N-Q

United States

Securities and Exchange Commission

Washington, D.C.  20549

Form N-Q

Quarterly Schedule of Portfolio Holdings 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

(Address of Principal Executive Offices)

(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:  11/30/08

Date of Reporting Period:  Quarter ended 2/29/08

Item 1.                      Schedule of Investments

Federated Total Return Bond Fund

Portfolio of Investments

February 29, 2008 (unaudited)

Principal Amount or Shares Value

			CORPORATE BONDS--16.4%
			Basic Industry - Chemicals--0.2%
$	1,380,000		Albemarle Corp., Sr. Note, 5.10%, 2/1/2015	$	1,352,562
	1,050,000		Du Pont (E.I.) de Nemours & Co., 5.00%, 1/15/2013		1,103,645
	500,000		Du Pont (E.I.) de Nemours & Co., Note, 6.875%, 10/15/2009		531,350
	1,750,000		RPM International, Inc., 6.50%, 2/15/2018		1,768,204
	1,000,000		Rohm & Haas Co., 6.00%, 9/15/2017		1,019,811
			TOTAL		5,775,572
			Basic Industry - Metals & Mining--0.4%
	650,000		Alcan, Inc., 5.00%, 6/1/2015		654,386
	1,410,000		Alcoa, Inc., Note, 5.55%, 2/1/2017		1,366,881
	1,670,000		BHP Finance (USA), Inc., 5.00%, 12/15/2010		1,718,329
	420,000	1,2	Codelco, Inc., 4.75%, 10/15/2014		409,664
	1,210,000	1,2	Codelco, Inc., Bond, 5.625%, 9/21/2035		1,081,075
	2,290,000		Newmont Mining Corp., Company Guarantee, 5.875%, 4/1/2035		1,851,531
	1,400,000		Thiokol Corp., Sr. Note, 6.625%, 3/1/2008		1,400,200
	2,200,000	1,2	Xstrata Finance Canada Ltd., Unsecd. Note, 5.50%, 11/16/2011		2,221,518
			TOTAL		10,703,584
			Basic Industry - Paper--0.3%
	2,650,000		Louisiana-Pacific Corp., 8.875%, 8/15/2010		2,744,266
	380,000		Westvaco Corp., 7.65%, 3/15/2027		390,257
	3,000,000		Westvaco Corp., Sr. Deb., 7.50%, 6/15/2027		3,061,309
	2,000,000		Weyerhaeuser Co., Deb., 7.375%, 3/15/2032		1,900,239
			TOTAL		8,096,071
			Capital Goods - Aerospace & Defense--0.4%
	470,000	1,2	BAE Systems Holdings, Inc., 4.75%, 8/15/2010		489,261
	600,000	1,2	BAE Systems Holdings, Inc., 5.20%, 8/15/2015		601,916
	100,000		Boeing Capital Corp., Sr. Note, Series XI, 4.351%, 11/15/2009		99,985
	2,500,000		Boeing Co., Note, 5.125%, 2/15/2013		2,650,813
	1,925,000		Embraer Overseas Ltd., Sr. Unsecd. Note, 6.375%, 1/24/2017		1,881,688
	3,200,000		Raytheon Co., Unsecd. Note, 5.375%, 4/1/2013		3,408,890
			TOTAL		9,132,553
			Capital Goods - Construction Machinery--0.1%
	400,000		Caterpillar Financial Services Corporation, Unsub., 4.30%, 6/1/2010		411,222
	69,000		Caterpillar, Inc., Deb., 5.30%, 9/15/2035		63,438
	2,500,000		John Deere Capital Corp., Bond, 5.10%, 1/15/2013		2,645,723
	100,000		John Deere Capital Corp., Sr. Note, Series D, 4.223%, 12/18/2009		99,935
			TOTAL		3,220,318
			Capital Goods - Diversified Manufacturing--0.3%
	1,000,000		Danaher Corp., Note, 6.00%, 10/15/2008		1,014,811
	1,200,000		Emerson Electric Co., Note, 5.00%, 10/15/2008		1,213,357
	2,500,000		General Electric Co., Note, 5.00%, 2/1/2013		2,615,355
	650,000		Honeywell International, Inc., Note, 7.50%, 3/1/2010		706,971
	1,820,000	1,2	Textron Financial Corp., Jr. Sub. Note, 6.00%, 2/15/2067		1,590,371
			TOTAL		7,140,865
			Capital Goods - Environmental--0.1%
	2,548,000		Waste Management, Inc., Deb., 8.75%, 5/1/2018		2,567,861
			Capital Goods - Packaging--0.0%
	940,000		Pactiv Corp., 6.40%, 1/15/2018		962,862
			Communications - Media & Cable--0.4%
	3,000,000		Comcast Corp., 7.125%, 6/15/2013		3,235,728
	2,700,000		Comcast Corp., Company Guarantee, 6.50%, 1/15/2017		2,818,145
	1,710,000		Cox Communications, Inc., Unsecd. Note, 4.625%, 1/15/2010		1,729,195
	1,200,000		Time Warner Cable, Inc., Sr. Unsecd. Note, 5.85%, 5/1/2017		1,188,097
			TOTAL		8,971,165
			Communications - Media Noncable--0.2%
	1,700,000		British Sky Broadcasting Group PLC, 8.20%, 7/15/2009		1,803,493
	230,000		News America Holdings, Inc., Company Guarantee, 8.00%, 10/17/2016		264,930
	2,546,000		Univision Communications, Inc., 7.85%, 7/15/2011		2,367,780
			TOTAL		4,436,203
			Communications - Telecom Wireless--0.4%
	5,430,000		AT&T Wireless Services, Inc., 8.75%, 3/1/2031		6,884,605
	1,460,000		America Movil S.A.B. de C.V., Note, 5.75%, 1/15/2015		1,456,642
	460,000		Vodafone Group PLC, 5.35%, 2/27/2012		470,641
	1,730,000		Vodafone Group PLC, Note, 5.625%, 2/27/2017		1,727,160
			TOTAL		10,539,048
			Communications - Telecom Wirelines--0.3%
	500,000		Embarq Corp., 6.738%, 6/1/2013		515,707
	100,000		GTE California, Inc., Deb., 6.70%, 9/1/2009		104,351
	125,000		GTE California, Inc., Deb., Series G, 5.50%, 1/15/2009		127,816
	100,000		GTE North, Inc., Deb., 5.65%, 11/15/2008		101,701
	100,000		GTE Northwest, Inc., Deb., Series D, 5.55%, 10/15/2008		100,741
	200,000		Southwestern Bell Telephone Co., Deb., 7.20%, 10/15/2026		205,543
	750,000		Telefonica SA, Company Guarantee, 7.045%, 6/20/2036		824,530
	2,620,000		Telefonica SA, Sr. Note, 5.855%, 2/4/2013		2,730,920
	2,220,000		Telefonos de Mexico, Note, 4.50%, 11/19/2008		2,229,158
			TOTAL		6,940,467
			Consumer Cyclical - Automotive--0.4%
	1,420,000		DaimlerChrysler North America Holding Corp., 6.50%, 11/15/2013		1,516,070
	3,000,000		DaimlerChrysler North America Holding Corp., Note, 4.875%, 6/15/2010		3,081,217
	2,000,000		DaimlerChrysler North America Holding Corp., Unsecd. Note, 4.05%, 6/4/2008		2,002,981
	945,000		General Motors Acceptance Corp., 8.00%, 11/1/2031		715,994
	200,000		General Motors Acceptance Corp., Deb., 6.00%, 4/1/2011		161,499
