Intermediate Municipal Trust; Fifth Third Municipal Bond Fund and Federated Intermediate Municipal Trust; Fifth Third Michigan Municipal Bond Fund and Federated Michigan Intermediate Municipal Trust; and Fifth Third Ohio Municipal Bond Fund and Federated Ohio Municipal Income Fund. A copy of the plans for the following Reorganizations is attached to this Prospectus/Proxy Statement as Annex A-2: Fifth Third Municipal Money Market Fund and Municipal Obligations Fund; and Fifth Third Michigan Municipal Money Market Fund and Michigan Municipal Cash Trust. For more complete information, please read the prospectuses of the applicable Federated Fund and Fifth Third Fund (collectively the “Funds” or individually a “Fund”) and the SAI relating to this Prospectus/Proxy Statement. A copy of the prospectus for each applicable Federated Fund accompanies this Prospectus/Proxy Statement.
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REASONS FOR THE PROPOSED REORGANIZATIONS
 
The Reorganization of each Fifth Third Fund into a corresponding Federated Fund would give the Fifth Third Fund’s shareholders the opportunity to participate in a significantly larger overall fund family and in a Federated Fund with a similar investment objective and substantially similar strategy. Federated Investors, Inc (“Federated”) is one of the largest investment managers in the United States. As of June 30, 2008, its assets under management totaled $333 billion, with 148 mutual funds and a variety of separately managed account options.

The Reorganizations are being proposed to shareholders of each Fifth Third Fund because, for financial and strategic reasons, Fifth Third Asset Management, Inc. (“FTAM”), the Fifth Third Funds’ adviser, has determined to discontinue its sponsorship of the Fifth Third municipal funds which are the subject of the Reorganizations. Accordingly, FTAM has actively pursued alternatives that would allow shareholders of each applicable Fifth Third municipal fund to: (i) continue to pursue its original investment objective through a tax-free combination of the shareholder’s Fifth Third Fund with a comparable portfolio of another fund group; (ii) become part of a larger and more diverse family of mutual funds; (iii) invest in a larger combined fund with increased long-term growth prospects, which can potentially use increased asset size to achieve greater portfolio diversification, and spread relative fixed costs over a larger asset base; and (iv) invest in a family of mutual funds managed by an investment adviser that has extensive investment management resources. Each Fifth Third Fund and its corresponding Federated Fund have similar objectives, are managed using similar investment strategies and invest in similar securities. After extensive discussions between representatives of FTAM and Federated, FTAM recommended to the Board of Trustees of the Fifth Third Funds (“Fifth Third Funds Board”) that it consider and approve the Reorganizations as being in the best interests of each of the Fifth Third municipal fund and its respective shareholders. In recommending that the Fifth Third Funds Board consider and approve the Reorganizations, FTAM noted among other things, the very suitable product compatibility, Federated’s commitment to growing its municipal fund business, the attractive fee and total expense profiles of the Federated municipal funds, and the solid long-term performance record of those funds.

The Fifth Third Funds Board considered various factors in reviewing the proposals on behalf of each Fifth Third municipal fund’s shareholders, including the following:
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·
First, the Fifth Third Funds Board considered the fact that each Federated Fund has a similar investment objective, substantially similar strategies, and generally similar investment limitations as each corresponding Fifth Third Fund.

 
·
Second, the Fifth Third Funds Board also considered that, while gross expenses for the Federated Fund may exceed those of the corresponding Fifth Third Fund in certain cases, after waivers, expenses will be generally lower except in the case of Fifth Third Michigan Municipal Money Market Fund Institutional Shares. Certain waivers are voluntary, however and may be cancelled at any time. See “Comparative Fee Tables.”

 
·
Third, the Fifth Third Funds Board also considered relative fund performance and generally noted that the long-term performance of the Federated Funds in a variety of market conditions suggested the viability of the Federated mutual funds from the perspective of long-term management results. The Fifth Third Funds Board noted that, while the proposed Reorganization transactions as a whole appeared advantageous to each corresponding Fifth Third Fund and class, there were a number of specific periods of performance where existing arrangements of the Fifth Third Funds appeared preferable. Federated personnel explained the reasons for the relative underperformance in the cases noted, together with Federated’s outlook for future performance.

 
·
Fourth, the Fifth Third Funds Board considered the qualifications and stability of the investment personnel for the Federated Funds and the management of the Federated Funds, including the securities selection process.

 
·
Fifth, the Fifth Third Funds Board noted the level of resources and enterprise commitment of Federated Investment Management Company (“FIMCO”) (adviser to the Federated Funds) to compliance and risk management functions.

 
·
Sixth, the Fifth Third Funds Board noted that the Reorganization transactions were expected to be conducted on a tax-free basis and that the unrealized gains of the funds involved indicated that it was not anticipated that the Reorganization transactions would result in a material change in the per-share levels of unrealized gains involved.

 
·
Seventh, the Fifth Third Funds Board noted that all fees and expenses incurred by the Funds as a direct result of the Reorganization transactions shall have been or, when due, will be paid in full by FTAM, FIMCO, and/or their affiliates. The Fifth Third Board also considered FTAM’s representation that none of the costs of the Reorganization transactions would be borne by Fifth Third Funds shareholders. The Fifth Third Board noted other arrangements that would be implemented to prevent the transactions from otherwise being dilutive.

 
·
Eighth, the Fifth Third Funds Board noted that shareholders of each Fifth Third Fund will not pay a sales charge to acquire shares of each corresponding Federated Fund in connection with the Reorganizations.

 
·
Ninth, the Fifth Third Funds Board noted Federated’s broader distribution capacity, which could result in larger, more viable funds with potentials for greater efficiencies and investment opportunities.

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The Fifth Third Funds Board also considered the fact that Federated would be acquiring certain assets of FTAM in connection with the proposed Reorganizations. In addition, the Board considered in a meeting of September 24, 2008 the fact that Fifth Third Intermediate Bond Fund and Fifth Third Municipal Bond Fund may each realize capital gains under certain circumstances described with respect to each such Fund under “Comparison of Investment Objectives, Policies and Risks”, but only to the extent that the transactions giving rise to such gains are deemed by FTAM to be in the best interest of shareholders.
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The Fifth Third Funds Board has unanimously voted to recommend the approval of the Plans to holders of shares of the Fifth Third Funds. Under the Plans, each Federated Fund would acquire all of the assets of each corresponding Fifth Third Fund in exchange for shares of the acquiring Federated Fund to be distributed pro rata by the Fifth Third Fund to its shareholders in complete liquidation and termination of the Fifth Third Fund. As a result of the Reorganizations, each shareholder of a Fifth Third Fund will become the owner of shares of the corresponding Federated Fund having a total NAV equal to the total NAV of his or her holdings in the Fifth Third Fund on the date of the Reorganizations, i.e., the Closing Date, subject to the following: at the time of the Reorganizations, the value of the assets of each Fifth Third Fund will be determined in accordance with the corresponding Federated Fund’s valuation procedures (although it is not anticipated that the use of Federated’s valuation procedures will result in a material revaluation of a Fifth Third Fund’s assets at the time of the Reorganizations).

The Fifth Third Funds Board, including the Trustees who are not “interested persons” within the meaning of Section 2(a)(19) of the Investment Company Act of 1940, as amended (“1940 Act”), has concluded that the Reorganizations are in the best interests of the Fifth Third Funds and their shareholders. The Trustees of the Federated Funds have concluded that the Reorganizations are in the best interests of Federated Funds and their shareholders.

TAX CONSEQUENCES
 
As a condition of the Reorganizations, the Fifth Third Funds and the Federated Funds will receive opinions of counsel that the Reorganizations will be considered tax-free “reorganizations” under applicable provisions of the Internal Revenue Code of 1986, as amended (the “Code”), so that no gain or loss will be recognized directly as a result of the Reorganizations by either the Fifth Third Funds or the Federated Funds or by the Fifth Third Funds shareholders. The tax basis of each Federated Fund’s shares received by the corresponding Fifth Third Fund’s shareholders will be the same as the tax basis of their shares in the Fifth Third Fund. Each Fifth Third Fund will distribute to shareholders any previously undistributed net tax-exempt interest and ordinary income and realized capital gains accumulated prior to the Reorganizations. Such distributions will be taxable to Fifth Third Funds shareholders to the extent such distributions do not qualify as exempt-interest dividends. In that connection, Fifth Third Intermediate Municipal Bond Fund and Fifth Third Municipal Bond Fund each may realize capital gains in the event it disposes of certain “AMT securities” under circumstances described with respect to each such Fund under “Comparison of Investment Objectives, Policies and Risks”.
 
COMPARISON OF INVESTMENT OBJECTIVES, POLICIES AND RISKS
 
This section will help you compare the investment objectives, policies and risks of each Fifth Third Fund with its corresponding Federated Fund. Please be aware that this is only a brief discussion. More complete information may be found in the Fifth Third Funds’ and Federated Funds’ prospectuses.
 
FIFTH THIRD INTERMEDIATE MUNICIPAL BOND FUND (“FIFTH THIRD INTERMEDIATE”) FEDERATED INTERMEDIATE MUNICIPAL TRUST (“FEDERATED INTERMEDIATE”).

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Federated Intermediate’s fundamental objective is to provide current income exempt from federal regular income tax, while Fifth Third Intermediate’s fundamental objective is to provide a high level of current income that is exempt from federal regular income taxes. Fifth Third Intermediate, on the one hand, may invest up to 100% of its assets in securities that may be subject to the federal alternative minimum tax (“AMT”). Federated Intermediate, on the other hand, will normally invest entirely in securities whose interest is not subject to AMT; however, it may in certain circumstances invest in securities that may be subject to AMT in pursuing its investment objective. These circumstances include, among others, when there is a lack of supply of non-AMT securities. Fifth Third Intermediate currently holds AMT securities in its portfolio, and may dispose of all or a portion of its AMT security holdings prior to the Reorganization being consummated to the extent that FTAM believes (after considering relevant factors, such as capital gains that may result from such dispositions) that such dispositions are consistent with the best interests of shareholders. FTAM currently anticipates, however, that due to a lack of supply of non- AMT securities given current market conditions, Fifth Third Intermediate may not be able to dispose of all of its AMT securities. Such AMT securities are consistent with Federated Intermediate's investment objectives, and, if Federated Intermediate acquires any such AMT securities as part of the Reorganization, it will do so due to a lack of supply of non-AMT securities. Each Fund’s dollar-weighted average portfolio maturity is between three and ten years. Each Fund invests in investment grade securities (i.e. securities that receive ratings in the top four rating categories by a nationally recognized statistical ratings organization) or unrated securities of comparable quality. Each Fund actively manages the credit quality and duration of its portfolio, seeking to minimize risk and enhance returns. Federated Intermediate may incur a limited amount of taxable income or capital gain. Federated Intermediate may use derivative contracts and/or hybrid instruments to implement its investment strategies. Fifth Third Intermediate may have a greater focus on municipal bonds issued by the State of Michigan and its local subdivisions than a typical “national” municipal fund such as Federated Intermediate would have.
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Under normal circumstances, Fifth Third Intermediate invests at least 80% of its net assets in municipal bond obligations. Federated Intermediate normally invests its assets so that at least 80% of the income that it distributes will be exempt from federal regular income tax.

Because Fifth Third Intermediate and Federated Intermediate have similar investment objectives and policies, their principal risks will be similar. All mutual funds take investment risks. Therefore, it is possible to lose money by investing in either Fund.

The following summarizes some of the more significant risk factors relating to both Funds.

 
·
Interest Rate Risks. Prices of fixed-income securities (including tax-exempt securities) generally fall when interest rates rise. Interest rate changes have a greater effect on the price of fixed-income securities with longer durations.

 
·
Credit Risks. There is a possibility that issuers of securities in which each Fund may invest may default on the payment of interest or principal on the securities when due, which would cause the investing Fund to lose money.

 
·
Sector Risks. A substantial part of each Fund’s portfolio may be comprised of securities issued or credit enhanced by companies in similar businesses, or with other similar characteristics. As a result, each Fund will be more susceptible to any economic, business, political, or other developments which generally affect these issuers.

 
·
Prepayment Risks. When homeowners prepay their mortgages in response to lower interest rates, each Fund will be required to reinvest the proceeds at the lower interest rates available. Also, when interest rates fall, the price of municipal mortgage-backed securities may not rise to as great an extent as that of other fixed-income securities.

 
·
Call Risks. Each Fund’s performance may be adversely affected by the possibility that an issuer of a security held by the Fund may redeem the security prior to maturity at a price below its current market value.

 
·
Tax Risks. In order to pay interest that is exempt from federal regular income tax, tax-exempt securities must meet certain legal requirements. Failure to meet such requirements may cause the interest received and distributed by a Fund to shareholders to be taxable. Changes or proposed changes in federal or state laws may cause the prices of tax-exempt securities to fall and/or may affect the tax status of the securities in which each Fund invests.

Because Federated Intermediate may invest in derivatives contracts, hybrid instruments and other permissible investments as a principal strategy, it is also subject to the following additional principal risks:

 
·
Risks of Investing in Derivative Contracts and Hybrid Instruments. Derivative contracts and hybrid instruments involve risks different from, or possibly greater than, risks associated with investing directly in securities and other traditional investments. Specific risk issues related to the use of such contracts and instruments include valuation and tax issues, increased potential for losses and/or costs to Federated Intermediate, and a potential reduction in gains to Federated Intermediate. Each of these issues is described in greater detail in the prospectus of Federated Intermediate which is incorporated herein by reference. Derivative contracts and hybrid instruments may also involve other risks described in this Prospectus/Proxy Statement, such as interest rate, credit, liquidity and leverage risks.

 
·
Liquidity Risks. Certain securities in which Federated Intermediate invests may be less readily marketable and may be subject to greater fluctuation in price than other securities. Liquidity risk also refers to the possibility that Federated Intermediate may not be able to sell a security or close out a derivative contract when it wants to. Over-the-counter derivative contracts generally carry greater liquidity risk than exchange-traded contracts.

 
·
Leverage Risks. Leverage risk is created when an investment exposes Federated Intermediate to a level of risk that exceeds the amount invested. Changes in the value of such an investment magnify Federated Intermediate’s risk of loss and potential gain.

 
·
Derivatives-Related Tax Risks. The Federal income tax treatment of certain types of derivative contracts is unclear. Use of derivatives may cause Federated Intermediate to receive payments, and make distributions, that are treated as ordinary income for federal income tax purposes rather than exempt interest or long-term capital gains.

Because Fifth Third Intermediate may have a greater focus on municipal bonds issued by the State of Michigan and its local sub-divisions than a typical “national” municipal fund would have, it is also subject to the following risk:

 
·
State Specific Risks. Since Fifth Third Intermediate may invest a substantial portion of its assets in Michigan tax-exempt securities, Fifth Third Intermediate may be subject to additional risks compared to funds that invest in multiple states to a greater extent. Although it has diversified, Michigan’s economy is still heavily dependent upon certain industries, especially automobile, manufacturing and related industries. Any downturn in these industries may adversely affect the economy of the state. Since Fifth Third Intermediate invests primarily in issuers from Michigan, its performance also may be negatively affected by other regional factors such as, for example, natural disasters, which may affect the creditworthiness of municipal issuers or may disrupt the local, state, or regional economy or certain sectors of the economy.

FIFTH THIRD MUNICIPAL BOND FUND (“FIFTH THIRD MUNI”) – FEDERATED INTERMEDIATE

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Each Fund’s fundamental investment objective is to provide current income exempt from federal regular income tax. Fifth Third Muni, on the one hand, may invest up to 100% of its assets in securities that may be subject to AMT. Federated Intermediate, on the other hand, will normally invest entirely in securities whose interest is not subject to the federal AMT; however, it may in certain circumstances invest in securities that may be subject to AMT in pursuing its investment objective. These circumstances include, among others, when there is a lack of supply of non-AMT securities. Fifth Third Muni currently holds AMT securities in its portfolio, and may dispose of all or a portion of its AMT security holdings prior to the Reorganization being consummated to the extent that FTAM believes (after considering relevant factors, such as capital gains that may result from such dispositions) that such dispositions are consistent with the best interest of shareholders. FTAM currently anticipates, however, that due to a lack of supply of non-AMT securities given current market conditions, Fifth Third Muni may not be able to dispose of all of its AMT securities. Such AMT securities are consistent with Federated Intermediate's investment objectives, and, if Federated Intermediate acquires any such AMT securities as part of the Reorganization, it will do so due to a lack of supply of non-AMT securities. Federated Intermediate’s dollar-weighted average portfolio maturity is between three and ten years; Fifth Third Muni’s dollar-weighted average portfolio maturity, on the other hand, is between five and twenty-five years. Each Fund invests only in investment grade securities or unrated securities of comparable quality. Each Fund actively manages the credit quality and duration of its portfolio, seeking to minimize risk and enhance returns. Federated Intermediate may incur a limited amount of taxable income or capital gain. Federated Intermediate may use derivative contracts and/or hybrid instruments to implement its investment policies.
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Under normal circumstances, Fifth Third Muni invests at least 80% of its assets in municipal bond obligations, while Federated Intermediate has a policy that it will normally invest its assets so that at least 80% of the income that it distributes will be exempt from federal regular income tax.

Because Fifth Third Muni and Federated Intermediate have similar investment objectives and policies, their principal risks will be similar. All mutual funds take investment risks. Therefore, it is possible to lose money by investing in either Fund.

The following summarizes some of the more significant risk factors relating to both Funds.

 
·
Interest Rate Risks. Prices of fixed-income securities (including tax-exempt securities) generally fall when interest rates rise. Interest rate changes have a greater effect on the price of fixed-income securities with longer durations.

 
·
Credit Risks. There is a possibility that issuers of securities in which each Fund may invest may default on the payment of interest or principal on the securities when due, which would cause the investing Fund to lose money.

 
·
Sector Risks. A substantial part of each Fund’s portfolio may be comprised of securities issued or credit enhanced by companies in similar businesses, or with other similar characteristics. As a result, each Fund will be more susceptible to any economic, business, political, or other developments which generally affect these issuers.

 
·
Prepayment Risks. When homeowners prepay their mortgages in response to lower interest rates, each Fund will be required to reinvest the proceeds at the lower interest rates available. Also, when interest rates fall, the price of municipal mortgage-backed securities may not rise to as great an extent as that of other fixed-income securities.

 
·
Call Risks. Each Fund’s performance may be adversely affected by the possibility that an issuer of a security held by the Fund may redeem the security prior to maturity at a price below its current market value.

 
·
Tax Risks. In order to pay interest that is exempt from federal regular income tax, tax-exempt securities must meet certain legal requirements. Failure to meet such requirements may cause the interest received and distributed by a Fund to shareholders to be taxable. Changes or proposed changes in Federal or state laws may cause the prices of tax-exempt securities to fall and/or may affect the tax status of the securities in which each Fund invests.
 
Because Federated Intermediate may invest in derivatives contracts and hybrid instruments as a principal strategy, it is also subject to the following additional risks:

 
·
Risks of Investing in Derivative Contracts and Hybrid Instruments. Derivative contracts and hybrid instruments involve risks different from, or possibly greater than, risks associated with investing directly in securities and other traditional investments. Specific risk issues related to the use of such contracts and instruments include valuation and tax issues, increased potential for losses and/or costs to Federated Intermediate, and a potential reduction in gains to Federated Intermediate. Each of these issues is described in greater detail in the prospectus of Federated Intermediate, which is incorporated herein by reference. Derivative contracts and hybrid instruments may also involve other risks described in this Prospectus/Proxy Statement, such as interest rate, credit, liquidity and leverage risks.

 
·
Liquidity Risks. Certain securities in which Federated Intermediate invests may be less readily marketable and may be subject to greater fluctuation in price than other securities. Liquidity risk also refers to the possibility that Federated Intermediate may not be able to sell a security or close out a derivative contract when it wants to. Over-the-counter derivative contracts generally carry greater liquidity risk than exchange-traded contracts.

 
·
Leverage Risks. Leverage risk is created when an investment exposes Federated Intermediate to a level of risk that exceeds the amount invested. Changes in the value of such an investment magnify Federated Intermediate’s risk of loss and potential gain.

 
·
Derivatives-Related Tax Risks. The Federal income tax treatment of certain types of derivative contracts is unclear. Use of derivatives may cause Federated Intermediate to receive payments, and make distributions, that are treated as ordinary income for federal income tax purposes rather than exempt interest or long-term capital gains.

FIFTH THIRD MICHIGAN MUNICIPAL BOND FUND (“FIFTH THIRD MI MUNI”) –
FEDERATED MICHIGAN INTERMEDIATE MUNICIPAL TRUST (“FEDERATED MI MUNI”).

Each Fund’s fundamental investment objective is to provide current income that is exempt from federal regular income tax and Michigan personal income tax. Each Fund may invest up to 100% of its assets in securities that may be subject to AMT. Federated MI Muni’s dollar-weighted average portfolio maturity is between three and ten years; Fifth Third MI Muni’s dollar-weighted average portfolio maturity is between two and five years. Each Fund invests in investment grade securities or unrated securities of comparable quality. Each Fund actively manages the credit quality and duration of the portfolio, seeking to minimize risk and enhance returns. Federated MI Muni may incur a limited amount of taxable income or capital gain. Federated MI Muni may use derivative contracts and/or hybrid instruments to implement its investment policies. Federated MI Muni is non-diversified, whereas Fifth Third MI Muni is diversified. A non-diversified Fund does not have to invest in as many issuers as a diversified fund, and thus it could be significantly affected by the performance of one or a small number of issuers and a single security’s increase or decrease in value may have a greater impact on a non-diversified fund’s net asset value and total return.

Under normal circumstances, Fifth Third Muni invests at least 80% of its assets in municipal bond obligations that pay interest that is exempt from personal income taxes imposed by the State of Michigan, or its political subdivisions, whereas Federated MI Muni has an investment policy that it will normally invest its assets so that at least 80% of the income that it distributes will be exempt from federal regular income tax and the personal income taxes imposed by the State of Michigan and Michigan municipalities.

Because Fifth Third MI Muni and Federated MI Muni have similar investment objectives and policies, their principal risks generally will be similar. All mutual funds take investment risks. Therefore, it is possible to lose money by investing in either Fund.

The following summarizes some of the more significant risk factors relating to both Funds.

 
·
Interest Rate Risks. Prices of fixed-income securities (including tax-exempt securities) generally fall when interest rates rise. Interest rate changes have a greater effect on the price of fixed-income securities with longer durations.

 
·
Credit Risks. There is a possibility that issuers of securities in which each Fund may invest may default on the payment of interest or principal on the securities when due, which would cause the investing Fund to lose money.

 
·
Sector Risks. A substantial part of each Fund’s portfolio may be comprised of securities issued or credit enhanced by companies in similar businesses, or with other similar characteristics. As a result, each Fund will be more susceptible to any economic, business, political, or other developments which generally affect these issuers.

 
·
Prepayment Risks. When homeowners prepay their mortgages in response to lower interest rates, each Fund will be required to reinvest the proceeds at the lower interest rates available. Also, when interest rates fall, the price of municipal mortgage-backed securities may not rise to as great an extent as that of other fixed-income securities.

 
·
Call Risks. Each Fund’s performance may be diversely affected by the possibility that an issuer of a security held by the Fund may redeem the security prior to maturity at a price below its current market value.

 
·
Tax Risks. In order to pay interest that is exempt from federal regular income tax, tax-exempt securities must meet certain legal requirements. Failure to meet such requirements may cause the interest received and distributed by a Fund to shareholders to be taxable. Changes or proposed changes in federal or state laws may cause the prices of tax-exempt securities to fall and/or may affect the tax status of the securities in which each Fund invests.

 
·
State-Specific Risks. Since each Fund may invest a substantial portion of its assets in Michigan tax-exempt securities, each Fund may be subject to additional risks compared to funds that invest in multiple states. Although it has diversified, Michigan’s economy is still heavily dependent upon certain industries especially automobile, manufacturing and related industries. Any downturn in these industries may adversely affect the economy of the State. Since each Fund invests primarily in issuers from Michigan, its performance also may be negatively affected by other local, state or regional factors, such as, for example, natural disasters, which may affect the creditworthiness of municipal issuers or otherwise disrupt the local, state or regional economy or certain sectors of the economy.

Because Federated MI Muni may invest in derivatives contracts and hybrid instruments as a principal strategy, it is also subject to the following additional principal risks:

 
·
Risks of Investing in Derivative Contracts and Hybrid Instruments. Derivative contracts and hybrid instruments involve risks different from, or possibly greater than, risks associated with investing directly in securities and other traditional investments. Specific risk issues related to the use of such contracts and instruments include valuation and tax issues, increased potential for losses and/or costs to Federated MI Muni, and a potential reduction in gains to Federated MI Muni. Each of these issues is described in greater detail in the prospectus of Federated MI Muni, which is incorporated herein by reference. Derivative contracts and hybrid instruments may also involve other risks described in this prospectus, such as interest rate, credit, liquidity and leverage risks.

 
·
Liquidity Risks. Certain securities in which Federated MI Muni invests may be less readily marketable and may be subject to greater fluctuation in price than other securities. Liquidity risk also refers to the possibility that Federated MI Muni may not be able to sell a security or close out a derivative contract when it wants to. Over-the-counter derivative contracts generally carry greater liquidity risk than exchange-traded contracts.

 
·
Leverage Risks. Leverage risk is created when an investment exposes Federated MI Muni to a level of risk that exceeds the amount invested. Changes in the value of such an investment magnify Federated MI Muni’s risk of loss and potential gain.

 
·
Derivatives-Related Tax Risks. The Federal income tax treatment of certain types of derivative contracts is unclear. Use of derivatives may cause Federated MI Muni to receive payments, and make distributions, that are treated as ordinary income for Federal tax purposes rather than exempt interest or long-term capital gains.

In addition, Federated MI Muni is also subject to the following risk:
 
 
·
Non-Diversification Risk. Federated MI Muni is non-diversified. Compared to a diversified mutual fund, it may invest a higher percentage of its assets among fewer issues of portfolio securities. This increases Federated MI Muni’s risk by magnifying the impact (positively or negatively) that any one issuer has on Federated MI Muni’s share price and performance.

FIFTH THIRD OHIO MUNICIPAL BOND FUND (“FIFTH THIRD OH MUNI”) —
FEDERATED OHIO MUNICIPAL BOND FUND (“FEDERATED OH MUNI”)

Each Fund’s fundamental investment objective is to provide current income that is exempt from federal regular income tax and personal income taxes imposed by the state of Ohio and Ohio municipalities. Each Fund may invest up to 100% of its assets in securities that may be subject to AMT. Federated OH Muni does not limit itself to securities of a particular maturity range and currently invests at least a majority of its assets in securities with stated maturities of ten years or more; Fifth Third OH Muni’s dollar-weighted average portfolio maturity, on the other hand, is between three and ten years. Federated OH Muni invests at least a majority of its assets in investment grade securities, but may invest up to 49% of its assets in junk bonds; Fifth Third OH Muni, on the other hand, invests only in investment grade securities or unrated securities of comparable quality. Each Fund actively manages the credit quality and duration of the portfolio, seeking to minimize risk and enhance returns. Federated OH Muni may incur a limited amount of taxable income or capital gain. Federated OH Muni may use derivative contracts and/or hybrid instruments to implement its investment policies.

Fifth Third OH Muni invests at least 80% of its assets in municipal bond obligations that pay interest that is exempt from personal income taxes imposed by Ohio and its municipalities while Federated OH Muni has an investment policy that it will normally invest its assets so that at least 80% of the income that it distributes will be exempt from Federal regular income tax and the personal income taxes imposed by the state of Ohio and Ohio municipalities.

Because Fifth Third OH Muni and Federated OH Muni have similar investment objectives and policies, their principal risks will be similar. All mutual funds take investment risks. Therefore, it is possible to lose money by investing in either Fund.

The following summarizes some of the more significant risk factors relating to both Funds.
 
 
·
Interest Rate Risks. Prices of fixed-income securities (including tax-exempt securities) generally fall when interest rates rise. Interest rate changes have a greater effect on the price of fixed-income securities with longer durations.

 
·
Credit Risks. There is a possibility that issuers of securities in which each Fund may invest may default on the payment of interest or principal on the securities when due, which would cause the investing Fund to lose money.

 
·
Sector Risks. A substantial part of each Fund’s portfolio may be comprised of securities issued or credit enhanced by companies in similar businesses, or with other similar characteristics. As a result, each Fund will be more susceptible to any economic, business, political, or other developments which generally affect these issuers.

 
·
Prepayment Risks. When homeowners prepay their mortgages in response to lower interest rates, each Fund will be required to reinvest the proceeds at the lower interest rates available. Also, when interest rates fall, the price of municipal mortgage-backed securities may not rise to as great an extent as that of other fixed-income securities.

 
·
Call Risks. Each Fund’s performance may be adversely affected by the possibility that an issuer of a security held by the Fund may redeem the security prior to maturity at a price below its current market value.

 
·
Tax Risks. In order to pay interest that is exempt from federal regular income tax, tax-exempt securities must meet certain legal requirements. Failure to meet such requirements may cause the interest received and distributed by a Fund to shareholders to be taxable. Changes or proposed changes in federal or state laws may cause the prices of tax-exempt securities to fall and/or may affect the tax status of the securities in which each Fund invests.

 
·
State-Specific Risks: Since each Fund invests a majority of its assets in a portfolio of Ohio tax-exempt securities, each Fund may be subject to additional risks compared to funds that invest in multiple states. Ohio’s economy is relatively diversified across the manufacturing, agricultural and service sectors. Any downturn in these industries may adversely affect the economy of the state. Since each Fund invests primarily in issuers from Ohio, its performance may also be negatively affected by other local, state, or regional factors, such as, for example, natural disasters, which may affect the creditworthiness of municipal issuers or otherwise disrupt the local, state, or regional economy or certain sectors of the economy.

 
·
Non-Diversification Risk. Each Fund is non-diversified. Compared to a diversified mutual fund, each Fund may invest a higher percentage of its assets among fewer issues of portfolio securities. This increases each Fund’s risk by magnifying the impact (positively or negatively) that any one issuer has on the Fund’s share price and performance.

Because Federated OH Muni may invest in derivatives contracts and hybrid instruments as a principal strategy, it is also subject to the following additional principal risks:

 
·
Risks of Investing in Derivative Contracts and Hybrid Instruments. Derivative contracts and hybrid instruments involve risks different from, or possibly greater than, risks associated with investing directly in securities and other traditional investments. Specific risk issues related to the use of such contracts and instruments include valuation and tax issues, increased potential for losses and/or costs to Federated OH Muni, and a potential reduction in gains to Federated OH Muni. Each of these issues is described in greater detail in the prospectus of Federated OH Muni which is incorporated herein by reference. Derivative contracts and hybrid instruments may also involve other risks described in this prospectus, such as interest rate, credit, liquidity and leverage risks.

 
·
Liquidity Risks. Certain securities in which Federated OH Muni invests may be less readily marketable and may be subject to greater fluctuation in price than other securities. Liquidity risk also refers to the possibility that Federated OH Muni may not be able to sell a security or close out a derivative contract when it wants to. Over-the-counter derivative contracts generally carry greater liquidity risk than exchange-traded contracts.

 
·
Leverage Risks. Leverage risk is created when an investment exposes Federated OH Muni to a level of risk that exceeds the amount invested. Changes in the value of such an investment magnify Federated OH Muni’s risk of loss and potential gain.

 
·
Derivatives Related Tax Risks. The federal income tax treatment of certain types of derivatives contracts is unclear. Use of derivatives may cause Federated OH Muni to receive payments, and make distributions, that are treated as ordinary income for federal tax purposes, rather than exempt interest or long-term capital gains.

In addition, Federated OH Muni is also subject to the following risk:

 
·
Risks Associated with Noninvestment-Grade Securities. Federated OH Muni may invest a portion of its assets in securities rated below investment grade (which are also known as junk bonds), which may be subject to greater credit, interest rate and liquidity risks than investment-grade securities.

FIFTH THIRD MUNICIPAL MONEY MARKET FUND (“FIFTH THIRD MUNI MONEY MARKET”)
MUNICIPAL OBLIGATIONS FUND (“FEDERATED MUNI MONEY MARKET”).

Each Fund’s fundamental investment objective is to provide current income exempt from federal regular income tax, while preserving capital and maintaining liquidity. Each Fund is a money market fund that seeks to maintain a stable net asset value of $1.00 per share. Each Fund may invest up to 100% of its assets in securities that may be subject to AMT. Federated Muni Money Market will invest in securities rated in one of the two highest short-term rating categories by one or more nationally recognized statistical ratings organizations (NRSROs) (or be of comparable quality); Fifth Third Muni Money Market, on the other hand, generally will invest in securities at least 95% of which are rated in the highest short-term category by one or more NRSROs (or, if unrated, are of comparable quality). Some securities purchased by Fifth Third Muni Money Market may be restricted securities.

Under normal circumstances, Fifth Third Money Market invests at least 80% of its assets in municipal securities, while Federated Muni Money Market has an investment policy that it will normally invest its assets so that at least 80% of the income that it distributes will be exempt from federal regular income tax.

Because Fifth Third Muni Money Market and Federated Muni Money Market have similar investment objectives and policies, their principal risks will be similar. All mutual funds take investment risks. Therefore, it is possible to lose money by investing in either Fund.

The following summarizes some of the more significant risk factors relating to both Funds.

 
·
Interest Rate Risks. Prices of fixed-income securities (including tax-exempt securities) generally fall when interest rates rise. Interest rate changes have a greater effect on the price of fixed-income securities with longer maturities. Money market funds try to minimize the risk by purchasing short-term securities.

 
·
Credit Risks. There is a possibility that issuers of securities in which each Fund may invest may default on the payment of interest or principal on the securities when due, which would cause the Fund to lose money. Money market funds try to minimize the risk by purchasing higher quality securities.

 
·
Tax Risks. In order to pay interest that is exempt from federal regular income tax, tax-exempt securities must meet certain legal requirements. Failure to meet such requirements may cause the interest received and distributed by a Fund to shareholders to be taxable. Changes or proposed changes in federal or state laws may cause the prices of tax-exempt securities to fall and/or may affect the tax status of the securities in which each Fund invests.

 
·
Sector Risks. A substantial part of each Fund’s portfolio may be comprised of securities issued or credit enhanced by companies in similar businesses, or with other similar characteristics. As a result, each Fund will be more susceptible to any economic, business, political, or other developments which generally affect these issuers.

 
·
Call Risks. Each Fund’s performance may be adversely affected by the possibility that an issuer of a security held by the Fund may redeem the security prior to maturity at a price below its current market value.

 
·
Risks Associated with Investing Share Prices. On days during which there are net purchases of Fund shares, a Fund must invest the proceeds at prevailing market yields. If the yield of the securities purchased is less than that of the securities already in the portfolio, the Fund’s yield will likely decrease. Conversely, net purchases on days on which short-term yields rise will cause the Fund’s yield to increase. The larger the amount that must be invested or the greater the difference between the yield of the securities purchased and the yield of the existing investments, the greater the impact will be on the yield of the Fund. In the event of significant changes in short term-yields or significant net purchases, a Fund retains the discretion to close to new investments. However, a Fund is not required to close, and no assurance can be given that this will be done in any given circumstance.

FIFTH THIRD MICHIGAN MUNICIPAL MONEY MARKET FUND (“FIFTH THIRD MI MONEY MARKET”) — MICHIGAN MUNICIPAL CASH TRUST (“FEDERATED MI MONEY MARKET”)

Each Fund’s fundamental investment objective is to provide current income exempt from federal regular income tax and Michigan personal income tax while preserving capital and maintaining liquidity. Each Fund is a money market fund that seeks to maintain a stable net asset value of $1.00 per share. Both Funds may invest up to 100% of its assets in securities that may be subject to AMT. Both Funds will invest in securities rated in one of the two highest short-term rating categories (or, if unrated, are of comparable quality).

Under normal circumstances, Fifth Third MI Money Market invests at least 80% of its assets in Michigan municipal obligations, which consists of bonds, notes and commercial paper issued by the State of Michigan and its political subdivisions that are exempt from federal income taxes, while Federated MI Money Market has an investment policy that it will normally invest its assets so that at least 80% of the income that it distributes will exempt from federal regular income tax and Michigan state income tax.

Because Fifth Third MI Money Market and Federated MI Money Market otherwise have similar investment objectives and policies, their principal risks will be similar. All mutual funds take investment risks. Therefore, it is possible to lose money by investing in either Fund.

The following summarizes some of the more significant risk factors relating to both Funds.

 
·
Interest Rate Risks. Prices of fixed-income securities (including tax-exempt securities) generally fall when interest rates rise. Interest rate changes have a greater effect on the price of fixed-income securities with longer maturities. Money market funds try to minimize the risk by purchasing short-term securities.

 
·
Credit Risks. There is a possibility that issuers of securities in which each Fund may invest may default on the payment of interest or principal on the securities when due, which would cause the Fund to lose money. Money market funds try to minimize the risk by purchasing higher quality securities.

 
·
Tax Risks. In order to pay interest that is exempt from federal regular income tax, tax-exempt securities must meet certain legal requirements. Failure to meet such requirements may cause the interest received and distributed by a Fund to shareholders to be taxable. Changes or proposed changes in federal or state laws may cause the prices of tax-exempt securities to fall and/or may affect the tax status of the securities in which each Fund invests.

 
·
Sector Risks. A substantial part of each Fund’s portfolio may be comprised of securities issued or credit enhanced by companies in similar businesses, or with other similar characteristics. As a result, each Fund will be more susceptible to any economic, business, political, or other developments which generally affect these issuers.

 
·
Call Risks. Each Fund’s performance may be adversely affected by the possibility that an issuer of a security held by the Fund may redeem the security prior to maturity at a price below its current market value.

 
·
Risks Associated with Investing Share Prices. On days during which there are net purchases of Fund shares, a Fund must invest the proceeds at prevailing market yields. If the yield of the securities purchased is less than that of the securities already in the portfolio, the Fund’s yield will likely decrease. Conversely, net purchases on days on which short-term yields rise will cause the Fund’s yield to increase. The larger the amount that must be invested or the greater the difference between the yield of the securities purchased and the yield of the existing investments, the greater the impact will be on the yield of the Fund. In the event of significant changes in short- term yields or significant net purchases, a Fund retains the discretion to close to new investments. However, a Fund is not required to close, and no assurance can be given that this will be done in any given circumstance.

 
·
State-Specific Risks. Since each Fund invests primarily in issuers from Michigan, each Fund may be subject to additional risks compared to funds that invest in multiple states. Although it has diversified, Michigan’s economy is still heavily dependent upon certain industries, especially automobile, manufacturing and related industries. Any downturn in these industries may adversely affect the economy of the state. Since each Fund invests primarily in issuers from Michigan, its performance also may be negatively affected by other local, state or regional factors, such as, for example, natural disasters, which may affect the creditworthiness of municipal issuers or otherwise disrupt the local, state or regional economy or certain sectors of the economy.

 
·
Credit Enhancement Risks. The securities in which each Fund invests may be subject to credit enhancement (for example, guarantees, letters of credit or bond insurance). If the credit quality of the credit enhancement provider (for example, a bank or bond insurer) is downgraded, the rating on a security credit enhanced by such credit enhancement provider also may be downgraded. Having multiple securities credit enhanced by the same enhancement provider will increase the adverse effects on the Fund that are likely to result from a downgrading of, or a default by, such an enhancement provider. Adverse developments in the banking or bond insurance industries also may negatively affect the Fund.

ADDITIONAL INFORMATION REGARDING DERIVATIVES STRATEGIES
 
As described above, Federated Intermediate, Federated Muni and Federated OH Muni may use derivative contracts and/or hybrid instruments to increase or decrease the allocation of their portfolios to securities or types of securities in which each such Federated Fund may invest directly. These Federated Funds may also, for example, use derivative contracts to:

 
·
Obtain premiums from the sale of derivative contracts;
 
 
·
realize gains from trading a derivative contract; or
 
 
·
hedge against potential losses.
 
Derivatives contracts and hybrid instruments are subject to liquidity risks, leverage risks and credit risks. There can be no assurance that the Federated Funds’ use of derivatives contracts or hybrid instruments will work as intended. The Fifth Third Funds may also invest in derivatives contracts.
 
COMPARISON OF INVESTMENT LIMITATIONS
 
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Each Fund has fundamental investment limitations which cannot be changed without shareholder approval, and non-fundamental investment limitations which may be changed with Board approval but without shareholder approval. The summary below is qualified in its entirety by the description of the fundamental limitations of each Federated Fund and each Fifth Third Fund is set forth in Annex B to this Prospectus/ Proxy Statement. The limitations for each Federated Fund and each corresponding Fifth Third Fund are substantially similar; however, you may want to note the following differences.
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FIFTH THIRD INTERMEDIATE AND FIFTH THIRD MUNI — FEDERATED INTERMEDIATE
 
While each Fifth Third Fund and Federated Intermediate will not pledge any assets except to secure permitted borrowings, each Fifth Third Fund may mortgage, pledge or hypothecate their assets to secure permitted borrowings without limitation, whereas Federated Intermediate may mortgage, pledge or hypothecate assets only to the extent of 10% of its assets.

Federated Intermediate may not lend any of its assets, whereas Fifth Third Intermediate and Fifth Third Muni each may lend up to one-third of its assets.

Federated Intermediate may not invest more than 25% of its assets in any one industry, but may invest more than 25% of its assets in industrial development bonds of issuers in the same industry or the same state, whereas Fifth Third Intermediate and Fifth Third Muni may not purchase securities if, as a result of such purchase, 25% or more of the Fund’s total assets would be invested in any one industry or in industrial development bonds, or other securities, the interest upon which is paid from revenues of similar types of projects.

FIFTH THIRD MI MUNI AND FIFTH THIRD OH MUNI —
FEDERATED MI MUNI AND FEDERATED OH MUNI

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Fifth Third MI Muni and Fifth Third OH Muni may not issue senior securities or borrow money, except for borrowings of up to one-third of its assets as a temporary, extraordinary or emergency measure (and not for investment purposes), nor may it purchase any securities while borrowings in excess of 5% of its assets are outstanding, whereas each corresponding Federated Fund may issue senior securities and borrow money to the maximum extent permitted under the 1940 Act (Currently, under the 1940 Act, a Fund may borrow up to one-third of its assets from banks and may borrow money issue senior securities in certain circumstances to the extent that certain conditions are met.)
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Fifth Third MI Muni and Fifth Third OH Muni may not (with certain exceptions) buy or sell puts, calls, straddles or spreads, whereas each corresponding Federated Fund is not restricted in its ability to buy or sell puts, calls, straddles or spreads.

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Fifth Third MI Muni and Fifth Third OH Muni may not invest more than 25% of their assets in industrial revenue bonds of issuers in the same industry or the same state. Each corresponding Federated Fund may not make investments that will result in the concentration of its investments in the securities of issuers primarily engaged in the same industry, except that each Federated Fund is permitted to invest an unlimited amount of its assets in such industrial revenue bonds.
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Fifth Third MI Muni and Fifth Third OH Muni may not purchase or sell commodities or commodities contracts other than financial futures or options on financial futures (except for Fifth Third OH Muni, which will not purchase or sell commodities at all), while each Federated Fund (i) may purchase securities of companies that deal in commodities; and (ii) may purchase any commodities other than “physical commodities” and may engage in any transactions involving futures, options, forward currency contracts, swap transactions and other contracts that settle by payment of cash.

Fifth Third MI Muni is a “diversified company” under the 1940 Act. Federated MI Muni is non-diversified.

FIFTH THIRD MUNI MONEY MARKET — FEDERATED MUNI MONEY MARKET AND FIFTH THIRD MI MONEY MARKET — FEDERATED MI MONEY MARKET

Each Fifth Third Fund may not issue senior securities or borrow money, except for borrowings of up to one-third of its assets as a temporary, extraordinary emergency measure (and not for investment purposes), nor may it purchase any securities while borrowings in excess of 5% of its assets are outstanding, whereas each Federated Fund may issue senior securities and borrow money to the maximum extent permitted under the 1940 Act.

Although each Fifth Third Fund and Federated Fund will not pledge any assets except to secure permitted borrowings, each Fifth Third Fund may pledge assets having a market value not exceeding the lesser of the dollar amount borrowed or 10% of the value of the Fund’s total assets at the time of pledge. Each Federated Fund’s ability to pledge assets is not limited to a percentage of assets.

Each Fifth Third Fund may not purchase or sell commodities or commodity contracts, whereas each Federated Fund may purchase securities of companies that deal in commodities and/or may purchase any commodities other than “physical” commodities.

 
COMPARATIVE FEE TABLES
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Like all mutual funds, Fifth Third Funds and Federated Funds incur certain expenses in their operations. These expenses include management fees, as well as the cost of maintaining accounts, administration, providing shareholder liaison and distribution services and other activities. Set forth in the tables below is information regarding the fees and expenses currently incurred by each class of each Fifth Third Fund and each corresponding class of the corresponding Federated Fund, and pro forma fees for the corresponding class of Federated Fund after giving effect to the Reorganization. In accordance with the structure of the proposed Reorganizations, as described in the chart on the first page of this Prospectus/Proxy Statement, the first two fee tables set forth below reflect the effect of the separate Reorganizations of Fifth Third Intermediate and Fifth Third Muni into Federated Intermediate, respectively, while the third fee table reflects the combined effect of both such Reorganizations. The remainder of the fee tables each reflect the Reorganization of a single Fifth Third Fund into a single Federated Fund.
 
FIFTH THIRD INTERMEDIATE FUND CLASS A SHARES, CLASS B SHARES, CLASS C SHARES AND INSTITUTIONAL SHARES — FEDERATED INTERMEDIATE INSTITUTIONAL SHARES
 
FEES AND EXPENSES
 
This table describes (1) the actual fees and expenses for the Class A Shares, Class B Shares, Class C Shares and Institutional Shares of Fifth Third Intermediate for its fiscal year ended July 31, 2007; (2) the actual fees and expenses for the Institutional Shares of Federated Intermediate for its most recent fiscal year ended May 31, 2008; and (3) the proforma fees and expenses of Institutional Shares of Federated Intermediate on a combined basis after giving effect to the Reorganization.
 
 
 
 
 
 
 
 
Shareholder Fees
 
 
 
Fifth Third Inter-mediate - Class A Shares
 
 
 
Fifth Third Inter-mediate - Class B Shares
 
 
 
Fifth Third Inter-mediate - Class C Shares
 
 
 
Fifth Third Inter-mediate - Institutional
Shares
 
 
 
 
 
Federated Intermediate - Institutional Shares
 
 
 
 
 
Federated Intermediate- Institutional Shares Pro Forma Combined
Fees Paid Directly From Your Investment
           
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)
 
3.50%1
 
None
 
None
 
None
 
None
 
None
Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, as applicable)
None
5.00%2
1.00%3
None
None
None
Maximum Sales Charge (Load) Imposed on Reinvested Dividends (and other Distributions) (as a percentage of offering price)
 
 
None
 
 
None
 
 
None
 
 
None
 
 
None
 
 
None
Redemption Fee (as a percentage of amount redeemed, if applicable)
 
None
 
None
 
None
 
None
 
None
 
None
Exchange Fee
None
None
None
None
None
None
             
Annual Fund Operating Expenses 4
           
Expenses That are Deducted From Fund Assets (as a percentage of average net assets)
           
Management Fee
0.55%
0.55%
0.55%
0.55%
0.40%5
0.40%5
Distribution (12b-1) Fee
0.25%
1.00%
0.75%
None
None
None
Other Expenses
0.34%6
0.34%6
0.59%6
0.34%6
0.54%7
0.45%7
Total Annual Fund Operating Expenses
1.14%8
1.89%8,9
1.89%8
0.89%8
0.94%10
0.85%10
1      Lower sales charges are available depending upon the amount invested. For investments of $1 million or more, no sales charges apply; however, a contingent deferred sales charge (“CDSC”) of 1% is applicable to redemptions within 18 months of purchase.
 
2      5% in the first year after purchase, declining to 4% in the second year, 3% in the third and fourth years, 2% in the fifth year, 1% in the sixth year and eliminated thereafter. Approximately eight years after purchase, Class B Shares automatically convert to Class A Shares.
 
3      The CDSC for Class C Shares of 1.00% applies to shares redeemed within the first year of purchase.
4   The rate at which expenses are accrued during the fiscal year may not be constant and, at any particular point, may be greater or less than the stated average percentage. Shown below are the net expenses actually paid by Fifth Third Intermediate Class A Shares, Class B Shares, Class C Shares and Institutional Shares for the fiscal year ended July 31, 2007. Although not contractually obligated to do so, Federated Intermediate’s Adviser and administrator waived and the shareholder services provider reimbursed and did not charge, certain amounts. These are shown below along with the net expenses actually paid by Federated Intermediate and Federated Intermediate Pro Forma Combined for the fiscal year ended May 31, 2008.
 
Total Voluntary Waivers, Reimbursement and Reduction of Fund Expenses
0.24%8
0.97%8,9
0.24%8
0.24%8
0.38%
0.29%
Total Actual Annual Fund Operating Expenses (after voluntary waivers, reimbursement and reduction)
 
0.90%
 
0.92%
 
1.65%
 
0.65%
 
0.56%
 
0.56%
5     FIMCO voluntarily waived a portion of the management fee. FIMCO can terminate this voluntary waiver at any time. The management fee paid by Federated Intermediate and Federated Intermediate Pro Forma Combined (after the voluntary waiver) was 0.12% and 0.18%, respectively, for the fiscal year ended May 31, 2008.
6      With respect to Fifth Third Intermediate, Other Expenses include amounts the Fund incurs indirectly in connection with its investment in other investment companies. Amount is less than 0.01%.
7      With respect to Federated Intermediate and Federated Intermediate Pro Forma Combined, Other Expenses include a shareholder fee/account administration fee which is used to compensate intermediaries for shareholder services or account administrative services. Also includes a recordkeeping fee which is used to compensate intermediaries for recordkeeping services. The administrator voluntarily waived a portion of its fee. The administrator can terminate this voluntary waiver at any time. The shareholder services provider voluntarily reimbursed a portion of its fee. The shareholder services provider can terminate this voluntary reimbursement at any time. Additionally, the shareholder services provider did not charge, and therefore the Federated Intermediate’s Institutional Shares did not accrue, a portion of it fee. This reduction can be terminated at any time. Total other expenses paid by Federated Intermediate and estimated expenses for Federated Intermediate Pro Forma Combined, Institutional Shares (after the voluntary waiver, reimbursement and reduction) were 0.44% and 0.38%, respectively, for the fiscal year ended May 31, 2008. Included in these amounts was 0.01% of interest and trust expenses related to Federated Intermediate’s participation in secondary inverse floater structures.
8      Fifth Third Intermediate’s Advisor and Administrator have voluntarily agreed to waive fees and/or reimburse expenses to limit total annual fund operating expenses to 0.90% for Class A Shares, 1.65% for Class B Shares, 1.65% for Class C Shares and 0.65% for Institutional Shares. These waivers and/or expense reimbursements may be discontinued at any time.
9      Fifth Third Intermediate’s Distributor has voluntarily agreed to waive fees and/or reimburse expenses to limit total annual fund operating expenses to 0.92% for Class B Shares. These waivers and/or expense reimbursements may be discontinued at any time.
10    FIMCO and its affiliates have voluntarily agreed to waive their fees and/or reimburse expenses so that the total operating expenses (excluding the interest and trust expenses referenced in Note 7 above) paid by Federated Intermediate’s Institutional Shares (after the voluntary waivers and reimbursements) will not exceed 0.55% for the fiscal year ending May 31, 2009. Although these actions are voluntary, FIMCO and its affiliates have agreed to continue these waivers and/or reimbursements at least through July 31, 2009.
 
Example

This example is intended to help you compare the cost of investing in the indicated Funds with the cost of investing in other mutual funds.

The Example assumes that you invest $10,000 in the Funds’ 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, for the Fifth Third Intermediate’s Class A Shares, Class B Shares, Class C Shares and Institutional Shares operating expenses are before waivers and reimbursements as shown in the Table and remain the same, and for the Federated Intermediate and Federated Intermediate Pro Forma Combined’s Institutional Shares operating expenses are before waivers, reimbursement and reduction 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
3 Years
5 Years
10 Years
 
Fifth Third Intermediate , Class A Shares
       
Assuming redemption
$462
$699
$955
$1,688
Assuming no redemption
$462
$699
$955
$1,688
 
Fifth Third Intermediate , Class B Shares
       
Assuming redemption
$692
$894
$1,221
$2,016
Assuming no redemption
$192
$594
$1,021
$2,016
 
Fifth Third Intermediate , Class C Shares
       
Assuming redemption
$292
$594
$1,021
$2,212
Assuming no redemption
$192
$594
$1,021
$2,212
Fifth Third Intermediate, Institutional Shares
       
Assuming redemption
$91
$284
$493
$1,096
Assuming no redemption
$91
$284
$493
$1,096
 
Federated Intermediate , Institutional Shares
       
Assuming redemption
$96
$300
$520
$1,155
Assuming no redemption
$96
$300
$520
$1,155
 
Federated Intermediate, Institutional Shares Pro Forma Combined
       
Assuming redemption
$87
$271
$471
$1,049
Assuming no redemption
$87
$271
$471
$1,049
</R>
 
FIFTH THIRD MUNI CLASS A SHARES, CLASS B SHARES, CLASS C SHARES AND INSTITUTIONAL SHARES — FEDERATED INTERMEDIATE INSTITUTIONAL SHARES
 
FEES AND EXPENSES
<R>
 
This table describes (1) the actual fees and expenses for the Class A Shares, Class B Shares, Class C Shares and Institutional Shares of Fifth Third Muni as of its fiscal year ended July 31, 2007; (2) the actual fees and expenses for the Institutional Shares of Federated Intermediate for its most recent fiscal year ended May 31, 2008; and (3) the proforma fees and expenses of Institutional Shares of Federated Intermediate on a combined basis after giving effect to the Reorganization.
 
 
 
 
 
 
 
 
 
Shareholder Fees
 
 
 
 
 
Fifth
Third Muni - Class A Shares
 
 
 
 
 
Fifth
Third Muni - Class B Shares
 
 
 
 
 
Fifth
Third Muni - Class C Shares
 
 
 
 
 
Fifth
Third Muni - Institutional
Shares
 
 
 
 
 
Federated Intermediate- Institutional Shares
 
 
 
Federated Intermediate - Institutional Shares Pro Forma Combined
Fees Paid Directly From Your Investment
           
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)
 
4.75%1
 
None
 
None
 
None
 
None
 
None
Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, as applicable)
 
 
None
 
 
5.00%2
 
 
1.00%3
 
 
None
 
 
None
 
 
None
Maximum Sales Charge (Load) Imposed on Reinvested Dividends (and other Distributions) (as a percentage of offering price)
 
 
None
 
 
None
 
 
None
 
 
None
 
 
None
 
 
None
Redemption Fee (as a percentage of amount redeemed, if applicable)
 
None
 
None
 
None
 
None
 
None
 
None
Exchange Fee
None
None
None
None
None
None
             
Annual Fund Operating Expenses 4
           
Expenses That are Deducted From Fund Assets (as a percentage of average net assets)
           
Management Fee
0.55%
0.55%
0.55%
0.55%
0.40%5
0.40%5
Distribution (12b-1) Fee
0.25%
1.00%
0.75%
None
None
None
Other Expenses
0.58%6
0.58%6
0.83%6
0.58%6
0.54%7
0.45%7
 
Total Annual Fund Operating Expenses
 
1.38%8
 
2.13%8
 
2.13%8
 
1.13%8
 
0.94%9
 
0.85%9
1      Lower sales charges are available depending upon the amount invested. For investments of $1 million or more, no sales charges apply; however, a contingent deferred sales charge (“CDSC”) of 1% is applicable to redemptions within 18 months of purchase.
 
2      5% in the first year after purchase, declining to 4% in the second year, 3% in the third and fourth years, 2% in the fifth year, 1% in the sixth year and eliminated thereafter. Approximately eight years after purchase, Class B Shares automatically convert to Class A Shares.
 
3      The CDSC for Class C Shares of 1.00% applies to shares redeemed within the first year of purchase.
4      The rate at which expenses are accrued during the fiscal year may not be constant and, at any particular point, may be greater or less than the stated average percentage. Shown below are the net expenses actually paid by Fifth Third Muni ‘s Class A Shares, Class B Shares, Class C Shares and Institutional Shares for the fiscal year ended July 31, 2007. Although not contractually obligated to do so, Federated Intermediate’s Adviser and administrator waived and the shareholder services provider reimbursed and did not charge, certain amounts. These are shown below along with the net expenses actually paid by Federated Intermediate and Federated Intermediate Pro Forma Combined for the fiscal year ended May 31, 2008.
 
Total Voluntary Waivers, Reimbursement and Reduction of Fund Expenses
 
0.52%8
 
0.52%8
 
0.52%8
 
0.52%8
 
0.38%
 
0.29%
Total Actual Annual Fund Operating Expenses (after waivers, reimbursement and reductions)
 
0.86%
 
1.61%
 
1.61%
 
0.61%
 
0.56%
 
0.56%
5      FIMCO voluntarily waived a portion of the management fee. FIMCO can terminate this voluntary waiver at any time. The management fee paid by Federated Intermediate and Federated Intermediate Pro Forma Combined (after the voluntary waiver) was 0.12% and 0.18%, respectively, for the fiscal year ended May 31, 2008.
6      With respect to Fifth Third Muni, Other Expenses include amounts the Fund incurs indirectly in connection with its investment in other investment companies. Amount is less than 0.01%.
7      With respect to Federated Intermediate and Federated Intermediate Pro Forma Combined, Other Expenses include a shareholder fee/account administration fee which is used to compensate intermediaries for shareholder services or account administrative services. Also includes a recordkeeping fee which is used to compensate intermediaries for recordkeeping services. The administrator voluntarily waived a portion of its fee. The administrator can terminate this voluntary waiver at any time. The shareholder services provider voluntarily reimbursed a portion of its fee. The shareholder services provider can terminate this voluntary reimbursement at any time. Additionally, the shareholder services provider did not charge, and therefore the Federated Intermediate’s Institutional Shares did not accrue, a portion of it fee. This reduction can be terminated at any time. Total other expenses paid by Federated Intermediate and estimated expense for Federated Intermediate Pro Forma Combined, Institutional Shares (after the voluntary waiver, reimbursement and reduction) were 0.44% and 0.38%, respectively, for the fiscal year ended May 31, 2008. Included in these amounts was 0.01% of interest and trust expenses related to Federated Intermediate’s participation in secondary inverse floater structures.
8      Fifth Third Muni’s Advisor and Administrator have voluntarily agreed to waive fees and/or reimburse expenses to limit total annual fund operating expenses to 0.86% for Class A Shares, 1.61% for Class B Shares, 1.61% for Class C Shares and 0.61% for Institutional Shares. These waivers and/or expense reimbursements may be discontinued at any time.
9      FIMCO and its affiliates have voluntarily agreed to waive their fees and/or reimburse expenses so that the total operating expenses (excluding the interest and trust expenses referenced in note 7 above) paid by the Federated Intermediate’s Institutional Shares (after the voluntary waivers and reimbursements) will not exceed 0.55% for the fiscal year ending May 31, 2009. Although these actions are voluntary, FIMCO and its affiliates have agreed to continue these waivers and/or reimbursements at least through July 31, 2009.
 
Example

This example is intended to help you compare the cost of investing in the indicated Funds with the cost of investing in other mutual funds.

The Example assumes that you invest $10,000 in the Funds’ 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, for the Fifth Third Muni’s Class A Shares, Class B Shares, Class C Shares and Institutional Shares operating expenses are before waiver and reimbursement as shown in the Table and remain the same, and for the Federated Intermediate and Federated Intermediate Pro Forma Combined’s Institutional Shares operating expenses are before waivers, reimbursement and reduction 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
3 Years
5 Years
10 Years
 
Fifth Third Muni, Class A Shares
       
Assuming redemption
$609
$892
$1,195
$2,055
Assuming no redemption
$609
$892
$1,195
$2,055
 
Fifth Third Muni, Class B Shares
       
Assuming redemption
$716
$967
$1,344
$2,271
Assuming no redemption
$216
$667
$1,144
$2,271
 
Fifth Third Muni, Class C Shares
       
Assuming redemption
$316
$667
$1,144
$2,462
Assuming no redemption
$216
$667
$1,144
$2,462
 
Fifth Third Muni, Institutional Shares
       
Assuming redemption
$115
$359
$622
$1,374
Assuming no redemption
$115
$359
$622
$1,374
 
Federated Intermediate, Institutional Shares
       
Assuming redemption
$96
$300
$520
$1,155
Assuming no redemption
$96
$300
$520
$1,155
Federated Intermediate, Institutional Shares Pro Forma Combined
       
Assuming redemption
$87
$271
$471
$1,049
Assuming no redemption
$87
$271
$471
$1,049

</R>
 
FIFTH THIRD INTERMEDIATE - FIFTH THIRD MUNI - FEDERATED INTERMEDIATE
FEES AND EXPENSES
 

<R>
This table describes (1) the actual fees and expenses for Class A Shares, Class B Shares, Class C Shares and Institutional Shares of Fifth Third Intermediate for its fiscal year ended July 31, 2007; (2) the actual fees and expenses for Class A Shares, Class B Shares, Class C Shares and Institutional Shares of Fifth Third Muni for its fiscal year ended July 31, 2007; (3) the actual fees and expenses for Institutional Share of Federated Intermediate for its most recent fiscal year ended May 31, 2008; and (4) the proforma fees and expenses of Institutional Shares of Federated Intermediate on a combined basis after giving effect to the Reorganization

Shareholder Fees
 
Fifth
Third
Intermediate
- Class A
Shares
 
Fifth
Third
Intermediate
- Class B
Shares
 
Fifth
Third
Intermediate
- Class C
Shares
 
Fifth
Third
Intermediate
-Institutional
Shares
 
Fifth
Third
Muni-
Class A
Shares
 
Fifth
Third
Muni- Class B
Shares
 
Fifth
Third
Muni- Class C Shares
Fifth
Third
Muni-
Institut-tional
Shares
 
 
Federated
Intermediate-
Institutional
Shares
Federated
Intermediate
Pro Forma
Combined- Institutional
Shares
Fees Paid Indirectly From Your Investment
                   
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)
 
 
 
3.50%1
 
 
 
None
 
 
 
None
 
 
 
None
 
 
 
4.75%1
 
 
 
None
 
 
 
None
 
 
 
None
 
 
 
None
 
 
 
None
Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, as applicable)
 
 
 
 
 
None
 
 
 
 
 
5.00%2
 
 
 
 
 
1.00%3
 
 
 
 
 
None
 
 
 
 
 
None
 
 
 
 
 
5.00%2
 
 
 
 
 
1.00%3
 
 
 
 
 
None
 
 
 
 
 
None
 
 
 
 
 
None
Maximun Sales Charge (Load) Imposed on Reinvested Dividends ( and other Distributions) (as a percentage of offering price)
 
 
 
 
 
None
 
 
 
 
 
None
 
 
 
 
 
None
 
 
 
 
 
None
 
 
 
 
 
None
 
 
 
 
 
None
 
 
 
 
 
None
 
 
 
 
 
None
 
 
 
 
 
None
 
 
 
 
 
None
Redemption Fee (as a percentage of amount redeemed, if applicable)
 
 
None
 
 
None
 
 
None
 
 
None
 
 
None
 
 
None
 
 
None
 
 
None
 
 
None
 
 
None
Exchange Fee
None
None
None
None
None
None
None
None
None
None
                     
Annual Fund Operating Expenses 4
Expenses That are Deducted From Fund Assets (as a percentage of average net assets)
Management Fee
0.55%
0.55%
0.55%
0.55%
0.55%
0.55%
0.55%
0.55%
0.40%5
0.40%5
Distribution (12b-1) Fee
0.25%
1.00%
0.75%
None
0.25%
1.00%
0.75%
None
None
None
Other Expenses
0.34%6
0.34%6
0.59%6
0.34%6
0.58%6
0.58%6
0.83%6
0.58%6
0.54%7
0.45%7
Total Annual Fund Operating Expenses
 
1.14%8
 
1.89%8, 9
 
1.89%8
 
0.89%8
 
1.38%10
 
2.13%10
 
2.13%10
 
1.13%10
 
0.94%11
 
0.85%11
1      Lower sales charges are available depending upon the amount invested. For investments of $1 million or more, no sales charges apply; however, a contingent deferred sales charge (“CDSC”) of 1% is applicable to redemptions within 18 months of purchase.
2      5% in the first year after purchase, declining to 4% in the second year, 3% in the third and fourth years, 2% in the fifth year, 1% in the sixth year and eliminated thereafter. Approximately eight years after purchase, Class B Shares automatically convert to Class A Shares.
3      The CDSC for Class C Shares of 1.00% applies to shares redeemed within the first year of purchase.
4      The rate at which expenses are accrued during the fiscal year may not be constant and, at any particular point, may be greater or less than the stated average percentage. Shown below are the net expenses actually paid by Fifth Third Intermediate and Fifth Third Muni Class A Shares, Class B Shares, Class C Shares and Institutional Shares for the fiscal year ended July 31, 2007. Although not contractually obligated to do so,Federated Intermediate’s Adviser and administrator waived and the shareholder services provider reimbursed and did not charge, certain amounts. These are shown below along with the net expenses actually paid by Federated Intermediate and Federated Intermediate Pro Forma Combined for the fiscal year ended May 31, 2008.
Total Voluntary Waivers, Reimbursements and Reductions of Fund Expenses
 
 
 
0.24%
 
 
 
0.97%
 
 
 
0.24%
 
 
 
0.24%
 
 
 
0.52%
 
 
 
0.52%
 
 
 
0.52%
 
 
 
0.52%
 
 
 
0.38%
 
 
 
0.29%
Total Actual Annual Fund Operating Expenses (after voluntary waivers, reimbursements and reductions)
 
 
 
0.90%
 
 
 
0.92%
 
 
 
1.65%
 
 
 
0.65%
 
 
 
0.86%
 
 
 
1.61%
 
 
 
1.61%
 
 
 
0.61%
 
 
 
0.56%
 
 
 
0.56%
5      FIMCO voluntarily waived a portion of the management fee. FIMCO can terminate this voluntary waiver at any time. The management fee paid by Federated Intermediate and Federated Intermediate Pro Forma Combined (after the voluntary waiver) was 0.12% and 0.18%, respectively, for the fiscal year ended May 31, 2008.
6      With respect to Fifth Third Intermediate and Fifth Third Muni, Other Expenses include amounts the Funds incur indirectly in connection with investment in other investment companies. Amount is less than 0.01%.
7      With respect to Federated Intermediate and Federated Intermediate Pro Forma Combined, Other Expenses include a shareholder fee/account administration fee which is used to compensate intermediaries for shareholder services or account administrative services. Also includes a recordkeeping fee which is used to compensate intermediaries for recordkeeping services. The administrator voluntarily waived a portion of its fee. The administrator can terminate this voluntary waiver at any time. The shareholder services provider voluntarily reimbursed a portion of its fee. The shareholder services provider can terminate this voluntary reimbursement at any time. Additionally, the shareholder services provider did not charge, and therefore Federated Intermediate’s Institutional Shares did not accrue, a portion of it fee. This reduction can be terminated at any time. Total other expenses paid by Federated Intermediate and estimated expenses for Federated Intermediate Pro Forma Combined, Institutional Shares (after the voluntary waiver, reimbursement and reduction) were 0.44% and 0.38%, respectively, for the fiscal year ended May 31, 2008. Included in these amounts was 0.01% of interest and trust expenses related to the Federated Intermediate’s participation in secondary inverse floater structures.
8      Fifth Third Intermediate’s Advisor and Administrator have voluntarily agreed to waive fees and/or reimburse expenses to limit total annual fund operating expenses to 0.90% for Class A Shares, 1.65% for Class B Shares, 1.65% for Class C Shares and 0.65% for Institutional Shares. These waivers and/or expense reimbursements may be discontinued at any time.
9      Fifth Third Intermediate’s Distributor has voluntarily agreed to waive fees and/or reimburse expenses to limit total annual fund operating expenses to 0.92% for Class B Shares. These waivers and/or expense reimbursements may be discontinued at any time.
10    Fifth Third Muni’s Advisor and Administrator have voluntarily agreed to waive fees and/or reimburse expenses to limit total annual fund operating expenses to 0.86% for Class A Shares, 1.61% for Class B Shares, 1.61% for Class C Shares and 0.61% for Institutional Shares. These waivers and/or expense reimbursements may be discontinued at any time.
11    FIMCO and its affiliates have voluntarily agreed to waive their fees and/or reimburse expenses so that the total operating expenses (excluding the interest and trust expenses referenced n note 7 above) paid by Federated Intermediate’s Institutional Shares (after the voluntary waivers and reimbursements) will not exceed 0.55% for the fiscal year ending May 31, 2009. Although these actions are voluntary, FIMCO and its affiliates have agreed to continue these waivers and/or reimbursements at least through July 31, 2009.
 
 
Example

This example is intended to help you compare the cost of investing in the indicated Funds with the cost of investing in other mutual funds.

The Example assumes that you invest $10,000 in the Funds’ 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, for the Fifth Third Intermediate’s and Fifth Third Muni’s Class A Shares, Class B Shares, Class C Shares and Institutional Shares operating expenses are before waivers and reimbursements as shown in the Table and remain the same, and for the Federated Intermediate and Federated Intermediate Pro Forma Combined’s Institutional Shares operating expenses are before waivers, reimbursement and reduction 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
3 Years
5 Years
10 Years
Fifth Third Intermediate, Class A Shares
       
Assuming redemption
$462
$699
$955
$1,688
Assuming no redemption
$462
$699
$955
$1,688
Fifth Third Intermediate , Class B Shares
       
Assuming redemption
$692
$894
$1,221
$2,016
Assuming no redemption
$192
$594
$1,021
$2,016
 
Fifth Third Intermediate, Class C Shares
 
 
        
        
        
Assuming redemption
$292
$594
$1,021
$2,212
Assuming no redemption
$192
$594
$1,021
$2,212
 
Fifth Third Intermediate, Institutional Shares
 
 
        
        
        
Assuming redemption
$91
$284
$493
$1,096
Assuming no redemption
$91
$284
$493
$1,096
 
Fifth Third Muni, Class A Shares
 
   
        
        
Assuming redemption
$609
$892
$1,195
$2,055
Assuming no redemption
$609
$892
$1,195
$2,055
 
Fifth Third Muni, Class B Shares
 
   
        
        
Assuming redemption
$716
$967
$1,344
$2,271
Assuming no redemption
$216
$667
$1,144
$2,271
 
Fifth Third Muni, Class C Shares
 
       
Assuming redemption
$316
$667
$1,144
$2,462
Assuming no redemption
$216
$667
$1,144
$2,462
 
Fifth Third Muni, Institutional Shares
 
 
        
        
        
Assuming redemption
$115
$359
$622
$1,374
Assuming no redemption
$115
$359
$622
$1,374
 
Federated Intermediate, Institutional Shares
 
   
        
        
Assuming redemption
$96
$300
$520
$1,155
Assuming no redemption
$96
$300
$520
$1,155
 
Federated Intermediate, Institutional Shares Pro Forma Combined
        
        
        
        
Assuming redemption
$87
$271
$471
$1,049
Assuming no redemption
$87
$271
$471
$1,049
</R>
 
<R>
 
FIFTH THIRD MI MUNI CLASS A SHARES, CLASS B SHARES, CLASS C SHARES AND INSTITUTIONAL SHARES-- FEDERATED MI MUNI CLASS A SHARES

FEES AND EXPENSES
 
This table describes (1) the actual fees and expenses for the Class A Shares, Class B Shares, Class C Shares and Institutional Shares of Fifth Third MI Muni for its fiscal year ended July 31, 2007; (2) the actual fees and expenses for the Class A Shares of Federated MI Muni as of its fiscal year ended August 31, 2007; and (3) the proforma fees and expenses of Class A Shares of Federated MI Muni on a combined basis after giving effect to the Reorganization.
 
 
 
 
 
 
 
 
Shareholder Fees
 
 
 
 
Fifth
Third MI Muni - Class A Shares
 
 
 
 
Fifth
Third MI Muni - Class B Shares
 
 
 
 
Fifth
Third MI Muni - Class C Shares
 
 
 
 
 
Fifth Third MI Muni - Institutional
Shares
 
 
 
 
 
Federated MI Muni-
Class A Shares
 
 
 
Federated MI Muni-
Class A Shares Pro Forma Combined
Fees Paid Directly From Your Investment
           
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)
 
4.75%1
 
None
 
None
 
None
 
3.00%
 
3.00%
Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, as applicable)
 
 
None
 
 
5.00%2
 
 
1.00%3
 
 
None
 
 
None
 
 
None
Maximum Sales Charge (Load) Imposed on Reinvested Dividends (and other Distributions) (as a percentage of offering price)
 
 
None
 
 
None
 
 
None
 
 
None
 
 
None
 
 
None
Redemption Fee (as a percentage of amount redeemed, if applicable)
 
None
 
None
 
None
 
None
 
None
 
None
Exchange Fee
None
None
None
None
None
None
             
Annual Fund Operating Expenses4
           
Expenses That are Deducted From Fund Assets (as a percentage of average net assets)
           
Management Fee
0.45%
0.45%
0.45%
0.45%
0.40%5
0.40%5
Distribution (12b-1) Fee
0.25%
1.00%
0.75%
None
None
None
Other Expenses
0.53%6
0.53%6
0.78%6
0.53%6
0.46%7
0.44%7
Total Annual Fund Operating Expenses
1.23%
1.98%
1.98%
0.98%
0.86%
0.84%
Fee Waiver and/or Expense Reimbursement (contractual)
 
0.30%8
 
0.30%8
 
0.30%8
 
0.30%8
 
0.00%
 
0.00%
Net Expenses
0.93%9
1.68%
1.68%
0.68%%
0.86%10
0.84%10
1      Lower sales charges are available depending upon the amount invested. For investments of $1 million or more, no sales charges apply; however, a contingent deferred sales charge (“CDSC”) of 1% is applicable to redemptions within 18 months of purchase.
 
2      5% in the first year after purchase, declining to 4% in the second year, 3% in the third and fourth years, 2% in the fifth year, 1% in the sixth year and eliminated thereafter. Approximately eight years after purchase, Class B Shares automatically convert to Class A Shares.
 
3      The CDSC for Class C Shares of 1.00% applies to shares redeemed within the first year of purchase.
4      The rate at which expenses are accrued during the fiscal year may not be constant and, at any particular point, may be greater or less than the stated average percentage. Shown below are the net expenses actually paid by Fifth Third MI Muni Class A Shares, Class B Shares, Class C Shares and Institutional Shares for the fiscal year ended July 31, 2007. Although not contractually obligated to do so, Federated MI Muni’s Adviser and administrator waived, and the shareholder services provider did not charge, certain amounts. These are shown below along with the net expenses actually paid by Federated MI Muni and Federated MI Muni Pro Forma Combined for the fiscal year ended August 31, 2007.
 
Total Voluntary Waivers and Reduction of Fund Expenses
0.10%9
0.00%
0.00%
0.00%
0.36%
0.34%
Total Actual Annual Fund Operating Expenses (after waivers and reductions)
 
0.83%
 
1.68%
 
1.68%
 
0.68%
 
0.50%
 
0.50%
5      FIMCO voluntarily waived a portion of the management fee. FIMCO can terminate this voluntary waiver at any time. The management fee paid by Federated Mi Muni and Federated MI Muni Pro Forma Combined (after the voluntary waiver) was 0.07% and 0.09%, respectively, for the fiscal year ended August 31, 2007.
6      With respect to Fifth Third MI Muni, Other Expenses include amounts the Fund incurs indirectly in connection with its investment in other investment companies. Amount is less than 0.01%.
7      With respect to Federated MI Muni and Federated MI Muni Pro Forma Combined, Other Expenses include a shareholder fee/account administration fee which is used to compensate intermediaries for shareholder services or account administrative services. Also includes a recordkeeping fee which is used to compensate intermediaries for recordkeeping services. The administrator voluntarily waived a portion of its fee. The administrator can terminate this voluntary waiver at any time. Additionally, the shareholder services provider did not charge, and therefore the Federated MI Muni’s Class A Shares did not accrue, a portion of it fee. Total other expenses paid by Federated MI Muni and estimated expense for Federated MI Muni Pro Forma Combined, Class A Shares (after the voluntary waiver and reduction) were 0.43% for the fiscal year ended August 31, 2007.
8      Fifth Third MI Muni’s Advisor and Administrator have contractually agreed to waive fees and/or reimburse expenses through November 28, 2009. Under the terms of the expense limitation agreement, fees waived or expenses reimbursed by the Advisor and Administrator are subject to reimbursement by the Fund for the 13 month period in which the expense limitation agreement is in effect. No reimbursement payment will be made by the Fund if it would result in the Fund exceeding the expense limitation described herein. For the fiscal year ended July 31, 2007, Fifth Third MI Muni’s Adviser and Administrator contractually waived and/or reimbursed 0.30% of fees and expenses on the Institutional Shares, Class A Shares, Class B Shares and Class C Shares.
9      Fifth Third MI Muni’s Distributor has voluntarily agreed to waive fees and/or reimburse expenses to limit total annual operating expenses to 0.83% for Class A Shares. This waiver and/or reimbursement may be discontinued at any time.
10    FIMCO and its affiliates have voluntarily agreed to waive their fees and/or reimburse expenses so that the total operating expenses paid by the Federated MI Muni’s Class A Shares (after the voluntary waivers and reimbursements) will not exceed 0.54% for the fiscal year ending August 31, 2008. Although these actions are voluntary, FIMCO and its affiliates have agreed not to terminate these waivers and/or reimbursements until after October 31, 2008.
 
Example

This example is intended to help you compare the cost of investing in the indicated Funds with the cost of investing in other mutual funds.

The Example assumes that you invest $10,000 in the Funds’ 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, for the Fifth Third MI Muni’s Class A Shares, Class B Shares, Class C Shares and Institutional Shares operating expenses are as shown in the Table and remain the same, and for the Federated MI Muni and Federated MI Muni Pro Forma Combined’s Class A Shares operating expenses are before waiver and reduction 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
3 Years
5 Years
10 Years
 
Fifth Third MI Muni, Class A Shares
       
Assuming redemption
$565
$818
$1,091
$1,867
Assuming no redemption
$565
$818
$1,091
$1,867
Fifth Third MI Muni, Class B Shares
 
        
        
        
Assuming redemption
$671
$893
$1,240
$2,087
Assuming no redemption
$171
$593
$1,040
$2,087
 
Fifth Third MI Muni, Class C Shares
 
        
        
        
Assuming redemption
$271
$593
$1,040
$2,282
Assuming no redemption
$171
$593
$1,040
$2,282
 
Fifth Third MI Muni, Institutional Shares
 
        
        
        
Assuming redemption
$69
$281
$511
$1,172
Assuming no redemption
$69
$281
$511
$1,172
 
Federated MI Muni, Class A Shares
       
Assuming redemption
$385
$566
$762
$1,329
Assuming no redemption
$385
$566
$762
$1,329
 
Federated MI Muni, Class A Shares Pro Forma Combined
        
 
        
 
        
 
        
Assuming redemption
$383
$560
$752
$1,306
Assuming no redemption
$383
$560
$752
$1,306

</R>
 
<R>
 
FIFTH THIRD OH MUNI CLASS A SHARES, CLASS B SHARES AND CLASS C SHARES--FEDERATED OH MUNI CLASS F SHARES
 
FEES AND EXPENSES
 
This table describes (1) the actual fees and expenses for the Class A Shares, Class B Shares and Class C Shares of Fifth Third OH Muni for its fiscal year ended July 31, 2007; (2) the actual fees and expenses for Class F Shares of Federated OH Muni for its fiscal year ended August 31, 2007; and (3) the proforma fees and expenses of Class F Shares of Federated OH Muni on a combined basis after giving effect to the Reorganization.
 
 
 
 
 
 
 
 
Shareholder Fees
 
 
Fifth Third
OH Muni - Class A Shares
 
 
Fifth Third
OH Muni - Class B Shares
 
 
Fifth Third
OH Muni - Class C Shares
 
Federated OH Muni- Class F Shares
 
Federated OH Muni- Class F Shares Pro Forma Combined
Fees Paid Directly From Your Investment
         
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)
 
4.75%1
 
None
 
None
 
1.00%
 
1.00%
Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, as applicable)
 
 
None
 
 
5.00%2
 
 
1.00%3
 
 
1.00%
 
 
1.00%
Maximum Sales Charge (Load) Imposed on Reinvested Dividends (and other Distributions) (as a percentage of offering price)
 
 
None
 
 
None
 
 
None
 
 
None
 
 
None
Redemption Fee (as a percentage of amount redeemed, if applicable)
 
None
 
None
 
None
 
None
 
None
Exchange Fee
None
None
None
None
None
           
Annual Fund Operating Expenses 4
         
Expenses That are Deducted From Fund Assets (as a percentage of average net assets)
         
Management Fee
0.55%
0.55%
0.55%
0.40%5
0.40%5
Distribution (12b-1) Fee
0.25%
1.00%
0.75%
0.40%6
0.40%7
Other Expenses
0.38%8
0.38%8
0.63%8
0.56%9
0.48%9
Total Annual Fund Operating Expenses
1.18%
1.93%
1.93%
1.36%
1.28%
Fee Waiver and /or Reduction (contractual)
0.00%
0.00%
0.00%
0.00%
0.15%7
Net Expenses
1.18%10
1.93%10
1.93%10
1.36%11
1.13%11
1      Lower sales charges are available depending upon the amount invested. For investments of $1 million or more, no sales charges apply; however, a contingent deferred sales charge (“CDSC”) of 1% is applicable to redemptions within 18 months of purchase.
2      5% in the first year after purchase, declining to 4% in the second year, 3% in the third and fourth years, 2% in the fifth year, 1% in the sixth year and eliminated thereafter. Approximately eight years after purchase, Class B Shares automatically convert to Class A Shares.
3      The CDSC for Class C Shares of 1.00% applies to shares redeemed within the first year of purchase.
4      The rate at which expenses are accrued during the fiscal year may not be constant and, at any particular point, may be greater or less than the stated average percentage. Shown below are the net expenses actually paid by Fifth Third OH Muni Class A Shares, Class B Shares and Class C Shares for the fiscal year ended July 31, 2007. Although not contractually obligated to do so, Federated OH Muni’s Adviser, distributor and administrator waived certain amounts. In addition, the shareholder services provider did not charge a portion of its fee. These are shown below along with the net expenses actually paid by Federated OH Muni and Federated OH Muni Pro Forma Combined for the fiscal year ended August 31, 2007.
Total Voluntary Waivers and Reduction of Fund Expenses
0.14%10
0.14%10
0.14%10
0.44%
0.21%
Total Actual Annual Fund Operating Expenses (after waivers and reductions)
 
1.04%
 
1.79%
 
1.79%
 
0.92%
 
0.92%
5      FIMCO voluntarily waived a portion of the management fee. FIMCO can terminate this voluntary waiver at any time. The management fee paid by Federated OH Muni and Federated OH Muni Pro Forma Combined, (after the voluntary waiver) was 0.24% and 0.32%, respectively, for the fiscal year ended August 31, 2007.
6      A portion of the distribution (12b-1) fee was voluntarily waived. This voluntary waiver can be terminated at any time. The distribution (12b-1) fee paid by Federated OH Muni Class F Shares (after the voluntary waiver) was 0.15% for the fiscal year ended August 31, 2007.
7      With respect to Federated OH Muni Pro Forma Combined, the distributor has contractually agreed to waive 0.15% of the distribution (12b-1) fee for a two year period after the date of the Reorganization. The distribution (12b-1) fee paid by Federated OH Muni Pro Forma Combined’s Class F Shares (after the contractual wavier) would have been 0.25% for the fiscal year ended August 31, 2007.
8      With respect to Fifth Third OH Muni, Other Expenses include amounts the Fund incurs indirectly in connection with its investment in other investment companies. Amount is less than 0.01%.
9      With respect to Federated OH Muni and Federated OH Muni Pro Forma Combined, Other Expenses include a shareholder fee/account administration fee which is used to compensate intermediaries for shareholder services or account administrative services. Also includes a recordkeeping fee which is used to compensate intermediaries for recordkeeping services. The administrator voluntarily waived a portion of its fee. The administrator can terminate this voluntary waiver at any time. The shareholder services provider did not charge, and therefore the Federated OH Muni’s Class F Shares did not accrue, a portion of its fee. Included in these amounts was 0.02% of interest and trust expenses related to Federated OH Muni’s participation in certain secondary inverse floaters. According to FIMCO, the Federated OH Muni does not currently own secondary inverse floaters of the type FIMCO believes would require Federated OH Muni to incur and report trust and interest expenses related to the Fund’s participation in such secondary inverse floaters, and FIMCO currently does not intend for Federated OH Muni to acquire that type of secondary inverse floater structure (although the Fund is permitted to and may do so). Total other expenses paid by Federated OH Muni and estimated expenses for Federated OH Muni Pro Forma Combined Class F Shares (after the voluntary waiver and reduction) were 0.45% for the fiscal year ended August 31, 2007.
10    Fifth Third OH Muni’s Advisor and Administrator have voluntarily agreed to waive fees and /or reimburse expenses to limit total annual fund operating expenses to 1.04% for Class A Shares, 1.79% for Class B Shares and 1.79% for Class C Shares. These waivers and/or expense reimbursements may be discontinued at any time.
11    FIMCO and its affiliates have voluntarily agreed to waive their fees and/or reimburse expenses so that the total operating expenses (excluding interest and trust expense referenced in Note 9 above) paid by the Federated OH Muni’s Class F Shares (after the voluntary waivers and reimbursements) will not exceed 0.90% for the fiscal year ending August 31, 2008. Although these actions are voluntary, FIMCO and its affiliates have agreed not to terminate these waivers and/or reimbursements until after October 31, 2008.
 
Example

This example is intended to help you compare the cost of investing in the indicated Funds with the cost of investing in other mutual funds.

The Example assumes that you invest $10,000 in each respective Fund 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 Fifth Third Ohio Muni’s Class A Shares, Class B Shares and Class C Shares operating expenses are as shown in the Table and remain the same, and that for Federated OH Muni’s Class F Shares and Federated OH Muni’s Class F Shares - Pro Forma Combined, operating expenses are before anticipated waivers and reduction as shown in the table and remain the same. For Federated OH Muni’s Class F Shares - Pro Forma Combined, the 1 Year dollar amount and the dollar amounts for the first and second year of the 3, 5 and 10 Years columns reflects the contractually imposed limitation of 1.13%. The third and later years, as applicable, within the 3, 5 and 10 Years columns reflect the “Total Annual Fund Operating Expenses” of the Class F Shares without any waivers and/ or reduction. Although your actual costs and returns may be higher or lower, based on these assumptions your costs would be:

 
1 Year
3 Years
5 Years
10 Years
Fifth Third OH Muni, Class A Shares
       
Assuming redemption
$590
$832
$1,093
$1,839
Assuming no redemption
$590
$832
$1,093
$1,839
Fifth Third OH Muni, Class B Shares
   
        
 
        
 
        
Assuming redemption
$696
$906
$1,242
$2,059
Assuming no redemption
$196
$606
$1,042
$2,059
 
Fifth Third OH Muni, Class C Shares
 
        
        
        
Assuming redemption
$296
$606
$1,042
$2,254
Assuming no redemption
$196
$606
$1,042
$2,254
 
Federated OH Muni, Class F Shares
       
Assuming redemption
$337
$626
$837
$1,719
Assuming no redemption
$237
$526
$837
$1,719
 
Federated OH Muni, Class F Shares Pro Forma Combined
 
        
 
        
 
        
 
        
Assuming redemption
$314
$572
$766
$1,603
Assuming no redemption
$214
$472
$766
$1,603
 
</R>
 
<R>
 
FIFTH THIRD OH MUNI institutional SHARES--FEDERATED OH MUNI CLASS A SHARES
 
FEES AND EXPENSES

This table describes (1) the actual fees and expenses for the Institutional Shares of Fifth Third OH Muni for its fiscal year ended July 31, 2007; (2) the anticipated fees and expenses of the Federated OH Muni’s Class A Shares for the fiscal year ending August 31, 2009; and (3) the anticipated fees and expenses of Federated OH Muni’s Class A Shares for the fiscal year ending August 31, 2009 on a pro forma combined basis after giving effect to the Reorganization.
 
 
 
 
 
 
 
 
 
Shareholder Fees
 
 
 
 
 
 
Fifth Third OH Muni- Institutional Shares
 
 
 
 
 
 
 
Federated OH Muni - Class A Shares
 
 
 
 
Federated OH Muni - Class A Shares
Pro Forma Combined
Fees Paid Directly From Your Investment
 
 
 
   
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)
 
 
None
 
 
4.50%
 
4.50%
Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, as applicable)
 
 
None
 
 
0.00%
 
0.00%
Maximum Sales Charge (Load) Imposed on Reinvested Dividends (and other Distributions) (as a percentage of offering price)
 
 
None
 
 
None
 
None
Redemption Fee (as a percentage of amount redeemed, if applicable)
 
None
 
None
None
Exchange Fee
 
None
 
None
None
 
 
       
Annual Fund Operating Expenses 1
 
       
Expenses That are Deducted From Fund Assets (as a percentage of average net assets)
 
       
Management Fee
 
0.55%
 
0.40%2
0.40%2
Distribution (12b-1) Fee
 
None
 
0.05%3
0.05%3
Other Expenses
 
0.38%
 
0.48%4
0.48%4
Total Annual Fund Operating Expense
 
0.93%
 
0.93%
0.93%
Fee Waiver and/or Reduction (contractual)
 
0.00%
 
0.05%3
0.05%3
Net Expenses
 
0.93%5
 
0.88%
0.88%
1      The rate at which expenses are accrued during the fiscal year may not be constant and, at any particular point, may be greater or less than the stated average percentage. Shown below are the net expense actually paid by Fifth Third OH Muni Institutional Shares for the fiscal year ended July 31, 2007. Although not contractually obligated to do so, the Adviser and administrator expect to waive a portion of their fees. These are shown below along with the net expenses Federated OH Muni and Federated OH Muni Pro Forma Combined’s Class A Shares expect to pay for the fiscal year ending August 31, 2009.
Total Voluntary Waivers and Reduction of Fund Expenses
 
0.14%5
 
0.13%
0.13%
Total Actual/Anticipated Annual Fund Operating Expenses (afterwaivers and reduction)
 
 
0.79%
 
 
0.75%
 
0.75%
2      FIMCO expects to voluntarily waive a portion of the management fee. FIMCO can terminate this anticipated voluntary waiver at any time. The management fee paid by Federated OH Muni and Federated OH Muni Pro Forma Combined (after the anticipated voluntary waiver) is expected to be 0.28% for the fiscal year ending August 31, 2009.
3      With respect to Federated OH Muni and Federated OH Muni Pro Forma Combined, the distributor has contractually agreed not to charge the distribution (12b-1) fee for a two year period after the date of the Reorganization. The distribution (12b-1) fee paid by the Federated OH Muni and Federated OH Muni Proforma Combined ‘s Class A Shares (after contractual reduction) is expected to be 0.00% for the fiscal year ending August 31, 2009.
4      With respect to Federated OH Muni and Federated OH Muni Pro Forma Combined, includes a shareholder services/account administration fee which is used to compensate intermediaries for shareholder services or account administrative services. Also includes a recordkeeping fee which is used to compensate intermediaries for recordkeeping services. The administrator expects to voluntarily waive a portion of its fee. The administrator can terminate this anticipated voluntary waiver at any time. Total other expenses paid by Federated OH Muni and Federated OH Muni Pro Forma Combined Class A Shares (after the anticipated voluntary waiver) are expected to be 0.47% for the fiscal year ending August 31, 2009.
5      Fifth Third OH Muni’s Advisor and Administrator have voluntarily agreed to waive fees and/or reimburse expenses to limit total annual fund operating expenses to 0.79% for Institutional Shares. These waivers and/or expense reimbursements may be discontinued at any time.
 
Example

This example is intended to help you compare the cost of investing in the indicated Funds with the cost of investing in other mutual funds.

The Example assumes that you invest $10,000 in each respective Fund 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 Fifth Third OH Muni’s Institutional Shares operating expenses are as shown in the Table and remain the same, and that for Federated OH Muni’s Class A Shares and Federated OH Muni’s Class A Shares - Pro Forma Combined, operating expenses are before anticipated waivers and reduction as shown in the table and remain the same. For Federated OH Muni’s Class A Shares - Pro Forma Combined, the 1 Year dollar amount and the dollar amounts for the first and second year of the 3, 5 and 10 Years columns reflects the contractually imposed limitation of 0.88%. The third and later years, as applicable, within the 3, 5 and 10 Years columns reflect the Total Annual Fund Operating Expenses of the Class A Shares without any waivers and/ or reduction. Although your actual costs and returns may be higher or lower, based on these assumptions your costs would be:


 
1 Year
3 Years
5 Years
10 Years
Fifth Third OH Muni- Institutional Shares
 
$95
 
$297
 
$515
 
$1,144
Federated OH Muni, Class A Shares
 
$536
 
$714
 
$932
 
$1,533
Federated OH Muni, Pro Forma Combined Class A Shares
 
 
$536
 
 
$714
 
 
$932
 
 
$1,533
 
</R>
 
<R>
 
FIFTH THIRD MUNI MONEY MARKET INSTITUTIONAL SHARES—FEDERATED MUNI MONEY MARKET INSTITUTIONAL SHARES
 
FEES AND EXPENSES
 
This table describes (1) the actual fees and expenses for the Institutional Shares of Fifth Third Muni Money Market as of its fiscal year ended July 31, 2007; (2) the actual fees and expenses for the Institutional Shares of Federated Muni Money Market as of its fiscal year ended July 31, 2008; and (3) the proforma fees and expenses of Institutional Shares of Federated Muni Money Market on a combined basis after giving effect to the Reorganization.
 
 
 
 
 
 
 
 
 
Shareholder Fees
 
 
 
Fifth Third Muni Money Market
-
Institutional
Shares
 
 
Federated
Muni Money Market - Institutional Shares
Federated
Muni Money Market - Institutional Shares
Pro Forma Combined
Fees Paid Directly From Your Investment
       
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)
 
 
None
 
None
 
None
Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, as applicable)
 
 
 
None
 
 
None
 
 
None
Maximum Sales Charge (Load) Imposed on Reinvested Dividends (and other Distributions) (as a percentage of offering price)
 
 
 
None
 
 
None
 
 
None
Redemption Fee (as a percentage of amount redeemed, if applicable)
 
 
None
 
None
 
None
Exchange Fee
 
None
None
None
         
Annual Fund Operating Expenses 1
       
Expenses That are Deducted From Fund Assets (as a percentage of average net assets)
       
Management Fee
 
0.50%
0.20%2
0.20%2
Distribution (12b-1) Fee
 
None
None
None
Other Expenses
 
0.29%3
0.35%4
0.35%4
Total Annual Fund Operating Expenses
 
0.79%
0.55%
0.55%
Fee Waivers/Reimbursement (contractual)
 
0.58%5
0.00%
0.00%
Net Expenses
 
 
0.21%
 
0.55%
 
0.55%
1      The rate at which expenses are accrued during the fiscal year may not be constant and, at any particular point, may be greater or less than the stated average percentage. Shown below are the net expenses actually paid by Fifth Third Muni Money Market for the fiscal year ended July 31, 2007. Although not contractually obligated to do so, Federated Muni Money Market’s Adviser and administrator waived certain amounts, and the Federated Muni Money Market’s Institutional Shares did not charge the shareholder services fee. These are shown below along with the net expenses actually paid by Federated Muni Money Market and Federated Muni Money Market Pro Forma Combined for the fiscal year ended July 31, 2008.
Total Voluntary Waivers, Reimbursements and Reduction of Fund Expenses
 
0.00%
0.37%
0.37%
Total Actual Annual Fund Operating Expenses (after waivers, reimbursements and reduction)
 
 
0.21%
 
0.18%
 
0.18%
2      FIMCO voluntarily waived a portion of the management fee. FIMCO can terminate this voluntary waiver at any time. The management fee paid by Federated Muni Money Market and Federated Muni Money Market Pro Forma Combined (after the voluntary waiver) was 0.09% for the fiscal year ended July 31, 2008.
3      With respect to Fifth Third Muni Money Market, Other Expenses include amounts the Fund incurs indirectly in connection with its investment in other investment companies. Amount is less than 0.01%.
4      With respect to Federated Muni Money Market and Federated Muni Money Market Pro Forma Combined, Other Expenses include a shareholder services fee/account administration fee which is used to compensate intermediaries for shareholder services or account administrative services. Also includes a recordkeeping fee which is used to compensate intermediaries for recordkeeping services. The administrator voluntarily waived a portion of its fee. The administrator can terminate this voluntary waiver at any time. Additionally, the shareholder services provider did not charge, therefore Federated Muni Money Market’s Institutional Shares did not accrue its fee. This reduction can be terminated at any time. Total other expenses paid by Federated Muni Money Market and estimated expense for Federated Muni Money Market Pro Forma Combined’s Institutional Shares (after the voluntary waiver and reduction) were 0.09% for the fiscal year ended July 31, 2008.
5      Fifth Third Muni Money Market’s Advisor and Administrator have contractually agreed to waive fees and/or reimburse expenses through November 28, 2009. Under the terms of the expense limitation agreement, fees waived or expenses reimbursed by the Advisor and Administrator are subject to reimbursement by the Fund for the 13 month period in which the expense limitation agreement is in effect. No reimbursement payment will be made by the Fund if it would result in the Fund exceeding the expense limitation described herein. For the fiscal year ended July 31, 2007, Fifth Third Muni Money Market’s Adviser and Administrator contractually waived and/or reimbursed 0.56% of fees and expenses of the Institutional Shares.
 
 
Example

This example is intended to help you compare the cost of investing in the indicated Funds with the cost of investing in other mutual funds.

The Example assumes that you invest $10,000 in the Funds’ 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, for the Fifth Third Muni Money Market’s Institutional Shares operating expenses are as shown in the Table and remain the same, and for the Federated Muni Money Market and Federated Muni Money Market Pro Forma Combined’s Institutional Shares operating expenses are before waiver and reduction 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
3 Years
5 Years
10 Years
 
Fifth Third Muni Money Market, Institutional Shares
 
 
 
$22
 
 
 
$195
 
 
 
$383
 
 
 
$926
 
Federated Muni Money Market, Institutional
Shares
 
 
$56
 
 
$176
 
 
$307
 
 
$689
Federated Muni Money Market, Institutional Shares Pro Forma Combined
 
 
$56
 
 
$176
 
 
$307
 
 
$689
</R>
 
<R>
 
FIFTH THIRD MUNI money market trust shares and class a shares—federated muni money market institutional service SHARES
 
FEES AND EXPENSES
 
This table describes (1) the actual fees and expenses for the Trust Shares and Class A Shares of Fifth Third Muni Money Market as of its fiscal year ended July 31, 2007; (2) the actual fees and expenses for the Institutional Service Shares of Federated Muni Money Market as of its fiscal year ended July 31, 2008; and (3) the proforma fees and expenses of Institutional Service Shares of Federated Muni Money Market on a combined basis after giving effect to the Reorganization.
 
 
 
 
 
 
 
 
 
Shareholder Fees
 
 
 
 
Fifth Third Munil Money Market
- Trust Shares
 
 
Fifth Third Muni Money Market
-
Class A
Shares
 
 
Federated
Muni Money Market - Institutional Service Shares
Federated
Muni Money Market - Institutional Service Shares
Pro Forma Combined
Fees Paid Directly From Your Investment
       
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)
 
None
 
None
 
None
 
None
Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, as applicable)
 
 
None
 
 
None
 
 
None
 
 
None
Maximum Sales Charge (Load) Imposed on Reinvested Dividends (and other Distributions) (as a percentage of offering price)
 
 
None
 
 
None
 
 
None
 
 
None
Redemption Fee (as a percentage of amount redeemed, if applicable)
 
None
 
None
 
None
 
None
Exchange Fee
None
None
None
None
         
Annual Fund Operating Expenses1
       
Expenses That are Deducted From Fund Assets (as a percentage of average net assets)
       
Management Fee
0.50%
0.50%
0.20%2
0.20%2
Distribution (12b-1) Fee
None
0.25%
None
None
Other Expenses
0.54%3
0.29%3
0.37%4
0.37%4
Total Annual Fund Operating Expenses
1.04%
1.04%
0.57%
0.57%
Fee Waiver and/or Reimbursement (contractual)
0.58%5
0.58%5
0.00%
0.00%
Net Expenses
 
0.46%
 
0.46%
 
0.57%
 
0.57%
1      The rate at which expenses are accrued during the fiscal year may not be constant and, at any particular point, may be greater or less than the stated average percentage. Shown below are the net expenses actually paid by Fifth Third Muni Money Market Trust Shares and Class A Shares for the fiscal year ended July 31, 2007. Although not contractually obligated to do so, Federated Muni Money Market’s Adviser and administrator waived certain amounts, and the shareholder services provider did not charge certain amounts. These are shown below along with the net expenses actually paid by Federated Muni Money Market and Federated Muni Money Market Pro Forma Combined for the fiscal year ended July 31, 2008.
Total Voluntary Waivers, Reimbursement and Reduction of Fund Expenses
 
0.00%
 
0.00%
 
0.14%
 
0.14%
Total Actual Annual Fund Operating Expenses (after waivers, reimbursement and reduction)
 
0.46%
 
0.46%
 
0.43%
 
0.43%
2      FIMCO voluntarily waived a portion of the management fee. FIMCO can terminate this voluntary waiver at any time. The management fee paid by Federated Muni Money Market and Federated Muni Money Market Pro Forma Combined (after the voluntary waiver) was 0.09% for the fiscal year ended July 31, 2008.
3      With respect to Fifth Third Muni Money Market, Other Expenses also include amounts the Fund incurs indirectly in connection with its investment in other investment companies. Amount is less than 0.01%. Additionally, Trust Class shareholders pay a shareholder servicing fee of up to 0.25% of the average daily net assets of such shares.
4      With respect to Federated Muni Money Market and Federated Muni Money Market Pro Forma Combined, Other Expenses include a shareholder services fee/account administration fee which is used to compensate intermediaries for shareholder services or account administrative services. Also includes a recordkeeping fee which is used to compensate intermediaries for recordkeeping services. The administrator voluntarily waived a portion of its fee. The administrator can terminate this voluntary waiver at any time. Additionally, the shareholder services provider did not charge, and therefore the Federated Muni Money Market’s Institutional Service Shares did not accrue, a portion of its fee. This reduction can be terminated at any time. Total other expenses paid by t Federated Muni Money Market and estimated expense for Federated Muni Money Market Pro Forma Combined’s Institutional Service Shares (after the voluntary waiver and reduction) were 0.34% for the fiscal year ended July 31, 2008.
5      Fifth Third Muni Money Market’s Advisor and Administrator have contractually agreed to waive fees and/or reimburse expenses through November 28, 2009. Under the terms of the expense limitation agreement, fees waived or expenses reimbursed by the Advisor and Administrator are subject to reimbursement by the Fund for the 13 month period in which the expense limitation agreement is in effect. No reimbursement payment will be made by the Fund if it would result in the Fund exceeding the expense limitation described herein. For the fiscal year ended July 31, 2007, Fifth Third Muni Money Market’s Adviser and Administrator contractually waived and/or reimbursed 0.58% of fees and expenses of the Trust Shares and Class A Shares.
 
 
Example

This example is intended to help you compare the cost of investing in the indicated Funds with the cost of investing in other mutual funds.

The Example assumes that you invest $10,000 in the Funds’ 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, for the Fifth Third Muni Money Market’s Trust Shares and Class A Shares operating expenses are as shown in the Table and remain the same, and for the Federated Muni Money Market and Federated Muni Money Market Pro Forma Combined’s Institutional Service Shares operating expenses are before waiver and reduction 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
3 Years
5 Years
10 Years
 
Fifth Third Muni Money Market , Trust Shares
 
 
$47
 
 
$273
 
 
$518
 
 
$1,220
Fifth Third Muni Money Market, Class A Shares
 
$47
 
$273
 
$518
 
$1,220
 
Federated Muni Money Market, Institutional Service Shares
 
 
 
$58
 
 
 
$183
 
 
 
$318
 
 
 
$714
Federated Muni Money Market , Institutional Service Shares Pro Forma Combined
 
 
 
$58
 
 
 
$183
 
 
 
$318
 
 
 
$714
 
</R>
 
<R>
 
 
FIFTH THIRD MUNI MONEY MARKET SELECT SHARES AND PREFERRED SHARES—FEDERATED MUNI MONEY MARKET INSTITUTIONAL CAPITAL SHARES
 
FEES AND EXPENSES
 
This table describes (1) the actual fees and expenses for the Select Shares and Preferred Shares of Fifth Third Muni Money Market as of its fiscal year ended July 31, 2007; (2) the actual fees and expenses for the Institutional Capital Shares of Federated Muni Money Market as of its fiscal year ended July 31, 2008; and (3) the proforma fees and expenses of Institutional Capital Shares of Federated Muni Money Market on a combined basis after giving effect to the Reorganization.
 
 
 
 
 
 
Shareholder Fees
 
 
 
Fifth Third Muni Money Market
- Select Shares
 
 
Fifth Third Muni Money Market - Preferred Shares
 
 
Federated
Muni Money Market - Institutional Capital Shares
Federated
Muni Money Market - Institutional Capital Shares
Pro Forma Combined
Fees Paid Directly From Your Investment
       
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)
 
None
 
None
 
None
 
None
Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, as applicable)
 
 
None
 
 
None
 
 
None
 
 
None
Maximum Sales Charge (Load) Imposed on Reinvested Dividends (and other Distributions) (as a percentage of offering price)
 
 
None
 
 
None
 
 
None
 
 
None
Redemption Fee (as a percentage of amount redeemed, if applicable)
 
None
 
None
 
None
 
None
Exchange Fee
None
None
None
None
         
Annual Fund Operating Expenses 1
       
Expenses That are Deducted From Fund Assets (as a percentage of average net assets)
       
Management Fee
0.50%
0.50%
0.20%2
0.20%2
Distribution (12b-1) Fee
None
None
None
None
Other Expenses
0.37%3
0.44%3
0.35%4
0.35%4
Total Annual Fund Operating Expenses
0.87%
0.94%
0.55%
0.55%
Fee Waivers/Reimbursements (contractual)
0.58%5
0.58%5
0.00%
0.00%
Net Expenses
 
0.29%
 
0.36%
 
0.55%
 
0.55%
1      The rate at which expenses are accrued during the fiscal year may not be constant and, at any particular point, may be greater or less than the stated average percentage. Shown below are the net expenses actually paid by the Fifth Third Muni Money Market Select Shares and Preferred Shares for the fiscal year ended July 31, 2007. Although not contractually obligated to do so, Federated Muni Money Market’s Adviser and administrator waived certain amounts, and the shareholder services provider did not charge certain amounts. These are shown below along with the net expenses actually paid by Federated Muni Money Market and Federated Muni Money Market Pro Forma Combined’s Institutional Capital Shares for the fiscal year ended July 31, 2008.
Total Voluntary Waivers, Reimbursement and Reduction of Fund Expenses
0.00%
0.00%
0.27%
0.27%
Total Actual Annual Fund Operating Expenses (after waivers, reimbursement and reduction)
0.29%
0.36%
0.28%
0.28%
2      FIMCO voluntarily waived a portion of the management fee. FIMCO can terminate this voluntary waiver at any time. The management fee paid by Federated Muni Money Market and Federated Muni Money Market Pro Forma Combined (after the voluntary waiver) was 0.09% for the fiscal year ended July 31, 2008.
3      With respect to Fifth Third Muni Money Market , Other Expenses include amounts the Fund incurs indirectly in connection with its investment in other investment companies. Amount is less than 0.01%. Additionally, shareholders pay a shareholder servicing fee of up to 0.08% and up to 0.15% of the average daily net assets of the Select Shares and Preferred Shares, respectively.
4      With respect to Federated Muni Money Market and Federated Muni Money Market Pro Forma Combined, Other Expenses include a shareholder services fee/account administration fee which is used to compensate intermediaries for shareholder services or account administrative services. Also includes a recordkeeping fee which is used to compensate intermediaries for recordkeeping services. The administrator voluntarily waived a portion of its fee. The administrator can terminate this voluntary waiver at any time. Additionally, the shareholder services provider did not charge, and therefore the Federated Muni Money Market’s Institutional Capital Shares did not accrue, a portion of its fee. This reduction can be terminated at any time. Total other expenses paid by the Federated Muni Money Market and estimated expense for Federated Muni Money Market’s Institutional Capital Shares (after the voluntary waiver and reduction) were 0.19% for the fiscal year ended July 31, 2008.
5      Fifth Third Muni Money Market’s Advisor and Administrator have contractually agreed to waive fees and/or reimburse expenses through November 28, 2008. Under the terms of the expense limitation agreement, fees waived or expenses reimbursed by the Advisor and Administrator are subject to reimbursement by the Fund for the 13 month period in which the expense limitation agreement is in effect. No reimbursement payment will be made by the Fund if it would result in the Fund exceeding the expense limitation described herein. For the fiscal year ended July 31, 2007, Fifth Third Muni Money Market’s Adviser and Administrator contractually waived and/or reimbursed 0.58% of fees and expenses of the Select Shares and Preferred Shares.
 
 
Example

This example is intended to help you compare the cost of investing in the indicated Funds with the cost of investing in other mutual funds.

The Example assumes that you invest $10,000 in the Funds’ 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, for the Fifth Third Muni Money Market’s Select Shares and Preferred Shares, operating expenses are as shown in the Table and remain the same, and for the Federated Muni Money Market and Federated Muni Money Market Pro Forma Combined’s Institutional Capital Shares operating expenses are before waiver and reduction 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
3 Years
5 Years
10 Years
 
Fifth Third Muni Money Market, Select Shares
 
 
$30
 
 
$220
 
 
$426
 
 
$1,020
 
Fifth Third Muni Money Market , Preferred Shares
 
 
$37
 
 
$241
 
 
$463
 
 
$1,101
 
Federated Muni Money Market, Institutional Capital Shares
 
 
 
$56
 
 
 
$176
 
 
 
$307
 
 
 
$689
Federated Muni Money Market, Institutional Capital Shares Pro Forma Combined
 
 
$56
 
 
$176
 
 
$307
 
 
$689
</R>
<R>
 
FIFTH THIRD MI MONEY MARKET INSTITUTIONAL SHARES AND CLASS A SHARES—FEDERATED MI MONEY MARKET INSTITUTIONAL SERVICE SHARES

FEES AND EXPENSES
 
This table describes (1) the actual fees and expenses for the Institutional Shares and Class A Shares of the Fifth Third Michigan Municipal Money Market Fund for its fiscal year ended July 31, 2007; (2) the anticipated fees and expenses that you may pay if you buy and hold Institutional Service Shares of Federated MI Money Market for its fiscal year ending October 31, 2008; and (3) the proforma fees and expenses of Institutional Service Shares of Federated MI Money Market on a combined basis after giving effect to the Reorganization.
 
 
 
 
 
 
 
 
Shareholder Fees
Fifth Third MI
Money Market
- Institutional Shares
 
Fifth Third MI Money Market
- Class A Shares
 
Federated
MI Money Market - Institutional Service Shares
Federated MI Money Market- Institutional Service Shares
Pro Forma Combined
Fees Paid Directly From Your Investment
       
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)
 
None
 
None
 
None
 
None
Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, as applicable)
 
 
None
 
 
None
 
 
None
 
 
None
Maximum Sales Charge (Load) Imposed on Reinvested Dividends (and other Distributions) (as a percentage of offering price)
 
 
None
 
 
None
 
 
None
 
 
None
Redemption Fee (as a percentage of amount redeemed, if applicable)
 
None
 
None
 
None
 
None
Exchange Fee
None
None
None
None
         
Annual Fund Operating Expenses1
       
Expenses That are Deducted From Fund Assets (as a percentage of average net assets)
       
Management Fee
0.40%
0.40%
0.40%2
0.40%2
Distribution (12b-1) Fee
None
0.25%
None
None
Other Expenses
0.27%5
0.27%5
0.545
0.41%4
Total Annual Fund Operating Expenses
0.67%
0.92%
0.94%
0.81%
Fee Waivers/Reimbursements (contractual)
0.13%5
0.13%5
0.00%
0.00%
Net Expenses
0.54%
0.79%6
0.94%
0.81%
1      The rate at which expenses are accrued during the fiscal year may not be constant and, at any particular point, may be greater or less than the stated average percentage. Shown below are the net expenses actually paid by Fifth Third MI Money Market Institutional Shares and Class A Shares for the fiscal year ended July 31, 2007. Although not contractually obligated to do so, Federated MI Money Market’s Adviser expects to waive and the shareholder services provider expects to reimburse and not to charge certain amounts. These are shown below along with the net expenses the Federated MI Money Market and Federated MI Money Market Pro Forma Combined expect to pay for the fiscal year ending October 31, 2008.
Total Voluntary Waivers, Reimbursement and Reduction of Fund Expenses
 
0.00%
 
0.09%6
 
0.38%
 
0.25%
Total Actual/Anticipated Annual Fund Operating Expenses (after voluntary waivers, reimbursements and reduction)
 
 
0.54%
 
 
0.70%
 
 
0.56%7
 
 
0.56%7
2      FIMCO expects to voluntarily waive a portion of the management fee. FIMCO can terminate this anticipated voluntary waiver at any time. The management fee paid by Federated MI Money Market and Federated MI Money Market Pro Forma Combined (after the anticipated voluntary waiver) is expected to be 0.23% and 0.24% for the fiscal year ending October 31, 2008. On February 28, 2007, FIMCO agreed to contractually reduce the management fee from 0.50% to 0.40%. Given that the reduction occurred four months into the Fund’s fiscal year, the actual management fee (before voluntary waiver) would have been greater than 0.40%. This fee table reflects the management fee that is in place for the entire fiscal year ending October 31, 2008. The management fee paid by the Federated MI Money Market (after the voluntary waiver) was 0.23% for the fiscal year ended October 31, 2007.
3      With respect to the Fifth Third MI Money Market , Other Expenses include amounts the Fund incurs indirectly in connection with its investment in other investment companies. Amount is less than 0.01%.
4      With respect to Federated MI Money Market and Federated MI Money Market Pro Forma Combined, Other Expenses include a shareholder services fee/account administration fee which is used to compensate intermediaries for shareholder services or account administrative services. Also includes a recordkeeping fee which is used to compensate intermediaries for recordkeeping services. The shareholder services provider expects to voluntarily reimburse a portion of its fee. The shareholder services provider can terminate this anticipated voluntary reimbursement at any time. In addition, the shareholder services provider expects not to charge, and therefore the Federated MI Money Market’s Institutional Service Shares will not accrue, a portion of its fee. This reduction can be terminated at any time. Total other expenses paid by the Federated MI Money Market and Federated MI Money Market Pro Forma Combineds’ Institutional Service Shares (after the anticipated voluntary reimbursement and reduction) are expected to be 0.33% and 0.32%, respectively, for the fiscal year ending October 31, 2008. Total other expenses paid by the Federated MI Money Market’s Institutional Service Shares (after the voluntary reimbursement and reduction) were 0.33% for the fiscal year ended October 31, 2007.
5      Fifth Third MI Money Market’s Advisor and Administrator have contractually agreed to waive fees and/or reimburse expenses through November 28, 2008. Under the terms of the expense limitation agreement, fees waived or expenses reimbursed by the Advisor and Administrator are subject to reimbursement by the Fund for the 13 month period in which the expense limitation agreement is in effect. No reimbursement payment will be made by the Fund if it would result in the Fund exceeding the expense limitation described herein. For the fiscal year ended July 31, 2007, Fifth Third MI Money Market’s Adviser and Administrator contractually waived and/or reimbursed 0.13% of fees and expenses of the Institutional and Class A Shares.
6      Fifth Third MI Money Market’s Distributor has voluntarily agreed to waive fees and/or reimburse expenses to limit total annual operating expenses to 0.70% for Class A Shares. These waivers and/or expense reimbursements may be discontinued at any time.
7      Total Actual Annual Fund Operating Expenses paid by the Federated MI Money Market’s Institutional Service Shares (after voluntary waiver, reimbursement and reduction) were 0.56% for the fiscal year ended October 31, 2007.
 
Example

This example is intended to help you compare the cost of investing in the indicated Funds with the cost of investing in other mutual funds.

The Example assumes that you invest $10,000 in the Funds’ 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, for the Fifth Third MI Money Market ’s Institutional Shares and Class A Shares, operating expenses are before waivers and reimbursement as shown in the Table and remain the same, and for the Federated MI Money Market and Federated MI Money Market Pro Forma Combined’s Institutional Service Shares operating expenses are before waiver, reimbursement and reduction 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
3 Years
5 Years
10 Years
 
Fifth Third MI Money Market , Institutional Shares
 
 
$55
 
 
$202
 
 
$361
 
 
$822
Fifth Third MI Money Market , Class A Shares
 
$81
 
$281
 
$497
 
$1,119
 
Federated MI Money Market, Institutional Service Shares
 
 
 
$96
 
 
 
$300
 
 
 
$520
 
 
 
$1,155
Federated MI Money Market, Institutional Service Shares Pro Forma Combined
 
 
$83
 
 
$259
 
 
$450
 
 
$1,002
</R>
 
COMPARISON OF POTENTIAL RISKS AND REWARDS; PERFORMANCE HISTORY
 
The bar charts and tables below compare the potential risks and rewards of investing in each Fifth Third Fund and the corresponding Federated Fund. The bar charts provide an indication of the risks of investing in each Fund by showing changes in each Funds’ performance from year to year. The total returns shown in the bar charts are based upon NAV. The tables show how each Fund’s average annual total returns for the one year, five years and ten years (or start of performance) compare to the returns of a broad-based market index. The figures assume reinvestment of dividends and distributions.
 
FIFTH THIRD INTERMEDIATE MUNICIPAL BOND FUND AND FIFTH THIRD MUNICIPAL BOND FUND--FEDERATED INTERMEDIATE MUNICIPAL TRUST
FIFTH THIRD FUNDS
 
Year-by-Year Total Returns as of 12/31 For Class A Shares1
 
The ‘y’ axis reflects the “% Total Return” beginning with “(2)” and increasing in increments of 2% up to 10%.
The ‘x’ axis represents calculation periods for the 10 calendar years ended December 31, 2007. The light gray shaded chart features eight distinct vertical bars, each shaded in charcoal, and each visually representing by height the total return percentages for the calendar year. The calculated total return percentage for the Fifth Third Municipal Bond Fund Class A Shares for each calendar year is stated directly at the top of each respective bar, for the calendar years 1998 through 2007. The percentages noted are: 5.09%, (1.27)%, 8.72%, 4.47%, 7.99%, 3.09%, 1.81%, 0.94%, 3.46% and 2.94% respectively.
 
