N-CSR 1 fxisi.htm Federated Fixed Income Securities, Inc.


                               United States
                    Securities and Exchange Commission
                          Washington, D.C. 20549

                                Form N-CSR
Certified Shareholder Report of Registered Management Investment Companies




                                 811-6447

                   (Investment Company Act File Number)


                  Federated Fixed Income Securities, Inc.
      _______________________________________________________________

            (Exact Name of Registrant as Specified in Charter)



                         Federated Investors Funds
                           5800 Corporate Drive
                    Pittsburgh, Pennsylvania 15237-7000


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


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






                     Date of Fiscal Year End: 11/30/03


           Date of Reporting Period: Fiscal year ended 11/30/03







Item 1.     Reports to Stockholders

[Logo of Federated Investors]

Federated Limited Term Fund

Established 1991

A Portfolio of Federated Fixed Income Securities, Inc.

12TH ANNUAL SHAREHOLDER REPORT

November 30, 2003

CLASS A SHARES
CLASS F SHARES

FINANCIAL HIGHLIGHTS
MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE
FINANCIAL STATEMENTS
INDEPENDENT AUDITORS' REPORT
BOARD OF DIRECTORS AND CORPORATION OFFICERS
VOTING PROXIES ON FUND PORTFOLIO SECURITIES

Financial Highlights -- Class A Shares

(For a Share Outstanding Throughout Each Period)

Year Ended November 30

   

2003

   

   

2002

   

   

2001

   

   

2000

   

   

1999

   

Net Asset Value, Beginning of Period

 

$9.13

   

 

$9.51

   

 

$9.30

   

 

$9.45

   

 

$9.82

   

Income From Investment Operations:

 

   

   

 

   

   

 

   

   

 

   

   

 

   

   

Net investment income

 

0.32

 

 

0.41

 

 

0.54

 

 

0.63

 

 

0.57

 

Net realized and unrealized gain (loss) on investments and futures contracts

 

(0.18

)

 

(0.37

)

 

0.20

 

 

(0.14

)

 

(0.35

)


TOTAL FROM INVESTMENT OPERATIONS

 

0.14

 

 

0.04

 

 

0.74

 

 

0.49

 

 

0.22

 


Less Distributions:

 

   

   

 

   

   

 

   

   

 

   

   

 

   

   

Distributions from net investment income

 

(0.30

)

 

(0.42

)

 

(0.53

)

 

(0.64

)

 

(0.59

)


Net Asset Value, End of Period

 

$8.97

   

 

$9.13

   

 

$9.51

   

 

$9.30

   

 

$9.45

   


Total Return1

 

1.61

%

 

0.44

%

 

8.18

%

 

5.42

%

 

2.31

%


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ratios to Average Net Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


Expenses

 

1.09

%

 

1.05

%

 

1.18

%

 

1.17

%

 

1.10

%


Net investment income

 

3.63

%

 

4.46

%

 

5.25

%

 

6.68

%

 

5.98

%


Expense waiver/reimbursement2

 

0.33

%

 

0.28

%

 

0.24

%

 

0.40

%

 

0.37

%


Supplemental Data:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


Net assets, end of period (000 omitted)

 

$194,659

 

 

$322,540

 

 

$432,539

 

 

$114,137

 

 

$139,452

 


Portfolio turnover

 

60

%

 

38

%

 

24

%

 

30

%

 

29

%


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

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

See Notes which are an integral part of the Financial Statements

Financial Highlights -- Class F Shares

(For a Share Outstanding Throughout Each Period)

Year Ended November 30

 

2003

   

 

2002

   

 

2001

   

 

2000

   

 

1999

   

Net Asset Value, Beginning of Period

 

$9.13

   

 

$9.51

   

 

$9.30

   

 

$9.45

   

 

$9.82

   

Income From Investment Operations:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net investment income

 

0.34

 

 

0.43

 

 

0.51

 

 

0.64

 

 

0.57

 

Net realized and unrealized gain (loss) on investments and futures contracts

 

(0.19

)

 

(0.38

)

 

0.25

 

 

(0.14

)

 

(0.34

)


TOTAL FROM INVESTMENT OPERATIONS

 

0.15

 

 

0.05

 

 

0.76

 

 

0.50

 

 

0.23

 


Less Distributions:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Distributions from net investment income

 

(0.31

)

 

(0.43

)

 

(0.55

)

 

(0.65

)

 

(0.60

)


Net Asset Value, End of Period

   

$8.97

   

   

$9.13

   

   

$9.51

   

   

$9.30

   

   

$9.45

   


Total Return1

 

1.71

%

 

0.54

%

 

8.32

%

 

5.52

%

 

2.42

%


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ratios to Average Net Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


Expenses

 

0.99

%

 

0.95

%

 

1.02

%

 

1.07

%

 

1.00

%


Net investment income

 

3.73

%

 

4.55

%

 

5.59

%

 

6.78

%

 

6.00

%


Expense waiver/reimbursement2

 

0.08

%

 

0.03

%

 

0.05

%

 

0.15

%

 

0.12

%


Supplemental Data:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


Net assets, end of period (000 omitted)

 

$8,247

 

 

$10,337

 

 

$12,609

 

 

$7,960

 

 

$9,520

 


Portfolio turnover

 

60

%

 

38

%

 

24

%

 

30

%

 

29

%


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

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

See Notes which are an integral part of the Financial Statements

Management's Discussion of Fund Performance

During the 12-month reporting period ended November 30, 2003, the fund's Class A Shares delivered a total return of 1.61%, based on net asset value, and monthly dividends totaled $0.304 per share. The fund's Class F Shares produced a total return of 1.71%, based on net asset value, and paid monthly dividends totaling $0.314 per share for the same period.1 The fund's SEC yield, based on NAV, on November 30, 2003, was 2.54% for Class F Shares and 2.45% for Class A Shares.2

Given the solid performance at the short end of the yield curve for high-quality debt securities and market yields that increased only slightly during the period under review, the fund was able to outperform the returns provided by cash alternatives for the reporting period. The inclusion of a small allocation to non-investment-grade securities helped overall performance somewhat. Due to weakness in the subordinate asset-backed sector of the fund's holdings, however, as well as a shorter relative duration3 profile, the fund underperformed its peer group, the Lipper Short Investment Grade Debt Funds category, which produced an average return for the period of 3.03%.4

1 Performance quoted is based on net asset value, represents past performance and is no guarantee of future results. Investment return and principal value will fluctuate, so that an investor's shares, when redeemed, may be worth more or less than their original cost. Total returns for the period, based on offering price (i.e., less any applicable sales charge), for Class A and F shares were 0.62% and (0.25)%, respectively. Current performance information is available at www.federatedinvestors.com or by calling 1-800-341-7400.

2 The 30-day SEC yields were 2.42% and 2.52% for Class A and F shares, respectively, based on offering price. The 30-day current net yield is calculated by dividing the net investment income per share for the 30 days ended on the date of calculation by the maximum offering price per share on that date. The figure is compounded and annualized.

3 Duration is a measure of a security's price sensitivity to changes in interest rates. Securities with longer durations are more sensitive to changes in interest rates than securities of short duration.

4 Lipper figures represent the average of the total returns reported by all of the mutual funds designated by Lipper, Inc. as falling into the category indicated. Lipper figures do not take sales charges into account.

GROWTH OF A $10,000 INVESTMENT -- CLASS A SHARES

The graph below illustrates the hypothetical investment of $10,0001 in the Federated Limited Term Fund (Class A Shares) (the "Fund") from November 30, 1993 to November 30, 2003 compared to the Merrill Lynch 0-3 Year Composite Index (ML0-3 Composite),2,3 the Merrill Lynch 1-3 Year Short-Term Corporate Bond Index (ML1-3STC)4 and the Lipper Short-Term Investment Grade Debt Funds Average (LSIGDFA).5

Average Annual Total Return6 for the Periods Ended 11/30/2003

   

   

1 Year

 

0.62%

5 Years

 

3.34%

10 Years

 

4.32%

GROWTH OF $10,000 AS OF NOVEMBER 30, 2003

Past performance is no guarantee of future results. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. For after-tax returns, visit www.federatedinvestors.com. Investment return and principal value will fluctuate so that an investor's shares, when redeemed, may be worth more or less than original cost. Mutual funds are not obligations of or guaranteed by any bank and are not federally insured.

1 Represents a hypothetical investment of $10,000 in the Fund after deducting the maximum sales charge of 1.00% ($10,000 investment minus $100 sales charge = $9,900). The Fund's performance assumes the reinvestment of all dividends and distributions. The ML0-3 Composite, ML1-3STC and the LSIGDFA have been adjusted to reflect reinvestment of dividends on securities in the indexes and average.

2 The ML0-3 Composite is a composite of four separate unmanaged indices which track various security types. The indexes are produced by Merrill Lynch, Pierce, Fenner & Smith, Inc. The four component indices are the Merrill Lynch 1--3 Year Corporate Index (30% weighting in the composite), the Merrill Lynch 0--3 Year Fixed Rate Asset Backed Securities Index (30%), the Merrill Lynch 1--3 Year Treasury/Agency Index (20%) and the Merrill Lynch 0--3 Year Mortgage Backed Securities Index (20%).

3 The Fund's investment adviser has changed its reference benchmark to the ML0-3 Composite from the ML1-3STC because it is more reflective of the Fund's current investment strategy.

4 The ML1-3STC is an unmanaged index tracking short-term domestic investment-grade corporate bonds with maturities between 1 and 2.99 years. The index is produced by Merrill Lynch & Co., Inc. The ML1-3STC is not adjusted to reflect sales charges, expenses, or other fees that the SEC requires to be reflected in the Fund's performance. The index is unmanaged.

5 The LSIGDFA represents the average of the total returns reported by all of the mutual funds designated by Lipper Analytical Services, Inc. as falling into the category indicated. The figure does not reflect any sales charges.

6 Total returns quoted reflect all applicable sales charges.

GROWTH OF A $10,000 INVESTMENT -- CLASS F SHARES

The graph below illustrates the hypothetical investment of $10,0001 in the Federated Limited Term Fund (Class F Shares) (the "Fund") from November 30, 1993 to November 30, 2003 compared to the Merrill Lynch 0-3 Year Composite Index (ML0-3 Composite),2,3 the Merrill Lynch 1-3 Year Short-Term Corporate Bond Index (ML1-3STC)4 and the Lipper Short-Term Investment Grade Debt Funds Average (LSIGDFA).5

Average Annual Total Return6 for the Periods Ended 11/30/2003

   

   

   

1 Year

 

(0.25

)%

5 Years

 

3.45

%

10 Years

 

4.43

%

GROWTH OF $10,000 AS OF NOVEMBER 30, 2003

Past performance is no guarantee of future results. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. For after-tax returns, visit www.federatedinvestors.com. Investment return and principal value will fluctuate so that an investor's shares, when redeemed, may be worth more or less than original cost. Mutual funds are not obligations of or guaranteed by any bank and are not federally insured.

1 Represents a hypothetical investment of $10,000 in the Fund after deducting the maximum sales charge of 1.00% ($10,000 investment minus $100 sales charge = $9,900). A contingent deferred sales charge of 1.00% would be imposed on any redemption less than four years from the purchase date. The Fund's performance assumes the reinvestment of all dividends and distributions. The ML0-3 Composite, ML1-3STC and the LSIGDFA have been adjusted to reflect reinvestment of dividends on securities in the index and average.

2 The ML0-3 Composite is a composite of four separate unmanaged indices which track various security types. The indexes are produced by Merrill Lynch, Pierce, Fenner & Smith, Inc. The four component indices are the Merrill Lynch 1--3 Year Corporate Index (30% weighting in the composite), the Merrill Lynch 0--3 Year Fixed Rate Asset Backed Securities Index (30%), the Merrill Lynch 1--3 Year Treasury/Agency Index (20%) and the Merrill Lynch 0--3 Year Mortgage Backed Securities Index (20%).

3 The Fund's investment adviser has changed its reference benchmark to the ML0-3 Composite from the ML1-3STC because it is more reflective of the Fund's current investment strategy.

4 The ML1-3STC is an unmanaged index tracking short-term domestic investment-grade corporate bonds with maturities between 1 and 2.99 years. The index is produced by Merrill Lynch & Co., Inc. The ML1-3STC is not adjusted to reflect sales charges, expenses, or other fees that the SEC requires to be reflected in the Fund's performance. The index is unmanaged.

5 The LSIGDFA represents the average of the total returns reported by all of the mutual funds designated by Lipper Analytical Services, Inc. as falling into the category indicated. The figure does not reflect any sales charges.

6 Total returns quoted reflect all applicable sales charges and contingent deferred sales charges

Portfolio of Investments

NOVEMBER 30, 2003

Principal Amount or Share

 

   

   

 

Value

 

 

 

ADJUSTABLE RATE MORTGAGES--1.9%

 

 

 

 

 

 

 

Federal Home Loan Mortgage Corp.--0.2%

   

 

 

 

$

187,239

1

FHLMC ARM 606116, 30 Year, 3.43%, 9/1/2019

 

$

192,839

 

 

196,698

1

FHLMC ARM 785167, 30 Year, 3.21%, 12/1/2018

 

 

202,764

 


 

 

 

TOTAL

 

 

395,603

 


 

 

 

Federal National Mortgage Assoc. --1.7%

 

 

 

 

 

64,652

1

FNMA ARM 112514, 30 Year, 4.25%, 12/1/2020

 

 

65,637

 

 

1,144,229

1

FNMA ARM 544843, 30 Year, 3.75%, 10/01/2027

 

 

1,170,695

 

 

2,144,072

1

FNMA ARM 544884, 30 Year, 3.82%, 5/01/2034

 

 

2,193,964

 


 

 

 

TOTAL

 

 

3,430,296

 


 

 

 

TOTAL ADJUSTABLE RATE MORTGAGES (IDENTIFIED COST $3,800,387)

 

 

3,825,899

 


 

 

 

ASSET-BACKED SECURITIES--23.0%

 

 

 

 

 

 

 

Automotive--7.4%

   

 

 

 

 

1,036,822

 

ANRC Auto Owner Trust 2001-A, Class A3, 3.76%, 10/17/2005

 

 

1,040,606

 

 

2,000,000

 

Capital Auto Receivables Asset Trust 2003-3, Class A2A, 2.35%, 10/15/2006

 

 

2,006,888

 

 

532,716

 

Chase Manhattan Auto Owner Trust 2001-A, Class A3, 4.55%, 8/15/2005

 

 

535,977

 

 

2,000,000

1

DaimlerChrysler Master Owner Trust 2002-A, Class A, 1.18%, 5/15/2007

 

 

2,000,460

 

 

1,337,704

2

First Tennessee Financial Auto Securitization Trust 2002-A, Class A, 3.50%, 7/15/2008

 

 

1,356,726

 

 

256,747

 

Isuzu Auto Owner Trust 2001-1, Class A3, 4.88%, 11/22/2004

 

 

257,209

 

 

1,316,787

2,3

Long Beach Acceptance Auto Receivables Trust 2001-1, Class A3, 5.198%, 3/13/2006

 

 

1,328,717

 

 

1,500,000

 

M&I Auto Loan Trust 2001-1, Class B, 5.88%, 6/20/2008

 

 

1,545,675

 

 

1,169,500

 

MMCA Automobile Trust 2000-2, Class B, 7.42%, 8/15/2005

 

 

1,197,580

 

 

712,090

 

MMCA Automobile Trust 2001-2, Class B, 5.75%, 6/15/2007

 

 

723,044

 

 

979,409

 

Mellon Auto Grantor Trust 2000-2, Class B, 6.67%, 7/15/2007

 

 

1,011,182

 

 

22,738

2

Paragon Auto Receivables Owner Trust 1998-A, Class B, 7.47%, 11/15/2004

 

 

22,738

 

 

36,202

2

Paragon Auto Receivables Owner Trust 1998-B, Class B, 7.03%, 3/15/2005

 

 

36,926

 

 

30,018

 

Paragon Auto Receivables Owner Trust 1999-A, Class A, 5.95%, 11/15/2005

 

 

30,104

 

 

2,000,000

 

Whole Auto Loan Trust 2003-1, Class A3B, 1.99%, 5/15/2007

 

 

1,992,894

 


 

 

 

TOTAL

 

 

15,086,726

 


 

 

 

Credit Card--2.9%

   

 

 

 

 

35,795

2

Banco Nacional de Mexico S.A., Credit Card Merchant Voucher Receivables Master Trust Series 1996-A, Class A1, 6.25%, 12/1/2003

 

 

35,795

 

 

1,750,000

 

Bank One Issuance Trust 2002-A4, Class A4, 2.94%, 6/16/2008

 

 

1,770,300

 

 

1,000,000

 

Capital One Multi Asset Execution 2003-A6, Class A6, 2.95%, 8/17/2009

 

 

997,400

 

$

2,000,000

2

MBNA Master Credit Card Trust 1999-M, Class C, 7.45%, 4/16/2007

 

$

2,085,080

 

 

1,000,000

 

MBNA Master Credit Card Trust 2000-A, Class A, 7.35%, 7/16/2007

 

 

1,065,180

 


 

 

 

TOTAL

 

 

5,953,755

 


 

 

 

Equipment Leasing--0.7%

   

 

 

 

 

1,361,974

2

Great America Leasing Receivables 2002-1, Class C, 4.91%, 7/15/2007

 

 

1,393,591

 


 

 

 

Home Equity Loan--7.0%

 

 

 

 

 

15,999,779

 

ACE Securities Corp. 2001-HE1, Class AIO, 6.00%, 8/20/2004

 

 

636,631

 

 

159,434

2

AQ Finance NIM Trust 2002-1, Class NOT, 9.50%, 6/25/2032

 

 

156,643

 

 

21,800,000

 

Asset Backed Funding Certificate 2002-OPT1, Class AIO, 6.00%, 3/25/2005

 

 

851,072

 

 

769,691

2

Bayview Financial Acquisition Trust 1998-1, Class MI3, 8.21%, 5/25/2029

 

 

727,843

 

 

18,750,000

 

Centex Home Equity 2002-C, Class AIO, 6.00%, 8/25/2004

 

 

486,375

 

 

261,053

1

Chase Funding Mortgage Loan Asset-Backed Certificates 1999-1, Class IIB, 3.87%, 6/25/2028

 

 

260,126

 

 

1,000,000

 

Chase Funding Mortgage Loan Asset-Backed Certificates 2003-6, Class 1A2, 3/25/2020

 

 

1,000,300

 

 

18,653,846

 

Conseco Finance 2001-D, Class AIO, 8.80%, 11/15/2032

 

 

515,219

 

 

1,917,667

1

Fifth Third Home Equity Loan Trust, Class A, 1.37%, 9/20/2023

 

 

1,917,667

 

 

2,200,000

 

Green Tree Home Improvement Loan Trust 1996-F, Class HIB2, 7.70%, 11/15/2027

 

 

2,099,790

 

 

2,000,000

 

Green Tree Home Improvement Loan Trust 1997-C, Class HEB2, 7.59%, 8/15/2028

 

 

1,631,000

 

 

18,038,000

 

Irwin Home Equity 2001-2, Class AIO, 10.00%, 3/25/2004

 

 

442,472

 

 

629,377

 

Mellon Bank Home Equity Installment Loan 1997-1, Class A4, 6.84%, 7/25/2012

 

 

639,479

 

 

227,258

 

NC Finance Trust 1999-1, Class B, 8.75%, 1/25/2029

 

 

36,361

 

 

2,000,000

 

Residential Asset Mortgage Products, Inc. 2003-RS10, Class AI2, 3.12%, 5/25/2025

 

 

2,000,000

 

 

760,055

2

Saxon Asset Securities Trust 1998-1, Class BF2, 8.00%, 12/25/2027

 

 

740,575

 

 

28,680

1

Saxon Asset Securities Trust 2000-2, Class AV1, 1.38%, 7/25/2030

 

 

28,838

 


 

 

 

TOTAL

 

 

14,170,391

 


 

 

 

Manufactured Housing--1.5%

   

 

 

 

 

1,230,022

 

Green Tree Financial Corp. 1997-1, Class A5, 6.86%, 3/15/2028

 

 

1,257,119

 

 

457,018

 

Green Tree Financial Corp. 1998-2, Class A5, 6.24%, 11/1/2016

 

 

460,848

 

 

4,000,000

 

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

 

 

259,960

 

 

2,000,000

2

Merit Securities Corp. 12, Class 1B, 7.98%, 7/28/2033

 

 

560,000

 

 

500,000

1

Vanderbilt Mortgage Finance 1999-A, Class 2B2, 3.72%, 6/7/2016

 

 

489,210

 


 

 

 

TOTAL

 

 

3,027,137

 


 

 

 

Other--1.5%

   

 

 

 

$

267,400

1,2

CapitalSource Commercial Loan Trust 2002-2A, Class A, 1.67%, 9/20/2010

 

$

267,651

 

 

23,020,322

 

Conseco Recreational Enthusiast Consumer Trust 2001-A, Class AIO, 5.00%, 8/15/2025

 

 

830,320

 

 

2,207,818

2

FMAC Loan Receivables Trust 1997-A, Class A-X, 2.77%, 4/15/2019

 

 

33,117

 

 

2,000,000

 

John Deere Owner Trust 2003-A, Class A2, 1.31%, 1/17/2006

 

 

1,997,910

 


 

 

 

TOTAL

 

 

3,128,998

 


 

 

 

Rate Reduction Bond--2.0%

   

 

 

 

 

2,780,000

 

California Infrastructure & Economic Development Bank Special Purpose Trust SCE-1, 1997-1, Class A6, 6.38%, 9/25/2008

 

 

2,950,803

 

 

1,000,000

 

California Infrastructure & Economic Development Bank Special Purpose Trust SDG&E-1 1997-1, Class A6, 6.31%, 9/25/2008

 

 

1,060,520

 


 

 

 

TOTAL

 

 

4,011,323

 


 

 

 

TOTAL ASSET-BACKED SECURITIES (IDENTIFIED COST $54,183,444)

 

 

46,771,921

 


 

 

 

COLLATERALIZED MORTGAGE OBLIGATIONS--12.4%

 

 

 

 

 

 

 

Commercial Mortgage--0.1%

   

 

 

 

 

2,757,036

 

First Union Lehman Brothers Commercial Mortgage Trust 1997-C1, Class IO, 2.66%, 4/18/2029

 

 

109,953

 


 

 

 

Federal Home Loan Mortgage Corp.--6.3%

 

 

 

 

 

1,847,216

1

Federal Home Loan Mortgage Corp., Series 2571, Class FB, 1.47%, 2/15/2018

 

 

1,845,332

 

 

212,406

 

Federal Home Loan Mortgage Corp., Series 2603, Class AC, 2.00%, 12/15/2008

 

 

212,767

 

 

2,313,532

 

Federal Home Loan Mortgage Corp., Series SF1, Class A3, 2.00%, 12/15/2008

 

 

2,305,030

 

 

2,116,027

 

Federal Home Loan Mortgage Corp. Structured Pass Through, Series H010, Class A1, 1.582%, 8/15/2008

 

 

2,112,602

 

 

1,420,351

 

Federal Home Loan Mortgage Corp. Structured Pass Through, Series H009, Class A2, 1.876%, 3/15/2008

 

 

1,407,444

 

 

5,000,000

 

Federal Home Loan Mortgage Corp. Structured Pass Through, Series H008, Class A3, 2.29%, 6/15/2007

 

 

4,986,000

 


 

 

 

TOTAL

 

 

12,869,175

 


 

 

 

Federal National Mortgage Assoc.--0.1%

   

 

 

 

 

153,575

 

Federal National Mortgage Association, Series 2001-69, Class PL, 6.00%, 12/25/2024

 

 

153,543

 


 

 

 

Non-Agency Mortgage--5.9%

 

 

 

 

 

328,921

1

Citicorp Mortgage Securities, Inc. 1992-18, Class A1, 3.722%, 11/25/2022

 

 

325,389

 

 

3,000,000

1,2

Harwood Street Funding I LLC 2001-1A, Class CTF, 2.92%, 9/20/2004

 

 

2,985,000

 

 

2,241,962

1

Impac CMB Trust 2002-7, Class A, 1.55%, 11/25/2032

 

 

2,255,773

 

 

1,341,460

 

Master Asset Securitization Trust 2003-1, Class 2A1, 5.75%, 2/25/2033

 

 

1,352,366

 

 

989,289

1,2,3

RESI Finance LP 2002-A, Class B3, 2.72%, 10/10/2034

 

 

993,117

 

 

95,606

1,2

Resecuritization Mortgage Trust 1998-A, Class B3, 7.922%, 10/26/2023

 

 

73,199

 

 

102,727

 

Residential Funding Mortgage Securities I 1996-S1, Class A11, 7.10%, 1/25/2026

 

 

103,758

 

$

200,349

1,2

SMFC Trust Asset-Backed Certificates, Series 1997-A, Class 4, 4.0769%, 1/28/2025

 

$

153,393

 

 

135,037

 

Washington Mutual 2003-AR1, Class A2, 2.92%, 3/25/2033

 

 

135,006

 

 

628,622

 

Washington Mutual 2003-AR3, Class A2, 2.828%, 4/25/2033

 

 

628,421

 

 

3,000,000

 

Washington Mutual 2003-AR9, Class A2A, 2.340%, 10/25/2033

 

 

2,986,800

 


 

 

 

TOTAL

 

 

11,992,222

 


 

 

 

TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS (IDENTIFIED COST $25,221,524)

 

 

25,124,893

 


 

 

 

CORPORATE BONDS--33.0%

 

 

 

 

 

 

 

Basic Industries--Chemicals--0.5%

   

 

 

 

 

1,100,000

 

Praxair, Inc., 2.75%, 6/15/2008

 

 

1,057,111

 


 

 

 

Basic Industries--Metals & Mining--0.8%

 

 

 

 

 

1,500,000

 

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

 

 

1,541,580

 


 

 

 

Basic Industries--Paper--1.1%

 

 

 

 

 

1,000,000

 

International Paper Co., 8.125%, 7/8/2005

 

 

1,088,330

 

 

1,000,000

 

Weyerhaeuser Co., Note, 5.50%, 3/15/2005

 

 

1,041,340

 


 

 

 

TOTAL

 

 

2,129,670

 


 

 

 

Beverage & Tobacco--0.5%

   

 

 

 

 

1,000,000

 

Diageo Capital PLC, 3.375%, 3/20/2008

 

 

989,070

 


 

 

 

Capital Goods--Aerospace & Defense--0.9%

 

 

 

 

 

1,250,000

 

General Dynamics Corp., 2.125%, 5/15/2006

 

 

1,236,288

 

 

500,000

 

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

 

 

525,345

 


 

 

 

TOTAL

 

 

1,761,633

 


 

 

 

Communications--Media & Cable--0.5%

   

 

 

 

 

600,000

 

Comcast Corp., 6.375%, 1/30/2006

 

 

642,984

 

 

250,000

 

Continental Cablevision, Sr. Deb., 8.875%, 9/15/2005

 

 

276,185

 


 

 

 

TOTAL

 

 

919,169

 


 

 

 

Communications--Media Noncable--0.5%

   

 

 

 

 

1,000,000

 

Reed Elsevier, Inc., Company Guarantee, 6.125%, 8/1/2006

 

 

1,082,640

 


 

 

 

Communications--Telecom Wirelines--0.7%

   

 

 

 

 

1,250,000

 

Citizens Communications Co., Note, 8.50%, 5/15/2006

 

 

1,403,587

 


 

 

 

Consumer Cyclical--Automotive--0.9%

 

 

 

 

 

750,000

 

DaimlerChrysler North America Holding Corp., Unsecd. Note, 7.40%, 1/20/2005

 

 

792,037

 

 

1,000,000

 

Hertz Corp., 4.70%, 10/2/2006

 

 

997,760

 


 

 

 

TOTAL

 

 

1,789,797

 


 

 

 

Consumer Cyclical--Entertainment--1.8%

   

 

 

 

$

850,000

 

AOL Time Warner, Inc., 5.625%, 5/1/2005

 

$

889,151

 

 

1,250,000

 

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

 

 

1,308,725

 

 

1,250,000

 

Viacom, Inc., Sr. Note, 7.75%, 6/1/2005

 

 

1,352,438

 


 

 

 

TOTAL

 

 

3,550,314

 


 

 

 

Consumer Cyclical--Retailers--1.9%

   

 

 

 

 

1,000,000

 

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

 

 

1,068,680

 

 

750,000

 

Target Corp., 3.375%, 3/1/2008

 

 

744,405

 

 

2,000,000

 

Wal-Mart Stores, Inc., 4.15%, 6/15/2005

 

 

2,066,820

 


 

 

 

TOTAL

 

 

3,879,905

 


 

 

 

Consumer Non-Cyclical--Food/Beverage--0.7%

   

 

 

 

 

1,300,000

 

Kellogg Co., Note, 6.00%, 4/1/2006

 

 

1,395,095

 


 

 

 

Consumer Non-Cyclical--Healthcare--0.3%

   

 

 

 

 

600,000

 

UnitedHealth Group, Inc., 3.30%, 1/30/2008

 

 

595,476

 


 

 

 

Consumer Products--0.5%

   

 

 

 

 

1,000,000

 

Procter & Gamble Co., 3.50%, 12/15/2008

 

 

989,360

 


 

 

 

Cosmetics & Toiletries--0.3%

   

 

 

 

 

600,000

 

Gillette Co., 2.875%, 3/15/2008

 

 

585,858

 


 

 

 

Energy--Integrated--1.0%

   

 

 

 

 

1,000,000

 

BP Capital Markets PLC, 2.75%, 12/29/2006

 

 

994,770

 

 

1,000,000

 

Conoco, Inc., 5.45%, 10/15/2006

 

 

1,068,800

 


 

 

 

TOTAL

 

 

2,063,570

 


 

 

 

Energy--Refining--0.4%

   

 

 

 

 

800,000

 

Valero Energy Corp., 7.375%, 3/15/2006

 

 

871,208

 


 

 

 

Finance--Automotive--0.8%

   

 

 

 

 

450,000

 

General Motors Acceptance Corp., 4.50%, 7/15/2006

 

 

459,716

 

 

1,000,000

 

General Motors Acceptance Corp., 6.75%, 1/15/2006

 

 

1,066,310

 


 

 

 

TOTAL

 

 

1,526,026

 


 

 

 

Financial Institutions--Banking--1.7%

   

 

 

 

 

1,200,000

 

Mellon Funding Corp., 7.50%, 6/15/2005

 

 

1,299,804

 

 

1,000,000

 

PNC Funding Corp., 5.75%, 8/1/2006

 

 

1,076,230

 

 

1,100,000

 

Wachovia Bank N.A., Sr. Note, 4.85%, 7/30/2007

 

 

1,163,338

 


 

 

 

TOTAL

 

 

3,539,372

 


 

 

 

Financial Institutions--Brokerage--1.1%

   

 

 

 

$

1,000,000

 

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

 

$

1,061,340

 

 

1,250,000

 

Salomon Smith Barney Holdings, Inc., Note, 7.00%, 3/15/2004

 

 

1,271,250

 


 

 

 

TOTAL

 

 

2,332,590

 


 

 

 

Financial Institutions--Finance Captive--1.2%

   

 

 

 

 

1,250,000

 

American Express Co., 3.75%, 11/20/2007

 

 

1,264,462

 

 

1,000,000

 

Capital One Bank, Sr. Note, 8.25%, 6/15/2005

 

 

1,081,290

 


 

 

 

TOTAL

 

 

2,345,752

 


 

 

 

Financial Institutions--Insurance--Life--0.5%

   

 

 

 

 

1,000,000

2,3

Metropolitan Life Insurance Co., 7.00%, 11/1/2005

 

 

1,082,860

 


 

 

 

Financial Institutions--Insurance--P&C--1.2%

   

 

 

 

 

1,100,000

2,3

Allstate Financial Global, Note, Series 144A, 7.125%, 9/26/2005

 

 

1,194,083

 

 

1,200,000

 

Marsh & McLennan Cos., Inc., 5.375%, 3/15/2007

 

 

1,277,604

 


 

 

 

TOTAL

 

 

2,471,687

 


 

 

 

Financial Institutions--REITs--0.7%

   

 

 

 

 

1,250,000

 

Simon Property Group, Inc., 6.375%, 11/15/2007

 

 

1,352,275

 


 

 

 

Financial Intermediaries--1.1%

   

 

 

 

 

1,150,000

 

Texaco Capital, Inc., 5.70%, 12/1/2008

 

 

1,217,931

 

 

1,000,000

 

Wells Fargo & Co., Sr. Note, 7.25%, 8/24/2005

 

 

1,086,570

 


 

 

 

TOTAL

 

 

2,304,501

 


 

 

 

Financial Services--2.6%

   

 

 

 

 

1,500,000

 

General Electric Capital Corp., 5.35%, 3/30/2006

 

 

1,593,555

 

 

1,250,000

2,3

Goldman Sachs Group LP, 6.75%, 2/15/2006

 

 

1,358,113

 

 

1,000,000

 

Morgan Stanley, Unsub., 6.10%, 4/15/2006

 

 

1,078,960

 

 

1,100,000

 

SLM Corporation, 5.625%, 4/10/2007

 

 

1,182,599

 


 

 

 

TOTAL

 

 

5,213,227

 


 

 

 

Food & Drug Retailers--1.5%

   

 

 

 

 

1,000,000

 

Albertsons, Inc., Sr. Note, 6.55%, 8/1/2004

 

 

1,031,620

 

 

1,000,000

 

Meyer (Fred), Inc., Sr. Note, 7.375%, 3/1/2005

 

 

1,065,980

 

 

975,000

 

Safeway, Inc., 6.15%, 3/1/2006

 

 

1,043,201

 


 

 

 

TOTAL

 

 

3,140,801

 


 

 

 

Food Products--0.5%

   

 

 

 

 

1,100,000

 

General Mills, Inc., 3.875%, 11/30/2007

 

 

1,112,859

 


 

 

 

Insurance--1.0%

   

 

 

 

 

1,250,000

 

Equitable Cos., Inc., Note, 6.50%, 4/1/2008

 

 

1,370,325

 

 

750,000

1

HSB Group, Inc., Company Guarantee, 2.06%, 7/15/2027

 

 

718,380

 


 

 

 

TOTAL

 

 

2,088,705

 


 

 

 

Pharmaceuticals--0.5%

   

 

 

 

$

1,000,000

 

Johnson & Johnson, Deb., 8.72%, 11/1/2024

 

$

1,113,900

 


 

 

 

State/Provincial--1.1%

   

 

 

 

 

1,000,000

 

Ontario, Province of, 2.35%, 6/30/2006

 

 

992,650

 

 

1,200,000

 

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

 

 

1,279,416

 


 

 

 

TOTAL

 

 

2,272,066

 


 

 

 

Technology Services--1.0%

   

 

 

 

 

1,000,000

 

Computer Sciences Corp., 7.50%, 8/8/2005

 

 

1,085,720

 

 

1,000,000

2,3

FIserv, Inc., Note, 4.00%, 4/15/2008

 

 

993,810

 


 

 

 

TOTAL

 

 

2,079,530

 


 

 

 

Telecommunications & Cellular--1.9%

   

 

 

 

 

500,000

 

AT&T Wireless Services, Inc., 6.875%, 4/18/2005

 

 

531,275

 

 

1,150,000

 

SBC Communications, Inc., Note, 5.75%, 5/2/2006

 

 

1,230,983

 

 

1,000,000

1,2,3

Verizon Wireless, Inc., 1.24%, 5/23/2005

 

 

1,000,110

 

 

1,000,000

1

Verizon Wireless, Inc., Note, 1.54%, 12/17/2003

 

 

1,000,570

 


 

 

 

TOTAL

 

 

3,762,938

 


 

 

 

Utility--Electric--1.3%

   

 

 

 

 

500,000

 

Alabama Power Co., 2.65%, 2/15/2006

 

 

498,915

 

 

1,000,000

 

FPL Group, Inc., 3.25%, 4/11/2006

 

 

1,013,510

 

 

1,000,000

 

PSEG Power LLC, 6.875%, 4/15/2006

 

 

1,089,550

 


 

 

 

TOTAL

 

 

2,601,975

 


 

 

 

TOTAL CORPORATE BONDS (IDENTIFIED COST $66,695,050)

 

 

66,946,107

 


 

 

 

MORTGAGE BACKED SECURITIES--0.1%

 

 

 

 

 

 

 

Government National Mortgage Assoc.--0.1%

   

 

 

 

 

115,313

 

Government National Mortgage Association, Pool 423843, 8.50%, 8/15/2026 (IDENTIFIED COST $119,457)

   

 

125,943

 


 

 

 

GOVERNMENT AGENCIES--6.0%

 

 

 

 

 

 

 

Federal Home Loan Mortgage Corp.--2.4%

   

 

 

 

 

5,000,000

 

Federal Home Loan Mortgage Corp., 2.375%, 4/15/2006

 

 

4,985,400

 


 

 

 

Federal National Mortgage Assoc.--3.6%

 

 

 

 

 

4,000,000

 

Federal National Mortgage Association, Note, 5.125%, 2/13/2004

 

 

4,032,640

 

 

3,000,000

 

Federal National Mortgage Association, Note, 6.00%, 12/15/2005

 

 

3,224,790

 


 

 

 

TOTAL

 

 

7,257,430

 


 

 

 

TOTAL GOVERNMENT AGENCIES (IDENTIFIED COST $11,707,093)

 

 

12,242,830

 


 

 

 

U.S. TREASURY NOTES--12.7%

 

 

 

 

$

8,500,000

4

2.125%, 10/31/2004

 

$

8,559,075

 

 

4,500,000

4

3.25%, 8/15/2007

 

 

4,560,480

 

 

2,000,000

 

3.25%, 8/15/2008

 

 

1,998,120

 

 

3,000,000

4

3.50%, 11/15/2006

 

 

3,084,360

 

 

7,000,000

 

5.75%, 11/15/2005

 

 

7,505,330

 


 

 

 

TOTAL U.S. TREASURY NOTES (IDENTIFIED COST $25,459,960)

 

 

25,707,365

 


 

 

 

MUTUAL FUNDS--17.8%5

 

 

 

 

 

726,896

 

Federated Mortgage Core Portfolio

 

 

7,370,730

 

 

1,410,127

 

High Yield Bond Portfolio

 

 

9,631,164

 

 

5,084,562

 

Prime Value Obligations Fund, IS Shares

 

 

5,084,562

 

 

14,026,875

 

Prime Value Obligations Fund, IS Shares
(held as collateral for securities lending)

 

 

14,026,875

 


 

 

 

TOTAL MUTUAL FUNDS (IDENTIFIED COST $36,999,268)

 

 

36,113,331

 


 

 

 

TOTAL INVESTMENTS--106.9%
(IDENTIFIED COST $224,186,183)6

 

 

216,858,289

 


 

 

 

OTHER ASSETS AND LIABILITIES--NET--(6.9)%

 

 

(13,952,534

)


 

 

 

TOTAL NET ASSETS--100%

 

$

202,905,755

 


1 Denotes variable rate securities, which shows current rate and final maturity date.

2 Denotes a restricted security which is subject to restrictions on resale under federal securities laws. At November 30, 2003, these securities amounted to $18,579,087 which represents 9.2% of net assets. Included in these amounts are restricted securities which have been deemed liquid amounting to $7,950,810 and representing 3.9% of net assets.

