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

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




                                   811-7115

                     (Investment Company Act File Number)


                     Federated Total Return Series, 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: Six months ended 5/31/03










Item 1.     Reports to Stockholders

Federated Investors
World-Class Investment Manager

Federated Total Return Bond Fund

Established 1993

A Portfolio of Federated Total Return Series, Inc.

10TH SEMI-ANNUAL SHAREHOLDER REPORT

May 31, 2003

FINANCIAL HIGHLIGHTS

FINANCIAL STATEMENTS

Financial Highlights -- Class A Shares

(For a Share Outstanding Throughout Each Period)

	Six Months Ended (unaudited) 5/31/2003		Year Ended 11/30/2002		Period Ended 11/30/2001	1
Net Asset Value, Beginning of Period	$10.62		$10.68		$10.61
Income From Investment Operations:
Net investment income	0.24		0.59		0.17
Net realized and unrealized gain (loss) on investments and foreign currency transactions	0.42		(0.02	)	0.07
TOTAL FROM INVESTMENT OPERATIONS	0.66		0.57		0.24
Less Distributions:
Distributions from net investment income	(0.25	)	(0.58	)	(0.17	)
Distributions from net realized gain on investments and foreign currency transactions	--		(0.05	)	--
TOTAL DISTRIBUTIONS	(0.25	)	(0.63	)	(0.17	)
Net Asset Value, End of Period	$11.03		$10.62		$10.68
Total Return2	6.30	%	5.58	%	2.29	%
Ratios to Average Net Assets:
Expenses	0.86	%3	0.85	%	0.85	%3
Net investment income	4.50	%3	5.69	%	5.82	%3
Expense waiver/reimbursement4	0.22	%3	0.23	%	0.23	%3
Supplemental Data:
Net assets, end of period (000 omitted)	$79,141		$60,728		$7,302
Portfolio turnover	31	%	74	%	68	%

1 Reflects operations for the period from August 16, 2001 (date of initial public investment) to November 30, 2001.

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

3 Computed on an annualized basis.

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

See Notes which are an integral part of the Financial Statements

Financial Highlights -- Class B Shares

(For a Share Outstanding Throughout Each Period)

	Six Months Ended (unaudited) 5/31/2003		Year Ended 11/30/2002		Period Ended 11/30/2001	1
Net Asset Value, Beginning of Period	$10.62		$10.68		$10.55
Income From Investment Operations:
Net investment income	0.22		0.54		0.18
Net realized and unrealized gain (loss) on investments and foreign currency transactions	0.42		(0.02	)	0.13
TOTAL FROM INVESTMENT OPERATIONS	0.64		0.52		0.31
Less Distributions:
Distributions from net investment income	(0.23	)	(0.53	)	(0.18	)
Distributions from net realized gain on investments and foreign currency transactions	--		(0.05	)	--
TOTAL DISTRIBUTIONS	(0.23	)	(0.58	)	(0.18	)
Net Asset Value, End of Period	$11.03		$10.62		$10.68
Total Return2	6.04	%	5.05	%	2.90	%
Ratios to Average Net Assets:
Expenses	1.36	%3	1.35	%	1.35	%3
Net investment income	4.00	%3	5.15	%	5.13	%3
Expense waiver/reimbursement4	0.22	%3	0.23	%	0.23	%3
Supplemental Data:
Net assets, end of period (000 omitted)	$75,682		$52,396		$12,877
Portfolio turnover	31	%	74	%	68	%

1 Reflects operations for the period from August 3, 2001 (date of initial public investment) to
November 30, 2001.

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

3 Computed on an annualized basis.

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

See Notes which are an integral part of the Financial Statements

Financial Highlights -- Class C Shares

(For a Share Outstanding Throughout Each Period)

	Six Months Ended (unaudited) 5/31/2003		Year Ended 11/30/2002		Period Ended 11/30/2001	1
Net Asset Value, Beginning of Period	$10.62		$10.68		$10.56
Income From Investment Operations:
Net investment income	0.22		0.54		0.18
Net realized and unrealized gain (loss) on investments and foreign currency transactions	0.42		(0.02	)	0.12
TOTAL FROM INVESTMENT OPERATIONS	0.64		0.52		0.30
Less Distributions:
Distributions from net investment income	(0.23	)	(0.53)		(0.18)
Distributions from net realized gain on investments and foreign currency transactions	--		(0.05)		--
TOTAL DISTRIBUTIONS	(0.23	)	(0.58)		(0.18)
Net Asset Value, End of Period	$11.03		$10.62		$10.68
Total Return2	6.04	%	5.05	%	2.82	%
Ratios to Average Net Assets:
Expenses	1.36	%3	1.35	%	1.35	%3
Net investment income	4.00	%3	5.15	%	5.07	%3
Expense waiver/reimbursement4	0.22	%3	0.23	%	0.23	%3
Supplemental Data:
Net assets, end of period (000 omitted)	$35,022		$14,287		$3,887
Portfolio turnover	31	%	74	%	68	%

1 Reflects operations for the period from August 2, 2001 (date of initial public investment) to November 30, 2001.

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

3 Computed on an annualized basis.

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

See Notes which are an integral part of the Financial Statements

Financial Highlights -- Class K Shares

(For a Share Outstanding Throughout the Period)

	Period Ended (unaudited) 5/31/2003	1
Net Asset Value, Beginning of Period	$10.76
Income From Investment Operations:
Net investment income	0.07
Net realized and unrealized gain on investments and foreign currency	0.27
TOTAL FROM INVESTMENT OPERATIONS	0.34
Less Distributions:
Distributions from net investment income	(0.07	)
Net Asset Value, End of Period	$11.03
Total Return2	3.01	%
Ratios to Average Net Assets:
Expenses	1.11	%3
Net investment income	4.25	%3
Expense waiver/reimbursement4	0.22	%3
Supplemental Data:
Net assets, end of period (000 omitted)	$43
Portfolio turnover	31	%

1 Reflects operations for the period from April 8, 2003 (start of performance) to May 31, 2003.

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

3 Computed on an annualized basis.

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

See Notes which are an integral part of the Financial Statements

Portfolio of Investments

May 31, 2003 (unaudited)