	2,210,000	1,2	Nissan Motor Acceptance Corp., Sr. Unsecd. Note, 5.625%, 3/14/2011		2,314,057
			TOTAL		9,791,818
			Consumer Cyclical - Entertainment--0.2%
	230,000		International Speedway Corp., 4.20%, 4/15/2009		231,141
	1,170,000		International Speedway Corp., 5.40%, 4/15/2014		1,185,317
	1,400,000		Time Warner, Inc., 5.50%, 11/15/2011		1,421,386
	1,900,000		Walt Disney Co., Note, 5.70%, 7/15/2011		2,026,235
			TOTAL		4,864,079
			Consumer Cyclical - Lodging--0.0%
	850,000		Wyndham Worldwide Corp., Sr. Unsecd. Note, 6.00%, 12/1/2016		795,275
			Consumer Cyclical - Retailers--0.3%
	763,487	1,2	CVS Caremark Corp., Pass Thru Cert., 5.298%, 1/11/2027		723,229
	500,000		CVS Caremark Corp., Sr. Note, 5.75%, 8/15/2011		528,164
	1,195,000		CVS Caremark Corp., Sr. Unsecd. Note, 5.75%, 6/1/2017		1,240,206
	1,230,000		Costco Wholesale Corp., 5.30%, 3/15/2012		1,305,312
	520,000		JC Penney Corp., Inc., Sr. Unsecd. Note, 5.75%, 2/15/2018		495,208
	210,000		Kohl's Corp., Unsecd. Note, 7.375%, 10/15/2011		231,931
	600,000		Target Corp., Note, 5.875%, 7/15/2016		627,627
	750,000		Target Corp., Unsecd. Note, 7.50%, 8/15/2010		821,914
	750,000		Wal-Mart Stores, Inc., Sr. Unsecd. Note, 6.875%, 8/10/2009		793,756
			TOTAL		6,767,347
			Consumer Cyclical - Services--0.1%
	2,100,000		Boston University, 7.625%, 7/15/2097		2,587,946
	200,000		Cintas Corp. No. 2, Company Guarantee, 6.00%, 6/1/2012		212,618
			TOTAL		2,800,564
			Consumer Cyclical - Textile--0.0%
	60,000		V.F. Corp., Note, 8.50%, 10/1/2010		68,508
			Consumer Non-Cyclical Food/Beverage--0.4%
	1,710,000		Anheuser-Busch Cos., Inc., Sr. Note, 5.60%, 3/1/2017		1,802,873
	1,210,000		Bottling Group LLC, Note, 5.50%, 4/1/2016		1,265,447
	100,000		General Foods Co., Deb., 7.00%, 6/15/2011		100,306
	1,380,000		General Mills, Inc., Note, 5.70%, 2/15/2017		1,398,401
	1,060,000		Kellogg Co., Sr. Unsub., 5.125%, 12/3/2012		1,117,347
	1,150,000		Kraft Foods, Inc., Note, 6.25%, 6/1/2012		1,222,595
	630,000		PepsiCo, Inc., 4.65%, 2/15/2013		660,618
	150,000		Ralston Purina Co., Deb., 7.875%, 6/15/2025		190,949
	200,000		Ralston Purina Co., Deb., 8.125%, 2/1/2023		254,813
	1,525,000	1,2	SABMiller PLC, Note, 6.20%, 7/1/2011		1,618,452
			TOTAL		9,631,801
			Consumer Non-Cyclical Health Care--0.3%
	1,050,000		Baxter International, Inc., 6.25%, 12/1/2037		1,082,083
	880,000		Medtronic, Inc., Note, Series B, 4.375%, 9/15/2010		908,010
	1,885,000		Quest Diagnostics, Inc., Sr. Unsecd. Note, 6.40%, 7/1/2017		1,963,055
	2,795,000		UnitedHealth Group, Inc., Bond, 6.00%, 2/15/2018		2,845,507
			TOTAL		6,798,655
			Consumer Non-Cyclical Pharmaceuticals--0.4%
	2,300,000		Abbott Laboratories, 5.15%, 11/30/2012		2,455,338
	2,624,000		Eli Lilly & Co., Bond, 5.20%, 3/15/2017		2,716,206
	1,000,000		Eli Lilly & Co., Note, 6.00%, 3/15/2012		1,094,260
	400,000		Eli Lilly & Co., Unsecd. Note, 6.57%, 1/1/2016		450,949
	1,740,000		Genentech, Inc., Note, 4.75%, 7/15/2015		1,761,712
	725,000		Pharmacia Corp., Sr. Deb., 6.50%, 12/1/2018		839,881
			TOTAL		9,318,346
			Consumer Non-Cyclical Products--0.2%
	700,000		Procter & Gamble Co., Unsub., 6.875%, 9/15/2009		747,899
	445,000		Snap-On, Inc., 6.25%, 8/15/2011		482,368
	2,190,000		Whirlpool Corp., 5.50%, 3/1/2013		2,232,951
			TOTAL		3,463,218
			Consumer Non-Cyclical Supermarkets--0.1%
	1,380,000		Sysco Corp., Sr. Unsecd. Note, 4.20%, 2/12/2013		1,404,294
			Consumer Non-Cyclical Tobacco--0.0%
	885,000		Altria Group, Inc., 5.625%, 11/4/2008		905,368
			Energy - Independent--0.4%
	1,000,000		Anadarko Finance Co., 6.75%, 5/1/2011		1,084,027
	1,420,000		Anadarko Petroleum Corp., Sr. Unsecd. Note, 5.95%, 9/15/2016		1,474,258
	1,940,000		Canadian Natural Resources Ltd., 4.90%, 12/1/2014		1,915,967
	1,000,000	1,2	Lukoil International Finance BV, 6.356%, 6/7/2017		942,500
	1,730,000		Pemex Project Funding Master, 5.75%, 12/15/2015		1,776,105
	150,000		Questar Corp., Sr. Note, Series MTNA, 6.00%, 10/6/2008		151,881
	892,400	1,2	Ras Laffan Liquified Natural Gas, 3.437%, 9/15/2009		910,513
	610,000		XTO Energy, Inc., 6.75%, 8/1/2037		652,976
	895,000		XTO Energy, Inc., Sr. Unsecd. Note, 6.25%, 8/1/2017		965,655
			TOTAL		9,873,882
			Energy - Integrated--0.8%
	100,000		BP PLC, Deb., 8.75%, 3/1/2032		142,243
	4,150,000		Conoco, Inc., 7.25%, 10/15/2031		4,828,809
	5,670,000		Husky Oil Ltd., Company Guarantee, 8.90%, 8/15/2028		5,772,100
	4,118,000		Husky Oil Ltd., Deb., 7.55%, 11/15/2016		4,787,384
	1,361,150	1,2	Qatar Petroleum, 5.579%, 5/30/2011		1,420,599
	1,200,000	1,2	StatoilHydro ASA, 5.125%, 4/30/2014		1,230,112
			TOTAL		18,181,247
			Energy - Oil Field Services--0.1%
	1,750,000		Enbridge, Inc., Sr. Note, 5.60%, 4/1/2017		1,754,128
			Energy - Refining--0.1%
	2,020,000		Valero Energy Corp., 7.50%, 4/15/2032		2,155,300
	900,000		Valero Energy Corp., Note, 4.75%, 4/1/2014		882,967
			TOTAL		3,038,267
			Financial Institution - Banking--3.7%
	3,100,000		Astoria Financial Corp., Note, 5.75%, 10/15/2012		3,168,558
	2,500,000	1,2	Barclays Bank PLC, 5.926%, 12/31/2049		2,279,815
	2,360,000		Capital One Capital IV, 6.745%, 2/17/2037		1,620,834
	3,850,000		Capital One Financial Corp., Note, 7.125%, 8/1/2008		3,898,898
	4,790,000		Citigroup, Inc., Sr. Unsecd. Note, 6.875%, 3/5/2038		4,845,212
	1,415,000		Corp Andina De Fomento, Bond, 7.375%, 1/18/2011		1,560,746
	2,000,000		Credit Suisse First Boston USA, Inc., 5.125%, 1/15/2014		2,017,444
