N-CSRS 1 fmapform.htm



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

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


                                    811-7129

                      (Investment Company Act File Number)


                     Federated Managed Allocation Portfolios
         _______________________________________________________________

               (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: 11/30/04


               Date of Reporting Period: Six months ended 5/31/04


Item 1.     Reports to Stockholders

Federated Investors
World-Class Investment Manager

Federated Conservative Allocation Fund

A Portfolio of Federated Managed Allocation Portfolios

(formerly, Federated Managed Conservative Growth Portfolio)



SEMI-ANNUAL SHAREHOLDER REPORT

May 31, 2004

Institutional Shares
Select Shares

FINANCIAL HIGHLIGHTS
FINANCIAL STATEMENTS
VOTING PROXIES ON FUND PORTFOLIO SECURITIES

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,

  

5/31/2004

   

  

2003

   

  

2002

   

  

2001

   

  

2000

   

  

1999

  

Net Asset Value, Beginning of Period

   

$10.50

   

   

$9.70

   

   

$10.22

   

   

$11.19

   

   

$11.82

   

   

$12.15

   

Income From Investment Operations:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

Net investment income

   

0.11

   

   

0.24

1

   

0.31

2

   

0.35

   

   

0.48

1

   

0.45

   

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

   

0.16

   

   

0.81

   

   

(0.57

)2

   

(0.43

)

   


(0.40

)

   

0.14

   


TOTAL FROM INVESTMENT OPERATIONS

   

0.27

   

   

1.05

   

   

(0.26

)

   

(0.08

)

   

0.08

   

   

0.59

   


Less Distributions:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

Distributions from net investment income

   

(0.20

)

   

(0.25

)

   

(0.26

)

   

(0.37

)

   

(0.45

)

   

(0.45

)

Distributions from net realized gain on investments, foreign currency transactions and futures contracts

   

--

   

--

   

   

--

   

   

(0.52

)

   

(0.26

)

   

(0.47

)


TOTAL DISTRIBUTIONS

   

(0.20

)

   

(0.25

)

   

(0.26

)

   

(0.89

)

   

(0.71

)

   

(0.92

)


Net Asset Value, End of Period

   

$10.57

   

   

$10.50

   

   

$9.70

   

   

$10.22

   

   

$11.19

   

   

$11.82

   


Total Return3

   

2.61

%

   

10.99

%

   

(2.56

)%

   

(0.75

)%

   

0.60

%

   

5.11

%


 

 

 

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

Ratios to Average Net Assets:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   


Expenses

   

1.03

%4

   

1.23

%

   

1.15

%

   

1.13

%

   

1.06

%

   

1.04

%


Net investment income

   

1.98

%4

   

2.39

%

   

3.01

%2

   

3.62

%

   

4.11

%

   

3.78

%


Expense waiver/reimbursement5

   

0.40

%4

   

0.21

%

   

0.20

%

   

0.20

%

   

0.20

%

   

0.20

%


Supplemental Data:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   


Net assets, end of period (000 omitted)

$72,209

   

$74,512

   

$76,842

   

$110,413

   

$121,563

   

$51,961

   


Portfolio turnover

   

19

%

   

103

%

   

11

%

   

20

%

   

43

%

   

94

%


1 Based on average shares outstanding.

2 Effective December 1, 2001, the Fund adopted the provisions of the American Institute of Certified Public Accountants (AICPA) Audit and Accounting Guide for Investment Companies and began accreting discount/amortizing premium on long-term debt securities. The effect of this change for the year ended November 30, 2002 was to decrease net investment income per share by $0.02, increase net realized and unrealized gain (loss) per share by $0.02, and decrease the ratio of net investment income to average net assets from 3.12% to 3.01%. Per share, ratios and supplemental data for periods prior to December 1, 2001 have not been restated to reflect this change in presentation.