Principal Amount				Value
			CORPORATE BONDS--28.4%
			Basic Ind. - Chemicals--0.3%
$	500,000	1	Fertinitro Finance, Company Guarantee, 8.29%, 4/1/2020	$	218,750
	2,800,000		Praxair, Inc., 3.95%, 6/1/2013		2,811,228
			TOTAL		3,029,978
			Basic Ind. - Metals & Mining--1.4%
	2,200,000		BHP Finance (USA), Inc., 4.80%, 4/15/2013		2,324,014
	1,034,000		Barrick Gold Corp., Deb., 7.50%, 5/1/2007		1,201,436
	415,000		Inco Ltd., Note, 9.60%, 6/15/2022		436,273
	4,760,000		Noranda, Inc., Deb., 8.125%, 6/15/2004		4,965,870
	1,200,000	1	Normandy Finance Ltd., Company Guarantee, 7.50%, 7/15/2005		1,280,412
	9,700,000		Normandy Yandal Operations Ltd., 8.875%, 4/1/2008		4,898,500
			TOTAL		15,106,505
			Basic Ind. - Paper--0.7%
	380,000		Westvaco Corp., 7.65%, 3/15/2027		447,727
	3,000,000		Westvaco Corp., Sr. Deb., 7.50%, 6/15/2027		3,481,140
	2,800,000		Weyerhaeuser Co., Deb., 7.375%, 3/15/2032		3,311,728
			TOTAL		7,240,595
			Cap. Goods - Diversified Manufacturing--0.5%
	4,400,000	1	Hutchison Whampoa Ltd., 6.50%, 2/13/2013		4,700,388
	750,000		Tyco International Group, Note, 4.95%, 8/1/2003		750,938
			TOTAL		5,451,326
			Cap. Goods - Environmental--0.5%
	1,000,000		Republic Services, Inc., 7.125%, 5/15/2009		1,190,620
	50,000		Republic Services, Inc., Note, 6.75%, 8/15/2011		58,241
	400,000		USA Waste Services, Inc., Sr. Note, 7.00%, 10/1/2004		426,440
	1,300,000		USA Waste Services, Inc., Sr. Note, 7.125%, 10/1/2007		1,501,799
	1,000,000		Waste Management, Inc., 7.375%, 8/1/2010		1,202,600
	750,000		Waste Management, Inc., Deb., 8.75%, 5/1/2018		913,973
			TOTAL		5,293,673
Principal Amount				Value
			CORPORATE BONDS--continued
			Cap. Goods - Aerospace & Defense--0.8%
$	2,000,000		Boeing Capital Corp., 6.50%, 2/15/2012	$	2,225,000
	1,000,000		Boeing Capital Corp., 6.68%, 12/1/2003		1,021,350
	700,000		General Dynamics Corp., 3.00%, 5/15/2008		709,254
	900,000		Raytheon Co., 8.20%, 3/1/2006		1,037,277
	325,000		Raytheon Co., Note, 6.30%, 3/15/2005		349,053
	2,425,000		Raytheon Co., Note, 6.75%, 8/15/2007		2,786,495
			TOTAL		8,128,429
			Communications - Media & Cable--1.5%
	4,200,000		British Sky Broadcasting Group PLC, Unsecd. Note, 7.30%, 10/15/2006		4,654,020
	3,000,000		Comcast Corp., 5.30%, 1/15/2014		3,095,010
	2,000,000		Comcast Corp., 6.50%, 1/15/2015		2,250,180
	1,680,000		Continental Cablevision, Sr. Deb., 9.50%, 8/1/2013		1,990,464
	3,150,000		Grupo Televisa S.A., Note, 8.00%, 9/13/2011		3,535,875
			TOTAL		15,525,549
			Communications - Media Noncable--1.1%
	2,000,000		Clear Channel Communications, Inc., 7.25%, 9/15/2003		2,030,080
	300,000		News America Holdings, Inc., Company Guarantee, 8.00%, 10/17/2016		384,630
	1,500,000		News America Holdings, Inc., Sr. Deb., 9.25%, 2/1/2013		2,014,470
	1,550,000		Reed Elsevier, Inc., 6.75%, 8/1/2011		1,844,221
	4,276,000		Univision Communications, Inc., 7.85%, 7/15/2011		5,131,585
			TOTAL		11,404,986
			Communications - Telecom Wirelines--1.4%
	2,100,000		Citizens Communications Co., Note, 8.50%, 5/15/2006		2,437,974
	1,800,000		Citizens Communications Co., Unsecd. Note, 9.25%, 5/15/2011		2,335,212
	115,000		GTE Corp., Deb., 7.83%, 5/1/2023		123,985
	100,000		GTE South, Inc., Deb., 6.00%, 2/15/2008		113,082
	200,000		New York Telephone Co., Deb., 7.00%, 8/15/2025		222,130
	200,000		Pacific Bell, Deb., 7.375%, 6/15/2025		207,412
	200,000		Southwestern Bell Telephone Co., Deb., 7.20%, 10/15/2026		231,330
	1,100,000		Sprint Capital Corp., Company Guarantee, 7.625%, 1/30/2011		1,221,627
	3,000,000		Sprint Capital Corp., Company Guarantee, 8.75%, 3/15/2032		3,587,640
	3,400,000		Verizon Global Funding, Note, 7.25%, 12/1/2010		4,088,738
			TOTAL		14,569,130
Principal Amount				Value
			CORPORATE BONDS--continued
			Consumer Cyclical - Automotive--0.7%
$	1,750,000		Delphi Auto Systems Corp., 6.125%, 5/1/2004	$	1,808,380
	100,000		Ford Holdings, Inc., Deb., 9.30%, 3/1/2030		109,163
	200,000		Ford Motor Co., Deb., 6.50%, 8/1/2018		181,930
	100,000		Ford Motor Co., Deb., 8.875%, 11/15/2022		105,442
	200,000		Ford Motor Co., Deb., 8.90%, 1/15/2032		211,200
	650,000		Hertz Corp., 8.25%, 6/1/2005		680,036
	4,000,000		Hertz Corp., Jr. Sub. Note, 7.00%, 7/15/2003		4,017,880
	550,000		Hertz Corp., Note, 7.625%, 8/15/2007		585,942
			TOTAL		7,699,973
			Consumer Cyclical - Entertainment--0.6%
	1,250,000		AOL Time Warner, Inc., 5.625%, 5/1/2005		1,323,587
	2,000,000		AOL Time Warner, Inc., Bond, 7.625%, 4/15/2031		2,334,680
	2,000,000		International Speedway Corp., 7.875%, 10/15/2004		2,137,780
			TOTAL		5,796,047
			Consumer Cyclical - Retailers--0.3%
	400,000		Shopko Stores, Inc., Sr. Note, 9.25%, 3/15/2022		358,000
	2,850,000		Target Corp., 5.875%, 3/1/2012		3,248,487
			TOTAL		3,606,487
			Consumer Non Cyclical - Consumer Products--0.3%
	2,000,000		Alberto-Culver Co., Unsecd. Note, 8.25%, 11/1/2005		2,289,060
	150,000		Ralston Purina Co., Deb., 7.875%, 6/15/2025		205,062
	200,000		Ralston Purina Co., Deb., 8.125%, 2/1/2023		274,992
			TOTAL		2,769,114
			Consumer Non Cyclical - Food/Beverage--0.4%
	3,500,000		Kellogg Co., 7.45%, 4/1/2031		4,562,390
			Consumer Non Cyclical - Health Care--0.7%
	410,000		Guidant Corp., 6.15%, 2/15/2006		449,540
	1,450,000		HCA - The Healthcare Corp., 6.25%, 2/15/2013		1,512,089
	2,900,000		HCA - The Healthcare Corp., 6.95%, 5/1/2012		3,157,230
	1,500,000		UnitedHealth Group, Inc., 7.50%, 11/15/2005		1,696,800
			TOTAL		6,815,659
Principal Amount				Value
			CORPORATE BONDS--continued
			Consumer Non Cyclical - Supermarkets--0.0%
$	150,000		Meyer (Fred), Inc., Company Guarantee, 7.45%, 3/1/2008	$	176,234
	295,000		Safeway, Inc., 6.05%, 11/15/2003		300,384
			TOTAL		476,618
			Consumer Products--0.4%
	4,000,000		Albecca, Inc., Company Guarantee, 10.75%, 8/15/2008		4,285,000
			Education--0.2%
	1,800,000		Boston University, 7.625%, 7/15/2097		2,342,916
			Electronics--0.0%
	100,000		Texas Instruments, Inc., Note, 8.75%, 4/1/2007		118,359
			Energy - Independent--0.7%
	4,000,000		Devon Financing Corp., 7.875%, 9/30/2031		5,228,040
	1,650,000		Pemex Project Funding Master, Company Guarantee, 9.125%, 10/13/2010		2,017,125
			TOTAL		7,245,165
			Energy - Integrated--1.4%
	100,000		BP Amoco PLC, Deb., 8.75%, 3/1/2032		150,531
	4,700,000		Conoco, Inc., 7.25%, 10/15/2031		6,029,348
	1,800,000		Husky Oil Ltd., Company Guarantee, 8.90%, 8/15/2028		2,119,770
	4,400,000		Husky Oil Ltd., Deb., 7.55%, 11/15/2016		5,579,156
	250,000		Husky Oil Ltd., Sr. Note, 7.125%, 11/15/2006		281,433
	750,000		Union Pacific Resources Group, Inc., Unsecd. Note, 7.00%, 10/15/2006		860,663
			TOTAL		15,020,901
			Energy - Refining--0.2%
	2,100,000		Valero Energy Corp., 7.50%, 4/15/2032		2,510,067
			Federal National Mortgage Assoc.--0.4%
	3,000,000		Federal National Mortgage Association, Bond, 7.25%, 5/15/2030		4,083,870
			Finance - Automotive--1.1%
	2,000,000		Ford Motor Credit Co., Global Bond, 6.875%, 2/1/2006		2,102,180
	250,000		Ford Motor Credit Co., Note, 6.20%, 1/23/2008		252,675
	200,000		Ford Motor Credit Co., Note, 7.375%, 10/28/2009		209,260
	100,000		Ford Motor Credit Co., Sr. Note, 5.80%, 1/12/2009		98,642
	200,000		Ford Motor Credit Co., Unsecd. Note, 7.375%, 2/1/2011		207,948
Principal Amount				Value
			CORPORATE BONDS--continued
			Finance - Automotive--continued
$	2,000,000		General Motors Acceptance Corp., 6.875%, 8/28/2012	$	2,055,500
	1,000,000		General Motors Acceptance Corp., 7.50%, 7/15/2005		1,075,970
	1,900,000		General Motors Acceptance Corp., 8.00%, 11/1/2031		1,973,720
	200,000		General Motors Acceptance Corp., Deb., 6.00%, 4/1/2011		193,796
	3,000,000		General Motors Acceptance Corp., Sr. Note, 5.75%, 11/10/2003		3,049,380
			TOTAL		11,219,071
			Financial Inst. - Banking--3.2%
	150,000		Ahmanson (H.F.) & Co., Sub. Note, 7.875%, 9/1/2004		161,029
	3,100,000		Astoria Financial Corp., Note, 5.75%, 10/15/2012		3,327,230
	100,000		Bank of New York Co., Inc., Sr. Sub. Note, Series D, 7.75%, 10/27/2015		102,232
	1,250,000	1	Barclays Bank PLC, Bond, 8.55%, 9/29/2049		1,606,575
	4,000,000		Crestar Financial Corp., Sub. Note, 8.75%, 11/15/2004		4,418,360
	4,460,000		FirstBank Puerto Rico, Sub. Note, 7.625%, 12/20/2005		4,726,084
	1,000,000		Hudson United Bancorp, 7.00%, 5/15/2012		1,169,570
	100,000		JPM Capital Trust I, Company Guarantee, 7.54%, 1/15/2027		111,886
	2,000,000		Northern Trust Corp., 4.60%, 2/1/2013		2,095,500
	3,000,000		PNC Funding Corp., Sub. Note, 7.50%, 11/1/2009		3,650,340
	1,473,252	1	Regional Diversified Funding, 9.25%, 3/15/2030		1,797,736
	300,000		Summit Capital Trust I, Bond, 8.40%, 3/15/2027		362,451
	3,850,000		U.S. Bank N.A., 6.30%, 2/4/2014		4,554,281
	4,730,000		Washington Mutual, Inc., Sub. Note, 6.875%, 6/15/2011		5,607,935
			TOTAL		33,691,209
			Financial Inst. - Brokerage--1.1%
	2,000,000	1	Fidelity Investments, Bond, 7.57%, 6/15/2029		2,608,980
	3,700,000		Goldman Sachs Group, Inc., 6.125%, 2/15/2033		4,047,097
	1,500,000		Goldman Sachs Group, Inc., 6.60%, 1/15/2012		1,744,260
	100,000		Goldman Sachs Group, Inc., Bond, 6.875%, 1/15/2011		117,886
	400,000		Goldman Sachs Group, Inc., Sr. Unsub., 6.65%, 5/15/2009		471,052
	100,000		Lehman Brothers Holdings, Inc., 7.50%, 9/1/2006		116,037
	250,000		Lehman Brothers Holdings, Inc., Note, 8.50%, 8/1/2015		331,453
	2,250,000		Waddell & Reed Financial, Inc., 7.50%, 1/18/2006		2,480,738
			TOTAL		11,917,503
Principal Amount				Value
			CORPORATE BONDS--continued
			Financial Inst. - Finance Noncaptive--1.3%
$	3,100,000		Capital One Financial Corp., Sr. Note, 7.25%, 12/1/2003	$	3,128,675
	3,500,000		Household Finance Corp., 7.00%, 5/15/2012		4,162,340
	2,750,000		Household Finance Corp., Note, 6.75%, 5/15/2011		3,194,510
	150,000		Household Finance Corp., Sr. Note, 5.875%, 9/25/2004		158,013
	2,050,000		MBNA Corp., 7.50%, 3/15/2012		2,449,996
	100,000		Textron Financial Corp., Note, Series MTNE, 5.95%, 3/15/2004		102,732
			TOTAL		13,196,266
			Financial Inst. - Insurance - Life--0.9%
	3,600,000		AXA-UAP, Sub. Note, 8.60%, 12/15/2030		4,660,236
	600,000		Delphi Financial Group, Inc., 9.31%, 3/25/2027		493,950
	3,750,000		Delphi Financial Group, Inc., Note, 8.00%, 10/1/2003		3,802,162
	360,000	1	Life Re Capital Trust I, Company Guarantee, 8.72%, 6/15/2027		415,555
			TOTAL		9,371,903
			Financial Inst. - Reits--0.4%
	2,250,000		EOP Operating LP, 7.375%, 11/15/2003		2,302,920
	2,000,000		EOP Operating LP, 7.75%, 11/15/2007		2,349,160
			TOTAL		4,652,080
			Financial Services--0.6%
	750,000		Franklin Resources, Inc., 3.70%, 4/15/2008		768,352
	4,500,000		SLM Corporation, 5.625%, 4/10/2007		5,028,975
			TOTAL		5,797,327
			Insurance--0.2%
	1,550,000		Travelers Property Casualty Corp., Sr. Note, 5.00%, 3/15/2013		1,625,873
			Machinery & Equipment--0.0%
	50,000		Caterpillar, Inc., Deb., 9.375%, 3/15/2021		72,925
			Pharmaceutical--0.1%
	400,000		Lilly (Eli) & Co., Unsecd. Note, 6.57%, 1/1/2016		499,228
			Sovereign--0.1%
	1,000,000		Quebec, Province of, 5.50%, 4/11/2006		1,094,000
			State/Provincial--0.5%
	5,300,000		New South Wales, State of, Local Gov't. Guarantee, 6.50%, 5/1/2006		3,631,146
	1,500,000		Ontario, Province of, 4.375%, 2/15/2013		1,584,735
			TOTAL		5,215,881
Principal Amount				Value
			CORPORATE BONDS--continued
			Supranational--0.1%
$	1,000,000		Corp Andina De Fomento, Bond, 7.375%, 1/18/2011	$	1,153,490
			Technology--0.3%
	2,750,000		Unisys Corp., 8.125%, 6/1/2006		2,928,750
			Technology Services--1.0%
	2,000,000		Computer Sciences Corp., 7.375%, 6/15/2011		2,454,260
	3,500,000		Dell Computer Corp., Deb., 7.10%, 4/15/2028		4,337,935
	150,000		International Business Machines Corp., Deb., 8.375%, 11/1/2019		204,266
	3,100,000	2	International Business Machines Corp., Note, 6.45%, 8/1/2007		3,565,899
			TOTAL		10,562,360
			Telecommunications & Cellular--0.3%
	1,462,000		Tritel PCS, Inc., Sr. Sub. Note, 10.375%, 1/15/2011		1,765,365
			Transportation - Airlines--0.6%
	750,000		Delta Air Lines, Inc., Pass Thru Cert., 7.92%, 11/18/2010		586,875
	1,346,260		Northwest Airlines Corp., 7.935%, 4/1/2019		1,428,718
	692,073		Northwest Airlines Corp., Equip. Trust, 8.072%, 10/1/2019		746,588
	1,800,000		Southwest Airlines Co., 6.50%, 3/1/2012		2,045,772
	2,000,000		United Air Lines, Pass Thru Cert., 7.73%, 7/1/2010		1,545,000
			TOTAL		6,352,953
			Transportation - Railroads--0.2%
	1,850,000		Canadian Pacific RR, 7.125%, 10/15/2031		2,335,495
			Utility - Electric--1.9%
	2,900,000		Alabama Power Co., 5.70%, 2/15/2033		3,087,253
	600,000		Cincinnati Gas and Electric Co., Note, 6.35%, 6/15/2003		602,250
	3,500,000		Duke Energy Corp., 6.45%, 10/15/2032		3,873,590
	3,250,000		FirstEnergy Corp., 7.375%, 11/15/2031		3,691,902
	1,050,000		Homer City Funding, Sr. Secd. Note, 8.734%, 10/1/2026		1,071,000
	160,000		Interstate Power Co., 1st Mtg. Bond, 8.625%, 9/15/2021		173,718
	250,000	1	Israel Electric Corp. Ltd., Sr. Note, 7.875%, 12/15/2026		244,720
	3,250,000		Oncor, Inc., Deb., 7.00%, 9/1/2022		3,738,053
	250,000		Oncor, Inc., Sec. Fac. Bond, 6.375%, 5/1/2012		287,243
	2,000,000		PSEG Power LLC, Company Guarantee, 7.75%, 4/15/2011		2,416,400
	200,000		Pacific Gas & Electric Co., 1st Ref. Mtg., 6.75%, 10/1/2023		206,250
Principal Amount				Value
			CORPORATE BONDS--continued
			Utility - Electric--continued
$	100,000		Virginia Electric & Power Co., 1st Ref. Mtg., Series D, 7.50%, 6/1/2023	$	108,841
	100,000		West Penn Power Co., Note, Series A, 6.375%, 6/1/2004		100,696
	230,000		Wisconsin Electric Power Co., 1st Mtg. Bond, 7.125%, 3/15/2016		236,824
	350,000		Wisconsin Power & Light Co., Note, 7.00%, 6/15/2007		394,128
			TOTAL		20,232,868
			Utility - Natural Gas Distributor--0.0%
	200,000		Michigan Consolidated Gas, 1st Mtg. Bond, Series C, 7.21%, 5/1/2007		226,730
			TOTAL CORPORATE BONDS (IDENTIFIED COST $272,301,312)		296,994,014
			ASSET-BACKED SECURITIES--0.5%
			Asset-Backed Securities--0.1%
	467,821	1	125 Home Loan Owner Trust 1998-1A, Class B1, 9.26%, 2/15/2029		491,722
	1,900,000		Green Tree Financial Corp. 1999-5, Class B1, 9.20%, 4/1/2031		194,218
			TOTAL		685,940
			Credit Card--0.1%
	1,500,000		Prime Credit Card Master Trust 2000-1, Class A, 6.70%, 10/15/2009		1,647,480
			Non-Agency Mortgage--0.0%
	135,913	1	SMFC Trust Asset-Backed Certificates, Series 1997-A, Class 4, 4.74689%, 1/28/2025		104,399
			Structured Product--0.3%
	2,000,000		Chase Credit Card Owner Trust, Class A, 6.66%, 1/15/2007		2,108,720
	750,000		Citibank Credit Card Master Trust 1997-6, Class A, 8/15/2006		736,357
			TOTAL		2,845,077
			TOTAL ASSET-BACKED SECURITIES (IDENTIFIED COST $6,611,183)		5,282,896
			GOVERNMENT AGENCIES--7.7%
	400,000		Federal Home Loan Bank System, Bond, 3.24%, 3/30/2006		402,184
	100,000		Federal Home Loan Bank System, Bond, 4.125%, 9/22/2009		103,392
	200,000		Federal Home Loan Bank System, Bond, Series 1S07, 4.00%, 10/10/2007		201,682
	200,000		Federal Home Loan Bank System, Bond, Series KS08, 5.665%, 9/11/2008		230,206
	100,000		Federal Home Loan Bank System, Bond, Series PJ08, 5.485%, 11/12/2008		114,321
	535,000		Federal Home Loan Bank System, Series NV09, 6.50%, 11/13/2009		644,044
	20,000,000		Federal Home Loan Mortgage Corp., 4.875%, 3/15/2007		22,057,800
	9,000,000		Federal Home Loan Mortgage Corp., 5.75%, 3/15/2009		10,422,540
Principal Amount				Value
			GOVERNMENT AGENCIES--continued
$	2,500,000		Federal Home Loan Mortgage Corp., 6.625%, 9/15/2009	$	3,028,425
	100,000		Federal Home Loan Mortgage Corp., Deb., 6.22%, 6/24/2008		100,302
	100,000		Federal Home Loan Mortgage Corp., Note, 3.05%, 7/15/2004		100,227
	8,500,000		Federal Home Loan Mortgage Corp., Note, 5.625%, 3/15/2011		9,837,390
	200,000		Federal Home Loan Mortgage Corp., Unsecd. Note, 4.00%, 2/13/2017		203,560
	200,000		Federal Home Loan Mortgage Corp., Unsecd. Note, 8.00%, 3/28/2012		209,636
	19,500,000		Federal National Mortgage Association, 3.25%, 1/15/2008		20,244,705
	8,000,000		Federal National Mortgage Association, Note, 5.50%, 2/15/2006		8,809,840
	1,900,000		Federal National Mortgage Association, Unsecd. Note, 6.50%, 8/15/2004		2,019,510
	1,000,000		Tennessee Valley Authority, Series C, 6.00%, 3/15/2013		1,183,470
			TOTAL GOVERNMENT AGENCIES (IDENTIFIED COST $74,579,457)		79,913,234
			GOVERNMENTS/AGENCIES--2.5%
			Sovereign--2.5%
	4,600,000		Austria, Government of, Bond, 5.00%, 1/15/2008		5,902,461
	3,000,000		Canada, Government of, 5.00%, 9/1/2004		2,242,667
	4,700,000		Germany, Government of, Bond, 4.00%, 2/16/2007		5,802,831
	4,850,000		Italy, Government of, 4.50%, 5/1/2009		6,112,968
	4,500,000		Italy, Government of, Bond, 5.50%, 11/1/2010		5,991,545
			TOTAL GOVERNMENTS/AGENCIES (IDENTIFIED COST $19,938,709)		26,052,472
			U.S. TREASURY--14.0%
			U.S. Treasury Bonds--6.9%
	300,000		United States Treasury Bond, 11.75%, 11/15/2014		457,686
	1,210,000		United States Treasury Bond, 8.75%, 5/15/2017		1,842,419
	1,830,000		United States Treasury Bond, 8.125%, 8/15/2019		2,696,670
	3,700,000		United States Treasury Bond, 8.125%, 5/15/2021		5,505,489
	1,300,000		United States Treasury Bond, 6.25%, 8/15/2023		1,627,236
	1,343,000		United States Treasury Bond, 6.00%, 2/15/2026		1,644,960
	300,000		United States Treasury Bond, 6.75%, 8/15/2026		400,593
	2,200,000		United States Treasury Bond, 6.50%, 11/15/2026		2,859,648
	3,000,000		United States Treasury Bond, 6.125%, 11/15/2027		3,745,770
	8,000,000		United States Treasury Bond, 5.50%, 8/15/2028		9,243,760
	2,215,000		United States Treasury Bond, 5.25%, 11/15/2028		2,479,072
	6,000,000		United States Treasury Bond, 6.25%, 5/15/2030		7,690,320
	27,340,000		United States Treasury Bond, 5.375%, 2/15/2031		31,765,799
			TOTAL		71,959,422
Principal Amount or Shares				Value
			U.S. TREASURY--continued
			U.S. Treasury Notes--7.1%
$	20,422,400		United States Treasury Note - TIPS Series C, 3.00% 7/15/2012	$	22,672,132
	8,000,000		United States Treasury Note, 3.50%, 11/15/2006		8,466,240
	30,000,000		United States Treasury Note, 3.00%, 11/15/2007		31,129,800
	11,800,000		United States Treasury Note, 3.00%, 2/15/2008		12,231,408
			TOTAL		74,499,580
			TOTAL U.S. TREASURY (IDENTIFIED COST $136,380,408)		146,459,002
			PREFERRED STOCK--0.1%
			Financial Inst. - Brokerage--0.1%
	21,000		Citigroup, Inc., Cumulative Pfd., Series F (IDENTIFIED COST $1,003,086)		1,170,750
			COMMON STOCKS--0.0%
			Insurance--0.0%
	4,750	3	Arcadia Financial Ltd., Warrants		47
			Unassigned--0.0%
	203	3	AT&T Canada, Inc., Class A		5,873
	10,937	3	AT&T Canada, Inc., Class B		317,173
			TOTAL		323,046
			TOTAL COMMON STOCKS (IDENTIFIED COST $1,674,487)		323,093
			MUNICIPALS--0.1%
			Education--0.1%
$	725,000		Harvard University, Revenue Bonds, 8.125% Bonds, 4/15/2007 (IDENTIFIED COST $779,251)		874,988
Shares				Value
			MUTUAL FUNDS--46.2%
	34,782,299		Federated Mortgage Core Portfolio	$	357,562,032
	689,044		High Yield Bond Portfolio		4,506,350
	118,508,380		Prime Value Obligations Fund, Class IS		118,508,380
	2,435,305		Prime Value Obligations Fund, Class IS (held as collateral for securities lending)		2,435,305
			TOTAL MUTUAL FUNDS (IDENTIFIED COST $473,462,862)		483,012,067
			TOTAL INVESTMENTS--99.5% (IDENTIFIED COST $986,730,755)4		1,040,082,516
			OTHER ASSETS AND LIABILITIES - NET--0.5		4,741,344
			TOTAL NET ASSETS--100%	$	1,044,823,860