The bar chart above does not reflect the impact of any applicable sales charges or account fees, which would reduce returns.
The Fund’s Class A Shares total return for the six-month period from January 1, 2008 to June 30, 2008 was 0.37%.
Within the period shown in the bar chart, the Fund’s Class A Shares highest quarterly return was 3.48% (quarter ended June 30, 2002). Its lowest quarterly return was (2.08) % (quarter ended June 30, 2004).
 
1
For the period prior to October 29, 2001, the quoted performance of Class A Shares reflects the performance of the Investment Shares of the Kent Intermediate Tax-Free Fund. On October 29, 2001, the Kent Intermediate Tax-Free Fund, a registered open-end investment company managed by Fifth Third Asset Management, Inc. was merged into Fifth Third Intermediate Municipal Bond Fund.
 
Average Annual Total Returns (for the periods ended December 31, 2007)1
 
 
FUND
 
Inception
Date
 
1 Year
 
5 Years
 
10 Years
Class A Shares 2(with 4.75% sales charge)
 
12/18/92
     
Return Before Taxes
   
(0.70)%
1.72%
3.31%
Return After Taxes on Distributions3
   
(1.93)%
0.42%
1.79%
Return After Taxes on Distributions and Sale of Fund Shares3
   
 
(0.43)%
 
0.75%
 
1.93%
Class B Shares4,5 (with applicable Contingent Deferred Sales Charge)
 
 
12/16/92
     
Return Before Taxes
   
(1.99)%
1.93%
3.20%
Class C Shares4 (with applicable Contingent Deferred Sales Charge)
 
 
12/16/92
     
Return Before Taxes
   
2.27%
1.68%
2.90%
Lehman Brothers Quality Intermediate Municipal Bond Index6 (reflects no deduction for fees, expenses or taxes)
   
 
 
6.01%
 
 
5.89%
 
 
4.73%
 
 
1.
On October 29, 2001, the Kent Intermediate Tax-Free Fund, a registered open-end investment company managed by Fifth Third Asset Management, Inc. was merged into Fifth Third Intermediate Municipal Bond Fund.
 
 
2.
For the period prior to October 29, 2001, the quoted performance of Class A Shares reflects the performance of the Investment Shares of the Kent Tax-Free Fund, adjusted to reflect the sales charges for Class A Shares.
 
 
3.
After tax returns are calculated using a standard set of assumptions. The stated returns assume the highest historical federal income and capital gains tax rules. Returns after taxes on distributions assumes a continued investment in the Fund and shows the effect of taxes on Fund distributions. Returns after taxes on distributions and sales 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. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After tax returns are not relevant to investors holding shares through tax-deferred programs, such as IRA or 401 (k) plans.
 
 
4.
The performance of Class B and Class C Shares is based on the performance for Institutional Shares of the Kent Tax-Free Fund, adjusted to reflect the expenses and sales charges for Class B and Class C Shares, for the period prior to the commencement of operations of Class B and Class C Shares on October 29, 2001.
 
 
5.
Class B Shares of the Fund are available only in connection with dividend reinvestment and permitted exchanges of Class B Shares of certain other Fifth Third Funds.
 
 
6.
The Lehman Brothers Quality Intermediate Municipal Bond Index is an unmanaged index that is generally representative of intermediate term municipal bonds with a maturity between two and twelve years.
 
Year-by-Year Total Returns as of 12/31 For Institutional Shares1
 
The ‘y’ axis reflects the “% Total Return” beginning with “(3)” and increasing in increments of 2% up to 11%.
The ‘x’ axis represents calculation periods for the 10 calendar years ended December 31, 2007. The light gray shaded chart features eight distinct vertical bars, each shaded in charcoal, and each visually representing by height the total return percentages for the calendar year. The calculated total return percentage for the Fifth Third Municipal Bond Fund Institutional Shares for each calendar year is stated directly at the top of each respective bar, for the calendar years 1998 through 2007. The percentages noted are: 5.37%, (1.01)%, 8.99%, 4.73%, 8.24%, 3.26%, 2.06%, 1.21%, 3.72% and 3.29% respectively.
 
The bar chart above does not reflect the impact of any applicable sales charges or account fees, which would reduce returns.
The Fund’s Institutional Shares total return for the six-month period from January 1, 2008 to June 30, 2008 was 0.48%.
Within the period shown in the bar chart, the Fund’s Institutional Shares highest quarterly return was 3.56% (quarter ended September 30, 2002). Its lowest quarterly return was (2.02) % (quarter ended June 30, 2004).
 
1
For the period prior to October 29, 2001, the quoted performance of Institutional Shares reflects the performance of the Investment Shares of the Kent Intermediate Tax-Free Fund. On October 29, 2001, the Kent Intermediate Tax-Free Fund, a registered open-end investment company managed by Fifth Third Asset Management, Inc. was merged into Fifth Third Intermediate Municipal Bond Fund.
 
Average Annual Total Returns (for the periods ended December 31, 2007)1

 
 
FUND
 
Inception
Date
 
1 Year
 
5 Years
 
10 Years
Institutional Shares 1
 
12/16/92
     
Return Before Taxes
   
3.29%
2.71%
3.95%
Return After Taxes on Distributions2
   
1.93%
1.30%
2.32%
Return After Taxes on Distributions and Sale of Fund Shares2
   
 
2.17%
 
1.53%
 
2.41%
Lehman Brothers Quality Intermediate Municipal Bond Index3 (reflects no deduction for fees, expenses or taxes
   
 
 
6.01%
 
 
5.89%
 
 
4.73%
 
1.
On October 29, 2001, the Kent Intermediate Tax-Free Fund, a registered open-end investment company managed by Fifth Third Asset Management, Inc. was merged into Fifth Third Municipal Bond Fund. As such, for the period prior to  October 29, 2001, the quoted performance of Institutional Shares reflects the performance of the Institutional Shares of the Kent Intermediate Tax-Free Fund.
 
 
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 rules. Returns after taxes on distributions assumes a continued investment in the Fund and shows the effect of taxes on Fund distributions. Returns after taxes on distributions and sales 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. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After tax returns are not relevant to investors holding shares through tax-deferred programs, such as IRA or 401 (k) plans.
 
 
3.
The Lehman Brothers Quality Intermediate Municipal Bond Index is an unmanaged index that is generally representative of intermediate term municipal bonds with a maturity between two and twelve years.
 
Year-by-Year Total Returns as of 12/31 For Class A Shares1
 
The ‘y’ axis reflects the “% Total Return” beginning with “(6)” and increasing in increments of 2% up to 14%.
The ‘x’ axis represents calculation periods for the 10 calendar years ended December 31, 2007. The light gray shaded chart features eight distinct vertical bars, each shaded in charcoal, and each visually representing by height the total return percentages for the calendar year. The calculated total return percentage for the Fifth Third Municipal Bond Fund Class A Shares for each calendar year is stated directly at the top of each respective bar, for the calendar years 1998 through 2007. The percentages noted are: 5.43%, (3.40)%, 11.97%, 3.89%, 9.34%, 4.47%, 2.79%, 1.81%, 3.94% and 3.04% respectively.
 
The bar chart above does not reflect the impact of any applicable sales charges or account fees, which would reduce returns.
The Fund’s Class A Shares total return for the six-month period from January 1, 2008 to June 30, 2008 was (0.23)%.
Within the period shown in the bar chart, the Fund’s Class A Shares highest quarterly return was 4.83% (quarter ended September 30, 2002). Its lowest quarterly return was (2.63) % (quarter ended June 30, 2004).
 
1
For the period prior to October 29, 2001, the quoted performance of Class A Shares reflects the performance of the Investment Shares of the Kent Tax-Free Income Fund. On October 29, 2001, the Kent Tax-Free Income Fund, a registered open-end investment company managed by Fifth Third Asset Management, Inc. was merged into Fifth Third Municipal Bond Fund.
 
Average Annual Total Returns (for the periods ended December 31, 2007)1
 
 
FUND
 
Inception
Date
 
1 Year
 
5 Years
 
10 Years
Class A Shares 2(with 4.75% sales charge)
 
4/1/95
     
Return Before Taxes
   
(1.82)%
2.20%
3.75%
Return After Taxes on Distributions3
   
(3.17)%
0.53%
1.96%
Return After Taxes on Distributions and Sale of Fund Shares3
   
 
(1.16)%
 
1.06%
 
2.21%
Class B Shares4,5 (with applicable Contingent Deferred Sales Charge)
 
 
3/20/95
     
Return Before Taxes
   
(2.70)%
2.10%
3.45%
Class C Shares4 (with applicable Contingent Deferred Sales Charge)
 
 
3/20/95
     
Return Before Taxes
   
2.31%
2.44%
3.47%
Lehman Brothers Municipal Bond Index6
(reflects no deduction for fees, expenses or
taxes)
   
 
 
3.36%
 
 
4.30%
 
 
5.18%
 
 
1
On October 29, 2001, the Kent Tax-Free Income Fund, a registered open-end investment company managed by Fifth Third Asset Management, Inc. was merged into Fifth Third Municipal Bond Fund.
 
 
2
For the period prior to October 29, 2001, the quoted performance of Class A Shares reflects the performance of the Investment Shares of the Kent Tax-Free Income Fund, adjusted to reflect the sales charges for Class A Shares.
 
 
3.
After tax returns are calculated using a standard set of assumptions. The stated returns assume the highest historical federal income and capital gains tax rules. Returns after taxes on distributions assumes a continued investment in the Fund and shows the effect of taxes on Fund distributions. Returns after taxes on distributions and sales 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. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After tax returns are not relevant to investors holding shares through tax-deferred programs, such as IRA or 401 (k) plans.
 
4.
The performance of Class B and Class C Shares is based on the performance for Institutional Shares of the Kent Tax-Free Income Fund, adjusted to reflect the expenses and sales charges for Class B and Class C Shares, for the period prior  to the commencement of operations of Class B and Class C Shares on October 29, 2001.
 
 
5.
Class B Shares of the Fund are available only in connection with dividend reinvestment and permitted exchanges of Class B Shares of certain other Fifth Third Funds.
 
 
6.
The Lehman Brothers Municipal Bond Index is an unmanaged index that is generally representative of the municipal bond market. The index is comprised of 8,000-investment grade, fixed rate tax exempt securities with remaining maturities of at least one year.
 
Year-by-Year Total Returns as of 12/31 For Institutional Shares1
 
The ‘y’ axis reflects the “% Total Return” beginning with “(9)” and increasing in increments of 5% up to 16%.
The ‘x’ axis represents calculation periods for the 10 calendar years ended December 31, 2007. The light gray shaded chart features eight distinct vertical bars, each shaded in charcoal, and each visually representing by height the total return percentages for the calendar year. The calculated total return percentage for the Fifth Third Municipal Bond Fund Institutional Shares for each calendar year is stated directly at the top of each respective bar, for the calendar years 1998 through 2007. The percentages noted are: 5.71%, (3.26)%, 12.40%, 4.07%, 9.65%, 4.69%, 3.07%, 1.97%, 4.33% and 3.21% respectively.
 
The bar chart above does not reflect the impact of any applicable sales charges or account fees, which would reduce returns.
The Fund’s Institutional Shares total return for the six-month period from January 1, 2008 to June 30, 2008 was (0.01)%.
Within the period shown in the bar chart, the Fund’s Institutional Shares highest quarterly return was 5.01% (quarter ended December 31, 2000). Its lowest quarterly return was (2.57) % (quarter ended June 30, 2004).
 
1
For the period prior to October 29, 2001, the quoted performance of Institutional Shares reflects the performance of the Investment Shares of the Kent Tax-Free Income Fund. On October 29, 2001, the Kent Tax-Free Income Fund, a registered open-end investment company managed by Fifth Third Asset Management, Inc. was merged into Fifth Third Municipal Bond Fund.
 
Average Annual Total Returns (for the periods ended December 31, 2007)1
 
 
FUND
 
Inception
Date
 
1 Year
 
5 Years
 
10 Years
Institutional Shares 1
 
3/20/95
     
Return Before Taxes
   
3.21%
3.45%
4.51%
Return After Taxes on Distributions2
   
1.70%
1.66%
2.61%
Return After Taxes on Distributions and Sale of Fund Shares2
   
 
2.11%
 
2.06%
 
2.79%
Lehman Brothers Municipal Bond Index3
(reflects no deduction for fees, expenses or
taxes)
   
 
 
3.36%
 
 
4.30%
 
 
5.18%
 
 
1.
On October 29, 2001, the Kent Tax-Free Income Fund, a registered open-end investment company managed by Fifth Third Asset Management, Inc. was merged into Fifth Third Municipal Bond Fund. As such, for the period prior to October 29, 2001, the quoted performance of Institutional Shares reflects the performance of the Institutional Shares of the Kent Tax-Free Income Fund.
 
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 rules. Returns after taxes on distributions assumes a continued investment in the Fund and shows the effect of taxes on Fund distributions. Returns after taxes on distributions and sales 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. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After tax returns are not relevant to investors holding shares through tax-deferred programs, such as IRA or 401 (k) plans.
 
 
3.
The Lehman Brothers Municipal Bond Index is an unmanaged index that is generally representative of the municipal bond market. The index is comprised of 8,000-investment grade, fixed rate tax exempt securities with remaining maturities of at least one year.
 
FEDERATED FUND
 
Risk/Return Bar Chart and Table
 
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.
 
The ‘y’ axis reflects the “% Total Return” beginning with “(4)” and increasing in increments of 2% up to 10%.
The ‘x’ axis represents calculation periods for the 10 calendar years ended December 31, 2007. The light gray shaded chart features eight distinct vertical bars, each shaded in charcoal, and each visually representing by height the total return percentages for the calendar year. The calculated total return percentage for the Federated Intermediate Municipal Trust Institutional Shares for each calendar year is stated directly at the top of each respective bar, for the calendar years 1998 through 2007. The percentages noted are: 5.24%, (2.53)%, 8.86%, 4.17%, 8.03%, 4.43%, 3.42%, 2.52%, 3.94% and 0.73% respectively.
 
The Fund’s Institutional Shares are sold without a sales charge (load). The total returns displayed above are based on net asset value.
The Fund’s Institutional Shares total return for the six-month period from January 1, 2008 to June 30, 2008 was (2.13)%.
Within the period shown in the bar chart, the Fund’s Institutional Shares highest quarterly return was 3.77% (quarter ended September 30, 2002). Its lowest quarterly return was (1.86)% (quarter ended June 30, 1999).
 
Average Annual Total Return Table
 
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 Lehman Brothers 7-Year Municipal Bond Index (LB7MB), a broad-based market index, the Lehman Brothers 5 to 10 Year Municipal Bond Index (LB5MB) and the Lipper Intermediate Municipal Debt Funds Average (LIMDFA). The LB7MB is an unmanaged index of municipal bonds, issued after December 31, 1990, with a minimum credit quality of BAA3, which have been issued as part of a deal of at least $50 million, have an amount outstanding of at least $5 million, and have a maturity range of six to eight years. The LB5MB is an unmanaged market-weighted blended index of municipal bonds, issued after December 31, 1990, with minimum credit ratings of at least BAA3, which have been issued as part of a deal of at least $50 million, have an amount outstanding of at least $5 million, and have a maturity range of four to twelve years. The LB5MB is a custom blended index comprised of the Lehman Brothers 5-Year Municipal Bond Index (approximately 28% and four to six years maturity), the Lehman Brothers 7-Year Municipal Bond Index (approximately 27% and six to eight years maturity), and the Lehman Brothers 10-Year Municipal Bond Index (approximately 45% and eight to twelve years maturity). The LIMDFA represents the average of the total returns reported by all mutual funds designated by Lipper, Inc. as falling into the category. Index returns do not reflect taxes, sales charges, expenses or other fees that the SEC requires to be reflected in a mutual fund’s performance. Indexes are unmanaged, and it is not possible to invest directly in an index.
 
(For the periods ended December 31, 2007)
 
 
FUND
 
 
1 Year
 
5 Years
 
10 Years
Institutional Shares
       
Return Before Taxes
 
0.73%
3.00%
3.83%
Return After Taxes on Distributions1
 
0.68%
2.99%
3.83%
Return After Taxes on Distributions and Sale of Fund Shares1
 
 
1.93%
 
3.19%
 
3.93%
LB7MB
 
5.06%
3.86%
4.96%
LB5MB
 
4.74%
3.89%
4.97%
LIMDFA
 
3.01%
3.00%
4.11%
 
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.
 
FIFTH THIRD MICHIGAN MUNICIPAL BOND FUND--FEDERATED MICHIGAN INTERMEDIATE MUNICIPAL TRUST
 
FIFTH THIRD FUND
 
Year-by-Year Total Returns as of 12/31 For Class A Shares1,2
 
The ‘y’ axis reflects the “% Total Return” beginning with “(0)” and increasing in increments of 1% up to 7%.
The ‘x’ axis represents calculation periods for the 10 calendar years ended December 31, 2007. The light gray shaded chart features eight distinct vertical bars, each shaded in charcoal, and each visually representing by height the total return percentages for the calendar year. The calculated total return percentage for the Fifth Third Michigan Municipal Bond Fund Class A Shares for each calendar year is stated directly at the top of each respective bar, for the calendar years 1998 through 2007. The percentages noted are: 4.60%, 0.51%, 6.05%, 5.39%, 6.17%, 2.20%, 0.94%, 0.63%, 2.52% and 3.77% respectively.
 
The bar chart above does not reflect the impact of any applicable sales charges or account fees, which would reduce returns.
The Fund’s Class A Shares total return for the six-month period from January 1, 2008 to June 30, 2008 was 0.80%.
Within the period shown in the bar chart, the Fund’s Class A Shares highest quarterly return was 2.73% (quarter ended June 30, 2002). Its lowest quarterly return was (1.41) % (quarter ended June 30, 2004).
 
Average Annual Total Returns (for the periods ended December 31, 2007)1

 
 
FUND
 
Inception
Date
 
1 Year
 
5 Years
 
10 Years
Class A Shares2 (with 4.75% sales charge)
 
5/11/93
     
Return Before Taxes
   
(1.20)%
1.02%
2.75%
Return After Taxes on Distributions3
   
(2.20)%
0.05%
1.47%
Return After Taxes on Distributions and Sale of Fund Shares3
   
 
(0.80)%
 
0.31%
 
1.56%
Class B Shares4,6 (with applicable Contingent Deferred Sales Charge)
 
 
5/3/93
     
Return Before Taxes
   
(2.12)%
0.75%
2.37%
Class C Shares4 (with applicable Contingent Deferred Sales Charge)
 
 
5/3/93
     
Return Before Taxes
   
2.97%
1.14%
2.37%
Lehman Brothers 1-5 Year Municipal Bond Index7 (reflects no deduction for fees, expenses or taxes)
   
 
 
5.41%
 
 
5.38%
 
 
4.10%
 
1.
On October 29, 2001, the Kent Michigan Municipal Bond Fund, a registered open-end investment company managed by Fifth Third Asset Management, Inc. was merged into Fifth Third Michigan Municipal Bond Fund.
 
2.
For the period prior to October 29, 2001, the quoted performance of Class A Shares reflects the performance of the Investment Shares of the Kent Michigan Municipal Bond Fund, adjusted to reflect the sales charges for Class A Shares.
 
3.
After tax returns are calculated using a standard set of assumptions. The stated returns assume the highest historical federal income and capital gains tax rules. Returns after taxes on distributions assumes a continued investment in the Fund and shows the effect of taxes on Fund distributions. Returns after taxes on distributions and sales 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. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After tax returns are not relevant to investors holding shares through tax-deferred programs, such as IRA or 401 (k) plans.
 
4.
The performance of Class B and Class C Shares is based on the performance for Institutional Shares of the Kent Michigan Municipal Bond Fund, adjusted to reflect the expenses and sales charges for Class B and Class C Shares, for the period prior to the commencement of operations of Class B and Class C Shares on October 29, 2001.
 
5,
Class B Shares of the Fund are available only in connection with dividend reinvestment and permitted exchanges of Class B Shares of certain other Fifth Third Funds.
 
6.
The Lehman Brothers 1-5 Year Municipal Bond Index is representative of short term municipal bonds with a maturity between one and six years.
 
Year-by-Year Total Returns as of 12/31 For Institutional Shares1
 
The ‘y’ axis reflects the “% Total Return” beginning with “(0)” and increasing in increments of 1% up to 7%.
The ‘x’ axis represents calculation periods for the 10 calendar years ended December 31, 2007. The light gray shaded chart features eight distinct vertical bars, each shaded in charcoal, and each visually representing by height the total return percentages for the calendar year. The calculated total return percentage for the Fifth Third Michigan Municipal Bond Fund Institutional Shares for each calendar year is stated directly at the top of each respective bar, for the calendar years 1998 through 2007. The percentages noted are: 4.75%, 0.67%, 6.31%, 5.48%, 6.21%, 2.36%, 1.07%, 0.80%, 2.65% and 3.91% respectively.
 
The bar chart above does not reflect the impact of any applicable sales charges or account fees, which would reduce returns.
The Fund’s Institutional Shares total return for the six-month period from January 1, 2008 to June 30, 2008 was 0.98%.
Within the period shown in the bar chart, the Fund’s Institutional Shares highest quarterly return was 2.87% (quarter ended June 30, 2002). Its lowest quarterly return was (1.38) % (quarter ended June 30, 2004).
 
 
1
For the period prior to October 29, 2001, the quoted performance of Institutional Shares reflects the performance of the Institutional Shares of the Kent Michigan Municipal Bond Fund. On October 29, 2001, the Kent Michigan Municipal Bond Fund, a registered open-end investment company managed by Fifth Third Asset Management, Inc. was merged into Fifth Third Michigan Municipal Bond Fund.
 
Average Annual Total Returns (for the periods ended December 31, 2007)1

 
 
FUND
 
Inception
Date
 
1 Year
 
5 Years
 
10 Years
Institutional Shares 1
 
5/3/93
     
Return Before Taxes
   
3.91%
2.16%
3.40%
Return After Taxes on Distributions2
   
2.81%
1.13%
2.06%
Return After Taxes on Distributions and Sale of Fund Shares2
   
 
2.53%
 
1.24%
 
2.09%
Lehman Brothers Quality Intermediate Municipal Bond Index3 (reflects no deduction for fees, expenses or taxes)
   
 
 
6.01%
 
 
5.89%
 
 
4.73%
 
 
1.
On October 29, 2001, the Kent Michigan Municipal Bond Fund, a registered open-end investment company managed by Fifth Third Asset Management, Inc. was merged into Fifth Third Michigan Municipal Bond Fund. As such, for the period to October 29, 2001, the quoted performance of Institutional Shares reflects the performance of the Institutional Shares of the Kent Michigan Municipal Bond Fund.
 
 
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 rules. Returns after taxes on distributions assumes a continued investment in the Fund and shows the effect of taxes on Fund distributions. Returns after taxes on distributions and sales 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. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After tax returns are not relevant to investors holding shares through tax-deferred programs, such as IRA or 401 (k) plans.
 
 
3
The Lehman Brothers 1-5 Year Municipal Bond Index is representative of short term municipal bonds with a maturity between one and six years.
 
FEDERATED FUND
 
Risk/Return Bar Chart and Table
 
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 A 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.
 
The ‘y’ axis reflects the “% Total Return” beginning with “(4)” and increasing in increments of 2% up to 12%.
The ‘x’ axis represents calculation periods for the 10 calendar years ended December 31, 2007. The light gray shaded chart features eight distinct vertical bars, each shaded in charcoal, and each visually representing by height the total return percentages for the calendar year. The calculated total return percentage for the Federated Michigan Intermediate Municipal Trust Class A Shares for each calendar year is stated directly at the top of each respective bar, for the calendar years 1998 through 2007. The percentages noted are: 5.57%, (1.23)%, 9.01%, 4.68%, 9.84%, 5.05%, 2.59%, 1.72%, 3.69% and 3.69% respectively.
 
The total returns shown in the bar chart do not reflect payment of any sales charges or recurring shareholder account fees. If these charges or fees had been included, the returns shown would have been lower.
The Fund’s Class A Shares total return for the six-month period from January 1, 2008 to June 30, 2008 was 0.21%.
Within the period shown in the bar chart, the Fund’s Class A Shares highest quarterly return was 4.99% (quarter ended September 30, 2002). Its lowest quarterly return was (2.22)% (quarter ended June 30, 2004).
 
Average Annual Total Return Table

 
Return Before Taxes is shown. In addition, Return After Taxes is shown for the Fund’s Class A 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 7-Year General Obligation Municipal Bond Index (LB7GO) and the Lehman Brothers Municipal Bond Index (LBMB)1, Both broad-based indexes. Index returns do not reflect taxes, sales charges, expenses or other fees that the SEC requires to be reflected in a mutual fund’s performance. Indexes are unmanaged, and it is not possible to invest directly in an index.
 
(For the periods ended December 31, 2007)
 
 
FUND
 
 
1 Year
 
5 Years
 
10 years
Class A Shares
       
Return Before Taxes
 
0.59%
2.72%
4.10%
Return After Taxes on Distributions2
 
0.54%
2.71%
4.09%
Return After Taxes on Distributions and Sale of Fund Shares2
 
 
1.77%
 
2.89%
 
4.13%
LB7GO
 
5.08%
4.00%
4.99%
LBMB
 
3.36%
4.30%
5.18%
 
1
The LB7GO is an unmanaged index of tax-exempt municipal bonds issued after January 1, 1991 with a minimum credit rating of at least Baa, been issued as part of a deal of at least $50 million and have a maturity range of six to eight years. The LB7GO also includes zero coupon bonds and bonds subject to the Alternative Minimum Tax. The LBMB is an unmanaged market value-weighted index for the long-term, tax-exempt bond market. To be included in the LBMB, bonds must have a minimum credit rating of Baa, an outstanding par value of at least $7 million and be issued as part of a transaction of at least $75 million. The bonds must be fixed-rate, have an issue date after December 31, 1990 and be at least one year from their maturity date.
 
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.
 
FIFTH THIRD OHIO MUNICIPAL BOND FUND--FEDERATED OHIO MUNICIPAL INCOME FUND
FIFTH THIRD FUND
 
Year-by-Year Total Returns as of 12/31 For Class A Shares
 
The ‘y’ axis reflects the “% Total Return” beginning with “(5)” and increasing in increments of 2% up to 11%.
The ‘x’ axis represents calculation periods for the 10 calendar years ended December 31, 2007. The light gray shaded chart features eight distinct vertical bars, each shaded in charcoal, and each visually representing by height the total return percentages for the calendar year. The calculated total return percentage for the Fifth Third Ohio Municipal Bond Fund Class A Shares for each calendar year is stated directly at the top of each respective bar, for the calendar years 1998 through 2007. The percentages noted are: 5.50%, (3.17)%, 8.72%, 4.23%, 7.69%, 3.56%, 1.84%, 0.82%, 3.07% and 3.33% respectively.
 
The bar chart above does not reflect the impact of any applicable sales charges or account fees, which would reduce returns.
The Fund’s Class A Shares total return for the six-month period from January 1, 2008 to June 30, 2008 was 0.19%.
Within the period shown in the bar chart, the Fund’s Class A Shares highest quarterly return was 3.62% (quarter ended September 30, 2002). Its lowest quarterly return was (2.34) % (quarter ended June 30, 1999).
 
Average Annual Total Returns (for the periods ended December 31, 2007)1

 
 
FUND
 
Inception
Date
 
1 Year
 
5 Years
 
10 Years
Class A Shares (with 4.75% sales charge)
 
1/1/87
     
Return Before Taxes
   
(1.55)%
1.53%
3.00%
Return After Taxes on Distributions1
   
(2.76)%
0.34%
1.63%
Return After Taxes on Distributions and Sale of Fund Shares1
   
 
(0.95)%
 
0.63%
 
1.73%
Class B Shares2,4 (with applicable Contingent Deferred Sales Charge)
 
 
1/1/87
     
Return Before Taxes
   
(2.32)%
1.40%
2.59%
Class C Shares3 (with applicable Contingent Deferred Sales Charge)
 
 
1/1/87
     
Return Before Taxes
   
2.59%
1.75%
2.78%
Lehman Brothers Quality Intermediate Municipal Bond Index5 (reflects no deduction for fees, expenses or taxes)
   
 
 
6.01%
 
 
5.89%
 
 
4.73%
 
 
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 rules. Returns after taxes on distributions assumes a continued investment in the Fund and shows the effect of taxes on Fund distributions. Returns after taxes on distributions and sales 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. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After tax returns are not relevant to investors holding shares through tax-deferred programs, such as IRA or 401 (k) plans.
 
 
2.
The performance of Class B Shares is based on the performance for Class A Shares, adjusted to reflect the expenses and sales charges for Class B Shares, for the period prior to the commencement of operations of Class B Shares on October 11, 2000.
 
 
3.
The performance of Class C Shares is based on the performance for Class A Shares, adjusted to reflect the expenses and sales charges for Class C Shares, for the period prior to the commencement of operations of Class C Shares on April 24, 1996.
 
 
4.
Class B Shares of the Fund are available only in connection with dividend reinvestment and permitted exchanges of Class B Shares of certain other Fifth Third Funds.
 
 
5.
The Lehman Brothers Quality Intermediate Municipal Bond Index is generally representative of intermediate term municipal bonds with a maturity between two and twelve years.
 
Year-by-Year Total Returns as of 12/31 For Institutional Shares1
 
The ‘y’ axis reflects the “% Total Return” beginning with “(5)” and increasing in increments of 2% up to 11%.
The ‘x’ axis represents calculation periods for the 10 calendar years ended December 31, 2007. The light gray shaded chart features eight distinct vertical bars, each shaded in charcoal, and each visually representing by height the total return percentages for the calendar year. The calculated total return percentage for the Fifth Third Ohio Municipal Bond Fund Institutional Shares for each calendar year is stated directly at the top of each respective bar, for the calendar years 1998 through 2007. The percentages noted are: 5.61%, (2.94)%, 8.87%, 4.57%, 7.85%, 3.84%, 1.98%, 1.09%, 3.43% and 3.61% respectively.
 
The bar chart above does not reflect the impact of any applicable sales charges or account fees, which would reduce returns.
The Fund’s Institutional Shares total return for the six-month period from January 1, 2008 to June 30, 2008 was 0.20%.
Within the period shown in the bar chart, the Fund’s Institutional Shares highest quarterly return was 3.56% (quarter ended September 30, 2002). Its lowest quarterly return was (2.28) % (quarter ended June 30, 1999).
 
1
The Fund first offered Institutional Shares on August 11, 1998. The quoted performance of Institutional Shares for the period prior to August 11, 1998 reflects the performance for Class A Shares, a class of shares of the Fund not offered by this Prospectus. Class A Shares of the Fund would have substantially similar annual returns as Institutional Shares because the shares represent interests in the same portfolio of investments and the annual returns would differ only to the extent that the classes do not have the same expense structure.
 
Average Annual Total Returns (for the periods ended December 31, 2007)

 
 
FUND
 
Inception
Date
 
1 Year
 
5 Years
 
10 Years
Institutional Shares 1
 
1/1/87
     
Return Before Taxes
   
3.61%
2.78%
3.74%
Return After Taxes on Distributions2
   
2.23%
1.49%
2.28%
Return After Taxes on Distributions and Sale of Fund Shares2
   
 
2.40%
 
1.64%
 
2.32%
Lehman Brothers Quality Intermediate Municipal Bond Index3 (reflects no deduction for fees, expenses or taxes)
   
 
 
6.01%
 
 
5.89%
 
 
4.73%
 
 
1.
The Fund first offered Institutional Shares on August 11, 1998. The quoted performance of Institutional Shares for the period prior to August 11, 1998 reflects the performance for Class A Shares, a class of shares of the Fund not offered by this Prospectus. Class A Shares of the Fund would have substantially similar annual returns as Institutional Shares because the shares represent interests in the same portfolio of investments and the annual returns would differ only to the extent that the classes do not have the same expense structure.
 
 
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 rules. Returns after taxes on distributions assumes a continued investment in the Fund and shows the effect of taxes on Fund distributions. Returns after taxes on distributions and sales 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. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After tax returns are not relevant to investors holding shares through tax-deferred programs, such as IRA or 401 (k) plans.
 
 
3.
The Lehman Brothers Quality Intermediate Municipal Bond Index is generally representative of intermediate term municipal bonds with a maturity between two and twelve years.
 
FEDERATED FUND
 
Risk/Return Bar Chart and Table
 
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 F 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.
 
The ‘y’ axis reflects the “% Total Return” beginning with “(8)” and increasing in increments of 5% up to 12%.
The ‘x’ axis represents calculation periods for the 10 calendar years ended December 31, 2007. The light gray shaded chart features eight distinct vertical bars, each shaded in charcoal, and each visually representing by height the total return percentages for the calendar year. The calculated total return percentage for the Federated Ohio Municipal Income Fund Class F Shares for each calendar year is stated directly at the 6.06%, (4.74) %, 10.28%, 4.32%, 8.14%, 5.49%, 4.47%, 3.16%, 4.65% and 1.16% respectively.
 
The total returns shown in the bar chart do not reflect payment of any sales charges or recurring shareholder account fees. If these charges or fees had been included, the returns shown would have been lower.
The Fund’s Class F Shares total return for the six-month period from January 1, 2008 to June 30, 2008 was (0.37)%.
Within the period shown in the bar chart, the Fund’s Class F Shares highest quarterly return was 4.55% (quarter ended September 30, 2002). Its lowest quarterly return was (2.35)% (quarter ended June 30, 2004).
 
Average Annual Total Return Table

 
Return Before Taxes is shown. In addition, Return After Taxes is shown for the Fund’s Class F 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 Municipal Bond Index (LBMB)1, a broad-based market index and the Lipper Ohio Municipal Debt Funds Average (LOMDFA), an average of Funds with similar investment objectives. The LOMDFA represents the average of the total returns reported by all mutual funds designated by Lipper, Inc. as falling into the category. Index returns do not reflect taxes, sales charges, expenses or other fees that the SEC requires to be reflected in a mutual fund’s performance. The index is unmanaged, and it is not possible to invest directly in an index or an average.
 
(For the periods ended December 31, 2007)
 
 
FUND
 
 
1 Year
 
5 Years
 
10 years
Class F Shares
       
Return Before Taxes
 
(0.85)%
3.56%
4.12%
Return After Taxes on Distributions2
 
(0.85)%
3.56%
4.10%
Return After Taxes on Distributions and Sale of Fund Shares2
 
 
0.86%
 
3.67%
 
4.17%
LBMB
 
3.36%
4.30%
5.18%
LOMDFA
 
1.82%
3.47%
4.14%
 
1
The LBMB is an unmanaged market value-weighted index for the long-term, tax-exempt bond market. To be included in the LBMB, bonds must have a minimum credit rating of Baa, an outstanding par value of at least $7 million and be issued as part of a transaction of at least $75 million. The bonds must be fixed-rate, have an issue date after December 31, 1990 and be at least one year from their maturity date.
 
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>
 
Risk/Return Bar Chart and Table
 
The Fund’s Class A Shares is a new class of shares, and is expected to commence operations on September 4, 2008. .The Fund offers one other class of shares, Class F Shares. For the periods prior to commencement of operations of Class A Shares, the performance information shown in the bar chart below is for the Fund’s Class F Shares. The performance of the Class F Shares has not been adjusted to reflect the expenses of the Class A Shares since the Class A Shares are estimated to have a lower expense ratio than the expense ratio of Class F Shares. The performance information for the Class F Shares in the bar chart and table has been adjusted to remove any voluntary waiver of Fund expenses attributable to the Class F Shares that may have occurred during the period prior to commencement of operations of the Class A Shares.
 
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 A 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
 
The ‘y’ axis reflects the “% Total Return” beginning with (6) and increasing in increments of 2% up to 12%.
The ‘x’ axis represents calculation periods for the 10 calendar years ended December 31, 2007. The light gray shaded chart features eight distinct vertical bars, each shaded in charcoal, and each visually representing by height the total return percentages for the calendar year. The calculated total return percentage for the Michigan Municipal Cash Trust for each calendar year is stated directly at the top of each respective bar, for the calendar years 1998 through 2007. The percentages noted are: 5.68%, (5.10) %, 9.86 %, 3.95%, 7.79%, 5.17 %, 4.12%, 2.82%, 4.35 % and 0.88% respectively.
 
The Fund’s Class A Shares are sold with a sales charge (load). The total returns shown in the bar chart above are based upon net asset value.
The Fund's Class A Shares total return, as adjusted above for the six-month period from January 1, 2008 to June 30, 2008 was (0.52%).
Within the period shown in the bar chart, the Fund’s Class A Shares as adjusted above highest quarterly return was 4.47% (quarter ended September 30, 2002). Its lowest quarterly return was (2.43)% (quarter ended June 31, 2004).
 
Average Annual Total Return Table
 
As previously discussed, the Fund’s Class A Shares is a new class of shares, which is expected to commence operations on September 4, 2008. Accordingly, for the period prior to the commencement of operations, the performance information shown in the Average Annual Total Return Table is for the Fund’s Class F Shares, adjusted to remove any voluntary waiver of Fund expenses related to the Class F Shares that may have occurred prior to commencement of operations of the Class A Shares. Return before Taxes is shown. In addition, Return after Taxes is shown 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 Municipal Bond Index (LBMB) 1, a broad-based index, and the Lipper Ohio Municipal Debt Funds Average (LOMDFA), an average of funds with similar investment objectives. The LOMDFA represents the average of the total returns reported by all mutual funds designated by Lipper, Inc. as falling into the respective category. Index returns do not reflect taxes, sales charges, expenses or other fees that the SEC requires to be reflected in the Fund’s performance. The index is not managed, and it is not possible to invest directly in an index or an average.
 
(For the Periods Ended December 31, 2007)
 
 
 
 
 
 
1 Year
 
 
5 Years
 
 
10 Years
Class A Shares:
       
Return Before Taxes
 
(3.63%)
2.51%
3.41%
Return After Taxes on Distributions2
 
(3.63%)
2.51%
3.38%
Return After Taxes on Distributions and Sale of Fund Shares2
 
 
(1.00%)
 
2.76%
 
3.54%
LBMB
 
3.36%
4.30%
5.18%
LOMDFA
 
1.82%
3.47%
4.14%
 
1
The LBMB is an unmanaged market value-weighted index for the long-term, tax-exempt bond market. To be included in the LBMB, bonds must have a minimum credit rating of Baa, an outstanding par value of at least $7 million and be issued as part of a transaction of at least $75 million. The bonds must be fixed-rate, have an issuer date after December 30, 1990 and be at least one year from their maturity date.
 
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>

FIFTH THIRD MUNICIPAL MONEY MARKET FUND--MUNICIPAL OBLIGATIONS FUND  
FIFTH THIRD FUND
 
Year-by-Year Total Returns as of 12/31 For Institutional Shares1
 
The ‘y’ axis reflects the “% Total Return” beginning with “0” and increasing in increments of 1% up to 5%.
The ‘x’ axis represents calculation periods for the 10 calendar years ended December 31, 2007. The light gray shaded chart features eight distinct vertical bars, each shaded in charcoal, and each visually representing by height the total return percentages for the calendar year. The calculated total return percentage for the Fifth Third Municipal Money Market Fund Institutional Shares for each calendar year is stated directly at the top of each respective bar, for the calendar years 1998 through 2007. The percentages noted are: 2.69%, 2.86%, 0.04%, 2.49%, 1.13%, 0.76%, 0.86%, 2.10%, 3.07% and 3.58% respectively.
 
The bar chart above does not reflect the impact of any applicable sales charges or account fees, which would reduce returns.
The Fund’s Institutional Shares total return for the six-month period from January 1, 2008 to June 30, 2008 was 1.11%.
Within the period shown in the bar chart, the Fund’s Institutional Shares highest quarterly return was 1.02% (quarter ended December 31, 2000). Its lowest quarterly return was 0.16% (quarter ended September 30, 2003).
 
Average Annual Total Returns (for the periods ended December 31, 2007)1

 
 
FUND
 
Inception
Date
 
1 Year
 
5 Years
 
10 Years
Institutional Shares
 
9/7/83
3.58%
2.12%
2.35%
 
 
1.
The Fund first offered Institutional Shares on September 21, 1998. The quoted performance of Institutional Shares for the period prior to September 21, 1998 reflects the performance of Class A Shares, a class of shares of the Fund not offered by this Prospectus. Class A Shares of the Fund would have substantially similar annual returns as Institutional Shares because the shares represent interests in the same portfolio of investments and the annual returns would differ only to the extent that the classes have different expenses.
 
Year-by-Year Total Returns as of 12/31 For Select Shares
 
The ‘y’ axis reflects the “% Total Return” beginning with “0” and increasing in increments of 1% up to 5%.
The ‘x’ axis represents calculation periods for the four calendar years ended December 31, 2007. The light gray shaded chart features eight distinct vertical bars, each shaded in charcoal, and each visually representing by height the total return percentages for the calendar year. The calculated total return percentage for the Fifth Third Municipal Money Market Fund Select Shares for each calendar year is stated directly at the top of each respective bar, for the calendar years 2004 through 2007. The percentages noted are: 0.78%, 2.02%, 3.24% and 3.90% respectively.
 
The bar chart above does not reflect the impact of any applicable sales charges or account fees, which would reduce returns.
The Fund’s Select Shares total return for the six-month period from January 1, 2008 to June 30, 2008 was 1.07%.
Within the period shown in the bar chart, the Fund’s Select Shares highest quarterly return was 0.64% (quarter ended December 31, 2005). Its lowest quarterly return was 0.14% (quarter ended March 31, 2004).
 
Average Annual Total Returns (for the periods ended December 31, 2007)

 
 
FUND
 
Inception
Date
 
1 Year
Since Inception
Select Shares
 
10/20/03
3.50%
2.30%
 
Year-by-Year Total Returns as of 12/31 For Preferred Shares
 
The ‘y’ axis reflects the “% Total Return” beginning with “0” and increasing in increments of 1% up to 5%.
The ‘x’ axis represents calculation periods for the four calendar years ended December 31, 2007. The light gray shaded chart features eight distinct vertical bars, each shaded in charcoal, and each visually representing by height the total return percentages for the calendar year. The calculated total return percentage for the Fifth Third Municipal Money Market Fund Preferred Shares for each calendar year is stated directly at the top of each respective bar, for the calendar years 1998 through 2007. The percentages noted are: 0.71%, 1.94%, 3.17%, and 3.43% respectively.
 
The bar chart above does not reflect the impact of any applicable sales charges or account fees, which would reduce returns.
The Fund’s Preferred Shares total return for the six-month period from January 1, 2008 to June 30, 2008 was 1.04%.
Within the period shown in the bar chart, the Fund’s Preferred Shares highest quarterly return was 0.62% (quarter ended December 31, 2005). Its lowest quarterly return was 0.13% (quarter ended June 30, 2004).
 
Average Annual Total Returns (for the periods ended December 31, 2007)
 
 
FUND
 
Inception
Date
 
1 Year
Since Inception
Preferred Shares
 
10/20/03
3.43%
2.23%
 
Year-by-Year Total Returns as of 12/31 For Trust Shares
 
The ‘y’ axis reflects the “% Total Return” beginning with “0” and increasing in increments of 1% up to 5%.
The ‘x’ axis represents calculation periods for the four calendar years ended December 31, 2007. The light gray shaded chart features eight distinct vertical bars, each shaded in charcoal, and each visually representing by height the total return percentages for the calendar year. The calculated total return percentage for the Fifth Third Municipal Money Market Fund Trust Shares for each calendar year is stated directly at the top of each respective bar, for the calendar years 1998 through 2007. The percentages noted are: 0.61%, 1.84%, 3.07%, and 3.32% respectively.
 
The bar chart above does not reflect the impact of any applicable sales charges or account fees, which would reduce returns.
The Fund’s Trust Shares total return for the six-month period from January 1, 2008 to June 30, 2008 was 0.99%.
Within the period shown in the bar chart, the Fund’s Trust Shares highest quarterly return was 0.60% (quarter ended December 31, 2005). Its lowest quarterly return was 0.10% (quarter ended March 31, 2004).
 
Average Annual Total Returns (for the periods ended December 31, 2007)
 
 
FUND
 
Inception
Date
 
1 Year
Since Inception
Trust Shares
 
10/20/03
3.32%
2.12%
 
Year-by-Year Total Returns as of 12/31 For Class A Shares1
 

 
The ‘y’ axis reflects the “% Total Return” beginning with “0” and increasing in increments of 1% up to 5%.
The ‘x’ axis represents calculation periods for the 10 calendar years ended December 31, 2007. The light gray shaded chart features eight distinct vertical bars, each shaded in charcoal, and each visually representing by height the total return percentages for the calendar year. The calculated total return percentage for the Fifth Third Municipal Money Market Fund Class A Shares for each calendar year is stated directly at the top of each respective bar, for the calendar years 1998 through 2007. The percentages noted are: 2.68%, 2.79%, 3.81%, 2.42%, 1.06%, 0.58%, 0.61%, 1.84%, 3.07% and 3.33% respectively.
 
The bar chart above does not reflect the impact of any applicable sales charges or account fees, which would reduce returns.
The Fund’s Class A Shares total return for the six-month period from January 1, 2008 to June 30, 2008 was 0.99%.
Within the period shown in the bar chart, the Fund’s Class A Shares highest quarterly return was 1.01% (quarter ended December 31, 2000). Its lowest quarterly return was 0.09% (quarter ended September 30, 2003).
 
1
For the period prior to September 21, 1998, the quoted performance of Class A Shares reflects the performance of the Investors Shares of the Cardinal Tax Exempt Money Market Fund. On September 21, 1998, the Cardinal Tax Exempt Money Market Fund, a registered open-end investment company managed by The Ohio Company, was consolidated into Fifth Third Municipal Money Market Fund.
 
Average Annual Total Returns (for the periods ended December 31, 2007)1
 
 
FUND
 
Inception
Date
 
1 Year
 
5 Years
 
10 Years
Class A Shares2
 
9/7/83
3.33%
1.88%
2.21%
 
 
1.
On September 21, 1998, the Cardinal Tax Exempt Money Market Fund, a registered open-end investment company managed by The Ohio Company, was consolidated into Fifth Third Municipal Money Market Fund.
 
 
2.
For the period prior to September 21, 1998, the quoted performance of Class A Shares reflects the performance of the Investors Shares of the Cardinal Tax Exempt Money Market Fund.
 
Federated fund
 
Risk/Return Bar Chart and Table
 
The ‘y’ axis reflects the “% Total Return” beginning with “0” and increasing in increments of 1% up to 5%.
The ‘x’ axis represents calculation periods for the 10 calendar years ended December 31, 2007. The light gray shaded chart features eight distinct vertical bars, each shaded in charcoal, and each visually representing by height the total return percentages for the calendar year. The calculated total return percentage for the Municipal Obligations Fund- Institutional Shares for each calendar year is stated directly at the top of each respective bar, for the calendar years 1998 through 2007. The percentages noted are: 3.36%, 3.39%, 4.27%, 2.93%, 1.50%, 1.02%, 1.14%, 2.34%, 3.37% and 3.58% respectively.
 
Historically, the Fund has maintained a constant $1.00 net asset value per Share. The bar chart shows the variability of the Fund’s Institutional Shares total returns on a calendar year-end basis.
The Fund’s Institutional Shares are sold without a sales charge (load). The total returns displayed above are based upon net asset value.
The Fund's Institutional Shares total return for the six-month period from January 1, 2008 to June 30, 2008 was 1.28%.
Within the period shown in the bar chart, the Fund’s Institutional Shares highest quarterly return was 1.11% (quarter ended December 31, 2000). Its lowest quarterly return was 0.21% (quarter ended September 30, 2003).
 
Average Annual Total Return Table
 
The following table represents the Fund’s Institutional Shares Average Annual Total Returns for the calendar periods ended December 31, 2007.
 
Calendar Period
 
Fund
1 Year
 
3.58%
5 Years
 
2.29%
10 Years
 
2.71%
 
The Fund’s Institutional Shares 7-Day Net Yield as of December 31, 2007 was 3.31%. You may call the Fund at 1-800-341-7400 for the current 7-Day Net Yield.
Past performance is no guarantee of future results. This information provides you with historical performance information so that you can analyze whether the Fund’s investment risks are balanced by its potential returns.
 

 
Risk/Return Bar Chart and Table
 
The ‘y’ axis reflects the “% Total Return” beginning with “0” and increasing in increments of 1% up to 5%.
The ‘x’ axis represents calculation periods for the 10 calendar years ended December 31, 2007. The light gray shaded chart features eight distinct vertical bars, each shaded in charcoal, and each visually representing by height the total return percentages for the calendar year. The calculated total return percentage for the Municipal Obligations Fund- Institutional Capital Shares for each calendar year is stated directly at the top of each respective bar, for the calendar years 1998 through 2007. The percentages noted are: 3.44%, 3.27%, 4.15%, 2.80%, 1.38%, 0.90%, 1.02%, 2.23%, 3.27% and 3.48% respectively.
 
Historically, the Fund has maintained a constant $1.00 net asset value per Share. The bar chart shows the variability of the Fund’s Institutional Capital Shares total returns on a calendar year-end basis.
The Fund’s Institutional Capital Shares are sold without a sales charge (load). The total returns displayed above are based upon net asset value.
The Fund's Institutional Capital Shares total return for the six-month period from January 1, 2008 to June 30, 2008 was 1.23%.
Within the period shown in the bar chart, the Fund’s Institutional Capital Shares highest quarterly return was 1.08% (quarter ended December 31, 2000). Its lowest quarterly return was 0.18% (quarter ended September 30, 2003).
 
Average Annual Total Return Table
 
The following table represents the Fund’s Institutional Capital Shares Average Annual Total Returns for the calendar periods ended December 31, 2007.
 
Calendar Period
 
Fund
1 Year
 
3.48%
5 Years
 
2.18%
10 Years
 
2.59%
 
The Fund’s Institutional Capital Shares 7-Day Net Yield as of December 31, 2007 was 3.21%. You may call the Fund at 1-800-341-7400 for the current 7-Day Net Yield.
Past performance is no guarantee of future results. This information provides you with historical performance information so that you can analyze whether the Fund’s investment risks are balanced by its potential returns.
 
Risk/Return Bar Chart and Table
 
The ‘y’ axis reflects the “% Total Return” beginning with “0” and increasing in increments of 1% up to 5%.
The ‘x’ axis represents calculation periods for the 10 calendar years ended December 31, 2007. The light gray shaded chart features eight distinct vertical bars, each shaded in charcoal, and each visually representing by height the total return percentages for the calendar year. The calculated total return percentage for the Municipal Obligations Fund- Institutional Service Shares for each calendar year is stated directly at the top of each respective bar, for the calendar years 1998 through 2007. The percentages noted are: 3.30%, 3.30%, 4.01%, 2.07%, 1.25%, 0.77 %, 0.89 %, 2.08%, 3.11% and 3.33% respectively.
 
Historically, the Fund has maintained a constant $1.00 net asset value per Share. The bar chart shows the variability of the Fund’s Institutional Service Shares total returns on a calendar year-end basis.
The Fund’s Institutional Service Shares are sold without a sales charge (load). The total returns displayed above are based upon net asset value.
The Fund's Institutional Service Shares total return for the six-month period from January 1, 2008 to June 30, 2008 was 1.16%.
Within the period shown in the bar chart, the Fund’s Institutional Service Shares highest quarterly return was 1.05% (quarter ended December 31, 2000). Its lowest quarterly return was 0.15% (quarter ended September 30, 2003).
 
Average Annual Total Return Table
 
The following table represents the Fund’s Institutional Service Shares Average Annual Total Returns for the calendar periods ended December 31, 2007.
 
Calendar Period
 
Fund
1 Year
 
3.33%
5 Years
 
2.03%
10 Years
 
2.45%
 
 
The Fund’s Institutional Service Shares 7-Day Net Yield as of December 31, 2007 was 3.07%. You may call the Fund at 1-800-341-7400 for the current 7-Day Net Yield.
Past performance is no guarantee of future results. This information provides you with historical performance information so that you can analyze whether the Fund’s investment risks are balanced by its potential returns.
 
FIFTH THIRD MICHIGAN MUNICIPAL MONEY MARKET FUND--MICHIGAN MUNICIPAL CASH TRUST  
FIFTH THIRD FUND
 
Year-by-Year Total Returns as of 12/31 For Institutional Shares1
 

 
The ‘y’ axis reflects the “% Total Return” beginning with “0” and increasing in increments of 1% up to 5%.
The ‘x’ axis represents calculation periods for the 10 calendar years ended December 31, 2007. The light gray shaded chart features eight distinct vertical bars, each shaded in charcoal, and each visually representing by height the total return percentages for the calendar year. The calculated total return percentage for the Fifth Third Michigan Municipal Money Market Fund- Institutional Shares for each calendar year is stated directly at the top of each respective bar, for the calendar years 1998 through 2007. The percentages noted are: 3.06%, 2.86 %, 3.73 %, 2.47%, 1.12%, 0.67 %, 0.78%, 1.97%, 3.01% and 3.23% respectively.
 
The bar chart above does not reflect the impact of any applicable sales charges or account fees, which would reduce returns.
The Fund’s Institutional Shares total return for the six-month period from January 1, 2008 to June 30, 2008 was 0.96%.
Within the period shown in the bar chart, the Fund’s Institutional Shares highest quarterly return was 0.98% (quarter ended June 30, 2000). Its lowest quarterly return was 0.13% (quarter ended September 30, 2003).
 
Average Annual Total Returns (for the periods ended December 31, 2007)1
 
 
FUND
 
Inception
Date
 
1 Year
 
5 Years
 
10 Years
Institutional Shares
 
6/3/91
3.23%
1.93%
2.29%
 
 
1.
For the period prior to October 29, 2001, the quoted performance of Institutional Shares reflects the performance of the Institutional Shares of the Kent Michigan Municipal Money Market Fund. On October 29, 2001, the Kent Michigan Municipal Money Market Fund, a registered open-end investment company managed by Fifth Third Asset Management, Inc. was merged into Fifth Third Michigan Municipal Money Market Fund.
 
Year-by-Year Total Returns as of 12/31 For Class A Shares1
 
The ‘y’ axis reflects the “% Total Return” beginning with “0” and increasing in increments of 1% up to 5%.
The ‘x’ axis represents calculation periods for the 10 calendar years ended December 31, 2007. The light gray shaded chart features eight distinct vertical bars, each shaded in charcoal, and each visually representing by height the total return percentages for the calendar year. The calculated total return percentage for the Fifth Third Michigan Municipal Money Market Fund- Class A Shares for each calendar year is stated directly at the top of each respective bar, for the calendar years 1998 through 2007. The percentages noted are: 3.06%, 2.86 %, 3.70 %, 2.22%, 1.02%, 0.57 %, 0.67%, 1.81%, 2.85% and 3.05% respectively.
 
The bar chart above does not reflect the impact of any applicable sales charges or account fees, which would reduce returns.
The Fund’s Class A Shares total return for the six-month period from January 1, 2008 to June 30, 2008 was 0.88%.
Within the period shown in the bar chart, the Fund’s Class A Shares highest quarterly return was 0.96% (quarter ended June 30, 2000). Its lowest quarterly return was 0.10% (quarter ended September 30, 2003).
 
1
For the period prior to October 29, 2001, the quoted performance of Class A Shares reflects the performance of the Investment Shares of the Kent Michigan Municipal Money Market Fund. On October 29, 2001, the Kent Michigan Municipal Money Market Fund, a registered open-end investment company managed by Fifth Third Asset Management, Inc. was merged into Fifth Third Michigan Municipal Money Market Fund.
 
Average Annual Total Returns (for the periods ended December 31, 2007)1
 
 
FUND
 
Inception
Date
 
1 Year
 
5 Years
 
10 Years
Class A Shares 2
 
12/15/92
3.05%
1.78%
2.18%
 
 
1.
On October 29, 2001, the Kent Michigan Municipal Money Market Fund, a registered open-end investment company managed by Fifth Third Asset Management, Inc. was merged into Fifth Third Michigan Municipal Money Market Fund.
 
 
2.
For the period prior to October 29, 2001, the quoted performance of Class A Shares reflects the performance of the Investment Shares of the Kent Michigan Municipal Money Market Fund.
 
FEDERATED FUND
 
Risk/Return Bar Chart and Table
 
The ‘y’ axis reflects the “% Total Return” beginning with “0.00” and increasing in increments of 0.50% up to 4.00%.
The ‘x’ axis represents calculation periods for the 10 calendar years ended December 31, 2007. The light gray shaded chart features eight distinct vertical bars, each shaded in charcoal, and each visually representing by height the total return percentages for the calendar year. The calculated total return percentage for the Michigan Municipal Cash Trust for each calendar year is stated directly at the top of each respective bar, for the calendar years 1998 through 2007. The percentages noted are: 3.11%, 2.91 %, 3.77 %, 2.47%, 1.07%, 0.55 %, 0.76%, 1.95%, 2.99 % and 3.22% respectively.
 
 
Historically, the Fund has maintained a constant $1.00 net asset value per Share. The bar chart shows the variability of the Fund’s Institutional Service Shares total returns on a calendar year-end basis.
The Fund’s Institutional Service Shares are sold without a sales charge (load). The total returns displayed above are based upon net asset value.
The Fund’s Institutional Service Shares total return for the six-month period from January 31, 2008 to June 30, 2008, was 1.01%.
Within the period shown in the bar chart, the Fund’s Institutional Service Shares highest quarterly return was 0.99% (quarter ended June 30, 2000). Its lowest quarterly return was 0.12% (quarter ended September 30, 2003).
 
Average Annual Total Return Table
The following table represents the Fund’s Institutional Service Shares Average Annual Total Returns for the calendar periods ended December 31, 2007.
 
Calendar Period
       
Fund
1 Year
       
3.22%
5 Years
       
1.91%
10 Years
       
2.28%
 
The Fund’s Institutional Service Shares 7-Day Net Yield as of December 31, 2007 was 2.90%. You may call the Fund at 1-800-341-7400 for the current 7-Day Net Yield.
 
Past performance is no guarantee of future results. This information provides you with historical performance information so that you can analyze whether the Fund’s investment risks are balanced by its potential returns.

MANAGEMENT’S DISCUSSION OF FUND PERFORMANCE
 
Attached hereto as Annex C to this Prospectus/Proxy Statement is Management’s Discussion of Fund Performance and a line graph showing performance for the most recent fiscal year of each Fifth Third Fund and each Federated Fund.

FINANCIAL HIGHLIGHTS-FIFTH THIRD FUNDS
 
FINANCIAL HIGHLIGHTS
The Financial Highlights will help you understand each Fund’s financial performance for its past five fiscal years, or since inception, if the life of the Fund is shorter. 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.

For the Fifth Third Funds, the information for the Funds has been audited by PricewaterhouseCoopers LLP. PricewaterhouseCoopers LLP’s report, along with the Funds’ financial statements, is incorporated by reference in the SAI, which is available upon request. The information for the six months ended January 31, 2008 is unaudited.

Fifth Third Funds
 
 
Financial Highlights
(For a share of beneficial interest outstanding throughout each period)
       
Change in Net Assets
Resulting from Operations
     
Less Dividends and Distributions from
   
Net Asset Value, Beginning of Period
 
Net Investment Income
 
Net Realized and Unrealized Gains/(Losses) from Investment Transactions
 
Change in Net Assets Resulting from Operations
 
Net Investment Income
 
Net Realized Gains
Municipal Bond Institutional Shares
                   
Year ended 7/31/03
$10.74
 
0.43(d)
 
(0.09)
 
0.34
 
(0.43)
 
(0.16)
Year ended 7/31/04
$10.49
 
0.43(d)
 
0.08
 
0.51
 
(0.43)
 
(0.17)
Year ended 7/31/05
$10.40
 
0.40
 
0.06
 
0.46
 
(0.40)
 
(0.39)
Year ended 7/31/06
$10.07
 
0.37
 
(0.23)
 
0.14
 
(0.37)
 
(0.44)
Year ended 7/31/07
$9.40
 
0.39(d)(e)
 
 
0.39
 
(0.37)
 
(0.10)
Six months ended 1/31/08 (k)
 
$9.32
 
 
0.18 (d)
 
 
0.17
 
 
0.35
 
 
(0.20)
 
 
(0.03)
Municipal Bond Class A Shares
                   
Year ended 7/31/03
$10.77
 
0.40(d)
 
(0.07)
 
0.33
 
(0.40)
 
(0.16)
Year ended 7/31/04
$10.54
 
0.40(d)
 
0.06
 
0.46
 
(0.40)
 
(0.17)
Year ended 7/31/05
$10.43
 
0.38
 
0.06
 
0.44
 
(0.37)
 
(0.39)
Year ended 7/31/06
$10.11
 
0.36
 
(0.23)
 
0.13
 
(0.35)
 
(0.44)
Year ended 7/31/07
$9.45
 
0.36(d)(e)
 
(0.01)
 
0.35
 
(0.34)
 
(0.10)
Six months ended 1/31/08 (k)
 
$9.36
 
 
0.17(d)
 
 
0.17
 
 
0.34
 
 
(0.18)
 
 
(0.03)
Municipal Bond Class B Shares
                   
Year ended 7/31/03
$10.71
 
0.32(d)
 
(0.07)
 
0.25
 
(0.33)
 
(0.16)
Year ended 7/31/04
$10.47
 
0.32(d)
 
0.07
 
0.39
 
(0.32)
 
(0.17)
Year ended 7/31/05
$10.37
 
0.29
 
0.06
 
0.35
 
(0.29)
 
(0.39)
Year ended 7/31/06
$10.04
 
0.28
 
(0.24)
 
0.04
 
(0.27)
 
(0.44)
Year ended 7/31/07
$9.37
 
0.29(d)(e)
 
 
0.29
 
(0.27)
 
(0.10)
Six months ended 1/31/08 (k)
 
$9.29
 
 
0.13(d)
 
 
0.17
 
 
0.30
 
 
(0.15)
 
 
(0.03)
Municipal Bond Class C Shares
                   
Year ended 7/31/03
$10.72
 
0.32(d)
 
(0.07)
 
0.25
 
(0.33)
 
(0.16)
Year ended 7/31/04
$10.48
 
0.32(d)
 
0.07
 
0.39
 
(0.32)
 
(0.17)
Year ended 7/31/05
$10.38
 
0.31
 
0.04
 
0.35
 
(0.29)
 
(0.39)
Year ended 7/31/06
$10.05
 
0.28
 
(0.23)
 
0.05
 
(0.27)
 
(0.44)
Year ended 7/31/07
$9.39
 
0.29(d)(e)
 
 
0.29
 
(0.26)
 
(0.10)
Six months ended 1/31/08 (k)
 
$9.32
 
 
0.13(d)
 
 
0.17
 
 
0.30
 
 
(0.15)
 
 
(0.03)
Intermediate Municipal Bond Institutional Shares
               
Year ended 7/31/03
$10.79
 
0.37(d)
 
(0.09)
 
0.28
 
(0.36)
 
(0.07)
Year ended 7/31/04
$10.64
 
0.37
 
(0.03)
 
0.34
 
(0.36)
 
(0.09)
Year ended 7/31/05
$10.53
 
0.37
 
(0.07)
 
0.30
 
(0.42)
 
(0.08)
Year ended 7/31/06
$10.33
 
0.36(d)
 
(0.21)
 
0.15
 
(0.36)
 
(0.13)
Year ended 7/31/07
$9.99
 
0.36(d)
 
(0.01)
 
0.35
 
(0.36)
 
(0.03)
Six months ended 1/31/08 (k)
$9.95
 
0.18(d)
 
0.28
 
0.46
 
(0.18)
 
(0.03)
Intermediate Municipal Bond Class A Shares
           
Year ended 7/31/03
$10.79
 
0.34(d)
 
(0.07)
 
0.27
 
(0.34)
 
(0.07)
Year ended 7/31/04
$10.65
 
0.34
 
(0.02)
 
0.32
 
(0.34)
 
(0.09)
Year ended 7/31/05
$10.54
 
0.33
 
(0.07)
 
0.26
 
(0.39)
 
(0.08)
Year ended 7/31/06
$10.33
 
0.33(d)
 
(0.20)
 
0.13
 
(0.33)
 
(0.13)
Year ended 7/31/07
$10.00
 
0.34(d)
 
(0.02)
 
0.32
 
(0.34)
 
(0.03)
Six months ended 1/31/08 (k)
$9.95
 
0.17(d)
 
0.28
 
0.45
 
(0.17)
 
(0.03)
Intermediate Municipal Bond Class B Shares
               
Year ended 7/31/03
$10.78
 
0.26(d)
 
(0.08)
 
0.18
 
(0.26)
 
(0.07)
Year ended 7/31/04
$10.63
 
0.30
 
(0.03)
 
0.27
 
(0.30)
 
(0.09)
Year ended 7/31/05
$10.51
 
0.34
 
(0.07)
 
0.27
 
(0.39)
 
(0.08)
Year ended 7/31/06
$10.31
 
0.33(d)
 
(0.20)
 
0.13
 
(0.33)
 
(0.13)
Year ended 7/31/07
$9.98
 
0.34(d)
 
(0.01)
 
0.33
 
(0.34)
 
(0.03)
Six months ended 1/31/08 (k)
$9.94
 
0.17(d)
 
0.27
 
0.44
 
(0.16)
 
(0.03)
Intermediate Municipal Bond Class C Shares
               
Year ended 7/31/03
$10.78
 
0.26(d)
 
(0.08)
 
0.18
 
(0.26)
 
(0.07)
Year ended 7/31/04
$10.63
 
0.28
 
(0.04)
 
0.24
 
(0.25)
 
(0.09)
Year ended 7/31/05
$10.53
 
0.24
 
(0.05)
 
0.19
 
(0.31)
 
(0.08)
Year ended 7/31/06
$10.33
 
0.26(d)
 
(0.21)
 
0.05
 
(0.26)
 
(0.13)
Year ended 7/31/07
$9.99
 
0.27(d)
 
(0.02)
 
0.25
 
(0.26)
 
(0.03)
Six months ended 1/31/08 (k)
$9.95
 
0.13(d)
 
0.28
 
0.41
 
(0.13)
 
(0.03)
                         
Fifth Third Funds
                   
Financial Highlights
               
(For a share of beneficial interest outstanding throughout each period)
           
       
Ratios/Supplemental Data
Total Dividends and Distributions
Net Asset Value, End of Period
Total Return (excludes sales charge)
 
Net Assets, End of Period (000's)
 
Ratios of Expenses to Average Net Assets (a)
 
Ratios of Expenses to Average Net Assets (b)
 
Ratios of Net Investment Income to Average Net Assets
 
Portfolio Turnover Rate (c)
(0.59)
$10.49
3.18%
 
$74,347
 
0.93%
 
0.79%
 
3.98%
 
21%
(0.60)
$10.40
4.84%
 
$57,638
 
0.98%
 
0.79%
 
4.05%
 
35%
(0.79)
$10.07
4.53%
 
$49,802
 
1.04%
 
0.78%
 
3.86%
 
83%
(0.81)
$9.40
1.49%
 
$39,514
 
1.06%
 
0.65%
 
3.87%
 
87%
(0.47)
$9.32
4.04%(e)
 
$44,234
 
1.13%
 
0.61%
 
3.87%
 
27%
(0.23)
$9.44
3.88%(i)
 
$40,609
 
1.11% (j)
 
0.61% (j)
 
3.79% (j)
 
36%
(0.56)
$10.54
3.05%
 
$1,906
 
1.18%
 
1.04%
 
3.71%
 
21%
(0.57)
$10.43
4.35%
 
$2,462
 
1.24%
 
1.04%
 
3.81%
 
35%
(0.76)
$10.11
4.35%
 
$1,637
 
1.29%
 
1.03%
 
3.63%
 
83%
(0.79)
$9.45
1.32%
 
$1,378
 
1.31%
 
0.90%
 
3.62%
 
87%
(0.44)
$9.36
3.76%(e)
 
$1,231
 
1.38%
 
0.86%
 
3.63%
 
27%
(0.21)
$9.49
3.73%(i)
 
$1,275
 
1.36% (j)
 
0.86% (j)
 
3.54% (j)
 
36%
(0.49)
$10.47
2.26%
 
$1,205
 
1.92%
 
1.79%
 
2.97%
 
21%
(0.49)
$10.37
3.71%
 
$1,528
 
1.99%
 
1.79%
 
3.06%
 
35%
(0.68)
$10.04
3.50%
 
$1,479
 
2.04%
 
1.78%
 
2.85%
 
83%
(0.71)
$9.37
0.47%
 
$1,016
 
2.06%
 
1.66%
 
2.86%
 
87%
(0.37)
$9.29
2.98%(e)
 
$864
 
2.13%
 
1.61%
 
2.88%
 
27%
(0.18)
$9.41
3.35%(i)
 
$708
 
2.18% (j)
 
1.61% (j)
 
2.79% (j)
 
36%
(0.49)
$10.48
2.31%
 
$548
 
1.93%
 
1.79%
 
2.98%
 
21%
(0.49)
$10.38
3.71%
 
$363
 
1.98%
 
1.79%
 
3.05%
 
35%
(0.68)
$10.05
3.45%
 
$179
 
2.03%
 
1.78%
 
2.91%
 
83%
(0.71)
$9.39
0.56%
 
$87
 
2.06%
 
1.66%
 
2.86%
 
87%
(0.36)
$9.32
3.04%(e)
 
$43
 
2.12%
 
1.61%
 
2.89%
 
27%
(0.18)
$9.44
3.35%(i)
 
$30
 
2.11% (j)
 
1.61% (j)
 
2.79% (j)
 
36%
(0.43)
$10.64
2.64%
 
$304,754
 
0.83%
 
0.73%
 
3.36%
 
85%
(0.45)
$10.53
3.27%
 
$255,026
 
0.84%
 
0.73%
 
3.42%
 
84%
(0.50)
$10.33
2.83%
 
$205,078
 
0.86%
 
0.70%
 
3.45%
 
60%
(0.49)
$9.99
1.43%
 
$164,537
 
0.87%
 
0.71%
 
3.53%
 
60%
(0.39)
$9.95
3.59%
 
$149,016
 
0.89%
 
0.68%
 
3.63%
 
37%
(0.21)
$10.20
4.67% (i)
 
$143,501
 
0.90% (j)
 
0.66% (j)
 
3.58% (j)
 
24%
(0.41)
$10.65
2.48%
 
$4,317
 
1.08%
 
0.98%
 
3.10%
 
85%
(0.43)
$10.54
3.03%
 
$4,479
 
1.09%
 
0.98%
 
3.17%
 
84%
(0.47)
$10.33
2.44%
 
$3,064
 
1.10%
 
0.95%
 
3.20%
 
60%
(0.46)
$10.00
1.27%
 
$2,559
 
1.12%
 
0.96%
 
3.28%
 
60%
(0.37)
$9.95
3.23%
 
$2,038
 
1.15%
 
0.94%
 
3.37%
 
37%
(0.20)
$10.20
4.54% (i)
 
$2,121
 
1.15% (j)
 
0.91% (j)
 
3.32% (j)
 
24%
(0.33)
$10.63
1.67%
 
$1,066
 
1.83%
 
1.73%
 
2.35%
 
85%
(0.39)
$10.51
2.54%
 
$1,269
 
1.84%
 
1.44%
 
2.71%
 
84%
(0.47)
$10.31
2.54%
 
$987
 
1.86%
 
0.95%
 
3.20%
 
60%
(0.46)
$9.98
1.28%
 
$446
 
1.87%
 
0.96%
 
3.27%
 
60%
(0.37)
$9.94
3.34%
 
$358
 
1.90%
 
0.94%
 
3.37%
 
37%
(0.19)
$10.19
4.45% (i)
 
$374
 
1.90% (j)
 
0.91% (j)
 
3.32% (j)
 
24%
(0.33)
$10.63
1.64%
 
$973
 
1.83%
 
1.73%
 
2.35%
 
85%
(0.34)
$10.53
2.29%
 
$366
 
1.83%
 
1.73%
 
2.42%
 
84%
(0.39)
$10.33
1.76%
 
$157
 
1.85%
 
1.69%
 
2.45%
 
60%
(0.39)
$9.99
0.41%
 
$89
 
1.87%
 
1.71%
 
2.52%
 
60%
(0.29)
$9.95
2.55%
 
$101
 
1.89%
 
1.67%
 
2.64%
 
37%
(0.16)
$10.20
4.14% (i)
 
$99
 
1.90% (j)
 
1.66% (j)
 
2.58% (j)
 
24%
                         
Fifth Third Funds
                   
Financial Highlights
                   
(For a share of beneficial interest outstanding throughout each period)
           
       
Change in Net Assets Resulting from Operations
     
Less Dividends and Distributions from
   
Net Asset Value, Beginning of Period
 
Net Investment Income
 
Net Realized and Unrealized Gains/(Losses) from Investment Transactions
 
Change in Net Assets Resulting from Operations
 
Net Investment Income
 
Net Realized Gains
Ohio Municipal Bond Institutional Shares
               
Year ended 7/31/03
$10.48
 
0.37
 
(0.09)
 
0.28
 
(0.37)
 
Year ended 7/31/04
$10.39
 
0.36
 
0.02
 
0.38
 
(0.35)
 
(0.03)
Year ended 7/31/05
$10.39
 
0.36
 
(0.09)
 
0.27
 
(0.35)
 
(0.07)
Year ended 7/31/06
$10.24
 
0.36(d)
 
(0.21)
 
0.15
 
(0.36)
 
(0.03)
Year ended 7/31/07
$10.00
 
0.37(d)(e)
 
(0.04)
 
0.33
 
(0.35)
 
(0.01)
Six months ended 1/31/08 (k)
$9.97
 
0.17(d)
 
0.28
 
0.45
 
(0.19)
 
(0.04)
Ohio Municipal Bond Class A Shares
               
Year ended 7/31/03
$10.48
 
0.35
 
(0.10)
 
0.25
 
(0.34)
 
Year ended 7/31/04
$10.39
 
0.33
 
0.03
 
0.36
 
(0.33)
 
(0.03)
Year ended 7/31/05
$10.39
 
0.33
 
(0.08)
 
0.25
 
(0.32)
 
(0.07)
Year ended 7/31/06
$10.25
 
0.33(d)
 
(0.21)
 
0.12
 
(0.33)
 
(0.03)
Year ended 7/31/07
$10.01
 
0.34(d)(e)
 
(0.04)
 
0.30
 
(0.32)
 
(0.01)
Six months ended 1/31/08 (k)
 
$9.98
 
 
0.16(d)
 
 
0.28
 
 
0.44
 
 
(0.18)
 
 
(0.04)
Ohio Municipal Bond Class B Shares
               
Year ended 7/31/03
$10.29
 
0.27
 
(0.10)
 
0.17
 
(0.27)
 
Year ended 7/31/04
$10.19
 
0.24
 
0.03
 
0.27
 
(0.25)
 
(0.03)
Year ended 7/31/05
$10.18
 
0.25
 
(0.08)
 
0.17
 
(0.25)
 
(0.07)
Year ended 7/31/06
$10.03
 
0.25(d)
 
(0.21)
 
0.04
 
(0.26)
 
(0.03)
Year ended 7/31/07
$9.78
 
0.26(d)(e)
 
(0.03)
 
0.23
 
(0.25)
 
(0.01)
Six months ended 1/31/08 (k)
$9.75
 
0.12(d)
 
0.26
 
0.38
 
(0.14)
 
(0.04)
Ohio Municipal Bond Class C Shares
               
Year ended 7/31/03
$10.44
 
0.26
 
(0.09)
 
0.17
 
(0.26)
 
Year ended 7/31/04
$10.35
 
0.26
 
0.02
 
0.28
 
(0.25)
 
(0.03)
Year ended 7/31/05
$10.35
 
0.25
 
(0.09)
 
0.16
 
(0.24)
 
(0.07)
Year ended 7/31/06
$10.20
 
0.25(d)
 
(0.20)
 
0.05
 
(0.25)
 
(0.03)
Year ended 7/31/07
$9.97
 
0.26(d)(e)
 
(0.03)
 
0.23
 
(0.25)
 
(0.01)
Six months ended 1/31/08 (k)
$9.94
 
0.12(d)
 
0.27
 
0.39
 
(0.14)
 
(0.04)
Michigan Municipal Bond Institutional Shares
               
Year ended 7/31/03
$10.39
 
0.31
 
(0.05)
 
0.26
 
(0.31)
 
(0.03)
Year ended 7/31/04
$10.31
 
0.28
 
(0.13)
 
0.15
 
(0.28)
 
(0.01)
Year ended 7/31/05
$10.17
 
0.28
 
(0.13)
 
0.15
 
(0.28)
 
(0.01)
Year ended 7/31/06
$10.03
 
0.28
 
(0.15)
 
0.13
 
(0.28)
 
Year ended 7/31/07
$9.88
 
0.30(d)
 
0.02
 
0.32
 
(0.30)
 
Six months ended 1/31/08 (k)
$9.90
 
0.15(d)
 
0.28
 
0.43
 
(0.15)
 
Michigan Municipal Bond Class A Shares
               
Year ended 7/31/03
$10.38
 
0.30
 
(0.05)
 
0.25
 
(0.30)
 
(0.03)
Year ended 7/31/04
$10.30
 
0.27
 
(0.13)
 
0.14
 
(0.27)
 
(0.01)
Year ended 7/31/05
$10.16
 
0.26
 
(0.13)
 
0.13
 
(0.26)
 
(0.01)
Year ended 7/31/06
$10.02
 
0.27
 
(0.15)
 
0.12
 
(0.27)
 
Year ended 7/31/07
$9.87
 
0.28(d)
 
0.02
 
0.30
 
(0.29)
 
Six months ended 1/31/08 (k)
$9.88
 
0.14(d)
 
0.29
 
0.43
 
(0.14)
 
Michigan Municipal Bond Class B Shares
               
Year ended 7/31/03
$10.38
 
0.21
 
(0.05)
 
0.16
 
(0.21)
 
(0.03)
Year ended 7/31/04
$10.30
 
0.18
 
(0.13)
 
0.05
 
(0.18)
 
(0.01)
Year ended 7/31/05
$10.16
 
0.17
 
(0.13)
 
0.04
 
(0.17)
 
(0.01)
Year ended 7/31/06
$10.02
 
0.19
 
(0.15)
 
0.04
 
(0.18)
 
Year ended 7/31/07
$9.88
 
0.20(d)
 
 
0.20
 
(0.20)
 
Six months ended 1/31/08 (k)
$9.88
 
0.10(d)
 
0.29
 
0.39
 
(0.10)
 
Michigan Municipal Bond Class C Shares
               
Year ended 7/31/03
$10.38
 
0.21
 
(0.06)
 
0.15
 
(0.21)
 
(0.03)
Year ended 7/31/04
$10.29
 
0.19
 
(0.13)
 
0.06
 
(0.18)
 
(0.01)
Year ended 7/31/05
$10.16
 
0.18
 
(0.14)
 
0.04
 
(0.17)
 
(0.01)
Year ended 7/31/06
$10.02
 
0.19
 
(0.15)
 
0.04
 
(0.18)
 
Year ended 7/31/07
$9.88
 
0.20(d)
 
0.01
 
0.21
 
(0.20)
 
Six months ended 1/31/08 (k)
$9.89
 
0.10(d)
 
0.29
 
0.39
 
(0.10)
 
                         
Fifth Third Funds
                   
Financial Highlights
                   
(For a share of beneficial interest outstanding throughout each period)
           
       
Ratios/Supplemental Data
Total Dividends and Distributions
Net Asset value, End of Period
Total Return (excludes sales charge)
 
Net Assets, End of Period (000's)
 
Ratios of Expenses to Average Net Assets (a)
 
Ratios of Expenses to Average Net Assets (b)
 
Ratios of Net Investment Income to Average Net Assets
 
Portfolio Turnover Rate (c)
(0.37)
$10.39
2.65%
 
$151,478
 
0.85%
 
0.77%
 
3.49%
 
20%
(0.38)
$10.39
3.66%
 
$126,343
 
0.86%
 
0.78%
 
3.39%
 
15%
(0.42)
$10.24
2.61%
 
$104,554
 
0.87%
 
0.79%
 
3.37%
 
19%
(0.39)
$10.00
1.46%
 
$85,716
 
0.90%
 
0.80%
 
3.54%
 
25%
(0.36)
$9.97
3.32%(e)
 
$81,780
 
0.93%
 
0.79%
 
3.50%
 
12%
(0.23)
$10.19
4.58%(i)
 
$81,216
 
0.95% (j)
 
0.79% (j)
 
3.43% (j)
 
26%
(0.34)
$10.39
2.39%
 
$25,177
 
1.10%
 
1.02%
 
3.23%
 
20%
(0.36)
$10.39
3.40%
 
$26,962
 
1.11%
 
1.03%
 
3.14%
 
15%
(0.39)
$10.25
2.36%
 
$27,870
 
1.12%
 
1.04%
 
3.13%
 
19%
(0.36)
$10.01
1.19%
 
$23,032
 
1.15%
 
1.05%
 
3.29%
 
25%
(0.33)
$9.98
3.06%(e)
 
$15,451
 
1.18%
 
1.04%
 
3.25%
 
12%
(0.22)
$10.20
4.44%(i)
 
$13,774
 
1.20% (j)
 
1.04% (j)
 
3.18% (j)
 
26%
(0.27)
$10.19
1.59%
 
$5,101
 
1.84%
 
1.76%
 
2.48%
 
20%
(0.28)
$10.18
2.62%
 
$4,714
 
1.86%
 
1.78%
 
2.39%
 
15%
(0.32)
$10.03
1.66%
 
$4,279
 
1.87%
 
1.79%
 
2.37%
 
19%
(0.29)
$9.78
0.37%
 
$3,426
 
1.90%
 
1.80%
 
2.54%
 
25%
(0.26)
$9.75
2.26%(e)
 
$2,682
 
1.93%
 
1.79%
 
2.50%
 
12%
(0.18)
$9.95
4.05%(i)
 
$2,396
 
1.95% (j)
 
1.79% (j)
 
2.43% (j)
 
26%
(0.26)
$10.35
1.65%
 
$6,395
 
1.85%
 
1.77%
 
2.48%
 
20%
(0.28)
$10.35
2.65%
 
$4,328
 
1.86%
 
1.78%
 
2.39%
 
15%
(0.31)
$10.20
1.60%
 
$3,820
 
1.87%
 
1.79%
 
2.37%
 
19%
(0.28)
$9.97
0.44%
 
$1,217
 
1.90%
 
1.80%
 
2.50%
 
25%
(0.26)
$9.94
2.19%(e)
 
$734
 
1.93%
 
1.79%
 
2.50%
 
12%
(0.18)
$10.15
4.07%(i)
 
$655
 
1.95% (j)
 
1.79% (j)
 
2.43% (j)
 
26%
(0.34)
$10.31
2.70%
 
$118,867
 
0.77%
 
0.69%
 
3.02%
 
12%
(0.29)
$10.17
1.43%
 
$105,361
 
0.78%
 
0.69%
 
2.75%
 
21%
(0.29)
$10.03
1.49%
 
$74,099
 
0.80%
 
0.68%
 
2.70%
 
11%
(0.28)
$9.88
1.35%
 
$50,670
 
0.88%
 
0.68%
 
2.84%
 
12%
(0.30)
$9.90
3.17%
 
$43,905
 
0.98%
 
0.68%
 
3.00%
 
28%
(0.15)
$10.18
4.47%(i)
 
$43,645
 
0.99% (j)
 
0.68% (j)
 
2.90% (j)
 
18%
(0.33)
$10.30
2.45%
 
$8,006
 
1.02%
 
0.84%
 
2.84%
 
12%
(0.28)
$10.16
1.37%
 
$7,294
 
1.03%
 
0.84%
 
2.60%
 
21%
(0.27)
$10.02
1.33%
 
$4,713
 
1.05%
 
0.83%
 
2.55%
 
11%
(0.27)
$9.87
1.20%
 
$4,728
 
1.13%
 
0.83%
 
2.70%
 
12%
(0.29)
$9.88
3.05%
 
$4,511
 
1.22%
 
0.83%
 
2.85%
 
28%
(0.14)
$10.17
4.38%(i)
 
$4,573
 
1.24% (j)
 
0.83% (j)
 
2.75% (j)
 
18%
(0.24)
$10.30
1.70%
 
$2,010
 
1.76%
 
1.69%
 
1.95%
 
12%
(0.19)
$10.16
0.43%
 
$1,574
 
1.78%
 
1.69%
 
1.76%
 
21%
(0.18)
$10.02
0.46%
 
$1,175
 
1.80%
 
1.68%
 
1.71%
 
11%
(0.18)
$9.88
0.42%
 
$607
 
1.88%
 
1.68%
 
1.83%
 
12%
(0.20)
$9.88
2.06%
 
$568
 
1.98%
 
1.68%
 
2.00%
 
28%
(0.10)
$10.17
3.95%(i)
 
$573
 
1.99% (j)
 
1.68% (j)
 
1.90% (j)
 
18%
(0.24)
$10.29
1.60%
 
$3,967
 
1.77%
 
1.69%
 
1.97%
 
12%
(0.19)
$10.16
0.48%
 
$1,794
 
1.78%
 
1.69%
 
1.76%
 
21%
(0.18)
$10.02
0.43%
 
$449
 
1.80%
 
1.68%
 
1.69%
 
11%
(0.18)
$9.88
0.43%
 
$196
 
1.88%
 
1.68%
 
1.83%
 
12%
(0.20)
$9.89
2.16%
 
$145
 
1.98%
 
1.68%
 
2.00%
 
28%
(0.10)
$10.18
3.93%(i)
 
$97
 
1.99% (j)
 
1.68% (j)
 
1.91% (j)
 
18%
                         
Fifth Third Funds
                   
Financial Highlights
                   
(For a share of beneficial interest outstanding throughout each period)
         
   
Net Asset Value, Beginning of Period
 
Net Investment Income
 
Net Realized and Unrealized Gains/(Losses) from Investments
 
Less Distributions to Shareholders
       
Michigan Municipal Money Market Institutional Shares
               
Year ended 7/31/03
$1.00
 
0.01
 
 
(0.01)
       
Year ended 7/31/04
$1.00
 
0.01
 
 
(0.01)
       
Year ended 7/31/05
$1.00
 
0.01
 
—(f)
 
(0.01)
       
Year ended 7/31/06
$1.00
 
0.03
 
—(f)
 
(0.03)
       
Year ended 7/31/07
$1.00
 
0.03(d)
 
 
(0.03)
       
Six months ended 1/31/08 (k)
 
$1.00
 
 
0.02(d)
 
 
 
 
(0.02)
       
Michigan Municipal Money Market Class A Shares
               
Year ended 7/31/03
$1.00
 
0.01
 
 
(0.01)
       
Year ended 7/31/04
$1.00
 
—(f)
 
 
—(f)
       
Year ended 7/31/05
$1.00
 
0.01
 
—(f)
 
(0.01)
       
Year ended 7/31/06
$1.00
 
0.02
 
—(f)
 
(0.02)
       
Year ended 7/31/07
$1.00
 
0.03(d)
 
 
(0.03)
       
Six months ended 1/31/08 (k)
 
$1.00
 
 
0.01(d)
 
 
 
 
(0.01)
       
Municipal Money Market Institutional Shares
             
Year ended 7/31/03
$1.00
 
0.01
 
—(f)
 
(0.01)
       
Year ended 7/31/04
$1.00
 
0.01
 
—(f)
 
(0.01)
       
Year ended 7/31/05
$1.00
 
0.02
 
 
(0.02)
       
Year ended 7/31/06
$1.00
 
0.03
 
—(f)
 
(0.03)
       
Year ended 7/31/07
$1.00
 
0.04(d)(g)
 
—(f)
 
(0.04)
       
Six months ended 1/31/08 (k)
 
$1.00
 
 
0.02(d)
 
 
 
 
(0.02)
       
Municipal Money Market Class A Shares
               
Year ended 7/31/03
$1.00
 
0.01
 
—(f)
 
(0.01)
       
Year ended 7/31/04
$1.00
 
—(f)
 
—(f)
 
—(f)
       
Year ended 7/31/05
$1.00
 
0.01
 
 
(0.01)
       
Year ended 7/31/06
$1.00
 
0.03
 
—(f)
 
(0.03)
       
Year ended 7/31/07
$1.00
 
0.03(d)(g)
 
—(f)
 
(0.03)
       
Six months ended 1/31/08 (k)
 
$1.00
 
 
0.02(d)
 
 
 
 
(0.02)
       
Municipal Money Market Select Shares
               
10/20/03(h) to 7/31/04
$1.00
 
—(f)
 
—(f)
 
—(f)
       
Year ended 7/31/05
$1.00
 
0.01
 
 
(0.01)
       
Year ended 7/31/06
$1.00
 
0.03
 
—(f)
 
(0.03)
       
Year ended 7/31/07
$1.00
 
0.03(d)(g)
 
—(f)
 
(0.03)
       
Six months ended 1/31/08 (k)
 
$1.00
 
 
0.02(d)
 
 
 
 
(0.02)
       
Municipal Money Market Preferred Shares
           
10/20/03(h) to 7/31/04
$1.00
 
—(f)
 
—(f)
 
—(f)
       
Year ended 7/31/05
$1.00
 
0.01
 
 
(0.01)
       
Year ended 7/31/06
$1.00
 
0.03
 
—(f)
 
(0.03)
       
Year ended 7/31/07
$1.00
 
0.03(d)(g)
 
—(f)
 
(0.03)
       
Six months ended 1/31/08 (k)
 
$1.00
 
 
0.02(d)
 
 
 
 
(0.02)
       
Municipal Money Market Trust Shares
               
10/20/03(h) to 7/31/04
$1.00
 
—(f)
 
—(f)
 
—(f)
       
Year ended 7/31/05
$1.00
 
0.01
 
 
(0.01)
       
Year ended 7/31/06
$1.00
 
0.03
 
—(f)
 
(0.03)
       
Year ended 7/31/07
$1.00
 
0.03(d)(g)
 
—(f)
 
(0.03)
       
Six months ended 1/31/08 (k)
 
$1.00
 
 
0.02(d)
 
 
 
 
(0.02)
       
                         
Fifth Third Funds
               
Financial Highlights
               
(For a share of beneficial interest outstanding throughout each period)
         
   
Ratios/Supplemental Data
       
Net Asset Value, End of Period
Total Return
Net Assets, End of Period (000's)
 
Ratios of Expenses to Average Net Assets (a)
 
Ratios of Expenses to Average Net Assets (b)
 
Ratios of Net Investment Income to Average Net Assets
       
$1.00
0.88%
$247,805
 
0.67%
 
0.54%
 
0.88%
       
$1.00
0.59%
$197,225
 
0.67%
 
0.54%
 
0.59%
       
$1.00
1.45%
$164,404
 
0.67%
 
0.54%
 
1.42%
       
$1.00
2.65%
$189,695
 
0.67%
 
0.54%
 
2.63%
       
$1.00
3.22%
$195,970
 
0.67%
 
0.54%
 
3.17%
       
$1.00
1.53% (i)
$256,505
 
0.67% (j)
 
0.54% (j)
 
3.02% (j)
       
$1.00
0.78%
$19
 
0.92%
 
0.64%
 
0.90%
       
$1.00
0.49%
$18
 
0.91%
 
0.64%
 
0.48%
       
$1.00
1.30%
$110
 
0.93%
 
0.69%
 
1.45%
       
$1.00
2.48%
$1,686
 
0.93%
 
0.70%
 
2.77%
       
$1.00
3.04%
$14,710
 
0.92%
 
0.70%
 
3.07%
       
$1.00
1.45% (i)
$14,558
 
0.92% (j)
 
0.70% (j)
 
2.88% (j)
       
$1.00
0.91%
$199,439
 
0.78%
 
0.42%
 
0.92%
       
$1.00
0.68%
$136,302
 
0.80%
 
0.38%
 
0.67%
       
$1.00
1.55%
$187,829
 
0.80%
 
0.38%
 
1.55%
       
$1.00
2.88%
$214,995
 
0.81%
 
0.25%
 
2.88%
       
$1.00
3.56%
$230,703
 
0.79%
 
0.21%
 
3.49%
       
$1.00
1.72% (i)
$243,360
 
0.44% (j)
 
0.21% (j)
 
3.33% (j)
       
$1.00
0.80%
$53,079
 
1.03%
 
0.52%
 
0.80%
       
$1.00
0.43%
$17,590
 
1.05%
 
0.63%
 
0.42%
       
$1.00
1.30%
$25,516
 
1.06%
 
0.63%
 
1.30%
       
$1.00
2.62%
$27,027
 
1.06%
 
0.50%
 
2.62%
       
$1.00
3.30%
$38,516
 
1.04%
 
0.46%
 
3.24%
       
$1.00
1.59% (i)
$46,949
 
1.02% (j)
 
0.46% (j)
 
3.06% (j)
       
$1.00
0.47%(i)
$863
 
0.91%(j)
 
0.46%(j)
 
0.62%(j)
       
$1.00
1.47%
$86
 
0.89%
 
0.46%
 
0.99%
       
$1.00
2.80%
$10,551
 
0.89%
 
0.29%
 
3.23%
       
$1.00
3.47%
$10,198
 
0.87%
 
0.29%
 
3.43%
       
$1.00
1.68% (i)
$17,656
 
0.85% (j)
 
0.29% (j)
 
3.22% (j)
       
$1.00
0.42%(i)
$637
 
0.98%(j)
 
0.53%(j)
 
0.55%(j)
       
$1.00
1.40%
$36
 
0.97%
 
0.53%
 
0.97%
       
$1.00
2.73%
$2,402
 
0.96%
 
0.36%
 
3.27%
       
$1.00
3.40%
$1,398
 
0.94%
 
0.36%
 
3.34%
       
$1.00
1.64% (i)
$24,922
 
0.92% (j)
 
0.36% (j)
 
3.04% (j)
       
$1.00
0.34%(i)
$244
 
1.06%(j)
 
0.63%(j)
 
0.44%(j)
       
$1.00
1.30%
$8,625
 
1.04%
 
0.63%
 
1.70%
       
$1.00
2.62%
$26,028
 
1.06%
 
0.49%
 
2.81%
       
$1.00
3.30%
$31,721
 
1.04%
 
0.46%
 
3.26%
       
$1.00
1.59% (i)
$34,610
 
1.02% (j)
 
0.46% (j)
 
3.07% (j)
       
(a) Before waivers and reimbursements.
                   
(b) Net of waivers and reimbursements.
             
(c) Portfolio turnover is calculated on the basis of the Fund as whole without distinguishing between the classes of shares issued.
(d) Average shares method used in calculation.
     
(e) During the year ended July 31, 2007, the Advisor paid money to certain Funds related to an SEC investigation of BISYS Fund Services, a former service provider to the Funds. The payment is reported as Increase from payment by the advisor in the Statements of Operations. See additional information below regarding per share impacts and total return for the year ended July 31, 2007 had this payment not occurred.
                   
Amount per
   
                   
share for Payment
   
   
Total return excluding Payment by the Advisor (excludes sales charge)
             
by the Advisor(1)
   
   
Institutional
 
Class A
 
Class B
 
Class C
 
All Classes
   
Municipal Bond
 
3.81%
 
3.53%
 
2.76%
 
2.82%
 
$0.02
   
Ohio Municipal
 
3.22%
 
2.86%
 
2.15%
 
2.09%
 
$0.01
   
                         
(1) Per share impact of the Payment by the Advisor was recognized by all classes on July 30, 2007. Calculation is based on outstanding shares as of July 30, 2007. Net Investment Income/(Loss) in these Financial Highlights includes the Payment by the Advisor.
(f) Amount is less than $0.005.
(g) During the year ended July 31, 2007, the Advisor paid money to certain Funds related to an SEC investigation of BISYS Fund Services, a former service provider to the Funds. The payment is reported as Increase from payment by the Advisor in the Statements of Operations. Net Investment Income per share in these Financial Highlights includes the impact of this payment however the amount per share is less than $.005. The Funds distributed the income related to this payment after July 31, 2007. This payment into the Funds had no impact on total return for the year ended July 31, 2007.
(h) Reflects date of commencement of operations.
(i) Not annualized.
(j) Annualized.
(k) Unaudited.
 
<R>
For Municipal Obligations Fund, this information for the fiscal year ended July 31, 2007 and July 31, 2008 has been audited by KPMG LLP, an independent registered public accounting firm, whose report, along with the Fund’s audited financial statements, is included in the Annual Report. As discussed in the Annual Report, the information for prior years was audited by Deloitte & Touche LLP, another independent registered public accounting firm.

On August 18, 2006, the Fund’s Board, upon recommendation of the Audit Committee, appointed KPMG LLP as the Funds’ independent registered public accounting firm for the fiscal year ending July 31, 2007. On the same date, the Fund’s former auditor, Deloitte & Touche LLP, resigned. See the Fund’s Annual Report for further information regarding the change in independent registered public accounting firm.

For Federated Ohio Municipal Income Fund and Federated Michigan Intermediate Municipal Trust, this information for the fiscal years ended August 31, 2007 and 2006 has been audited by KPMG LLP, whose report, along with the Fund’s audited financial statements, is included in the Annual Report. The information for prior years was audited by Deloitte & Touche LLP. The information for the six months ended February 29, 2008 is unaudited.

For Michigan Municipal Cash Trust and Federated Intermediate Municipal Trust, this information has been audited by Ernst & Young LLP, an independent registered public accounting firm, whose report, along with each fund’s audited financial statements, is included in the Annual Report. For Michigan Municipal Cash Trust, the information for the six months ended April 30, 2008 is unaudited.
</R>

Financial Highlights -Federated Intermediate Municipal Trust - Institutional Shares
(FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD)
 
Year Ended May 31
 
2008
   
2007
   
2006
   
2005
   
2004
 
Net Asset Value, Beginning of Period
 
$10.22
 
 
$10.25
 
 
$10.52
 
 
$10.42
 
 
$10.82
 
Income From Investment Operations:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net investment income
 
0.42
 
 
0.45
 
 
0.45
 
 
0.46
 
 
0.46
 
Net realized and unrealized gain (loss) on investments
 
(0.52
)
 
(0.03
)
 
(0.27
)
 
0.10
 
 
(0.40
)
TOTAL FROM INVESTMENT OPERATIONS
 
(0.10
)
 
0.42
 
 
0.18
 
 
0.56
 
 
0.06
 
Less Distributions:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Distributions from net investment income
 
(0.42
)
 
(0.45
)
 
(0.45
)
 
(0.46
)
 
(0.46
)
Net Asset Value, End of Period
 
$9.70
 
 
$10.22
 
 
$10.25
 
 
$10.52
 
 
$10.42
 
Total Return1
 
(1.03
)%
 
4.15
%
 
1.70
%
 
5.42
%
 
0.54
%
                               
Ratios to Average Net Assets:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net expenses
 
0.56
%2,3
 
0.55
%2
 
0.56
%
 
0.58
%
 
0.60
%
Net investment income
 
4.16
%
 
4.38
%
 
4.29
%
 
4.34
%
 
4.31
%
Expense waiver/reimbursement4
 
0.32
%
 
0.32
%
 
0.28
%
 
0.31
%
 
0.29
%
Supplemental Data:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net assets, end of period (000 omitted)
 
$120,196
 
 
$141,676
 
 
$174,074
 
 
$164,859
 
 
$167,093
 
Portfolio turnover
 
56
%
 
38
%
 
25
%
 
19
%
 
13
%
 
1
Based on net asset value, which does not reflect the sales charge, redemption fee or contingent deferred sales charge, if applicable.
 
2
Includes 0.01% and 0.02% of interest and trust expenses related to the Fund’s participation in secondary inverse floater structures for the years ended May 31, 2008 and 2007, respectively.
 
3
The net expense ratio is calculated without reduction for expense offset arrangements. The net expense ratio for the year ended May 31, 2008 is 0.55% after taking into account these expense reductions.
 
4
This expense decrease is reflected in both the net expense and the net investment income ratios shown above.
 
See Notes which are an integral part of the Financial Statements
 
Financial Highlights- Federated Michigan Intermediate Municipal Trust-Class A Shares
 
Financial Highlights
 
(FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD)
 
   
Six Months Ended (unaudited)
   
Year Ended August 31,
 
 
2/29/2008
 
 
2007
 
 
2006
1
 
2005
 
 
2004
 
 
2003
 
Net Asset Value, Beginning of Period
 
$10.84
 
 
$11.03
 
 
$11.23
 
 
$11.36
 
 
$11.17
 
 
$11.22
 
Income From Investment Operations:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net investment income
 
0.23
 
 
0.46
 
 
0.45
 
 
0.44
 
 
0.43
 
 
0.45
 
Net realized and unrealized gain (loss) on investments, futures contracts and swap contracts
 
(0.17
)
 
(0.19
)
 
(0.20
)
 
(0.13
)
 
0.19
 
 
(0.05
)
TOTAL FROM INVESTMENT OPERATIONS
 
0.06
 
 
0.27
 
 
0.25
 
 
0.31
 
 
0.62
 
 
0.40
 
Less Distributions:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Distributions from net investment income
 
(0.23
)
 
(0.46
)
 
(0.45
)
 
(0.44
)
 
(0.43
)
 
(0.45
)
Net Asset Value, End of Period
 
$10.67
 
 
$10.84
 
 
$11.03
 
 
$11.23
 
 
$11.36
 
 
$11.17
 
Total Return2
 
0.48
%
 
2.49
%
 
2.33
%
 
2.78
%
 
5.60
%
 
3.58
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Ratios to Average Net Assets:
       
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net expenses
 
0.51
%3
 
0.50
%
 
0.50
%
 
0.50
%
 
0.50
%
 
0.50
%
Net investment income
 
4.15
%3
 
4.21
%
 
4.10
%
 
3.91
%
 
3.76
%
 
3.96
%
Expense waiver4
 
0.32
%3
 
0.34
%
 
0.32
%
 
0.32
%
 
0.36
%
 
0.36
%
Supplemental Data:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net assets, end of period (000 omitted)
 
$149,727
 
 
$151,877
 
 
$167,329
 
 
$213,304
 
 
$164,213
 
 
$147,959
 
Portfolio turnover
 
4
%
 
17
%
 
22
%
 
21
%
 
20
%
 
15
%
 
1
Beginning with the year ended August 31, 2006, the Fund was audited by KPMG LLP. The previous years were audited by another independent registered public accounting firm.
 
2
Based on net asset value, which does not reflect the sales charge, redemption fee or contingent deferred sales charge, if applicable. Total returns for periods of less than one year are not annualized.
 
3
Computed on an annualized basis.
 
4
This expense decrease is reflected in both the net expense and the net investment income ratios shown above.
 
See Notes which are an integral part of the Financial Statements
 
Financial Highlights-Federated Ohio Municipal Income Fund-Class F Shares*
 
Financial Highlights
 
(FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD)
 
 
 
Six Months Ended (unaudited)
 
 
Year Ended August 31,
 
 
 
2/29/2008
 
 
2007
 
 
2006
1
 
2005
 
 
2004
 
 
2003
 
 
Net Asset Value, Beginning of Period
 
$11.15
 
 
$11.47
 
 
$11.65
 
 
$11.51
 
 
$11.31
 
 
$11.47
 
 
Income From Investment Operations:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net investment income
 
0.23
 
 
0.46
 
 
0.48
 
 
0.49
 
 
0.51
 
 
0.52
 
 
Net realized and unrealized gain (loss) on investments, futures contracts and swap contracts
 
(0.45
)
 
(0.32
)
 
(0.18
)
 
0.15
 
 
0.20
 
 
(0.16
)
 
TOTAL FROM INVESTMENT OPERATIONS
 
(0.22
)
 
0.14
 
 
0.30
 
 
0.64
 
 
0.71
 
 
0.36
 
 
Less Distributions:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Distributions from net investment income
 
(0.23
)
 
(0.46
)
 
(0.48
)
 
(0.50
)
 
(0.51
)
 
(0.52
)
 
Net Asset Value, End of Period
 
$10.70
 
 
$11.15
 
 
$11.47
 
 
$11.65
 
 
$11.51
 
 
$11.31
 
 
Total Return2
 
(2.05
)%
 
1.22
%
 
2.63
%
 
5.66
%
 
6.36%
 
 
3.17%
 
 
 
Ratios to Average Net Assets:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net expenses
 
0.90
%3
 
0.92
%4
 
0.90
%
 
0.90
%
 
0.90%
 
 
0.90%
 
 
Net investment income
 
4.12
%3
 
4.02
%
 
4.11
%
 
4.21
%
 
4.44%
 
 
4.51%
 
 
Expense waiver/reimbursement5
 
0.45
%3
 
0.43
%
 
0.45
%
 
0.49
%
 
0.48%
 
 
0.45%
 
 
Supplemental Data:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net assets, end of period (000 omitted)
 
$110,123
 
 
$120,409
 
 
$118,063
 
 
$100,753
 
 
$94,744
 
 
$96,374
 
 
Portfolio turnover
 
7
%
 
14
%
 
32
%
 
16
%
 
19
%
 
12
%
 
 
1
Beginning with the year ended August 31, 2006, the Fund was audited by KPMG LLP. The previous years were audited by another independent registered public accounting firm.
2
Based on net asset value, which does not reflect the sales charge, redemption fee or contingent deferred sales charge, if applicable. Total returns for periods of less than one year are not annualized.
3
Computed on an annualized basis.
4
Includes 0.02% of interest and trust expenses related to the Fund’s participation in certain inverse floater structures.
5
This expense decrease is reflected in both the net expense and the net investment income ratios shown above.
 
See Notes which are an integral part of the Financial Statements
 
* As the Fund’s Class A Shares has not yet commenced operations, no financial information for the Class A Shares is available at the date of this Prospectus/ Proxy Statement.
 
Financial Highlights -Municipal Obligations Fund- Institutional Shares
 
Financial Highlights
 
<R>
 
(FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD)
 
         
Year Ended July 31
 
2008
 
 
2007
1
 
2006
 
 
2005
 
 
2004
 
 
Net Asset Value, Beginning of Period
 
$1.00
 
 
$1.00
 
 
$1.00
 
 
$1.00
 
 
$1.00
 
 
Income From Investment Operations:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net investment income
 
0.029
 
 
0.035
 
 
0.030
 
 
0.018
 
 
0.009
 
 
Net realized gain (loss) on investments
 
0.000
2
 
0.000
2
 
(0.000
)2
 
0.000
2
 
(0.000
)2
 
TOTAL FROM INVESTMENT OPERATIONS
 
0.029
 
 
0.035
 
 
0.030
 
 
0.018
 
 
0.009
 
 
Less Distributions:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Distributions from net investment income
 
(0.029
)
 
(0.035
)
 
(0.030
)
 
(0.018
)
 
(0.009
)
 
Distributions from net realized gain on investments
 
(0.000
)2
 
 
 
 
 
 
 
 
 
TOTAL DISTRIBUTIONS
 
(0.029
)
 
(0.035
)
 
(0.030
)
 
(0.018
)
 
(0.009
)
 
                                 
Net Asset Value, End of Period
 
$1.00
 
 
$1.00
 
 
$1.00
 
 
$1.00
 
 
$1.00
 
 
Total Return3
 
2.92
%
 
3.57
%
 
3.01
%
 
1.82
%
 
0.94
%
 
                                 
Ratios to Average Net Assets:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net expenses
 
0.18
%
 
0.18
%
 
0.18
%
 
0.18
%
 
0.18
%
 
Net investment income
 
2.94
%
 
3.48
%
 
2.99
%
 
1.85
%
 
0.94
%
 
Expense waiver/reimbursement4
 
0.12
%
 
0.12
%
 
0.12
%
 
0.13
%
 
0.12
%
 
Supplemental Data:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net assets, end of period (000 omitted)
 
$3,192,965
 
 
$4,067,288
 
 
$3,490,983
 
 
$3,040,759
 
 
$2,144,468
 
 
 
1
Beginning with the year ended July 31, 2007, the Fund was audited by KPMG LLP. The previous years were audited by another independent registered public accounting firm.
 
2
Represents less than $0.001.
 
3
Based on net asset value.
 
4
This expense decrease is reflected in both the net expense and the net investment income ratios shown above.
 
See Notes which are an integral part of the Financial Statements
 
</R>
 
Financial Highlights-Municipal Obligations Fund - Institutional Capital Shares

<R>
 
(FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD)
 
Year Ended July 31
 
2008
   
2007
1
 
2006
   
2005
   
2004
 
 
Net Asset Value, Beginning of Period
 
$1.00
 
 
$1.00
 
 
$1.00
 
 
$1.00
 
 
$1.00
 
 
Income From Investment Operations:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net investment income
 
0.028
   
0.034
   
0.029
   
0.017
   
0.008
   
Net realized gain (loss) on investments
 
0.000
2
 
0.000
2
 
(0.000
)2
 
0.000
2
 
(0.000
)2
 
TOTAL FROM INVESTMENT OPERATIONS
 
0.028
   
0.034
   
0.029
   
0.017
   
0.008
   
Less Distributions:
 
                             
Distributions from net investment income
 
(0.017
)
 
(0.034
)
 
(0.029
)
 
(0.017
)
 
(0.008
)
 
Distributions from net realized gain on investments
 
(0.000
)2
 
   
   
   
   
TOTAL DISTRIBUTIONS
 
(0.028
)
 
(0.034
)
 
(0.029
)
 
(0.017
)
 
(0.008
)
 
Net Asset Value, End of Period
 
$1.00
   
$1.00
   
$1.00
   
$1.00
   
$1.00
   
Total Return3
 
2.82
%
 
3.46
%
 
2.90
%
 
1.71
%
 
0.82
%
 
                                 
Ratios to Average Net Assets:
 
                             
Net expenses
 
0.28
%
 
0.28
%
 
0.28
%
 
0.28
%
 
0.30
%
 
Net investment income
 
2.78
%
 
3.41
%
 
2.83
%
 
1.94
%
 
0.82
%
 
Expense waiver/reimbursement4
 
0.12
%
 
0.12
%
 
0.24
%
 
0.28
%
 
0.27
%
 
Supplemental Data:
 
                             
Net assets, end of period (000 omitted)
 
$1,156,792
   
$1,012,433
   
$882,006
   
$1,061,717
   
$265,345
   
 
1
Beginning with the year ended July 31, 2007, the Fund was audited by KPMG LLP. The previous years were audited by another independent registered public accounting firm.
 
2
Represents less than $0.001.
 
3
Based on net asset value.
 
4
This expense decrease is reflected in both the net expense and net investment income ratios shown.
 
See Notes which are an integral part of the Financial Statements
 
</R>

Financial Highlights-Municipal Obligations Fund - Institutional Service Shares

<R>
 
(FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD)
 
Year Ended July 31
 
2008
   
2007
1
 
2006
   
2005
   
2004
 
 
Net Asset Value, Beginning of Period
 
$1.00
 
 
$1.00
 
 
$1.00
 
 
$1.00
 
 
$1.00
 
 
Income From Investment Operations:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net investment income
 
0.026
   
0.033
   
0.027
   
0.016
   
0.007
   
Net realized gain (loss) on investments
 
0.000
2
 
0.000
2
 
(0.000
)2
 
0.000
2
 
(0.000
)2
 
TOTAL FROM INVESTMENT OPERATIONS
 
0.026
   
0.033
   
0.027
   
0.016
   
0.007
   
Less Distributions:
                               
Distributions from net investment income
 
(0.026
)
 
(0.033
)
 
(0.027
)
 
(0.016
)
 
(0.007
)
 
Distributions from net realized gain on investments
 
(0.000
)2
 
   
   
   
   
TOTAL DISTRIBUTIONS
 
(0.026
)
 
(0.033
)
 
(0.027
)
 
(0.016
)
 
(0.007
)
 
Net Asset Value, End of Period
 
$1.00
 
 
$1.00
 
 
$1.00
 
 
$1.00
 
 
$1.00
 
 
Total Return3
 
2.67
%
 
3.31
%
 
2.75
%
 
1.57
%
 
0.69
%
 
                                 
Ratios to Average Net Assets:
                               
Net expenses
 
0.43
%
 
0.43
%
 
0.43
%
 
0.43
%
 
0.43
%
 
Net investment income
 
2.57
%
 
3.26
%
 
2.72
%
 
1.63
%
 
0.69
%
 
Expense waiver/reimbursement6
 
0.12
%
 
0.12
%
 
0.12
%
 
0.13
%
 
0.12
%
 
Supplemental Data:
                               
Net assets, end of period (000 omitted)
 
$964,094
   
$856,704
   
$620,552
   
$641,950
   
$363,595
   

 
1
Beginning with the year ended July 31, 2007, the Fund was audited by KPMG LLP. The previous years were audited by another independent registered public accounting firm.
 
2
Represents less than $0.001.
 
3
Based on net asset value
 
4
This expense decrease is reflected in both the net expense and net investment income ratios shown.
 
See Notes which are an integral part of the Financial Statements
 
</R>

Financial Highlights—Michigan Municipal Cash Trust-Institutional Service Shares
 
Financial Highlights - Institutional Service Shares
 
(FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD)
 
   
Six Months
Ended
(unaudited)
   
Year Ended October 31,
   
4/30/2008
   
2007
 
 
2006
 
 
2005
 
 
2004
 
 
2003
 
Net Asset Value, Beginning of Period
 
$1.00
 
 
$1.00
 
 
$1.00
 
 
$1.00
 
 
$1.00
 
 
$1.00
 
Income From Investment Operations:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net investment income
 
0.012
 
 
0.032
 
 
0.028
 
 
0.017
 
 
0.007
 
 
0.007
 
Net realized gain (loss) on investments
 
0.000
1
 
0.000
1
 
0.000
1
 
(0.000)
1
 
0.000
1
 
 
TOTAL FROM INVESTMENT OPERATIONS
 
0.012
 
 
0.032
 
 
0.028
 
 
0.017
 
 
0.007
 
 
0.007
 
Less Distributions:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Distributions from net investment income
 
(0.012
)
 
(0.032
)
 
(0.028
)
 
(0.017
)
 
(0.007
)
 
(0.007
)
Distributions from net realized gain on investments
 
(0.000
)1
 
---
   
---
   
---
   
---
   
---
 
TOTAL DISTRIBUTIONS
 
(0.012
)
 
(0.032
)
 
(0.028
)
 
(0.017
)
 
(0.007
)
 
(0.007
)
Net Asset Value, End of Period
 
$1.00
 
 
$1.00
 
 
$1.00
 
 
$1.00
 
 
$1.00
 
 
$1.00
 
Total Return2
 
1.26
%
 
3.23
%
 
2.88
%
 
1.72
%
 
0.66
%
 
0.70
%
                                     
Ratios to Average Net Assets:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net expenses
 
0.56
%3
 
0.56
%
 
0.56
%
 
0.56
%
 
0.56
%
 
0.56
%
Net investment income
 
2.43
%3
 
3.19
%
 
2.87
%
 
1.71
%
 
0.64
%
 
0.70
%
Expense waiver/reimbursement4
 
0.25
%3
 
0.29
%
 
0.38
%
 
0.37
%
 
0.40
%
 
0.39
%
Supplemental Data:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net assets, end of period (000 omitted)
 
$316,830
 
 
$232,700
 
 
$198,530
 
 
$170,683
 
 
$180,631
 
 
$253,931
 

 
1
Represents less than $0.001.
 
2
Based on net asset value. Total returns for periods of less than one year are not annualized.
 
3
Computed on an annualized basis.
 
4
This expense decrease is reflected in both the net expense and the net investment income ratios shown above.
 
See Notes which are an integral part of the Financial Statements
 
FUND MANAGEMENT
 
Fifth Third Funds
 
Fifth Third Asset Management, Inc. (the “FTAM”), 38 Fountain Square Plaza, Cincinnati, Ohio 45263, serves as investment advisor to Fifth Third Funds. FTAM is a wholly-owned subsidiary of Fifth Third Bank. Fifth Third Bank is a wholly-owned subsidiary of Fifth Third Financial Corporation, which is in turn a wholly-owned subsidiary of Fifth Third Bancorp. FTAM provides comprehensive advisory services for institutional and personal clients. FTAM offers a broadly diversified asset management product line utilizing proprietary mutual funds, commingled funds, and separate accounts. Through teams of experienced and knowledgeable investment professionals, advanced research resources, and disciplined investment processes, FTAM’s goal is to produce superior, long-term investment results and client satisfaction.

Subject to the supervision of the Fifth Third Funds Board, FTAM manages the Fifth Third Funds’ assets, including buying and selling portfolio securities. FTAM employs an experienced staff of over 50 professional investment analysts, portfolio managers and traders, and uses several computer-based systems in conjunction with fundamental analysis to identify investment opportunities. FTAM also furnishes office space and certain administrative services to the Funds. As of September 30, 2007, FTAM had approximately $22.4 billion of assets under management, including approximately $13.0 billion of assets in the Fifth Third Funds.

Federated Funds

The investment adviser for the Federated Funds is FIMCO. Federated Advisory Services Company (“FASC”), an affiliate of FIMCO, provides research, quantitative analysis, equity trading and transaction settlement and certain support services to FIMCO. The fee for these services is paid by FIMCO and not by the Federated Funds. The Board of the Federated Funds (“Federated Funds Board”) selects and oversees FIMCO and FASC. The address of FIMCO and FASC is Federated Investors Tower, 1001 Liberty Avenue, Pittsburgh, PA 15222-3779.

FIMCO and other subsidiaries of Federated advise approximately 148 equity, fixed-income, and money market mutual funds as well as a variety of customized separately managed accounts, which totaled approximately $333 billion in assets as of June 30, 2008. FIMCO was established in 1955 and is one of the largest investment managers in the United States with approximately 1,270 employees. FIMCO provides investment products to nearly 5,500 investment professionals and institutions.

PORTFOLIO MANAGER INFORMATION.
 
Fifth Third Funds
 
The following individuals serve as portfolio managers for the Fifth Third Funds:
 
Michael J. Martin has been portfolio manager of Fifth Third Muni and Fifth Third Intermediate Muni since November 1997, of Fifth Third MI Muni since January 1995, and of Fifth Third OH Muni since October 2001. Mr. Martin is the Managing Director of Tax Exempt Fixed Income for FTAM and has over 13 years of experience as a portfolio manager with FTAM and its predecessor, Lyon Street Asset Management Company. Mr. Martin earned his Chartered Financial Analyst designation in 1993. He earned his BS in Geological Engineering, with honors, from Michigan Technological University if 1983 and his M.B.A. from Michigan State University in 1989.

Patricia Younker has been a portfolio manager of Fifth Third Muni Money Market and Fifth Third MI Money Market since October 2001, and of Fifth Third MI Muni, Fifth Third Muni, Fifth Third Intermediate Muni and Fifth Third OH Muni since November 2006. Ms. Younker has 21 years of experience within the investment department of FTAM and its predecessor, Lyon Street Asset Management Company. Ms. Younker graduated from Davenport University with a B.S. in Business Administration.

Fifth Third Funds’ SAI provides additional information about each Portfolio Manager’s compensation, management of other accounts and ownership of securities in each Fifth Third Fund managed by the Portfolio Manager.