	150,000		Credit Suisse First Boston USA, Inc., Note, 6.125%, 11/15/2011		160,854
	537,000		Credit Suisse First Boston USA, Inc., Note, 6.50%, 1/15/2012		583,843
	2,450,000		Credit Suisse First Boston USA, Inc., Sr. Note, 5.50%, 8/16/2011		2,583,090
	1,000,000		Credit Suisse First Boston USA, Inc., Unsecd. Note, 5.50%, 8/15/2013		1,071,026
	100,000		Donaldson, Lufkin and Jenrette, Inc., Sr. Note, 6.50%, 6/1/2008		101,028
	3,000,000		First Union Institutional Capital I, Bond, 8.04%, 12/1/2026		3,086,828
	2,600,000		HSBC Finance Capital Trust IX, Note, 5.911%, 11/30/2035		2,394,500
	2,800,000		HSBC Finance Corp., 4.75%, 4/15/2010		2,818,711
	1,000,000		HSBC Finance Corp., 5.00%, 6/30/2015		970,359
	2,000,000		Household Finance Corp., 6.40%, 6/17/2008		2,010,543
	4,000,000		Household Finance Corp., 7.00%, 5/15/2012		4,229,090
	500,000		Household Finance Corp., Sr. Note, 5.875%, 2/1/2009		510,514
	50,000		Household Finance Corp., Sr. Note, Series NOTZ, 6.40%, 9/15/2009		52,222
	150,000		Household Finance Corp., Sr. Note, Series NOTZ, 6.70%, 9/15/2009		157,330
	1,000,000		Hudson United Bancorp, 7.00%, 5/15/2012		1,097,172
	3,150,000		J.P. Morgan Chase & Co., 5.75%, 1/2/2013		3,329,384
	1,660,000		J.P. Morgan Chase & Co., Sr. Note, 6.00%, 1/15/2018		1,731,452
	4,500,000		J.P. Morgan Chase & Co., Sub. Note, 5.125%, 9/15/2014		4,551,369
	25,000		J.P. Morgan Chase & Co., Sub. Note, 6.125%, 10/15/2008		25,286
	2,185,000		Manufacturers & Traders Trust Co., Sub. Note, 5.629%, 12/1/2021		2,075,078
	2,700,000		Marshall & Ilsley Bank, Milwaukee, Sr. Note, 4.40%, 3/15/2010		2,761,495
	750,000		National City Bank, Pennsylvania, 7.25%, 10/21/2011		775,092
	2,000,000		Northern Trust Corp., 4.60%, 2/1/2013		2,095,067
	1,000,000		PNC Funding Corp., Sr. Note, 5.125%, 12/14/2010		1,048,263
	2,235,000		PNC Funding Corp., Sub. Note, 5.625%, 2/1/2017		2,251,447
	3,000,000		PNC Funding Corp., Sub. Note, 7.50%, 11/1/2009		3,191,042
	1,200,000		Popular North America, Inc., 5.65%, 4/15/2009		1,204,446
	1,433,333	1,2	Regional Diversified Funding, 9.25%, 3/15/2030		1,631,088
	500,000		SouthTrust Corp., Sub. Note, 7.00%, 11/15/2008		513,758
	1,660,000		Sovereign Bancorp, Inc., Sr. Note, 4.80%, 9/1/2010		1,625,614
	750,000		State Street Bank and Trust Co., Sub. Note, 5.30%, 1/15/2016		765,949
	2,180,000		U.S. Bank, N.A., Sub. Note, 4.95%, 10/30/2014		2,205,887
	250,000		U.S. Bank, N.A., Sub. Note, 5.70%, 12/15/2008		255,288
	1,000,000		Wachovia Bank N.A., 4.80%, 11/1/2014		977,792
	2,300,000		Wachovia Bank N.A., Sub. Note, 4.875%, 2/1/2015		2,280,769
	3,620,000		Wachovia Corp., 5.75%, 2/1/2018		3,647,576
	4,730,000		Washington Mutual Bank, Sub. Note, 6.875%, 6/15/2011		4,513,508
	4,000,000		Washington Mutual, Inc., Note, 4.00%, 1/15/2009		3,914,015
	1,500,000		Zions Bancorp, Sub. Note, 5.50%, 11/16/2015		1,389,120
			TOTAL		89,978,402
			Financial Institution - Brokerage--1.6%
	30,000		Associates Corp. of North America, Sr. Note, 6.25%, 11/1/2008		30,533
	550,000		Bear Stearns Co., Inc., Note, 4.50%, 10/28/2010		548,525
	5,180,000		Blackrock, Inc., 6.25%, 9/15/2017		5,426,834
	975,000		Eaton Vance Corp., 6.50%, 10/2/2017		1,033,941
	2,645,000	1,2	FMR Corp., Bond, 7.57%, 6/15/2029		2,919,981
	2,500,000		Goldman Sachs Group, Inc., 6.125%, 2/15/2033		2,377,296
	1,000,000		Goldman Sachs Group, Inc., 6.60%, 1/15/2012		1,084,451
	1,500,000		Goldman Sachs Group, Inc., Note, 5.25%, 10/15/2013		1,568,519
	850,000		Goldman Sachs Group, Inc., Note, Series MTNB, 7.35%, 10/1/2009		905,104
	3,010,000		Invesco PLC., Note, 4.50%, 12/15/2009		3,039,341
	750,000		Janus Capital Group, Inc., Sr. Note, 6.25%, 6/15/2012		784,229
	900,000		Janus Capital Group, Inc., Sr. Note, 6.70%, 6/15/2017		950,909
	2,401,000		Lehman Brothers Holdings, Inc., 7.875%, 8/15/2010		2,611,664
	1,750,000		Lehman Brothers Holdings, Inc., Note, 8.50%, 8/1/2015		1,964,140
	2,800,000		Lehman Brothers Holdings, Inc., Sub. Deb., 6.50%, 7/19/2017		2,790,951
	2,500,000		Lehman Brothers Holdings, Inc., Sub. Deb., 6.875%, 7/17/2037		2,318,120
	4,400,000		Merrill Lynch & Co., Inc., Note, 6.375%, 10/15/2008		4,482,298
	500,000		Merrill Lynch & Co., Inc., Note, Series MTNB, 3.70%, 4/21/2008		499,574
	200,000		Merrill Lynch & Co., Inc., Sr. Unsub., Series MLNP, 4.05%, 9/29/2010		201,626
	650,000		Merrill Lynch & Co., Inc., Unsecd. Note, 5.45%, 7/15/2014		645,591
	250,000		Morgan Stanley Group, Inc., 5.30%, 3/1/2013		259,971
	600,000		Morgan Stanley Group, Inc., Note, 4.25%, 5/15/2010		607,977
	1,075,000		Morgan Stanley, Sr. Unsecd. Note, 5.95%, 12/28/2017		1,071,765
	440,000		Nuveen Investments, 5.00%, 9/15/2010		393,800
	440,000		Nuveen Investments, 5.50%, 9/15/2015		279,400
			TOTAL		38,796,540
			Financial Institution - Finance Noncaptive--0.4%
	2,000,000		American International Group, Inc., Sr. Note, 4.70%, 10/1/2010		2,036,356
	1,760,000		Berkshire Hathaway, Inc., Company Guarantee, 4.85%, 1/15/2015		1,820,062
	50,000		CIT Group, Inc., Sr. Note, Series NOTZ, 6.05%, 5/15/2013		49,240
	75,000		CIT Group, Inc., Sr. Note, Series NOTZ, 6.20%, 2/15/2013		74,661
	1,795,000	1,2	Capmark Financial Group, Inc., Note, 6.30%, 5/10/2017		1,176,422
	250,000		Countrywide Home Loan, Inc., Company Guarantee, 6.25%, 4/15/2009		234,375
	240,000		General Electric Capital Corp., Note, Series A, 2.808%, 5/30/2008		240,132