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 May 31, 2003, these securities amounted to $13,469,237 which represents 1.3% of total net assets.

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

3 Non-income producing security.

4 The cost of investments for federal tax purposes amounts to $986,730,755.

Note: The categories of investments are shown as a percentage of total net assets at May 31, 2003.

The following acronyms are used throughout this portfolio:

PCs	--Participation Certificates
TIPS	--Treasury Inflated Protected Securities

See Notes which are an integral part of the Financial Statements

Statement of Assets and Liabilities

May 31, 2003 (unaudited)

Assets:
Total investments in securities, at value including $2,383,743 of securities loaned (identified cost of $986,730,755)			$	1,040,082,516
Cash denominated in foreign currencies (identified cost $720,869)				770,071
Income receivable				6,832,374
Receivable for shares sold				5,786,553
TOTAL ASSETS				1,053,471,514
Liabilities:
Payable for investments purchased	$	2,174,562
Payable for shares redeemed		1,095,315
Income distribution payable		1,825,878
Payable to bank		982,621
Payable on collateral due to broker		2,435,305
Accrued expenses		133,973
TOTAL LIABILITIES				8,647,654
Net assets for 94,697,904 shares outstanding			$	1,044,823,860
Net Assets Consist of:
Paid in capital			$	994,688,668
Net unrealized appreciation of investments and translation of assets and liabilities in foreign currency				53,413,976
Accumulated net realized loss on investments and foreign currency transactions				(3,292,533	)
Undistributed net investment income				13,749
TOTAL NET ASSETS			$	1,044,823,860
Net Asset Value, Offering Price and Redemption Proceeds Per Share
Institutional Shares:
$510,551,730 ÷ 46,273,656 shares outstanding				$11.03
Offering price per share				$11.03
Redemption proceeds per share				$11.03
Institutional Service Shares:
$344,384,666 ÷ 31,214,227 shares outstanding				$11.03
Offering price per share				$11.03
Redemption proceeds per share				$11.03
Class A Shares:
Net asset value per share ($79,141,446 ÷ 7,172,768 shares outstanding)				$11.03
Offering price per share (100/95.50 of $11.03)1				$11.55
Redemption proceeds per share				$11.03
Class B Shares:
Net asset value per share ($75,681,699 ÷ 6,859,203 shares outstanding)				$11.03
Offering price per share				$11.03
Redemption proceeds per share (94.50/100 of $11.03)1				$10.42
Class C Shares:
Net asset value per share ($35,021,751 ÷ 3,174,192 shares outstanding)				$11.03
Offering price per share (100/99.00 of $11.03)1				$11.14
Redemption proceeds per share (99.00/100 of $11.03)1				$10.92
Class K Shares:
$42,568 ÷ 3,858 shares outstanding				$11.03
Offering price per share				$11.03
Redemption proceeds per share				$11.03

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

See Notes which are an integral part of the Financial Statements

Statement of Operations

Six Months Ended May 31, 2003 (unaudited)

Investment Income:
Dividends							$	10,710,566
Interest (including income on securities loaned of $1,518)								14,147,608
TOTAL INCOME								24,858,174
Expenses:
Investment adviser fee				$	1,856,453
Administrative personnel and services fee					349,013
Custodian fees					25,908
Transfer and dividend disbursing agent fees and expenses--Institutional Shares					98,373
Transfer and dividend disbursing agent fees and expenses--Institutional Service Shares					74,203
Transfer and dividend disbursing agent fees and expenses--Class A Shares					15,327
Transfer and dividend disbursing agent fees and expenses--Class B Shares					13,817
Transfer and dividend disbursing agent fees and expenses--Class C Shares					4,578
Transfer and dividend disbursing agent fees and expenses--Class K Shares					3
Directors'/Trustees' fees					4,064
Auditing fees					3,440
Legal fees					3,002
Portfolio accounting fees					91,120
Distribution services fee--Institutional Service Shares					382,872
Distribution services fee--Class A Shares					85,452
Distribution services fee--Class B Shares					236,375
Distribution services fee--Class C Shares					74,828
Distribution services fee--Class K Shares					5
Shareholder services fee--Institutional Shares					588,222
Shareholder services fee--Institutional Service Shares					382,872
Shareholder services fee--Class A Shares					85,452
Shareholder services fee--Class B Shares					78,792
Shareholder services fee--Class C Shares					24,943
Share registration costs					58,806
Printing and postage					47,869
Insurance premiums					1,241
Taxes					33,572
Miscellaneous					2,858
TOTAL EXPENSES					4,623,460
Waivers and Reimbursement:
Waiver of investment adviser fee	$	(1,006,432	)
Waiver of transfer and dividend disbursing agent fees and expenses		(13,053	)
Waiver of distribution services fee--Institutional Service Shares		(306,297	)
Waiver of shareholder services fee--Institutional Shares		(588,222	)
Reimbursement of investment adviser fee		(3,337	)
TOTAL WAIVERS AND REIMBURSEMENT					(1,917,341	)
Net expenses								2,706,119
Net investment income								22,152,055
Realized and Unrealized Gain on Investments and Foreign Currency Transactions:
Net realized gain on investments and foreign currency transactions								6,149,843
Net change in unrealized appreciation of investments and translation of assets and liabilities in foreign currency								30,219,377
Net realized and unrealized gain on investments and foreign currency transactions								36,369,220
Change in net assets resulting from operations							$	58,521,275