3 Denotes a restricted security that has been deemed liquid by criteria approved by the Fund's Board of Directors.

4 Certain principal amounts are temporarily on loan to unaffiliated broker/dealers.

5 Affiliated companies.

6 The cost of investments for federal tax purposes amounts to $224,188,751.

Note: The categories of investments are shown as a percentage of total net assets at November 30, 2003.

The following acronyms are used throughout this portfolio:

ARM

--Adjustable Rate Mortgage

FHLMC

--Federal Home Loan Mortgage Corporation

FNMA

--Federal National Mortgage Association

REITs

--Real Estate Investment Trusts

See Notes which are an integral part of the Financial Statements

Statement of Assets and Liabilities

November 30, 2003

Assets:

   

 

 

    

 

 

 

Total investments in securities, at value, including $36,113,331 of investments in affiliated issuers (Note 5) and $13,742,499 of securities loaned (identified cost $224,186,183)

 

 

 

 

$

216,858,289

 

Income receivable

 

 

 

 

 

2,357,561

 

Receivable for investments sold

 

 

 

 

 

218,378

 

Receivable for shares sold

 

 

 

 

 

105,778

 


TOTAL ASSETS

 

 

 

 

 

219,540,006

 


Liabilities:

 

 

 

 

 

 

 

Payable for investments purchased

 

$

1,607,871

 

 

 

 

Payable for shares redeemed

 

 

756,707

 

 

 

 

Income distribution payable

 

 

102,078

 

 

 

 

Payable on collateral due to broker

 

 

14,026,875

 

 

 

 

Payable for transfer and dividend disbursing agent fees and expenses (Note 5)

 

 

22,235

 

 

 

 

Payable for Directors'/Trustees' fees

 

 

606

 

 

 

 

Payable for portfolio accounting fees (Note 5)

 

 

5,084

 

 

 

 

Payable for distribution services fee (Note 5)

 

 

36,810

 

 

 

 

Payable for shareholder services fee (Note 5)

 

 

42,609

 

 

 

 

Accrued expenses

 

 

33,376

 

 

 

 


TOTAL LIABILITIES

 

 

 

 

 

16,634,251

 


Net assets for 22,631,293 shares outstanding

 

 

 

 

$

202,905,755

 


Net Assets Consist of:

 

 

 

 

 

 

 

Paid in capital

 

 

 

 

$

230,617,206

 

Net unrealized depreciation of investments

 

 

 

 

 

(7,327,894

)

Accumulated net realized loss on investments and futures contracts

 

 

 

 

 

(20,476,985

)

Undistributed net investment income

 

 

 

 

 

93,428

 


TOTAL NET ASSETS

 

 

 

 

$

202,905,755

 


Net Asset Value, Offering Price and Redemption Proceeds Per Share

 

 

 

 

 

 

 

Class A Shares:

 

 

 

 

 

 

 

Net asset value per share ($194,658,803 ÷ 21,711,454 shares outstanding)

 

 

 

 

 

$8.97

 


Offering price per share (100/99.00 of $8.97)1

 

 

 

 

 

$9.06

 


Redemption proceeds per share

 

 

 

 

 

$8.97

 


Class F Shares:

 

 

 

 

 

 

 

Net asset value per share ($8,246,952 ÷ 919,839 shares outstanding)

 

 

 

 

 

$8.97

 


Offering price per share (100/99.00 of $8.97)1

 

 

 

 

 

$9.06

 


Redemption proceeds per share (99.00/100 of $8.97)1

 

 

 

 

 

$8.88

 


1 See "What Do Shares Cost?" in the Prospectus.

See Notes which are an integral part of the Financial Statements

Statement of Operations

Year Ended November 30, 2003

Investment Income:

   

 

 

 

   

 

 

 

    

 

 

 

Dividends (received from affiliated issuers) (Note 5)

 

 

 

 

 

 

 

 

 

$

1,311,197

 

Interest (including income on securities loaned of $33,315)

 

 

 

 

 

 

 

 

 

 

11,496,532

 


TOTAL INCOME

 

 

 

 

 

 

 

 

 

 

12,807,729

 


Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

Investment adviser fee (Note 5)

 

 

 

 

 

$

1,085,204

 

 

 

 

 

Administrative personnel and services fee (Note 5)

 

 

 

 

 

 

206,818

 

 

 

 

 

Custodian fees

 

 

 

 

 

 

20,258

 

 

 

 

 

Transfer and dividend disbursing agent fees and expenses (Note 5)

 

 

 

 

 

 

244,471

 

 

 

 

 

Directors'/Trustees' fees

 

 

 

 

 

 

6,667

 

 

 

 

 

Auditing fees

 

 

 

 

 

 

17,757

 

 

 

 

 

Legal fees

 

 

 

 

 

 

6,755

 

 

 

 

 

Portfolio accounting fees (Note 5)

 

 

 

 

 

 

91,690

 

 

 

 

 

Distribution services fee--Class A Shares (Note 5)

 

 

 

 

 

 

1,307,859

 

 

 

 

 

Distribution services fee--Class F Shares (Note 5)

 

 

 

 

 

 

14,594

 

 

 

 

 

Shareholder services fee--Class A Shares (Note 5)

 

 

 

 

 

 

653,930

 

 

 

 

 

Shareholder services fee--Class F Shares (Note 5)

 

 

 

 

 

 

24,323

 

 

 

 

 

Share registration costs

 

 

 

 

 

 

68,694

 

 

 

 

 

Printing and postage

 

 

 

 

 

 

55,511

 

 

 

 

 

Insurance premiums

 

 

 

 

 

 

641

 

 

 

 

 

Taxes

 

 

 

 

 

 

20,897

 

 

 

 

 

Miscellaneous

 

 

 

 

 

 

3,447

 

 

 

 

 


TOTAL EXPENSES

 

 

 

 

 

 

3,829,516

 

 

 

 

 


Waivers and Reimbursement (Note 5):

 

 

 

 

 

 

 

 

 

 

 

 

Waiver/Reimbursement of investment adviser fee

 

$

(145,393

)

 

 

 

 

 

 

 

 

Waiver of administrative personnel and services fee

 

 

(2,629

)

 

 

 

 

 

 

 

 

Waiver of distribution services fee--Class A Shares

 

 

(732,401

)

 

 

 

 

 

 

 

 

Waiver of distribution services fee--Class F Shares

 

 

(2,919

)

 

 

 

 

 

 

 

 


TOTAL WAIVERS AND REIMBURSEMENT

 

 

 

 

 

 

(883,342

)

 

 

 

 


Net expenses

 

 

 

 

 

 

 

 

 

 

2,946,174

 


Net investment income

 

 

 

 

 

 

 

 

 

 

9,861,555

 


Realized and Unrealized Loss on Investments and Futures Contracts:

 

 

 

 

 

 

 

 

 

 

 

 

Net realized loss on investments (including realized loss of $432,376 from sales of investments in affiliated issuers)

 

 

 

 

 

 

 

 

 

 

(4,931,316

)

Net realized loss on futures contracts

 

 

 

 

 

 

 

 

 

 

(34,494

)

Net change in unrealized depreciation of investments

 

 

 

 

 

 

 

 

 

 

(820,274

)


Net realized and unrealized loss on investments and futures contracts

 

 

 

 

 

 

 

 

 

 

(5,786,084

)


Change in net assets resulting from operations

 

 

 

 

 

 

 

 

 

$

4,075,471

 


See Notes which are an integral part of the Financial Statements

Statement of Changes in Net Assets

Year Ended November 30

   

   

2003

   

      

 

2002

   

Increase (Decrease) in Net Assets

 

 

 

 

 

 

 

 

Operations:

 

 

 

 

 

 

 

 

Net investment income

 

$

9,861,555

 

 

$

17,305,479

 

Net realized loss on investments and futures contracts

 

 

(4,965,810

)

 

 

(8,228,149

)

Net change in unrealized appreciation/depreciation of investments and futures contracts

 

 

(820,274

)

 

 

(7,634,223

)


CHANGE IN NET ASSETS RESULTING FROM OPERATIONS

 

 

4,075,471

 

 

 

1,443,107

 


Distributions to Shareholders:

 

 

 

 

 

 

 

 

Distributions from net investment income

 

 

 

 

 

 

 

 

Class A Shares

 

 

(8,961,700

)

 

 

(17,051,526

)

Class F Shares

 

 

(340,714

)

 

 

(490,417

)


CHANGE IN NET ASSETS RESULTING FROM DISTRIBUTIONS TO SHAREHOLDERS

 

 

(9,302,414

)

 

 

(17,541,943

)


Share Transactions:

 

 

 

 

 

 

 

 

Proceeds from sale of shares

 

 

184,606,897

 

 

 

371,181,365

 

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

 

 

7,437,534

 

 

 

11,336,343

 

Cost of shares redeemed

 

 

(316,788,209

)

 

 

(478,689,854

)


CHANGE IN NET ASSETS RESULTING FROM SHARE TRANSACTIONS

 

 

(124,743,778

)

 

 

(96,172,146

)


Change in net assets

 

 

(129,970,721

)

 

 

(112,270,982

)


Net Assets:

 

 

 

 

 

 

 

 

Beginning of period

 

 

332,876,476

 

 

 

445,147,458

 


End of period (including undistributed net investment income of $93,428 and $(460,150), respectively)

 

$

202,905,755

 

 

$

332,876,476

 


See Notes which are an integral part of the Financial Statements

Notes to Financial Statements

November 30, 2003

1. ORGANIZATION

Federated Fixed Income Securities, Inc. (the "Corporation") is registered under the Investment Company Act of 1940, as amended (the "Act"), as an open-end management investment company. The Corporation consists of four portfolios. The financial statements included herein are only those of Federated Limited Term Fund (the "Fund"), a diversified portfolio. The financial statements of the other portfolios are presented separately. The assets of each portfolio are segregated and a shareholder's interest is limited to the portfolio in which shares are held. The Fund offers two classes of shares: Class A Shares and Class F Shares. The investment objective of the Fund is to seek a high level of current income consistent with minimum fluctuation in principal value through compilation of a portfolio, the weighted-average duration of which will at all times be limited to three years or less.

2. SIGNIFICANT ACCOUNTING POLICIES

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

Investment Valuation

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

Repurchase Agreements

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

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

Investment Income, Expenses and Distributions

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

Premium and Discount Amortization

All premiums and discounts are amortized/accreted. Gains and losses realized on principal payment of mortgage-backed securities (paydown gains and losses) are classified as part of investment income.

Federal Taxes

It is the Fund's policy to comply with the Subchapter M provision of the Internal Revenue Code (the "Code") and to distribute to shareholders each year substantially all of its income. Accordingly, no provision for federal tax is necessary.

Other Taxes

As an open-end management investment company incorporated in the state of Maryland but domiciled in Pennsylvania, the Fund is subject to the Pennsylvania Franchise Tax. This franchise tax is assessed annually on the value of the Fund, as represented by average net assets for the tax year.

When-Issued and Delayed Delivery Transactions

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

Futures Contracts

The Fund purchases bond futures contracts to manage cash flows, enhance yield and to potentially reduce transaction costs. Upon entering into a bond futures contract with a broker, the Fund is required to deposit in a segregated account a specified amount of cash or U.S. government securities. Futures contracts are valued daily and unrealized gains or losses are recorded in a "variation margin" account. The Fund receives from or pays to the broker a specified amount of cash based upon changes in the variation margin account. When a contract is closed, the Fund recognizes a realized gain or loss. For the year ended November 30, 2003, the Fund had realized losses of $34,494 on futures contracts.

Futures contracts have market risks, including the risk that the change in the value of the contract may not correlate with changes in the value of the underlying securities.

At November 30, 2003, the Fund had no outstanding futures contracts.

Securities Lending

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

As of November 30, 2003, securities subject to this type of arrangement and related collateral were as follows:

Market Value of Securities Loaned

    

Market Value of Collateral

$13,742,499

 

$14,026,875

Restricted Securities

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

Additional information on each illiquid restricted security held at November 30, 2003 is as follows:

Security

    

Acquisition
Date

    

Acquisition
Cost

AQ Finance NIM Trust 2002-1, Class NOT, 9.50%, 6/25/2032

 

03/15/2002

 

$ 159,340

Banco Nacional de Mexico S.A., Credit Card Merchant Voucher Receivables Master Trust Series 1996-A, Class A1, 6.25%, 12/1/2003

 

01/09/1997

 

35,029

Bayview Financial acquisition Trust 1998-1, Class MI3, 8.21%, 5/25/2029

 

05/14/1998

 

769,330

CapitalSource Commercial Loan Trust 2002-2A, Class A, 1.67%, 9/20/2010

 

10/25/2002

 

267,400

FMAC Loan Receivables Trust 1997-A, Class A-X, 2.77%, 4/15/2019

 

06/16/1997

 

342,571

First Tennessee Financial Auto Securitization Trust 2002-A, Class A, 3.50%, 7/15/2008

 

06/10/2002

 

1,337,495

Great America Leasing Receivables 2002-1, Class C, 4.91%, 7/15/2007

 

03/22/2002

 

1,361,825

Harwood Street Funding I LLC 2001-1A, Class CTF, 2.92%, 9/20/2004

 

11/30/2001

 

3,000,000

MBNA Master Credit Card Trust 1999-M, Class C, 7.45%, 4/16/2007

 

07/30/2001

 

2,098,047

Merit Securities Corp. 12, Class 1B, 7.98%, 7/28/2033

 

05/18/1999

 

1,939,375

Paragon Auto Receivables Owner Trust 1998-A Class B, 7.47%, 11/15/2004

 

05/14/1998

 

22,737

Paragon Auto Receivables Owner Trust 1998-B Class B, 7.03%, 3/15/2005

 

09/09/1998

 

36,198

Resecuritization Mortgage Trust 1998-A, Class B3, 7.922%, 10/26/2023

 

02/12/1999

 

82,370

SMFC Trust Asset-Backed Certificates, Series 1997-A, Class 4, 4.0769%, 1/28/2025

 

02/4/1998-02/5/1998

 

183,257

Saxon Asset Securities Trust 1998-1, Class BF2, 8.00%, 12/25/2027

 

03/05/1998-05/21/1999

 

670,539

Use of Estimates

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

Other

Investment transactions are accounted for on a trade date basis.

3. CAPITAL STOCK

At November 30, 2003, par value shares ($0.001 per share) authorized were as follows:

Share Class

    

Number of Par Value
Capital Stock Authorized

Class A

 

1,000,000,000

Class F

 

1,000,000,000

TOTAL

 

2,000,000,000

Transactions in capital stock were as follows:

Year Ended November 30

   

2003

    

2002

Class A Shares:

 

Shares

   

    

   

Amount

   

 

Shares

   

    

 

Amount

   

Shares sold

 

20,182,688

 

 

$

182,831,160

 

 

39,196,361

 

 

$

366,581,379

 

Shares issued to shareholders in payment of distributions declared

 

796,538

 

 

 

7,210,647

 

 

1,183,189

 

 

 

11,053,827

 

Shares redeemed

 

(34,602,279

)

 

 

(312,877,869

)

 

(50,535,697

)

 

 

(471,969,830

)


NET CHANGE RESULTING FROM CLASS A SHARE TRANSACTIONS

 

(13,623,053

)

 

$

(122,836,062

)

 

(10,156,147

)

 

$

(94,334,624

)


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Year Ended November 30

 

2003

 

2002

Class F Shares:

 

Shares

   

 

   

Amount

   

 

Shares

   

 

   

Amount

   

Shares sold

 

195,233

 

 

$

1,775,737

 

 

493,378

 

 

$

4,599,986

 

Shares issued to shareholders in payment of distributions declared

 

25,082

 

 

 

226,887

 

 

30,241

 

 

 

282,516

 

Shares redeemed

 

(432,903

)

 

 

(3,910,340

)

 

(717,528

)

 

 

(6,720,024

)


NET CHANGE RESULTING FROM CLASS F SHARE TRANSACTIONS

 

(212,588

)

 

$

(1,907,716

)

 

(193,909

)

 

$

(1,837,522

)


NET CHANGE RESULTING FROM SHARE TRANSACTIONS

 

(13,835,641

)

 

$

(124,743,778

)

 

(10,350,056

)

 

$

(96,172,146

)


4. FEDERAL TAX INFORMATION

The timing and character of income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP. These differences are due in part to differing treatments for expired capital loss carryforward.

For the year ended November 30, 2003, permanent differences identified and reclassified among the components of net assets were as follows:

Increase (Decrease)

Paid-In Capital

    

Undistributed Net
Investment Income

    

Accumulated Net
Realized Losses

$(1,401,845)

 

$(5,563)

 

$1,407,408

Net investment income, net realized gains (losses), as disclosed on the Statement of Operations, and net assets were not affected by this reclassification.

The tax character of distributions as reported on the Statement of Changes in Net Assets for the years ended November 30, 2003 and 2002 was as follows:

   

    

2003

    

2002

Ordinary income1

 

$9,302,414

 

$17,541,943

1 For tax purposes short-term capital gain distributions are considered ordinary income distributions.

As of November 30, 2003, the components of distributable earnings on a tax basis were as follows:

Undistributed ordinary income

    

$

209,732

Net unrealized depreciation

 

$

7,330,462

Capital loss carryforward

 

$

20,488,642

The difference between book-basis and tax-basis net unrealized appreciation/depreciation is attributable in part to differing treatments for unreversed wash sale loss deferrals and REMIC adjustments.

At November 30, 2003, the cost of investments for federal tax purposes was $224,188,751. The net unrealized depreciation of investments for federal tax purposes was $7,330,462. This consists of net unrealized appreciation from investments for those securities having an excess of value over cost of $1,777,445 and net unrealized depreciation from investments for those securities having an excess of cost over value of $9,107,907.

At November 30, 2003, the Fund had a capital loss carryforward of $20,488,642, which will reduce the Fund's taxable income arising from future net realized gain on investments, if any, to the extent permitted by the Code and thus will reduce the amount of distributions to shareholders which would otherwise be necessary to relieve the Fund of any liability for federal tax. Pursuant to the Code, such capital loss carryforward will expire as follows:

Expiration Year

    

Expiration
Amount

2004

 

$

97,949

2006

 

$

261,311

2007

 

$

3,092,726

2008

 

$

1,717,623

2009

 

$

2,001,771

2010

 

$

8,377,387

2011

 

$

4,939,875

5. INVESTMENT ADVISER FEE AND OTHER TRANSACTIONS WITH AFFILIATES

Investment Adviser Fee

Federated Investment Management Company, the Fund's investment adviser (the "Adviser"), receives for its services an annual investment adviser fee equal to 0.40% of the Fund's average daily net assets. The Adviser may voluntarily choose to waive any portion of its fee. The Adviser can modify or terminate this voluntary waiver at any time at its sole discretion.

Pursuant to an Exemptive Order issued by the Securities and Exchange Commission, the Fund may invest in other funds, which are managed by Federated Investment Management Company ("FIMC"), an affiliate of the Fund's Adviser. FIMC has agreed to reimburse certain investment adviser fees as a result of these transactions. Income distributions earned by the fund are recorded as income in the accompanying financial statements and are listed below:

Federated Mortgage Core Portfolio

    

$

385,286

High Yield Bond Portfolio

 

$

863,214

Prime Value Obligations Fund

 

$

62,697

Administrative Fee

Federated Administrative Services ("FAS"), under the Administrative Services Agreement ("Agreement"), provides the Fund with administrative personnel and services. The fee paid to FAS is based on the average aggregate daily net assets of all Federated funds as specified below:

Maximum Administrative Fee

    

Average Aggregate Daily Net
Assets of the Federated Funds

0.150%

 

on the first $5 billion

0.125%

 

on the next $5 billion

0.100%

 

on the next $10 billion

0.075%

 

on assets in excess of $20 billion

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.

FAS may voluntarily choose to waive any portion of its fee. FAS can modify or terminate this voluntary waiver at any time at its sole discretion.

Prior to November 1, 2003, Federated Services Company ("FServ") provided the Fund with administrative personnel and services. The fee paid to FServ was based on the average aggregate daily net assets of all Federated funds as specified below:

Maximum Administrative Fee

    

Average Aggregate Daily Net
Assets of the Federated Funds

0.150%

 

on the first $250 million

0.125%

 

on the next $250 million

0.100%

 

on the next $250 million

0.075%

 

on assets in excess of $750 million

The administrative fee received during any fiscal year was at least $125,000 per portfolio and $30,000 per each additional class of Shares.

For the year ended November 30, 2003, the fees paid to FAS and FServ were $12,987 and $191,202, respectively, after voluntary waiver, if applicable.

Distribution Services Fee

The Fund has adopted a Distribution Plan (the "Plan") pursuant to Rule 12b-1 under the Act. Under the terms of the Plan, the Fund will compensate Federated Securities Corp., ("FSC"), the principal distributor, from the net assets of the Fund to finance activities intended to result in the sale of the Fund's Class A Shares and Class F Shares. The Plan provides that the Fund may incur distribution expenses according to the following schedule annually, to compensate FSC.

Share Class

    

Percentage of Average Daily
Net Assets of Class

Class A Shares

 

0.50%

Class F Shares

 

0.15%

FSC may voluntarily choose to waive any portion of its fee. FSC can modify or terminate this voluntary waiver at any time at its sole discretion.

Sales Charges

For the fiscal year ended November 30, 2003, FSC the principal distributor retained $3,461 in sales charges from the sale of Class A Shares. FSC also retained $65,253 of contingent deferred sales charges relating to redemptions of Class A Shares and $11,598 relating to redemptions of Class F Shares. See "What Do Shares Cost?" in the Prospectus.

Shareholder Services Fee

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

Transfer and Dividend Disbursing Agent Fees and Expenses

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

Portfolio Accounting Fees

FServ maintains the Fund's accounting records for which it receives a fee. The fee is based on the level of the Fund's average daily net assets for the period, plus out-of-pocket expenses. FServ may voluntarily choose to waive any portion of its fee. FServ can modify or terminate this voluntary waiver at any time at its sole discretion.

General

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

6. INVESTMENT TRANSACTIONS

Purchases and sales of investments, excluding long-term U.S. government securities and short-term obligations (and in-kind contributions), for the year ended November 30, 2003, were as follows:

Purchases

    

$

120,710,959

Sales

 

$

229,736,749

7. LEGAL PROCEEDINGS

In October, 2003, Federated Investors, Inc. and various subsidiaries thereof (collectively, "Federated"), along with various investment companies sponsored by Federated ("Funds") were named as defendants in several class action lawsuits filed in the United States District Court for the Western District of Pennsylvania seeking damages of unspecified amounts. 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. The Board of the Funds has retained the law firm of Dickstein Shapiro Morin & Oshinsky LLP to represent the Funds in these lawsuits. Federated and the Funds, and their respective counsel, are reviewing the allegations and will respond appropriately. Additional lawsuits based upon similar allegations may be filed in the future. Although Federated does not believe that these lawsuits will have a material adverse effect on the Funds, there can be no assurance that these suits, the ongoing adverse publicity and/or other developments resulting from related regulatory investigations will not result in increased Fund redemptions, reduced sales of Fund shares, or other adverse consequences for the Funds.

8. FEDERAL TAX INFORMATION (UNAUDITED)

For the year ended November 30, 2003, the Fund did not designate any long-term capital gain dividends.

For the fiscal year ended November 30, 2003, 0.08% of the distributions from net investment income paid by the fund are qualifying dividends which may be subject to a maximum tax rate of 15% as provided for by the Jobs and Growth Tax Relief Act of 2003. Complete information will be reported in conjunction with your 2003 Form 1099-DIV.

Independent Auditors' Report

TO THE BOARD OF DIRECTORS OF FEDERATED FIXED INCOME SECURITIES, INC. AND SHAREHOLDERS OF FEDERATED LIMITED TERM FUND:

We have audited the accompanying statement of assets and liabilities, including the portfolio of investments, of Federated Limited Term Fund (the "Fund"), (a portfolio of Federated Fixed Income Securities, Inc.) as of November 30, 2003, and the related statement of operations for the year then ended, the statement of changes in net assets for the years ended November 30, 2003 and 2002, and the financial highlights for the periods presented. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audit in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to provide reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of the securities owned at November 30, 2003, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe our audits provide a reasonable basis for our opinion.

In our opinion, such financial statements and financial highlights present fairly, in all material respects, the financial position of the Fund as of November 30, 2003, the results of its operations, the changes in its net assets and its financial highlights for the respective stated periods in conformity with accounting principles generally accepted in the United States of America.

/s/  DELOITTE & TOUCHE LLP

Boston, Massachusetts
January 23, 2004

Board of Directors and Corporation Officers

The Board is responsible for managing the Corporation's business affairs and for exercising all the Corporation's powers except those reserved for the shareholders. The following tables give information about each Board member and the senior officers of the Fund[s]. Where required, the tables separately list Board members who are "interested persons" of the Fund (i.e., "Interested" Board members) and those who are not (i.e., "Independent" Board members). Unless otherwise noted, the address of each person listed is Federated Investors Tower, 1001 Liberty Avenue, Pittsburgh, PA. The Corporation comprises four portfolios and the Federated Fund Complex consists of 44 investment companies (comprising 138 portfolios). Unless otherwise noted, each Officer is elected annually. Unless otherwise noted, each Board member oversees all portfolios in the Federated Fund Complex; serves for an indefinite term; and also serves as a Board member of the following investment company complexes: Banknorth Funds--four portfolios; Golden Oak® Family of Funds--seven portfolios and WesMark Funds--five portfolios. The Fund`s Statement of Additional Information includes additional information about Corporation Directors and is available, without charge and upon request, by calling 1-800-341-7400.

INTERESTED DIRECTORS BACKGROUND


Name
Birth Date
Address
Positions Held with Corporation
Date Service Began

    

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


John F. Donahue*
Birth Date: July 28, 1924
DIRECTOR AND CHAIRMAN
Began serving: October 1991

 

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

     

Previous Positions: Trustee, Federated Investment Management Company and Chairman and Directors Federated Investment Counseling.


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

 

Principal Occupations: Principal Executive Officer and President of the Federated Fund Complex; Director or Trustee of some of the Funds in the Federated Fund Complex; President, Chief Executive Officer and Director, Federated Investors, Inc.; Chairman and Trustee, Federated Investment Management Company and Federated Equity Management Company of Pennsylvania; Trustee, Federated Investment Counseling; Chairman and Director, Federated Global Investment Management Corp.; Chairman Passport Research, Ltd. and Passport Research II, Ltd.; Trustee, Federated Shareholder Services Company; Director, Federated Services Company.

Previous Positions: President, Federated Investment Counseling; President and Chief Executive Officer, Federated Investment Management Company, Federated Global Investment Management Corp. and Passport Research, Ltd.


Name
Birth Date
Address
Positions Held with Corporation
Date Service Began

 

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


Lawrence D. Ellis, M.D.*
Birth Date: October 11, 1932
3471 Fifth Avenue
Suite 1111
Pittsburgh, PA
DIRECTOR
Began serving: October 1991

 

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

     

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

     

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


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

INDEPENDENT DIRECTORS BACKGROUND


Name
Birth Date
Address
Positions Held with Corporation
Date Service Began

   

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


Thomas G. Bigley
Birth Date: February 3, 1934
15 Old Timber Trail
Pittsburgh, PA
DIRECTOR
Began serving: November 1994

 

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

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

Previous Position: Senior Partner, Ernst & Young LLP.


John T. Conroy, Jr.
Birth Date: June 23, 1937
Grubb & Ellis/Investment
Properties Corporation
3838 North Tamiami Trail
Suite 402
Naples, FL
DIRECTOR
Began serving: October 1991

 

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

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


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

 

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

Other Directorships Held: Director and Member of the Audit Committee, Michael Baker Corporation (engineering and energy services worldwide).

Previous Position: Partner, Andersen Worldwide SC.


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

 

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

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

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


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

 

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


Other Directorships Held: Board of Overseers, Babson College.

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


Charles F. Mansfield, Jr.
Birth Date: April 10, 1945
80 South Road
Westhampton Beach, NY
DIRECTOR
Began serving: January 1999

 

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

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


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

 

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

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

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


Marjorie P. Smuts
Birth Date: June 21, 1935
4905 Bayard Street
Pittsburgh, PA
DIRECTOR
Began serving: October 1991

 

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

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


John S. Walsh
Birth Date: November 28, 1957
2604 William Drive
Valparaiso, IN
DIRECTOR
Began serving: January 1999

 

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

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


OFFICERS


Name
Birth Date
Positions Held with Corporation
Date Service Began

   

Principal Occupation(s) and Previous Position(s)


John W. McGonigle
Birth Date: October 26, 1938
EXECUTIVE VICE PRESIDENT
AND SECRETARY
Began serving: November 1991

 

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


Richard J. Thomas
Birth Date: June 17, 1954
TREASURER
Began serving: November 1998

 

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


Richard B. Fisher
Birth Date: May 17, 1923
VICE CHAIRMAN
Began serving: August 2002

 

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

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


William D. Dawson, III
Birth Date: March 3, 1949
CHIEF INVESTMENT OFFICER
Began serving: November 1998

 

Principal Occupations: Chief Investment Officer of this Fund and various other Funds in the Federated Fund Complex; Executive Vice President, Federated Investment Counseling, Federated Global Investment Management Corp., Federated Investment Management Company, Federated Equity Management Company; Passport Research, Ltd. and Passport Research II, Ltd.


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


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

Began serving: November 1998

 

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


Jeff A. Kozemchak
Birth Date: January 15, 1960

VICE PRESIDENT

Began serving: November 1998

 

Jeff A. Kozemchak is Vice President of the Corporation. Mr. Kozemchak joined Federated in 1987 and has been a Senior Portfolio Manager since 1996 and a Senior Vice President of the Fund's Adviser since 1999. He was a Portfolio Manager until 1996 and a Vice President of the Fund's Adviser from 1993 to 1998. Mr. Kozemchak is a Chartered Financial Analyst and received his M.S. in Industrial Administration from Carnegie Mellon University in 1987.


Mutual funds are not bank deposits or obligations, are not guaranteed by any bank, and are not insured or guaranteed by the U.S. government, the Federal Deposit Insurance Corporation, the Federal Reserve Board, or any other government agency. Investment in mutual funds involves investment risk, including the possible loss of principal.

This report is authorized for distribution to prospective investors only when preceded or accompanied by the fund's prospectus, which contains facts concerning its objective and policies, management fees, expenses, and other information.

VOTING PROXIES ON FUND PORTFOLIO SECURITIES

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to securities held in the Fund's portfolio is available, without charge and upon request, by calling 1-800-341-7400. This information is also available from the EDGAR database on the SEC's Internet site at http://www.sec.gov.

[Logo of Federated Investors]

Federated Limited Term Fund
Federated Investors Funds
5800 Corporate Drive
Pittsburgh, PA 15237-7000
www.federatedinvestors.com

Contact us at 1-800-341-7400 or
www.federatedinvestors.com/contact

Federated Securities Corp., Distributor

Cusip 31417P106
Cusip 31417P205

G01176-01 (1/04)

Federated is a registered mark of Federated Investors, Inc.
2004 © Federated Investors, Inc.

[Logo of Federated Investors]

Federated Limited Term Municipal Fund

Established 1993

A Portfolio of Federated Fixed Income Securities, Inc.