	150,000		General Electric Capital Corp., Note, Series A, 2.949%, 2/20/2009		149,503
	230,000		General Electric Capital Corp., Note, Series A, 3.673%, 6/11/2008		229,937
	193,000		General Electric Capital Corp., Note, Series MTNA, 7.375%, 1/19/2010		208,374
	1,000,000		General Electric Capital Corp., Unsecd. Note, Series MTNA, 5.25%, 4/15/2013		1,002,502
	1,000,000	1,2	ILFC E-Capital Trust I, 5.90%, 12/21/2065		937,002
	1,520,000		International Lease Finance Corp., 4.875%, 9/1/2010		1,554,614
	743,000		Susa Partnership LP, Deb., 7.50%, 12/1/2027		880,295
			TOTAL		10,593,475
			Financial Institution - Insurance - Life--0.4%
	3,600,000		AXA-UAP, Sub. Note, 8.60%, 12/15/2030		4,051,121
	3,000,000	1,2	Pacific LifeCorp., Bond, 6.60%, 9/15/2033		3,114,404
	1,640,000		Prudential Financial, Inc., 5.15%, 1/15/2013		1,675,586
	1,050,000		Prudential Financial, Inc., 6.625%, 12/1/2037		1,033,913
			TOTAL		9,875,024
			Financial Institution - Insurance - P&C--0.4%
	1,780,000		ACE INA Holdings, Inc., Sr. Note, 5.70%, 2/15/2017		1,786,319
	625,000		Allstate Corp., Unsecd. Note, 5.00%, 8/15/2014		643,759
	1,500,000		CNA Financial Corp., 6.50%, 8/15/2016		1,528,536
	820,000		Horace Mann Educators Corp., Sr. Note, 6.85%, 4/15/2016		889,487
	1,750,000	1,2	Liberty Mutual Group, Inc., Unsecd. Note, 5.75%, 3/15/2014		1,745,976
	395,000		The Travelers Cos., Inc., Sr. Unsecd. Note, 5.50%, 12/1/2015		398,728
	3,350,000	1,2	ZFS Finance USA Trust I, Jr. Sub. Note, 6.15%, 12/15/2065		2,948,302
			TOTAL		9,941,107
			Financial Institution - REITs--0.2%
	870,000		Equity One, Inc., Bond, 6.00%, 9/15/2017		796,161
	1,000,000		Liberty Property LP, 6.625%, 10/1/2017		971,064
	1,950,000		Prologis, Sr. Note, 5.50%, 4/1/2012		1,953,467
	1,400,000		Simon Property Group, Inc., Note, 5.60%, 9/1/2011		1,426,483
			TOTAL		5,147,175
			Foreign-Local-Government--0.0%
	900,000		Ontario, Province of, 4.375%, 2/15/2013		959,611
			Government Agency--0.0%
	500,000		Private Export Funding Corp., Note, Series D, 5.87%, 7/31/2008		506,455
	500,000		Private Export Funding Corp., Series G, 6.67%, 9/15/2009		532,432
			TOTAL		1,038,887
			Municipal Services--0.1%
	790,000	1,2	Army Hawaii Family Housing, 5.524%, 6/15/2050		697,744
	1,560,000	1,2	Camp Pendleton & Quantico Housing LLC, 5.572%, 10/1/2050		1,394,562
			TOTAL		2,092,306
			Technology--1.0%
	2,450,000		Cisco Systems, Inc., Note, 5.25%, 2/22/2011		2,573,724
	390,000		Cisco Systems, Inc., Sr. Unsecd. Note, 5.50%, 2/22/2016		405,542
	4,730,000		Dell Computer Corp., Deb., 7.10%, 4/15/2028		5,079,512
	1,030,000		Dun & Bradstreet Corp., Sr. Unsecd. Note, 5.50%, 3/15/2011		1,070,729
	2,080,000		Fiserv, Inc., Sr. Note, 6.80%, 11/20/2017		2,194,969
	4,200,000		Harris Corp., 5.95%, 12/1/2017		4,319,044
	850,000		Hewlett-Packard Co., Note, 5.40%, 3/1/2017		875,809
	2,500,000		Hewlett-Packard Co., Note, 6.50%, 7/1/2012		2,766,202
	1,150,000		IBM Corp., Deb., 8.375%, 11/1/2019		1,477,434
	1,000,000		IBM Corp., Note, 5.375%, 2/1/2009		1,022,897
	2,530,000		Oracle Corp., Sr. Unsecd. Note, Series WI, 5.00%, 1/15/2011		2,623,318
			TOTAL		24,409,180
			Transportation - Airlines--0.1%
	3,110,000		Southwest Airlines Co., 6.50%, 3/1/2012		3,259,650
			Transportation - Railroads--0.2%
	1,730,000		Burlington Northern Santa Fe Corp., 4.875%, 1/15/2015		1,701,843
	1,850,000		Canadian Pacific RR, 7.125%, 10/15/2031		1,848,306
	295,000		Norfolk Southern Corp., Note, 6.75%, 2/15/2011		319,337
	1,560,000		Union Pacific Corp., 4.875%, 1/15/2015		1,539,913
			TOTAL		5,409,399
			Transportation - Services--0.1%
	2,030,000	1,2	Enterprise Rent-A-Car USA Finance Co., 6.375%, 10/15/2017		1,876,258
			Utility - Electric--1.0%
	2,500,000		Alabama Power Co., 5.70%, 2/15/2033		2,391,952
	850,000		Cleveland Electric Illuminating Co., Sr. Unsecd. Note, 5.95%, 12/15/2036		746,043
	690,000		Consolidated Edison Co., Sr. Unsecd. Note, 5.50%, 9/15/2016		721,066
	1,205,000		Duke Capital Corp., Sr. Note, 6.25%, 2/15/2013		1,280,239
	250,000		Enersis S.A., Note, 7.40%, 12/1/2016		276,075
	2,820,000	1,2	Great River Energy, 1st Mtg. Note, 5.829%, 7/1/2017		2,921,509
	1,730,000		MidAmerican Energy Co., 4.65%, 10/1/2014		1,730,103
	1,060,000		National Rural Utilities Cooperative Finance Corp., 5.45%, 2/1/2018		1,083,649
	1,020,000		PPL Energy Supply LLC, Sr. Unsecd. Note, 6.00%, 12/15/2036		931,366
	3,000,000		PSEG Power LLC, Company Guarantee, 7.75%, 4/15/2011		3,275,594
	810,000		PSI Energy, Inc., Bond, 6.05%, 6/15/2016		839,365
	710,000		Pacific Gas & Electric Co., 6.05%, 3/1/2034		713,976
	3,050,000		Pacific Gas & Electric Co., Unsecd. Note, 4.20%, 3/1/2011		3,087,696
	550,000		Peco Energy Co., 1st Mtg. Bond, 3.50%, 5/1/2008		549,782
	2,000,000		Public Service Electric & Gas Co., 4.00%, 11/1/2008		2,007,287
	2,340,000		Virginia Electric & Power Co., Sr. Unsecd. Note, 5.10%, 11/30/2012		2,452,557
			TOTAL		25,008,259
			Utility - Natural Gas Distributor--0.2%
	3,500,000		Atmos Energy Corp., 4.00%, 10/15/2009		3,527,345
			Utility - Natural Gas Pipelines--0.1%
	1,650,000		Kinder Morgan Energy Partners LP, Sr. Unsecd. Note, 5.80%, 3/15/2035		1,452,367
			TOTAL CORPORATE BONDS (IDENTIFIED COST $398,096,812)		401,308,351
			CORPORATE NOTES--0.1%
			Communications—Telecom Wirelines--0.1%
	2,015,000		Telecom Italia Capital, Note, 4.875%, 10/1/2010 (IDENTIFIED COST $2,014,552)		2,043,921
			ADJUSTABLE RATE MORTGAGES--0.0%
			Federal National Mortgage Association--0.0%