See Notes which are an integral part of the Financial Statements

Statement of Changes in Net Assets

		Six Months Ended (unaudited) 5/31/2003			Year Ended 11/30/2002
Increase (Decrease) in Net Assets
Operations:
Net investment income	$	22,152,055		$	39,261,758
Net realized gain (loss) on investments and foreign currency transactions		6,149,843			(8,390,133	)
Net change in unrealized appreciation/depreciation of investments and translation of assets and liabilities in foreign currency		30,219,377			9,302,678
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS		58,521,275			40,174,303
Distributions to Shareholders:
Distributions from net investment income
Institutional Shares		(12,180,439	)		(22,959,181	)
Institutional Service Shares		(7,440,173	)		(12,384,043	)
Class A Shares		(1,591,427	)		(1,325,398	)
Class B Shares		(1,300,691	)		(1,470,403	)
Class C Shares		(395,251	)		(449,381	)
Class K Shares		(41	)		--
Distributions from net realized gain on investments and foreign currency transactions
Institutional Shares		--			(1,701,096	)
Institutional Service Shares		--			(939,077	)
Class A Shares		--			(37,668	)
Class B Shares		--			(65,087	)
Class C Shares		--			(22,825	)
CHANGE IN NET ASSETS RESULTING FROM DISTRIBUTIONS TO SHAREHOLDERS		(22,908,022	)		(41,354,159	)
Share Transactions:
Proceeds from sale of shares		324,485,695			509,266,063
Proceeds from shares issued in connection with the tax-free transfer of assets from Second National Bank		--			8,424,916
Proceeds from shares issued in connection with the taxable transfer of assets from Second National Bank		--			7,237,578
Net asset value of shares issued to shareholders in payment of distributions declared		11,303,263			17,441,159
Cost of shares redeemed		(149,864,210	)		(279,687,892	)
CHANGE IN NET ASSETS RESULTING FROM SHARE TRANSACTIONS		185,924,748			262,681,824
Change in net assets		221,538,001			261,501,968
Net Assets:
Beginning of period		823,285,859			561,783,891
End of period (including undistributed net investment income of $13,749 and $769,716, respectively)	$	1,044,823,860		$	823,285,859

See Notes which are an integral part of the Financial Statements

Notes to Financial Statements

May 31, 2003 (unaudited)

ORGANIZATION

Federated Total Return Series, 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 Total Return Bond 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 six classes of shares: Institutional Shares, Institutional Service Shares, Class A Shares, Class B Shares, Class C Shares and Class K Shares. Effective April 8, 2003, the Fund added Class K Shares. The investment objective of the Fund is to provide total return.

On November 15, 2002, the Fund received a tax-free transfer of assets from the Second National Bank Fiduciary Fixed-Income Fund Common Trust and a taxable transfer of assets from the Second National Bank Pension Fixed-Income Fund Common Trust, as follows:

Institutional Shares of the Fund Issued in Relation to Tax-Free Transfer of Assets	Institutional Shares of the Fund Issued in Relation to Taxable Transfer of Assets	Tax-Free Transfer of Common Trust Fund Net Assets Received	Taxable Transfer of Common Trust Fund Net Assets Received	Unrealized Appreciation Included in Tax-Free Net Assets Received1
793,307	681,504	$8,424,916	$7,237,578	$602,283

Net Assets of Fund Prior to Combination	Net Assets of Common Trust Funds Immediately Prior to Combination	Net Assets of Fund Immediately After Combination
$797,294,442	$15,662,494	$812,956,936

1 Unrealized appreciation (depreciation) is included in the Tax-Free Transfer of Common Trust Fund Net Assets Received amount shown above.

SIGNIFICANT ACCOUNTING POLICIES

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

Investment Valuation

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 the 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. 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. U.S. 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 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").

Pursuant to an Exemptive Order issued by the Securities and Exchange Commission, 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 Investment Company Act of 1940, 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. The investment objective of Federated Mortgage Core Portfolio, a series of Core Trust, is to seek total return by investing in a diversified portfolio of mortgage-backed fixed income securities. Federated receives no advisory or administrative fees on behalf of Core Trust. Income distributions from 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. Additional information regarding High Yield Bond Portfolio and/or Federated Mortgage Core Portfolio is available upon request.

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 transfer and dividend disbursing agent, 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. 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.

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 purpose as unrealized until the settlement date. At May 31, 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 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 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.

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 mutual 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 custodian securities lending agent, as a fee for its services under the program, and the Fund, according to agreed-upon rates.

As of May 31, 2003, securities subject to this type of arrangement and related collateral were as follows:

Market Value of Securities Loaned	Market Value of Collateral
$2,383,743	$2,435,305

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.

Capital Stock

At May 31, 2003, par value shares ($0.001 per share) authorized were as follows:

Share Class Name	Number of Par Value Capital Stock Authorized
Institutional Shares	1,000,000,000
Institutional Service Shares	1,000,000,000
Class A Shares	1,000,000,000
Class B Shares	1,000,000,000
Class C Shares	1,000,000,000
Class K Shares	1,000,000,000
TOTAL	6,000,000,000

Transactions in capital stock were as follows:

	Six Months Ended 5/31/2003					Year Ended 11/30/2002
Institutional Shares:	Shares			Amount		Shares			Amount
Shares sold	10,700,409		$	115,847,720		20,846,348		$	219,601,801
Shares issued in connection with the tax-free transfer of assets from Second National Bank	--			--		793,307			8,424,916
Shares issued in connection with the taxable transfer of assets from Second National Bank	--			--		681,504			7,237,578
Shares issued to shareholders in payment of distributions declared	302,968			3,291,309		670,467			7,067,574
Shares redeemed	(6,406,807	)		(69,290,581	)	(13,823,673	)		(145,580,142	)
NET CHANGE RESULTING FROM INSTITUTIONAL SHARE TRANSACTIONS	4,596,570		$	49,848,448		9,167,953		$	96,751,727
	Six Months Ended 5/31/2003					Year Ended 11/30/2002
Institutional Service Shares:	Shares			Amount		Shares			Amount
Shares sold	11,808,888		$	127,617,902		16,540,236		$	174,121,973
Shares issued to shareholders in payment of distributions declared	503,536			5,473,021		744,119			7,848,537
Shares redeemed	(4,937,290	)		(53,606,166	)	(11,278,182	)		(118,693,308	)
NET CHANGE RESULTING FROM INSTITUTIONAL SERVICE SHARE TRANSACTIONS	7,375,134		$	79,484,757		6,006,173		$	63,277,202
	Six Months Ended 5/31/2003					Year Ended 11/30/2002
Class A Shares:	Shares			Amount		Shares			Amount
Shares sold	3,036,560		$	32,852,212		5,676,655		$	59,830,843
Shares issued to shareholders in payment of distributions declared	123,762			1,344,716		101,829			1,078,757
Shares redeemed	(1,704,888	)		(18,426,663	)	(744,683	)		(7,876,926	)
NET CHANGE RESULTING FROM CLASS A SHARE TRANSACTIONS	1,455,434		$	15,770,265		5,033,801		$	53,032,674
	Six Months Ended 5/31/2003					Year Ended 11/30/2002
Class B Shares:	Shares			Amount		Shares			Amount
Shares sold	2,387,629		$	25,858,900		4,117,824		$	43,403,771
Shares issued to shareholders in payment of distributions declared	84,506			918,383		106,188			1,120,993
Shares redeemed	(545,841	)		(5,914,625	)	(496,620	)		(5,238,118	)
NET CHANGE RESULTING FROM CLASS B SHARE TRANSACTIONS	1,926,294		$	20,862,658		3,727,392		$	39,286,646
	Six Months Ended 5/31/2003					Year Ended 11/30/2002
Class C Shares:	Shares			Amount		Shares			Amount
Shares sold	2,047,032		$	22,266,434		1,168,545			$12,307,675
Shares issued to shareholders in payment of distributions declared	25,353			275,795		30,826			325,298
Shares redeemed	(243,229	)		(2,626,172	)	(218,232	)		(2,299,398	)
NET CHANGE RESULTING FROM CLASS C SHARE TRANSACTIONS	1,829,156		$	19,916,057		981,139		$	10,333,575
	Period Ended 5/31/20031					Year Ended 11/30/2002
Class K Shares:	Shares			Amount		Shares			Amount
Shares sold	3,855		$	42,527		--		$	--
Shares issued to shareholders in payment of distributions declared	3			39		--			--
Shares redeemed	--	2		(3	)	--			--
NET CHANGE RESULTING FROM CLASS K SHARE TRANSACTIONS	3,858		$	42,563				$
NET CHANGE RESULTING FROM SHARE TRANSACTIONS	17,186,446		$	185,924,748		24,916,458		$	262,681,824

1 Reflects operations for the period from April 8, 2003 (start of performance) to May 31, 2003.

2 Represents less than one share.

FEDERAL TAX INFORMATION

At May 31, 2003, the cost of investments for the federal tax purposes was $986,730,755. The net unrealized appreciation of investments for federal tax purposes was $53,351,761. This consist of net unrealized appreciation from investments for those securities having an excess of value over cost of $62,326,546 and net unrealized depreciation from investments for those securities having an excess of cost over value of $8,974,785.

At November 30, 2002, the Fund had a capital loss carryforward of $5,619,497 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 in 2010.

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.

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 Prime Value Obligations Fund, which is managed by the Adviser. The Adviser has agreed to reimburse certain investment adviser fees as a result of these transactions.

Administrative Fee

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

Distribution Services Fee

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

Share Class Name	Percentage of Average Daily Net Assets of Class
Institutional Service Shares	0.25%
Class A	0.25%
Class B	0.75%
Class C	0.75%
Class K	0.50%

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

Shareholder Services Fee

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

Transfer and Dividend Disbursing Agent Fees and Expenses

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

Portfolio Accounting Fees

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

General

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

Investment Transactions

Purchases and sales of investments, excluding long-term U.S. government securities and short-term obligations (and in-kind contributions), for the six months ended May 31, 2003, were as follows:

Purchases	$	217,412,154
Sales	$	188,990,392

Purchases and sales of long-term U.S. government securities for the six months ended May 31, 2003, were as follows:

Purchases	$	140,981,074
Sales	$	76,470,357

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.

IMPORTANT NOTICE ABOUT FUND DOCUMENT DELIVERY

In an effort to reduce costs and avoid duplicate mailings, the Fund(s) intend to deliver a single copy of certain documents to each household in which more than one shareholder of the Fund(s) resides (so-called "householding"), as permitted by applicable rules. The Fund's "householding" program covers its/their Prospectus and Statement of Additional Information, and supplements to each, as well as Semi-Annual and Annual Reports and any Proxies or information statements. Shareholders must give their written consent to participate in the householding program. The Fund is also permitted to treat a shareholder as having given consent ("implied consent") if (i) shareholders with the same last name, or believed to be members of the same family, reside at the same street address or receive mail at the same post office box, (ii) the Fund gives notice of its intent to "household" at least sixty (60) days before it begins "householding" and (iii) none of the shareholders in the household have notified the Fund(s) or their agent of the desire to "opt out" of householding. Shareholders who have granted written consent, or have been deemed to have granted implied consent, can revoke that consent and opt out of householding at any time by calling 1-800-341-7400.

Federated Investors
World-Class Investment Manager

Federated Total Return Bond 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 31428Q820
Cusip 31428Q812
Cusip 31428Q796
Cusip 31428Q770

Federated is a registered mark of Federated Investors, Inc. 2003 ©Federated Investors, Inc.