10TH ANNUAL SHAREHOLDER REPORT

November 30, 2003

CLASS A SHARES
CLASS F SHARES

FINANCIAL HIGHLIGHTS
MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE
FINANCIAL STATEMENTS
INDEPENDENT AUDITORS' REPORT
BOARD OF DIRECTORS AND CORPORATION OFFICERS
VOTING PROXIES ON FUND PORTFOLIO SECURITIES

Financial Highlights -- Class A Shares

(For a Share Outstanding Throughout Each Period)

Year Ended November 30

   

2003

   

   

2002

   

   

2001

   

   

2000

   

    

1999

   

Net Asset Value, Beginning of Period

 

$9.83

   

 

$9.74

   

 

$9.56

   

 

$9.60

   

 

$9.86

   

Income From Investment Operations:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net investment income

 

0.21

 

 

0.26

1

 

0.34

 

 

0.39

 

 

0.39

 

Net realized and unrealized gain (loss) on investments and futures contracts

 

0.08

 

 

0.09

1

 

0.18

 

 

(0.04

)

 

(0.26

)


TOTAL FROM INVESTMENT OPERATIONS

 

0.29

 

 

0.35

 

 

0.52

 

 

0.35

 

 

0.13

 


Less Distributions:

 

   

   

 

   

   

 

   

   

 

   

   

 

   

   

Distributions from net investment income

 

(0.22

)

 

(0.26

)

 

(0.34

)

 

(0.39

)

 

(0.39

)


Net Asset Value, End of Period

 

$9.90

   

 

$9.83

   

 

$9.74

   

 

$9.56

   

 

$9.60

   


Total Return2

 

2.92

%

 

3.59

%

 

5.53

%

 

3.75

%

 

1.29

%


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ratios to Average Net Assets:

 

   

   

 

   

   

 

   

   

 

   

   

 

   

   


Expenses

 

0.98

%

 

0.98

%

 

0.98

%

 

0.95

%

 

0.90

%


Net investment income

 

2.16

%

 

2.58

%1

 

3.42

%

 

4.12

%

 

3.94

%


Expense waiver/reimbursement3

 

0.11

%

 

0.16

%

 

0.28

%

 

0.40

%

 

0.31

%


Supplemental Data:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


Net assets, end of period (000 omitted)

 

$235,512

 

 

$225,572

 

 

$148,914

 

 

$54,995

 

 

$97,612

 


Portfolio turnover

 

26

%

 

39

%

 

39

%

 

6

%

 

25

%


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

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

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

See Notes which are an integral part of the Financial Statements

Financial Highlights -- Class F Shares

(For a Share Outstanding Throughout Each Period)

Year Ended November 30

   

2003

   

   

2002

   

   

2001

   

   

2000

   

    

1999

   

Net Asset Value, Beginning of Period

 

$9.83

   

 

$9.74

   

 

$9.56

   

 

$9.60

   

 

$9.86

   

Income From Investment Operations:

 

   

   

 

   

   

 

   

   

 

   

   

 

   

   

Net investment income

 

0.24

 

 

0.28

1

 

0.37

 

 

0.42

 

 

0.41

 

Net realized and unrealized gain (loss) on investments and futures contracts

 

0.07

 

 

0.09

1

 

0.18

 

 

(0.04

)

 

(0.26

)


TOTAL FROM INVESTMENT OPERATIONS

 

0.31

 

 

0.37

 

 

0.55

 

 

0.38

 

 

0.15

 


Less Distributions:

 

   

   

 

   

   

 

   

   

 

   

   

 

   

   

Distributions from net investment income

 

(0.24

)

 

(0.28

)

 

(0.37

)

 

(0.42

)

 

(0.41

)


Net Asset Value, End of Period

 

$9.90

   

 

$9.83

   

 

$9.74

   

 

$9.56

   

 

$9.60

   


Total Return2

 

3.18

%

 

3.85

%

 

5.80

%

 

4.01

%

 

1.54

%


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ratios to Average Net Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


Expenses

 

0.73

%

 

0.73

%

 

0.73

%

 

0.70

%

 

0.65

%


Net investment income

 

2.41

%

 

2.85

%1

 

3.72

%

 

4.37

%

 

4.18

%


Expense waiver/reimbursement3

 

0.26

%

 

0.31

%

 

0.43

%

 

0.55

%

 

0.46

%


Supplemental Data:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


Net assets, end of period (000 omitted)

 

$25,261

 

 

$17,416

 

 

$18,955

 

 

$15,164

 

 

$28,006

 


Portfolio turnover

 

26

%

 

39

%

 

39

%

 

6

%

 

25

%


 

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

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

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

See Notes which are an integral part of the Financial Statements

Management's Discussion of Fund Performance

Performance

For the 12-month reporting period ended November 30, 2003, investors in Federated Limited Term Municipal Fund's Class A Shares received a return of 2.92%, and investors in the fund's Class F Shares received a return of 3.18% based on net asset value as tax-exempt dividend income was enhanced by price appreciation due to falling interest rates.1

These results exceeded the 2.68% average return for the funds in its peer group, the Lipper Short-Term Municipal Debt Funds category.2 On a tax-equivalent basis, the 12-month reporting period total returns for the Class A Shares and Class F Shares were 4.11% and 4.51%, respectively, for investors in the highest federal tax bracket (35%).3

For the 12-month reporting period, the fund's tax-exempt income totaled $0.216 per share for the Class A Shares and $0.240 per share for the Class F Shares. These income levels corresponded to annualized tax-exempt distribution rates of 2.18% and 2.42% for investors in the Class A Shares and Class F Shares, respectively. These distribution rates were equivalent to taxable rates of 3.35% (Class A) and 3.72% (Class F) for investors at the highest federal tax bracket.

Also, as of November 30, 2003, the fund posted 30-day SEC yields (at offering price) of 1.23% for the Class A Shares and 1.49% for the Class F Shares.4

1 Past performance is no guarantee of future results. Investment return and principal value will fluctuate, so that an investor's shares, when redeemed, may be worth more or less than their original cost. Total returns based on offering price (i.e., less any applicable sales charge), for Class A and F Shares were 1.89% and 2.18%, respectively. Current performance information is available at our website www.federatedinvestors.com or by calling 1-800-341-7400.

2 Lipper figures represent the average of the total returns reported by all of the mutual funds designated by Lipper, Inc. as falling into the category indicated. These figures do not take sales charges into account.

3 The tax-equivalent yield is calculated similarly to the yield but is adjusted to reflect the taxable yield that the fund would have to earn to equal its actual yield.

4 The 30-day SEC yield is calculated by dividing the net investment income per share for the prior 30 days by the maximum offering price per share on that date. The figure is compounded and annualized.

Market Overview

The fund's 12-month reporting period was characterized by conflicting but mostly lackluster economic reports, heightened geopolitical risks including the war in Iraq, and considerable market uncertainty and interest rate volatility.

Just prior to the beginning of the fund's 12-month reporting period, in November of 2002, the Federal Reserve Board (the "Fed") cut the Federal Funds Target Rate by 0.50% to 1.25%. Amid signs of persistent economic weakness, short-term municipal bond yields fell and prices rose into 2003.

Short-term interest rates, as measured by two-year Treasury and municipal bonds, exhibited significant yield volatility in the first and second quarters of 2003. From a relative value perspective, municipal yields remained attractive when compared to Treasury debt, as municipals were the preferred income investment for more affluent individuals as well as institutional investors. With interest rates low and municipalities struggling with cash shortfalls due to declining tax receipts, municipal bond issuance increased to match demand.

During the first two months of 2003, the build-up to war in Iraq caused a "flight to safety" in the bond market. At the end of major military action in Iraq in the spring of 2003, the U.S. economy still failed to show clear signs of strength or direction. In May of 2003, Fed Chairman Greenspan cautioned the markets on the risks of an unwelcome, substantial fall in inflation. This remark fueled deflation fears and ignited a strong bond market rally that lasted until mid-June of 2003. The Fed cut the Federal Funds Target Rate again, lowering it to 1.00% in June 2003.

However, later in the summer and into the fall of 2003, as the U.S. economy showed signs of improved growth, the market began to price out deflation fears and anticipate a higher federal funds rate in 2004. Interest rates rose rapidly across the yield curve, with short-term rates suffering far less than intermediate and long-term rates. Late in the 12-month reporting period, strong gains in Gross Domestic Product and manufacturing along with improvement in the employment outlook led the market to believe that the Fed's hand maybe forced to raise short-term interest rates in 2004 from their current low levels.

Fund Strategy

During the 12-month reporting period, the fund attempted to maximize tax-exempt income subject to interest rate and credit risk constraints so as to provide an above average after-tax total return relative to its peer group. The fund sought to accomplish this goal by taking advantage of relative value opportunities in sector and security selection, as well as portfolio structure.

Investment strategy integrated management's views on both the interest rate and credit cycles during the 12-month reporting period. Income was the primary driver of total return, as it has been in the past. Tax-free income, not taxable price appreciation, accounted for most of fund's total return, as it has over the past ten years. Tax efficiency continued to be emphasized in fund management decisions.

With interest rates at or close to the lows for the cycle during the 12-month reporting period, strategy focused on yield curve and duration management and making selective purchases of lower investment grade (A, BBB) credit issuers. The steepness of the yield curve along with wider credit spreads earlier in the period provided attractive risk-adjusted returns.5

During the 12-month reporting period, sectors that reflected the fund's desire to add income value included higher yielding short-term bonds in the Healthcare, Electric and Gas Utilities, and Industrial Development (corporate-backed) bond sectors. Investments in the insured and general obligations sectors, which are more interest rate or price sensitive, positively contributed to price performance.

At the end of the 12-month reporting period, the fund had over 78% of its assets in issues rated "A" or better. The average rating of the fund's portfolio was "AA-".6

The fund has had a target operating duration range of 1.50 to 2.50 years to help minimize net asset value volatility relative to longer term bond funds. In the first half of the reporting period with interest rates falling, the fund maintained the duration of the fund between 2.0 to 2.2 years to lock-in more attractive yields before rates fell. In July of 2003, with rates close to 45-year lows, the fund began to shorten the duration of the fund in anticipation of a stronger economy and increased pressure on the Fed to tighten or increased rates in 2004. At the end of the 12-month reporting period, the duration of the fund stood at 1.74 years, which reflected a rather cautious stance relative to the fund's operating range and its peers.

5 Duration is a measure of a security's price sensitivity to changes in interest rates. Securities with longer durations are more senstitive to changes in interest rates than securities of shorter durations.

6 Credit ratings pertain only to the securities in the portfolio and do not protect fund shares against market risks.

     

GROWTH OF A $10,000 INVESTMENT -- CLASS A SHARES

The graph below illustrates the hypothetical investment of $10,0001 in the Federated Limited Term Municipal Fund (Class A Shares) (the "Fund") from November 30, 1993 to November 30, 2003 compared to the Lehman Brothers 1 Year Municipal Bond Index (LB1MB)2 and the Lehman Brothers 3 Year Municipal Bond Index (LB3MB).2

Average Annual Total Returns3 for the Period Ended 11/30/2003

   

   

1 Year

 

1.89%

5 Years

 

3.20%

10 Years

 

3.62%

GROWTH OF $10,000 AS OF NOVEMBER 30, 2003

Past performance is no guarantee of future results. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. For after-tax returns, visit www.federatedinvestors.com. Investment return and principal value will fluctuate, so that an investor's shares, when redeemed, may be worth more or less than their original cost. Mutual funds are not obligations of or guaranteed by any bank and are not federally insured.

1 Represents a hypothetical investment of $10,000 in the Fund after deducting the maximum sales charge of 1.00% ($10,000 investment minus $100 sales charge = $9,900). The Fund's performance assumes the reinvestment of all dividends and distributions. The LB1MB and the LB3MB have been adjusted to reflect reinvestment of dividends on securities in the indexes.

2 The LB1MB and the LB3MB are not adjusted to reflect sales charges, expenses, or other fees that the SEC requires to be reflected in the Fund's performance. The indexes are unmanaged.

3 Total returns quoted reflect all applicable sales charges.

GROWTH OF A $10,000 INVESTMENT -- CLASS F SHARES

The graph below illustrates the hypothetical investment of $10,0001 in the Federated Limited Term Municipal Fund (Class F Shares) (the "Fund") from November 30, 1993 to November 30, 2003 compared to the Lehman Brothers 1 Year Municipal Bond Index (LB1MB)2 and the Lehman Brothers 3 Year Municipal Bond Index (LB3MB).2

Average Annual Total Returns3 for the Period Ended 11/30/2003

   

   

1 Year

 

2.18%

5 Years

 

3.67%

10 Years

 

3.97%

Start of Performance (9/1/1993)

 

4.00%

GROWTH OF $10,000 AS OF NOVEMBER 30, 2003

Past performance is no guarantee of future results. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. For after-tax returns, visit www.federatedinvestors.com. Investment return and principal value will fluctuate, so that an investor's shares, when redeemed, may be worth more or less than their original cost. Mutual funds are not obligations of or guaranteed by any bank and are not federally insured.

1 Represents a hypothetical investment of $10,000 in the Fund after deducting the maximum sales charge of 1.00% ($10,000 investment minus $100 sales charge = $9,900) that was in effect until July 17, 1995. As of July 17, 1995, the Fund did not have a sales charge. The Fund currently has a contingent deferred sales charge of 1.00% on any redemption less than four years from the purchase date. The Fund's performance assumes the reinvestment of all dividends and distributions. The LB1MB and the LB3MB have been adjusted to reflect reinvestment of dividends on securities in the indexes.

2 The LB1MB and the LB3MB are not adjusted to reflect sales charges, expenses, or other fees that the SEC requires to be reflected in the Fund's performance. The indexes are unmanaged.

3 Total returns quoted reflect all applicable sales charges and contingent deferred sales charges.

Portfolio of Investments

November 30, 2003

Principal
Amount

 

   

 

Credit
Rating

1

 



 

Value

 

 

 

LONG-TERM MUNICIPALS--97.8%

 

 

 

 

 

 

 

 

 

Alabama--3.3%

 

 

 

 

 

 

$

1,000,000

 

Alabama State Public School & College Authority, Revenue Bonds, 5.00%, 2/1/2008

    

AA/Aa3

 

    

$

1,106,780

 

2,865,000

 

DCH Health Care Authority, Health Care Facilities Revenue Bonds, 4.00%, 6/1/2007

 

A+/A1

 

 

 

2,997,764

 

405,000

 

Huntsville, AL, Health Care Authority, Revenue Bonds, 5.25% (Huntsville Hospital System), 6/1/2005

 

NR/A2

 

 

 

423,601

 

945,000

 

Huntsville, AL, Health Care Authority, Revenue Bonds, 5.25% (Huntsville Hospital System), 6/1/2006

 

NR/A2

 

 

 

1,011,878

 

3,000,000

 

Mobile, AL, IDB, (Series 1994A), 2.50% TOBs (International Paper Co.), Optional Tender 6/1/2004

 

BBB/Baa2

 

 

 

3,004,590


 

 

 

TOTAL

 

 

 

 

 

8,544,613


 

 

 

Alaska--1.5%

 

 

 

 

 

 

 

4,000,000

 

Valdez, AK, Marine Terminal, (Series 1994B), 2.00% TOBs (Phillips Transportation Alaska, Inc.)/(ConocoPhillips GTD), Optional Tender 1/1/2004

 

A-/A3

 

 

 

4,003,000


 

 

 

Arizona--4.1%

 

 

 

 

 

 

 

3,000,000

 

Maricopa County, AZ, Pollution Control Corp., (Series 1994D), 1.75% TOBs (Arizona Public Service Co.), Optional Tender 4/5/2004

 

A-/A3

 

 

 

3,000,720

 

2,000,000

 

Maricopa County, AZ, IDA, 1.15% CP (American Water Capital Corp.), Mandatory Tender 1/13/2004

 

BBB+/Baa1

 

 

 

2,000,000

 

2,500,000

 

Salt River Project, AZ, Agricultural Improvement & Power District, Electric System Refunding Revenue Bonds, (Series 2001A), 5.00%, 1/1/2004

 

AA/Aa2

 

 

 

2,508,900

 

1,000,000

 

Salt River Project, AZ, Agricultural Improvement & Power District, Electric System Refunding Revenue Bonds, (Series 2002D), 5.00%, 1/1/2007

 

AA/Aa2

 

 

 

1,092,480

 

1,000,000

2,3

Yavapai, AZ, IDA, Solid Waste Disposal Revenue Bonds, 3.65% TOBs (Waste Management, Inc.), Mandatory Tender 3/1/2006

 

BBB/Baa3

 

 

 

1,011,760

 

1,000,000

2,3

Yavapai, AZ, IDA, Solid Waste Disposal Revenue Bonds, 4.45% TOBs (Waste Management, Inc.), Mandatory Tender 3/1/2008

 

BBB/Baa3

 

 

 

1,023,110


 

 

 

TOTAL

 

 

 

 

 

10,636,970


 

 

 

Arkansas--1.8%

 

 

 

 

 

 

$

500,000

 

Arkansas Development Finance Authority, Exempt Facilities Revenue Bonds, 3.00% TOBs (Waste Management, Inc.), Mandatory Tender 8/1/2004

 

BBB/NR

 

 

$

501,135

 

980,000

 

Little Rock, AR, Health Facilities Board, Healthcare Refunding Revenue Bonds, (Series 2003), 4.50% (Baptist Medical Center, AR), 9/1/2007

 

A+/NR

 

 

 

1,043,328

 

1,475,000

 

Pulaski County, AR, Hospital Refunding Revenue Bonds, (Series 2002B), 4.25% (Arkansas Children's Hospital), 3/1/2006

 

A/A2

 

 

 

1,532,274

 

1,530,000

 

Pulaski County, AR, Hospital Refunding Revenue Bonds, (Series 2002B), 4.50% (Arkansas Children's Hospital), 3/1/2007

 

A/A2

 

 

 

1,603,149


 

 

 

TOTAL

 

 

 

 

 

4,679,886


 

 

 

California--5.1%

 

 

 

 

 

 

 

1,500,000

 

California PCFA, Solid Waste Disposal Revenue Bonds, 2.00% TOBs (Republic Services, Inc.), Mandatory Tender 12/1/2004

 

BBB+/NR

 

 

 

1,500,570

 

1,500,000

 

California State Department of Water Resources Power Supply Program, Power Supply Revenue Bonds (Insured Series), 5.25% (MBIA Insurance Corp. INS), 5/1/2007

 

AAA/Aaa

 

 

 

1,663,680

 

1,000,000

 

California State Department of Water Resources Power Supply Program, Power Supply Revenue Bonds, (Series A), 5.50%, 5/1/2005

 

BBB+/A3

 

 

 

1,052,030

 

2,000,000

 

California State, Refunding UT GO Bonds, 5.00%, 2/1/2008

 

BBB/A3

 

 

 

2,167,060

 

3,500,000

 

California State, SAVRs (Series 2003D-5), 05/01/2033

 

BBB/A3

 

 

 

3,500,000

 

1,000,000

2,3

California Statewide Communities Development Authority, Solid Waste Facilities Disposal Revenue Bonds, 4.95% TOBs (Waste Management, Inc.), Mandatory Tender 4/1/2004

 

BBB/NR

 

 

 

1,007,700

 

75,000

 

Delta Counties, CA, Home Mortgage Finance Authority, SFM Revenue Bonds, (Series 1998A), 4.85% (GNMA Collateralized Home Mortgage Program COL)/(MBIA Insurance Corp. INS), 12/1/2008

 

AAA/Aaa

 

 

 

76,081

 

1,250,000

 

Santa Clara County, CA, Financing Authority, Special Obligation Bonds, (Series 2003), 4.00% (Measure B Transportation Improvement Program), 8/1/2005

 

NR/A2

 

 

 

1,297,275

 

1,000,000

 

Santa Clara County, CA, Financing Authority, Special Obligation Bonds, (Series 2003), 4.00% (Measure B Transportation Improvement Program), 8/1/2006

 

NR/A2

 

 

 

1,051,230


 

 

 

TOTAL

 

 

 

 

 

13,315,626


 

 

 

Colorado--2.4%

 

 

 

 

 

 

 

85,000

 

Colorado HFA, SFM Revenue Bond, Series C-1, 7.65%, 12/1/2025

 

NR/Aa2

 

 

 

85,833

 

390,000

 

Colorado HFA, Single Family Program Senior Bonds, (Series 1998C-1), 4.70%, 5/1/2020

 

NR/Aa2

 

 

 

394,688

 

1,000,000

 

Colorado Health Facilities Authority, Revenue Bonds, 4.00% (Catholic Health Initiatives), 9/1/2004

 

AA/Aa2

 

 

 

1,017,880

 

2,000,000

 

Countrydale, CO, Metropolitan District, LT GO Refunding Bonds, 3.50% TOBs (Compass Bank, Birmingham LOC), Mandatory Tender 12/1/2007

 

NR/A1

 

 

 

2,043,200

$

215,000

 

Denver, CO, Health & Hospital Authority, Healthcare Revenue Bonds, (Series 2001A), 5.00%, 12/1/2004

 

BBB/Baa3

 

 

$

219,650

 

305,000

 

Denver, CO, Health & Hospital Authority, Healthcare Revenue Bonds, (Series 2001A), 5.25%, 12/1/2005

 

BBB/Baa3

 

 

 

317,508

 

140,000

 

Denver, CO, Health & Hospital Authority, Healthcare Revenue Bonds, (Series 2001A), 5.25%, 12/1/2006

 

BBB/Baa3

 

 

 

148,182

 

200,000

 

Denver, CO, Health & Hospital Authority, Healthcare Revenue Bonds, (Series 2001A), 5.25%, 12/1/2007

 

BBB/Baa3

 

 

 

212,084

 

1,815,000

 

Dove Valley Metropolitan District, CO, Refunding UT GO Bonds, 3.30% TOBs (BNP Paribas SA LOC), Mandatory Tender 11/1/2005

 

AA-/NR

 

 

 

1,876,782


 

 

 

TOTAL

 

 

 

 

 

6,315,807


 

 

 

Connecticut--0.7%

 

 

 

 

 

 

 

1,750,000

 

Connecticut Development Authority, PCR Bonds, 3.35% TOBs (Connecticut Light & Power Co.)/(AMBAC INS), Mandatory Tender 10/1/2008

 

AAA/Aaa

 

 

 

1,784,247


 

 

 

Delaware--1.7%

 

 

 

 

 

 

 

4,000,000

 

Delaware State, UT GO Bonds, (Series 2002A), 5.00%, 7/1/2006

 

AAA/Aaa

 

 

 

4,346,520


 

 

 

Florida--4.9%

 

 

 

 

 

 

 

1,065,000

 

Escambia County, FL, Health Facilities Authority, Revenue Bonds, (Series 2003A), 5.00% (Ascension Health Credit Group), 11/15/2008

 

AA/Aa2

 

 

 

1,173,907

 

4,420,000

 

Florida State Board of Education Lottery, Revenue Bonds, (Series A), 5.50% (FGIC INS), 7/1/2004

 

AAA/Aaa

 

 

 

4,534,478

 

1,455,000

 

Highlands County, FL, Health Facilities Authority, Hospital Revenue Bonds, (Series 2002B), 3.50% (Adventist Health System), 11/15/2004

 

A/A3

 

 

 

1,478,949

 

1,000,000

 

Lee County, FL, School Board, Refunding Certificate of Participation (Series 1996A), 4.60% (FSA INS)/ (Original Issue Yield: 4.65%), 8/1/2004

 

AAA/Aaa

 

 

 

1,023,320

 

495,000

 

Miami Beach, FL, Health Facilities Authority, Hospital Revenue Bonds, (Series 2001B), 5.50% TOBs (Mt. Sinai Medical Center, FL), Mandatory Tender 5/15/2005

 

BB/Ba3

 

 

 

494,960

 

2,000,000

 

Miami-Dade County, FL, Capital Asset Acquisition Special Obligation Bonds, (Series 2002A), 5.00% (AMBAC INS), 4/1/2008

 

AAA/Aaa

 

 

 

2,224,040

 

1,680,000

 

Palm Beach County, FL, Health Facilities Authority, Hospital Refunding Revenue Bonds, (Series 2001), 5.00% (BRCH Corporation Obligated Group), 12/1/2005

 

A/NR

 

 

 

1,777,289


 

 

 

TOTAL

 

 

 

 

 

12,706,943


 

 

 

Georgia--1.2%

 

 

 

 

 

 

$

1,300,000

 

Atlanta, GA, UT GO Bonds, 4.50% (MBIA Insurance Corp. INS), 12/1/2004

 

AAA/Aaa

 

 

$

1,343,888

 

1,640,000

 

Decatur County-Bainbridge, GA, IDA, Revenue Bonds, 4.00% TOBs (John B. Sanifilippo & Son)/(Lasalle Bank, N.A. LOC), Mandatory Tender 6/1/2006

 

A+/NR

 

 

 

1,702,697


 

 

 

TOTAL

 

 

 

 

 

3,046,585


 

 

 

Idaho--1.2%

 

 

 

 

 

 

 

2,000,000

 

Boise City, ID, Housing Authority, Multifamily Housing Revenue Bonds, (Series 2002A), 3.25% TOBs (Civic Plaza Housing Project)/(Key Bank, N.A. LOC) 3/27/2006

 

NR/A1

 

 

 

2,030,880

 

225,000

 

Idaho Health Facilities Authority, Hospital Revenue Bonds, (Series 1998), 4.70% (Idaho Elks Rehabilitation Hospital)/(Original Issue Yield: 4.75%), 7/15/2004

 

BBB/NR

 

 

 

228,290

 

775,000

 

Idaho Housing Agency, SFM Bonds, (Series B-2), 4.65%, 7/1/2028

 

NR/Aaa

 

 

 

794,762


 

 

 

TOTAL

 

 

 

 

 

3,053,932


 

 

 

Illinois--6.5%

 

 

 

 

 

 

 

1,730,000

 

Broadview, IL, Tax Increment Financing Revenue Bonds, 4.60%, 7/1/2004

 

BBB

 

 

 

1,755,863

 

150,000

 

Chicago, IL, SFM, Collateralized SFM Revenue Bonds, (Series 1997B), 5.10% (GNMA Collateralized Home Mortgage Program COL), 9/1/2007

 

NR/Aaa

 

 

 

151,191

 

1,000,000

 

Chicago, IL, Transit Authority, Capital Grant Receipts Revenue Bonds, (Series B), 4.25% (AMBAC INS), 6/1/2008

 

AAA/Aaa

 

 

 

1,033,220

 

475,000

 

Illinois Development Finance Authority, IDB, (Series 1995) Revenue Bonds, 5.80% (Catholic Charities Housing Development Corp.), 1/1/2007

 

A-2/VMIG-1

 

 

 

471,865

 

210,000

 

Illinois Development Finance Authority, IDB, Mortgage Revenue Refunding Bonds, (Series 1997A), 5.20% (MBIA Insurance Corp. INS)/(FHA LOC), 7/1/2008

 

NR/Aaa

 

 

 

222,800

 

1,000,000

 

Illinois Development Finance Authority, PCR, (Illinois Power Co.), (Series A), Auction Rate Notes, (MBIA Insurance Corp. INS), 4/01/2032

 

AAA/Aaa

 

 

 

1,000,000

 

1,975,000

 

Illinois Development Finance Authority, PCR, (Illinois Power Co.), (Series B), Auction Rate Notes, (MBIA Insurance Corp. INS), 4/01/2032

 

AAA/Aaa

 

 

 

1,975,000

 

6,000,000

 

Illinois Development Finance Authority, PCR, (Illinois Power Co.), Auction Rate Notes, (MBIA Insurance Corp. INS), 3/01/2017

 

AAA/Aaa

 

 

 

6,000,000

 

2,000,000

 

Illinois Health Facilities Authority, Revenue Bonds, 5.25% (Advocate Health Care Network)/(Original Issue Yield: 5.33%), 11/15/2006

 

AA/Aa3

 

 

 

2,170,480

 

2,000,000

 

Illinois State, UT GO Bonds (First Series of July 2002), 5.00% (MBIA Insurance Corp. INS), 7/1/2007

 

AAA/Aaa

 

 

 

2,200,700


 

 

 

TOTAL

 

 

 

 

 

16,981,119


Principal
Amount

 

   

 

Credit
Rating

1

 



 

Value

 

 

 

LONG-TERM MUNICIPALS--continued

 

 

 

 

 

 

 

 

 

Indiana--2.0%

 

 

 

 

 

 

$

1,000,000

 

Indiana Development Finance Authority, Refunding Revenue Bonds, (Series 1998A), 4.75% TOBs (Southern Indiana Gas & Electric Co.), Mandatory Tender 3/1/2006

 

BBB+/Baa1

 

 

$

1,044,700

 

500,000

 

Indiana Development Finance Authority, Solid Waste Disposal Revenue Bonds, 2.70% TOBs (Waste Management, Inc.), Mandatory Tender 10/1/2004

 

BBB/NR

 

 

 

500,800

 

1,260,000

 

Indiana Health Facility Financing Authority, Health System Revenue Bonds, (Series 2001), 5.00% (Sisters of St. Francis Health Services, Inc.), 11/1/2005

 

NR/Aa3

 

 

 

1,333,496

 

725,000

 

Indiana Health Facility Financing Authority, Hospital Revenue Bonds, (Series 2001A), 5.50% (Community Foundation of Northwest Indiana), 8/1/2005

 

BBB-/NR

 

 

 

742,349

 

575,000

 

Indiana Health Facility Financing Authority, Hospital Revenue Refunding Bonds, 4.50% (Floyd Memorial Hospital, IN)/(Original Issue Yield: 4.53%), 2/15/2005

 

A/NR

 

 

 

583,780

 

1,000,000

 

Lawrenceburg, IN, Pollution Control Revenue Board, PCR Bonds, (Series F), 2.625% TOBs (Indiana Michigan Power Co.), Mandatory Tender 10/1/2006

 

BBB/Baa2

 

 

 

997,130


 

 

 

TOTAL

 

 

 

 

 

5,202,255


 

 

 

Iowa--0.7%

 

 

 

 

 

 

 

1,815,000

 

Iowa Finance Authority, Iowa State Revolving Fund, (Series 2001A), 4.75%, 2/1/2005

 

AAA/Aaa

 

 

 

1,890,813


 

 

 

Kansas--3.0%

 

 

 

 

 

 

 

1,000,000

 

Burlington, KS, Refunding Revenue Bonds, (Series 1998B), 4.75% TOBs (Kansas City Power And Light Co.), Mandatory Tender 10/1/2007

 

BBB/A3

 

 

 

1,066,760

 

1,000,000

 

Burlington, KS, Refunding Revenue Bonds, (Series 1998C), 2.25% TOBs (Kansas City Power And Light Co.), Mandatory Tender 9/1/2004

 

BBB/A3

 

 

 

999,630

 

2,465,000

 

Johnson County, KS, Unified School District No. 233, Refunding UT GO Bonds, 5.00% (FGIC INS), 3/1/2005

 

AAA/Aaa

 

 

 

2,580,609

 

1,155,000

 

Kansas Development Finance Authority, Revenue Bonds, 5.50% (Sisters of Charity, Leavenworth)/(MBIA Insurance Corp. INS), 12/1/2005

 

AAA/Aaa

 

 

 

1,246,014

 

1,000,000

 

La Cygne, KS, Environmental Improvement Revenue Refunding Bonds (Series 1994), 3.90% TOBs (Kansas City Power And Light Co.), Mandatory Tender 9/1/2004

 

BBB/A2

 

 

 

1,017,360

 

785,000

 

Lawrence, KS, Hospital Authority, Hospital Revenue Bonds, 4.00% (Lawrence Memorial Hospital), 7/1/2008

 

NR/Baa1

 

 

 

811,258

 

60,000

 

Sedgwick & Shawnee Counties, KS, SFM Revenue Bonds, Mortgage-Backed Securities Program, (Series 1998 A-1), 5.00% (GNMA Collateralized Home Mortgage Program COL), 6/1/2013

 

NR/Aaa

 

 

 

62,878


 

 

 

TOTAL

 

 

 

 

 

7,784,509


Principal
Amount

 

   

 

Credit
Rating

1

 



 

Value

 

 

 

LONG-TERM MUNICIPALS--continued

 

 

 

 

 

 

 

 

 

Kentucky--0.7%

 

 

 

 

 

 

$

875,000

 

Kentucky EDFA, Revenue Bonds, 4.00% (Catholic Health Initiatives), 9/1/2004

 

AA/Aa2

 

 

$

891,721

 

1,000,000

 

Kentucky Housing Corp., Housing Revenue Bonds, (Series 2003F), 1.80%, 1/1/2006

 

AAA/Aaa

 

 

 

1,002,960


 

 

 

TOTAL

 

 

 

 

 

1,894,681


 

 

 

Louisiana--2.4%

 

 

 

 

 

 

 

1,000,000

 

Calcasieu Parish, LA, IDB, PCR Refunding Bonds, (Series 2001), 4.80% (Occidental Petroleum Corp.), 12/1/2006

 

BBB+/Baa1

 

 

 

1,065,950

 

1,000,000

 

Louisiana State Correctional Facilities Corp., Refunding Lease Revenue Bonds, 5.00% (Radian Asset Assurance INS), 12/15/2004

 

AA/NR

 

 

 

1,036,260

 

2,000,000

 

Louisiana State Offshore Terminal Authority, Deep Water Port Refunding Revenue Bonds, (Series 2003D), 4.00% TOBs (Loop LLC), Mandatory Tender 9/1/2008

 

A/A3

 

 

 

2,085,560

 

2,000,000

 

St. Charles Parish, LA, PCR Refunding Revenue Bonds, (Series 1999A), 4.90% TOBs (Entergy Louisiana, Inc.), Mandatory Tender 6/1/2005

 

BBB-/Baa3

 

 

 

2,059,300


 

 

 

TOTAL

 

 

 

 

 

6,247,070


 

 

 

Maryland--0.3%

 

 

 

 

 

 

 

850,000

 

Prince Georges County, MD, IDRB, (Series 1993), 1.60% TOBs (International Paper Co.) 7/15/2004

 

BBB/Baa2

 

 

 

852,839


 

 

 

Massachusetts--2.2%

 

 

 

 

 

 

 

2,000,000

 

Massachusetts HEFA, Revenue Bonds, (Series 1999A), 5.25% (Caritas Christi Obligated Group), 7/1/2004

 

BBB/Baa3

 

 

 

2,016,160

 

1,115,000

 

Massachusetts HEFA, Revenue Bonds, (Series C), 5.00% (Milton Hospital), 7/1/2005

 

BBB+/NR

 

 

 

1,151,483

 

1,090,000

 

Massachusetts Municipal Wholesale Electric Co., Power Supply Project Revenue Bonds, Nuclear Project 5-A, 5.00% (MBIA Insurance Corp. INS), 7/1/2004

 

AAA/Aaa

 

 

 

1,114,241

 

1,000,000

 

Massachusetts Municipal Wholesale Electric Co., Power Supply Project Revenue Bonds, Stony Brook Intermediate Project, 5.00% (MBIA Insurance Corp. INS), 7/1/2004

 

AAA/Aaa

 

 

 

1,022,240

 

500,000

 

Massachusetts Water Pollution Abatement Trust Pool, Pool Program Bonds, (Series 8), 5.00%, 8/1/2006

 

AAA/Aaa

 

 

 

543,480


 

 

 

TOTAL

 

 

 

 

 

5,847,604


 

 

 

Michigan--3.9%

 

 

 

 

 

 

 

1,000,000

 

Detroit, MI, Capital Improvement LT, GO Bonds, (Series 2002A), 5.00% (MBIA Insurance Corp. INS), 4/1/2007

 

AAA/Aaa

 

 

 

1,096,990

 

1,000,000

 

Detroit, MI, Convention Facility Special Tax Revenue Refunding Bonds, (Series 2003), 5.00% (Cobo Hall Project)/(MBIA Insurance Corp. INS), 9/30/2008