	38,863		FNMA ARM 681769, 4.555%, 1/01/2033		39,682
			Government National Mortgage Assoc.--0.0%
	3,050		GNMA2 ARM 80201, 30 Year, 6.375%, 5/20/2028		3,117
	2,089		GNMA2 ARM 8717, 5.125%, 5.125%, 10/20/2025		2,131
			TOTAL		5,248
			TOTAL ADJUSTABLE RATE MORTGAGES (IDENTIFIED COST $45,427)		44,930
			ASSET-BACKED SECURITIES--4.2%
			Commercial Mortgage--4.2%
	18,800,000		Banc of America Commercial Mortgage, Inc. 2007-1, Class A2, 5.381%, 1/15/2049		18,253,916
	22,260,000		Citigroup/Deutsche Bank Commercial Mortgage 2007-CD5, Class A4, 5.886%, 11/15/2044		21,527,381
	15,950,000		Credit Suisse Mortgage Capital Certificate 2006-C4, Class AAB, 5.439%, 9/15/2039		15,594,857
	10,000,000		Merrill Lynch/Countrywide Commercial Mortgage 2007-6, Class A2, 5.331%, 3/12/2051		9,676,269
	10,000,000		Merrill Lynch/Countrywide Commercial Mortgage 2007-6, Class A4, 5.485%, 3/12/2051		9,446,160
	7,025,000		Morgan Stanley Capital I 2006-IQ12, Class A4, 5.332%, 12/15/2043		6,594,129
	22,950,000		Morgan Stanley Capital, Inc. 2007-T27, Class A4, 5.80%, 6/11/2042		22,000,671
			TOTAL		103,093,383
			Home Equity Loan--0.0%
	42,884	1,2	125 Home Loan Owner Trust 1998-1A, Class B1, 9.26%, 2/15/2029		36,452
			TOTAL ASSET-BACKED SECURITIES (IDENTIFIED COST $107,044,647)		103,129,835
			GOVERNMENT AGENCIES--9.3%
	1,500,000		Federal Farm Credit System, Bond, 3.875%, 5/7/2010		1,542,272
	1,000,000		Federal Farm Credit System, Bond, 4.75%, 12/12/2013		1,057,327
	1,000,000		Federal Farm Credit System, Bond, 4.875%, 11/15/2012		1,000,467
	1,500,000		Federal Farm Credit System, Bond, 6.03%, 12/29/2010		1,635,047
	1,000,000		Federal Farm Credit System, Note, Series MTN, 6.82%, 3/16/2009		1,048,147
	500,000		Federal Home Loan Bank System, 6.50%, 8/14/2009		530,152
	1,000,000		Federal Home Loan Bank System, Bond, 3.75%, 8/15/2008		1,005,856
	100,000		Federal Home Loan Bank System, Bond, 4.00%, 12/19/2011		100,141
	400,000		Federal Home Loan Bank System, Bond, 4.00%, 7/16/2013		400,490
	69,231		Federal Home Loan Bank System, Bond, 5.00%, 4/15/2014		69,272
	60,000,000	3	Federal Home Loan Bank System, Bond, 5.125%, 7/30/2008		60,646,860
	140,000		Federal Home Loan Bank System, Bond, 7.625%, 5/14/2010		155,098
	450,000		Federal Home Loan Bank System, Bond, Series 363, 4.50%, 11/15/2012		475,248
	400,000		Federal Home Loan Bank System, Bond, Series 5V08, 4.50%, 12/30/2008		400,007
	150,000		Federal Home Loan Bank System, Bond, Series 6309, 4.00%, 6/22/2009		153,442
	60,000		Federal Home Loan Bank System, Bond, Series AL09, 5.52%, 1/20/2009		61,678
	400,000		Federal Home Loan Bank System, Bond, Series KF08, 5.705%, 9/8/2008		406,729
	200,000		Federal Home Loan Bank System, Bond, Series KS08, 5.665%, 9/11/2008		203,378
	100,000		Federal Home Loan Bank System, Bond, Series MC08, 5.015%, 10/8/2008		101,566
	100,000		Federal Home Loan Bank System, Bond, Series PJ08, 5.485%, 11/12/2008		102,146
	1,500,000		Federal Home Loan Bank System, Bond, Series PR08, 3.17%, 10/2/2008		1,506,304
	200,000		Federal Home Loan Bank System, Bond, Series PR18, 5.20%, 6/4/2018		200,273
	200,000		Federal Home Loan Bank System, Bond, Series WL10, 4.00%, 6/4/2010		199,875
	535,000		Federal Home Loan Bank System, Series NV09, 6.50%, 11/13/2009		571,524
	20,000,000		Federal Home Loan Mortgage Corp., 3.125%, 2/12/2010		20,036,156
	55,000,000	3	Federal Home Loan Mortgage Corp., 5.125%, 8/23/2010		58,480,279
	250,000		Federal Home Loan Mortgage Corp., Note, 3.50%, 5/5/2008		250,409
	200,000		Federal Home Loan Mortgage Corp., Note, 4.00%, 12/30/2013		199,009
	200,000		Federal Home Loan Mortgage Corp., Note, 4.10%, 10/19/2009		200,363
	300,000		Federal Home Loan Mortgage Corp., Note, 4.50%, 5/14/2012		300,927
	400,000		Federal Home Loan Mortgage Corp., Note, 4.625%, 4/4/2013		421,667
	800,000		Federal Home Loan Mortgage Corp., Note, 4.80%, 4/2/2013		801,321
	1,600,000	4	Federal Home Loan Mortgage Corp., Note, 6.193%, 4/15/2019		849,014
	400,000		Federal Home Loan Mortgage Corp., Note, 5.00%, 5/23/2012		401,798
	100,000		Federal Home Loan Mortgage Corp., Note, 5.05%, 4/27/2012		100,299
	15,000,000		Federal Home Loan Mortgage Corp., Note, Series MTN, 4.75%, 10/4/2010		15,780,669
	100,000		Federal Home Loan Mortgage Corp., Unsecd. Note, 5.00%, 10/24/2014		100,106
	40,000,000	3	Federal National Mortgage Association, 5.375%, 6/12/2017		43,549,880
	5,780,000		Federal National Mortgage Association, Bond, 6.625%, 11/15/2030		7,039,296
	1,070,000		Federal National Mortgage Association, Unsecd. Note, 4.00%, 10/28/2009		1,072,113
	150,000		Federal National Mortgage Association, Unsecd. Note, 4.125%, 4/29/2009		153,328
	500,000		Federal National Mortgage Association, Unsecd. Note, 4.25%, 5/21/2012		501,599
	400,000		Federal National Mortgage Association, Unsecd. Note, 5.125%, 5/4/2012		401,400
	500,000		Federal National Mortgage Association, Unsecd. Note, 5.55%, 6/29/2015		501,136
	50,000		Housing and Urban Development, U.S. Gov't. Guarantee, Series 99-A, 6.33%, 8/1/2013		50,701
	500,000		Tennessee Valley Authority, Bond, Series G, 5.375%, 11/13/2008		510,435
	1,000,000		Tennessee Valley Authority, Series  C, 6.00%, 3/15/2013		1,126,152
			TOTAL GOVERNMENT AGENCIES (IDENTIFIED COST $219,512,502)		226,401,356
			GOVERNMENTS/AGENCIES--0.1%
			Sovereign--0.1%
	1,500,000		United Mexican States, 6.625%, 3/3/2015 (IDENTIFIED COST $1,538,498)		1,662,975
			U.S. TREASURY--12.3%