Federated Funds
 
The following individuals serve as a Portfolio Managers for the Federated Funds:
 
J. Scott Albrecht
 
J. Scott Albrecht has been the Portfolio Manager of Federated OH Muni since March 1995 and Federated Intermediate Muni since July 1995. Mr. Albrecht joined Federated in 1989. He became a Senior Vice President of FIMCO in January 2005 and served as a Vice President of FIMCO from 1994 through 2004. He has been a Senior Portfolio Manager since 1997 and was a Portfolio Manager from 1994 to 1996. Mr. Albrecht is a Chartered Financial Analyst and received his M.S. in Public Management from Carnegie Mellon University.

Lee R. Cunningham II
 
Lee R. Cunningham II has been a Portfolio Manager of Federated MI Muni since May 1998. Mr. Cunningham joined Federated in 1995 as an Investment Analyst and has been a Portfolio Manager since 1998. He was named an Assistant Vice President of FIMCO in January 1998 and became a Vice President of FIMCO in July 2000. From 1986 through 1994, Mr. Cunningham was a Project Engineer with Pennsylvania Power and Light Company. Mr. Cunningham received his M.B.A. with concentrations in Finance and Operation from the University of Pittsburgh.

The Federated Fund’s SAI provides additional information about the Portfolio Managers’ compensation, management of other accounts, and ownership of securities in Federated Funds.

ADVISORY FEES, SERVICE FEES, SHAREHOLDER FEES AND OTHER EXPENSES
 
Investment Advisory Fees
 
The annual investment advisory fee for each Federated Fund and each Fifth Third Fund, as a percentage of each Federated Fund’s and each Fifth Third Fund’s daily net assets, is as follows:

Fifth Third Funds
Advisory Fee
Federated Funds
Advisory Fee
Fifth Third Intermediate Muni
Fifth Third Muni
0.55%
0.55%
Federated Intermediate Muni
0.40%
Fifth Third MI Muni
0.45%
Federated MI Muni
0.40%
Fifth Third OH Muni
0.55%
Federated OH Muni
0.40%
Fifth Third Muni Money Market
0.50%
Federated Muni Money Market
0.20%
Fifth Third MI Money Market Fund
0.40%
Federated MI Money Market
0.40%

FTAM may voluntarily waive a portion of its advisory fee or reimburse other expenses of the Fifth Third Funds. This voluntary waiver or reimbursement may be terminated by FTAM at anytime. Similarly, FIMCO may voluntarily waive a portion of its advisory fee or reimburse other expenses of the Federated Funds. This voluntary waiver of reimbursement may be terminated by FIMCO at any time.

A discussion of the Fifth Third Funds’ Board’s review of the Fifth Third Funds’ investment advisory contract is available in each Fund’s semi-annual report dated January 31, 2008. A discussion of the Federated Fund Board’s review of each Federated Funds’ investment advisory contract is available as follows: (i) in Federated Intermediate Muni’s Semi-Annual Report dated November 30, 2007; (ii) in Federated MI Muni’s Semi-Annual Report dated February 29, 2008; (iii) in Federated OH Muni’s Semi-Annual Report dated February 29, 2008; (iv) in Federated Muni Money Market’s Semi-Annual Report dated January 31, 2008; and (v) in Federated MI Money Market’s Semi-Annual Report dated April 30, 2008.

ADMINISTRATIVE FEES
 
Fifth Third Funds
 
FTAM is the Fifth Third Funds’ administrator which generally assists in all aspects of the Fifth Third Funds’ administration and operations including providing the Fifth Third Funds with certain administrative personnel and services necessary to operate the Fifth Third Funds. The Fifth Third Funds pay FTAM administration fees at the annual rates set forth below which are computed daily and paid monthly based upon average daily net assets of the Fifth Third Trust; the fees are prorated among the Fifth Third Funds based upon their relative average daily net assets. For certain Fifth Third Funds, FTAM has voluntarily agreed to waive a portion of its net asset-based administration fee. In addition, a minimum fee of $10,000 per portfolio for each additional class is assessed and each fund is subject to annual $20,000 minimum fee.

 
Administration Fee
Trust Average Daily Net Assets
 
0.20%
Up to $1 billion
 
0.18%
In excess of $1 billion up to $2 billion
 
0.17%
In excess of $2 billion

State Street Bank and Trust Company, State Street Financial Center, One Lincoln Street, Boston, MA 02111 is the Fifth Third Funds’ sub-administrator (the “Sub-Administrator”). The Sub-Administrator performs sub-administration services on behalf of each Fifth Third Fund, for which it receives compensation from FTAM.

Federated Funds
 
Federated Administrative Services (“FAS”), an affiliate of FIMCO, serves as administrator to the Federated Funds and provides certain administrative personnel and services as necessary. FAS provides these services at an annual rate based on the average aggregate daily net assets of the Federated Funds and most of the other Federated funds advised by FIMCO or its affiliates. The rate charged by FAS is based on a scale that ranges from 0.150% on the first $5 billion of average aggregate daily net assets to 0.075% on assets over $20 billion. FAS’ minimum annual administrative fee with respect to each Federated Fund is $150,000 per portfolio and $40,000 per each additional class of shares. FAS may choose voluntarily to waive a portion of its fee.

The Federated Funds and their affiliated service providers may pay fees as described below to financial intermediaries (such as broker-dealers, banks, investment advisers or third-party administrators) whose customers are shareholders of the Federated Funds.

RULE 12B-1 PLAN
 
Fifth Third Funds
 
Fifth Third Trust has adopted a Rule 12b-1 Plan with respect to Class A Shares, Class B Shares and Class C Shares for the Funds pursuant to which Class A Shares, Class B Shares and Class C Shares of Fifth Third Funds may pay a fee to FTAM Funds Distributor, Inc. (“FTAM Funds Distributor”) in an amount computed at an annual rate of 0.25% of the average daily net assets of Class A Shares of Fifth Third Intermediate Muni, Fifth Third Muni, Fifth Third MI Muni, Fifth Third OH Muni, Fifth Third Muni Money Market and Fifth Third MI Money Market; 1.00% of the average daily net assets of Class B Shares of Fifth Third Intermediate Muni, Fifth Third Muni, Fifth Third MI Muni and Fifth Third OH Muni; and 0.75% of the daily net assets of Class C Shares of Fifth Third Intermediate Muni, Fifth Third Muni, Fifth Third MI Muni and Fifth Third OH Muni, to finance any activity which is principally intended to result in the sales of the Fifth Third Fund’s shares subject to the Distribution Plan.

Federated Funds
 
Federated OH Muni has adopted a Rule 12b-1 Plan, which allows it to pay marketing fees of up to 0.05% for Class A Shares and 0.40% for Class F Shares, of average net assets to Federated Services Corp. (“FSC”), an affiliate for FIMCO, for the sale, distribution, administration and customer servicing of Fund Shares. FSC has entered into a letter agreement with Federated Trust, on behalf of Federated OH Muni, whereby FSC has agreed to waive the marketing fees for Class A Shares to 0.00% and for Class F Shares to 0.25% for a period of two years beginning on the date of the Reorganization.
When FSC receives Rule 12b-1 Fees, it may pay some or all of them to financial intermediaries whose customers purchase shares. Because these shares pay marketing fees on an ongoing basis, the investment cost in these shares may be higher over time than other shares with different sales charges and marketing fees.

ACCOUNT ADMINISTRATION PLAN
 
Fifth Third Funds
 
With respect to Select Shares, Preferred Shares and Trust Shares of Fifth Third Muni Money Market, the Fifth Third Funds have entered into an Administrative Service Agreement to permit the payment of non-12b-1 fees to FTAM Funds Distributor to cause services to be provided to shareholders by a representative who has knowledge of the shareholder’s particular circumstances and goals. These non-12b-1 fees are paid at the following amounts: Select Shares, up to 0.08% of daily average net assets; Preferred Shares, up to 0.15% of average daily net assets; and Trust Shares, up to 0.25% of average daily net assets.

Federated Funds
 
All classes of the Federated Funds to be issued in the Reorganizations may pay Account Administration Fees of up to 0.25% of average net assets to banks that are not registered as broker-dealers or investment advisors for providing administrative services to the Federated Funds and shareholders. If a financial intermediary receives Account Administration Fees on an account, it is not eligible to also receive Service Fees or Recordkeeping Fees on that same account.

SERVICE FEES (FEDERATED FUNDS ONLY)
 
All classes of the Federated Funds to be issued in the Reorganizations are party to a Shareholder Services Agreement under which they may make payments of up to 0.25% of the average daily NAV of a Federated Fund to financial intermediaries or to Federated Shareholder Services Company (“FSSC”), an affiliate of FIMCO, for providing services to shareholders and maintaining shareholder accounts. Intermediaries that receive Service Fees may include a company affiliated with management of Federated. If a financial intermediary receives Service Fees on an account, it is not eligible to also receive Account Administration Fees on the same account.

RECORDKEEPING FEES (FEDERATED FUNDS ONLY)
 
The Federated Funds may pay Recordkeeping Fees on an average net assets basis or on a per account per year basis to financial intermediaries for providing recordkeeping services to the Federated Funds’ shareholders. If a financial intermediary receives Recordkeeping Fees on an account, it is not eligible to also receive Account Administration Fees or Networking Fees on that same account.

NETWORKING FEES (FEDERATED FUNDS ONLY)
 
The Federated Funds may reimburse Networking Fees on a per account per year basis to financial intermediaries for providing administrative services to the Federated Funds and shareholders on certain non-omnibus accounts. If a financial intermediary receives Networking Fees on an account, it is not eligible to also receive Recordkeeping Fees on that same account.

ADDITIONAL PAYMENTS TO FINANCIAL INTERMEDIARIES
 
Fifth Third Funds
 
FTAM and/or its affiliates may pay amounts from their own assets to selling or servicing agents of the Fifth Third Funds for distribution-related activities, shareholder servicing, or other services they provide. These amounts may be fixed dollar amounts, a percentage of sales, a percentage of assets, or any combination thereof, and may be up-front or ongoing payments or both. Agents may agree to provide a variety of shareholder servicing services, marketing- related services, or access advantages to the Funds, including, for example, presenting the Fifth Third Funds on “approved” or “select” lists, in return for these payments. Selling or servicing agents, in turn, may pay some or all of these amounts to their employees who recommend or sell Fifth Third Funds shares or allocate or invest client assets among different investment options.

In addition, FTAM and/or its affiliates may pay amounts from their own assets for services provided and costs incurred by third parties that are of a type that would typically be provided or incurred directly by Fifth Third Funds’ transfer agent. The Fifth Third Funds also may pay amounts to third party intermediaries, including selling and servicing agents, for providing these types of services or incurring these types of costs.

Federated Funds
 
FSC may pay out of its own resources amounts (including items of material value) to certain financial intermediaries that support the sale of shares or provide services to the Federated Funds’ shareholders. The amounts of these payments could be significant, and may create an incentive for the financial intermediary or its employees or associated persons to recommend or sell shares of the Federated Funds to its customers. In some cases, such payments may be made by or funded from the resources of companies affiliated with FSC (including FIMCO). These payments are not reflected in the fees and expenses listed in the fee table section of the Federated Funds’ Prospectuses and described above because they are not paid by the Federated Funds.

These payments are negotiated and may be based on such factors as the number or value of shares that the financial intermediary sells or may sell; the value of client assets invested; or the type and nature of services or support furnished by the financial intermediary. These payments may be in addition to payments made by the Federated Funds to the financial intermediary under a Rule 12b-1 Plan and/or Service Fees arrangements. In connection with these payments, the financial intermediary may elevate the prominence or profile of the Federated Funds and/or other Federated funds within the financial intermediary’s organization by, for example, placement on a list of preferred or recommended funds, and/or granting FSC preferential or enhanced opportunities to promote the funds in various ways within the financial intermediary’s organization. A prospective investor may ask his/her financial intermediary for information about any payment it receives from FSC or the Federated Fund and any services provided.

FIMCO and its affiliates may from time to time make payments or provide other compensation to selected participating brokers and other financial intermediaries as compensation for the sale or servicing of shares of the Federated Funds including, without limitation, providing the Federated Funds with “shelf space” or a higher profile for the financial intermediaries’ financial consultants and their customers, placing the Federated Funds on the financial intermediaries’ preferred or recommended fund list, granting FIMCO access to the financial intermediaries’ financial consultants, providing assistance in training and educating the financial intermediaries’ personnel, and furnishing marketing support and other specific services. These payments may be significant to the financial intermediaries and may also take the form of seminars or informational meetings or payment for attendance by persons associated with the financial intermediaries at seminars or informational meetings.

A number of factors will be considered in determining the amount of these additional payments to financial intermediaries. On some occasions, such payments may be conditioned upon levels of sales, including the sale of a specified minimum dollar amount of the shares of a Federated Fund, all other series of the Federated Trust and/or a particular class of shares, during a specified period of time. FIMCO may also make payments to one or more participating financial intermediaries based upon factors such as the amount of assets a financial intermediary’s clients have invested in FIMCO the Federated Funds and the quality of the financial intermediary’s relationship with FIMCO.

The additional payments described above are made from FIMCO’s (or its affiliates’) own assets pursuant to agreement with financial intermediaries and do not change the price paid by investors for the purchase of a Federated Fund’s shares or the amount of Federated Fund will receive as proceeds from such sales.

FIMCO also may pay cash or non-cash compensation to sales representatives of financial intermediaries in the form of occasional gifts; occasional meals, tickets or other entertainment; and/or sponsorship support for the financial intermediary’s client seminars and cooperative advertising. In addition, FIMCO pays for exhibit space or sponsorships at regional or national events of financial intermediaries.

The prospect of receiving, or the receipt of additional payments or other compensation as described above by financial intermediaries may provide such intermediaries and/or their salespersons with an incentive to favor sales of shares of the Federated Funds and other mutual funds (or non-mutual fund investments) making such payments. In addition, depending on the arrangements in place at any particular time, a financial intermediary and its financial consultants may also have a financial incentive for recommending a particular share class over other share classes. A prospective investor may wish to take such payment arrangements into account when considering and evaluating any recommendations relating to Federated Fund shares.

PURCHASE, REDEMPTION AND EXCHANGE PROCEDURES; DIVIDENDS AND DISTRIBUTIONS; TAX INFORMATION; FREQUENT TRADING; PORTFOLIO HOLDINGS DISCLOSURE POLICY
 
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The transfer agent and dividend-distributing agent for the Fifth Third Funds is Boston Financial Data Services, Inc. (“BFDS”), and the transfer agent and dividend disbursing agent for the Federated Funds is State Street Bank and Trust Company (“State Street Bank”). Services provided by BFDS and State Street Bank include the issuance, cancellation and transfer of the Funds’ shares, and the maintenance of records regarding the ownership of such shares.

Reference is made to the Prospectus of the Fifth Third Funds dated November 29, 2007, and the Incorporated Federated Funds Prospectuses respectively, each of which is incorporated herein by reference, for a complete description of the purchase, exchange and redemption procedures applicable to purchases, exchanges, and redemptions of the Fifth Third Funds and the Federated Funds.
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Purchases
 
The following charts show the minimum initial and subsequent investment amounts for the Federated Funds and the Fifth Third Funds:

Minimum Investments
 
Federated Funds
Initial Investment Minimum
Subsequent Investment Minimum
Retirement Plan Initial Investment Minimum
Retirement Plan Subsequent Investment Minimum
Systematic Investment Plan Investment Minimum(Initial/Subsequent)
Class A Shares
$1,500
$100
$1,500
$100
$1,500/$50
Class F Shares
$1,500
$100
$1,500
$100
$1,500/$50
Institutional Shares-Federated Intermediate
$25,000
None
$25,000
None
$50/None
Institutional Shares- Federated Municipal Money Market
$500,000
None
$500,000
None
N/A
Institutional Service Shares- Federated Municipal Money Market
$500,00
None
$500,000
None
N/A
Institutional Service Shares- Federated MI Money Market
$10,000
None
$10,000
None
$50/None
Institutional Capital Shares
$500,000
None
$500,000
None
N/A


Fifth Third Funds
Initial Investment Minimum
Subsequent Investment
Minimum
Retirement Plan Initial Investment Minimum
Retirement Plan Subsequent Investment
Minimum
Systematic Investment Plan Investment Minimum (Initial/Subsequent)
Class A Shares
$1,000
$50
$500
$50
$0/$0
Class B Shares
Not Currently Offered
N/A
N/A
N/A
N/A
Class C Shares
$1,000
$50
$500
$50
$0/$0
Trust Shares
$100,000
$50
$100,000
$50
N/A
Select Shares
$1,000,000
$50
$1,000,000
$50
N/A
Preferred Shares
$500,000
$50
$500,000
$50
N/A
Institutional Shares (all Fifth Third Funds except Fifth Third Muni Money Market)
$1,000
$50
$1,000
$50
N/A
Institutional Shares (Fifth Third Money Market)
$5,000,000
$50
$5,000,000
$50
N/A
 
Initial Investment Minimums of the Federated Funds Will Be Waived For Purposes of the Reorganization
 
Purchase of shares of the Federated Funds and the Fifth Third Funds are made through an investment professional, directly from the Funds or through an exchange from another Federated Fund or Fifth Third Fund. Once an account is opened, additional shares may be purchased through the systematic investment program or through a depositary institution that is an automatic clearing house member. The Federated Funds and the Fifth Third Funds both reserve the right to reject any purchase. The purchase price of Federated Fund and Fifth Third Fund shares is based on the Fund’s net asset value (“NAV”), plus any applicable sales charges. However, shareholders of Fifth Third Funds will not be charged these sales charges on the conversion of their Fifth Third Funds Shares to Federated Fund Shares at the time of the Reorganization.

Description of Federated Fund Share Classes
 
Class A Shares of Federated MI Muni are sold at NAV, plus a front end sales charge as listed below:
 
Purchase Amount
Sales Charge as a Percentage of Public Offering Price
Sales Charge as a Percentage of NAV
Less than $50,000
3.00%
3.09%
$50,000 but less than $100,000
2.50%
2.56%
$100,000 but less than $250,000
2.00%
2.04%
$250,000 but less than $500,000
1.50%
1.52%
$500,000 but less than $1 million
1.00%
1.01%
$1 million or greater*
0.00%
0.00%
*
A contingent deferred sales charge (“CDSC”) of 0.75% of the redemption amount applies to shares redeemed up to 24 months after purchase under certain investment programs where a financial intermediary received an advance payment on the transaction.

Class A Shares of Federated OH Muni are sold at NAV, plus a front-end sales charge as follows:

Purchase Amount
Sales Charge as a Percentage of Public Offering Price
Sales Charge as a Percentage of NAV
Less than $100,000
4.50%
4.71%
$100,000 but less than $250,00
3.75%
3.90%
$250,000 but less than $500,000
2.50%
2.56%
$500,000 but less than $1 million
2.00%
2.04%
$1 million or greater*
0.00%
0.00%
*
A CDSC of 0.75% of the redemption amount applies to shares redeemed up to 24 months after purchase under certain investment programs where a financial intermediary received an advance payment on the transaction.


Class F Shares of Federated OH Muni are sold at NAV, plus a front-end sales charge as listed below:



Purchase Amount
Sales Charge as a Percentage of Public Offering Price
Sales Charge as a Percentage of NAV
Less than $1 million
1.00%
1.01%
$1 million or greater
0.00%
0.00%

In addition, Class F Shares of Federated OH Muni are subject to the following CDSC:

Class F Shares:
Purchase Amount
Shares Held
CDSC
Up to $2 million
4 years or less
1.00%
$2 ;million-but less than $5 million
2 years or less
0.50%
$5 million or more
1 year or less
0.25%
 
Institutional Shares, Institutional Service Shares and Institutional Capital Shares of the Federated Funds are not subject to a front-end sales charge or a CDSC.
 
Description of Fifth Third Funds Share Classes
 
Class A Shares of Fifth Third Funds are sold at NAV, plus a front-end sales charge as follows:
 
Fifth Third Intermediate Municipal Bond Fund
 
Purchase Amount
Sales Charge as a Percentage of Public Offering Price
Sales Charge as a Percentage of NAV
Less than $50,000
3.50%
3.63%
$50,000 but less than $100,000
3.00%
3.09%
$100,000 but less than $250,000
2.50%
2.56%
$250,000 but less than $500,000
2.00%
2.04%
$500,000 but less than $1 million
1.50%
1.52%
$1 million or greater*
0.00%
0.00%
*
If you purchase $1,000,000 or more of Class A Shares and do not pay a sales charge and you sell any of these shares before the eighteenth month anniversary of purchase, you will pay a 1.00% CDSC on the portion redeemed at the time of redemption.

Fifth Third Municipal Bond Fund
Fifth Third Michigan Municipal Bond Fund
Fifth Third Ohio Municipal Bond Fund
Purchase Amount
Sales Charge as a Percentage of Public Offering Price
Sales Charge as a Percentage of NAV
Less than $50,000
4.75%
4.99%
$50,000 but less than $100,000
4.50%
4.71%
$100,000 but less than $250,000
3.50%
3.63%
$250,000 but less than $500,000
2.50%
2.56%
$500,000 but less than $1 million
2.00%
2.04%
$1 million or greater*
0.00%
0.00%
*
If you purchase $1,000,000 or more of Class A Shares and do not pay a sales charge and you sell any of these shares before the eighteenth month anniversary of purchase, you will pay a 1.00% CDSC on the portion redeemed at the time of redemption.
 
Effective May 11, 2007, Class B Shares of Fifth Third Funds are closed to all new investments. Current holders of Class B Shares who sell their shares before the end of the sixth year of purchase will pay a CDSC at the time of redemption ranging from 5% during the first year to 1% during the sixth year. There is no initial sales charge for purchases of Class C Shares of the Fifth Third Funds; however, there is a contingent deferred sales charge of 1.00% on Class C Shares of the Fifth Third Funds if you sell within 12 months of the purchase date. Institutional Shares, Select Shares, Preferred Shares and Trust Shares of the Fifth Third Funds, are not subject to a front-end sales charge or a CDSC.

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No front-end sales charge or CDSC will be imposed on the holders of Fifth Third Fund shares upon their receipt of Federated Fund Shares at the Closing Date. In addition, holders of Institutional Shares of Fifth Third MI Muni and Fifth Third OH Muni who receive Class A Shares of the corresponding Federated Fund on the closing date will not be subject to a front-end load on future purchases of Class A Shares of the Federated Fund. Holders of Class A Shares, Class B Shares and Class C Shares of Fifth Third OH Muni will not incur a CDSC in connection with the subsequent sale of Class F Shares of Federated OH Muni to be received by them in connection with the Reorganization. Holders of Class A, Class B and Class C Shares of Fifth Third MI Muni who receive Class A Shares of Federated MI Muni will be subject to the existing front end load on future purchases of Class A Shares of the Federated Fund, and holders of Class A, Class B and Class C Shares of Fifth Third OH Muni who receive Class F Shares of Federated OH Muni will be subject to the existing front end load and CDSC on future purchases of Class F Shares of the Federated Fund.
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Purchases of shares of both Fifth Third Funds and Federated Funds may be made any day the New York Stock Exchange (“NYSE”) is open. Purchase orders for both the Fifth Third Funds and the Federated Funds are effected at the offering price next calculated after receipt of the order. The NAV per share for the Federated Funds and the Fifth Third Funds are calculated as of the close of trading (normally 4:00 p.m. Eastern time) on the NYSE on each day on which the NYSE is open for business (“NYSE Closing time”). In calculating its NAV, each Federated Fund and Fifth Third Fund values fixed-income securities according to prices furnished by an independent pricing service except that fixed-income securities with maturities less than 60 days at the time of purchase are valued at amortized cost.

Redemptions and Exchanges
 
Redemption and exchanges of the Federated Funds and the Fifth Third Funds may be made through an investment professional or directly from a Fund by telephone or by mailing a written request. The Federated Funds and the Fifth Third Funds also offer their shareholders a systematic withdrawal plan for the following: holders of Class A Shares and Class F Shares of Federated Funds may be automatically redeemed or exchanged in a minimum amount of $100 on a regular basis. Holders of Class A Shares, Class B Shares and Class C Shares of the Fifth Third Funds may make automatic withdrawals on a monthly, quarterly or annual basis in a minimum amount of $100.

Class A shareholders and Class F Shareholders of Federated Funds may exchange all or a portion of their investment into the same class of shares of any other Federated fund. Any new account established through an exchange from a Federated Fund to another Federated Fund will be subject to the minimum investment requirements described above.

Institutional, Institutional Service and Institutional Capital shareholders of the Federated Funds have an exchange privilege that allows shareholders to exchange shares of the Federated Fund for shares of any Federated Fund or share class that does not have a stated sales charge or contingent deferred sales charge, except Liberty U.S. Government Money Market Trust and Class K Shares. Any new account established through an exchange will be subject to the minimum investment requirements described above. Any questions about the foregoing procedures may be directed to, and assistance in effecting purchases, redemptions or exchanges may be obtained by calling 1-800-341-7400.

Class A, Class B, Class C, Institutional, Select, Preferred and Trust shareholders of the Fifth Third Funds may exchange all or a portion of their investment from any class of shares of a Fifth Third Fund to the same class of shares of any other Fifth Third Fund. Any new account established through an exchange will be subject to the minimum investment requirements described above. Any questions about the foregoing procedures may be directed to, and assistance in effecting purchases, redemptions or exchanges may be obtained by calling 1-800-282-5706.

Dividends and Capital Gains

The Federated Funds and the Fifth Third Funds both declare any dividends daily and pay them monthly to shareholders. Both the Federated Funds and Fifth Third Funds distribute any capital gains annually. Dividends and capital gains distributions will be automatically reinvested in additional shares without sales charges unless you elect cash payments.

Tax Information
 
The Federated Funds’ and Fifth Third Funds’ distributions are expected to include dividends that are exempt from federal regular income tax, although such distributions may be subject to alternative minimum tax. The Federated Funds’ and Fifth Third Funds’ distributions of non-exempt dividends and capital gains are taxable to you whether paid in cash or reinvested in the Funds. Ordinary income dividends are taxable at different rates depending on the source of dividend income. Capital gains distributed by a Fund are taxable at different rates depending upon the length of time the Fund held the assets giving rise to those capital gains. Redemptions and exchanges of Fund shares are taxable sales. For additional information, see each Fund’s Prospectus, described in “Information About the Federated Funds and the Fifth Third Funds; Where to Find Additional Information”. Additionally, please consult your tax adviser regarding your federal, state, and local tax liability.

Frequent Trading
 
Frequent or short-term trading into and out of the Fifth Third Funds and the Federated Funds can have adverse consequences for the Funds and shareholders who use the Funds as a long-term investment vehicle. Such trading in significant amounts can disrupt the Funds’ investment strategies (e.g., by requiring them to sell investments at inopportune times or maintain excessive short-term or cash positions to support redemptions), increase brokerage and administrative costs and affect the timing and amount of taxable distributions by the Funds. Investors engaged in such trading may also seek to profit by anticipating changes in a Fund’s NAV in advance of the time as of which NAV is calculated.

Both the Fifth Third Funds Board and the Federated Funds Board have approved policies and procedures intended to discourage excessive frequent or short-term trading of Fund shares. These policies and procedures are similar for both the Fifth Third Funds and the Federated Funds and are described in the prospectuses for each of the Fifth Third Funds and the Federated Funds incorporated herein by reference and, in the case of the Federated Funds, accompanying this Prospectus/ Proxy Statement.

Portfolio Holdings Disclosure Policies
 
The SAI for each of the Federated Funds and the Fifth Third Funds contains a description of the Funds’ policies and procedures with respect to the disclosure of its portfolio securities. Federated Funds’ SAI is available on Federated Funds website, FederatedInvestors.com. Fifth Third Funds’ SAI is available on Fifth Third Funds’ website, www.fifththirdfunds.com.


INFORMATION ABOUT THE REORGANIZATIONS
 
Description of the Agreements and Plans of Reorganization
 
Each Plan provides for the Reorganization closing date, which is expected to be on or about November 21, 2008. On the Closing date, all of the assets (except for deferred or prepaid expenses, which are not expected to be material in amount) of each Fifth Third Fund will be transferred to the corresponding Federated Fund. In exchange for these assets, each Federated Fund will simultaneously issue to the corresponding Fifth Third Fund a number of full and fractional Shares of Class A Shares, Class F Shares, Institutional Shares, Institutional Service Shares or Institutional Capital Shares of the Federated Fund equal in value to the aggregate NAV of the corresponding Class A Shares, Class B Shares, Class C Shares, Institutional Shares, Select Shares, Preferred Shares or Trust Shares of the Fifth Third Funds, calculated as of 4:00 p.m. (“Closing Time”) on the Closing Date.

The value of each Fifth Third Fund’s assets to be acquired by the corresponding Federated Fund shall be the value of such assets at the Closing Date of the Reorganizations using the valuation procedures set forth in the respective Federated Fund’s Declaration of Trust or Articles of Incorporation and its current Prospectus and SAI, or such other valuation procedures as Fifth Third Funds and Federated Funds shall mutually agree. There are no material differences between the valuation procedures of the Fifth Third Funds and the Federated Funds. Consequently, it is not anticipated that use of Federated Funds’ valuation procedures will result in a material revaluation of the Fifth Third Funds’ assets at the time of the Reorganizations.

The Federated Funds generally value fixed-income securities according to prices furnished by an independent pricing service, except that fixed income securities with remaining maturities of less than 60 days at the time of purchase are valued at amortized cost. Prices furnished by an independent pricing service are generally intended to be indicative of the bid prices currently offered to institutional investors for the securities. 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. The Federated Funds generally value credit default swaps according to prices furnished by an independent pricing service which are based upon a valuation model incorporating default probabilities, recovery rates and other market data or factors. The Federated Funds generally value total return swaps based upon a valuation model determined by management incorporating underlying reference indexes, interest rates, yield curves and other market data or factors. The Federated Funds generally value interest rate swaps according to prices furnished by an independent pricing service which are based upon a valuation model incorporating interest rates, yield curves and other market data or factors. If prices are not available from an independent pricing service, securities and derivative contracts 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 security or contract as provided by an investment dealer or other financial institution that dealt in the security or contract.

Prior to the Reorganizations, each Fifth Third Fund will discharge all of its liabilities and obligations as provided in the Plans. Following the transfer of its assets in exchange for Class A Shares, Class F Shares, Institutional Shares, Institutional Services Shares or Institutional Capital Shares of the applicable Federated Fund, each corresponding Fifth Third Fund will distribute the Class A Shares, Class F Shares Institutional Shares, Institutional Services Shares or Institutional Capital Shares of the Federated Fund pro rata to shareholders of record of the Fifth Third Fund in complete liquidation of the Fifth Third Fund. Shareholders of a Fifth Third Fund owning shares on the Closing Date of the Reorganizations will receive that number of Class A Shares, Class F Shares, Institutional Shares, Institutional Services Shares or Institutional Capital Shares of the corresponding Federated Fund which have the same aggregate value as the shareholder held in the Fifth Third Fund immediately before the Reorganizations. This distribution will be accomplished by the establishment of accounts in the names of Fifth Third Funds’ shareholders on the share records of the Federated Funds’ transfer agent. The Federated Funds do not issue share certificates to shareholders. Following the consummation of the Reorganizations, each Fifth Third Fund will terminate its existence. The transfer of shareholder accounts from the Fifth Third Funds to the Federated Funds will occur automatically. It is not necessary for the Fifth Third Funds’ shareholders to take any action to effect the transfer.

Each Plan contains customary representations, warranties and conditions. Each Plan provides that the consummation of the Reorganization is conditioned upon, among other things: (i) approval of the Reorganization by the Fifth Third Funds’ shareholders; and (ii) the receipt by the Fifth Third Trust and Federated Trust of an opinion to the effect that the Reorganization will be tax-free to the Fifth Third Fund, its shareholders and the Federated Fund. One or more of the Plans may be terminated if, prior to the Closing Time, any of the required conditions have not been met, the representations and warranties are not true or the Board of either Fund determines that the Reorganization is not in the best interest of the shareholders of the Fifth Third Funds or the Federated Funds, respectively.

All fees and expenses incurred directly in connection with the consummation of the Reorganizations and the transactions contemplated by the Plans will be borne by the investment advisers to the Federated Funds and the Fifth Third Funds or their affiliates, as agreed between them, without regard to whether the Reorganizations are consummated, provided, however, that the Federated Funds shall bear expenses associated with the qualification of Federated Fund shares for sale in the various states. Notwithstanding the foregoing, fees and expenses shall in any event be paid by the party directly incurring such fees and expenses if and to the extent that the payment of such fees and expenses by the investment advisers to the Federated Funds or the Fifth Third Funds or their affiliates would result in disqualification of such party as a regulated investment company within the meaning of Section 851 of the Code. Reorganization expenses include, without limitation; (a) expenses associated with the preparation and filing of this Prospectus/Proxy Materials; (b) postage; (c) printing; (d) accounting fees; (e) legal fees incurred by each Fund; (f) solicitation costs of the transaction; and (g) other related administrative or operational costs. Any brokerage charges associated with the purchase or disposition of portfolio securities by the Fifth Third Funds prior to the Reorganizations will be borne by the Fifth Third Funds.

The foregoing brief summary of the Plans is qualified in its entirely by the terms and provisions of the Plans, a form of which is attached hereto as Annex A and incorporated herein by reference.

DESCRIPTION OF THE FEDERATED FUNDS SHARE CLASSES AND CAPITALIZATION
 
Class A Shares, Class F Shares, Institutional Shares, Institutional Service Shares and Institutional Capital Shares of the Federated Funds to be issued to shareholders of the Fifth Third Funds under the Plans will be fully paid and non-assessable when issued, transferable without restriction and will have no preemptive or conversion rights. Reference is hereby made to Class A Shares, Class F Shares, Institutional Shares, Institutional Service Shares and Institutional Capital Shares Prospectuses of the Federated Funds provided herewith for additional information about Class A Shares, Class F Shares, Institutional Shares, Institutional Service Shares and Institutional Capital Shares of the Federated Funds.

The following table sets forth the unaudited capitalization of Fifth Third Intermediate Municipal Bond Fund and Fifth Third Municipal Bond Fund into Federated Intermediate Trust as of July 31, 2008.
The reorganization of each of Fifth Third Intermediate Municipal Bond Fund and Fifth Third Municipal Bond Fund into Federated Intermediate Municipal Trust is not contingent on the reorganization of the other, and it is therefore possible that only one, or none, of the reorganizations may be effected.

 
Fund
 
Total Net Assets*
 
Shares Outstanding
Net Asset Value
Per Share
Fifth Third Intermediate Municipal Bond Fund - Institutional Shares
 
$128,394,155
 
12,919,133
 
$9.94
Adjustments
 
511,218
 
Fifth Third Intermediate Municipal Bond Fund - Class A Shares
 
$1,731,494
 
174,140
 
$9.94
Adjustments
 
6,979
 
Fifth Third Intermediate Municipal Bond Fund - Class B Shares
 
$357,311
 
35,970
 
$9.93
Adjustments
 
1,406
 
Fifth Third Intermediate Municipal Bond Fund - Class C Shares
 
$123,656
 
12,451
 
$9.93
Adjustments
 
484
 
Fifth Third Municipal Bond Fund - Institutional Shares
 
$41,954,169
 
4,564,107
 
$9.19
Adjustments
 
(175,596)
 
Fifth Third Municipal Bond Fund - Class A Shares
 
$1,131,629
 
122,517
 
$9.24
Adjustments
 
(4,146)
 
Fifth Third Municipal Bond Fund - Class B Shares
 
$620,528
 
67,754
 
$9.16
Adjustments
 
(2,845)
 
Fifth Third Municipal Bond Fund - Class C Shares
 
$29,059
 
3,164
 
$9.18
Adjustments
 
(124)
 
Federated Intermediate Municipal Trust - Institutional Shares
 
$117,523,391
 
12,299,146
 
$9.56
Federated Intermediate Municipal Trust, Pro Forma Combined - Institutional Shares
 
$291,865,392
 
30,535,758
 
$9.56
* Does not reflect additional $25,579,844 assets of Federated Intermediate Trust represented by other share classes.

The following table sets forth the unaudited capitalization of Fifth Third Intermediate Municipal Bond Fund into Federated Intermediate Trust as of July 31, 2008.

 
Fund
 
Total Net Assets*
 
Shares Outstanding
Net Asset Value
Per Share
Fifth Third Intermediate Municipal Bond Fund - Institutional Shares
 
$128,394,155
 
12,919,133
 
$9.94
Adjustments
 
511,218
 
Fifth Third Intermediate Municipal Bond Fund - Class A Shares
 
$1,731,494
 
174,140
 
$9.94
Adjustments
 
6,979
 
Fifth Third Intermediate Municipal Bond Fund - Class B Shares
 
$357,311
 
35,970
 
$9.93
Adjustments
 
1,406
 
Fifth Third Intermediate Municipal Bond Fund - Class C Shares
 
$123,656
 
12,451
 
$9.93
Adjustments
 
484
 
Federated Intermediate Municipal Trust - Institutional Shares
 
$117,523,391
 
12,299,146
 
$9.56
Federated Intermediate Municipal Trust, Pro Forma Combined - Institutional Shares
 
$248,130,007
 
25,960,927
 
$9.56
* Does not reflect additional $25,579,844 assets of Federated Intermediate Trust represented by other share classes.

The following table sets forth the unaudited capitalization of Fifth Third Municipal Bond Fund into Federated Intermediate Trust as of July 31, 2008.

 
Fund
 
Total Net Assets*
 
Shares Outstanding
Net Asset Value
Per Share
Fifth Third Municipal Bond Fund - Institutional Shares
 
$41,954,169
 
4,564,107
 
$9.19
Adjustments
 
(175,596)
 
Fifth Third Municipal Bond Fund - Class A Shares
 
$1,131,629
 
122,517
 
$9.24
Adjustments
 
(4,146)
 
Fifth Third Municipal Bond Fund - Class B Shares
 
$620,528
 
67,754
 
$9.16
Adjustments
 
(2,845)
 
Fifth Third Municipal Bond Fund - Class C Shares
 
$29,059
 
3,164
 
$9.18
Adjustments
 
(124)
 
Federated Intermediate Municipal Trust - Institutional Shares
 
$117,523,391
 
12,299,146
 
$9.56
Federated Intermediate Municipal Trust, Pro Forma Combined - Institutional Shares
 
$161,258,776
 
16,873,977
 
$9.56
* Does not reflect additional $25,579,844 assets of Federated Intermediate Trust represented by other share classes.

 
The following table sets forth the unaudited capitalization of Fifth Third Michigan Municipal Bond Fund into Federated Michigan Intermediate Municipal Trust as of July 31, 2008.

 
Fund
 
Total Net Assets
 
Shares Outstanding
Net Asset Value
Per Share
Fifth Third Michigan Municipal Bond Fund - Institutional Shares
 
$38,691,985
 
3,857,665
 
$10.03
Adjustments
 
(265,094)
 
Fifth Third Michigan Municipal Bond Fund - Class A Shares
 
$2,621,204
 
261,688
 
$10.02
Adjustments
 
(18,308)
 
Fifth Third Michigan Municipal Bond Fund - Class B Shares
 
$553,220
 
55,254
 
$10.01
Adjustments
 
(3,887)
 
Fifth Third Michigan Municipal Bond Fund - Class C Shares
 
$76,095
 
7,595
 
$10.02
Adjustments
 
(530)
 
Federated Michigan Intermediate Municipal Trust - Class A Shares
 
$155,775,005
 
14,468,969
 
$10.77
Federated Michigan Intermediate Municipal Trust, Pro Forma Combined - Class A Shares 
 
$197,717,509
 
18,363,352
 
$10.77
 
The following table sets forth the unaudited capitalization of Fifth Third Ohio Municipal Bond Fund into Federated Ohio Municipal Income Fund as of July 31, 2008.

 
Fund
 
Total Net Assets
 
Shares Outstanding
Net Asset Value
Per Share
Fifth Third Ohio Municipal Bond Fund - Class A Shares
 
$13,083,583
 
1,310,594
 
$9.98
Adjustments
 
(104,734)
 
Fifth Third Ohio Municipal Bond Fund - Class B Shares
 
$2,013,445
 
206,753
 
$9.74
Adjustments
 
(21,182)
 
Fifth Third Ohio Municipal Bond Fund - Class C Shares
 
$557,121
 
56,071
 
$9.94
Adjustments
 
(4,723)
 
Federated Ohio Municipal Income Fund - Class F Shares
 
$116,732,835
 
10,755,229
 
$10.85
Federated Ohio Municipal Income Fund, Pro Forma Combined - Class F Shares
 
$132,386,984
 
12,201,566
 
$10.85
       
Fifth Third Ohio Municipal Bond Fund - Institutional Shares
 
$77,352,107
 
7,754,167
 
$9.98
Adjustments
 
(624,941)
 
Federated Ohio Municipal Income Fund - Class A Shares
 
$100
 
9.217
 
$10.85
Federated Ohio Municipal Income Fund, Pro Forma Combined - Class A Shares
 
$77,352,207
 
7,129,235
 
$10.85

The following table sets forth the unaudited capitalization of Fifth Third Municipal Money Market Fund into Municipal Obligations Fund as of July 31, 2008.

 
Fund
 
Total Net Assets
 
Shares Outstanding
Net Asset Value
Per Share
Fifth Third Municipal Money Market Fund - Institutional Shares
 
$311,251,188
 
311,243,441
 
$1.00
Adjustments
 
7,747
 
Municipal Obligations Fund - Institutional Shares
 
$3,188,972,481
 
3,187,882,870
 
$1.00
Municipal Obligations Fund, Pro Forma Combined - Institutional Shares  
 
 
$3,500,223,669
 
 
3,499,134,058
 
 
$1.00
       
Fifth Third Municipal Money Market Fund - Select Shares
 
$26,266,582
 
26,266,362
 
$1.00
Adjustments
 
220
 
Fifth Third Municipal Money Market Fund - Preferred Shares
 
$9,514,946
 
9,514,887
 
$1.00
Adjustments
 
(59)
 
Municipal Obligations Fund - Institutional Capital Shares
 
$1,154,380,570
 
1,154,722,741
 
$1.00
Municipal Obligations Fund, Pro Forma Combined - Institutional Capital Shares  
 
 
$1,190,162,098
 
 
1,190,504,151
 
 
$1.00
       
Fifth Third Municipal Money Market Fund - Trust Shares
 
$37,093,323
 
37,092,406
 
$1.00
Adjustments
 
917
 
Fifth Third Municipal Money Market Fund - Class A Shares
 
$66,795,617
 
66,807,468
 
$1.00
Adjustments
 
(11,851)
 
Municipal Obligations Fund - Institutional Service Shares
 
$963,584,770
 
963,863,227
 
$1.00
Municipal Obligations Fund, Pro Forma Combined - Institutional Service Shares  
 
 
$1,067,473,710
 
 
1,067,752,167
 
 
$1.00
 
The following table sets forth the unaudited capitalization of Fifth Third Michigan Municipal Money Market Fund into Federated Michigan Municipal Cash Trust as of July 31, 2008.

 
Fund
 
Total Net Assets*
 
Shares Outstanding
Net Asset Value
Per Share
Fifth Third Michigan Municipal Money Market Fund - Institutional Shares
 
 
$236,951,310
 
 
236,921,225
 
 
$1.00
Adjustments
 
30,085
 
Fifth Third Michigan Municipal Money Market Fund - Class A Shares
 
 
$11,118,785
 
 
11,117,760
 
 
$1.00
Adjustments
 
1,025
 
Federated Michigan Municipal Cash Trust - Institutional Service Shares
 
$438,272,914
 
438,123,944
 
$1.00
Federated Michigan Municipal Cash Trust, Pro Forma Combined - Institutional Service Shares  
 
 
$686,343,009
 
 
686,194,039
 
 
$1.00
* Does not reflect additional $87,492,343 assets of Federated Michigan Municipal Cash Trust represented by other share classes.
 
FEDERAL TAX CONSEQUENCES
 
As a condition to each of the Reorganizations, the applicable Federated Fund and the corresponding Fifth Third Fund will receive an opinion of counsel to the effect that, on the basis of the existing provisions of the Code, current administrative rules and court decisions, for federal income tax purposes:

 
·
the Reorganization as set forth in the Plan will constitute a “reorganization” under section 368(a) of the Code and the Federated Fund and the Fifth Third Fund each will be a “party to a reorganization” within the meaning of section 368(b) of the Code;

 
·
no gain or loss will be recognized by the Federated Fund upon its receipt of the Fifth Third Fund’s assets solely in exchange for the shares of the Federated Fund;

 
·
no gain or loss will be recognized by the Fifth Third Fund upon the transfer of its assets to the Federated Fund solely in exchange for the shares of the Federated Fund or upon the distribution of the Federated Fund shares to the Fifth Third Fund’s shareholders in exchange for their Fifth Third Fund shares;

 
·
no gain or loss will be recognized by shareholders of the Fifth Third Fund upon exchange of their Fifth Third Fund shares for Federated Fund shares;

 
·
the tax basis of the assets of the Fifth Third Fund in the hands of the Federated Fund will be the same as the tax basis of such assets to the Fifth Third Fund immediately prior to the Reorganization;

 
·
the aggregate tax basis of the Federated Fund shares received by each shareholder of the Fifth Third Fund pursuant to the Reorganization will be the same as the aggregate tax basis of the shares of the Fifth Third Fund held by such shareholder immediately prior to the Reorganization;

 
·
the holding period of the assets of the Fifth Third Fund in the hands of the Federated Fund will include the period during which those assets were held by the Fifth Third Fund; and

 
·
the holding period of the Federated Fund shares received by each shareholder of the Fifth Third Fund will include the period during which the shares of the Fifth Third Fund exchanged therefor were held by such shareholder, provided the shares of the Fifth Third Fund were held as capital assets on the date of the Reorganization.


The opinion provided in connection with each Reorganization shall be based on customary assumptions and such representations as Reed Smith LLP may reasonably request, and the Fifth Third Funds and the Federated Funds will cooperate to make and certify the accuracy of such representations. Each opinion may state that no opinion is expressed as to the effect of the Reorganization on the applicable Federated Fund, the corresponding Fifth Third Fund or any shareholder of such Fifth Third Fund with respect to any asset as to which unrealized gain or loss is required to be recognized for federal income tax purposes at the end of a taxable year (or on the termination or transfer thereof) under a mark-to-market system of accounting. Notwithstanding anything herein to the contrary, the requirement that the above-described opinion be provided in connection with a Reorganization cannot be waived by either the applicable Federated Fund or the corresponding Fifth Third Fund.

Opinions of counsel are not binding upon the Internal Revenue Service or the courts. If a Reorganization is consummated but does not qualify as tax-free reorganization under the Code, a shareholder of the Fifth Third Fund would recognize a taxable gain or loss equal to the difference between his or her tax basis in his or her Fifth Third Fund shares and the fair market value of the Federated Fund shares received in exchange therefor. Shareholders of the Fifth Third Funds should consult their tax advisors regarding the effect, if any, of the Reorganizations in light of their individual circumstances. In addition, because the foregoing discussion only relates to the federal income tax consequences of the Reorganizations, those shareholders also should consult their tax advisors about state and local tax consequences, if any, of the Reorganizations.

Before the Reorganizations, each Fifth Third Fund expects to make distributions to its shareholders. Such distributions, together with all previous distributions, will have the effect of distributing to shareholders of each Fifth Third Fund all of such Fifth Third Fund’s investment company taxable income (computed without regard to the deduction for dividends paid), the excess of the Fifth Third Fund’s tax-exempt interest income over its deductions disallowed under Code sections 171(a)(2) and 265, and the Fifth Third Fund’s net capital gains, including those realized on any disposition of portfolio securities in connection with the Reorganization (after reduction by any available capital loss carryforwards), through the closing of the Reorganization. Such distributions will be taxable to shareholders to the extent such distributions are not exempt-interest dividends.

Fifth Third Intermediate and Fifth Third Muni may realize capital gains prior to the Reorganizations in the event that they dispose of certain AMT securities under circumstances described with respect to each such Fund under “Comparison of Investment Objectives, Policies and Risks.” Apart from the foregoing, there are no plans on the part of any Fifth Third Fund to dispose of a material portion of its portfolio securities prior to the Reorganizations nor are there any plans on the part of any Federated Fund to sell acquired portfolio securities, other than in the ordinary course of business.

In addition, because the shareholders of a Fifth Third Fund will receive shares of the corresponding Federated Fund, they will receive a proportionate share of any “built-in” (unrealized) gains in that Federated Fund’s assets, as well as any taxable gains realized by such Federated Fund but not distributed to its shareholders prior to the Reorganization, when such gains are eventually realized (if applicable) and distributed by the Federated Fund.
 
As of June 30, 2008, the following Federated Funds and Fifth Third Funds had the following built-in gains (losses) for Federal income tax purposes. These figures are approximate and are likely to change by the date of the Reorganizations.

Federated Intermediate
$(2,197,506)
Fifth Third Intermediate
$1,099,187
Fifth Third Muni
$210,332
Federated MI Muni
$1,154,372
Fifth Third MI Muni
$86,062
Federated OH Muni
$360,375
Fifth Third OH Muni
$270,483

Each of the Federated Muni Money Market, Fifth Third Muni Money Market, Federated MI Money Market and Fifth Third MI Money Market had no built-in gains (losses) as of June 30, 2008.

As of their respective fiscal year ends, the following respective Federated Funds and Fifth Third Funds had unutilized capital loss carryovers in the amount set forth below. The final amount of unutilized capital loss carryovers for each Fund is subject to change and will not be determined until the time of the Reorganizations:

Federated Intermediate
$2,642,587
Fifth Third Intermediate
$0
Fifth Third Muni
$0
   
Federated MI Muni
$1,176,065
Fifth Third MI Muni
$325,000
   
Federated OH Muni
$2,138,477
Fifth Third OH Muni
$0

Each of the Federated Muni Money Market, Fifth Third Muni Money Market, Federated MI Money Market and Fifth Third MI Money Market had no unutilized capital loss carryovers as of their respective year ends.

It is anticipated that any capital loss carryforwards of the Fifth Third Funds and Federated Funds which were generated prior to the Reorganizations will remain available to each respective Federated Fund following the Reorganizations, subject to any applicable limitations under the Code (including limitations that may be imposed as a result of the Reorganizations).


AGREEMENT AMONG FEDERATED, FTAM AND FIFTH THIRD FINANCIAL CORPORATION
 
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Federated entered into an Agreement with FTAM and Fifth Third Financial Corporation (“FTFC”) dated August 29 , 2008 (“Purchase Agreement”) regarding the sale by FTAM to Federated of certain assets relating to FTAM’s business of providing investment advisory and investment management services to the Fifth Third Funds, FTAM’s and its affiliates’ cooperation in connection with the Reorganizations, the payment of transaction expenses, and related matters. The sale of such assets, and certain other obligations of the parties, is contingent upon shareholder approval of all of the Reorganizations, among other things. Assuming shareholder approval is obtained, and the other conditions in the Purchase Agreement and the Plans are met, shareholders of the applicable Fifth Third Fund will become shareholders of a corresponding Federated Fund. If this occurs, FTAM or its affiliates expect to receive compensation under the Purchase Agreement at closing in an amount calculated on the amount of the assets of the Fifth Third Funds.
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Under the Purchase Agreement, Federated, FTAM and FTFC have each agreed, for the minimum time periods specified in Section 15(f) of the 1940 Act and subject to compliance with its fiduciary duties, to use commercially reasonable efforts to cause the Federated Funds Board to take (or refrain from taking, as the case may be) such actions as are necessary to ensure that: (i) at least 75% of the Federated Funds Board are not “interested persons” (as that term is defined in the 1940 Act) of the Federated Funds’ investment adviser or any interested person: (ii) no “unfair burden” (as that term is defined in Section 15(f)(2)(B) of the 1940 Act) is imposed as a result of the Reorganizations and (iii) each vacancy on the Federated Funds Board is filled by a person who is not an interested person of the Federated Funds’ investment adviser so as to comply with Section 15(f) of the 1940 Act and has been selected and proposed for election by a majority of the Board who are not interested persons. Federated may elect, in lieu of the covenants set forth in the preceding sentence, to apply for and obtain an exemptive order under Section 6(c) of the 1940 Act from the provisions of Section 15(f) (1)(A) of the 1940 Act, in form and substance reasonably acceptable to the Adviser.

It also is anticipated that Fifth Third Bank, or its affiliates may, under agreements with one or more subsidiaries of Federated, be entitled to receive distribution or servicing fees on shareholder accounts for which it serves as the broker or dealer of record and performs services. Such fees will be in an aggregate annual amount not to exceed 0.25% on the NAV of the shares of the Federated Funds that are held by shareholders. However, Fifth Third Bank would no longer receive fees from the Fifth Third Funds, FTAM or their affiliates with respect to those accounts. For more information with respect to applicable arrangements for the payment of servicing and/or distribution fees, see “Comparative Fee Tables” above.

In addition, it is anticipated that FTAM or its affiliates may, under agreements with one or more subsidiaries of Federated, be eligible to receive Federated-paid shareholder/administrative services fees of up to 0.10% on the NAV of the shares of the Federated Funds that are held by shareholders.

FTAM, Federated and/or their affiliates have agreed to share transaction costs (as defined in the Plans) of the Reorganization, including any costs associated with preparing, filing, printing, and mailing this Proxy Statement/Prospectus and soliciting shareholder votes.

Comparative Information on Shareholders Rights
 
Both the Fifth Third Funds and the Federated Funds are open-end, management investment companies registered under the 1940 Act, which continuously offer to sell shares as their current NAV.

Each Fifth Third Fund is a portfolio of the Fifth Third Trust, which was established as a business trust under the laws of the Commonwealth of Massachusetts. With respect to the Federated Funds, Federated Intermediate is a portfolio of Intermediate Municipal Trust (“IMT”); Federated OH Muni and Federated MI Muni are portfolios of Federated Municipal Securities Income Trust (“FMSIT”); and Federated Muni Money Market and Federated MI Money Market are portfolios of Money Market Obligations Trust (“MMOT”). IMT, FMSIT and MMOT are Massachusetts business trusts.

The Fifth Third Trust and IMT, FMSIT and MMOT entities are governed by under respective Declarations of Trust, By-laws and Boards of Trustees. The rights of shareholders of the Fifth Third Funds and shareholders of the Federated Funds as set forth in their respective Declarations of Trust, and By-Laws are substantially similar. Set forth below is a brief summary of the significant rights of shareholders of the Fifth Third Funds and shareholders of the Federated Funds:

 
CATEGORY
FIFTH THIRD FUNDS
FEDERATED FUNDS
Preemptive Rights
None
Same
Preferences
None
Same
Appraisal Rights
None
Same
Conversion Rights
None
Same
Exchange Rights (other than the right to exchange for shares of other Federated Funds or Fifth Third Funds, as provided in the Funds’ prospectuses)
None
Same
Annual Meetings
Not required
Same
Right to Call Shareholder Meetings
Shall be called upon written notice of at least 10% of the outstanding shares entitled to vote at the meeting. If the Secretary shall fail to call any meeting of shareholders for a period of two days after receipt of notice, the requesting shareholders may call the meeting.
Same
Notice of Meetings
At least 15 days before the meeting to each shareholder entitled to vote.
Same
Record Date For Meetings
The Trustees may fix in advance a time, which shall not be more than 60 days before the date of any meeting of shareholders
Same
Quorum for Meetings
More than 50% of shares entitled to vote shall be a quorum for the transaction of business at a Shareholders’ meeting, except where any provision of law or of the Declaration of Trust permits or requires that holders of any series or class shall vote as a series or class, then more than 50% of the aggregate number of shares of that series or class entitled to vote shall be necessary to constitute a quorum for the transaction of business by that series or class.
Except when otherwise required by law, the presence in person or by proxy of the holders of the following percentages of the shares entitled to vote constitutes a quorum at any meeting of shareholders: in the case of IMT and MMOT, 25%, and in the case of FMSIT, more than 50%.
Vote Required for Election of Trustees
A plurality of votes cast shall elect a Trustee.
Same
Adjournment of Meetings
In the absence of a quorum, a plurality of the shares present in person of by proxy entitled to vote may adjourn the meeting from time to time without further notice than by announcement at the meeting until a quorum shall be present.
Same
Removal of Trustees by Shareholders
A Trustee may be removed from office at any special meeting of shareholders by a vote of two-thirds of the outstanding shares.
Same
Personal Liability of Officers and Trustees
Trustees and officers of the Trust shall be liable for the their willful misfeasance, bad faith, gross negligence or reckless disregard of the duties involved in the conduct of the office of Trustee or officer, as the case may be, and for nothing else.
Same.
Personal Liability of Shareholders
Under certain circumstances, shareholders may be held personally liable as partners under Massachusetts law for obligations of the Trust. To protect its shareholders, the Trust has filed legal documents with Massachusetts that expressly disclaim the liability of its shareholders for acts or obligations of the Trust.
 
In the unlikely event a shareholder is held personally liable for the Trust’s obligations, the Trust is required by the Declaration of Trust to use its property to protect or compensate the shareholder. On request, the Trust will defend any claim made and pay any judgment against a shareholder for any act or obligation of the Trust. Therefore, financial loss resulting from liability as a shareholder will occur only if the Trust itself cannot meet its obligations to indemnify shareholders and pay judgments against them.
Same
Rights of Inspection
Under Massachusetts law, and under the Bylaws of the Trust, the trustees of a Massachusetts business trust may from time to time determine whether and to what extent, and at what times and places, and under what conditions and regulations the accounts and books of the Trust maintained on behalf of each series and class of shares of the Trust or any of them may be open to the inspection of the shareholders of any series or class; and no shareholder may have right to inspect any account or book or document of the Trust except that, to the extent such account or book or document relates to the series or class in which he is a shareholder or the Trust generally, such shareholder will have such right of inspection as conferred by laws or authorized by the Trustees or by the resolution of the shareholders of the relevant series or class.
Same
Number of Authorized Shares; Par Value
Unlimited number of shares; No par value
Same

 
INFORMATION ABOUT THE FEDERATED FUNDS AND THE FIFTH THIRD FUNDS; WHERE TO FIND ADDITIONAL INFORMATION


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Information about the Fifth Third Funds is included in its Prospectus and SAI for Class A Shares, Class B Shares and Class C Shares (all Fifth Third Funds); Stock and Bond Mutual Funds Asset Allocation Funds - Institutional Shares of Fifth Third Intermediate, Fifth Third Muni, Fifth Third MI Muni and Fifth Third OH Muni; Institutional Money Market Mutual Funds - Institutional Shares (Institutional Shares of Fifth Third Muni and Fifth Third Money Market); Equity Index Fund/Institutional Money Market Mutual Fund - Select Shares (Select Shares of Fifth Third Muni Money Market); Equity Index Fund/Institutional Money Market Mutual Funds Trust Shares (Trust Shares of Fifth Third Muni Money Market); and Equity Index Fund/Institutional Money Market Mutual Funds - Preferred Shares (Preferred Shares of Fifth Third Muni Money Market), each dated November 29, 2007, and its SAI dated November 29, 2007, each of which is incorporated herein by reference. Information about the Federated Funds is included in its Prospectus and SAI for Federated Intermediate Muni - Institutional Shares dated September 30, 2008; Federated MI Muni - Class A Shares dated October 31, 2007, Federated OH Muni - Class A Shares dated September 4, 2008, Federated OH Muni - Class F Shares dated October 31, 2007; three separate Prospectuses for Municipal Obligations Fund (Institutional Shares, Institutional Services Shares and Institutional Capital Shares, respectively), each dated September 30, 2008; and two separate Prospectuses for Michigan Municipal Cash Trust (Institutional Shares and Institutional Services Shares, respectively) each dated February 29, 2008, each of which is incorporated herein by reference. A copy of the applicable Federated Fund accompanies this Prospectus/Proxy Statement. Copies of the SAI of each Federated Fund, the Prospectuses and SAIs of each Fifth Third Fund and the SAI dated                            , 2008 relating to this Prospectus/Proxy Statement, all of which have been filed with the SEC, may be obtained without charge by contacting the Fifth Third Funds at 1-800-282-5706, or the Federated Funds at 1-800-341-7400 or by writing to Fifth Third Funds, c/o Boston Financial, P.O. Box 8043, Boston, MA 02266-8043, or to the Federated Funds, 5800 Corporate Drive, Pittsburgh, Pennsylvania 15237-7000.
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The Federated Trust on behalf of the Federated Funds and the Fifth Third Trust, on behalf of the Fifth Third Funds, are subject to the informational requirements of the Securities Act of 1933, the Securities Exchange Act of 1934, and the 1940 Act, and in accordance therewith file reports and other information with the SEC. Reports, proxy and information statements and other information filed by the Federated Trust, on behalf of the Federated Funds, and by the Fifth Third Trust on behalf of the Fifth Third Funds, can be obtained by calling or writing the Funds and can also be inspected and copied by the public at the public reference facilities maintained by the SEC in Washington, DC located at Room 1580, 100 F Street, N.E., Washington, D.C. 20549. Copies of filings may be available at the following Commission regional offices: 3 World Financial Center, Suite 409, New York, NY 10281-1022; 33 Arch Street, 23rd Floor, Boston, MA 02110-1424; 701 Market Street, Philadelphia, PA 19106-1532; 801 Brickell Ave., Suite 1800, Miami, FL 33131; 3475 Lenox Road, N.E., Suite 1000, Atlanta, GA 30326-1232; 175 W. Jackson Boulevard, Suite 900, Chicago, IL 60604; 1801 California Street, Suite 1500, Denver CO 80202-2656; Burnett Plaza, Suite 1900, 801 Cherry Street, Unit 18, Fort Worth, TX 76102; 15 W. South Temple Street, Suite 1800, Salt Lake City, UT 84101; 5670 Wilshire Boulevard, 11th Floor, Los Angeles, CA 90036-3648; and 44 Montgomery Street, Suite 2600, San Francisco, CA 94104. Copies of such material can be obtained at prescribed rates from the Public Reference Branch, Office of Consumer Affairs and Information Services, SEC, Washington DC 20549, or obtained electronically from the EDGAR database on the SEC’s website (www.sec.gov).

LEGAL PROCEEDINGS
 
Since October 2003, Federated and related entities (collectively, “Federated”), and various Federated funds (“Funds”), have been named as defendants in several class action lawsuits now pending in the United States District Court for the District of Maryland. The lawsuits were purportedly filed on behalf of people who purchased, owned and/or redeemed shares of Federated-sponsored mutual funds during specified periods beginning November 1, 1998. The suits are generally similar in alleging that Federated engaged in illegal and improper trading practices including market timing and late trading in concert with certain institutional traders, which allegedly caused financial injury to the mutual fund shareholders. These lawsuits began to be filed shortly after Federated’s first public announcement that it had received requests for information on shareholder trading activities in the Funds from the SEC, the Office of the New York State Attorney General (“NYAG”) and other authorities. In that regard, on November 28, 2005, Federated announced that it had reached final settlements with the SEC and the NYAG with respect to those matters. Specifically, the SEC and NYAG settled proceedings against three Federated subsidiaries involving undisclosed market timing arrangements and late trading. The SEC made findings: that Federated Investment Management Company (“FIMC”), an SEC-registered investment adviser to various Funds, and Federated Securities Corp., an SEC-registered broker-dealer and distributor for the Funds, violated provisions of the Investment Advisers Act and Investment Company Act by approving, but not disclosing, three market timing arrangements, or the associated conflict of interest between FIMC and the funds involved in the arrangements either to other fund shareholders or to the funds’ board; and that Federated Shareholder Services Company, formerly an SEC-registered transfer agent, failed to prevent a customer and a Federated employee from late trading in violation of provisions of the Investment Company Act. The NYAG found that such conduct violated provisions of New York State law. Federated entered into the settlements without admitting or denying the regulators’ findings. As Federated previously reported in 2004, it has already paid approximately $8.0 million to certain funds as determined by an independent consultant. As part of these settlements, Federated agreed to pay disgorgement and a civil money penalty in the aggregate amount of an additional $72 million and, among other things, agreed that it would not serve as investment adviser to any registered investment company unless: (i) at least 75% of the fund’s directors are independent of Federated; (ii) the chairman of each such fund is independent of Federated; (iii) no action may be taken by the fund’s board or any committee thereof unless approved by a majority of the independent trustees of the fund or committee, respectively; and (iv) the fund appoints a “senior officer” who reports to the independent trustees and is responsible for monitoring compliance by the fund with applicable laws and fiduciary duties and for managing the process by which management fees charged to a fund are approved. The settlements are described in Federated’s announcement which, along with previous press release and related communications on those matters, is available in the “About Us” section of Federated’s website at FederatedInvestors.com.

Federated entities have also been named as defendants in several additional lawsuits, that are now pending in the United States District Court for the Western District of Pennsylvania, alleging, among other things, excessive advisory and Rule 12-b-1 fees.

The Board of the Federated Funds retained the law firm of Dickstein Shapiro LLP to represent the Federated Funds in each of the lawsuits described in the preceding two paragraphs. Federated and the Federated Funds, and their respective counsel have been defending this litigation, and none of the Federated Funds remains a defendant in any of the lawsuits (though some could potentially receive any recoveries as nominal defendants). Additional lawsuits based upon similar allegations may be filed in the future. The potential impact of these lawsuits, all of which seek unquantified damages, attorneys’ fees, and expenses, and future potential similar suits is uncertain. Although we do not believe that these lawsuits will have a material adverse effect on the Federated Funds, there can be no assurance that these suits, ongoing adverse publicity and/or other developments resulting from the regulatory investigations will not result in increased Federated Fund redemptions, reduced sales of Fund shares, or other adverse consequences for the Federated Funds.

ABOUT THE PROXY SOLICITATION AND THE SPECIAL MEETING
 
Proxies are being solicited by the Fifth Third Fund Board on behalf of its portfolios, the Fifth Third Funds. The proxies will be voted at the special meeting of shareholders of the Fifth Third Funds to be held on  November 19, 2008 at the offices of Fifth Third Asset Management, 511 Walnut Street, 13th Floor, Cincinnati, Ohio 45202 at 10:00 a.m. (Eastern time), (such special meeting and any adjournment or postponement thereof are referred to as the (“Special Meeting”).

The cost of the solicitation, including the printing and mailing of proxy materials, will be borne by FTAM and/or FIMCO or their affiliates. In addition to solicitations through the mail, proxies may be solicited by officers, employees, and agents of FTAM and/or FTAM or their affiliates, or, if necessary, a communications firm retained for this purpose. Such solicitations may be by telephone, through the Internet or otherwise. Any telephonic solicitations will follow procedures designed to ensure accuracy and prevent fraud, including requiring identifying shareholder information, recording the shareholder’s instructions, and confirming to the shareholders after the fact. Shareholders who communicate proxies by telephone or by other electronic means have the same power and authority to issue, revoke, or otherwise change their voting instructions as shareholders submitting proxies in written form. FIMCO and/or FTAM may reimburse custodians, nominees, and fiduciaries for the reasonable costs incurred by them in connection with forwarding solicitation materials to the beneficial owners of shares held of record by such persons.

The purpose of the Special Meeting is set forth in the accompanying Notice. The Fifth Third Funds’ Trustees know of no business other than that mentioned in the Notice that will be presented for consideration at the Special Meeting. Should other business properly be brought before the Special Meeting, proxies will be voted in accordance with the best judgment of the persons named as proxies. This Prospectus/Proxy Statement and the enclosed proxy card are expected to be mailed on or about                                 , 2008 to shareholders of record at the close of business on September 22, 2008 (the “Record Date’).

Fifth Third Funds’ Annual Report, which includes audited financial statements for the fiscal year ended July 31, 2007, was previously mailed to shareholders of the Fifth Third Funds. The Fifth Third Funds will promptly provide, without charge and upon request, to each person to whom this Prospectus/Proxy Statement is delivered, a copy of the Annual Report or Semi-Annual Report dated January 31, 2008 of the Fifth Third Funds, which may be requested by writing to the Fifth Third Funds’ principal executive offices or by calling the Fifth Third Funds. The principal executive office of Fifth Third Funds is located at 38 Fountain Square, Cincinnati, OH 45263. These documents, as well as additional information about the Funds, (including portfolio holdings, performance, and distributions), are also available on the website for the Federated Funds and the Fifth Third Funds. The website for the Federated Funds is FederatedInvestors.com and the website for the Fifth Third Funds is www.fifththirdfunds.com.

Federated Funds’ toll-free telephone number is 1-800-341-7400 and the Fifth Third Funds’ toll-free telephone number is 1-800-282-5706.

PROXIES, QUORUM AND VOTING AT THE SPECIAL MEETING
 
Only shareholders of record on the Record Date will be entitled to vote at the Special Meeting. Each Share of each Fifth Third Funds is entitled to one vote. Fractional shares are entitled to proportionate shares of one vote. The votes of shareholders of the Federated Funds are not being solicited since their approval is not required in order to effect the Reorganization.

Any person given a proxy has the power to revoke it any time prior to its exercise by executing a superseding proxy or by submitting a written notice of revocation to the Secretary of Fifth Third Funds. In addition, although mere attendance at the Special Meeting will not revoke a proxy, a shareholder present at the Special meeting may withdraw his or her proxy and vote in person. All property executed and unrevoked proxies received in time for the Special Meeting will be voted in accordance with the instructions contained in the proxies. If no instruction is given on the submitted proxy, the persons named as proxies will vote the shares represented thereby in favor of approval of the Agreements and Plans of Reorganizations.

In order to hold the Special Meeting, a “quorum” of shareholders of a Fifth Third Fund must be present. Holders of more than 50% of the total number of Shares entitled to vote, present in person or by proxy, shall be required to constitute a quorum for the purpose of voting on the proposal to approve the Agreements and Plans of Reorganization and for the purpose of transacting any other business which may come before the meeting. Approval of the Reorganizations requires the affirmative vote of “a majority of the outstanding securities” as defined in the 1940 Act. This vote requires the lesser of (A) 67% or more of the voting securities of the relevant Fifth Third Fund present at the meeting of shareholders of such Fifth Third Fund if the shareholders of more than 50% of the outstanding voting securities of such Fifth Third Fund are present or represented by proxy; or (B) more than 50% of the outstanding voting securities of such Fifth Third Fund.

Shares represented by a properly executed proxy will be voted in accordance with the instructions on the proxy, or, if no instructions are provided, the shares will be voted in FAVOR of the approval of the Reorganization. For purposes of determining a quorum for transacting business at the Special Meeting, abstentions and broker “non-votes” (that is, proxies from brokers or nominees indicating that such persons have not received instructions from the beneficial owner or other persons entitled to vote shares on a particular matter with respect to which the brokers or nominees do not have discretionary power) will be treated as shares that are present but which have not been voted. For this reason, abstentions and broker non-votes will have the effect of a “no” vote for purposes of obtaining the requisite approval of the proposal.

If a quorum is not present, the persons named as proxies may vote those proxies that have been received to adjourn the Special Meeting from time to time without further notice other than by announcement to be given at the meting until a quorum is met. In the event that a quorum is present but sufficient votes in favor of the proposal have not been received, the persons named as proxies may propose one or more adjournments of the Special Meeting to permit further solicitations of proxies with respect to the proposal. All such adjournments will require the affirmative vote of a majority of the shares present in person or by proxy at the session of the Special Meeting to be adjourned. The persons named as proxies will vote AGAINST an adjournment those proxies that they are required to vote against the proposal, and will vote in FAVOR of such an adjournment all other proxies that they are authorized to vote. A shareholder vote may be taken on the proposal in this Prospectus/Proxy Statement prior to any such adjournment if sufficient votes have been received for approval.

SHARE OWNERSHIP OF THE FUNDS
 
As of                                      , 2008 the Fifth Third Funds had the following numbers of outstanding shares of beneficial interest:

Name of Fund
Share Class
Outstanding Shares
Fifth Third Intermediate Municipal Bond Fund
Class A Shares
Class B Shares
Class C Shares
Institutional Shares
 
Fifth Third Municipal Bond Fund
Class A Shares
Class B Shares
Class C Shares
Institutional Shares
 
Fifth Third Michigan Municipal Bond Fund
Class A Shares
Class B Shares
Class C Shares
Institutional Shares
 
Fifth Third Ohio Municipal Bond Fund
Class A Shares
Class B Shares
Class C Shares
Institutional Shares
 
Fifth Third Municipal Money Market Fund
Institutional Shares
Select Shares
Preferred Shares
Trust Shares
Class A Shares
 
Fifth Third Michigan Municipal Money Market Fund
Institutional Shares
Class A Shares
 

Each Share is entitled to one vote and fractional shares have proportionate voting rights.
To the knowledge of the Fifth Third Trust’s management, as of                               , 2008, the following entities held beneficially or of record more than 5% of each Fifth Third Funds’ outstanding share classes:

[TO COME]

Officers and Trustees of the Fifth Third Trust own less than 1% of each class of each Fifth Third Fund’s outstanding shares.
To Knowledge of the Federated Trust’s management, as of                                  , 2008, the following entities held beneficially or of record more than 5% of each Federated Funds outstanding share classes:

[TO COME]

Officers and Trustees own less than 1% of each class of each Federated Fund’s outstanding shares.

Shareholders owning 25% or more of outstanding shares may be in control of the Fund at which they are a shareholder and be able to effect the outcome of certain matters presented for a vote of shareholders.

OTHER MATTERS AND DISCRETION OF ATTORNEYS NAMED IN THE PROXY
 
No business other than the matters described above is expected to come before the Special Meeting, but should any other matter requiring a vote of shareholders arise, including any question as to an adjournment or postponement of the Special Meeting, the persons named on the enclosed proxy card will vote on such matters according to their best judgment in the interests of the Fifth Third Funds.

SHAREHOLDERS ARE REQUESTED TO COMPLETE, DATE AND SIGN THE ENCLOSED PROXY CARD AND RETURN IT IN THE ENCLOSED ENVELOPE, WHICH NEEDS NO POSTAGE IF MAILED IN THE UNITED STATES.
 
                                                                                                 
                                        [Name]
[Title]
Fifth Third Funds

 
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ANNEX A-1
 
FORM OF AGREEMENT AND PLAN OF REORGANIZATION
 
THIS AGREEMENT AND PLAN OF REORGANIZATION (the “Agreement”) is made as of this 26th day of September, 2008, by and between INTERMEDIATE MUNICIPAL TRUST a Massachusetts business trust, with its principal place of business at 5800 Corporate Drive, Pittsburgh, PA, 15237 (the “Federated Trust”), with respect to its Federated Intermediate Municipal Trust (the “Acquiring Fund”), a series of the Federated Trust, and FIFTH THIRD FUNDS, a Massachusetts business trust, with its principal place of business at 38 Fountain Square Plaza, Cincinnati, Ohio 45263 (the “Trust”), with respect to its Fifth Third Intermediate Municipal Bond Fund, a series of the Trust (“Acquired Fund” and, collectively with the Acquiring Fund, the “Funds”).
 
This Agreement is intended to be, and is adopted as, a plan of reorganization within the meaning of Section 368 of the United States Internal Revenue Code of 1986, as amended (the “Code”) and the Treasury Regulations promulgated thereunder. The reorganization will consist of: (i) the transfer of all of the assets of the Acquired Fund in exchange for Institutional Shares, no par value per share, of the Acquiring Fund (“Acquiring Fund Shares”); (ii) the distribution of Institutional Shares of the Acquiring Fund to the holders of Class A Shares, Class B Shares, Class C Shares and Institutional Shares of the Acquired Fund; and (iii) the liquidation of the Acquired Fund as provided herein, all upon the terms and conditions set forth in this Agreement (the “Reorganization”).
 
WHEREAS, the Acquiring Fund and the Acquired Fund are separate series of the Federated Trust and the Trust, respectively, and the Federated Trust and the Trust are open-end, registered management investment companies and the Acquired Fund owns securities that generally are assets of the character in which the Acquiring Fund is permitted to invest;
 
WHEREAS, the Acquiring Fund and the Acquired Fund are authorized to issue their shares of beneficial interests;
 
WHEREAS, the Trustees of the Federated Trust have determined that the Reorganization, with respect to the Acquiring Fund, is in the best interests of the Acquiring Fund and that the interests of the existing shareholders of the Acquiring Fund will not be diluted as a result of the Reorganization;
 
WHEREAS, the Trustees of the Trust have determined that the Reorganization, with respect to the Acquired Fund, is in the best interests of the Acquired Fund and that the interests of the existing shareholders of the Acquired Fund will not be diluted as a result of the Reorganization;
 
NOW, THEREFORE, in consideration of the premises and of the covenants and agreements hereinafter set forth, the parties hereto covenant and agree as follows:
 
ARTICLE I
 
TRANSFER OF ASSETS OF THE ACQUIRED FUND IN EXCHANGE FOR ACQUIRING FUND SHARES AND LIQUIDATION OF THE ACQUIRED FUND
 
1.1 THE EXCHANGE. Subject to the terms and conditions contained herein and on the basis of the representations and warranties contained herein, the Acquired Fund agrees to transfer all of its assets, as set forth in paragraph 1.2, to the Acquiring Fund. In exchange, the Acquiring Fund agrees: (i) to deliver to the Acquired Fund the number of each class of full and fractional Acquiring Fund Shares, determined by (a) multiplying the shares outstanding of each class of shares of the Acquired Fund (the “Acquired Fund Shares”) by (b) the ratio computed by dividing (x) the net asset value per share of such class of Acquired Fund Shares by (y) the net asset value per share of the corresponding class of Acquiring Fund Shares computed in the manner and as of the time and date set forth in paragraph 2.2. Holders of the Class A Shares, Class B Shares, Class C Shares and Institutional Shares of the Acquired Fund will receive Institutional Shares of the Acquiring Fund. Such transactions shall take place at the closing on the Closing Date provided for in paragraph 3.1.
 
1.2 ASSETS TO BE ACQUIRED. The assets of the Acquired Fund to be acquired by the Acquiring Fund shall consist of property having a value equal to the total net assets of the Acquired Fund, including, without limitation, cash, securities, commodities, interests in futures and dividends or interest receivable, owned by the Acquired Fund. The assets acquired by the Acquiring Fund shall not include any deferred or prepaid expenses shown as an asset on the books of the Acquired Fund on the Closing Date, and shall be excluded from the Valuation of Assets under paragraph 2.1 and the corresponding calculation of net asset value per share of each class of the Acquired Fund Shares under this Agreement.
 
The Acquired Fund has provided the Acquiring Fund with its most recent audited financial statements, which contain a list of all of the Acquired Fund’s assets as of the date of such statements. The Acquired Fund hereby represents that as of the date of the execution of this Agreement, there have been no changes in its financial position as reflected in such financial statements other than those occurring in the ordinary course of business in connection with the purchase and sale of securities, the issuance and redemption of Acquired Fund Shares and the payment of normal operating expenses, dividends and capital gains distributions.
 
1.3 LIABILITIES TO BE DISCHARGED. The Acquired Fund will discharge all of its liabilities and obligations prior to the Closing Date.
 
1.4 LIQUIDATION AND DISTRIBUTION. On or as soon after the Closing Date as is conveniently practicable: (a) the Acquired Fund will distribute in complete liquidation of the Acquired Fund, pro rata to its shareholders of record, determined as of the close of business on the Closing Date (the “Acquired Fund Shareholders”), all of the Acquiring Fund Shares received by the Acquired Fund pursuant to paragraph 1.1; and (b) the Acquired Fund will thereupon proceed to dissolve and terminate as set forth in paragraph 1.8 below. Such distribution will be accomplished by the transfer of Acquiring Fund Shares credited to the account of the Acquired Fund on the books of the Acquiring Fund to open accounts on the share records of the Acquiring Fund in the name of the Acquired Fund Shareholders, and representing the respective pro rata number of Acquiring Fund Shares due such shareholders. All issued and outstanding Acquired Fund Shares will simultaneously be canceled on the books of the Acquired Fund. The Acquiring Fund shall not issue certificates representing Acquiring Fund Shares in connection with such transfer. After the Closing Date, the Acquired Fund shall not conduct any business except in connection with its termination.
 
1.5 OWNERSHIP OF SHARES. Ownership of Acquiring Fund Shares will be shown on the books of the Acquiring Fund’s transfer agent. Acquiring Fund Shares will be issued simultaneously to the Acquired Fund, in an amount equal in value to the aggregate net asset value of the Acquired Fund Shares, to be distributed to Acquired Fund Shareholders.
 
1.6 TRANSFER TAXES. Any transfer taxes payable upon the issuance of Acquiring Fund Shares in a name other than the registered holder of the Acquired Fund Shares on the books of the Acquired Fund as of that time shall, as a condition of such issuance and transfer, be paid by the person to whom such Acquiring Fund Shares are to be issued and transferred.
 
1.7 REPORTING RESPONSIBILITY. Any reporting responsibility of the Acquired Fund is and shall remain the responsibility of the Acquired Fund.
 
1.8 TERMINATION. The Acquired Fund shall be terminated promptly following the Closing Date and the making of all distributions pursuant to paragraph 1.4.
 
1.9 BOOKS AND RECORDS. All books and records of the Acquired Fund, including all books and records required to be maintained under the Investment Company Act of 1940 (the “1940 Act”), and the rules and regulations thereunder, shall be available to the Acquiring Fund from and after the Closing Date and shall be turned over to the Acquiring Fund as soon as practicable following the Closing Date.
 
1.10 SALES CHARGES. Shareholders of the Institutional Shares of the Acquired Fund as of the Closing Date shall not be subject to any front end or contingent deferred sales load of the Acquiring Fund on shares received on the Closing Date or on purchases of the same class of shares of the Acquiring Fund as those received on the Closing Date.
 
ARTICLE II
 
VALUATION
 
2.1 VALUATION OF ASSETS. The value of the Acquired Fund’s assets to be acquired by the Acquiring Fund hereunder shall be the value of such assets at the closing on the Closing Date, using the valuation procedures set forth in the Federated Trust’s Declaration of Trust and the Acquiring Fund’s then current prospectus and statement of additional information or such other valuation procedures as shall be mutually agreed upon by the parties.
 
2.2 VALUATION OF SHARES. The net asset value per share of each class of Acquiring Fund Shares shall be the net asset value per share of such class of Acquiring Fund Shares computed at the closing on the Closing Date, using the valuation procedures set forth in the Federated Trust’s Declaration of Trust and the Acquiring Fund’s then current prospectus and statement of additional information, or such other valuation procedures as shall be mutually agreed upon by the parties.
 
2.3 SHARES TO BE ISSUED. The number of each class of Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund’s assets, shall be determined by (a) multiplying the shares outstanding of each class of Acquired Fund Shares by (b) the ratio computed by (x) dividing the net asset value per share of such class of Acquired Fund Share by (y) the net asset value per share of the corresponding class of Acquiring Fund Shares determined in accordance with paragraph 2.2.
 
2.4 DETERMINATION OF VALUE. All computations of value shall be made by State Street Bank and Trust Company, on behalf of the Acquiring Fund and the Acquired Fund.
 
ARTICLE III
 
CLOSING AND CLOSING DATE
 
3.1 CLOSING DATE. The closing shall occur on or about November 21, 2008, or such other date(s) as the parties may agree to in writing (the “Closing Date”). All acts taking place at the closing shall be deemed to take place at 4:00 p.m. Eastern Time on the Closing Date unless otherwise provided herein. The closing shall be held at the offices of Federated Services Company, 1001 Liberty Avenue, Pittsburgh, Pennsylvania 15222-3779, or at such other time and/or place as the parties may agree. 
 
3.2 CUSTODIAN’S CERTIFICATE. State Street Bank and Trust Company, as custodian for the Acquired Fund (the “Custodian”), shall deliver at the Closing a certificate of an authorized officer stating that: (a) the Acquired Fund’s portfolio securities, cash, and any other assets have been delivered in proper form to the Acquiring Fund on the Closing Date; and (b) all necessary taxes including all applicable federal and state stock transfer stamps, if any, shall have been paid, or provision for payment shall have been made, in conjunction with the delivery of portfolio securities by the Acquired Fund.
 
3.3 EFFECT OF SUSPENSION IN TRADING. In the event that on the scheduled Closing Date, either: (a) the NYSE or another primary exchange on which the portfolio securities of the Acquiring Fund or the Acquired Fund are purchased or sold, shall be closed to trading or trading on such exchange shall be restricted; or (b) trading or the reporting of trading on the NYSE or elsewhere shall be disrupted so that accurate appraisal of the value of the net assets of the Acquiring Fund or the Acquired Fund is impracticable, the Closing Date shall be postponed until the first business day after the day when trading is fully resumed and reporting is restored.
 
3.4 TRANSFER AGENT’S CERTIFICATE. Boston Financial Data Financial Services, Inc., as transfer agent for the Acquired Fund as of the Closing Date, shall deliver at the Closing a certificate of an authorized officer stating that its records contain the names and addresses of Acquired Fund Shareholders, and the number and percentage ownership of outstanding shares owned by each such shareholder immediately prior to the Closing. The Acquiring Fund shall issue and deliver, or cause Boston Financial Data Services, Inc., its transfer agent, to issue and deliver, a confirmation evidencing Acquiring Fund Shares to be credited on the Closing Date to the Secretary of the Trust or provide evidence satisfactory to the Acquired Fund that the Acquiring Fund Shares have been credited to the Acquired Fund’s account on the books of the Acquiring Fund. At the Closing, each party shall deliver to the other such bills of sale, checks, assignments, share certificates, receipts and other documents, if any, as such other party or its counsel may reasonably request.
 
ARTICLE IV
 
REPRESENTATIONS AND WARRANTIES
 
4.1 REPRESENTATIONS OF THE ACQUIRED FUND. The Trust, on behalf of the Acquired Fund, represents and warrants to the Federated Trust, on behalf of the Acquiring Fund, as follows:
 
 
a)
The Acquired Fund is a legally designated, separate series of a business trust duly organized, validly existing, and in good standing under the laws of the Commonwealth of Massachusetts. The Trust is registered as an open-end management investment company under the 1940 Act, and the Trust’s registration with the Securities and Exchange Commission (the “Commission”) as an investment company under the 1940 Act is in full force and effect.
 
 
b)
The current prospectus and statement of additional information of the Acquired Fund conform in all material respects to the applicable requirements of the Securities Act of 1933 (the “1933 Act”) and the 1940 Act, and the rules and regulations thereunder, and do not include any untrue statement of a material fact or omit to state any material fact required to be stated or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading.
 
 
c)
The Acquired Fund is not, and the execution, delivery, and performance of this Agreement Declaration of Trust or By-Laws or of any material agreement, indenture, instrument, contract, lease, or other undertaking to which the Acquired Fund is a party or by which it is bound.
 
 
d)
The Acquired Fund has no material contracts or other commitments (other than this Agreement) that will be terminated with liability to it before the Closing Date, except for liabilities, if any, to be discharged as provided in paragraph 1.3 hereof.
 
 
e)
Except as otherwise disclosed in writing to and accepted by the Acquiring Fund, no litigation, administrative proceeding, or investigation of or before any court or governmental body is presently pending or to its knowledge threatened against the Acquired Fund or any of its properties or assets, which, if adversely determined, would materially and adversely affect its financial condition, the conduct of its business, or the ability of the Acquired Fund to carry out the transactions contemplated by this Agreement. The Acquired Fund knows of no facts that might form the basis for the institution of such proceedings and is not a party to or subject to the provisions of any order, decree, or judgment of any court or governmental body that materially and adversely affects its business or its ability to consummate the transactions contemplated herein.
 
 
f)
The audited financial statements of the Acquired Fund as of July 31 2007, and for the fiscal year then ended have been prepared in accordance with generally accepted accounting principles, and such statements (copies of which have been furnished to the Acquiring Fund) fairly reflect the financial condition of the Acquired Fund as of such date, and there are no known contingent liabilities of the Acquired Fund as of such date that are not disclosed in such statements.
 
 
g)
The unaudited financial statements of the Acquired Fund as of January 31, 2008, and for the six months then ended have been prepared in accordance with generally accepted accounting principles, and such statements (copies of which have been furnished to the Acquiring Fund) fairly reflect the financial condition of the Acquired Fund as of such date, and there are no known contingent liabilities of the Acquired Fund as of such date that are not disclosed in such statements.
 
 
h)
Since the date of the financial statements referred to in paragraph (g) above, there have been no material adverse changes in the Acquired Fund’s financial condition, assets, liabilities or business (other than changes occurring in the ordinary course of business), or any incurrence by the Acquired Fund of indebtedness maturing more than one year from the date such indebtedness was incurred, except as otherwise disclosed to and accepted by the Acquiring Fund. For the purposes of this paragraph h, a decline in the net asset value of the Acquired Fund shall not constitute a material adverse change.
 
 
i)
As of the date hereof, except as previously disclosed to the Acquiring Fund in writing, and except as have been corrected as required by applicable law, and to the best of the Acquired Fund’s knowledge, there have been no material miscalculations of the net asset value of the Acquired Fund or the net asset value per share of any class of shares during the twelve-month period preceding the date hereof and preceding the Closing Date, and all such calculations have been made in accordance with the applicable provisions of the 1940 Act.
 
 
j)
The minute books and other similar records of the Acquired Fund as made available to the Acquiring Fund prior to the execution of this Agreement contain a true and complete record of all action taken at all meetings and by all written consents in lieu of meetings of the shareholders of the Acquired Fund and of the Acquired Fund, the Acquired Fund’s Board of Trustees and committees of the Acquired Fund’s Board of Trustees. The stock transfer ledgers and other similar records of the Acquired Fund as made available to the Acquiring Fund prior to the execution of this Agreement, and as existing on the Closing Date, accurately reflect all record transfers prior to the execution of this Agreement, or the Closing Date, as applicable, in the shares of the Acquired Fund.
 
 
k)
The Acquired Fund has maintained, or caused to be maintained on its behalf, all books and records required of a registered investment company in compliance with the requirements of Section 31 of the 1940 Act and rules thereunder.
 
 
l)
All federal and other tax returns and reports of the Acquired Fund required by law to be filed, have been filed, and all federal and other taxes shown due on such returns and reports have been paid, or provision shall have been made for the payment thereof. To the best of the Acquired Fund’s knowledge, no such return is currently under audit, and no assessment has been asserted with respect to such returns.
 
 
m)
All issued and outstanding shares of the Acquired Fund are duly and validly issued and outstanding, fully paid and non-assessable by the Acquired Fund. All of the issued and outstanding shares of the Acquired Fund will, at the time of the Closing Date, be held by the persons and in the amounts set forth in the records of the Acquired Fund’s transfer agent as provided in paragraph 3.4. The Acquired Fund has no outstanding options, warrants, or other rights to subscribe for or purchase any of the Acquired Fund Shares, and has no outstanding securities convertible into any of the Acquired Fund Shares.
 
 
n)
At the Closing Date, the Acquired Fund will have good and marketable title to the Acquired Fund’s assets to be transferred to the Acquiring Fund pursuant to paragraph 1.2, and full right, power, and authority to sell, assign, transfer, and deliver such assets hereunder, free of any lien or other encumbrance, except those liens or encumbrances to which the Acquiring Fund has received notice, and, upon delivery and payment for such assets, and the filing of any articles, certificates or other documents under the laws of the Commonwealth of Massachusetts, the Acquiring Fund will acquire good and marketable title, subject to no restrictions on the full transfer of such assets, other than such restrictions as might arise under the 1933 Act, and other than as disclosed to and accepted by the Acquiring Fund.
 
 
o)
The execution, delivery and performance of this Agreement have been duly authorized by all necessary action on the part of the Acquired Fund. Subject to approval by the Acquired Fund Shareholders, this Agreement constitutes a valid and binding obligation of the Acquired Fund, enforceable in accordance with its terms, subject as to enforcement, to bankruptcy, insolvency, reorganization, moratorium, and other laws relating to or affecting creditors’ rights and to general equity principles.
 
 
p)
The information to be furnished by the Acquired Fund for use in no-action letters, applications for orders, registration statements, proxy materials, and other documents that may be necessary in connection with the transactions contemplated herein shall be accurate and complete in all material respects and shall comply in all material respects with federal securities and other applicable laws and regulations.
 
 
q)
From the effective date of the Registration Statement (as defined in paragraph 5.7), through the time of the meeting of the Acquired Fund Shareholders and on the Closing Date, any written information furnished by the Trust with respect to the Acquired Fund for use in the Proxy Materials (as defined in paragraph 5.7), or any other materials provided in connection with the Reorganization, does not and will not contain any untrue statement of a material fact or omit to state a material fact required to be stated or necessary to make the statements, in light of the circumstances under which such statements were made, not misleading.
 
 
r)
The Acquired Fund has qualified and elected to be treated as a “regulated investment company” under the Code (a “RIC”), as of and since its first taxable year; and qualifies and will continue to qualify as a RIC under the Code for its taxable year ending upon its liquidation.
 
 
s)
No governmental consents, approvals, authorizations or filings are required under the 1933 Act, the Securities Exchange Act of 1934 (the “1934 Act”), the 1940 Act or Massachusetts law for the execution of this Agreement by the Trust, for itself and on behalf of the Acquired Fund, except for the effectiveness of the Registration Statement, and the filing of any articles, certificates or other documents that may be required under Massachusetts law, and except for such other consents, approvals, authorizations and filings as have been made or received, and such consents, approvals, authorizations and filings as may be required subsequent to the Closing Date, it being understood, however, that this Agreement and the transactions contemplated herein must be approved by the shareholders of the Acquired Fund as described in paragraph 5.2.
 
4.2 REPRESENTATIONS OF THE ACQUIRING FUND. The Federated Trust, on behalf of the Acquiring Fund, represents and warrants to the Trust, on behalf of the Acquired Fund, as follows:
 
 
a)
The Acquiring Fund is a separate series of a business trust, duly organized, validly existing and in good standing under the laws of the Commonwealth of Massachusetts.
 
 
b)
The Federated Trust is registered as an open-end management investment company under the 1940 Act, and the Federated Trust’s registration with the Commission as an investment company under the 1940 Act is in full force and effect.
 
 
c)
The current prospectus and statement of additional information of the Acquiring Fund conform in all material respects to the applicable requirements of the 1933 Act and the 1940 Act and the rules and regulations thereunder, and do not include any untrue statement of a material fact or omit to state any material fact required to be stated or necessary to make such statements therein, in light of the circumstances under which they were made, not misleading.
 
 
d)
The Acquiring Fund is not, and the execution, delivery and performance of this Agreement will not, result in a violation of the Federated Trust’s Declaration of Trust or By-Laws or of any material agreement, indenture, instrument, contract, lease, or other undertaking to which the Acquiring Fund is a party or by which it is bound.
 
 
e)
Except as otherwise disclosed in writing to and accepted by the Acquired Fund, no litigation, administrative proceeding or investigation of or before any court or governmental body is presently pending or to its knowledge threatened against the Acquiring Fund or any of its properties or assets, which, if adversely determined, would materially and adversely affect its financial condition, the conduct of its business or the ability of the Acquiring Fund to carry out the transactions contemplated by this Agreement. The Acquiring Fund knows of no facts that might form the basis for the institution of such proceedings and it is not a party to or subject to the provisions of any order, decree, or judgment of any court or governmental body that materially and adversely affects its business or its ability to consummate the transaction contemplated herein.
 
 
f)
The financial statements of the Acquiring Fund as of May 31, 2008 and for the fiscal year then ended have been prepared in accordance with generally accepted accounting principles, and such statements (copies of which have been furnished to the Acquired Funds) fairly reflect the financial condition of the Acquiring Fund as of such date, and there are no known contingent liabilities of the Acquiring Fund as of such date that are not disclosed in such statements.
 
 
g)
Since the date of the financial statements referred to in paragraph (f) above, there have been no material adverse changes in the Acquiring Fund’s financial condition, assets, liabilities or business (other than changes occurring in the ordinary course of business), or any incurrence by the Acquiring Fund of indebtedness maturing more than one year from the date such indebtedness was incurred, except as otherwise disclosed to and accepted by the Acquired Fund. For the purposes of this paragraph (g), a decline in the net asset value of the Acquiring Fund shall not constitute a material adverse change.
 
 
h)
All federal and other tax returns and reports of the Acquiring Fund required by law to be filed, have been filed, and all federal and other taxes shown due on such returns and reports have been paid, or provision shall have been made for the payment thereof. To the best of the Acquiring Fund’s knowledge, no such return is currently under audit, and no assessment has been asserted with respect to such returns.
 
 
i)
All issued and outstanding Acquiring Fund Shares are duly and validly issued and outstanding, fully paid and non-assessable by the Acquiring Fund. The Acquiring Fund has no outstanding options, warrants, or other rights to subscribe for or purchase any Acquiring Fund Shares, and there are no outstanding securities convertible into any Acquiring Fund Shares.
 
 
j)
The execution, delivery and performance of this Agreement have been duly authorized by all necessary action on the part of the Acquiring Fund, and this Agreement constitutes a valid and binding obligation of the Acquiring Fund, enforceable in accordance with its terms, subject as to enforcement, to bankruptcy, insolvency, reorganization, moratorium, and other laws relating to or affecting creditors’ rights and to general equity principles.
 
 
k)
Acquiring Fund Shares to be issued and delivered to the Acquired Fund for the account of the Acquired Fund Shareholders pursuant to the terms of this Agreement will, at the Closing Date, have been duly authorized. When so issued and delivered, such shares will be duly and validly issued Acquiring Fund Shares, and will be fully paid and non-assessable.
 
 
l)
The information to be furnished by the Acquiring Fund for use in no-action letters, registration statements, proxy materials, and other documents that may be necessary in connection with the transactions contemplated herein shall be accurate and complete in all material respects and shall comply in all material respects with federal securities and other laws and regulations.
 
 
m)
From the effective date of the Registration Statement (as defined in paragraph 5.7), through the time of the meeting of the Acquired Fund Shareholders and on the Closing Date, any written information furnished by the Federated Trust with respect to the Acquiring Fund for use in the Proxy Materials (as defined in paragraph 5.7), or any other materials provided in connection with the Reorganization, does not and will not contain any untrue statement of a material fact or omit to state a material fact required to be stated or necessary to make the statements, in light of the circumstances under which such statements were made, not misleading.
 
 
n)
The Acquiring Fund has qualified and elected to be treated as a RIC under the Code as of and since its first taxable year; and qualifies and shall continue to qualify as a RIC under the Code for its current taxable year.
 
 
o)
No governmental consents, approvals, authorizations or filings are required under the 1933 Act, the 1934 Act, the 1940 Act or Massachusetts law for the execution of this Agreement by the Federated Trust, for itself and on behalf of the Acquiring Fund, or the performance of the Agreement by the Federated Trust, for itself and on behalf of the Acquiring Fund, except for the effectiveness of the Registration Statement, and the filing of any articles, certificates or other documents that may be required under Massachusetts law, and such other consents, approvals, authorizations and filings as have been made or received, and except for such consents, approvals, authorizations and filings as may be required subsequent to the Closing Date.
 
 
p)
The Acquiring Fund agrees to use all reasonable efforts to obtain the approvals and authorizations required by the 1933 Act, the 1940 Act, and any state Blue Sky or securities laws as it may deem appropriate in order to continue its operations after the Closing Date.
 
ARTICLE V
 
COVENANTS OF THE ACQUIRING FUND AND THE ACQUIRED FUND
 
5.1 OPERATION IN ORDINARY COURSE. The Acquiring Fund and the Acquired Fund will each operate its respective business in the ordinary course between the date of this Agreement and the Closing Date, it being understood that such ordinary course of business will include customary dividends and shareholder purchases and redemptions.
 
5.2 APPROVAL OF SHAREHOLDERS. The Trust will call a special meeting of the Acquired Fund Shareholders to consider and act upon this Agreement and to take all other appropriate action necessary to obtain approval of the transactions contemplated herein.
 
5.3 INVESTMENT REPRESENTATION. The Acquired Fund covenants that the Acquiring Fund Shares to be issued pursuant to this Agreement are not being acquired for the purpose of making any distribution, other than in connection with the Reorganization and in accordance with the terms of this Agreement.
 
5.4 ADDITIONAL INFORMATION. The Acquired Fund will assist the Acquiring Fund in obtaining such information as the Acquiring Fund reasonably requests concerning the beneficial ownership of the Acquired Fund’s shares.
 
5.5 FURTHER ACTION. Subject to the provisions of this Agreement, the Acquiring Fund and the Acquired Fund will each take or cause to be taken, all action, and do or cause to be done, all things reasonably necessary, proper or advisable to consummate and make effective the transactions contemplated by this Agreement, including any actions required to be taken after the Closing Date.
 
5.6 STATEMENT OF EARNINGS AND PROFITS. As promptly as practicable, but in any case within sixty days after the Closing Date, the Acquired Fund shall furnish the Acquiring Fund, in such form as is reasonably satisfactory to the Acquiring Fund, a statement of the earnings and profits of the Acquired Fund for federal income tax purposes that will be carried over by the Acquiring Fund as a result of Section 381 of the Code, and which will be certified by the Trust’s Treasurer.
 
5.7 PREPARATION OF REGISTRATION STATEMENT AND SCHEDULE 14A PROXY STATEMENT. The Federated Trust will prepare and file with the Commission a registration statement on Form N-14 relating to the Acquiring Fund Shares to be issued to shareholders of the Acquired Fund (the “Registration Statement”). The Registration Statement on Form N-14 shall include a proxy statement and a prospectus of the Acquiring Fund relating to the transaction contemplated by this Agreement. The Registration Statement shall be in compliance with the 1933 Act, the 1934 Act and the 1940 Act, as applicable. Each party will provide the other party with the materials and information necessary to prepare the registration statement on Form N-14 (the “Proxy Materials”), for inclusion therein, in connection with the meeting of the Acquired Fund’s Shareholders to consider the approval of this Agreement and the transactions contemplated herein.
 
5.8  On or before the Closing Date, the Acquired Fund shall have declared and paid a dividend or dividends which, together with all previous such dividends, shall have the effect of distributing to its shareholders all of the Acquired Fund’s investment company taxable income (computed without regard to any deduction for dividends paid), if any, plus the excess, if any, of its interest income excludible from gross income under Section 103(a) of the Code over its deductions disallowed under Sections 265 and 171(a)(2) of the Code for all taxable periods or years ending on or before the Closing Date, and all of its net capital gains realized (after reduction for any capital loss carry forward), if any, in all taxable periods or years ending on or before the Closing Date.
 
ARTICLE VI
 
CONDITIONS PRECEDENT TO OBLIGATIONS OF THE ACQUIRED FUND
 
The obligations of the Acquired Fund to consummate the transactions provided for herein shall be subject, at its election, to the performance by the Acquiring Fund of all the obligations to be performed by the Acquiring Fund pursuant to this Agreement on or before the Closing Date, and, in addition, subject to the following conditions:
 
All representations, covenants, and warranties of the Acquiring Fund contained in this Agreement shall be true and correct in all material respects as of the date hereof and as of the Closing Date, with the same force and effect as if made on and as of the Closing Date. The Acquiring Fund shall have delivered to the Acquired Fund a certificate executed in the Acquiring Fund’s name by the Federated Trust’s President or Vice President and its Treasurer or Assistant Treasurer, in form and substance satisfactory to the Acquired Fund and dated as of the Closing Date, to such effect and as to such other matters as the Acquired Fund shall reasonably request.
 
ARTICLE VII
 
CONDITIONS PRECEDENT TO OBLIGATIONS OF THE ACQUIRING FUND
 
The obligations of the Acquiring Fund to consummate the transactions provided for herein shall be subject, at its election, to the performance by the Acquired Fund of all the obligations to be performed by the Acquired Fund pursuant to this Agreement, on or before the Closing Date and, in addition, shall be subject to the following conditions:
 
All representations, covenants, and warranties of the Acquired Fund contained in this Agreement shall be true and correct in all material respects as of the date hereof and as of the Closing Date, with the same force and effect as if made on and as of such Closing Date. The Acquired Fund shall have delivered to the Acquiring Fund on such Closing Date a certificate executed in the Acquired Fund’s name by the Trust’s President or Vice President and the Treasurer or Assistant Treasurer, in form and substance satisfactory to the Acquiring Fund and dated as of such Closing Date, to such effect and as to such other matters as the Acquiring Fund shall reasonably request.
 
The Acquired Fund shall have delivered to the Acquiring Fund a statement of the Acquired Fund’s assets and liabilities, together with a list of the Acquired Fund’s portfolio securities showing the tax costs of such securities by lot and the holding periods of such securities, as of the Closing Date, certified by the Treasurer of the Trust.
 
ARTICLE VIII
 
FURTHER CONDITIONS PRECEDENT TO OBLIGATIONS OF THE
ACQUIRING FUND AND ACQUIRED FUND
 
If any of the conditions set forth below do not exist on or before the Closing Date with respect to the Acquired Fund or the Acquiring Fund, the other party to this Agreement shall, at its option, not be required to consummate the transactions contemplated by this Agreement:
 
8.1 This Agreement and the transactions contemplated herein, with respect to the Acquired Fund, shall have been approved by the requisite vote of the holders of the outstanding shares of the Acquired Fund in accordance with applicable law and the provisions of the Trust’s Declaration of Trust and By-Laws. Certified copies of the resolutions evidencing such approval shall have been delivered to the Acquiring Fund. Notwithstanding anything herein to the contrary, neither the Acquiring Fund nor the Acquired Fund may waive the conditions set forth in this paragraph 8.1.
 
8.2 On the Closing Date, the Commission shall not have issued an unfavorable report under Section 25(b) of the 1940 Act, or instituted any proceeding seeking to enjoin the consummation of the transactions contemplated by this Agreement under Section 25(c) of the 1940 Act. Furthermore, no action, suit or other proceeding shall be threatened or pending before any court or governmental agency in which it is sought to restrain or prohibit, or obtain damages or other relief in connection with this Agreement or the transactions contemplated herein.
 
8.3 All required consents of other parties and all other consents, orders, and permits of federal, state and local regulatory authorities (including those of the Commission and of State securities authorities, including any necessary “no-action” positions and exemptive orders from such federal and state authorities) to permit consummation of the transactions contemplated herein shall have been obtained, except where failure to obtain any such consent, order, or permit would not involve a risk of a material adverse effect on the assets or properties of the Acquiring Fund or the Acquired Fund, provided that either party hereto may waive any such conditions for itself.
 
8.4 The Registration Statement shall have become effective under the 1933 Act, and no stop orders suspending the effectiveness thereof shall have been issued. To the best knowledge of the parties to this Agreement, no investigation or proceeding for that purpose shall have been instituted or be pending, threatened or contemplated under the 1933 Act.
 
8.5 The parties shall have received an opinion of Reed Smith LLP to the effect that for federal income tax purposes:
 
 
a)
The transfer of all of the Acquired Fund’s assets to the Acquiring Fund solely in exchange for Acquiring Fund Shares (followed by the distribution of Acquiring Fund Shares to the Acquired Fund Shareholders in dissolution and liquidation of the Acquired Fund) will constitute a “reorganization” within the meaning of Section 368(a) of the Code, and the Acquiring Fund and the Acquired Fund will each be a “party to a reorganization” within the meaning of Section 368(b) of the Code.
 
 
b)
No gain or loss will be recognized by the Acquiring Fund upon the receipt of the assets of the Acquired Fund solely in exchange for Acquiring Fund Shares.
 
 
c)
No gain or loss will be recognized by the Acquired Fund upon the transfer of the Acquired Fund’s assets to the Acquiring Fund solely in exchange for Acquiring Fund Shares or upon the distribution (whether actual or constructive) of Acquiring Fund Shares to Acquired Fund Shareholders in exchange for their Acquired Fund Shares.
 
 
d)
No gain or loss will be recognized by any Acquired Fund Shareholder upon the exchange of its Acquired Fund Shares for Acquiring Fund Shares.
 
 
e)
The aggregate tax basis of the Acquiring Fund Shares received by each Acquired Fund Shareholder pursuant to the Reorganization will be the same as the aggregate tax basis of the Acquired Fund Shares held by it immediately prior to the Reorganization. The holding period of Acquiring Fund Shares received by each Acquired Fund Shareholder will include the period during which the Acquired Fund Shares exchanged therefor were held by such shareholder, provided the Acquired Fund Shares are held as capital assets at the time of the Reorganization.
 
 
f)
The tax basis of the Acquired Fund’s assets acquired by the Acquiring Fund will be the same as the tax basis of such assets to the Acquired Fund immediately prior to the Reorganization. The holding period of the assets of the Acquired Fund in the hands of the Acquiring Fund will include the period during which those assets were held by the Acquired Fund.
 
Such opinion shall be based on customary assumptions and such representations Reed Smith LLP may reasonably request, and the Acquired Fund and Acquiring Fund will cooperate to make and certify the accuracy of such representations. The foregoing opinion may state that no opinion is expressed as to the effect of the Reorganization on the Acquiring Fund, the Acquired Fund or any Acquired Fund Shareholder with respect to any asset as to which unrealized gain or loss is required to be recognized for federal income tax purposes at the end of a taxable year (or on the termination or transfer thereof) under a mark-to-market system of accounting. Notwithstanding anything herein to the contrary, neither the Acquiring Fund nor the Acquired Fund may waive the conditions set forth in this paragraph 8.5.
 
ARTICLE IX
 
EXPENSES
 
All fees and expenses associated with the Acquiring Fund’s and Acquired Fund’s participation in the Reorganization contemplated in this Agreement will be paid by Federated Investment Management Company, Fifth Third Asset Management, Inc. and/or their affiliates, as agreed separately among them; provided, however, that Acquiring Fund shall bear expenses associated with the qualification of Acquiring Fund Shares for sale in the various states. Reorganization expenses include, without limitation: (a) expenses associated with the preparation and filing of the Proxy Materials; (b) postage; (c) printing; (d) accounting fees; (e) legal fees incurred by each Fund; (f) solicitation costs of the transaction; and (g) other related administrative or operational costs. Notwithstanding the foregoing, fees and expenses shall in any event be paid by the party directly incurring such fees and expenses if and to the extent that the payment of such fees and expenses by Federated Investment Management Company, Fifth Third Asset Management, Inc. and/or their affiliates would result in disqualification of such party as a regulated investment company within the meaning of Section 851 of the Code.
 
ARTICLE X
 
ENTIRE AGREEMENT; SURVIVAL OF WARRANTIES
 
10.1 The Federated Trust, on behalf of the Acquiring Fund, and the Trust, on behalf of the Acquired Fund, agree that neither party has made to the other party any representation, warranty and/or covenant not set forth herein, and that this Agreement constitutes the entire agreement between the parties.
 
10.2 Except as specified in the next sentence set forth in this paragraph 10.2, the representations, warranties, and covenants contained in this Agreement or in any document delivered pursuant to or in connection with this Agreement, shall not survive the consummation of the transactions contemplated hereunder. The covenants to be performed after the Closing Date, shall continue in effect beyond the consummation of the transactions contemplated hereunder.
 
ARTICLE XI
 
TERMINATION
 
This Agreement may be terminated by the mutual agreement of the Federated Trust and the Trust In addition, either the Federated Trust or the Trust may at its option terminate this Agreement at or before the Closing Date due to:
 
 
a)
a breach by the other of any representation, warranty, or agreement contained herein to be performed at or before the Closing Date, if not cured within 30 days;
 
 
b)
a condition herein expressed to be precedent to the obligations of the terminating party that has not been met and it reasonably appears that it will not or cannot be met; or
 
 
c)
a determination by a party’s Board of Trustees, as appropriate, that the consummation of the transactions contemplated herein is not in the best interest of the Trust or the Federated Trust , respectively, and notice given to the other party hereto.
 
In the event of any such termination, in the absence of willful default, there shall be no liability for damages on the part of any of the Acquiring Fund, the Acquired Fund, the Federated Trust, the Trust , or their respective Trustees or officers, to the other party or its Trustees or officers.
 
ARTICLE XII
 
AMENDMENTS
 
This Agreement may be amended, modified, or supplemented in such manner as may be mutually agreed upon in writing by the officers of the Trust and the Federated Trust as specifically authorized by their respective Board of Trustees; provided, however, that following the meeting of the Acquired Fund Shareholders called by the Acquired Fund pursuant to paragraph 5.2 of this Agreement, no such amendment may have the effect of changing the provisions for determining the number of Acquiring Fund Shares to be issued to the Acquired Fund Shareholders under this Agreement to the detriment of such shareholders without their further approval.
 
 
 
ARTICLE XIII
 
HEADINGS; COUNTERPARTS; GOVERNING LAW; ASSIGNMENT;
LIMITATION OF LIABILITY
 
The Article and paragraph headings contained in this Agreement are for reference purposes only and shall not affect in any way the meaning or interpretation of this Agreement.
 
This Agreement may be executed in any number of counterparts, each of which shall be deemed an original.
 
This Agreement shall be governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania.
 
This Agreement shall bind and inure to the benefit of the parties hereto and their respective successors and assigns, but, except as provided in this paragraph, no assignment or transfer hereof or of any rights or obligations hereunder shall be made by any party without the written consent of the other party. Nothing herein expressed or implied is intended or shall be construed to confer upon or give any person, firm, or corporation, other than the parties hereto and their respective successors and assigns, any rights or remedies under or by reason of this Agreement.
 
It is expressly agreed that the obligations of the Acquiring Fund hereunder shall not be binding upon any of the Trustees, shareholders, nominees, officers, agents, or employees of the Federated Trust personally, but shall bind only the Trust property of the Acquiring Fund, as provided in the Declaration of Trust of the Federated Trust. The execution and delivery of this Agreement have been authorized by the Trustees of the Federated Trust on behalf of the Acquiring Fund and signed by authorized officers of the Federated Trust, acting as such. Neither the authorization by such Trustees nor the execution and delivery by such officers shall be deemed to have been made by any of them individually or to impose any liability on any of them personally, but shall bind only the Trust property of the Acquiring Fund as provided in the Federated Trust’s Declaration of Trust.
 
It is expressly agreed that the obligations of the Acquired Fund hereunder shall not be binding upon any of the Trustees, shareholders, nominees, officers, agents, or employees of the Trust personally, but shall bind only the Trust property of the Acquired Fund, as provided in the Declaration of Trust of the Trust. The execution and delivery of this Agreement have been authorized by the Trustees of the Trust on behalf of the Acquired Fund and signed by authorized officers of the Trust, acting as such. Neither the authorization by such Trustees nor the execution and delivery by such officers shall be deemed to have been made by any of them individually or to impose any liability on any of them personally, but shall bind only the Trust property of the Acquired Fund as provided in the Trust’s Declaration of Trust.
 
IN WITNESS WHEREOF, the parties have duly executed this Agreement, all as of the date first written above.
 
 
 
INTERMEDIATE MUNICIPAL TRUST
on behalf of its portfolio,
Federated Intermediate Municipal Trust

                                                                                             
John W. McGonigle, Secretary


FIFTH THIRD FUNDS
on behalf of its portfolio,
Fifth Third Intermediate Municipal Bond Fund

                                                                                             
Matthew A. Swendiman, Secretary

 

ANNEX A-2
 
FORM OF AGREEMENT AND PLAN OF REORGANIZATION
 
THIS AGREEMENT AND PLAN OF REORGANIZATION (the “Agreement”) is made as of this 26th day of September, 2008 by and between MONEY MARKET OBLIGATIONS TRUST, a Massachusetts business trust, with its principal place of business at 5800 Corporate Drive, Pittsburgh, PA, 15237 (the “Federated Trust”), with respect to its Municipal Obligations Fund (the “Acquiring Fund”), a series of the Federated Trust, and FIFTH THIRD FUNDS, a Massachusetts business trust, with its principal place of business at 38 Fountain Plaza, Cincinnati, Ohio 45263 (the “Trust”), with respect to its Fifth Third Municipal Money Market Fund, a series of the Trust (“Acquired Fund” and, collectively with the Acquiring Fund, the “Funds”).
 
This Agreement is intended to be, and is adopted as, a plan of reorganization within the meaning of Section 368 of the United States Internal Revenue Code of 1986, as amended (the “Code”) and the Treasury Regulations promulgated thereunder. The reorganization will consist of: (i) the transfer of all of the assets of the Acquired Fund in exchange for Institutional Shares, Institutional Capital Shares and Institutional Service Shares, no par value per share, of the Acquiring Fund (“Acquiring Fund Shares”); (ii) the distribution of Institutional Shares of the Acquiring Fund to the holders of Institutional Shares of the Acquired Fund; the distribution of Institutional Capital Shares of the Acquiring Fund to the holders of Select Shares and Preferred Shares of the Acquired Fund; and the distribution of Institutional Service Shares of the Acquiring Fund to the holders of Trust Shares and Class A Shares of the Acquired Fund; and (iii) the liquidation of the Acquired Fund as provided herein, all upon the terms and conditions set forth in this Agreement (the “Reorganization”).
 
WHEREAS, the Acquiring Fund and the Acquired Fund are separate series of the Federated Trust and the Trust, respectively, and the Federated Trust and the Trust are open-end, registered management investment companies and the Acquired Fund owns securities that generally are assets of the character in which the Acquiring Fund is permitted to invest;
 
WHEREAS, the Acquiring Fund and the Acquired Fund are authorized to issue their shares of beneficial interests;
 
WHEREAS, the Trustees of the Federated Trust have determined that the Reorganization, with respect to the Acquiring Fund, is in the best interests of the Acquiring Fund and that the interests of the existing shareholders of the Acquiring Fund will not be diluted as a result of the Reorganization;
 
WHEREAS, the Trustees of the Trust have determined that the Reorganization, with respect to the Acquired Fund, is in the best interests of the Acquired Fund and that the interests of the existing shareholders of the Acquired Fund will not be diluted as a result of the Reorganization;
 
NOW, THEREFORE, in consideration of the premises and of the covenants and agreements hereinafter set forth, the parties hereto covenant and agree as follows:
 
ARTICLE XIV
 
TRANSFER OF ASSETS OF THE ACQUIRED FUND IN EXCHANGE FOR ACQUIRING FUND SHARES AND LIQUIDATION OF THE ACQUIRED FUND
 
1.1 THE EXCHANGE. Subject to the terms and conditions contained herein and on the basis of the representations and warranties contained herein, the Acquired Fund agrees to transfer all of its assets, as set forth in paragraph 1.2, to the Acquiring Fund. In exchange, the Acquiring Fund agrees: (i) to deliver to the Acquired Fund the number of each class of full and fractional Acquiring Fund Shares, determined by (a) multiplying the shares outstanding of each class of shares of the Acquired Fund (the “Acquired Fund Shares”) by (b) the ratio computed by dividing (x) the net asset value per share of such class of Acquired Fund Shares by (y) the net asset value per share of the corresponding class of Acquiring Fund Shares computed in the manner and as of the time and date set forth in paragraph 2.2. Holders of the Institutional Shares of the Acquired Fund will receive Institutional Shares of the Acquiring Fund, holders of the Select Shares and Preferred Shares of the Acquired Fund will receive Institutional Capital Shares of the Acquiring Fund, and holders of the Trust Shares and Class A Shares of the Acquired Fund will receive Institutional Service Shares of the Acquiring Fund. Such transactions shall take place at the closing on the Closing Date provided for in paragraph 3.1.
 