 

AAA/Aaa

 

 

 

1,114,450

 

1,250,000

 

Michigan Public Power Agency, Belle River Project Refunding Revenue Bonds, (Series 2002A), 5.00% (MBIA Insurance Corp. INS), 1/1/2007

 

AAA/Aaa

 

 

 

1,364,413

Principal
Amount

 

   

 

Credit
Rating

1

 



 

Value

 

 

 

LONG-TERM MUNICIPALS--continued

 

 

 

 

 

 

 

 

 

Michigan--continued

 

 

 

 

 

 

$

1,810,000

 

Michigan Public Power Agency, Belle River Project Refunding Revenue Bonds, (Series 2002A), 5.00%, 1/1/2005

 

AA/A1

 

 

$

1,883,251

 

1,000,000

 

Michigan State Hospital Finance Authority, Hospital Refunding Revenue Bonds, (Series 2003A), 5.00% (Henry Ford Health System, MI), 3/1/2008

 

A-/A1

 

 

 

1,085,140

 

500,000

 

Michigan State Hospital Finance Authority, Hospital Refunding Revenue Bonds, 5.00% (Sparrow Obligated Group, MI), 11/15/2004

 

A/A1

 

 

 

515,450

 

1,000,000

 

Michigan State Hospital Finance Authority, Revenue Bonds, 5.00% (Oakwood Obligated Group), 11/1/2007

 

A/A2

 

 

 

1,080,870

 

1,000,000

 

Michigan State Hospital Finance Authority, Revenue Bonds, 5.00% (Oakwood Obligated Group), 11/1/2006

 

A/A2

 

 

 

1,073,910

 

1,000,000

 

Michigan Strategic Fund, Revenue Bonds, 4.20% TOBs (Waste Management, Inc.), Mandatory Tender 8/1/2004

 

BBB/NR

 

 

 

1,015,050


 

 

 

TOTAL

 

 

 

 

 

10,229,524


 

 

 

Minnesota--1.9%

 

 

 

 

 

 

 

1,500,000

 

Maplewood, MN, Health Care Facility Revenue Bonds, (Series 1996), 5.95% (Healtheast, MN), 11/15/2006

 

BB-/Ba2

 

 

 

1,500,390

 

1,530,000

 

Minneapolis, MN, Health Care System, Revenue Bonds, (Series 2002A), 5.00% (Allina Health System, MN), 11/15/2007

 

NR/A3

 

 

 

1,650,549

 

1,000,000

 

Minneapolis/St. Paul, MN, Housing & Redevelopment Authority, Health Care Facility Revenue Bonds, (Series 2003), 4.50% (HealthPartners Obligated Group), 12/1/2006

 

BBB+/Baa1

 

 

 

1,047,330

 

750,000

 

Minneapolis/St. Paul, MN, Housing & Redevelopment Authority, Health Care Facility Revenue Bonds, (Series 2003), 4.50% (HealthPartners Obligated Group), 12/1/2007

 

BBB+/Baa1

 

 

 

785,918


 

 

 

TOTAL

 

 

 

 

 

4,984,187


 

 

 

Missouri--1.7%

 

 

 

 

 

 

 

960,000

 

Cape Girardeau County, MO, IDA, Health Care Facilities Revenue Bonds, (Series A), 5.00% (St. Francis Medical Center, MO), 6/1/2007

 

A/NR

 

 

 

1,031,136

 

1,000,000

 

Joplin, MO, IDA, Revenue Bonds, (Series 1997A), 5.50% (Catholic Health Initiatives), 12/1/2007

 

AA/Aa2

 

 

 

1,115,160

 

115,000

 

Kansas City, MO, IDA, PCR Bonds, 6.05% (General Motors Corp.), 4/1/2006

 

BBB/Baa1

 

 

 

115,092

 

1,050,000

 

Missouri State Environmental Improvement & Energy Authority, (AmerenUE), (Series 1998A), Auction Rate Notes, 09/01/2033

 

BBB+/A2

 

 

 

1,050,000

 

750,000

 

Missouri State Environmental Improvement & Energy Authority, (AmerenUE), (Series 1998C), Auction Rate Notes, 09/01/2033

 

BBB+/A2

 

 

 

750,000

 

425,000

 

West Plains, MO, IDA, Hospital Revenue Bonds, 5.05% (Ozarks Medical Center)/(Original Issue Yield: 5.125%), 11/15/2005

 

BB+/NR

 

 

 

428,171


 

 

 

TOTAL

 

 

 

 

 

4,489,559


 

 

 

Nebraska--0.5%

 

 

 

 

 

 

$

400,601

2

Energy America, NE, Gas Supply Revenue Bonds, (Series 1998B), 5.10% (Nebraska Public Gas Agency), 10/15/2005

 

NR

 

 

$

389,044

 

1,000,000

 

Nebraska Public Power District, General Revenue Bonds, (Series 2002B), 4.00% (AMBAC INS), 1/1/2006

 

AAA/Aaa

 

 

 

1,050,330


 

 

 

TOTAL

 

 

 

 

 

1,439,374


 

 

 

Nevada--0.4%

 

 

 

 

 

 

 

1,000,000

 

Clark County, NV, IDRBs, (Series 2003D), 3.35% TOBs (Southwest Gas Corp.), Mandatory Tender 9/1/2004

 

BBB-/Baa2

 

 

 

1,003,660


 

 

 

New Hampshire--0.8%

 

 

 

 

 

 

 

2,000,000

 

New Hampshire Business Finance Authority, PCR Refunding Bonds, 4.55% TOBs (United Illuminating Co.), Mandatory Tender 2/1/2004

 

NR/A3

 

 

 

2,006,420


 

 

 

New York--10.6%

 

 

 

 

 

 

 

1,000,000

 

Dutchess County, NY, IDA, Revenue Bonds, 2.80% (Marist College), 7/1/2006

 

NR/Baa1

 

 

 

1,014,900

 

1,110,000

 

Dutchess County, NY, IDA, Revenue Bonds, 4.00% (Marist College), 7/1/2009

 

NR/Baa1

 

 

 

1,139,926

 

2,000,000

 

Long Island Power Authority, Electric System General Revenue Bonds, (Series 2003A), 3.00%, 6/1/2004

 

A-/Baa1

 

 

 

2,016,300

 

1,750,000

 

Long Island Power Authority, Electric System General Revenue Bonds, (Series 2003A), 4.50%, 6/1/2005

 

A-/Baa1

 

 

 

1,820,210

 

1,000,000

 

New York City, NY, Transitional Finance Authority, Future Tax Secured Bonds, (Series 2003C), 5.00%, 8/1/2006

 

AA+/Aa2

 

 

 

1,085,860

 

1,000,000

 

New York City, NY, UT GO Bonds, (Series 2001F), 5.00%, 8/1/2007

 

A/A2

 

 

 

1,087,520

 

1,000,000

 

New York City, NY, UT GO Bonds, (Series D), 5.00%, 8/1/2006

 

A/A2

 

 

 

1,076,050

 

1,000,000

 

New York City, NY, UT GO Bonds, (Series E), 5.00%, 8/1/2007

 

A/A2

 

 

 

1,087,520

 

1,000,000

 

New York City, NY, UT GO Bonds, (Series F), 5.00%, 8/1/2008

 

A/A2

 

 

 

1,094,730

 

3,500,000

 

New York State Dormitory Authority, Mental Health Services Facilities Revenue Bonds, (Series 2003C-1), 5.00% (New York State), 2/15/2007

 

AA-/NR

 

 

 

3,783,115

 

1,620,000

 

New York State Dormitory Authority, Revenue Bonds, (Series 2003), 4.00% (Kateri Residence)/(Allied Irish Banks PLC LOC), 7/1/2008

 

NR/Aa3

 

 

 

1,702,831

 

5,000,000

 

New York State Dormitory Authority, Revenue Bonds, 5.25% (State University of New York), 5/15/2004

 

AA-/A3

 

 

 

5,092,800

 

255,000

 

New York State Mortgage Agency, Homeowner Mortgage Revenue Bonds, (Series 71), 4.75%, 10/1/2021

 

NR/Aa1

 

 

 

262,018

$

2,000,000

 

New York State Thruway Authority, Local Highway & Bridge Service Contract Bonds, (Series 2002), 5.00%, 4/1/2006

 

AA-/A3

 

 

$

2,151,560

 

2,000,000

 

New York State Thruway Authority, Local Highway & Bridge Service Contract Bonds, (Series 2002), 5.00%, 4/1/2007

 

AA-/A3

 

 

 

2,191,260

 

1,000,000

 

Tobacco Settlement Financing Corp., NY, Asset-Backed Revenue Bonds, (Series 2003A), 4.00%, 6/1/2006

 

AA-/NR

 

 

 

1,046,810


 

 

 

TOTAL

 

 

 

 

 

27,653,410


 

 

 

North Carolina--1.3%

 

 

 

 

 

 

 

1,500,000

 

North Carolina Eastern Municipal Power Agency, Revenue Refunding Bonds, (Series C), 5.25% (Original Issue Yield: 5.40%), 1/1/2004

 

BBB/Baa3

 

 

 

1,504,740

 

160,000

 

North Carolina HFA, SFM Revenue Bonds, (Series 1997TT), 4.90%, 9/1/2024

 

AA/Aa2

 

 

 

160,594

 

1,500,000

 

North Carolina State, UT GO Bonds, (Series 1997A), 5.20% (Original Issue Yield: 5.35%), 3/1/2013

 

AAA/Aa1

 

 

 

1,686,345


 

 

 

TOTAL

 

 

 

 

 

3,351,679


 

 

 

North Dakota--0.1%

 

 

 

 

 

 

 

170,000

 

North Dakota State HFA, Housing Finance Program Bonds, (Series 1997C), 4.70%, 1/1/2022

 

NR/Aa2

 

 

 

171,972


 

 

 

Ohio--4.2%

 

 

 

 

 

 

 

460,000

 

Franklin County, OH, Health Care Facilities, Revenue Refunding Bonds, 5.00% (Ohio Presbyterian Retirement Services), 7/1/2004

 

BBB/NR

 

 

 

465,952

 

3,000,000

 

Hamilton County, OH, Local Cooling Facilities Revenue Bonds, (Series 1998), 4.90% TOBs (Trigen-Cinergy Solutions of Cincinnati LLC)/(Cinergy Corp. GTD), Mandatory Tender 6/1/2004

 

BBB/Baa2

 

 

 

3,019,620

 

125,000

 

Ohio Enterprise Bond Fund, (Series 1995-3) State Economic Development Revenue Bonds, 5.60% (Smith Steelite), 12/1/2003

 

AA-/NR

 

 

 

125,040

 

410,000

 

Ohio HFA, Residential Mortgage Revenue Bonds, (Series 1998A-1), 4.90% (GNMA Collateralized Home Mortgage Program COL), 9/1/2025

 

AAA/Aaa

 

 

 

418,249

 

1,750,000

 

Ohio State Air Quality Development Authority, Environmental Refunding Revenue Bonds, 2.00% TOBs (MeadWestvaco Corp.), Mandatory Tender 11/1/2004

 

BBB/Baa2

 

 

 

1,750,403

 

1,000,000

 

Ohio State Air Quality Development Authority, Refunding Revenue Bonds, (Series 2002A), 2.50% TOBs (Pennsylvania Power Co.), Mandatory Tender 7/1/2004

 

BBB-/Baa2

 

 

 

999,450

$

2,000,000

 

Ohio State Revenue, Major New State Infrastructure Revenue Bonds, 5.00%, 6/15/2006

 

AA/Aa3

 

 

$

2,167,160

 

1,000,000

 

Ohio State Water Development Authority Pollution Control Facilities, Refunding Revenue Bonds, (Series 1999B), 4.50% TOBs (Toledo Edison Co.), Mandatory Tender 9/1/2005

 

BBB-/Baa3

 

 

 

1,013,190

 

1,000,000

 

Ohio State Water Development Authority Pollution Control Facilities, Refunding Revenue Bonds, (Series B), 4.40% TOBs (Ohio Edison Co.), Mandatory Tender 12/1/2003

 

BBB-/Baa2

 

 

 

1,011,200


 

 

 

TOTAL

 

 

 

 

 

10,970,264


 

 

 

Oklahoma--0.4%

 

 

 

 

 

 

 

1,000,000

 

Tulsa, OK, International Airport, General Revenue Bonds, 5.00% (FGIC INS), 6/1/2004

 

AAA/Aaa

 

 

 

1,018,620


 

 

 

Oregon--1.0%

 

 

 

 

 

 

 

1,000,000

 

Clackamas County, OR, Hospital Facilities Authority, Revenue Refunding Bonds, (Series 2001), 5.00% (Legacy Health System), 5/1/2006

 

AA/Aa3

 

 

 

1,074,890

 

750,000

 

Port of Portland, OR, 2.55% TOBs (Union Pacific Railroad Co.)/(Union Pacific Corp. GTD), Optional Tender 12/1/2004

 

BBB/NR

 

 

 

759,465

 

750,000

 

Port of Portland, OR, 3.00% TOBs (Union Pacific Railroad Co.)/(Union Pacific Corp. GTD), Optional Tender 12/1/2003

 

BBB/NR

 

 

 

759,465


 

 

 

TOTAL

 

 

 

 

 

2,593,820


 

 

 

Pennsylvania--5.5%

 

 

 

 

 

 

 

1,345,000

 

Allegheny County, PA, HDA, Revenue Bonds, (Series 2003B), 5.50% (UPMC Health System), 6/15/2007

 

A/NR

 

 

 

1,456,568

 

1,020,000

 

Commonwealth of Pennsylvania, UT GO Bonds, 5.25%, 10/15/2006

 

AA/Aa2

 

 

 

1,121,653

 

1,420,000

 

Erie County, PA, UT GO Bonds, 5.25% (AMBAC INS), 9/1/2004

 

AAA/Aaa

 

 

 

1,463,935

 

1,000,000

 

Montgomery County, PA, IDA, PCR Refunding Bonds, (Series 1999A), 5.20% TOBs (Peco Energy Co.), Mandatory Tender 10/1/2004

 

BBB+/A3

 

 

 

1,025,220

 

2,000,000

 

Montgomery County, PA IDA, PCR Refunding Bonds, (Series 1999B), 5.30% TOBs (Peco Energy Co.), Mandatory Tender 10/1/2004

 

BBB+/A3

 

 

 

2,048,800

 

315,000

 

Pennsylvania EDFA, Exempt Facilities Revenue Bonds, (Series 2001A), 6.00% (Amtrak), 11/1/2005

 

BBB-/A3

 

 

 

330,397

 

1,200,000

 

Pennsylvania EDFA, Resource Recovery Refunding Revenue Bonds, (Series B), 6.75% (Northampton Generating), 1/1/2007

 

BBB-/NR

 

 

 

1,237,224

 

1,005,000

 

Pennsylvania State Higher Education Facilities Authority, Revenue Bonds, (Series 2001A), 5.75% (UPMC Health System), 1/15/2008

 

A/NR

 

 

 

1,107,178

 

1,000,000

 

Pennsylvania State Higher Education Facilities Authority, Revenue Bonds, 3.625% TOBs (Gannon University)/(PNC Bank, N.A. LOC), Mandatory Tender 5/1/2006

 

AA-/NR

 

 

 

1,040,270

$

1,000,000

 

Pennsylvania State, Refunding UT GO Bonds, 5.125% (AMBAC INS)/(Original Issue Yield: 5.35%), 9/15/2011

 

AAA/Aaa

 

 

$

1,107,440

 

785,000

 

Sayre, PA, Health Care Facilities Authority, Revenue Bonds, (Series 2002A), 4.50% (Guthrie Healthcare System, PA), 12/1/2003

 

A-/NR

 

 

 

785,165

 

1,400,000

 

Sayre, PA, Health Care Facilities Authority, Revenue Bonds, (Series 2002A), 5.50% (Guthrie Healthcare System, PA), 12/1/2004

 

A-/NR

 

 

 

1,443,554

 

220,000

 

Scranton-Lackawanna, PA, Health & Welfare Authority, Revenue Bonds, 7.125% (Allied Services Rehabilitation Hospitals, PA), 7/15/2005

 

NR

 

 

 

224,134


 

 

 

TOTAL

 

 

 

 

 

14,391,538


 

 

 

Rhode Island--0.6%

 

 

 

 

 

 

 

400,000

 

Rhode Island State Health and Educational Building Corp., Hospital Financing Revenue Bonds, (Series 2002), 5.00% (Lifespan Obligated Group), 8/15/2005

 

BBB/Baa2

 

 

 

413,608

 

500,000

 

Rhode Island State Health and Educational Building Corp., Hospital Financing Revenue Bonds, (Series 2002), 5.25% (Lifespan Obligated Group), 8/15/2006

 

BBB/Baa2

 

 

 

526,855

 

510,000

 

Rhode Island State Health and Educational Building Corp., Hospital Financing Revenue Bonds, (Series 2002), 5.50% (Lifespan Obligated Group), 8/15/2007

 

BBB/Baa2

 

 

 

543,614


 

 

 

TOTAL

 

 

 

 

 

1,484,077


 

 

 

South Carolina--1.6%

 

 

 

 

 

 

 

2,000,000

 

Piedmont Municipal Power Agency, SC, Refunding Electric Revenue Bonds, (Series 2002A), 5.00% (FGIC INS), 1/1/2005

 

AAA/Aaa

 

 

 

2,078,480

 

1,000,000

 

Richland County, SC, Environmental Improvement Revenue Refunding Bonds, (Series 2002A), 4.25% (International Paper Co.), 10/1/2007

 

BBB/Baa2

 

 

 

1,052,810

 

1,000,000

 

South Carolina Jobs-EDA, Hospital Facilities Revenue Bonds, (Series 2000A), 7.00% (Palmetto Health Alliance), 12/15/2004

 

BBB/Baa2

 

 

 

1,058,770


 

 

 

TOTAL

 

 

 

 

 

4,190,060


 

 

 

South Dakota--0.5%

 

 

 

 

 

 

 

1,255,000

 

South Dakota State Health & Educational Authority, Revenue Bonds, 4.50% (Avera Health)/(AMBAC INS), 7/1/2005

 

AAA/Aaa

 

 

 

1,315,102


 

 

 

Tennessee--1.9%

 

 

 

 

 

 

 

1,000,000

 

Carter County, TN, IDB, (Series 1983), 4.15% (Inland Container Corp.), 10/1/2007

 

BBB/NR

 

 

 

1,012,720

 

640,000

 

Knox County, TN, Health Education & Housing Facilities Board, Refunding Improvement Revenue Bonds, (Series 2003A), 4.00% (East Tennessee Children's Hospital), 7/1/2006

 

BBB+/Baa1

 

 

 

664,179

 

915,000

 

Montgomery County, TN, HEFA Board, Hospital Revenue Refunding Bonds, 4.55% (Clarksville Regional Hospital)/(Original Issue Yield: 4.65%), 1/1/2004

 

BBB/Baa2

 

 

 

916,940

$

730,000

 

Montgomery County, TN, HEFA Board, Hospital Revenue Refunding Bonds, 4.65% (Clarksville Regional Hospital)/(Original Issue Yield: 4.75%), 1/1/2005

 

BBB/Baa2

 

 

$

746,746

 

1,605,000

 

Sullivan County, TN, Health Educational & Housing Facilities Board, Hospital Refunding Revenue Bonds, 4.50% (Wellmont Health System), 9/1/2006

 

BBB+/NR

 

 

 

1,671,591


 

 

 

TOTAL

 

 

 

 

 

5,012,176


 

 

 

Texas--8.0%

 

 

 

 

 

 

 

3,000,000

 

Austin, TX, Water and Wastewater System, Refunding Revenue Bonds, (Series 2002A), 5.25% (AMBAC INS), 11/15/2007

 

AAA/Aaa

 

 

 

3,353,340

 

2,000,000

 

Brazos River Authority, TX, Refunding Revenue Bonds, (Series A), 4.95% TOBs (TXU Energy), Mandatory Tender 4/1/2004

 

BBB/Baa2

 

 

 

2,014,300

 

1,000,000

 

Gulf Coast, TX, Waste Disposal Authority, Environmental Facilities Refunding Revenue Bonds, 4.20% (Occidental Petroleum Corp.), 11/1/2006

 

BBB+/Baa1

 

 

 

1,049,470

 

2,000,000

 

Gulf Coast, TX, Waste Disposal Authority, Refunding PCR Bonds, 2.00% TOBs (BP Amoco Corp.), Mandatory Tender 10/1/2006

 

AA+/Aa1

 

 

 

1,998,880

 

500,000

 

Lower Colorado River Authority, TX, Revenue Refunding Bonds, 5.00%, 5/15/2006

 

A/A1

 

 

 

537,775

 

2,500,000

 

Matagorda County, TX, Navigation District Number One, PCR Refunding Bonds, (Series 1999A), 2.15% TOBs (AEP Texas Central Co.), Mandatory Tender 11/1/2004

 

BBB/Baa2

 

 

 

2,498,300

 

2,000,000

 

San Antonio, TX, Electric & Gas System, Refunding Revenue Bonds, 5.00%, 2/1/2004

 

AA+/Aa1

 

 

 

2,013,460

 

1,675,000

 

Texas State Public Finance Authority, Revenue Financing System Bonds, (Series 2002), 4.50% (Texas Southern University)/(MBIA Insurance Corp. INS), 11/1/2005

 

NR/Aaa

 

 

 

1,773,205

 

1,585,000

 

Texas State Public Finance Authority, Refunding UT GO Bonds, (Series 2001A), 5.00%, 10/1/2006

 

AA/Aa1

 

 

 

1,728,775

 

2,000,000

 

Texas Turnpike Authority, Second Tier Bond Anticipation Notes (Series 2002), 5.00%, 6/1/2008

 

AA/Aa3

 

 

 

2,216,880

 

1,500,000

 

Texas Water Development Board, State Revolving Fund Revenue Bonds, (Series B), 5.50%, 7/15/2007

 

AAA/Aaa

 

 

 

1,678,845


 

 

 

TOTAL

 

 

 

 

 

20,863,230


 

 

 

Utah--0.3%

 

 

 

 

 

 

 

735,000

 

Intermountain Power Agency, UT, Power Supply Revenue Refunding Bonds, (Series B), 6.00% (MBIA Insurance Corp. INS), 7/1/2006

 

AAA/Aaa

 

 

 

814,292


 

 

 

Virginia--1.5%

 

 

 

 

 

 

 

1,000,000

 

Chesterfield County, VA, IDA, PCR Bonds, 4.95% (Virginia Electric & Power Co.), 12/1/2007

 

BBB+/A3

 

 

 

1,055,340

$

1,000,000

 

Louisa, VA, IDA, Solid Waste & Sewage Disposal Revenue Bonds, (Series 2000A), 1.85% TOBs (Virginia Electric & Power Co.), Mandatory Tender 4/1/2004

 

BBB+/A3

 

 

$

1,002,310

 

1,000,000

 

Louisa, VA, IDA, Solid Waste & Sewer Disposal Revenue Bonds, (Series 2001 A), 3.40% TOBs (Virginia Electric & Power Co.), Mandatory Tender 3/1/2004

 

NR/A3

 

 

 

1,005,070

 

750,000

 

Virginia Peninsula Port Authority, Revenue Refunding Bonds, 3.30% TOBs (Dominion Terminal Associates)/(Dominion Resources, Inc. GTD), Mandatory Tender 10/1/2008

 

BBB+/Baa1

 

 

 

757,583


 

 

 

TOTAL

 

 

 

 

 

3,820,303


 

 

 

Washington--2.0%

 

 

 

 

 

 

 

2,035,000

 

Washington State, Refunding UT GO Bonds, (Series R-2000A), 5.00%, 1/1/2005

 

AA+/Aa1

 

 

 

2,118,476

 

2,000,000

 

Washington State, Refunding UT GO Bonds, 5.25%, 9/1/2005

 

AA+/Aa1

 

 

 

2,133,780

 

1,000,000

 

Washington State, Various Purpose Refunding UT GO Bonds, (Series R-2003A), 3.50% (MBIA Insurance Corp. INS), 1/1/2007

 

AAA/Aaa

 

 

 

1,046,120


 

 

 

TOTAL

 

 

 

 

 

5,298,376


 

 

 

Wisconsin--1.3%

 

 

 

 

 

 

 

1,030,000

 

Green Bay, WI, Area Public School District, Refunding UT GO Bonds, 5.10%, 4/1/2007

 

NR/Aa2

 

 

 

1,102,790

 

965,000

 

Pleasant Prairie, WI, Water & Sewer System, Bond Anticipation Notes, 4.00%, 10/1/2007

 

NR/A3

 

 

 

1,005,385

 

1,245,000

 

Wisconsin State HEFA, Refunding Revenue Bonds, 5.00% (Wheaton Franciscan Services), 8/15/2005

 

A/A2

 

 

 

1,304,847


 

 

 

TOTAL

 

 

 

 

 

3,413,022


 

 

 

Wyoming--2.1%

 

 

 

 

 

 

 

3,000,000

 

Albany County, WY, Pollution Control Revenue Bonds, (Series 1985), 2.55% TOBs (Union Pacific Railroad Co.)/ (Union Pacific Corp. GTD), Optional Tender 12/1/2004

 

BBB/NR

 

 

 

3,007,950

 

2,500,000

 

Lincoln County, WY, PCR Refunding Bonds, (Series 1991), 3.40% TOBs (Pacificorp), Mandatory Tender 6/1/2010

 

A/A3

 

 

 

2,484,525


 

 

 

TOTAL

 

 

 

 

 

5,492,475


 

 

 

TOTAL LONG-TERM MUNICIPALS (IDENTIFIED COST $251,035,300)

 

 

 

 

 

255,142,159


 

 

 

SHORT-TERM MUNICIPALS--8.4%

 

 

 

 

 

 

 

 

 

Arizona--0.9%

 

 

 

 

 

 

 

1,150,000

 

Prescott, AZ, IDA, (Series A) Weekly VRDNs (Prescott Convention Center, Inc.)/(Household Finance Corp. GTD)

 

A-1/NR

 

 

 

1,150,000

 

1,150,000

 

Prescott, AZ, IDA, (Series B) Weekly VRDNs (Prescott Convention Center, Inc.)/(Household Finance Corp. GTD)

 

A-1/NR

 

 

 

1,150,000


 

 

 

TOTAL

 

 

 

 

 

2,300,000


 

 

 

Illinois--0.4%

 

 

 

 

 

 

$

1,000,000

 

Chicago, IL, Gas Supply Revenue (Series 2000B), 1.15% CP (Peoples Gas Light & Coke Co.), Mandatory Tender 3/18/2004

 

NR

 

 

$

1,000,000


 

 

 

Indiana--3.9%

 

 

 

 

 

 

 

10,130,000

 

Indiana Health Facility Financing Authority, (Series 2000B) Daily VRDNs (Clarian Health Partners, Inc.)/ (JPMorgan Chase Bank LIQ)

 

A-1+/VMIG1

 

 

 

10,130,000


 

 

 

Massachusetts--1.2%

 

 

 

 

 

 

 

3,000,000

 

Commonwealth of Massachusetts, (Series 2000A) Daily VRDNs (Landesbank Baden-Wuerttemberg LIQ)

 

A-1+/VMIG1

 

 

 

3,000,000


 

 

 

New York--0.2%

 

 

 

 

 

 

 

600,000

 

Port Authority of New York and New Jersey, Adjustable Versatile Structure Obligation (Series 3) Daily VRDNs

 

A-1+/VMIG1

 

 

 

600,000


 

 

 

Pennsylvania--1.1%

 

 

 

 

 

 

 

300,000

 

Erie County, PA, Hospital Authority, (Series 1998B) Daily VRDNs (Hamot Health Foundation)/(AMBAC INS)/National City Bank, Pennsylvania LIQ)

 

NR/VMIG1

 

 

 

300,000

 

2,530,000

 

Lancaster County, PA, Hospital Authority, (Series 1996) Weekly VRDNs (Masonic Homes)

 

NR/VMIG2

 

 

 

2,530,000


 

 

 

TOTAL

 

 

 

 

 

2,830,000


 

 

 

Texas--0.7%

 

 

 

 

 

 

 

1,900,000

 

North Central Texas HFDC, (Series D) Daily VRDNs (Presbyterian Medical Center)/(MBIA Insurance Corp. INS)/(JPMorgan Chase Bank LIQ)

 

A-1+/VMIG1

 

 

 

1,900,000


 

 

 

TOTAL SHORT-TERM MUNICIPALS (AT AMORTIZED COST)

 

 

 

 

 

21,760,000


 

 

 

TOTAL INVESTMENTS--106.2%
(IDENTIFIED COST $272,795,300)4

 

 

 

 

 

276,902,159


 

 

 

OTHER ASSETS AND LIABILITIES - NET--(6.2)%

 

 

 

 

 

(16,129,111)


 

 

 

TOTAL NET ASSETS--100%

 

 

 

 

$

260,773,048


Securities that are subject to federal alternative minimum tax (AMT) represent 15.3% of the portfolio as calculated based upon total portfolio market value (unaudited).

1 Please refer to the Appendix of the Statement of Additional Information for an explanation of the credit ratings. Current credit ratings are unaudited.

2 Denotes a restricted security which is subject to restrictions on resale under federal securities laws. At November 30, 2003, these securities amounted to $3,431,614 which represents 1.3% of net assets. Included in these amounts are restricted securities which have been deemed liquid amounting to $3,042,570 and representing 1.2% of net assets.

3 Denotes a restricted security that has been deemed liquid by criteria approved by the Fund's Board of Directors.

4 The cost of investments for federal tax purposes amounts to $272,795,210.

Note: The categories of investments are shown as a percentage of total net assets at November 30, 2003.

The following acronyms are used throughout this portfolio:

AMBAC

--American Municipal Bond Assurance Corporation

COL

--Collateralized

CP

--Commercial Paper

EDA

--Economic Development Authority

EDFA

--Economic Development Financing Authority

FGIC

--Financial Guaranty Insurance Company

FHA

--Federal Housing Administration

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

IDRB(s)

--Industrial Development Revenue Bond(s)

INS

--Insured

LIQ

--Liquidity Agreement

LOC

--Letter of Credit

LT

--Limited Tax

PCR

--Pollution Control Revenue

PCFA

--Pollution Control Finance Authority

SAVRs

--Select Auction Variable Rates

SFM

--Single Family Mortgage

TOBs

--Tender Option Bonds

UT

--Unlimited Tax

VRDNs

--Variable Rate Demand Notes

See Notes which are an integral part of the Financial Statements

Statement of Assets and Liabilities

November 30, 2003

Assets:

    

 

 

    

 

 

 

Total investments in securities, at value (identified cost $272,795,300)

 

 

 

 

$

276,902,159

 

Cash

 

 

 

 

 

31,632

 

Income receivable

 

 

 

 

 

3,122,136

 

Receivable for investments sold

 

 

 

 

 

365,000

 

Receivable for shares sold

 

 

 

 

 

408,258

 


TOTAL ASSETS

 

 

 

 

 

280,829,185

 


Liabilities:

 

 

 

 

 

 

 

Payable for investments purchased

 

$

8,250,000

 

 

 

 

Payable for shares redeemed

 

 

11,552,694

 

 

 

 

Income distribution payable

 

 

114,563

 

 

 

 

Payable for transfer and dividend disbursing agent fees and expenses (Note 6)

 

 

8,119

 

 

 

 

Payable for portfolio accounting fees (Note 6)

 

 

7,292

 

 

 

 

Payable for distribution services fee (Note 6)

 

 

50,654

 

 

 

 

Payable for shareholder services fee (Note 6)

 

 

55,825

 

 

 

 

Accrued expenses

 

 

16,990

 

 

 

 


TOTAL LIABILITIES

 

 

 

 

 

20,056,137

 


Net assets for 26,328,974 shares outstanding

 

 

 

 

$

260,773,048

 


Net Assets Consist of:

 

 

 

 

 

 

 

Paid in capital

 

 

 

 

$

260,127,132

 

Net unrealized appreciation of investments

 

 

 

 

 

4,106,859

 

Accumulated net realized loss on investments

 

 

 

 

 

(3,497,023

)

Undistributed net investment income

 

 

 

 

 

36,080

 


TOTAL NET ASSETS

 

 

 

 

$

260,773,048

 


Net Asset Value, Offering Price and Redemption Proceeds Per Share

 

 

 

 

 

 

 

Class A Shares:

 

 

 

 

 

 

 

Net asset value per share ($235,512,066 ÷ 23,778,553 shares outstanding)

 

 

 

 

 

$ 9.90

 


Offering price per share (100/99.00 of $9.90)1

 

 

 

 

 

$10.00

 


Redemption proceeds per share

 

 

 

 

 

$ 9.90

 


Class F Shares:

 

 

 

 

 

 

 

Net asset value per share ($25,260,982 ÷ 2,550,421 shares outstanding)

 

 

 

 

 

$ 9.90

 


Offering price per share

 

 

 

 

 

$ 9.90

 


Redemption proceeds per share (99.00/100 of $9.90)1

 

 

 

 

 

$ 9.80

 


1 See "What Do Shares Cost?" in the Prospectus.

See Notes which are an integral part of the Financial Statements

Statement of Operations

Year Ended November 30, 2003

Investment Income:

    

 

 

 

    

 

 

 

    

 

 

 

Interest

 

 

 

 

 

 

 

 

 

$

8,211,555

 


Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

Investment adviser fee (Note 6)

 

 

 

 

 

$

1,043,372

 

 

 

 

 

Administrative personnel and services fee (Note 6)

 

 

 

 

 

 

197,203

 

 

 

 

 

Custodian fees

 

 

 

 

 

 

12,093

 

 

 

 

 

Transfer and dividend disbursing agent fees and expenses (Note 6)

 

 

 

 

 

 

65,613

 

 

 

 

 

Directors'/Trustees' fees

 

 

 

 

 

 

4,287

 

 

 

 

 

Auditing fees

 

 

 

 

 

 

15,478

 

 

 

 

 

Legal fees

 

 

 

 

 

 

5,876

 

 

 

 

 

Portfolio accounting fees (Note 6)

 

 

 

 

 

 

100,393

 

 

 

 

 

Distribution services fee--Class A Shares (Note 6)

 

 

 

 

 

 

602,189

 

 

 

 

 

Distribution services fee--Class F Shares (Note 6)

 

 

 

 

 

 

29,951

 

 

 

 

 

Shareholder services fee--Class A Shares (Note 6)

 

 

 

 

 

 

602,189

 

 

 

 

 

Shareholder services fee--Class F Shares (Note 6)

 

 

 

 

 

 

49,918

 

 

 

 

 

Share registration costs

 

 

 

 

 

 

62,889

 

 

 

 

 

Printing and postage

 

 

 

 

 

 

34,882

 

 

 

 

 

Insurance premiums

 

 

 

 

 

 

2,096

 

 

 

 

 

Taxes

 

 

 

 

 

 

19,677

 

 

 

 

 

Miscellaneous

 

 

 

 

 

 

1,458

 

 

 

 

 


TOTAL EXPENSES

 

 

 

 

 

 

2,849,564

 

 

 

 

 


Waivers (Note 6):

 

 

 

 

 

 

 

 

 

 

 

 

Waiver of investment adviser fee

 

$

(283,670

)

 

 

 

 

 

 

 

 

Waiver of administrative personnel and services fee

 

 

(826

)

 

 

 

 

 

 

 

 

Waiver of transfer and dividend disbursing agent fees and expenses

 

 

(2,984

)

 

 

 

 

 

 

 

 

Waiver of distribution services fee--Class F Shares

 

 

(29,951

)

 

 

 

 

 

 

 

 


TOTAL WAIVERS

 

 

 

 

 

 

(317,431

)

 

 

 

 


Net expenses

 

 

 

 

 

 

 

 

 

 

2,532,133

 


Net investment income

 

 

 

 

 

 

 

 

 

 

5,679,422

 


Realized and Unrealized Gain (Loss) on Investments:

 

 

 

 

 

 

 

 

 

 

 

 

Net realized loss on investments

 

 

 

 

 

 

 

 

 

 

(11,542

)

Net change in unrealized appreciation of investments

 

 

 

 

 

 

 

 

 

 

1,912,994

 


Net realized and unrealized gain on investments

 

 

 

 

 

 

 

 

 

 

1,901,452

 


Change in net assets resulting from operations

 

 

 

 

 

 

 

 

 

$

7,580,874

 


See Notes which are an integral part of the Financial Statements

Statement of Changes in Net Assets

Year Ended November 30

   

   

2003

   

    

   

2002

   

Increase (Decrease) in Net Assets

 

 

 

 

 

 

 

 

Operations:

 

 

 

 

 

 

 

 

Net investment income

 

$

5,679,422

 

 

$

4,840,351

 

Net realized loss on investments

 

 

(11,542

)

 

 

(380,132

)

Net change in unrealized appreciation/depreciation of investments

 

 

1,912,994

 

 

 

1,577,896

 


CHANGE IN NET ASSETS RESULTING FROM OPERATIONS

 

 

7,580,874

 

 

 

6,038,115

 


Distributions to Shareholders:

 

 

 

 

 

 

 

 

Distributions from net investment income

 

 

 

 

 

 

 

 

Class A Shares

 

 

(5,234,488

)

 

 

(4,322,564

)

Class F Shares

 

 

(481,091

)

 

 

(525,346

)


CHANGE IN NET ASSETS RESULTING FROM DISTRIBUTIONS TO SHAREHOLDERS

 

 

(5,715,579

)

 

 

(4,847,910

)


Share Transactions:

 

 

 

 

 

 

 

 

Proceeds from sale of shares

 

 

208,730,715

 

 

 

257,745,916

 

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

 

 

4,102,997

 

 

 

3,305,946

 

Cost of shares redeemed

 

 

(196,913,797

)

 

 

(187,122,627

)


CHANGE IN NET ASSETS RESULTING FROM SHARE TRANSACTIONS

 

 

15,919,915

 

 

 

73,929,235

 


Change in net assets

 

 

17,785,210

 

 

 

75,119,440

 


Net Assets:

 

 

 

 

 

 

 

 

Beginning of period

 

 

242,987,838

 

 

 

167,868,398

 


End of period (including undistributed net investment income of $36,080 and $72,268, respectively)

 

$

260,773,048

 

 

$

242,987,838

 


See Notes which are an integral part of the Financial Statements

Notes to Financial Statements

NOVEMBER 30, 2003

1. ORGANIZATION

Federated Fixed Income Securities, Inc. (the "Corporation") is registered under the Investment Company Act of 1940, as amended (the "Act"), as an open-end, management investment company. The Corporation consists of four portfolios. The financial statements included herein are only those of Federated Limited Term Municipal Fund (the "Fund"), a diversified portfolio. The financial statements of the other portfolios are presented separately. The assets of each portfolio are segregated and a shareholder's interest is limited to the portfolio in which shares are held. The Fund offers two classes of shares: Class A and Class F Shares. The investment objective of the Fund is to provide a high level of current income which is exempt from federal regular income tax consistent with the preservation of principal.