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 -- Select Shares

(For a Share Outstanding Throughout Each Period)

   

   

Six Months
Ended
(unaudited)

   

Year Ended November 30,

  

5/31/2004

   

  

2003

   

  

2002

   

  

2001

   

  

2000

   

  

1999

   

Net Asset Value, Beginning of Period

   

$10.49

   

   

$9.69

   

   

$10.22

   

   

$11.17

   

   

$11.80

   

   

$12.14

   

Income From Investment Operations:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

Net investment income

   

0.07

   

   

0.17

1

   

0.23

2

   

0.34

   

   

0.40

1

   

0.37

   

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

   

0.17

   

   

0.81

   

   

(0.57

)2

   

(0.48

)

   


(0.40

)

   

0.13

   


TOTAL FROM INVESTMENT OPERATIONS

   

0.24

   

   

0.98

   

   

(0.34

)

   

(0.14

)

   

--

   

   

0.50

   


Less Distributions:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

Distributions from net investment income

   

(0.17

)

   

(0.18

)

   

(0.19

)

   

(0.29

)

   

(0.37

)

   

(0.37

)

Distributions from net realized gain on investments, foreign currency transactions and futures contracts

   

--

   

   

--

   

   

--

   

   

(0.52

)

   

(0.26

)

   

(0.47

)


TOTAL DISTRIBUTIONS

   

(0.17

)

   

(0.18

)

   

(0.19

)

   

(0.81

)

   

(0.63

)

   

(0.84

)


Net Asset Value, End of Period

   

$10.56

   

   

$10.49

   

   

$9.69

   

   

$10.22

   

   

$11.17

   

   

$11.80

   


Total Return3

   

2.26

%

   

10.22

%

   

(3.31

)%

   

(1.33

)%

   

(0.11

)%

   

4.29

%


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ratios to Average Net Assets:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   


Expenses

   

1.73

%4

   

1.93

%

   

1.85

%

   

1.83

%

   

1.76

%

   

1.74

%


Net investment income

   

1.28

%4

   

1.68

%

   

2.31

%2

   

2.92

%

   

3.42

%

   

3.08

%


Expense waiver/reimbursement5

   

0.45

%4

   

0.26

%

   

0.25

%

   

0.25

%

   

0.25

%

   

0.25

%


Supplemental Data:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   


Net assets, end of period (000 omitted)

$39,477

   

$38,975

   

$38,481

   

$50,413

   

$55,004

   

$64,972

   


Portfolio turnover

   

19

%

   

103

%

   

11

%

   

20

%

   

43

%

   

94

%


1 Based on average shares outstanding.

2 Effective December 1, 2001, the Fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies and began accreting discount/amortizing premium on long-term debt securities. The effect of this change for the year ended November 30, 2002 was to decrease net investment income per share by $0.02, increase net realized and unrealized gain (loss) per share by $0.02, and decrease the ratio of net investment income to average net assets from 2.42% to 2.31%. Per share, ratios and supplemental data for periods prior to December 1, 2001 have not been restated to reflect this change in presentation.

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, 2004 (unaudited)

Shares

  

  

Value in
U.S. Dollars

   

   

MUTUAL FUNDS--100.0%1

   

   

   

4,817,739

   

Capital Appreciation Core Fund

   

$

51,783,048

77,057

   

Emerging Markets Fixed Income Core Fund

   

   

1,082,339

1,678,596

   

Federated Intermediate Corporate Bond Fund, IS Shares

   

   

16,953,816

190,120

   

Federated International Bond Fund, A Shares

   

   

2,155,962

799,109

   

Federated International Capital Appreciation Fund, A Shares

   

   

6,784,437

1,667,315

   

Federated Mortgage Core Portfolio

   

   

16,639,804

429,204

   

Federated U.S. Government Securities Fund: 2-5 Years, IS Shares

   

   

4,862,886

490,363

   

Federated U.S. Government Bond Fund

   

   

5,398,894

690,814

   

High Yield Bond Portfolio

   