28555 (7/03)

Federated Investors
World-Class Investment Manager

Federated Total Return Bond Fund

Established 1993

A Portfolio of Federated Total Return Series, Inc.

10TH SEMI-ANNUAL SHAREHOLDER REPORT

May 31, 2003

FINANCIAL HIGHLIGHTS

FINANCIAL STATEMENTS

NOT FDIC INSURED * MAY LOSE VALUE * NO BANK GUARANTEE

Financial Highlights--Institutional Shares

(For a Share Outstanding Throughout Each Period)

	Six Months Ended (unaudited)			Year Ended November 30,						Period Ended			Year Ended September 30,
	5/31/03			2002			2001			11/30/00	1		2000			1999	2		1998
Net Asset Value, Beginning of Period	$10.62			$10.68			$10.25			$10.16			$10.18			$10.90			$10.32
Income From Investment Operations:
Net investment income	0.27			0.64			0.67			0.12			0.69			0.63			0.64
Net realized and unrealized gain (loss) on investments and foreign currency transactions	0.42			(0.02	)		0.43			0.09			(0.01	)		(0.70	)		0.58
TOTAL FROM INVESTMENT OPERATIONS	0.69			0.62			1.10			0.21			0.68			(0.07	)		1.22
Less Distributions:
Distributions from net investment income	(0.28	)		(0.63	)		(0.67	)		(0.12	)		(0.69	)		(0.63	)		(0.64	)
Distributions from net realized gain on investments and foreign currency transactions	--			(0.05	)		--			--			(0.01	)		(0.02	)		--
TOTAL DISTRIBUTIONS	(0.28	)		(0.68	)		(0.67	)		(0.12	)		(0.70	)		(0.65	)		(0.64	)
Net Asset Value, End of Period	$11.03			$10.62			$10.68			$10.25			$10.16			$10.18			$10.90
Total Return3	6.57%			6.10	%		10.99	%		2.03	%		6.96	%		(0.63	)%		12.21	%
Ratios to Average Net Assets:
Expenses	0.36	%4		0.35	%		0.35	%		0.35	%4		0.35	%		0.35	%		0.32	%
Net investment income	5.00	%4		6.10	%		6.32	%		6.89	%4		6.85	%		6.10	%		6.03	%
Expense waiver/reimbursement5	0.47	%4		0.48	%		0.48	%		0.50	%4		0.48	%		0.62	%		1.09	%
Supplemental Data:
Net assets, end of period (000 omitted)	$510,552		$442,668			$347,242			$233,016			$203,864			$145,428			$98,496
Portfolio turnover	31	%		74	%		68	%		9	%		49	%		97	%		75	%

1 The fund changed its fiscal year end from September 30 to November 30.

2 Beginning with the year ended September 30, 1999, the fund was audited by Deloitte & Touche LLP. The previous year was audited by other auditors.

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

Financial Highlights--
Institutional Service Shares

(For a Share Outstanding Throughout Each Period)

	Six Months Ended (unaudited)			Year Ended November 30,						Period Ended			Year Ended September 30,
	5/31/03			2002			2001			11/30/00	1		2000			1999	2		1998
Net Asset Value, Beginning of Period	$10.62			$10.68			$10.25			$10.16			$10.18			$10.90			$10.32
Income From Investment Operations:
Net investment income	0.25			0.61			0.64			0.11			0.66			0.60			0.61
Net realized and unrealized gain (loss) on investments and foreign currency transactions	0.42			(0.02	)		0.43			0.09			(0.01	)		(0.70	)		0.58
TOTAL FROM INVESTMENT OPERATIONS	0.67			0.59			1.07			0.20			0.65			(0.10	)		1.19
Less Distributions:
Distributions from net investment income	(0.26	)		(0.60	)		(0.64	)		(0.11	)		(0.66	)		(0.60	)		(0.61	)
Distributions from net realized gain on investments and foreign currency transactions	--			(0.05	)		--			--			(0.01	)		(0.02	)		--
TOTAL DISTRIBUTIONS	(0.26	)		(0.65	)		(0.64	)		(0.11	)		(0.67	)		(0.62	)		(0.61	)
Net Asset Value, End of Period	$11.03			$10.62			$10.68			$10.25			$10.16			$10.18			$10.90
Total Return3	6.41	%		5.79	%		10.66	%		1.98	%		6.64	%		(0.93	)%		11.87	%
Ratios to Average Net Assets:
Expenses	0.66	%4		0.66	%		0.65	%		0.65	%4		0.65	%		0.65	%		0.63	%
Net investment income	4.70	%4		5.80	%		5.99	%		6.58	%4		6.64	%		5.80	%		5.70	%
Expense waiver/reimbursement5	0.42	%4		0.43	%		0.43	%		0.45	%4		0.43	%		0.57	%		1.03	%
Supplemental Data:
Net assets, end of period (000 omitted)	$344,385		$253,207			$190,476			$82,682			$75,687			$21,376			$13,425
Portfolio turnover	31	%		74	%		68	%		9	%		49	%		97	%		75	%

1 The fund changed its fiscal year end from September 30 to November 30.

2 Beginning with the year ended September 30, 1999, the fund was audited by Deloitte & Touche LLP. The previous year was audited by other auditors.

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

May 31, 2003 (unaudited)