1.2 ASSETS TO BE ACQUIRED. The assets of the Acquired Fund to be acquired by the Acquiring Fund shall consist of property having a value equal to the total net assets of the Acquired Fund, including, without limitation, cash, securities, commodities, interests in futures and dividends or interest receivable, owned by the Acquired Fund. The assets acquired by the Acquiring Fund shall not include any deferred or prepaid expenses shown as an asset on the books of the Acquired Fund on the Closing Date, and shall be excluded from the Valuation of Assets under Paragraph 2.1 and the corresponding calculation of net asset value per share of each class of the Acquired Fund Shares under this Agreement..
 
The Acquired Fund has provided the Acquiring Fund with its most recent audited financial statements, which contain a list of all of the Acquired Fund’s assets as of the date of such statements. The Acquired Fund hereby represents that as of the date of the execution of this Agreement, there have been no changes in its financial position as reflected in such financial statements other than those occurring in the ordinary course of business in connection with the purchase and sale of securities, the issuance and redemption of Acquired Fund Shares and the payment of normal operating expenses, dividends and capital gains distributions.
 
1.3 LIABILITIES TO BE DISCHARGED. The Acquired Fund will discharge all of its liabilities and obligations prior to the Closing Date.
 
1.4 LIQUIDATION AND DISTRIBUTION. On or as soon after the Closing Date as is conveniently practicable: (a) the Acquired Fund will distribute in complete liquidation of the Acquired Fund, pro rata to its shareholders of record, determined as of the close of business on the Closing Date (the “Acquired Fund Shareholders”), all of the Acquiring Fund Shares received by the Acquired Fund pursuant to paragraph 1.1; and (b) the Acquired Fund will thereupon proceed to dissolve and terminate as set forth in paragraph 1.8 below. Such distribution will be accomplished by the transfer of Acquiring Fund Shares credited to the account of the Acquired Fund on the books of the Acquiring Fund to open accounts on the share records of the Acquiring Fund in the name of the Acquired Fund Shareholders, and representing the respective pro rata number of Acquiring Fund Shares due such shareholders. All issued and outstanding Acquired Fund Shares will simultaneously be canceled on the books of the Acquired Fund. The Acquiring Fund shall not issue certificates representing Acquiring Fund Shares in connection with such transfer. After the Closing Date, the Acquired Fund shall not conduct any business except in connection with its termination.
 
1.5 OWNERSHIP OF SHARES. Ownership of Acquiring Fund Shares will be shown on the books of the Acquiring Fund’s transfer agent. Acquiring Fund Shares will be issued simultaneously to the Acquired Fund, in an amount equal in value to the aggregate net asset value of the Acquired Fund Shares, to be distributed to Acquired Fund Shareholders.
 
1.6 TRANSFER TAXES. Any transfer taxes payable upon the issuance of Acquiring Fund Shares in a name other than the registered holder of the Acquired Fund Shares on the books of the Acquired Fund as of that time shall, as a condition of such issuance and transfer, be paid by the person to whom such Acquiring Fund Shares are to be issued and transferred.
 
1.7 REPORTING RESPONSIBILITY. Any reporting responsibility of the Acquired Fund is and shall remain the responsibility of the Acquired Fund.
 
1.8 TERMINATION. The Acquired Fund shall be terminated promptly following the Closing Date and the making of all distributions pursuant to paragraph 1.4.
 
1.9 BOOKS AND RECORDS. All books and records of the Acquired Fund, including all books and records required to be maintained under the Investment Company Act of 1940 (the “1940 Act”), and the rules and regulations thereunder, shall be available to the Acquiring Fund from and after the Closing Date and shall be turned over to the Acquiring Fund as soon as practicable following the Closing Date.
 
1.10 SALES CHARGES. Shareholders of the Institutional Shares of the Acquired Fund as of the Closing Date shall not be subject to any front end or contingent deferred sales load of the Acquiring Fund on shares received on the Closing Date or on purchases of the same class of shares of the Acquiring Fund as those received on the Closing Date.
 
ARTICLE XV
 
VALUATION
 
2.1 VALUATION OF ASSETS. The value of the Acquired Fund’s assets to be acquired by the Acquiring Fund hereunder shall be the value of such assets at the closing on the Closing Date, using available market quotations (or an appropriate substitute that reflects current market conditions) in accordance with Rule 2a-7(c)(7)(ii)(A)(1) and in accordance with the valuation procedures established under such rule by the Board of Trustees of the Acquiring Fund or such other valuation procedures as shall be mutually agreed upon by the parties.
 
2.2 VALUATION OF SHARES. The net asset value per share of each class of Acquiring Fund Shares shall be the net asset value per share of such class of Acquiring Fund Shares computed at the closing on the Closing Date, using the Amortized Cost Method as defined in Rule 2a-7(a)(2) in accordance with the valuation procedures established under such rule by the Board of Trustees of the Acquiring Fund or such other valuation procedures as shall be mutually agreed upon by the parties.
 
2.3 SHARES TO BE ISSUED. The number of each class of Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund’s assets, shall be determined by (a) multiplying the shares outstanding of each class of the Acquired Fund by (b) the ratio computed by (x) dividing the net asset value per share of such class of Acquired Fund Shares by (y) the net asset value per share of the corresponding class of Acquiring Fund Shares determined in accordance with paragraph 2.2.
 
2.4 DETERMINATION OF VALUE. All computations of value shall be made by State Street Bank and Trust Company, on behalf of the Acquiring Fund and the Acquired Fund.
 
ARTICLE XVI
 
CLOSING AND CLOSING DATE
 
3.1 CLOSING DATE. The closing shall occur on or about November 21, 2008, or such other date(s) as the parties may agree to in writing (the “Closing Date”). All acts taking place at the closing shall be deemed to take place at 4:00 p.m. Eastern Time on the Closing Date unless otherwise provided herein. The closing shall be held at the offices of Federated Services Company, 1001 Liberty Avenue, Pittsburgh, Pennsylvania 15222-3779, or at such other time and/or place as the parties may agree. 
 
3.2 CUSTODIAN’S CERTIFICATE. State Street Bank and Trust Company, as custodian for the Acquired Fund (the “Custodian”), shall deliver at the Closing a certificate of an authorized officer stating that: (a) the Acquired Fund’s portfolio securities, cash, and any other assets have been delivered in proper form to the Acquiring Fund on the Closing Date; and (b) all necessary taxes including all applicable federal and state stock transfer stamps, if any, shall have been paid, or provision for payment shall have been made, in conjunction with the delivery of portfolio securities by the Acquired Fund.
 
3.3 EFFECT OF SUSPENSION IN TRADING. In the event that on the scheduled Closing Date, either: (a) the NYSE or another primary exchange on which the portfolio securities of the Acquiring Fund or the Acquired Fund are purchased or sold, shall be closed to trading or trading on such exchange shall be restricted; or (b) trading or the reporting of trading on the NYSE or elsewhere shall be disrupted so that accurate appraisal of the value of the net assets of the Acquiring Fund or the Acquired Fund is impracticable, the Closing Date shall be postponed until the first business day after the day when trading is fully resumed and reporting is restored.
 
3.4 TRANSFER AGENT’S CERTIFICATE. Boston Financial Data Services, Inc., as transfer agent for the Acquired Fund as of the Closing Date, shall deliver at the Closing a certificate of an authorized officer stating that its records contain the names and addresses of Acquired Fund Shareholders, and the number and percentage ownership of outstanding shares owned by each such shareholder immediately prior to the Closing. The Acquiring Fund shall issue and deliver, or cause Boston Financial Data Services, Inc., its transfer agent, to issue and deliver, a confirmation evidencing Acquiring Fund Shares to be credited on the Closing Date to the Secretary of the Trust or provide evidence satisfactory to the Acquired Fund that the Acquiring Fund Shares have been credited to the Acquired Fund’s account on the books of the Acquiring Fund. At the Closing, each party shall deliver to the other such bills of sale, checks, assignments, share certificates, receipts and other documents, if any, as such other party or its counsel may reasonably request.
 
ARTICLE XVII
 
REPRESENTATIONS AND WARRANTIES
 
4.1 REPRESENTATIONS OF THE ACQUIRED FUND. The Trust, on behalf of the Acquired Fund, represents and warrants to the Federated Trust, on behalf of the Acquiring Fund, as follows:
 
 
t)
The Acquired Fund is a legally designated, separate series of a business trust duly organized, validly existing, and in good standing under the laws of the Commonwealth of Massachusetts. The Trust is registered as an open-end management investment company under the 1940 Act, and the Trust registration with the Securities and Exchange Commission (the “Commission”) as an investment company under the 1940 Act is in full force and effect.
 
 
u)
The current prospectus and statement of additional information of the Acquired Fund conform in all material respects to the applicable requirements of the Securities Act of 1933 (the “1933 Act”) and the 1940 Act, and the rules and regulations thereunder, and do not include any untrue statement of a material fact or omit to state any material fact required to be stated or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading.
 
 
v)
The Acquired Fund is not, and the execution, delivery, and performance of this Agreement (subject to shareholder approval) will not, result in the violation of any provision of the Trust’s Declaration of Trust or By-Laws or of any material agreement, indenture, instrument, contract, lease, or other undertaking to which the Acquired Fund is a party or by which it is bound.
 
 
w)
The Acquired Fund has no material contracts or other commitments (other than this Agreement) that will be terminated with liability to it before the Closing Date, except for liabilities, if any, to be discharged as provided in paragraph 1.3 hereof.
 
 
x)
Except as otherwise disclosed in writing to and accepted by the Acquiring Fund, no litigation, administrative proceeding, or investigation of or before any court or governmental body is presently pending or to its knowledge threatened against the Acquired Fund or any of its properties or assets, which, if adversely determined, would materially and adversely affect its financial condition, the conduct of its business, or the ability of the Acquired Fund to carry out the transactions contemplated by this Agreement. The Acquired Fund knows of no facts that might form the basis for the institution of such proceedings and is not a party to or subject to the provisions of any order, decree, or judgment of any court or governmental body that materially and adversely affects its business or its ability to consummate the transactions contemplated herein.
 
 
y)
The audited financial statements of the Acquired Fund as of July 31, 2007, and for the fiscal year then ended have been prepared in accordance with generally accepted accounting principles, and such statements (copies of which have been furnished to the Acquiring Fund) fairly reflect the financial condition of the Acquired Fund as of such date, and there are no known contingent liabilities of the Acquired Fund as of such date that are not disclosed in such statements.
 
 
z)
The unaudited financial statements of the Acquired Fund as of January 31, 2008, and for the six months then ended have been prepared in accordance with generally accepted accounting principles, and such statements (copies of which have been furnished to the Acquiring Fund) fairly reflect the financial condition of the Acquired Fund as of such date, and there are no known contingent liabilities of the Acquired Fund as of such date that are not disclosed in such statements.
 
 
aa)
Since the date of the financial statements referred to in paragraph (g) above, there have been no material adverse changes in the Acquired Fund’s financial condition, assets, liabilities or business (other than changes occurring in the ordinary course of business), or any incurrence by the Acquired Fund of indebtedness maturing more than one year from the date such indebtedness was incurred, except as otherwise disclosed to and accepted by the Acquiring Fund. For the purposes of this paragraph h, a decline in the net asset value of the Acquired Fund shall not constitute a material adverse change.
 
 
bb)
As of the date hereof, except as previously disclosed to the Acquiring Fund in writing, and except as have been corrected as required by applicable law, and to the best of the Acquired Fund’s knowledge, there have been no material miscalculations of the net asset value of the Acquired Fund or the net asset value per share of any class of shares during the twelve-month period preceding the date hereof and preceding the Closing Date, and all such calculations have been made in accordance with the applicable provisions of the 1940 Act.
 
 
cc)
The minute books and other similar records of the Acquired Fund as made available to the Acquiring Fund prior to the execution of this Agreement contain a true and complete record of all action taken at all meetings and by all written consents in lieu of meetings of the shareholders of the Acquired Fund and of the Acquired Fund, the Acquired Fund’s Board of Trustees and committees of the Acquired Fund’s Board of Trustees. The stock transfer ledgers and other similar records of the Acquired Fund as made available to the Acquiring Fund prior to the execution of this Agreement, and as existing on the Closing Date, accurately reflect all record transfers prior to the execution of this Agreement, or the Closing Date, as applicable, in the shares of the Acquired Fund.
 
 
dd)
The Acquired Fund has maintained, or caused to be maintained on its behalf, all books and records required of a registered investment company in compliance with the requirements of Section 31 of the 1940 Act and rules thereunder.
 
 
ee)
All federal and other tax returns and reports of the Acquired Fund required by law to be filed, have been filed, and all federal and other taxes shown due on such returns and reports have been paid, or provision shall have been made for the payment thereof. To the best of the Acquired Fund’s knowledge, no such return is currently under audit, and no assessment has been asserted with respect to such returns.
 
 
ff)
All issued and outstanding shares of the Acquired Fund are duly and validly issued and outstanding, fully paid and non-assessable by the Acquired Fund. All of the issued and outstanding shares of the Acquired Fund will, at the time of the Closing Date, be held by the persons and in the amounts set forth in the records of the Acquired Fund’s transfer agent as provided in paragraph 3.4. The Acquired Fund has no outstanding options, warrants, or other rights to subscribe for or purchase any of the Acquired Fund Shares, and has no outstanding securities convertible into any of the Acquired Fund Shares.
 
 
gg)
At the Closing Date, the Acquired Fund will have good and marketable title to the Acquired Fund’s assets to be transferred to the Acquiring Fund pursuant to paragraph 1.2, and full right, power, and authority to sell, assign, transfer, and deliver such assets hereunder, free of any lien or other encumbrance, except those liens or encumbrances to which the Acquiring Fund has received notice, and, upon delivery and payment for such assets, and the filing of any articles, certificates or other documents under the laws of the Commonwealth of Massachusetts, the Acquiring Fund will acquire good and marketable title, subject to no restrictions on the full transfer of such assets, other than such restrictions as might arise under the 1933 Act, and other than as disclosed to and accepted by the Acquiring Fund.
 
 
hh)
The execution, delivery and performance of this Agreement have been duly authorized by all necessary action on the part of the Acquired Fund. Subject to approval by the Acquired Fund Shareholders, this Agreement constitutes a valid and binding obligation of the Acquired Fund, enforceable in accordance with its terms, subject as to enforcement, to bankruptcy, insolvency, reorganization, moratorium, and other laws relating to or affecting creditors’ rights and to general equity principles.
 
 
ii)
The information to be furnished by the Acquired Fund for use in no-action letters, applications for orders, registration statements, proxy materials, and other documents that may be necessary in connection with the transactions contemplated herein shall be accurate and complete in all material respects and shall comply in all material respects with federal securities and other applicable laws and regulations.
 
 
jj)
From the effective date of the Registration Statement (as defined in paragraph 5.7), through the time of the meeting of the Acquired Fund Shareholders and on the Closing Date, any written information furnished by the Trust with respect to the Acquired Fund for use in the Proxy Materials (as defined in paragraph 5.7), or any other materials provided in connection with the Reorganization, does not and will not contain any untrue statement of a material fact or omit to state a material fact required to be stated or necessary to make the statements, in light of the circumstances under which such statements were made, not misleading.
 
 
kk)
The Acquired Fund has qualified and elected to be treated as a “regulated investment company” under the Code (a “RIC”), as of and since its first taxable year; and qualifies and will continue to qualify as a RIC under the Code for its taxable year ending upon its liquidation.
 
 
ll)
No governmental consents, approvals, authorizations or filings are required under the 1933 Act, the Securities Exchange Act of 1934 (the “1934 Act”), the 1940 Act or Massachusetts law for the execution of this Agreement by the Trust, for itself and on behalf of the Acquired Fund, except for the effectiveness of the Registration Statement, and the filing of any articles, certificates or other documents that may be required under Massachusetts law, and except for such other consents, approvals, authorizations and filings as have been made or received, and such consents, approvals, authorizations and filings as may be required subsequent to the Closing Date, it being understood, however, that this Agreement and the transactions contemplated herein must be approved by the shareholders of the Acquired Fund as described in paragraph 5.2.
 
4.2 REPRESENTATIONS OF THE ACQUIRING FUND. The Federated Trust, on behalf of the Acquiring Fund, represents and warrants to the Trust, on behalf of the Acquired Fund, as follows:
 
 
q)
The Acquiring Fund is a separate series of a business trust, duly organized, validly existing and in good standing under the laws of the Massachusetts.
 
 
r)
The Federated Trust is registered as an open-end management investment company under the 1940 Act, and the Federated Trust’s registration with the Commission as an investment company under the 1940 Act is in full force and effect.
 
 
s)
The current prospectus and statement of additional information of the Acquiring Fund conform in all material respects to the applicable requirements of the 1933 Act and the 1940 Act and the rules and regulations thereunder, and do not include any untrue statement of a material fact or omit to state any material fact required to be stated or necessary to make such statements therein, in light of the circumstances under which they were made, not misleading.
 
 
t)
The Acquiring Fund is not, and the execution, delivery and performance of this Agreement will not, result in a violation of the Federated Trust’s Declaration of Trust or By-Laws or of any material agreement, indenture, instrument, contract, lease, or other undertaking to which the Acquiring Fund is a party or by which it is bound.
 
 
u)
Except as otherwise disclosed in writing to and accepted by the Acquired Fund, no litigation, administrative proceeding or investigation of or before any court or governmental body is presently pending or to its knowledge threatened against the Acquiring Fund or any of its properties or assets, which, if adversely determined, would materially and adversely affect its financial condition, the conduct of its business or the ability of the Acquiring Fund to carry out the transactions contemplated by this Agreement. The Acquiring Fund knows of no facts that might form the basis for the institution of such proceedings and it is not a party to or subject to the provisions of any order, decree, or judgment of any court or governmental body that materially and adversely affects its business or its ability to consummate the transaction contemplated herein.
 
 
v)
The financial statements of the Acquiring Fund as of July 31, 2007 and for the fiscal year then ended have been prepared in accordance with generally accepted accounting principles, and such statements (copies of which have been furnished to the Acquired Funds) fairly reflect the financial condition of the Acquiring Fund as of such date, and there are no known contingent liabilities of the Acquiring Fund as of such date that are not disclosed in such statements.
 
 
w)
The unaudited financial statements of the Acquiring Fund as of January 31, 2008, and for the six months then ended have been prepared in accordance with generally accepted accounting principles, and such statements (copies of which have been furnished to the Acquired Fund) fairly reflect the financial condition of the Acquiring Fund as of such date, and there are no known contingent liabilities of the Acquiring Fund as of such date that are not disclosed in such statements.
 
 
x)
Since the date of the financial statements referred to in paragraph (g) above, there have been no material adverse changes in the Acquiring Fund’s financial condition, assets, liabilities or business (other than changes occurring in the ordinary course of business), or any incurrence by the Acquiring Fund of indebtedness maturing more than one year from the date such indebtedness was incurred, except as otherwise disclosed to and accepted by the Acquired Fund. For the purposes of this paragraph (h), a decline in the net asset value of the Acquiring Fund shall not constitute a material adverse change.
 
 
y)
All federal and other tax returns and reports of the Acquiring Fund required by law to be filed, have been filed and all federal and other taxes shown due on such returns and reports have been paid, or provision shall have been made for the payment thereof. To the best of the Acquiring Fund’s knowledge, no such return is currently under audit, and no assessment has been asserted with respect to such returns.
 
 
z)
All issued and outstanding Acquiring Fund Shares are duly and validly issued and outstanding, fully paid and non-assessable by the Acquiring Fund. The Acquiring Fund has no outstanding options, warrants, or other rights to subscribe for or purchase any Acquiring Fund Shares, and there are no outstanding securities convertible into any Acquiring Fund Shares.
 
 
aa)
The execution, delivery and performance of this Agreement have been duly authorized by all necessary action on the part of the Acquiring Fund, and this Agreement constitutes a valid and binding obligation of the Acquiring Fund, enforceable in accordance with its terms, subject as to enforcement, to bankruptcy, insolvency, reorganization, moratorium, and other laws relating to or affecting creditors’ rights and to general equity principles.
 
 
bb)
Acquiring Fund Shares to be issued and delivered to the Acquired Fund for the account of the Acquired Fund Shareholders pursuant to the terms of this Agreement will, at the Closing Date, have been duly authorized. When so issued and delivered, such shares will be duly and validly issued Acquiring Fund Shares, and will be fully paid and non-assessable.
 
 
cc)
The information to be furnished by the Acquiring Fund for use in no-action letters, registration statements, proxy materials, and other documents that may be necessary in connection with the transactions contemplated herein shall be accurate and complete in all material respects and shall comply in all material respects with federal securities and other laws and regulations.
 
 
dd)
From the effective date of the Registration Statement (as defined in paragraph 5.7), through the time of the meeting of the Acquired Fund Shareholders and on the Closing Date, any written information furnished by the Federated Trust with respect to the Acquiring Fund for use in the Proxy Materials (as defined in paragraph 5.7), or any other materials provided in connection with the Reorganization, does not and will not contain any untrue statement of a material fact or omit to state a material fact required to be stated or necessary to make the statements, in light of the circumstances under which such statements were made, not misleading.
 
 
ee)
The Acquiring Fund has qualified and elected to be treated as a RIC under the Code as of and since its first taxable year; and qualifies and shall continue to qualify as a RIC under the Code for its current taxable year.
 
 
ff)
No governmental consents, approvals, authorizations or filings are required under the 1933 Act, the 1934 Act, the 1940 Act or Massachusetts law for the execution of this Agreement by the Federated Trust, for itself and on behalf of the Acquiring Fund, or the performance of the Agreement by the Federated Trust, for itself and on behalf of the Acquiring Fund, except for the effectiveness of the Registration Statement, and the filing of any articles, certificates or other documents that may be required under Massachusetts law, and such other consents, approvals, authorizations and filings as have been made or received, and except for such consents, approvals, authorizations and filings as may be required subsequent to the Closing Date.
 
 
gg)
The Acquiring Fund agrees to use all reasonable efforts to obtain the approvals and authorizations required by the 1933 Act, the 1940 Act, and any state Blue Sky or securities laws as it may deem appropriate in order to continue its operations after the Closing Date.
 
ARTICLE XVIII
 
COVENANTS OF THE ACQUIRING FUND AND THE ACQUIRED FUND
 
5.1 OPERATION IN ORDINARY COURSE. The Acquiring Fund and the Acquired Fund will each operate its respective business in the ordinary course between the date of this Agreement and the Closing Date, it being understood that such ordinary course of business will include customary dividends and shareholder purchases and redemptions.
 
5.2 APPROVAL OF SHAREHOLDERS. The Trust will call a special meeting of the Acquired Fund Shareholders to consider and act upon this Agreement and to take all other appropriate action necessary to obtain approval of the transactions contemplated herein.
 
5.3 INVESTMENT REPRESENTATION. The Acquired Fund covenants that the Acquiring Fund Shares to be issued pursuant to this Agreement are not being acquired for the purpose of making any distribution, other than in connection with the Reorganization and in accordance with the terms of this Agreement.
 
5.4 ADDITIONAL INFORMATION. The Acquired Fund will assist the Acquiring Fund in obtaining such information as the Acquiring Fund reasonably requests concerning the beneficial ownership of the Acquired Fund’s shares.
 
5.5 FURTHER ACTION. Subject to the provisions of this Agreement, the Acquiring Fund and the Acquired Fund will each take or cause to be taken, all action, and do or cause to be done, all things reasonably necessary, proper or advisable to consummate and make effective the transactions contemplated by this Agreement, including any actions required to be taken after the Closing Date.
 
5.6 STATEMENT OF EARNINGS AND PROFITS. As promptly as practicable, but in any case within sixty days after the Closing Date, the Acquired Fund shall furnish the Acquiring Fund, in such form as is reasonably satisfactory to the Acquiring Fund, a statement of the earnings and profits of the Acquired Fund for federal income tax purposes that will be carried over by the Acquiring Fund as a result of Section 381 of the Code, and which will be certified by the Trust’s Treasurer.
 
5.7 PREPARATION OF REGISTRATION STATEMENT AND SCHEDULE 14A PROXY STATEMENT. The Federated Trust will prepare and file with the Commission a registration statement on Form N-14 relating to the Acquiring Fund Shares to be issued to shareholders of the Acquired Fund (the “Registration Statement”). The Registration Statement on Form N-14 shall include a proxy statement and a prospectus of the Acquiring Fund relating to the transaction contemplated by this Agreement. The Registration Statement shall be in compliance with the 1933 Act, the 1934 Act and the 1940 Act, as applicable. Each party will provide the other party with the materials and information necessary to prepare the registration statement on Form N-14 (the “Proxy Materials”), for inclusion therein, in connection with the meeting of the Acquired Fund’s Shareholders to consider the approval of this Agreement and the transactions contemplated herein.
 
5.8 On or before the Closing Date, the Acquired Fund shall have declared and paid a dividend or dividends which, together with all previous such dividends, shall have the effect of distributing to its shareholders all of the Acquired Fund’s investment company taxable income (computed without regard to any deduction for dividends paid), if any, plus the excess, if any, of its interest income excludible from gross income under Section 103(a) of the Code over its deductions disallowed under Sections 265 and 171(a)(2) of the Code for all taxable periods or years ending on or before the Closing Date, and all of its net capital gains realized (after reduction for any capital loss carry forward), if any, in all taxable periods or years ending on or before the Closing Date.
 
ARTICLE XIX
 
CONDITIONS PRECEDENT TO OBLIGATIONS OF THE ACQUIRED FUND
 
The obligations of the Acquired Fund to consummate the transactions provided for herein shall be subject, at its election, to the performance by the Acquiring Fund of all the obligations to be performed by the Acquiring Fund pursuant to this Agreement on or before the Closing Date, and, in addition, subject to the following conditions:
 
All representations, covenants, and warranties of the Acquiring Fund contained in this Agreement shall be true and correct in all material respects as of the date hereof and as of the Closing Date, with the same force and effect as if made on and as of the Closing Date. The Acquiring Fund shall have delivered to the Acquired Fund a certificate executed in the Acquiring Fund’s name by the Federated Trust’s President or Vice President and its Treasurer or Assistant Treasurer, in form and substance satisfactory to the Acquired Fund and dated as of the Closing Date, to such effect and as to such other matters as the Acquired Fund shall reasonably request.
 
ARTICLE XX
 
CONDITIONS PRECEDENT TO OBLIGATIONS OF THE ACQUIRING FUND
 
The obligations of the Acquiring Fund to consummate the transactions provided for herein shall be subject, at its election, to the performance by the Acquired Fund of all the obligations to be performed by the Acquired Fund pursuant to this Agreement, on or before the Closing Date and, in addition, shall be subject to the following conditions:
 
All representations, covenants, and warranties of the Acquired Fund contained in this Agreement shall be true and correct in all material respects as of the date hereof and as of the Closing Date, with the same force and effect as if made on and as of such Closing Date. The Acquired Fund shall have delivered to the Acquiring Fund on such Closing Date a certificate executed in the Acquired Fund’s name by the Trust’s President or Vice President and the Treasurer or Assistant Treasurer, in form and substance satisfactory to the Acquiring Fund and dated as of such Closing Date, to such effect and as to such other matters as the Acquiring Fund shall reasonably request.
 
The Acquired Fund shall have delivered to the Acquiring Fund a statement of the Acquired Fund’s assets and liabilities, together with a list of the Acquired Fund’s portfolio securities showing the tax costs of such securities by lot and the holding periods of such securities, as of the Closing Date, certified by the Treasurer of the Trust.
 
ARTICLE XXI
 
FURTHER CONDITIONS PRECEDENT TO OBLIGATIONS OF THE
ACQUIRING FUND AND ACQUIRED FUND
 
If any of the conditions set forth below do not exist on or before the Closing Date with respect to the Acquired Fund or the Acquiring Fund, the other party to this Agreement shall, at its option, not be required to consummate the transactions contemplated by this Agreement:
 
8.1 This Agreement and the transactions contemplated herein, with respect to the Acquired Fund, shall have been approved by the requisite vote of the holders of the outstanding shares of the Acquired Fund in accordance with applicable law and the provisions of the Trust’s Declaration of Trust and By-Laws. Certified copies of the resolutions evidencing such approval shall have been delivered to the Acquiring Fund. Notwithstanding anything herein to the contrary, neither the Acquiring Fund nor the Acquired Fund may waive the conditions set forth in this paragraph 8.1.
 
8.2 On the Closing Date, the Commission shall not have issued an unfavorable report under Section 25(b) of the 1940 Act, or instituted any proceeding seeking to enjoin the consummation of the transactions contemplated by this Agreement under Section 25(c) of the 1940 Act. Furthermore, no action, suit or other proceeding shall be threatened or pending before any court or governmental agency in which it is sought to restrain or prohibit, or obtain damages or other relief in connection with this Agreement or the transactions contemplated herein.
 
8.3 All required consents of other parties and all other consents, orders, and permits of federal, state and local regulatory authorities (including those of the Commission and of State securities authorities, including any necessary “no-action” positions and exemptive orders from such federal and state authorities) to permit consummation of the transactions contemplated herein shall have been obtained, except where failure to obtain any such consent, order, or permit would not involve a risk of a material adverse effect on the assets or properties of the Acquiring Fund or the Acquired Fund, provided that either party hereto may waive any such conditions for itself.
 
8.4 The Registration Statement shall have become effective under the 1933 Act, and no stop orders suspending the effectiveness thereof shall have been issued. To the best knowledge of the parties to this Agreement, no investigation or proceeding for that purpose shall have been instituted or be pending, threatened or contemplated under the 1933 Act.
 
8.5 The parties shall have received an opinion of Reed Smith LLP to the effect that for federal income tax purposes:
 
 
g)
The transfer of all of the Acquired Fund’s assets to the Acquiring Fund solely in exchange for Acquiring Fund Shares (followed by the distribution of Acquiring Fund Shares to the Acquired Fund Shareholders in dissolution and liquidation of the Acquired Fund) will constitute a “reorganization” within the meaning of Section 368(a) of the Code, and the Acquiring Fund and the Acquired Fund will each be a “party to a reorganization” within the meaning of Section 368(b) of the Code.
 
 
h)
No gain or loss will be recognized by the Acquiring Fund upon the receipt of the assets of the Acquired Fund solely in exchange for Acquiring Fund Shares.
 
 
i)
No gain or loss will be recognized by the Acquired Fund upon the transfer of the Acquired Fund’s assets to the Acquiring Fund solely in exchange for Acquiring Fund Shares or upon the distribution (whether actual or constructive) of Acquiring Fund Shares to Acquired Fund Shareholders in exchange for their Acquired Fund Shares.
 
 
j)
No gain or loss will be recognized by any Acquired Fund Shareholder upon the exchange of its Acquired Fund Shares for Acquiring Fund Shares.
 
 
k)
The aggregate tax basis of the Acquiring Fund Shares received by each Acquired Fund Shareholder pursuant to the Reorganization will be the same as the aggregate tax basis of the Acquired Fund Shares held by it immediately prior to the Reorganization. The holding period of Acquiring Fund Shares received by each Acquired Fund Shareholder will include the period during which the Acquired Fund Shares exchanged therefor were held by such shareholder, provided the Acquired Fund Shares are held as capital assets at the time of the Reorganization.
 
 
l)
The tax basis of the Acquired Fund’s assets acquired by the Acquiring Fund will be the same as the tax basis of such assets to the Acquired Fund immediately prior to the Reorganization. The holding period of the assets of the Acquired Fund in the hands of the Acquiring Fund will include the period during which those assets were held by the Acquired Fund.
 
Such opinion shall be based on customary assumptions and such representations Reed Smith LLP may reasonably request, and the Acquired Fund and Acquiring Fund will cooperate to make and certify the accuracy of such representations. The foregoing opinion may state that no opinion is expressed as to the effect of the Reorganization on the Acquiring Fund, the Acquired Fund or any Acquired Fund Shareholder with respect to any asset as to which unrealized gain or loss is required to be recognized for federal income tax purposes at the end of a taxable year (or on the termination or transfer thereof) under a mark-to-market system of accounting. Notwithstanding anything herein to the contrary, neither the Acquiring Fund nor the Acquired Fund may waive the conditions set forth in this paragraph 8.5.
 
ARTICLE XXII
 
EXPENSES
 
All fees and expenses associated with the Acquiring Fund’s and Acquired Fund’s participation in the Reorganization contemplated in this Agreement will be paid by Federated Investment Management Company, Fifth Third Asset Management, Inc. and/or their affiliates, as agreed separately among them; provided, however, that Acquiring Fund shall bear expenses associated with the qualification of Acquiring Fund Shares for sale in the various states. Reorganization expenses include, without limitation: (a) expenses associated with the preparation and filing of the Proxy Materials; (b) postage; (c) printing; (d) accounting fees; (e) legal fees incurred by each Fund; (f) solicitation costs of the transaction; and (g) other related administrative or operational costs. Notwithstanding the foregoing, fees and expenses shall in any event be paid by the party directly incurring such fees and expenses if and to the extent that the payment of such fees and expenses by Federated Investment Management Company, Fifth Third Asset Management, Inc. and/or their affiliates would result in disqualification of such party as a regulated investment company within the meaning of Section 851 of the Code.
 
ARTICLE XXIII
 
ENTIRE AGREEMENT; SURVIVAL OF WARRANTIES
 
10.1 The Federated Trust, on behalf of the Acquiring Fund, and the Trust, on behalf of the Acquired Fund, agree that neither party has made to the other party any representation, warranty and/or covenant not set forth herein, and that this Agreement constitutes the entire agreement between the parties.
 
10.2 Except as specified in the next sentence set forth in this paragraph 10.2, the representations, warranties, and covenants contained in this Agreement or in any document delivered pursuant to or in connection with this Agreement, shall not survive the consummation of the transactions contemplated hereunder. The covenants to be performed after the Closing Date, shall continue in effect beyond the consummation of the transactions contemplated hereunder.
 
ARTICLE XXIV
 
TERMINATION
 
This Agreement may be terminated by the mutual agreement of the Federated Trust and the Trust. In addition, either the Federated Trust or the Trust may at its option terminate this Agreement at or before the Closing Date due to:
 
 
d)
a breach by the other of any representation, warranty, or agreement contained herein to be performed at or before the Closing Date, if not cured within 30 days;
 
 
e)
a condition herein expressed to be precedent to the obligations of the terminating party that has not been met and it reasonably appears that it will not or cannot be met; or
 
 
f)
a determination by a party’s Board of Trustees, as appropriate, that the consummation of the transactions contemplated herein is not in the best interest of the Trust or the Federated Trust, respectively, and notice given to the other party hereto.
 
In the event of any such termination, in the absence of willful default, there shall be no liability for damages on the part of any of the Acquiring Fund, the Acquired Fund, the Federated Trust, the Trust, or their respective Trust or officers, to the other party or its Trust or officers.
 
ARTICLE XXV
 
AMENDMENTS
 
This Agreement may be amended, modified, or supplemented in such manner as may be mutually agreed upon in writing by the officers of the Trust and the Federated Trust as specifically authorized by their respective Board of Trustees; provided, however, that following the meeting of the Acquired Fund Shareholders called by the Acquired Fund pursuant to paragraph 5.2 of this Agreement, no such amendment may have the effect of changing the provisions for determining the number of Acquiring Fund Shares to be issued to the Acquired Fund Shareholders under this Agreement to the detriment of such shareholders without their further approval.
 
 
 
ARTICLE XXVI
 
HEADINGS; COUNTERPARTS; GOVERNING LAW; ASSIGNMENT;
LIMITATION OF LIABILITY
 
The Article and paragraph headings contained in this Agreement are for reference purposes only and shall not affect in any way the meaning or interpretation of this Agreement.
 
This Agreement may be executed in any number of counterparts, each of which shall be deemed an original.
 
This Agreement shall be governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania.
 
This Agreement shall bind and inure to the benefit of the parties hereto and their respective successors and assigns, but, except as provided in this paragraph, no assignment or transfer hereof or of any rights or obligations hereunder shall be made by any party without the written consent of the other party. Nothing herein expressed or implied is intended or shall be construed to confer upon or give any person, firm, or corporation, other than the parties hereto and their respective successors and assigns, any rights or remedies under or by reason of this Agreement.
 
It is expressly agreed that the obligations of the Acquiring Fund hereunder shall not be binding upon any of the Trustees, shareholders, nominees, officers, agents, or employees of the Federated Trust personally, but shall bind only the Trust property of the Acquiring Fund, as provided in the Declaration of Trust of the Federated Trust. The execution and delivery of this Agreement have been authorized by the Trustees of the Federated Trust on behalf of the Acquiring Fund and signed by authorized officers of the Federated Trust, acting as such. Neither the authorization by such Trustees nor the execution and delivery by such officers shall be deemed to have been made by any of them individually or to impose any liability on any of them personally, but shall bind only the Trust property of the Acquiring Fund as provided in the Federated Trust’s Declaration of Trust.
 
It is expressly agreed that the obligations of the Acquired Fund hereunder shall not be binding upon any of the Trustees, shareholders, nominees, officers, agents, or employees of the Trust personally, but shall bind only the Trust property of the Acquired Fund, as provided in the Declaration of Trust of the Trust. The execution and delivery of this Agreement have been authorized by the Trustees of the Trust on behalf of the Acquired Fund and signed by authorized officers of the Trust, acting as such. Neither the authorization by such Trustees nor the execution and delivery by such officers shall be deemed to have been made by any of them individually or to impose any liability on any of them personally, but shall bind only the Trust property of the Acquired Fund as provided in the Trust’s Declaration of Trust.

 
IN WITNESS WHEREOF, the parties have duly executed this Agreement, all as of the date first written above.
 

 

 
MONEY MARKET OBLIGATIONS TRUST
on behalf of its portfolio,
Municipal Obligations Fund

                                                                                             
John W. McGonigle, Secretary


FIFTH THIRD FUNDS
on behalf of its portfolio,
Fifth Third Municipal Money Market Fund

                                                                                             
Matthew A. Swendiman, Secretary
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ANNEX B
 
Each Fund has fundamental investment limitations which may not be changed without shareholder approval.

The following chart compares the fundamental limitations of the Fifth Third Funds and the Federated Funds. While shareholder approval is required to change a fundamental limitation, non-fundamental limitations may be changed by a Fund’s Board.
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INVESTMENT LIMITATIONS
Fifth Third Intermediate Municipal Bond Fund
Federated Intermediate Municipal Trust
Issuing Senior Securities and Borrowing Money (fundamental)
The Fund will not issue senior securities, except that the Fund may borrow money directly or through reverse repurchase agreements in amounts up to one-third of the value of its total assets, including the amount borrowed. The Fund will not borrow money or engage in reverse repurchase agreements for investment leverage, but rather as a temporary, extraordinary, or emergency measure or to facilitate management of the portfolio by enabling the Fund to meet redemption requests when the liquidation of portfolio securities is deemed to be inconvenient or disadvantageous. The Fund will not purchase any securities while any borrowings in excess of 5% of its total assets are outstanding. Currently, the Fund does not intend to borrow money. The Fund does not consider a cash advance used to cover a short-term overdraft to be a borrowing.
Issuing Senior Securities (fundamental)
The Fund will not issue senior securities except for delayed-delivery and when-issued transactions and futures contracts, each of which might be considered senior securities. In addition, the Fund reserves the right to purchase municipal securities which the Fund has the right or obligation to sell to a third party (including the issuer of a participation interest).
Borrowing (fundamental)
The Fund will not borrow money except as a temporary measure for extraordinary or emergency purposes and then only in amounts not in excess of 5% of the value of its total assets or in an amount up to one-third of the value of its total assets, including the amount borrowed, in order to meet redemption requests without immediately selling any portfolio instruments. This borrowing provision is not for investment leverage but solely to facilitate management of the portfolio by enabling the Fund to meet redemption requests when the liquidation of portfolio securities would be inconvenient or disadvantageous. Interest paid on borrowed funds will serve to reduce the Fund’s income. The Fund will liquidate any such borrowings as soon as possible.
Selling Short and Buying on Margin (fundamental)
The Fund will not sell any securities short or purchase any securities on margin, but the Fund may obtain such short-term credits as are necessary for clearance of purchases and sales of securities.
Selling Short and Purchases on Margin ( non-fundamental)
The Fund will not sell any securities short or purchase any securities on margin, but may obtain such short-term credits as may be necessary for clearance of purchases and sales of securities.
Pledging Assets (fundamental)
The Fund will not mortgage, pledge, or hypothecate any assets, except to secure permitted borrowings. In these cases, a Fund may pledge assets as necessary to secure such borrowings. For purposes of this limitation, where applicable, (a) the deposit of assets in escrow in connection with the writing of covered put or call options and the purchase of securities on a when-issued basis and (b) collateral arrangements with respect to: (i) the purchase and sale of stock options (and options on stock indices) and (ii) initial or variation margin for futures contracts, will not be deemed to be pledges of the Fund’s assets.
Pledging Assets (fundamental)
The Fund will not mortgage, pledge or hypothecate any assets except to secure permitted borrowings. In those cases, it may mortgage, pledge or hypothecate assets having a market value not exceeding 10% of the value of total assets at the time of the borrowing.
Lending Cash or Securities (fundamental)
The Fund will not lend any of its respective assets except that (i) cash may be lent to other Funds of the Trust, subject to applicable SEC limitations, and (ii) portfolio securities up to one-third of the value of the Fund’s total assets may be lent to third parties. The preceding limitation shall not prevent the Fund from purchasing or holding U.S. government obligations, money market instruments, publicly or non-publicly issued municipal bonds, variable rate demand notes, bonds, debentures, notes, certificates of indebtedness, or other debt securities, entering into repurchase agreements, or engaging in other transactions where permitted by the Fund’s investment objectives, policies and limitations or the Trust’s Declaration of Trust.
Lending Cash or Securities (fundamental)
The Fund will not lend any of its assets, except that it may acquire publicly or nonpublicly issued municipal securities as permitted by its investment objective and policies.
Investing in Commodities (fundamental)
The Fund will not purchase or sell commodities or commodity contracts.
Investing in Commodities (fundamental)
The Fund will not purchase or sell commodities or commodity contracts.
Investing in Real Estate (fundamental)
The Fund will not purchase or sell real estate, including limited partnership interests, although the Fund may invest in securities of issuers whose business involves the purchase or sale of real estate or in securities which are secured by real estate or interests in real estate.
Investing in Real Estate (fundamental)
The Fund will not purchase or sell real estate, although it may invest in municipal securities secured by real estate or interests in real estate.
Diversification of Investments (fundamental)
The Fund may purchase securities of any issuer only when consistent with the maintenance of its status as a diversified company under the 1940 Act, or the rules or regulations thereunder, as such statute, rules or regulations may be amended from time to time.
Diversification of Investments (fundamental)
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 it would own more than 10% of the outstanding voting securities of that issuer.
Dealing in Put and Call Options (fundamental)
The Fund will not buy or sell put options (with the exception of listed put options on financial futures contracts), call options (with the exception of listed call options or over-the-counter call options on futures contracts), straddles, spreads, or any combination of these.
Dealing in Put and Call Options (fundamental)
The Fund will not purchase or sell puts, calls, straddles, spreads, or any combination of them, except that the Fund may purchase put options on municipal securities in an amount up to 10% of its total assets or may purchase municipal securities accompanied by agreements of sellers to repurchase them at the Fund’s option.
Concentration of Investments (fundamental)
The Fund will not purchase securities if, as a result of such purchase, 25% or more of the value of its total assets would be invested in any one industry or in industrial development bonds or other securities, the interest upon which is paid from revenues of similar types of projects. However, Fund may invest as a temporary investment more than 25% of the value of its total assets in cash or cash items, securities issued or guaranteed by the U.S. Government, its agencies or instrumentalities, or instruments secured by these money market instruments, i.e., repurchase agreements.
Concentration of Investments (non-fundamental)
The Fund will not invest 25% or more of its total assets in any one industry. However, investing in U.S. government securities and domestic bank instruments shall not be considered investments in any one industry.
Underwriting (fundamental)
The Fund will not underwrite any issue of securities, except as the Fund may be deemed to be an underwriter under the Securities Act of 1933 in connection with the sale of securities in accordance with its investment objectives, policies, and limitations.
Underwriting (fundamental)
The Fund will not underwrite any issue of securities, except as it may be deemed to be an underwriter under the Securities Act of 1933 in connection with the sale of securities in accordance with its investment objective policies and limitations.
 
INVESTMENT LIMITATIONS
Fifth Third Municipal Bond Fund
Federated Intermediate Municipal Trust
Issuing Senior Securities and Borrowing Money (fundamental)
The Fund will not issue senior securities, except that the Fund may borrow money directly or through reverse repurchase agreements in amounts up to one-third of the value of its total assets, including the amount borrowed; and except to the extent that the Fund may enter into futures contracts. The Fund will not borrow money or engage in reverse repurchase agreements for investment leverage, but rather as a temporary, extraordinary, or emergency measure or to facilitate management of the portfolio by enabling the Fund to meet redemption requests when the liquidation of portfolio securities is deemed to be inconvenient or disadvantageous. The Fund will not purchase any securities while any borrowings in excess of 5% of its total assets are outstanding. Currently, the Fund intends to borrow money. The Fund does not consider a cash advance used to cover a short-term overdraft to be a borrowing.
Issuing Senior Securities (fundamental)
The Fund will not issue senior securities except for delayed-delivery and when-issued transactions and futures contracts, each of which might be considered senior securities. In addition, the Fund reserves the right to purchase municipal securities which the Fund has the right or obligation to sell to a third party (including the issuer of a participation interest).
Borrowing (fundamental)
The Fund will not borrow money except as a temporary measure for extraordinary or emergency purposes and then only in amounts not in excess of 5% of the value of its total assets or in an amount up to one-third of the value of its total assets, including the amount borrowed, in order to meet redemption requests without immediately selling any portfolio instruments. This borrowing provision is not for investment leverage but solely to facilitate management of the portfolio by enabling the Fund to meet redemption requests when the liquidation of portfolio securities would be inconvenient or disadvantageous. Interest paid on borrowed funds will serve to reduce the Fund’s income. The Fund will liquidate any such borrowings as soon as possible.
Selling Short and Buying on Margin (fundamental)
The Fund will not sell any securities short or purchase any securities on margin, but the Fund may obtain such short-term credits as are necessary for clearance of purchases and sales of securities. The deposit or payment by the Fund of initial or variation margin in connection with futures contracts or related options transactions is not considered the purchase of a security on margin.
Selling Short and Purchases on Margin ( non-fundamental)
The Fund will not sell any securities short or purchase any securities on margin, but may obtain such short-term credits as may be necessary for clearance of purchases and sales of securities.
Pledging Assets (fundamental)
The Fund will not mortgage, pledge, or hypothecate any assets, except to secure permitted borrowings. In these cases, the Fund may pledge assets as necessary to secure such borrowings. For purposes of this limitation, where applicable, (a) the deposit of assets in escrow in connection with the writing of covered put or call options and the purchase of securities on a when-issued basis and (b) collateral arrangements with respect to: (i) the purchase and sale of stock options (and options on stock indices) and (ii) initial or variation margin for futures contracts, will not be deemed to be pledges of the Fund’s assets.
Pledging Assets (fundamental)
The Fund will not mortgage, pledge or hypothecate any assets except to secure permitted borrowings. In those cases, it may mortgage, pledge or hypothecate assets having a market value not exceeding 10% of the value of total assets at the time of the borrowing.
Lending Cash or Securities (fundamental)
The Fund will not lend any of its assets except that (i) cash may be lent to other Funds of the Trust, subject to applicable SEC limitations, and (ii) portfolio securities up to one-third of the value of the Fund’s total assets may be lent to third parties. The preceding limitation shall not prevent the Fund from purchasing or holding U.S. government obligations, money market instruments, publicly or non-publicly issued municipal bonds, variable rate demand notes, bonds, debentures, notes, certificates of indebtedness, or other debt securities, entering into repurchase agreements, or engaging in other transactions where permitted by the Fund’s investment objectives, policies and limitations or the Trust’s Declaration of Trust.
Lending Cash or Securities (fundamental)
The Fund will not lend any of its assets, except that it may acquire publicly or nonpublicly issued municipal securities as permitted by its investment objective and policies.
Investing in Commodities (fundamental)
The Fund will not purchase or sell commodities or commodity contracts except to the extent that the Fund may engage in transactions involving financial futures contracts or options on financial futures contracts.
Investing in Commodities (fundamental)
The Fund will not purchase or sell commodities or commodity contracts.
Investing in Real Estate (fundamental)
The Fund will not purchase or sell real estate, including limited partnership interests, although the Fund may invest in securities of issuers whose business involves the purchase or sale of real estate or in securities which are secured by real estate or interests in real estate.
Investing in Real Estate (fundamental)
The Fund will not purchase or sell real estate, although it may invest in municipal securities secured by real estate or interests in real estate.
Diversification of Investments (fundamental)
The Fund may purchase securities of any issuer only when consistent with the maintenance of its status as a diversified company under the 1940 Act, or the rules or regulations thereunder, as such statute, rules or regulations may be amended from time to time.
Diversification of Investments (fundamental)
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 it would own more than 10% of the outstanding voting securities of that issuer.
Dealing in Put and Call Options
None
Dealing in Put and Call Options (fundamental)
The Fund will not purchase or sell puts, calls, straddles, spreads, or any combination of them, except that the Fund may purchase put options on municipal securities in an amount up to 10% of its total assets or may purchase municipal securities accompanied by agreements of sellers to repurchase them at the Fund’s option.
Concentration of Investments (fundamental)
The Fund will not purchase securities if, as a result of such purchase, 25% or more of the value of its total assets would be invested in any one industry or in industrial development bonds or other securities, the interest upon which is paid from revenues of similar types of projects. However, the Fund may invest as a temporary investment more than 25% of the value of its total assets in cash or cash items, securities issued or guaranteed by the U.S. Government, its agencies or instrumentalities, or instruments secured by these money market instruments, i.e., repurchase agreements.
Concentration of Investments (non-fundamental)
The Fund will not invest 25% or more of its total assets in any one industry. However, investing in U.S. government securities and domestic bank instruments shall not be considered investments in any one industry.
Underwriting (fundamental)
The Fund will not underwrite any issue of securities, except as the Fund may be deemed to be an underwriter under the Securities Act of 1933 in connection with the sale of securities in accordance with its investment objectives, policies, and limitations.
Underwriting (fundamental)
The Fund will not underwrite any issue of securities, except as it may be deemed to be an underwriter under the Securities Act of 1933 in connection with the sale of securities in accordance with its investment objective policies and limitations.

 
INVESTMENT LIMITATIONS
Fifth Third Michigan Municipal Bond Fund
Federated Michigan Intermediate Municipal Trust
Issuing Senior Securities and Borrowing Money (fundamental)
The Fund will not issue senior securities, except that the Fund may borrow money directly or through reverse repurchase agreements in amounts up to one-third of the value of its total assets, including the amount borrowed; and except to the extent that the Fund may enter into futures contracts. The Fund will not borrow money or engage in reverse repurchase agreements for investment leverage, but rather as a temporary, extraordinary, or emergency measure or to facilitate management of the portfolio by enabling the Fund to meet redemption requests when the liquidation of portfolio securities is deemed to be inconvenient or disadvantageous. The Fund will not purchase any securities while any borrowings in excess of 5% of its total assets are outstanding. Currently, the Fund does not intend to borrow money. The Fund does not consider a cash advance used to cover a short-term overdraft to be a borrowing.
Borrowing Money and Issuing Senior Securities (fundamental)
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).
Selling Short and Buying on Margin (fundamental)
The Fund will not sell any securities short or purchase any securities on margin, but the Fund may obtain such short-term credits as are necessary for clearance of purchases and sales of securities. The deposit or payment by the Fund of initial or variation margin in connection with futures contracts or related options transactions is not considered the purchase of a security on margin.
Buying on Margin (non-fundamental)
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 (fundamental)
The Fund will not mortgage, pledge, or hypothecate any assets, except to secure permitted borrowings. In these cases, the Fund may pledge assets as necessary to secure such borrowings. For purposes of this limitation, where applicable, (a) the deposit of assets in escrow in connection with the writing of covered put or call options and the purchase of securities on a when-issued basis and (b) collateral arrangements with respect to: (i) the purchase and sale of stock options (and options on stock indices) and (ii) initial or variation margin for futures contracts, will not be deemed to be pledges of the Fund’s assets.
Pledging Assets (non-fundamental)
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.
Lending Cash or Securities (fundamental)
The Fund will not lend any of its assets except that (i) cash may be lent to other Funds of the Trust, subject to applicable SEC limitations, and (ii) portfolio securities up to one-third of the value of the Fund’s total assets may be lent to third parties. The preceding limitation shall not prevent the Fund from purchasing or holding U.S. government obligations, money market instruments, publicly or non-publicly issued municipal bonds, variable rate demand notes, bonds, debentures, notes, certificates of indebtedness, or other debt securities, entering into repurchase agreements, or engaging in other transactions where permitted by the Fund’s investment objectives, policies and limitations or the Trust’s Declaration of Trust.
Lending Cash or Securities (fundamental)
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.
Investing in Commodities (fundamental)
The Fund will not purchase or sell commodities or commodity contracts except to the extent that the Fund may engage in transactions involving financial futures contracts or options on financial futures contracts.
Investing in Commodities (fundamental)
The Fund may not purchase or sell physical commodities, provided that the Fund may purchase securities of companies that deal in commodities. For purposes of this restrictions, investments in transactions involving futures 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
Investing in Real Estate (fundamental)
The Fund will not purchase or sell real estate, including limited partnership interests, although the Fund may invest in securities of issuers whose business involves the purchase or sale of real estate or in securities which are secured by real estate or interests in real estate.
Investing in Real Estate (fundamental)
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.
Diversification of Investments (fundamental) 
The Fund may purchase securities of any issuer only when consistent with the maintenance of its status as a diversified company under the 1940 Act, or the rules or regulations thereunder, as such statute, rules or regulations may be amended from time to time.
Diversification of Investments (fundamental) 
None
Concentration of Investments (fundamental)
 
The Fund will not purchase securities if, as a result of such purchase, 25% or more of the value of its respective total assets would be invested in any one industry or in industrial development bonds or other securities, the interest upon which is paid from revenues of similar types of projects. However, the Fund may invest as a temporary investment more than 25% of the value of its total assets in cash or cash items, securities issued or guaranteed by the U.S. Government, its agencies or instrumentalities, or instruments secured by these money market instruments, i.e., repurchase agreements.
Concentration of Investments (fundamental)
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.
Underwriting (fundamental) 
The Fund will not underwrite any issue of securities, except as the Fund may be deemed to be an underwriter under the Securities Act of 1933 in connection with the sale of securities in accordance with its investment objectives, policies, and limitations.
Underwriting (fundamental)
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.
 
INVESTMENT LIMITATIONS
Fifth Third Ohio Municipal Bond Fund
Federated Ohio Municipal Income Fund
Issuing Senior Securities and Borrowing Money (fundamental)
The Fund will not issue senior securities, except that the Fund may borrow money directly or through reverse repurchase agreements in amounts up to one-third of the value of its total assets, including the amount borrowed. The Fund will not borrow money or engage in reverse repurchase agreements for investment leverage, but rather as a temporary, extraordinary, or emergency measure or to facilitate management of the portfolio by enabling the Fund to meet redemption requests when the liquidation of portfolio securities is deemed to be inconvenient or disadvantageous. The Fund will not purchase any securities while any borrowings in excess of 5% of its total assets are outstanding. Currently, the Fund does not intend to borrow money. The Fund does not consider a cash advance used to cover a short-term overdraft to be a borrowing.
Borrowing Money and Issuing Senior Securities (fundamental)
The Fund may borrow money, directly or indirectly, and issue senior securities to the maximum extent permitted under the Act of 1940.
Selling Short and Buying on Margin (fundamental)
The Fund will not sell any securities short or purchase any securities on margin, but the Fund may obtain such short-term credits as are necessary for clearance of purchases and sales of securities.
Buying on Margin (non-fundamental)
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 (fundamental)
The Fund will not mortgage, pledge, or hypothecate any assets, except to secure permitted borrowings. In these cases, the Fund may pledge assets as necessary to secure such borrowings. For purposes of this limitation, where applicable, (a) the deposit of assets in escrow in connection with the writing of covered put or call options and the purchase of securities on a when-issued basis and (b) collateral arrangements with respect to: (i) the purchase and sale of stock options (and options on stock indices) and (ii) initial or variation margin for futures contracts, will not be deemed to be pledges of the Fund’s assets.
Pledging Assets (non-fundamental)
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.
Lending Cash or Securities (fundamental)
The Fund will not lend any of its assets except that (i) cash may be lent to other Funds of the Trust, subject to applicable SEC limitations, and (ii) portfolio securities up to one-third of the value of the Fund’s total assets may be lent to third parties. The preceding limitation shall not prevent the Fund from purchasing or holding U.S. government obligations, money market instruments, publicly or non-publicly issued municipal bonds, variable rate demand notes, bonds, debentures, notes, certificates of indebtedness, or other debt securities, entering into repurchase agreements, or engaging in other transactions where permitted by the Fund’s investment objectives, policies and limitations or the Trust’s Declaration of Trust.
Lending Cash or Securities (fundamental)
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.
Investing in Commodities (fundamental)
The Funds will not purchase or sell commodities or commodity contracts.
Investing in Commodities (fundamental)
The Fund may not purchase or sell physical commodities, provided that the Fund may purchase securities of companies that deal in commodities.
Investing in Real Estate (fundamental)
The Fund will not purchase or sell real estate, including limited partnership interests, although the Fund may invest in securities of issuers whose business involves the purchase or sale of real estate or in securities which are secured by real estate or interests in real estate.
Investing in Real Estate (fundamental)
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.
Diversification of Investments (fundamental)
The Fund, as non-diversified company, may have no more than 25% of its total assets invested in the securities of any one issuer (other than securities of the U.S. government, its agencies or instrumentalities, or the shares of other regulated investment companies). In addition, with respect to 50% of its total assets, the Fund may not invest more than 5% of its total assets, determined at market or other fair value at the time of purchase, in the securities of any one issuer (other than securities issued by the U.S. government, its agencies or instrumentalities), or invest in more than 10% of the voting securities of any one issuer (other than securities issued by the U.S. government, its agencies or instrumentalities), determined at the time of purchase
Diversification of Investments (fundamental)
None
Dealing in Put and Call Options (fundamental)
The Fund will not buy or sell put options (with the exception of listed put options on financial futures contracts), call options (with the exception of listed call options or over-the-counter call options on futures contracts), straddles, spreads, or any combination of these.
Dealing in Put and Call Options (fundamental)
None
Concentration of Investments (fundamental)
The Fund will not purchase securities if, as a result of such purchase, 25% or more of the value of its respective total assets would be invested in any one industry or in industrial development bonds or other securities, the interest upon which is paid from revenues of similar types of projects. However, each of these Funds may invest as temporary investments more than 25% of the value of its total assets in cash or cash items, securities issued or guaranteed by the U.S. Government, its agencies or instrumentalities, or instruments secured by these money market instruments, i.e., repurchase agreements.
Concentration of Investments (fundamental)
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.
Underwriting (fundamental)
The Fund will not underwrite any issue of securities, except as the Fund may be deemed to be an underwriter under the Securities Act of 1933 in connection with the sale of securities in accordance with its investment objectives, policies, and limitations.
Underwriting (fundamental)
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.
 
</R>
 
INVESTMENT LIMITATIONS
Fifth Third Municipal Money Market Fund
Municipal Obligations Fund
Selling Short and Buying on Margin
The Fund will not sell any securities short or purchase any securities on margin, but its may obtain such short-term credit as may be necessary for clearance of purchases and sales.
Purchases on Margin (non-fundamental)
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.
Issuing Senior Securities and Borrowing Money.
The Fund will not issue senior securities, except that the Fund may borrow money directly or through reverse repurchase agreements as a temporary measure for extraordinary or emergency purposes or in an amount up to one-third of the value of its total assets, including the amount borrowed, in order to meet redemption requests without immediately selling portfolio instruments. Any direct borrowings need not be collateralized. The Fund does not consider the issuance of separate classes of shares to involve the issuance of “senior securities” within the meaning of this investment limitation. The Fund will not purchase any securities while borrowings in excess of 5% of its total assets are outstanding. The Fund does not have any present intention to borrow money. The Fund does not consider a cash advance used to cover a short-term overdraft to be a borrowing.
Borrowing Money and Issuing Senior Securities
The Fund may borrow money, directly or indirectly, and issue senior securities to the maximum extent permitted under the 1940 Act.
Pledging Securities or Assets.
The Fund will not mortgage, pledge, or hypothecate any assets except to secure permitted borrowings. In those cases, the Fund may pledge assets having a market value not exceeding the lesser of the dollar amounts borrowed or 10% of the value of total assets at the time of the pledge.
Pledging Assets (non-fundamental)
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 Commodities, Commodity Contracts, or Real Estate.
The Fund will not purchase or sell commodities, commodity contracts, commodity futures contracts or real estate, including limited partnership interests, although the Fund may invest in the securities of issuers whose business involves the purchase or sale of real estate or in securities which are secured by real estate or interests in real estate.
Investing in Commodities (fundamental)
The Fund may not purchase or sell physical commodities, provided that the Fund may purchase securities of companies that deal in commodities. Investing in Real Estate (fundamental)
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.
Underwriting.
The Fund will not underwrite any issue of securities, except as the Fund may be deemed to be an underwriter under the Securities Act of 1933 in connection with the sale of securities in accordance with its investment objectives, policies, and limitations.
Underwriting (fundamental)
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.
Lending Cash or Securities.
The Fund will not lend any of its assets except portfolio securities up to one-third of the value of total assets except that (i) cash may be lent to other Funds of the Trust subject to applicable SEC limitations and (ii) portfolio securities of the Fund may be lent to third parties. This shall not prevent the Fund from purchasing or holding U.S. government obligations, money market instruments, publicly or non-publicly issued municipal bonds, variable rate demand notes, bonds, debentures, notes, certificates of indebtedness, or other debt securities, entering into repurchase agreements, or engaging in other transactions where permitted by the Fund’s investment objectives, policies and limitations or the Trust’s Declaration of Trust.
Lending (fundamental)
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.
Acquiring Voting Securities.
The Fund will not acquire more than 10% of the outstanding voting securities of any one issuer. For purposes of this limitation, non-governmental users of facilities financed by industrial development or pollution control revenue bonds and banks issuing letters of credit or comparable guarantees supporting variable rate demand municipal securities are considered to be issuers.
Acquiring Voting Securities.
None
Diversification of Investments.
The Fund may purchase securities of any issuer only when consistent with the maintenance of its status as a diversified company under the 1940 Act, or the rules or regulations thereunder, as such statute, rules or regulations may be amended from time to time.
Diversification (fundamental)
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 securities of that issuer, or a Fund would own more than 10% of the outstanding voting securities of that issuer.
Concentration of Investments.
The Fund will not purchase securities if, as a result of such purchase, 25% or more of the value of its total assets would be invested in any one industry or in industrial development bonds or other securities, the interest upon which is paid from revenues of similar types of projects; provided that, this limitation shall not apply to securities issued or guaranteed by the U.S. government or its agencies or instrumentalities.
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.
Dealing in Puts and Calls.
The Fund will not buy or sell puts, calls, straddles, spreads, or any combination of these.
Dealing in Puts and Calls.
None
 
 
INVESTMENT LIMITATIONS
Fifth Third Michigan Municipal Money Market Fund
Federated Michigan Municipal Cash Trust
Selling Short and Buying on Margin
The Fund will not sell any securities short or purchase any securities on margin, but it may obtain such short-term credit as may be necessary for clearance of purchases and sales.
Purchases on Margin (non-fundamental)
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.
Issuing Senior Securities and Borrowing Money.
The Fund will not issue senior securities, except that the Fund may borrow money directly or through reverse repurchase agreements as a temporary measure for extraordinary or emergency purposes or in an amount up to one-third of the value of its total assets, including the amount borrowed, in order to meet redemption requests without immediately selling portfolio instruments. Any direct borrowings need not be collateralized. The Fund does not consider the issuance of separate classes of shares to involve the issuance of “senior securities” within the meaning of this investment limitation. The Fund will not purchase any securities while borrowings in excess of 5% of its total assets are outstanding. The Fund does not have any present intention to borrow money. The Fund does not consider a cash advance used to cover a short-term overdraft to be a borrowing.
Borrowing Money and Issuing Senior Securities
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).
Pledging Securities or Assets.
The Fund will not mortgage, pledge, or hypothecate any assets except to secure permitted borrowings. In those cases, the Fund may pledge assets having a market value not exceeding the lesser of the dollar amounts borrowed or 10% of the value of total assets at the time of the pledge.
Pledging Assets (non-fundamental)
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 Commodities, Commodity Contracts, or Real Estate.
The Fund will not purchase or sell commodities, commodity contracts, commodity futures contracts or real estate, including limited partnership interests.
Investing in Commodities (fundamental)
The Fund may not purchase or sell physical commodities, provided that the Fund may purchase securities of companies that deal in commodities.
Investing in Real Estate (fundamental)
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.
Underwriting.
The Fund will not underwrite any issue of securities, except as the Fund may be deemed to be an underwriter under the Securities Act of 1933 in connection with the sale of securities in accordance with its investment objectives, policies, and limitations.
Underwriting (fundamental)
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.
Lending Cash or Securities.
The Fund will not lend any of its assets except portfolio securities up to one-third of the value of total assets except that (i) cash may be lent to other Funds of the Trust subject to applicable SEC limitations and (ii) portfolio securities of the Fund may be lent to third parties. This shall not prevent the Fund from purchasing or holding U.S. government obligations, money market instruments, publicly or non-publicly issued municipal bonds, variable rate demand notes, bonds, debentures, notes, certificates of indebtedness, or other debt securities, entering into repurchase agreements, or engaging in other transactions where permitted by the Fund’s investment objectives, policies and limitations or the Trust’s Declaration of Trust.
Lending (fundamental)
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.
Acquiring Voting Securities.
The Fund will not acquire the voting securities of any issuer for the purpose of exercising control or management.
Acquiring Voting Securities.
None
Diversification of Investments.
The Fund may purchase securities of any issuer only when consistent with the maintenance of its status as a diversified company under the 1940 Act, or the rules or regulations thereunder, as such statute, rules or regulations may be amended from time to time.
Diversification (fundamental)
The Fund is a “diversified company” within the meaning of the 1940 Act, as amended, and any rules, regulations, or interpretations thereunder.
Concentration of Investments.
The Fund will not purchase securities if, as a result of such purchase, 25% or more of the value of its total assets would be invested in any one industry or in industrial development bonds or other securities, the interest upon which is paid from revenues of similar types of projects; provided that, this limitation shall not apply to securities issued or guaranteed by the U.S. government, or its agencies or instrumentalities.
Concentration
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.
Dealing in Put and Calls.
The Fund will not buy or sell puts, calls, straddles, spreads, or any combination of these.
Dealing in Put and Calls.
None
 

Annex C Management’s Discussion of Fund Performance
MANAGEMENT DISCUSSION OF FUND PERFORMANCE- Annual report dated July 31, 2007

--------------------------------------------------------------------------------
MUNICIPAL BOND FUND
--------------------------------------------------------------------------------

For the 12-month period ended July 31, 2007, the Fifth Third Municipal Bond Fund
(Institutional Shares) returned 4.04% on a net of fee basis, compared to its
benchmark, the Lehman Brothers Municipal Bond Index, which returned 4.26%.

Although municipal bonds don't have direct mortgage exposure, a number of issues
resulting from complications in the subprime home loan market pulled down the
municipal bond market during the last two months of the period. Perhaps most
importantly, spreads, or the difference between the yields on municipal bonds
and market benchmarks, expanded greatly as values on municipal credits subsided
from prior levels (yields and prices move in opposite direction). The change was
sharpest in low quality issues as investors adjusted risk tolerances.

In addition, municipal bonds backed by large brokerage firms sagged as questions
about the soundness of the investment banks arose amid the collapse of some high
profile hedge funds. Similarly, monoline insurers, which help guarantee payments
on lower grade municipal issues, dropped as concerns over the companies'
subprime market exposure grew.

Prior to the emerging troubles, supply levels soared through the end of 2006 and
through the first five months of 2007. Although issuance tapered in June and
July, the market saw a 25.75% increase in volume through the first seven months
of 2007, led by a large increase in refinancing volumes.

Within the Fund, an underweight in the long end of the curve proved advantageous
as longer dated issues lagged the benchmark. The Fund's high quality emphasis
further enhanced gains as higher rated bonds fared better in the late-period
selloff.

Accordingly, the Fund's lower rated credits underperformed. In general, spreads
in the BBB-rated category remained unattractive, although opportunities were
starting to appear in the higher quality A-rated space by the period's close.

--------------------------------------------------------------------------------
INVESTMENT RISK CONSIDERATIONS
--------------------------------------------------------------------------------

BONDS OFFER A RELATIVELY STABLE LEVEL OF INCOME, ALTHOUGH BOND PRICES WILL
FLUCTUATE PROVIDING THE POTENTIAL FOR PRINCIPAL GAIN OR LOSS. INTERMEDIATE-TERM,
HIGHER-QUALITY BONDS GENERALLY OFFER LESS RISK THAN LONGER-TERM BONDS AND A
LOWER RATE OF RETURN.

--------------------------------------------------------------------------------
AVERAGE ANNUAL TOTAL RETURNS AS OF JULY 31, 2007
--------------------------------------------------------------------------------

                                                                ENDING
                             1 YEAR     5 YEAR     10 YEAR     VALUE 2
                             ------     ------     -------     -------
Institutional                 4.04%      3.61%      4.52%      $15,552
----------------------------------------------------------------------
Class A Shares               -1.16%      2.35%      3.75%      $14,449
----------------------------------------------------------------------
Class B Shares               -1.97%      2.26%      3.46%      $14,053
----------------------------------------------------------------------
Class C Shares                3.04%      2.61%      3.48%      $14,082
----------------------------------------------------------------------
Advisor Shares                0.10%      2.43%      3.67%      $14,333
----------------------------------------------------------------------
Lehman Brothers
Municipal Bond Index 1        4.26%      4.50%      5.23%      $16,654
----------------------------------------------------------------------
Lipper General Municipal
Debt Funds Average 1          3.45%      3.87%      4.31%      $15,174
----------------------------------------------------------------------

PAST PERFORMANCE DOES NOT GUARANTEE FUTURE RESULTS. THE PERFORMANCE DATA QUOTED
REPRESENTS PAST PERFORMANCE AND CURRENT RETURNS MAY BE LOWER OR HIGHER. THE
INVESTMENT RETURN AND NET ASSET VALUE WILL FLUCTUATE SO THAT AN INVESTOR'S
SHARES, WHEN REDEEMED, MAY BE WORTH MORE OR LESS THAN THE ORIGINAL COST. TO
OBTAIN PERFORMANCE INFORMATION CURRENT TO THE MOST RECENT MONTH END, VISIT
WWW.FIFTHTHIRDFUNDS.COM.

DURING THE PERIOD SHOWN, THE TOTAL RETURN FIGURES REFLECT THE WAIVER OF A
PORTION OF THE FUND'S ADVISORY OR ADMINISTRATIVE FEES. WITHOUT SUCH WAIVER OF
FEES, THE TOTAL RETURNS WOULD HAVE BEEN LOWER. AS OF 7/31/07, THE GROSS EXPENSE
RATIOS ARE 1.13% (INSTITUTIONAL SHARES), 1.38% (CLASS A), 2.13% (CLASS B), 2.12%
(CLASS C), AND 1.63% (ADVISOR SHARES). THE TOTAL RETURN FIGURES FOR
INSTITUTIONAL SHARES REFLECT A SALES CHARGE OF 0.0%. THE TOTAL RETURN FIGURES
FOR A SHARES AND ADVISOR SHARES REFLECT THE MAXIMUM SALES CHARGE OF 4.75% AND
3.25% RESPECTIVELY. THE TOTAL RETURN FIGURES FOR B SHARES AND C SHARES REFLECT
THE MAXIMUM CONTINGENT DEFERRED SALES CHARGE (CDSC) OF 5.0% AND 1.0% WITHIN THE
FIRST YEAR, RESPECTIVELY.

THE QUOTED PERFORMANCE DOES NOT REFLECT THE DEDUCTION OF TAXES ON FUND
DISTRIBUTIONS OR REDEMPTION OF SHARES. FOR THE PERIOD PRIOR TO OCTOBER 29, 2001,
THE QUOTED PERFORMANCE FOR THE FIFTH THIRD MUNICIPAL BOND FUND INSTITUTIONAL
SHARES REFLECTS THE PERFORMANCE OF THE KENT TAX-FREE INCOME FUND INSTITUTIONAL
SHARES WITH AN INCEPTION DATE OF MARCH 20, 1995. PRIOR TO OCTOBER 29, 2001, THE
PERFORMANCE FOR THE FIFTH THIRD MUNICIPAL BOND FUND CLASS A SHARES REFLECTS THE
PERFORMANCE OF THE KENT TAX-FREE INCOME FUND INVESTMENT SHARES WITH AN INCEPTION
DATE OF MARCH 31, 1995, AND IS ADJUSTED TO REFLECT APPLICABLE SALES CHARGE.
CLASS B AND CLASS C SHARES WERE INITIALLY OFFERED ON OCTOBER 29, 2001. THE
PERFORMANCE FIGURES FOR CLASS B AND CLASS C SHARES FOR PERIODS PRIOR TO SUCH
DATE REPRESENT THE PERFORMANCE FOR INSTITUTIONAL SHARES AND IS ADJUSTED TO
REFLECT EXPENSES AND APPLICABLE SALES CHARGES FOR CLASS B AND CLASS C SHARES.
ADVISOR SHARES WERE INITIALLY OFFERED ON OCTOBER 29,2001. THE PERFORMANCE FIGURES
FOR ADVISOR SHARES FOR PERIODS PRIOR TO SUCH DATE REPRESENT THE PERFORMANCE FOR
INSTITUTIONAL SHARES AND IS ADJUSTED TO REFLECT EXPENSES FOR ADVISOR SHARES.

--------------------------------------------------------------------------------
BOND QUALITY AS OF JULY 31, 2007
AS REPRESENTED BY STANDARD AND POOR'S/MOODY'S RATING AGENCIES
--------------------------------------------------------------------------------
AS A PERCENTAGE OF VALUE OF INVESTMENTS +
--------------------------------------------------------------------------------

                                  [BAR CHART]

AAA/Aaa                                                                   63.5%
AA+/Aa1                                                                   6.37%
AA/Aa2                                                                    6.67%
AA-/Aa3                                                                   9.05%
A+/A1                                                                     2.26%
A/A2                                                                       3.3%
A-/A3                                                                     2.22%
BBB+/Baa1                                                                 1.56%
BBB-/Baa3                                                                 4.57%
Net Cash and Equivalents                                                   0.5%

+ PORTFOLIO COMPOSITION IS SUBJECT TO CHANGE.

                                       52




MANAGEMENT DISCUSSION OF FUND PERFORMANCE

--------------------------------------------------------------------------------
MUNICIPAL BOND FUND
--------------------------------------------------------------------------------

GROWTH OF A $10,000 INVESTMENT

                                  [LINE CHART]
                                                           Lipper General
             Municipal Bond          Lehman Brothers       Municipal Debt
         (Institutional Shares)    Municipal Bond Index    Funds Average
         ----------------------    --------------------    --------------
7/31/97         $ 10,000                 $ 10,000             $ 10,000
                $ 9,993                  $ 10,024             $ 10,010
  12/97         $ 10,259                 $ 10,296             $ 10,293
                $ 10,336                 $ 10,414             $ 10,395
                $ 10,465                 $ 10,573             $ 10,531
                $ 10,822                 $ 10,897             $ 10,835
  12/98         $ 10,845                 $ 10,963             $ 10,847
                $ 10,895                 $ 11,060             $ 10,902
                $ 10,650                 $ 10,865             $ 10,654
                $ 10,600                 $ 10,821             $ 10,498
  12/99         $ 10,491                 $ 10,737             $ 10,327
                $ 10,827                 $ 11,051             $ 10,624
                $ 10,973                 $ 11,218             $ 10,736
                $ 11,230                 $ 11,490             $ 10,986
  12/00         $ 11,792                 $ 11,992             $ 11,451
                $ 12,011                 $ 12,258             $ 11,672
                $ 12,057                 $ 12,338             $ 11,736
                $ 12,374                 $ 12,684             $ 12,032
  12/01         $ 12,271                 $ 12,607             $ 11,907
                $ 12,386                 $ 12,725             $ 12,005
                $ 12,851                 $ 13,191             $ 12,404
                $ 13,482                 $ 13,817             $ 12,937
  12/02         $ 13,455                 $ 13,817             $ 12,889
                $ 13,597                 $ 13,983             $ 12,969
                $ 13,947                 $ 14,344             $ 13,312
                $ 13,930                 $ 14,356             $ 13,313
  12/03         $ 14,086                 $ 14,552             $ 13,514
                $ 14,280                 $ 14,803             $ 13,707
                $ 13,912                 $ 14,453             $ 13,385
                $ 14,405                 $ 15,016             $ 13,861
  12/04         $ 14,519                 $ 15,204             $ 14,030
                $ 14,458                 $ 15,198             $ 14,015
                $ 14,818                 $ 15,643             $ 14,396
                $ 14,759                 $ 15,624             $ 14,376
  12/05         $ 14,806                 $ 15,738             $ 14,469
                $ 14,816                 $ 15,777             $ 14,511
                $ 14,790                 $ 15,782             $ 14,505
                $ 15,301                 $ 16,319             $ 14,977
  12/06         $ 15,447                 $ 16,500             $ 15,128
                $ 15,533                 $ 16,633             $ 15,223
                $ 15,422                 $ 16,523             $ 15,104
7/31/07         $ 15,552                 $ 16,654             $ 15,174

PAST PERFORMANCE DOES NOT GUARANTEE FUTURE RESULTS. THE PERFORMANCE DATA QUOTED
REPRESENTS PAST PERFORMANCE AND CURRENT RETURNS MAY BE LOWER OR HIGHER. TOTAL
RETURN FIGURES INCLUDE CHANGE IN SHARE PRICE, REINVESTMENT OF DIVIDENDS AND
CAPITAL GAINS. THE INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT
AN INVESTOR'S SHARES, WHEN REDEEMED MAY BE WORTH MORE OR LESS THAN THE ORIGINAL
COST. FOR PERFORMANCE DATA CURRENT TO THE MOST RECENT MONTH END, VISIT OUR
WEBSITE AT WWW.FIFTHTHIRDFUNDS.COM.

The chart above represents a comparison of a hypothetical $10,000 investment in
the indicated share class versus a similar investment in the Fund's benchmark,
and represents the reinvestment of dividends and capital gains in the Fund.
However, the performance does not reflect the deduction of taxes on Fund
distributions, or redemption of shares.

1     The Fund's performance is measured against the Lehman Brothers Municipal
      Bond Index and the Lipper General Municipal Debt Funds Average. The Lehman
      Brothers Municipal Bond Index is generally representative of the municipal
      bond market. The Lipper General Municipal Debt Funds Average is
      representative of the average of the total returns reported by all of the
      mutual funds designated by Lipper, Inc., which fell into this category.

      The Lehman Brothers Municipal Bond Index is unmanaged and does not reflect
      the deduction of fees associated with a mutual fund such as invest- ment
      management and fund accounting fees. However, the Lipper General Municipal
      Debt Funds Average and the Fund's performance reflect the deduction of
      fees for these value-added services. Investors cannot invest directly in
      an index, although they can invest in its underlying mutual funds or
      securities.

2     The ending value represents the value of a $10,000 investment in the
      indicated share class for the 10-year period ended July 31, 2007.

                                       53




MANAGEMENT DISCUSSION OF FUND PERFORMANCE

--------------------------------------------------------------------------------
INTERMEDIATE MUNICIPAL BOND FUND
--------------------------------------------------------------------------------

For the 12-month period ended July 31, 2007, the Fifth Third Intermediate
Municipal Bond Fund (Institutional Shares) returned 3.59% on a net of fee basis,
underperforming its benchmark, the Lehman Brothers Quality Intermediate
Municipal Bond Index, which returned 3.98%.

Although municipal bonds don't have direct mortgage exposure, a number of issues
resulting from complications in the subprime home loan market pulled down the
municipal bond market during the last two months of the period. Perhaps most
importantly, spreads, or the difference between the yields on municipal bonds
and market benchmarks, expanded greatly as values on municipal credits subsided
from prior levels (yields and prices move in opposite direction). The change was
sharpest in low quality issues as investors adjusted risk tolerances.

In addition, municipal bonds backed by large brokerage firms sagged as questions
about the soundness of the investment banks arose amid the collapse of some high
profile hedge funds. Similarly, monoline insurers, which help guarantee payments
on lower grade municipal issues, dropped as concerns over the companies'
subprime market exposure grew.

Prior to the emerging troubles, supply levels soared through the end of 2006 and
through the first five months of 2007. Although issuance tapered in June and
July, the market saw a 25.75% increase in volume through the first seven months
of 2007, led by a large increase in refinancing volumes.

Within the Fund, a slightly longer duration than the benchmark hindered
performance as shorter dated issues rallied in anticipation of a Federal Reserve
rate cut. Conversely, the Fund's high quality emphasis enhanced gains as higher
rated bonds fared better in the selloff.

During the period, the Fund shed some longer term issues on valuation concerns
and sought opportunities in the higher quality A-rated space.

--------------------------------------------------------------------------------
INVESTMENT RISK CONSIDERATIONS
--------------------------------------------------------------------------------

BONDS OFFER A RELATIVELY STABLE LEVEL OF INCOME, ALTHOUGH BOND PRICES WILL
FLUCTUATE PROVIDING THE POTENTIAL FOR PRINCIPAL GAIN OR LOSS. INTERMEDIATE-TERM,
HIGHER-QUALITY BONDS GENERALLY OFFER LESS RISK THAN LONGER-TERM BONDS AND A
LOWER RATE OF RETURN.

--------------------------------------------------------------------------------
AVERAGE ANNUAL TOTAL RETURNS AS OF JULY 31, 2007
--------------------------------------------------------------------------------

                                                                ENDING
                             1 YEAR     5 YEAR     10 YEAR     VALUE 2
                             ------     ------     -------     -------
Institutional                 3.59%      2.75%      3.92%      $14,690
----------------------------------------------------------------------
Class A Shares               -0.35%      1.76%      3.29%      $13,818
----------------------------------------------------------------------
Class B Shares               -1.64%      1.93%      3.15%      $13,635
----------------------------------------------------------------------
Class C Shares                2.55%      1.73%      2.88%      $13,279
----------------------------------------------------------------------
Lehman Brothers
Quality Intermediate
Municipal Bond Index 1        3.98%      3.52%      4.63%      $15,715
----------------------------------------------------------------------
Lipper Intermediate
Municipal Debt
Funds Average 1               3.22%      3.12%      4.14%      $14,841
----------------------------------------------------------------------

PAST PERFORMANCE DOES NOT GUARANTEE FUTURE RESULTS. THE PERFORMANCE DATA QUOTED
REPRESENTS PAST PERFORMANCE AND CURRENT RETURNS MAY BE LOWER OR HIGHER. THE
INVESTMENT RETURN AND NET ASSET VALUE WILL FLUCTUATE SO THAT AN INVESTOR'S
SHARES, WHEN REDEEMED, MAY BE WORTH MORE OR LESS THAN THE ORIGINAL COST. TO
OBTAIN PERFORMANCE INFORMATION CURRENT TO THE MOST RECENT MONTH END, VISIT
WWW.FIFTHTHIRDFUNDS.COM.

DURING THE PERIOD SHOWN, THE TOTAL RETURN FIGURES REFLECT THE WAIVER OF A
PORTION OF THE FUND'S ADVISORY OR ADMINISTRATIVE FEES. WITHOUT SUCH WAIVER OF
FEES, THE TOTAL RETURNS WOULD HAVE BEEN LOWER. AS OF 7/31/07, THE GROSS EXPENSE
RATIOS ARE 0.89% (INSTITUTIONAL SHARES), 1.15% (CLASS A), 1.90% (CLASS B), AND
1.89% (CLASS C). THE TOTAL RETURN FIGURES FOR INSTITUTIONAL SHARES REFLECT A
SALES CHARGE OF 0.0%. THE TOTAL RETURN FIGURES FOR A SHARES REFLECTS THE MAXIMUM
SALES CHARGE OF 3.50%. THE TOTAL RETURN FIGURES FOR B SHARES AND C SHARES
REFLECT THE MAXIMUM CONTINGENT DEFERRED SALES CHARGE (CDSC) OF 5.0% AND 1.0%
WITHIN THE FIRST YEAR, RESPECTIVELY.

THE QUOTED PERFORMANCE DOES NOT REFLECT THE DEDUCTION OF TAXES ON FUND
DISTRIBUTIONS OR REDEMPTION OF SHARES. FOR THE PERIOD PRIOR TO OCTOBER
29,2001, THE QUOTED PERFORMANCE FOR THE FIFTH THIRD INTERMEDIATE MUNICIPAL BOND
FUND INSTITUTIONAL SHARES REFLECTS THE PERFORMANCE OF THE KENT INTERMEDIATE
TAX-FREE FUND INSTITUTIONAL SHARES WITH AN INCEPTION DATE OF DECEMBER 16, 1992.
PRIOR TO OCTOBER 29, 2001, THE PERFORMANCE FIGURES FOR THE FIFTH THIRD
INTERMEDIATE BOND FUND CLASS A SHARES REFLECTS THE PERFORMANCE OF THE KENT
INTERMEDIATE TAX-FREE FUND INVESTMENT SHARES WITH AN INCEPTION DATE OF DECEMBER
18, 1992, ADJUSTED FOR THE MAXIMUM SALES CHARGE. CLASS B AND CLASS C SHARES WERE
INITIALLY OFFERED ON OCTOBER 29, 2001. THE PERFORMANCE FIGURES FOR CLASS B AND
CLASS C SHARES FOR PERIODS PRIOR TO SUCH DATE REPRESENT THE PERFORMANCE FOR THE
KENT INTERMEDIATE TAX-FREE FUND INSTITUTIONAL SHARES AND IS ADJUSTED TO REFLECT
EXPENSES AND APPLICABLE SALES CHARGES FOR CLASS B AND CLASS C SHARES.

--------------------------------------------------------------------------------
BOND QUALITY AS OF JULY 31, 2007
--------------------------------------------------------------------------------
AS REPRESENTED BY STANDARD AND POOR'S/MOODY'S RATING AGENCIES
AS A PERCENTAGE OF VALUE OF INVESTMENTS +
--------------------------------------------------------------------------------

                                  [BAR CHART]

AAA/Aaa                                                                  58.47%
AA+/Aa1                                                                   5.63%
AA/Aa2                                                                     5.9%
AA-/Aa3                                                                  10.41%
A+/A1                                                                     5.18%
A/A2                                                                      1.13%
A-/A3                                                                     3.57%
BBB+/Baa1                                                                 5.07%
BBB/Baa2                                                                  0.63%
BBB-/Baa3                                                                 2.97%
NR/NR                                                                     0.82%
Net Cash and Equivalents                                                  0.23%

+ PORTFOLIO COMPOSITION IS SUBJECT TO CHANGE.
  NR - NOT RATED

                                       54




MANAGEMENT DISCUSSION OF FUND PERFORMANCE

--------------------------------------------------------------------------------
INTERMEDIATE MUNICIPAL BOND FUND
--------------------------------------------------------------------------------

GROWTH OF A $10,000 INVESTMENT

                                  [LINE GRAPH]

         Intermediate Municipal      Lehman Brothers       Lipper Intermediate
          Bond (Institutional      Quality Intermediate    Municipal Debt Funds
                Shares)            Municipal Bond Index          Average
          ---------------------    --------------------    --------------------
7/31/97         $ 10,000                 $ 10,000                $ 10,000
                $ 10,023                 $ 10,036                $ 10,023
  12/97         $ 10,230                 $ 10,239                $ 10,241
                $ 10,319                 $ 10,348                $ 10,343
                $ 10,419                 $ 10,477                $ 10,471
                $ 10,719                 $ 10,772                $ 10,754
  12/98         $ 10,779                 $ 10,855                $ 10,812
                $ 10,833                 $ 10,950                $ 10,871
                $ 10,657                 $ 10,794                $ 10,687
                $ 10,687                 $ 10,885                $ 10,670
  12/99         $ 10,670                 $ 10,887                $ 10,627
                $ 10,884                 $ 11,059                $ 10,819
                $ 11,030                 $ 11,230                $ 10,952
                $ 11,241                 $ 11,466                $ 11,177
  12/00         $ 11,629                 $ 11,825                $ 11,556
                $ 11,886                 $ 12,127                $ 11,805
                $ 11,973                 $ 12,221                $ 11,883
                $ 12,280                 $ 12,557                $ 12,189
  12/01         $ 12,179                 $ 12,478                $ 12,088
                $ 12,263                 $ 12,587                $ 12,174
                $ 12,698                 $ 13,073                $ 12,600
                $ 13,151                 $ 13,596                $ 13,102
  12/02         $ 13,183                 $ 13,630                $ 13,106
                $ 13,307                 $ 13,783                $ 13,221
                $ 13,540                 $ 14,096                $ 13,507
                $ 13,568                 $ 14,166                $ 13,521
  12/03         $ 13,613                 $ 14,263                $ 13,642
                $ 13,748                 $ 14,447                $ 13,798
                $ 13,470                 $ 14,144                $ 13,511
                $ 13,837                 $ 14,598                $ 13,914
  12/04         $ 13,894                 $ 14,696                $ 14,007
                $ 13,773                 $ 14,567                $ 13,891
                $ 14,065                 $ 14,905                $ 14,211
                $ 14,008                 $ 14,866                $ 14,169
  12/05         $ 14,062                 $ 14,938                $ 14,235
                $ 14,041                 $ 14,932                $ 14,232
                $ 14,054                 $ 14,955                $ 14,232
                $ 14,480                 $ 15,393                $ 14,642
  12/06         $ 14,585                 $ 15,504                $ 14,738
                $ 14,682                 $ 15,642                $ 14,834
                $ 14,588                 $ 15,584                $ 14,746
7/31/07         $ 14,690                 $ 15,715                $ 14,841

PAST PERFORMANCE DOES NOT GUARANTEE FUTURE RESULTS. THE PERFORMANCE DATA QUOTED
REPRESENTS PAST PERFORMANCE AND CURRENT RETURNS MAY BE LOWER OR HIGHER. TOTAL
RETURN FIGURES INCLUDE CHANGE IN SHARE PRICE, REINVESTMENT OF DIVIDENDS AND
CAPITAL GAINS. THE INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT
AN INVESTOR'S SHARES, WHEN REDEEMED MAY BE WORTH MORE OR LESS THAN THE ORIGINAL
COST. FOR PERFORMANCE DATA CURRENT TO THE MOST RECENT MONTH END, VISIT OUR
WEBSITE AT WWW.FIFTHTHIRDFUNDS.COM.

The chart above represents a comparison of a hypothetical $10,000 investment in
the indicated share class versus a similar investment in the Fund's benchmarks,
and represents the reinvestment of dividends and capital gains in the Fund.
However, the performance does not reflect the deduction of taxes on Fund
distributions, or redemption of shares.

1     The Fund's performance is measured against the Lehman Brothers Quality
      Intermediate Municipal Bond Index and the Lipper Intermediate Municipal
      Debt Funds Average. The Lehman Brothers Quality Intermediate Municipal
      Bond Index is generally representative of intermediate term municipal
      bonds with a maturity between two and twelve years. The Lipper
      Intermediate Municipal Debt Funds Average is representative of the average
      of the total returns reported by all of the mutual funds designated by
      Lipper, Inc., which fell into this category.

      The Lehman Brothers Quality Intermediate Municipal Bond Index does not
      reflect the deduction of fees associated with a mutual fund such as
      investment management and fund accounting fees. However, the Lipper
      Intermediate Municipal Debt Funds Average and the Fund's performance
      reflect the deduction of fees for these value-added services. Investors
      cannot invest directly in an index, although they can invest in its
      underlying mutual funds or securities.

2     The ending value represents the value of a $10,000 investment in the
      indicated share class for the 10-Year period ended July 31, 2007.

                                       55




MANAGEMENT DISCUSSION OF FUND PERFORMANCE

--------------------------------------------------------------------------------
OHIO MUNICIPAL BOND FUND
--------------------------------------------------------------------------------

For the 12-month period ended July 31, 2007, the Fifth Third Ohio Municipal Bond
Fund (Institutional Shares) returned 3.32% on a net of fee basis, compared to
its benchmark, the Lehman Brothers Quality Intermediate Municipal Bond Index,
which returned 3.98%.

Like much of the country, the downturn in the housing industry negatively
affected the Ohio economy during the second half of the period. Although the
unemployment rate crept higher during the period, encouraging news came out of
Columbus as a rare display of bipartisan support resulted in the approval of a
two-year, $52 billion budget. The deal included a $5 billion revenue boost from
the securitization of the state's remaining payments from the 1998 tobacco
settlement.

Against this backdrop, the issuance of new bonds across the state increased
about 15% during the first seven months of 2007 - lower than the national
average of about 26%.

Similar to the broader municipal bond market, the near-term repercussions on
Ohio municipal bonds from the subprime mortgage meltdown remained unknown. In
general, spreads, or the difference between the yields on municipal bonds and
market benchmarks, increased as investors adjusted their risk tolerance,
especially during the closing two months of the period. In addition, the
intentions of hedge funds, which have grown in importance in the municipal bond
market in recent years, were unclear in the wake of some high profile collapses.

Within the Fund, a slightly longer duration than the benchmark weighed on
returns as the short end of the yield curve rallied in anticipation of a rate
cut from the Federal Reserve.

Aiding performance was the Fund's focus on quality as higher-rated issues
endured the market pressures better than poor quality bonds. Given the setback,
however, some compelling values arose among A-rated credits and the Fund added
select positions when the yield-quality balance reached attractive levels.

--------------------------------------------------------------------------------
INVESTMENT RISK CONSIDERATIONS
--------------------------------------------------------------------------------

THE FUND'S INCOME MAY BE SUBJECT TO CERTAIN STATE AND LOCAL TAXES AND, DEPENDING
ON YOUR TAX STATUS, THE FEDERAL ALTERNATIVE MINIMUM TAX.

SINGLE STATE FUNDS MAY BE SUBJECT TO ADDITIONAL RISK, SINCE ISSUERS THEY INVEST
IN ARE MORE LIKELY TO BE SUBJECT TO THE SAME POLITICAL AND/OR ECONOMIC RISKS.

BONDS OFFER A RELATIVELY STABLE LEVEL OF INCOME, ALTHOUGH BOND PRICES WILL
FLUCTUATE PROVIDING THE POTENTIAL FOR PRINCIPAL GAIN OR LOSS. INTERMEDIATE-TERM,
HIGHER-QUALITY BONDS GENERALLY OFFER LESS RISK THAN LONGER-TERM BONDS AND A
LOWER RATE OF RETURN.

--------------------------------------------------------------------------------
AVERAGE ANNUAL TOTAL RETURNS AS OF JULY 31, 2007
--------------------------------------------------------------------------------

                                                                ENDING
                             1 YEAR     5 YEAR     10 YEAR     VALUE 2
                             ------     ------     -------     -------
Institutional                 3.32%      2.73%      3.69%      $14,369
----------------------------------------------------------------------
Class A Shares               -1.84%      1.51%      2.97%      $13,406
----------------------------------------------------------------------
Class B Shares               -2.72%      1.34%      2.55%      $12,861
----------------------------------------------------------------------
Class C Shares                2.19%      1.70%      2.73%      $13,091
----------------------------------------------------------------------
Lehman Brothers
Quality Intermediate
Municipal Bond Index 1        3.98%      3.52%      4.63%      $15,715
----------------------------------------------------------------------
Lipper Ohio
Intermediate Municipal
Debt Funds Average 1          2.78%      2.42%      3.48%      $13,946
----------------------------------------------------------------------

PAST PERFORMANCE DOES NOT GUARANTEE FUTURE RESULTS. THE PERFORMANCE DATA QUOTED
REPRESENTS PAST PERFORMANCE AND CURRENT RETURNS MAY BE LOWER OR HIGHER. THE
INVESTMENT RETURN AND NET ASSET VALUE WILL FLUCTUATE SO THAT AN INVESTOR'S
SHARES, WHEN REDEEMED, MAY BE WORTH MORE OR LESS THAN THE ORIGINAL COST. TO
OBTAIN PERFORMANCE INFORMATION CURRENT TO THE MOST RECENT MONTH END, VISIT
WWW.FIFTHTHIRDFUNDS.COM.

DURING THE PERIOD SHOWN, THE TOTAL RETURN FIGURES REFLECT THE WAIVER OF A
PORTION OF THE FUND'S ADVISORY OR ADMINISTRATIVE FEES. WITHOUT SUCH WAIVER OF
FEES, THE TOTAL RETURNS WOULD HAVE BEEN LOWER. AS OF 7/31/07, THE GROSS EXPENSE
RATIOS ARE 0.93% (INSTITUTIONAL SHARES), 1.18% (CLASS A), AND 1.93% (CLASS B&C).
THE TOTAL RETURN FIGURES FOR INSTITUTIONAL SHARES REFLECT A SALES CHARGE OF
0.0%. THE TOTAL RETURN FIGURES FOR A SHARES REFLECTS THE MAXIMUM SALES CHARGE OF
4.75%. THE TOTAL RETURN FIGURES FOR B SHARES AND C SHARES REFLECT THE MAXIMUM
CONTINGENT DEFERRED SALES CHARGE (CDSC) OF 5.0% AND 1.0% WITHIN THE FIRST YEAR,
RESPECTIVELY.

THE QUOTED PERFORMANCE DOES NOT REFLECT THE DEDUCTION OF TAXES ON FUND
DISTRIBUTIONS OR REDEMPTION OF SHARES. INSTITUTIONAL SHARES WERE INITIALLY
OFFERED ON AUGUST 11, 1998. THE PERFORMANCE FIGURES FOR INSTITUTIONAL SHARES FOR
PERIODS PRIOR TO SUCH DATE REPRESENT THE PERFORMANCE FOR CLASS A SHARES. CLASS
B, AND CLASS C SHARES WERE INITIALLY OFFERED ON MAY 27, 1993, OCTOBER 11, 2000,
AND APRIL 24, 1996 RESPECTIVELY. THE PERFORMANCE FIGURES FOR CLASS B AND CLASS C
SHARES FOR PERIODS PRIOR TO SUCH DATE REPRESENT THE PERFORMANCE FOR CLASS A
SHARES AND IS ADJUSTED TO REFLECT EXPENSES AND APPLICABLE SALES CHARGES FOR
CLASS B AND CLASS C SHARES

--------------------------------------------------------------------------------
BOND QUALITY AS OF JULY 31, 2007
--------------------------------------------------------------------------------
AS REPRESENTED BY STANDARD AND POOR'S/MOODY'S RATING AGENCIES
AS A PERCENTAGE OF VALUE OF INVESTMENTS +
--------------------------------------------------------------------------------

                                  [BAR CHART]

AAA/Aaa                                                                  33.48%
AA+/Aa1                                                                   6.43%
AA/Aa2                                                                   18.07%
AA-/Aa3                                                                  13.64%
A/A2                                                                     11.05%
A-/A3                                                                     2.81%
BBB+/Baa1                                                                  3.3%
BBB/Baa2                                                                  2.95%
BBB-/Baa3                                                                 3.05%
NR/NR                                                                     4.96%
Net Cash and Equivalents                                                  0.25%

+ PORTFOLIO COMPOSITION IS SUBJECT TO CHANGE.
  NR - NOT RATED

                                       56




MANAGEMENT DISCUSSION OF FUND PERFORMANCE

--------------------------------------------------------------------------------
OHIO MUNICIPAL BOND FUND
--------------------------------------------------------------------------------

GROWTH OF A $10,000 INVESTMENT

                                  [LINE GRAPH]
                                                            Lipper Ohio
                                     Lehman Brothers        Intermediate
          Ohio Municipal Bond      Quality Intermediate    Municipal Debt
         (Institutional Shares)    Municipal Bond Index    Funds Average
         ----------------------    --------------------    --------------
7/31/97         $ 10,000                 $ 10,000             $ 10,000
                $ 10,015                 $ 10,036             $ 10,013
  12/97         $ 10,229                 $ 10,239             $ 10,214
                $ 10,294                 $ 10,348             $ 10,296
                $ 10,415                 $ 10,477             $ 10,416
                $ 10,753                 $ 10,772             $ 10,695
  12/98         $ 10,804                 $ 10,855             $ 10,736
                $ 10,826                 $ 10,950             $ 10,779
                $ 10,579                 $ 10,794             $ 10,564
                $ 10,554                 $ 10,885             $ 10,542
  12/99         $ 10,486                 $ 10,887             $ 10,487
                $ 10,709                 $ 11,059             $ 10,662
                $ 10,827                 $ 11,230             $ 10,780
                $ 11,041                 $ 11,466             $ 10,994
  12/00         $ 11,416                 $ 11,825             $ 11,346
                $ 11,659                 $ 12,127             $ 11,564
                $ 11,731                 $ 12,221             $ 11,617
                $ 12,020                 $ 12,557             $ 11,891
  12/01         $ 11,938                 $ 12,478             $ 11,781
                $ 11,998                 $ 12,587             $ 11,862
                $ 12,414                 $ 13,073             $ 12,271
                $ 12,858                 $ 13,596             $ 12,723
  12/02         $ 12,874                 $ 13,630             $ 12,716
                $ 12,989                 $ 13,783             $ 12,827
                $ 13,235                 $ 14,096             $ 13,059
                $ 13,273                 $ 14,166             $ 13,060
  12/03         $ 13,368                 $ 14,263             $ 13,142
                $ 13,502                 $ 14,447             $ 13,260
                $ 13,208                 $ 14,144             $ 12,981
                $ 13,574                 $ 14,598             $ 13,321
  12/04         $ 13,633                 $ 14,696             $ 13,365
                $ 13,517                 $ 14,567             $ 13,253
                $ 13,803                 $ 14,905             $ 13,496
                $ 13,730                 $ 14,866             $ 13,442
  12/05         $ 13,781                 $ 14,938             $ 13,482
                $ 13,784                 $ 14,932             $ 13,462
                $ 13,768                 $ 14,955             $ 13,441
                $ 14,171                 $ 15,393             $ 13,808
  12/06         $ 14,255                 $ 15,504             $ 13,880
                $ 14,347                 $ 15,642             $ 13,950
                $ 14,241                 $ 15,584             $ 13,854
7/31/07         $ 14,369                 $ 15,715             $ 13,946

PAST PERFORMANCE DOES NOT GUARANTEE FUTURE RESULTS. THE PERFORMANCE DATA QUOTED
REPRESENTS PAST PERFORMANCE AND CURRENT RETURNS MAY BE LOWER OR HIGHER. TOTAL
RETURN FIGURES INCLUDE CHANGE IN SHARE PRICE, REINVESTMENT OF DIVIDENDS AND
CAPITAL GAINS. THE INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT
AN INVESTOR'S SHARES, WHEN REDEEMED MAY BE WORTH MORE OR LESS THAN THE ORIGINAL
COST. FOR PERFORMANCE DATA CURRENT TO THE MOST RECENT MONTH END, VISIT OUR
WEBSITE AT WWW.FIFTHTHIRDFUNDS.COM.

The chart above represents a comparison of a hypothetical $10,000 investment in
the indicated share class versus a similar investment in the Fund's benchmark,
and represents the reinvestment of dividends and capital gains in the Fund.
However, the performance does not reflect the deduction of taxes on Fund
distributions, or redemption of shares.

1     The Fund's performance is measured against the Lehman Brothers Quality
      Intermediate Municipal Bond Index and the Lipper Ohio Intermediate
      Municipal Debt Funds Average. The Lehman Brothers Quality Intermediate
      Municipal Bond Index is generally representative of intermediate term
      municipal bonds with a maturity between two and twelve years. The Lipper
      Ohio Intermediate Municipal Debt Funds Average is representative of the
      average of the total returns reported by all of the mutual funds
      designated by Lipper, Inc., which fell into this category.

      The Lehman Brothers Quality Intermediate Municipal Bond Index does not
      reflect the deduction of fees associated with a mutual fund such as
      investment management and fund accounting fees. However, the Lipper Ohio
      Intermediate Municipal Debt Funds Average and the Fund's performance
      reflect the deduction of fees for these value-added services. Investors
      cannot invest directly in an index, although they can invest in its
      underlying mutual funds or securities.

2     The ending value represents the value of a $10,000 investment in the
      indicated share class for the 10-Year period ended July 31, 2007.

                                       57




MANAGEMENT DISCUSSION OF FUND PERFORMANCE

--------------------------------------------------------------------------------
MICHIGAN MUNICIPAL BOND FUND
--------------------------------------------------------------------------------

For the 12-month period ended July 31, 2007, the Fifth Third Michigan Municipal
Bond Fund (Institutional Shares) gained 3.17% on a net of fee basis, trailing
its benchmark, the Lehman Brothers 1-5 Year Municipal Bond Index, which returned
3.78%.

With the slump in the housing industry adding to automobile industry woes,
Michigan's economy continued to lag the rest of the country during the period.
Unemployment crossed the 7.0% threshold by the period's end while the budget
continued to be patched with one-time fixes. The 2006 repeal of the single
business tax translated into a likely $1.9 billion tax revenue shortfall
starting in 2008, but state legislators responded by crafting a new business tax
that lightens the tax burden on state-based enterprises while replacing all of
the revenue.

Conditions prompted downgrades from two ratings agencies during the period and
one, Fitch Ratings, followed a cut with a negative watch warning. Against this
backdrop, the issuance of new bonds across the state dropped about 14% during
the first seven months of 2007 - considerably lower than the national gain of
about 26%.

Much like the broader municipal bond market, the near-term repercussions on
Michigan municipal bonds from the subprime mortgage meltdown remained unknown.
In general, spreads, or the difference between the yields on municipal bonds and
market benchmarks, increased as investors adjusted their risk tolerance,
especially during the closing two months of the period. In addition, the
intentions of hedge funds, which have grown in importance in the municipal bond
market in recent years, were unclear in the wake of some high profile collapses.

Within the Fund, a higher than average cash position weighed on returns as the
short end of the yield curve rallied in anticipation of a possible rate cut from
the Federal Reserve.

Aiding performance was the Fund's focus on quality as higher rated issues
endured the market pressures better than poor quality bonds. Given the setback,
however, some compelling values arose among lower-rated credits and the Fund
added select positions when the yield-quality balance reached attractive levels.

--------------------------------------------------------------------------------
INVESTMENT RISK CONSIDERATIONS
--------------------------------------------------------------------------------

THE FUND'S INCOME MAY BE SUBJECT TO CERTAIN STATE AND LOCAL TAXES AND, DEPENDING
ON YOUR TAX STATUS, THE FEDERAL ALTERNATIVE MINIMUM TAX.

SINGLE STATE FUNDS MAY BE SUBJECT TO ADDITIONAL RISK, SINCE ISSUERS THEY INVEST
IN ARE MORE LIKELY TO BE SUBJECT TO THE SAME POLITICAL AND/OR ECONOMIC RISKS.

BONDS OFFER A RELATIVELY STABLE LEVEL OF INCOME, ALTHOUGH BOND PRICES WILL
FLUCTUATE PROVIDING THE POTENTIAL FOR PRINCIPAL GAIN OR LOSS. INTERMEDIATE-TERM,
HIGHER-QUALITY BONDS GENERALLY OFFER LESS RISK THAN LONGER-TERM BONDS AND A
LOWER RATE OF RETURN.

--------------------------------------------------------------------------------
AVERAGE ANNUAL TOTAL RETURNS AS OF JULY 31, 2007
--------------------------------------------------------------------------------

                                                                ENDING
                             1 YEAR     5 YEAR     10 YEAR     VALUE 2
                             ------     ------     -------     -------
Institutional                 3.17%      2.02%      3.32%      $13,866
----------------------------------------------------------------------
Class A Shares               -1.82%      0.89%      2.67%      $13,019
----------------------------------------------------------------------
Class B Shares               -2.94%      0.64%      2.29%      $12,539
----------------------------------------------------------------------
Class C Shares                2.16%      1.02%      2.30%      $12,552
----------------------------------------------------------------------
Lehman Brothers
1-5 Year Municipal
Bond Index 1                  3.78%      2.70%      3.98%      $14,778
----------------------------------------------------------------------
Lipper Other States
Short-Intermediate
Municipal Debt
Funds Average 1               2.87%      2.46%      3.51%      $13,878
----------------------------------------------------------------------

PAST PERFORMANCE DOES NOT GUARANTEE FUTURE RESULTS. THE PERFORMANCE DATA QUOTED
REPRESENTS PAST PERFORMANCE AND CURRENT RETURNS MAY BE LOWER OR HIGHER. THE
INVESTMENT RETURN AND NET ASSET VALUE WILL FLUCTUATE SO THAT AN INVESTOR'S
SHARES, WHEN REDEEMED, MAY BE WORTH MORE OR LESS THAN THE ORIGINAL COST. TO
OBTAIN PERFORMANCE INFORMATION CURRENT TO THE MOST RECENT MONTH END, VISIT
WWW.FIFTHTHIRDFUNDS.COM.

DURING THE PERIOD SHOWN, THE TOTAL RETURN FIGURES REFLECT THE WAIVER OF A
PORTION OF THE FUND'S ADVISORY OR ADMINISTRATIVE FEES. WITHOUT SUCH WAIVER OF
FEES, THE TOTAL RETURNS WOULD HAVE BEEN LOWER. AS OF 7/31/07, THE GROSS EXPENSE
RATIOS ARE 0.98% (INSTITUTIONAL SHARES), 1.22% (CLASS A), AND 1.98 (CLASSES B &
C). THE TOTAL RETURN FIGURES FOR INSTITUTIONAL SHARES REFLECT A SALES CHARGE OF
0.0%. THE TOTAL RETURN FIGURES FOR A SHARES REFLECT THE MAXIMUM SALES CHARGE OF
4.75%. THE TOTAL RETURN FIGURES FOR B SHARES AND C SHARES REFLECT THE MAXIMUM
CONTINGENT DEFERRED SALES CHARGE (CDSC) OF 5.0% AND 1.0% WITHIN THE FIRST YEAR,
RESPECTIVELY.

THE FUND'S PERFORMANCE IN THE ABOVE TABLE DOES NOT REFLECT THE DEDUCTION OF
TAXES ON FUND DISTRIBUTIONS, OR REDEMPTION OF SHARES. FOR THE PERIOD PRIOR TO
OCTOBER 29, 2001, THE QUOTED PERFORMANCE FOR THE MICHIGAN MUNICIPAL BOND FUND
INSTITUTIONAL SHARES REFLECTS THE PERFORMANCE OF THE KENT MICHIGAN MUNICIPAL
BOND FUND INSTITUTIONAL SHARES WITH AN INCEPTION DATE OF MAY 3, 1993. PRIOR TO
OCTOBER 29, 2001, THE QUOTED PERFORMANCE FOR THE FIFTH THIRD MICHIGAN MUNICIPAL
BOND FUND CLASS A SHARES REFLECTS THE PERFORMANCE OF THE KENT MICHIGAN MUNICIPAL
BOND FUND INVESTMENT SHARES WITH AN INCEPTION DATE OF MAY 11, 1993, ADJUSTED FOR
THE MAXIMUM SALES CHARGE. CLASS B AND CLASS C SHARES WERE INITIALLY OFFERED ON
OCTOBER 29, 200. THE PERFORMANCE FIGURES FOR CLASS B AND CLASS C SHARES FOR
PERIODS PRIOR TO SUCH DATE REPRESENT THE PERFORMANCE FOR INSTITUTIONAL SHARES
AND IS ADJUSTED TO REFLECT EXPENSES AND APPLICABLE SALES CHARGES FOR CLASS B AND
CLASS C SHARES.

--------------------------------------------------------------------------------
BOND QUALITY AS OF JULY 31, 2007
--------------------------------------------------------------------------------
AS REPRESENTED BY STANDARD AND POOR'S/MOODY'S RATING AGENCIES
AS A PERCENTAGE OF VALUE OF INVESTMENTS +
--------------------------------------------------------------------------------

                                  [BAR CHART]

AAA/Aaa                                                                   60.3%
AA+/Aa1                                                                   5.19%
AA/Aa2                                                                    4.36%
AA-/Aa3                                                                   7.34%
A+/A1                                                                    13.75%
A/A2                                                                      2.54%
A-/A3                                                                     1.63%
BBB+/Baa1                                                                 1.87%
BBB/Baa2                                                                  0.51%
BBB-/Baa3                                                                 1.07%
NR/NR                                                                     0.66%
Net Cash and Equivalents                                                   0.8%


+ PORTFOLIO COMPOSITION IS SUBJECT TO CHANGE.
  NR - NOT RATED

                                       58




MANAGEMENT DISCUSSION OF FUND PERFORMANCE

--------------------------------------------------------------------------------
MICHIGAN MUNICIPAL BOND FUND
--------------------------------------------------------------------------------

GROWTH OF A $10,000 INVESTMENT

                                  [LINE GRAPH]

                                   Lehman Brothers 1-5         Lipper Other States
         Michigan Municipal Bond   Year Municipal Bond     Short-Intermediate Municipal
         (Institutional Shares)           Index                Debt Funds Average
         -----------------------   -------------------     ---------------------------

7/31/97         $ 10,000                $ 10,000                    $ 10,000
                $ 10,030                $ 10,047                    $ 10,043
  12/97         $ 10,184                $ 10,197                    $ 10,198
                $ 10,276                $ 10,311                    $ 10,294
                $ 10,370                $ 10,425                    $ 10,398
                $ 10,586                $ 10,651                    $ 10,604
  12/98         $ 10,668                $ 10,749                    $ 10,682
                $ 10,754                $ 10,865                    $ 10,747
                $ 10,660                $ 10,800                    $ 10,662
                $ 10,725                $ 10,904                    $ 10,685
  12/99         $ 10,739                $ 10,933                    $ 10,695
                $ 10,852                $ 11,054                    $ 10,824
                $ 10,979                $ 11,210                    $ 10,916
                $ 11,162                $ 11,397                    $ 11,101
  12/00         $ 11,416                $ 11,649                    $ 11,354
                $ 11,684                $ 11,947                    $ 11,569
                $ 11,789                $ 12,085                    $ 11,664
                $ 12,043                $ 12,363                    $ 11,875
  12/01         $ 12,042                $ 12,375                    $ 11,886
                $ 12,103                $ 12,441                    $ 11,958
                $ 12,450                $ 12,831                    $ 12,238
                $ 12,708                $ 13,143                    $ 12,562
  12/02         $ 12,789                $ 13,252                    $ 12,600
                $ 12,900                $ 13,366                    $ 12,682
                $ 13,029                $ 13,520                    $ 12,830
                $ 13,119                $ 13,649                    $ 12,908
  12/03         $ 13,092                $ 13,651                    $ 12,972
                $ 13,169                $ 13,788                    $ 13,085
                $ 12,986                $ 13,595                    $ 12,867
                $ 13,203                $ 13,875                    $ 13,132
  12/04         $ 13,232                $ 13,933                    $ 13,189
                $ 13,139                $ 13,825                    $ 13,132
                $ 13,297                $ 14,020                    $ 13,319
                $ 13,294                $ 14,031                    $ 13,323
  12/05         $ 13,339                $ 14,075                    $ 13,360
                $ 13,336                $ 14,094                    $ 13,378
                $ 13,367                $ 14,137                    $ 13,399
                $ 13,616                $ 14,431                    $ 13,662
  12/06         $ 13,693                $ 14,525                    $ 13,742
                $ 13,794                $ 14,662                    $ 13,829
                $ 13,805                $ 14,676                    $ 13,825
7/31/07         $ 13,866                $ 14,778                    $ 13,878


PAST PERFORMANCE DOES NOT GUARANTEE FUTURE RESULTS. THE PERFORMANCE DATA QUOTED
REPRESENTS PAST PERFORMANCE AND CURRENT RETURNS MAY BE LOWER OR HIGHER. TOTAL
RETURN FIGURES INCLUDE CHANGE IN SHARE PRICE, REINVESTMENT OF DIVIDENDS AND
CAPITAL GAINS. THE INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT
AN INVESTOR'S SHARES, WHEN REDEEMED MAY BE WORTH MORE OR LESS THAN THE ORIGINAL
COST. FOR PERFORMANCE DATA CURRENT TO THE MOST RECENT MONTH END, VISIT OUR
WEBSITE AT WWW.FIFTHTHIRDFUNDS.COM.

The chart above represents a comparison of a hypothetical $10,000 investment in
the indicated share class versus a similar investment in the Fund's benchmark,
and represents the reinvestment of dividends and capital gains in the Fund.
However, the performance does not reflect the deduction of taxes on Fund
distributions, or redemption of shares.

1     The Fund's performance is measured against the Lehman Brothers 1-5 Year
      Municipal Bond Index and the Lipper Other States Short-Intermediate
      Municipal Debt Funds Average. The Lehman Brothers 1-5 Year Municipal Bond
      Index is representative of short term municipal bonds with a maturity
      between one and six years. The Lipper Other States Short-Intermediate
      Municipal Debt Funds Average is representative of the average of the total
      returns reported by all of the mutual funds designated by Lipper, Inc.,
      which fell into this category.

      The Lehman Brothers 1-5 Year Municipal Bond Index does not reflect the
      deduction of fees associated with a mutual fund such as investment
      management and fund accounting fees. However, the Lipper Other States
      Short-Intermediate Municipal Debt Funds Average and the Fund's performance
      reflect the deduction of fees for these value-added services. Investors
      cannot invest directly in an index, although they can invest in its
      underlying mutual funds or securities.

2     The ending value represents the value of a $10,000 investment in the
      indicated share class for the 10-Year period ended July 31, 2007.



                                        Management’s Discussion of Fund Performance

MANAGEMENT DISCUSSION OF FUND PERFORMANCE- Semi- Annual report dated January 31, 2008



MANAGEMENT DISCUSSION OF FUND PERFORMANCE

Municipal Bond Fund
--------------------------------------------------------------------------------

For the six-month  period ended January 31, 2008, the Fifth Third Municipal Bond
Fund  (Institutional)  returned 3.88% on a net of fee basis,  outperforming  its
benchmark, the Lehman Brothers Municipal Bond Index, which returned 3.71%.

Taking its cue from the  Federal  Reserve,  which cut its key  lending  rate 225
basis points to ease worries over the country's  economic  prospects,  yields on
short-term  municipal bonds dropped  significantly  during the period.  Rates on
long-term  issues ended close to where they started,  resulting in a significant
steepening of the yield curve.

With holdings  concentrated  in the shorter  portion of the yield curve,  and an
underweight stake,  relative to the benchmark,  in long-term bonds, the Fund was
ideally  positioned to capitalize on the market's  movement.  Further  enhancing
returns was the Fund's exposure to a number of pre-refunded bonds, or debentures
being  refinanced  by the original  issuers.  In general,  higher  quality bonds
outperformed  lower quality issues as investors  avoided riskier  assets.  Bonds
backed by insurers trailed the market as many of the so-called monoline insurers
acknowledged  considerable  exposure  to  the  subprime  mortgage  market  woes.
Accordingly,   the  Fund's  modest   exposure  to  insured   issues  weighed  on
performance.