   

4,669,906

1,353,050

   

Prime Value Obligations Fund, IS Shares

   

   

1,353,050


   

   

TOTAL INVESTMENTS--100.0%
(IDENTIFIED COST $110,096,392)2

   

   

111,684,142


   

   

OTHER ASSETS AND LIABILITIES - NET--(0.0)%

   

   

1,400


   

   

TOTAL NET ASSETS--100%

   

$

111,685,542


1 Affiliated companies.

2 The cost of investments for federal tax purposes amounts to $110,096,392.

Note: The categories of investments are shown as a percentage of total net assets at May 31, 2004.

See Notes which are an integral part of the Financial Statements

Statement of Assets and Liabilities

May 31, 2004 (unaudited)

Assets:

  

   

   

  

   

   

   

Total investments in securities, at value including $111,684,142 of investments in affiliated issuers (Note 5) (identified cost $110,096,392)

   

   

   

   

$

111,684,142

   

Cash

   

   

   

   

   

104,386

   

Cash denominated in foreign currencies (identified cost $158)

   

   

   

   

   

164

   

Income receivable

   

   

   

   

   

197,661

   

Receivable for shares sold

   

   

   

   

   

47,094

   


TOTAL ASSETS

   

   

   

   

   

112,033,447

   


Liabilities:

   

   

   

   

   

   

   

Payable for shares redeemed

   

$

283,108

   

   

   

   

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

   

   

21,865

   

   

   

   

Payable for distribution services fee (Note 5)

   

   

16,800

   

   

   

   

Payable for shareholder services fee (Note 5)

   

   

9,344

   

   

   

   

Accrued expenses

   

   

16,788

   

   

   

   


TOTAL LIABILITIES

   

   

   

   

   

347,905

   


Net assets for 10,568,358 shares outstanding

   

   

   

   

$

111,685,542

   


Net Assets Consist of:

   

   

   

   

   

   

   

Paid in capital

   

   

   

   

$

113,175,508

   

Net unrealized appreciation of investments, translation of assets and
liabilities in foreign currency and futures contracts

   


   

   

   

1,587,894

   

Accumulated net realized loss on investments, foreign currency transactions and futures contracts

   

   

   

   

   

(3,413,282

)

Undistributed net investment income

   

   

   

   

   

335,422

   


TOTAL NET ASSETS

   

   

   

   

$

111,685,542

   


Net Asset Value, Offering Price and Redemption Proceeds Per Share

   

   

   

   

   

   

   

Institutional Shares:

   

   

   

   

   

   

   

$72,208,605 ÷ 6,830,586 shares outstanding

   

   

   

   

   

$10.57

   


Select Shares:

   

   

   

   

   

   

   

$39,476,937 ÷ 3,737,772 shares outstanding

   

   

   

   

   

$10.56

   


See Notes which are an integral part of the Financial Statements

Statement of Operations

Six Months Ended May 31, 2004 (unaudited)

Investment Income:

  

   

   

   

  

   

   

   

  

   

   

   

Dividends (including $1,233,731 received from affiliated issuers (Note 5) and net of foreign taxes withheld of $67)

   

   

   

   

   

   

   

   

   

$

1,233,731

   

Interest

   

   

   

   

   

   

   

   

   

   

49,415

   

Income allocated from partnership (Note 5)

   

   

   

   

   

   

   

   

   

   

477,004

   


TOTAL INCOME

   

   

   

   

   

   

   

   

   

   

1,760,150

   


Expenses:

   

   

   

   

   

   

   

   

   

   

   

   

Investment adviser fee (Note 5)

   

   

   

   

   

$

435,021

   

   

   

   

   

Administrative personnel and services fee (Note 5)

   

   

   

   

   

   

95,000

   

   

   

   

   

Custodian fees

   

   

   

   

   

   

12,184

   

   

   

   

   

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

   

   

   

   

   

   

59,409

   

   

   

   

   