			U.S. Treasury Bonds—0.6%
	2,215,000		United States Treasury Bond, 5.25%, 11/15/2028		2,470,292
	1,343,000	5	United States Treasury Bond, 6.00%, 2/15/2026		1,621,673
	4,935,000		United States Treasury Bond, 6.125%, 11/15/2027		6,072,423
	1,300,000	3	United States Treasury Bond, 6.25%, 8/15/2023		1,599,011
	2,200,000		United States Treasury Bond, 6.50%, 11/15/2026		2,806,231
	300,000		United States Treasury Bond, 6.75%, 8/15/2026		391,745
	500,000		United States Treasury Bond, 7.25%, 5/15/2016		637,825
			TOTAL		15,599,200
			U.S. Treasury Notes—11.7%
	26,455,250	3	U.S. Treasury Inflation Protected Note, 2.375%, 4/15/2011		28,455,788
	52,003,000	3	U.S. Treasury Inflation Protected Note, 2.50%, 7/15/2016		58,616,133
	20,000,000	3	United States Treasury Note, 2.875%, 1/31/2013		20,364,520
	6,000,000	3	United States Treasury Note, 3.875%, 2/15/2013		6,386,814
	10,000,000	3	United States Treasury Note, 4.125%, 8/31/2012		10,732,044
	27,000,000	3	United States Treasury Note, 4.25%, 9/30/2012		29,143,641
	6,700,000	3	United States Treasury Note, 4.50%, 11/30/2011		7,272,443
	14,000,000	3	United States Treasury Note, 4.50%, 4/30/2012		15,226,670
	6,000,000	3,5	United States Treasury Note, 4.50%, 2/15/2016		6,520,231
	92,035,000	3	United States Treasury Note, 4.75%, 8/15/2017		100,956,569
	200,000		United States Treasury Note, 5.00%, 8/15/2011		219,865
	300,000		United States Treasury Note, 6.00%, 8/15/2009		318,990
	100,000		United States Treasury Note, 6.50%, 2/15/2010		109,275
			TOTAL		284,322,983
			TOTAL U.S. TREASURY (IDENTIFIED COST $276,696,427)		299,922,183
			MORTGAGE-BACKED SECURITIES--0.1%
			Federal Home Loan Mortgage Corporation--0.0%
	464,631		Federal Home Loan Mortgage Corp., Pool E01157, 6.00%, 6/1/2017		485,096
	202,338		Federal Home Loan Mortgage Corp., Pool E90152, 6.00%, 6/1/2017		211,265
	57,139		Federal Home Loan Mortgage Corp., Pool M30261, 5.50%, 12/1/2016		59,678
			TOTAL		756,039
			Federal National Mortgage Association--0.1%
	401,228		Federal National Mortgage Association, Pool 254805, 5.00%, 6/1/2013		406,530
	245,438		Federal National Mortgage Association, Pool 255610, 6.00%, 12/1/2014		253,835
	24,944		Federal National Mortgage Association, Pool 390900, 7.50%, 6/1/2012		26,335
	679,931		Federal National Mortgage Association, Pool 720673, 5.00%, 6/1/2018		691,210
			TOTAL		1,377,910
			Government National Mortgage Association--0.0%
	40,491		Government National Mortgage Association, Pool 412615, 7.50%, 6/15/2026		44,084
	2,432		Government National Mortgage Association, Pool 432701, 8.00%, 6/15/2026		2,669
	4,564		Government National Mortgage Association, Pool 433329, 7.50%, 12/15/2026		4,970
	1,826		Government National Mortgage Association, Pool 433505, 7.50%, 4/15/2027		1,960
	3,203		Government National Mortgage Association, Pool 444274, 7.50%, 1/15/2027		3,492
	361		Government National Mortgage Association, Pool 446820, 8.00%, 8/15/2027		396
	268,193		Government National Mortgage Association, Pool 456873, 6.50%, 5/15/2028		283,968
	10,026		Government National Mortgage Association, Pool 460881, 7.00%, 7/15/2028		10,661
	12,485		Government National Mortgage Association, Pool 468225, 6.50%, 9/15/2028		13,217
	2,041		Government National Mortgage Association, Pool 571225, 6.50%, 10/15/2031		2,162
	447,033		Government National Mortgage Association, Pool 615490, 4.50%, 8/15/2033		433,457
	118,815		Government National Mortgage Association, Pool 780626, 7.00%, 8/15/2027		126,336
			TOTAL		927,372
			TOTAL MORTGAGE-BACKED SECURITIES                                                       (IDENTIFIED COST $2,999,335)		3,061,321
			COLLATERALIZED MORTGAGE OBLIGATIONS--1.5%
			Commercial Mortgage--1.5%
	10,800,000		CS First Boston Mortgage Securities Corp. 2005-C6, Class A2FX, 5.207%, 12/15/2040		10,634,018
	20,000,000		Citigroup/Deutsche Bank Commercial Mortgage 2007-CD4, Class A3, 5.293%, 12/11/2049		19,521,276
	7,120,000		JP Morgan Chase Commercial Mortgage Securities 2007-CB19, Class A2, 5.815%, 2/12/2049		6,977,974
			TOTAL		37,133,268
			Federal Home Loan Mortgage Corporation--0.0%
	14,201		Federal Home Loan Mortgage Corp. REMIC 1602 PH, 6.00%, 4/15/2023		14,186
			Federal National Mortgage Association--0.0%
	27,090		Federal National Mortgage Association REMIC 1988-16 B, 9.50%, 6/25/2018		30,015
	11,404		Federal National Mortgage Association REMIC 1989-35 G, 9.50%, 7/25/2019		12,716
			TOTAL		42,731
			Non-Agency Mortgage--0.0%
	10,523	1,2	SMFC Trust Asset-Backed Certificates , 1997-A, Class 4, 7.54991%, 1/28/2027		6,840
			TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS                                         (IDENTIFIED COST $38,188,601)		37,197,025
			MUTUAL FUNDS—74.5%6
	2,305,900		Emerging Markets Fixed Income Core Fund		51,113,249
	108,229,229		Federated Mortgage Core Portfolio		1,085,539,165
	18,059,914		High Yield Bond Portfolio		114,680,451
	568,939,251	7,8	Prime Value Obligations Fund, Institutional Shares, 3.57%		568,939,251
			TOTAL MUTUAL FUNDS                                                                                             (IDENTIFIED COST $1,804,460,757)		1,820,272,116
			TOTAL INVESTMENTS—118.5%                                                                                       (IDENTIFIED COST $2,850,597,558)9		2,895,044,013
			OTHER ASSETS AND LIABILITIES---NET---(18.5)%10		(452,451,886)
			TOTAL NET ASSETS---100%	$	2,442,592,127