Despite the turmoil in the fixed income  markets  through the second half of the
year, a record $423 billion worth of new municipal bonds were issued in the U.S.
in 2007, with 36% of the deals completed for refinancing purposes. Uncertainties
over the ratings of monoline  insurers  contributed to a slower January 2008; in
which issuance was about half of what it was a year earlier.

Investment Risk Considerations
--------------------------------------------------------------------------------

Bonds  offer a  relatively  stable  level of income,  although  bond prices will
fluctuate providing the potential for principal gain or loss. Intermediate-term,
higher-quality  bonds  generally  offer less risk than  longer-term  bonds and a
lower rate of return.

Investors in any bond fund may be subject to fluctuations in price due to issuer
and credit quality,  rising interest rates,  inflation and call risks associated
with the underlying bonds owned by the fund.

Average Annual Total Returns as of January 31, 2008
--------------------------------------------------------------------------------

                                          6 Months#   1 Year   5 Year   10 Year
                                          ---------   ------   ------   -------
Institutional                                3.88%     5.01%    3.81%    4.54%
--------------------------------------------------------------------------------
Class A Shares                              -1.23%    -0.15%    2.55%    3.77%
--------------------------------------------------------------------------------
Class B Shares                              -1.65%    -1.07%    2.45%    3.49%
--------------------------------------------------------------------------------
Class C Shares                               2.35%     3.98%    2.79%    3.51%
--------------------------------------------------------------------------------
Lehman Brothers Municipal Bond Index(1)      3.71%     4.93%    4.61%    5.20%
--------------------------------------------------------------------------------
Lipper General Municipal Debt Funds
Average(1)                                   1.91%     2.49%    3.83%    4.08%
--------------------------------------------------------------------------------

Past performance does not guarantee future results.  The performance data quoted
represents  past  performance  and current  returns may be lower or higher.  The
investment  return and net asset  value  will  fluctuate  so that an  investor's
shares,  when  redeemed,  may be worth more or less than the original  cost.  To
obtain  performance  information  current to the most  recent  month end,  visit
www.fifththirdfunds.com.

During  the period  shown,  the total  return  figures  reflect  the waiver of a
portion of the fund's advisory or  administrative  fees.  Without such waiver of
fees, the total returns would have been lower. As of 1/31/08,  the gross expense
ratios are 1.11%  (Institutional  Shares),  1.36% (Class A), 2.18% (Class B) and
2.11% (Class C). The total return  figures for  Institutional  Shares  reflect a
sales charge of 0.0%.  The total return figures for A Shares reflect the maximum
sales  charge  of 4.75%.  The total  return  figures  for B Shares  and C Shares
reflect the maximum  contingent  deferred  sales charge  (CDSC) of 5.0% and 1.0%
within the first year, respectively.

The  quoted  performance  does  not  reflect  the  deduction  of  taxes  on Fund
distributions or redemption of shares. For the period prior to October 29, 2001,
the quoted  performance  for the Fifth Third  Municipal Bond Fund  Institutional
Shares reflects the  performance of the Kent Tax-Free Income Fund  Institutional
Shares with an inception date of March 20, 1995.  Prior to October 29, 2001, the
performance  for the Fifth Third Municipal Bond Fund Class A Shares reflects the
performance of the Kent Tax-Free Income Fund Investment Shares with an inception
date of March 31,  1995,  and is adjusted to reflect  applicable  sales  charge.
Class B and Class C Shares  were  initially  offered  on  October  29,  2001. The
performance  figures  for Class B and Class C Shares for  periods  prior to such
date  represent  the  performance  for  Institutional  Shares and is adjusted to
reflect expenses and applicable sales charges for Class B and Class C Shares.

#     Not Annualized

(1)   Please refer to Glossary of Terms for additional information.

Bond Quality as of January 31, 2008
as represented by Standard and Poor's/Moody's Rating Agencies
--------------------------------------------------------------------------------
as a percentage of value of investments+

  [THE FOLLOWING TABLE WAS REPRESENTED BY A BAR CHART IN THE PRINTED MATERIAL.]

AAA/Aaa                               70.30
AA+/Aa1                                7.29
AA/Aa2                                 3.90
AA-/Aa3                                2.47
A+/A1                                  2.49
A/A2                                   3.42
A-/A3                                  2.40
BBB+/Baa1                              1.81
BBB-/Baa3                              5.24
Net Cash and Equivalents               0.68

+     Portfolio composition is subject to change.

                                       25



MANAGEMENT DISCUSSION OF FUND PERFORMANCE

Intermediate Municipal Bond Fund
--------------------------------------------------------------------------------

For the six-month  period ended January 31, 2008,  the Fifth Third  Intermediate
Municipal  Bond  Fund  (Institutional)  returned  4.67%  on a net of fee  basis,
trailing its benchmark,  the Lehman Brothers Quality Intermediate Municipal Bond
Index, which gained 5.82%.

Taking its cue from the  Federal  Reserve,  which cut its key  lending  rate 225
basis points to ease worries over the country's  economic  prospects,  yields on
short-term   municipal   bonds   dropped   significantly   during  the   period.
Interestingly,  rates on  long-term  issues  ended close to where they  started,
resulting in a significant steepening of the yield curve.

With holdings  concentrated  in the shorter  portion of the yield curve,  and an
underweight stake,  relative to the benchmark,  in long-term bonds, the Fund was
well-positioned  for the  market's  movement.  With a modest  stake in BBB rated
bonds,  however,  performance  suffered,  relative  to the  benchmark,  as lower
quality  issues sagged amid  investors'  avoidance of riskier  assets.  Notably,
bonds issued by community hospitals were caught in the downdraft,  despite solid
fundamentals.

Bonds  backed by insurers  and  investment  banks also  performed  poorly due to
considerable  exposure to the subprime  mortgage market woes.  Accordingly,  the
Fund's small exposure to insured issues weighed on returns,  as did its stake in
prepaid  natural  gas bonds.

One bright  spot among the  insured  holdings  were  issues  backed by  monoline
insurer  Financial   Security   Assurance,   a  conservative   underwriter  that
sidestepped many of the complications experienced by its peers.

Despite the turmoil in the fixed income  markets  through the second half of the
year, a record $423 billion  worth of new  municipal  bonds were issued in 2007,
with 36% of the deals completed for refinancing purposes. Uncertainties over the
ratings of monoline  insurers  contributed  to a slower  January  2008, in which
issuance was about half of what it was a year earlier.

Investment Risk Considerations
--------------------------------------------------------------------------------

Bonds  offer a  relatively  stable  level of income,  although  bond prices will
fluctuate providing the potential for principal gain or loss. Intermediate-term,
higher-quality  bonds  generally  offer less risk than  longer-term  bonds and a
lower rate of return.

Investors in any bond fund may be subject to fluctuations in price due to issuer
and credit quality,  rising interest rates,  inflation and call risks associated
with the underlying bonds owned by the fund.

Average Annual Total Returns as of January 31, 2008
--------------------------------------------------------------------------------

                                          6 Months#   1 Year   5 Year   10 Year
                                          ---------   ------   ------   -------
Institutional                                4.67%     5.76%    3.14%    4.06%
--------------------------------------------------------------------------------
Class A Shares                               0.89%     1.85%    2.15%    3.43%
--------------------------------------------------------------------------------
Class B Shares                              -0.55%     0.52%    2.39%    3.32%
--------------------------------------------------------------------------------
Class C Shares                               3.14%     4.73%    2.12%    3.02%
--------------------------------------------------------------------------------
Lehman Brothers Quality Intermediate
Municipal Bond Index(1)                      5.82%     7.54%    4.09%    4.87%
--------------------------------------------------------------------------------
Lipper Intermediate Municipal Debt
Funds Average(1)                             4.03%     5.06%    3.43%    4.21%
--------------------------------------------------------------------------------

Past performance does not guarantee future results.  The performance data quoted
represents  past  performance  and current  returns may be lower or higher.  The
investment  return and net asset  value  will  fluctuate  so that an  investor's
shares,  when  redeemed,  may be worth more or less than the original  cost.  To
obtain  performance  information  current to the most  recent  month end,  visit
www.fifththirdfunds.com.

During  the period  shown,  the total  return  figures  reflect  the waiver of a
portion of the fund's advisory or  administrative  fees.  Without such waiver of
fees, the total returns would have been lower. As of 1/31/08,  the gross expense
ratios are 0.90% (Institutional Shares), 1.15% (Class A), 1.90% (Classes B & C).
The total  return  figures for  Institutional  Shares  reflect a sales charge of
0.0%. The total return figure for A Shares  reflects the maximum sales charge of
3.50%.  The total return  figures for B Shares and C Shares  reflect the maximum
contingent  deferred sales charge (CDSC) of 5.0% and 1.0% within the first year,
respectively.

The  quoted  performance  does  not  reflect  the  deduction  of  taxes  on Fund
distributions  or  redemption  of  shares.  For  the  period  prior  to  October
29,2001, the quoted  performance for the Fifth Third Intermediate  Municipal Bond
Fund  Institutional  Shares  reflects the  performance of the Kent  Intermediate
Tax-Free Fund Institutional  Shares with an inception date of December 16, 1992.
Prior  to  October  29,  2001,  the  performance  figures  for the  Fifth  Third
Intermediate  Bond Fund  Class A Shares  reflects  the  performance  of the Kent
Intermediate  Tax-Free Fund Investment Shares with an inception date of December
18, 1992, adjusted for the maximum sales charge. Class B and Class C Shares were
initially  offered on October 29, 2001. The performance  figures for Class B and
Class C Shares for periods prior to such date represent the  performance for the
Kent Intermediate  Tax-Free Fund Institutional Shares and is adjusted to reflect
expenses and applicable sales charges for Class B and Class C Shares.

#     Not Annualized

(1)   Please refer to Glossary of Terms for additional information.

Bond Quality as of January 31, 2008
--------------------------------------------------------------------------------
as represented by Standard and Poor's/Moody's Rating Agencies
as a percentage of value of investments+

  [THE FOLLOWING TABLE WAS REPRESENTED BY A BAR CHART IN THE PRINTED MATERIAL.]

AAA/Aaa                            60.44
AA+/Aa1                             4.65
AA/Aa2                              4.52
AA-/Aa3                             6.40
A+/A1                               4.92
A/A2                                1.24
A-/A3                               3.96
BBB+/Baa1                           5.44
BBB/Baa2                            0.69
BBB-/Baa3                           3.22
NR/NR                               3.77
Net Cash and Equivalents            0.75

+     Portfolio composition is subject to change.

NR - Not Rated

                                       26



MANAGEMENT DISCUSSION OF FUND PERFORMANCE

Ohio Municipal Bond Fund
--------------------------------------------------------------------------------

For the six-month  period ended January 31, 2008, the Fifth Third Ohio Municipal
Bond Fund  (Institutional)  advanced  4.58% on a net of fee basis,  trailing its
benchmark,  the Lehman Brothers Quality Intermediate Municipal Bond Index, which
gained 5.82%.

Economic conditions in Ohio deteriorated during the period as the service sector
failed to make up for lost jobs within the  manufacturing  sector.  As a result,
Ohio's unemployment rate continued to run higher than the national average,  the
median  household  income  lagged the national  average and the number of people
below  poverty  level grew.  Within the  troubled  housing  market,  foreclosure
filings jumped 88% in 2007,  compared to 2006,  placing Ohio within the worst 10
states for foreclosures in the U.S.

Against this backdrop,  the state issued $15.6 billion worth of municipal  bonds
in  2007,  a 23%  rise  over  2006  levels.  The  total  included  a $5  billion
securitization  of  the  state's  remaining   payments  from  the  1998  tobacco
settlement.

In general,  yields on short-term  municipal bonds dropped  significantly during
the period, reflecting the Federal Reserve's moves to slash its key lending rate
by 225 basis  points.  Interestingly,  rates on long-term  issues ended close to
where they started, resulting in a significant steepening of the yield curve.

Within the Fund,  a modest  stake in BBB rated bonds  suffered,  relative to the
benchmark,  as lower quality issues sagged amid investors'  avoidance of riskier
assets. In addition, a stake in prepaid natural gas bonds weighed on returns.

Pre-refunded  bonds,  or debentures  being  refinanced by the original  issuers,
contributed  positively to  performance,  most notably in the hospital space. As
the issuers all but  guarantee  that the original  bonds will be paid off,  such
pre-refunded  issues  generally are assigned a higher quality rating and tend to
jump in value.

Investment Risk Considerations
--------------------------------------------------------------------------------

The fund's income may be subject to certain state and local taxes and, depending
on your tax status, the federal alternative minimum tax.

Single state funds may be subject to additional  risk, since issuers they invest
in are more likely to be subject to the same political and/or economic risks.

Bonds  offer a  relatively  stable  level of income,  although  bond prices will
fluctuate providing the potential for principal gain or loss. Intermediate-term,
higher-quality  bonds  generally  offer less risk than  longer-term  bonds and a
lower rate of return.

Investors in any bond fund may be subject to fluctuations in price due to issuer
and credit quality,  rising interest rates,  inflation and call risks associated
with the underlying bonds owned by the fund.

Average Annual Total Returns as of January 31, 2008
--------------------------------------------------------------------------------

                                          6 Months#   1 Year   5 Year   10 Year
                                          ---------   ------   ------   -------
Institutional                                4.58%     5.87%    3.16%    3.85%
--------------------------------------------------------------------------------
Class A Shares                              -0.55%     0.57%    1.91%    3.11%
--------------------------------------------------------------------------------
Class B Shares                              -0.95%    -0.27%    1.76%    2.69%
--------------------------------------------------------------------------------
Class C Shares                               3.07%     4.74%    2.12%    2.87%
--------------------------------------------------------------------------------
Lehman Brothers Quality Intermediate
Municipal Bond Index(1)                      5.82%     7.54%    4.09%    4.87%
--------------------------------------------------------------------------------
Lipper Ohio Intermediate Municipal Debt
Funds Average(1)                             4.18%     5.06%    2.84%    3.60%
--------------------------------------------------------------------------------

Past performance does not guarantee future results.  The performance data quoted
represents  past  performance  and current  returns may be lower or higher.  The
investment  return and net asset  value  will  fluctuate  so that an  investor's
shares,  when  redeemed,  may be worth more or less than the original  cost.  To
obtain  performance  information  current to the most  recent  month end,  visit
www.fifththirdfunds.com.

During  the period  shown,  the total  return  figures  reflect  the waiver of a
portion of the fund's advisory or  administrative  fees.  Without such waiver of
fees, the total returns would have been lower. As of 1/31/08,  the gross expense
ratios are 0.95%  (Institutional  Shares),  1.20% (Class A), and 1.95%  (Classes
B&C). The total return figures for  Institutional  Shares reflect a sales charge
of 0.0%. The total return figures for A Shares reflects the maximum sales charge
of 4.75%. The total return figures for B Shares and C Shares reflect the maximum
contingent  deferred sales charge (CDSC) of 5.0% and 1.0% within the first year,
respectively.

The  quoted  performance  does  not  reflect  the  deduction  of  taxes  on Fund
distributions  or  redemption  of shares.  Institutional  Shares were  initially
offered on August 11, 1998. The performance figures for Institutional Shares for
periods prior to such date represent the performance  for Class A Shares.  Class
B, and Class C Shares were initially offered on May 27, 1993,  October 11, 2000,
and April 24, 1996 respectively. The performance figures for Class B and Class C
Shares for periods  prior to such date  represent  the  performance  for Class A
Shares and are adjusted to reflect  expenses and  applicable  sales  charges for
Class B and Class C Shares.

#     Not Annualized

(1)   Please refer to Glossary of Terms for additional information.

Bond Quality as of January 31, 2008
--------------------------------------------------------------------------------
as represented by Standard and Poor's/Moody's Rating Agencies
as a percentage of value of investments+

  [THE FOLLOWING TABLE WAS REPRESENTED BY A BAR CHART IN THE PRINTED MATERIAL.]

AAA/Aaa                           41.41
AA+/Aa1                            6.05
AA/Aa2                            11.28
AA-/Aa3                           13.21
A/A2                              12.06
A-/A3                              2.85
BBB+/Baa1                          3.61
BBB-/Baa3                          3.27
NR/NR                              5.26
Net Cash and Equivalents           1.00

+     Portfolio composition is subject to change.

NR - Not Rated

                                       27



MANAGEMENT DISCUSSION OF FUND PERFORMANCE

Michigan Municipal Bond Fund
--------------------------------------------------------------------------------

For the  six-month  period  ended  January 31,  2008,  the Fifth Third  Michigan
Municipal Bond Fund (Institutional) gained 4.47% on a net of fee basis, trailing
its benchmark, the Lehman Brothers 1-5 Year Municipal Bond Index, which returned
5.36%.

Already rocky,  economic  conditions in Michigan continued to deteriorate during
the period as real estate values declined and the unemployment rate remained the
highest in the country.  With officials  projecting  that personal  incomes will
decrease further in 2008 and employment  levels will fall through at least 2009,
the  legislators  passed  the  Michigan  Business  Tax into law and  raised  the
personal  income  tax  rate  by  11.5%.  Within  the  troubled  housing  market,
foreclosure filings jumped 68% in 2007 compared to 2006, placing Michigan in the
top five states for foreclosures in the U.S.

Against this backdrop, the state issued $9.4 billion worth of municipal bonds in
2007, a 9% decline from 2006 levels. Nationally, the issuance of municipal bonds
increased by 10.5% during the same period.

In general,  yields on short-term  municipal bonds dropped  significantly during
the period, reflecting the Federal Reserve's moves to slash its key lending rate
by 225  basis  points.  Rates on  long-term  issues  ended  close to where  they
started, resulting in a significant steepening of the yield curve.

Within the Fund, an ineffective  duration strategy,  implemented in an effort to
soften the impact of interest rate moves,  hindered returns. In addition,  bonds
subject to the  federal  alternative  minimum  tax,  including  select  airport,
hospital and student loan issues, detracted from the Fund's performance.

Although  insured bonds across all market sectors suffered during the period due
to significant  credit risks taken by so-called  monoline  insurers,  one bright
spot  for the  Fund was that the  bulk of its  insured  issues  were  backed  by
Financial  Security  Assurance  ("FSA"),  a more  conservative  underwriter that
sidestepped many of the complications experienced by its peers, and as a result,
the  returns of bonds  backed by the FSA did not fall as far as bonds  backed by
other insurers.

Investment Risk Considerations
--------------------------------------------------------------------------------

The fund's income may be subject to certain state and local taxes and, depending
on your tax status, the federal alternative minimum tax.

Single state funds may be subject to additional  risk, since issuers they invest
in are more likely to be subject to the same political and/or economic risks.

Bonds  offer a  relatively  stable  level of income,  although  bond prices will
fluctuate providing the potential for principal gain or loss. Intermediate-term,
higher-quality  bonds  generally  offer less risk than  longer-term  bonds and a
lower rate of return.

Investors in any bond fund may be subject to fluctuations in price due to issuer
and credit quality,  rising interest rates,  inflation and call risks associated
with the underlying bonds owned by the fund.

Average Annual Total Returns as of January 31, 2008
--------------------------------------------------------------------------------

                                          6 Months#   1 Year   5 Year   10 Year
                                          ---------   ------   ------   -------
Institutional                                4.47%     5.87%    2.47%    3.51%
--------------------------------------------------------------------------------
Class A Shares                              -0.55%     0.83%    1.35%    2.86%
--------------------------------------------------------------------------------
Class B Shares                              -1.05%    -0.18%    1.08%    2.48%
--------------------------------------------------------------------------------
Class C Shares                               2.93%     4.91%    1.47%    2.49%
--------------------------------------------------------------------------------
Lehman Brothers 1-5 Year Municipal
Bond Index(1)                                5.36%     7.24%    3.22%    4.24
--------------------------------------------------------------------------------
Lipper Other States Short-Intermediate
Municipal Debt Funds Average(1)              3.46%     4.60%    2.73%    3.58%
--------------------------------------------------------------------------------

Past performance does not guarantee future results.  The performance data quoted
represents  past  performance  and current  returns may be lower or higher.  The
investment  return and net asset  value  will  fluctuate  so that an  investor's
shares,  when  redeemed,  may be worth more or less than the original  cost.  To
obtain  performance  information  current to the most  recent  month end,  visit
www.fifththirdfunds.com.

During  the period  shown,  the total  return  figures  reflect  the waiver of a
portion of the fund's advisory or  administrative  fees.  Without such waiver of
fees, the total returns would have been lower. As of 1/31/08,  the gross expense
ratios are 0.99% (Institutional Shares), 1.24% (Class A), and 1.99% (Classes B &
C). The total return figures for Institutional  Shares reflect a sales charge of
0.0%.  The total return figures for A Shares reflect the maximum sales charge of
4.75%.  The total return  figures for B Shares and C Shares  reflect the maximum
contingent  deferred sales charge (CDSC) of 5.0% and 1.0% within the first year,
respectively.

The Fund's  performance  in the above table does not reflect  the  deduction  of
taxes on Fund  distributions,  or redemption of shares.  For the period prior to
October 29, 2001, the quoted  performance  for the Michigan  Municipal Bond Fund
Institutional  Shares  reflects the  performance of the Kent Michigan  Municipal
Bond Fund  Institutional  Shares with an inception date of May 3, 1993. Prior to
October 29, 2001, the quoted  performance for the Fifth Third Michigan Municipal
Bond Fund Class A Shares reflects the performance of the Kent Michigan Municipal
Bond Fund Investment Shares with an inception date of May 11, 1993, adjusted for
the maximum sales charge.  Class B and Class C Shares were initially  offered on
October  29,  200.  The  performance  figures for Class B and Class C Shares for
periods prior to such date represent the  performance for  Institutional  Shares
and is adjusted to reflect expenses and applicable sales charges for Class B and
Class C Shares.

#     Not Annualized

(1)   Please refer to Glossary of Terms for additional information.

Bond Quality as of January 31, 2008
--------------------------------------------------------------------------------
as represented by Standard and Poor's/Moody's Rating Agencies
as a percentage of value of investments+

  [THE FOLLOWING TABLE WAS REPRESENTED BY A BAR CHART IN THE PRINTED MATERIAL.]

AAA/Aaa                               65.01
AA+/Aa1                                5.08
AA/Aa2                                 4.40
AA-/Aa3                                6.07
A+/A1                                  2.90
A/A2                                   2.52
A-/A3                                  1.09
BBB+/Baa1                              1.82
BBB/Baa2                               0.50
BBB-/Baa3                              1.04
NR/NR                                  1.80
Net Cash and Equivalents               7.77

+     Portfolio composition is subject to change.

NR - Not Rated

                                       28



Glossary of Terms

Dow Jones Wilshire 5000 Index measures the performance of all U.S. headquartered
equity securities with readily available price data.

Duration is the weighted average maturity of a bond's cash flows.

Lehman  Brothers  Aggregate  Bond Index is a market  value-weighted  performance
benchmark for  investment-grade  fixed-rate debt issues,  including  government,
corporate,  asset-backed,  and mortgage-backed securities, with maturities of at
least one year.

Lehman  Brothers  Intermediate  Credit Bond Index includes all publicly  issued,
fixed rate, nonconvertible  investment grade dollar-denominated,  SEC-registered
corporate debt.  Included among yankees obligations is debt issued or guaranteed
by foreign sovereign  governments,  municipalities,  governmental  agencies,  or
international agencies.

Lehman  Brothers  Intermediate  Government/Credit  Bond  Index  is  composed  of
investment grade corporate debt issues as well as debt issues of U.S. government
agencies and the U.S.  Treasury  agencies.  The debt issues within the index all
maintain maturities within a range of one to ten years.

Lehman Brothers Municipal Bond Index is a broad market performance benchmark for
the tax-exempt bond market. The bonds included in this index must have a minimum
credit  rating of at least Baa.  They must have an  outstanding  par value of at
least $3 million and be issued as part of a transaction of at least $50 million.
The index  includes both zero coupon bonds and bonds subject to the  alternative
minimum tax.

Lehman Brothers 1- 5 Year Municipal Bond Index is  representative  of short term
municipal bonds with a maturity between one and six years.

Lehman  Brothers  Quality   Intermediate   Municipal  Bond  Index  is  generally
representative  of intermediate term municipal bonds with a maturity between two
and twelve years.

Lipper  Balanced Funds Average  consists of funds whose primary  objective is to
conserve  principal  by  maintaining  at all times a balanced  portfolio of both
stocks and bonds. Typically,  the stock/bond ratio ranges around 60%/40%.

Lipper  Corporate  Debt Funds A Rated  Average  consists of funds that invest at
least  65% of their  assets  in  corporate  debt  issues  rated "A" or better or
government issues.

Lipper Equity Income Funds Average  consists of funds that seek  relatively high
current  income  and  growth of income  through  investing  60% or more of their
portfolio in equities.

Lipper Flexible Income Funds Average  emphasizes  income generation by investing
at  least  85% of its  assets  in debt  issues  and  preferred  and  convertible
securities. Common stocks and warrants cannot exceed 15%.

Lipper  General  Municipal  Debt Funds Average  consists of funds that invest at
least  65% of their  assets in  municipal  debt  issues  in the top four  credit
ratings.

Lipper  Intermediate  Municipal Debt Funds Average consists of funds that invest
in municipal debt issues with dollar-weighted  average maturities of five to ten
years.

Lipper  International  Large-Cap  Core Funds Average  consists of funds that, by
portfolio  practice,  invest at least 75% of their  equity  assets in  companies
strictly  outside  of the U.S.  with  market  capitalizations  (on a  three-year
weighted  basis)  greater than the 250th  largest  company in the  S&P/Citigroup
World ex-U.S. Broad Market Index. Large-cap core funds typically have an average
price-to-cash flow ratio,  price-to-book  ratio, and three-year  sales-per-share
growth value, compared to the S&P/Citigroup World ex-U.S. BMI.

Lipper  Large-Cap  Core Funds  Average  consists  of funds  that,  by  portfolio
practice,  invest at least 75% of their equity  assets in companies  with market
capitalizations  (on a  three-year  weighted  basis)  greater  than  300% of the
dollar-weighted  median market  capitalization of the middle 1,000 securities of
the S&P  SuperComposite  1500 Index.  Large-cap core funds have more latitude in
the  companies  in which they  invest.  These  funds  typically  have an average
price-to-earnings  ratio,  price-to-book  ratio and three  year  sales-per-share
growth value, compared to the S&P 500 Index.

Lipper  Mid-Cap  Growth  Funds  Average  consists  of funds that,  by  portfolio
practice,  invest at least 75% of their equity  assets in companies  with market
capitalizations  (on  a  three-year  weighted  basis)  less  than  300%  of  the
dollar-weighted  median market  capitalization of the middle 1,000 securities of
the S&P  SuperComposite  1500 Index.  Mid-cap  growth  funds  typically  have an
above-average   price-to-earnings  ratio,  price-to-book  ratio  and  three-year
sales-per-share growth value compared to the S&P MidCap 400 Index.

                                       29



Glossary of Terms

Lipper Ohio  Intermediate  Municipal  Debt Funds Average  consists of funds that
invest at least 65% of their  assets in  municipal  debt  issues that are exempt
from taxation in Ohio, with  dollar-weighted  average  maturities of five to ten
years.

Lipper Other States Short-Intermediate  Municipal Debt Funds Average consists of
funds  that  invest  in  municipal  debt  issues  with  dollar-weighted  average
maturities of five to ten years and are exempt from taxation on a specified city
or state basis.

Lipper  S&P 500  Index  Objective  Funds  Average  consists  of  funds  that are
passively  managed,  limited-expense  (management fee no higher than 0.50%) fund
designed  to  replicate  the  performance  of the S&P 500 Index on a  reinvested
basis.

Lipper Short  Investment  Grade Debt Funds Average consists of funds that invest
at least 65% of their assets in investment  grade debt issues (rated in top four
grades) with dollar-weighted average maturities of one to five years.

Lipper  Small-Cap  Core Funds  Average  consists  of funds  that,  by  portfolio
practice,  invest at least 75% of their equity  assets in companies  with market
capitalizations  (on  a  three-year  weighted  basis)  less  than  250%  of  the
dollar-weighted median of the smallest 500 of the middle 1,000 securities of the
S&P  SuperComposite  1500 Index.  Small-cap core funds have more latitude in the
companies  in  which  they  invest.   These  funds  typically  have  an  average
price-to-earnings  ratio,  price-to-book  ratio, and three-year  sales-per-share
growth value, compared to the S&P SmallCap 600 Index.

Lipper  Small-Cap  Growth  Funds  Average  consists  of funds that by  portfolio
practice,  invest at least 75% of their equity  assets in companies  with market
capitalizations  (on  a  three-year  weighted  basis)  less  than  250%  of  the
dollar-weighted median of the smallest 500 of the middle 1,000 securities of the
S&P  SuperComposite  1500  Index.  Small-cap  growth  funds  typically  have  an
above-average  price-to-earnings  ratio,  price-to-book  ratio,  and  three-year
sales-per-share growth value, compared to the S&P Smallcap 600 Index.

Merrill  Lynch 1-3 Year  Government/Corporate  Bond Index  tracks the trading of
short-term U.S. government  securities and short-term domestic  investment-grade
corporate bonds with maturities between 1 and 2.99 years.

Merrill  Lynch  High  Yield  Master  Index  is  a  broad-based  measure  of  the
performance of the non-investment grade U.S. domestic bond market.

The Moody's  scale  ranges from "Aaa" on the high end to "C" on the low end with
seven intermediate categories.

Morgan Stanley  Capital  International  Europe,  Australasia and Far East ("MSCI
EAFE") Index is a market  capitalization-weighted  index of equity securities of
companies domiciled in various countries. The Index is designed to represent the
performance of developed  stock markets outside the United States and Canada and
excludes certain market segments unavailable to U.S. based investors.

The P/E Ratio, or  Price-to-Earnings  Ratio, is a valuation ratio of a company's
current share price to its per-share  earnings.  A high P/E means high projected
earnings in the future.

The P/B Ratio, or Price-to-Book Ratio, is used to compare a stock's market value
to its book value.  This ratio gives some idea of whether you're paying too much
for what would be left if the company went bankrupt immediately.

Russell 1000(R) Index measures the performance of 1,000 largest companies in the
Russell  3000(R)  Index,  and represents  approximately  92% of the total market
capitalization of the U.S. Market.

Russell  1000(R) Growth Index measures the performance of companies found in the
Russell  1000(R) Index with higher  price-to-book  ratios and higher  forecasted
growth values.

Russell  1000(R) Value Index measures the  performance of companies found in the
Russell  1000(R)  Index with  lower  price-to-book  ratios and lower  forecasted
growth values.

Russell  2000(R) Growth Index  measures the  performance of the companies in the
Russell 2000(R) Index with higher  price-to-value  ratios and higher  forecasted
growth values.

Russell  2000(R) Value Index  measures the  performance  of the companies in the
Russell  2000(R)  Index with  lower  price-to-book  ratios and lower  forecasted
growth values.

Russell 3000(R) Value Index measures the performance of companies in the Russell
3000(R)  Index  with lower  price-to-book  ratios  and lower  forecasted  growth
values.

                                       30



Glossary of Terms

Russell  Microcap(R)  Index  measures  the  performance  of 1000 of the smallest
securities in the Russell  2000(R) Index based on a combination  of their market
cap and current index membership.

Russell  Microcap(R)  Value Index  measures  the  performance  of those  Russell
Microcap(R) Index companies with lower price-to-book ratios and lower forecasted
growth values.

Russell  Midcap(R)  Growth Index measures the  performance  of those  securities
found in the Russell Midcap(R) Index with higher price-to-book ratios and higher
forecasted growth values.

Russell  Midcap(R)  Value  Index  measures  the  performance  of  those  Russell
Midcap(R) Index companies with lower  price-to-book  ratios and lower forecasted
growth values.

Standard  & Poor's  index  ranges  from  "AAA" to "D"  with  eight  intermediate
categories.

Standard  & Poor's 500 Index  ("S&P 500"  Index) is  comprised  of 500  selected
common stocks, most of which are listed on the New York Stock Exchange, and is a
measure of the U.S. stock market as a whole.

The above  indices  are  unmanaged  and do not  reflect  the  deduction  of fees
associated with a mutual fund such as investment  management and fund accounting
fees.  However,  the Lipper  Averages  and the Funds'  performance  reflect  the
deduction  of fees for  these  value-added  services.  Investors  cannot  invest
directly in an index, although they can invest in its underlying mutual funds or
securities.

The Fifth  Third  LifeModel  Target  Neutral  Asset  Class  Blended  Indices are
hypothetical  unmanaged  indices  comprised  of a  percentage  of the Dow  Jones
Wilshire  5000 lndex and Lehman  Brothers  Intermediate  Government/Credit  Bond
Index. The Blended lndex was created by Fifth Third Asset  Management,  Inc. The
Fund will not  necessarily  maintain a similar  weighting  at all times but will
invest within a range of stock, bond, and money market funds as described in the
prospectus.  Below is a table which indicates the percentage  breakdown for each
Fund.
 
 
 

 
 

STATEMENT OF ADDITIONAL INFORMATION

__________, 2008


Acquisition of the assets of

FIFTH THIRD INTERMEDIATE MUNICIPAL BOND FUND
FIFTH THIRD MUNICIPAL BOND FUND
FIFTH THIRD MICHIGAN MUNICIPAL BOND FUND
FIFTH THIRD OHIO MUNICIPAL BOND FUND
FIFTH THIRD MUNICIPAL MONEY MARKET FUND
FIFTH THIRD MICHIGAN MUNICIPAL MONEY MARKET FUND

portfolios of FIFTH THIRD FUNDS
38 Fountain Square Plaza
Cincinnati, Ohio 45263

By and in exchange for Shares of:

FEDERATED INTERMEDIATE MUNICIPAL TRUST
FEDERATED MICHIGAN INTERMEDIATE MUNICIPAL TRUST
FEDERATED OHIO MUNICIPAL INCOME FUND
MUNICIPAL OBLIGATIONS FUND
or
MICHIGAN MUNICIPAL CASH TRUST

Each a portfolio of:
INTERMEDIATE MUNICIPAL TRUST
FEDERATED MUNICIPAL SECURITIES INCOME TRUST
or
MONEY MARKET OBLIGATIONS TRUST
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237-7000
Telephone No: 1-800-341-7400
 
 
This Statement of Additional Information dated ______, 2008, is not a prospectus. A Prospectus/Proxy Statement dated ______, 2008, related to the above-referenced matter may be obtained from the Federated Funds, on behalf of each above listed Fund, by writing or calling the Federated Funds at the address and telephone number shown above. This Statement of Additional Information should be read in conjunction with such Prospectus/Proxy Statement.
TABLE OF CONTENTS

1.
Statement of Additional Information of the Fifth Third Funds, dated November 29, 2007.
 
2.
Statement of Additional Information of Federated Intermediate Municipal Trust, a portfolio of Intermediate Municipal Trust, dated September 30, 2008.
 
3.
Statement of Additional Information of Federated Michigan Intermediate Municipal Trust, a portfolio of Federated Municipal Securities Income Trust, dated October 31, 2007.
 
4.
Statement of Additional Information of Federated Ohio Municipal Income Fund Class A Shares, a portfolio of Federated Municipal Securities Income Trust, dated September 4, 2008.
 
5.
Statement of Additional Information of Federated Ohio Municipal Income Fund Class F Shares, a portfolio of Federated Municipal Securities Income Trust, dated October 31, 2007.
 
6.
Statement of Additional Information of Municipal Obligations Fund, a portfolio of Money Market Obligations Trust, dated September 30, 2008.
 
7.
Statement of Additional Information of Michigan Municipal Cash Trust, a portfolio of Money Market Obligations Trust, dated February 29, 2008.
 
8.
Audited Financial Statements of the Fifth Third Funds, dated July 31, 2007.
 
9.
Audited Financial Statements of Federated Intermediate Municipal Trust, dated May 31, 2008.
 
10.
Audited Financial Statements of Federated Michigan Intermediate Municipal Trust, dated August 31, 2007.
 
11.
Audited Financial Statements of Federated Ohio Municipal Income Fund Class F Shares, dated August 31, 2007.
 
12.
Audited Financial Statements of Municipal Obligations Fund, dated July 31, 2008.
 
13.
Audited Financial Statements of Michigan Municipal Cash Trust, dated October 31, 2007.
 
14.
Unaudited Financial Statements of the Fifth Third Funds, dated January 31, 2008.
 
15.
Unaudited Financial Statements of Federated Michigan Intermediate Municipal Trust, dated February 29, 2008.
 
16.
Unaudited Financial Statements of Federated Ohio Municipal Income Fund Class F Shares, dated February 29, 2008.
 
17.
Unaudited Financial Statements of Michigan Municipal Cash Trust, dated April 30, 2008.
 
18.
Pro Forma Financial Information for the reorganization:
 
 
A.
Acquisition of Fifth Third Intermediate Municipal bond and Fifth Third Municipal bond Fund by Federated Intermediate Municipal Trust.
 
 
B.
Acquisition of Fifth Third Michigan Municipal Bond Fund by Federated Michigan Intermediate Municipal Trust.
 
 
C.
Acquisition of Fifth Third Ohio Municipal Bond Fund by Federated Ohio Municipal Income Fund.
 
 
D.
Acquisition of Fifth Third Michigan Municipal Money Market Fund by Michigan Municipal Cash Trust.
 
Pursuant to Item 14(2) of Form N-14, the pro forma financial statements required by Rule 11-01 of Regulation S-X are not prepared for the following reorganization because the net asset value of the company being acquired does not exceed ten percent of the Acquiring Fund’s net asset value, measured at July 31, 2008:

 
A.
Acquisition of Fifth Third Municipal Money Market Fund by Municipal Obligations Fund.

INFORMATION INCORPORATED BY REFERENCE
 
The Statement of Additional Information of the Fifth Third Funds dated November 29, 2007, is incorporated by reference to the Fifth Third Funds’ Post-Effective Amendment No. 67 to its Registration Statement on Form N-1A (File No. 811-5669), which was filed with the Securities and Exchange Commission on or about November 28, 2007. A copy may be obtained from the Fifth Third Funds at 38 Fountain Square Plaza, Cincinnati, Ohio 45263 or by calling 1-800-282-5706.

The Statement of Additional Information of Federated Intermediate Municipal Trust, a portfolio of Intermediate Municipal Trust, dated September 30, 2008, is incorporated by reference to Intermediate Municipal Trust’s Post-Effective Amendment No. 45 to its Registration Statement on Form N-1A (File No. 811-4314 ), which was filed with the Securities and Exchange Commission on or about September 26, 2008.

The Statement of Additional Information of Federated Michigan Intermediate Municipal Trust, a portfolio of Federated Municipal Securities Income Trust, dated October 31, 2007, is incorporated by reference to Federated Municipal Securities Income Trust’s Post-Effective Amendment No. 52 to its Registration Statement on Form N-1A (File No. 811-6165), which was filed with the Securities and Exchange Commission on or about October 29, 2007.

The Statement of Additional Information of Federated Ohio Municipal Income Fund, a portfolio of Federated Municipal Securities Income Trust, dated October 31, 2007, is incorporated by reference to Federated Municipal Securities Income Trust’s Post-Effective Amendment No. 52 to its Registration Statement on Form N-1A (File No. 811-6165), which was filed with the Securities and Exchange Commission on or about October 29, 2007.

The Statement of Additional Information of Municipal Obligations Fund, a portfolio of Money Market Obligations Trust, dated July 31, 2008, is incorporated by reference to Money Market Obligations Trust’s Post-Effective Amendment No. 90 to its Registration Statement on Form N-1A (File No. 811-5950), which was filed with the Securities and Exchange Commission on or about September 26, 2008.

The Statement of Additional Information of Michigan Municipal Cash Trust, a portfolio of Money Market Obligations Trust, dated February 29, 2008, is incorporated by reference to Money Market Obligations Trust’s Post-Effective Amendment No. 97 to its Registration Statement on Form N-1A (File No. 811-5950), which was filed with the Securities and Exchange Commission on or about February 29, 2008.

A copy of the foregoing Statements of Additional Information of the Federated Funds may be obtained from the Federated Trust at Federated Investors Funds, 5800 Corporate Drive, Pittsburgh, Pennsylvania 15237-7000 or by calling 1-800-341-7400.

The audited financial statements of the Fifth Third Funds, dated July 31, 2007, are incorporated by reference to the Annual Report to shareholders of the Fifth Third Funds which was filed with the Securities and Exchange Commission on Form N-CSR pursuant to the Investment Company Act of 1940, as amended, on or about October 10, 2007.

The audited financial statements of Federated Intermediate Municipal Trust, dated May 31, 2008, are incorporated by reference to the Annual Report to shareholders of Federated Intermediate Municipal Trust, which was filed with the Securities and Exchange Commission on Form N-CSR pursuant to the Investment Company Act of 1940, as amended, on or about July 28, 2008.

The audited financial statements of Federated Michigan Intermediate Municipal Trust, dated August 31, 2007, are incorporated by reference to the Annual Report to shareholders of Federated Michigan Intermediate Trust, which was filed with the Securities and Exchange Commission on Form N-CSR pursuant to the Investment Company Act of 1940, as amended, on or about October 26, 2007.

The audited financial statements of Federated Ohio Municipal Income Fund, dated August 31, 2007, are incorporated by reference to the Annual Report to shareholders of Federated Ohio Municipal Income Fund, which was filed with the Securities and Exchange Commission on Form N-CSR pursuant to the Investment Company Act of 1940, as amended, on or about October 26, 2007.

The audited financial statements of Municipal Obligations Fund, dated July 31, 2008, are incorporated by reference to the Annual Report to shareholders of Municipal Obligations Fund, which was filed with the Securities and Exchange Commission on Form N-CSR pursuant to the Investment Company Act of 1940, as amended, on or about September 26, 2008.

The audited financial statements of Michigan Municipal Cash Trust, dated October 31, 2007, are incorporated by reference to the Annual Report to shareholders of Michigan Municipal Cash Trust, which was filed with the Securities and Exchange Commission on Form N-CSR pursuant to the Investment Company Act of 1940, as amended, on or about December 28, 2007.

The unaudited financial statements of the Fifth Third Funds, dated January 31, 2008, are incorporated by reference to the Semi-Annual Report to shareholders of the Fifth Third Funds, which was filed with the Securities and Exchange Commission on Form N-CSR pursuant to the Investment Company Act of 1940, as amended, on or about April 3, 2008.

The unaudited financial statements of Federated Michigan Municipal Intermediate Trust, dated February 29, 2008, are incorporated by reference to the Semi-Annual Report to shareholders of Federated Michigan Municipal Intermediate Trust, which was filed with the Securities and Exchange Commission on Form N-CSR pursuant to the Investment Company Act of 1940, as amended, on or about April 28, 2008.

The unaudited financial statements of Federated Ohio Municipal Income Fund, dated February 29, 2008, are incorporated by reference to the Semi-Annual Report to shareholders of Ohio Municipal Income Fund, which was filed with the Securities and Exchange Commission on Form N-CSR pursuant to the Investment Company Act of 1940, as amended, on or about April 28, 2008.

The unaudited financial statements of Michigan Municipal Cash Trust, dated April 30, 2008, are incorporated by reference to the Semi-Annual Report to shareholders of Michigan Municipal Cash Trust, which was filed with the Securities and Exchange Commission on Form N-CSR pursuant to the Investment Company Act of 1940, as amended, on or about June 27, 2008.



 
PRO FORMA FINANCIAL STATEMENTS FOR THE PERIOD ENDED MAY 31, 2008 (UNAUDITED)

INTRODUCTION

The accompanying unaudited Pro Forma Combining Portfolios of Investments, Statements of Assets and Liabilities and Statements of Operations (Pro Forma Financial Statements) reflect the accounts of Federated Intermediate Municipal Trust, Fifth Third Intermediate Municipal Bond Fund and Fifth Third Municipal Bond Fund (individually referred to as the “Fund” or collectively as the “Funds”), for the year ended May 31, 2008. For the purposes of these Pro Forma Financial Statements, the financial information covers the period from June 1, 2007 to May 31, 2008. These statements have been derived from the books and records utilized in calculating daily net asset values at May 31, 2008.
 
The Pro Forma Financial Statements give effect to the proposed exchange of assets of Class A Shares, Class B Shares, Class C Shares and Institutional Shares of Fifth Third Intermediate Municipal Bond Fund and Fifth Third Municipal Bond Fund for Institutional Shares of Federated Intermediate Municipal Trust. Under generally accepted accounting principles, Federated Intermediate Municipal Trust will be the surviving entity for accounting purposes with its historical cost of investment securities and results of operations being carried forward.

The Pro Forma Financial Statements have been adjusted to reflect the anticipated advisory fee arrangement for the surviving entity. Certain other operating costs have also been adjusted to reflect anticipated expenses of the combined entity. Other costs which may change as a result of the reorganization are currently undeterminable.





Federated Intermediate Municipal Trust
Fifth Third Intermediate Municipal Bond Fund
Fifth Third Municipal Bond Fund
Pro Forma Combining Portfolio of Investments
May 31, 2008 (unaudited)

 
 
 
Federated
Intermediate Municipal
Trust
 
 
 
Fifth Third Intermediate Municipal Bond Fund
 
 
 
 
Fifth Third Municipal Bond Fund
Pro Forma
Combined
 
 
 
 
Federated
Intermediate Municipal
Trust
 
 
 
Fifth Third Intermediate Municipal Bond Fund
 
 
 
 
Fifth Third Municipal Bond Fund
Pro Forma Combined
                 
Principal Amount or Shares
   
    Value
MUNICIPAL BONDS - 97.7%
         
Alabama -3.2%
         
$1,000,000
$0
$0
$1,000,000
Alabama State public School & College Authority, Refunding Revenue Bonds (Series 1998), 5.125% (FSA INS), 11/1/2014
$1,025,100
$0
$0
$1,025,100
0
4,000,000
0
4,000,000
Birmingham Baptist Medical Centers Special Care Facilities Financing Authority, Series A, 5.00%, 11/15/14
0
4,013,000
0
4,013,000
1,000,000
0
0
1,000,000
Birmingham-Baptist Medical Centers, AL Special Care Facilities Financing Authority, Revenue Bonds (Series2005A), 5.25% (Baptist Health System of Birmingham), 11/15/2020
976,760
0
0
976,760
1,000,000
0
0
1,000,000
Courtland, AL IDB, Environmental Improvement Refunding Revenue Bonds, 5.00% (International Paper Co.), 11/1/2013
1,002,310
0
0
1,002,310
0
3,080,000
0
3,080,000
(1) Mobile County, FSA, GO, 5.25%, 8/1/17, (Callable 8/1/14 @ 100)
0
3,361,882
0
3,361,882
       
   Total
3,004,170
7,374,882
0
10,379,052
Alaska -0.6%
             
0
1,000,000
0
1,000,000
State of Alaska, Sport Fishing, CIFG,
4.25%, 4/1/15
0
1,037,140
0
1,037,140
0
1,000,000
0
1,000,000
State of Alaska, Sport Fishing, CIFG,
4.38%, 4/1/16
0
1,041,310
0
1,041,310
       
   Total
0
2,078,450
0
2,078,450
Arizona -3.9%
             
750,000
0
0
750,000
Arizona Health Facilities Authority, Revenue Bonds (Series 2004), 5.00% (Blood Systems, Inc.), 4/1/2019
755,610
0
0
755,610
0
2,000,000
0
2,000,000
(1) City of Tempe Performing Arts Center,
AMBAC, 5.25%, 7/1/17, (Callable
7/1/14 @ 100) 
0
2,174,020
0
2,174,020
0
1,000,000
0
1,000,000
Health Facilities Authority, Phoenix
Children’s Hospital, 3.63%, 2/1/42,
(Mandatory Put 1/31/08 @ 100)
0
950,220
0
950,220
0
1,000,000
0
1,000,000
Mesa Street and Highway, FGIC, 6.25%,
7/1/12
0
1,116,030
0
1,116,030
0
1,000,000
0
1,000,000
Mesa Street and Highway, FGIC, 6.25%,
7/1/13, (Prerefunded 7/1/11 @ 100)
0
1,104,990
0
1,104,990
0
0
600,000
 
600,000
 
Mesa Street and Highway, FSA, 5.25%, 7/1/2023
0
0
666,264
666,264
0
1,250,000
0
1,250,000
Pima County Industrial Development
Authority, 5.13%, 7/1/15
0
1,243,125
0
1,243,125
1,420,000
0
0
1,420,000
Show Low, AZ IDA, Hospital Revenue Bonds, 5.00% (Navapache Regional Medical Center)/(Radian Asset Assurance INS), 12/1/2025
1,430,593
0
0
1,430,593
0
2,000,000
0
 
2,000,000
Tucson Street and Highway, Series
1994-E, FGIC, 6.75%, 7/1/13
0
2,315,880
0
3,215,880
0
0
1,000,000
 
1,000,000
Tucson Water, MBIA, 4.25%, 7/1/2021, (Callable 7/1/2016 @ 100)
0
0
1,003,370
1,003,370
       
    Total
2,186,203
8,904,265
1,669,634
12,760,102
           
Arkansas -0.8%
         
1,000,000
0
0
1,000,000
Independence County, AR, PCR Refunding Bonds (Series 2005), 5.00% (Entergy Arkansas, Inc.), 1/1/2021
965,530
0
0
965,530
535,000
0
0
535,500
Jefferson County, AR, PCR Refunding Bonds (Series 2006), 4.60% (Entergy Arkansas, Inc.), 10/1/2017
516,601
0
0
516,601
0
1,000,000
0
1,000,000
University of Arkansas, FGIC, 5.00%, 3/1/16
0
1,083,260
0
1,083,260
       
    Total
1,482,131
1,083,260
0
2,565,391
California -5.2%
         
290,000
0
0
290,000
California Health Facilities Financing Authority, Health Facility Revenue Bonds (Series 2004I), 4.95% TOBs (Catholic Healthcare West), Mandatory Tender 7/1/2014
302,514
0
0
302,514
0
0
265,000
265,000
California Polytechnical Pomona Foundation, Inc., MBIA, 5.50%, 2/1/2020, (Prerefunded 2/1/2011 @ 101)
0
0
287,294
287,294
1,000,000
0
0
1,000,000
California State Department of Water Resources, Water System Revenue Bonds (Series 2008AE), 5.00% (Central Valley Project), 12/1/2021
1,079,210
0
0
1,079,210
0
500,000
0
500,000
California State Department of Water Resources, Water System Revenue Bonds (Series 2008AE), 5.00% (Central Valley Project), 12/1/2022
0
535,315
0
535,315
0
0
1,000,000
1,000,000
California State Department of Water Resources, Central Valley Project, Series AE, W/A, 5.00%, 12/1/2028, (Callable 6/1/2018 @ 100)
0
0
1,043,970
1,043,970
0
0
1,020,000
1,020,000
California State Public Works Board, Department of Corrections and Rehabilitation, Series F, FGIC, 5.25%, 11/1/2019
0
0
1,124,030
1,124,030
3,000,000
0
0
3,000,000
California State, UT GO Bonds (Series 2008), 5.00%, 4/1/2016
3,223,950
0
 
0
3,223,950
0
750,000
0
750,000
Chaffey Community College District,
Series A, GO, MBIA, 0.00%, 6/1/16
0
535,500
 
0
535,500
0
1,000,000
0
1,000,000
City of San Jose, Series A, AMBAC,
AMT, 5.00%, 3/1/14
0
1,044,010
 
0
1,044,010
0
500,000
0
500,000
City of San Jose, Series A, AMBAC,
AMT, 5.00%, 3/1/15
0
520,855
 
0
520,855
0
375,000
1,000,000
1,375,000
La Canada Unified School District, Series A, GO, MBIA, 5.50%, 8/1/2024 (Callable 8/1/2014 @ 100)
0
403,084
1,074,890
1,477,974
0
0
1,000,000
1,000,000
Los Angeles, Unified School District, Series A-2, GO, FGIC, 4.50%, 7/1/2022, (Callable 7/1/2017 @ 100)
0
0
1,005,150
1,005,150
0
675,000
1,000,000
1,675,000
Placentia-Yorba Linda Unified School District, Series B, GO, FGIC, 5.38%, 8/1/2022, (Callable 8/1/2014 @ 100)
0
716,101
1,060,890
1,776,991
2,000,000
0
0
2,000,000
Roseville, CA Natural Gas Financing Authority, Gas Revenue Bonds, 5.00%, 2/15/2025
1,878,960
0
0
1,878,960
0
0
250,000
250,000
Sacramento County Sanitation District, Series A, 6.00%, 12/1/2015, (Callable 12/1/2010 @ 101)
0
0
267,577
267,577
0
0
1,000,000
1,000,000
State of California, Variable Purpose, GO, 5.25%, 3/1/2038, (Callable 3/1/2018 @ 100)
0
0
1,025,220
1,025,220
       
    Total
6,484,634
3,754,865
6,889,021
17,128,520
Colorado -1.5%
     
 
 
    20,000
0
0
    20,000
Colorado HFA, SFM Revenue Bonds (Series 1997C-3), 6.75%, 5/1/2017
20,326
0
0
20,326
1,000,000
0
0
1,000,000
Colorado Health Facilities Authority, Health Facilities Revenue Bonds (Series 2005), 5.00% (Evangelical Lutheran Good Samaritan Society), 6/1/2016
1,029,900
0
0
1,029,900
0
0
1,000,000
1,000,000
Douglas County School District No Re-1, GO, FGIC, 5.75%, 12/15/2021 (Callable 12/15/2014 @ 100)
0
0
1,092,490
1,092,490
0
1,005,000
0
1,005,000
El Paso County School District No 38, GO, 6.38%, 12/1/18, (Prerefunded 12/1/10 @ 100)
0
1,101,570
0
1,101,570
0
1,465,000
0
1,465,000
Summit County School District No Re001, FSA, GO, 5.75%, 12/1/12, (Callable 12/1/11 @ 100)
0
1,601,670
0
1,601,670
       
    Total
1,050,226
2,703,240
1,092,490
4,845,956
Connecticut -0.7%
         
2,240,000
0
0
2,240,000
Connecticut State HEFA, Revenue Bonds (Series 2005C), 5.00% (Eastern Connecticut Health Network)/(Radian Asset Assurance INS), 7/1/2025
2,253,171
0
0
2,253,171
District of Columbia-0.6%
         
470,000
0
0
470,000
District of Columbia, Refunding Revenue Bonds, 5.50% (Catholic University of America)/(AMBAC INS), 10/1/2012
489,204
0
0
489,204
1,405,000
0
0
1,405,000
District of Columbia, Revenue Bonds, 5.75% (Catholic University of America)/(AMBAC INS), 10/1/2017
1,462,254
0
0
1,462,254
       
    Total
1,951,458
0
0
1,951,458
Florida -3.0%
         
2,000,000
0
0
2,000,000
Florida State Board of Education Capital Outlay, UT GO Bonds (Series 2006C), 5.00%, 6/1/2022
2,132,960
0
0
2,132,960
0
0
1,000,000
1,000,000
Orange County, FL Health Facilities Authority, 5.00% 12/1/2032
0
0
995,800
995,800
2,135,000
0
0
2,135,000
Orlando, FL, Senior Tourist Development Tax Revenue Bonds (Series 2008A), 5.25% (6th Cent Contract Payments)/(Assured Guaranty Corp. INS), 11/1/2019
2,343,205
0
0
2,343,205
0
185,000
0
185,000
City of Pembroke Pines, GO, MBIA,
4.00%, 9/1/15
0
188,961
0
188,961
0
250,000
0
250,000
City of Pembroke Pines, GO, MBIA,
4.13%, 9/1/16
0
255,690
 
0
255,690
2,630,000
0
0
2,630,000
Tallahassee, FL Consolidated Utility System, Revenue Bonds (Series 2007), 5.00%, 10/1/2019
2,829,906
0
0
2,829,906
0
0
1,010,000
1,010,000
Volusia County School Board, Series A, CP, FSA, 5.00%, 8/1/2019, (Callable 8/1/2015)
0
0
1,061,369
1,061,369
       
     Total
7,306,071
444,651
2,057,169
9,807,891
Georgia -1.3%
         
1,400,000
0
0
1,400,000
Burke County, GA Development Authority, PCRBs (Series 2007E), 4.75% TOBs (Oglethorpe Power Corp.)/(MBIA Insurance Corp. INS), Mandatory Tender 4/1/2011
1,414,714
0
0
1,414,714
2,000,000
0
0
2,000,000
Monroe County, GA Development Authority, PCRBs (First Series 1995), 4.50% TOBs (Georgia Power Co.), Mandatory Tender 4/1/2011
1,990,960
0
0
1,990,960
940,000
0
0
940,000
Municipal Electric Authority of Georgia, Revenue Bonds, (Series Y), 6.40%, 1/1/2009
962,776
0
0
962,776
       
     Total
4,368,450
0
0
4,368,450
Hawaii -0.2%
             
0
765,000
0
765,000
State of Hawaii Highways, FSA, 5.50%,
7/1/10
0
812,552
0
812,552
                 
Illinois -6.3%
         
2,000,000
0
0
2,000,000
Chicago, IL Board of Education, UT GO Bonds (Series 2007D), 5.00% (FSA INS), 12/1/2021
2,129,300
0
0
2,129,300
0
1,000,000
0
1,000,000
Chicago O’Hare International Airport,
Series A, FSA, 4.00%, 1/1/15
0
1,021,450
0
1,021,450
0
3,000,000
0
3,000,000
Chicago Metropolitan Water Reclamation District-Greater Chicago Capital Improvements, ETM, GO, 5.50%, 12/1/10
0
3,228,900
0
3,228,900
300,000
0
0
300,000
Chicago, IL Metropolitan Water Reclamation District, UT GO Refunding Bonds, 5.20% (Original Issue Yield: 5.25%), 12/1/2013
308,817
0
0
308,817
0
0
500,000
500,000
Chicago, IL Metropolitan Water Reclamation District-Greater Chicago Capital Improvements, GO ETM, 7.25%, 12/1/2012
0
0
589,365
589,365
0
0
125,000
125,000
City of Chicago Single Family Mortgage, Series A, AMT, GNMA-FNMA 4.70%, 10/1/2017 (Callable 4/1/2009 @ 102)
0
0
124,533
124,533
0
1,000,000
0
1,000,000
City of Greenville, Greenville
College Project, 3.45%, 11/1/36,
(LOC: National City Bank),
(Mandatory Put 11/1/08 @ 100)
0
1,000,000
0
1,000,000
0
1,000,000
0
1,000,000
Educational Facilities Authority, The
Art Institute of Chicago, 4.13%, 3/1/30, (Mandatory Put 3/1/13 @ 100)
0
1,012,200
0
1,012,200
0
2,000,000
0
2,000,000
Finance Authority, Children’s Memorial Hospital, Series B, W/I, 5.50%, 8/15/21, (Callable 8/15/18 @ 100)
0
2,083,840
0
2,083,840
0
1,000,000
0
1,000,000
Finance Authority, Children’s Memorial Hospital, Series B, W/I, 5.50%, 8/15/23, (Callable 8/15/18 @ 100)
0
1,031,420
0
1,031,420
0
200,000
0
200,000
Finance Authority, Metropolis Project, 4.75%, 12/1/10
0
207,806
0
207,806
0
250,000
0
250,000
Finance Authority, Metropolis Project, 5.00%, 12/1/11
0
262,140
0
262,140
0
275,000
0
275,000
Finance Authority, Metropolis Project, 5.00%, 12/1/12
0
288,973
0
288,973
0
275,000
0
275,000
Finance Authority, Metropolis Project, 5.00%, 12/1/13
0
289,545
0
289,545
0
1,000,000
0
1,000,000
Finance Authority, Peoples Gas Light
& Coke Co., AMBAC, 4.30%, 6/1/35,
(Mandatory Put 6/1/16 @100)
0
954,480
0
954,480
1,000,000
0
0
1,000,000
Illinois Department Central Management Services, COPs, 5.50% (MBIA Insurance Corp. INS)/(Original Issue Yield: 5.55%), 7/1/2013
1,036,840
0
0
1,036,840
0
0
1,000,000
1,000,000
Illinois Finance Authority, Children’s Memorial Hospital, Series A, W/I, 5.00%, 8/15/2041, (Callable 12/1/13 @ 100)
0
0
977,740
977,740
0
0
300,000
300,000
Illinois Finance Authority, Metropolis Project, 5.00%, 12/1/2014, (Callable 12/1/2013 @ 100)
0
0
314,358
314,358
1,000,000
0
0
1,000,000
Illinois Finance Authority, Revenue Bonds (Series 2006A), 5.00% (Illinois Institute of Technology), 4/1/2019
1,006,380
0
0
1,006,380
1,000,000
0
0
1,000,000
Illinois Finance Authority, Revenue Bonds (Series 2007), 5.00% (University of Chicago), 7/1/2019
1,073,160
0
0
1,073,160
850,000
0
0
850,000
Illinois Finance Authority, Refunding Revenue Bonds (Series 2007), 5.00% (Loyola University), 7/1/2022
875,665
0
0
875,665
340,000
0
0
340,000
Metropolitan Pier & Exposition Authority, IL, Dedicated State Tax Refunding Revenue Bonds, 6.75% (Original Issue Yield: 6.85%), 6/1/2010
354,688
0
0
354,688
0
0
300,000
300,000
State of Illinois, GO, FGIC, 5.88%, 10/1/2017 (Callable 10/1/2009 @ 100)
0
0
310,077
310,077
       
     Total
6,784,850
11,380,754
2,316,073
20,481,677
Indiana -5.8%
         
0
500,000
0
500,000
Ball State University, FSA, 4.00%,
7/1/15
0
516,805
0
516,805
0
1,615,000
0
1,615,000
Fort Wayne International Airport
Building Corp., Series B, AMT, XLCA,
5.00%, 7/1/12
0
1,675,740
0
1,675,740
0
1,695,000
0
1,695,000
Fort Wayne International Airport
Building Corp., Series B, AMT, XLCA,
5.00%, 7/1/13
0
1,763,410
0
1,763,410
500,000
0
0
500,000
Indiana Development Finance Authority, Environmental Improvement Revenue Bonds, 5.25% TOBs (Marathon Oil Corp.) Mandatory Tender 12/2/2011
515,655
0
0
515,655
0
500,000
0
500,000
Indiana Health & Educational Facilities
Financing Authority, Clarian Health
Obligation Group, 5.00%, 2/15/16
0
517,725
0
517,725
0
1,000,000
0
1,000,000
Indiana Health & Educational Facilities
Financing Authority, Clarian Health
Obligation Group, 5.00%, 2/15/19,
(Callable 2/15/16 @ 100)
0
1,011,390
0
1,011,390
2,000,000
0
0
2,000,000
Indiana Health Facility Financing Authority, Hospital Revenue Bonds (Series 2005A), 5.00% (Community Health Network)/(AMBAC INS), 5/1/2022
2,044,500
0
0
2,044,500
0
250,000
0
250,000
Indiana State Finance Authority, Series A,
5.00%, 2/1/15
0
273,487
0
273,487
1,500,000
0
0
1,500,000
Indiana State Finance Authority (Environmental Improvement Bonds), Highway Refunding Revenue Bonds (Series 2007A), 4.50% (FGIC INS), 12/1/2021
1,519,155
0
0
1,519,155
2,960,000
0
0
2,960,000
Indianapolis, IN Gas Utility Distribution System, Second Lien Refunding Revenue Bonds (Series 2008C), 5.00% (Assured Guaranty Corp. INS), 6/1/2013
3,189,311
0
0
3,189,311
0
2,550,000
0
2,550,000
Local Public Improvement Bond Bank, Airport Authority, Series F, AMT, AMBAC, 5.00%, 1/1/19, (Callable 7/1/16 @ 100)
0
2,547,833
0
2,547,833
0
3,000,000
0
3,000,000
Municipal Power Supply Agency, SeriesB, MBIA, 6.00%, 1/1/13
0
3,309,090
0
3,309,090
       
     Total
7,268,621
11,615,480
0
18,884,101
Iowa -1.0%
         
0
0
2,055,000
2,055,000
Iowa Finance Authority, Drake University Project, MBIA, 6.50%, 12/1/2011
0
0
2,228,442
2,228,442
1,000,000
0
0
1,000,000
Iowa Finance Authority, Health Facilities Development Refunding Revenue Bonds (Series 2006A), 5.25% (Care Initiatives), 7/1/2016
982,530
0
0
982,530
0
140,000
0
140,000
Iowa State University, Science and
Technology, 3.75%, 7/1/10
0
143,430
0
143,430
       
     Total
982,530
143,430
2,228,442
3,354,402
Kansas -0.6%
         
0
0
1,675,000
1,675,000
Geary County Unified School District
No 475, GO, MBIA, 5.25%, 9/1/17,
(Callable 9/1/15 @ 100)
0
0
1,842,986
1,842,986
   25,000
0
0
   25,000
Sedgwick County, KS, SFM Revenue Bonds (Series 1997A-2), 6.50% (GNMA Home Mortgage Program COL), 12/1/2016
25,738
0
0
25,738
       
     Total
25,738
0
1,842,986
1,868,724
Kentucky -1.3%
         
0
250,000
0
250,000
Area Development Districts, City of
Versailles, Series C, CP, ETM, 2.70%,
12/1/08
0
250,693
0
250,693
0
255,000
0
255,000
Area Development Districts, City of Versailles, Series C, CP, ETM, 3.00%, 12/1/09
0
256,295
0
256,295
0
470,000
 
0
470,000
Area Development Districts, Lease
Acquisition, 3.00%, 6/1/09,
(LOC: Wachovia Bank NA)
0
473,624
0
473,624
0
275,000
0
275,000
Housing Corp., Series A, AMT, 3.45%, 1/1/10
0
277,346
0
277,346
0
730,000
0
730,000
Kenton County Airport Board, AMT,
MBIA, 5.00%, 3/1/10
0
738,687
0
738,687
0
300,000
0
300,000
Munfordville Industrial Development,
Louisville Bedding Co. Project, AMT,
3.10%, 6/1/08, (LOC: Bank One NA)
0
300,000
0
300,000
0
310,000
0
310,000
Munfordville Industrial Development,
Louisville Bedding Co. Project, AMT,
3.50%, 6/1/09, (LOC: Bank One NA)
0
311,082
0
311,082
1,800,000
0
0
1,800,000
Murray, KY, Hospital Facilities Refunding Revenue Bonds (Series 2007), 4.60% (Murray-Calloway County Public Hospital Corp.)/(Original Issue Yield: 4.65%), 8/1/2022
1,634,940
0
0
1,634,940
       
     Total
1,634,940
2,607,727
0
4,242,667
Louisiana -1.3%
         
0
200,000
0
200,000
City of Baton Rouge, Series A2, FSA,
4.00%, 8/1/14
0
207,512
0
207,512
0
240,000
0
240,000
City of Baton Rouge, Series A2, FSA,
4.00%, 8/1/18
0
242,590
0
242,590
0
200,000
0
200,000
City of Baton Rouge, Series A2, FSA,
4.00%, 8/1/16
0
205,748
0
205,748
1,000,000
0
0
1,000,000
De Soto Parish, LA Environmental Improvement Authority, PCRBs (Series 2002A), 5.00% (International Paper Co.), 10/1/2012
1,005,350
0
0
1,005,350
0
1,000,000
0
1,000,000
Public Facilities Authority, Pennington Medical Foundation Project, 5.00%, 7/1/16
0
1,033,700
0
1,033,700
0
400,000
1,000,000
1,400,000
State Citizens Property Insurance
Corp., Series B, AMBAC, 5.00%,
6/1/18, (Callable 6/1/16 @ 100)
0
409,256
1,023,140
1,432,396
       
     Total
1,005,350
2,098,806
1,023,140
4,127,296
Maine -0.1%
             
0
450,000
0
450,000
Maine Municipal Bond Bank, Series B, W/I, 4.25%, 11/1/19
0
460,642
0
460,642
                 
Michigan -12.5%
         
1,000,000
0
0
1,000,000
Cornell Township MI, Economic Development Corp., Refunding Revenue Bonds, 5.875% (MeadWestvaco Corp.)/(United States Treasury PRF 5/1/2012@100), 5/1/2018
1,103,320
0
0
1,103,320
500,000
0
0
500,000
Delta County, MI Economic Development Corp., Environmental Improvement Refunding Revenue Bonds (Series A), 6.25% (MeadWestvaco Corp.)/(United States Treasury PRF 4/15/2012@100), 4/15/2027
557,980
0
0
557,980
0
1,000,000
0
1,000,000
Detroit Sewage Disposal Revenue Bond, 5..50%, 7/1/36
0
1,066,060
0
1,066,060
0
500,000
1,000,000
1,500,000
Detroit Water Supply System, Series
A, FSA, 5.00%, 7/1/16
0
539,930
1,079,860
1,619,790
0
200,000
0
200,000
Higher Education Facilities Authority, Hope College Project, 4.70%, 10/1/09
0
200,676
0
200,676
0
590,000
0
590,000
Higher Education Facilities Authority, Hope College Project, 4.80%, 10/1/10, (Callable
10/1/09 @ 100)
0
591,316
0
591,316
0
1,000,000
0
1,000,000
Higher Education Student Loan Authority, Series XVII-I, AMT, AMBAC, 3.95%, 3/1/11
0
992,210
0
992,210
 
 
1,785,000
 
 
0
0
 
 
1,785,000
Kent County, MI Airport Revenue, LT GO Airport Revenue Bonds (Series 2007), 5.00% (Gerald R. Ford International Airport), 1/1/2021
1,892,261
0
0
1,892,261
0
125,000
0
125,000
Kent Hospital Finance Authority,
Spectrum Health, Series A, 5.50%,
1/15/13, (Prerefunded 7/15/11 @ 101)
0
135,866
0
135,866
0
0
 
 
1,000,000
1,000,000
Michigan Higher Education Student Loan
Authority, Series XII-W, AMT, AMBAC,
4.75%, 3/1/09
0
0
1,017,960
1,017,960
2,000,000
0
0
2,000,000
Michigan Municipal Bond Authority Clean Water Revolving Fund, Revenue Bonds, 5.00%, 10/1/2020
2,159,620
0
0
2,159,620
0
350,000
0
350,000
State Building Authority, Police
Communications, ETM, 5.50%, 10/1/12
0
383,443
0
383,443
0
0
500,000
500,000
State Hospital Finance Authority,
Henry Ford Health System, 5.00%,
11/15/20, (Callable 11/15/16 @ 100)
0
0
512,450
512,450
4,000,000
0
0
4,000,000
Michigan State Hospital Finance Authority, Revenue & Refunding Bonds (Series 1998A), 5.10% (McLaren Health Care Corp.)/(Original Issue Yield: 5.15%), 6/1/2013
4,043,240
0
0
4,043,240
5,000,000
0
0
5,000,000
Michigan State Hospital Finance Authority, Revenue Bonds (Series 1999A), 6.00% (Ascension Health Credit Group)/(MBIA Insurance Corp. INS), 11/15/2011
5,254,750
0
0
5,254,750
0
0
1,000,000
1,000,000
Michigan Strategic Fund, Hope Network Project,
Series B, 5.13%, 9/1/13, (LOC: First of America Bank), (Callable9/1/08 @ 102)
0
0
1,023,340
1,023,340
650,000
0
0
650,000
Michigan State Strategic Fund, Revenue Bonds (Series 2004), 5.125% (NSF International), 8/1/2019
638,307
0
0
638,307
2,000,000
0
0
2,000,000
Michigan State Strategic Fund, Refunding Revenue PCRBs (Series C), 5.45% (Detroit Edison Co.), 9/1/2029
2,018,180
0
0
2,018,180
0
575,000
0
575,000
Montague Public School District, GO, Q-SBLF, 5.50%, 5/1/12, (Prerefunded 11/1/11 @ 100)
0
625,704
0
625,704
0
430,000
0
430,000
Montague Public School District, GO, Q-SBLF, 5.50%, 5/1/12, (Callable 11/1/11 @ 100)
0
465,148
0
465,148
0
1,500,000
0
1,500,000
State Building Authority, Facilities Program, Series I, AMBAC, 5.00%, 10/15/29, (Mandatory Put
10/15/11 @ 100)
0
1,595,265
0
1,595,265
0
500,000
0
500,000
State Hospital Finance Authority,
Crittenton Hospital, Series A, 4.35%,
3/1/09
0
506,330
0
506,330
0
500,000
0
500,000
State Hospital Finance Authority,
Edward W. Sparrow Hospital, 5.00%,
11/15/15
0
528,615
0
528,615
0
500,000
0
500,000
State Hospital Finance Authority, Henry Ford Health System, 5.00%, 11/15/18, (Callable 11/15/16 @ 100)
0
516,685
0
516,685
0
505,000
0
505,000
State Hospital Finance Authority,
Holland Community Hospital, Series A,
5.00%, 1/1/15, (Callable 1/1/14 @ 100)
0
526,917
0
526,917
0
1,505,000
0
1,505,000
State Hospital Finance Authority,
Marquette General Hospital, 5.00%,
5/15/13
0
1,524,023
0
1,524,023
0
500,000
0
500,000
State Hospital Finance Authority,
Oakwood Healthcare System, 5.00%,
7/15/15
0
515,360
0
515,360
0
660,000
0
660,000
State Housing Development Authority,
Series A, AMT, 3.95%, 12/1/12
0
660,620
0
660,620
0
320,000
0
320,000
State Housing Development Authority,
Multi-Family, AMT, GNMA, 4.15%,
4/20/11
0
321,539
0
321,539
0
175,000
0
175,000
State Housing Development Authority,
Multi-Family, AMT, GNMA, 4.40%,
4/20/13
0
176,753
0
176,753
0
500,000
0
500,000
State of Michigan, Grant Antic
Buildings, FSA, 4.50%, 9/15/15
0
527,915
0
527,915
0
500,000
0
500,000
State of Michigan, Grant Antic Buildings, FSA, 5.25%, 9/15/18, (Callable 9/15/17 @ 100)
0
553,750
0
553,750
0
0
250,000
250,000
State of Michigan, Grant Antic Buildings, FSA, 5.25%, 9/15/20, (Callable 9/15/17 @ 100)
0
0
272,595
272,595
0
600,000
0
600,000
State of Michigan, Trunk Line, Series
A, 5.25%, 11/1/13
0
659,682
0
659,682
0
2,240,000
 
0
2,240,000
Strategic Fund, International Project, 4.75%, 8/1/11
0
2,340,688
0
2,340,688
0
820,000
0
820,000
Strategic Fund, International
Project, 5.00%, 8/1/13
0
873,169
0
873,169
0
1,000,000
0
1,000,000
Strategic Fund, Solid Waste Management Project, AMT, 4.63%, 12/1/12
0
982,320
0
982,320
0
600,000
0
600,000
Wyandotte Electric, Series A, AMT, MBIA, 5.00%, 10/1/13
0
637,656
0
637,656
0
600,000
0
600,000
Wyandotte Electric, Series A, AMT, MBIA, 4.50%, 10/1/14
0
622,362
0
622,362
       
     Total
17,667,658
19,070,002
3,906,205
40,643,865
Minnesota -1.7%
             
0
1,315,000
0
1,315,000
Housing Finance Agency, Series A,
AMT, GO, 3.40%, 7/1/12
0
1,278,377
0
1,278,377
 
0
 
1,130,000
0
 
1,130,000
Housing Finance Agency, Series F,
AMT, GO, 4.55%, 7/1/12, (Callable
7/1/11 @ 100)
 
0
 
1,140,904
0
 
1,140,904
0
2,000,000
0
2,000,000
St Paul Housing & Redevelopment Authority, Smith Avenue Transit Center, 3.50%, 6/1/12, (Callable 6/1/10 @ 100)
0
2,004,960
0
2,004,960
0
0
1,000,000
1,000,000
State Municipal Power Agency, 5.00%,
10/1/30, (Callable 10/1/15 @ 100)
0
0
1,010,930
1,010,930
       
     Total
0
4,424,241
1,010,930
5,435,171
Missouri -1.6%
         
0
245,000
0
245,000
City of Brentwood, Brentwood Square
Project, 4.13%, 5/1/11
0
245,759
0
245,759
1,665,000
0
0
1,665,000
Missouri State Environmental Improvement & Energy Resources Authority, PCR Refunding Bonds (Series 2008), 4.375% TOBs (Associated Electric Cooperative, Inc.), Mandatory Tender 3/1/2011
1,677,271
0
0
1,677,271
130,000
0
0
130,000
Missouri State Environmental Improvement & Energy Resources Authority, Refunding Revenue Bonds, 6.00%, 1/1/2016
130,386
0
0
130,386
0
425,000
0
425,000
Missouri State Highways & Transit
Commission, 4.00%, 5/1/15
0
438,983
0
438,983
0
525,000
0
525,000
Missouri State Highways & Transit
Commission, 4.25%, 5/1/16
0
550,499
0
550,499
0
1,030,000
0
1,030,000
Missouri State Highways & Transit
Commission, 4.25%, 5/1/17
0
1,075,011
0
1,075,011
0
1,070,000
0
1,070,000
Missouri State Highways & Transit
Commission, 4.50%, 5/1/17
0
1,136,929
0
1,136,929
       
    Total
1,807,657
3,447,181
0
5,254,838
Nebraska -0.8%
             
0
0
1,365,000
1,365,000
City of Omaha, Series A, GO, ETM,
6.50%, 12/1/13
0
0
1,601,459
1,601,459
0
220,000
0
220,000
Investment Finance Authority, Single
Family Housing, Series C, AMT, 3.75%,
9/1/11
0
219,857
0
219,857
0
130,000
0
130,000
Investment Finance Authority, Single
Family Housing, Series C, AMT, 3.85%,
3/1/12
0
129,590
0
129,590
0
240,000
0
240,000
Investment Finance Authority, Single
Family Mortgage, Series D, AMT,
FNMA-FHLMC-GNMA, 4.10%, 9/1/10
0
240,492
0
240,492
0
340,000
0
340,000
Investment Finance Authority, Single
Family Mortgage, Series D, AMT,
FNMA-FHLMC-GNMA, 4.25%, 9/1/11
0
341,516
0
341,516
       
    Total
0
931,455
1,601,459
2,532,914
Nevada -2.4%
         
1,000,000
0
0
1,000,000
Clark County, NV Airport System, Revenue Bonds (Senior Series 2008E), 5.00%, 7/1/2014
1,071,080
0
0
1,071,080
1,000,000
0
0
1,000,000
Clark County, NV Airport System, Revenue Bonds (Senior Series 2008E), 5.00%, 7/1/2016
1,073,830
0
0
1,073,830
2,000,000
0
0
2,000,000
Clark County, NV School District, LT GO Building Bonds (Series 2008A), 5.00%, 6/15/2014
2,177,180
0
0
2,177,180
1,100,000
0
0
1,100,000
Clark County, NV, IDRBs (Series 2003C), 5.45% TOBs (Southwest Gas Corp.), Mandatory Tender 3/1/2013
1,118,755
0
0
1,118,755
0
1,325,000
0
1,325,000
Clark County, FSA, GO, 4.50%, 6/1/17, (Callable 6/1/16 @ 100)
0
1,394,947
0
1,394,947
1,000,000
0
0
1,000,000
Clark County, NV, Passenger Facility Charge Revenue Bonds (Series 2007A-2), 5.00% (Las Vegas-McCarran International Airport)/(AMBAC INS), 7/1/2026
1,014,550
0
0
1,014,550
0
100,000
0
100,000
Douglas County, Solid Waste Disposal,
AMT, GO, MBIA, 3.75%, 12/1/09
0
101,261
0
101,261
       
    Total
6,455,395
1,496,208
0
7,951,603
New Hampshire -0.3%
         
895,000
0
0
895,000
New Hampshire Higher Educational & Health Facilities Authority, Healthcare System Revenue Bonds (Series 2004), 5.00% (Covenant Health Systems), 7/1/2014
917,599
0
0
917,599
                 
New Jersey -2.8%
         
500,000
0
0
500,000
New Jersey EDA, Revenue Bonds, (Series 2004), 5.625% (NJ Dedicated Cigarette Excise Tax), 6/15/2019
498,565
0
0
498,565
1,000,000
0
0
1,000,000
New Jersey EDA, School Facilities Construction Refunding Revenue Bonds (Series 2008W), 5.00% (New Jersey State), 3/1/2018
1,070,190
0
0
1,070,190
2,000,000
0
0
2,000,000
New Jersey State Transportation Trust Fund Authority, Transportation System Revenue Bonds (Series 2006A), 5.25%, 12/15/2020
2,215,440
0
0
2,215,440
0
1,925,000
0
1,925,000
State Turnpike Authority, Series A,
ETM, MBIA, 6.00%, 1/1/13
0
2,165,721
0
2,165,721
0
575,000
0
575,000
State Turnpike Authority, Series A,
MBIA, 6.00%, 1/1/13
0
635,525
0
635,525
3,000,000
0
0
3,000,000
Tobacco Settlement Financing Corp., NJ, Tobacco Settlement Asset-Backed Bonds (Series 2007-1), 4.625% (Original Issue Yield: 4.85%), 6/1/2026
2,520,510
0
0
2,520,510
       
    Total
6,304,705
2,801,246
0
9,105,951
New Mexico - 2.3%
             
0
500,000
475,000
975,000
County of Bernalillo, 5.25%, 4/1/27
0
540,910
513,864
1,054,774
0
320,000
0
320,000
Mortgage Finance Authority, Single Family Mortgage, Series A2, Class I, AMT, FNMA-FHLMC-GNMA, 3.90%, 1/1/19, (Callable 1/1/16 @ 100)
0
317,734
0
317,734
0
620,000
0
620,000
Mortgage Finance Authority, Single
Family Mortgage, AMT, FNMA-FHLMC-GNMA, 4.05%, 7/1/26, (Callable 7/1/15 @ 100)
0
597,184
0
597,184
0
2,000,000
0
2,000,000
Mortgage Finance Authority, Single Family Mortgage, Series A2, Class I, AMT, FNMA-FHLMC-GNMA, 4.40%, 1/1/27, (Callable 1/1/16 @ 100)
0
1,972,460
0
1,972,460
0
740,000
695,000
1,435,000
Mortgage Finance Authority, Single
Family Mortgage, AMT, GNMA-FNMA-FHLMC, 5.50%, 7/1/36, (Callable 1/1/15 @ 102)
0
762,104
715,760
1,477,864
0
565,000
0
565,000
Taos County, Educational Improvements, ETM, 3.88%, 10/1/11
0
584,685
0
584,685
0
365,000
1,000,000
1,365,000
University of New Mexico, Series A, FSA, 5.00%, 6/1/21, (Callable 6/1/17 @ 100)
0
386,958
1,060,160
1,447,118
       
    Total
0
5,162,035
2,289,784
7,451,819
New York - 3.1%
         
0
750,000
250,000
1,000,000
City of New York, Series E, GO, 5.00%, 8/1/16
0
814,230
271,410
1,085,640
1,500,000
0
0
1,500,000
Hempstead, NY IDA, Resource Recovery Refunding Revenue Bonds (Series 2001), 5.00% TOBs (American Ref-Fuel Co. of Hempstead), Mandatory Tender 6/1/2010
1,497,450
0
0
1,497,450
2,000,000
0
0
2,000,000
New York City, NY, UT GO Bonds (Fiscal 2007 Series A), 5.00%, 8/1/2022
2,082,880
0
0
2,082,880
1,250,000
0
0
1,250,000
New York State Environmental Facilities Corp., Clean Water & Drinking Water Revolving Funds Revenue Bonds (Series 2008A), 5.00%, 6/15/2022
1,341,825
0
0
1,341,825
0
0
1,000,000
1,000,000
New York State Housing Finance Agency, Economic Development and Housing, Series A, 5.00%, 9/15/23, (Callable 9/15/15 @ 100)
0
0
1,049,670
1,049,670
0
500,000
0
500,000
New York State Thruway Authority, Series A, 5.00%, 4/1/21
0
534,810
0
534,810
0
500,000
0
500,000
New York State Thruway Authority, Series A, 5.00%, 4/1/22
0
531,900
0
531,900
2,000,000
0
0
2,000,000
New York State Thruway Authority, Second General Highway & Bridge Trust Fund Revenue Bonds (Series 2007B), 5.00% (New York State Thruway Authority - Dedicated Highway & Bridge Trust Fund), 4/1/2023
2,116,080
0
0
2,116,080
       
     Total
7,038,235
1,880,940
1,321,080
10,240,255
North Carolina -0.9%
         
665,000
0
0
665,000
Charlotte, NC, UT GO Bonds, 5.00%, 8/1/2017
740,810
0
0
740,810
1,000,000
0
0
1,000,000
North Carolina Eastern Municipal Power Agency, Power System Refunding Revenue Bonds (Series 2003A), 5.50%, 1/1/2012
1,050,290
0
0
1,050,290
1,000,000
0
0
1,000,000
North Carolina Eastern Municipal Power Agency, Refunding Revenue Bonds, 6.00% (AMBAC INS), 1/1/2018
1,117,360
0
0
1,117,360
       
     Total
2,908,460
0
0
2,908,460
Ohio -5.6%
         
0
785,000
0
785,000
Berea, GO, 5.13%, 12/1/13
0
828,214
0
828,214
0
0
1,000,000
1,000,000
City of Columbus Sewer Revenue, 5.00%, 6/1/23, (Callable 12/1/17 @ 100)
0
0
1,062,900
1,062,900
2,000,000
0
 
2,000,000
Cleveland, OH Waterworks, Water Revenue Bonds (Series 2007P), 5.00%, 1/1/2017
2,188,160
0
0
2,188,160
0
915,000
1,500,000
2,415,000
County of Cuyahoga Capital Improvements, GO, 5.25%, 12/1/18, (Callable 12/1/14 @ 100)
0
995,630
1,632,180
2,627,810
1,000,000
0
0
1,000,000
Franklin County, OH Health Care Facilities, Improvement Revenue Bonds (Series 2005A), 5.00% (Ohio Presbyterian Retirement Services)/(Original Issue Yield: 5.10%), 7/1/2026
942,020
0
0
942,020
0
990,000
0
990,000
Housing Finance Agency, Residential Mortgage, AMT, FNMA-GNMA, 3.55%,3/1/10
0
996,781
0
996,781
0
995,000
0
995,000
Housing Finance Agency, Residential Mortgage, AMT, FNMA-GNMA, 3.70%, 3/1/11
0
994,413
0
994,413
0
500,000
0
500,000
Housing Finance Agency, Residential Mortgage, AMT, FNMA-GNMA, 4.00%,3/1/14
0
495,675
0
495,675
3,195,000
0
0
3,195,000
Lucas County, OH HDA, Hospital Refunding Revenue Bonds (Series 1996), 5.50% (ProMedica Healthcare Obligated Group)/(MBIA Insurance Corp. INS)/(Original Issue Yield: 5.75%), 11/15/2008
3,234,139
0
0
3,234,139
1,000,000
0
0
1,000,000
Montgomery County, OH, Revenue Bonds, 5.50% (Catholic Health Initiatives)/(United States Treasury PRF 9/1/2011@100), 9/1/2016
1,084,310
0
0
1,084,310
1,000,000
0
0
1,000,000
Ohio State Higher Educational Facilities Commission, Revenue Bonds, 5.00% (College of Wooster), 9/1/2020
1,037,660
0
0
1,037,660
0
435,000
0
435,000
State Economic Enterprise, Series 3,
AMT, 4.08%, 6/1/13
0
442,191
0
442,191
0
1,000,000
0
1,000,000
State of Ohio, Series 2007 1, FSA,
4.00%, 6/15/14
0
1,040,210
0
1,040,210
0
0
1,000,000
1,000,000
State of Ohio, Common Schools, Series D, GO, 5.50%, 9/15/19
0
0
1,141,890
1,141,890
       
     Total
8,486,289
5,793,114
3,836,970
18,116,373
Oklahoma -0.4%
             
0
445,000
0
445,000
Housing Finance Agency, Single Family
Housing, AMT, FNMA-FHLMC-GNMA,
4.25%, 9/1/25, (Callable 9/1/15 @ 100)
0
441,743
0
441,743
0
0
770,000
770,000
Tulsa International Airport, Improvement Trust, Series B, AMT, FGIC, 5.50%, 6/1/10
0
0
785,131
785,131
       
     Total
0
441,743
785,131
1,226,874
Oregon -0.9%
             
0
1,775,000
0
1,775,000
State Department of Transportation, Series A, 5.25%, 11/15/16, (Prerefunded 11/15/14 @ 100)
0
1,986,527
0
1,986,527
0
0
1,000,000
1,000,000
Sunrise Water Authority, FSA, 5.25%,
3/1/24, (Callable 3/1/14 @ 100)
0
0
1,060,860
1,060,860
       
     Total
0
1,986,527
1,060,860
3,047,387
Pennsylvania -7.5%
         
1,725,000
0
0
1,725,000
Allegheny County, PA, HDA, Revenue Bonds (Series 2008A), 5.00% (UPMC Health System), 9/1/2018
1,785,065
0
0
1,785,065
1,680,000
0
0
1,680,000
Allegheny County, PA, UT GO Bonds (Series C-61), 4.00% (Assured Guaranty Corp. INS), 12/1/2016
1,723,512
0
0
1,723,512
0
1,000,000
0
1,000,000
Allegheny County Airport Authority,
AMT, FGIC, 5.00%, 1/1/16
0
999,340
0
999,340
0
1,000,000
0
1,000,000
Allegheny County Hospital Development Authority, University of Pittsburgh Medical Center, Series A, 5.00%, 9/1/17
0
1,052,080
0
1,052,080
0
0
1,000,000
1,000,000
Central Dauphin School District, GO, MBIA, 6.75%, 2/1/24, (Prerefunded 2/1/16 @ 100)
0
0
1,219,620
1,219,620
2,550,000
0
 
 
0
2,550,000
(1)(2)Geisinger Authority, PA Health System, DRIVERs (Series 1834), 3.6118% (Geisinger Health System), 2/1/2015
1,387,965
0
0
1,387,965
0
250,000
0
250,000
Higher Educational Facilties Authority, Widener University, 3.60%, 7/15/11
0
250,578
0
250,578
0
405,000
0
405,000
Higher Educational Facilties Authority, Widener University, 3.75%, 7/15/12
0
404,680
0
404,680
0
0
1,000,000
1,000,000
Lancaster Higher Education Authority,
Franklin and Marshall College, 5.00%,
4/15/25, (Callable 4/15/16 @ 100)
0
0
1,022,780
1,022,780
0
1,175,000
0
1,175,000
Lehigh Northampton Airport Authority, AMT, MBIA, 5.00%, 1/1/19, (Callable 1/1/15 @ 100)
0
1,200,027
0
1,200,027
1,000,000
0
0
1,000,000
Pennsylvania Intergovernmental Coop Authority, Special Tax, 5.25% (FGIC INS), 6/15/2015
1,021,240
0
0
1,021,240
1,210,000
0
0
1,210,000
Pennsylvania State Higher Education Facilities Authority, Revenue Bonds (Series 2001A), 5.75% (UPMC Health System), 1/15/2012
1,289,243
0
0
1,289,243
1,200,000
0
0
1,200,000
Pennsylvania State Higher Education Facilities Authority, Revenue Bonds (Series 2004A), 5.00% (Philadelphia University), 6/1/2015
1,220,520
0
0
1,220,520
500,000
0
0
500,000
Pennsylvania State Higher Education Facilities Authority, Revenue Bonds, 5.50% (Philadelphia University), 6/1/2020
509,715
0
0
509,715
5,000,000
0
0
5,000,000
Philadelphia, PA Hospitals & Higher Education Facilities Authority, Health System Revenue Bonds (Series 1997A), 5.00% (Jefferson Health System)/(Original Issue Yield: 5.40%), 5/15/2012
5,055,800
0
0
5,055,800
2,000,000
0
0
2,000,000
Philadelphia, PA, Refunding UT GO Bonds (Series 2007A), 5.00% (FSA INS), 8/1/2019
2,148,660
0
0
2,148,660
415,000
0
0
415,000
Sayre, PA, Health Care Facilities Authority, Revenue Bonds (Series 2002A), 6.00% (Guthrie Healthcare System, PA), 12/1/2012
448,316
0
0
448,316
1,190,000
0
0
1,190,000
Sayre, PA, Health Care Facilities Authority, Revenue Bonds (Series 2002A), 6.00% (Guthrie Healthcare System, PA)/(United States Treasury PRF 12/1/2011@101), 12/1/2012
1,320,103
0
0
1,320,103
0
0
430,000
430,000
State Higher Educational Facilties Authority, Widner University, 3.85%, 7/15/13
0
0
428,998
428,998
       
     Total
17,910,139
3,906,705
2,671,398
24,488,242
Puerto Rico - 2.0%
             
0
1,000,000
0
1,000,000
Commonwealth of Puerto Rico, Series A, GO, 5.25%, 7/1/22, (Callable 7/1/16 @ 100)
0
1,013,750
0
1,013,750
0
2,000,000
1,000,000
3,000,000
Commonwealth of Puerto Rico, Series
A, GO, 5.00%, 7/1/30, (Mandatory Put 7/1/12 @ 100)
0
2,005,760
1,002,880
3,008,640
0
1,500,000
0
1,500,000
Government Development Bank, Series
C, AMT, GO, 5.25%, 1/1/15
0
1,545,285
0
1,545,285
0
0
1,000,000
1,000,000
Public Buildings Authority, Series I, 5.50%, 7/1/23, (Prerefunded 7/1/14 @ 100) (Callable 7/1/14 @ 100)
0
0
1,106,270
1,106,270
       
     Total
0
4,564,795
2,109,150
6,673,945
Rhode Island - 0.2%
         
625,000
0
0
625,000
Rhode Island Economic Development Corp., Revenue Note Obligations (2000 Senior Obligation Series), 5.75% (Providence Place Mall Project)/(Radian Asset Assurance INS), 7/1/2010
644,075
0
0
644,075
                 
South Carolina - 0.9%
         
0
890,000
0
890,000
Anderson County School District No 2, Series B, GO, 6.00%, 3/1/13, (Prerefunded 3/1/10 @ 101)
0
953,626
0
953,626
2,000,000
0
0
2,000,000
South Carolina Jobs-EDA, Hospital Revenue Bonds (Series 2007A), 5.00% (Care Alliance Health Services d/b/a Roper St. Francis Healthcare)/(FSA INS), 8/15/2016
2,133,320
0
0
2,133,320
       
     Total
2,133,320
953,626
0
3,086,946
Tennessee - 1.8%
         
500,000
0
0
500,000
Clarksville, TN Natural Gas Acquisition Corp., Gas Revenue Bonds (Series 2006), 5.00%, 12/15/2021
461,980
0
0
461,980
0
1,100,000
0
1,100,000
Housing Development Agency, Series A,
4.00%, 7/1/10
0
1,108,701
0
1,108,701
0
2,570,000
0
2,570,000
Metropolitan Nashville Airport
Authority, Series C, AMT, FGIC,
5.38%, 7/1/14, (Callable 7/1/08 @ 102)
0
2,622,659
0
2,622,659
500,000
0
0
500,000
Sullivan County, TN Health Educational & Housing Facilities Board, Hospital Revenue Bonds, 6.25% (Wellmont Health System)/(Escrowed In Treasuries COL), 9/1/2011
550,630
0
0
550,630
1,000,000
0
0
1,000,000
Sullivan County, TN Health Educational & Housing Facilities Board, Hospital Revenue Bonds, 6.25% (Wellmont Health System)/(Escrowed In Treasuries COL), 9/1/2012
1,120,440
0
0
1,120,440
       
     Total
2,133,050
3,731,360
0
5,864,410
Texas - 5.9%
         
1,000,000
0
0
1,000,000
Bell County, TX HFDC, Refunding Revenue Bonds, 5.375% (FSA INS), 12/1/2013
1,032,440
0
0
1,032,440
0
2,000,000
0
2,000,000
Dallas-Fort Worth International Airport Facilities Improvement Corp., Series A, AMT, XLCA, 5.00%, 11/1/15, (Callable 11/1/09 @ 100)
0
2,007,180
0
2,007,180
0
1,500,000
0
1,500,000
Lower Colorado River Authority, Revenue Bonds, 5.75%, 5/15/28
0
1,580,580
0
1,580,580
2,000,000
0
0
2,000,000
North Central Texas HFDC, Hospital Refunding Revenue Bonds (Series 2002), 5.50% (Children’s Medical Center of Dallas)/(AMBAC INS), 8/15/2017
2,122,280
0
0
2,122,280
0
1,000,000
0
1,000,000
North Texas Tollway Authority, Series A, 6.00%, 1/1/23
0
1,085,610
0
1,085,610
335,000
0
0
335,000
Sabine River Authority, TX, PCR Refunding Bonds (Series 2006), 4.95% (Southwestern Electric Power Co.)/(MBIA Insurance Corp. INS), 3/1/2018
337,348
0
0
337,348
1,000,000
0
0
1,000,000
San Antonio, TX Water System, Refunding Revenue Bonds (Series 2002), 5.50% (FSA INS), 5/15/2016
1,080,180
0
0
1,080,180
2,505,000
0
0
2,505,000
San Antonio, TX, Tax & Revenue Certificates of Obligation (Series 2007), 5.00%, 8/1/2019
2,713,166
0
0
2,713,166
0
1,000,000
0
1,000,000
Spring Independent School District,
Series A, GO, PSF, W/I, 5.00%, 8/15/16
0
1,100,050
 
0
1,100,050
0
0
1,000,000
1,000,000
State Public Finance Authority, Series A, ACA, 5.00%, 2/15/28, (Callable 2/15/14 @ 100)
0
0
857,390
857,390
2,500,000
0
0
2,500,000
Texas Municipal Gas Acquisition & Supply Corp. I, Senior Lien Gas Supply Revenue Bonds (Series 2006B), 2.576%, 12/15/2026
1,875,000
0
0
1,875,000
0
500,000
0
500,000
Texas Municipal Power Agency, AMBAC,
4.00%, 9/1/12, (Callable 3/3/08 @ 100)
0
500,320
0
500,320
2,000,000
0
0
2,000,000
Texas State Transportation Commission, Mobility Fund Revenue Bonds (Series 2007), 4.75% (Texas State), 4/1/2025
2,055,100
0
0
2,055,100
0
1,000,000
0
1,000,000
White Settlement Independent School
District, GO, PSF, 4.50%, 8/15/15
0
755,170
0
755,170
       
    Total
11,215,514
7,028,910
857,390
19,101,814
Utah - 1.0%
         
1,000,000
0
0
1,000,000
Intermountain Power Agency, UT, Subordinated Power Supply Refunding Revenue Bonds (Series 2008A), 5.25%, 7/1/2020
1,040,400
0
0
1,040,400
1,050,000
0
0
1,050,000
Salt Lake County, UT Municipal Building Authority, Refunding Revenue Bonds (Series 2001), 5.20% (United States Treasury PRF 10/15/2011@100)/(Original Issue Yield: 5.33%), 10/15/2020
1,131,711
0
0
1,131,711
1,000,000
0
0
1,000,000
Utah County, UT IDA, Environmental Improvement Revenue Bonds, 5.05% TOBs (Marathon Oil Corp.), Mandatory Tender 11/1/2011
1,031,060
0
0
1,031,060
       
    Total
3,203,171
0
0
3,203,171
Virginia - 1.6%
         
0
2,000,000
0
2,000,000
City of Richmond, FGIC, GO, 5.38%,
7/15/13, (Prerefunded 7/15/11 @ 101)
0
2,178,980
0
2,178,980
2,000,000
0
0
2,000,000
Greater Richmond Convention Center Authority, VA, Hotel Tax Revenue Bonds, 5.50% (Convention Center Expansion Project), 6/15/2008
2,002,600
0
0
2,002,600
1,000,000
0
0
1,000,000
Tobacco Settlement Financing Corp., VA, Revenue Bonds, 5.25% (United States Treasury PRF 6/1/2012@100)/(Original Issue Yield: 5.301%), 6/1/2019
1,059,390
0
0
1,059,390
       
    Total
3,061,990
2,178,980
0
5,240,970
Washington - 2.9%
         
1,000,000
0
0
1,000,000
Clark County, WA School District No. 114 Evergreen, UT GO Refunding Bonds (Series 1999), 5.25%, 6/1/2015
1,032,420
0
0
1,032,420
0
2,485,000
0
2,485,000
Grant County Public Utility District No 2 Priest Rapids, Series H, FSA, 5.00%, 1/1/11
0
2,623,663
0
2,623,663
0
2,000,000
0
2,000,000
King County School District No 415
Kent, Series A, GO, 5.55%, 12/1/11
0
2,175,480
0
2,175,480
0
0
1,000,000
1,000,000
Metropolitan Park District of Tacoma, GO, FGIC, 5.00%, 12/1/22, (Callable 12/1/15 @ 100)
0
0
1,036,650
1,036,650
2,000,000
0
0
2,000,000
North Thurston, WA Public Schools, UT GO Bonds (Series 2007), 5.00% (MBIA Insurance Corp. INS), 12/1/2021
2,129,300
0
0
2,129,300
0
425,000
0
425,000
Yakima County, AMBAC, GO, 5.25%,
12/1/16, (Callable 12/1/12 @ 100)
0
452,213
0
452,213
         
3,161,720
5,251,356
1,036,650
9,449,726
                 
Wisconsin - 1.2%
         
1,000,000
0
0
1,000,000
Milwaukee County, WI, (Series A), 5.00%, 10/1/2016
1,055,900
0
0
1,055,900
1,000,000
0
0
1,000,000
Sheboygan, WI, PCR Refunding Bonds (Series 2006B), 5.00% (Wisconsin Power & Light Co.)/(FGIC INS), 9/1/2015
1,007,610
0
0
1,007,610
980,000
0
0
980,000
Wisconsin State HEFA, Refunding Revenue Bonds, 6.00% (Wheaton Franciscan HealthCare)/(United States Treasury PRF 2/15/2012@101), 8/15/2014
1,091,906
0
0
1,091,906
1,000,000
0
0
1,000,000
Wisconsin State HEFA, Revenue Bonds (Series 2005), 5.10% (Vernon Memorial Healthcare, Inc.)/(Original Issue Yield: 5.15%), 3/1/2025
911,530
0
0
911,530
       
    Total
4,066,946
0
0
4,066,946
       
    Total Municipal Bonds (identified cost $319,473,923)
146,904,466
130,513,428
41,605,962
319,023,856
SHORT-TERM MUNICIPALS - 3.2%(3)
         
Alaska - 0.5%
         
1,500,000
0
0
1,500,000
Valdez, AK Marine Terminal, (Series 2003A) Daily VRDNs (BP Pipelines (Alaska) Inc.)/(GTD by BP PLC), 1.300%, 6/2/2008
1,500,000
0
0
1,500,000
                 
Illinois - 0.2%
             
0
610,000
0
610,000
Lake Zurich Rose Road LLC Project, AMT, 2.60%, 6/1/08, (LOC: JP Morgan, Inc.)
0
610,000
0
610,000
                 
Indiana - 0.0%
         
0
0
140,000
140,000
Bloomington, Bloomington Square Project, 3.10%, 6/1/2008 (LOC: JP Morgan, Inc.)
0
0
140,000
140,000
                 
Kentucky - 0.1%
             
0
0
185,000
185,000
Shelby County Lease Program, Series
A, 1.40%, 5/1/08, (LOC: U.S. Bank NA)
0
0
185,000
185,000
Michigan - 0.3%
         
0
1,000,000
0
1,000,000
Michigan Technical University, Series A, AMBAC, 5.00%, 6/6/08
0
1,000,000
0
1,000,000
                 
Missouri - 0.8%
             
2,600,000
0
0
2,600,000
University of Missouri, (Series 2000) Daily VRDNs, 1.400%, 6/2/2008
2,600,000
0
0
2,600,000
                 
Utah - 0.7%
         
2,500,000
0
0
2,500,000
Weber County, UT, (Series 20000C) Daily VRDNs (IHC Health Services, Inc.), 1.400%, 6/2/2008
2,500,000
0
0
2,500,000
           
Virginia - 0.6%
         
1,900,000
0
0
1,900,000
Roanoke, VA IDA, (Series 2005A-1) Daily VRDNs (Carilion Health System Obligated Group)/(FSA INS)/(Wachovia Bank N.A. LIQ), 1.300%, 6/2/2008
1,900,000
0
0
1,900,000
   
Total Short Term Investments (at cost)
8,500,000
1,610,000
325,000
10,435,000
MONEY MARKETS - 1.4%
           
0
111
111
222
AIM TFIT Tax-Free Cash Reserve
Portfolio, Class C
0
111
111
222
0
3,402,386
807,062
4,209,448
Dreyfus Tax Exempt Cash Management
0
3,402,386
807,062
4,209,448
0
23,291
19,188
42,479
Goldman Sachs Financial Square
Tax-Free Money Market Fund
0
23,291
19,188
42,479
0
81
339,523
339,604
Merrill Lynch Institutional
Tax-Exempt Fund
0
81
339,523
339,604
       
Total Money Markets (at cost)
0
3,425,869
1,165,884
4,591,753
       
Total Investments -102.3% (identified cost $331,556,395)
155,404,466
135,549,297
43,096,846
334,050,609
       
Other Assets and Liabilities - (2.3)%(4)
(8,627,955)
205,306
756,233
(7,666,416)
       
Total Net Assets - 100.0%
$146,776,511
$135,754,603
$43,853,079
$326,384,193


(1) Denotes a restricted security that either: (a) cannot be offered for public sale without first being registered, or being able to take advantage of an exemption from registration, under the Securities Act of 1933; or (b) is subject to a contractual restriction on public sales. At May 31, 2008, this restricted security amounted to $1,387,965 which represented 0.4% of total net assets.

(2) Denotes a restricted security that may be resold without restriction to “qualified institutional buyers” as defined in Rule 144A under the Securities Act of 1933 and that the Fund has determined to be liquid under criteria established by the Fund’s Board of Trustees. At May 31, 2008, this liquid restricted security amounted to $1,387,965 which represented 0.4% of total net assets.

(3) Current rate and next reset date shown for Variable Rate Demand Notes.

(4) Assets, other than investments in securities, less liabilities. See Statement of Assets and Liabilities.

Note: The categories of investments are shown as a percentage of total net assets ($326,384,193) at May 31, 2008.

The following acronym is used throughout this portfolio:
ACA
—American Capital Access Holding, Ltd.
AMBAC
—American Municipal Bond Assurance Corporation
AMT
—Alternative Minimum Tax Paper
COL
—Collateralized
COPs
—Certificates of Participation
DRIVERs
—Derivative Inverse Tax-Exempt Receipts
EDA
—Economic Development Authority
ETM
—Escrowed to Maturity
FGIC
—Financial Guaranty Insurance Company
FHLMC
—Federal Home Loan Mortgage Corporation
FSA
—Financial Security Assurance
GNMA
—Government National Mortgage Association
GO
—General Obligation
GTD
—Guaranteed
HDA
—Hospital Development Authority
HEFA
—Health and Education Facilities Authority
HFA
—Housing Finance Authority
HFDC
—Health Facility Development Corporation
IDA
—Industrial Development Authority
IDB
—Industrial Development Bond
IDRBs
—Industrial Development Revenue Bonds
INS
—Insured
LIQ
—Liquidity Agreement
LOC
—Letter of Credit
LT
—Limited Tax
PCR
—Pollution Control Revenue
PCRBs
—Pollution Control Revenue Bonds
PRF
—Prerefunded
SFM
—Single Family Mortgage
TOBs
—Tender Option Bonds
UT
—Unlimited Tax
VRDNs
—Variable Rate Demand Notes
W/I
—When Issued
 
(See Notes to Pro Forma Financial Statements)



Federated Intermediate Municipal Trust
Fifth Third Intermediate Municipal Bond Fund
Fifth Third Municipal Bond Fund
Pro Forma Combining Statements of Assets & Liabilities
May 31, 2008 (unaudited)

                     
   
Federated
 
Fifth Third
           
   
Intermediate
 
Intermediate
 
Fifth Third
       
   
Municipal
 
Municipal
 
Municipal
 
Pro Forma
 
Proforma
   
Trust
 
Bond Fund
 
Bond Fund
 
Adjustment
 
Combined
Assets:
                   
Investments in securities, at value
 
$155,404,466
 
$135,549,297
 
$43,096,846
 
$0
 
$334,050,609
Cash
 
3,793
 
0
 
0
 
0
 
3,793
Income receivable
 
1,924,733
 
1,934,794
 
693,817
 
0
 
4,553,344
Receivable for investments sold
 
160,000
 
0
 
0
 
0
 
160,000
Receivable for shares sold
 
35,082
 
0
 
142,860
 
0
 
177,942
Prepaid expenses
 
0
 
16,250
 
10,599
 
0
 
26,849
     Total assets
 
157,528,074
 
137,500,341
 
43,944,122
 
0
 
338,972,537
Liabilities:
                   
Payable for investments purchased
 
 
9,999,445
 
 
1,576,770
 
 
0
 
 
0
 
 
11,576,215
Payable for shares redeemed
 
348,271
 
7,482
 
35,572
 
0
 
391,325
Income distribution payable
 
325,510
 
0
 
0
 
0
 
325,510
Payable to Advisor and affiliates
 
0
 
103,489
 
24,341
 
0
 
127,830
Payable for Directors’/Trustees fees
 
 
403
 
 
3,097
 
 
1,627
 
 
0
 
 
5,127
Payable for distribution and administrative services fee
 
 
0
 
 
24,269
 
 
2,922
 
 
0
 
 
27,191
Payable for shareholder services fees
 
 
22,265
 
 
0
 
 
0
 
 
0
 
 
22,265
Accrued expenses
 
55,669
 
30,631
 
26,581
 
0
 
112,881
     Total liabilities
 
10,751,563
 
1,745,738
 
91,043
 
0
 
12,588,344
Net Assets
 
$146,776,511
 
$135,754,603
 
$43,853,079
 
$0
 
$326,384,193
Net Assets Consist of:
                   
Paid-in capital
 
$155,035,886
 
$132,714,501
 
$42,885,520
 
$0
 
$330,635,907
Net unrealized appreciation (depreciation) of investments
 
 
(958,725)
 
 
2,662,476
 
 
790,463
 
 
0
 
 
2,494,214
Accumulated net realized gain (loss) on investments
 
 
(7,300,542)
 
 
330,018
 
 
94,553
 
 
0
 
 
(6,875,971)
Undistributed (distributions in excess of ) net investment income
 
 
(108)
 
 
47,608
 
 
82,543
 
 
0
 
 
130,043
     Total Net Assets
 
$146,776,511
 
$135,754,603
 
$43,853,079
 
$0
 
$326,384,193
Net Asset Value, Offering Price and Redemption Proceeds Per Share
                   
                     
Net Assets
 
 
             
 
Class A Shares
 
$0
 
$1,737,420
 
$1,144,977
 
$(2,882,397)
(a)
$0
Class B Shares
 
$0
 
$370,851
 
$632,577
 
$(1,003,428)
(a)
$0
Class C Shares
 
$0
 
$98,521
 
$29,403
 
$(127,924)
(a)
$0
Institutional Shares
 
$120,196,324
 
$133,547,811
 
$42,046,122
 
$4,013,749
 
$299,804,006
Class Y Shares
 
$26,580,187
 
$0
 
$0
 
$0
 
$26,580,187
Shares Outstanding
                   
Class A Shares
 
0
 
173,406
 
122,410
 
(295,816)
(a)
0
Class B Shares
 
0
 
37,048
 
68,189
 
(105,237)
(a)
0
Class C Shares
 
0
 
9,842
 
3,161
 
(13,003)
(a)
0
Institutional Shares
 
12,386,007
 
13,336,063
 
4,516,946
 
663,247
(a)
30,902,263
Class Y Shares
 
2,739,131
 
0
 
0
 
0
 
2,739,131
Net Asset Value Per Share
                   
Class A Shares
 
N/A
 
$10.02
 
$9.35
 
0
 
N/A
Class B Shares
 
N/A
 
$10.01
 
$9.28
 
0
 
N/A
Class C Shares
 
N/A
 
$10.01
 
$9.30
 
0
 
N/A
Institutional Shares
 
$9.70
 
$10.01
 
$9.31
 
0
 
$9.70
Class Y Shares
 
$9.70
 
N/A
 
N/A
 
0
 
$9.70
Offering Price Per Share
 
 
             
 
Class A Shares
 
N/A
 
$10.38
(b)
$9.82(e)
 
0
 
N/A
Class B Shares
 
N/A
 
$10.01
 
$9.28
 
0
 
N/A
Class C Shares
 
N/A
 
$10.01
 
$9.30
 
0
 
N/A
Institutional Shares
 
$9.70
 
$10.01
 
$9.31
 
0
 
$9.70
Class Y Shares
 
$9.70
 
N/A
 
N/A
 
0
 
$9.70
Redemption Proceeds Per Share
 
 
             
 
Class A Shares
 
N/A
 
$10.02
 
$9.35
 
0
 
N/A
Class B Shares
 
N/A
 
$9.51
(c)
$8.82(c)
 
0
 
N/A
Class C Shares
 
N/A
 
$9.91
(d)
$9.21(d)
 
0
 
N/A
Institutional Shares
 
$9.70
 
$10.01
 
$9.31
 
0
 
$9.70
Class Y Shares
 
$9.70
 
N/A
 
N/A
 
0
 
$9.70
                     
                     
Investments, at identified cost
 
$156,363,191
 
$132,886,821
 
$42,306,383
 
$0
 
$331,556,395

(a)
Adjustment to reflect share balance as a result of the combination.
(b)
Computation of offering price per share: 100/96.50 of net asset value.
(c)
Computation of redemption price per share: 95.00/100 of net asset value.
(d)
Computation of redemption price per share: 99.00/100 of net asset value.
(e)
Computation of offering price per share: 100/95.25 of net asset value.
 
(See Notes to Pro Forma Financial Statements)



Federated Intermediate Municipal Trust
Fifth Third Intermediate Municipal Bond Fund
Fifth Third Municipal Bond Fund
Pro Forma Combining Statements of Operations
Year Ended May 31, 2008 (unaudited)

                     
     
Federated
 
Fifth Third
         
     
Intermediate
 
Intermediate
 
Fifth Third
     
     
Municipal
 
Municipal
 
Municipal
Pro Forma
 
Pro Forma
     
Trust
 
Bond Fund
 
Bond Fund
Adjustment
 
Combined
Investment Income:
                   
Dividends
   
$0
 
$61,107
 
$16,201
   
$77,308
Interest
   
7,480,174
 
6,184,748
 
1,949,880
   
15,614,802
     
7,480,174
 
6,245,855
 
1,966,081
   
15,692,110
                     
Expenses:
                   
Investment adviser fee
   
634,623
 
803,759
 
243,208
(285,536)
(a)
1,396,054
Administrative personnel and services fee
   
 
190,000
 
 
252,803
 
 
76,790
 
(246,665)
 
(b)
 
272,928
Custodian fees
   
6,463
 
14,248
 
11,564
(16,332)
(c)
15,943
Transfer and dividend disbursing agent fees and expenses
   
 
40,632
 
 
41,840
 
 
27,755
 
(13,727)
 
(d)
 
96,500
Directors'/Trustees' fees
   
14,381
 
13,061
 
3,542
(5,984)
(e)
25,000
Auditing fees
   
22,200
 
0
 
0
0
 
22,200
Legal fees
   
15,891
 
0
 
0
1,014
(f)
16,905
Portfolio accounting fees
   
72,164
 
48,893
 
48,723
(55,970)
(g)
113,810
Distribution services fee - Class A Shares
   
 
0
 
 
5,341
 
 
2,762
 
(8,103)
 
(h)
 
0
Distribution services fee - Class B Shares
   
 
0
 
 
2,601
 
 
6,423
 
(9,024)
 
(h)
 
0
Distribution services fee - Class C Shares
   
 
0
 
 
1,102
 
 
300
 
(1,402)
 
(h)
 
0
Shareholder services fee - Institutional Shares
   
 
230,651
 
 
0
 
 
0
 
10,803
 
(i)
 
241,454
Account administration fee - Institutional Shares
   
 
23,353
 
 
0
 
 
0
 
1,094
 
(j)
 
24,447
Administrative servicing fee - Class C Shares
   
 
0
 
 
35
 
 
100
 
(135)
 
(k)
 
0
Share registration costs
   
36,155
 
46,647
 
34,237
(70,329)
(l)
46,710
Printing and postage
   
25,716
 
0
 
0
6,175
(m)
31,891
Insurance premiums
   
5,161
 
0
 
0
589
(n)
5,750
Interest and trust expense
   
14,822
 
0
 
0
0
 
14,822
Miscellaneous
   
9,137
 
54,570
 
36,881
(85,588)
(o)
15,000
     Total expenses
   
1,341,349
 
1,284,900
 
492,285
(779,120)
 
2,339,414
Waivers, Reimbursement and Reductions:
                   
Waiver of investment adviser fee
   
(444,367)
 
0
 
0
(313,341)
(p)
(757,708)
Waiver/reimbursement from Advisor and/or affiliates
   
 
0
 
 
(308,909)
 
 
(210,953)
 
519,862
 
(q)
 
0
Waiver of administrative personnel and services fee
   
 
(33,414)
 
 
0
 
 
0
 
26,085
 
(r)
 
(7,329)
Waiver of distribution services fee - Class A Shares and Class B Shares
   
 
0
 
 
(2,524)
 
 
0
 
2,524
 
(s)
 
0
Reimbursement of shareholder services fee - Institutional Shares
   
 
(25,768)
 
 
0
 
 
0
 
(1,207)
 
(t)
 
(26,975)
Reduction of custodian fees
   
(379)
 
0
 
0
0
 
(379)
Total Waivers, Reimbursement and Reduction
   
 
(503,928)
 
 
(311,433)
 
 
(210,953)
 
233,923
 
 
(792,391)
     Net expenses
   
837,421
 
973,467
 
281,332
(545,197)
 
1,547,023
     Net investment income
   
6,642,753
 
5,272,388
 
1,684,749
545,197
 
14,145,087
Realized and Unrealized Gain (Loss) on Investments:
                   
Net realized gain (loss) on investments
   
 
(5,216,787)
 
 
55,637
 
 
57,135
   
 
(5,104,015)
Net change in unrealized appreciation/depreciation of investments
 
 
 
(2,943,555)
 
 
 
828,569
 
 
 
(79,492)
   
 
 
(2,194,478)
     Net realized and unrealized gain on investments
   
 
(8,160,342)
 
 
884,206
 
 
(22,357)
   
 
(7,298,493)
     Change in net assets resulting from operations
   
 
$(1,517,589)
 
 
$6,156,594
 
 
$1,662,392
 
$545,197
 
 
$6,846,594


(See Notes to Pro Forma Financial Statements)




Federated Intermediate Municipal Trust
Fifth Third Intermediate Municipal Bond Fund
Fifth Third Municipal Bond Fund
Notes to Pro Forma Financial Statements
For the Year Ended May 31, 2008 (unaudited)




Note 1. Description of the Fund

Federated Intermediate Municipal Trust (the “Federated Fund”) is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end, management investment company. For the purposes of these Pro Forma Financial Statements, the financial information covers the period from June 1, 2007 to May 31, 2008. The Federated Fund consists of two classes of shares: Class A Shares and Class Y Shares.