Directors'/Trustees' fees

   

   

   

   

   

   

1,614

   

   

   

   

   

Auditing fees

   

   

   

   

   

   

8,609

   

   

   

   

   

Legal fees

   

   

   

   

   

   

3,486

   

   

   

   

   

Portfolio accounting fees (Note 5)

   

   

   

   

   

   

33,256

   

   

   

   

   

Distribution services fee--Select Shares (Note 5)

   

   

   

   

   

   

153,219

   

   

   

   

   

Shareholder services fee--Institutional Shares (Note 5)

   

   

   

   

   

   

93,934

   

   

   

   

   

Shareholder services fee--Select Shares (Note 5)

   

   

   

   

   

   

51,073

   

   

   

   

   

Share registration costs

   

   

   

   

   

   

14,988

   

   

   

   

   

Printing and postage

   

   

   

   

   

   

15,590

   

   

   

   

   

Insurance premiums

   

   

   

   

   

   

2,387

   

   

   

   

   

Miscellaneous

   

   

   

   

   

   

4,470

   

   

   

   

   


EXPENSES BEFORE ALLOCATION

   

   

   

   

   

   

984,240

   

   

   

   

   


Expenses allocated from partnership (Note 5)

   

   

   

   

   

   

14,259

   

   

   

   

   


TOTAL EXPENSES

   

   

   

   

   

   

998,499

   

   

   

   

   


Waivers and Reimbursement (Note 5):

   

   

   

   

   

   

   

   

   

   

   

   

Reimbursement of investment adviser fee

   

$

(89,774

)

   

   

   

   

   

   

   

   

Waiver of administrative personnel and services fee

   

   

(16,920

)

   

   

   

   

   

   

   

   

Waiver of distribution services fee--Select Shares

   

   

(51,073

)

   

   

   

   

   

   

   

   

Waiver/reimbursement of shareholder services fee--Institutional Shares

   

   

(82,144

)

   

   

   

   

   

   

   

   

Reimbursement of shareholder services fee--Select Shares

   

   

(3,819

)

   

   

   

   

   

   

   

   


TOTAL WAIVERS AND REIMBURSEMENT

   

   

   

   

   

   

(243,730

)

   

   

   

   


Net expenses

   

   

   

   

   

   

   

   

   

   

754,769

   


Net investment income

   

   

   

   

   

   

   

   

   

   

1,005,381

   


Realized and Unrealized Gain (Loss) on Investments, Foreign Currency Transactions and Futures Contracts:

   

   

   

   

   

   

   

   

   

   

   

   

Net realized gain on investments and foreign currency transactions (including realized loss of $77,237 on sales of investments in affiliated issuers) (Note 5)

   

   

   

   

   

   

   

   

   

   

(88,248

)

Net realized gain on futures contracts

   

   

   

   

   

   

   

   

   

   

352,169

   

Net realized gain allocated from partnership

   

   

   

   

   

   

   

   

   

   

556,954

   

Net change in unrealized appreciation of investments, translation of assets and liabilities in foreign currency and futures contracts





   



   

   

   

927,026

   


Net realized and unrealized gain on investments, foreign currency transactions and futures contracts

   

   

   

   

   

   

   

   

   

   

1,747,901

   


Change in net assets resulting from operations

   

   

   

   

   

   

   

   

   

$

2,753,282

   


See Notes which are an integral part of the Financial Statements

Statement of Changes in Net Assets

May 31, 2004 (unaudited)

   

  

   

Six Months
Ended
(unaudited)
5/31/2004

   

  

   


Year Ended
11/30/2003

   

Increase (Decrease) in Net Assets

   

   

   

   

   

   

   

   

Operations:

   

   

   

   

   

   

   

   

Net investment income

   

$

1,005,381

   

   

$

2,402,376

   

Net realized gain on investments, foreign currency transactions and futures contracts

   

   

820,875

   

   

   

3,077,772

   