Principal Amount				Value
			CORPORATE BONDS--28.4%
			Basic Ind. - Chemicals--0.3%
$	500,000	1	Fertinitro Finance, Company Guarantee, 8.29%, 4/1/2020	$	218,750
	2,800,000		Praxair, Inc., 3.95%, 6/1/2013		2,811,228
			TOTAL		3,029,978
			Basic Ind. - Metals & Mining--1.4%
	2,200,000		BHP Finance (USA), Inc., 4.80%, 4/15/2013		2,324,014
	1,034,000		Barrick Gold Corp., Deb., 7.50%, 5/1/2007		1,201,436
	415,000		Inco Ltd., Note, 9.60%, 6/15/2022		436,273
	4,760,000		Noranda, Inc., Deb., 8.125%, 6/15/2004		4,965,870
	1,200,000	1	Normandy Finance Ltd., Company Guarantee, 7.50%, 7/15/2005		1,280,412
	9,700,000		Normandy Yandal Operations Ltd., 8.875%, 4/1/2008		4,898,500
			TOTAL		15,106,505
			Basic Ind. - Paper--0.7%
	380,000		Westvaco Corp., 7.65%, 3/15/2027		447,727
	3,000,000		Westvaco Corp., Sr. Deb., 7.50%, 6/15/2027		3,481,140
	2,800,000		Weyerhaeuser Co., Deb., 7.375%, 3/15/2032		3,311,728
			TOTAL		7,240,595
			Cap. Goods - Diversified Manufacturing--0.5%
	4,400,000	1	Hutchison Whampoa Ltd., 6.50%, 2/13/2013		4,700,388
	750,000		Tyco International Group, Note, 4.95%, 8/1/2003		750,938
			TOTAL		5,451,326
			Cap. Goods - Environmental--0.5%
	1,000,000		Republic Services, Inc., 7.125%, 5/15/2009		1,190,620
	50,000		Republic Services, Inc., Note, 6.75%, 8/15/2011		58,241
	400,000		USA Waste Services, Inc., Sr. Note, 7.00%, 10/1/2004		426,440
	1,300,000		USA Waste Services, Inc., Sr. Note, 7.125%, 10/1/2007		1,501,799
	1,000,000		Waste Management, Inc., 7.375%, 8/1/2010		1,202,600
	750,000		Waste Management, Inc., Deb., 8.75%, 5/1/2018		913,973
			TOTAL		5,293,673
Principal Amount				Value
			CORPORATE BONDS--continued
			Cap. Goods - Aerospace & Defense--0.8%
$	2,000,000		Boeing Capital Corp., 6.50%, 2/15/2012	$	2,225,000
	1,000,000		Boeing Capital Corp., 6.68%, 12/1/2003		1,021,350
	700,000		General Dynamics Corp., 3.00%, 5/15/2008		709,254
	900,000		Raytheon Co., 8.20%, 3/1/2006		1,037,277
	325,000		Raytheon Co., Note, 6.30%, 3/15/2005		349,053
	2,425,000		Raytheon Co., Note, 6.75%, 8/15/2007		2,786,495
			TOTAL		8,128,429
			Communications - Media & Cable--1.5%
	4,200,000		British Sky Broadcasting Group PLC, Unsecd. Note, 7.30%, 10/15/2006		4,654,020
	3,000,000		Comcast Corp., 5.30%, 1/15/2014		3,095,010
	2,000,000		Comcast Corp., 6.50%, 1/15/2015		2,250,180
	1,680,000		Continental Cablevision, Sr. Deb., 9.50%, 8/1/2013		1,990,464
	3,150,000		Grupo Televisa S.A., Note, 8.00%, 9/13/2011		3,535,875
			TOTAL		15,525,549
			Communications - Media Noncable--1.1%
	2,000,000		Clear Channel Communications, Inc., 7.25%, 9/15/2003		2,030,080
	300,000		News America Holdings, Inc., Company Guarantee, 8.00%, 10/17/2016		384,630
	1,500,000		News America Holdings, Inc., Sr. Deb., 9.25%, 2/1/2013		2,014,470
	1,550,000		Reed Elsevier, Inc., 6.75%, 8/1/2011		1,844,221
	4,276,000		Univision Communications, Inc., 7.85%, 7/15/2011		5,131,585
			TOTAL		11,404,986
			Communications - Telecom Wirelines--1.4%
	2,100,000		Citizens Communications Co., Note, 8.50%, 5/15/2006		2,437,974
	1,800,000		Citizens Communications Co., Unsecd. Note, 9.25%, 5/15/2011		2,335,212
	115,000		GTE Corp., Deb., 7.83%, 5/1/2023		123,985
	100,000		GTE South, Inc., Deb., 6.00%, 2/15/2008		113,082
	200,000		New York Telephone Co., Deb., 7.00%, 8/15/2025		222,130
	200,000		Pacific Bell, Deb., 7.375%, 6/15/2025		207,412
	200,000		Southwestern Bell Telephone Co., Deb., 7.20%, 10/15/2026		231,330
	1,100,000		Sprint Capital Corp., Company Guarantee, 7.625%, 1/30/2011		1,221,627
	3,000,000		Sprint Capital Corp., Company Guarantee, 8.75%, 3/15/2032		3,587,640
	3,400,000		Verizon Global Funding, Note, 7.25%, 12/1/2010		4,088,738
			TOTAL		14,569,130
Principal Amount				Value
			CORPORATE BONDS--continued
			Consumer Cyclical - Automotive--0.7%
$	1,750,000		Delphi Auto Systems Corp., 6.125%, 5/1/2004	$	1,808,380
	100,000		Ford Holdings, Inc., Deb., 9.30%, 3/1/2030		109,163
	200,000		Ford Motor Co., Deb., 6.50%, 8/1/2018		181,930
	100,000		Ford Motor Co., Deb., 8.875%, 11/15/2022		105,442
	200,000		Ford Motor Co., Deb., 8.90%, 1/15/2032		211,200
	650,000		Hertz Corp., 8.25%, 6/1/2005		680,036
	4,000,000		Hertz Corp., Jr. Sub. Note, 7.00%, 7/15/2003		4,017,880
	550,000		Hertz Corp., Note, 7.625%, 8/15/2007		585,942
			TOTAL		7,699,973
			Consumer Cyclical - Entertainment--0.6%
	1,250,000		AOL Time Warner, Inc., 5.625%, 5/1/2005		1,323,587
	2,000,000		AOL Time Warner, Inc., Bond, 7.625%, 4/15/2031		2,334,680
	2,000,000		International Speedway Corp., 7.875%, 10/15/2004		2,137,780
			TOTAL		5,796,047
			Consumer Cyclical - Retailers--0.3%
	400,000		Shopko Stores, Inc., Sr. Note, 9.25%, 3/15/2022		358,000
	2,850,000		Target Corp., 5.875%, 3/1/2012		3,248,487
			TOTAL		3,606,487
			Consumer Non Cyclical - Consumer Products--0.3%
	2,000,000		Alberto-Culver Co., Unsecd. Note, 8.25%, 11/1/2005		2,289,060
	150,000		Ralston Purina Co., Deb., 7.875%, 6/15/2025		205,062
	200,000		Ralston Purina Co., Deb., 8.125%, 2/1/2023		274,992
			TOTAL		2,769,114
			Consumer Non Cyclical - Food/Beverage--0.4%
	3,500,000		Kellogg Co., 7.45%, 4/1/2031		4,562,390
			Consumer Non Cyclical - Health Care--0.7%
	410,000		Guidant Corp., 6.15%, 2/15/2006		449,540
	1,450,000		HCA - The Healthcare Corp., 6.25%, 2/15/2013		1,512,089
	2,900,000		HCA - The Healthcare Corp., 6.95%, 5/1/2012		3,157,230
	1,500,000		UnitedHealth Group, Inc., 7.50%, 11/15/2005		1,696,800
			TOTAL		6,815,659
Principal Amount				Value
			CORPORATE BONDS--continued
			Consumer Non Cyclical - Supermarkets--0.0%
$	150,000		Meyer (Fred), Inc., Company Guarantee, 7.45%, 3/1/2008	$	176,234
	295,000		Safeway, Inc., 6.05%, 11/15/2003		300,384
			TOTAL		476,618
			Consumer Products--0.4%
	4,000,000		Albecca, Inc., Company Guarantee, 10.75%, 8/15/2008		4,285,000
			Education--0.2%
	1,800,000		Boston University, 7.625%, 7/15/2097		2,342,916
			Electronics--0.0%
	100,000		Texas Instruments, Inc., Note, 8.75%, 4/1/2007		118,359
			Energy - Independent--0.7%
	4,000,000		Devon Financing Corp., 7.875%, 9/30/2031		5,228,040
	1,650,000		Pemex Project Funding Master, Company Guarantee, 9.125%, 10/13/2010		2,017,125
			TOTAL		7,245,165
			Energy - Integrated--1.4%
	100,000		BP Amoco PLC, Deb., 8.75%, 3/1/2032		150,531
	4,700,000		Conoco, Inc., 7.25%, 10/15/2031		6,029,348
	1,800,000		Husky Oil Ltd., Company Guarantee, 8.90%, 8/15/2028		2,119,770
	4,400,000		Husky Oil Ltd., Deb., 7.55%, 11/15/2016		5,579,156
	250,000		Husky Oil Ltd., Sr. Note, 7.125%, 11/15/2006		281,433
	750,000		Union Pacific Resources Group, Inc., Unsecd. Note, 7.00%, 10/15/2006		860,663
			TOTAL		15,020,901
			Energy - Refining--0.2%
	2,100,000		Valero Energy Corp., 7.50%, 4/15/2032		2,510,067
			Federal National Mortgage Assoc.--0.4%
	3,000,000		Federal National Mortgage Association, Bond, 7.25%, 5/15/2030		4,083,870
			Finance - Automotive--1.1%
	2,000,000		Ford Motor Credit Co., Global Bond, 6.875%, 2/1/2006		2,102,180
	250,000		Ford Motor Credit Co., Note, 6.20%, 1/23/2008		252,675
	200,000		Ford Motor Credit Co., Note, 7.375%, 10/28/2009		209,260
	100,000		Ford Motor Credit Co., Sr. Note, 5.80%, 1/12/2009		98,642
	200,000		Ford Motor Credit Co., Unsecd. Note, 7.375%, 2/1/2011		207,948
Principal Amount				Value
			CORPORATE BONDS--continued
			Finance - Automotive--continued
$	2,000,000		General Motors Acceptance Corp., 6.875%, 8/28/2012	$	2,055,500
	1,000,000		General Motors Acceptance Corp., 7.50%, 7/15/2005		1,075,970
	1,900,000		General Motors Acceptance Corp., 8.00%, 11/1/2031		1,973,720
	200,000		General Motors Acceptance Corp., Deb., 6.00%, 4/1/2011		193,796
	3,000,000		General Motors Acceptance Corp., Sr. Note, 5.75%, 11/10/2003		3,049,380
			TOTAL		11,219,071
			Financial Inst. - Banking--3.2%
	150,000		Ahmanson (H.F.) & Co., Sub. Note, 7.875%, 9/1/2004		161,029
	3,100,000		Astoria Financial Corp., Note, 5.75%, 10/15/2012		3,327,230
	100,000		Bank of New York Co., Inc., Sr. Sub. Note, Series D, 7.75%, 10/27/2015		102,232
	1,250,000	1	Barclays Bank PLC, Bond, 8.55%, 9/29/2049		1,606,575
	4,000,000		Crestar Financial Corp., Sub. Note, 8.75%, 11/15/2004		4,418,360
	4,460,000		FirstBank Puerto Rico, Sub. Note, 7.625%, 12/20/2005		4,726,084
	1,000,000		Hudson United Bancorp, 7.00%, 5/15/2012		1,169,570
	100,000		JPM Capital Trust I, Company Guarantee, 7.54%, 1/15/2027		111,886
	2,000,000		Northern Trust Corp., 4.60%, 2/1/2013		2,095,500
	3,000,000		PNC Funding Corp., Sub. Note, 7.50%, 11/1/2009		3,650,340
	1,473,252	1	Regional Diversified Funding, 9.25%, 3/15/2030		1,797,736
	300,000		Summit Capital Trust I, Bond, 8.40%, 3/15/2027		362,451
	3,850,000		U.S. Bank N.A., 6.30%, 2/4/2014		4,554,281
	4,730,000		Washington Mutual, Inc., Sub. Note, 6.875%, 6/15/2011		5,607,935
			TOTAL		33,691,209
			Financial Inst. - Brokerage--1.1%
	2,000,000	1	Fidelity Investments, Bond, 7.57%, 6/15/2029		2,608,980
	3,700,000		Goldman Sachs Group, Inc., 6.125%, 2/15/2033		4,047,097
	1,500,000		Goldman Sachs Group, Inc., 6.60%, 1/15/2012		1,744,260
	100,000		Goldman Sachs Group, Inc., Bond, 6.875%, 1/15/2011		117,886
	400,000		Goldman Sachs Group, Inc., Sr. Unsub., 6.65%, 5/15/2009		471,052
	100,000		Lehman Brothers Holdings, Inc., 7.50%, 9/1/2006		116,037
	250,000		Lehman Brothers Holdings, Inc., Note, 8.50%, 8/1/2015		331,453
	2,250,000		Waddell & Reed Financial, Inc., 7.50%, 1/18/2006		2,480,738
			TOTAL		11,917,503
Principal Amount				Value
			CORPORATE BONDS--continued
			Financial Inst. - Finance Noncaptive--1.3%
$	3,100,000		Capital One Financial Corp., Sr. Note, 7.25%, 12/1/2003	$	3,128,675
	3,500,000		Household Finance Corp., 7.00%, 5/15/2012		4,162,340
	2,750,000		Household Finance Corp., Note, 6.75%, 5/15/2011		3,194,510
	150,000		Household Finance Corp., Sr. Note, 5.875%, 9/25/2004		158,013
	2,050,000		MBNA Corp., 7.50%, 3/15/2012		2,449,996
	100,000		Textron Financial Corp., Note, Series MTNE, 5.95%, 3/15/2004		102,732
			TOTAL		13,196,266
			Financial Inst. - Insurance - Life--0.9%
	3,600,000		AXA-UAP, Sub. Note, 8.60%, 12/15/2030		4,660,236
	600,000		Delphi Financial Group, Inc., 9.31%, 3/25/2027		493,950
	3,750,000		Delphi Financial Group, Inc., Note, 8.00%, 10/1/2003		3,802,162
	360,000	1	Life Re Capital Trust I, Company Guarantee, 8.72%, 6/15/2027		415,555
			TOTAL		9,371,903
			Financial Inst. - Reits--0.4%
	2,250,000		EOP Operating LP, 7.375%, 11/15/2003		2,302,920
	2,000,000		EOP Operating LP, 7.75%, 11/15/2007		2,349,160
			TOTAL		4,652,080
			Financial Services--0.6%
	750,000		Franklin Resources, Inc., 3.70%, 4/15/2008		768,352
	4,500,000		SLM Corporation, 5.625%, 4/10/2007		5,028,975
			TOTAL		5,797,327
			Insurance--0.2%
	1,550,000		Travelers Property Casualty Corp., Sr. Note, 5.00%, 3/15/2013		1,625,873
			Machinery & Equipment--0.0%
	50,000		Caterpillar, Inc., Deb., 9.375%, 3/15/2021		72,925
			Pharmaceutical--0.1%
	400,000		Lilly (Eli) & Co., Unsecd. Note, 6.57%, 1/1/2016		499,228
			Sovereign--0.1%
	1,000,000		Quebec, Province of, 5.50%, 4/11/2006		1,094,000
			State/Provincial--0.5%
	5,300,000		New South Wales, State of, Local Gov't. Guarantee, 6.50%, 5/1/2006		3,631,146
	1,500,000		Ontario, Province of, 4.375%, 2/15/2013		1,584,735
			TOTAL		5,215,881
Principal Amount				Value
			CORPORATE BONDS--continued
			Supranational--0.1%
$	1,000,000		Corp Andina De Fomento, Bond, 7.375%, 1/18/2011	$	1,153,490
			Technology--0.3%
	2,750,000		Unisys Corp., 8.125%, 6/1/2006		2,928,750
			Technology Services--1.0%
	2,000,000		Computer Sciences Corp., 7.375%, 6/15/2011		2,454,260
	3,500,000		Dell Computer Corp., Deb., 7.10%, 4/15/2028		4,337,935
	150,000		International Business Machines Corp., Deb., 8.375%, 11/1/2019		204,266
	3,100,000	2	International Business Machines Corp., Note, 6.45%, 8/1/2007		3,565,899
			TOTAL		10,562,360
			Telecommunications & Cellular--0.3%
	1,462,000		Tritel PCS, Inc., Sr. Sub. Note, 10.375%, 1/15/2011		1,765,365
			Transportation - Airlines--0.6%
	750,000		Delta Air Lines, Inc., Pass Thru Cert., 7.92%, 11/18/2010		586,875
	1,346,260		Northwest Airlines Corp., 7.935%, 4/1/2019		1,428,718
	692,073		Northwest Airlines Corp., Equip. Trust, 8.072%, 10/1/2019		746,588
	1,800,000		Southwest Airlines Co., 6.50%, 3/1/2012		2,045,772
	2,000,000		United Air Lines, Pass Thru Cert., 7.73%, 7/1/2010		1,545,000
			TOTAL		6,352,953
			Transportation - Railroads--0.2%
	1,850,000		Canadian Pacific RR, 7.125%, 10/15/2031		2,335,495
			Utility - Electric--1.9%
	2,900,000		Alabama Power Co., 5.70%, 2/15/2033		3,087,253
	600,000		Cincinnati Gas and Electric Co., Note, 6.35%, 6/15/2003		602,250
	3,500,000		Duke Energy Corp., 6.45%, 10/15/2032		3,873,590
	3,250,000		FirstEnergy Corp., 7.375%, 11/15/2031		3,691,902
	1,050,000		Homer City Funding, Sr. Secd. Note, 8.734%, 10/1/2026		1,071,000
	160,000		Interstate Power Co., 1st Mtg. Bond, 8.625%, 9/15/2021		173,718
	250,000	1	Israel Electric Corp. Ltd., Sr. Note, 7.875%, 12/15/2026		244,720
	3,250,000		Oncor, Inc., Deb., 7.00%, 9/1/2022		3,738,053
	250,000		Oncor, Inc., Sec. Fac. Bond, 6.375%, 5/1/2012		287,243
	2,000,000		PSEG Power LLC, Company Guarantee, 7.75%, 4/15/2011		2,416,400
	200,000		Pacific Gas & Electric Co., 1st Ref. Mtg., 6.75%, 10/1/2023		206,250
Principal Amount				Value
			CORPORATE BONDS--continued
			Utility - Electric--continued
$	100,000		Virginia Electric & Power Co., 1st Ref. Mtg., Series D, 7.50%, 6/1/2023	$	108,841
	100,000		West Penn Power Co., Note, Series A, 6.375%, 6/1/2004		100,696
	230,000		Wisconsin Electric Power Co., 1st Mtg. Bond, 7.125%, 3/15/2016		236,824
	350,000		Wisconsin Power & Light Co., Note, 7.00%, 6/15/2007		394,128
			TOTAL		20,232,868
			Utility - Natural Gas Distributor--0.0%
	200,000		Michigan Consolidated Gas, 1st Mtg. Bond, Series C, 7.21%, 5/1/2007		226,730
			TOTAL CORPORATE BONDS (IDENTIFIED COST $272,301,312)		296,994,014
			ASSET-BACKED SECURITIES--0.5%
			Asset-Backed Securities--0.1%
	467,821	1	125 Home Loan Owner Trust 1998-1A, Class B1, 9.26%, 2/15/2029		491,722
	1,900,000		Green Tree Financial Corp. 1999-5, Class B1, 9.20%, 4/1/2031		194,218
			TOTAL		685,940
			Credit Card--0.1%
	1,500,000		Prime Credit Card Master Trust 2000-1, Class A, 6.70%, 10/15/2009		1,647,480
			Non-Agency Mortgage--0.0%
	135,913	1	SMFC Trust Asset-Backed Certificates, Series 1997-A, Class 4, 4.74689%, 1/28/2025		104,399
			Structured Product--0.3%
	2,000,000		Chase Credit Card Owner Trust, Class A, 6.66%, 1/15/2007		2,108,720
	750,000		Citibank Credit Card Master Trust 1997-6, Class A, 8/15/2006		736,357
			TOTAL		2,845,077
			TOTAL ASSET-BACKED SECURITIES (IDENTIFIED COST $6,611,183)		5,282,896
			GOVERNMENT AGENCIES--7.7%
	400,000		Federal Home Loan Bank System, Bond, 3.24%, 3/30/2006		402,184
	100,000		Federal Home Loan Bank System, Bond, 4.125%, 9/22/2009		103,392
	200,000		Federal Home Loan Bank System, Bond, Series 1S07, 4.00%, 10/10/2007		201,682
	200,000		Federal Home Loan Bank System, Bond, Series KS08, 5.665%, 9/11/2008		230,206
	100,000		Federal Home Loan Bank System, Bond, Series PJ08, 5.485%, 11/12/2008		114,321
	535,000		Federal Home Loan Bank System, Series NV09, 6.50%, 11/13/2009		644,044
	20,000,000		Federal Home Loan Mortgage Corp., 4.875%, 3/15/2007		22,057,800
	9,000,000		Federal Home Loan Mortgage Corp., 5.75%, 3/15/2009		10,422,540
Principal Amount				Value
			GOVERNMENT AGENCIES--continued
$	2,500,000		Federal Home Loan Mortgage Corp., 6.625%, 9/15/2009	$	3,028,425
	100,000		Federal Home Loan Mortgage Corp., Deb., 6.22%, 6/24/2008		100,302
	100,000		Federal Home Loan Mortgage Corp., Note, 3.05%, 7/15/2004		100,227
	8,500,000		Federal Home Loan Mortgage Corp., Note, 5.625%, 3/15/2011		9,837,390
	200,000		Federal Home Loan Mortgage Corp., Unsecd. Note, 4.00%, 2/13/2017		203,560
	200,000		Federal Home Loan Mortgage Corp., Unsecd. Note, 8.00%, 3/28/2012		209,636
	19,500,000		Federal National Mortgage Association, 3.25%, 1/15/2008		20,244,705
	8,000,000		Federal National Mortgage Association, Note, 5.50%, 2/15/2006		8,809,840
	1,900,000		Federal National Mortgage Association, Unsecd. Note, 6.50%, 8/15/2004		2,019,510
	1,000,000		Tennessee Valley Authority, Series C, 6.00%, 3/15/2013		1,183,470
			TOTAL GOVERNMENT AGENCIES (IDENTIFIED COST $74,579,457)		79,913,234
			GOVERNMENTS/AGENCIES--2.5%
			Sovereign--2.5%
	4,600,000		Austria, Government of, Bond, 5.00%, 1/15/2008		5,902,461
	3,000,000		Canada, Government of, 5.00%, 9/1/2004		2,242,667
	4,700,000		Germany, Government of, Bond, 4.00%, 2/16/2007		5,802,831
	4,850,000		Italy, Government of, 4.50%, 5/1/2009		6,112,968
	4,500,000		Italy, Government of, Bond, 5.50%, 11/1/2010		5,991,545
			TOTAL GOVERNMENTS/AGENCIES (IDENTIFIED COST $19,938,709)		26,052,472
			U.S. TREASURY--14.0%
			U.S. Treasury Bonds--6.9%
	300,000		United States Treasury Bond, 11.75%, 11/15/2014		457,686
	1,210,000		United States Treasury Bond, 8.75%, 5/15/2017		1,842,419
	1,830,000		United States Treasury Bond, 8.125%, 8/15/2019		2,696,670
	3,700,000		United States Treasury Bond, 8.125%, 5/15/2021		5,505,489
	1,300,000		United States Treasury Bond, 6.25%, 8/15/2023		1,627,236
	1,343,000		United States Treasury Bond, 6.00%, 2/15/2026		1,644,960
	300,000		United States Treasury Bond, 6.75%, 8/15/2026		400,593
	2,200,000		United States Treasury Bond, 6.50%, 11/15/2026		2,859,648
	3,000,000		United States Treasury Bond, 6.125%, 11/15/2027		3,745,770
	8,000,000		United States Treasury Bond, 5.50%, 8/15/2028		9,243,760
	2,215,000		United States Treasury Bond, 5.25%, 11/15/2028		2,479,072
	6,000,000		United States Treasury Bond, 6.25%, 5/15/2030		7,690,320
	27,340,000		United States Treasury Bond, 5.375%, 2/15/2031		31,765,799
			TOTAL		71,959,422
Principal Amount or Shares				Value
			U.S. TREASURY--continued
			U.S. Treasury Notes--7.1%
$	20,422,400		U.S. Treasury Note - TIPS Series C, 3.00% 7/15/2012	$	22,672,132
	8,000,000		United States Treasury Note, 3.50%, 11/15/2006		8,466,240
	30,000,000		United States Treasury Note, 3.00%, 11/15/2007		31,129,800
	11,800,000		United States Treasury Note, 3.00%, 2/15/2008		12,231,408
			TOTAL		74,499,580
			TOTAL U.S. TREASURY (IDENTIFIED COST $136,380,408)		146,459,002
			PREFERRED STOCK--0.1%
			Financial Inst. - Brokerage--0.1%
	21,000		Citigroup, Inc., Cumulative Pfd., Series F (IDENTIFIED COST $1,003,086)		1,170,750
			COMMON STOCKS--0.0%
			Insurance--0.0%
	4,750	3	Arcadia Financial Ltd., Warrants		47
			Unassigned--0.0%
	203	3	AT&T Canada, Inc., Class A		5,873
	10,937	3	AT&T Canada, Inc., Class B		317,173
			TOTAL		323,046
			TOTAL COMMON STOCKS (IDENTIFIED COST $1,674,487)		323,093
			MUNICIPALS--0.1%
			Education--0.1%
$	725,000		Harvard University, Revenue Bonds, 8.125% Bonds, 4/15/2007 (IDENTIFIED COST $779,251)		874,988
Shares				Value
			MUTUAL FUNDS--46.2%
	34,782,299		Federated Mortgage Core Portfolio	$	357,562,032
	689,044		High Yield Bond Portfolio		4,506,350
	118,508,380		Prime Value Obligations Fund, Class IS		118,508,380
	2,435,305		Prime Value Obligations Fund, Class IS (held as collateral for securities lending)		2,435,305
			TOTAL MUTUAL FUNDS (IDENTIFIED COST $473,462,862)		483,012,067
			TOTAL INVESTMENTS--99.5% (IDENTIFIED COST $986,730,755)4		1,040,082,516
			OTHER ASSETS AND LIABILITIES - NET--0.5		4,741,344
			TOTAL NET ASSETS--100%	$	1,044,823,860