Fifth Third Intermediate Municipal Bond Fund and Fifth Third Municipal Bond Fund ( collectively, the “Fifth Third Funds”) are each series of Fifth Third Funds and are registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end, management investment company. The Fifth Third Funds consist of four classes of shares: Class A Shares, Class B Shares, Class C Shares and Institutional Shares.

Note 2. Basis of Combination

The accompanying unaudited Pro Forma Combining Portfolios of Investments, Statements of Assets and Liabilities and Statements of Operations (Pro Forma Financial Statements) reflect the accounts of the Federated Fund and the Fifth Third Funds (individually referred to as the “Fund”, or collectively as the “Funds”), for the year ended May 31, 2008. These statements have been derived from the books and records utilized in calculating daily net asset values at May 31, 2008.

The Pro Forma Financial Statements should be read in conjunction with the historical financial statements of the Federated Fund and the Fifth Third Funds which have been incorporated by reference in the Statement of Additional Information. The Funds follow generally accepted accounting principles in the United States of America applicable to management investment companies which are disclosed in the historical financial statements.

The Pro Forma Financial Statements give effect to the proposed exchange of assets of Class A Shares, Class B Shares, Class C Shares and Institutional Shares of the Fifth Third Funds for Institutional Shares of the Federated Fund. Under generally accepted accounting principles, the Federated Fund will be the surviving entity for accounting purposes with its historical cost of investment securities and results of operations being carried forward.

The Pro Forma Financial Statements have been adjusted to reflect the anticipated advisory fee arrangement for the surviving entity, if necessary. Certain other operating costs have also been adjusted to reflect anticipated expenses of the combined entity. Other costs which may change as a result of the reorganization are currently undeterminable.

For the year ended May 31, 2008, the Federated Fund and each Fifth Third Fund paid investment advisory fees computed at the annual rate of 0.40% and 0.55%, respectively as a percentage of average daily net assets.

All costs with respect to the exchange will be borne by Federated Investors, Inc. and Fifth Third Asset Management, Inc. and their affiliates.

Note 3. Portfolio Valuation

For the Federated Fund:
Investment Valuation
In calculating its net asset value (NAV), each Fund generally values investments as follows:
■ Fixed-income securities acquired with remaining maturities greater than 60 days are fair valued using price evaluations provided by a pricing service approved by the Board of Trustees (the “Trustees”).
■ Fixed-income securities acquired with remaining maturities of 60 days or less are valued at their cost (adjusted for the accretion of any discount or amortization of any premium).
■ Derivative contracts listed on exchanges are valued at their reported settlement or closing price.
■ Over-the-counter (OTC) derivative contracts are fair valued using price evaluations provided by a pricing service approved by the Trustees.
■ Shares of other mutual funds are valued based upon their reported NAVs.
If the Fund cannot obtain a price or price evaluation from a pricing service for an investment, the Fund may attempt to value the investment based upon the mean of bid and asked quotations or fair value the investment based on price evaluations, from one or more dealers. If any price, quotation, price evaluation or other pricing source is not readily available when the NAV is calculated, the Fund uses the fair value of the investment determined in accordance with the procedures described below. There can be no assurance that the Fund could purchase or sell an investment at the price used to calculate the Fund’s NAV.

Fair Valuation and Significant Events Procedures
The Trustees have authorized the use of pricing services to provide evaluations of the current fair value of certain investments for purposes of calculating the NAV. Factors considered by pricing services in evaluating an investment include the yields or prices of investments of comparable quality, coupon, maturity, call rights and other potential prepayments, terms and type, reported transactions, indications as to values from dealers, and general market conditions. Some pricing services provide a single price evaluation reflecting the bid-side of the market for an investment (a “bid” evaluation). Other pricing services offer both bid evaluations and price evaluations indicative of a price between the prices bid and asked for the investment (a “mid” evaluation). The Fund normally uses bid evaluations for U.S. Treasury and Agency securities, mortgage-backed securities and municipal securities. The Fund normally uses mid evaluations for other types of fixed-income securities and OTC derivative contracts. In the event that market quotations and price evaluations are not available for an investment, the fair value of the investment is determined in accordance with procedures adopted by the Trustees. The Trustees also have adopted procedures requiring an investment to be priced at its fair value whenever the Adviser determines that a significant event affecting the value of the investment has occurred between the time as of which the price of the investment would otherwise be determined and the time as of which the NAV is computed. An event is considered significant if there is both an affirmative expectation that the investment’s value will change in response to the event and a reasonable basis for quantifying the resulting change in value.

Examples of significant events that may occur after the close of the principal market on which a security is traded, or after the time of a price evaluation provided by a pricing service or a dealer, include:
■ With respect to price evaluations of fixed-income securities determined before the close of regular trading on the NYSE, actions by the Federal Reserve Open Market Committee and other significant trends in U.S. fixed-income markets;
■ Political or other developments affecting the economy or markets in which an issuer conducts its operations or its securities are traded; and
■ Announcements concerning matters such as acquisitions, recapitalizations, litigation developments, a natural disaster affecting the issuer’s operations or regulatory changes or market developments affecting the issuer’s industry.
The Fund may seek to obtain more current quotations or price evaluations from alternative pricing sources. If a reliable alternative pricing source is not available, the Fund will determine the fair value of the investment using another method approved by the Trustees.

For the Fifth Third Funds:
Investment Valuation
Portfolio securities listed or traded on domestic securities exchanges or the NASDAQ/NMS, including American Depositary Receipts (“ADR”), are valued at the closing price on the exchange or system where the security is principally traded. If there have been no sales for that day on any exchange or system, a security is valued at the mean between the closing bid and asked quotes on the exchange or system where the security is principally traded, or at the NASDAQ Official Closing Price (“NOCP”), if applicable. Securities in International Equity listed or traded on non-domestic exchanges are valued at the closing price on the exchanges on which they trade. Corporate debt securities and debt securities of U.S. government issuers (other than short-term investments maturing in 60 days or less), including municipal securities, are valued at fair value on the basis of the closing bid as supplied by an independent pricing service approved by the Board of Trustees (“Trustees”) or valuations provided by dealers. Short-term investments maturing in 60 days or less are valued at either amortized cost, which approximates market value, or at original cost, which, combined with accrued interest, approximates market value. Investments in open-end investment companies are valued at net asset value as reported by such investment companies.
Investments for which such quotations are not readily available, or quotations which appear suspect, are valued at fair value as determined in good faith by the investment adviser’s Pricing Committee under the direction of the Trustees.

Note 4. Shares of Beneficial Interest

The Pro Forma Institutional Shares net asset value per share assumes the issuance of 13,995,320 Institutional Shares of the Federated Fund in exchange for 173,406 Class A Shares, 37,048 Class B Shares, 9,842 Class C Shares and 13,336,063 Institutional Shares of the Fifth Third Intermediate Municipal Bond Fund which would have been outstanding at May 31, 2008 in connection with the proposed reorganization, assuming the two Funds had been combined as of such date. In addition, the Pro Forma Institutional Shares net asset value per share assumes the issuance of 4,520,936 Institutional Shares of the Federated Fund in exchange for 122,410 Class A Shares, 68,189 Class B Shares, 3,161 Class C Shares and 4,516,946 Institutional Shares of the Fifth Third Intermediate Municipal Bond Fund which would have been outstanding at May 31, 2008 in connection with the proposed reorganization, assuming the three Funds had been combined as of such date.

Note 5. Federal Income Taxes

Each Fund has elected to be taxed as a “regulated investment company” under the Internal Revenue Code. After the acquisition, Federated InterContinental Fund intends to continue to qualify as a regulated investment company, if such qualification is in the best interests of its shareholders, by complying with the Subchapter M provision of the Internal Revenue Code and to distribute to shareholders each year substantially all of its income. Accordingly, no provision for federal income tax is necessary.

The proposed acquisition would result in a tax-free transfer of assets from the Fifth Third Funds to the Federated Fund. The identified cost of investments for the funds is substantially the same for both financial accounting and federal income tax purposes. The tax cost of investments will remain unchanged for the combined fund.

Note 6. Pro Forma Adjustments

(a) Federated Investment Management Company is the Federated Fund’s investment adviser (the “Adviser”). The advisory agreement between the Federated Fund and the Adviser provides for an annual fee equal to 0.40% of the Fund’s average daily net assets. Fifth Third Asset Management, Inc. (FTAM) is the Fifth Third Funds’ investment adviser. The advisory agreement between the Fifth Third Funds and the Adviser provides for an annual fee equal to 0.55% of each Fund’s average daily net assets.

An adjustment to the combined investment adviser fee reflects the fee structure of the Federated Fund on the average daily net assets of the Federated Fund Pro Forma Combined.
 
(b) Federated Administrative Services (FAS), under the Administrative Services Agreement, provides the Federated Fund with certain administrative personnel and services necessary to operate the Fund. The fee paid to FAS is based on the average aggregate daily net assets of certain Federated funds. The administrative fee received during any fiscal year shall be at least $150,000 per portfolio and $40,000 per each additional class of Shares. FTAM is the Fifth Third Funds’ administrator. The fee paid to FTAM is based on the average aggregate daily net assets of the Fifth Third Funds, subject to an annual $20,000 minimum fee. An adjustment to the combined administrative personnel and services fee reflects the fee structure of the Federated Fund on the average daily net assets of Federated Fund Pro Forma Combined.

(c) Adjustment to reflect custodian fees based upon the current expense structure for the Federated Fund Pro Forma Combined Fund and resulting from the combining of three Funds into one.

(d) Adjustment to reflect transfer and dividend disbursing agent fees and expenses based upon the current expense structure for the Federated Fund Pro Forma Combined Fund and resulting from combining three Funds into one.

(e) Adjustment to reflect directors’/trustees’ fees based upon the current expense structure for the Federated Fund Pro Forma Combined Fund and resulting from combining three Funds into one.

(f) Adjustment to reflect legal fees based upon the current expense structure for the Federated Fund Pro Forma Combined Fund. The Fifth Third Funds did not historically break out legal fees separately.

(g) Adjustment to reflect portfolio accounting fees based upon the current expense structure for the Federated Fund Pro Forma Combined Fund and resulting from combining three Funds into one.

(h) The Fifth Third Funds have adopted a Distribution Plan (the “Plan”) pursuant to Rule 12b-1 under the Act. FTAM Funds Distributor, Inc. is the Fund’s distributor/principal underwriter (the “Distributor”). Under the terms of the Plan, the Fund will compensate the Distributor from the net assets of the Fund’s Class A, Class B and Class C shares to finance activities intended to result in the sales of the Fund’s shares. The Plan provides that the Fund will incur fees accrued daily and paid monthly to the Distributor at annual rates up to that shown below based on average daily net assets of the respective classes in the Plan. The Distributor has voluntarily agreed to limit the expenses of the Fund’s Class B Shares by way of waiving a portion of the Distribution and/or Servicing Fee. The Distribution/Servicing Fee for the Fifth Third Funds is 0.25%, 1.00% and 0.75% for Class A Shares, Class B Shares and Class C Shares based on the average daily net assets of each class. The Distributor has agreed to waive 0.75% of its fee for Class B Shares for the Fifth Third Intermediate Municipal Bond Fund. Adjustment to reflect the distribution services fee structure of the Federated Fund Pro Forma Combined. The Federated Fund does not charge a distribution services fee for Institutional Shares.

(i) Under the terms of a Shareholder Services Agreement, the Federated Fund may pay fees up to 0.25% of the average daily net assets of Fund’s Institutional Shares to financial intermediaries or to Federated Shareholder Services Company (FSSC). Adjustment is to apply the expense structure of the Federated Fund to the average daily net assets of Federated Fund Pro Forma Combined. Adjustment to reflect the shareholder services fee structure of the Federated Fund Pro Forma Combined.

(j) Adjustment to account administration fee based upon the current expense structure for the Federated Fund Pro Forma Combined.

(k) The Fifth Third Funds have an Administrative Servicing Agreement with the Distributor with respect to the Class C Shares. Under the Agreement, certain administrative services, including those relating to the maintenance of shareholder accounts, were provided to these shareholders during the year. The Distributor receives fees of up to 0.25% for Class C Shares based on the average daily net assets of that class.   Adjustment to reflect the administrative services fee structure of the Federated Fund Pro Forma Combined. The Federated Fund does not charge an administrative services fee.
 
(l) Adjustment to share registration costs based upon the current expense structure for the Federated Fund Pro Forma Combined Fund and resulting from combining three Funds into one.

(m) Adjustment to printing and postage based upon the current expense structure for the Federated Fund Pro Forma Combined Fund. The Fifth Third Funds did not historically break out printing and postage fees separately.

(n) Adjustment to insurance premiums based upon the current expense structure for the Federated Fund Pro Forma Combined Fund and resulting from combining three Funds into one.

(o) Adjustment to miscellaneous expense based upon the current expense structure for the Federated Fund Pro Forma Combined Fund and resulting from combining three Funds into one.

(p) Each Fund’s Adviser may voluntarily choose to waive any portion of its fee. This voluntary waiver can be terminated at any time. Adjustment reflects the fee structure of the Federated Fund on the average daily net assets of Federated Fund Pro Forma Combined.

(q) Adjustment reflects the fee structure of the Federated Fund on the average daily net assets of Federated Fund Pro Forma Combined. The Federated Fund does not combine waivers and/or reimbursements by affiliates.

(r) Adjustment to reflect the voluntary waiver of administrative personnel and services fees for the Federated Fund Pro Forma Combined Fund.

(s) Adjustment to reflect elimination of waiver of distribution services fee for Class A Shares and Class B Shares since these classes are not available in the Federated Fund Pro Forma Combined.

(t) Adjustment reflects the voluntary reimbursement of distribution services fee for Institutional Shares for the Federated Fund Pro Forma Combined.


 
PRO FORMA FINANCIAL STATEMENTS FOR THE PERIOD ENDED MAY 31, 2008 (UNAUDITED)

INTRODUCTION

The accompanying unaudited Pro Forma Combining Portfolios of Investments, Statements of Assets and Liabilities and Statements of Operations (Pro Forma Financial Statements) reflect the accounts of Federated Intermediate Municipal Trust, Fifth Third Municipal Bond Fund (individually referred to as the “Fund” or collectively as the “Funds”), for the year ended May 31, 2008. For the purposes of these Pro Forma Financial Statements, the financial information covers the period from June 1, 2007 to May 31, 2008. These statements have been derived from the books and records utilized in calculating daily net asset values at May 31, 2008.
 
The Pro Forma Financial Statements give effect to the proposed exchange of assets of Class A Shares, Class B Shares, Class C Shares and Institutional Shares of Fifth Third Municipal Bond Fund for Institutional Shares of Federated Intermediate Municipal Trust. Under generally accepted accounting principles, Federated Intermediate Municipal Trust will be the surviving entity for accounting purposes with its historical cost of investment securities and results of operations being carried forward.

The Pro Forma Financial Statements have been adjusted to reflect the anticipated advisory fee arrangement for the surviving entity. Certain other operating costs have also been adjusted to reflect anticipated expenses of the combined entity. Other costs which may change as a result of the reorganization are currently undeterminable.



Federated Intermediate Municipal Trust
Fifth Third Municipal Bond Fund
Pro Forma Combining Portfolio of Investments
May 31, 2008 (unaudited)

 
 
 
Federated
Intermediate Municipal
Trust
 
 
 
 
Fifth Third Municipal Bond Fund
Pro Forma
Combined
 
 
 
 
Federated
Intermediate Municipal
Trust
 
 
 
 
Fifth Third Municipal Bond Fund
Pro Forma Combined
             
Principal Amount or Shares
 
Value
MUNICIPAL BONDS - 98.9%
     
Alabama -1.6%
     
$1,000,000
$0
$1,000,000
Alabama State public School & College Authority, Refunding Revenue Bonds (Series 1998), 5.125% (FSA INS), 11/1/2014
$1,025,100
$0
$1,025,100
1,000,000
0
1,000,000
Birmingham-Baptist Medical Centers, AL Special Care Facilities Financing Authority, Revenue Bonds (Series2005A), 5.25% (Baptist Health System of Birmingham), 11/15/2020
976,760
0
976,760
1,000,000
0
1,000,000
Courtland, AL IDB, Environmental Improvement Refunding Revenue Bonds, 5.00% (International Paper Co.), 11/1/2013
1,002,310
0
1,002,310
     
   Total
3,004,170
0
3,004,170
Arizona -2.0%
         
750,000
0
750,000
Arizona Health Facilities Authority, Revenue Bonds (Series 2004), 5.00% (Blood Systems, Inc.), 4/1/2019
755,610
0
755,610
0
600,000
 
600,000
 
Mesa Street and Highway, FSA, 5.25%, 7/1/2023
0
666,264
666,264
1,420,000
0
1,420,000
Show Low, AZ IDA, Hospital Revenue Bonds, 5.00% (Navapache Regional Medical Center)/(Radian Asset Assurance INS), 12/1/2025
1,430,593
0
1,430,593
0
1,000,000
 
1,000,000
Tucson Water, MBIA, 4.25%, 7/1/2021, (Callable 7/1/2016 @ 100)
0
1,003,370
1,003,370
     
    Total
2,186,203
1,669,634
3,855,837
       
Arkansas -0.8%
     
1,000,000
0
1,000,000
Independence County, AR, PCR Refunding Bonds (Series 2005), 5.00% (Entergy Arkansas, Inc.), 1/1/2021
965,530
0
965,530
535,000
0
535,500
Jefferson County, AR, PCR Refunding Bonds (Series 2006), 4.60% (Entergy Arkansas, Inc.), 10/1/2017
516,601
0
516,601
     
    Total
1,482,131
0
1,482,131
California -7.0%
     
290,000
0
290,000
California Health Facilities Financing Authority, Health Facility Revenue Bonds (Series 2004I), 4.95% TOBs (Catholic Healthcare West), Mandatory Tender 7/1/2014
302,514
0
302,514
0
265,000
265,000
California Polytechnical Pomona Foundation, Inc., MBIA, 5.50%, 2/1/2020, (Prerefunded 2/1/2011 @ 101)
0
287,294
287,294
1,000,000
0
1,000,000
California State Department of Water Resources, Water System Revenue Bonds (Series 2008AE), 5.00% (Central Valley Project), 12/1/2021
1,079,210
0
1,079,210
0
1,000,000
1,000,000
California State Department of Water Resources, Central Valley Project, Series AE, W/A, 5.00%, 12/1/2028, (Callable 6/1/2018 @ 100)
0
1,043,970
1,043,970
0
1,020,000
1,020,000
California State Public Works Board, Department of Corrections and Rehabilitation, Series F, FGIC, 5.25%, 11/1/2019
0
1,124,030
1,124,030
3,000,000
0
3,000,000
California State, UT GO Bonds (Series 2008), 5.00%, 4/1/2016
3,223,950
0
3,223,950
0
1,000,000
1,000,000
La Canada Unified School District, Series A, GO, MBIA, 5.50%, 8/1/2024 (Callable 8/1/2014 @ 100)
0
1,074,890
1,074,890
0
1,000,000
1,000,000
Los Angeles, Unified School District, Series A-2, GO, FGIC, 4.50%, 7/1/2022, (Callable 7/1/2017 @ 100)
0
1,005,150
1,005,150
0
1,000,000
1,000,000
Placentia-Yorba Linda Unified School District, Series B, GO, FGIC, 5.38%, 8/1/2022, (Callable 8/1/2014 @ 100)
0
1,060,890
1,060,890
2,000,000
0
2,000,000
Roseville, CA Natural Gas Financing Authority, Gas Revenue Bonds, 5.00%, 2/15/2025
1,878,960
0
1,878,960
0
250,000
250,000
Sacramento County Sanitation District, Series A, 6.00%, 12/1/2015, (Callable 12/1/2010 @ 101)
0
267,577
267,577
0
1,000,000
1,000,000
State of California, Variable Purpose, GO, 5.25%, 3/1/2038, (Callable 3/1/2018 @ 100)
0
1,025,220
1,025,220
     
    Total
6,484,634
 
6,889,021
13,373,655
Colorado -1.1%
   
    20,000
0
    20,000
Colorado HFA, SFM Revenue Bonds (Series 1997C-3), 6.75%, 5/1/2017
20,326
0
20,326
1,000,000
0
1,000,000
Colorado Health Facilities Authority, Health Facilities Revenue Bonds (Series 2005), 5.00% (Evangelical Lutheran Good Samaritan Society), 6/1/2016
1,029,900
0
1,029,900
0
1,000,000
1,000,000
Douglas County School District No Re-1, GO, FGIC, 5.75%, 12/15/2021 (Callable 12/15/2014 @ 100)
0
1,092,490
1,092,490
     
    Total
1,050,226
1,092,490
2,142,716
Connecticut -1.2%
   
2,240,000
0
2,240,000
Connecticut State HEFA, Revenue Bonds (Series 2005C), 5.00% (Eastern Connecticut Health Network)/(Radian Asset Assurance INS), 7/1/2025
2,253,171
0
2,253,171
District of Columbia-1.0%
   
470,000
0
470,000
District of Columbia, Refunding Revenue Bonds, 5.50% (Catholic University of America)/(AMBAC INS), 10/1/2012
489,204
0
489,204
1,405,000
0
1,405,000
District of Columbia, Revenue Bonds, 5.75% (Catholic University of America)/(AMBAC INS), 10/1/2017
1,462,254
0
1,462,254
     
    Total
1,951,458
0
1,951,458
Florida -4.9%
   
2,000,000
0
2,000,000
Florida State Board of Education Capital Outlay, UT GO Bonds (Series 2006C), 5.00%, 6/1/2022
2,132,960
 
0
2,132,960
0
1,000,000
1,000,000
Orange County, FL Health Facilities Authority, 5.00% 12/1/2032
0
995,800
995,800
2,135,000
0
2,135,000
Orlando, FL, Senior Tourist Development Tax Revenue Bonds (Series 2008A), 5.25% (6th Cent Contract Payments)/(Assured Guaranty Corp. INS), 11/1/2019
2,343,205
0
2,343,205
2,630,000
0
2,630,000
Tallahassee, FL Consolidated Utility System, Revenue Bonds (Series 2007), 5.00%, 10/1/2019
2,829,906
0
2,829,906
0
1,010,000
1,010,000
Volusia County School Board, Series A, CP, FSA, 5.00%, 8/1/2019, (Callable 8/1/2015)
0
1,061,369
1,061,369
     
     Total
7,306,071
2,057,169
9,363,240
Georgia -2.3%
   
1,400,000
0
1,400,000
Burke County, GA Development Authority, PCRBs (Series 2007E), 4.75% TOBs (Oglethorpe Power Corp.)/(MBIA Insurance Corp. INS), Mandatory Tender 4/1/2011
1,414,714
0
1,414,714
2,000,000
0
2,000,000
Monroe County, GA Development Authority, PCRBs (First Series 1995), 4.50% TOBs (Georgia Power Co.), Mandatory Tender 4/1/2011
1,990,960
0
1,990,960
940,000
0
940,000
Municipal Electric Authority of Georgia, Revenue Bonds, (Series Y), 6.40%, 1/1/2009
962,776
0
962,776
     
     Total
4,368,450
0
4,368,450
Illinois -4.8%
   
2,000,000
0
2,000,000
Chicago, IL Board of Education, UT GO Bonds (Series 2007D), 5.00% (FSA INS), 12/1/2021
2,129,300
0
2,129,300
300,000
0
300,000
Chicago, IL Metropolitan Water Reclamation District, UT GO Refunding Bonds, 5.20% (Original Issue Yield: 5.25%), 12/1/2013
308,817
0
308,817
0
500,000
500,000
Chicago, IL Metropolitan Water Reclamation District-Greater Chicago Capital Improvements, GO ETM, 7.25%, 12/1/2012
0
589,365
589,365
0
125,000
125,000
City of Chicago Single Family Mortgage, Series A, AMT, GNMA-FNMA 4.70%, 10/1/2017 (Callable 4/1/2009 @ 102)
0
124,533
124,533
1,000,000
0
1,000,000
Illinois Department Central Management Services, COPs, 5.50% (MBIA Insurance Corp. INS)/(Original Issue Yield: 5.55%), 7/1/2013
1,036,840
0
1,036,840
0
1,000,000
1,000,000
Illinois Finance Authority, Children’s Memorial Hospital, Series A, W/I, 5.00%, 8/15/2041, (Callable 12/1/13 @ 100)
0
977,740
977,740
0
300,000
300,000
Illinois Finance Authority, Metropolis Project, 5.00%, 12/1/2014, (Callable 12/1/2013 @ 100)
0
314,358
314,358
1,000,000
0
1,000,000
Illinois Finance Authority, Revenue Bonds (Series 2006A), 5.00% (Illinois Institute of Technology), 4/1/2019
1,006,380
0
1,006,380
1,000,000
0
1,000,000
Illinois Finance Authority, Revenue Bonds (Series 2007), 5.00% (University of Chicago), 7/1/2019
1,073,160
0
1,073,160
850,000
0
850,000
Illinois Finance Authority, Refunding Revenue Bonds (Series 2007), 5.00% (Loyola University), 7/1/2022
875,665
0
875,665
340,000
0
340,000
Metropolitan Pier & Exposition Authority, IL, Dedicated State Tax Refunding Revenue Bonds, 6.75% (Original Issue Yield: 6.85%), 6/1/2010
354,688
0
354,688
0
300,000
300,000
State of Illinois, GO, FGIC, 5.88%, 10/1/2017 (Callable 10/1/2009 @ 100)
0
310,077
310,077
     
     Total
6,784,850
2,316,073
9,100,923
Indiana -3.8%
   
500,000
0
500,000
Indiana Development Finance Authority, Environmental Improvement Revenue Bonds, 5.25% TOBs (Marathon Oil Corp.) Mandatory Tender 12/2/2011
515,655
0
515,655
2,000,000
0
2,000,000
Indiana Health Facility Financing Authority, Hospital Revenue Bonds (Series 2005A), 5.00% (Community Health Network)/(AMBAC INS), 5/1/2022
2,044,500
0
2,044,500
1,500,000
0
1,500,000
Indiana State Finance Authority (Environmental Improvement Bonds), Highway Refunding Revenue Bonds (Series 2007A), 4.50% (FGIC INS), 12/1/2021
1,519,155
0
1,519,155
2,960,000
0
2,960,000
Indianapolis, IN Gas Utility Distribution System, Second Lien Refunding Revenue Bonds (Series 2008C), 5.00% (Assured Guaranty Corp. INS), 6/1/2013
3,189,311
0
3,189,311
     
     Total
7,268,621
0
7,268,621
Iowa -1.7%
   
0
2,055,000
2,055,000
Iowa Finance Authority, Drake University Project, MBIA, 6.50%, 12/1/2011
0
2,228,442
2,228,442
1,000,000
0
1,000,000
Iowa Finance Authority, Health Facilities Development Refunding Revenue Bonds (Series 2006A), 5.25% (Care Initiatives), 7/1/2016
982,530
0
982,530
     
     Total
982,530
2,228,442
3,210,972
Kansas -1.0%
   
0
1,675,000
1,675,000
Geary County Unified School District
No 475, GO, MBIA, 5.25%, 9/1/17,
(Callable 9/1/15 @ 100)
0
1,842,986
1,842,986
   25,000
0
   25,000
Sedgwick County, KS, SFM Revenue Bonds (Series 1997A-2), 6.50% (GNMA Home Mortgage Program COL), 12/1/2016
25,738
0
25,738
     
     Total
25,738
1,842,986
1,868,724
Kentucky -0.9%
   
1,800,000
0
1,800,000
Murray, KY, Hospital Facilities Refunding Revenue Bonds (Series 2007), 4.60% (Murray-Calloway County Public Hospital Corp.)/(Original Issue Yield: 4.65%), 8/1/2022
1,634,940
0
1,634,940
Louisiana -1.1%
   
1,000,000
0
1,000,000
De Soto Parish, LA Environmental Improvement Authority, PCRBs (Series 2002A), 5.00% (International Paper Co.), 10/1/2012
1,005,350
0
1,005,350
0
1,000,000
1,000,000
State Citizens Property Insurance
Corp., Series B, AMBAC, 5.00%,
6/1/18, (Callable 6/1/16 @ 100)
0
1,023,140
1,023,140
     
     Total
1,005,350
1,023,140
2,028,490
Michigan -11.3%
   
1,000,000
0
1,000,000
Cornell Township MI, Economic Development Corp., Refunding Revenue Bonds, 5.875% (MeadWestvaco Corp.)/(United States Treasury PRF 5/1/2012@100), 5/1/2018
1,103,320
0
1,103,320
500,000
0
500,000
Delta County, MI Economic Development Corp., Environmental Improvement Refunding Revenue Bonds (Series A), 6.25% (MeadWestvaco Corp.)/(United States Treasury PRF 4/15/2012@100), 4/15/2027
557,980
0
557,980
0
1,000,000
1,000,000
Detroit Water Supply System, Series
A, FSA, 5.00%, 7/1/16
0
1,079,860
1,079,860
1,785,000
0
1,785,000
Kent County, MI Airport Revenue, LT GO Airport Revenue Bonds (Series 2007), 5.00% (Gerald R. Ford International Airport), 1/1/2021
 
 
1,892,261
 
0
 
 
1,892,261
0
1,000,000
1,000,000
Michigan Higher Education Student Loan
Authority, Series XII-W, AMT, AMBAC,
4.75%, 3/1/09
0
1,017,960
1,017,960
2,000,000
0
2,000,000
Michigan Municipal Bond Authority Clean Water Revolving Fund, Revenue Bonds, 5.00%, 10/1/2020
2,159,620
0
2,159,620
0
500,000
500,000
State Hospital Finance Authority,
Henry Ford Health System, 5.00%,
11/15/20, (Callable 11/15/16 @ 100)
0
512,450
512,450
4,000,000
0
4,000,000
Michigan State Hospital Finance Authority, Revenue & Refunding Bonds (Series 1998A), 5.10% (McLaren Health Care Corp.)/(Original Issue Yield: 5.15%), 6/1/2013
4,043,240
0
4,043,240
5,000,000
0
5,000,000
Michigan State Hospital Finance Authority, Revenue Bonds (Series 1999A), 6.00% (Ascension Health Credit Group)/(MBIA Insurance Corp. INS), 11/15/2011
5,254,750
0
5,254,750
0
1,000,000
1,000,000
Michigan Strategic Fund, Hope Network Project,
Series B, 5.13%, 9/1/13, (LOC: First of America Bank), (Callable9/1/08 @ 102)
0
1,023,340
1,023,340
650,000
0
650,000
Michigan State Strategic Fund, Revenue Bonds (Series 2004), 5.125% (NSF International), 8/1/2019
638,307
0
638,307
2,000,000
0
2,000,000
Michigan State Strategic Fund, Refunding Revenue PCRBs (Series C), 5.45% (Detroit Edison Co.), 9/1/2029
2,018,180
0
2,018,180
0
250,000
250,000
State of Michigan, Grant Antic Buildings, FSA, 5.25%, 9/15/20, (Callable 9/15/17 @ 100)
0
272,595
272,595
     
     Total
17,667,658
3,906,205
21,573,863
Minnesota -0.5%
         
0
1,000,000
1,000,000
State Municipal Power Agency, 5.00%,
10/1/30, (Callable 10/1/15 @ 100)
0
1,010,930
1,010,930
Missouri -0.9%
   
1,665,000
0
1,665,000
Missouri State Environmental Improvement & Energy Resources Authority, PCR Refunding Bonds (Series 2008), 4.375% TOBs (Associated Electric Cooperative, Inc.), Mandatory Tender 3/1/2011
1,677,271
0
1,677,271
130,000
0
130,000
Missouri State Environmental Improvement & Energy Resources Authority, Refunding Revenue Bonds, 6.00%, 1/1/2016
130,386
0
130,386
     
    Total
1,807,657
0
1,807,657
Nebraska -0.8%
         
0
1,365,000
1,365,000
City of Omaha, Series A, GO, ETM,
6.50%, 12/1/13
0
1,601,459
1,601,459
Nevada -3.4%
   
1,000,000
0
1,000,000
Clark County, NV Airport System, Revenue Bonds (Senior Series 2008E), 5.00%, 7/1/2014
1,071,080
0
1,071,080
1,000,000
0
1,000,000
Clark County, NV Airport System, Revenue Bonds (Senior Series 2008E), 5.00%, 7/1/2016
1,073,830
0
1,073,830
2,000,000
0
2,000,000
Clark County, NV School District, LT GO Building Bonds (Series 2008A), 5.00%, 6/15/2014
2,177,180
0
2,177,180
1,100,000
 
0
1,100,000
Clark County, NV, IDRBs (Series 2003C), 5.45% TOBs (Southwest Gas Corp.), Mandatory Tender 3/1/2013
1,118,755
0
1,118,755
1,000,000
0
1,000,000
Clark County, NV, Passenger Facility Charge Revenue Bonds (Series 2007A-2), 5.00% (Las Vegas-McCarran International Airport)/(AMBAC INS), 7/1/2026
1,014,550
0
1,014,550
     
    Total
6,455,395
0
6,455,395
New Hampshire -0.5%
   
895,000
0
895,000
New Hampshire Higher Educational & Health Facilities Authority, Healthcare System Revenue Bonds (Series 2004), 5.00% (Covenant Health Systems), 7/1/2014
917,599
0
917,599
             
New Jersey -3.3%
   
500,000
0
500,000
New Jersey EDA, Revenue Bonds, (Series 2004), 5.625% (NJ Dedicated Cigarette Excise Tax), 6/15/2019
498,565
0
498,565
1,000,000
0
1,000,000
New Jersey EDA, School Facilities Construction Refunding Revenue Bonds (Series 2008W), 5.00% (New Jersey State), 3/1/2018
1,070,190
0
1,070,190
2,000,000
0
2,000,000
New Jersey State Transportation Trust Fund Authority, Transportation System Revenue Bonds (Series 2006A), 5.25%, 12/15/2020
2,215,440
0
2,215,440
3,000,000
0
3,000,000
Tobacco Settlement Financing Corp., NJ, Tobacco Settlement Asset-Backed Bonds (Series 2007-1), 4.625% (Original Issue Yield: 4.85%), 6/1/2026
2,520,510
0
2,520,510
     
    Total
6,304,705
0
6,304,705
New Mexico - 1.2%
         
0
475,000
475,000
County of Bernalillo, 5.25%, 4/1/27
0
513,864
513,864
0
695,000
695,000
Mortgage Finance Authority, Single
Family Mortgage, AMT, GNMA-FNMA-FHLMC, 5.50%, 7/1/36, (Callable 1/1/15 @ 102)
0
715,760
715,760
0
1,000,000
1,000,000
University of New Mexico, Series A, FSA, 5.00%, 6/1/21, (Callable 6/1/17 @ 100)
0
1,060,160
1,060,160
     
    Total
0
2,289,784
2,289,784
New York - 4.4%
   
0
250,000
250,000
City of New York, Series E, GO, 5.00%, 8/1/16
0
271,410
271,410
1,500,000
0
1,500,000
Hempstead, NY IDA, Resource Recovery Refunding Revenue Bonds (Series 2001), 5.00% TOBs (American Ref-Fuel Co. of Hempstead), Mandatory Tender 6/1/2010
1,497,450
0
1,497,450
2,000,000
0
2,000,000
New York City, NY, UT GO Bonds (Fiscal 2007 Series A), 5.00%, 8/1/2022
2,082,880
0
2,082,880
1,250,000
0
1,250,000
New York State Environmental Facilities Corp., Clean Water & Drinking Water Revolving Funds Revenue Bonds (Series 2008A), 5.00%, 6/15/2022
1,341,825
0
1,341,825
0
1,000,000
1,000,000
New York State Housing Finance Agency, Economic Development and Housing, Series A, 5.00%, 9/15/23, (Callable 9/15/15 @ 100)
0
1,049,670
1,049,670
2,000,000
0
2,000,000
New York State Thruway Authority, Second General Highway & Bridge Trust Fund Revenue Bonds (Series 2007B), 5.00% (New York State Thruway Authority - Dedicated Highway & Bridge Trust Fund), 4/1/2023
2,116,080
0
2,116,080
     
     Total
7,038,235
1,321,080
8,359,315
North Carolina -1.5%
   
665,000
0
665,000
Charlotte, NC, UT GO Bonds, 5.00%, 8/1/2017
740,810
0
740,810
1,000,000
0
1,000,000
North Carolina Eastern Municipal Power Agency, Power System Refunding Revenue Bonds (Series 2003A), 5.50%, 1/1/2012
1,050,290
0
1,050,290
1,000,000
0
1,000,000
North Carolina Eastern Municipal Power Agency, Refunding Revenue Bonds, 6.00% (AMBAC INS), 1/1/2018
1,117,360
0
1,117,360
     
     Total
2,908,460
0
2,908,460
Ohio -6.5%
   
0
1,000,000
1,000,000
City of Columbus Sewer Revenue, 5.00%, 6/1/23, (Callable 12/1/17 @ 100)
0
1,062,900
1,062,900
2,000,000
0
2,000,000
Cleveland, OH Waterworks, Water Revenue Bonds (Series 2007P), 5.00%, 1/1/2017
2,188,160
0
2,188,160
0
1,500,000
1,500,000
County of Cuyahoga Capital Improvements, GO, 5.25%, 12/1/18, (Callable 12/1/14 @ 100)
0
1,632,180
1,632,180
1,000,000
0
1,000,000
Franklin County, OH Health Care Facilities, Improvement Revenue Bonds (Series 2005A), 5.00% (Ohio Presbyterian Retirement Services)/(Original Issue Yield: 5.10%), 7/1/2026
942,020
0
942,020
3,195,000
0
3,195,000
Lucas County, OH HDA, Hospital Refunding Revenue Bonds (Series 1996), 5.50% (ProMedica Healthcare Obligated Group)/(MBIA Insurance Corp. INS)/(Original Issue Yield: 5.75%), 11/15/2008
3,234,139
0
3,234,139
1,000,000
0
1,000,000
Montgomery County, OH, Revenue Bonds, 5.50% (Catholic Health Initiatives)/(United States Treasury PRF 9/1/2011@100), 9/1/2016
1,084,310
0
1,084,310
1,000,000
 
 
0
1,000,000
Ohio State Higher Educational Facilities Commission, Revenue Bonds, 5.00% (College of Wooster), 9/1/2020
1,037,660
0
1,037,660
0
1,000,000
1,000,000
State of Ohio, Common Schools, Series D, GO, 5.50%, 9/15/19
0
1,141,890
1,141,890
     
     Total
8,486,289
3,836,970
12,323,259
Oklahoma -0.4%
         
0
770,000
770,000
Tulsa International Airport, Improvement Trust, Series B, AMT, FGIC, 5.50%, 6/1/10
0
 
785,131
785,131
Oregon -0.6%
         
0
1,000,000
1,000,000
Sunrise Water Authority, FSA, 5.25%,
3/1/24, (Callable 3/1/14 @ 100)
0
1,060,860
1,060,860
Pennsylvania -10.8%
   
1,725,000
0
1,725,000
Allegheny County, PA, HDA, Revenue Bonds (Series 2008A), 5.00% (UPMC Health System), 9/1/2018
1,785,065
0
1,785,065
1,680,000
0
1,680,000
Allegheny County, PA, UT GO Bonds (Series C-61), 4.00% (Assured Guaranty Corp. INS), 12/1/2016
1,723,512
0
1,723,512
0
1,000,000
1,000,000
Central Dauphin School District, GO, MBIA, 6.75%, 2/1/24, (Prerefunded 2/1/16 @ 100)
0
1,219,620
1,219,620
2,550,000
0
2,550,000
(1)(2)Geisinger Authority, PA Health System, DRIVERs (Series 1834), 3.6118% (Geisinger Health System), 2/1/2015
1,387,965
0
1,387,965
0
1,000,000
1,000,000
Lancaster Higher Education Authority,
Franklin and Marshall College, 5.00%,
4/15/25, (Callable 4/15/16 @ 100)
0
1,022,780
1,022,780
1,000,000
0
1,000,000
Pennsylvania Intergovernmental Coop Authority, Special Tax, 5.25% (FGIC INS), 6/15/2015
1,021,240
0
1,021,240
1,210,000
0
1,210,000
Pennsylvania State Higher Education Facilities Authority, Revenue Bonds (Series 2001A), 5.75% (UPMC Health System), 1/15/2012
1,289,243
0
1,289,243
1,200,000
0
1,200,000
Pennsylvania State Higher Education Facilities Authority, Revenue Bonds (Series 2004A), 5.00% (Philadelphia University), 6/1/2015
1,220,520
0
1,220,520
500,000
0
500,000
Pennsylvania State Higher Education Facilities Authority, Revenue Bonds, 5.50% (Philadelphia University), 6/1/2020
509,715
0
509,715
5,000,000
0
5,000,000
Philadelphia, PA Hospitals & Higher Education Facilities Authority, Health System Revenue Bonds (Series 1997A), 5.00% (Jefferson Health System)/(Original Issue Yield: 5.40%), 5/15/2012
5,055,800
0
5,055,800
2,000,000
0
2,000,000
Philadelphia, PA, Refunding UT GO Bonds (Series 2007A), 5.00% (FSA INS), 8/1/2019
2,148,660
0
2,148,660
415,000
0
415,000
Sayre, PA, Health Care Facilities Authority, Revenue Bonds (Series 2002A), 6.00% (Guthrie Healthcare System, PA), 12/1/2012
448,316
0
448,316
1,190,000
0
1,190,000
Sayre, PA, Health Care Facilities Authority, Revenue Bonds (Series 2002A), 6.00% (Guthrie Healthcare System, PA)/(United States Treasury PRF 12/1/2011@101), 12/1/2012
1,320,103
0
1,320,103
0
430,000
430,000
State Higher Educational Facilties Authority, Widner University, 3.85%, 7/15/13
0
428,998
428,998
     
     Total
17,910,139
2,671,398
20,581,537
Puerto Rico - 1.1%
         
0
1,000,000
1,000,000
Commonwealth of Puerto Rico, Series
A, GO, 5.00%, 7/1/30, (Mandatory Put 7/1/12 @ 100)
0
1,002,880
1,002,880
0
1,000,000
1,000,000
Public Buildings Authority, Series I, 5.50%, 7/1/23, (Prerefunded 7/1/14 @ 100) (Callable 7/1/14 @ 100)
0
1,106,270
1,106,270
     
     Total
0
2,109,150
2,109,150
Rhode Island - 0.3%
   
625,000
0
625,000
Rhode Island Economic Development Corp., Revenue Note Obligations (2000 Senior Obligation Series), 5.75% (Providence Place Mall Project)/(Radian Asset Assurance INS), 7/1/2010
644,075
0
644,075
             
South Carolina - 1.1%
   
2,000,000
0
2,000,000
South Carolina Jobs-EDA, Hospital Revenue Bonds (Series 2007A), 5.00% (Care Alliance Health Services d/b/a Roper St. Francis Healthcare)/(FSA INS), 8/15/2016
2,133,320
0
2,133,320
Tennessee - 1.1%
   
500,000
0
500,000
Clarksville, TN Natural Gas Acquisition Corp., Gas Revenue Bonds (Series 2006), 5.00%, 12/15/2021
461,980
0
461,980
500,000
0
500,000
Sullivan County, TN Health Educational & Housing Facilities Board, Hospital Revenue Bonds, 6.25% (Wellmont Health System)/(Escrowed In Treasuries COL), 9/1/2011
550,630
0
550,630
1,000,000
0
1,000,000
Sullivan County, TN Health Educational & Housing Facilities Board, Hospital Revenue Bonds, 6.25% (Wellmont Health System)/(Escrowed In Treasuries COL), 9/1/2012
1,120,440
0
1,120,440
     
     Total
2,133,050
0
2,133,050
Texas - 6.3%
   
1,000,000
0
1,000,000
Bell County, TX HFDC, Refunding Revenue Bonds, 5.375% (FSA INS), 12/1/2013
1,032,440
0
1,032,440
2,000,000
0
2,000,000
North Central Texas HFDC, Hospital Refunding Revenue Bonds (Series 2002), 5.50% (Children’s Medical Center of Dallas)/(AMBAC INS), 8/15/2017
2,122,280
0
2,122,280
335,000
0
335,000
Sabine River Authority, TX, PCR Refunding Bonds (Series 2006), 4.95% (Southwestern Electric Power Co.)/(MBIA Insurance Corp. INS), 3/1/2018
337,348
0
337,348
1,000,000
0
1,000,000
San Antonio, TX Water System, Refunding Revenue Bonds (Series 2002), 5.50% (FSA INS), 5/15/2016
1,080,180
0
1,080,180
2,505,000
0
2,505,000
San Antonio, TX, Tax & Revenue Certificates of Obligation (Series 2007), 5.00%, 8/1/2019
2,713,166
0
2,713,166
0
1,000,000
1,000,000
State Public Finance Authority, Series A, ACA, 5.00%, 2/15/28, (Callable 2/15/14 @ 100)
0
857,390
857,390
2,500,000
0
2,500,000
Texas Municipal Gas Acquisition & Supply Corp. I, Senior Lien Gas Supply Revenue Bonds (Series 2006B), 2.576%, 12/15/2026
1,875,000
0
1,875,000
2,000,000
0
2,000,000
Texas State Transportation Commission, Mobility Fund Revenue Bonds (Series 2007), 4.75% (Texas State), 4/1/2025
2,055,100
0
2,055,100
     
    Total
11,215,514
857,390
12,072,904
Utah - 1.7%
   
1,000,000
0
1,000,000
Intermountain Power Agency, UT, Subordinated Power Supply Refunding Revenue Bonds (Series 2008A), 5.25%, 7/1/2020
1,040,400
0
1,040,400
1,050,000
0
1,050,000
Salt Lake County, UT Municipal Building Authority, Refunding Revenue Bonds (Series 2001), 5.20% (United States Treasury PRF 10/15/2011@100)/(Original Issue Yield: 5.33%), 10/15/2020
1,131,711
0
1,131,711
1,000,000
0
1,000,000
Utah County, UT IDA, Environmental Improvement Revenue Bonds, 5.05% TOBs (Marathon Oil Corp.), Mandatory Tender 11/1/2011
1,031,060
0
1,031,060
     
    Total
3,203,171
0
3,203,171
Virginia - 1.6%
   
2,000,000
0
2,000,000
Greater Richmond Convention Center Authority, VA, Hotel Tax Revenue Bonds, 5.50% (Convention Center Expansion Project), 6/15/2008
2,002,600
0
2,002,600
1,000,000
0
1,000,000
Tobacco Settlement Financing Corp., VA, Revenue Bonds, 5.25% (United States Treasury PRF 6/1/2012@100)/(Original Issue Yield: 5.301%), 6/1/2019
1,059,390
0
1,059,390
     
    Total
3,061,990
0
3,061,990
Washington - 2.2%
   
1,000,000
0
1,000,000
Clark County, WA School District No. 114 Evergreen, UT GO Refunding Bonds (Series 1999), 5.25%, 6/1/2015
1,032,420
0
1,032,420
0
1,000,000
1,000,000
Metropolitan Park District of Tacoma, GO, FGIC, 5.00%, 12/1/22, (Callable 12/1/15 @ 100)
0
1,036,650
1,036,650
2,000,000
0
2,000,000
North Thurston, WA Public Schools, UT GO Bonds (Series 2007), 5.00% (MBIA Insurance Corp. INS), 12/1/2021
2,129,300
0
2,129,300
       
3,161,720
1,036,650
4,198,370
             
Wisconsin - 2.1%
   
1,000,000
0
1,000,000
Milwaukee County, WI, (Series A), 5.00%, 10/1/2016
1,055,900
0
1,055,900
1,000,000
0
1,000,000
Sheboygan, WI, PCR Refunding Bonds (Series 2006B), 5.00% (Wisconsin Power & Light Co.)/(FGIC INS), 9/1/2015
1,007,610
0
1,007,610
980,000
0
980,000
Wisconsin State HEFA, Refunding Revenue Bonds, 6.00% (Wheaton Franciscan HealthCare)/(United States Treasury PRF 2/15/2012@101), 8/15/2014
1,091,906
0
1,091,906
1,000,000
0
1,000,000
Wisconsin State HEFA, Revenue Bonds (Series 2005), 5.10% (Vernon Memorial Healthcare, Inc.)/(Original Issue Yield: 5.15%), 3/1/2025
911,530
0
911,530
     
    Total
4,066,946
0
4,066,946
     
Total Municipal Bonds (identified cost   $188,678,690)
146,904,466
41,605,962
188,510,428
         
Alaska - 0.8%
   
1,500,000
0
1,500,000
Valdez, AK Marine Terminal, (Series 2003A) Daily VRDNs (BP Pipelines (Alaska) Inc.)/(GTD by BP PLC), 1.300%, 6/2/2008
1,500,000
0
1,500,000
             
Indiana - 0.0%
     
0
140,000
 
140,000
Bloomington, Bloomington Square Project, 3.10%, 6/1/2008 (LOC: JP Morgan, Inc.)
0
140,000
140,000
             
Kentucky - 0.1%
         
0
185,000
 
185,000
Shelby County Lease Program, Series
A, 1.40%, 5/1/08, (LOC: U.S. Bank NA)
0
185,000
185,000
Missouri - 1.4%
         
2,600,000
0
2,600,000
University of Missouri, (Series 2000) Daily VRDNs, 1.400%, 6/2/2008
2,600,000
0
2,600,000
             
Utah - 1.3%
     
2,500,000
0
2,500,000
Weber County, UT, (Series 20000C) Daily VRDNs (IHC Health Services, Inc.), 1.400%, 6/2/2008
2,500,000
0
2,500,000
     
Virginia - 1.0%
   
1,900,000
0
1,900,000
Roanoke, VA IDA, (Series 2005A-1) Daily VRDNs (Carilion Health System Obligated Group)/(FSA INS)/(Wachovia Bank N.A. LIQ), 1.300%, 6/2/2008
1,900,000
 
 
 
0
1,900,000
   
Total Short Term Investments (at cost)
8,500,000
 
325,000
 
8,825,000
           
0
111
111
AIM TFIT Tax-Free Cash Reserve
Portfolio, Class C
0
111
111
0
807,062
807,062
Dreyfus Tax Exempt Cash Management
0
807,062
807,062
0
19,188
19,188
Goldman Sachs Financial Square
Tax-Free Money Market Fund
0
19,188
19,188
0
339,523
339,523
Merrill Lynch Institutional
Tax-Exempt Fund
0
339,523
339,523
     
Total Money Markets (at cost)
0
 
1,165,884
1,165,884
     
Total Investments -104.1% (identified cost $198,669,574)
155,404,466
 
41,930,962
198,501,312
     
Other Assets and Liabilities - (4.1)%(4)
(8,627,955)
 
756,233
(7,871,722)
     
Total Net Assets - 100.0%
$146,776,511
 
$43,853,079
$190,629,590


(1) Denotes a restricted security that either: (a) cannot be offered for public sale without first being registered, or being able to take advantage of an exemption from registration, under the Securities Act of 1933; or (b) is subject to a contractual restriction on public sales. At May 31, 2008, this restricted security amounted to $1,387,965 which represented 0.7% of total net assets.

(2) Denotes a restricted security that may be resold without restriction to “qualified institutional buyers” as defined in Rule 144A under the Securities Act of 1933 and that the Fund has determined to be liquid under criteria established by the Fund’s Board of Trustees. At May 31, 2008, this liquid restricted security amounted to $1,387,965 which represented 0.7% of total net assets.

(3) Current rate and next reset date shown for Variable Rate Demand Notes.

(4) Assets, other than investments in securities, less liabilities. See Statement of Assets and Liabilities.

Note: The categories of investments are shown as a percentage of total net assets ($326,384,193) at May 31, 2008.

The following acronym is used throughout this portfolio:
ACA
—American Capital Access Holding, Ltd.
AMBAC
—American Municipal Bond Assurance Corporation
AMT
—Alternative Minimum Tax Paper
COL
—Collateralized
COPs
—Certificates of Participation
DRIVERs
—Derivative Inverse Tax-Exempt Receipts
EDA
—Economic Development Authority
ETM
—Escrowed to Maturity
FGIC
—Financial Guaranty Insurance Company
FHLMC
—Federal Home Loan Mortgage Corporation
FSA
—Financial Security Assurance
GNMA
—Government National Mortgage Association
GO
—General Obligation
GTD
—Guaranteed
HDA
—Hospital Development Authority
HEFA
—Health and Education Facilities Authority
HFA
—Housing Finance Authority
HFDC
—Health Facility Development Corporation
IDA
—Industrial Development Authority
IDB
—Industrial Development Bond
IDRBs
—Industrial Development Revenue Bonds
INS
—Insured
LIQ
—Liquidity Agreement
LOC
—Letter of Credit
LT
—Limited Tax
PCR
—Pollution Control Revenue
PCRBs
—Pollution Control Revenue Bonds
PRF
—Prerefunded
SFM
—Single Family Mortgage
TOBs
—Tender Option Bonds
UT
—Unlimited Tax
VRDNs
—Variable Rate Demand Notes
W/I
—When Issued


(See Notes to Pro Forma Financial Statements)



Federated Intermediate Municipal Trust
Fifth Third Intermediate Municipal Bond Fund
Fifth Third Municipal Bond Fund
Pro Forma Combining Statements of Assets & Liabilities
May 31, 2008 (unaudited)

                   
   
Federated
             
   
Intermediate
 
Fifth Third
         
   
Municipal
 
Municipal
 
Pro Forma
 
Proforma
 
   
Trust
 
Bond Fund
 
Adjustment
 
Combined
 
Assets:
                 
Investments in securities, at value
 
$155,404,466
 
$43,096,846
 
$0
 
$198,501,312
 
Cash
 
3,793
 
0
 
0
 
3,793
 
Income receivable
 
1,924,733
 
693,817
 
0
 
2,618,550
 
Receivable for investments sold
 
160,000
 
0
 
0
 
160,000
 
Receivable for shares sold
 
35,082
 
142,860
 
0
 
177,942
 
Prepaid expenses
 
0
 
10,599
 
0
 
10,599
 
     Total assets
 
157,528,074
 
43,944,122
 
0
 
201,472,196
 
Liabilities:
                 
Payable for investments purchased
 
 
9,999,445
 
 
0
 
 
0
 
 
9,999,445
 
Payable for shares redeemed
 
348,271
 
35,572
 
0
 
383,843
 
Income distribution payable
 
325,510
 
0
 
0
 
325,510
 
Payable to Advisor and affiliates
 
0
 
24,341
 
0
 
24,341
 
Payable for Directors’/Trustees fees
 
 
403
 
 
1,627
 
 
0
 
 
2,030
 
Payable for distribution and administrative services fee
 
 
0
 
 
2,922
 
 
0
 
 
2,922
 
Payable for shareholder services fees
 
 
22,265
 
 
0
 
 
0
 
 
22,265
 
Accrued expenses
 
55,669
 
26,581
 
0
 
82,250
 
     Total liabilities
 
10,751,563
 
91,043
 
0
 
10,842,606
 
Net Assets
 
$146,776,511
 
$43,853,079
 
$0
 
$190,629,590
 
Net Assets Consist of:
                 
Paid-in capital
 
$155,035,886
 
$42,885,520
 
$0
 
$197,921,406
 
Net unrealized appreciation (depreciation) of investments
 
 
(958,725)
 
 
790,463
 
 
0
 
 
(168,262)
 
Accumulated net realized gain (loss) on investments
 
 
(7,300,542)
 
 
94,553
 
 
0
 
 
(7,205,989)
 
Undistributed (distributions in excess of ) net investment income
 
 
(108)
 
 
82,543
 
 
0
 
 
82,435
 
     Total Net Assets
 
$146,776,511
 
$43,853,079
 
$0
 
$190,629,590
 
Net Asset Value, Offering Price and Redemption Proceeds Per Share
                 
                   
Net Assets
 
 
         
 
 
Class A Shares
 
$0
 
$1,144,977
 
$(1,144,977)
(a)
$0
 
Class B Shares
 
$0
 
$632,577
 
$(632,577)
(a)
$0
 
Class C Shares
 
$0
 
$29,403
 
$(29,403)
(a)
$0
 
Institutional Shares
 
$120,196,324
 
$42,046,122
 
$1,806,957
 
$164,049,403
 
Class Y Shares
 
$26,580,187
 
$0
 
$0
 
$26,580,187
 
Shares Outstanding
                 
Class A Shares
 
0
 
122,410
 
(122,410)
(a)
0
 
Class B Shares
 
0
 
68,189
 
(68,189)
(a)
0
 
Class C Shares
 
0
 
3,161
 
(3,161)
(a)
0
 
Institutional Shares
 
12,386,007
 
4,516,946
 
3,990
(a)
16,906,943
 
Class Y Shares
 
2,739,131
 
0
 
0
 
2,739,131
 
Net Asset Value Per Share
                 
Class A Shares
 
N/A
 
$9.35
 
0
 
N/A
 
Class B Shares
 
N/A
 
$9.28
 
0
 
N/A
 
Class C Shares
 
N/A
 
$9.30
 
0
 
N/A
 
Institutional Shares
 
$9.70
 
$9.31
 
0
 
$9.70
 
Class Y Shares
 
$9.70
 
N/A
 
0
 
$9.70
 
Offering Price Per Share
 
 
         
 
 
Class A Shares
 
N/A
 
$9.82
(b)
0
 
N/A
 
Class B Shares
 
N/A
 
$9.28
 
0
 
N/A
 
Class C Shares
 
N/A
 
$9.30
 
0
 
N/A
 
Institutional Shares
 
$9.70
 
$9.31
 
0
 
$9.70
 
Class Y Shares
 
$9.70
 
N/A
 
0
 
$9.70
 
Redemption Proceeds Per Share
 
 
         
 
 
Class A Shares
 
N/A
 
$9.35
 
0
 
N/A
 
Class B Shares
 
N/A
 
$8.82
(c)
0
 
N/A
 
Class C Shares
 
N/A
 
$9.21
(d)
0
 
N/A
 
Institutional Shares
 
$9.70
 
$9.31
 
0
 
$9.70
 
Class Y Shares
 
$9.70
 
N/A
 
0
 
$9.70
 
                   
                   
Investments, at identified cost
 
$156,363,191
 
$42,306,383
 
$0
 
$198,669,574
 

(a)
Adjustment to reflect share balance as a result of the combination.
(b)
Computation of offering price per share: 100/95.25 of net asset value.
(c)
Computation of redemption price per share: 95.00/100 of net asset value.
(d)
Computation of redemption price per share: 99.00/100 of net asset value.

(See Notes to Pro Forma Financial Statements)


Federated Intermediate Municipal Trust
Fifth Third Intermediate Municipal Bond Fund
Fifth Third Municipal Bond Fund
Pro Forma Combining Statements of Operations
Year Ended May 31, 2008 (unaudited)

                 
     
Federated
         
     
Intermediate
 
Fifth Third
     
     
Municipal
 
Municipal
Pro Forma
 
Pro Forma
     
Trust
 
Bond Fund
Adjustment
 
Combined
Investment Income:
               
Dividends
   
$0
 
$16,201
   
$16,201
Interest
   
7,480,174
 
1,949,880
   
9,430,054
     
7,480,174
 
1,966,081
   
9,446,255
                 
Expenses:
               
Investment adviser fee
   
634,623
 
243,208
(66,329)
(a)
811,502
Administrative personnel and services fee
   
 
190,000
 
 
76,790
 
(76,790)
 
(b)
 
190,000
Custodian fees
   
6,463
 
11,564
(8,662)
(c)
9,365
Transfer and dividend disbursing agent fees and expenses
   
 
40,632
 
 
27,755
 
(11,863)
 
(d)
 
56,524
Directors'/Trustees' fees
   
14,381
 
3,542
(923)
(e)
17,000
Auditing fees
   
22,200
 
0
   
22,200
Legal fees
   
15,891
 
0
1,014
(f)
16,905
Portfolio accounting fees
   
72,164
 
48,723
(40,567)
(g)
80,320
Distribution services fee - Class A Shares
   
 
0
 
 
2,762
 
(2,762)
 
(h)
 
0
Distribution services fee - Class B Shares
   
 
0
 
 
6,423
 
(6,423)
 
(h)
 
0
Distribution services fee - Class C Shares
   
 
0
 
 
300
 
(300)
 
(h)
 
0
Shareholder services fee - Institutional Shares
   
 
230,651
 
 
0
 
76,262
 
(i)
 
306,913
Account administration fee - Institutional Shares
   
 
23,353
 
 
0
 
7,765
 
(j)
 
31,118
Administrative servicing fee - Class C Shares
   
 
0
 
 
100
 
(100)
 
(k)
 
0
Share registration costs
   
36,155
 
34,237
(29,834)
(l)
40,558
Printing and postage
   
25,716
 
0
4,764
(m)
30,480
Insurance premiums
   
5,161
 
0
89
(n)
5,250
Interest and trust expense
   
14,822
 
0
   
14,822
Miscellaneous
   
9,137
 
36,881
(31,018)
(o)
15,000
     Total expenses
   
1,341,349
 
492,285
(185,677)
 
1,647,957
Waivers, Reimbursement and Reductions:
               
Waiver of investment adviser fee
   
(444,367)
 
0
(68,908)
(p)
(513,275)
Waiver/reimbursement from Advisor and/or affiliates
   
 
0
 
 
(210,953)
 
210,953
 
(q)
 
0
Waiver of administrative personnel and services fee
   
 
(33,414)
 
 
0
 
(2,698)
 
(r)
 
(36,112)
Reimbursement of shareholder services fee - Institutional Shares
   
 
(25,768)
 
 
0
 
(9,796)
 
(s)
 
(35,564)
Reduction of custodian fees
   
(379)
 
0
   
(379)
Total Waivers, Reimbursement and Reduction
   
 
(503,928)
 
 
(210,953)
 
129,551
 
 
(585,330)
     Net expenses
   
837,421
 
281,332
(56,126)
 
1,062,627
     Net investment income
   
6,642,753
 
1,684,749
56,126
 
8,383,628
Realized and Unrealized Gain (Loss) on Investments:
               
Net realized gain (loss) on investments
   
 
(5,216,787)
 
 
57,135
   
 
(5,159,652)
Net change in unrealized appreciation/depreciation of investments
 
 
 
(2,943,555)
 
 
 
(79,492)
   
 
 
(3,023,047)
     Net realized and unrealized gain on investments
   
 
(8,160,342)
 
 
(22,357)
   
 
(8,182,699)
     Change in net assets resulting from operations
   
 
$(1,517,589)
 
 
$1,662,392
 
$56,126
 
 
$200,929


(See Notes to Pro Forma Financial Statements)



Federated Intermediate Municipal Trust
Fifth Third Municipal Bond Fund
Notes to Pro Forma Financial Statements
For the Year Ended May 31, 2008 (unaudited)




Note 1. Description of the Fund

Federated Intermediate Municipal Trust (the “Federated Fund”) is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end, management investment company.      For the purposes of these Pro Forma Financial Statements, the financial information covers the period from June 1, 2007 to May 31, 2008. The Federated Fund consists of two classes of shares: Class A Shares and Class Y Shares.

Fifth Third Municipal Bond Fund (the “Fifth Third Fund”) is a series of Fifth Third Funds and are registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end, management investment company. The Fifth Third Fund consists of four classes of shares: Class A Shares, Class B Shares, Class C Shares and Institutional Shares.

Note 2. Basis of Combination

The accompanying unaudited Pro Forma Combining Portfolios of Investments, Statements of Assets and Liabilities and Statements of Operations (Pro Forma Financial Statements) reflect the accounts of the Federated Fund and the Fifth Third Fund (individually referred to as the “Fund”, or collectively as the “Funds”), for the year ended May 31, 2008. These statements have been derived from the books and records utilized in calculating daily net asset values at May 31, 2008.

The Pro Forma Financial Statements should be read in conjunction with the historical financial statements of the Federated Fund and the Fifth Third Fund which have been incorporated by reference in the Statement of Additional Information. The Funds follow generally accepted accounting principles in the United States of America applicable to management investment companies which are disclosed in the historical financial statements.

The Pro Forma Financial Statements give effect to the proposed exchange of assets of Class A Shares, Class B Shares, Class C Shares and Institutional Shares of the Fifth Third Fund for Institutional Shares of the Federated Fund. Under generally accepted accounting principles, the Federated Fund will be the surviving entity for accounting purposes with its historical cost of investment securities and results of operations being carried forward.

The Pro Forma Financial Statements have been adjusted to reflect the anticipated advisory fee arrangement for the surviving entity, if necessary. Certain other operating costs have also been adjusted to reflect anticipated expenses of the combined entity. Other costs which may change as a result of the reorganization are currently undeterminable.

For the year ended May 31, 2008, the Federated Fund and the Fifth Third Fund paid investment advisory fees computed at the annual rate of 0.40% and 0.55%, respectively as a percentage of average daily net assets.

All costs with respect to the exchange will be borne by Federated Investors, Inc. and Fifth Third Asset Management, Inc. and their affiliates.

Note 3. Portfolio Valuation

For the Federated Fund:
Investment Valuation
In calculating its net asset value (NAV), each Fund generally values investments as follows:
■ Fixed-income securities acquired with remaining maturities greater than 60 days are fair valued using price evaluations provided by a pricing service approved by the Board of Trustees (the “Trustees”).
■ Fixed-income securities acquired with remaining maturities of 60 days or less are valued at their cost (adjusted for the accretion of any discount or amortization of any premium).
■ Derivative contracts listed on exchanges are valued at their reported settlement or closing price.
■ Over-the-counter (OTC) derivative contracts are fair valued using price evaluations provided by a pricing service approved by the Trustees.
■ Shares of other mutual funds are valued based upon their reported NAVs.
If the Fund cannot obtain a price or price evaluation from a pricing service for an investment, the Fund may attempt to value the investment based upon the mean of bid and asked quotations or fair value the investment based on price evaluations, from one or more dealers. If any price, quotation, price evaluation or other pricing source is not readily available when the NAV
is calculated, the Fund uses the fair value of the investment determined in accordance with the procedures described below. There can be no assurance that the Fund could purchase or sell an investment at the price used to calculate the Fund’s NAV.

Fair Valuation and Significant Events Procedures
The Trustees have authorized the use of pricing services to provide evaluations of the current fair value of certain investments for purposes of calculating the NAV. Factors considered by pricing services in evaluating an investment include the yields or prices of investments of comparable quality, coupon, maturity, call rights and other potential prepayments, terms and type, reported transactions, indications as to values from dealers, and general market conditions. Some pricing services provide a single price evaluation reflecting the bid-side of the market for an investment (a “bid” evaluation). Other pricing services offer both bid evaluations and price evaluations indicative of a price between the prices bid and asked for the investment (a “mid”evaluation). The Fund normally uses bid evaluations for U.S. Treasury and Agency securities, mortgage-backed securities and municipal securities. The Fund normally uses mid evaluations for other types of fixed-income securities and OTC derivative contracts. In the event that market quotations and price evaluations are not available for an investment, the fair value of the investment is determined in accordance with procedures adopted by the Trustees. The Trustees also have adopted procedures requiring an investment to be priced at its fair value whenever the Adviser determines that a significant event affecting the value of the investment has occurred between the time as of which the price of the investment would otherwise be determined and the time as of which the NAV is computed. An event is considered significant if there is both an affirmative expectation that the investment’s value will change in response to the event and a reasonable basis for quantifying the resulting change in value.

Examples of significant events that may occur after the close of the principal market on which a security is traded, or after the time of a price evaluation provided by a pricing service or a dealer, include:
■ With respect to price evaluations of fixed-income securities determined before the close of regular trading on the NYSE, actions by the Federal Reserve Open Market Committee and other significant trends in U.S. fixed-income markets;
■ Political or other developments affecting the economy or markets in which an issuer conducts its operations or its securities are traded; and
■ Announcements concerning matters such as acquisitions, recapitalizations, litigation developments, a natural disaster affecting the issuer’s operations or regulatory changes or market developments affecting the issuer’s industry.
The Fund may seek to obtain more current quotations or price evaluations from alternative pricing sources. If a reliable alternative pricing source is not available, the Fund will determine the fair value of the investment using another method approved by the Trustees.

For the Fifth Third Fund:
Investment Valuation
Portfolio securities listed or traded on domestic securities exchanges or the NASDAQ/NMS, including American Depositary Receipts (“ADR”), are valued at the closing price on the exchange or system where the security is principally traded. If there have been no sales for that day on any exchange or system, a security is valued at the mean between the closing bid and asked quotes on the exchange or system where the security is principally traded, or at the NASDAQ Official Closing Price (“NOCP”), if applicable. Securities in International Equity listed or traded on non-domestic exchanges are valued at the closing price on the exchanges on which they trade. Corporate debt securities and debt securities of U.S. government issuers (other than short-term investments maturing in 60 days or less), including municipal securities, are valued at fair value on the basis of the closing bid as supplied by an independent pricing service approved by the Board of Trustees (“Trustees”) or valuations provided by dealers. Short-term investments maturing in 60 days or less are valued at either amortized cost, which approximates market value, or at original cost, which, combined with accrued interest, approximates market value. Investments in open-end investment companies are valued at net asset value as reported by such investment companies.
Investments for which such quotations are not readily available, or quotations which appear suspect, are valued at fair value as determined in good faith by the investment adviser’s Pricing Committee under the direction of the Trustees.

Note 4. Shares of Beneficial Interest

The Pro Forma Institutional Shares net asset value per share assumes the issuance of 4,520,936 Institutional Shares of the Federated Fund in exchange for 122,410 Class A Shares, 68,189 Class B Shares, 3,161 Class C Shares and 4,516,946 Institutional Shares of the Fifth Third Fund which would have been outstanding at May 31, 2008 in connection with the proposed reorganization, assuming the two Funds had been combined as of such date.

Note 5. Federal Income Taxes

Each Fund has elected to be taxed as a “regulated investment company” under the Internal Revenue Code. After the acquisition, Federated InterContinental Fund intends to continue to qualify as a regulated investment company, if such qualification is in the best interests of its shareholders, by complying with the Subchapter M provision of the Internal Revenue Code and to distribute to shareholders each year substantially all of its income. Accordingly, no provision for federal income tax is necessary.

The proposed acquisition would result in a tax-free transfer of assets from the Fifth Third Fund to the Federated Fund.

The identified cost of investments for the funds is substantially the same for both financial accounting and federal income tax purposes. The tax cost of investments will remain unchanged for the combined fund.

Note 6. Pro Forma Adjustments

(a) Federated Investment Management Company is the Federated Fund’s investment adviser (the “Adviser”). The advisory agreement between the Federated Fund and the Adviser provides for an annual fee equal to 0.40% of the Fund’s average daily net assets. Fifth Third Asset Management, Inc. (FTAM) is the Fifth Third Fund’s investment adviser. The advisory agreement between the Fifth Third Fund and the Adviser provides for an annual fee equal to 0.55% of the Fund’s average daily net assets.

An adjustment to the combined investment adviser fee reflects the fee structure of the Federated Fund on the average daily net assets of the Federated Fund Pro Forma Combined.
 
(b) Federated Administrative Services (FAS), under the Administrative Services Agreement, provides the Federated Fund with certain administrative personnel and services necessary to operate the Fund. The fee paid to FAS is based on the average aggregate daily net assets of certain Federated funds. The administrative fee received during any fiscal year shall be at least $150,000 per portfolio and $40,000 per each additional class of Shares. FTAM is the Fifth Third Fund’s administrator. The fee paid to FTAM is based on the average aggregate daily net assets of the Fifth Third Funds, subject to an annual $20,000 minimum fee. An adjustment to the combined administrative personnel and services fee reflects the fee structure of the Federated Fund on the average daily net assets of Federated Fund Pro Forma Combined.

(c) Adjustment to reflect custodian fees based upon the current expense structure for the Federated Fund Pro Forma Combined Fund and resulting from the combining of two Funds into one.

(d) Adjustment to reflect transfer and dividend disbursing agent fees and expenses based upon the current expense structure for the Federated Fund Pro Forma Combined Fund and resulting from combining two Funds into one.

(e) Adjustment to reflect directors’/trustees’ fees based upon the current expense structure for the Federated Fund Pro Forma Combined Fund and resulting from combining two Funds into one.

(f) Adjustment to reflect legal fees based upon the current expense structure for the Federated Fund Pro Forma Combined Fund. The Fifth Third Fund did not historically break out legal fees separately.

(g) Adjustment to reflect portfolio accounting fees based upon the current expense structure for the Federated Fund Pro Forma Combined Fund and resulting from combining two Funds into one.

(h) The Fifth Third Fund has adopted a Distribution Plan (the “Plan”) pursuant to Rule 12b-1 under the Act. FTAM Funds Distributor, Inc. is the Fund’s distributor/principal underwriter (the “Distributor”). Under the terms of the Plan, the Fund will compensate the Distributor from the net assets of the Fund’s Class A, Class B and Class C shares to finance activities intended to result in the sales of the Fund’s shares. The Plan provides that the Fund will incur fees accrued daily and paid monthly to the Distributor at annual rates up to that shown below based on average daily net assets of the respective classes
in the Plan. The Distributor has voluntarily agreed to limit the expenses of the Fund’s Class B Shares by way of waiving a portion of the Distribution and/or Servicing Fee. The Distribution/Servicing Fee for the Fifth Third Funds is 0.25%, 1.00% and 0.75% for Class A Shares, Class B Shares and Class C Shares based on the average daily net assets of each class. Adjustment to reflect the distribution services fee structure of the Federated Fund Pro Forma Combined. The Federated Fund does not charge a distribution services fee for Institutional Shares.

(i) Under the terms of a Shareholder Services Agreement, the Federated Fund may pay fees up to 0.25% of the average daily net assets of Fund’s Class A Shares to financial intermediaries or to Federated Shareholder Services Company (FSSC). Adjustment is to apply the expense structure of the Federated Fund to the average daily net assets of Federated Fund Pro Forma Combined. Adjustment to reflect the shareholder services fee structure of the Federated Fund Pro Forma Combined.

(j) Adjustment to account administration fee based upon the current expense structure for the Federated Fund Pro Forma Combined.

(k) The Fifth Third Fund has an Administrative Servicing Agreement with the Distributor with respect to the Class C Shares. Under the Agreement, certain administrative services, including those relating to the maintenance of shareholder accounts, were provided to these shareholders during the year. The Distributor receives fees of up to 0.25% for Class C Shares based on the average daily net assets of that class.   Adjustment to reflect the administrative services fee structure of the Federated Fund Pro Forma Combined. The Federated Fund does not charge an administrative services fee.

(l) Adjustment to share registration costs based upon the current expense structure for the Federated Fund Pro Forma Combined Fund and resulting from combining two Funds into one.

(m) Adjustment to printing and postage based upon the current expense structure for the Federated Fund Pro Forma Combined Fund. The Fifth Third Fund did not historically break out printing and postage separately.

(n) Adjustment to insurance premiums based upon the current expense structure for the Federated Fund Pro Forma Combined Fund and resulting from combining two Funds into one.

(o) Adjustment to miscellaneous expense based upon the current expense structure for the Federated Fund Pro Forma Combined Fund and resulting from combining two Funds into one.

(p) Each Fund’s Adviser may voluntarily choose to waive any portion of its fee. This voluntary waiver can be terminated at any time. Adjustment reflects the fee structure of the Federated Fund on the average daily net assets of Federated Fund Pro Forma Combined.

(q) Adjustment reflects the fee structure of the Federated Fund on the average daily net assets of Federated Fund Pro Forma Combined. The Federated Fund does not combine waivers and/or reimbursements by affiliates.

(r) Adjustment to reflect the voluntary waiver of administrative personnel and services fees for the Federated Fund Pro Forma Combined Fund.

(s) Adjustment reflects the voluntary reimbursement of distribution services fee for Institutional Shares for the Federated Fund Pro Forma Combined.


PRO FORMA FINANCIAL STATEMENTS FOR THE PERIOD ENDED MAY 31, 2008 (UNAUDITED)

INTRODUCTION

The accompanying unaudited Pro Forma Combining Portfolios of Investments, Statements of Assets and Liabilities and Statements of Operations (Pro Forma Financial Statements) reflect the accounts of Federated Intermediate Municipal Trust and Fifth Third Intermediate Municipal Bond Fund (individually referred to as the “Fund” or collectively as the “Funds”), for the year ended May 31, 2008. For the purposes of these Pro Forma Financial Statements, the financial information covers the period from June 1, 2007 to May 31, 2008. These statements have been derived from the books and records utilized in calculating daily net asset values at May 31, 2008.
 
The Pro Forma Financial Statements give effect to the proposed exchange of assets of Class A Shares, Class B Shares , Class C Shares and Institutional Shares of Fifth Third Intermediate Municipal Bond Fund for Institutional Shares of Federated Intermediate Municipal Trust. Under generally accepted accounting principles, Federated Intermediate Municipal Trust will be the surviving entity for accounting purposes with its historical cost of investment securities and results of operations being carried forward.

The Pro Forma Financial Statements have been adjusted to reflect the anticipated advisory fee arrangement for the surviving entity. Certain other operating costs have also been adjusted to reflect anticipated expenses of the combined entity. Other costs which may change as a result of the reorganization are currently undeterminable.



Federated Intermediate Municipal Trust
Fifth Third Intermediate Municipal Bond Fund
Pro Forma Combining Portfolio of Investments
May 31, 2008 (unaudited)

 
 
 
Federated
Intermediate Municipal
Trust
 
 
 
Fifth Third Intermediate Municipal Bond Fund
Pro Forma
Combined
 
 
 
 
Federated
Intermediate Municipal
Trust
 
 
 
Fifth Third Intermediate Municipal Bond Fund
Pro Forma Combined
             
Principal Amount or Shares
 
    Value
MUNICIPAL BONDS - 98.2%
   
Alabama -3.8%
     
$1,000,000
$0
$1,000,000
Alabama State public School & College Authority, Refunding Revenue Bonds (Series 1998), 5.125% (FSA INS), 11/1/2014
$1,025,100
$0
$1,025,100
0
4,000,000
4,000,000
Birmingham Baptist Medical Centers Special Care Facilities Financing Authority, Series A, 5.00%, 11/15/14
0
4,013,000
4,013,000
1,000,000
0
1,000,000
Birmingham-Baptist Medical Centers, AL Special Care Facilities Financing Authority, Revenue Bonds (Series2005A), 5.25% (Baptist Health System of Birmingham), 11/15/2020
976,760
0
976,760
1,000,000
0
1,000,000
Courtland, AL IDB, Environmental Improvement Refunding Revenue Bonds, 5.00% (International Paper Co.), 11/1/2013
1,002,310
0
1,002,310
0
3,080,000
3,080,000
(1) Mobile County, FSA, GO, 5.25%,
8/1/17, (Callable 8/1/14 @ 100)
0
3,361,882
3,361,882
     
   Total
3,004,170
7,374,882
10,379,052
Alaska -0.7%
         
0
1,000,000
1,000,000
State of Alaska, Sport Fishing, CIFG,
4.25%, 4/1/15
0
1,037,140
1,037,140
0
1,000,000
1,000,000
State of Alaska, Sport Fishing, CIFG,
4.38%, 4/1/16
0
1,041,310
1,041,310
     
   Total
0
2,078,450
2,078,450
Arizona -3.9%
         
750,000
0
750,000
Arizona Health Facilities Authority, Revenue Bonds (Series 2004), 5.00% (Blood Systems, Inc.), 4/1/2019
755,610
0
755,610
0
2,000,000
2,000,000
(1) City of Tempe Performing Arts Center,
AMBAC, 5.25%, 7/1/17, (Callable
7/1/14 @ 100) 
0
2,174,020
2,174,020
0
1,000,000
1,000,000
Health Facilities Authority, Phoenix
Children’s Hospital, 3.63%, 2/1/42,
(Mandatory Put 1/31/08 @ 100)
0
950,220
950,220
0
1,000,000
1,000,000
Mesa Street and Highway, FGIC, 6.25%,
7/1/12
0
1,116,030
1,116,030
0
1,000,000
1,000,000
Mesa Street and Highway, FGIC, 6.25%,
7/1/13, (Prerefunded 7/1/11 @ 100)
0
1,104,990
1,104,990
0
1,250,000
1,250,000
Pima County Industrial Development
Authority, 5.13%, 7/1/15
0
1,243,125
1,243,125
1,420,000
0
1,420,000
Show Low, AZ IDA, Hospital Revenue Bonds, 5.00% (Navapache Regional Medical Center)/(Radian Asset Assurance INS), 12/1/2025
1,430,593
0
1,430,593
0
2,000,000
2,000,000
Tucson Street and Highway, Series
1994-E, FGIC, 6.75%, 7/1/13
0
2,315,880
2,315,880
     
    Total
2,186,203
8,904,265
11,090,468
       
Arkansas -0.9%
     
1,000,000
0
1,000,000
Independence County, AR, PCR Refunding Bonds (Series 2005), 5.00% (Entergy Arkansas, Inc.), 1/1/2021
965,530
0
965,530
535,000
0
535,500
Jefferson County, AR, PCR Refunding Bonds (Series 2006), 4.60% (Entergy Arkansas, Inc.), 10/1/2017
516,601
0
516,601
0
1,000,000
1,000,000
University of Arkansas, FGIC, 5.00%, 3/1/16
0
1,083,260
1,083,260
     
    Total
1,482,131
1,083,260
2,565,391
California -3.6%
     
290,000
0
290,000
California Health Facilities Financing Authority, Health Facility Revenue Bonds (Series 2004I), 4.95% TOBs (Catholic Healthcare West), Mandatory Tender 7/1/2014
302,514
0
302,514
1,000,000
0
1,000,000
California State Department of Water Resources, Water System Revenue Bonds (Series 2008AE), 5.00% (Central Valley Project), 12/1/2021
1,079,210
0
1,079,210
0
500,000
500,000
California State Department of Water Resources, Water System Revenue Bonds (Series 2008AE), 5.00% (Central Valley Project), 12/1/2022
0
535,315
535,315
3,000,000
0
3,000,000
California State, UT GO Bonds (Series 2008), 5.00%, 4/1/2016
3,223,950
0
3,223,950
0
750,000
750,000
Chaffey Community College District,
Series A, GO, MBIA, 0.00%, 6/1/16
0
535,500
535,500
0
1,000,000
1,000,000
City of San Jose, Series A, AMBAC,
AMT, 5.00%, 3/1/14
0
1,044,010
1,044,010
0
500,000
500,000
City of San Jose, Series A, AMBAC,
AMT, 5.00%, 3/1/15
0
520,855
520,855
0
375,000
375,000
La Canada Unified School District, Series A, GO, MBIA, 5.50%, 8/1/2024 (Callable 8/1/2014 @ 100)
0
403,084
403,084
0
675,000
675,000
Placentia-Yorba Linda Unified School District, Series B, GO, FGIC, 5.38%, 8/1/2022, (Callable 8/1/2014 @ 100)
0
716,101
716,101
2,000,000
0
2,000,000
Roseville, CA Natural Gas Financing Authority, Gas Revenue Bonds, 5.00%, 2/15/2025
1,878,960
0
1,878,960
     
    Total
6,484,634
3,754,865
10,239,499
Colorado -1.3%
   
    20,000
0
    20,000
Colorado HFA, SFM Revenue Bonds (Series 1997C-3), 6.75%, 5/1/2017
20,326
0
20,326
1,000,000
0
1,000,000
Colorado Health Facilities Authority, Health Facilities Revenue Bonds (Series 2005), 5.00% (Evangelical Lutheran Good Samaritan Society), 6/1/2016
1,029,900
0
1,029,900
0
1,005,000
1,005,000
El Paso County School District No 38, GO, 6.38%, 12/1/18, (Prerefunded 12/1/10 @ 100)
0
1,101,570
1,101,570
0
1,465,000
1,465,000
Summit County School District No Re001, FSA, GO, 5.75%, 12/1/12, (Callable 12/1/11 @ 100)
0
1,601,670
1,601,670
     
    Total
1,050,226
2,703,240
3,753,466
Connecticut -0.8%
   
2,240,000
0
2,240,000
Connecticut State HEFA, Revenue Bonds (Series 2005C), 5.00% (Eastern Connecticut Health Network)/(Radian Asset Assurance INS), 7/1/2025
2,253,171
0
2,253,171
District of Columbia-0.7%
   
470,000
0
470,000
District of Columbia, Refunding Revenue Bonds, 5.50% (Catholic University of America)/(AMBAC INS), 10/1/2012
489,204
0
489,204
1,405,000
0
1,405,000
District of Columbia, Revenue Bonds, 5.75% (Catholic University of America)/(AMBAC INS), 10/1/2017
1,462,254
0
1,462,254
     
    Total
1,951,458
0
1,951,458
Florida -2.7%
   
2,000,000
0
2,000,000
Florida State Board of Education Capital Outlay, UT GO Bonds (Series 2006C), 5.00%, 6/1/2022
2,132,960
0
2,132,960
2,135,000
0
2,135,000
Orlando, FL, Senior Tourist Development Tax Revenue Bonds (Series 2008A), 5.25% (6th Cent Contract Payments)/(Assured Guaranty Corp. INS), 11/1/2019
2,343,205
0
2,343,205
0
185,000
185,000
City of Pembroke Pines, GO, MBIA,
4.00%, 9/1/15
0
188,961
188,961
0
250,000
250,000
City of Pembroke Pines, GO, MBIA,
4.13%, 9/1/16
0
255,690
255,690
2,630,000
0
2,630,000
Tallahassee, FL Consolidated Utility System, Revenue Bonds (Series 2007), 5.00%, 10/1/2019
2,829,906
0
2,829,906
     
     Total
7,306,071
444,651
7,750,722
Georgia -1.5%
   
1,400,000
0
1,400,000
Burke County, GA Development Authority, PCRBs (Series 2007E), 4.75% TOBs (Oglethorpe Power Corp.)/(MBIA Insurance Corp. INS), Mandatory Tender 4/1/2011
1,414,714
0
1,414,714
2,000,000
0
2,000,000
Monroe County, GA Development Authority, PCRBs (First Series 1995), 4.50% TOBs (Georgia Power Co.), Mandatory Tender 4/1/2011
1,990,960
0
1,990,960
940,000
0
940,000
Municipal Electric Authority of Georgia, Revenue Bonds, (Series Y), 6.40%, 1/1/2009
962,776
0
962,776
     
     Total
4,368,450
0
4,368,450
Hawaii -0.3%
         
0
765,000
765,000
State of Hawaii Highways, FSA, 5.50%,
7/1/10
0
812,552
812,552
             
Illinois -6.4%
   
2,000,000
0
2,000,000
Chicago, IL Board of Education, UT GO Bonds (Series 2007D), 5.00% (FSA INS), 12/1/2021
2,129,300
0
2,129,300
0
1,000,000
1,000,000
Chicago O’Hare International Airport,
Series A, FSA, 4.00%, 1/1/15
0
1,021,450
1,021,450
0
3,000,000
3,000,000
Chicago Metropolitan Water Reclamation District-Greater Chicago Capital Improvements, ETM, GO, 5.50%, 12/1/10
0
3,228,900
3,228,900
300,000
0
300,000
Chicago, IL Metropolitan Water Reclamation District, UT GO Refunding Bonds, 5.20% (Original Issue Yield: 5.25%), 12/1/2013
308,817
0
308,817
0
2,000,000
2,000,000
Finance Authority, Children’s Memorial Hospital, Series B, W/I, 5.50%, 8/15/21, (Callable 8/15/18 @ 100)
0
2,083,840
2,083,840
0
1,000,000
1,000,000
Finance Authority, Children’s Memorial Hospital, Series B, W/I, 5.50%, 8/15/23, (Callable 8/15/18 @ 100)
0
1,031,420
1,031,420
0
200,000
200,000
Finance Authority, Metropolis Project, 4.75%, 12/1/10
0
207,806
207,806
0
250,000
250,000
Finance Authority, Metropolis Project, 5.00%, 12/1/11
0
262,140
262,140
0
275,000
275,000
Finance Authority, Metropolis Project, 5.00%, 12/1/12
0
288,973
288,973
0
275,000
275,000
Finance Authority, Metropolis Project, 5.00%, 12/1/13
0
289,545
289,545
0
1,000,000
1,000,000
Finance Authority, Peoples Gas Light
& Coke Co., AMBAC, 4.30%, 6/1/35,
(Mandatory Put 6/1/16 @100)
0
954,480
954,480
1,000,000
0
1,000,000
Illinois Department Central Management Services, COPs, 5.50% (MBIA Insurance Corp. INS)/(Original Issue Yield: 5.55%), 7/1/2013
1,036,840
0
1,036,840
0
0
1,000,000
Illinois Finance Authority, Children’s Memorial Hospital, Series A, W/I, 5.00%, 8/15/2041, (Callable 12/1/13 @ 100)
0
0
977,740
0
0
300,000
Illinois Finance Authority, Metropolis Project, 5.00%, 12/1/2014, (Callable 12/1/2013 @ 100)
0
0
314,358
1,000,000
0
1,000,000
Illinois Finance Authority, Revenue Bonds (Series 2006A), 5.00% (Illinois Institute of Technology), 4/1/2019
1,006,380
0
1,006,380
1,000,000
0
1,000,000
Illinois Finance Authority, Revenue Bonds (Series 2007), 5.00% (University of Chicago), 7/1/2019
1,073,160
0
1,073,160
850,000
0
850,000
Illinois Finance Authority, Refunding Revenue Bonds (Series 2007), 5.00% (Loyola University), 7/1/2022
875,665
0
875,665
340,000
0
340,000
Metropolitan Pier & Exposition Authority, IL, Dedicated State Tax Refunding Revenue Bonds, 6.75% (Original Issue Yield: 6.85%), 6/1/2010
354,688
0
354,688
     
     Total
6,784,850
11,380,754
18,165,604
Indiana -6.7%
   
0
500,000
500,000
Ball State University, FSA, 4.00%,
7/1/15
0
516,805
516,805
0
1,615,000
1,615,000
Fort Wayne International Airport
Building Corp., Series B, AMT, XLCA,
5.00%, 7/1/12
0
1,675,740
1,675,740
0
1,695,000
1,695,000
Fort Wayne International Airport
Building Corp., Series B, AMT, XLCA,
5.00%, 7/1/13
0
1,763,410
1,763,410
500,000
0
500,000
Indiana Development Finance Authority, Environmental Improvement Revenue Bonds, 5.25% TOBs (Marathon Oil Corp.) Mandatory Tender 12/2/2011
515,655
0
515,655
0
500,000
500,000
Indiana Health & Educational Facilities
Financing Authority, Clarian Health
Obligation Group, 5.00%, 2/15/16
0
517,725
517,725
0
1,000,000
1,000,000
Indiana Health & Educational Facilities
Financing Authority, Clarian Health
Obligation Group, 5.00%, 2/15/19,
(Callable 2/15/16 @ 100)
0
1,011,390
1,011,390
2,000,000
0
2,000,000
Indiana Health Facility Financing Authority, Hospital Revenue Bonds (Series 2005A), 5.00% (Community Health Network)/(AMBAC INS), 5/1/2022
2,044,500
0
2,044,500
0
250,000
250,000
Indiana State Finance Authority, Series A,
5.00%, 2/1/15
0
273,487
273,487
1,500,000
0
1,500,000
Indiana State Finance Authority (Environmental Improvement Bonds), Highway Refunding Revenue Bonds (Series 2007A), 4.50% (FGIC INS), 12/1/2021
1,519,155
0
1,519,155
2,960,000
0
2,960,000
Indianapolis, IN Gas Utility Distribution System, Second Lien Refunding Revenue Bonds (Series 2008C), 5.00% (Assured Guaranty Corp. INS), 6/1/2013
3,189,311
0
3,189,311
0
2,550,000
2,550,000
Local Public Improvement Bond Bank, Airport Authority, Series F, AMT, AMBAC, 5.00%, 1/1/19, (Callable 7/1/16 @ 100)
0
2,547,833
2,547,833
0
3,000,000
3,000,000
Municipal Power Supply Agency, SeriesB, MBIA, 6.00%, 1/1/13
0
3,309,090
3,309,090
     
     Total
7,268,621
11,615,480
18,884,101
Iowa -0.4%
   
1,000,000
0
1,000,000
Iowa Finance Authority, Health Facilities Development Refunding Revenue Bonds (Series 2006A), 5.25% (Care Initiatives), 7/1/2016
982,530
0
982,530
0
140,000
140,000
Iowa State University, Science and
Technology, 3.75%, 7/1/10
0
143,430
143,430
     
     Total
982,530
143,430
1,125,960
Kansas -0.0%
   
   25,000
0
   25,000
Sedgwick County, KS, SFM Revenue Bonds (Series 1997A-2), 6.50% (GNMA Home Mortgage Program COL), 12/1/2016
25,738
0
25,738
             
Kentucky -1.5%
   
0
250,000
250,000
Area Development Districts, City of
Versailles, Series C, CP, ETM, 2.70%,
12/1/08
0
250,693
250,693
0
255,000
255,000
Area Development Districts, City of Versailles, Series C, CP, ETM, 3.00%, 12/1/09
0
256,295
256,295
0
470,000
470,000
Area Development Districts, Lease
Acquisition, 3.00%, 6/1/09,
(LOC: Wachovia Bank NA)
0
473,624
473,624
0
275,000
275,000
Housing Corp., Series A, AMT, 3.45%, 1/1/10
0
277,346
277,346
0
730,000
730,000
Kenton County Airport Board, AMT,
MBIA, 5.00%, 3/1/10
0
738,687
738,687
0
300,000
300,000
Munfordville Industrial Development,
Louisville Bedding Co. Project, AMT,
3.10%, 6/1/08, (LOC: Bank One NA)
0
300,000
300,000
0
310,000
310,000
Munfordville Industrial Development,
Louisville Bedding Co. Project, AMT,
3.50%, 6/1/09, (LOC: Bank One NA)
0
311,082
311,082
1,800,000
0
1,800,000
Murray, KY, Hospital Facilities Refunding Revenue Bonds (Series 2007), 4.60% (Murray-Calloway County Public Hospital Corp.)/(Original Issue Yield: 4.65%), 8/1/2022
1,634,940
0
1,634,940
     
     Total
1,634,940
2,607,727
4,242,667
Louisiana -1.1%
   
0
200,000
200,000
City of Baton Rouge, Series A2, FSA,
4.00%, 8/1/14
0
207,512
207,512
0
240,000
240,000
City of Baton Rouge, Series A2, FSA,
4.00%, 8/1/18
0
242,590
242,590
0
200,000
200,000
City of Baton Rouge, Series A2, FSA,
4.00%, 8/1/16
0
205,748
205,748
1,000,000
0
1,000,000
De Soto Parish, LA Environmental Improvement Authority, PCRBs (Series 2002A), 5.00% (International Paper Co.), 10/1/2012
1,005,350
0
1,005,350
0
1,000,000
1,000,000
Public Facilities Authority, Pennington Medical Foundation Project, 5.00%, 7/1/16
0
1,033,700
1,033,700
0
400,000
400,000
State Citizens Property Insurance
Corp., Series B, AMBAC, 5.00%,
6/1/18, (Callable 6/1/16 @ 100)
0
409,256
409,256
     
     Total
1,005,350
2,098,806
3,104,156
Maine -0.2%
         
0
450,000
450,000
Maine Municipal Bond Bank, Series B, W/I, 4.25%, 11/1/19
0
460,642
460,642
             
Michigan -13.0%
   
1,000,000
0
1,000,000
Cornell Township MI, Economic Development Corp., Refunding Revenue Bonds, 5.875% (MeadWestvaco Corp.)/(United States Treasury PRF 5/1/2012@100), 5/1/2018
1,103,320
0
1,103,320
500,000
0
500,000
Delta County, MI Economic Development Corp., Environmental Improvement Refunding Revenue Bonds (Series A), 6.25% (MeadWestvaco Corp.)/(United States Treasury PRF 4/15/2012@100), 4/15/2027
557,980
0
557,980
0
1,000,000
1,000,000
Detroit Sewage Disposal Revenue Bond, 5..50%, 7/1/36
0
1,066,060
1,066,060
 
0
 
500,000
 
1,500,000
Detroit Water Supply System, Series
A, FSA, 5.00%, 7/1/16
 
0
 
539,930
 
1,619,790
0
200,000
200,000
Higher Education Facilities Authority, Hope College Project, 4.70%, 10/1/09
0
200,676
200,676
0
590,000
590,000
Higher Education Facilities Authority, Hope College Project, 4.80%, 10/1/10, (Callable
10/1/09 @ 100)
0
591,316
591,316
0
1,000,000
1,000,000
Higher Education Student Loan Authority, Series XVII-I, AMT, AMBAC, 3.95%, 3/1/11
0
992,210
992,210
 
 
1,785,000
 
 
0
 
 
1,785,000
Kent County, MI Airport Revenue, LT GO Airport Revenue Bonds (Series 2007), 5.00% (Gerald R. Ford International Airport), 1/1/2021
 
 
1,892,261
0
 
 
1,892,261
0
125,000
125,000
Kent Hospital Finance Authority,
Spectrum Health, Series A, 5.50%,
1/15/13, (Prerefunded 7/15/11 @ 101)
0
135,866
135,866
2,000,000
0
2,000,000
Michigan Municipal Bond Authority Clean Water Revolving Fund, Revenue Bonds, 5.00%, 10/1/2020
2,159,620
0
2,159,620
0
350,000
350,000
State Building Authority, Police
Communications, ETM, 5.50%, 10/1/12
0
383,443
383,443
4,000,000
0
4,000,000
Michigan State Hospital Finance Authority, Revenue & Refunding Bonds (Series 1998A), 5.10% (McLaren Health Care Corp.)/(Original Issue Yield: 5.15%), 6/1/2013
4,043,240
0
4,043,240
5,000,000
0
5,000,000
Michigan State Hospital Finance Authority, Revenue Bonds (Series 1999A), 6.00% (Ascension Health Credit Group)/(MBIA Insurance Corp. INS), 11/15/2011
5,254,750
0
5,254,750
650,000
0
650,000
Michigan State Strategic Fund, Revenue Bonds (Series 2004), 5.125% (NSF International), 8/1/2019
638,307
0
638,307
2,000,000
0
2,000,000
Michigan State Strategic Fund, Refunding Revenue PCRBs (Series C), 5.45% (Detroit Edison Co.), 9/1/2029
2,018,180
0
2,018,180
0
575,000
575,000
Montague Public School District, GO, Q-SBLF, 5.50%, 5/1/12, (Prerefunded 11/1/11 @ 100)
0
625,704
625,704
0
430,000
430,000
Montague Public School District, GO, Q-SBLF, 5.50%, 5/1/12, (Callable 11/1/11 @ 100)
0
465,148
465,148
0
1,500,000
1,500,000
State Building Authority, Facilities Program, Series I, AMBAC, 5.00%, 10/15/29, (Mandatory Put
10/15/11 @ 100)
0
1,595,265
1,595,265
0
500,000
500,000
State Hospital Finance Authority,
Crittenton Hospital, Series A, 4.35%,
3/1/09
0
506,330
506,330
0
500,000
500,000
State Hospital Finance Authority,
Edward W. Sparrow Hospital, 5.00%,
11/15/15
0
528,615
528,615
0
500,000
500,000
State Hospital Finance Authority, Henry Ford Health System, 5.00%, 11/15/18, (Callable 11/15/16 @ 100)
0
516,685
516,685
0
505,000
505,000
State Hospital Finance Authority,
Holland Community Hospital, Series A,
5.00%, 1/1/15, (Callable 1/1/14 @ 100)
0
526,917
526,917
0
1,505,000
1,505,000
State Hospital Finance Authority,
Marquette General Hospital, 5.00%,
5/15/13
0
1,524,023
1,524,023
0
500,000
500,000
State Hospital Finance Authority,
Oakwood Healthcare System, 5.00%,
7/15/15
0
515,360
515,360
0
660,000
660,000
State Housing Development Authority,
Series A, AMT, 3.95%, 12/1/12
0
660,620
660,620
0
320,000
320,000
State Housing Development Authority,
Multi-Family, AMT, GNMA, 4.15%,
4/20/11
0
321,539
321,539
0
175,000
175,000
State Housing Development Authority,
Multi-Family, AMT, GNMA, 4.40%,
4/20/13
0
176,753
176,753
0
500,000
500,000
State of Michigan, Grant Antic
Buildings, FSA, 4.50%, 9/15/15
0
527,915
527,915
0
500,000
500,000
State of Michigan, Grant Antic Buildings, FSA, 5.25%, 9/15/18, (Callable 9/15/17 @ 100)
0
553,750
553,750
0
600,000
600,000
State of Michigan, Trunk Line, Series
A, 5.25%, 11/1/13
0
659,682
659,682
0
2,240,000
2,240,000
Strategic Fund, International Project, 4.75%, 8/1/11
0
2,340,688
2,340,688
0
820,000
820,000
Strategic Fund, International
Project, 5.00%, 8/1/13
0
873,169
873,169
0
1,000,000
1,000,000
Strategic Fund, Solid Waste Management Project, AMT, 4.63%, 12/1/12
0
982,320
982,320
0
600,000
600,000
Wyandotte Electric, Series A, AMT, MBIA, 5.00%, 10/1/13
0
637,656
637,656
0
600,000
600,000
Wyandotte Electric, Series A, AMT, MBIA, 4.50%, 10/1/14
0
622,362
622,362
     
     Total
17,667,658
19,070,002
36,737,660
Minnesota -1.6%
         
0
1,315,000
1,315,000
Housing Finance Agency, Series A,
AMT, GO, 3.40%, 7/1/12
0
1,278,377
1,278,377
 
0
 
1,130,000
 
1,130,000
Housing Finance Agency, Series F,
AMT, GO, 4.55%, 7/1/12, (Callable
7/1/11 @ 100)
 
0
 
1,140,904
 
1,140,904
0
2,000,000
2,000,000
St Paul Housing & Redevelopment Authority, Smith Avenue Transit Center, 3.50%, 6/1/12, (Callable 6/1/10 @ 100)
0
2,004,960
2,004,960
     
     Total
0
4,424,241
4,424,241
Missouri -1.9%
   
0
245,000
245,000
City of Brentwood, Brentwood Square
Project, 4.13%, 5/1/11
0
245,759
245,759
1,665,000
0
1,665,000
Missouri State Environmental Improvement & Energy Resources Authority, PCR Refunding Bonds (Series 2008), 4.375% TOBs (Associated Electric Cooperative, Inc.), Mandatory Tender 3/1/2011
1,677,271
0
1,677,271
130,000
0
130,000
Missouri State Environmental Improvement & Energy Resources Authority, Refunding Revenue Bonds, 6.00%, 1/1/2016
130,386
0
130,386
0
425,000
425,000
Missouri State Highways & Transit
Commission, 4.00%, 5/1/15
0
438,983
438,983
0
525,000
525,000
Missouri State Highways & Transit
Commission, 4.25%, 5/1/16
0
550,499
550,499
0
1,030,000
1,030,000
Missouri State Highways & Transit
Commission, 4.25%, 5/1/17
0
1,075,011
1,075,011
0
1,070,000
1,070,000
Missouri State Highways & Transit
Commission, 4.50%, 5/1/17
0
1,136,929
1,136,929
     
    Total
1,807,657
3,447,181
5,254,838
Nebraska -0.3%
         
0
220,000
220,000
Investment Finance Authority, Single
Family Housing, Series C, AMT, 3.75%,
9/1/11
0
219,857
219,857
0
130,000
130,000
Investment Finance Authority, Single
Family Housing, Series C, AMT, 3.85%,
3/1/12
0
129,590
129,590
0
240,000
240,000
Investment Finance Authority, Single
Family Mortgage, Series D, AMT,
FNMA-FHLMC-GNMA, 4.10%, 9/1/10
0
240,492
240,492
0
340,000
340,000
Investment Finance Authority, Single
Family Mortgage, Series D, AMT,
FNMA-FHLMC-GNMA, 4.25%, 9/1/11
0
341,516
341,516
     
    Total
0
931,455
931,455
Nevada - 2.8%
   
1,000,000
0
1,000,000
Clark County, NV Airport System, Revenue Bonds (Senior Series 2008E), 5.00%, 7/1/2014
1,071,080
0
1,071,080
1,000,000
0
1,000,000
Clark County, NV Airport System, Revenue Bonds (Senior Series 2008E), 5.00%, 7/1/2016
1,073,830
0
1,073,830
2,000,000
0
2,000,000
Clark County, NV School District, LT GO Building Bonds (Series 2008A), 5.00%, 6/15/2014
2,177,180
0
2,177,180
1,100,000
0
1,100,000
Clark County, NV, IDRBs (Series 2003C), 5.45% TOBs (Southwest Gas Corp.), Mandatory Tender 3/1/2013
1,118,755
0
1,118,755
0
1,325,000
1,325,000
Clark County, FSA, GO, 4.50%, 6/1/17, (Callable 6/1/16 @ 100)
0
1,394,947
1,394,947
1,000,000
0
1,000,000
Clark County, NV, Passenger Facility Charge Revenue Bonds (Series 2007A-2), 5.00% (Las Vegas-McCarran International Airport)/(AMBAC INS), 7/1/2026
1,014,550
0
1,014,550
0
100,000
100,000
Douglas County, Solid Waste Disposal,
AMT, GO, MBIA, 3.75%, 12/1/09
0
101,261
101,261
     
    Total
6,455,395
1,496,208
7,951,603
New Hampshire - 0.3%
   
895,000
0
895,000
New Hampshire Higher Educational & Health Facilities Authority, Healthcare System Revenue Bonds (Series 2004), 5.00% (Covenant Health Systems), 7/1/2014
917,599
0
917,599
             
New Jersey - 3.2%
   
500,000
0
500,000
New Jersey EDA, Revenue Bonds, (Series 2004), 5.625% (NJ Dedicated Cigarette Excise Tax), 6/15/2019
498,565
0
498,565
1,000,000
0
1,000,000
New Jersey EDA, School Facilities Construction Refunding Revenue Bonds (Series 2008W), 5.00% (New Jersey State), 3/1/2018
1,070,190
0
1,070,190
2,000,000
0
2,000,000
New Jersey State Transportation Trust Fund Authority, Transportation System Revenue Bonds (Series 2006A), 5.25%, 12/15/2020
2,215,440
0
2,215,440
0
1,925,000
1,925,000
State Turnpike Authority, Series A,
ETM, MBIA, 6.00%, 1/1/13
0
2,165,721
2,165,721
0
575,000
575,000
State Turnpike Authority, Series A,
MBIA, 6.00%, 1/1/13
0
635,525
635,525
3,000,000
0
3,000,000
Tobacco Settlement Financing Corp., NJ, Tobacco Settlement Asset-Backed Bonds (Series 2007-1), 4.625% (Original Issue Yield: 4.85%), 6/1/2026
2,520,510
0
2,520,510
     
    Total
6,304,705
2,801,246
9,105,951
New Mexico - 1.8%
         
0
500,000
975,000
County of Bernalillo, 5.25%, 4/1/27
0
540,910
1,054,774
0
320,000
320,000
Mortgage Finance Authority, Single Family Mortgage, Series A2, Class I, AMT, FNMA-FHLMC-GNMA, 3.90%, 1/1/19, (Callable 1/1/16 @ 100)
0
317,734
317,734
0
620,000
620,000
Mortgage Finance Authority, Single
Family Mortgage, AMT, FNMA-FHLMC-GNMA, 4.05%, 7/1/26, (Callable 7/1/15 @ 100)
0
597,184
597,184
0
2,000,000
2,000,000
Mortgage Finance Authority, Single Family Mortgage, Series A2, Class I, AMT, FNMA-FHLMC-GNMA, 4.40%, 1/1/27, (Callable 1/1/16 @ 100)
0
1,972,460
1,972,460
0
740,000
1,435,000
Mortgage Finance Authority, Single
Family Mortgage, AMT, GNMA-FNMA-FHLMC, 5.50%, 7/1/36, (Callable 1/1/15 @ 102)
0
762,104
1,477,864
0
565,000
565,000
Taos County, Educational Improvements, ETM, 3.88%, 10/1/11
0
584,685
584,685
0
365,000
1,365,000
University of New Mexico, Series A, FSA, 5.00%, 6/1/21, (Callable 6/1/17 @ 100)
0
386,958
1,447,118
     
    Total
0
5,162,035
5,162,035
New York - 3.2%
   
0
750,000
1,000,000
City of New York, Series E, GO, 5.00%, 8/1/16
0
814,230
1,085,640
1,500,000
0
1,500,000
Hempstead, NY IDA, Resource Recovery Refunding Revenue Bonds (Series 2001), 5.00% TOBs (American Ref-Fuel Co. of Hempstead), Mandatory Tender 6/1/2010
1,497,450
0
1,497,450
2,000,000
0
2,000,000
New York City, NY, UT GO Bonds (Fiscal 2007 Series A), 5.00%, 8/1/2022
2,082,880
0
2,082,880
1,250,000
0
1,250,000
New York State Environmental Facilities Corp., Clean Water & Drinking Water Revolving Funds Revenue Bonds (Series 2008A), 5.00%, 6/15/2022
1,341,825
0
1,341,825
0
0
1,000,000
New York State Housing Finance Agency, Economic Development and Housing, Series A, 5.00%, 9/15/23, (Callable 9/15/15 @ 100)
0
0
1,049,670
0
500,000
500,000
New York State Thruway Authority, Series A, 5.00%, 4/1/21
0
534,810
534,810
0
500,000
500,000
New York State Thruway Authority, Series A, 5.00%, 4/1/22
0
531,900
531,900
2,000,000
0
2,000,000
New York State Thruway Authority, Second General Highway & Bridge Trust Fund Revenue Bonds (Series 2007B), 5.00% (New York State Thruway Authority - Dedicated Highway & Bridge Trust Fund), 4/1/2023
2,116,080
0
2,116,080
     
     Total
7,038,235
1,880,940
8,919,175
North Carolina - 1.0%
   
665,000
0
665,000
Charlotte, NC, UT GO Bonds, 5.00%, 8/1/2017
740,810
0
740,810
1,000,000
0
1,000,000
North Carolina Eastern Municipal Power Agency, Power System Refunding Revenue Bonds (Series 2003A), 5.50%, 1/1/2012
1,050,290
0
1,050,290
1,000,000
0
1,000,000
North Carolina Eastern Municipal Power Agency, Refunding Revenue Bonds, 6.00% (AMBAC INS), 1/1/2018
1,117,360
0
1,117,360
     
     Total
2,908,460
0
2,908,460
Ohio - 5.1%
   
0
785,000
785,000
Berea, GO, 5.13%, 12/1/13
0
828,214
828,214
0
0
1,000,000
City of Columbus Sewer Revenue, 5.00%, 6/1/23, (Callable 12/1/17 @ 100)
0
0
1,062,900
2,000,000
0
2,000,000
Cleveland, OH Waterworks, Water Revenue Bonds (Series 2007P), 5.00%, 1/1/2017
2,188,160
0
2,188,160
0
915,000
915,000
County of Cuyahoga Capital Improvements, GO, 5.25%, 12/1/18, (Callable 12/1/14 @ 100)
0
995,630
995,630
1,000,000
0
1,000,000
Franklin County, OH Health Care Facilities, Improvement Revenue Bonds (Series 2005A), 5.00% (Ohio Presbyterian Retirement Services)/(Original Issue Yield: 5.10%), 7/1/2026
942,020
0
942,020
0
990,000
990,000
Housing Finance Agency, Residential Mortgage, AMT, FNMA-GNMA, 3.55%,3/1/10
0
996,781
996,781
0
995,000
995,000
Housing Finance Agency, Residential Mortgage, AMT, FNMA-GNMA, 3.70%, 3/1/11
0
994,413
994,413
0
500,000
500,000
Housing Finance Agency, Residential Mortgage, AMT, FNMA-GNMA, 4.00%,3/1/14
0
495,675
495,675
3,195,000
0
3,195,000
Lucas County, OH HDA, Hospital Refunding Revenue Bonds (Series 1996), 5.50% (ProMedica Healthcare Obligated Group)/(MBIA Insurance Corp. INS)/(Original Issue Yield: 5.75%), 11/15/2008
3,234,139
0
3,234,139
1,000,000
0
1,000,000
Montgomery County, OH, Revenue Bonds, 5.50% (Catholic Health Initiatives)/(United States Treasury PRF 9/1/2011@100), 9/1/2016
1,084,310
0
1,084,310
1,000,000
0
1,000,000
Ohio State Higher Educational Facilities Commission, Revenue Bonds, 5.00% (College of Wooster), 9/1/2020
1,037,660
0
1,037,660
0
435,000
435,000
State Economic Enterprise, Series 3,
AMT, 4.08%, 6/1/13
0
442,191
442,191
0
1,000,000
1,000,000
State of Ohio, Series 2007 1, FSA,
4.00%, 6/15/14
0
1,040,210
1,040,210
     
     Total
8,486,289
5,793,114
14,279,403
Oklahoma - 0.2%
         
0
445,000
445,000
Housing Finance Agency, Single Family
Housing, AMT, FNMA-FHLMC-GNMA,
4.25%, 9/1/25, (Callable 9/1/15 @ 100)
0
441,743
441,743
     
     Total
0
441,743
441,743
Oregon - 0.7%
         
0
1,775,000
1,775,000
State Department of Transportation, Series A, 5.25%, 11/15/16, (Prerefunded 11/15/14 @ 100)
0
1,986,527
1,986,527
     
     Total
0
1,986,527
1,986,527
Pennsylvania - 7.7%
   
1,725,000
0
1,725,000
Allegheny County, PA, HDA, Revenue Bonds (Series 2008A), 5.00% (UPMC Health System), 9/1/2018
1,785,065
0
1,785,065
1,680,000
0
1,680,000
Allegheny County, PA, UT GO Bonds (Series C-61), 4.00% (Assured Guaranty Corp. INS), 12/1/2016
1,723,512
0
1,723,512
0
1,000,000
1,000,000
Allegheny County Airport Authority,
AMT, FGIC, 5.00%, 1/1/16
0
999,340
999,340
0
1,000,000
1,000,000
Allegheny County Hospital Development Authority, University of Pittsburgh Medical Center, Series A, 5.00%, 9/1/17
0
1,052,080
1,052,080
2,550,000
0
2,550,000
(1)(2)Geisinger Authority, PA Health System, DRIVERs (Series 1834), 3.6118% (Geisinger Health System), 2/1/2015
1,387,965
0
1,387,965
0
250,000
250,000
Higher Educational Facilties Authority, Widener University, 3.60%, 7/15/11
0
250,578
250,578
0
405,000
405,000
Higher Educational Facilties Authority, Widener University, 3.75%, 7/15/12
0
404,680
404,680
0
1,175,000
1,175,000
Lehigh Northampton Airport Authority, AMT, MBIA, 5.00%, 1/1/19, (Callable 1/1/15 @ 100)
0
1,200,027
1,200,027
1,000,000
0
1,000,000
Pennsylvania Intergovernmental Coop Authority, Special Tax, 5.25% (FGIC INS), 6/15/2015
1,021,240
0
1,021,240
1,210,000
0
1,210,000
Pennsylvania State Higher Education Facilities Authority, Revenue Bonds (Series 2001A), 5.75% (UPMC Health System), 1/15/2012
1,289,243
0
1,289,243
1,200,000
0
1,200,000
Pennsylvania State Higher Education Facilities Authority, Revenue Bonds (Series 2004A), 5.00% (Philadelphia University), 6/1/2015
1,220,520
0
1,220,520
500,000
0
500,000
Pennsylvania State Higher Education Facilities Authority, Revenue Bonds, 5.50% (Philadelphia University), 6/1/2020
509,715
0
509,715
5,000,000
0
5,000,000
Philadelphia, PA Hospitals & Higher Education Facilities Authority, Health System Revenue Bonds (Series 1997A), 5.00% (Jefferson Health System)/(Original Issue Yield: 5.40%), 5/15/2012
5,055,800
0
5,055,800
2,000,000
0
2,000,000
Philadelphia, PA, Refunding UT GO Bonds (Series 2007A), 5.00% (FSA INS), 8/1/2019
2,148,660
0
2,148,660
415,000
0
415,000
Sayre, PA, Health Care Facilities Authority, Revenue Bonds (Series 2002A), 6.00% (Guthrie Healthcare System, PA), 12/1/2012
448,316
0
448,316
1,190,000
0
1,190,000
Sayre, PA, Health Care Facilities Authority, Revenue Bonds (Series 2002A), 6.00% (Guthrie Healthcare System, PA)/(United States Treasury PRF 12/1/2011@101), 12/1/2012
1,320,103
0
1,320,103
     
     Total
17,910,139
3,906,705
21,816,844
Puerto Rico - 1.6%
         
0
1,000,000
1,000,000
Commonwealth of Puerto Rico, Series A, GO, 5.25%, 7/1/22, (Callable 7/1/16 @ 100)
0
1,013,750
1,013,750
0
2,000,000
2,000,000
Commonwealth of Puerto Rico, Series
A, GO, 5.00%, 7/1/30, (Mandatory Put 7/1/12 @ 100)
0
2,005,760
2,005,760
0
1,500,000
1,500,000
Government Development Bank, Series
C, AMT, GO, 5.25%, 1/1/15
0
1,545,285
1,545,285
     
     Total
0
4,564,795
4,564,795
Rhode Island - 0.2%
   
625,000
0
625,000
Rhode Island Economic Development Corp., Revenue Note Obligations (2000 Senior Obligation Series), 5.75% (Providence Place Mall Project)/(Radian Asset Assurance INS), 7/1/2010
644,075
0
644,075
             
South Carolina - 1.1%
   
0
890,000
890,000
Anderson County School District No 2, Series B, GO, 6.00%, 3/1/13, (Prerefunded 3/1/10 @ 101)
0
953,626
953,626
2,000,000
0
2,000,000
South Carolina Jobs-EDA, Hospital Revenue Bonds (Series 2007A), 5.00% (Care Alliance Health Services d/b/a Roper St. Francis Healthcare)/(FSA INS), 8/15/2016
2,133,320
0
2,133,320
     
     Total
2,133,320
953,626
3,086,946
Tennessee - 2.1%
   
500,000
0
500,000
Clarksville, TN Natural Gas Acquisition Corp., Gas Revenue Bonds (Series 2006), 5.00%, 12/15/2021
461,980
0
461,980
0
1,100,000
1,100,000
Housing Development Agency, Series A,
4.00%, 7/1/10
0
1,108,701
1,108,701
0
2,570,000
2,570,000
Metropolitan Nashville Airport
Authority, Series C, AMT, FGIC,
5.38%, 7/1/14, (Callable 7/1/08 @ 102)
0
2,622,659
2,622,659
500,000
0
500,000
Sullivan County, TN Health Educational & Housing Facilities Board, Hospital Revenue Bonds, 6.25% (Wellmont Health System)/(Escrowed In Treasuries COL), 9/1/2011
550,630
0
550,630
1,000,000
0
1,000,000
Sullivan County, TN Health Educational & Housing Facilities Board, Hospital Revenue Bonds, 6.25% (Wellmont Health System)/(Escrowed In Treasuries COL), 9/1/2012
1,120,440
0
1,120,440
     
     Total
2,133,050
3,731,360
5,864,410
Texas - 6.5%
   
1,000,000
0
1,000,000
Bell County, TX HFDC, Refunding Revenue Bonds, 5.375% (FSA INS), 12/1/2013
1,032,440
0
1,032,440
0
2,000,000
2,000,000
Dallas-Fort Worth International Airport Facilities Improvement Corp., Series A, AMT, XLCA, 5.00%, 11/1/15, (Callable 11/1/09 @ 100)
0
2,007,180
2,007,180
0
1,500,000
1,500,000
Lower Colorado River Authority, Revenue Bonds, 5.75%, 5/15/28
0
1,580,580
1,580,580
2,000,000
0
2,000,000
North Central Texas HFDC, Hospital Refunding Revenue Bonds (Series 2002), 5.50% (Children’s Medical Center of Dallas)/(AMBAC INS), 8/15/2017
2,122,280
0
2,122,280
0
1,000,000
1,000,000
North Texas Tollway Authority, Series A, 6.00%, 1/1/23
0
1,085,610
1,085,610
335,000
0
335,000
Sabine River Authority, TX, PCR Refunding Bonds (Series 2006), 4.95% (Southwestern Electric Power Co.)/(MBIA Insurance Corp. INS), 3/1/2018
337,348
0
337,348
1,000,000
0
1,000,000
San Antonio, TX Water System, Refunding Revenue Bonds (Series 2002), 5.50% (FSA INS), 5/15/2016
1,080,180
0
1,080,180
2,505,000
0
2,505,000
San Antonio, TX, Tax & Revenue Certificates of Obligation (Series 2007), 5.00%, 8/1/2019
2,713,166
0
2,713,166
0
1,000,000
1,000,000
Spring Independent School District,
Series A, GO, PSF, W/I, 5.00%, 8/15/16
0
1,100,050
1,100,050
0
0
1,000,000
State Public Finance Authority, Series A, ACA, 5.00%, 2/15/28, (Callable 2/15/14 @ 100)
0
0
857,390
2,500,000
0
2,500,000
Texas Municipal Gas Acquisition & Supply Corp. I, Senior Lien Gas Supply Revenue Bonds (Series 2006B), 2.576%, 12/15/2026
1,875,000
0
1,875,000
0
500,000
500,000
Texas Municipal Power Agency, AMBAC,
4.00%, 9/1/12, (Callable 3/3/08 @ 100)
0
500,320
500,320
2,000,000
0
2,000,000
Texas State Transportation Commission, Mobility Fund Revenue Bonds (Series 2007), 4.75% (Texas State), 4/1/2025
2,055,100
0
2,055,100
0
1,000,000
1,000,000
White Settlement Independent School
District, GO, PSF, 4.50%, 8/15/15
0
755,170
755,170
     
    Total
11,215,514
7,028,910
18,244,424
Utah - 1.1%
   
1,000,000
0
1,000,000
Intermountain Power Agency, UT, Subordinated Power Supply Refunding Revenue Bonds (Series 2008A), 5.25%, 7/1/2020
1,040,400
0
1,040,400
1,050,000
0
1,050,000
Salt Lake County, UT Municipal Building Authority, Refunding Revenue Bonds (Series 2001), 5.20% (United States Treasury PRF 10/15/2011@100)/(Original Issue Yield: 5.33%), 10/15/2020
1,131,711
0
1,131,711
1,000,000
0
1,000,000
Utah County, UT IDA, Environmental Improvement Revenue Bonds, 5.05% TOBs (Marathon Oil Corp.), Mandatory Tender 11/1/2011
1,031,060
0
1,031,060
     
    Total
3,203,171
0
3,203,171
Virginia - 1.9%
   
0
2,000,000
2,000,000
City of Richmond, FGIC, GO, 5.38%,
7/15/13, (Prerefunded 7/15/11 @ 101)
0
2,178,980
2,178,980
2,000,000
0
2,000,000
Greater Richmond Convention Center Authority, VA, Hotel Tax Revenue Bonds, 5.50% (Convention Center Expansion Project), 6/15/2008
2,002,600
0
2,002,600
1,000,000
0
1,000,000
Tobacco Settlement Financing Corp., VA, Revenue Bonds, 5.25% (United States Treasury PRF 6/1/2012@100)/(Original Issue Yield: 5.301%), 6/1/2019
1,059,390
0
1,059,390
     
    Total
3,061,990
2,178,980
5,240,970
Washington - 3.0%
   
1,000,000
0
1,000,000
Clark County, WA School District No. 114 Evergreen, UT GO Refunding Bonds (Series 1999), 5.25%, 6/1/2015
1,032,420
0
1,032,420
0
2,485,000
2,485,000
Grant County Public Utility District No 2 Priest Rapids, Series H, FSA, 5.00%, 1/1/11
0
2,623,663
2,623,663
0
2,000,000
2,000,000
King County School District No 415
Kent, Series A, GO, 5.55%, 12/1/11
0
2,175,480
2,175,480
2,000,000
0
2,000,000
North Thurston, WA Public Schools, UT GO Bonds (Series 2007), 5.00% (MBIA Insurance Corp. INS), 12/1/2021
2,129,300
0
2,129,300
0
425,000
425,000
Yakima County, AMBAC, GO, 5.25%,
12/1/16, (Callable 12/1/12 @ 100)
0
452,213
452,213
       
3,161,720
5,251,356
8,413,076
             
Wisconsin - 1.4%
   
1,000,000
0
1,000,000
Milwaukee County, WI, (Series A), 5.00%, 10/1/2016
1,055,900
0
1,055,900
1,000,000
0
1,000,000
Sheboygan, WI, PCR Refunding Bonds (Series 2006B), 5.00% (Wisconsin Power & Light Co.)/(FGIC INS), 9/1/2015
1,007,610
0
1,007,610
980,000
0
980,000
Wisconsin State HEFA, Refunding Revenue Bonds, 6.00% (Wheaton Franciscan HealthCare)/(United States Treasury PRF 2/15/2012@101), 8/15/2014
1,091,906
0
1,091,906
1,000,000
0
1,000,000
Wisconsin State HEFA, Revenue Bonds (Series 2005), 5.10% (Vernon Memorial Healthcare, Inc.)/(Original Issue Yield: 5.15%), 3/1/2025
911,530
0
911,530
     
    Total
4,066,946
0
4,066,946
     
    Total Municipal Bonds (identified cost $275,714,143)
146,904,466
130,513,428
277,417,894
SHORT TERM MUNICIPALS - 3.6%
     
Alaska - 0.5%
   
1,500,000
0
1,500,000
Valdez, AK Marine Terminal, (Series 2003A) Daily VRDNs (BP Pipelines (Alaska) Inc.)/(GTD by BP PLC), 1.300%, 6/2/2008
1,500,000
0
1,500,000
             
Illinois - 0.2%
         
0
610,000
610,000
Lake Zurich Rose Road LLC Project, AMT, 2.60%, 6/1/08, (LOC: JP Morgan, Inc.)
0
610,000
610,000
             
             
Michigan - 0.4%
     
0
1,000,000
1,000,000
Michigan Technical University, Series A, AMBAC, 5.00%, 6/6/08
0
1,000,000
1,000,000
             
Missouri - 0.9%
         
2,600,000
0
2,600,000
University of Missouri, (Series 2000) Daily VRDNs, 1.400%, 6/2/2008
2,600,000
0
2,600,000
             
Utah - 0.9%
   
2,500,000
0
2,500,000
Weber County, UT, (Series 20000C) Daily VRDNs (IHC Health Services, Inc.), 1.400%, 6/2/2008
2,500,000
0
2,500,000
     
Virginia - 0.7%
   
1,900,000
0
1,900,000
Roanoke, VA IDA, (Series 2005A-1) Daily VRDNs (Carilion Health System Obligated Group)/(FSA INS)/(Wachovia Bank N.A. LIQ), 1.300%, 6/2/2008
1,900,000
0
1,900,000
 
Total Short Term Investments (at cost)
8,500,000
1,610,000
10,110,000
MONEY MARKETS - 1.2%
         
0
111
111
AIM TFIT Tax-Free Cash Reserve
Portfolio, Class C
0
111
111
0
3,402,386
3,402,386
Dreyfus Tax Exempt Cash Management
0
3,402,386
3,402,386
0
23,291
23,291
Goldman Sachs Financial Square
Tax-Free Money Market Fund
0
23,291
23,291
0
81
81
Merrill Lynch Institutional
Tax-Exempt Fund
0
81
81
     
Total Money Markets (at cost)
0
3,425,869
3,425,869
     
Total Investments -102.3% (identified cost $289,250,012)
155,404,466
135,549,297
290,953,763
     
Other Assets and Liabilities - (2.3)%(4)
(8,627,955)
205,306
(8,422,649)
     
Total Net Assets - 100.0%
$146,776,511
$135,754,603
$282,531,114


(1) Denotes a restricted security that either: (a) cannot be offered for public sale without first being registered, or being able to take advantage of an exemption from registration, under the Securities Act of 1933; or (b) is subject to a contractual restriction on public sales. At May 31, 2008, this restricted security amounted to $1,387,965 which represented 0.5% of total net assets.