Net change in unrealized appreciation/depreciation of investments, translation of assets and liabilities in foreign currency and futures contracts

   

   

927,026

   

   

   

5,882,858

   


CHANGE IN NET ASSETS RESULTING FROM OPERATIONS

   

   

2,753,282

   

   

   

11,363,006

   


Distributions to Shareholders:

   

   

   

   

   

   

   

   

Distributions from net investment income

   

   

   

   

   

   

   

   

Institutional Shares

   

   

(1,426,395

)

   

   

(1,878,257

)

Select Shares

   

   

(622,519

)

   

   

(678,228

)


CHANGE IN NET ASSETS RESULTING FROM DISTRIBUTIONS TO SHAREHOLDERS

   

   

(2,048,914

)

   

   

(2,556,485

)


Share Transactions:

   

   

   

   

   

   

   

   

Proceeds from sale of shares

   

   

13,686,389

   

   

   

19,029,377

   

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

   

   

1,642,725

   

   

   

1,994,868

   

Cost of shares redeemed

   

   

(17,834,836

)

   

   

(31,667,013

)


CHANGE IN NET ASSETS RESULTING FROM SHARE TRANSACTIONS

   

   

(2,505,722

)

   

   

(10,642,768

)


Change in net assets

   

   

(1,801,354

)

   

   

(1,836,247

)


Net Assets:

   

   

   

   

   

   

   

   

Beginning of period

   

   

113,486,896

   

   

   

115,323,143

   


End of period (including undistributed net investment income of $335,422 and $1,378,955, respectively)

   

$

111,685,542

   

   

$

113,486,896

   


See Notes which are an integral part of the Financial Statements

Notes to Financial Statements

May 31, 2004 (unaudited)

1. ORGANIZATION

Federated Managed Allocation Portfolios (the "Trust") is registered under the Investment Company Act of 1940, as amended (the "Act"), as a diversified, open-end management investment company. The Trust consists of three diversified portfolios. The financial statements included herein are only those of Federated Conservative Allocation Fund (the "Fund"). 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 investment objective of the Fund is to seek total return with an emphasis on income and capital appreciation. The Fund offers two classes of shares: Institutional Shares and Select Shares.

2. SIGNIFICANT ACCOUNTING POLICIES

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

Investment Valuation

Domestic and foreign equity securities are valued at the last sale price or official closing 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 (NYSE). Therefore, foreign securities are valued at the latest closing price on the exchange on which they are traded immediately prior to the closing of the NYSE. Foreign securities quoted in foreign currencies are translated in U.S. dollars at the foreign exchange rate in effect at 4:00 p.m., Eastern time, on the day the value of the foreign security is determined. Fixed-income, listed corporate bonds, unlisted securities and private placement securities are generally valued at the mean of the latest bid and asked price as furnished by an independent pricing service. Short-term securities are valued at the prices provided by an independent pricing service. However, short-term securities with remaining maturities of 60 days or less at the time of purchase may be valued at amortized cost, which approximates fair market value. Investments in other open-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 between the close of their primary markets and the closing of the NYSE are valued at fair value as determined in accordance with procedures established by and under general supervision of the Board of Trustees (the "Trustees").

Pursuant to an Exemptive Order issued by the Securities and Exchange Commission (SEC), the Fund may invest in Federated Core Trust II (the "Core Trust II"), which 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 Capital Appreciation Core Fund (CACORE), a series of Core Trust II, is to provide capital appreciation. Federated receives no advisory or administrative fees on behalf of the Core Trust II. The Fund records daily its proportionate share of income, expenses, unrealized gains and losses and realized gains and losses from CACORE. Additional information regarding CACORE 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 the collateral at least equals the repurchase price to be paid under the repurchase agreement.

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

Investment Income, Expenses and Distributions

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

Premium and Discount Amortization

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

Federal Taxes

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

Withholding taxes on foreign interest, dividends and capital gains have been provided for in accordance with the applicable country's tax rules and rates.