At February 29, 2008, the Fund had the following open futures contracts:
Descriptions	Number of Contracts	Notional Value	Expiration Date	Unrealized Appreciation
11U.S. Treasury Notes 2 Years Long Futures	275	$59,103,516	June 2008	$407,222

At February 29, 2008, the Fund had the following open swap contracts:
Credit Default Swaps CounterParty	Reference Entity	Buy/ Sell	Pay/Receive Fixed Rate	Expiration Date	Notional Amount	Unrealized (Depreciation)
Lehman Brothers, Inc.	CDXIG8	Sell	0.35%	6/20/2012	$75,000,000	$(3,310,972)
Merrill Lynch, Pierce, Fenner & Smith	CDXIG9	Sell	0.60%	12/20/2012	$105,000,000	$(3,503,139)
NET UNREALIZED DEPRECIATION ON CREDIT DEFAULT SWAPS						$(6,814,111)

	Net Unrealized Appreciation/Depreciation on Futures Contracts and Swap Contracts is included in “Other Assets and Liabilities – Net”.
1	Denotes a restricted security that either: (a) cannot be offered for public sale without first being registered, or being able to take advantage of an exemption from registration, under the Securities Act of 1933; or (b) is subject to a contractual restriction on public sales. At February 29, 2008, these restricted securities amounted to $39,239,622, which represented 1.6% of total net assets.
2	Denotes a restricted security that may be resold without restriction to “qualified institutional buyers” as defined in Rule 144A under the Securities Act of 1933 and that the Fund has determined to be liquid under criteria established by the Fund's Board of Directors (“the Directors”). At February 29, 2008, these liquid restricted securities amounted to $39,239,622, which represented 1.6% of total net assets.
3	All or a portion of these securities are temporarily on loan to unaffiliated broker/dealers.
	As of February 29, 2008, securities subject to this type of arrangement and related collateral were as follows:
	Market Value of Securities Loaned	Market Value of Collateral
	$434,639,923	$445,788,000
4	Zero coupon bond, reflects effective rate at time of purchase.
5	Pledged as collateral to ensure the Fund is able to satisfy the obligations of its outstanding futures contracts.
6	Affiliated companies.
7	All or a portion of this security is held as collateral for securities lending.
8	7-Day net yield.
9	At February 29, 2008, the cost of investments for federal tax purposes was $2,850,657,012. The net unrealized appreciation of investments for federal tax purposes excluding any unrealized appreciation/depreciation resulting from futures contracts and swap contracts was $44,387,001. This consists of net unrealized appreciation from investments for those securities having an excess of value over cost of $65,480,997 and net unrealized depreciation from investments for those securities having an excess of cost over value of $21,093,996.
10	Assets, other than investments in securities, less liabilities.
11	Non-income producing security.

Note:         The categories of investments are shown as a percentage of total net assets at February 29, 2008.

Investment Valuation

In calculating its net asset value (NAV), the Fund generally values investments as follows:

·   Fixed-income securities acquired with remaining maturities greater than 60 days are fair valued using price evaluations provided by a pricing service approved by the Directors.

·   Fixed-income securities acquired with remaining maturities of 60 days or less are valued at their cost (adjusted for the accretion of any discount or amortization of any premium).

·   Shares of other mutual funds are valued based upon their reported NAVs.

·   Derivative contracts listed on exchanges are valued at their reported settlement or closing price.

·   Over-the-counter (OTC) derivative contracts are fair valued using price evaluations provided by a pricing service approved by the Directors.

·   Equity securities listed on an exchange or traded through a regulated market system are valued at their last reported sale price or official closing price in their principal exchange or market.

If the Fund cannot obtain a price or price evaluation from a pricing service for an investment, the Fund may attempt to value the investment based upon the mean of bid and asked quotations or fair value the investment based on price evaluations, from one or more dealers. If any price, quotation, price evaluation or other pricing source is not readily available when the NAV is calculated, the Fund uses the fair value of the investment determined in accordance with the procedures described below. There can be no assurance that the Fund could purchase or sell an investment at the price used to calculate the Fund’s NAV.