(2) Denotes a restricted security that may be resold without restriction to “qualified institutional buyers” as defined in Rule 144A under the Securities Act of 1933 and that the Fund has determined to be liquid under criteria established by the Fund’s Board of Trustees. At May 31, 2008, this liquid restricted security amounted to $1,387,965 which represented 0.5% of total net assets.

(3) Current rate and next reset date shown for Variable Rate Demand Notes.

(4) Assets, other than investments in securities, less liabilities. See Statement of Assets and Liabilities.

Note: The categories of investments are shown as a percentage of total net assets ($282,531,114) at May 31, 2008.

The following acronym is used throughout this portfolio:
ACA
—American Capital Access Holding, Ltd.
AMBAC
—American Municipal Bond Assurance Corporation
AMT
—Alternative Minimum Tax Paper
COL
—Collateralized
COPs
—Certificates of Participation
DRIVERs
—Derivative Inverse Tax-Exempt Receipts
EDA
—Economic Development Authority
ETM
—Escrowed to Maturity
FGIC
—Financial Guaranty Insurance Company
FHLMC
—Federal Home Loan Mortgage Corporation
FSA
—Financial Security Assurance
GNMA
—Government National Mortgage Association
GO
—General Obligation
GTD
—Guaranteed
HDA
—Hospital Development Authority
HEFA
—Health and Education Facilities Authority
HFA
—Housing Finance Authority
HFDC
—Health Facility Development Corporation
IDA
—Industrial Development Authority
IDB
—Industrial Development Bond
IDRBs
—Industrial Development Revenue Bonds
INS
—Insured
LIQ
—Liquidity Agreement
LOC
—Letter of Credit
LT
—Limited Tax
PCR
—Pollution Control Revenue
PCRBs
—Pollution Control Revenue Bonds
PRF
—Prerefunded
SFM
—Single Family Mortgage
TOBs
—Tender Option Bonds
UT
—Unlimited Tax
VRDNs
—Variable Rate Demand Notes
W/I
—When Issued


(See Notes to Pro Forma Financial Statements)



Federated Intermediate Municipal Trust
Fifth Third Intermediate Municipal Bond Fund
Pro Forma Combining Statements of Assets & Liabilities
May 31, 2008 (unaudited)

                   
   
Federated
 
Fifth Third
         
   
Intermediate
 
Intermediate
         
   
Municipal
 
Municipal
 
Pro Forma
 
Proforma
 
   
Trust
 
Bond Fund
 
Adjustment
 
Combined
 
Assets:
                 
Investments in securities, at value
 
$155,404,466
 
$135,549,297
 
$0
 
$290,953,763
 
Cash
 
3,793
 
0
 
0
 
3,793
 
Income receivable
 
1,924,733
 
1,934,794
 
0
 
3,859,527
 
Receivable for investments sold
 
160,000
 
0
 
0
 
160,000
 
Receivable for shares sold
 
35,082
 
0
 
0
 
35,082
 
Prepaid expenses
 
0
 
16,250
 
0
 
16,250
 
     Total assets
 
157,528,074
 
137,500,341
 
0
 
295,028,415
 
Liabilities:
                 
Payable for investments purchased
 
 
9,999,445
 
 
1,576,770
 
 
0
 
 
11,576,215
 
Payable for shares redeemed
 
348,271
 
7,482
 
0
 
355,753
 
Income distribution payable
 
325,510
 
0
 
0
 
325,510
 
Payable to Advisor and affiliates
 
0
 
103,489
 
0
 
103,489
 
Payable for Directors’/Trustees fees
 
 
403
 
 
3,097
 
 
0
 
 
3,500
 
Payable for distribution and administrative services fee
 
 
0
 
 
24,269
 
 
0
 
 
24,269
 
Payable for shareholder services fees
 
 
22,265
 
 
0
 
 
0
 
 
22,265
 
Accrued expenses
 
55,669
 
30,631
 
0
 
86,300
 
     Total liabilities
 
10,751,563
 
1,745,738
 
0
 
12,497,301
 
Net Assets
 
$146,776,511
 
$135,754,603
 
$0
 
$282,531,114
 
Net Assets Consist of:
                 
Paid-in capital
 
$155,035,886
 
$132,714,501
 
$0
 
$287,750,387
 
Net unrealized appreciation (depreciation) of investments
 
 
(958,725)
 
 
2,662,476
 
 
0
 
 
1,703,751
 
Accumulated net realized gain (loss) on investments
 
 
(7,300,542)
 
 
330,018
 
 
0
 
 
(6,970,524)
 
Undistributed (distributions in excess of ) net investment income
 
 
(108)
 
 
47,608
 
 
0
 
 
47,500
 
     Total Net Assets
 
$146,776,511
 
$135,754,603
 
$0
 
$282,531,114
 
Net Asset Value, Offering Price and Redemption Proceeds Per Share
                 
                   
Net Assets
 
 
         
 
 
Class A Shares
 
$0
 
$1,737,420
 
$(1,737,420)
(a)
$0
 
Class B Shares
 
$0
 
$370,851
 
$(370,851)
(a)
$0
 
Class C Shares
 
$0
 
$98,521
 
$(98,521)
(a)
$0
 
Institutional Shares
 
$120,196,324
 
$133,547,811
 
$2,206,792
 
$255,950,927
 
Class Y Shares
 
$26,580,187
 
$0
 
$0
 
$26,580,187
 
Shares Outstanding
                 
Class A Shares
 
0
 
173,406
 
(173,406)
(a)
0
 
Class B Shares
 
0
 
37,048
 
(37,048)
(a)
0
 
Class C Shares
 
0
 
9,842
 
(9,842)
(a)
0
 
Institutional Shares
 
12,386,007
 
13,336,063
 
659,257
(a)
26,381,327
 
Class Y Shares
 
2,739,131
 
0
 
0
 
2,739,131
 
Net Asset Value Per Share
                 
Class A Shares
 
N/A
 
$10.02
 
0
 
N/A
 
Class B Shares
 
N/A
 
$10.01
 
0
 
N/A
 
Class C Shares
 
N/A
 
$10.01
 
0
 
N/A
 
Institutional Shares
 
$9.70
 
$10.01
 
0
 
$9.70
 
Class Y Shares
 
$9.70
 
N/A
 
0
 
$9.70
 
Offering Price Per Share
 
 
         
 
 
Class A Shares
 
N/A
 
$10.38
(b)
0
 
N/A
 
Class B Shares
 
N/A
 
$10.01
 
0
 
N/A
 
Class C Shares
 
N/A
 
$10.01
 
0
 
N/A
 
Institutional Shares
 
$9.70
 
$10.01
 
0
 
$9.70
 
Class Y Shares
 
$9.70
 
N/A
 
0
 
$9.70
 
Redemption Proceeds Per Share
 
 
         
 
 
Class A Shares
 
N/A
 
$10.02
 
0
 
N/A
 
Class B Shares
 
N/A
 
$9.51
(c)
0
 
N/A
 
Class C Shares
 
N/A
 
$9.91
(d)
0
 
N/A
 
Institutional Shares
 
$9.70
 
$10.01
 
0
 
$9.70
 
Class Y Shares
 
$9.70
 
N/A
 
0
 
$9.70
 
                   
                   
Investments, at identified cost
 
$156,363,191
 
$132,886,821
 
$0
 
$289,250,012
 

(a)
Adjustment to reflect share balance as a result of the combination.
(b)
Computation of offering price per share: 100/96.50 of net asset value.
(c)
Computation of redemption price per share: 95.00/100 of net asset value.
(d)
Computation of redemption price per share: 99.00/100 of net asset value.





(See Notes to Pro Forma Financial Statements)


Federated Intermediate Municipal Trust
Fifth Third Intermediate Municipal Bond Fund
Pro Forma Combining Statements of Operations
Year Ended May 31, 2008 (unaudited)

                   
     
Federated
 
Fifth Third
       
     
Intermediate
 
Intermediate
       
     
Municipal
 
Municipal
 
Pro Forma
 
Pro Forma
     
Trust
 
Bond Fund
 
Adjustment
 
Combined
Investment Income:
                 
Dividends
   
$0
 
$61,107
     
$61,107
Interest
   
7,480,174
 
6,184,748
     
13,664,922
     
7,480,174
 
6,245,855
     
13,726,029
                   
Expenses:
                 
Investment adviser fee
   
634,623
 
803,759
 
(219,207)
(a)
1,219,175
Administrative personnel and services fee
   
 
190,000
 
 
252,803
 
 
(204,454)
 
(b)
 
238,349
Custodian fees
   
6,463
 
14,248
 
(7,103)
(c)
13,608
Transfer and dividend disbursing agent fees and expenses
   
 
40,632
 
 
41,840
 
 
1,042
 
(d)
 
83,514
Directors'/Trustees' fees
   
14,381
 
13,061
 
(2,442)
(e)
25,000
Auditing fees
   
22,200
 
0
     
22,200
Legal fees
   
15,891
 
0
 
1,014
(f)
16,905
Portfolio accounting fees
   
72,164
 
48,893
 
(18,197)
(g)
102,860
Distribution services fee - Class A Shares
   
 
0
 
 
5,341
 
 
(5,341)
 
(h)
 
0
Distribution services fee - Class B Shares
   
 
0
 
 
2,601
 
 
(2,601)
 
(h)
 
0
Distribution services fee - Class C Shares
   
 
0
 
 
1,102
 
 
(1,102)
 
(h)
 
0
Shareholder services fee - Institutional Shares
   
 
230,651
 
 
0
 
 
252,173
 
(i)
 
482,824
Account administration fee - Institutional Shares
   
 
23,353
 
 
0
 
 
25,545
 
(j)
 
48,898
Administrative servicing fee - Class C Shares
   
 
0
 
 
35
 
 
(35)
 
(k)
 
0
Share registration costs
   
36,155
 
46,647
 
(37,797)
(l)
45,005
Printing and postage
   
25,716
 
0
 
3,696
(m)
29,412
Insurance premiums
   
5,161
 
0
 
339
(n)
5,500
Interest and trust expense
   
14,822
 
0
     
14,822
Miscellaneous
   
9,137
 
54,570
 
(48,707)
(o)
15,000
     Total expenses
   
1,341,349
 
1,284,900
 
(263,177)
 
2,363,072
Waivers, Reimbursement and Reductions:
                 
Waiver of investment adviser fee
   
(444,367)
 
0
 
(237,761)
(p)
(682,128)
Waiver/reimbursement from Advisor and/or affiliates
   
 
0
 
 
(308,909)
 
 
308,909
 
(q)
 
0
Waiver of administrative personnel and services fee
   
 
(33,414)
 
 
0
 
 
27,013
 
(r)
 
(6,401)
Waiver of distribution services fee - Class A Shares and Class B Shares
   
 
0
 
 
(2,524)
 
 
2,524
 
(s)
 
0
Reimbursement of shareholder services fee - Institutional Shares
   
 
(25,768)
 
 
0
 
 
(30,179)
 
(t)
 
(55,947)
Reduction of custodian fees
   
(379)
 
0
     
(379)
Total Waivers, Reimbursement and Reduction
   
 
(503,928)
 
 
(311,433)
 
 
70,506
 
 
(744,855)
     Net expenses
   
837,421
 
973,467
 
(192,671)
 
1,618,217
     Net investment income
   
6,642,753
 
5,272,388
 
192,671
 
12,107,812
Realized and Unrealized Gain (Loss) on Investments:
                 
Net realized gain (loss) on investments
   
 
(5,216,787)
 
 
55,637
     
 
(5,161,150)
Net change in unrealized appreciation/depreciation of investments
 
 
 
(2,943,555)
 
 
 
828,569
     
 
 
(2,114,986)
     Net realized and unrealized gain on investments
   
 
(8,160,342)
 
 
884,206
     
 
(7,276,136)
     Change in net assets resulting from operations
   
 
$(1,517,589)
 
 
$6,156,594
 
 
$192,671
 
 
$4,831,676


(See Notes to Pro Forma Financial Statements)







Federated Intermediate Municipal Trust
Fifth Third Intermediate Municipal Bond Fund
Notes to Pro Forma Financial Statements
For the Year Ended May 31, 2008 (unaudited)




Note 1. Description of the Fund

Federated Intermediate Municipal Trust (the “Federated Fund”) is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end, management investment company. For the purposes of these Pro Forma Financial Statements, the financial information covers the period from June 1, 2007 to May 31, 2008. The Federated Fund consists of two classes of shares: Class A Shares and Class Y Shares.

Fifth Third Intermediate Municipal Bond Fund (the “Fifth Third Fund”) is a series of Fifth Third Funds and are registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end, management investment company. The Fifth Third Fund consists of four classes of shares: Class A Shares, Class B Shares, Class C Shares and Institutional Shares.

Note 2. Basis of Combination

The accompanying unaudited Pro Forma Combining Portfolios of Investments, Statements of Assets and Liabilities and Statements of Operations (Pro Forma Financial Statements) reflect the accounts of the Federated Fund and the Fifth Third Fund (individually referred to as the “Fund”, or collectively as the “Funds”), for the year ended May 31, 2008. These statements have been derived from the books and records utilized in calculating daily net asset values at May 31, 2008.

The Pro Forma Financial Statements should be read in conjunction with the historical financial statements of the Federated Fund and the Fifth Third Fund which have been incorporated by reference in the Statement of Additional Information. The Funds follow generally accepted accounting principles in the United States of America applicable to management investment companies which are disclosed in the historical financial statements.

The Pro Forma Financial Statements give effect to the proposed exchange of assets of Class A Shares, Class B Shares, Class C Shares and Institutional Shares of the Fifth Third Fund for Institutional Shares of the Federated Fund. Under generally accepted accounting principles, the Federated Fund will be the surviving entity for accounting purposes with its historical cost of investment securities and results of operations being carried forward.

The Pro Forma Financial Statements have been adjusted to reflect the anticipated advisory fee arrangement for the surviving entity, if necessary. Certain other operating costs have also been adjusted to reflect anticipated expenses of the combined entity. Other costs which may change as a result of the reorganization are currently undeterminable.

For the year ended May 31, 2008, the Federated Fund and the Fifth Third Fund paid investment advisory fees computed at the annual rate of 0.40% and 0.55%, respectively as a percentage of average daily net assets.

All costs with respect to the exchange will be borne by Federated Investors, Inc. and Fifth Third Asset Management, Inc. and their affiliates.

Note 3. Portfolio Valuation

For the Federated Fund:
Investment Valuation
In calculating its net asset value (NAV), each Fund generally values investments as follows:
■ Fixed-income securities acquired with remaining maturities greater than 60 days are fair valued using price evaluations provided by a pricing service approved by the Board of Trustees (the “Trustees”).
■ Fixed-income securities acquired with remaining maturities of 60 days or less are valued at their cost (adjusted for the accretion of any discount or amortization of any premium).
■ Derivative contracts listed on exchanges are valued at their reported settlement or closing price.
■ Over-the-counter (OTC) derivative contracts are fair valued using price evaluations provided by a pricing service approved by the Trustees.
■ Shares of other mutual funds are valued based upon their reported NAVs.
If the Fund cannot obtain a price or price evaluation from a pricing service for an investment, the Fund may attempt to value the investment based upon the mean of bid and asked quotations or fair value the investment based on price evaluations, from one or more dealers. If any price, quotation, price evaluation or other pricing source is not readily available when the NAV is calculated, the Fund uses the fair value of the investment determined in accordance with the procedures described below. There can be no assurance that the Fund could purchase or sell an investment at the price used to calculate the Fund’s NAV.

Fair Valuation and Significant Events Procedures
The Trustees have authorized the use of pricing services to provide evaluations of the current fair value of certain investments for purposes of calculating the NAV. Factors considered by pricing services in evaluating an investment include the yields or prices of investments of comparable quality, coupon, maturity, call rights and other potential prepayments, terms and type, reported transactions, indications as to values from dealers, and general market conditions. Some pricing services provide a single price evaluation reflecting the bid-side of the market for an investment (a “bid” evaluation). Other pricing services offer both bid evaluations and price evaluations indicative of a price between the prices bid and asked for the investment (a “mid”evaluation). The Fund normally uses bid evaluations for U.S. Treasury and Agency securities, mortgage-backed securities and municipal securities. The Fund normally uses mid evaluations for other types of fixed-income securities and OTC derivative contracts. In the event that market quotations and price evaluations are not available for an investment, the fair value of the investment is determined in accordance with procedures adopted by the Trustees. The Trustees also have adopted procedures requiring an investment to be priced at its fair value whenever the Adviser determines that a significant event affecting the value of the investment has occurred between the time as of which the price of the investment would otherwise be determined and the time as of which the NAV is computed. An event is considered significant if there is both an affirmative expectation that the investment’s value will change in response to the event and a reasonable basis for quantifying the resulting change in value.

Examples of significant events that may occur after the close of the principal market on which a security is traded, or after the time of a price evaluation provided by a pricing service or a dealer, include:
■ With respect to price evaluations of fixed-income securities determined before the close of regular trading on the NYSE, actions by the Federal Reserve Open Market Committee and other significant trends in U.S. fixed-income markets;
■ Political or other developments affecting the economy or markets in which an issuer conducts its operations or its securities are traded; and
■ Announcements concerning matters such as acquisitions, recapitalizations, litigation developments, a natural disaster affecting the issuer’s operations or regulatory changes or market developments affecting the issuer’s industry.
The Fund may seek to obtain more current quotations or price evaluations from alternative pricing sources. If a reliable alternative pricing source is not available, the Fund will determine the fair value of the investment using another method approved by the Trustees.

For the Fifth Third Fund:
Investment Valuation
Portfolio securities listed or traded on domestic securities exchanges or the NASDAQ/NMS, including American Depositary Receipts (“ADR”), are valued at the closing price on the exchange or system where the security is principally traded. If there have been no sales for that day on any exchange or system, a security is valued at the mean between the closing bid and asked quotes on the exchange or system where the security is principally traded, or at the NASDAQ Official Closing Price (“NOCP”), if applicable. Securities in International Equity listed or traded on non-domestic exchanges are valued at the closing price on the exchanges on which they trade. Corporate debt securities and debt securities of U.S. government issuers (other than short-term investments maturing in 60 days or less), including municipal securities, are valued at fair value on the basis of the closing bid as supplied by an independent pricing service approved by the Board of Trustees (“Trustees”) or valuations provided by dealers. Short-term investments maturing in 60 days or less are valued at either amortized cost, which approximates market value, or at original cost, which, combined with accrued interest, approximates market value. Investments in open-end investment companies are valued at net asset value as reported by such investment companies.
Investments for which such quotations are not readily available, or quotations which appear suspect, are valued at fair value as determined in good faith by the investment adviser’s Pricing Committee under the direction of the Trustees.

Note 4. Shares of Beneficial Interest

The Pro Forma Institutional Shares net asset value per share assumes the issuance of 13,995,320 Institutional Shares of the Federated Fund in exchange for 173,406 Class A Shares, 37,048 Class B Shares, 9,842 Class C Shares and 13,336,063 Institutional Shares of the Fifth Third Fund which would have been outstanding at May 31, 2008 in connection with the proposed reorganization, assuming the two Funds had been combined as of such date.

Note 5. Federal Income Taxes

Each Fund has elected to be taxed as a “regulated investment company” under the Internal Revenue Code. After the acquisition, Federated InterContinental Fund intends to continue to qualify as a regulated investment company, if such qualification is in the best interests of its shareholders, by complying with the Subchapter M provision of the Internal Revenue Code and to distribute to shareholders each year substantially all of its income. Accordingly, no provision for federal income tax is necessary.

The proposed acquisition would result in a tax-free transfer of assets from the Fifth Third Fund to the Federated Fund.

The identified cost of investments for the funds is substantially the same for both financial accounting and federal income tax purposes. The tax cost of investments will remain unchanged for the combined fund.

Note 6. Pro Forma Adjustments

(a) Federated Investment Management Company is the Federated Fund’s investment adviser (the “Adviser”). The advisory agreement between the Federated Fund and the Adviser provides for an annual fee equal to 0.40% of the Fund’s average daily net assets. Fifth Third Asset Management, Inc. (FTAM) is the Fifth Third Fund’s investment adviser. The advisory agreement between the Fifth Third Fund and the Adviser provides for an annual fee equal to 0.55% of the Fund’s average daily net assets.

An adjustment to the combined investment adviser fee reflects the fee structure of the Federated Fund on the average daily net assets of the Federated Fund Pro Forma Combined.
 
(b) Federated Administrative Services (FAS), under the Administrative Services Agreement, provides the Federated Fund with certain administrative personnel and services necessary to operate the Fund. The fee paid to FAS is based on the average aggregate daily net assets of certain Federated funds. The administrative fee received during any fiscal year shall be at least $150,000 per portfolio and $40,000 per each additional class of Shares. FTAM is the Fifth Third Fund’s administrator. The fee paid to FTAM is based on the average aggregate daily net assets of the Fifth Third Funds, subject to an annual $20,000 minimum fee. An adjustment to the combined administrative personnel and services fee reflects the fee structure of the Federated Fund on the average daily net assets of Federated Fund Pro Forma Combined.

(c) Adjustment to reflect custodian fees based upon the current expense structure for the Federated Fund Pro Forma Combined Fund and resulting from the combining of two Funds into one.

(d) Adjustment to reflect transfer and dividend disbursing agent fees and expenses based upon the current expense structure for the Federated Fund Pro Forma Combined Fund and resulting from combining two Funds into one.

(e) Adjustment to reflect directors’/trustees’ fees based upon the current expense structure for the Federated Fund Pro Forma Combined Fund and resulting from combining two Funds into one.

(f) Adjustment to reflect legal fees based upon the current expense structure for the Federated Fund Pro Forma Combined Fund. The Fifth Third Fund did not historically break out legal fees separately.

(g) Adjustment to reflect portfolio accounting fees based upon the current expense structure for the Federated Fund Pro Forma Combined Fund and resulting from combining two Funds into one.

(h) The Fifth Third Fund has adopted a Distribution Plan (the “Plan”) pursuant to Rule 12b-1 under the Act. FTAM Funds Distributor, Inc. is the Fund’s distributor/principal underwriter (the “Distributor”). Under the terms of the Plan, the Fund will compensate the Distributor from the net assets of the Fund’s Class A, Class B and Class C shares to finance activities intended to result in the sales of the Fund’s shares. The Plan provides that the Fund will incur fees accrued daily and paid monthly to the Distributor at annual rates up to that shown below based on average daily net assets of the respective classes in the Plan. The Distributor has voluntarily agreed to limit the expenses of the Fund’s Class B Shares by way of waiving a portion of the Distribution and/or Servicing Fee. The Distribution/Servicing Fee for the Fifth Third Funds is 0.25%, 1.00% and 0.75% for Class A Shares, Class B Shares and Class C Shares based on the average daily net assets of each class. The Distributor has agreed to waive 0.75% of its fee for Class B Shares. Adjustment to reflect the distribution services fee structure of the Federated Fund Pro Forma Combined. The Federated Fund does not charge a distribution services fee for Institutional Shares.

(i) Under the terms of a Shareholder Services Agreement, the Federated Fund may pay fees up to 0.25% of the average daily net assets of Fund’s Class A Shares to financial intermediaries or to Federated Shareholder Services Company (FSSC). Adjustment is to apply the expense structure of the Federated Fund to the average daily net assets of Federated Fund Pro Forma Combined. Adjustment to reflect the shareholder services fee structure of the Federated Fund Pro Forma Combined.

(j) Adjustment to account administration fee based upon the current expense structure for the Federated Fund Pro Forma Combined.

(k) The Fifth Third Fund has an Administrative Servicing Agreement with the Distributor with respect to the Class C Shares. Under the Agreement, certain administrative services, including those relating to the maintenance of shareholder accounts, were provided to these shareholders during the year. The Distributor receives fees of up to 0.25% for Class C Shares based on the average daily net assets of that class. Adjustment to reflect the administrative services fee structure of the Federated Fund Pro Forma Combined. The Federated Fund does not charge an administrative services fee.

(l) Adjustment to share registration costs based upon the current expense structure for the Federated Fund Pro Forma Combined Fund and resulting from combining two Funds into one.

(m) Adjustment to printing and postage based upon the current expense structure for the Federated Fund Pro Forma Combined Fund. The Fifth Third Fund did not historically break out printing and postage separately.

(n) Adjustment to insurance premiums based upon the current expense structure for the Federated Fund Pro Forma Combined Fund and resulting from combining two Funds into one.

(o) Adjustment to miscellaneous expense based upon the current expense structure for the Federated Fund Pro Forma Combined Fund and resulting from combining two Funds into one.

(p) Each Fund’s Adviser may voluntarily choose to waive any portion of its fee. This voluntary waiver can be terminated at any time. Adjustment reflects the fee structure of the Federated Fund on the average daily net assets of Federated Fund Pro Forma Combined.

(q) Adjustment reflects the fee structure of the Federated Fund on the average daily net assets of Federated Fund Pro Forma Combined. The Federated Fund does not combine waivers and/or reimbursements by affiliates.

(r) Adjustment to reflect the voluntary waiver of administrative personnel and services fees for the Federated Fund Pro Forma Combined Fund.

(s) Adjustment to reflect elimination of waiver of distribution services fee for Class A Shares and Class B Shares since these classes are not available in the Federated Fund Pro Forma Combined.

(t) Adjustment reflects the voluntary reimbursement of distribution services fee for Institutional Shares for the Federated Fund Pro Forma Combined.





PRO FORMA FINANCIAL STATEMENTS FOR THE YEAR ENDED FEBRUARY 29, 2008 (UNAUDITED)

INTRODUCTION

The accompanying unaudited Pro Forma Combining Portfolios of Investments, Statements of Assets and Liabilities and Statements of Operations (Pro Forma Financial Statements) reflect the accounts of Federated Michigan Intermediate Municipal Trust and Fifth Third Michigan Municipal Bond Fund (individually referred to as the “Fund” or collectively as the “Funds”), for the year ended February 29, 2008. For the purposes of these Pro Forma Financial Statements, the financial information covers the period from March 1, 2007 to February 29, 2008. These statements have been derived from the books and records utilized in calculating daily net asset values at February 29, 2008.
 
The Pro Forma Financial Statements give effect to the proposed exchange of assets of Class A Shares, Class B Shares, Class C Shares and Institutional Shares of Fifth Third Michigan Municipal Bond Fund for Class A Shares of Federated Michigan Intermediate Municipal Trust. Under generally accepted accounting principles, Federated Michigan Intermediate Municipal Trust will be the surviving entity for accounting purposes with its historical cost of investment securities and results of operations being carried forward.

The Pro Forma Financial Statements have been adjusted to reflect the anticipated advisory fee arrangement for the surviving entity. Certain other operating costs have also been adjusted to reflect anticipated expenses of the combined entity. Other costs which may change as a result of the reorganization are currently undeterminable.


Federated Michigan Intermediate Municipal Trust
     
Fifth Third Michigan Municipal Bond
     
Pro Forma Combining Portfolio of Investments
     
February 29, 2008 (unaudited)
       
             
Federated
     
Federated
   
Michigan
Fifth Third
   
Michigan
Fifth Third
 
Intermediate
Michigan
   
Intermediate
Michigan
 
Municipal
Municipal
Pro Forma
 
Municipal
Municipal
Pro Forma
Trust
Bond
Combined
 
Trust
Bond
Combined
             
 
Principal
         
 
Amount
     
Value
 
MUNICIPAL BONDS - 97.9%
       
Michigan - 97.7%
         
$1,000,000
0
$1,000,000
Allendale, MI Public School District, UT GO Bonds, 5.00% (FSA INS), 5/1/2021
$1,012,190
$0
$1,012,190
500,000
0
500,000
Anchor Bay, MI School District, Refunding UT GO Bonds (Series III), 5.50% (GTD by Q-SBLF), 5/1/2014
537,475
0
537,475
1,000,000
0
1,000,000
Anchor Bay, MI School District, Refunding UT GO Bonds (Series III), 5.50% (GTD by Q-SBLF), 5/1/2017
1,075,350
0
1,075,350
365,000
0
365,000
Anchor Bay, MI School District, School Building & Site UT GO Bonds (Series II), 6.125% (FGIC INS), 5/1/2011
397,091
0
397,091
1,070,000
0
1,070,000
Anchor Bay, MI School District, UT GO Bonds (Series 1999I), 5.75% (United States Treasury PRF 5/1/2009@100)/(Original Issue Yield: 5.80%), 5/1/2014
1,106,359
0
1,106,359
0
880,000
880,000
Ann Arbor MI Water Supply System, 5.00% , 2/1/2010
0
912,340
912,340
1,300,000
0
1,300,000
Ann Arbor, MI Public School District, School Building & Site UT GO Bonds, 5.00% (MBIA Insurance Corp. INS), 5/1/2019
1,339,741
0
1,339,741
1,125,000
0
1,125,000
Armada, MI Area Schools, School Building & Site UT GO Bonds, 5.00% (MBIA Insurance Corp. INS), 5/1/2021
1,139,119
0
1,139,119
1,060,000
0
1,060,000
Armada, MI Area Schools, School Building & Site UT GO Bonds, 5.00% (MBIA Insurance Corp. INS), 5/1/2023
1,055,463
0
1,055,463
0
800,000
800,000
Avondale School District, GO, Q-SBLF, 5.00%, 5/1/2010
0
835,000
835,000
1,000,000
0
1,000,000
Battle Creek, MI School District, School Building & Site UT GO Bonds, 5.00% (FSA INS), 5/1/2013
1,071,190
0
1,071,190
1,000,000
0
1,000,000
Battle Creek, MI School District, School Building & Site UT GO Bonds, 5.00% (FSA INS), 5/1/2022
1,002,120
0
1,002,120
2,000,000
0
2,000,000
Bay City, MI School District, School Building & Site UT GO Bonds (Series 2006), 5.00% (FSA INS), 5/1/2014
2,146,760
0
2,146,760
1,090,000
0
1,090,000
Boyne City, MI Public School District, UT GO Bonds, 5.60% (United States Treasury PRF 5/1/2009@100)/(Original Issue Yield: 5.70%), 5/1/2014
1,125,163
0
1,125,163
1,000,000
0
1,000,000
Brandon School District, MI, UT GO School Building and Site Bonds, 5.00% (FSA INS), 5/1/2019
1,029,880
0
1,029,880
1,215,000
0
1,215,000
Bridgeport Spaulding, MI Community School District, UT GO Bonds, 5.50% (GTD by Q-SBLF), 5/1/2015
1,306,064
0
1,306,064
0
220,000
220,000
Calumet Laurium & Keweenah Public Schools, FSA, GO, W/I, 3.75%, 5/1/2013
0
224,024
224,024
0
455,000
455,000
Calumet Laurium & Keweenah Public Schools, FSA, GO, W/I, 4.00%, 5/1/2014
0
466,721
466,721
0
100,000
100,000
Canton Charter Township Capital Improvements, FSA, GO, WI, 5.00%, 4/1/2014
0
107,460
107,460
1,245,000
0
1,245,000
Charlevoix, MI Public School District, Refunding UT GO Bonds, 5.25% (GTD by Q-SBLF), 5/1/2016
1,321,045
0
1,321,045
0
500,000
500,000
Chippewa Valley Schools, FSA, GO, VA, Q-SBLF, 5.00%, 5/1/2014
0
537,460
537,460
1,905,000
0
1,905,000
Chippewa Valley, MI Schools, UT GO School Building & Site Bonds, 5.00% (FSA INS), 5/1/2019
1,960,359
0
1,960,359
0
1,000,000
1,000,000
Clarkston Community Schools, FSA-CR, GO, 5.25%, 5/1/2029, (Prerefunded 5/1/13 @ 100)
0
1,084,300
1,084,300
0
515,000
515,000
Coldwater Electric, AMT, XLCA, 4.50%, 8/1/2011
0
530,548
530,548
0
570,000
570,000
Coldwater Electric, AMT, XLCA, 4.50%, 8/1/2013
0
584,546
584,546
1,400,000
0
1,400,000
Coopersville, MI Public Schools, School Building & Site UT GO Bonds, 5.00% (FSA INS), 5/1/2021
1,415,540
0
1,415,540
1,250,000
0
1,250,000
Coopersville, MI Public Schools, School Building & Site UT GO Bonds, 5.00% (FSA INS), 5/1/2022
1,252,412
0
1,252,412
1,000,000
0
1,000,000
Cornell Township MI, Economic Development Corp., Refunding Revenue Bonds, 5.875% (MeadWestvaco Corp.)/(United States Treasury PRF 5/1/2012@100), 5/1/2018
1,090,060
0
1,090,060
0
1,500,000
1,500,000
Detroit Sewer Disposal, MBIA, 5.50%, 7/1/2016
0
1,633,470
1,633,470
0
1,000,000
1,000,000
Detroit Water Supply System, Series A, FSA, 5.00%, 7/1/2015
0
1,065,490
1,065,490
1,000,000
0
1,000,000
Detroit, MI Water Supply System, Senior Lien Revenue Bonds (Series 1999A), 5.75% (United States Treasury PRF 1/1/2010@101)/(Original Issue Yield: 5.84%), 7/1/2019
1,057,520
0
1,057,520
2,000,000
0
2,000,000
Detroit, MI Water Supply System, Senior Lien Revenue Bonds (Series 2006A), 5.00% (FSA INS), 7/1/2018
2,074,400
0
2,074,400
0
2,000,000
2,000,000
Detroit, MI, Convention Facility Revenue, 5.00%, 9/30/2008
0
2,023,280
2,023,280
1,335,000
0
1,335,000
Detroit, MI, Refunding UT GO Bonds, 5.75% (FSA INS), 4/1/2010
1,404,046
0
1,404,046
1,000,000
0
1,000,000
Detroit, MI, UT GO Bonds (Series 1999A), 5.00% (FSA INS)/(Original Issue Yield: 5.16%), 4/1/2019
1,013,560
0
1,013,560
1,000,000
0
1,000,000
Detroit, MI, UT GO Bonds, (Series A-1), 5.375% (MBIA Insurance Corp. INS), 4/1/2017
1,050,970
0
1,050,970
1,120,000
0
1,120,000
Detroit, MI, UT GO Bonds, (Series B), 5.00% (FSA INS), 4/1/2015
1,199,923
0
1,199,923
1,000,000
0
1,000,000
Detroit/Wayne County, MI Stadium Authority, Revenue Bonds, 5.25% (FGIC INS)/(Original Issue Yield: 5.55%), 2/1/2011
1,011,580
0
1,011,580
1,000,000
0
1,000,000
Dickinson County, MI Economic Development Corp., Refunding Environmental Improvement Revenue Bonds (Series 2002A), 5.75% (International Paper Co.), 6/1/2016
1,011,920
0
1,011,920
2,000,000
0
2,000,000
Dickinson County, MI Economic Development Corp., Refunding PCRBs (Series 2004A), 4.80% (International Paper Co.), 11/1/2018
1,843,240
0
1,843,240
1,925,000
0
1,925,000
East Grand Rapids, MI Public School District, Refunding UT GO Bonds (Series 2001), 5.50% (GTD by Q-SBLF), 5/1/2019
2,023,002
0
2,023,002
0
250,000
250,000
Essexville-Hampton Public Schools, FSA, GO, W/I, 4.00%, 5/1/2014
0
256,440
256,440
0
330,000
330,000
Fremont Public School District, FSA, GO, W/I, 3.25%, 5/1/2013
0
328,284
328,284
0
395,000
395,000
Goodrich Area School District, FSA, GO, W/I, 3.50%, 5/1/2013
0
395,727
395,727
1,000,000
0
1,000,000
Grand Blanc, MI Community Schools, School Building & Site UT GO Bonds, 5.00% (FSA INS), 5/1/2015
1,062,200
0
1,062,200
0
605,000
605,000
Grand Rapids & Kent County Joint Building Authority, GO, 5.50%, 10/1/2009
0
631,844
631,844
1,000,000
0
1,000,000
Hartland, MI Consolidated School District, Refunding UT GO Bonds, 5.375% (GTD by Q-SBLF), 5/1/2016
1,057,540
0
1,057,540
1,650,000
0
1,650,000
Hartland, MI Consolidated School District, UT GO Bonds, 5.75% (GTD by Q-SBLF), 5/1/2010
1,749,660
0
1,749,660
1,375,000
0
1,375,000
Howell, MI Public Schools, Refunding UT GO Bonds (Series 2001), 5.25% (GTD by Q-SBLF), 5/1/2014
1,448,989
0
1,448,989
1,575,000
0
1,575,000
Howell, MI Public Schools, Refunding UT GO Bonds, 5.25% (GTD by Q-SBLF), 5/1/2017
1,659,751
0
1,659,751
2,000,000
0
2,000,000
Howell, MI Public Schools, UT GO Bonds, 5.875% (United States Treasury PRF 5/1/2009@100)/(Original Issue Yield: 5.95%), 5/1/2022
2,070,820
0
2,070,820
2,000,000
0
2,000,000
Jackson County, MI Public Schools, UT GO Bonds, 5.60% (United States Treasury PRF 5/1/2010@100)/(Original Issue Yield: 5.70%), 5/1/2019
2,109,780
0
2,109,780
1,575,000
0
1,575,000
Jenison, MI Public Schools, UT GO Refunding Bonds, 5.25% (FGIC INS), 5/1/2011
1,661,357
0
1,661,357
0
450,000
450,000
Kalamazoo Water Supply System, AMBAC, W/I, 5.00%, 9/1/2014
0
482,400
482,400
0
510,000
510,000
Kalamazoo Water Supply System, AMBAC, W/I, 5.00%, 9/1/2015
0
545,787
545,787
1,000,000
0
1,000,000
Kalamazoo, MI Public Schools, Refunding Building & Site UT GO Bonds, 5.00% (FSA INS), 5/1/2018
1,041,940
0
1,041,940
1,785,000
0
1,785,000
Kent County, MI Airport Revenue, LT GO Airport Revenue Bonds (Series 2007), 5.00% (Gerald R. Ford International Airport), 1/1/2021
1,814,220
0
1,814,220
1,345,000
0
1,345,000
Kent County, MI, Capital Improvement LT GO Bonds (Series 2004A), 5.00%, 12/1/2020
1,373,487
0
1,373,487
1,250,000
0
1,250,000
Kent Hospital Finance Authority, MI, Revenue Bonds (Series 2005A), 5.50% (Metropolitan Hospital), 7/1/2020
1,223,625
0
1,223,625
0
1,075,000
1,075,000
Kent Hospital Finance Authority, Spectrum Health, Series A, 5.25%, 1/15/2009
0
1,097,403
1,097,403
0
600,000
600,000
Kent Hospital Finance Authority, Spectrum Health, Series B, 5.00%, 7/15/2011
0
622,488
622,488
1,000,000
0
1,000,000
Lake Orion, MI School District, UT GO Bonds (Series 2000A), 5.75% (United States Treasury PRF 5/1/2010@100)/(Original Issue Yield: 5.89%), 5/1/2015
1,058,020
0
1,058,020
1,700,000
0
1,700,000
Lake Superior State University, MI, General Revenue Bonds, 5.50% (AMBAC INS), 11/15/2021
1,720,859
0
1,720,859
2,275,000
0
2,275,000
Lakeview, MI Public School District, Refunding UT GO Bonds, 5.00% (MBIA Insurance Corp. INS), 5/1/2017
2,411,159
0
2,411,159
1,000,000
0
1,000,000
Lanse Creuse, MI Public Schools, UT GO Bonds (Series 2000), 5.40% (United States Treasury PRF 5/1/2010@100)/(Original Issue Yield: 5.50%), 5/1/2016
1,050,710
0
1,050,710
1,000,000
0
1,000,000
Lansing, MI School District, Refunding School Building & Site UT GO Bonds, 5.00% (GTD by Q-SBLF), 5/1/2020
1,016,920
0
1,016,920
1,000,000
0
1,000,000
Madison, MI District Public Schools, Refunding UT GO Bonds, 5.50% (United States Treasury PRF 5/1/2009@100), 5/1/2015
1,031,120
0
1,031,120
1,000,000
0
1,000,000
Marshall, MI Public School District, UT GO Refunding Bonds, 4.00% (XL Capital Assurance Inc. INS), 5/1/2013
1,012,410
0
1,012,410
1,200,000
0
1,200,000
Marysville, MI Public School District, School Building & Site UT GO Bonds (Series 2007), 5.00% (FSA INS), 5/1/2022
1,202,544
0
1,202,544
2,000,000
0
2,000,000
Mattawan, MI Consolidated School District, UT GO Bonds, 5.65% (United States Treasury PRF 5/1/2010@100)/(Original Issue Yield: 5.67%), 5/1/2018
2,111,860
0
2,111,860
0
320,000
320,000
Michigan Higher Education Facilities Authority, Hope College Project, 4.60%, 10/1/2008
0
319,917
319,917
0
1,000,000
1,000,000
Michigan Higher Education Student Loan Authority, Series XII-W, AMBAC, AMT, 4.60%, 9/1/2008
0
1,007,700
1,007,700
0
200,000
200,000
Michigan Higher Education Student Loan Authority, Series XII-W, AMBAC, AMT, 4.75%, 3/1/2009
0
203,758
203,758
0
1,000,000
1,000,000
Michigan Higher Education Student Loan Authority, Series XVII-I, AMBAC, AMT, 3.65%, 3/1/2010
0
1,002,850
1,002,850
1,000,000
0
1,000,000
Michigan Municipal Bond Authority, Revenue Bonds (Series 2005B), 5.00% (Detroit, MI City School District)/(FSA INS), 6/1/2015
1,060,240
0
1,060,240
1,000,000
0
1,000,000
Michigan Municipal Bond Authority, Revenue Bonds (Series 2007B), 5.00% (AMBAC INS), 12/1/2013
1,070,690
0
1,070,690
2,190,000
0
2,190,000
Michigan Municipal Bond Authority, Revenue Bonds, 5.625% (Drinking Water Revolving Fund)/(United States Treasury PRF 10/1/2009@101), 10/1/2013
2,306,026
0
2,306,026
1,000,000
0
1,000,000
Michigan State Building Authority, Facilities Program Refunding Revenue Bonds (Series 2001I), 5.50%, 10/15/2019
1,055,670
0
1,055,670
2,000,000
0
2,000,000
1Michigan State Building Authority, Revenue Bonds (Series 2006 IA) (FGIC INS) 4.77%, 10/15/2021
905,500
0
905,500
1,100,000
0
1,100,000
Michigan State Building Authority, Revenue Refunding Bonds, (Series 1), 4.75% (Original Issue Yield: 4.98%), 10/15/2018
1,103,839
0
1,103,839
1,000,000
0
1,000,000
Michigan State Department of Transportation, GANs (Series 2007), 5.25% (FSA INS), 9/15/2019
1,053,370
0
1,053,370
1,500,000
0
1,500,000
Michigan State Hospital Finance Authority, Hospital Refunding Revenue Bonds (Series 2003A), 5.50% (Henry Ford Health System, MI)/(United States Treasury COL), 3/1/2013
1,638,810
0
1,638,810
1,275,000
0
1,275,000
Michigan State Hospital Finance Authority, Hospital Revenue & Refunding Bonds (Series 2007A), 5.00% (Oakwood Obligated Group), 7/15/2018
1,258,693
0
1,258,693
1,000,000
0
1,000,000
Michigan State Hospital Finance Authority, Hospital Revenue and Refunding Bonds (Series 2006A), 5.00% (Henry Ford Health System, MI), 11/15/2021
956,850
0
956,850
1,000,000
0
1,000,000
Michigan State Hospital Finance Authority, Hospital Revenue Bonds (Series 2005A), 5.00% (Marquette General Hospital, MI), 5/15/2012
1,021,420
0
1,021,420
1,000,000
0
1,000,000
Michigan State Hospital Finance Authority, Hospital Revenue Bonds (Series 2005A), 5.00% (Marquette General Hospital, MI), 5/15/2013
1,017,820
0
1,017,820
2,000,000
0
2,000,000
Michigan State Hospital Finance Authority, Hospital Revenue Bonds (Series 2006A), 5.00% (MidMichigan Obligated Group), 4/15/2026
1,857,860
0
1,857,860
1,300,000
0
1,300,000
Michigan State Hospital Finance Authority, Refunding Revenue Bonds (Series 2002A), 5.50% (Crittenton Hospital, MI), 3/1/2016
1,335,997
0
1,335,997
1,175,000
0
1,175,000
Michigan State Hospital Finance Authority, Refunding Revenue Bonds (Series A), 6.00% (Trinity Healthcare Credit Group)/(Original Issue Yield: 6.14%), 12/1/2020
1,231,529
0
1,231,529
1,000,000
0
1,000,000
Michigan State Hospital Finance Authority, Revenue & Refunding Bonds (Series 1998A), 5.10% (McLaren Health Care Corp.)/(Original Issue Yield: 5.15%), 6/1/2013
1,011,750
0
1,011,750
2,000,000
0
2,000,000
Michigan State Hospital Finance Authority, Revenue Bonds (Series 1993P), 5.375% (Sisters of Mercy Health System)/(United States Treasury COL)/(Original Issue Yield: 5.55%), 8/15/2014
2,148,880
0
2,148,880
2,000,000
0
2,000,000
Michigan State Hospital Finance Authority, Revenue Bonds (Series 1999A), 6.00% (Ascension Health Credit Group)/(MBIA Insurance Corp. INS), 11/15/2011
2,097,480
0
2,097,480
2,000,000
0
2,000,000
Michigan State Hospital Finance Authority, Revenue Bonds (Series 2005C), 5.00% (McLaren Health Care Corp.), 8/1/2020
1,933,460
0
1,933,460
2,000,000
0
2,000,000
Michigan State Hospital Finance Authority, Revenue Bonds (Series 2006A), 5.00% (Trinity Healthcare Credit Group), 12/1/2026
1,855,020
0
1,855,020
1,000,000
0
1,000,000
Michigan State Hospital Finance Authority, Revenue Refunding Bonds, 5.00% (Chelsea Community Hospital)/(Original Issue Yield: 5.30%), 5/15/2012
1,009,400
0
1,009,400
500,000
0
500,000
Michigan State Hospital Finance Authority, Revenue Refunding Bonds, 5.00% (Sparrow Obligated Group, MI), 11/15/2017
504,560
0
504,560
3,500,000
0
3,500,000
Michigan State House of Representatives, COP, 5.29% (Capitol Outlook LLC)/(AMBAC INS)/(Original Issue Yield: 5.29%), 8/15/2022
1,552,705
0
1,552,705
0
500,000
500,000
Michigan State South Center Power Agency, AMBAC, W/I, 4.50%, 11/1/2011
0
507,890
507,890
820,000
0
820,000
Michigan State Strategic Fund, Revenue Bonds (Series 2004), 5.00% (NSF International), 8/1/2013
850,602
0
850,602
2,000,000
0
2,000,000
Michigan State Strategic Fund, Revenue Bonds, 4.25% TOBs (Republic Services, Inc.), Mandatory Tender 4/1/2014
1,863,200
0
1,863,200
175,000
0
175,000
Michigan State Strategic Fund, Revenue Bonds, 5.30% (Porter Hills Presbyterian Village, Inc.)/(Original Issue Yield: 5.422%), 7/1/2018
169,573
0
169,573
1,000,000
0
1,000,000
Michigan State Strategic Fund, Solid Disposal LT Obligation Refunding Revenue Bonds (Series 2002), 4.625% (Waste Management, Inc.), 12/1/2012
992,990
0
992,990
1,000,000
0
1,000,000
Michigan State Strategic Fund, Solid Waste Refunding LO Revenue Bonds, 4.50% (Waste Management, Inc.), 12/1/2013
978,120
0
978,120
1,000,000
0
1,000,000
Michigan State Trunk Line, Revenue Bonds (Series 2001A), 5.50% (United States Treasury PRF 11/1/2011@100), 11/1/2018
1,073,660
0
1,073,660
2,000,000
0
2,000,000
Michigan State Trunk Line, Revenue Bonds, 5.00% (FGIC INS), 11/1/2014
2,134,100
0
2,134,100
2,000,000
0
2,000,000
Michigan State University, LIBOR-Index Revenue Bonds (Series 2007B), 2.634% (AMBAC INS), 2/15/2028
1,670,500
0
1,670,500
0
450,000
450,000
Michigan State University, Series A, AMBAC, 4.00%, 2/15/2012
0
459,212
459,212
0
850,000
850,000
Michigan Technological University, 6.00%, 10/1/2018
0
850,000
850,000
1,250,000
0
1,250,000
Milan, MI Area Schools, UT GO Bonds (Series 2000A), 5.75% (United States Treasury PRF 5/1/2010@100)/(Original Issue Yield: 5.86%), 5/1/2020
1,322,525
0
1,322,525
0
1,075,000
1,075,000
Mount Clemens Community School District, GO, Q-SBLF, 5.50%, 5/1/2012, (Prerefunded 11/1/11 @ 100)
0
1,153,088
1,153,088
0
1,000,000
1,000,000
Municipal Bond Authority, Government Loan Program, Series C, 5.00%, 5/1/2010
0
1,041,410
1,041,410
0
1,000,000
1,000,000
Municipal Bond Authority, State Clean Water Revolving Fund, 5.00%, 10/1/2013
0
1,075,320
1,075,320
1,350,000
0
1,350,000
North Branch, MI Area Schools, UT GO School Building and Site Bonds, 5.00% (MBIA Insurance Corp. INS), 5/1/2017
1,409,062
0
1,409,062
600,000
0
600,000
Novi, MI Community School District, School Building & Site UT GO Bonds, 4.00% (MBIA Insurance Corp. INS), 5/1/2014
610,824
0
610,824
0
525,000
525,000
Ovid Elsie Area Schools, FSA, GO, W/I, 4.00%, 5/1/2015
0
534,802
534,802
0
250,000
250,000
Portage Public Schools, FSA, GO, W/I, 3.25%, 5/1/2013
0
247,533
247,533
1,170,000
0
1,170,000
Romulus, MI Community Schools, UT GO Bonds, 6.00% (United States Treasury PRF 5/1/2009@100), 5/1/2011
1,213,103
0
1,213,103
1,130,000
0
1,130,000
Romulus, MI Tax Increment Finance Authority, Recreation Center LT GO Bonds, 5.00% (FSA INS), 11/1/2022
1,133,074
0
1,133,074
1,100,000
0
1,100,000
Roseville, MI Community Schools, School Building & Site Refunding UT GO Bonds, 5.00% (FSA INS), 5/1/2021
1,112,210
0
1,112,210
1,400,000
0
1,400,000
Saginaw, MI City School District, School Building and Site UT GO Bonds, 5.00% (FSA INS), 5/1/2018
1,457,736
0
1,457,736
1,000,000
0
1,000,000
Saginaw, MI Hospital Finance Authority, Hospital Revenue Refunding Bonds (Series 2004G), 5.00% (Covenant Medical Center, Inc.), 7/1/2017
1,002,090
0
1,002,090
1,500,000
0
1,500,000
Saginaw, MI Hospital Finance Authority, Refunding Revenue Bonds (Series 1999E), 5.625% (Covenant Medical Center, Inc.)/(MBIA Insurance Corp. INS), 7/1/2013
1,554,180
0
1,554,180
5,000,000
0
5,000,000
Saginaw, MI Hospital Finance Authority, Revenue Bonds, (Series F), 6.50% (Covenant Medical Center, Inc.)/(Original Issue Yield: 6.645%), 7/1/2030
5,266,600
0
5,266,600
1,000,000
0
1,000,000
Sault Ste Marie, MI Area Public Schools, UT GO Bonds, 5.375% (United States Treasury PRF 5/1/2009@100)/(Original Issue Yield: 5.65%), 5/1/2019
1,029,680
0
1,029,680
0
675,000
675,000
South Lyon Community Schools, Series II, GO, MBIA, 5.25%, 5/1/2018, (Prerefunded 5/1/14 @ 100)
0
734,805
734,805
0
1,115,000
1,115,000
South Macomb Disposal Authority, AMBAC, 5.00%, 9/1/2008
0
1,127,744
1,127,744
1,675,000
0
1,675,000
Southfield, MI Public Schools, UT GO School Building and Site Bonds (Series B), 5.00% (FSA INS), 5/1/2012
1,784,193
0
1,784,193
0
1,000,000
1,000,000
2State Building Authority, Facilities Program, Series I, AMBAC, 5.00%, 10/15/2029, (Mandatory Put 10/15/11 @ 100)
0
1,054,950
1,054,950
0
300,000
300,000
State Hospital Finance Authority, Crittenton Hospital, Series A, 4.15%, 3/1/2008
0
300,000
300,000
0
250,000
250,000
State Hospital Finance Authority, Edward W. Sparrow Hospital, 5.00%, 11/15/2012
0
258,318
258,318
0
250,000
250,000
State Hospital Finance Authority, Henry Ford Health System, 5.00%, 11/15/2014
0
258,455
258,455
0
450,000
450,000
State Hospital Finance Authority, Holland Community Hospital, Series A, 4.15%, 1/1/2012
0
451,400
451,400
0
905,000
905,000
State Hospital Finance Authority, Marquette General Hospital, 5.00%, 5/15/2010
0
915,426
915,426
0
405,000
405,000
State Hospital Finance Authority, McLaren Health Care, Series C, 4.00%, 8/1/2008
0
407,094
407,094
0
530,000
530,000
State Hospital Finance Authority, Oakwood Healthcare System, 5.00%, 7/15/2011
0
545,815
545,815
0
395,000
395,000
State Housing Development Authority, Multi-Family, AMT, GNMA, 3.55%, 4/20/2008
0
395,126
395,126
0
710,000
710,000
State Housing Development Authority, Parkway Meadows Project, FSA, 3.50%, 10/15/2009
0
719,216
719,216
0
195,000
195,000
State Housing Development Authority, Rental Housing, Series B, AMT, FSA, 4.00%, 10/1/2012
0
193,467
193,467
0
145,000
145,000
State Housing Development Authority, Rental Housing, Series B, AMT, FSA, 4.00%, 4/1/2012
0
143,975
143,975
0
210,000
210,000
State Housing Development Authority, Rental Housing, Series B, AMT, FSA, 4.05%, 10/1/2013
0
207,623
207,623
0
100,000
100,000
State Housing Development Authority, Rental Housing, Series B, AMT, FSA, 4.05%, 4/1/2013
0
98,959
98,959
0
500,000
500,000
State Housing Development Authority, Rental Housing, Series D, AMT, GO, 3.75%, 10/1/2011
0
490,540
490,540
0
950,000
950,000
State of Michigan Comprehensive Transportation, Series A, FSA, 5.50%, 5/15/2011
0
1,020,889
1,020,889
0
1,000,000
1,000,000
State of Michigan, Grant Antic Buildings, FSA, 4.25%, 9/15/2012
0
1,040,070
1,040,070
0
2,000,000
2,000,000
2State of Michigan, Series A, COP, MBIA, 5.00%, 9/1/2031, (Mandatory Put 9/1/11 @ 100)
0
2,107,120
2,107,120
0
1,000,000
1,000,000
State of Michigan, Trunk Line, FGIC, 5.00%, 11/1/2010
0
1,049,860
1,049,860
0
250,000
250,000
Strategic Fund, Solid Waste Management Project, AMT, 4.625%, 12/1/2012
0
246,898
246,898
1,130,000
0
1,130,000
Taylor, MI Building Authority, Refunding LT GO Bonds, 5.00% (MBIA Insurance Corp. INS), 12/1/2015
1,189,393
0
1,189,393
1,350,000
0
1,350,000
Thornapple Kellogg, MI School District, School Building & Site Refunding UT GO Bonds, 5.00% (MBIA Insurance Corp. INS), 5/1/2022
1,353,847
0
1,353,847
1,250,000
0
1,250,000
Trenton, MI Building Authority, LT GO Bonds, 5.625% (United States Treasury PRF 10/1/2010@101)/(Original Issue Yield: 5.73%), 10/1/2021
1,342,363
0
1,342,363
2,000,000
0
2,000,000
Troy, MI City School District, School Building & Site UT GO Bonds, 5.00% (MBIA Insurance Corp. INS), 5/1/2020
2,041,140
0
2,041,140
0
510,000
510,000
University of Michigan Hospital, 5.00%, 12/1/2009
0
529,069
529,069
1,000,000
0
1,000,000
University of Michigan, Revenue Refunding Bonds, (Series A-1), 5.25% (University of Michigan Health System), 12/1/2009
1,015,350
0
1,015,350
500,000
0
500,000
Utica, MI Community Schools, School Building and Site Refunding UT GO Bonds, 5.00% (MBIA Insurance Corp. INS), 5/1/2017
529,145
0
529,145
0
750,000
750,000
Warren Consolidated School District, FSA, GO, 5.00%, 5/1/2016
0
803,873
803,873
1,625,000
0
1,625,000
Warren Woods, MI Public Schools, School Building & Site UT GO Bonds, 5.00% (FSA INS), 5/1/2018
1,692,015
0
1,692,015
1,000,000
0
1,000,000
Waverly, MI Community Schools, School Building and Site UT GO Bonds (Series 2000), 5.75% (United States Treasury PRF 5/1/2010@100), 5/1/2015
1,058,020
0
1,058,020
0
1,000,000
1,000,000
Wayne County Airport Authority, AMT, MBIA, 5.00%, 12/1/2009
0
1,024,530
1,024,530
0
1,000,000
1,000,000
Wayne County Community College, FGIC, GO, 5.25%, 7/1/2009
0
1,027,200
1,027,200
2,000,000
0
2,000,000
Wayne County, MI Airport Authority, Airport Refunding Revenue Bonds, 5.00% (FGIC INS), 12/1/2022
1,931,400
0
1,931,400
0
1,000,000
1,000,000
Wayne Westland Community Schools, FSA, GO, Q-SBLF, 5.00%, 5/1/2010
0
1,046,310
1,046,310
1,775,000
0
1,775,000
West Bloomfield, MI School District, Refunding UT GO Bonds, 5.50% (United States Treasury PRF 5/1/2011@100), 5/1/2015
1,895,860
0
1,895,860
900,000
0
900,000
West Bloomfield, MI School District, UT GO Bonds, 5.70% (United States Treasury PRF 5/1/2010@100)/(Original Issue Yield: 5.75%), 5/1/2014
951,273
0
951,273
1,000,000
0
1,000,000
West Branch Rose City, MI Area School District, UT GO Bonds, 5.50% (United States Treasury PRF 5/1/2009@100)/(Original Issue Yield: 5.60%), 5/1/2017
1,031,120
0
1,031,120
1,025,000
0
1,025,000
Whitehall, MI District Schools, UT GO Bonds, 5.50% (United States Treasury PRF 11/1/2011@100), 5/1/2016
1,102,705
0
1,102,705
1,250,000
0
1,250,000
Willow Run, MI Community School District, UT GO Bonds, 5.00% (FSA INS), 5/1/2015
1,338,713
0
1,338,713
0
600,000
600,000
Wyandotte Electric, Series A, AMT, MBIA, 4.50%, 10/1/2011
0
617,532
617,532
0
600,000
600,000
Wyandotte Electric, Series A, AMT, MBIA, 5.00%, 10/1/2012
0
627,636
627,636
380,000
0
380,000
Wyandotte, MI Electric Authority, Revenue Refunding Bonds, 6.25% (MBIA Insurance Corp. INS)/(Original Issue Yield: 6.55%), 10/1/2008
388,425
0
388,425
2,350,000
0
2,350,000
Ypsilanti, MI School District, UT GO Bonds, 5.00% (MBIA Insurance Corp. INS), 5/1/2023
2,339,942
0
2,339,942
0
270,000
270,000
Zeeland MI, Water System Revenue 4.00%, 10/1/2008
0
271,393
271,393
0
280,000
280,000
Zeeland MI, Water System Revenue 4.00%, 10/1/2009
0
281,649
281,649
Puerto Rico - 0.2%
         
0
500,000
500,000
Government Development Bank, Series C, AMT, GO, 5.25%, 1/1/2015
0
514,095
514,095
     
TOTAL MUNICIPAL BONDS (Cost $190,771,330)
147,778,815
43,279,525
191,058,340
SHORT-TERM MUNICIPAL - 0.1%2
       
Puerto Rico - 0.1%
         
100,000
0
100,000
Puerto Rico Government Development Bank (GDB) Weekly VRDNs (MBIA Insurance Corp. INS)/(Credit Suisse, Zurich LIQ), 3.750%, 3/5/2008 (AT AMORTIZED COST)
100,000
0
100,000
SHORT-TERM INVESTMENTS - 0.8%
     
Money Markets - 0.8%
         
0
1,385,116
1,385,116
Dreyfus Tax Exempt Cash Management, Institutional Shares
0
1,385,112
1,385,112
0
106,072
106,072
Goldman Sachs Financial Square Tax-Free Money Market Fund, Institutional Shares
0
106,072
106,072
0
392
392
Merrill Lynch Institutional Tax-Exempt Fund, Institutional Shares
0
392
392
0
186
186
Tax-Free Investments Co., Institutional Shares
0
186
186
     
Total Money Markets (AT AMORTIZED COST)
0
1,491,762
1,491,762
     
Total Investments (Identified Cost $192,363,092) - 98.8%
147,878,815
44,771,287
192,650,102
     
Other Assets & Liabilities - 1.2%3
1,847,818 
574,095
2,421,913
     
Total Net Assets - 100%
$149,726,633
$45,345,382
$195,072,015
             
Securities that are subject to the federal alternative minimum tax (AMT) represent 3.5% of the Fund’s portfolio as calculated based upon total market value.
             
1 Zero coupon bond, reflects effective rate at time of purchase.
     
2 Current rate and next reset date shown for Variable Rate Demand Notes.
     
3 Assets, other than investments in securities, less liabilities. See Statement of Assets and Liabilities.
             
Note: The categories of investments are shown as a percentage of total net assets at February 29, 2008.
 
             
The following acronyms are used throughout this portfolio:
     
             
AMBAC
—American Municipal Bond Assurance Corporation
     
COL
—Collateralized
       
COP
—Certificate of Participation
     
CR
—Custodian Receipt
     
FGIC
—Financial Guaranty Insurance Company
     
FSA
—Financial Security Assurance
     
GANs
—Grant Anticipation Notes
     
GNMA
—Government National Mortgage Association
     
GO
—General Obligation
     
GTD
—Guaranteed
     
INS
—Insured
     
LIBOR
—London Interbank Offered Rate
     
LO
—Limited Obligation
     
LT
—Limited Tax
     
PCRBs
—Pollution Control Revenue Bonds
     
PRF
—Prerefunded
     
Q-SBLF
—Qualified State Bond Loan Fund
     
TOBs
—Tender Option Bonds
     
UT
—Unlimited Tax
     
VRDNs
—Variable Rate Demand Notes
     
VA
—Department of Veteran Affairs
     
W/I
—When Issued
     
XLCA
—XL Capital Assurance
     
             



Federated Michigan Intermediate Municipal Trust
Fifth Third Michigan Municipal Bond Fund
Pro Forma Combining Statements of Assets & Liabilities
February 29, 2008 (unaudited)

                   
   
Federated
 
Fifth Third
         
   
Michigan
 
Michigan
         
   
Intermediate
 
Municipal
 
Pro Forma
 
Proforma
 
   
Municipal Trust
 
Bond Fund
 
Adjustment
 
Combined
 
Assets:
                 
Investments in securities, at value
 
$147,878,815
 
$44,771,287
 
$0
 
$192,650,102
 
Cash
 
67,879
 
0
 
0
 
67,879
 
Income receivable
 
2,224,090
 
611,955
 
0
 
2,836,045
 
Receivable for shares sold
 
41,919
 
0
 
0
 
41,919
 
Prepaid expenses
 
0
 
22,222
 
0
 
22,222
 
     Total assets
 
150,212,703
 
45,405,464
 
0
 
195,618,167
 
Liabilities:
                 
Payable for shares redeemed
 
236,580
 
0
 
0
 
236,580
 
Income distribution payable
 
195,705
 
0
 
0
 
195,705
 
Payable to Advisor and affiliates
 
0
 
13,273
 
0
 
13,273
 
Payable for distribution services fee
 
 
0
 
 
928
 
 
0
 
928
 
Payable for shareholder services fees
 
 
29,355
 
 
0
 
 
0
 
29,355
 
Accrued expenses
 
24,430
 
45,881
 
0
 
70,311
 
     Total liabilities
 
486,070
 
60,082
 
0
 
546,152
 
Net Assets
 
$149,726,633
 
$45,345,382
 
$0
 
$195,072,015
 
Net Assets Consist of:
                 
Paid-in capital
 
$150,638,737
 
$45,540,858
 
$0
 
$196,179,595
 
Net unrealized appreciation of investments
 
 
172,636
 
 
114,374
 
 
0
 
 
287,010
 
Accumulated net realized loss on investments, futures contracts and swap contracts
 
 
 
(1,101,632)
 
 
 
(325,011)
 
 
 
0
 
 
 
(1,426,643)
 
Undistributed net investment income
 
 
16,892
 
 
15,161
 
 
0
 
 
32,053
 
     Total Net Assets
 
$149,726,633
 
$45,345,382
 
$0
 
$195,072,015
 
Net Asset Value, Offering Price and Redemption Proceeds Per Share
                 
                   
Net Assets
         
 
 
 
 
Class A Shares
 
$149,726,633
 
$3,545,978
 
$41,799,404
(a)
$195,072,015
 
Class B Shares
 
$0
 
$561,775
 
$(561,775)
(a)
$0
 
Class C Shares
 
$0
 
$95,374
 
$(95,374)
(a)
$0
 
Institutional Shares
 
$0
 
$41,142,255
 
$(41,142,255)
(a)
$0
 
Shares Outstanding
     
 
 
 
     
Class A Shares
 
14,027,696
 
355,568
 
3,894,233
(a)
18,277,497
 
Class B Shares
 
0
 
56,323
 
(56,323)
(a)
0
 
Class C Shares
 
0
 
9,556
 
(9,556)
(a)
0
 
Institutional Shares
 
0
 
4,120,169
 
(4,120,169)
(a)
0
 
Net Asset Value Per Share
                 
Class A Shares
 
$10.67
 
$9.97
     
$10.67
 
Class B Shares
 
N/A
 
$9.97
     
N/A
 
Class C Shares
 
N/A
 
$9.98
     
N/A
 
Institutional Shares
 
N/A
 
$9.99
     
N/A
 
Offering Price Per Share
 
 
             
Class A Shares
 
$11.00
(b)
$10.47
(c)
   
$11.00
(b)
Class B Shares
 
N/A
 
$9.97
     
N/A
 
Class C Shares
 
N/A
 
$9.98
     
N/A
 
Institutional Shares
 
N/A
 
$9.99
     
N/A
 
Redemption Proceeds Per Share
 
 
             
Class A Shares
 
$10.67
 
$9.97
         
Class B Shares
 
N/A
 
$9.47
(d)
   
N/A
 
Class C Shares
 
N/A
 
$9.88
(e)
   
N/A
 
Institutional Shares
 
N/A
 
$9.99
 
  
 
N/A
 
                   
                   
Investments, at identified cost
 
$147,706,179
 
$44,656,913
 
$0
 
$192,363,092
 

(f)
Adjustment to reflect share balance as a result of the combination.
(g)
Computation of offering price per share: 100/97.00 of net asset value.
(h)
Computation of offering price per share: 100/95.25 of net asset value.
(i)
Computation of redemption price per share: 95.00/100 of net asset value.
(j)
Computation of redemption price per share: 99.00/100 of net asset value.


(See Notes to Pro Forma Financial Statements)


Federated Michigan Intermediate Municipal Trust
Fifth Third Michigan Municipal Bond Fund
Pro Forma Combining Statements of Operations
Year Ended February 29, 2008 (unaudited)

                   
     
Federated
 
Fifth Third
       
     
Michigan
 
Michigan
       
     
Intermediate
 
Municipal
 
Pro Forma
 
Pro Forma
     
Municipal Trust
 
Bond Fund
 
Adjustment
 
Combined
Investment Income:
                 
Interest
   
$7,305,384
 
$1,747,694
     
$9,053,078
Dividends
   
0
 
33,880
     
33,880
   Total income
   
7,305,384
 
1,781,574
     
9,086,958
Expenses:
                 
Investment adviser fee
   
625,792
 
22,0869
 
(24,541)
(a)
822,120
Administrative personnel and services fee
   
 
150,206
 
 
84,873
 
 
(74,355)
 
(b)
 
160,724
Custodian fees
   
7,976
 
10,000
 
(8,151)
(c)
9,825
Transfer and dividend disbursing agent fees and expenses
   
 
41,958
 
 
19,761
 
 
(20,953)
 
(d)
 
40,766
Directors'/Trustees' fees
   
3,670
 
4,238
 
(3,908)
(e)
4,000
Auditing fees
   
18,256
 
0
 
1,244
(f)
19,500
Legal fees
   
10,985
 
0
 
5,920
(g)
16,905
Portfolio accounting fees
   
57,409
 
60,085
 
(45,355)
(h)
72,139
Distribution services fee - Class A Shares
   
 
0
 
 
11,697
 
 
(11,697)
 
(i)
 
0
Distribution services fee - Class B Shares
   
 
0
 
 
4,952
 
 
(4,952)
 
(i)
 
0
Distribution services fee - Class C Shares
   
 
0
 
 
777
 
 
(777)
 
(i)
 
0
Shareholder services fee - Class A Shares
   
 
341,036
 
 
0
 
 
159,430
 
(j)
 
500,466
Administrative servicing fee - Class C Shares
   
 
0
 
 
173
 
 
(173)
 
(k)
 
0
Account administration fee - Class A Shares
   
 
2,863
 
 
0
 
 
898
 
(l)
 
3,761
Share registration costs
   
20,523
 
32,386
 
(26,136)
(m)
26,773
Printing and postage
   
22,555
 
0
 
(1,658)
(n)
20,897
Insurance premiums
   
6,614
 
0
     
6,614
Miscellaneous
   
2,742
 
53,695
 
(52,937)
(o)
3,500
     Total expenses
   
1,312,585
 
503,506
 
(108,101)
 
1,707,990
Waivers and Reimbursement:
                 
Waiver of investment adviser fee
   
(495,994)
 
(151,665)
 
63,954
(p)
(583,705)
Waiver of administrative personnel and services fee
   
 
(22,954)
 
 
0
 
 
18,638
 
(q)
 
(4,316)
Waiver and/or reimbursement from Adviser and/or affiliates
   
 
0
 
 
(4,879)
 
 
4,879
 
(r)
 
0
Total Waivers and Reimbursement
   
 
(518,948)
 
 
(156,544)
 
 
87,471
 
 
(588,021)
     Net expenses
   
793,637
 
346,962
 
(20,630)
 
1,119,969
     Net investment income
   
6,511,747
 
1,434,612
 
20,630
 
7,966,989
Realized and Unrealized Gain (Loss) on Investments:
                 
Net realized gain (loss) on investments
   
 
420,547
 
 
(12,814)
     
 
407,733
Net change in unrealized appreciation/ depreciation of investments
 
 
(5,693,778)
 
 
222,508
     
 
(5,471,270)
     Net realized and unrealized gain (loss) on investments
   
 
(5,273,231)
 
 
209,694
     
 
(5,063,537)
     Change in net assets resulting from operations
   
 
$1,238,516
 
 
$1,644,306
 
 
$20,630
 
 
$2,903,452

(See Notes to Pro Forma Financial Statements)




Federated Michigan Municipal Income Fund
Fifth Third Michigan Municipal Bond Fund
Notes to Pro Forma Financial Statements
For the Year Ended February 29, 2008 (unaudited)




Note 1. Description of the Fund

Federated Michigan Intermediate Municipal Trust (the “Federated Fund”), a series of Federated Municipal Securities Trust, is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end, management investment company.      For the purposes of these Pro Forma Financial Statements, the financial information covers the period from March 1, 2007 to February 29, 2008. The Federated Fund consists of one class of shares: Class A Shares.

Fifth Third Michigan Municipal Bond Fund (the “Fifth Third Fund”), a series of Fifth Third Funds, is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end, management investment company. The Fifth Third Fund consists of four classes of shares: Class A Shares, Class B Shares, Class C Shares and Institutional Shares.

Note 2. Basis of Combination

The accompanying unaudited Pro Forma Combining Portfolios of Investments, Statements of Assets and Liabilities and Statements of Operations (Pro Forma Financial Statements) reflect the accounts of the Federated Fund and the Fifth Third Fund (individually referred to as the “Fund”, or collectively as the “Funds”), for the year ended February 29, 2008. These statements have been derived from the books and records utilized in calculating daily net asset values at February 29, 2008.

The Pro Forma Financial Statements should be read in conjunction with the historical financial statements of the Federated Fund and the Fifth Third Fund which have been incorporated by reference in the Statement of Additional Information. The Funds follow generally accepted accounting principles in the United States of America applicable to management investment companies which are disclosed in the historical financial statements.

The Pro Forma Financial Statements give effect to the proposed exchange of assets of Class A Shares, Class B Shares, Class C Shares and Institutional Shares of the Fifth Third Fund for Class A Shares of the Federated Fund. Under generally accepted accounting principles, the Federated Fund will be the surviving entity for accounting purposes with its historical cost of investment securities and results of operations being carried forward.

The Pro Forma Financial Statements have been adjusted to reflect the anticipated advisory fee arrangement for the surviving entity, if necessary. Certain other operating costs have also been adjusted to reflect anticipated expenses of the combined entity. Other costs which may change as a result of the reorganization are currently undeterminable.

For the year ended February 29, 2008, the Federated Fund and the Fifth Third Fund paid investment advisory fees computed at the annual rate of 0.40% and 0.45%, respectively as a percentage of average daily net assets.

All costs with respect to the exchange will be borne by Federated Investors, Inc. and Fifth Third Asset Management, Inc. and their affiliates.

Note 3. Portfolio Valuation

For the Federated Fund:
Investment Valuation
In calculating its net asset value (NAV), each Fund generally values investments as follows:
■ Fixed-income securities acquired with remaining maturities greater than 60 days are fair valued using price evaluations provided by a pricing service approved by the Board of Trustees (the “Trustees”).
■ Fixed-income securities acquired with remaining maturities of 60 days or less are valued at their cost (adjusted for the accretion of any discount or amortization of any premium).
■ Derivative contracts listed on exchanges are valued at their reported settlement or closing price.
■ Over-the-counter (OTC) derivative contracts are fair valued using price evaluations provided by a pricing service approved by the Trustees.
■ Shares of other mutual funds are valued based upon their reported NAVs.
If the Fund cannot obtain a price or price evaluation from a pricing service for an investment, the Fund may attempt to value the investment based upon the mean of bid and asked quotations or fair value the investment based on price evaluations, from one or more dealers. If any price, quotation, price evaluation or other pricing source is not readily available when the NAV is calculated, the Fund uses the fair value of the investment determined in accordance with the procedures described below. There can be no assurance that the Fund could purchase or sell an investment at the price used to calculate the Fund’s NAV.

Fair Valuation and Significant Events Procedures
The Trustees have authorized the use of pricing services to provide evaluations of the current fair value of certain investments for purposes of calculating the NAV. Factors considered by pricing services in evaluating an investment include the yields or prices of investments of comparable quality, coupon, maturity, call rights and other potential prepayments, terms and type, reported transactions, indications as to values from dealers, and general market conditions. Some pricing services provide a single price evaluation reflecting the bid-side of the market for an investment (a “bid” evaluation). Other pricing services offer both bid evaluations and price evaluations indicative of a price between the prices bid and asked for the investment (a “mid”evaluation). The Fund normally uses bid evaluations for U.S. Treasury and Agency securities, mortgage-backed securities and municipal securities. The Fund normally uses mid evaluations for other types of fixed-income securities and OTC derivative contracts. In the event that market quotations and price evaluations are not available for an investment, the fair value of the investment is determined in accordance with procedures adopted by the Trustees. The Trustees also have adopted procedures requiring an investment to be priced at its fair value whenever the Adviser determines that a significant event affecting the value of the investment has occurred between the time as of which the price of the investment would otherwise be determined and the time as of which the NAV is computed. An event is considered significant if there is both an affirmative expectation that the investment’s value will change in response to the event and a reasonable basis for quantifying the resulting change in value.

Examples of significant events that may occur after the close of the principal market on which a security is traded, or after the time of a price evaluation provided by a pricing service or a dealer, include:
■ With respect to price evaluations of fixed-income securities determined before the close of regular trading on the NYSE, actions by the Federal Reserve Open Market Committee and other significant trends in U.S. fixed-income markets;
■ Political or other developments affecting the economy or markets in which an issuer conducts its operations or its securities are traded; and
■ Announcements concerning matters such as acquisitions, recapitalizations, litigation developments, a natural disaster affecting the issuer’s operations or regulatory changes or market developments affecting the issuer’s industry.
The Fund may seek to obtain more current quotations or price evaluations from alternative pricing sources. If a reliable alternative pricing source is not available, the Fund will determine the fair value of the investment using another method approved by the Trustees.

For the Fifth Third Fund:
Investment Valuation
Portfolio securities listed or traded on domestic securities exchanges or the NASDAQ/NMS, including American Depositary Receipts (“ADR”), are valued at the closing price on the exchange or system where the security is principally traded. If there have been no sales for that day on any exchange or system, a security is valued at the mean between the closing bid and asked quotes on the exchange or system where the security is principally traded, or at the NASDAQ Official Closing Price (“NOCP”), if applicable. Securities in International Equity listed or traded on non-domestic exchanges are valued at the closing price on the exchanges on which they trade. Corporate debt securities and debt securities of U.S. government issuers (other than short-term investments maturing in 60 days or less), including municipal securities, are valued at fair value on the basis of the closing bid as supplied by an independent pricing service approved by the Board of Trustees (“Trustees”) or valuations provided by dealers. Short-term investments maturing in 60 days or less are valued at either amortized cost, which approximates market value, or at original cost, which, combined with accrued interest, approximates market value. Investments in open-end investment companies are valued at net asset value as reported by such investment companies.
Investments for which such quotations are not readily available, or quotations which appear suspect, are valued at fair value as determined in good faith by the investment adviser’s Pricing Committee under the direction of the Trustees.

Note 4. Shares of Beneficial Interest

The Pro Forma Class A Shares net asset value per share assumes the issuance of 4,249,801 Class A Shares of the Federated Fund in exchange for 355,568 Class A Shares, 56,323 Class B Shares, 9,556 Class C Shares and 4,120,169 Institutional Shares of the Fifth Third Fund which would have been outstanding at February 29, 2008 in connection with the proposed reorganization, assuming the two Funds had been combined as of such date.

Note 5. Federal Income Taxes

Each Fund has elected to be taxed as a “regulated investment company” under the Internal Revenue Code. After the acquisition, Federated InterContinental Fund intends to continue to qualify as a regulated investment company, if such qualification is in the best interests of its shareholders, by complying with the Subchapter M provision of the Internal Revenue Code and to distribute to shareholders each year substantially all of its income. Accordingly, no provision for federal income tax is necessary.

The proposed acquisition would result in a tax-free transfer of assets from the Fifth Third Fund to the Federated Fund.

The identified cost of investments for the funds is substantially the same for both financial accounting and federal income tax purposes. The tax cost of investments will remain unchanged for the combined fund.

Note 6. Pro Forma Adjustments

(a) Federated Investment Management Company is the Federated Fund’s investment adviser (the “Adviser”). The advisory agreement between the Federated Fund and the Adviser provides for an annual fee equal to 0.40% of the Fund’s average daily net assets. Fifth Third Asset Management, Inc. (FTAM) is the Fifth Third Fund’s investment adviser. The advisory agreement between the Fifth Third Fund and the Adviser provides for an annual fee equal to 0.45% of the Fund’s average daily net assets.

An adjustment to the combined investment adviser fee reflects the fee structure of the Federated Fund on the average daily net assets of the Federated Fund Pro Forma Combined.
 
(b) Federated Administrative Services (FAS), under the Administrative Services Agreement, provides the Federated Fund with certain administrative personnel and services necessary to operate the Fund. The fee paid to FAS is based on the average aggregate daily net assets of certain Federated funds. The administrative fee received during any fiscal year shall be at least $150,000 per portfolio and $40,000 per each additional class of Shares. FTAM is the Fifth Third Fund’s administrator. The fee paid to FTAM is based on the average aggregate daily net assets of the Fifth Third Funds, subject to an annual $20,000 minimum fee. An adjustment to the combined administrative personnel and services fee reflects the fee structure of the Federated Fund on the average daily net assets of Federated Fund Pro Forma Combined.

(c) Adjustment to reflect custodian fees based upon the current expense structure for the Federated Fund Pro Forma Combined Fund and resulting from the combining of two Funds into one.

(d) Adjustment to reflect transfer and dividend disbursing agent fees and expenses based upon the current expense structure for the Federated Fund Pro Forma Combined Fund and resulting from combining two Funds into one.

(e) Adjustment to reflect directors’/trustees’ fees based upon the current expense structure for the Federated Fund Pro Forma Combined Fund and resulting from combining two Funds into one.

(f) Adjustment to reflect auditing fees based upon the current expense structure for the Federated Fund Pro Forma Combined Fund. The Fifth Third Fund did not historically break out auditing fees separately.

(g) Adjustment to reflect legal fees based upon the current expense structure for the Federated Fund Pro Forma Combined Fund. The Fifth Third Fund did not historically break out legal fees separately.

(h) Adjustment to reflect portfolio accounting fees based upon the current expense structure for the Federated Fund Pro Forma Combined Fund and resulting from combining two Funds into one.

(i) The Fifth Third Fund has adopted a Distribution Plan (the “Plan”) pursuant to Rule 12b-1 under the Act. FTAM Funds Distributor, Inc. is the Fund’s distributor/principal underwriter (the “Distributor”). Under the terms of the Plan, the Fund will compensate the Distributor from the net assets of the Fund’s Class A, Class B and Class C shares to finance activities intended to result in the sales of the Fund’s shares. The Plan provides that the Fund will incur fees accrued daily and paid monthly to the Distributor at annual rates up to that shown below based on average daily net assets of the respective classes
in the Plan. The Distributor has voluntarily agreed to limit the expenses of the Fund’s Class A Shares by way of waiving a portion of the Distribution and/or Servicing Fee. The Distribution/Servicing Fee for the Fifth Third Fund is 0.25%, 1.00% and 0.75% for Class A Shares, Class B Shares and Class C Shares based on the average daily net assets of each class. The Distributor has agreed to waive 0.10% of its fee for Class A Shares. Adjustment to reflect the distribution services fee structure of the Federated Fund Pro Forma Combined. The Federated Fund does not charge a distribution services fee for Class A Shares.

(j) Under the terms of a Shareholder Services Agreement, the Federated Fund may pay fees up to 0.25% of the average daily net assets of Fund’s Class A Shares to financial intermediaries or to Federated Shareholder Services Company (FSSC). Adjustment is to apply the expense structure of the Federated Fund to the average daily net assets of Federated Fund Pro Forma Combined. Adjustment to reflect the shareholder services fee structure of the Federated Fund Pro Forma Combined.

(k) The Fifth Third Fund has an Administrative Servicing Agreement with the Distributor with respect to the Class C Shares. Under the Agreement, certain administrative services, including those relating to the maintenance of shareholder accounts, were provided to these shareholders during the year. The Distributor receives fees of up to 0.25% for Class C Shares based on the average daily net assets of that class.   Adjustment to reflect the administrative services fee structure of the Federated Fund Pro Forma Combined. The Federated Fund does not charge an administrative services fee.

(l) Adjustment to account administration fee based upon the current expense structure for the Federated Fund Pro Forma Combined.
 
(m) Adjustment to share registration costs based upon the current expense structure for the Federated Fund Pro Forma Combined Fund and resulting from combining two Funds into one.

(n) Adjustment to printing and postage based upon the current expense structure for the Federated Fund Pro Forma Combined Fund. The Fifth Third Fund did not historically break out printing and postage separately.

(o) Adjustment to miscellaneous expense based upon the current expense structure for the Federated Fund Pro Forma Combined Fund and resulting from combining two Funds into one.

(p) In its capacity as Adviser and Administrator, FTAM has entered into an expense limitation agreement with the Fifth Third Fund. Under the terms of the expense limitation agreement, to the extent that the operating expenses incurred by the Fund in any fiscal year exceed the specified expense limit for the Fund, the excess amount will be borne by FTAM. If the operating expenses are less than the specified expense limit for the Fund, FTAM shall be entitled to reimbursement of the fees waived or reduced to the extent that the operating expenses and the amount reimbursed do not exceed such expense limit for the Fund, under the period of the agreement (currently the period for the 12 months commencing November 29, 2007). The Fifth Third Fund’s expense limitation is 0.83%, 1.68% 1.68% and 0.68% for Class A Shares, Class B Shares, Class C Shares and Institutional Shares based on the average daily net assets of each class. The Federated Fund’s Adviser may voluntarily choose to waive any portion of its fee. This voluntary waiver can be terminated at any time. Adjustment reflects the fee structure of the Federated Fund on the average daily net assets of Federated Fund Pro Forma Combined.

(q) Adjustment to reflect the voluntary waiver of administrative personnel and services fees for the Federated Fund Pro Forma Combined Fund.

(r) Adjustment reflects the fee structure of the Federated Fund on the average daily net assets of Federated Fund Pro Forma Combined. The Federated Fund does not combine waivers and/or reimbursements by affiliates.




PRO FORMA FINANCIAL STATEMENTS FOR THE YEAR ENDED FEBRUARY 29, 2008 (UNAUDITED)

INTRODUCTION

The accompanying unaudited Pro Forma Combining Portfolios of Investments, Statements of Assets and Liabilities and Statements of Operations (Pro Forma Financial Statements) reflect the accounts of Federated Ohio Municipal Income Fund and Fifth Third Ohio Municipal Bond Fund (individually referred to as the “Fund” or collectively as the “Funds”), for the year ended February 29, 2008. For the purposes of these Pro Forma Financial Statements, the financial information covers the period from March 1, 2007 to February 29, 2008. These statements have been derived from the books and records utilized in calculating daily net asset values at February 29, 2008.
 
The Pro Forma Financial Statements give effect to the proposed exchange of assets of Class A Shares, Class B Shares, Class C Shares of Fifth Third Ohio Municipal Bond Fund for Class F Shares of Federated Ohio Municipal Income Fund and an exchange of assets of Institutional Shares of Fifth Third Ohio Municipal Bond Fund for Class A Shares of Federated Ohio Municipal Income Fund. Under generally accepted accounting principles, Federated Ohio Municipal Income Fund will be the surviving entity for accounting purposes with its historical cost of investment securities and results of operations being carried forward.

The Pro Forma Financial Statements have been adjusted to reflect the anticipated advisory fee arrangement for the surviving entity. Certain other operating costs have also been adjusted to reflect anticipated expenses of the combined entity. Other costs which may change as a result of the reorganization are currently undeterminable.



Federated Ohio Municipal Income Fund
     
Fifth Third Ohio Municipal Bond
       
Pro Forma Combining Portfolio of Investments
     
February 29, 2008 (unaudited)
       
             
Federated
Fifth Third
   
Federated
Fifth Third
 
Ohio Municipal
Ohio
   
Ohio Municipal
Ohio
 
Income
Municipal
Pro Forma
 
Income
Municipal
Pro Forma
Fund
Bond
Combined
 
Fund
Bond
Combined
             
Principal Amount or Shares
   
Value
 
MUNICIPAL BONDS - 98.0%
       
Colorado - 0.9%
         
$0
$1,765,000
$1,765,000
Denver City & County Airport System, Series A, FGIC, 5.00%, 11/15/2019,(Callable 11/15/16 @ 100)
$0
$1,766,112
$1,766,112
Illinois - 0.6%
           
0
690,000
690,000
Chicago O'Hare International Airport, Series A, FSA, 4.00%, 1/1/2015
0
690,379
$690,379
0
500,000
500,000
Chicago O'Hare International Airport, Series A, FSA, 4.00%, 1/1/2016
0
496,660
496,660
       
0
1,187,039
1,187,039
Michigan - 0.4%
         
0
460,000
460,000
Calumet Laurium & Keweenah Public Schools, FSA, GO, W/I, 4.00%, 5/1/2015
0
468,588
$468,588
0
450,000
450,000
Utica Community Schools, GO, W/I, 4.00%, 5/1/2020, (Callable 5/1/18 @ 100)
0
405,369
405,369
       
0
873,957
873,957
Ohio - 91.1%
           
0
200,000
200,000
Akron Bath Copley Joint Township Hospital District, Akron General Health System, Series A, 5.00%, 1/1/2014
0
205,368
205,368
0
320,000
320,000
Akron Bath Copley Joint Township Hospital District, Akron General Health System, Series A, 5.00%, 1/1/2015
0
327,968
327,968
0
1,000,000
1,000,000
1Akron Bath Copley Joint Township Hospital District, Summa Health System, Series A, RADIAN, 5.25%,11/15/2016 @ 100)
0
1,040,520
1,040,520
1,000,000
0
1,000,000
Akron, Bath & Copley, OH Joint Township, Hospital District Revenue Bonds (Series 2004A), 5.125% (Summa Health System)/(Radian Asset Assurance INS)/(Original Issue Yield: 5.38%), 11/15/2024
951,920
0
951,920
1,750,000
0
1,750,000
Akron, Bath & Copley, OH Joint Township, Hospital Facilities Revenue Bonds (Series 2004A), 5.25% (Summa Health System)/(Radian Asset Assurance INS)/(Original Issue Yield: 5.47%), 11/15/2031
1,645,962
0
1,645,962
1,000,000
0
1,000,000
Akron, OH, LT GO Bonds, 5.80% (United States Treasury PRF 11/1/2010@101)/(Original Issue Yield: 5.95%), 11/1/2020
1,081,570
0
1,081,570
300,000
0
300,000
Alliance, OH City School District, UT GO Bonds, 5.50% (United States Treasury PRF 12/1/2010@102)/(Original Issue Yield: 5.85%), 12/1/2022
325,815
0
325,815
395,000
0
395,000
Alliance, OH Waterworks, Revenue Refunding Bonds, 5.00% (MBIA Insurance Corp. INS)/(Original Issue Yield: 5.20%), 11/15/2020
396,513
0
396,513
0
1,825,000
1,825,000
American Municipal Power-Ohio, Inc., AMBAC, 5.25%, 1/1/2011
0
1,925,612
1,925,612
1,000,000
0
1,000,000
Bay Village, OH City School District, School Improvement UT GO Bonds, 5.125% (United States Treasury PRF 12/1/2010@100)/(Original Issue Yield: 5.16%), 12/1/2021
1,056,650
0
1,056,650
0
1,500,000
1,500,000
Beavercreek Local School District, FGIC, GO, 6.60%, 12/1/2015
0
1,712,625
1,712,625
1,945,000
0
1,945,000
Buckeye Tobacco Settlement Financing Authority, OH, Tobacco Settlement Asset-Backed Bonds (Series 2007A), 6.50%, 6/1/2047
1,914,891
0
1,914,891
2,830,000
0
2,830,000
Butler County, OH, MFH Revenue Bonds (Series 2006), 5.10% (Trinity Manor Senior Housing)/(GNMA Collateralized Home Mortgage Program COL), 7/20/2036
2,537,576
0
2,537,576
1,000,000
0
1,000,000
Centerville, OH, Health Care Fixed Rate Revenue Bonds (Series 2007A), 6.00% (Bethany Lutheran Village), 11/1/2038
872,090
0
872,090
0
1,000,000
1,000,000
Cincinnati City School District, Classroom Construction and Improvements, FGIC, GO, 5.00%, 12/1/2017
0
1,055,160
1,055,160
0
1,500,000
1,500,000
1Cincinnati City School District, Classroom Facilities Construction and Improvements, FSA, GO, 5.25%, 12/1/2014, (PRF 12/1/2013 @ 100)
0
1,633,695
1,633,695
0
1,125,000
1,125,000
City of Cleveland, AMBAC, GO, 5.25%, 12/1/2017, (Callable 12/1/2014 @ 100)
0
1,193,636
1,193,636
0
1,000,000
1,000,000
City of Columbus Sewer Revenue, 5.00%, 6/1/2023, (Callable 12/1/2017 @ 100)
0
1,001,450
1,001,450
250,000
0
250,000
Clearview, OH Local School District, UT GO Bonds, 6.00% (United States Treasury PRF 12/1/2010@101)/(Original Issue Yield: 6.17%), 12/1/2024
265,080
0
265,080
2,200,000
0
2,200,000
Cleveland, OH Airport System, Revenue Bonds, 5.00% (FSA INS), 1/1/2022
2,165,328
0
2,165,328
1,000,000
0
1,000,000
Cleveland, OH Waterworks, Water Revenue Bonds (Series 2007O), 5.00% (MBIA Insurance Corp. INS), 1/1/2032
956,980
0
956,980
2,000,000
0
2,000,000
Cleveland, OH Waterworks, Water Revenue Bonds (Series 2007P), 5.00%, 1/1/2026
1,944,660
0
1,944,660
530,000
0
530,000
Cleveland-Cuyahoga County, OH Port Authority, Bond Fund Program Development Revenue Bonds (Series 2004E), 5.60% (Port of Cleveland Bond Fund), 5/15/2025
493,933
0
493,933
340,000
0
340,000
Cleveland-Cuyahoga County, OH Port Authority, Development Revenue Bonds (Series 2001B), 6.50% (Port of Cleveland Bond Fund), 11/15/2021
343,179
0
343,179
500,000
0
500,000
Cleveland-Cuyahoga County, OH Port Authority, Development Revenue Bonds (Series 2002C), 5.95% (Port of Cleveland Bond Fund), 5/15/2022
484,580
0
484,580
490,000
0
490,000
Cleveland-Cuyahoga County, OH Port Authority, Development Revenue Bonds (Series 2005B), 5.125% (Port of Cleveland Bond Fund), 5/15/2025
427,427
0
427,427
500,000
0
500,000
Cleveland-Cuyahoga County, OH Port Authority, Senior Housing Revenue Bonds (Series 2006A), 6.25% (St. Clarence-GEAC LLC), 5/1/2038
455,405
0
455,405
1,000,000
0
1,000,000
Cleveland-Cuyahoga County, OH Port Authority, Special Assessment Tax-Increment Revenue Bonds, 7.00% (University Heights, OH Public Parking Garage)/(Original Issue Yield: 7.20%), 12/1/2018
1,049,420
0
1,049,420
1,610,000
0
1,610,000
Columbus, OH City School District, School Facilities Construction & Improvement UT GO Bonds, 5.00% (United States Treasury PRF 6/1/2013@100)/(Original Issue Yield: 4.70%), 12/1/2024
1,730,927
0
1,730,927
1,000,000
0
1,000,000
Columbus, OH City School District, School Facilities Construction & Improvement UT GO Bonds, 5.25% (United States Treasury PRF 12/1/2014@100)/(Original Issue Yield: 4.88%), 12/1/2024
1,094,660
0
1,094,660
0
2,000,000
2,000,000
County of Cuyahoga Capital Improvements, GO, 5.25%, 12/1/2018, (Callable 12/1/2014 @ 100)
0
2,122,020
2,122,020
0
3,000,000
3,000,000
County of Cuyahoga Jail Facilities, GO, MBIA-IBC, 5.25%, 10/1/2013
0
3,166,590
3,166,590
0
400,000
400,000
County of Erie Hospital Facilities, Firelands Regional Medical Center, Series A, 5.00%, 8/15/2008
0
402,716
402,716
0
250,000
250,000
County of Erie Hospital Facilities, Firelands Regional Medical Center, Series A, 5.50%, 8/15/2012
0
260,883
260,883
0
1,510,000
1,510,000
County of Hamilton Hospital Facilities, Cincinnati Children's Hospital, FGIC, 4.50%, 5/15/2014
0
1,556,840
1,556,840
0
100,000
100,000
County of Lucas, AMBAC-TCRS, CR, GO, 6.65%, 12/1/2012, (Callable 6/1/2008 @ 100)
0
100,895
100,895
0
570,000
570,000
Dayton-Montgomery County Port Authority, Series A, AMT, 4.75%, 11/15/2015
0
568,358
568,358
0
895,000
895,000
Dayton-Montgomery County Port Authority, Parking Garage Project, Series A, 5.00%, 11/15/2017, (Callable   5/15/2014 @ 100)
0
881,432
881,432
1,000,000
0
1,000,000
Delaware County, OH, Capital Facilities LT GO Bonds, 6.25% (United States Treasury PRF 12/1/2010@101)(Original Issue Yield: 6.03%), 12/1/2020
1,095,420
0
1,095,420
1,000,000
0
1,000,000
Elyria, OH City School District, School Improvement UT GO Bonds (Series 2007), 5.00% (XL Capital Assurance Inc. INS)/(Original Issue Yield: 5.05%), 12/1/2035
910,670
0
910,670
1,000,000
0
1,000,000
Erie County, OH, Hospital Facilities Revenue Bonds (Series 2002A), 5.50% (Firelands Regional Medical Center)/(Original Issue Yield: 5.66%), 8/15/2022
994,060
0
994,060
1,000,000
0
1,000,000
Erie County, OH, Revenue Bonds (Series 2006A), 5.00% (Firelands Regional Medical Center), 8/15/2036
870,400
0
870,400
0
2,270,000
2,270,000
Franklin County, American Chemical Society Project, 5.50%, 10/1/2012, (Callable 10/1/2009 @ 101)
0
2,356,759
2,356,759
1,500,000
0
1,500,000
Franklin County, OH Health Care Facilities, Revenue Refunding Bonds, 5.50% (Ohio Presbyterian Retirement Services)/(Original Issue Yield: 5.69%), 7/1/2021
1,449,030
0
1,449,030
750,000
0
750,000
Franklin County, OH, Revenue Refunding Bonds, 5.75% (Capitol South Community Urban Redevelopment Corp.), 6/1/2011
761,468
0
761,468
0
2,270,000
2,270,000
Franklin County, Online Computer Library Center, 5.00%, 4/15/2010
0
2,351,289
2,351,289
0
475,000
475,000
Franklin County, Trinity Health Credit, 5.00%, 6/1/2013
0
491,768
491,768
1,000,000
0
1,000,000
Gallipolis, OH City School District, School Facilities Construction & Improvement UT GO Bonds, 5.00% (MBIA Insurance Corp. INS), 12/1/2030
964,370
0
964,370
250,000
0
250,000
Greene County, OH Sewer Systems, Revenue Bonds, 5.25% (United States Treasury PRF 12/1/2008@102)/(Original Issue Yield: 5.42%), 12/1/2025
260,025
0
260,025
1,000,000
0
1,000,000
Greene County, OH, University Housing Revenue Bonds (Series 2002A), 5.375% (Marauder Development LLC at Central State University)/( American Capital Access INS)/(Original Issue Yield: 5.55%), 9/1/2022
875,740
0
875,740
1,000,000
0
1,000,000
Greene County, OH, University Housing Revenue Bonds (Series 2002A), 5.50% (Marauder Development LLC at Central State University)/(American Capital Access INS)/(Original Issue Yield: 5.65%), 9/1/2027
846,400
0
846,400
1,530,000
0
1,530,000
Hamilton County, OH Hospital Facilities Authority, Revenue Bonds (Series 2004J), 5.25% (Cincinnati Children’s Hospital Medical Center)/(FGIC INS), 5/15/2023
1,481,606
0
1,481,606
2,400,000
0
2,400,000
Hamilton County, OH Sewer System, Improvement Revenue Bonds (Series 2000A), 5.75% (Metropolitan Sewer District of Greater Cincinnati)/(United States Treasury PRF 6/1/2010@101)/(Original Issue Yield: 5.78%), 12/1/2025
2,569,032
0
2,569,032
2,000,000
0
2,000,000
Hamilton County, OH Sewer System, Metropolitan Sewer District Improvement Revenue Bonds (Series 2007A), 5.00%, 12/1/2032
1,899,140
0
1,899,140
1,000,000
0
1,000,000
Hamilton County, OH, EDRBs (Series 2006A), 5.00% (King Highland Community Urban Redevelopment Corp.)/(MBIA Insurance Corp. INS), 6/1/2033
953,070
0
953,070
405,000
0
405,000
Hamilton County, OH, Subordinated Sales Tax Revenue Bonds (Series B), 5.600% (AMBAC INS)/(Original Issue Yield: 5.62%), 12/1/2032
394,563
0
394,563
1,595,000
0
1,595,000
Hamilton County, OH, Subordinated Sales Tax Revenue Bonds (Series B), 5.600% (United States Treasury PRF 12/1/2010@100)/(Original Issue Yield: 5.62%), 12/1/2032
1,690,588
0
1,690,588
1,310,000
0
1,310,000
Hamilton, OH City School District, School Facilities Construction & Improvement UT GO Bonds, 5.00% (FSA INS), 12/1/2029
1,276,006
0
1,276,006
2,000,000
0
2,000,000
Hamilton, OH City School District, School Improvement UT GO Bonds (Series 1999A), 5.50% (United States Treasury PRF 12/1/2009@101)/(Original Issue Yield: 5.75%), 12/1/2024
2,110,840
0
2,110,840
1,000,000
0
1,000,000
Heath, OH City School District, School Improvement UT GO Bonds, (Series A), 5.50% (United States Treasury PRF 12/1/2010@100)/(Original Issue Yield: 5.635%), 12/1/2027
1,066,500
0
1,066,500
2,000,000
0
2,000,000
Hilliard, OH School District, UT GO Bonds (Series 2006A), 5.00% (MBIA Insurance Corp. INS), 12/1/2027
1,948,400
0
1,948,400
0
250,000
250,000
Housing Finance Agency, AMT, 3.95%, 9/1/2008
0
251,470
251,470
0
160,000
160,000
Housing Finance Agency, AMT, 4.35%, 9/1/2010
0
161,125
161,125
0
160,000
160,000
Housing Finance Agency, AMT, 4.55%, 9/1/2011
0
161,086
161,086
0
725,000
725,000
Housing Finance Agency, AMT, GNMA, 3.30%, 9/1/2030, (Callable 3/1/2013 @ 100)
0
722,825
722,825
0
630,000
630,000
Housing Finance Agency, AMT, GNMA, 3.65%, 9/1/2011
0
612,530
612,530
0
1,000,000
1,000,000
Housing Finance Agency, Residential Mortgage, AMT, FNMA-GNMA, FSA, 3.90%, 3/1/2013
0
990,120
990,120
0
940,000
940,000
Housing Finance Agency, Series C, AMT, GNMA, 4.63%, 9/1/2031, (Callable 1/1/2011 @ 100)
0
943,807
943,807
0
55,000
55,000
Independence Ohio Economic Development, 3.12%, 12/1/2016
0
55,000
55,000
1,010,000
0
1,010,000
Kent State University, OH, General Receipts Revenue Bonds, 6.00% (AMBAC INS)/(Original Issue Yield: 6.09%), 5/1/2024
1,055,450
0
1,055,450
0
1,860,000
1,860,000
Kettering City School District, FSA, GO, 4.75%, 12/1/2020, (Callable 6/1/2017 @ 100)
0
1,872,332
1,872,332
0
1,150,000
1,150,000
Knox County Hospital Facilities, RADIAN, 4.70%, 6/1/2008
0
1,153,623
1,153,623
1,500,000
0
1,500,000
Lake, OH Local School District, Stark County, UT GO Bonds, 5.75% (United States Treasury PRF 12/1/2010@100)/(Original Issue Yield: 5.90%), 12/1/2021
1,609,590
0
1,609,590
2,000,000
0
2,000,000
Licking Heights, OH Local School District, School Facilities Construction & Improvement UT GO Bonds (Series 2000A), 5.50% (United States Treasury PRF 12/1/2010@100)/(Original Issue Yield: 5.58%), 12/1/2024
2,133,000
0
2,133,000
2,070,000
0
2,070,000
Little Miami, OH Local School District, LT GO School Improvement Bonds (Series 2006), 5.25% (United States Treasury PRF 12/1/2016@100)/(Original Issue Yield:4.54%), 12/1/2030
2,274,185
0
2,274,185
1,500,000
0
1,500,000
Lorain County, OH, Health Care Facilities Revenue Refunding Bonds (Series 1998A), 5.25% (Kendal at Oberlin)/(Original Issue Yield: 5.53%), 2/1/2021
1,438,785
0
1,438,785
1,000,000
0
1,000,000
Lorain County, OH, Hospital Revenue Refunding & Improvement Bonds, 5.25% (Catholic Healthcare Partners)/(Original Issue Yield: 5.52%), 10/1/2033
941,020
0
941,020
1,500,000
0
1,500,000
Lucas County, OH, Health Care Facilities Refunding & Improvement Revenue Bonds (Series 2000A), 6.625% (Sunset Retirement Community, Inc.)/(Original Issue Yield: 6.75%), 8/15/2030
1,525,125
0
1,525,125
355,000
0
355,000
Mansfield City School District, OH, UT GO Bonds, 5.75% (United States Treasury PRF 6/1/2010@100)/(Original Issue Yield: 5.75%), 12/1/2021
376,680
0
376,680
1,000,000
0
1,000,000
Marysville, OH Wastewater Treatment System, Revenue Bonds (Series 2007), 4.75% (XL Capital Assurance Inc. INS), 12/1/2047
851,920
0
851,920
0
500,000
500,000
Miami County Hospital Facilities, Upper Valley Medical Center, 5.25%, VA, 5/15/2015
0
516,280
516,280
1,000,000
0
1,000,000
Miami County, OH, Hospital Facilities Revenue & Refunding Bonds (Series 2006), 5.25% (Upper Valley Medical Center, OH), 5/15/2021
957,640
0
957,640
1,000,000
0
1,000,000
Montgomery County, OH, MFH Revenue Bonds (Series 2005), 4.95% (Chevy Chase Apartments)/(GTD by FHLMC), 11/1/2035
938,450
0
938,450
0
1,885,000
1,885,000
Municipal Electric Generation Agency, Joint Venture, AMBAC, 5.00%, 2/15/2014
0
1,998,138
1,998,138
0
3,000,000
3,000,000
North Olmsted, AMBAC, GO, 6.20%, 12/1/2011
0
3,180,360
3,180,360
1,415,000
0
1,415,000
Oak Hills, OH Local School District, UT GO Bonds, 5.00% (FSA INS), 12/1/2025
1,393,619
0
1,393,619
1,010,000
0
1,010,000
Ohio HFA, Residential Mortgage Revenue Bonds (Series 2002 A-1), 5.30% (GTD by GNMA Collateralized Home Mortgage Program), 9/1/2022
1,017,474
0
1,017,474
0
980,000
980,000
Ohio State Higher Education Facility Commission, Mount Union College Project, 5.25%, 10/1/2021, (Callable 10/1/2016 @ 100)
0
986,684
986,684
0
2,310,000
2,310,000
Ohio State Higher Education, Series A, GO, 4.25%, 5/1/2016
0
2,354,583
2,354,583
0
385,000
385,000
Ohio State Higher Educational Facility Commission, Mount Union College Project, 4.75%, 10/1/2015
0
399,361
399,361
2,000,000
0
2,000,000
Ohio State Higher Educational Facilities Commission, Higher Education Facility Revenue Bonds (Series 2006), 5.00% (Kenyon College, OH), 7/1/2041
1,802,900
0
1,802,900
1,000,000
0
1,000,000
Ohio State Higher Educational Facilities Commission, Higher Educational Facility Revenue Bonds, 5.125% (Oberlin College), 10/1/2024
988,510
0
988,510
1,875,000
0
1,875,000
Ohio State Higher Educational Facilities Commission, Hospital Revenue Bonds (Series 2007A), 5.25% (University Hospitals Health System, Inc.), 1/15/2046
1,620,844
0
1,620,844
1,000,000
0
1,000,000
Ohio State Higher Educational Facilities Commission, Revenue Bonds (Series 2002B), 5.50% (Case Western Reserve University, OH)/(United States Treasury PRF 10/1/2012@100), 10/1/2022
1,089,160
0
1,089,160
1,510,000
0
1,510,000
Ohio State Higher Educational Facilities Commission, Revenue Bonds (Series 2006), 5.00% (University of Dayton)/(AMBAC INS), 12/1/2030
1,438,894
0
1,438,894
2,000,000
0
2,000,000
Ohio State Higher Educational Facilities Commission, Revenue Bonds, 5.00% (College of Wooster), 9/1/2020
1,984,040
0
1,984,040
1,500,000
0
1,500,000
Ohio State Higher Educational Facilities Commission, Revenue Bonds, 5.00% (John Carroll University, OH), 4/1/2032
1,377,990
0
1,377,990
750,000
0
750,000
Ohio State Higher Educational Facilities Commission, Revenue Bonds, 5.00% (Mount Union College), 10/1/2031
693,285
0
693,285
1,000,000
0
1,000,000
Ohio State Higher Educational Facilities Commission, Revenue Bonds, 5.00% (Otterbein College)/(CIFG N.A. INS), 12/1/2035
902,910
0
902,910
1,000,000
0
1,000,000
Ohio State Higher Educational Facilities Commission, Revenue Bonds, 5.00% (University of Dayton)/(AMBAC INS), 12/1/2027
954,030
0
954,030
500,000
0
500,000
Ohio State Higher Educational Facilities Commission, Revenue Bonds, 5.50% (Baldwin-Wallace College), 12/1/2021
506,815
0
506,815
1,070,000
0
1,070,000
Ohio State Higher Educational Facilities Commission, Revenue Bonds, 5.50% (Baldwin-Wallace College)/(Original Issue Yield: 5.53%), 12/1/2023
1,078,902
0
1,078,902
610,000
0
610,000
Ohio State Higher Educational Facilities Commission, Revenue Bonds, 5.50% (Baldwin-Wallace College)/(Original Issue Yield: 5.61%), 12/1/2024
614,435
0
614,435
2,000,000
0
2,000,000
Ohio State Higher Educational Facilities Commission, Revenue Bonds, 5.85% (John Carroll University, OH)/(United States Treasury PRF 4/1/2009@102)/(Original Issue Yield: 6.05%), 4/1/2020
2,103,940
0
2,103,940
0
6,500,000
6,500,000
Ohio State Higher Educational Facility Commission, Case Western Reserve University, Series D, 6.25%, 7/1/2014
0
7,195,370
7,195,370
0
1,000,000
1,000,000
Ohio State Higher Educational Facility Commission, Denison University Project, 5.50%, 11/1/2012, (Callable 11/1/2011 @ 101)
0
1,084,000
1,084,000
0
1,435,000
1,435,000
Ohio State Higher Educational Facility Commission, John Carroll University, 5.25%, 11/15/2014, (Callable 11/15/2013 @ 100)
0
1,522,449
1,522,449
0
1,490,000
1,490,000
Ohio State Higher Educational Facility Commission, John Carroll University, 5.25%, 11/15/2015, (Callable 11/15/2013 @ 100)
0
1,566,869
1,566,869
0
300,000
300,000
Ohio State Higher Educational Facility Commission, Mount Union College Project, 4.75%, 10/1/2016
0
308,934
308,934
0
475,000
475,000
Ohio State Higher Educational Facility Commission, Ohio Northern University Project, 3.50%, 5/1/2010
0
477,342
477,342
0
645,000
645,000
Ohio State Higher Educational Facility Commission, Ohio Northern University Project, 3.88%, 5/1/2013
0
643,033
643,033
0
2,010,000
2,010,000
Ohio State Higher Educational Facility Commission, Xavier University Project, CIFG, 5.00%, 5/1/2016
0
2,132,791
2,132,791
0
3,115,000
3,115,000
Ohio State Higher Educational Facility Commission, Xavier University Project, CIFG, 5.00%, 5/1/2019, (Callable 5/1/2016 @ 100)
0
3,177,518
3,177,518
2,000,000
0
2,000,000
Ohio State University, General Receipts Revenue Bonds (Series 2003B), 5.25%, 6/1/2023
2,027,300
0
2,027,300
0
5,880,000
5,880,000
Ohio State University, Series B, 5.25%, 6/1/2018, (Callable 6/1/2013 @ 100)
0
6,201,165
6,201,165
0
1,000,000
1,000,000
Ohio State Water Development Authority, 5.00%, 12/1/2034, (PRF 6/1/2014 @ 100)
0
1,075,820
1,075,820
2,000,000
0
2,000,000
Ohio State Water Development Authority, PCR Bonds, 5.10% (United States Treasury PRF 6/1/2012@100)/(Original Issue Yield: 5.10%), 12/1/2022
2,137,060
0
2,137,060
0
415,000
415,000
Orrville City School District, School Facilities Construction, AMBAC, GO, 4.50%, 12/1/2018, (Callable 12/1/2017 @ 100)
0
414,622
414,622
0
350,000
350,000
Orrville City School District, School Facilities Construction, AMBAC, GO, 5.00%, 12/1/2020, (Callable 12/1/2017 @ 100)
0
352,390
352,390
0
500,000
500,000
Orrville City School District, School Facilities Construction, AMBAC, GO, 5.00%, 12/1/2022, (Callable 12/1/2017 @ 100)
0
493,295
493,295
1,835,000
0
1,835,000
Otsego, OH Local School District, Construction & Improvement UT GO Bonds, 5.00% (United States Treasury PRF 12/1/2014@100)/(Original Issue Yield: 5.15%), 12/1/2028
1,981,470
0
1,981,470
1,000,000
0
1,000,000
Parma, OH, Hospital Improvement and Refunding Revenue Bonds, 5.375% (Parma Community General Hospital Association)/(United States Treasury PRF 11/1/2008@101)/(Original Issue Yield: 5.45%), 11/1/2029
1,028,520
0
1,028,520
500,000
0
500,000
Port Authority for Columbiana County, OH, Solid Waste Facility Revenue Bonds (Series 2004A), 7.25% (Apex Environmental LLC)/(Original Issue Yield: 7.30%), 8/1/2034
477,570
0
477,570
1,000,000
0
1,000,000
Portage County, OH Board of County Hospital Trustees, Hospital Revenue Bonds (Series 1999), 5.75% (Robinson Memorial Hospital)/(AMBAC INS)/(Original Issue Yield: 5.90%), 11/15/2019
1,043,700
0
1,043,700
1,000,000
0
1,000,000
Ravenna, OH City School District, UT GO Bonds (Series 2006), 5.00% (FSA INS), 1/15/2031
959,160
0
959,160
0
770,000
770,000
Richland County Hospital Facilities, Medcentral Health Systems, 5.00%, 11/15/2015
0
779,263
779,263
1,500,000
0
1,500,000
Rickenbacker, OH Port Authority, Capital Funding Revenue Bonds (Series 2002A), 5.375% (OASBO Expanded Asset Pooled Financing Program)/(Original Issue Yield: 5.60%), 1/1/2032
1,457,685
0
1,457,685
2,000,000
0
2,000,000
Springboro, OH Community School District, School Improvement UT GO Bonds, 5.00% (United States Treasury PRF 6/1/2014@100)/(Original Issue Yield: 5.03%), 12/1/2032
2,152,340
0
2,152,340
0
815,000
815,000
State Economic Enterprise, AMT, 4.40%, 12/1/2012
0
831,113
831,113
0
1,000,000
1,000,000
State of Ohio, Common Schools, GO, 5.00%, 6/15/2013
0
1,071,660
1,071,660
0
3,470,000
3,470,000
2State of Ohio, Republic Services Project, AMT, 4.25%, 4/1/2033, (Mandatory Put 4/1/2014 @ 100)
0
3,345,601
3,345,601
0
1,000,000
1,000,000
State of Ohio, Series 2007 1, FSA, 4.00%, 6/15/2014
0
1,020,560
1,020,560
0
970,000
970,000
2Steubenville Hospital Facilities, Trinity Health, 4.14%, 10/1/2030
0
824,626
824,626
1,000,000
0
1,000,000
Steubenville, OH, Hospital Facilities Revenue Refunding & Improvement Bonds, 6.375% (Trinity Health System Obligated Group)/(United States Treasury PRF 10/1/2010@100)/(Original Issue Yield: 6.55%), 10/1/2020
1,083,690
0
1,083,690
0
1,155,000
1,155,000
Toledo-Lucas County Port Authority, Crocker Park Public Improvement Project, 5.00%, 12/1/2008
0
1,169,414
1,169,414
0
1,110,000
1,110,000
Toledo-Lucas County Port Authority, Crocker Park Public Improvement Project, 5.00%, 12/1/2009
0
1,138,360
1,138,360
500,000
0
500,000
Toledo-Lucas County, OH Port Authority, Revenue Bonds (Series 2004C), 6.375% (Northwest Ohio Bond Fund), 11/15/2032
484,250
0
484,250
835,000
0
835,000
Toledo-Lucas County, OH Port Authority, Revenue Bonds (Series 2005C), 5.125% (Northwest Ohio Bond Fund), 11/15/2025
718,718
0
718,718
1,500,000
0
1,500,000
Toledo-Lucas County, OH Port Authority, Revenue Bonds, 6.45% (CSX Corp.), 12/15/2021
1,568,295
0
1,568,295
1,375,000
0
1,375,000
Toledo-Lucas County, OH Port Authority, Special Assessment Revenue Bonds, 5.25% (Crocker Park Public Improvement Project)/(Original Issue Yield: 5.37%), 12/1/2023
1,293,394
0
1,293,394
2,000,000
0
2,000,000
Tuscarawas County, OH, Hospital Facilities Revenue Bonds, 5.75% (Union Hospital)/(Radian Asset Assurance INS), 10/1/2026
2,013,160
0
2,013,160
0
2,015,000
2,015,000
University of Akron, FGIC, 5.50%, 1/1/2020, (PRF 1/1/2010 @ 101)
0
2,121,573
2,121,573
2,000,000
0
2,000,000
University of Akron, OH, General Receipts Bonds (Series 2008B), 5.25% (FSA INS), 1/1/2027
2,007,480
0
2,007,480
0
300,000
300,000
University of Cincinnati, CP, MBIA, 5.00%, 6/1/2010
0
313,350
313,350
100,000
0
100,000
University of Cincinnati, OH, General Receipts Revenue Bond (Series AO), 5.75% (United States Treasury PRF 12/1/2009@101)/(Original Issue Yield: 5.90%), 6/1/2019
105,967
0
105,967
1,025,000
0
1,025,000
University of Cincinnati, OH, General Receipts Revenue Bonds (Series 2004D), 5.00% (AMBAC INS), 6/1/2026
978,383
0
978,383
1,000,000
0
1,000,000
Warrensville Heights, OH School District, UT GO Bonds, 5.75% (United States Treasury PRF 12/1/2010@101)/(Original Issue Yield: 5.83%), 12/1/2024
1,082,280
0
1,082,280
1,995,000
0
1,995,000
Waynesville, OH Health Care Facilities, Revenue Bonds (Series 2001A), 5.70% (Quaker Heights Project)/(GTD by GNMA Home Mortgage Program COL), 2/20/2043
1,997,095
0
1,997,095
     
    Total
106,879,004
79,976,026
186,855,030
Puerto Rico - 3.0%
         
0
3,000,000
3,000,000
2Commonwealth of Puerto Rico, Series A, GO, 5.00%, 7/1/2030, (Mandatory Put 7/1/2012 @ 100)
0
3,066,420
3,066,420
1,000,000
0
1,000,000
Puerto Rico Government Development Bank (GDB), Senior Notes (Series 2006B), 5.00%, 12/1/2017
995,040
0
995,040
990,000
0
990,000
Puerto Rico Industrial, Tourist, Educational, Medical & Environmental Control Facilities Financing Authority, Cogeneration Facility Revenue Bonds (Series 2000A), 6.625% (AES Puerto Rico Project)/(Original Issue Yield: 6.65%), 6/1/2026
1,016,750
0
1,016,750
470,000
0
470,000
Puerto Rico Industrial, Tourist, Educational, Medical & Environmental Control Facilities Financing Authority, Higher Education Revenue Bonds (Series 2006), 5.00% (Ana G. Mendez University System), 3/1/2026
402,499
0
402,499
1,000,000
0
1,000,000
Puerto Rico Industrial, Tourist, Educational, Medical & Environmental Control Facilities Financing Authority, Higher Education Revenue Bonds (Series 2006), 5.00% (Ana G. Mendez University System), 3/1/2036
806,610
0
806,610
     
    Total
3,220,899
3,066,420
6,287,319
Texas - 0.3%
           
0
500,000
500,000
Spring Independent School District, GO, PSA, W/I, 5.00%, 8/15/2015
0
537,570
537,570
Washington - 1.6%
         
0
3,000,000
3,000,000
Energy Northwest Washington Electric, Series A, 5.50%, 7/1/2015
0
3,294,990
3,294,990
Virgin Islands - 0.1%
         
305,000
0
305,000
Virgin Islands HFA, SFM Revenue Refunding Bonds (Series A), 6.50% (GNMA COL)/(Original Issue Yield: 6.522%), 3/1/2025
305,064
0
305,064
     
TOTAL MUNICIPAL BONDS (Identified Cost $203,261,916)
110,404,967
90,702,114
201,107,081
SHORT-TERM MUNICIPALS - 0.1%2
       
Puerto Rico - 0.1%
         
300,000
0
300,000
Puerto Rico Government Development Bank (GDB) Weekly VRDNs (MBIA Insurance Corp. INS)/(Credit Suisse, Zurich LIQ), 3.750%, 3/5/2008 (AT AMORTIZED COST)
300,000
0
300,000
SHORT-TERM INVESTMENT - 1.6%
       
Money Market Mutual Fund - 1.6%
       
0
3,268,933
3,268,933
Goldman Sachs Financial Square Tax-Free Money Market Fund, Institutional Shares
0
3,268,933
3,268,933
             
     
Total Municipal Investments (Identified Cost $206,830,849) - 99.8%
110,704,967
93,971,047
204,676,014
     
Other Assets & Liabilities - Net 0.2%3
(582,243)
1,022,100
439,857
     
Total Net Assets - 100%
$110,122,724
$94,993,147
$205,115,871
             
At February 29, 2008, the Federated Ohio Municipal Income Fund had the following open swap/rate lock contract:
     
Counterparty
Pay
Receive
Expiration   Notional                    Unrealized
Date              Amount                    Depreciation
     
Goldman Sachs and Co.
5.10%
10 Year MMD Rate
6/6/2008       $5,000,000                (26,400)
     
             
Unrealized Depreciation on Swap/Rate Lock Contract is included in “Other Assets and Liabilities-Net”.
 