When-Issued and Delayed Delivery Transactions

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

Futures Contracts

The Fund may purchase stock (bond) index futures contracts to manage cashflows, enhance yield, and to potentially reduce transaction costs. Upon entering into a stock (bond) index futures contract with a broker, the Fund is required to deposit in a segregated account a specified amount of cash or U.S. government securities. Futures contracts are valued daily and unrealized gains or losses are recorded in a "variation margin" account. Daily, the Fund receives from or pays to the broker a specified amount of cash based upon changes in the variation margin account. When a contract is closed, the Fund recognizes a realized gain or loss. Futures contracts have market risks, including the risk that the change in the value of the contract may not correlate with the changes in the value of the underlying securities. For the six months ended May 31, 2004, the Fund had a realized gain of $352,169 on futures contracts.

At May 31, 2004, the Fund had no outstanding futures contracts.

Foreign Exchange Contracts

The Fund may enter into foreign currency commitments for the delayed delivery of securities or foreign currency exchange transactions. The Fund may enter into foreign currency contract transactions to protect assets against adverse changes in foreign currency exchange rates or exchange control regulations. Purchased contracts are used to acquire exposure to foreign currencies; whereas, contracts to sell are used to hedge the Fund's securities against currency fluctuations. Risks may arise upon entering these transactions from the potential inability of counterparties to meet the terms of their commitments and from unanticipated movements in security prices or foreign exchange rates. The foreign currency transactions are adjusted by the daily exchange rate of the underlying currency and any gains or losses are recorded for financial statement purposes as unrealized until the settlement date. At May 31, 2004, 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 (FCs) 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.

Use of Estimates

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

Other

Investment transactions are accounted for on a trade date basis.

3. SHARES OF BENEFICIAL INTEREST

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

Transactions in shares were as follows:

  

Six Months Ended
5/31/2004

  

Year Ended
11/30/2003

Institutional Shares:

  

Shares

  

Amount

  

Shares

  

Amount

Shares sold

   

739,971

   

   

$

7,943,160

   

   

1,503,111

   

   

$

14,823,213

   

Shares issued to shareholders in payment of distributions declared



103,401



   


1,089,753




140,490



   


1,388,848

   

Shares redeemed

 

(1,107,401

)

   

   

(11,871,488

)

   

(2,470,974

)

   

   

(24,369,765

)


NET CHANGE RESULTING FROM INSTITUTIONAL SHARE TRANSACTIONS

   


(264,029

)

   


$


(2,838,575

)

   


(827,373

)

   


$


(8,157,704

)


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  

Six Months Ended
5/31/2004

  

Year Ended
11/30/2003

Select Shares:

  

Shares

  

Amount

  

Shares

  

Amount

Shares sold

   

529,982

   

   

$

5,743,229

   

   

421,880

   

   

$

4,206,164

   

Shares issued to shareholders in payment of distributions declared



52,504



   


552,972




61,334





606,020

   

Shares redeemed

 

(559,028

)

   

   

(5,963,348

)

   

(740,182

)

   

   

(7,297,248

)


NET CHANGE RESULTING FROM SELECT SHARE TRANSACTIONS

   

23,458

   

   

$

332,853

   

   

(256,968

)

   

$

(2,485,064

)


NET CHANGE RESULTING FROM SHARE TRANSACTIONS

   

(240,571

)

   

$

(2,505,722)

   

   


(1,084,341

)

   


$


(10,642,768

)


4. FEDERAL TAX INFORMATION

At May 31, 2004, the cost of investments for federal tax purposes was $110,096,392. The net unrealized appreciation of investments for federal tax purposes was $1,587,750. This consists of net unrealized appreciation from investments for those securities having an excess of value over cost of $3,030,910 and net unrealized depreciation from investments for those securities having an excess of cost over value of $1,443,160.