2. SIGNIFICANT ACCOUNTING POLICIES

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

Investment Valuation

Municipal bonds are valued by an independent pricing service, taking into consideration yield, liquidity, risk, credit quality, coupon, maturity, type of issue, and any other factors or market data the pricing service deems relevant. Short-term securities are valued at the prices provided by an independent pricing service. However, short-term securities with remaining maturities of 60 days or less at the time of purchase may be valued at amortized cost, which approximates fair market value. Securities for which no quotations are readily available are valued at fair value as determined in good faith using methods approved by the Board of Directors (the "Directors").

Investment Income, Expenses and Distributions

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

Premium and Discount Amortization

All premiums and discounts on fixed income securities are amortized/accreted for financial statement purposes.

Federal Taxes

It is the Fund's policy to comply with the Subchapter M provision of the Internal Revenue Code (the "Code") and to distribute to shareholders each year substantially all of its income. Accordingly, no provision for federal tax is necessary.

Other Taxes

As an open-end management investment company incorporated in the state of Maryland but domiciled in Pennsylvania, the Fund is subject to the Pennsylvania Franchise Tax. This franchise tax is assessed annually on the value of the Fund, as represented by average net assets for the tax year.

When-Issued and Delayed Delivery Transactions

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

Restricted Securities

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

Additional information on each restricted illiquid security held at November 30, 2003 is as follows:

Security

   

Acquisition
Date

    

Acquisition
Cost

Energy America, NE, Gas Supply Revenue Bonds, (Series 1998B), 5.10% (Nebraska Public Gas Agency), 10/15/2005

 

5/18/1998

 

$400,601

Use of Estimates

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

Other

Investment transactions are accounted for on a trade date basis.

3. CHANGE IN ACCOUNTING POLICY

Effective December 1, 2001, the Fund adopted the provisions of the revised AICPA Audit and Accounting Guide for Investment Companies (the "Guide"). For financial statement purposes, the revised Guide requires the Fund to amortize premium and discount on all fixed income securities as part of investment income.

Upon initial adoption, the Fund adjusted its cost of fixed income securities by the cumulative amount of amortization that would have been recognized had amortization been in effect from the purchase date of each holding with a corresponding reclassification between unrealized appreciation/depreciation on investments and undistributed net investment income. Adoption of these accounting principles does not affect the Fund's net asset value or distributions but changes the classification of certain amounts between investment income and realized and unrealized gain/loss on the Statement of Operations. The cumulative effect to the Fund resulting from the adoption of premium and discount amortization as part of investment income on the financial statements is as follows:

   

   

As of 12/1/2001

 

   

   

For the Year Ended
11/30/2002

   

   

Cost of Investments

   

Undistributed
Net Investment
Income

   

Net
Investment
Income

   

Net Unrealized
Appreciation
(Depreciation)

   

Net
Realized
Gain (Loss)

Increase
(Decrease)

 

$1,032

 

$1,032

 

$173

 

$855

 

$(1,028)

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

4. CAPITAL STOCK

At November 30, 2003, par value shares ($0.001 per share) authorized were as follows:

Share Class

   

Shares of Par Value
Capital Stock Authorized

Class A Shares

 

1,000,000,000

Class F Shares

 

1,000,000,000

TOTAL

 

2,000,000,000

Transactions in capital stock were as follows:

Year Ended November 30

    

2003

 

2002

Class A Shares:

 

Shares

   

   

   

Amount

   

   

Shares

   

    

 

Amount

   

Shares sold

 

19,924,890

 

 

$

197,549,833

 

 

25,172,187

 

 

$

246,646,176

 

Shares issued to shareholders in payment of distributions declared

 

387,875

 

 

 

3,844,790

 

 

311,338

 

 

 

3,050,635

 

Shares redeemed

 

(19,492,905

)

 

 

(193,178,757

)

 

(17,813,144

)

 

 

(174,063,397

)


NET CHANGE RESULTING FROM CLASS A SHARE TRANSACTIONS

 

819,860

 

 

$

8,215,866

 

 

7,670,381

 

 

$

75,633,414

 


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Year Ended November 30

 

2003

 

2002

Class F Shares:

 

Shares

   

 

   

Amount

   

 

Shares

   

 

   

Amount

   

Shares sold

 

1,128,489

 

 

$

11,180,882

 

 

1,132,541

 

 

$

11,099,740

 

Shares issued to shareholders in payment of distributions declared

 

26,049

 

 

 

258,207

 

 

26,061

 

 

 

255,311

 

Shares redeemed

 

(376,702

)

 

 

(3,735,040

)

 

(1,331,893

)

 

 

(13,059,230

)


NET CHANGE RESULTING FROM CLASS F SHARE TRANSACTIONS

 

777,836

 

 

$

7,704,049

 

 

(173,291

)

 

$

(1,704,179

)


NET CHANGE RESULTING FROM SHARE TRANSACTIONS

 

1,597,696

 

 

$

15,919,915

 

 

7,497,090

 

 

$

73,929,235

 


 

5. FEDERAL TAX INFORMATION

The timing and character of income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP. These differences are due to differing treatments for expired capital loss carryforwards.

For the year ended November 30, 2003, permanent differences identified and reclassified among the components of net assets were as follows:

Increase (Decrease)

Paid-In Capital

   

Undistributed Net
Investment Income

    

Accumulated Net
Realized Loss

$(439,009)

 

$(31)

 

$439,040

Net investment income, net realized gains (losses), as disclosed on the Statement of Operations, and net assets were not affected by this reclassification.

The tax character of distributions as reported on the Statement of Changes in Net Assets for the years ended November 30, 2003 and 2002 was as follows:

   

   

2003

   

2002

Tax-exempt income

 

$5,715,579

 

$4,847,910

As of November 30, 2003, the components of distributable earnings on a tax basis were as follows:

Undistributed ordinary income

   

$

150,644

Unrealized appreciation

 

$

4,106,949

Capital loss carryforward

 

$

3,497,116

The difference between book-basis and tax-basis unrealized appreciation/depreciation is attributable to differing treatments for discount accretion/premium amortization of debt securities.

At November 30, 2003, the cost of investments for federal tax purposes was $272,795,210. The net unrealized appreciation of investments for federal tax purposes was $4,106,949. This consists of net unrealized appreciation from investments for those securities having an excess of value over cost of $238,867,249 and net unrealized depreciation from investments for those securities having an excess of cost over value of $234,760,300.

At November 30, 2003, the Fund had a capital loss carryforward of $3,497,116, which will reduce the Fund's taxable income arising from future net realized gain on investments, if any, to the extent permitted by the Code and thus will reduce the amount of distributions to shareholders which would otherwise be necessary to relieve the Fund of any liability for federal tax. Pursuant to the Code, such capital loss carryforward will expire as follows:

Expiration Year

 

Expiration
Amount

2007

 

    

 

$

2,004,917

2008

    

 

 

$

938,717

2009

 

 

 

$

162,953

2010

 

 

 

$

379,104

2011

 

 

 

$

11,425

6. INVESTMENT ADVISER FEE AND OTHER TRANSACTIONS WITH AFFILIATES

Investment Adviser Fee

Federated Investment Management Company, the Fund's investment adviser (the "Adviser"), receives for its services an annual investment adviser fee equal to 0.40% of the Fund's average daily net assets. The Adviser may voluntarily choose to waive any portion of its fee. The Adviser can modify or terminate this voluntary waiver at any time at its sole discretion.

Administrative Fee

Federated Administrative Services ("FAS"), under the Administrative Services Agreement ("Agreement"), provides the Fund with administrative personnel and services. The fee paid to FAS is based on the average aggregate daily net assets of all Federated funds as specified below:

Maximum Administrative Fee

    

Average Aggregate Daily Net
Assets of the Federated Funds

0.150%

 

on the first $5 billion

0.125%

 

on the next $5 billion

0.100%

 

on the next $10 billion

0.075%

 

on assets in excess of $20 billion

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.

FAS may voluntarily choose to waive any portion of its fee. FAS can modify or terminate this voluntary waiver at any time at its sole discretion.

Prior to November 1, 2003, Federated Services Company ("FServ") provided the Fund with administrative personnel and services. The fee paid to FServ was based on the average aggregate daily net assets of all Federated funds as specified below:

Maximum Administrative Fee

    

Average Aggregate Daily Net
Assets of the Federated Funds

0.150%

 

on the first $250 million

0.125%

 

on the next $250 million

0.100%

 

on the next $250 million

0.075%

 

on assets in excess of $750 million

The administrative fee received during any fiscal year was at least $125,000 per portfolio and $30,000 per each additional class of Shares.

For the year ended November 30, 2003, the fees paid to FAS and FServ were $17,015 and $179,362, respectively, after voluntary waiver, if applicable.

Distribution Services Fee

The Fund has adopted a Distribution Plan (the "Plan") pursuant to Rule 12b-1 under the Act. Under the terms of the Plan, the Fund will compensate Federated Securities Corp., ("FSC"), the principal distributor, from the net assets of the Fund to finance activities intended to result in the sale of the Fund's Class A and Class F Shares. The Plan provides that the Fund may incur distribution expenses according to the following schedule annually, to compensate FSC.

Share Class

    

Percentage of Average Daily
Net Assets of Class

Class A Shares

 

0.25%

Class F Shares

 

0.15%

FSC may voluntarily choose to waive any portion of its fee. FSC can modify or terminate this voluntary waiver at any time at its sole discretion.

Sales Charges

For the fiscal year ended November 30, 2003, FSC retained $14,822 in sales charges from the sale of Class A Shares. FSC also retained $53,243 of contingent deferred sales charges relating to redemptions of Class A Shares and $14,045 relating to redemptions of Class F Shares. See "What Do Shares Cost?" in the Prospectus.

Shareholder Services Fee

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

Transfer and Dividend Disbursing Agent Fees and Expenses

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

Portfolio Accounting Fees

FServ maintains the Fund's accounting records for which it receives a fee. The fee is based on the level of the Fund's average daily net assets for the period, plus out-of-pocket expenses. FServ may voluntarily choose to waive any portion of its fee. FServ can modify or terminate this voluntary waiver at any time at its sole discretion.

Interfund Transactions

During the year ended November 30, 2003, the Fund engaged in purchase and sale transactions with funds that have a common investment adviser (or affiliated investment advisers), common Directors/Trustees, and/or common Officers. These purchase and sales transactions complied with Rule 17a-7 under the Act and amounted to $195,710,000 and $176,616,260, respectively.

General

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

7. INVESTMENT TRANSACTIONS

Purchases and sales of investments, excluding long-term U.S. government securities and short-term obligations (and in-kind contributions), for the year ended November 30, 2003, were as follows:

Purchases

    

$86,546,682

Sales

 

$59,557,524

8. LEGAL PROCEEDINGS

In October, 2003, Federated Investors, Inc. and various subsidiaries thereof (collectively, "Federated"), along with various investment companies sponsored by Federated ("Funds") were named as defendants in several class action lawsuits filed in the United States District Court for the Western District of Pennsylvania seeking damages of unspecified amounts. 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. The Board of the Funds has retained the law firm of Dickstein Shapiro Morin & Oshinsky LLP to represent the Funds in these lawsuits. Federated and the Funds, and their respective counsel, are reviewing the allegations and will respond appropriately. Additional lawsuits based upon similar allegations may be filed in the future. Although Federated does not believe that these lawsuits will have a material adverse effect on the Funds, there can be no assurance that these suits, the ongoing adverse publicity and/or other developments resulting from related regulatory investigations will not result in increased Fund redemptions, reduced sales of Fund shares, or other adverse consequences for the Funds.

9. FEDERAL TAX INFORMATION (UNAUDITED)

For the year ended November 30, 2003, the Fund did not designate any long-term capital gain dividends.

At November 30, 2003, 100% of the distributions from net investment income is exempt from federal income tax, other than Federal AMT.

Independent Auditors' Report

TO THE BOARD OF DIRECTORS OF FEDERATED FIXED INCOME SECURITIES, INC. AND SHAREHOLDERS OF FEDERATED LIMITED TERM MUNICIPAL FUND:

We have audited the accompanying statement of assets and liabilities, including the portfolio of investments, of Federated Limited Term Municipal Fund (the "Fund") (a portfolio of Federated Fixed Income Securities, Inc.) as of November 30, 2003, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audits to provide reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of the securities owned at November 30, 2003, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe our audits provide a reasonable basis for our opinion.

In our opinion, such financial statements and financial highlights, referred to above, present fairly, in all material respects, the financial position of Federated Limited Term Municipal Fund as of November 30, 2003, the results of its operations, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended in conformity with accounting principles generally accepted in the United States of America.

/s/   DELOITTE & TOUCHE LLP

Boston, Massachusetts
January 23, 2004

Board Of Directors And Corporation Officers

The Board is responsible for managing the Corporation's business affairs and for exercising all the Corporation's powers except those reserved for the shareholders. The following tables give information about each Board member and the senior officers of the Fund. Where required, the tables separately list Board members who are "interested persons" of the Fund (i.e., "Interested" Board members) and those who are not (i.e., "Independent" Board members). Unless otherwise noted, the address of each person listed is Federated Investors Tower, 1001 Liberty Avenue, Pittsburgh, PA. The Corporation comprises four portfolios and the Federated Fund Complex consists of 44 investment companies (comprising 138 portfolios). Unless otherwise noted, each Officer is elected annually. Unless otherwise noted, each Board member oversees all portfolios in the Federated Fund Complex; serves for an indefinite term; and also serves as a Board member of the following investment company complexes: Banknorth Funds--four portfolios; Golden Oak® Family of Funds--seven portfolios; and WesMark Funds--five portfolios. The Fund's Statement of Additional Information includes additional information about Corporation Directors and is available, without charge and upon request, by calling 1-800-341-7400.

INTERESTED DIRECTORS BACKGROUND


Name
Birth Date
Positions Held with Fund
Date Service Began

    

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


John F. Donahue*
Birth Date: July 28, 1924
DIRECTOR AND CHAIRMAN
Began serving: October 1991

 

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

Previous Positions:
Trustee, Federated Investment Management Company and Chairman and Director, Federated Investment Counseling.


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

 

Principal Occupations: Principal Executive Officer and President of the Federated Fund Complex; Director or Trustee of some of the Funds in the Federated Fund Complex; President, Chief Executive Officer and Director, Federated Investors, Inc.; Chairman and Trustee, Federated Investment Management Company; Federated Equity Management Company of Pennsylvania; Trustee, Federated Investment Counseling; Chairman and Director, Federated Global Investment Management Corp.; Chairman, Passport Research, Ltd. and Passport Research II, Ltd.; Trustee, Federated Shareholder Services Company; Director, Federated Services Company.

Previous Positions: President, Federated Investment Counseling; President and Chief Executive Officer, Federated Investment Management Company, Federated Global Investment Management Corp. and Passport Research, Ltd.


Lawrence D. Ellis, M.D.*
Birth Date: October 11, 1932
3471 Fifth Avenue
Suite 1111
Pittsburgh, PA
DIRECTOR
Began serving: October 1991

 

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

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

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


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

INDEPENDENT DIRECTORS BACKGROUND


Name
Birth Date
Positions Held with Fund
Date Service Began

    

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


Thomas G. Bigley
Birth Date: February 3, 1934
15 Old Timber Trail
Pittsburgh, PA
DIRECTOR
Began serving: November 1994

 

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

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

Previous Position: Senior Partner, Ernst & Young LLP.


John T. Conroy, Jr.
Birth Date: June 23, 1937
Grubb & Ellis/Investment
Properties Corporation
3838 North Tamiami Trail
Suite 402
Naples, FL
DIRECTOR
Began serving: October 1991

 

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

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


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

 

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

Other Directorships Held: Director and Member of the Audit Committee, Michael Baker Corporation (engineering and energy services worldwide).

Previous Position: Partner, Andersen Worldwide SC.


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

 

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

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

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


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

 

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


Other Directorships Held: Board of Overseers, Babson College.

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


Charles F. Mansfield, Jr.
Birth Date: April 10, 1945
80 South Road
Westhampton Beach, NY
DIRECTOR
Began serving: January 1999

 

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

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


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

 

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

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

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


Marjorie P. Smuts
Birth Date: June 21, 1935
4905 Bayard Street
Pittsburgh, PA
DIRECTOR
Began serving: October 1991

 

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

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


John S. Walsh
Birth Date: November 28, 1957
2604 William Drive
Valparaiso, IN
DIRECTOR
Began serving: January 1999

 

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

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


OFFICERS


Name
Birth Date
Positions Held
with Corporation

   

Principal Occupation(s) and Previous Position(s)


John W. McGonigle
Birth Date: October 26, 1938
EXECUTIVE VICE PRESIDENT
AND SECRETARY
Began serving: November 1991

 

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


Richard J. Thomas
Birth Date: June 17, 1954
TREASURER
Began serving: November 1998

 

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


Richard B. Fisher
Birth Date: May 17, 1923
VICE CHAIRMAN
Began serving: August 2002

 

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

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


William D. Dawson III
Birth Date: March 3, 1949
CHIEF INVESTMENT OFFICER
Began serving: November 1998

 

Principal Occupations: Chief Investment Officer of this Fund and various other Funds in the Federated Fund Complex; Executive Vice President, Federated Investment Counseling, Federated Global Investment Management Corp., Federated Investment Management Company and Passport Research, Ltd. and Passport Research II, Ltd.


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


Joseph M. Balestrino
Birth Date: November 3, 1954
VICE PRESIDENT
Began serving: November 1998

 

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


Jeff A. Kozemchak
Birth Date:
January 15, 1960
VICE PRESIDENT
Began serving: November 1998

 

Jeff A. Kozemchak is Vice President of the Corporation. Mr. Kozemchak joined Federated in 1987 and has been a Senior Portfolio Manager since 1996 and a Senior Vice President of the Fund's Adviser since 1999. He was a Portfolio Manager until 1996 and a Vice President of the Fund's Adviser from 1993 to 1998. Mr. Kozemchak is a Chartered Financial Analyst and received his M.S. in Industrial Administration from Carnegie Mellon University in 1987.


Mutual funds are not bank deposits or obligations, are not guaranteed by any bank, and are not insured or guaranteed by the U.S. government, the Federal Deposit Insurance Corporation, the Federal Reserve Board or any other government agency. Investment in mutual funds involves investment risk, including the possible loss of principal.

This report is authorized for distribution to prospective investors only when preceded or accompanied by the fund's prospectus, which contains facts concerning its objective and policies, management fees, expenses and other information.

VOTING PROXIES ON FUND PORTFOLIO SECURITIES

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to securities held in the Fund's portfolio is available, without charge and upon request, by calling 1-800-341-7400. This information is also available from the EDGAR database on the SEC's Internet site at http://www.sec.gov.

[Logo of Federated Investors]

Federated Limited Term Municipal Fund
Federated Investors Funds
5800 Corporate Drive
Pittsburgh, PA 15237-7000
www.federatedinvestors.com

Contact us at 1-800-341-7400 or
www.federatedinvestors.com/contact

Federated Securities Corp., Distributor

Cusip 31417P304
Cusip 31417P403

G00278-02(1/04)

Federated is a registered mark of Federated Investors, Inc.
2004 © Federated Investors, Inc.

Federated Investors
World-Class Investment Manager

Federated Strategic Income Fund

Established 1994

A Portfolio of Federated Fixed Income Securities, Inc.

9TH ANNUAL SHAREHOLDER REPORT

November 30, 2003

Class A Shares
Class B Shares
Class C Shares
Class F Shares

FINANCIAL HIGHLIGHTS

MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE

FINANCIAL STATEMENTS

INDEPENDENT AUDITORS' REPORT

BOARD OF DIRECTORS AND CORPORATION OFFICERS

VOTING PROXIES ON FUND PORTFOLIO SECURITIES

Financial Highlights--Class A Shares

(For a Share Outstanding Throughout Each Period)

Year Ended November 30

  

2003

   

  

2002

   

  

2001

   

  

2000

   

  

1999

   

Net Asset Value, Beginning of Period

   

$7.57

   

   

$8.00

   

   

$8.10

   

   

$9.19

   

   

$9.79

   

Income From Investment Operations:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

Net investment income

   

0.615

   

   

0.69

1,2

   

0.81

   

   

0.84

   

   

0.87

   

Net realized and unrealized gain (loss) on investments and foreign currency transactions

   

1.015

   

   

(0.42

)1

   

(0.12

)

   

(1.12

)

   

(0.65

)


TOTAL FROM INVESTMENT OPERATIONS

   

1.630

   

   

0.27

   

   

0.69

   

   

(0.28

)

   

0.22

   


Less Distributions:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

Distributions from net investment income

   

(0.629

)

   

(0.70

)

   

(0.76

)

   

(0.81

)

   

(0.82

)

Distributions from paid in capital3

   

(0.001

)

   

--

   

   

(0.03

)

   

--

   

   

--

   


TOTAL DISTRIBUTIONS

   

(0.630

)

   

(0.70

)

   

(0.79

)

   

(0.81

)

   

(0.82

)


Net Asset Value, End of Period

   

$8.57

   

   

$7.57

   

   

$8.00

   

   

$8.10

   

   

$9.19

   


Total Return4

   

22.29

%

   

3.48

%

   

8.77

%

   

(3.37

)%

   

2.30

%


   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

Ratios to Average Net Assets:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   


Expenses

   

1.27

%

   

1.26

%

   

1.23

%

   

1.19

%

   

1.16

%


Net investment income

   

7.14

%

   

8.83

%1

   

9.93

%

   

9.44

%

   

8.93

%


Expense waiver/reimbursement5

   

0.06

%

   

0.07

%

   

0.13

%

   

0.19

%

   

0.21

%


Supplemental Data:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   


Net assets, end of period (000 omitted)

   

$279,461

   

$167,387

   

$138,295

   

$127,397

   

$148,365

   


Portfolio turnover

   

38

%

   

50

%

   

58

%

   

60

%

   

51

%


1 Effective December 1, 2001, the Fund adopted the provisions of the American Institute of Certified Public Accountants (AICPA) Audit and Accounting Guide for Investment Companies and began accreting discount/amortizing premium on long-term debt securities. The effect of this change for the year ended November 30, 2002 was to decrease net investment income per share by $0.03, increase net realized and unrealized gain/loss per share by $0.03, and decrease the ratio of net investment income to average net assets from 9.31% to 8.83%. Per share, ratios and supplemental data for periods prior to November 30, 2002 have not been restated to reflect this change in presentation.

2 Based on average shares outstanding.

3 Represents a return of capital for federal income tax purposes.

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

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

See Notes which are an integral part of the Financial Statements

Financial Highlights--Class B Shares

(For a Share Outstanding Throughout Each Period)

Year Ended November 30

  

2003

   

  

2002

   

  

2001

   

  

2000

   

  

1999

   

Net Asset Value, Beginning of Period

   

$7.57

   

   

$8.00

   

   

$8.10

   

   

$9.19

   

   

$9.79

   

Income From Investment Operations:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

Net investment income

   

0.562

   

   

0.63

1,2

   

0.76

   

   

0.77

   

   

0.80

   

Net realized and unrealized gain (loss) on investments and foreign currency transactions

   

1.008

   

   

(0.42

)1

   

(0.13

)

   

(1.12

)

   

(0.65

)


TOTAL FROM INVESTMENT OPERATIONS

   

1.570

   

   

0.21

   

   

0.63

   

   

(0.35

)

   

0.15

   


Less Distributions:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

Distributions from net investment income

   

(0.569

)

   

(0.64

)

   

(0.71

)

   

(0.74

)

   

(0.75

)

Distributions from paid in capital3

   

(0.001

)

   

--

   

   

(0.02

)

   

--

   

   

--

   


TOTAL DISTRIBUTIONS

   

(0.570

)

   

(0.64

)

   

(0.73

)

   

(0.74

)

   

(0.75

)


Net Asset Value, End of Period

   

$8.57

   

   

$7.57

   

   

$8.00

   

   

$8.10

   

   

$9.19

   


Total Return4

   

21.40

%

   

2.70

%

   

7.97

%

   

(4.10

)%

   

1.54

%


   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

Ratios to Average Net Assets:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   


Expenses

   

2.02

%

   

2.01

%

   

1.98

%

   

1.94

%

   

1.91

%


Net investment income

   

6.42

%

   

8.08

%1

   

9.18

%

   

8.70

%

   

8.18

%


Expense waiver/reimbursement5

   

0.06

%

   

0.07

%

   

0.13

%

   

0.19

%

   

0.21

%


Supplemental Data:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   


Net assets, end of period (000 omitted)

   

$669,571

   

$550,731

   

$592,565

   

$581,077

   

$733,507

   


Portfolio turnover

   

38

%

   

50

%

   

58

%

   

60

%

   

51

%


1 Effective December 1, 2001, the Fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies and began accreting discount/amortizing premium on long-term debt securities. The effect of this change for the year ended November 30, 2002 was to decrease net investment income per share by $0.04, increase net realized and unrealized gain/loss per share by $0.04, and decrease the ratio of net investment income to average net assets from 8.55% to 8.08%. Per share, ratios and supplemental data for periods prior to November 30, 2002 have not been restated to reflect this change in presentation.

2 Based on average shares outstanding.

3 Represents a return of capital for federal income tax purposes.

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

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

See Notes which are an integral part of the Financial Statements

Financial Highlights--Class C Shares

(For a Share Outstanding Throughout Each Period)

Year Ended November 30

  

2003

   

  

2002

   

  

2001

   

  

2000

   

  

1999

   

Net Asset Value, Beginning of Period

   

$7.57

   

   

$8.00

   

   

$8.10

   

   

$9.19

   

   

$9.79

   

Income From Investment Operations:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

Net investment income

   

0.550

   

   

0.63

1,2

   

0.76

   

   

0.77

   

   

0.80

   

Net realized and unrealized gain (loss) on investments and foreign currency transactions

   

1.018

   

   

(0.42

)1

   

(0.13

)

   

(1.12

)

   

(0.65

)


TOTAL FROM INVESTMENT OPERATIONS

   

1.568

   

   

0.21

   

   

0.63

   

   

(0.35

)

   

0.15

   


Less Distributions:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

Distributions from net investment income

   

(0.567

)

   

(0.64

)

   

(0.71

)

   

(0.74

)

   

(0.75

)

Distributions from paid in capital3

   

(0.001

)

   

--

   

   

(0.02

)

   

--

   

   

--

   


TOTAL DISTRIBUTIONS

   

(0.568

)

   

(0.64

)

   

(0.73

)

   

(0.74

)

   

(0.75

)


Net Asset Value, End of Period

   

$8.57

   

   

$7.57

   

   

$8.00

   

   

$8.10

   

   

$9.19

   


Total Return4

   

21.37

%

   

2.70

%

   

7.97

%

   

(4.10

)%

   

1.54

%


 

 

   

   

 

   

   

 

   

   

 

 

 

 

 

 

Ratios to Average Net Assets

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   


Expenses

   

2.02

%

   

2.01

%

   

1.98

%

   

1.94

%

   

1.91

%


Net investment income

   

6.42

%

   

8.08

%1

   

9.18

%

   

8.66

%

   

8.18

%


Expense waiver/reimbursement5

   

0.06

%

   

0.07

%

   

0.13

%

   

0.19

%

   

0.21

%


Supplemental Data

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   


Net assets, end of period (000 omitted)

   

$87,344

   

$52,300

   

$52,146

   

$52,697

   

$70,531

   


Portfolio turnover

   

38

%

   

50

%

   

58

%

   

60

%

   

51

%


1 Effective December 1, 2001, the Fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies and began accreting discount/amortizing premium on long-term debt securities. The effect of this change for the year ended November 30, 2002 was to decrease net investment income per share by $0.04, increase net realized and unrealized gain/loss per share by $0.04, and decrease the ratio of net investment income to average net assets from 8.56% to 8.08%. Per share, ratios and supplemental data for periods prior to November 30, 2002 have not been restated to reflect this change in presentation.

2 Based on average shares outstanding.

3 Represents a return of capital for federal income tax purposes.

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

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

See Notes which are an integral part of the Financial Statements

Financial Highlights--Class F Shares

(For a Share Outstanding Throughout Each Period)

Year Ended November 30

  

2003

   

  

2002

   

  

2001

   

  

2000

   

  

1999

   

Net Asset Value, Beginning of Period

   

$7.55

   

   

$7.99

   

   

$8.09

   

   

$9.18

   

   

$9.79

   

Income From Investment Operations:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

Net investment income

   

0.613

   

   

0.69

1,2

   

0.82

   

   

0.84

   

   

0.87

   

Net realized and unrealized gain (loss) on investments and foreign currency transactions

   

1.017

   

   

(0.43

)1

   

(0.13

)

   

(1.12

)

   

(0.66

)


TOTAL FROM INVESTMENT OPERATIONS

   

1.630

   

   

0.26

   

   

0.69

   

   

(0.28

)

   

0.21

   


Less Distributions:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

Distributions from net investment income

   

(0.629

)

   

(0.70

)

   

(0.76

)

   

(0.81

)

   

(0.82

)

Distributions from paid in capital3

   

(0.001

)

   

--

   

   

(0.03

)

   

--

   

   

--

   


TOTAL DISTRIBUTIONS

   

(0.630

)

   

(0.70

)

   

(0.79

)

   

(0.81

)

   

(0.82

)


Net Asset Value, End of Period

   

$8.55

   

   

$7.55

   

   

$7.99

   

   

$8.09

   

   

$9.18

   


Total Return4

   

22.35

%

   

3.36

%

   

8.78

%

   

(3.38

)%

   

2.20

%


 

 

   

   

 

   

   

 

   

   

 

 

 

 

 

 

Ratios to Average Net Assets:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   


Expenses

   

1.27

%

   

1.26

%

   

1.23

%

   

1.19

%

   

1.16

%


Net investment income

   

7.17

%

   

8.83

%1

   

9.93

%

   

9.42

%

   

8.92

%


Expense waiver/reimbursement5

   

0.56

%

   

0.57

%

   

0.63

%

   

0.69

%

   

0.71

%


Supplemental Data:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   


Net assets, end of period (000 omitted)

   

$23,423

   

$20,569

   

$24,885

   

$27,560

   

$34,034

   


Portfolio turnover

   

38

%

   

50

%

   

58

%

   

60

%

   

51

%


1 Effective December 1, 2001, the Fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies and began accreting discount/amortizing premium on long-term debt securities. The effect of this change for the year ended November 30, 2002 was to decrease net investment income per share by $0.03, increase net realized and unrealized gain/loss per share by $0.03, and decrease the ratio of net investment income to average net assets from 9.30% to 8.83%. Per share, ratios and supplemental data for periods prior to November 30, 2002 have not been restated to reflect this change in presentation.

2 Based on average shares outstanding.

3 Represents a return of capital for federal income tax purposes.

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

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

See Notes which are an integral part of the Financial Statements

Management's Discussion of Fund Performance

The past fiscal year was very positive for fund shareholders on both an absolute and relative basis. Class A Shares posted a total return for the 12-month reporting period ended November 30, 2003 of 22.29% based on net asset value. Income generated by the fund contributed to the total return. The fund's Class B, C and F shares had total returns of 21.40%, 21.37% and 22.35%, respectively, based on net asset value.1 The fund significantly outperformed the 15.88% return of its peers in the Lipper Multi-Sector Funds Category.2

At the beginning of the fiscal year, fund management held the opinion that the world economies, in general, would show substantial improvement. Additionally, U.S. corporate earnings were anticipated to exhibit strong year-over-year growth. As a result, the fund sector allocation was a major determinant in the strong performance. The fund emphasized the higher yielding, more economically sensitive bond sectors such as high-yield and emerging market debt securities. Correspondingly, the fund maintained an underweight position in U.S. government securities, which are negatively impacted in a rising interest rate environment and can typically accompany stronger economic growth. Thus, the fund's sector allocation provided shareholders with both well above average income and price appreciation relative to its Lipper peer group.