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 May 31, 2003, these securities amounted to $13,469,237 which represents 1.3% of total net assets.

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

3 Non-income producing security.

4 The cost of investments for federal tax purposes amounts to $986,730,755.

Note: The categories of investments are shown as a percentage of total net assets at May 31, 2003.

The following acronyms are used throughout this portfolio:

PCs	--Participation Certificates
TIPS	--Treasury Inflated Protected Securities

See Notes which are an integral part of the Financial Statements

Statement of Assets and Liabilities

May 31, 2003 (unaudited)

Assets:
Total investments in securities, at value including $2,383,743 of securities loaned (identified cost of $986,730,755)			$	1,040,082,516
Cash denominated in foreign currencies (identified cost $720,869)				770,071
Income receivable				6,832,374
Receivable for shares sold				5,786,553
TOTAL ASSETS				1,053,471,514
Liabilities:
Payable for investments purchased	$	2,174,562
Payable for shares redeemed		1,095,315
Income distribution payable		1,825,878
Payable to bank		982,621
Payable on collateral due to broker		2,435,305
Accrued expenses		133,973
TOTAL LIABILITIES				8,647,654
Net assets for 94,697,904 shares outstanding			$	1,044,823,860
Net Assets Consist of:
Paid in capital			$	994,688,668
Net unrealized appreciation of investments and translation of assets and liabilities in foreign currency				53,413,976
Accumulated net realized loss on investments and foreign currency transactions				(3,292,533	)
Undistributed net investment income				13,749
TOTAL NET ASSETS			$	1,044,823,860
Net Asset Value, Offering Price and Redemption Proceeds Per Share
Institutional Shares:
$510,551,730 ÷ 46,273,656 shares outstanding				$11.03
Offering price per share				$11.03
Redemption proceeds per share				$11.03
Institutional Service Shares:
$344,384,666 ÷ 31,214,227 shares outstanding				$11.03
Offering price per share				$11.03
Redemption proceeds per share				$11.03
Class A Shares:
Net asset value per share ($79,141,446 ÷ 7,172,768 shares outstanding)				$11.03
Offering price per share (100/95.50 of $11.03)1				$11.55
Redemption proceeds per share				$11.03
Class B Shares:
Net asset value per share ($75,681,699 ÷ 6,859,203 shares outstanding)				$11.03
Offering price per share				$11.03
Redemption proceeds per share (94.50/100 of $11.03)1				$10.42
Class C Shares:
Net asset value per share ($35,021,751 ÷ 3,174,192 shares outstanding)				$11.03
Offering price per share (100/99.00 of $11.03)1				$11.14
Redemption proceeds per share (99.00/100 of $11.03)1				$10.92
Class K Shares:
$42,568 ÷ 3,858 shares outstanding				$11.03
Offering price per share				$11.03
Redemption proceeds per share				$11.03

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

See Notes which are an integral part of the Financial Statements

Statement of Operations

Six Months Ended May 31, 2003 (unaudited)

Investment Income:
Dividends							$	10,710,566
Interest (including income on securities loaned of $1,518)								14,147,608
TOTAL INCOME								24,858,174
Expenses:
Investment adviser fee				$	1,856,453
Administrative personnel and services fee					349,013
Custodian fees					25,908
Transfer and dividend disbursing agent fees and expenses--Institutional Shares					98,373
Transfer and dividend disbursing agent fees and expenses--Institutional Service Shares					74,203
Transfer and dividend disbursing agent fees and expenses--Class A Shares					15,327
Transfer and dividend disbursing agent fees and expenses--Class B Shares					13,817
Transfer and dividend disbursing agent fees and expenses--Class C Shares					4,578
Transfer and dividend disbursing agent fees and expenses--Class K Shares					3
Directors'/Trustees' fees					4,064
Auditing fees					3,440
Legal fees					3,002
Portfolio accounting fees					91,120
Distribution services fee--Institutional Service Shares					382,872
Distribution services fee--Class A Shares					85,452
Distribution services fee--Class B Shares					236,375
Distribution services fee--Class C Shares					74,828
Distribution services fee--Class K Shares					5
Shareholder services fee--Institutional Shares					588,222
Shareholder services fee--Institutional Service Shares					382,872
Shareholder services fee--Class A Shares					85,452
Shareholder services fee--Class B Shares					78,792
Shareholder services fee--Class C Shares					24,943
Share registration costs					58,806
Printing and postage					47,869
Insurance premiums					1,241
Taxes					33,572
Miscellaneous					2,858
TOTAL EXPENSES					4,623,460
Waivers and Reimbursement:
Waiver of investment adviser fee	$	(1,006,432	)
Waiver of transfer and dividend disbursing agent fees and expenses		(13,053	)
Waiver of distribution services fee--Institutional Service Shares		(306,297	)
Waiver of shareholder services fee--Institutional Shares		(588,222	)
Reimbursement of investment adviser fee		(3,337	)
TOTAL WAIVERS AND REIMBURSEMENT					(1,917,341	)
Net expenses								2,706,119
Net investment income								22,152,055
Realized and Unrealized Gain on Investments and Foreign Currency Transactions:
Net realized gain on investments and foreign currency transactions								6,149,843
Net change in unrealized appreciation of investments and translation of assets and liabilities in foreign currency								30,219,377
Net realized and unrealized gain on investments and foreign currency transactions								36,369,220
Change in net assets resulting from operations							$	58,521,275