             
1 All or part of this security has been designated as collateral for when issued or delayed delivery transactions.
2 Current rate and next reset date shown for Variable Rate Demand Notes.
     
3 Assets, other than investments in securities, less liabilities. See Statement of Assets and Liabilities.
             
Note: The categories of investments are shown as a percentage of total net assets at February 29, 2008
 
The following acronyms are used throughout this portfolio:
     
AMBAC - American Municipal Bond Assurance Corporation
     
AMT - Alternative Minimum Tax
     
CIF - CDC IXIS Financial Guaranty Services, Inc.
     
COL -Collateralized
   
CP - Certificates of Participation
CR - Custodian Receipt
 
EDRB - Economic Development Revenue Bonds
     
FGIC - Financial Guaranty Insurance Company
     
FHLMC - Federal Home Loan Mortgage Corporation
     
FNMA - Federal National Mortgage Association
     
FSA - Financial Security Assurance
     
GNMA - Government National Mortgage Association
     
GO - General Obligation
     
GTD - Guaranteed
HFA - Housing Finance Authority
IBC - Insurance Bond Certificate
INS - Insured
   
LIQ - Liquidity Agreement
 
LT - Limited Tax
MBIA - Municipal Bond Investors Assurance
   
MFH - Multi-Family Housing
 
PCR - Pollution Control Revenue
PRF - Prerefunded
 
PSF - Public School Fund
 
Radian - Radian Guaranty, Inc.
   
SFM - Single Family Mortgage
TCRS - Temporary Custodian Receipts
 
UT - Unlimited Tax
 
VA - Department of Veteran Affairs
 
VRDN - Variable Rate Demand Notes
   
W/I - When Issued
 




Federated Ohio Municipal Income Fund
Fifth Third Ohio Municipal Bond Fund
Pro Forma Combining Statements of Assets & Liabilities
February 29, 2008 (unaudited)

                   
   
Federated
 
Fifth Third
         
   
Ohio Municipal
 
Ohio
         
   
Income
 
Municipal
 
Pro Forma
 
Proforma
 
   
Fund
 
Bond Fund
 
Adjustment
 
Combined
 
Assets:
                 
Investments in securities, at value
 
$110,704,967
 
$93,971,047
 
$0
 
$204,676,014
 
Cash
 
21,481
 
0
 
0
 
21,481
 
Income receivable
 
1,573,406
 
1,175,281
 
0
 
2,748,687
 
Receivable for investments sold
 
25,000
 
0
 
0
 
25,000
 
Receivable for shares sold
 
109,581
 
381
 
0
 
109,962
 
Prepaid expenses
 
0
 
16,199
 
0
 
16,199
 
     Total assets
 
112,434,435
 
95,162,908
 
0
 
207,597,343
 
Liabilities:
                 
Payable for investments purchased
 
 
2,046,040
 
 
0
 
 
0
 
 
2,046,040
 
Payable for shares redeemed
 
16,596
 
31,555
 
0
 
48,151
 
Income distribution payable
 
170,673
 
0
 
0
 
170,673
 
Payable to Advisor and affiliates
     
48,364
 
0
 
48,364
 
Payable for distribution services fee
 
 
13,717
 
 
4,520
 
 
0
 
 
18,237
 
Payable for shareholder services fees
 
 
22,253
 
 
0
 
 
0
 
 
22,253
 
Payable for swap contracts
 
26,400
 
0
 
0
 
26,400
 
Accrued expenses
 
16,032
 
85,322
 
0
 
101,354
 
     Total liabilities
 
2,311,711
 
169,761
 
0
 
2,481,472
 
Net Assets
 
$110,122,724
 
$94,993,147
 
$0
 
$205,115,871
 
Net Assets Consist of:
                 
Paid-in capital
 
$114,975,869
 
$94,756,875
 
$0
 
$209,732,744
 
Net unrealized appreciation/depreciation of investments and swap contracts
 
 
 
(2,107,723)
 
 
 
(73,512)
 
 
 
0
 
 
 
(2,181,235)
 
Accumulated net realized gain (loss) on investments and futures contracts
 
 
 
(2,603,063)
 
 
 
194,124
 
 
 
0
 
 
 
(2,408,939)
 
Undistributed (distributions in excess of )net investment income
 
 
(142,359)
 
 
115,660
 
 
0
 
 
(26,699)
 
     Total Net Assets
 
$110,122,724
 
$94,993,147
 
$0
 
$205,115,871
 
Net Asset Value, Offering Price and Redemption Proceeds Per Share
                 
                   
Net Assets
         
 
 
 
 
Class A Shares
 
$0
 
$13,341,893
 
$65,372,981
(a)
$78,714,874
 
Class B Shares
 
$0
 
$2,323,439
 
$(2,323,439)
(a)
$0
 
Class C Shares
 
$0
 
$612,941
 
$(612,941)
(a)
$0
 
Class F Shares
 
$110,122,724
 
$0
 
$16,278,273
(a)
$126,400,997
 
Institutional Shares
 
$0
 
$78,714,874
 
$(78,714,874)
(a)
$0
 
Shares Outstanding
     
 
 
 
     
Class A Shares
 
0
 
1,349,791
 
6,006,739
(a)
7,356,530
 
Class B Shares
 
0
 
240,796
 
(240,796)
(a)
0
 
Class C Shares
 
0
 
62,280
 
(62,280)
(a)
0
 
Class F Shares
 
10,287,529
 
0
 
1,521,334
(a)
11,808,863
 
Institutional Shares
 
0
 
7,970,396
 
(7,970,396)
(a)
0
 
Net Asset Value Per Share
                 
Class A Shares
 
N/A
 
$9.88
     
$10.70
 
Class B Shares
 
N/A
 
$9.65
     
N/A
 
Class C Shares
 
N/A
 
$9.84
     
N/A
 
Class F Shares
 
$10.70
 
N/A
     
$10.70
 
Institutional Shares
 
N/A
 
$9.88
     
N/A
 
Offering Price Per Share
 
 
             
Class A Shares
 
N/A
 
$10.37
(d)
   
$11.20
(f)
Class B Shares
 
N/A
 
$9.65
     
N/A
 
Class C Shares
 
N/A
 
$9.84
     
N/A
 
Class F Shares
 
$10.81
(b)
N/A
     
$10.81
(b)
Institutional Shares
 
N/A
 
$9.88
     
N/A
 
Redemption Proceeds Per Share
 
 
             
Class A Shares
 
N/A
 
$9.88
         
Class B Shares
 
N/A
 
$9.17
(e)
   
N/A
 
Class C Shares
 
N/A
 
$9.74
(c)
   
N/A
 
Class F Shares
 
$10.59
(c)
N/A
     
$10.59
(c)
Institutional Shares
 
N/A
 
$9.88
     
N/A
 
                   
                   
Investments, at identified cost
 
$112,786,290
 
$94,044,559
 
$0
 
$206,830,849
 

(a)
Adjustment to reflect share balance as a result of the combination.
(b)
Computation of offering price per share: 100/99.00 of net asset value.
(c)
Computation of redemption price per share: 99.00/100 of net asset value.
(d)
Computation of offering price per share: 100/95.25 of net asset value.
(e)
Computation of redemption price per share: 95.00/100 of net asset value.
(f)
Computation of offering price per share: 100/95.50 of net asset value.

 
(See Notes to Pro Forma Financial Statements)


Federated Ohio Municipal Income Fund
Fifth Third Ohio Municipal Bond Fund
Pro Forma Combining Statements of Operations
Year Ended February 29, 2008 (unaudited)

                   
     
Federated
 
Fifth Third
       
     
Ohio Municipal
 
Ohio
       
     
Income
 
Municipal
 
Pro Forma
 
Pro Forma
     
Fund
 
Bond Fund
 
Adjustment
 
Combined
Investment Income:
                 
Interest
   
$6,007,159
 
$4,289,680
     
$10,296,839
Dividends
   
0
 
25,195
      
25,195
   Total income
   
6,007,159
 
4,314,875
      
10,322,034
Expenses:
                 
Investment adviser fee
   
484,493
 
559,733
 
(152,654)
(a)
891,572
Administrative personnel and services fee
   
 
150,207
 
 
176,167
 
 
(136,374)
 
(b)
 
190,000
Custodian fees
   
5,230
 
12,031
 
(6,622)
(c)
10,639
Transfer and dividend disbursing agent fees and expenses
   
 
61,919
 
 
39,122
 
 
(3,524)
 
(d)
 
97,517
Directors'/Trustees' fees
   
3,232
 
5,027
 
(2,870)
(e)
5,389
Auditing fees
   
18,256
 
0
 
1,244
(f)
19,500
Legal fees
   
10,904
 
0
 
3,791
(g)
14,695
Portfolio accounting fees
   
52,713
 
69,683
 
(32,461)
(h)
89,935
Distribution services fee - Class A Shares
   
 
0
 
 
41,413
 
 
(41,413)
 
(i)
 
0
Distribution services fee - Class B Shares
   
 
0
 
 
22,555
 
 
(22,555)
 
(i)
 
0
Distribution services fee - Class C Shares
   
 
0
 
 
6,255
 
 
(6,255)
 
(i)
 
0
Distribution services fee - Class F Shares
   
 
484,493
 
 
0
 
 
140,087
 
(i)
 
62,4580
Shareholder services fee - Class F Shares
   
 
291,459
 
 
0
 
 
84,273
 
(j)
 
375,732
Administrative servicing fee - Class C Shares
   
 
0
 
 
2,419
 
 
(2,419)
 
(k)
 
0
Account administration fee - Class F Shares
   
 
187
 
 
0
 
 
54
 
(l)
 
241
Share registration costs
   
20,686
 
45,630
 
(37,622)
(m)
28,694
Printing and postage
   
24,807
 
0
 
1,606
(n)
26,413
Insurance premiums
   
6,465
 
0
 
0
 
6,465
Interest and trust expense
   
24,807
 
0
 
0
 
24,807
Miscellaneous
   
1,994
 
57,946
 
(57,440)
(o)
2,500
     Total expenses
   
1,622,195
 
1,037,981
 
(271,154)
 
2,408,679
Waivers and Reimbursement:
                 
Waiver of investment adviser fee
   
(199,524)
 
0
 
(63,044)
(p)
(262,568)
Waiver of administrative personnel and services fee
   
 
(23,824)
 
 
0
 
 
3,445
 
(q)
 
(20,379)
Waiver and/or reimbursement from Adviser and/or affiliates
   
 
0
 
 
(157,940)
 
 
157,940
 
(r)
 
0
Waiver of distribution services fee - Class F Shares
   
 
(302,808)
 
 
0
 
 
(87,555)
 
(s)
 
(390,363)
Total Waivers and Reimbursement
   
 
(526,156)
 
 
(157,940)
 
 
10,786
 
 
(673,310)
     Net expenses
   
1,096,039
 
880,041
 
(260,368)
 
1,735,369
     Net investment income
   
4,911,120
 
3,434,834
 
260,368
 
8,586,665
Realized and Unrealized Gain (Loss) on Investments:
                 
Net realized gain (loss) on investments
   
 
(604,546)
 
 
90,391
     
 
(514,155)
Net change in unrealized appreciation/ depreciation of investments
 
 
(4,327,443)
 
 
(2,096,712)
      
 
(6,424,155)
     Net realized and unrealized loss on investments
   
 
(4,931,989)
 
 
(2,006,321)
      
 
(6,938,310)
     Change in net assets resulting from operations
   
 
$(20,869)
 
 
$1,428,513
 
 
$260,368
 
 
$1,648,355


(See Notes to Pro Forma Financial Statements)


Federated Ohio Municipal Income Fund
Fifth Third Ohio Municipal Bond Fund
Notes to Pro Forma Financial Statements
For the Year Ended February 29, 2008 (unaudited)




Note 1. Description of the Fund

Federated Ohio Municipal Income Fund (the “Federated Fund”), a series of Federated Municipal Securities Trust, is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end, management investment company.      For the purposes of these Pro Forma Financial Statements, the financial information covers the period from March 1, 2007 to February 29, 2008. The Federated Fund consists of one class of shares: Class F Shares. Class A Shares are expected to be offered in September 2008.

Fifth Third Ohio Municipal Bond Fund (the “Fifth Third Fund”), a series of Fifth Third Funds, is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end, management investment company. The Fifth Third Fund consists of four classes of shares: Class A Shares, Class B Shares, Class C Shares and Institutional Shares.

Note 2. Basis of Combination

The accompanying unaudited Pro Forma Combining Portfolios of Investments, Statements of Assets and Liabilities and Statements of Operations (Pro Forma Financial Statements) reflect the accounts of the Federated Fund and the Fifth Third Fund (individually referred to as the “Fund”, or collectively as the “Funds”), for the year ended February 29, 2008. These statements have been derived from the books and records utilized in calculating daily net asset values at February 29, 2008.

The Pro Forma Financial Statements should be read in conjunction with the historical financial statements of the Federated Fund and the Fifth Third Fund which have been incorporated by reference in the Statement of Additional Information. The Funds follow generally accepted accounting principles in the United States of America applicable to management investment companies which are disclosed in the historical financial statements.

The Pro Forma Financial Statements give effect to the proposed exchange of assets of Class A Shares, Class B Shares and Class C Shares of the Fifth Third Fund for Class F Shares of the Federated Fund and Institutional Shares of the Fifth Third Fund for Class A Shares of the Federated Fund. Under generally accepted accounting principles, the Federated Fund will be the surviving entity for accounting purposes with its historical cost of investment securities and results of operations being carried forward.

The Pro Forma Financial Statements have been adjusted to reflect the anticipated advisory fee arrangement for the surviving entity, if necessary. Certain other operating costs have also been adjusted to reflect anticipated expenses of the combined entity. Other costs which may change as a result of the reorganization are currently undeterminable.

For the year ended February 29, 2008, the Federated Fund and the Fifth Third Fund paid investment advisory fees computed at the annual rate of 0.40% and 0.55%, respectively as a percentage of average daily net assets.

All costs with respect to the exchange will be borne by Federated Investors, Inc. and Fifth Third Asset Management, Inc. and their affiliates.

Note 3. Portfolio Valuation

For the Federated Fund:
Investment Valuation
In calculating its net asset value (NAV), each Fund generally values investments as follows:
■ Fixed-income securities acquired with remaining maturities greater than 60 days are fair valued using price evaluations provided by a pricing service approved by the Board of Trustees (the “Trustees”).
■ Fixed-income securities acquired with remaining maturities of 60 days or less are valued at their cost (adjusted for the accretion of any discount or amortization of any premium).
■ Derivative contracts listed on exchanges are valued at their reported settlement or closing price.
■ Over-the-counter (OTC) derivative contracts are fair valued using price evaluations provided by a pricing service approved by the Trustees.
■ Shares of other mutual funds are valued based upon their reported NAVs.
If the Fund cannot obtain a price or price evaluation from a pricing service for an investment, the Fund may attempt to value the investment based upon the mean of bid and asked quotations or fair value the investment based on price evaluations, from one or more dealers. If any price, quotation, price evaluation or other pricing source is not readily available when the NAV is calculated, the Fund uses the fair value of the investment determined in accordance with the procedures described below. There can be no assurance that the Fund could purchase or sell an investment at the price used to calculate the Fund’s NAV.

Fair Valuation and Significant Events Procedures
The Trustees have authorized the use of pricing services to provide evaluations of the current fair value of certain investments for purposes of calculating the NAV. Factors considered by pricing services in evaluating an investment include the yields or prices of investments of comparable quality, coupon, maturity, call rights and other potential prepayments, terms and type, reported transactions, indications as to values from dealers, and general market conditions. Some pricing services provide a single price evaluation reflecting the bid-side of the market for an investment (a “bid” evaluation). Other pricing services offer both bid evaluations and price evaluations indicative of a price between the prices bid and asked for the investment (a “mid”evaluation). The Fund normally uses bid evaluations for U.S. Treasury and Agency securities, mortgage-backed securities and municipal securities. The Fund normally uses mid evaluations for other types of fixed-income securities and OTC derivative contracts. In the event that market quotations and price evaluations are not available for an investment, the fair value of the investment is determined in accordance with procedures adopted by the Trustees. The Trustees also have adopted procedures requiring an investment to be priced at its fair value whenever the Adviser determines that a significant event affecting the value of the investment has occurred between the time as of which the price of the investment would otherwise be determined and the time as of which the NAV is computed. An event is considered significant if there is both an affirmative expectation that the investment’s value will change in response to the event and a reasonable basis for quantifying the resulting change in value.

Examples of significant events that may occur after the close of the principal market on which a security is traded, or after the time of a price evaluation provided by a pricing service or a dealer, include:
■ With respect to price evaluations of fixed-income securities determined before the close of regular trading on the NYSE, actions by the Federal Reserve Open Market Committee and other significant trends in U.S. fixed-income markets;
■ Political or other developments affecting the economy or markets in which an issuer conducts its operations or its securities are traded; and
■ Announcements concerning matters such as acquisitions, recapitalizations, litigation developments, a natural disaster affecting the issuer’s operations or regulatory changes or market developments affecting the issuer’s industry.
The Fund may seek to obtain more current quotations or price evaluations from alternative pricing sources. If a reliable alternative pricing source is not available, the Fund will determine the fair value of the investment using another method approved by the Trustees.

For the Fifth Third Fund:
Investment Valuation
Portfolio securities listed or traded on domestic securities exchanges or the NASDAQ/NMS, including American Depositary Receipts (“ADR”), are valued at the closing price on the exchange or system where the security is principally traded. If there have been no sales for that day on any exchange or system, a security is valued at the mean between the closing bid and asked quotes on the exchange or system where the security is principally traded, or at the NASDAQ Official Closing Price (“NOCP”), if applicable. Securities in International Equity listed or traded on non-domestic exchanges are valued at the closing price on the exchanges on which they trade. Corporate debt securities and debt securities of U.S. government issuers (other than short-term investments maturing in 60 days or less), including municipal securities, are valued at fair value on the basis of the closing bid as supplied by an independent pricing service approved by the Board of Trustees (“Trustees”) or valuations provided by dealers. Short-term investments maturing in 60 days or less are valued at either amortized cost, which approximates market value, or at original cost, which, combined with accrued interest, approximates market value. Investments in open-end investment companies are valued at net asset value as reported by such investment companies.
Investments for which such quotations are not readily available, or quotations which appear suspect, are valued at fair value as determined in good faith by the investment adviser’s Pricing Committee under the direction of the Trustees.

Note 4. Shares of Beneficial Interest

The Pro Forma Class F Shares net asset value per share assumes the issuance of 7,356,530 Class A Shares of the Federated Fund in exchange for 7,970,396 Institutional Shares of the Fifth Third Fund and assumes the issuance of 1,521,334 Class A Shares of the Federated Fund in exchange for 1,349,791 Class A Shares, 240,796 Class B Shares, 62,280 Class C Shares of the Fifth Third Fund which would have been outstanding at February 29, 2008 in connection with the proposed reorganization, assuming the two Funds had been combined as of such date.

Note 5. Federal Income Taxes

Each Fund has elected to be taxed as a “regulated investment company” under the Internal Revenue Code. After the acquisition, Federated InterContinental Fund intends to continue to qualify as a regulated investment company, if such qualification is in the best interests of its shareholders, by complying with the Subchapter M provision of the Internal Revenue Code and to distribute to shareholders each year substantially all of its income. Accordingly, no provision for federal income tax is necessary.

The proposed acquisition would result in a tax-free transfer of assets from the Fifth Third Fund to the Federated Fund.
The identified cost of investments for the funds is substantially the same for both financial accounting and federal income tax purposes. The tax cost of investments will remain unchanged for the combined fund.

Note 6. Pro Forma Adjustments

(a) Federated Investment Management Company is the Federated Fund’s investment adviser (the “Adviser”). The advisory agreement between the Federated Fund and the Adviser provides for an annual fee equal to 0.40% of the Fund’s average daily net assets. Fifth Third Asset Management, Inc. (FTAM) is the Fifth Third Fund’s investment adviser. The advisory agreement between the Fifth Third Fund and the Adviser provides for an annual fee equal to 0.55% of the Fund’s average daily net assets.

An adjustment to the combined investment adviser fee reflects the fee structure of the Federated Fund on the average daily net assets of the Federated Fund Pro Forma Combined.
 
(b) Federated Administrative Services (FAS), under the Administrative Services Agreement, provides the Federated Fund with certain administrative personnel and services necessary to operate the Fund. The fee paid to FAS is based on the average aggregate daily net assets of certain Federated funds. The administrative fee received during any fiscal year shall be at least $150,000 per portfolio and $40,000 per each additional class of Shares. FTAM is the Fifth Third Fund’s administrator. The fee paid to FTAM is based on the average aggregate daily net assets of the Fifth Third Funds, subject to an annual $20,000 minimum fee. An adjustment to the combined administrative personnel and services fee reflects the fee structure of the Federated Fund on the average daily net assets of Federated Fund Pro Forma Combined.

(c) Adjustment to reflect custodian fees based upon the current expense structure for the Federated Fund Pro Forma Combined Fund and resulting from the combining of two Funds into one.

(d) Adjustment to reflect transfer and dividend disbursing agent fees and expenses based upon the current expense structure for the Federated Fund Pro Forma Combined Fund and resulting from combining two Funds into one.

(e) Adjustment to reflect directors’/trustees’ fees based upon the current expense structure for the Federated Fund Pro Forma Combined Fund and resulting from combining two Funds into one.

(f) Adjustment to reflect auditing fees based upon the current expense structure for the Federated Fund Pro Forma Combined Fund. The Fifth Third Fund did not historically break out auditing fees separately.

(g) Adjustment to reflect legal fees based upon the current expense structure for the Federated Fund Pro Forma Combined Fund. The Fifth Third Fund did not historically break out legal fees separately.

(h) Adjustment to reflect portfolio accounting fees based upon the current expense structure for the Federated Fund Pro Forma Combined Fund and resulting from combining two Funds into one.

(i) The Fifth Third Fund has adopted a Distribution Plan (the “Plan”) pursuant to Rule 12b-1 under the Act. FTAM Funds Distributor, Inc. is the Fund’s distributor/principal underwriter (the “Distributor”). Under the terms of the Plan, the Fund will compensate the Distributor from the net assets of the Fund’s Class A, Class B and Class C shares to finance activities intended to result in the sales of the Fund’s shares. The Plan provides that the Fund will incur fees accrued daily and paid monthly to the Distributor at annual rates up to that shown below based on average daily net assets of the respective classes
in the Plan. The Distribution/Servicing Fee for the Fifth Third Fund is 0.25%, 1.00% and 0.75% for Class A Shares, Class B Shares and Class C Shares based on the average daily net assets of each class.    

The Federated 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 daily net assets of the Fund’s Class F Shares to finance activities intended to result in the sale of these shares. The Plan provides that the Fund’s Class F Shares may incur distribution expenses of 0.40% of average daily net assets, annually, to compensate FSC. Adjustment to reflect the distribution services fee structure of the Federated Fund Pro Forma Combined.

(j) Under the terms of a Shareholder Services Agreement, the Federated Fund may pay fees up to 0.40% of the average daily net assets of Fund’s Class A Shares to financial intermediaries or to Federated Shareholder Services Company (FSSC). Adjustment is to apply the expense structure of the Federated Fund to the average daily net assets of Federated Fund Pro Forma Combined. Adjustment to reflect the shareholder services fee structure of the Federated Fund Pro Forma Combined.

(k) The Fifth Third Fund has an Administrative Servicing Agreement with the Distributor with respect to the Class C Shares. Under the Agreement, certain administrative services, including those relating to the maintenance of shareholder accounts, were provided to these shareholders during the year. The Distributor receives fees of up to 0.25% for Class C Shares based on the average daily net assets of that class.   Adjustment to reflect the administrative services fee structure of the Federated Fund Pro Forma Combined. The Federated Fund does not charge an administrative services fee.

(l) Adjustment to account administration fee based upon the current expense structure for the Federated Fund Pro Forma Combined.
 
(m) Adjustment to share registration costs based upon the current expense structure for the Federated Fund Pro Forma Combined Fund and resulting from combining two Funds into one.

(n) Adjustment to printing and postage based upon the current expense structure for the Federated Fund Pro Forma Combined Fund. The Fifth Third Fund did not historically break out printing and postage separately.

(o) Adjustment to miscellaneous expense based upon the current expense structure for the Federated Fund Pro Forma Combined Fund and resulting from combining two Funds into one.

(p) Each Fund’s Adviser may voluntarily choose to waive any portion of its fee. This voluntary waiver can be terminated at any time. Adjustment reflects the fee structure of the Federated Fund on the average daily net assets of Federated Fund Pro Forma Combined.

(q) Adjustment to reflect the voluntary waiver of administrative personnel and services fees for the Federated Fund Pro Forma Combined Fund.

(r) Adjustment reflects the fee structure of the Federated Fund on the average daily net assets of Federated Fund Pro Forma Combined. The Federated Fund does not combined waivers and/or reimbursements by affiliates.

(s) Adjustment reflects the voluntary waiver of distribution services fee for Class F Shares for the Federated Fund Pro Forma Combined.



PRO FORMA FINANCIAL STATEMENTS FOR THE YEAR ENDED FEBRUARY 29, 2008 (UNAUDITED)

INTRODUCTION

The accompanying unaudited Pro Forma Combining Portfolios of Investments, Statements of Assets and Liabilities and Statements of Operations (Pro Forma Financial Statements) reflect the accounts of Michigan Municipal Cash Trust and Fifth Third Michigan Municipal Money Market Fund (individually referred to as the “Fund” or collectively as the “Funds”), for the year ended April 30, 2008. For the purposes of these Pro Forma Financial Statements, the financial information covers the period from May 1, 2007 to April 30, 2008. These statements have been derived from the books and records utilized in calculating daily net asset values at April 30, 2008.
 
The Pro Forma Financial Statements give effect to the proposed exchange of assets of Class A Shares and Institutional Shares of Fifth Third Michigan Municipal Money Market Fund for Institutional Service Shares of Michigan Municipal Cash Trust. Under generally accepted accounting principles, Michigan Municipal Cash Trust will be the surviving entity for accounting purposes with its historical cost of investment securities and results of operations being carried forward.

The Pro Forma Financial Statements have been adjusted to reflect the anticipated advisory fee arrangement for the surviving entity. Certain other operating costs have also been adjusted to reflect anticipated expenses of the combined entity. Other costs which may change as a result of the reorganization are currently undeterminable.

Michigan Municipal Cash Trust
Fifth Third Michigan Municipal Money Market
Pro Forma Combining Portfolio of Investments
April 30, 2008 (unaudited)
             
 
Fifth Third
     
Fifth Third
 
Michigan
Michigan
   
Michigan
Michigan
 
Municipal
Municipal
Pro Forma
 
Municipal
Municipal
Pro Forma
Cash Trust
Money Market
Combined
 
Cash Trust
Money Market
Combined
             
 
Principal
         
 
Amout or
         
 
Shares
     
Value
 
SHORT-TERM MUNICIPALS - 98.6%1,2
Georgia - 0.1%
           
$0
$600,000
$600,000
Macon-Bibb County Hospital Authority, 2.58%, 5/7/2008, (LOC: SunTrust Bank)
$0
$600,000
$600,000
Michigan - 96.5%
           
0
1,500,000
1,500,000
Alachua County FL Health Facilities Authority, Installment Shands Teach A, 2.58%, 5/1/2008
0
1,500,000
1,500,000
1,660,000
0
1,660,000
Auburn Hills, MI EDC, (Series 1995) Weekly VRDNs (Suburban Tool, Inc.)/(Huntington National Bank, Columbus, OH LOC), 2.980%, 5/1/2008
1,660,000
0
1,660,000
0
400,000
400,000
City of Detroit, Solid Waste Removal, Series B, FSA, 2.50%, 5/1/2008, (LOC: Dexia)
0
400,000
400,000
0
2,000,000
2,000,000
City of Grand Rapids, Clipper Belt Lacer Co., Project, AMT, 2.60%, 5/1/2008, (LOC: Bank of America NA)
0
2,000,000
2,000,000
0
500,000
500,000
Detroit Economic Development Corp., Waterfront Reclamation, Series A, 2.45%, 5/1/2008, (LOC: Deutsche Bank AG)
0
500,000
500,000
1,980,000
0
1,980,000
3,4Detroit, MI City School District, Solar Eclipse Certificates (Series 2006-0001) Weekly VRDNs (FSA INS)/(U.S. Bank, N.A. LIQ), 2.460%, 5/1/2008
1,980,000
0
1,980,000
1,000,000
0
1,000,000
3,4Detroit, MI City School District, Variable Certificates (Series 2002H) Weekly VRDNs (FSA INS)/(Bank of America N.A. LIQ), 2.450%, 5/1/2008
1,000,000
0
1,000,000
6,000,000
0
6,000,000
3,4Detroit, MI City School District, Variable Rate Certificates (Series 2001-P) Weekly VRDNs (FSA INS)/(Bank of America N.A. LIQ), 2.450%, 5/1/2008
6,000,000
0
6,000,000
10,890,000
0
10,890,000
3,4Detroit, MI Sewage Disposal System, MERLOTS (Series 2007-C85), 2.40% TOBs (FSA INS)/(Wachovia Bank N.A. LIQ), Optional Tender 8/20/2008
10,890,000
0
10,890,000
0
3,220,000
3,220,000
East Grand Rapids MI, Public School, 5.75%, 5/1/2008
0
3,339,244
3,339,244
0
5,000,000
5,000,000
Eastern MI University Revenue Bonds, 2.45%, 5/7/2008
0
5,000,000
5,000,000
0
500,000
500,000
Ecorse Public School District, FGIC, GO, Q-SBLF, 6.50%, 5/1/2008
0
500,000
500,000
0
50,000
50,000
Farmington Hills Economic Development Corp., Marketing Displays Project, AMT, 2.87%, 9/1/2008, (LOC: Comerica Bank)
0
50,000
50,000
0
470,000
470,000
Farmington Hills, MI Econmic Development, 2.72%, 5/1/2008
0
470,000
470,000
2,300,000
0
2,300,000
Farmington Hills, MI Economic Development Corp. Weekly VRDNs (Echo Park Learning Center)/(LaSalle Bank Midwest, N.A. LOC), 2.800%, 5/7/2008
2,300,000
0
2,300,000
0
2,005,000
2,005,000
Genesee County Economic Development Corp., Rawcar Group Project, AMT, 2.90%, 5/7/08, (LOC: National City Bank MI/IL)
0
2,005,000
2,005,000
0
1,635,000
1,635,000
Grand Rapids MI, Economic Development Corp., IDR, 2.45%, 5/1/2008
0
1,635,000
1,635,000
0
1,000,000
1,000,000
Grand Rapids MI, Water Supply System, (Refund Convertible 4/4/08), 1.80%, 1/1/2009
0
1,000,000
1,000,000
1,300,000
0
1,300,000
Grand Rapids, MI Economic Development Corp., (Series 1991-A) Weekly VRDNs (Amway Hotel Corp.)/(LaSalle Bank Midwest, N.A. LOC), 2.710%, 5/7/2008
1,300,000
0
1,300,000
22,000,000
0
22,000,000
Grand Rapids, MI EDR, (Series 2007) Weekly VRDNs (MapleCreek)/(Comerica Bank LOC), 2.450%, 5/1/2008
22,000,000
0
22,000,000
1,300,000
0
1,300,000
Grand Rapids, MI IDR Weekly VRDNs (Precision Aerospace, Inc.)/(JPMorgan Chase Bank, N.A. LOC), 3.300%, 5/7/2008
1,300,000
0
1,300,000
1,285,000
0
1,285,000
Grand Rapids, MI IDR, (Series 1999) Weekly VRDNs (Kent Quality Foods, Inc.)/(U.S. Bank, N.A. LOC), 2.770%, 5/1/2008
1,285,000
0
1,285,000
0
570,000
570,000
Grand Valley MI, State University Revenue, Series A, 3.00%, 5/7/2008
0
572,116
572,116
7,000,000
0
7,000,000
Grand Valley, MI State University, (Series 2008-B) Weekly VRDNs (RBS Citizens Bank N.A. LOC), 2.850%, 5/1/2008
7,000,000
0
7,000,000
1,000,000
0
1,000,000
Grand Valley, MI State University, (Series A), 3.00% Bonds (FSA INS), 12/1/2008
1,003,712
0
1,003,712
0
565,000
565,000
Higher Education Facilities Authority, Adrian College, 2.57%, 5/1/2008, (LOC: Comerica Bank)
0
565,000
565,000
0
1,200,000
1,200,000
Higher Education Facilities Authority, Thomas M Cooley Law School, GO, 5.35%, 5/1/2015, (LOC: National City Bank Midwest), (Prerefunded 5/1/2008 @ 101)
0
1,222,386
1,222,386
8,115,000
0
8,115,000
Huron County, MI Economic Development Corp., (Series 2001) Weekly VRDNs (Scheurer Hospital)/(Comerica Bank LOC), 2.480%, 5/1/2008
8,115,000
0
8,115,000
0
8,000,000
8,000,000
Iron County MI, Economic Development, Pine River Hardwoods, LLC, 2.52%, 5/1/2008
0
8,000,000
8,000,000
12,500,000
0
12,500,000
Jackson County, MI Hospital Finance Authority, (Series 2006B) Weekly VRDNs (W.A. Foote Memorial Hospital, MI)/(Assured Guaranty Corp. INS)/(Bank of Nova Scotia, Toronto LIQ), 2.470%, 5/1/2008
12,500,000
0
12,500,000
16,570,000
0
16,570,000
3,4Kent County, MI Airport Revenue, PUTTERs (Series 2185) Weekly VRDNs (Kent County, MI)/(JPMorgan Chase Bank, N.A. LIQ), 2.510%, 5/1/2008
16,570,000
0
16,570,000
4,375,000
0
4,375,000
3,4Kent County, MI Airport Revenue, SPEARs (Series DB-516) Weekly VRDNs (Kent County, MI)/(Deutsche Bank AG LIQ), 2.440%, 5/1/2008
4,375,000
0
4,375,000
0
1,670,000
1,670,000
Kent Hospital Finance Authority MI, Revenue Bonds, Refund Spectrum Health B1, 2.54%, 3/1/2009
0
1,670,000
1,670,000
12,500,000
0
12,500,000
Kent Hospital Finance Authority, MI, (Series 1998B) Weekly VRDNs (Spectrum Health)/(MBIA Insurance Corp. INS)/(DePfa Bank PLC LIQ), 3.800%, 5/7/2008
12,500,000
0
12,500,000
0
4,000,000
4,000,000
Livonia Economic Development Corp., Modonna University Project, 2.47%, 5/1/2008, (LOC: RBS Citizens NA)
0
4,000,000
4,000,000
0
1,275,000
1,275,000
Macomb County Hospital Finance Authority, Mount Clemens General Hospital, Series A-1, 2.68%, 5/1/2008, (LOC: Comerica Bank)
0
1,275,000
1,275,000
0
875,000
875,000
Mancelona Area Water & Sewer Authority, 2.80%, 5/1/2008, (LOC: National City Bank MI/IL)
0
875,000
875,000
0
1,680,000
1,680,000
Marquette City Hospital Finance Authority, Marquette General Hospital, 2.85%, 5/1/2008, (LOC: U.S. Bank NA)
0
1,680,000
1,680,000
0
550,000
550,000
Marquette County Economic Development Corp., Pioneer Laboratories, Series A, AMT, 2.26%, 5/7/2008, (LOC: JP Morgan Chase & Co.)
0
550,000
550,000
3,700,000
0
3,700,000
Marquette County, MI, (Series 2007B) Weekly VRDNs (Bell Memorial Hospital)/(RBS Citizens Bank N.A. LOC), 2.510%, 5/1/2008
3,700,000
0
3,700,000
2,000,000
0
2,000,000
Melvindale, MI, 3.75% TANs, 9/1/2008
2,004,148
0
2,004,148
5,300,000
0
5,300,000
Michigan Higher Education Facilities Authority, (Series 2007B) Weekly VRDNs (Calvin College)/(JPMorgan Chase Bank, N.A. LOC), 2.470%, 5/2/2008
5,300,000
0
5,300,000
16,325,000
0
16,325,000
Michigan Higher Education Facilities Authority, (Series 2008) Weekly VRDNs (Aquinas College)/(Huntington National Bank, Columbus, OH LOC), 2.800%, 5/1/2008
16,325,000
0
16,325,000
20,000,000
0
20,000,000
3,4Michigan Higher Education Facilities Authority, RBC Muni Trust (Series 2008-L29) Weekly VRDNs (Royal Bank of Canada, Montreal LIQ)/(Royal Bank of Canada, Montreal LOC), 2.730%, 5/1/2008
20,000,000
0
20,000,000
3,100,000
0
3,100,000
Michigan Job Development Authority Weekly VRDNs (Andersons Project)/(Credit Lyonnais SA LOC), 3.200%, 5/7/2008
3,100,000
0
3,100,000
11,200,000
0
11,200,000
Michigan Job Development Authority, (Series 1985) Weekly VRDNs (Mazda Motor Manufacturing (USA) Corp.)/(Sumitomo Mitsui Banking Corp. LOC), 2.500%, 5/1/2008
11,200,000
0
11,200,000
13,095,000
0
13,095,000
Michigan Municipal Bond Authority, (Series 2007B), 4.50% RANs (Bank of Nova Scotia, Toronto LOC), 8/20/2008
13,135,553
0
13,135,553
5,000,000
0
5,000,000
3,4Michigan Municipal Bond Authority, AUSTIN (Series 2002F) Weekly VRDNs (Michigan Municipal Bond Authority Clean Water Revolving Fund)/(Bank of America N.A. LIQ), 2.450%, 5/1/2008
5,000,000
0
5,000,000
0
5,155,000
5,155,000
Michigan State Building Authority, 2.25%, 5/22/2008, (LOC: Bank of New York (60%), State Street Bank & Trust Co. (40%))
0
5,155,000
5,155,000
1,990,000
0
1,990,000
3,4Michigan State Hospital Finance Authority, (PT-732) Weekly VRDNs (Ascension Health Credit Group)/(MBIA Insurance Corp. INS)/(Svenska Handelsbanken, Stockholm LIQ), 2.420%, 5/1/2008
1,990,000
0
1,990,000
2,000,000
0
2,000,000
Michigan State Hospital Finance Authority, (Series 1999 A) Weekly VRDNs (Covenant Retirement Communities, Inc.)/(LaSalle Bank, N.A. LOC), 2.450%, 5/1/2008
2,000,000
0
2,000,000
1,400,000
0
1,400,000
Michigan State Hospital Finance Authority, (Series 2007) Weekly VRDNs (Henry Ford Health System, MI)/(JPMorgan Chase Bank, N.A. LOC), 2.550%, 5/7/2008
1,400,000
0
1,400,000
5,000,000
0
5,000,000
Michigan State Hospital Finance Authority, (Series B) Weekly VRDNs (LaSalle Bank Midwest, N.A. LOC), 2.600%, 5/7/2008
5,000,000
0
5,000,000
400,000
0
400,000
Michigan State Hospital Finance Authority, (Series C) Weekly VRDNs (Fifth Third Bank, Cincinnati LOC), 2.600%, 5/7/2008
400,000
0
400,000
1,000,000
0
1,000,000
Michigan State Hospital Finance Authority, (Series C) Weekly VRDNs (Fifth Third Bank, Cincinnati LOC), 2.600%, 5/7/2008
1,000,000
0
1,000,000
15,000,000
0
15,000,000
Michigan State Hospital Finance Authority, (Series C) Weekly VRDNs (Fifth Third Bank, Cincinnati LOC), 2.600%, 5/7/2008
15,000,000
0
15,000,000
7,500,000
0
7,500,000
Michigan State Hospital Finance Authority, (Series C) Weekly VRDNs (Fifth Third Bank, Cincinnati LOC), 2.600%, 5/7/2008
7,500,000
0
7,500,000
8,000,000
0
8,000,000
Michigan State Hospital Finance Authority, Healthcare Equipment Loan Program Bonds (Series C) Weekly VRDNs (Fifth Third Bank, Cincinnati LOC), 2.600%, 5/7/2008
8,000,000
0
8,000,000
10,650,000
0
10,650,000
3,4Michigan State Hospital Finance Authority, Term Tender Custodial Receipts (Series 2008G), 2.95% TOBs (Trinity Healthcare Credit Group), Mandatory Tender 6/4/2008
10,651,457
0
10,651,457
2,900,000
0
2,900,000
3,4Michigan State Hospital Finance Authority, Term Tender Custodial Receipts (Series 2008H), 2.85% TOBs (Trinity Healthcare Credit Group), Mandatory Tender 11/19/2008
2,902,372
0
2,902,372
5,000,000
0
5,000,000
3,4Michigan State Hospital Finance Authority, Term Tender Custodial Receipts (Series 2008I), 2.85% TOBs (Trinity Healthcare Credit Group), Mandatory Tender 11/19/2008
5,004,000
0
5,004,000
8,200,000
0
8,200,000
Michigan State Housing Development Authority Weekly VRDNs (Woodland Meadows, MI)/(JPMorgan Chase Bank, N.A. LOC), 3.300%, 5/7/2008
8,200,000
0
8,200,000
890,000
0
890,000
Michigan State Housing Development Authority, (Series 2001B) Weekly VRDNs (Sand Creek Apartments)/(FHLB of Indianapolis LOC), 2.740%, 5/1/2008
890,000
0
890,000
4,400,000
0
4,400,000
Michigan State Housing Development Authority, (Series 2002A) Weekly VRDNs (Ponds Taylor Limited Dividend Housing Association LLC)/(FNMA LOC), 2.440%, 5/1/2008
4,400,000
0
4,400,000
4,000,000
0
4,000,000
Michigan State Housing Development Authority, (Series 2006B) Weekly VRDNs (River Park Senior Apartments)/(National City Bank LOC), 2.890%, 5/1/2008
4,000,000
0
4,000,000
1,885,000
0
1,885,000
Michigan State Strategic Fund Weekly VRDNs (Anro LLC)/(U.S. Bank, N.A. LOC), 2.550%, 5/1/2008
1,885,000
0
1,885,000
6,360,000
0
6,360,000
Michigan State Strategic Fund Weekly VRDNs (Bishop Creek LLC)/(Comerica Bank LOC), 2.580%, 5/1/2008
6,360,000
0
6,360,000
500,000
0
500,000
Michigan State Strategic Fund Weekly VRDNs (Bruin Land Holdings LLC)/(Huntington National Bank, Columbus, OH LOC), 2.780%, 5/1/2008
500,000
0
500,000
740,000
0
740,000
Michigan State Strategic Fund Weekly VRDNs (Dynamic Plastics, Inc.)/(LaSalle Bank Midwest, N.A. LOC), 2.880%, 5/7/2008
740,000
0
740,000
405,000
0
405,000
Michigan State Strategic Fund Weekly VRDNs (Elbie & Sohn, Inc.)/(LaSalle Bank Midwest, N.A. LOC), 2.680%, 5/7/2008
405,000
0
405,000
2,135,000
0
2,135,000
Michigan State Strategic Fund Weekly VRDNs (Elm Plating Co.)/(Comerica Bank LOC), 2.580%, 5/1/2008
2,135,000
0
2,135,000
930,000
0
930,000
Michigan State Strategic Fund Weekly VRDNs (Enprotech Mechanical Services, Inc.)/(LaSalle Bank Midwest, N.A. LOC), 2.680%, 5/7/2008
930,000
0
930,000
675,000
0
675,000
Michigan State Strategic Fund Weekly VRDNs (Moore Flame Cutting)/(LaSalle Bank Midwest, N.A. LOC), 2.680%, 5/7/2008
675,000
0
675,000
1,700,000
0
1,700,000
Michigan State Strategic Fund Weekly VRDNs (Peckham Vocational ISD)/(LaSalle Bank, N.A. LOC), 2.580%, 5/7/2008
1,700,000
0
1,700,000
1,500,000
0
1,500,000
Michigan State Strategic Fund Weekly VRDNs (Universal Tube, Inc.)/(LaSalle Bank Midwest, N.A. LOC), 2.350%, 5/1/2008
1,500,000
0
1,500,000
1,215,000
0
1,215,000
Michigan State Strategic Fund, (Series 1995) Weekly VRDNs (Bear Lake Associates LP)/(Fifth Third Bank, Michigan LOC), 2.820%, 5/1/2008
1,215,000
0
1,215,000
300,000
0
300,000
Michigan State Strategic Fund, (Series 1995) Weekly VRDNs (RSR LLC)/(Fifth Third Bank, Michigan LOC), 2.820%, 5/1/2008
300,000
0
300,000
440,000
0
440,000
Michigan State Strategic Fund, (Series 1996) Weekly VRDNs (Echo Properties LLC)/(Comerica Bank LOC), 2.580%, 5/1/2008
440,000
0
440,000
255,000
0
255,000
Michigan State Strategic Fund, (Series 1996) Weekly VRDNs (Inalfa-Hollandia, Inc.)/(Comerica Bank LOC), 2.580%, 5/1/2008
255,000
0
255,000
1,295,000
0
1,295,000
Michigan State Strategic Fund, (Series 1998) Weekly VRDNs (Monroe Publishing Co.)/(Comerica Bank LOC), 2.580%, 5/1/2008
1,295,000
0
1,295,000
785,000
0
785,000
Michigan State Strategic Fund, (Series 1998) Weekly VRDNs (Wolverine Leasing)/(Huntington National Bank, Columbus, OH LOC), 2.780%, 5/1/2008
785,000
0
785,000
275,000
0
275,000
Michigan State Strategic Fund, (Series 1998) Weekly VRDNs (Wolverine Printing)/(Huntington National Bank, Columbus, OH LOC), 2.780%, 5/1/2008
275,000
0
275,000
2,200,000
0
2,200,000
Michigan State Strategic Fund, (Series 1999) Weekly VRDNs (R.M.D.H. Properties LLC)/(Huntington National Bank, Columbus, OH LOC), 2.780%, 5/1/2008
2,200,000
0
2,200,000
3,360,000
0
3,360,000
Michigan State Strategic Fund, (Series 2000) Weekly VRDNs (Lee Steel Corp.)/(Comerica Bank LOC), 2.580%, 5/1/2008
3,360,000
0
3,360,000
2,430,000
0
2,430,000
Michigan State Strategic Fund, (Series 2000) Weekly VRDNs (PFG Enterprises, Inc.)/(Huntington National Bank, Columbus, OH LOC), 2.780%, 5/1/2008
2,430,000
0
2,430,000
4,000,000
0
4,000,000
Michigan State Strategic Fund, (Series 2004) Weekly VRDNs (Red Arrow Dairy LLC)/(Bank of the West, San Francisco, CA LOC), 2.630%, 5/1/2008
4,000,000
0
4,000,000
742,000
0
742,000
Michigan State Strategic Fund, (Series B) Weekly VRDNs (Teal Run Apartments)/(FHLB of Indianapolis LOC), 2.840%, 5/1/2008
742,000
0
742,000
1,170,000
0
1,170,000
Michigan State Strategic Fund, LO Revenue Bonds (Series 1995) Weekly VRDNs (J.R. Automation Technologies)/(Fifth Third Bank, Michigan LOC), 3.100%, 5/1/2008
1,170,000
0
1,170,000
0
4,470,000
4,470,000
Michigan State Strategic LTD Obligation Revenue, 2.45%, 9/1/2009
0
4,470,000
4,470,000
8,685,000
0
8,685,000
3,4Michigan State, (PT-2021) Weekly VRDNs (Merrill Lynch & Co., Inc. LIQ), 2.460%, 5/1/2008
8,685,000
0
8,685,000
12,000,000
0
12,000,000
Michigan State, (Series A), 4.00% TRANs (DePfa Bank PLC LOC), 9/30/2008
12,052,032
0
12,052,032
7,000,000
0
7,000,000
Michigan Strategic Fund, (Series 2005) Weekly VRDNs (Consumers Energy)/(Wells Fargo Bank, N.A. LOC), 2.600%, 5/7/2008
7,000,000
0
7,000,000
2,300,000
0
2,300,000
Michigan Strategic Fund, (Series 2005), 4.25% TOBs (Taylor Building Products, Inc.)/(PNC Bank, N.A. LOC), Mandatory Tender 9/12/2008
2,304,464
0
2,304,464
1,820,000
0
1,820,000
Michigan Strategic Fund, (Series 2007A) Weekly VRDNs (Southwest Ventures LLC)/(Wells Fargo Bank, N.A. LOC), 2.500%, 5/1/2008
1,820,000
0
1,820,000
3,200,000
0
3,200,000
Michigan Strategic Fund, (Series 2008) Weekly VRDNs (Consumers Energy)/(Wells Fargo Bank, N.A. LOC), 2.560%, 5/7/2008
3,200,000
0
3,200,000
10,000,000
0
10,000,000
Michigan Strategic Fund, (Series 2008) Weekly VRDNs (Fresh Solution Farms)/(Fifth Third Bank, Cincinnati LOC), 2.490%, 5/2/2008
10,000,000
0
10,000,000
0
420,000
420,000
MSF Baruch Sales Inc. Project, 2.40%, 5/7/2008
0
420,000
420,000
0
360,000
360,000
Municipal Bond Authority, Clean Water Revolving Fund, 5.00%, 10/1/2008
0
362,197
362,197
0
500,000
500,000
Municipal Bond Authority, Government Loan Program, 5.00%, 5/1/2008, (LOC: AMBAC)
0
500,000
500,000
0
3,000,000
3,000,000
Municipal Bond Authority, Series B-2, 4.50%, 8/20/2008, (LOC: Scotia Bank)
0
3,007,188
3,007,188
0
1,000,000
1,000,000
Muskefon County, MI Refunded Wastewater Management System No. 1, 5.00%, 7/1/2008
0
1,004,564
1,004,564
0
2,320,000
2,320,000
Novi Street and Highway, FSA, GO, 5.00%, 10/1/2008
0
2,342,251
2,342,251
0
600,000
600,000
Oakland County Economic Development Corp., Cadillac Iron, Inc. Project, AMT, 2.58%, 5/720/08, (LOC: Comerica Bank)
0
600,000
600,000
0
1,090,000
1,090,000
Oakland County Economic Development Corp., Graph-Tech, Inc. Project, AMT, 2.60%, 5/7/2008, (LOC: Bank of America NA)
0
1,090,000
1,090,000
0
980,000
980,000
3,4Oakland County Economic Development Corp., IBC North America, Inc. Project, AMT, 2.58%, 5/7/2008, (LOC: Comerica Bank)
0
980,000
980,000
0
2,000,000
2,000,000
3,4Oakland County Economic Development Corp., Moody Family, Ltd. Project, AMT, 3.05%, 5/7/2008, (LOC: JP Morgan Chase Bank)
0
2,000,000
2,000,000
1,690,000
0
1,690,000
Oakland County, MI EDC, (Series 1998) Weekly VRDNs (Fox Manor, Inc.)/(Allied Irish Banks PLC LOC), 2.580%, 5/1/2008
1,690,000
0
1,690,000
5,835,000
0
5,835,000
Oakland County, MI EDC, (Series 1998) Weekly VRDNs (Lourdes Assisted Living, Inc.)/(Allied Irish Banks PLC LOC), 2.580%, 5/1/2008
5,835,000
0
5,835,000
0
2,500,000
2,500,000
Public Educational Facilities Authority, Series A, 5.00%, 6/24/2008, (LOC: Charter One Bank NA)
0
2,504,154
2,504,154
7,285,000
0
7,285,000
Regents of University of Michigan, (Series 2007B) Weekly VRDNs (University of Michigan Health System), 2.280%, 5/1/2008
7,285,000
0
7,285,000
0
300,000
300,000
Saline Area Schools, FGIC, GO Q-SBLF, 6.00%, 5/1/2008
0
300,000
300,000
0
2,900,000
2,900,000
Saline Economic Development Corp., Brecon Village Project, 3.20%, 5/7/2008, (LOC: JP Morgan Chase Bank)
0
2,900,000
2,900,000
0
500,000
500,000
South Lyon Michigan Community Schools, 4.50%, 5/1/2008
0
502,209
502,209
0
3,015,000
3,015,000
Southfield Economic Development Corp., Lawrence Technological University Project, 2.75%, 5/1/2008, (LOC: JP Morgan Chase Bank)
0
3,015,000
3,015,000
0
4,890,000
4,890,000
3,4State Building Authority, Multi-Modal Facilities Program IIA, 2.50%, 5/7/2008, (LOC: Depfa Bank PLC)
0
4,890,000
4,890,000
0
4,295,000
4,295,000
State Building Authority, Multi-Modal Facilities Program IIB, 3.00%, 5/1/2008, (LOC: Depfa Bank PLC)
0
4,295,000
4,295,000
0
415,000
415,000
3,4State Hospital Finance Authority, Balmoral, 3.90%, 9/1/08, (LOC: Comerica Bank), (Mandatory Put 9/1/08 @ 100)
0
415,000
415,000
0
2,620,000
2,620,000
State Hospital Finance Authority, Crittenton Hospital, 2.75%, 5/1/2008, (LOC: Comerica Bank)
0
2,620,000
2,620,000
0
2,000,000
2,000,000
State Hospital Finance Authority, Crittenton Hospital, Series A, 2.75%, 5/1/2008, (LOC: Comerica Bank)
0
2,000,000
2,000,000
0
12,550,000
12,550,000
State Hospital Finance Authority, Henry Ford Health System, 2.55%, 5/1/2008, (LOC: Charter One Bank FSB)
0
12,550,000
12,550,000
0
2,185,000
2,185,000
State Hospital Finance Authority, North Ottawa Care Center, 2.65%, 5/1/2008, (LOC: National City Bank Midwest)
0
2,185,000
2,185,000
0
475,000
475,000
State Housing Development Authority, Hunt Club Apartments, AMT, 2.55%, 5/1/2008, (LOC: FNMA)
0
475,000
475,000
0
5,200,000
5,200,000
State Housing Development Authority, Jewish Apartments and Services Nonprofit Housing, 4.50%, 5/1/2008, (LOC: JP Morgan Chase Bank)
0
5,200,000
5,200,000
0
1,000,000
1,000,000
State Housing Development Authority, JFA Non Profit Housing Corp., 3.00%, 5/1/2008
0
1,000,000
1,000,000
0
6,810,000
6,810,000
State Housing Development Authority, Multi-Family, Series A, AMT, 2.60%, 5/1/2008, (LOC: Federal Home Loan Bank)
0
6,810,000
6,810,000
0
930,000
930,000
State Housing Development Authority, Parkway Meadows Project, 3.50%, 10/15/2008, FSA
0
933,593
933,593
0
530,000
530,000
State Housing Development Authority, Rental Housing, Series D, AMT, GO 3.63%, 10/1/2008
0
530,000
530,000
0
3,000,000
3,000,000
State Housing Development Authority, River Park Village Senior Apartments, Series B, AMT, 2.89%, 5/1/2008, (LOC: National City Bank)
0
3,000,000
3,000,000
0
240,000
240,000
State of Michigan Comprehensive Transportation, Series A, FSA, 5.25%, 5/15/2008
0
240,129
240,129
0
1,000,000
1,000,000
State of Michigan, Series A, 4.00%, 9/30/2008, (LOC: Depfa Bank PLC)
0
1,004,336
1,004,336
0
2,200,000
2,200,000
Strategic Fund, Agape Plastics, Inc. Project, AMT, 2.89%, 5/1/2008, (LOC: U.S. Bank NA)
0
2,200,000
2,200,000
0
1,000,000
1,000,000
3,4Strategic Fund, APS Kundinger Project, AMT, 2.58%, 5/7/2008, (LOC: JP Morgan Chase Bank)
0
1,000,000
1,000,000
0
1,240,000
1,240,000
Strategic Fund, Artex Label & Graphics, AMT, 2.55%, 5/1/2008, (LOC: U.S. Bank NA)
0
1,240,000
1,240,000
0
100,000
100,000
3,4Strategic Fund, Aspen Realty LLC Project, AMT, 3.40%, 5/1/2008, (LOC: JP Morgan Chase Bank)
0
100,000
100,000
0
350,000
350,000
Strategic Fund, Automatic Spring Products Project, AMT, 2.68%, 5/1/2008, (LOC: Bank of America NA)
0
350,000
350,000
0
552,000
552,000
3,4Strategic Fund, Banks Hardwoods, Inc. Project, AMT, 2.56%, 5/1/2008, (LOC: KeyBank NA)
0
552,000
552,000
0
225,000
225,000
3,4Strategic Fund, Biewer of Lansing LLC Project, AMT, 2.56%, 9/1/2008, (LOC: Bank of America NA)
0
225,000
225,000
0
1,990,000
1,990,000
Strategic Fund, BK Real Estate LLC Project, AMT, 2.70%, 5/1/2008, (LOC: Bank of America NA)
0
1,990,000
1,990,000
0
300,000
300,000
3,4Strategic Fund, Bowers Manufacturing Co. Project, AMT, 3.20%, 5/7/2008, (LOC: JP Morgan Chase Bank)
0
300,000
300,000
0
760,000
760,000
3,4Strategic Fund, Cayman Chemical Co. Project, AMT, 2.66%, 5/7/2008, (LOC: JP Morgan Chase Bank)
0
760,000
760,000
0
4,000,000
4,000,000
Strategic Fund, Consumers Energy Co., Project, 2.60%, 5/7/2008
0
4,000,000
4,000,000
0
6,860,000
6,860,000
Strategic Fund, Continental Carbonic Products, AMT, 2.60%, 5/1/2008, (LOC: JP Morgan Chase Bank)
0
6,860,000
6,860,000
0
2,000,000
2,000,000
3,4Strategic Fund, Creative Foam Corp. Project, AMT, 3.20%, 5/1/2008, (LOC: JP Morgan Chase Bank)
0
2,000,000
2,000,000
0
1,200,000
1,200,000
Strategic Fund, Delta Containers, Inc. Project, AMT, 3.10%, 5/1/2008, (LOC: JP Morgan Chase Bank)
0
1,200,000
1,200,000
0
500,000
500,000
3,4Strategic Fund, Diagnostic Real Estate LLC, AMT, 3.30%, 5/1/2008, (LOC: JP Morgan Chase Bank)
0
500,000
500,000
0
200,000
200,000
3,4Strategic Fund, Eclipse Mold, Inc. Project, AMT, 3.40%, 5/1/2008, (LOC: JP Morgan Chase Bank)
0
200,000
200,000
0
2,435,000
2,435,000
3,4Strategic Fund, Emerson School Project, 2.49%, 5/1/2008, (LOC: KeyBank NA)
0
2,435,000
2,435,000
0
4,800,000
4,800,000
Strategic Fund, Father Gabriel Highschool Project, 2.48%, 5/1/2008, (LOC: Allied Irish Bank PLC)
0
4,800,000
4,800,000
0
2,005,000
2,005,000
Strategic Fund, Fitz-Land LLC Project, AMT, 2.90%, 5/1/2008, (LOC: National City Bank MI/IL)
0
2,005,000
2,005,000
0
1,065,000
1,065,000
3,4Strategic Fund, Flyer Fund Leasing LLC Project, AMT, 3.30%, 5/1/2008, (LOC: JP Morgan Chase Bank)
0
1,065,000
1,065,000
0
1,130,000
1,130,000
Strategic Fund, Forest City Technologies, AMT, 2.80%, 5/1/2008, (LOC: National City Bank)
0
1,130,000
1,130,000
0
1,750,000
1,750,000
Strategic Fund, Frank Street LLC Project, AMT, 2.70%, 5/1/2008, (LOC: Bank of America NA)
0
1,750,000
1,750,000
0
765,000
765,000
Strategic Fund, Frederick Wolfgang Industries Project, AMT, 2.82%, 5/1/2008, (LOC: U.S. Bank NA)
0
765,000
765,000
0
300,000
300,000
3,4Strategic Fund, Gebara Management Co. LLC Project, AMT, 3.30%, 5/7/2008, (LOC: JP Morgan Chase Bank) 
0
300,000
300,000
0
215,000
215,000
3,4Strategic Fund, Glastender, Inc. Project, AMT, 3.30%, 5/1/2008, (LOC: JP Morgan Chase Bank)
0
215,000
215,000
0
800,000
800,000
Strategic Fund, Great Lakes Metal Stamping, 3.60%, 5/1/2008
0
800,000
800,000
0
1,000,000
1,000,000
Strategic Fund, Harbor Industries, Inc. Project, AMT, 2.60%, 5/1/2008, (LOC: Bank of America NA)
0
1,000,000
1,000,000
0
1,000,000
1,000,000
Strategic Fund, Heartland Goodwill Project, 2.45%, 5/1/2008, (LOC: Bank of America NA)
0
1,000,000
1,000,000
0
400,000
400,000
Strategic Fund, Henry Ford Museum Village Project, AMT, 2.68%, 5/1/2008
0
400,000
400,000
0
3,950,000
3,950,000
Strategic Fund, J. G. Kern Enterprises Project, AMT, 2.60%, 5/7/2008, (LOC: Bank of America NA)
0
3,950,000
3,950,000
0
300,000
300,000
3,4Strategic Fund, Jet Enterprises LLC Project, 2.60%, 5/1/2008, (LOC: Bank of America NA)
0
300,000
300,000
0
290,000
290,000
Strategic Fund, John H. Dekker and Sons Project, AMT, 2.82%, 5/1/2008, (LOC: Bank of America NA)
0
290,000
290,000
0
480,000
480,000
3,4Strategic Fund, Joy Properties LLC Project, 3.60%, 5/1/2008, (LOC: JP Morgan Chase Bank)
0
480,000
480,000
0
800,000
800,000
3,4Strategic Fund, Landscape Forms, Inc. Project, AMT, 3.30%, 5/1/2008, (LOC: JP Morgan Chase Bank)
0
800,000
800,000
0
2,255,000
2,255,000
Strategic Fund, Lansing Saint Vincent Home Project, 2.48%, 5/1/2008, (LOC: Comerica Bank)
0
2,255,000
2,255,000
0
975,000
975,000
3,4Strategic Fund, Lions Bear Lake Camp Project, 2.85%, 5/1/2008, (LOC: National City Bank MI/IL) 
0
975,000
975,000
0
1,900,000
1,900,000
Strategic Fund, MacArthur Corp. Project, AMT, 3.10%, 5/7/2008, (LOC: JP Morgan Chase Bank)
0
1,900,000
1,900,000
0
1,000,000
1,000,000
3,4Strategic Fund, Merrill Group Project, AMT, 2.72%, 5/7/2008, (LOC: Bank of America NA) 
0
1,000,000
1,000,000
0
1,500,000
1,500,000
3,4Strategic Fund, Middleville Tool and Die Project, AMT, 3.30%, 5/1/2008, (LOC: U.S. Bank NA) 
0
1,500,000
1,500,000
0
1,300,000
1,300,000
3,4Strategic Fund, Midwest Kellering Co. Project, AMT, 3.30%, 5/7/2008, (LOC: National City Bank) 
0
1,300,000
1,300,000
0
1,100,000
1,100,000
Strategic Fund, Mold Masters Co., Project, 3.10%, 5/7/2008
0
1,100,000
1,100,000
0
965,000
965,000
Strategic Fund, MOT LLC Project, 2.45%, 5/1/2008, (LOC: JP Morgan Chase Bank)
0
965,000
965,000
0
235,000
235,000
Strategic Fund, Non-Ferrous Cast Alloys Project, AMT, 2.58%, 5/7/2008, (LOC: JP Morgan Chase Bank)
0
235,000
235,000
0
145,000
145,000
3,4Strategic Fund, Oak Project, AMT, 2.58%, 5/1/2008, (LOC: U.S. Bank NA)
0
145,000
145,000
0
560,000
560,000
Strategic Fund, Patten Monument Project, AMT, 2.82%, 5/7/2008, (LOC: U.S. Bancorp)
0
560,000
560,000
0
2,310,000
2,310,000
Strategic Fund, Peachwood Center Associates, 2.45%, 5/1/2008, (LOC: Comerica Bank)
0
2,310,000
2,310,000
0
2,000,000
2,000,000
Strategic Fund, Phipps Emmett Associates LLC Project, AMT, 2.68%, 5/7/2008, (LOC: Bank of America NA)
0
2,000,000
2,000,000
0
2,490,000
2,490,000
Strategic Fund, Premier Property Holdings, AMT, 2.60%, 5/1/2008, (LOC: Bank of America NA)
0
2,490,000
2,490,000
0
1,200,000
1,200,000
3,4Strategic Fund, Production Engineering Project, AMT, 2.70%, 5/7/2008, (LOC: Bank of America NA) 
0
1,200,000
1,200,000
0
840,000
840,000
3,4Strategic Fund, R.A. Rink LLC Project, AMT, 3.40%, 5/7/2008, (LOC: Bank of America NA) 
0
840,000
840,000
0
1,130,000
1,130,000
3,4Strategic Fund, R.L. Adams Plastics, Inc. Project, AMT, 2.58%, 5/7/2008, (LOC: Comerica Bank) 
0
1,130,000
1,130,000
0
200,000
200,000
3,4Strategic Fund, RL Enterprises LLC Project, AMT, 3.20%, 5/7/2008, (LOC: Comerica Bank) 
0
200,000
200,000
0
760,000
760,000
3,4Strategic Fund, SFI Acquisition, Inc. Project, AMT, 2.58%, 5/7/2008, (LOC: National City Bank)
0
760,000
760,000
0
2,414,000
2,414,000
Strategic Fund, Solid Waste Disposal, Grayling Generating Project, AMT, 2.60%, 5/1/2008, (LOC: Barclays Bank New York)
0
2,414,000
2,414,000
0
3,265,000
3,265,000
3,4Strategic Fund, Stegner East Investments LLC Project, AMT, 2.58%, 5/1/2008, (LOC: Comerica Bank) 
0
3,265,000
3,265,000
0
810,000
810,000
Strategic Fund, Thompson Family Holdings, AMT, 2.95%, 5/7/2008, (LOC: National City Bank MI/IL)
0
810,000
810,000
0
815,000
815,000
3,4Strategic Fund, Trenton Forging Co. Project, AMT, 2.70%, 5/7/2008, (LOC: Bank of America NA) 
0
815,000
815,000
0
930,000
930,000
Strategic Fund, Ultra Tech Printing Co., AMT, 2.82%, 5/1/2008, (LOC: U.S. Bank NA)
0
930,000
930,000
0
1,000,000
1,000,000
Strategic Fund, Van Andel Research Institution Project, 2.70%, 5/1/2008
0
1,000,000
1,000,000
0
1,115,000
1,115,000
3,4Strategic Fund, Waltec American Forgings, AMT, 3.10%, 5/1/2008, (LOC: JP Morgan Chase Bank)
0
1,115,000
1,115,000
0
400,000
400,000
3,4Strategic Fund, Warren Screw Products, Inc. Project, AMT, 3.30%, 5/1/2008, (LOC: JP Morgan Chase Bank)
0
400,000
400,000
0
4,800,000
4,800,000
Strategic Fund, Whitehall Industries, Inc. Project, AMT, 2.90%, 5/1/2008, (LOC: JP Morgan Chase Bank)
0
4,800,000
4,800,000
0
900,000
900,000
3,4Strategic Fund, Whitehall Industries, Inc., AMT, 3.30%, 5/1/2008, (LOC: JP Morgan Chase Bank)
0
900,000
900,000
0
1,000,000
1,000,000
Strategic Fund, YMCA of Metro Detroit Project, 2.58%, 5/1/2008, (LOC: JP Morgan Chase Bank)
0
1,000,000
1,000,000
2,500,000
0
2,500,000
Summit Academy, MI COP, 7.00% Bonds (United States Treasury PRF 9/1/2008@100), 9/1/2029
2,525,808
0
2,525,808
0
1,500,000
1,500,000
Sweetwater County, WY, Environment ADJ Pacificorp., Projects , 2.75%, 5/1/2008
0
1,500,000
1,500,000
0
1,600,000
1,600,000
Traverse City MI, Area Public Schools, School Building & Site, 3.00%, 5/1/2009
0
1,615,760
1,615,760
0
225,000
225,000
Washenaw County, Northfield Sewer Systems, GO, 4.25%, 5/1/2008
0
225,000
225,000
0
1,400,000
1,400,000
Washington State Econmic Development Finance, Hillstrom Ventures, LLC, 2.54%, 5/22/008
0
1,400,000
1,400,000
0
1,000,000
1,000,000
Wayne Charter County Airport Revenue, MBIA, 5.00%, 12/1/2028, (Prerefunded 12/1/2008 @ 101)
0
1,027,749
1,027,749
3,640,000
0
3,640,000
3,4Wayne County, MI Airport Authority, MACON (Series 2005T) Weekly VRDNs (Detroit, MI Metropolitan Wayne County Airport)/(MBIA Insurance Corp. INS)/(Bank of America N.A. LIQ), 3.230%, 5/1/2008
3,640,000
0
3,640,000
3,960,000
0
3,960,000
3,4Wayne County, MI Airport Authority, ROCs (Series 353) Weekly VRDNs (Detroit, MI Metropolitan Wayne County Airport)/(MBIA Insurance Corp. INS)/(Citibank NA, New York LIQ), 2.810%, 5/1/2008
3,960,000
0
3,960,000
0
2,000,000
2,000,000
Wayne State University, MI, University Revenue Bonds, 5.00%, 11/15/2008
0
2,029,502
2,029,502
Oregon - 1.1%
           
0
7,000,000
7,000,000
State of Oregon, Newsprint Project, Series 203, AMT, 2.73%, 5/1/2008, (LOC: Toronto - Dominion Bank)
0
7,000,000
7,000,000
Peurto Rico - 0.9%
           
0
5,195,000
5,195,000
Industrial Medical and Environmental Pollution Control Facilities Financing Authority, Abbott Laboratories, 2.25%, 5/7/2008, (LOC: Abbott)
0
5,195,000
5,195,000
     
Total Municipal Investments (Amortized Cost) - 98.6%5
375,175,546
225,978,379
601,153,925
SHORT-TERM INVESTMENTS - 1.3%
Money Markets - 1.3%
0
319,568
319,568
Dreyfus Tax Exempt Cash Management, Institutional Shares
0
319,568
319,568
0
17,006
17,006
Goldman Sachs Financial Square Tax-Free Money Market Fund, Institutional Shares
0
17,006
17,006
0
192,320
192,320
Merrill Lynch Institutional Tax-Exempt Fund, Institutional Shares
0
192,320
192,320
0
7,714,059
7,714,059
Tax-Free Investments Co., Institutional Shares
0
7,714,059
7,714,059
     
Total Money Markets (At Amortized Cost)
0
8,242,954
8,242,954
     
Total Investments (At Amortized Cost) - 99.9%
375,175,546
234,221,332
609,396,878
     
Other Assets & Liabilities - 0.1%6
1,401,445
(1,059,371)
342,074
     
Total Net Assets - 100%
$376,576,991
$233,161,961
$609,738,952
             
             
Securities that are subject to the federal alternative minimum tax (AMT) represent 29.5% of the portfolio as calculated based upon total market value.
1 The Fund may only invest in securities rated in one of the two highest short-term rating categories by nationally recognized statistical rating organizations (NRSROs) or unrated securities of comparable quality. An NRSRO’s two highest rating categories are determined without regard for sub-categories and gradations. For example, securities rated SP-1+, SP-1 or SP-2 by Standard & Poor’s, MIG-1 or MIG-2 by Moody’s Investors Service, or F-1+, F-1 or F-2 by Fitch Ratings, are all considered rated in one of the two highest short-term rating categories
.
   Securities rated in the highest short-term rating category (and unrated securities of comparable quality) are identified as First Tier securities. Securities rated in the second highest short-term rating category (and unrated securities of comparable quality) are identified as Second Tier securities. The Fund follows applicable regulations in determining whether a security is rated and whether a security rated by multiple NRSROs in different rating categories should be identified as a First or Second Tier security.
             
At April 30, 2008, the portfolio securities were rated as follows:
             
Tier Rating Percentages Based on Total Market Value
First Tier
Second Tier
         
100.00%
0.00%
         
             
2 Current rate and next reset date shown for Variable Rate Demand Notes.
     
3   Denotes a restricted security that either: (a) cannot be offered for public sale without first being registered, or being able to take advantage of an exemption from registration, under the Securities Act of 1933; or (b) is subject to a contractual restriction on public sales. At April 30, 2008, these restricted securities amounted to $102,647,829, which represented 16.8% of total net assets.
4 Denotes a restricted security that may be resold without restriction to “qualified institutional buyers” as defined in Rule 144A under the Securities Act of 1933 and that the Fund has determined to be liquid under criteria established by the Fund’s Board of Trustees (the “Trustees”). At April 30, 2008, these liquid restricted securities amounted to $102,647,829, which represented 16.8% of total net assets.
5 Also represents cost for federal tax purposes.
6 Assets, other than investments in securities, less liabilities. See Statement of Assets and Liabilities.
Note: The categories of investments are shown as a percentage of total net assets at April 30, 2008.
The following acronyms are used throughout this portfolio:
AMBAC
—American Municipal Bond Assurance Corporation
     
COP
—Certificates of Participation
     
EDC
—Economic Development Commission
     
EDR
—Economic Development Revenue
     
FGIC
—Financial Guaranty Insurance Company
     
FHLB
—Federal Home Loan Bank
     
FNMA
—Federal National Mortgage Association
     
FSA
—Financial Security Assurance
     
GO
—General Obligation
     
IDR
—Industrial Development Revenue
     
INS
—Insured
       
ISD
—Independent School District
     
LIQ
—Liquidity Agreement
     
LO
—Limited Obligation
     
LOC
—Letter of Credit
     
MERLOTS
—Municipal Exempt Receipts—Liquidity Optional Tender Series
     
PRF
—Prerefunded
       
PUTTERs
—Puttable Tax-Exempt Receipts
     
Q-SBLF
—Qualified State Bond Loan Fund
     
RANs
—Revenue Anticipation Notes
     
ROCs
—Reset Option Certificates
     
SPEARs
—Short Puttable Exempt Adjustable Receipts
     
TANs
—Tax Anticipation Notes
     
TOBs
—Tender Option Bonds
     
TRANs
—Tax and Revenue Anticipation Notes
     
VRDNs
—Variable Rate Demand Notes
     
VA
—Department of Veteran Affairs
     
 


Michigan Municipal Cash Trust
Fifth Third Michigan Municipal Money Market Fund
Pro Forma Combining Statements of Assets & Liabilities
April 30, 2008 (unaudited)

       
Fifth Third
         
       
Michigan
         
   
Michigan
 
Municipal
         
   
Municipal
 
Money Market
 
Pro Forma
 
Proforma
 
   
Cash Trust
 
Fund
 
Adjustment
 
Combined
 
Assets:
                 
Investments in securities, at value
 
$375,175,546
 
$234,221,332
 
$0
 
$609,396,878
 
Income receivable
 
1,979,997
 
963,125
 
0
 
2,943,122
 
Receivable for shares sold
 
850
 
0
 
0
 
850
 
Prepaid expenses
 
0
 
13,007
 
0
 
13,007
 
     Total assets
 
377,156,393
 
235,197,464
 
0
 
612,353,857
 
Liabilities:
                 
Payable for investments purchased
 
 
0
 
 
1,616,170
 
0
 
 
1,616,170
 
Income distribution payable
 
303,933
 
268,372
 
0
 
572,305
 
Bank overdraft
 
250,410
 
5,310
     
255,720
 
Payable to Advisor and affiliates
 
0
 
90,020
 
0
 
90,020
 
Payable for distribution services fee
 
 
0
 
 
1,931
 
 
0
 
 
1,931
 
Payable for shareholder services fees
 
 
17,645
 
 
0
 
 
0
 
 
17,645
 
Accrued expenses
 
7,414
 
53,700
 
0
 
61,114
 
     Total liabilities
 
579,402
 
2,035,503
 
0
 
2,614,905
 
Net Assets
 
$376,576,991
 
$233,161,961
 
$0
 
$609,738,952
 
Net Assets Consist of:
                 
Paid-in capital
 
$376,482,186
 
$233,169,752
 
$0
 
$609,651,938
 
Accumulated net realized gain on investments
 
 
94,176
 
 
0
 
 
0
 
 
94,176
 
Undistributed (distributions in excess of) net investment income
 
 
629
 
 
(7,791)
 
 
0
 
 
(7,162)
 
     Total Net Assets
 
$376,576,991
 
$233,161,961
 
$0
 
609,738,952
 
Net Asset Value, Offering Price and Redemption Proceeds Per Share
                 
                   
Net Assets
         
 
     
Class A Shares
 
$0
 
$14,569,683
 
$(14,569,683)
(a)
$0
 
Institutional Service Shares
 
$316,829,699
 
$0
 
$233,161,961
(a)
$549,991,660
 
Institutional Shares
 
$59,747,292
 
$218,592,278
 
$(218,592,278)
(a)
$59,747,292
 
Shares Outstanding
                 
Class A Shares
 
0
 
14,568,054
 
(14,568,054)
(a)
0
 
Institutional Service Shares
 
316,764,703
 
0
 
233,161,961
(a)
549,926,664
 
Institutional Shares
 
59,723,991
 
218,548,302
 
(218,548,302)
(a)
59,723,991
 
Net Asset Value, Offering Price and Redemption Proceeds Per Share
                 
Class A Shares
 
N/A
 
$1.00
     
N/A
 
Institutional Service Shares
 
$1.00
 
N/A
     
$1.00
 
Institutional Shares
 
$1.00
 
$1.00
        
$1.00
 
                   
                   
Investments, at identified cost
 
$375,175,546
 
$234,221,332
 
$0
 
$609,396,878
 

(a)Adjustment to reflect share balance as a result of the combination.


 
(See Notes to Pro Forma Financial Statements)


Michigan Municipal Cash Trust
Fifth Third Michigan Municipal Money Market Fund
Pro Forma Combining Statements of Operations
Year Ended April 30, 2008 (unaudited)

         
Fifth Third
       
         
Michigan
       
     
Michigan
 
Municipal
       
     
Municipal
 
Money Market
 
Pro Forma
 
Pro Forma
     
Cash Trust
 
Fund
 
Adjustment
 
Combined
Investment Income:
                 
Interest
   
$10,309,732
 
$7,457,344
     
$17,767,076
Dividends
   
0
 
6,685
      
6,685
   Total income
   
10,309,732
 
7,464,029
      
17,773,761
                   
Expenses:
                 
Investment adviser fee
   
1,230,893
 
895,623
     
2,126,516
Administrative personnel and services fee
   
 
241,925
 
 
386,882
 
 
(212,976)
 
(a)
 
415,831
Custodian fees
   
11,715
 
22,500
 
(4,809)
(b)
29,406
Transfer and dividend disbursing agent fees and expenses
   
 
66,235
 
 
44,444
 
 
141,791
 
(c)
 
252,470
Directors'/Trustees' fees
   
2,643
 
7,355
 
(3,966)
(d)
6,032
Auditing fees
   
18,087
 
0
 
(687)
(e)
17,400
Legal fees
   
10,959
 
0
 
3,776
(f)
14,735
Portfolio accounting fees
   
84,265
 
42,582
 
(7,190)
(g)
119,657
Distribution services fee - Class A Shares
   
 
0
 
 
35,769
 
 
(35,769)
 
(h)
 
0
Shareholder services fee - Institutional Service Shares
   
 
444,464
 
 
0
 
 
409,517
 
(i)
 
853,981
Account administration fee - Institutional Service Shares
   
 
162,571
 
 
0
 
 
149,788
 
(j)
 
312,359
Share registration costs
   
55,581
 
5,026
 
(2,672)
(k)
57,935
Printing and postage
   
20,225
 
0
 
11,446
(l)
31,671
Insurance premiums
   
6,478
 
0
     
6,478
Miscellaneous
   
1,097
 
80,675
 
(78,772)
(m)
3,000
     Total expenses
   
2,357,138
 
1,520,856
 
369,477
 
4,247,471
Waivers, Reimbursement and Reduction:
                 
Waiver of investment adviser fee
   
(496,752)
 
0
 
(418,925)
(n)
(915,677)
Waiver of administrative personnel and services fee
   
 
(7,470)
 
 
0
 
 
(3,697)
 
(o)
 
(11,167)
Waiver and/or reimbursement from Advisor and/or affiliates
   
 
0
 
 
(277,560)
 
 
277,560
 
(p)
 
0
Reduction of custodian fees
   
(1,148)
 
0
     
(1,148)
Waiver of distribution services fee - Class A Shares
   
 
0
 
 
(12,477)
 
 
12,477
 
(q)
 
0
Reimbursement of shareholder services fee - Institutional Service Shares
   
 
 
(218,498)
 
 
 
0
 
 
 
(201,729)
 
 
(r)
 
 
(420,227)
Total Waiver, Reimbursement and Reduction
   
 
(723,868)
 
 
(290,037)
 
 
(334,314)
 
 
(1,348,219)
     Net expenses
   
1,633,270
 
1,230,819
 
35,163
 
2,899,252
     Net investment income
   
8,676,462
 
6,233,210
 
(35,163)
 
14,874,509
                   
 
Net realized gain on investments
   
 
209,608
 
 
0
       
 
209,608
     Change in net assets resulting from operations
   
 
$8,886,070
 
 
$6,233,210
 
 
$(35,163)
 
 
$15,084,117


(See Notes to Pro Forma Financial Statements)





Michigan Municipal Cash Trust
Fifth Third Michigan Municipal Money Market Fund
Notes to Pro Forma Financial Statements
For the Year Ended April 30, 2008 (unaudited)




Note 1. Description of the Fund

Michigan Municipal Cash Trust (the “Federated Fund”), a series of Money Market Obligations Trust, is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end, management investment company. For the purposes of these Pro Forma Financial Statements, the financial information covers the period from May 1, 2007 to April 30, 2008. The Federated Fund consists of two classes of shares: Institutional Shares and Institutional Service Shares.

Fifth Third Michigan Municipal Money Market Fund (the “Fifth Third Fund”), a series of Fifth Third Funds, is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end, management investment company. The Fifth Third Fund consists of two classes of shares: Class A Shares and Institutional Shares.

Note 2. Basis of Combination

The accompanying unaudited Pro Forma Combining Portfolios of Investments, Statements of Assets and Liabilities and Statements of Operations (Pro Forma Financial Statements) reflect the accounts of the Federated Fund and the Fifth Third Fund (individually referred to as the “Fund”, or collectively as the “Funds”), for the year ended April 30, 2008. These statements have been derived from the books and records utilized in calculating daily net asset values at April 30, 2008.

The Pro Forma Financial Statements should be read in conjunction with the historical financial statements of the Federated Fund and the Fifth Third Fund which have been incorporated by reference in the Statement of Additional Information. The Funds follow generally accepted accounting principles in the United States of America applicable to management investment companies which are disclosed in the historical financial statements.

The Pro Forma Financial Statements give effect to the proposed exchange of assets of Class A Shares and Institutional Shares of the Fifth Third Fund for Institutional Service Shares of the Federated Fund. Under generally accepted accounting principles, the Federated Fund will be the surviving entity for accounting purposes with its historical cost of investment securities and results of operations being carried forward.

The Pro Forma Financial Statements have been adjusted to reflect the anticipated advisory fee arrangement for the surviving entity, if necessary. Certain other operating costs have also been adjusted to reflect anticipated expenses of the combined entity. Other costs which may change as a result of the reorganization are currently undeterminable.

For the year ended April 30, 2008, the Federated Fund and the Fifth Third Fund paid investment advisory fees computed at the annual rate of 0.40% and 0.40%, respectively as a percentage of average daily net assets.

All costs with respect to the exchange will be borne by Federated Investors, Inc. and Fifth Third Asset Management, Inc. and their affiliates.

Note 3. Portfolio Valuation

The Funds use the amortized cost method to value its portfolio securities in accordance with
Rule 2a-7 under the Act.

Note 4. Shares of Beneficial Interest

The Pro Forma Institutional Service Shares net asset value per share assumes the issuance of 233,169,752 Institutional Service Shares of the Federated Fund in exchange for 14,568,054 Class A Shares and 218,548,302 Institutional Shares of the Fifth Third Fund which would have been outstanding at April 30, 2008 in connection with the proposed reorganization, assuming the two Funds had been combined as of such date.

Note 5. Federal Income Taxes

Each Fund has elected to be taxed as a “regulated investment company” under the Internal Revenue Code. After the acquisition, Federated InterContinental Fund intends to continue to qualify as a regulated investment company, if such qualification is in the best interests of its shareholders, by complying with the Subchapter M provision of the Internal Revenue Code and to distribute to shareholders each year substantially all of its income. Accordingly, no provision for federal income tax is necessary.

The proposed acquisition would result in a tax-free transfer of assets from the Fifth Third Fund to the Federated Fund. The identified cost of investments for the funds is substantially the same for both financial accounting and federal income tax purposes. The tax cost of investments will remain unchanged for the combined fund.

Note 6. Pro Forma Adjustments

(a) Federated Administrative Services (FAS), under the Administrative Services Agreement, provides the Federated Fund with certain administrative personnel and services necessary to operate the Fund. The fee paid to FAS is based on the average aggregate daily net assets of certain Federated funds. The administrative fee received during any fiscal year shall be at least $150,000 per portfolio and $40,000 per each additional class of Shares. FTAM is the Fifth Third Fund’s administrator. The fee paid to FTAM is based on the average aggregate daily net assets of the Fifth Third Funds, subject to an annual $20,000 minimum fee. An adjustment to the combined administrative personnel and services fee reflects the fee structure of the Federated Fund on the average daily net assets of Federated Fund Pro Forma Combined.

(b) Adjustment to reflect custodian fees based upon the current expense structure for the Federated Fund Pro Forma Combined Fund and resulting from the combining of two Funds into one.

(c) Adjustment to reflect transfer and dividend disbursing agent fees and expenses based upon the current expense structure for the Federated Fund Pro Forma Combined Fund and resulting from combining two Funds into one.

(d) Adjustment to reflect directors’/trustees’ fees based upon the current expense structure for the Federated Fund Pro Forma Combined Fund and resulting from combining two Funds into one.

(e) Adjustment to reflect auditing fees based upon the current expense structure for the Federated Fund Pro Forma Combined Fund. The Fifth Third Fund did not historically break out auditing fees separately.

(f) Adjustment to reflect legal fees based upon the current expense structure for the Federated Fund Pro Forma Combined Fund. The Fifth Third Fund did not historically break out legal fees separately.

(g) Adjustment to reflect portfolio accounting fees based upon the current expense structure for the Federated Fund Pro Forma Combined Fund and resulting from combining two Funds into one.

(h) The Fifth Third Fund has adopted a Distribution Plan (the “Plan”) pursuant to Rule 12b-1 under the Act. FTAM Funds Distributor, Inc. is the Fund’s distributor/principal underwriter (the “Distributor”). Under the terms of the Plan, the Fund will compensate the Distributor from the net assets of the Fund’s Class A shares to finance activities intended to result in the sales of the Fund’s shares. The Plan provides that the Fund will incur fees accrued daily and paid monthly to the Distributor at annual rates up to 0.25% for Class A Shares based on average daily net assets of that class. The Distributor has voluntarily agreed to limit the expenses of the Fund’s Class A Shares by way of waiving a portion of the Distribution and/or Servicing Fee. Adjustment to reflect the distribution services fee structure of the Federated Fund Pro Forma Combined.

(i) Under the terms of a Shareholder Services Agreement, the Federated Fund may pay fees up to 0.25% of the average daily net assets of Fund’s Institutional Service Shares to financial intermediaries or to Federated Shareholder Services Company (FSSC). Adjustment is to apply the expense structure of the Federated Fund to the average daily net assets of Federated Fund Pro Forma Combined. Adjustment to reflect the shareholder services fee structure of the Federated Fund Pro Forma Combined.

(j) Adjustment to account administration fee based upon the current expense structure for the Federated Fund Pro Forma Combined.
 
(k) Adjustment to share registration costs based upon the current expense structure for the Federated Fund Pro Forma Combined Fund and resulting from combining two Funds into one.

(l) Adjustment to printing and postage based upon the current expense structure for the Federated Fund Pro Forma Combined Fund. The Fifth Third Fund did not historically break out printing and postage separately.

(m) Adjustment to miscellaneous expense based upon the current expense structure for the Federated Fund Pro Forma Combined Fund and resulting from combining two Funds into one.

(n) In its capacity as Adviser and Administrator, FTAM has entered into an expense limitation agreement with the Fifth Third Fund. Under the terms of the expense limitation agreement, to the extent that the operating expenses incurred by the Fund in any fiscal year exceed the specified expense limit for the Fund, the excess amount will be borne by FTAM. If the operating expenses are less than the specified expense limit for the Fund, FTAM shall be entitled to reimbursement of the fees waived or reduced to the extent that the operating expenses and the amount reimbursed do not exceed such expense limit for the Fund, under the period of the agreement (currently the period for the 12 months commencing November 29, 2007). The Fifth Third Fund’s expense limitation is 0.70% and 0.54% for Class A Shares and Institutional Shares, respectively based on the average daily net assets of each class. The Federated Fund’s Adviser may voluntarily choose to waive any portion of its fee. This voluntary waiver can be terminated at any time. Adjustment reflects the fee structure of the Federated Fund on the average daily net assets of Federated Fund Pro Forma Combined.

(o) Adjustment to reflect the voluntary waiver of administrative personnel and services fees for the Federated Fund Pro Forma Combined Fund.

(p) Adjustment reflects the fee structure of the Federated Fund on the average daily net assets of Federated Fund Pro Forma Combined. The Federated Fund does not combined waivers and/or reimbursements by affiliates.

(q) Adjustment to reflect elimination of waiver of distribution services fee for Class A Shares since this class is not available in the Federated Fund Pro Forma Combined.

(r) Adjustment reflects the voluntary reimbursement of shareholder services fee for Institutional Service Shares for the Federated Fund Pro Forma Combined.

 
 
 

 

 
 
PART C. OTHER INFORMATION.

Item 15  Indemnification:

The Trust hereby agrees to indemnify each person who at any time serves as a Trustee or officer of the Trust (each such person being an "indemnitee") against any liabilities and expenses, including amounts paid in satisfaction of judgments, in compromise or as fines and penalties, and counsel fees incurred by such indemnitee in connection with the defense or disposition of any action, suit or other proceeding, whether civil or criminal, before any court or administrative or investigative body in which he may be or may have been involved as a party or otherwise or with which he may be or may have been threatened, by virtue of his being or having been a Trustee or officer of the Trust or his serving or having served as a trustee, director, officer, partner, or fiduciary of another trust, corporation, partnership, joint venture, or other enterprise at the request of the Trust, provided, however, that no indemnitee shall be indemnified hereunder against any liability to any person or any expense of such indemnitee arising by reason of (i) willful misfeasance, (ii) bad faith, (iii) gross negligence, or (iv) reckless disregard of the duties involved in the conduct of his position (the conduct referred to in such clauses (i) through (iv) being sometimes referred to herein as "disabling conduct").

Item 16.
Exhibits:

1.1
Conformed copy of Amended and Restated Declaration of Trust of Registrant Restatement and Amendment Nos. 1-18; (35)
1.2
Conformed copy of Amendment Nos. 19-20 of Amended and Restated Declaration of Trust of Registrant; (43)
1.3
Conformed copy of Amendment No. 21 of Amended and Restated Declaration of Trust of Registrant; (50)
1.4
Conformed copy of Amendment No. 22 of Amended and Restated Declaration of Trust of Registrant; (55)
1.5
Conformed copy of Amendment No. 23 of Amended and Restated Declaration of Trust of Registrant; (57)
1.6
Conformed copy of Amendment No. 24 of Amended and Restated Declaration of Trust of Registrant; (58)
1.7
Conformed copy of Amendment Nos. 25-26 of Amended and Restated Declaration of Trust of Registrant; (59)
1.8
Conformed copy of Amendment Nos. 27-28 of Amended and Restated Declaration of Trust of Registrant; (62)
2.1
Copy of Amended and Restated By-Laws of the Registrant Nos. 1-4; (35)
2.2
Copy of Amendment No. 5 to the Amended and Restated By-Laws of the Registrant; (42)
2.3
Copy of Amendment No. 6 to the Amended and Restated By-Laws of the Registrant; (46)
2.4
Copy of Amendment No. 7 to the Amended and Restated By-Laws of the Registrant; (52)
2.5
Copy of Amendment No. 8 to the Amended and Restated By-Laws of the Registrant; (59)
2.6
Copy of Amendment No. 9 to the Amended and Restated By-Laws of the Registrant; (60)
2.7
Copy of Amendment No. 10 to the Amended and Restated By-Laws of the Registrant; (65)
3.
Not Applicable
4.
Forms of Agreement and Plans of Reorganization are filed herewith as Exhibit A to the Proxy Statement/Prospectus
5.1
Not Applicable
6.1
Conformed copy of Amended and Restated Investment Advisor Contract with Exhibits A-PP; (35)
6.2
Conformed copy of Amendment to the Investment Advisory Contract; (38)
6.3
Conformed copy of Exhibit QQ to the Investment Advisory Contract; (44)
6.4
Conformed copies of Exhibits RR-TT of the Investment Advisory Contract; (56)
6.5
Copy of Amendment #1 to Exhibit H of the Investment Advisory Contract; (58)
6.6
Copy of Amendment #1 to Exhibits T, U, V, AA, BB, CC, EE, GG, HH, and JJ of the Investment Advisory Contract; (62)
6.7
Copy of Amendment #1 to Exhibit OO of the Investment Advisory Contract; (65)
7.1
Conformed copy of Distributor’s Contract of the Registrant and Exhibits A-R; (35)
7.2
Conformed copies of Exhibits S-W to the Distributor’s Contract; (54)
7.3
Conformed copy of Amendment to the Distributor’s Contract; (38)
7.4
Conformed copy of Distributor’s Contract (Liberty U.S. Government Money Market Trust-Class B Shares); (23)
7.5
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).
7.6
Conformed copy of Amendment to the Distributor’s Contract; (46)
7.7
Conformed copies of Exhibits X-Y to the Distributor’s Contract; (46)
7.8
Conformed copy of Exhibit U to the Distributor’s Contract; (58)
7.9
Conformed copy of Exhibit Z to the Distributor’s Contract; (62)
7.10
Conformed copy of Exhibits AA and Exhibit K to the Distributor’s Contract; (63)
8.
Not Applicable
9.1
Conformed Copy of the Custodian Agreement of the Registrant; (8)
9.2
Conformed copy of Custodian Fee Schedule; (17)
9.3
Conformed copy of the Custody Agreement (Federated Capital Reserves Fund, Federated Government Reserves Fund and Federated Municipal Trust)and Conformed Copy of Custodian Contract between the Registrant and State Street Bank and Trust Company and Federated Services Company; (62)
9.4
Conformed copy of the Custody Agreement and Fund Accounting Agreement between Federated Capital Reserves Fund, Federated Government Reserves Fund, Federated Municipal Trust and the Bank of New York; 63)
9.5
Conformed copy of the Amendments to the Custodian Contract and Fund Accounting Agreement between The Bank of New York andFederated Capital Reserves Fund, Federated Government Reserves Fund, Federated Municipal Trust, Government Obligations Tax-Managed Fund, U.S. Treasury Cash Reserves and Automated Government Cash Reserves; (65)
10.1
Conformed copy of Distribution Plan of the Registrant and Exhibits A-I;  (53)
10.2
Conformed copies of Exhibits J-K of the Registrant; (55)
10.3
Conformed copy of Exhibit L of the Registrant; (57)
10.4
Conformed copy of Exhibit K of the Registrant; (58)
10.5
Conformed copy of Exhibit M of the Registrant; (62)
11.1
Form of Opinion and Consent of Counsel as to legality of Shares being issued; (66) (MOF)
11.2
Form of Opinion and Consent of Counsel as to legality of Shares being issued; (66) (MIMCT)
12.1
Form of Opinion regarding tax consequences of Reorganization; (66)(MOF)
12.2
Form of Opinion regarding tax consequences of Reorganization; (66)(MIMCT)
13.1
Conformed copy of Principal Shareholder Services Agreement (Liberty U.S. Government Money Market Trust - Class B Shares); (23)
13.2
Conformed copy of Shareholder Services Agreement (Liberty U.S Government Money Market Trust - Class B Shares);(23)
13.3
The Registrant hereby incorporates the conformed copy of the Second Amended and Restated Services Agreement, with attached Schedule 1 Revised 6/30/04, from Item 23(h)(vii) of the Cash Trust Series, Inc. Registration Statement on Form N-1A, filed with the Commission on July 29, 2004. (File Nos. 33-29838 and 811-5843).
13.4
he Registrant hereby incorporates the conformed copy of the Financial Administration and Accounting Services Agreement, with attached Exhibit A revised 3/1/06, from Item (h)(viii) of the Federated Total Return Government Bond Fund Registration Statement on Form N-1A, filed with the Commission on April 26, 2006. (File Nos. 33-60411 and 811-07309)
13.5
The Registrant hereby incorporates by reference the conformed copy of the Agreement for Administrative Services, with Exhibit 1 and Amendments 1 and 2 attached, between Federated Administrative Services and the Registrant from Item 23(h)(iv) of the Federated Total Return Series, Inc. Registration Statement on Form N-1A, filed with the Commission on November 29, 2004. (File Nos. 33-50773 and 811-7155).
13.6
The Registrant hereby incorporates the conformed copy of the Transfer Agency and Service Agreement between the Federated Funds listed on Schedule A revised 3/1/06 and State Street Bank and Trust Company from Item 23(h)(ix)of the Federated Total Return Government Bond Fund Registration Statement on Form N-1A, filed with the Commission on April 26, 2006. (File Nos. 33-60411 and 811-07309).
13.7
The Registrant hereby incorporates by reference the conformed copy of Amendment No. 3 to the Agreement for Administrative Services between Federated Administrative Services Company and the Registrant dated June 1, 2005 form Item 23 (h)(ii) of the Cash Trust Series, Inc. Registration Statement on Form N-1A, filed with the Commission on July 27, 2005. (File Nos. 33-29838 and (811-5843).
13.8
The Registrant hereby incorporates the Copy of Schedule 1, revised 9/1/05, to the Second Amended and Restated Services Agreement, from Item h(ix) of the Federated Institutional Trust Registration Statement on Form N-1A, filed with the Commission on September 28, 2005. (File Nos. 33-54445 and 811-7193)
13.9
The Registrant hereby incorporates the Copy of Exhibit A, revised 9/1/05, to the Financial Administration and Accounting Services Agreement, from Item h(x) of the Federated Institutional Trust Registration Statement on Form N-1A, filed with the Commission on September 28, 2005. (File Nos. 33-54445 and 811-7193).
13.10
The Registrant hereby incorporates the Copy of Exhibit A, revised 6/1/05, to the Transfer Agency and Services Agreement between the Federated Funds and State Street Bank and Trust Company, from Item h(xi) of the Federated Institutional Trust Registration Statement on Form N-1A, filed with the Commission on September 28, 2005. (File Nos. 33-54445 and 811-7193).
13.11
Conformed copy of Agreement for Administrative Services between Registrant and Federated Administrative Services;(62)
13.12
Conformed copy of Agreement for Administrative Services, with Exhibit 1 and Amendments 1 through 4 attached, between Registrant and Federated Administrative Services; (65)
14.1
Conformed copy of Consent of Independent Auditors for Fifth Third Funds (PWC); +
14.2
Conformed copy of Consent of Independent Auditors for Federated Funds (E&Y); +
14.3
Conformed copy of Consent of Independent Auditors for Federated Funds (KPMG); +
15.
Not Applicable
16.1
Conformed copy of Unanimous Consent of Trustees for Power of Attorney; (66)
16.2
Conformed copy of Power of Attorney of the Registrant;(66)
17.1
Form of Ballot; (66)
 

+
Exhibit is being filed electronically with registration statement; indicate by footnote

8.
Response is incorporated by reference to Registrant's Post-Effective Registration Statement on Form N-1A filed June 1, 1994. (File Nos. 33-31602 and 811-5950).
17.
Response is incorporated by reference to Registrant's Post-Effective Registration Statement on Form N-1A filed September 28, 1998. (File Nos. 33-31602 and 811-5950).
23.
Response is incorporated by reference to Registrant's Post-Effective Registration Statement on Form N-1A filed October 29, 1999. (File Nos. 33-31602 and 811-5950).
35.
Response is incorporated by reference to Registrant's Post-Effective Registration Statement on Form N-1A filed May 29, 2001. (File Nos. 33-31602 and 811-5950).
38.
Response is incorporated by reference to Registrant's Post-Effective Registration Statement on Form N-1A filed September 28, 2001. (File Nos. 33-31602 and 811-5950).
42.
Response is incorporated by reference to Registrant's Post-Effective Registration Statement on Form N-1A filed December 20, 2002. (File Nos. 33-31602 and 811-5950).
43.
Response is incorporated by reference to Registrant's Post-Effective Registration Statement on Form N-1A filed May 30, 2003. (File Nos. 33-31602 and 811-5950).
44.
Response is incorporated by reference to Registrant's Post-Effective Registration Statement on Form N-1A filed June 30, 2003. (File Nos. 33-31602 and 811-5950).
46.
Response is incorporated by reference to Registrant's Post-Effective Registration Statement on Form N-1A filed December 30, 2003. (File Nos. 33-31602 and 811-5950).
50.
Response is incorporated by reference to Registrant's Post-Effective Registration Statement on Form N-1A filed June 29, 2004. (File Nos. 33-31602 and 811-5950).
55.
Response is incorporated by reference to Registrant's Post-Effective Registration Statement on Form N-1A filed May 2, 2005. (File Nos. 33-31602 and 811-5950).
56.
Response is incorporated by reference to Registrant's Post-Effective Registration Statement on Form N-1A filed May 27, 2005. (File Nos. 33-31602 and 811-5950).
57.
Response is incorporated by reference to Registrant's Post-Effective Registration Statement on Form N-1A filed June 28, 2005. (File Nos. 33-31602 and 811-5950).
58.
Response is incorporated by reference to Registrant's Post-Effective Registration Statement on Form N-1A filed September 30, 2005. (File Nos. 33-31602 and 811-5950).
59.
Response is incorporated by reference to Registrant's Post-Effective Registration Statement on Form N-1A filed February 27, 2006. (File Nos. 33-31602 and 811-5950).
60.
Response is incorporated by reference to Registrant's Post-Effective Registration Statement on Form N-1A filed may 26, 2006 (File Nos. 33-31602 and 811-5950).
62.
Response is incorporated by reference to Registrant's Post-Effective Registration Statement on Form N-1A filed February 27, 2007. (File Nos. 33-31602 and 811-5950).
65.
Response is incorporated by reference to Registrant's Post-Effective Registration Statement on Form N-1A filed December 17, 2007. (File Nos. 33-31602 and 811-5950).
66.
Response is incorporated by reference to Initial N-14 Registration Statement of the Registrant. (File No. 333-153288)

 
1
Initial Registration Statement filed October 20, 1989
 
8
PEA No. 8 filed June 1, 1994
 
12
PEA No. 16 filed September 29, 1995
 
17
PEA No. 24 filed September 28, 1998
 
18
PEA No. 25 filed February 12, 1999
 
21
PEA No. 33 filed August 27, 1999
 
23
PEA No. 36 filed October 29, 1999
 
24
PEA No. 37 filed November 17, 1999
 
26
PEA No. 39 filed February 25, 2000
 
30
PEA No. 46 filed September 28, 2000
 
31
PEA No. 47 filed December 14, 2000
 
32
PEA No. 48 filed December 26, 2000
 
35
PEA No. 51 filed May 29, 2001
 
36
PEA No. 52 filed June 25, 2001
 
37
PEA No. 53 filed September 14, 2001
 
38
PEA No. 54 filed September 28, 2001
 
39
PEA No. 56 filed May 28, 2002
 
40
PEA No. 57 filed on June 28, 2002
 
41
PEA No. 58 filed on September 30, 2002
 
42
PEA No. 59 filed on December 20, 2002
 
43
PEA No. 62 filed on May 30, 2003
 
44
PEA No. 63 filed on June 30, 2003
 
45
PEA No. 64 filed on September 30, 2003
 
46
PEA No. 65 filed on December 30, 2003
 
47
PEA No. 66 filed on February 26, 2004
 
48
PEA No. 67 filed on May 27, 2004
 
49
PEA No. 68 filed on June 29, 2004
 
50
PEA No. 69 filed on June 29, 2004
 
51
PEA No. 70 filed on September 29, 2004
 
52
PEA No. 73 filed on December 3, 2004
 
53
PEA No. 74 filed on December 30, 2004
 
54
PEA No. 77 filed on February 25, 2005
 
55
PEA No. 79 filed on May 2, 2005
 
56
PEA No. 80 filed on May 27, 2005
 
57
PEA No. 81 filed on June 28, 2005
 
58
PEA No. 82 filed on September 30, 2005
 
59
PEA No. 83 filed on February 27, 2006
 
60
PEA No. 84 filed on May 26, 2006
 
61
PEA No. 86 filed on September 29, 2006
 
62
PEA No. 87 filed on February 27, 2007
 
63
PEA No. 91 filed on September 28, 2007
 
64
PEA No. 92 filed on October 19, 2007
 
65
PEA No. 96 filed on December 17, 2007
 
66
PEA No. 96 filed on February 29, 2008
 
67
PEA No. 98 filed on May 23, 2008
 
68
PEA No. 99 filed on June 27, 2008
 
Item 17. Undertakings
 
(1) The undersigned Registrant agrees that prior to any public reoffering of the securities registered through the use of a prospectus which is a part of this Registration Statement by any person or party who is deemed to be an underwriter within the meaning of Rule 145(c) of the Securities Act of 1933, the reoffering prospectus will contain the information called for by the applicable registration form for reofferings by persons who may be deemed underwriters, in addition to the information called for by the other items of the applicable form.
 
(2) The undersigned Registrant agrees that every prospectus that is filed under paragraph (1) above will be filed as a part of an amendment to the Registration Statement and will not be used until the amendment is effective, and that, in determining any liability under the Securities Act of 1933, each post-effective amendment shall be deemed to be a new Registration Statement for the securities offered therein, and the offering of the securities at that time shall be deemed to be the initial bona fide offering of them.
 
(3) The undersigned Registrant agrees to file by Post-Effective Amendment the opinion of counsel regarding the tax consequences of the proposed reorganization required by Item 16(12) of Form N-14 within a reasonable time after receipt of such opinion.



SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the Registrant, MONEY MARKET OBLIGATIONS TRUST, has duly caused its Registration Statement on Form N-14 to be signed on its behalf by the undersigned, thereto duly authorized, in the City of Pittsburgh and Commonwealth of Pennsylvania, on the 29th day of September, 2008.

MONEY MARKET OBLIGATIONS TRUST

By: /s/ George F. Magera 
George F. Magera, Assistant Secretary

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/ George F. Magera
Attorney In Fact
September 29, 2008
George F. Magera
For the Persons
ASSISTANT SECRETARY
Listed Below


NAME
TITLE
   
John F. Donahue*
Trustee
   
J. Christopher Donahue*
President and Trustee
 
(Principal Executive Officer)
   
Richard A. Novak*
Treasurer
 
(Principal Financial Officer)
   
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
   
R. James Nicholson*
Trustee
   
Thomas M. O’Neil*
Trustee
   
Marjorie P. Smuts*
Trustee
   
John S. Walsh*
Trustee
   
James F. Will*
Trustee
* By Power of Attorney