1 Past performance is no guarantee of future results. Investment return and principal value will fluctuate, so that an investor's shares, when redeemed, may be worth more or less than their original cost. Total returns based on offering price (i.e., less any applicable sales charge) for Class A, B, C and F shares were 16.74%, 15.90%, 19.11% and 20.08%. Current performance information is available at our website www.federatedinvestors.com or by calling 1-800-341-7400.

2 Lipper figures represent the average of the total returns reported by all the mutual funds designated by Lipper Inc. as falling into the category indicated. Lipper figures do not reflect sales charges.

GROWTH OF A $10,000 INVESTMENT -- CLASS A SHARES

The graph below illustrates the hypothetical investment of $10,0001 in the Federated Strategic Income Fund (Class A Shares) (the "Fund") from May 4, 1994 (start of performance) to November 30, 2003 compared to the Lehman Brothers Government/Credit Total Index (LBGCT) 2 and the Lipper Multi-Sector Income Funds Average (LMSIFA).3

Average Annual Total Returns4 for the Period Ended 11/30/2003

  

1 Year

 

16.74%

5 Years

 

5.45%

Start of Performance (5/4/1994)

 

7.01%

Past performance is no guarantee of future results. The line graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. For after-tax returns, visit www.federatedinvestors.com. Investment return and principal value will fluctuate so that an investor's shares, when redeemed, may be worth more or less than original cost. Mutual funds are not obligations of or guaranteed by any bank and are not federally insured.

1 Represents a hypothetical investment of $10,000 in the Fund after deducting the maximum sales charge of 4.50% ($10,000 investment minus $450 sales charge = $9,550). The Fund's performance assumes the reinvestment of all dividends and distributions. The LBGCT and the LMSIFA have been adjusted to reflect reinvestment of dividends on securities in the index and average.

2 The LBGCT is not adjusted to reflect sales charges, expenses or other fees that the Securities and Exchange Commission (SEC) requires to be reflected in the Fund's performance. The index is unmanaged and investments cannot be made in an index.

3 The LMSIFA represents the average of the total returns reported by all of the mutual funds designated by Lipper Analytical Services, Inc. as falling into the category indicated, and is not adjusted to reflect any sales charges. However, these total returns are reported net of expenses or other fees that the SEC requires to be reflected in a fund's performance.

4 Total returns quoted reflect all applicable sales charges.

GROWTH OF A $10,000 INVESTMENT -- CLASS B SHARES

The graph below illustrates the hypothetical investment of $10,0001 in the Federated Strategic Income Fund (Class B Shares) (the "Fund") from July 27, 1995 (start of performance) to November 30, 2003 compared to the Lehman Brothers Government/Credit Total Index (LBGCT) 2 and the Lipper Multi-Sector Income Funds Average (LMSIFA).3

Average Annual Total Returns4 for the Period Ended 11/30/2003

  

1 Year

 

15.90%

5 Years

 

5.34%

Start of Performance (7/27/1995)

 

6.71%

Past performance is no guarantee of future results. The line graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. For after-tax returns, visit www.federatedinvestors.com. Investment return and principal value will fluctuate so that an investor's shares, when redeemed, may be worth more or less than original cost. Mutual funds are not obligations of or guaranteed by any bank and are not federally insured.

1 Represents a hypothetical investment of $10,000 in the Fund. The ending value does not reflect a contingent deferred sales charge on any redemption over seven years from the purchase date. The maximum contingent deferred sales charge is 5.50% on any redemption less than one year from the purchase date. The Fund's performance assumes the reinvestment of all dividends and distributions. The LBGCT and the LMSIFA have been adjusted to reflect reinvestment of dividends on securities in the index and average.

2 The LBGCT is not adjusted to reflect sales charges, expenses or other fees that the SEC requires to be reflected in the Fund's performance. The index is unmanaged and investments cannot be made in an index.

3 The LMSIFA represents the average of the total returns reported by all of the mutual funds designated by Lipper Analytical Services, Inc. as falling into the category indicated, and is not adjusted to reflect any sales charges. However, these total returns are reported net of expenses or other fees that the SEC requires to be reflected in a fund's performance.

4 Total returns quoted reflect all applicable sales charges and contingent deferred sales charges.

GROWTH OF A $10,000 INVESTMENT -- CLASS C SHARES

The graph below illustrates the hypothetical investment of $10,0001 in the Federated Strategic Income Fund (Class C Shares) (the "Fund") from May 2, 1994 (start of performance) to November 30, 2003 compared to the Lehman Brothers Government/Credit Total Index (LBGCT) 2 and the Lipper Multi-Sector Income Funds Average (LMSIFA).3

Average Annual Total Returns4 for the Period Ended 11/30/2003

  

1 Year

 

19.11%

5 Years

 

5.41%

Start of Performance (5/2/1994)

 

6.61%

Past performance is no guarantee of future results. The line graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. For after-tax returns, visit www.federatedinvestors.com. Investment return and principal value will fluctuate so that an investor's shares, when redeemed, may be worth more or less than original cost. Mutual funds are not obligations of or guaranteed by any bank and are not federally insured.

1 Represents a hypothetical investment of $10,000 in the Fund after deducting the maximum sales charge of 1.00% ($10,000 investment minus $100 sales charge = $9,900). A 1.00% contingent deferred sales charge would be applied on any redemption less than one year from the purchase date. The Fund's performance assumes the reinvestment of all dividends and distributions. The LBGCT and the LMSIFA have been adjusted to reflect reinvestment of dividends on securities in the index and average.

2 The LBGCT is not adjusted to reflect sales charges, expenses or other fees that the SEC requires to be reflected in the Fund's performance. The index is unmanaged and investments cannot be made in an index.

3 The LMSIFA represents the average of the total returns reported by all of the mutual funds designated by Lipper Analytical Services, Inc. as falling into the category indicated, and is not adjusted to reflect any sales charges. However, these total returns are reported net of expenses or other fees that the SEC requires to be reflected in a fund's performance.

4 Total returns quoted reflect all applicable sales charges and contingent deferred sales charges.

GROWTH OF A $10,000 INVESTMENT -- CLASS F SHARES

The graph below illustrates the hypothetical investment of $10,0001 in the Federated Strategic Income Fund (Class F Shares) (the "Fund") from May 10, 1994 (start of performance) to November 30, 2003 compared to the Lehman Brothers Government/Credit Total Index (LBGCT) 2 and the Lipper Multi-Sector Income Funds Average (LMSIFA).3

Average Annual Total Returns4 for the Period Ended 11/30/2003

  

1 Year

 

20.08%

5 Years

 

6.17%

Start of Performance (5/10/1994)

 

7.32%

Past performance is no guarantee of future results. The line graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. For after-tax returns, visit www.federatedinvestors.com. Investment return and principal value will fluctuate so that an investor's shares, when redeemed, may be worth more or less than original cost. Mutual funds are not obligations of or guaranteed by any bank and are not federally insured.

1 Represents a hypothetical investment of $10,000 in the Fund after deducting the maximum sales charge of 1.00% ($10,000 investment minus $100 sales charge = $9,900). A 1.00% contingent deferred sales charge would be applied to any redemption less than four years from the purchase date. The Fund's performance assumes the reinvestment of all dividends and distributions. The LBGCT and the LMSIFA have been adjusted to reflect reinvestment of dividends on securities in the index and average.

2 The LBGCT is not adjusted to reflect sales charges, expenses, or other fees that the SEC requires to be reflected in the Fund's performance. The index is unmanaged and investments cannot be made in an index.

3 The LMSIFA represents the average of the total returns reported by all of the mutual funds designated by Lipper Analytical Services, Inc. as falling into the category indicated, and is not adjusted to reflect any sales charges. However, these total returns are reported net of expenses or other fees that the SEC requires to be reflected in a fund's performance.

4 Total return quoted reflects all applicable sales charges and contingent deferred sales charges.

Portfolio of Investments

November 30, 2003

Principal
Amount

  

  

Value in
U.S. Dollars

   

   

   

   

U.S. CORPORATE BONDS--9.6%

   

   

   

   

   

   

   

Aerospace & Defense--0.2%

   

   

   

   

$

2,000,000

   

Raytheon Co., 8.200%, 3/1/2006

   

$

2,226,880

   


   

   

   

Automotive--0.4%

   

   

   

   

   

2,250,000

   

DaimlerChrysler North Am, 6.500%, 11/15/2013

   

   

2,322,833

   

   

775,000

   

General Motors Corp., Note, 9.450%, 11/1/2011

   

   

912,617

   

   

875,000

   

Hertz Corp., 4.700%, 10/2/2006

   

   

873,040

   


   

   

   

TOTAL

   

   

4,108,490

   


   

   

   

Banking--0.8%

   

   

   

   

   

3,000,000

   

FirstBank Puerto Rico, Sub. Note, 7.625%, 12/15/2005

   

   

3,171,480

   

   

2,186,103

1

Regional Diversified Funding, 9.250%, 3/15/2030

   

   

2,526,130

   

   

1,000,000

1

Swedbank, Sub. Note, 7.500%, 11/29/2049

   

   

1,110,483

   

   

1,500,000

   

Union Planters Corp., 4.375%, 12/1/2010

   

   

1,479,135

   


   

   

   

TOTAL

   

   

8,287,228

   


   

   

   

Basic Industry - Chemicals--0.2%

   

   

   

   

   

1,450,000

1

Fertinitro Finance, Company Guarantee, 8.290%, 4/1/2020

   

   

1,022,250

   

   

1,250,000

1

Reliance Industries Ltd., Bond, 8.250%, 1/15/2027

   

   

1,350,887

   


   

   

   

TOTAL

   

   

2,373,137

   


   

   

   

Basic Industry - Metals & Mining--0.5%

   

   

   

   

   

1,000,000

   

Barrick Gold Corp., Deb., 7.500%, 5/1/2007

   

   

1,120,900

   

   

1,000,000

   

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

   

   

1,027,720

   

   

3,000,000

   

Placer Dome, Inc., Bond, 8.500%, 12/31/2045

   

   

3,382,770

   


   

   

   

TOTAL

   

   

5,531,390

   


   

   

   

Basic Industry - Paper--0.2%

   

   

   

   

   

250,000

   

Pope & Talbot, Inc., 8.375%, 6/1/2013

   

   

245,000

   

   

450,000

   

Westvaco Corp., Sr. Deb., 7.500%, 6/15/2027

   

   

509,791

   

   

1,000,000

   

Weyerhaeuser Co., Note, 5.500%, 3/15/2005

   

   

1,041,340

   


   

   

   

TOTAL

   

   

1,796,131

   


   

   

   

Capital Goods - Diversified Manufacturing--0.3%

   

   

   

   

   

3,200,000

1

Hutchison Whampoa Ltd., 6.500%, 2/13/2013

   

   

3,282,112

   


   

   

   

Capital Goods - Environmental--0.3%

   

   

   

   

   

2,700,000

   

Waste Management, Inc., Deb., 8.750%, 5/1/2018

   

   

3,152,007

   


Principal
Amount

  

  

Value in
U.S. Dollars

   

   

   

   

U.S. CORPORATE BONDS--continued

   

   

   

   

   

   

   

Communications - Media & Cable--1.6%

   

   

   

   

2,535,000

   

British Sky Broadcasting Group PLC, 8.200%, 7/15/2009

   

2,953,630

   

   

1,187,000

   

British Sky Broadcasting Group PLC, Note, 6.875%, 2/23/2009

   

   

1,290,020

   

   

2,500,000

   

CF Cable TV, Note, 9.125%, 7/15/2007

   

   

2,662,500

   

   

2,000,000

   

Comcast Corp., 5.300%, 1/15/2014

   

   

1,974,680

   

   

1,000,000

   

Comcast Corp., 7.050%, 3/15/2033

   

   

1,072,180

   

   

3,900,000

   

Continental Cablevision, Sr. Deb., 8.875%, 9/15/2005

   

   

4,308,486

   

   

2,000,000

   

Continental Cablevision, Sr. Deb., 9.500%, 8/1/2013

   

   

2,287,240

   


   

   

   

TOTAL

   

   

16,548,736

   


   

   

   

Communications - Media Noncable--0.4%

   

   

   

   

   

1,000,000

   

News America Hldgs, Inc., Note, 8.150%, 10/17/2036

   

   

1,222,940

   

   

880,000

   

News America Holdings, Company Guarantee, 8.000%, 10/17/2016

   

   

1,071,858

   

   

2,000,000

   

Univision Communications, Inc., 7.850%, 7/15/2011

   

   

2,316,200

   


   

   

   

TOTAL

   

   

4,610,998

   


   

   

   

Conglomerates--0.4%

   

   

   

   

   

3,990,000

   

Tyco International Group, Company Guarantee, 6.375%, 2/15/2006

   

   

4,218,986

   


   

   

   

Consumer Cyclical - Entertainment--0.3%

   

   

   

   

   

2,000,000

   

AOL Time Warner, Inc., 5.625%, 5/1/2005

   

   

2,092,120

   

   

1,500,000

   

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

   

   

1,570,470

   


   

   

   

TOTAL

   

   

3,662,590

   


   

   

   

Consumer Cyclical - Retailers--0.2%

   

   

   

   

   

2,300,000

   

Shopko Stores, Sr. Note, 9.250%, 3/15/2022

   

   

2,127,500

   


   

   

   

Consumer Non-Cyclical - Healthcare--0.1%

   

   

   

   

   

1,035,000

   

UnitedHealth Group, Inc., 3.300%, 1/30/2008

   

   

1,027,196

   


   

   

   

Consumer Non-Cyclical - Tobacco--0.1%

   

   

   

   

   

1,000,000

   

Altria Group, Inc., 5.625%, 11/4/2008

   

   

1,006,640

   


   

   

   

Energy - Independent--0.2%

   

   

   

   

   

1,000,000

1

EOG Company of Canada, Company Guarantee, Series 144A, 7.000%, 12/1/2011

   

   

1,120,700

   

   

650,000

   

Pemex Project Funding Master, Company Guarantee, 9.125%, 10/13/2010

   

   

768,625

   


   

   

   

TOTAL

   

   

1,889,325

   


Principal
Amount

  

  

Value in
U.S. Dollars

   

   

   

   

U.S. CORPORATE BONDS--continued

   

   

   

   

   

   

   

Energy - Integrated--0.4%

   

   

   

   

500,000

   

Conoco Funding Co., 7.250%, 10/15/2031

   

587,425

   

   

1,500,000

   

Husky Oil Ltd., Company Guarantee, 8.900%, 8/15/2028

   

   

1,734,270

   

   

600,000

   

Husky Oil Ltd., Deb., 7.550%, 11/15/2016

   

   

704,976

   

   

1,250,000

   

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

   

   

1,357,137

   


   

   

   

TOTAL

   

   

4,383,808

   


   

   

   

Finance - Automotive--0.3%

   

   

   

   

   

1,850,000

   

General Motors Acceptance, 4.500%, 7/15/2006

   

   

1,889,941

   

   

1,000,000

   

General Motors Acceptance, 8.000%, 11/1/2031

   

   

1,053,000

   


   

   

   

TOTAL

   

   

2,942,941

   


   

   

   

Financial Institutions - Brokerage--0.2%

   

   

   

   

   

2,300,000

   

Amvescap PLC, Sr. Note, 6.600%, 5/15/2005

   

   

2,441,082

   


   

   

   

Financial Institutions - Finance Noncaptive--0.1%

   

   

   

   

   

500,000

   

Capital One Financial Corp., Sr. Note, 7.250%, 12/1/2003

   

   

500,665

   


   

   

   

Financial Institutions - Insurance - Life--0.4%

   

   

   

   

   

550,000

   

AXA SA, Sub. Note, 8.600%, 12/15/2030

   

   

684,123

   

   

750,000

   

Delphi Funding, 9.310%, 3/25/2027

   

   

590,243

   

   

2,000,000

1

Life Re Capital Trust I, Company Guarantee, 8.720%, 6/15/2027

   

   

2,127,320

   

   

500,000

1

Union Central Life Insurance Co., Note, 8.200%, 11/1/2026

   

   

525,095

   


   

   

   

TOTAL

   

   

3,926,781

   


   

   

   

Financial Institutions - Insurance - Property & Casualty--0.3%

   

   

   

   

   

1,000,000

1

Liberty Mutual Insurance Co., Sub. Note, 8.200%, 5/4/2007

   

   

1,081,250

   

   

1,300,000

   

Travelers Property Casualty, Sr. Note, 6.375%, 3/15/2033

   

   

1,342,198

   

   

500,000

1

USF&G Cap, 8.312%, 7/1/2046

   

   

548,610

   

   

500,000

   

USF&G Corp., Company Guarantee, 8.470%, 1/10/2027

   

   

544,670

   


   

   

   

TOTAL

   

   

3,516,728

   


   

   

   

Financial Institutions - REITs--0.2%

   

   

   

   

   

500,000

   

SUSA Partnership, L.P., 8.200%, 6/1/2017

   

   

635,470

   

   

2,000,000

   

The Rouse Co., 5.375%, 11/26/2013

   

   

1,976,060

   


   

   

   

TOTAL

   

   

2,611,530

   


   

   

   

Technology--0.2%

   

   

   

   

   

1,650,000

   

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

   

   

1,806,750

   


   

   

   

Technology Services--0.2%

   

   

   

   

   

2,000,000

   

International Business Machines Corp., Deb., 8.375%, 11/1/2019

   

   

2,602,880

   


Principal
Amount

  

  

Value in
U.S. Dollars

   

   

   

   

U.S. CORPORATE BONDS--continued

   

   

   

   

   

   

   

Telecommunications & Cellular--0.4%

   

   

   

   

3,000,000

   

AT&T Wireless Services Sr. Note, 7.350%, 3/1/2006

   

3,258,810

   

   

1,137,000

   

Tritel PCS, Inc., Sr. Sub. Note, 10.375%, 1/15/2011

   

   

1,371,540

   


   

   

   

TOTAL

   

   

4,630,350

   


   

   

   

Utility - Electric--0.7%

   

   

   

   

   

1,800,000

   

Duke Energy Corp., Note, 6.250%, 1/15/2012

   

   

1,933,668

   

   

1,750,000

   

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

   

   

1,855,000

   

   

550,000

1

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

   

   

566,418

   

   

500,000

1

Israel Electric Corp. Ltd, Sr. Secd. Note, 7.750%, 3/1/2009

   

   

550,330

   

   

1,000,000

   

Oncor Electric Delivery, Deb., 7.000%, 9/1/2022

   

   

1,097,170

   

   

1,000,000

1

Tenaga Nasional, Deb., 7.500%, 1/15/2096

   

   

893,120

   


   

   

   

TOTAL

   

   

6,895,706

   


   

   

   

TOTAL U.S. CORPORATE BONDS (IDENTIFIED COST $98,417,958)

   

   

102,108,567

   


   

   

   

INTERNATIONAL BONDS--24.7%

   

   

   

   

   

   

   

AUSTRALIAN DOLLAR--0.2%

   

   

   

   

   

   

   

Sovereign--0.1%

   

   

   

   

   

2,000,000

   

Australia, Government of, Series 808, 8.750%, 8/15/2008

   

   

1,613,046

   


   

   

   

State/Provincial--0.1%

   

   

   

   

   

550,000

   

Victoria, State of, Local Gov't. Guarantee, 10.250%, 11/15/2006

   

   

443,042

   


   

   

   

TOTAL AUSTRALIAN DOLLAR

   

   

2,056,088

   


   

   

   

CANADIAN DOLLAR--0.3%

   

   

   

   

   

   

   

Forest Products--0.3%

   

   

   

   

   

3,750,000

   

Avenor Inc., Deb., 10.850%, 11/30/2014

   

   

3,241,492

   


   

   

   

EURO--2.6%

   

   

   

   

   

   

   

Building Materials--0.3%

   

   

   

   

   

3,000,000

1

Focus Wickes Finance PLC, Bond, Series 144A, 9.250%, 7/28/2011

   

   

3,455,280

   


   

   

   

Sovereign--1.7%

   

   

   

   

   

1,000,000

   

Austria, Government of, Bond, 6.250%, 7/15/2027

   

   

1,399,668

   

   

2,250,000

   

Austria, Government of, Bond, Series 97 5, 5.625%, 7/15/2007

   

   

2,884,476

   

   

2,800,000

   

Colombia, Government of, Unsub., Series EMTN, 11.375%, 1/31/2008

   

   

3,760,904

   

   

3,476,784

   

Germany, Government of, Deb., 6.250%, 1/4/2024

   

   

4,862,451

   

   

1,247,895

   

Netherlands, Government of, Bond, Series 1&2, 8.500%, 6/1/2006

   

   

1,687,302

   

   

1,361,340

   

Netherlands, Government of, Bond, 7.500%, 4/15/2010

   

   

1,947,345

   

   

680,670

   

Netherlands, Government of, Bond, Series 1&2A, 8.250%, 2/15/2007

   

   

932,049

   

   

718,674

   

Ukraine, Government of, Sr. Note, Series REGS, 10.000%, 3/15/2007

   

   

935,734

   


   

   

   

TOTAL

   

   

18,409,929

   


Principal
Amount

  

  

Value in
U.S. Dollars

   

   

   

   

INTERNATIONAL BONDS--continued

   

   

   

   

   

   

   

EURO--continued

   

   

   

   

   

   

   

Telecommunications & Cellular--0.6%

   

   

   

   

4,300,000

   

Eircom Funding, Company Guarantee, Series 144a, 8.250%, 8/15/2013

   

5,571,639

   

   

734,423

   

Jazztel PLC, 12.000%, 10/30/2012

   

   

456,194

   


   

   

   

TOTAL

   

   

6,027,833

   


   

   

   

TOTAL EURO

   

   

27,893,042

   


   

   

   

MEXICAN PESO--0.2%

   

   

   

   

   

   

   

Sovereign--0.2%

   

   

   

   

   

21,500,000

   

Mexico Fixed Rate Bonds, Bond, Series MI10, 9.000%, 12/20/2012

   

   

1,939,641

   


   

   

   

NEW ZEALAND DOLLAR--0.1%

   

   

   

   

   

   

   

Sovereign--0.1%

   

   

   

   

   

2,300,000

   

New Zealand, Government of, Deb., 8.000%, 11/15/2006

   

   

1,550,291

   


   

   

   

SWEDISH KRONA--0.2%

   

   

   

   

   

   

   

Sovereign--0.2%

   

   

   

   

   

10,500,000

   

Sweden, Government of, Bond, 8.000%, 8/15/2007

   

   

1,571,870

   

   

7,500,000

   

Sweden, Government of, Deb., Series 1038, 6.500%, 10/25/2006

   

   

1,056,380

   


   

   

   

TOTAL

   

   

2,628,250

   


   

   

   

U.S. DOLLAR--21.0%

   

   

   

   

   

   

   

Beverages--0.4%

   

   

   

   

   

4,150,000

   

Bavaria, Series 144A, 8.875%, 11/1/2010

   

   

4,130,536

   


   

   

   

Cable & Wireless Television--0.7%

   

   

   

   

   

2,112,000

   

Innova S De R.L., Sr. Note, 12.875%, 4/1/2007

   

   

2,164,800

   

   

1,960,000

2

Innova S De R.L., Series 144A, 9.375%, 9/19/2013

   

   

2,016,350

   

   

8,000,000

3

Satelites Mexicanos SA, Sr. Note, Series B, 10.125%, 11/1/2004

   

   

3,640,000

   


   

   

   

TOTAL

   

   

7,821,150

   


   

   

   

Consumer Cyclical - Retailers--0.6%

   

   

   

   

   

5,600,000

2

Grupo Elektra S.A. de C.V., Sr. Note, 12.000%, 4/1/2008

   

   

6,076,000

   


   

   

   

Container & Glass Products--0.5%

   

   

   

   

   

700,000

   

Vicap SA, Sr. Note, Series EXCH, 11.375%, 5/15/2007

   

   

679,000

   

   

4,000,000

2

Vitro SA, Note, Series 144A, 11.750%, 11/1/2013

   

   

3,871,120

   


   

   

   

TOTAL

   

   

4,550,120

   


   

   

   

Oil & Gas--1.7%

   

   

   

   

   

7,200,000

   

Bluewater Finance Ltd., Company Guarantee, 10.250%, 2/15/2012

   

   

7,362,000

   

   

4,200,000

1

Companhia Petrolifera Marlim, 12.250%, Series 144A, 9/26/2008

   

   

5,061,000

   

   

2,360,000

   

Gazprom, Note, Series 144A, 9.625%, 3/1/2013

   

   

2,569,450

   

   

3,030,000

1

Petrozuata Finance Inc., Company Guarantee, Series 144A, 8.220%, 4/1/2017

   

   

2,711,850

   


   

   

   

TOTAL

   

   

17,704,300

   


Principal
Amount

  

  

Value in
U.S. Dollars

   

   

   

   

INTERNATIONAL BONDS--continued

   

   

   

   

   

   

   

U.S. DOLLAR--continued

   

   

   

   

   

   

   

Paper Products--0.6%

   

   

   

   

11,500,000

3

Corp Durango SA De CV, Sr. Note, Series 144A, 13.750%, 7/15/2009

   

6,698,750

   


   

   

   

Rail Industry--0.1%

   

   

   

   

   

1,350,000

   

Transportacion Ferroviaria Mexicana SA DE CV, Company Guarantee, 11.750%, 6/15/2009

   

   

1,380,375

   


   

   

   

Sovereign--14.8%

   

   

   

   

   

13,791,792

   

Brazil, Gov Brady, C Bond, 4.000%, 4/15/2014

   

   

13,274,600

   

   

2,500,000

   

Brazil, Government of, 9.250%, 10/22/2010

   

   

2,593,750

   

   

10,550,000

   

Brazil, Government of, Bond, 10.125%, 5/15/2027

   

   

10,534,175

   

   

7,975,000

   

Brazil, Government of, Bond, 11.500%, 3/12/2008

   

   

9,171,250

   

   

6,290,000

   

Brazil, Government of, Note, 11.000%, 1/11/2012

   

   

7,044,800

   

   

7,600,000

   

Brazil, Government of, Note, 12.000%, 4/15/2010

   

   

8,884,400

   

   

6,050,000

   

Brazil, Government of, Unsub., 11.000%, 8/17/2040

   

   

6,246,625

   

   

1,000,000

1

Bulgaria, Government of, Bond, Series 144A, 8.250%, 1/15/2015

   

   

1,173,750

   

   

4,850,000

   

Colombia, Government of, 10.000%, 1/23/2012

   

   

5,153,125

   

   

1,700,000

   

El Salvador, Government, Bond, Series REGS, 8.250%, 4/10/2032

   

   

1,615,000

   

   

1,000,000

1

El Salvador, Government of, Bond, Series 144a, 7.750%, 1/24/2023

   

   

1,031,250

   

   

5,550,000

   

Mexico, Government of, Bond, 8.000%, 9/24/2022

   

   

6,020,362

   

   

1,000,000

   

Mexico, Government of, Bond, Series MTN, 8.300%, 8/15/2031

   

   

1,108,750

   

   

2,400,000

   

Mexico, Government of, Note, 8.125%, 12/30/2019

   

   

2,652,600

   

   

4,400,000

   

Peru, Government of, Note, 9.875%, 2/6/2015

   

   

5,148,000

   

   

1,200,000

   

Philippines, Government, 9.875%, 1/15/2019

   

   

1,201,500

   

   

2,100,000

   

Philippines, Government, Note, 8.250%, 1/15/2014

   

   

1,987,125

   

   

1,250,000

   

Philippines, Govt of, Note, 8.375%, 3/12/2009

   

   

1,275,000

   

   

12,800,000

   

Russia, Government of, Series REGS, 8.250%, 3/31/2010

   

   

14,308,480

   

   

9,050,000

   

Russia, Government of, Unsub., Series REGS, 12.750%, 6/24/2028

   

   

14,208,500

   

   

15,450,000

1

Russia, Government of, Unsub., Series REGS, 5.000%, 3/31/2030

   

   

14,475,105

   

   

2,750,000

   

South Africa, Government, Note, 7.375%, 4/25/2012

   

   

3,128,125

   

   

3,650,000

   

Turkey, Government of, 11.000%, 1/14/2013

   

   

4,361,750

   

   

3,100,000

   

Turkey, Government of, 9.500%, 1/15/2014

   

   

3,402,250

   

   

5,760,000

   

Turkey, Government of, Sr. Unsub., 11.875%, 1/15/2030

   

   

7,351,200

   

   

3,170,000

   

Venezuela, Government of, 10.750%, Series 144A, 9/19/2013

   

   

3,130,375

   

   

8,270,000

   

Venezuela, Government of, Bond, 9.250%, 9/15/2027

   

   

6,905,450

   


   

   

   

TOTAL

   

   

157,387,297

   


Principal
Amount
or Shares

  

  

Value in
U.S. Dollars

   

   

   

   

INTERNATIONAL BONDS--continued

   

   

   

   

   

   

   

U.s. Dollar--continued

   

   

   

   

   

   

   

Telecommunications & Cellular--1.4%

   

   

   

   

2,000,000

   

Mobile Telesystems Fin, 8.375%, Series 144A, 10/14/2010

   

1,996,440

   

   

6,500,000

2

Partner Communications, Sr. Sub. Note, 13.000%, 8/15/2010

   

   

7,702,500

   

   

2,750,000

   

Philippine Long Distance, Sr. Unsub., 11.375%, 5/15/2012

   

   

3,038,750

   

   

1,700,000

   

Vimpelcom, Note, Series REGS, 10.450%, 4/26/2005

   

   

1,800,300

   


   

   

   

TOTAL

   

   

14,537,990

   


   

   

   

Utilities--0.2%

   

   

   

   

   

2,200,000

   

CIA Saneamento Basico, Note, Series 144A, 12.000%, 6/20/2008

   

   

2,348,500

   


   

   

   

TOTAL U.S. DOLLAR

   

   

222,635,018

   


   

   

   

TOTAL INTERNATIONAL BONDS (IDENTIFIED COST $234,702,082)

   

   

261,943,822

   


   

   

   

COLLATERALIZED MORTGAGE OBLIGATIONS--0.0%

   

   

   

   

   

   

   

Non-Agency Mortgage--0.0%

   

   

   

   

   

76,184

1

SMFC Trust Asset-Backed Certificates, Series 1997-A4, 3.770%, 1/28/2027 (IDENTIFIED COST $69,629)

   

   

58,329

   


   

   

   

ASSET-BACKED SECURITIES--0.2%

   

   

   

   

   

   

   

Home Equity Loan--0.1%

   

   

   

   

   

861,281

1

125 Home Loan Owner Trust 1998-1A B1, 9.260%, 2/15/2029

   

   

883,079

   

   

315,211

   

New Century Home Equity Loan Trust 1997-NC5 M2, 7.240%, 10/25/2028

   

   

328,356

   


   

   

   

TOTAL

   

   

1,211,435

   


   

   

   

Manufactured Housing--0.1%

   

   

   

   

   

2,000,000

   

Green Tree Financial Corp. 1993-4 B2, 8.550%, 1/15/2019

   

   

1,410,380

   


   

   

   

TOTAL ASSET-BACKED SECURITIES (IDENTIFIED COST $3,192,568)

   

   

2,621,815

   


   

   

   

COMMON STOCKS--0.6%

   

   

   

   

   

   

   

Insurance--0.0%

   

   

   

   

   

790

2

Conseco, Inc.

   

   

15,271

   

   

3,160

2

Conseco, Inc.

   

   

19,592

   


   

   

   

TOTAL

   

   

34,863

   


   

   

   

Telecommunications & Cellular--0.6%

   

   

   

   

   

4,026,252

2

Jazztel PLC

   

   

1,449,148

   

   

4,452,094

2

Netia SA

   

   

4,303,691

   


   

   

   

TOTAL

   

   

5,752,839

   


   

   

   

TOTAL COMMON STOCKS (IDENTIFIED COST $7,308,490)

   

   

5,787,702

   


Principal
Amount
or Shares

  

  

Value in
U.S. Dollars

   

   

   

   

U.S. GOVERNMENT AGENCIES--0.0%

   

   

   

   

   

   

   

Long-Term Government Obligations--0.0%

   

   

   

   

212,104

   

Government National Mortgage Association Pool 780360, 11.000%, 30 Year, 9/15/2015 (IDENTIFIED COST $238,351)

   

230,794

   


   

   

   

U.S. TREASURY OBLIGATIONS--6.5%

   

   

   

   

   

   

   

U.S. Treasury Bonds--6.5%

   

   

   

   

   

8,600,000

   

United States Treasury Bond, 10.750%, 8/15/2005

   

   

9,880,626

   

   

14,890,000

2

United States Treasury Bond, 11.625%, 11/15/2004

   

   

16,321,971

   

   

15,000,000

2

United States Treasury Bond, 12.000%, 5/15/2005

   

   

17,235,900

   

   

10,910,000

2

United States Treasury Bond, 12.375%, 5/15/2004

   

   

11,466,192

   

   

13,230,000

   

United States Treasury Bond, 13.750%, 8/15/2004

   

   

14,382,465

   


   

   

   

TOTAL U.S. TREASURY OBLIGATIONS (IDENTIFIED COST $78,669,064)

   

   

69,287,154

   


   

   

   

MUNICIPALS--0.2%

   

   

   

   

   

   

   

Municipal Services--0.1%

   

   

   

   

   

750,000

   

Atlanta & Fulton County, GA Recreation Authority, (Downtown Arena Project), Taxable Revenue Bonds, Series 1997, 7.000%, 12/1/2028

   

   

828,720

   

   

250,000

   

McKeesport, PA, Taxable G.O. Series B 1997, 7.300%, 3/1/2020

   

   

264,710

   


   

   

   

TOTAL

   

   

1,093,430

   


   

   

   

Real Estate--0.1%

   

   

   

   

   

855,000

   

North Central, TX Housing Finance Corp., (Tiffany Square Apartments), Housing Revenue Bonds (Series 1999-B), 9.100%, 12/1/2014

   

   

958,857

   


   

   

   

TOTAL MUNICIPALS (IDENTIFIED COST $1,847,355)

   

   

2,052,287

   


   

   

   

PURCHASED PUT OPTIONS--0.1%

   

   

   

   

   

24,628,200

1

Deutsche Brazil C Put, expiration date 1/28/2004

   

   

110,827

   

   

20,500,000

1

Deutsche Russia 30 Put, expiration date 2/18/2004

   

   

430,500

   


   

   

   

TOTAL PURCHASED PUT OPTIONS (IDENTIFIED COST $1,099,449)

   

   

541,327

   


   

   

MUTUAL FUNDS--60.2%4

   

   

   

   

   

6,432,013

   

Emerging Markets Fixed Income Core Fund

   

   

92,562,750

   

   

6,505,262

   

Federated Mortgage Core Portfolio

   

   

65,963,357

   

   

65,227,142

   

High Yield Bond Portfolio

   

   

445,501,382

   

   

9,995,368

   

Prime Value Obligations Fund, IS Shares

   

   

9,995,368

   

   

23,749,022

   

Prime Value Obligations Fund, IS Shares (held as collateral for securities lending)

   

   

23,543,834

   


   

   

   

TOTAL MUTUAL FUNDS (IDENTIFIED COST $739,787,535)

   

   

637,566,691

   


Shares

  

  

Value in
U.S. Dollars

   

   

   

   

PREFERRED STOCKS--0.3%

   

   

   

   

   

   

   

Financial Institutions -- Brokerage--0.2%

   

   

   

   

   

40,000

   

Lehman Brothers Holdings, Pfd. $2.84, Annual Dividend

   

2,045,000

   


   

   

   

Financial Institutions - REITs--0.1%

   

   

   

   

   

9,900

   

Prologis Trust, REIT Perpetual Pfd. Stock, Series C. $4.27, Annual Dividend

   

   

585,029

   


   

   

   

TOTAL PREFERRED STOCKS (IDENTIFIED COST $2,146,407)

   

   

2,630,029

   


   

   

   

WARRANTS--0.0%

   

   

   

   

   

   

   

Insurance--0.0%

   

   

   

   

   

2,013

3

Arcadia Financial Ltd. -- Warrants

   

   

20

   


   

   

   

Sovereign--0.0%

   

   

   

   

   

250

3

Nigeria, Government of, Warrant 11/15/2020

   

   

0

   


   

   

   

TOTAL WARRANTS (IDENTIFIED COST $0)

   

   

20

   


   

   

   

TOTAL INVESTMENTS 102.4%
(IDENTIFIED COST $1,167,478,888)5

   

   

1,084,828,537

   


   

   

   

OTHER ASSETS AND LIABILITIES - NET--(2.4)%

   

   

(25,029,738

)


   

   

   

TOTAL NET ASSETS--100%

   

$

1,059,798,799

   


1 Denotes a restricted security which is subject to restrictions on resale under federal securities laws. These securities have been deemed liquid based upon criteria approved by the Fund's Board of Directors. At November 30, 2003, these securities amounted to $46,095,675 which represents 4.3% of total net assets.