At November 30, 2003, the Fund had a capital loss carryforward of $3,918,945 which will reduce the Fund's taxable income arising from future net realized gains on investments, if any, to the extent permitted by the Code and thus will reduce the amount of distributions to shareholders which would otherwise be necessary to relieve the Fund of any liability for federal tax. Pursuant to the Code, such capital loss carryforward will expire as follows:

Expiration Year

  

Expiration Amount

2009

 

$1,604,810


2010

 

$2,314,135


5. INVESTMENT ADVISER FEE AND OTHER TRANSACTIONS WITH AFFILIATES

Investment Adviser Fee

Federated Equity Management Company of Pennsylvania (FEMCOPA), the Fund's investment adviser (the "Adviser"), receives for its services an annual investment adviser fee equal to 0.75% of the Fund's average daily net assets. Prior to January 1, 2004, the Fund's investment adviser was Federated Investment Management Company, (FIMCO). The fee received by FIMCO was identical to that received by FEMCOPA. FEMCOPA and FIMCO may voluntarily choose to waive any portion of their fees. FEMCOPA and FIMCO can modify or terminate this voluntary wavier at any time at their sole discretion. For the six months ended May 31, 2004 the fees paid to FEMCOPA and FIMCO were $287,451 and $57,796, respectively, after voluntary waiver if applicable.

Certain of the Fund's assets are managed by FIMCO (the "Sub-Adviser). Under the terms of a sub-adviser agreement between the Adviser and the Sub-Adviser, the Sub-Adviser receives an allocable portion of the Fund's adviser fee. The fee is paid by the Adviser out of its resources and is not an incremental Fund expense.

Pursuant to an Exemptive Order issued by the SEC, the Fund may invest in other funds which are managed by the Adviser or an affiliate of the Adviser. The Adviser has agreed to reimburse certain investment adviser fees as a result of these transactions. Income distributions earned from investments in these funds are recorded as income in the accompanying financial statements and are listed below:

Capital Appreciation Core Fund

   

$

425,544


Emerging Markets Fixed Income Core Fund

   

$

51,460


Federated Intermediate Corporate Bond Fund

   

$

367,564


Federated Mortgage Core Portfolio

   

$

386,520


Federated U.S. Government Securities Fund: 2-5 Years

   

$

176,222


Federated U.S. Government Bond Fund

   

$

74,559


High-Yield Bond Portfolio

   

$

211,907


Prime Value Obligations Fund

  

$

16,959


Administrative Fee

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


Maximum
Administrative Fee

  

Average Aggregate Daily Net Assets
of the Federated Funds

0.150%

 

on the first $5 billion

0.125%

 

on the next $5 billion

0.100%

 

on the next $10 billion

0.075%

 

on assets in excess of $20 billion

The administrative fee received during any fiscal year shall be at least $150,000 per portfolio and $40,000 per each additional class of Shares. FAS may voluntarily choose to waive any portion of its fee. FAS can modify or terminate this voluntary waiver at any time at its sole discretion.

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 daily net assets of the Fund's Select Shares to finance activities intended to result in the sale of these shares. The Plan provides that the Fund may incur distribution expenses of up to 0.75% of average daily net assets, annually to compensate FSC. FSC may voluntarily choose to waive any portion of its fee. FSC can modify or terminate this voluntary waiver at any time at its sole discretion.

Shareholder Services Fee

Under the terms of a Shareholder Services Agreement with Federated Shareholder Services Company (FSSC), the Fund will pay FSSC up to 0.25% of the average daily net assets of the Fund's Institutional Shares and Select 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 and/or reimburse any portion of its fee. FSSC can modify or terminate this voluntary waiver and/or reimbursement at any time at its sole discretion.

Transfer and Dividend Disbursing Agent Fees and Expenses

Federated Services Company (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

Prior to January 1, 2004, FServ maintained the Fund's accounting records for which it received a fee. The fee was based on the level of the Fund's average daily net assets for the period, plus out-of-pocket expenses. The fee paid to FServ during the reporting period was $5,760, after voluntary waiver, if applicable.