See Notes which are an integral part of the Financial Statements

Statement of Changes in Net Assets

		Six Months Ended (unaudited) 5/31/2003			Year Ended 11/30/2002
Increase (Decrease) in Net Assets
Operations:
Net investment income	$	22,152,055		$	39,261,758
Net realized gain (loss) on investments and foreign currency transactions		6,149,843			(8,390,133	)
Net change in unrealized appreciation/depreciation of investments and translation of assets and liabilities in foreign currency		30,219,377			9,302,678
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS		58,521,275			40,174,303
Distributions to Shareholders:
Distributions from net investment income
Institutional Shares		(12,180,439	)		(22,959,181	)
Institutional Service Shares		(7,440,173	)		(12,384,043	)
Class A Shares		(1,591,427	)		(1,325,398	)
Class B Shares		(1,300,691	)		(1,470,403	)
Class C Shares		(395,251	)		(449,381	)
Class K Shares		(41	)		--
Distributions from net realized gain on investments and foreign currency transactions
Institutional Shares		--			(1,701,096	)
Institutional Service Shares		--			(939,077	)
Class A Shares		--			(37,668	)
Class B Shares		--			(65,087	)
Class C Shares		--			(22,825	)
CHANGE IN NET ASSETS RESULTING FROM DISTRIBUTIONS TO SHAREHOLDERS		(22,908,022	)		(41,354,159	)
Share Transactions:
Proceeds from sale of shares		324,485,695			509,266,063
Proceeds from shares issued in connection with the tax-free transfer of assets from Second National Bank		--			8,424,916
Proceeds from shares issued in connection with the taxable transfer of assets from Second National Bank		--			7,237,578
Net asset value of shares issued to shareholders in payment of distributions declared		11,303,263			17,441,159
Cost of shares redeemed		(149,864,210	)		(279,687,892	)
CHANGE IN NET ASSETS RESULTING FROM SHARE TRANSACTIONS		185,924,748			262,681,824
Change in net assets		221,538,001			261,501,968
Net Assets:
Beginning of period		823,285,859			561,783,891
End of period (including undistributed net investment income of $13,749 and $769,716, respectively)	$	1,044,823,860		$	823,285,859

See Notes which are an integral part of the Financial Statements

Notes to Financial Statements

May 31, 2003 (unaudited)

ORGANIZATION

Federated Total Return Series, 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 Total Return Bond 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 six classes of shares: Institutional Shares, Institutional Service Shares, Class A Shares, Class B Shares, Class C Shares and Class K Shares. Effective April 8, 2003, the Fund added Class K Shares. The investment objective of the Fund is to provide total return.

On November 15, 2002, the Fund received a tax-free transfer of assets from the Second National Bank Fiduciary Fixed-Income Fund Common Trust and a taxable transfer of assets from the Second National Bank Pension Fixed-Income Fund Common Trust, as follows:

Institutional Shares of the Fund Issued in Relation to Tax-Free Transfer of Assets	Institutional Shares of the Fund Issued in Relation to Taxable Transfer of Assets	Tax-Free Transfer of Common Trust Fund Net Assets Received	Taxable Transfer of Common Trust Fund Net Assets Received	Unrealized Appreciation Included in Tax-Free Net Assets Received1
793,307	681,504	$8,424,916	$7,237,578	$602,283

Net Assets of Fund Prior to Combination	Net Assets of Common Trust Funds Immediately Prior to Combination	Net Assets of Fund Immediately After Combination
$797,294,442	$15,662,494	$812,956,936

1 Unrealized appreciation (depreciation) is included in the Tax-Free Transfer of Common Trust Fund Net Assets Received amount shown above.

SIGNIFICANT ACCOUNTING POLICIES

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

Investment Valuation

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 the 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. 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. U.S. 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 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").

Pursuant to an Exemptive Order issued by the Securities and Exchange Commission, 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 Investment Company Act of 1940, 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. The investment objective of Federated Mortgage Core Portfolio, a series of Core Trust, is to seek total return by investing in a diversified portfolio of mortgage-backed fixed income securities. Federated receives no advisory or administrative fees on behalf of Core Trust. Income distributions from 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. Additional information regarding High Yield Bond Portfolio and/or Federated Mortgage Core Portfolio is available upon request.

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 transfer and dividend disbursing agent, 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. 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.

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 purpose as unrealized until the settlement date. At May 31, 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 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 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.

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 mutual 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 custodian securities lending agent, as a fee for its services under the program, and the Fund, according to agreed-upon rates.

As of May 31, 2003, securities subject to this type of arrangement and related collateral were as follows:

Market Value of Securities Loaned	Market Value of Collateral
$2,383,743	$2,435,305

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.

Capital Stock

At May 31, 2003, par value shares ($0.001 per share) authorized were as follows:

Share Class Name	Number of Par Value Capital Stock Authorized
Institutional Shares	1,000,000,000
Institutional Service Shares	1,000,000,000
Class A Shares	1,000,000,000
Class B Shares	1,000,000,000
Class C Shares	1,000,000,000
Class K Shares	1,000,000,000
TOTAL	6,000,000,000

Transactions in capital stock were as follows:

	Six Months Ended 5/31/2003					Year Ended 11/30/2002
Institutional Shares:	Shares			Amount		Shares			Amount
Shares sold	10,700,409		$	115,847,720		20,846,348		$	219,601,801
Shares issued in connection with the tax-free transfer of assets from Second National Bank	--			--		793,307			8,424,916
Shares issued in connection with the taxable transfer of assets from Second National Bank	--			--		681,504			7,237,578
Shares issued to shareholders in payment of distributions declared	302,968			3,291,309		670,467			7,067,574
Shares redeemed	(6,406,807	)		(69,290,581	)	(13,823,673	)		(145,580,142	)
NET CHANGE RESULTING FROM INSTITUTIONAL SHARE TRANSACTIONS	4,596,570		$	49,848,448		9,167,953		$	96,751,727
	Six Months Ended 5/31/2003					Year Ended 11/30/2002
Institutional Service Shares:	Shares			Amount		Shares			Amount
Shares sold	11,808,888		$	127,617,902		16,540,236		$	174,121,973
Shares issued to shareholders in payment of distributions declared	503,536			5,473,021		744,119			7,848,537
Shares redeemed	(4,937,290	)		(53,606,166	)	(11,278,182	)		(118,693,308	)
NET CHANGE RESULTING FROM INSTITUTIONAL SERVICE SHARE TRANSACTIONS	7,375,134			$79,484,757		6,006,173			$63,277,202
	Six Months Ended 5/31/2003					Year Ended 11/30/2002
Class A Shares:	Shares			Amount		Shares			Amount
Shares sold	3,036,560		$	32,852,212		5,676,655		$	59,830,843
Shares issued to shareholders in payment of distributions declared	123,762			1,344,716		101,829			1,078,757
Shares redeemed	(1,704,888	)		(18,426,663	)	(744,683	)		(7,876,926	)
NET CHANGE RESULTING FROM CLASS A SHARE TRANSACTIONS	1,455,434			$15,770,265		5,033,801			$53,032,674
	Six Months Ended 5/31/2003					Year Ended 11/30/2002
Class B Shares:	Shares			Amount		Shares			Amount
Shares sold	2,387,629		$	25,858,900		4,117,824		$	43,403,771
Shares issued to shareholders in payment of distributions declared	84,506			918,383		106,188			1,120,993
Shares redeemed	(545,841	)		(5,914,625	)	(496,620	)		(5,238,118	)
NET CHANGE RESULTING FROM CLASS B SHARE TRANSACTIONS	1,926,294		$	20,862,658		3,727,392		$	39,286,646
	Six Months Ended 5/31/2003					Year Ended 11/30/2002
Class C Shares:	Shares			Amount		Shares			Amount
Shares sold	2,047,032			$22,266,434		1,168,545			$12,307,675
Shares issued to shareholders in payment of distributions declared	25,353			275,795		30,826			325,298
Shares redeemed	(243,229	)		(2,626,172	)	(218,232	)		(2,299,398	)
NET CHANGE RESULTING FROM CLASS C SHARE TRANSACTIONS	1,829,156		$	19,916,057		981,139		$	10,333,575
	Period Ended 5/31/20031					Year Ended 11/30/2002
Class K Shares:	Shares			Amount		Shares		Amount
Shares sold	3,855		$	42,527		--		$	--
Shares issued to shareholders in payment of distributions declared	3			39		--			--
Shares redeemed	--	2		(3)		--			--
NET CHANGE RESULTING FROM CLASS K SHARE TRANSACTIONS	3,858			$42,563		--		$	--
NET CHANGE RESULTING FROM SHARE TRANSACTIONS	17,186,446		$	185,924,748		24,916,458		$	262,681,824

1 Reflects operations for the period from April 8, 2003 (start of performance) to May 31, 2003.

2 Represents less than 1 share.

FEDERAL TAX INFORMATION

At May 31, 2003, the cost of investments for the federal tax purposes was $986,730,755. The net unrealized appreciation of investments for federal tax purposes was $53,351,761. This consist of net unrealized appreciation from investments for those securities having an excess of value over cost of $62,326,546 and net unrealized depreciation from investments for those securities having an excess of cost over value of $8,974,785.

At November 30, 2002, the Fund had a capital loss carryforward of $5,619,497 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 in 2010.

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.

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 Prime Value Obligations Fund, which is managed by the Adviser. The Adviser has agreed to reimburse certain investment adviser fees as a result of these transactions.

Administrative Fee

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

Distribution Services Fee

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

Share Class Name	Percentage of Average Daily Net Assets of Class
Institutional Service Shares	0.25%
Class A	0.25%
Class B	0.75%
Class C	0.75%
Class K	0.50%

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

Shareholder Services Fee

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

Transfer and Dividend Disbursing Agent Fees and Expenses

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

Portfolio Accounting Fees

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

General

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

Investment Transactions

Purchases and sales of investments, excluding long-term U.S. government securities and short-term obligations (and in-kind contributions), for the six months ended May 31, 2003, were as follows:

Purchases	$	217,412,154
Sales	$	188,990,392

Purchases and sales of long-term U.S. government securities for the six months ended May 31, 2003, were as follows:

Purchases	$	140,981,074
Sales	$	76,470,357

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.

IMPORTANT NOTICE ABOUT FUND DOCUMENT DELIVERY

In an effort to reduce costs and avoid duplicate mailings, the Fund(s) intend to deliver a single copy of certain documents to each household in which more than one shareholder of the Fund(s) resides (so-called "householding"), as permitted by applicable rules. The Fund's "householding" program covers its/their Prospectus and Statement of Additional Information, and supplements to each, as well as Semi-Annual and Annual Reports and any Proxies or information statements. Shareholders must give their written consent to participate in the householding program. The Fund is also permitted to treat a shareholder as having given consent ("implied consent") if (i) shareholders with the same last name, or believed to be members of the same family, reside at the same street address or receive mail at the same post office box, (ii) the Fund gives notice of its intent to "household" at least sixty (60) days before it begins "householding" and (iii) none of the shareholders in the household have notified the Fund(s) or their agent of the desire to "opt out" of householding. Shareholders who have granted written consent, or have been deemed to have granted implied consent, can revoke that consent and opt out of householding at any time by calling 1-800-341-7400.

Federated Investors
World-Class Investment Manager

Federated Total Return Bond 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 31428Q101
Cusip 31428Q507

Federated is a registered mark of Federated Investors, Inc. 2003 ©Federated Investors, Inc.

28556 (7/03)

Item 2.     Code of Ethics

            Not Applicable

Item 3.     Audit Committee Financial Expert

            Not Applicable

Item 4.     Principal Accountant Fees and Services

            Not Applicable

Items 5-6   [Reserved]

Item 7.     Disclosure of Proxy Voting Policies and Procedures for Closed-End
            Management Investment Companies

            Not Applicable

Item 8.     [Reserved]

Item 9.     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-2
     under the  Investment  Company Act of 1940 (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 significant changes in the registrant's internal controls, or
     the internal  controls of its service  providers,  or in other factors that
     could  significantly  affect these controls subsequent to the date of their
     evaluation,  including any  corrective  actions with regard to  significant
     deficiencies and material weaknesses.

Item 10.    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 Total Return Series, Inc.

By          /S/ Richard J. Thomas, Principal Financial Officer

Date        July 28, 2003

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        July 28, 2003


By          /S/ Richard J. Thomas, Principal Financial Officer


Date        July 28, 2003