2 Certain principal amounts or shares are temporarily on loan to unaffiliated broker/dealers.

3 Non-income producing security.

4 Affiliated companies.

5 The cost of investments for federal tax purposes amounts to $1,187,407,215.

Note: The categories of investments are shown as a percentage of total net assets at November 30, 2003.

The following acronyms are used throughout this portfolio:

INS

--Insured

MTN

--Medium Term Note

PCs

--Participation Certificates

REITs

--Real Estate Investment Trusts

See Notes which are an integral part of the Financial Statements

Statement of Assets and Liabilities

November 30, 2003

Assets:

  

   

   

   

  

   

   

   

Total investments in securities, at value, including $637,566,691 of investments in affiliated issuers (Note 6) and $23,056,978 of securities loaned (identified cost $1,167,478,888)

   

   

   

   

   

$

1,084,828,537

   

Cash

   

   

   

   

   

   

287,081

   

Cash denominated in foreign currency (identified cost $1,825,853)

   

   

   

   

   

   

1,916,509

   

Income receivable

   

   

   

   

   

   

9,506,622

   

Receivable for investments sold

   

   

   

   

   

   

246,000

   

Receivable for shares sold

   

   

   

   

   

   

2,888,696

   


TOTAL ASSETS

   

   

   

   

   

   

1,099,673,445

   


Liabilities:

   

   

   

   

   

   

   

   

Payable for investments purchased

   

$

10,213,421

   

   

   

   

   

Payable for shares redeemed

   

   

3,088,896

   

   

   

   

   

Income distribution payable

   

   

2,255,877

   

   

   

   

   

Payable for collateral due to broker

   

   

23,543,834

   

   

   

   

   

Payable for portfolio accounting fees (Note 6)

   

   

12,440

   

   

   

   

   

Payable for distribution services fee (Note 6)

   

   

465,381

   

   

   

   

   

Payable for shareholder services fee (Note 6)

   

   

216,574

   

   

   

   

   

Accrued expenses

   

   

78,223

   

   

   

   

   


TOTAL LIABILITIES

   

   

   

   

   

   

39,874,646

   


Net assets for 123,708,444 shares outstanding

   

   

   

   

   

$

1,059,798,799

   


Net Assets Consist of:

   

   

   

   

   

   

   

   

Paid in capital

   

   

   

   

   

$

1,211,317,818

   

Net unrealized depreciation of investments and translation of assets and liabilities in foreign currency

   


   

   

   

   

(82,491,787

)

Accumulated net realized loss on investments and foreign currency transactions

   

   

   

   

   

   

(60,969,808

)

Distributions in excess of net investment income

   

   

   

   

   

   

(8,057,424

)


TOTAL NET ASSETS

   

   

   

   

   

$

1,059,798,799

   


 

Statement of Assets and Liabilities--continued

November 30, 2003

Net Asset Value, Offering Price and Redemption Proceeds Per Share

   

   

   

   

   

   

   

   

Class A Shares:

   

   

   

   

   

   

   

   

Net asset value per share ($279,461,175 ÷ 32,608,937 shares outstanding)

   

   

   

   

   

   

$8.57

   


Offering price per share (100/95.50 of $8.57)1

   

   

   

   

   

   

$8.97

   


Redemption proceeds per share

   

   

   

   

   

   

$8.57

   


Class B Shares:

   

   

   

   

   

   

   

   

Net asset value per share ($669,570,740 ÷ 78,167,226 shares outstanding)

   

   

   

   

   

   

$8.57

   


Offering price per share

   

   

   

   

   

   

$8.57

   


Redemption proceeds per share (94.50/100 of $8.57)2

   

   

   

   

   

   

$8.10

   


Class C Shares:

   

   

   

   

   

   

   

   

Net asset value per share ($87,343,986 ÷ 10,192,257 shares outstanding)

   

   

   

   

   

   

$8.57

   


Offering price per share (100/99.00 of $8.57)1

   

   

   

   

   

   

$8.66

   


Redemption proceeds per share (99.00/100 of $8.57)2

   

   

   

   

   

   

$8.48

   


Class F Shares:

   

   

   

   

   

   

   

   

Net asset value per share ($23,422,898 ÷ 2,740,024 shares outstanding)

   

   

   

   

   

   

$8.55

   


Offering price per share (100/99.00 of $8.55)1

   

   

   

   

   

   

$8.64

   


Redemption proceeds per share (99.00/100 of $8.55)2

   

   

   

   

   

   

$8.46

   


1 See "What Do Shares Cost?" in the Prospectus.

2 See "Contingent Deferred Sales Charge" in the Prospectus.

See Notes which are an integral part of the Financial Statements

Statement of Operations

Year Ended November 30, 2003

Investment Income:

  

   

   

   

  

   

   

   

  

   

   

   

Dividends (including $1,952,792 received from affiliated issuers) (Note 6)

   

   

   

   

   

   

   

   

   

$

37,020,776

   

Interest (net of foreign taxes withheld of $14,613 and including income on securities loaned of $21,680)

   

   

   

   

   

   

   

   

   

   

34,154,531

   

Income allocated from partnership (Note 6)

   

   

   

   

   

   

   

   

   

   

7,370,016

   


TOTAL INCOME

   

   

   

   

   

   

   

   

   

   

78,545,323

   


Expenses:

   

   

   

   

   

   

   

   

   

   

   

   

Investment adviser fee (Note 6)

   

   

   

   

   

$

7,926,572

   

   

   

   

   

Administrative personnel and services fee (Note 6)

   

   

   

   

   

   

705,340

   

   

   

   

   

Custodian fees

   

   

   

   

   

   

123,520

   

   

   

   

   

Transfer and dividend disbursing agent fees and expenses (Note 6)

   

   

   

   

   

   

772,106

   

   

   

   

   

Directors'/Trustees' fees

   

   

   

   

   

   

8,615

   

   

   

   

   

Auditing fees

   

   

   

   

   

   

18,308

   

   

   

   

   

Legal fees

   

   

   

   

   

   

5,059

   

   

   

   

   

Portfolio accounting fees (Note 6)

   

   

   

   

   

   

162,973

   

   

   

   

   

Distribution services fee--Class B Shares (Note 6)

   

   

   

   

   

   

4,655,791

   

   

   

   

   

Distribution services fee--Class C Shares (Note 6)

   

   

   

   

   

   

501,828

   

   

   

   

   

Distribution services fee--Class F Shares (Note 6)

   

   

   

   

   

   

112,260

   

   

   

   

   

Shareholder services fee--Class A Shares (Note 6)

   

   

   

   

   

   

556,009

   

   

   

   

   

Shareholder services fee--Class B Shares (Note 6)

   

   

   

   

   

   

1,551,930

   

   

   

   

   

Shareholder services fee--Class C Shares (Note 6)

   

   

   

   

   

   

167,276

   

   

   

   

   

Shareholder services fee--Class F Shares (Note 6)

   

   

   

   

   

   

56,130

   

   

   

   

   

Share registration costs

   

   

   

   

   

   

111,466

   

   

   

   

   

Printing and postage

   

   

   

   

   

   

100,771

   

   

   

   

   

Insurance premiums

   

   

   

   

   

   

2,769

   

   

   

   

   

Taxes

   

   

   

   

   

   

74,301

   

   

   

   

   

Miscellaneous

   

   

   

   

   

   

6,158

   

   

   

   

   


EXPENSES BEFORE ALLOCATION

   

   

   

   

   

   

17,619,182

   

   

   

   

   


Expenses allocated from partnership

   

   

   

   

   

   

44,842

   

   

   

   

   


TOTAL EXPENSES

   

   

   

   

   

   

17,664,024

   

   

   

   

   


See Notes which are an integral part of the Financial Statements

Statement of Operations--continued

Year Ended November 30, 2003

Waivers and Reimbursement (Note 6):

   

   

   

   

   

   

   

   

   

   

   

   

Waiver/reimbursement of investment adviser fee

   

$

(547,898

)

   

   

   

   

   

   

   

   

Waiver of administrative personnel and services fee

   

   

(3,205

)

   

   

   

   

   

   

   

   

Waiver of transfer and dividend disbursing agent fees and expenses

   

   

(2,530

)

   

   

   

   

   

   

   

   

Waiver of distribution services fee--Class F Shares

   

   

(112,260

)

   

   

   

   

   

   

   

   


TOTAL WAIVERS AND REIMBURSEMENT

   

   

   

   

   

(665,893

)

   

   

   

   


Net expenses

   

   

   

   

   

   

   

   

   

16,998,131

   


Net investment income

   

   

   

   

   

   

   

   

   

   

61,547,192

   


Realized and Unrealized Gain (Loss) on Investments and Foreign Currency Transactions:

   

   

   

   

   

   

   

   

   

   

   

   

Net realized loss on investments and foreign currency transactions (including realized gain of $4,402,322 on sales of investments in affiliated issuers) (Note 6)

   

   

   

   

   

   

   

   

   

   

(4,695,018

)

Net realized gain allocated from partnership

   

   

   

   

   

   

   

   

   

   

4,159,963

   

Net change in unrealized depreciation of investments and translation of assets and liabilities in foreign currency

   

   

   

   

   

   

   

   

   

   

116,683,603

   


Net realized and unrealized gain on investments and foreign currency transactions

   

   

   

   

   

   

   

   

   

   

116,148,548

   


Change in net assets resulting from operations

   

   

   

   

   

   

   

   

   

$

177,695,740

   


 

Statement of Changes in Net Assets

 

Year Ended November 30

  

   

2003

   

  

   

2002

   

Increase (Decrease) in Net Assets

   

   

   

   

   

   

   

   

Operations:

   

   

   

   

   

   

   

   

Net investment income

   

$

61,547,192

   

   

$

65,687,863

   

Net realized loss on investments and foreign currency transactions

   

   

(535,055

)

   

   

(4,302,353

)

Net change in unrealized appreciation/depreciation of investments and translation of assets and liabilities in foreign currency

   

   

116,683,603

   

   

   

(38,788,443

)


CHANGE IN NET ASSETS RESULTING FROM OPERATIONS

   

   

177,695,740

   

   

   

22,597,067

   


Distributions to Shareholders:

   

   

   

   

   

   

   

   

Distributions from net investment income

   

   

   

   

   

   

   

   

Class A Shares

   

   

(16,917,274

)

   

   

(13,243,187

)

Class B Shares

   

   

(43,037,611

)

   

   

(47,127,763

)

Class C Shares

   

   

(4,576,687

)

   

   

(4,143,227

)

Class F Shares

   

   

(1,726,467

)

   

   

(2,030,170

)

Distributions from paid-in capital

   

   

   

   

   

   

   

   

Class A Shares

   

   

(39,883

)

   

   

--

   

Class B Shares

   

   

(111,564

)

   

   

--

   

Class C Shares

   

   

(11,993

)

   

   

--

   

Class F Shares

   

   

(4,046

)

   

   

--

   


CHANGE IN NET ASSETS RESULTING FROM DISTRIBUTIONS TO SHAREHOLDERS

   

   

(66,425,525

)

   

   

(66,544,347

)


Share Transactions:

   

   

   

   

   

   

   

   

Proceeds from sale of shares

   

   

404,385,316

   

   

   

270,782,658

   

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

   

   

36,064,824

   

   

   

32,616,865

   

Cost of shares redeemed

   

   

(282,908,263

)

   

   

(276,355,801

)


CHANGE IN NET ASSETS RESULTING FROM SHARE TRANSACTIONS

   

   

157,541,877

   

   

   

27,043,722

   


Change in net assets

   

   

268,812,092

   

   

   

(16,903,558

)


Net Assets:

   

   

   

   

   

   

   

   

Beginning of period

   

   

790,986,707

   

   

   

807,890,265

   


End of period (including distributions in excess of net investment income of $(8,057,424) and $(6,609,798), respectively)

   

$

1,059,798,799

   

   

$

790,986,707

   


See Notes which are an integral part of the Financial Statements

Notes to Financial Statements

November 30, 2003

1. ORGANIZATION

Federated Fixed Income Securities, Inc. (the "Corporation") is registered under the Investment Company Act of 1940, as amended (the "Act") as an open-end, management investment company. The Corporation consists of four portfolios. The financial statements included herein are only those of Federated Strategic Income Fund (the "Fund"), a diversified portfolio. The financial statements of the other portfolios are presented separately. The assets of each portfolio are segregated and a shareholder's interest is limited to the portfolio in which shares are held. The Fund offers four classes of shares: Class A Shares, Class B Shares, Class C Shares and Class F Shares. The investment objective of the Fund is to seek a high level of current income.

2. SIGNIFICANT ACCOUNTING POLICIES

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

Investment Valuation

Domestic and foreign equity securities are valued at the last sale price reported in the market in which they are primarily traded (either a national securities exchange or over-the-counter market), if available. If unavailable, the security is generally valued at the mean between the last closing bid and asked prices. With respect to valuation of foreign securities, trading in foreign cities may be completed at times which vary from the closing of the New York Stock Exchange (NYSE). Therefore, foreign securities are valued at the latest closing price on the exchange on which they are traded prior to the closing of the NYSE. Foreign securities quoted in foreign currencies are translated into U.S. dollars at the foreign exchange rate in effect at noon, Eastern Time, on the day the value of foreign security is determined. Fixed income, listed corporate bonds, unlisted securities and private placement securities are generally valued at the mean of the latest bid and asked price as furnished by an independent pricing service. Short-term securities are valued at the prices provided by an independent pricing service. However, short-term securities with remaining maturities of 60 days or less at the time of purchase may be valued at amortized cost, which approximates fair market value. Investments in other open-ended regulated investment companies are valued at net asset value. Securities for which no quotations are readily available are valued at fair value as determined in good faith using methods approved by the Board of Directors (the "Directors").

Pursuant to an Exemptive Order issued by the SEC, the Fund may invest in Federated Core Trust ("Core Trust") which is managed by Federated Investment Management Company, the Fund's Adviser. Core Trust is an open-end management company, registered under the Act, available only to registered investment companies and other institutional investors. The investment objective of High Yield Bond Portfolio, a series of Core Trust, is to seek high current income by investing primarily in a diversified portfolio of lower rated fixed income securities. Federated receives no advisory or administrative fees on behalf of Core Trust. Income distributions from the Core Trust are declared daily and paid monthly, and are recorded by the Fund as dividend income. Capital gain distributions, if any, from Core Trust are declared and paid annually, and are recorded by the Fund as capital gains received. Additional information regarding High Yield Bond Portfolio is available upon request.

The Fund may also invest in Federated Core Trust II, L.P. ("Core Trust II"), pursuant to a separate Exemptive Order issued by the SEC. Core Trust II is managed independently by Federated Global Investment Management Corp. Core Trust II is a limited partnership established under the laws of the State of Delaware, on November 13, 2000, registered under the Act, and offered only to registered investment companies and other accredited investors. The Fund may invest in emerging market fixed income securities primarily by investing in the Emerging Markets Fixed Income Core Fund, (formerly known as International High Income Core Fund) a portfolio of Core Trust II. The investment objective of the Emerging Markets Fixed Income Core Fund is to achieve total return on assets and high levels of income. The Fund records daily its proportionate share of income, expenses, unrealized gains and losses and realized gains and losses from Emerging Markets Fixed Income Core Fund. The financial statements of Emerging Markets Fixed Income Core Fund are included within this report to illustrate the security holdings, financial condition, results of operations and changes in net assets of the partnership in which the Fund shares a majority interest. The financial statements of Emerging Markets Fixed Income Core Fund should be read in conjunction with the Fund's financial statements. The valuation of securities held by Emerging Markets Fixed Income Core Fund is discussed in the notes to its financial statements.

Repurchase Agreements

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

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

Investment Income, Expenses and Distributions

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

Premium and Discount Amortization/Paydown Gains and Losses

All premiums and discounts on fixed income securities are amortized/accreted for financial statement purposes. Gains and losses realized on principal payments of mortgage-backed securities (paydown gains and losses) are classified as part of investment income.

Federal Taxes

It is the Fund's policy to comply with the Subchapter M provision of the Internal Revenue Code (the "Code") and to distribute to shareholders each year substantially all of its income. Accordingly, no provision for federal tax is necessary.

Withholding taxes on foreign interest and dividends have been provided for in accordance with the applicable country's tax rules and rates.

Other Taxes

As an open-end management investment company incorporated in the state of Maryland but domiciled in Pennsylvania, the Fund is subject to the Pennsylvania Franchise Tax. This franchise tax is assessed annually on the value of the Fund, as represented by average net assets for the tax year.

When-Issued and Delayed Delivery Transactions

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

Securities Lending

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

As of November 30, 2003, securities subject to this type of arrangement and related collateral were as follows:

Market Value of
Securities Loaned

  

Market Value
of Collateral

$23,056,978

   

$23,543,834


Foreign Exchange Contracts

The Fund may enter into foreign currency commitments for the delayed delivery of securities or foreign currency exchange transactions. The Fund may enter into foreign currency contract transactions to protect assets against adverse changes in foreign currency exchange rates or exchange control regulations. Purchased contracts are used to acquire exposure to foreign currencies; whereas, contracts to sell are used to hedge the securities against currency fluctuations. Risks may arise upon entering these transactions from the potential inability of counterparties to meet the terms of their commitments and from unanticipated movements in security prices or foreign exchange rates. The foreign currency transactions are adjusted by the daily exchange rate of the underlying currency and any gains or losses are recorded for financial statement purposes as unrealized until the settlement date.

For the year ended November 30, 2003, the Fund had no outstanding foreign currency commitments.

Foreign Currency Translation

The accounting records of the Fund are maintained in U.S. dollars. All assets and liabilities denominated in foreign currencies ("FC") are translated into U.S. dollars based on the rate of exchange of such currencies against U.S. dollars on the date of valuation. Purchases and sales of securities, income and expenses are translated at the rate of exchange quoted on the respective date that such transactions are recorded. The Fund does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss from investments.

Reported net realized foreign exchange gains or losses arise from sales of portfolio securities, sales and maturities of short-term securities, sales of FCs, currency gains or losses realized between the trade and settlement dates on securities transactions, the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Fund's books, and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities other than investments in securities at fiscal year end, resulting from changes in the exchange rate.

Restricted Securities

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

Use of Estimates

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

Other

Investment transactions are accounted for on a trade date basis.

3. CHANGE IN ACCOUNTING POLICY

Effective April 1, 2001, the Fund adopted the provisions of the revised AICPA Audit and Accounting Guide for Investment Companies (the "Guide"). For financial statement purposes, the revised Guide requires the Fund to amortize premium and discount on all fixed income securities and to classify gains and losses realized on principal payments received on mortgage-backed securities (pay-down gains and losses) as part of investment income.

Upon initial adoption, the Fund adjusted its cost of fixed income securities by the cumulative amount of amortization that would have been recognized had amortization been in effect from the purchase date of each holding with a corresponding reclassification between unrealized appreciation/ depreciation on investments and undistributed net investment income. Adoption of these accounting principles does not affect the Fund's net asset value or distributions, but changes the classification of certain amounts between interest income and realized and unrealized gain/loss on the Statement of Operations. The cumulative effect to the Fund resulting from the adoption of premium and discount amortization and recognition of paydown gains and losses as part of interest income on the financial statements is as follows:

  

As of 12/1/2001

  

For the Year Ended
11/30/2002

   

   

Cost of
Investments

  

Accumulated
Net Realized
Gain (Loss)

  

Undistributed
Net Investment
Income

   

Net
Investment
Income

  

Net
Unrealized
Appreciation/
Depreciation

  

Net
Realized
Gain (Loss)

Increase (Decrease)

   

$(11,048,862)

   

$(12,545)

   

$(11,036,317)

   

$(3,757,000)

   

$(379,541)

   

$4,136,541


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

4. CAPITAL STOCK

At November 30, 2003, par value shares ($0.001 per share) authorized were as follows:

Share Class

Number of Par Value
Capital Stock Authorized

Class A Shares

  

1,000,000,000

Class B Shares

 

2,000,000,000

Class C Shares

 

1,000,000,000

Class F Shares

 

1,000,000,000

TOTAL

 

5,000,000,000

Transactions in capital stock were as follows:

Year Ended November 30

2003

2002

Class A Shares:

  

Shares

  

Amount

  

Shares

  

Amount

Shares sold

   

25,082,943

   

   

$

206,563,424

   

   

16,171,308

   

   

$

124,833,804

   

Shares issued to shareholders in payment of distributions declared

   

1,505,093

   

   

   

12,314,593

   

   

1,079,335

   

   

   

8,355,404

   

Shares redeemed

   

(16,083,750

)

   

   

(133,277,236

)

   

(12,431,280

)

   

   

(96,456,617

)


NET CHANGE RESULTING FROM CLASS A SHARE TRANSACTIONS

   

10,504,286

   

   

$

85,600,781

   

   

4,819,363

   

   

$

36,732,591

   


   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

Year Ended November 30

2003

2002

Class B Shares:

Shares

Amount

Shares

Amount

Shares sold

   

18,095,486

   

   

$

148,379,731

   

   

14,308,817

   

   

$

111,427,764

   

Shares issued to shareholders in payment of distributions declared

   

2,490,039

   

   

   

20,311,529

   

   

2,704,834

   

   

   

21,002,904

   

Shares redeemed

   

(15,172,597

)

   

   

(124,284,202

)

   

(18,343,338

)

   

   

(141,800,656

)


NET CHANGE RESULTING FROM CLASS B SHARE TRANSACTIONS

   

5,412,928

   

   

$

44,407,058

   

   

(1,329,687

)

   

$

(9,369,988

)


   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

Year Ended November 30

2003

2002

Class C Shares:

Shares

Amount

Shares

Amount

Shares sold

   

5,546,911

   

   

$

45,978,808

   

   

4,291,889

   

   

33,316,949

   

Shares issued to shareholders in payment of distributions declared

   

334,969

   

   

   

2,740,505

   

   

319,392

   

   

   

2,479,557

   

Shares redeemed

   

(2,596,190

)

   

   

(21,300,728

)

   

(4,222,050

)

   

   

(33,045,950

)


NET CHANGE RESULTING FROM CLASS C SHARE TRANSACTIONS

   

3,285,690

   

   

$

27,418,585

   

   

389,231

   

   

$

2,750,556

   


   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

Year Ended November 30

2003

2002

Class F Shares:

Shares

Amount

Shares

Amount

Shares sold

   

422,383

   

   

$

3,463,353

   

   

155,669

   

   

$

1,204,141

   

Shares issued to shareholders in payment of distributions declared

   

85,861

   

   

   

698,197

   

   

100,518

   

   

   

779,000

   

Shares redeemed

   

(492,579

)

   

   

(4,046,097

)

   

(646,722

)

   

   

(5,052,578

)


NET CHANGE RESULTING FROM CLASS F SHARE TRANSACTIONS

   

15,665

   

   

$

115,453

   

   

(390,535

)

   

$

(3,069,437

)


NET CHANGE RESULTING FROM SHARE TRANSACTIONS

   

19,218,569

   

   

$

157,541,877

   

   

3,488,372

   

   

$

27,043,722

   


5. FEDERAL TAX INFORMATION

The timing and character of income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP. These differences are due in part to differing treatments for foreign currency transactions, defaulted interest, a return of capital, discount accretion/premium amortization on debt securities and tax allocated income from partnership.

For the year ended November 30, 2003, permanent differences identified and reclassified among the components of net assets were as follows:

Increase (Decrease)

Paid in Capital

  

Distributions in
Excess of Net
Investment Income

  

Accumulated
Net Realized
Loss

$(387,585)

   

$3,263,221

   

$(2,875,636)


Net investment income, net realized gains (losses) as disclosed in the Statement of Operations, and net assets were not affected by this reclassification.

The tax character of distributions as reported on the Statement of Changes in Net Assets for the years ended November 30, 2003 and 2002 was as follows:

   

  

2003

  

2002

Ordinary income1

   

$66,425,525

   

$66,544,347


1 For tax purposes short-term capital gain distributions are considered ordinary income distributions.

As of November 30, 2003, the components of distributable earnings on a tax basis were as follows:

Net unrealized depreciation

  

$ 102,420,114


Capital loss carryforward

 

$  43,040,031


The difference between book basis and tax basis of net unrealized appreciation/depreciation is attributable in part to differing treatments for the deferral of losses on wash sales, capital loss carryforward and discount accretion/premium amortization on debt securities.

At November 30, 2003, the cost of investments for federal tax purposes was $1,187,407,215. The net unrealized depreciation of investments for federal tax purposes excluding any unrealized appreciation resulting from changes in foreign currency exchange rates was $102,578,678. This consists of net unrealized appreciation from investment for those securities having an excess of value over cost of $73,732,415 and net unrealized depreciation from investments for those securities having an excess of cost over value of $176,311,093.

At November 30, 2003, the Fund had a capital loss carryforward of $43,040,031 which will reduce the Fund's taxable income arising from future net realized gain on investments, if any, to the extent permitted by the Code, and thus will reduce the amount of the distributions to shareholders which would otherwise be necessary to relieve the Fund of any liability for federal tax. Pursuant to the Code, such capital loss carryforward will expire as follows:

Expiration Year

  

Expiration Amount

2007

   

$14,711,858


2008

   

$  7,257,665


2009

   

$15,741,297


2010

   

$ 5,329,211


6. INVESTMENT ADVISER FEE AND OTHER TRANSACTIONS WITH AFFILIATES

Investment Adviser Fee

Federated Investment Management Company, the Fund's investment adviser (the "Adviser"), receives for its services an annual investment adviser fee equal to 0.85% of the Fund's average daily net assets. The Adviser may voluntarily choose to waive any portion of its fee. The Adviser can modify or terminate this voluntary waiver at any time at its sole discretion.

Under the terms of a sub-adviser agreement between the Adviser and Federated Global Investment Management Corp. ("FGIMC"), FGIMC receives an allocable portion of the Fund's investment adviser fee. Such allocation is based on the amount of foreign securities which FGIMC manages for the Fund. This fee is paid by the Adviser out of its resources and is not an incremental Fund expense.

Pursuant to an Exemptive Order issued by the SEC, the Fund may invest in other funds, which are managed by the Adviser or an affiliate of the Adviser. The Adviser has agreed to reimburse certain investment adviser fees as a result of these transactions. Income distributions earned from investments in these funds are recorded as income in the accompanying financial statements and are listed below:

Emerging Markets Fixed Income Core Fund

  

$ 7,370,016


High Yield Bond Portfolio

 

$1,839,322


Prime Value Obligations Fund

   

$  113,470


Administrative Fee

Federated Administrative Services ("FAS"), under the Administrative Services Agreement ("Agreement"), provides the Fund with administrative personnel and services. The fee paid to FAS is based on the average aggregate daily net assets of all Federated funds as specified below:

Maximum Administrative Fee

  

Average Aggregate Daily Net
Assets of the Federated Funds

0.150%

 

on the first $5 billion

0.125%

 

on the next $5 billion

0.100%

 

on the next $10 billion

0.075%

 

on assets in excess of $20 billion

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.

FAS may voluntarily choose to waive any portion of its fee. FAS can modify or terminate this voluntary waiver at any time at its sole discretion.

Prior to November 1, 2003, Federated Services Company ("FServ") provided the Fund with administrative personnel and services. The fee paid to FServ was based on the average aggregate daily net assets of all Federated funds as specified below:

Maximum Administrative Fee

  

Average Aggregate Daily
Net Assets of the Federated Funds

0.150%

 

on the first $250 million

0.125%

 

on the next $250 million

0.100%

 

on the next $250 million

0.075%

 

on assets in excess of $750 million

The administrative fee received during any fiscal year was at least $125,000 per portfolio and $30,000 per each additional class of Shares.

For the year ended November 30, 2003, the fees paid to FAS and FServ were $66,012 and $636,123, respectively, after voluntary waiver, if applicable.

Distribution Services Fee

The Fund has adopted a Distribution Plan (the "Plan") pursuant to Rule 12b-1 under the Act. Under the terms of the Plan, the Fund will compensate Federated Securities Corp. ("FSC"), the principal distributor, from the net assets of the Fund to finance activities intended to result in the sale of the Fund's Class B Shares, Class C Shares and Class F Shares. The Plan provides that the Fund may incur distribution expenses according to the following schedule annually, to compensate FSC.

Share Class

  

Percentage of Average Daily
Net Assets of Class

Class B Shares

 

0.75%

Class C Shares

 

0.75%

Class F Shares

 

0.50%

The distributor may voluntarily choose to waive any portion of its fee. The distributor can modify or terminate this voluntary waiver at any time at its sole discretion.

Sales Charges

For the fiscal year ended November 30, 2003, FSC received $263,363 in sales charges from the sale of Class A Shares. FSC also received $12,508 relating to redemptions of Class C Shares and $3,690 of contingent deferred sales charges relating to redemptions of Class F Shares. See "What Do Shares Cost?" in the Prospectus.

Shareholder Services Fee

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

Transfer and Dividend Disbursing Agent Fees and Expenses

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

Portfolio Accounting Fees

FServ maintains the Fund's accounting records for which it receives a fee. The fee is based on the level of the Fund's average daily net assets for the period, plus out-of-pocket expenses. FServ may voluntarily choose to waive any portion of its fee. FServ can modify or terminate this voluntary waiver at any time at its sole discretion.

General

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

7. INVESTMENT TRANSACTIONS

Purchases and sales of investments, excluding long-term U.S. government securities and short-term obligations (and in-kind contributions), for the year ended November 30, 2003, were as follows:

Purchases

  

$468,358,679


Sales

 

$ 328,074,224


8. CONCENTRATION OF CREDIT RISK

The Fund invests in securities of non-U.S. issuers. Although the Fund maintains a diversified investment portfolio, the political or economic developments within a particular country or region may have an adverse effect on the ability of domiciled issuers to meet their obligations. Additionally, political or economic developments may have an effect on the liquidity and volatility of portfolio securities and currency holdings.

9. LEGAL PROCEEDINGS

In October, 2003, Federated Investors, Inc. and various subsidiaries thereof (collectively, "Federated"), along with various investment companies sponsored by Federated ("Funds") were named as defendants in several class action lawsuits filed in the United States District Court for the Western District of Pennsylvania seeking damages of unspecified amounts. 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. The Board of the Funds has retained the law firm of Dickstein Shapiro Morin & Oshinsky LLP to represent the Funds in these lawsuits. Federated and the Funds, and their respective counsel, are reviewing the allegations and will respond appropriately. Additional lawsuits based upon similar allegations may be filed in the future. Although Federated does not believe that these lawsuits will have a material adverse effect on the Funds, there can be no assurance that these suits, the ongoing adverse publicity and/or other developments resulting from related regulatory investigations will not result in increased Fund redemptions, reduced sales of Fund shares, or other adverse consequences for the Funds.

10. FEDERAL TAX INFORMATION (UNAUDITED)

For the year ended November 30, 2003, the Fund did not designate any long-term capital gain dividends.

For the fiscal year ended November 30, 2003, 0.70% of the distributions from net investment income paid by the Fund are qualifying dividends which may be subject to a maximum tax rate of 15% as provided for by the Jobs and Growth Tax Relief Act of 2003. Complete information will be reported in conjunction with your 2003 Form 1099-DIV.

Independent Auditors' Report

TO THE BOARD OF DIRECTORS OF FEDERATED FIXED INCOME SECURITIES, INC. AND SHAREHOLDERS OF FEDERATED STRATEGIC INCOME FUND:

We have audited the accompanying statement of assets and liabilities, including the portfolio of investments, of Federated Strategic Income Fund (the "Fund"), a portfolio of Federated Fixed Income Securities Inc., as of November 30, 2003, and the related statement of operations for the year then ended, the statement of changes in net assets for the years ended November 30, 2003 and 2002, and the financial highlights for the periods presented. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audits to provide reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of the securities owned at November 30, 2003, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe our audits provide a reasonable basis for our opinion.

In our opinion, such financial statements and financial highlights present fairly in all material respects, the financial position of Federated Strategic Income Fund as of November 30, 2003, the results of its operations, the changes in its net assets and its financial highlights for the respective stated periods in conformity with accounting principles generally accepted in the United States of America.

Deloitte & Touche LLP

Boston, Massachusetts
January 23, 2004

Financial Highlights--Emerging Markets Fixed Income Core Fund

(For a Share Outstanding Throughout Each Period)

  

Year Ended
11/30/2003

   

  

Period
Ended
11/30/2002

1

Net Asset Value, Beginning of Period

   

$10.98

   

   

$10.00

   

Income From Investment Operations:

   

   

   

   

   

   

Net investment income

   

0.85

   

   

0.83

2

Net realized and unrealized gain on investments

   

2.56

   

   

0.15

2


TOTAL FROM INVESTMENT OPERATIONS

   

3.41

   

   

0.98

   


Net Asset Value, End of Period

   

$14.39

   

   

$10.98

   


Total Return3

   

31.06

%

   

9.80

%


   

   

   

   

   

   

   

Ratios to Average Net Assets:

   

   

   

   

   

   


Expenses

   

0.05

%

   

0.05

%4


Net investment income

   

8.85

%

   

10.58

%2,4


Expense waiver/reimbursement5

   

0.23

%

   

0.42

%4


Supplemental Data:

   

   

   

   

   

   


Net assets, end of period (000 omitted)

   

$131,056

   

   

$80,515

   


Portfolio turnover

   

97

%

   

178

%


1 Reflects operations for the period from January 14, 2002 (date of initial investment) to November 30, 2002.

2 Effective January 14, 2002, the Fund adopted the provisions of the American Institute of Certified Public Accountants (AICPA) Audit and Accounting Guide for Investment Companies and began accreting discount/amortizing premium on long-term debt securities. The effect of this change for the period ended November 30, 2002 was to increase net investment income per share by $0.01, decrease net realized and unrealized gain/loss per share by $0.01, and increase the ratio of net investment income to average net assets from 10.39% to 10.58%.