Fair Valuation and Significant Events Procedures

The Directors have authorized the use of pricing services to provide evaluations of the current fair value of certain investments for purposes of calculating the NAV. Factors considered by pricing services in evaluating an investment include the yields or prices of investments of comparable quality, coupon, maturity, call rights and other potential prepayments, terms and type, reported transactions, indications as to values from dealers, and general market conditions. Some pricing services provide a single price evaluation reflecting the bid-side of the market for an investment (a “bid” evaluation). Other pricing services offer both bid evaluations and price evaluations indicative of a price between the prices bid and asked for the investment (a “mid” evaluation). The Fund normally uses bid evaluations for U.S. Treasury and Agency securities, mortgage-backed securities and municipal securities. The Fund normally uses mid evaluations for other types of fixed-income securities and OTC derivative contracts. In the event that market quotations and price evaluations are not available for an investment, the fair value of the investment is

determined in accordance with procedures adopted by the Directors.

The Directors also have adopted procedures requiring an investment to be priced at its fair value whenever the Adviser determines that a significant event affecting the value of the investment has occurred between the time as of which the price of the investment would otherwise be determined and the time as of which the NAV is computed. An event is considered significant if there is both an affirmative expectation that the investment’s value will change in response to the event and a reasonable basis for quantifying the resulting change in value. Examples of significant events that may occur after the close of the principal market on which a security is traded, or after the time of a price evaluation provided by a pricing service or a dealer, include:

·   With respect to securities traded in foreign markets, significant trends in U.S. equity markets or in the trading of foreign securities index futures or options contracts;

·   With respect to price evaluations of fixed-income securities determined before the close of regular trading on the NYSE, actions by the Federal Reserve Open Market Committee and other significant trends in U.S. fixed-income markets;

·   Political or other developments affecting the economy or markets in which an issuer conducts its operations or its securities are traded; and

·   Announcements concerning matters such as acquisitions, recapitalizations, litigation developments, a natural disaster affecting the issuer’s operations or regulatory changes or market developments affecting the issuer’s industry.

The Directors have approved the use of a pricing service to determine the fair value of equity securities traded principally in foreign markets when the Adviser determines that there has been a significant trend in the U.S. equity markets or in index futures trading. For other significant events, the Fund may seek to obtain more current quotations or price evaluations from alternative pricing sources. If a reliable alternative pricing source is not available, the Fund will determine the fair value of the investment using another method approved by the Directors.

Pursuant to an Exemptive Order issued by the Securities and Exchange Commission (SEC), the Fund may invest in portfolios of Federated Core Trust (Core Trust), which are managed by Federated Investment Management Company, the Fund’s adviser. Core Trust is an open-end management investment company, registered under the Act, available only to registered investment companies and other institutional investors. The investment objective of High Yield Bond Portfolio, a portfolio of Core Trust, is to seek high current income. The investment objective of Federated Mortgage Core Portfolio, a portfolio of Core Trust, is to provide total return. Federated Investors, Inc. receives no advisory or administrative fees from the Funds within the 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. The performance of the Fund is directly affected by the performance of the Core Trust. A copy of the Core Trust’s financial statements is available on the EDGAR Database on the SEC’s website www.sec.gov, at the SEC’s public reference room in Washington, DC or upon request from the Fund by calling 1-800-341-7400.

The Fund may also invest in portfolios of Federated Core Trust II, L.P. (Core Trust II), pursuant to a separate Exemptive Order issued by the SEC. Core Trust II is independently managed by Federated Investment Counseling. Core Trust II is a limited partnership established under the laws of the state of Delaware, on November 13, 2000, registered under the Act, and offered only to registered investment companies and other accredited investors. The investment objective of Emerging Markets Fixed Income Core Fund (EMCORE), a portfolio of Core Trust II, is to achieve a total return on its assets. The Fund’s secondary objective is to achieve a high level of income. Federated receives no advisory or administrative fees from the Funds within the Core Trust II. The Fund records daily its proportionate share of income, expenses, realized and unrealized gains and losses from EMCORE. The performance of the Fund is directly affected by the performance of EMCORE. A copy of EMCORE’s financial statements is available on the EDGAR Database on the SEC’s website www.sec.gov, at the SEC’s public reference room in Washington, DC or upon request from the Fund by calling 1-800-341-7400.

Various inputs are used in determining the value of the Fund’s investments.  These inputs are summarized in the three broad levels listed below:

·   Level 1 – quoted prices in active markets for identical securities

·   Level 2 – other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.)

·   Level 3 – significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

The inputs or methodology used for valuing securities are not an indication of the risk associated with investing in those securities.

The following is a summary of the inputs used, as of February 29, 2008, in valuing the Fund’s assets carried at fair value:

Valuation Inputs	Investments in Securities	Other Financial Instruments*
Level 1 – Quoted Prices	$1,820,272,116	$407,222
Level 2 – Other Significant Observable Inputs	1,074,771,897	(6,814,111)
Level 3 – Significant Unobservable Inputs	0	0
Total	$2,895,044,013	$(6,406,889)

* Other financial instruments include futures and swap contracts.

The following acronyms are used throughout this portfolio:

ARM	--Adjustable Rate Mortgage
FNMA	--Federal National Mortgage Association
GNMA	--Government National Mortgage Association
MTN	--Medium Term Note
REITs	--Real Estate Investment Trusts
REMIC	--Real Estate Mortgage Investment Conduit

Item 2.                      Controls and Procedures

(a) The registrant’s Principal Executive Officer and Principal Financial Officer have concluded that the registrant’s disclosure controls and procedures (as defined in rule 30a-3(c) under the Act) are effective in design and operation and are sufficient to form the basis of the certifications required by Rule 30a-(2) under the Act, based on their evaluation of these disclosure controls and procedures within 90 days of the filing date of this report on Form N-Q.

(b) There were no changes in the registrant’s internal control over financial reporting (as defined in rule 30a-3(d) under the Act) during the last fiscal quarter that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 3.                      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 A. Novak
	Richard A. Novak
	Principal Financial Officer
Date	April 23, 2008

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
	J. Christopher Donahue
	Principal Executive Officer
Date	April 23, 2008
By	/S/ Richard A. Novak
	Richard A. Novak
	Principal Financial Officer
Date	April 23, 2008

EX-9

N-Q Item 3- Exhibits: Certifications

I, J. Christopher Donahue, certify that:

1.   I have reviewed this report on Form N-Q of Federated Total Return Series, Inc. on behalf of Federated Total Return Bond Fund ("registrant");

2.   Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.   Based on my knowledge, the schedules of investments included in this report, fairly present in all material respects the investments of the registrant as of the end of the fiscal quarter for which the report is filed;

4.   The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

a.   designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b.   designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c.   evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

d.   disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.   The registrant's other certifying officers and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a.   all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

b.   any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: April 23, 2008

/S/ J. Christopher Donahue

J. Christopher Donahue

President - - Principal Executive Officer

N-Q Item 3- Exhibits: Certifications

I, Richard A. Novak, certify that:

1.   I have reviewed this report on Form N-Q of Federated Total Return Series, Inc. on behalf of Federated Total Return Bond Fund ("registrant");

2.   Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.   Based on my knowledge, the schedules of investments included in this report, fairly present in all material respects the investments of the registrant as of the end of the fiscal quarter for which the report is filed;

4.   The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

a.   designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b.   designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c.   evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

d.   disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.   The registrant's other certifying officers and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a.   all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

b.   any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: April 23, 2008

/S/ Richard A. Novak

Richard A. Novak

Treasurer - - Principal Financial Officer