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

4 Computed on an annualized basis.

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

See Notes which are an integral part of the Financial Statements

Portfolio of Investments--Emerging Markets Fixed Income Core Fund

November 30, 2003

Principal
Amount

  

  

Value

   

   

   

CORPORATE BONDS--14.6%

   

   

   

   

   

   

Brewery--1.3%

   

   

   

1,700,000

   

Bavaria, Series 144A, 8.875%, 11/1/2010

   

1,692,027


   

   

   

Broadcast Radio & TV--1.5%

   

   

   

   

1,900,000

   

Grupo Televisa SA, Sr. Note, 8.50%, 3/11/2032

   

   

1,978,375


   

   

   

Cable & Wireless Television--0.6%

   

   

   

   

360,000

   

Innova S De R.L., Series 144A, 9.375%, 9/19/2013

   

   

370,350

   

398,933

   

Innova S De R.L., Sr. Note, 12.875%, 4/1/2007

   

   

408,907


   

   

   

TOTAL

   

   

779,257


   

   

   

Container & Glass Products--1.6%

   

   

   

   

600,000

   

Vicap SA, Sr. Note, Series EXCH, 11.375%, 5/15/2007

   

   

582,000

   

1,600,000

   

Vitro SA, Note, Series 144A, 11.75%, 11/1/2013

   

   

1,548,448


   

   

   

TOTAL

   

   

2,130,448


   

   

   

Oil & Gas--4.3%

   

   

   

   

990,000

   

Gazprom, Note, Series 144A, 9.625%, 3/1/2013

   

   

1,077,862

   

2,500,000

   

Pemex Project Funding Master, Company Guarantee, 7.375%, 12/15/2014

   

   

2,628,350

   

2,200,000

1

Petrozuata Finance Inc., Company Guarantee, Series 144A, 8.22%, 4/1/2017

   

   

1,969,000


   

   

   

TOTAL

   

   

5,675,212


   

   

   

Paper Products--0.5%

   

   

   

   

600,000

2

Corporacion Durango SA De CV, Sr. Note, 13.125%, 8/1/2006

   

   

349,500

   

500,000

2

Corporacion Durango SA De CV, Sr. Note, Series 144A, 13.75%, 7/15/2009

   

   

291,250


   

   

   

TOTAL

   

   

640,750


   

   

   

Retailers--1.5%

   

   

   

   

1,850,000

   

Grupo Elektra S.A. de C.V., Sr. Note, 12.00%, 4/1/2008

   

   

2,007,250


   

   

   

Telecommunications & Cellular--1.9%

   

   

   

   

1,000,000

   

Mobile Telesystems, Series 144A, 8.375%, 10/14/2010

   

   

998,220

   

1,300,000

   

Philippine Long Distance Telephone Co., Sr. Unsub., 11.375%, 5/15/2012

   

   

1,436,500


   

   

   

TOTAL

   

   

2,434,720


   

   

   

Utilities--1.4%

   

   

   

   

1,700,000

   

CIA Saneamento Basico, Note, Series 144A, 12.00%, 6/20/2008

   

   

1,814,750


   

   

   

TOTAL CORPORATE BONDS (IDENTIFIED COST $18,538,023)

   

   

19,152,789


Principal
Amount

  

  

Value

   

   

   

GOVERNMENT AGENCY--0.5%

   

   

   

600,000

   

Banque Centrale de Tunisie, Unsub., 7.375%, 4/25/2012 (identified cost $592,182)

   

679,500


   

   

   

SOVEREIGN GOVERNMENTS--75.4%

   

   

   

   

1,400,000

   

Brazil, Government of, 9.25%, 10/22/2010

   

   

1,452,500

   

9,200,000

   

Brazil, Government of, Bond, 10.125%, 5/15/2027

   

   

9,186,200

   

6,280,191

   

Brazil, Government of, C Bond, 8.00%, 4/15/2014

   

   

6,044,684

   

1,800,000

   

Brazil, Government of, Note, 11.00%, 1/11/2012

   

   

2,016,000

   

3,400,000

   

Brazil, Government of, Note, 12.00%, 4/15/2010

   

   

3,974,600

   

6,500,000

   

Brazil, Government of, Unsub., 11.00%, 8/17/2040

   

   

6,711,250

   

1,100,000

1

Bulgaria, Government of, Bond, 8.25%, 1/15/2015

   

   

1,291,125

   

2,780,000

   

Colombia, Government of, 10.00%, 1/23/2012

   

   

2,953,750

   

1,900,000

   

Colombia, Government of, 10.75%, 1/15/2013

   

   

2,101,400

   

900,000

   

El Salvador, Government of, Bond, 8.25%, 4/10/2032

   

   

855,000

   

900,000

1

Guatemala, Government of, Note, 9.25%, 8/1/2013

   

   

985,500

   

3,600,000

   

Mexico, Government of, Bond, 8.00%, 9/24/2022

   

   

3,905,100

   

1,400,000

   

Mexico, Government of, Note, 7.50%, 1/14/2012

   

   

1,565,900

   

3,650,000

   

Mexico, Government of, Note, 8.375%, 1/14/2011

   

   

4,301,525

   

3,200,000

   

Mexico, Government of, Note, 9.875%, 2/1/2010

   

   

4,008,160

   

670,000

   

Panama, Government of, Bond, 9.375%, 1/16/2023

   

   

726,950

   

2,380,000

   

Peru, Government of, Note, 9.875%, 2/6/2015

   

   

2,784,600

   

1,000,000

   

Philippines, Government of, 9.375%, 1/18/2017

   

   

1,032,500

   

750,000

   

Philippines, Government of, 9.875%, 1/15/2019

   

   

750,938

   

1,225,000

   

Philippines, Government of, Note, 10.625%, 3/16/2025

   

   

1,280,125

   

1,200,000

   

Philippines, Government of, Note, 8.25%, 1/15/2014

   

   

1,135,500

   

2,900,000

   

Russia, Government of, 10.00%, 6/26/2007

   

   

3,406,340

   

4,850,000

   

Russia, Government of, 8.25%, 3/31/2010

   

   

5,421,572

   

2,500,000

   

Russia, Government of, Unsub., 12.75%, 6/24/2028

   

   

3,925,000

   

10,250,000

   

Russia, Government of, Unsub., 5.00%, 3/31/2030

   

   

9,603,225

   

1,500,000

   

South Africa, Government of, Note, 8.50%, 6/23/2017

   

   

1,805,625

   

2,810,000

   

Turkey, Government of, 11.00%, 1/14/2013

   

   

3,357,950

   

1,050,000

   

Turkey, Government of, 9.50%, 1/15/2014

   

   

1,152,375

   

550,000

   

Turkey, Government of, Note, 11.50%, 1/23/2012

   

   

671,000

   

1,830,000

   

Turkey, Government of, Sr. Unsub., 11.875%, 1/15/2030

   

   

2,335,538

   

784,008

   

Ukraine, Government of, Sr. Note, 11.00%, 3/15/2007

   

   

875,149

   

4,100,000

   

Venezuela, Government of, 10.75%, 9/19/2013

   

   

4,048,750

   

3,740,000

   

Venezuela, Government of, Bond, 9.25%, 9/15/2027

   

   

3,122,900


   

   

   

TOTAL SOVEREIGN GOVERNMENTS (IDENTIFIED COST $88,172,710)

   

   

98,788,731


Principal
Amount

  

  

Value

   

   

   

PURCHASED PUT OPTIONS--0.2%

   

   

   

12,314,100

1

Deutsche Brazil C Put, expiration date 1/28/2004

   

55,413

   

8,500,000

1

Deutsche Russia 30 Put, expiration date 2/18/2004

   

   

178,500


   

   

   

TOTAL PURCHASED PUT OPTIONS (IDENTIFIED COST $504,224)

   

   

233,913


   

   

   

REPURCHASE AGREEMENTS--0.1%

   

   

   

   

208,000

   

Interest in $2,500,000,000 joint repurchase agreement with UBS Warburg LLC, 1.08%, dated 11/28/2003, to be repurchased at $208,019 on 12/1/2003, collateralized by U.S. Government Agency Obligations with various maturities to 8/15/2033 (at amortized cost)

   

   

208,000


   

   

   

TOTAL INVESTMENTS--90.8%
(IDENTIFIED COST $108,015,139)3

   

   

119,062,933


   

   

   

OTHER ASSETS AND LIABILITIES - NET--9.2%

   

   

11,993,212


   

   

   

TOTAL NET ASSETS--100%

   

$

131,056,145


1 Denotes a restricted security which is subject to restrictions on resale under federal securities laws. These securities have been deemed liquid based upon criteria approved by the Fund's Board of Directors. At November 30, 2003 these securities amounted to $4,479,538 which represents 3.4% of total net assets.

2 Non-income producing security.

3 The cost of investments for federal tax purposes amounts to $108,019,100.

Note: The categories of investments are shown as a percentage of total net assets at November 30, 2003.

See Notes which are an integral part of the Financial Statements

Statement of Assets and Liabilities--Emerging Markets Fixed Income Core Fund

November 30, 2003

Assets:

  

   

   

  

   

   

Total investments in securities, at value (identified cost $108,015,139)

   

   

   

   

$

119,062,933

Cash

   

   

   

   

   

1,403,425

Income receivable

   

   

   

   

   

2,485,174

Receivable for investments sold

   

   

   

   

   

9,637,740


TOTAL ASSETS

   

   

   

   

   

132,589,272


Liabilities:

   

   

   

   

   

   

Payable for investments purchased

   

$

1,505,021

   

   

   

Payable for transfer and dividend disbursing agent fees and expenses (Note 6)

   

   

1,181

   

   

   

Payable for Directors'/Trustees' fees

   

   

1,567

   

   

   

Payable for portfolio accounting fees (Note 6)

   

   

4,173

   

   

   

Accrued expenses

   

   

21,185

   

   

   


TOTAL LIABILITIES

   

   

   

   

   

1,533,127


Net assets for 9,106,848 shares outstanding

   

   

   

   

$

131,056,145


Net Assets Consist of:

   

   

   

   

   

   

Paid in capital

   

   

   

   

$

97,220,678

Net unrealized appreciation of investments

   

   

   

   

   

11,047,794

Accumulated net realized gain on investments

   

   

   

   

   

7,514,090

Undistributed net investment income

   

   

   

   

   

15,273,583


TOTAL NET ASSETS

   

   

   

   

$

131,056,145


Net Asset Value, Offering Price and Redemption Proceeds Per Share:

   

   

   

   

   

   

$131,056,145 ÷ 9,106,848 shares outstanding

   

   

   

   

   

$14.39


See Notes which are an integral part of the Financial Statements

Statement of Operations--Emerging Markets Fixed Income Core Fund

Year Ended November 30, 2003

Investment Income:

  

   

   

   

  

   

   

   

  

   

   

Interest

   

   

   

   

   

   

   

   

   

$

9,243,475


Expenses:

   

   

   

   

   

   

   

   

   

   

   

Custodian fees

   

   

   

   

   

$

39,391

   

   

   

   

Administrative personnel and services fee (Note 6)

   

   

   

   

   

   

125,000

   

   

   

   

Transfer and dividend disbursing agent fees and expenses (Note 6)

   

   

   

   

   

   

13,088

   

   

   

   

Directors'/Trustees' fees

   

   

   

   

   

   

10,976

   

   

   

   

Auditing fees

   

   

   

   

   

   

17,060

   

   

   

   

Legal fees

   

   

   

   

   

   

6,981

   

   

   

   

Portfolio accounting fees (Note 6)

   

   

   

   

   

   

47,624

   

   

   

   

Insurance premiums

   

   

   

   

   

   

7,870

   

   

   

   

Taxes

   

   

   

   

   

   

25,100

   

   

   

   

Miscellaneous

   

   

   

   

   

   

3,500

   

   

   

   


TOTAL EXPENSES

   

   

   

   

   

   

296,590

   

   

   

   


Waiver and Reimbursement (Note 6):

   

   

   

   

   

   

   

   

   

   

   

Waiver of administrative personnel and services fee

   

$

(125,000

)

   

   

   

   

   

   

   

Reimbursement of other operating expenses

   

   

(114,624

)

   

   

   

   

   

   

   


TOTAL WAIVER AND REIMBURSEMENT

   

   

   

   

   

   

(239,624

)

   

   

   


Net expenses

   

   

   

   

   

   

   

   

   

   

56,966


Net investment income

   

   

   

   

   

   

   

   

   

   

9,186,509


Realized and Unrealized Gain on Investments:

   

   

   

   

   

   

   

   

   

   

   

Net realized gain on investments

   

   

   

   

   

   

   

   

   

   

5,253,640

Net change in unrealized depreciation of investments

   

   

   

   

   

   

   

   

   

   

11,721,465


Net realized and unrealized gain on investments

   

   

   

   

   

   

   

   

   

   

16,975,105


Change in net assets resulting from operations

   

   

   

   

   

   

   

   

   

$

26,161,614


See Notes which are an integral part of the Financial Statements

Statement of Changes in Net Assets--Emerging Markets Fixed Income Core Fund

 

   

  

   

Year Ended
11/30/2003

   

  

   

Period
Ended
11/30/2002

1

Increase (Decrease) in Net Assets

   

   

   

   

   

   

   

   

Operations:

   

   

   

   

   

   

   

   

Net investment income

   

$

9,186,509

   

   

$

6,087,074

   

Net realized gain on investments

   

   

5,253,640

   

   

   

2,260,450

   

Net change in unrealized appreciation/depreciation of investments

   

   

11,721,465

   

   

   

(673,671

)


CHANGE IN NET ASSETS RESULTING FROM OPERATIONS

   

   

26,161,614

   

   

   

7,673,853

   


Share Transactions:

   

   

   

   

   

   

   

   

Proceeds from sale of shares

   

   

67,180,000

   

   

   

133,407,699

   

Cost of shares redeemed

   

   

(42,800,000

)

   

   

(60,567,021

)


CHANGE IN NET ASSETS RESULTING FROM SHARE TRANSACTIONS

   

   

24,380,000

   

   

   

72,840,678

   


Change in net assets

   

   

50,541,614

   

   

   

80,514,531

   


Net Assets:

   

   

   

   

   

   

   

   

Beginning of period

   

   

80,514,531

   

   

   

--

   


End of period (including undistributed net investment income of $15,273,583 and $6,087,074, respectively)

   

$

131,056,145

   

   

$

80,514,531

   


1 For the period from January 14, 2002 (date of initial investment) to November 30, 2002.

See Notes which are an integral part of the Financial Statements

Notes to Financial Statements--Emerging Markets Fixed Income Core Fund

November 30, 2003

1. ORGANIZATION

Emerging Markets Fixed Income Core Fund (the "Fund") is a non-diversified portfolio of Federated Core Trust II, L.P. (the "Trust"). The Trust is registered under the Investment Company Act of 1940, as amended (the "Act"). The Trust is a limited partnership that was established under the laws of the state of Delaware on November 13, 2000 and offered only to registered investment companies and other accredited investors. The Trust consists of two portfolios. The financial statements included herein are only those of the Fund.

The Fund's primary investment objective is to achieve total return on assets. Its secondary investment objective is to achieve a high level of income. The Fund pursues these objectives by investing in an unhedged portfolio of foreign, high-yield, fixed-income securities. Currently, the Fund is only available for purchase by other Federated funds and their affiliates.

2. SIGNIFICANT ACCOUNTING POLICIES

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

Investment Valuation

Fixed income securities (government securities, asset back securities and other fixed income securities), listed corporate bonds, unlisted securities and private placement securities are generally valued at the mean of the latest bid and asked price as furnished by an independent pricing service. With respect to valuation of foreign securities, trading in foreign cities may be completed at times that vary from the closing of the New York Stock Exchange. Therefore, foreign securities are valued at the latest closing price on the exchange on which they are traded prior to the closing of the New York Stock Exchange. Foreign securities quoted in foreign currencies are translated into U.S. dollars at the foreign exchange rate in effect at noon, Eastern Time, on the day the value of the foreign security is determined. Short-term securities are valued at the prices provided by an independent pricing service. However, short-term securities with remaining maturities of 60 days or less at the time of purchase may be valued at amortized cost, which approximates fair market value. Investments in other open-end regulated investment companies are valued at net asset value. Securities for which no quotations are readily available, or whose values have been affected by a significant event occurring after the close of their primary markets, are valued at fair value as determined in good faith using methods approved by the Board of Directors (the "Directors").

Repurchase Agreements

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

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

Investment Income, Expenses, Distributions and Tax

Interest income and expenses are accrued daily. All net income and gain/loss (realized and unrealized) will be allocated daily to the shareholders based on their capital contributions to the Fund. The Fund does not currently intend to declare and pay distributions.

Premium and Discount Amortization

All premiums and discounts on fixed income securities are amortized/accreted for financial reporting purposes.

Federal Taxes

As a partnership, the Fund is not subject to U.S. federal income tax. Instead, each investor reports separately on its own federal income tax return its allocated portion of the Fund's income, gains, losses, deductions and credits (including foreign tax credits for creditable foreign taxes imposed on the Fund).

When-Issued and Delayed Delivery Transactions

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

Foreign Exchange Contracts

The Fund may enter into foreign currency commitments for the delayed delivery of securities or foreign currency exchange transactions. The Fund may enter into foreign currency contract transactions to protect assets against adverse changes in foreign currency exchange rates or exchange control regulations. Purchased contracts are used to acquire exposure to foreign currencies; whereas, contracts to sell are used to hedge the Fund's securities against currency fluctuations. Risks may arise upon entering these transactions from the potential inability of counterparties to meet the terms of their commitments and from unanticipated movements in security prices or foreign exchange rates. The foreign currency transactions are adjusted by the daily exchange rate of the underlying currency and any gains or losses are recorded for financial statement purposes as unrealized until the settlement date.

At November 30, 2003, the Fund had no outstanding foreign currency commitments.

Written Options Contracts

The Fund may write option contracts. A written option obligates the Fund to deliver a call, or to receive a put, the contract amount upon exercise by the holder of the option. The value of the option contract is recorded as a liability and unrealized gain or loss is measured by the difference between the current value and the premium received. For the year ended November 30, 2003, the Fund had no realized gain (loss) on written options.

At November 30, 2003, the Fund had no outstanding written options.

Foreign Currency Translation

The accounting records of the Fund are maintained in U.S. dollars. All assets and liabilities denominated in foreign currencies ("FC") are translated into U.S. dollars based on the rates of exchange of such currencies against U.S. dollars on the date of valuation. Purchases and sales of securities, income and expenses are translated at the rate of exchange quoted on the respective date such transactions are recorded. The Fund does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss from investments.

Reported net realized foreign exchange gains or losses arise from sales of portfolio securities, sales and maturities of short-term securities, sales of FCs, currency gains or losses realized between the trade and settlement dates on securities transactions, the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund's books, and the U.S. dollars equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities other than investments in securities at fiscal year end, resulting from changes in the exchange rate.

Restricted Securities

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

Use of Estimates

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

Other

Investment transactions are accounted for on a trade date basis.

3. CHANGE IN ACCOUNTING POLICY

Effective January 14, 2002, the Fund adopted the provisions of the revised AICPA Audit and Accounting Guide for Investment Companies (the "Guide"). For financial statement purposes, the revised Guide requires the Fund to amortize premium and discount on all fixed income securities as part of investment income.

Upon initial adoption, the Fund adjusted its cost of fixed income securities by the cumulative amount of amortization that would have been recognized had amortization been in effect from the purchase date of each holding with a corresponding reclassification between unrealized appreciation/depreciation on investments and undistributed net investment income. Adoption of these accounting principles does not affect the Fund's net asset value or distributions, but changes the classification of certain amounts between investment income and realized and unrealized gain/loss on the Statement of Operations. The cumulative effect to the Fund resulting from the adoption of premium and discount amortization as part of investment income on the financial statements is as follows:

 

For the Period Ended 11/30/2002

  

Net Investment
Income

  

Net Unrealized
Appreciation
(Depreciation)

  

Net Realized
Gain (Loss)

Increase (Decrease)

   

$108,955

   

$(71,193)

   

$(37,762)


4. CONTRIBUTIONS/WITHDRAWALS

Transactions in shares were as follows:

   

  

Year Ended
11/30/2003

   

  

Period
Ended
11/30/2002

1

Proceeds from contributions

   

5,035,032

   

   

13,036,698

   

Fair value of withdrawals

   

(3,257,885

)

   

(5,706,997

)


TOTAL CHANGE RESULTING FROM CONTRIBUTIONS/WITHDRAWALS

   

1,777,147

   

   

7,329,701

   


1 For the period from January 14, 2002 (date of investment) to November 30, 2002.

5. FEDERAL TAX INFORMATION

The difference between book-basis and tax-basis unrealized appreciation is attributable to differing treatments for discount accretion/premium amortization on debt securities.

At November 30, 2003, the cost of investments for federal tax purposes was $108,019,100. The net unrealized appreciation of investments for federal tax purposes was $11,043,833. This consists of net unrealized appreciation from investments for those securities having an excess of value over cost of $11,748,852 and net unrealized depreciation from investments for those securities having an excess of cost over value of $705,019.

6. INVESTMENT ADVISER FEE AND OTHER TRANSACTIONS WITH AFFILIATES

Investment Adviser Fee

Federated Global Investment Management Corp. is the Fund's investment adviser (the "Adviser") subject to the direction of the Directors. The Adviser provides investment adviser services at no fee. The Adviser may voluntarily choose to reimburse certain operating expenses of the Fund. The Adviser can modify or terminate this reimbursement at any time at its sole discretion.

Administrative Fee

Federated Administrative Services, Inc. ("FASI"), a subsidiary of Federated Investors, Inc., provides administrative personnel and services (including certain legal and financial reporting services) necessary to operate the Fund. FASI provides these services at an annual rate that ranges from 0.150% to 0.075% of the average aggregate net assets of all funds advised by affiliates of Federated Investors, Inc. FASI may voluntarily choose to waive any portion of its fee. FASI may terminate this voluntary waiver at any time at its sole discretion.

Transfer and Dividend Disbursing Agent Fees and Expenses

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

Portfolio Accounting Fees

FASI maintains the Fund's accounting records for which it receives a fee. The fee is based on the level of the Fund's average daily net assets for the period, plus out-of-pocket expenses. FASI may voluntarily choose to waive certain operating expenses of the Fund. FASI can modify or terminate this waiver at any time at its sole discretion.

General

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

7. INVESTMENT TRANSACTIONS

Purchases and sales of investments, excluding long-term U.S. government securities and short-term obligations (and in-kind contributions), for the year ended November 30, 2003, were as follows:

Purchases

  

$117,798,871


Sales

   

$94,809,111


8. CONCENTRATION OF CREDIT RISK

Compared to diversified mutual funds, the Fund may invest a higher percentage of its assets among fewer issuers of portfolio securities. This increases the Fund's risk by magnifying the impact (positively or negatively) that any one issuer has on the Fund's share price and performance. The Fund invests in securities of non-U.S. issuers. The political or economic developments within a particular country or region may have an adverse effect on the ability of domiciled issuers to meet their obligations. Additionally, political or economic developments may have an effect on the liquidity or volatility of portfolio securities and currency holdings.

At November 30, 2003, the diversification of countries was as follows:

Country

  

Percentage of
Net Assets

Brazil

 

23.8%

Russia

 

18.8%

Mexico

 

18.3%

Venezuela

 

7.0%

Turkey

 

5.7%

Colombia

 

5.1%

Philippines

 

4.3%

Peru

 

2.1%

South Africa

 

1.4%

Bulgaria

 

1.0%

Guatemala

 

0.8%

El Salvador

 

0.7%

Ukraine

 

0.7%

Panama

 

0.6%

Tunisia

 

0.5%

United States

 

0.2%

9. LEGAL PROCEEDINGS

In October, 2003, Federated Investors, Inc. and various subsidiaries thereof (collectively, "Federated"), along with various investment companies sponsored by Federated ("Funds") were named as defendants in several class action lawsuits filed in the United States District Court for the Western District of Pennsylvania seeking damages of unspecified amounts. 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. The Board of the Funds has retained the law firm of Dickstein Shapiro Morin & Oshinsky LLP to represent the Funds in these lawsuits. Federated and the Funds, and their respective counsel, are reviewing the allegations and will respond appropriately. Additional lawsuits based upon similar allegations may be filed in the future. Although Federated does not believe that these lawsuits will have a material adverse effect on the Funds, there can be no assurance that these suits, the ongoing adverse publicity and/or other developments resulting from related regulatory investigations will not result in increased Fund redemptions, reduced sales of Fund shares, or other adverse consequences for the Funds.

Report of Ernst & Young Llp, Independent Auditors

TO THE BOARD OF DIRECTORS OF FEDERATED CORE TRUST II, L.P. AND SHAREHOLDERS OF EMERGING MARKETS FIXED INCOME CORE FUND:

We have audited the accompanying statement of assets and liabilities, including the portfolio of investments, of Emerging Markets Fixed Income Core Fund (the "Fund"), (one of the portfolios constituting the Federated Core Trust II, L.P.) as of November 30, 2003, and the related statement of operations for the year then ended and the statement of changes in net assets and the financial highlights for each of the periods indicated therein. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with auditing standards generally accepted in the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of November 30, 2003, by correspondence with the custodian and brokers, or by other appropriate auditing procedures where replies from brokers were not received. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Emerging Markets Fixed Income Core Fund of Federated Core Trust II, L.P. at November 30, 2003, the results of its operations for the year then ended, and the changes in its net assets and the financial highlights for each of the periods indicated therein, in conformity with accounting principles generally accepted in the United States.

Ernst & Young LLP

Boston, Massachusetts
January 12, 2004

Board of Directors and Corporation Officers

The Board is responsible for managing the Corporation's business affairs and for exercising all the Corporation's powers except those reserved for the shareholders. The following tables give information about each Board member and the senior officers of the Fund[s]. Where required, the tables separately list Board members who are "interested persons" of the Fund (i.e., "Interested" Board members) and those who are not (i.e., "Independent" Board members). Unless otherwise noted, the address of each person listed is Federated Investors Tower, 1001 Liberty Avenue, Pittsburgh, PA. The Corporation comprises four portfolios and the Federated Fund Complex consists of 44 investment companies (comprising 138 portfolios). Unless otherwise noted, each Officer is elected annually. Unless otherwise noted, each Board member oversees all portfolios in the Federated Fund Complex; serves for an indefinite term; and also serves as a Board member of the following investment company complexes: Banknorth Funds--four portfolios; Golden Oak® Family of Funds--seven portfolios; and WesMark Funds--five portfolios. The Fund's Statement of Additional Information includes additional information about Corporation Directors and is available, without charge and upon request, by calling 1-800-341-7400.

INTERESTED DIRECTORS BACKGROUND

 

 

 


Name
Birth Date
Address
Positions Held with Corporation
Date Service Began

  

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

John F. Donahue*
Birth Date: July 28, 1924
DIRECTOR AND CHAIRMAN
Began serving: October 1991

 

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

Previous Positions: Trustee, Federated Investment Management Company and Chairman and Director, Federated Investment Counseling.

 

 

 


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

 

Principal Occupations: Principal Executive Officer and President of the Federated Fund Complex; Director or Trustee of some of the Funds in the Federated Fund Complex; President, Chief Executive Officer and Director, Federated Investors, Inc.; Chairman and Trustee, Federated Investment Management Company, Federated Equity Management Company of Pennsylvania; Trustee, Federated Investment Counseling; Chairman and Director, Federated Global Investment Management Corp.; Chairman, Passport Research, Ltd., Passport Research II, Ltd.; Trustee, Federated Shareholder Services Company; Director, Federated Services Company.

Previous Positions: President, Federated Investment Counseling; President and Chief Executive Officer, Federated Investment Management Company, Federated Global Investment Management Corp. and Passport Research, Ltd.

 

 

 


 

 

 


Name
Birth Date
Address
Positions Held with Corporation
Date Service Began

  

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

Lawrence D. Ellis, M.D.*
Birth Date: October 11, 1932
3471 Fifth Avenue
Suite 1111
Pittsburgh, PA
DIRECTOR
Began serving: October 1991

 

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

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

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

 

 

 


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

INDEPENDENT DIRECTORS BACKGROUND

 

 

 


Name
Birth Date
Address
Positions Held with Corporation
Date Service Began

  

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

Thomas G. Bigley
Birth Date: February 3, 1934
15 Old Timber Trail
Pittsburgh, PA
DIRECTOR
Began serving: November 1994

 

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

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

Previous Position: Senior Partner, Ernst & Young LLP.

 

 

 


John T. Conroy, Jr.
Birth Date: June 23, 1937
Grubb & Ellis/Investment
Properties Corporation
3838 North Tamiami Trail
Suite 402
Naples, FL
DIRECTOR
Began serving: October 1991

 

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

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

 

 

 


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

 

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

Other Directorships Held: Director and Member of the Audit Committee, Michael Baker Corporation (engineering and energy services worldwide).

Previous Position: Partner, Andersen Worldwide SC.

 

 

 


 

 

 


Name
Birth Date
Address
Positions Held with Corporation
Date Service Began

  

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

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

 

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

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

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

 

 

 


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

 

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

Other Directorships Held: Board of Overseers, Babson College.

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

 

 

 


Charles F. Mansfield, Jr.
Birth Date: April 10, 1945
80 South Road
Westhampton Beach, NY
DIRECTOR
Began serving: January 1999

 

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

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

 

 

 


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

 

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

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

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

 

 

 


 

 

 


Name
Birth Date
Address
Positions Held with Corporation
Date Service Began

  

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

Marjorie P. Smuts
Birth Date: June 21, 1935
4905 Bayard Street
Pittsburgh, PA
DIRECTOR
Began serving: October 1991

 

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

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

 

 

 


John S. Walsh
Birth Date: November 28, 1957
2604 William Drive
Valparaiso, IN
DIRECTOR
Began serving: January 1999

 

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

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

 

 

 


OFFICERS

 

 

 


Name
Birth Date
Positions Held with Corporation
Date Service Began

  

Principal Occupation(s) and Previous Position(s)

John W. McGonigle
Birth Date: October 26, 1938
EXECUTIVE VICE PRESIDENT
AND SECRETARY
Began serving: November 1991

 

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

 

 

 


Richard J. Thomas
Birth Date: June 17, 1954
TREASURER
Began serving: November 1998

 

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

 

 

 


Richard B. Fisher
Birth Date: May 17, 1923
VICE CHAIRMAN
Began serving: August 2002

 

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

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

 

 

 


William D. Dawson III
Birth Date: March 3, 1949
CHIEF INVESTMENT OFFICER
Began serving: November 1998

 

Principal Occupations: Chief Investment Officer of this Fund and various other Funds in the Federated Fund Complex; Executive Vice President, Federated Investment Counseling, Federated Global Investment Management Corp., Federated Investment Management Company, Federated Equity Management Company of Pennsylvania Passport Research, Ltd.; and Passport Research II Ltd.

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

 

 

 


Joseph M. Balestrino
Birth Date: November 3, 1954
VICE PRESIDENT
Began serving: November 1998

 

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

 

 

 


Jeff A. Kozemchak
Birth Date: January 15, 1960
VICE PRESIDENT
Began serving: November 1998

 

Jeff A. Kozemchak is Vice President of the Corporation. Mr. Kozemchak joined Federated in 1987 and has been a Senior Portfolio Manager since 1996 and a Senior Vice President of the Fund's Adviser since 1999. He was a Portfolio Manager until 1996 and a Vice President of the Fund's Adviser from 1993 to 1998. Mr. Kozemchak is a Chartered Financial Analyst and received his M.S. in Industrial Administration from Carnegie Mellon University in 1987.

 

 

 


 

Mutual funds are not bank deposits or obligations, are not guaranteed by any bank, and are not insured or guaranteed by the U.S. government, the Federal Deposit Insurance Corporation, the Federal Reserve Board or any other government agency. Investment in mutual funds involves investment risk, including the possible loss of principal.

This report is authorized for distribution to prospective investors only when preceded or accompanied by the Fund's prospectus, which contains facts concerning its objective and policies, management fees, expenses and other information.

VOTING PROXIES ON FUND PORTFOLIO SECURITIES

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to securities held in the Fund's portfolio is available, without charge and upon request, by calling 1-800-341-7400. This information is also available from the EDGAR database on the SEC's Internet site at http://www.sec.gov.

Federated Investors
World-Class Investment Manager

Federated Strategic Income Fund
Federated Investors Funds
5800 Corporate Drive
Pittsburgh, PA 15237-7000
www.federatedinvestors.com

Contact us at 1-800-341-7400 or
www.federatedinvestors.com/contact

Federated Securities Corp., Distributor

Cusip 31417P502
Cusip 31417P601
Cusip 31417P700
Cusip 31417P809

Federated is a registered mark of Federated Investors, Inc. 2004 ©Federated Investors, Inc.

G00324-02 (1/04)

 


Item 2.     Code of Ethics

As of the end of the period covered by this report, the registrant has adopted a
code of ethics (the "Section 406 Standards  for  Investment  Companies - Ethical
Standards for Principal  Executive and Financial  Officers") that applies to the
registrant's  Principal Executive Officer and Principal  Financial Officer;  the
registrant's Principal Financial Officer also serves as the Principal Accounting
Officer.

The registrant  hereby  undertakes to provide any person,  without charge,  upon
request,  a copy of the code of ethics. To request a copy of the code of ethics,
contact the registrant at 1-800-341-7400,  and ask for a copy of the Section 406
Standards for Investment  Companies - Ethical Standards for Principal  Executive
and Financial Officers.


Item 3.     Audit Committee Financial Expert

The  registrant's  Board has  determined  that each member of the Board's  Audit
Committee is an "audit committee financial expert," and that each such member is
"independent,"  for purposes of this Item. The Audit  Committee  consists of the
following  Board members:  Thomas G. Bigley,  John T. Conroy,  Jr.,  Nicholas P.
Constantakis and Charles F. Mansfield, Jr.


Item 4.     Principal Accountant Fees and Services

            Not Applicable

Item 5      Audit Committee of Listed Registrants

            Not Applicable

Item 6      [Reserved]

Item 7.     Disclosure of Proxy Voting Policies and Procedures for
            Closed-End Management Investment Companies

            Not Applicable

Item 8.     Purchases of Equity Securities by Closed-End Management
            Investment Company and Affiliated Purchasers

            Not Applicable

Item 9.     Submission of Matters to a Vote of Security Holders

            Not Applicable

Item 10.    Controls and Procedures

(a)  The   registrant's   President  and  Treasurer   have  concluded  that  the
     registrant's  disclosure  controls  and  procedures  (as  defined  in  rule
     30a-3(c)  under the Act) are  effective  in design  and  operation  and are
     sufficient to form the basis of the certifications required by Rule 30a-(2)
     under the Act, based on their evaluation of these  disclosure  controls and
     procedures within 90 days of the filing date of this report on Form N-CSR.

(b)  There were no changes in the  registrant's  internal control over financial
     reporting  (as defined in rule  30a-3(d)  under the Act),  or the  internal
     control over financial  reporting of its service  providers during the last
     fiscal  half  year  (the  registrant's  second  half year in the case of an
     annual report) that have materially  affected,  or are reasonably likely to
     materially  affect,  the  registrant's   internal  control  over  financial
     reporting.

Item 11.    Exhibits


                                   SIGNATURES

Pursuant to the  requirements  of the  Securities  Exchange  Act of 1934 and the
Investment Company Act of 1940, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.

Registrant  Federated Fixed Income Securities, Inc.

By          /S/ Richard J. Thomas, Principal Financial Officer
                            (insert name and title)

Date        January 27, 2004


Pursuant to the  requirements  of the  Securities  Exchange  Act of 1934 and the
Investment  Company  Act of  1940,  this  report  has been  signed  below by the
following  persons on behalf of the  registrant and in the capacities and on the
dates indicated.


By          /S/ J. Christopher Donahue, Principal Executive Officer
Date        January 27, 2004


By          /S/ Richard J. Thomas, Principal Financial Officer
Date        January 27, 2004