General

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

6. INVESTMENT TRANSACTIONS

Purchases and sales of investments, excluding long-term U.S. government securities and short-term obligations (and in-kind contributions), for the six months ended May 31, 2004, were as follows:

Purchases

  

$

25,770,282


Sales

 

$

15,891,000


7. CONCENTRATION OF CREDIT RISK

The Fund may invest a portion of its assets in securities of companies that are deemed by the Fund's management to be classified in similar business sectors. The economic developments within a particular sector may have an adverse effect on the ability of issuers to meet their obligations. Additionally, economic developments may have an effect on the liquidity and volatility of the portfolio securities.

8. LEGAL PROCEEDINGS

In October 2003, Federated Investors, Inc. and various subsidiaries thereof (including the advisers and distributor for various investment companies, collectively, "Federated"), along with various investment companies sponsored by Federated ("Funds") were named as defendants in several class action lawsuits now pending in the United States District Court for the District of Maryland seeking damages of unspecified amounts. The lawsuits were purportedly filed on behalf of people who purchased, owned and/or redeemed shares of Federated-sponsored mutual funds during specified periods beginning November 1, 1998. The suits are generally similar in alleging that Federated engaged in illegal and improper trading practices including market timing and late trading in concert with certain institutional traders, which allegedly caused financial injury to the mutual fund shareholders. The Board of the Funds has retained the law firm of Dickstein Shapiro Morin & Oshinsky LLP to represent the Funds in these lawsuits. Federated and the Funds, and their respective counsel, are reviewing the allegations and will respond appropriately. Additional lawsuits based upon similar allegations have been filed, and others may be filed in the future. Although Federated does not believe that these lawsuits will have a material adverse effect on the Funds, there can be no assurance that these suits, the ongoing adverse publicity and/or other developments resulting from related regulatory investigations will not result in increased Fund redemptions, reduced sales of Fund shares, or other adverse consequences for the Funds.

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

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

VOTING PROXIES ON FUND PORTFOLIO SECURITIES

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

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 Shareholder 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: shareholders who purchased shares through an intermediary should contact their representative; other shareholders may call the Fund at 1-800-341-7400.

Federated Investors
World-Class Investment Manager

Federated Conservative Allocation 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 314212408
Cusip 314212309

G00516-01 (7/04)

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

 

 

Federated Investors
World-Class Investment Manager

Federated Growth Allocation Fund

A Portfolio of Federated Managed Allocation Portfolios

(formerly, Federated Managed Growth Portfolio)



SEMI-ANNUAL SHAREHOLDER REPORT

May 31, 2004

Institutional Shares
Select Shares

FINANCIAL HIGHLIGHTS
FINANCIAL STATEMENTS
VOTING PROXIES ON FUND PORTFOLIO SECURITIES

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,

  

5/31/2004

   

   

2003

   

  

2002

   

  

2001

   

  

2000

   

  

1999

   

Net Asset Value, Beginning of Period

   

$11.30

   

   

$ 9.93

   

   

$11.39

   

   

$13.42

   

   

$15.17

   

   

$14.12

   

Income From Investment Operations:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

Net investment income

   

0.03

   

   

0.08

1

   

0.12

2

   

0.18

   

   

0.27

1

   

0.22

   

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

   

0.50

   

   

1.36

   

   

(1.47

)2

   

(1.39

)

   

(1.02

)

   

1.75

   


TOTAL FROM INVESTMENT OPERATIONS

   

0.53

   

   

1.44

   

   

(1.35

)

   

(1.21

)

   

(0.75

)

   

1.97

   


Less Distributions:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

Distributions from net investment income

   

(0.03

)

   

(0.07

)

   

(0.11

)

   

(0.18

)

   

(0.22

)

   

(0.20

)

Distributions from paid-in capital3

   

--

   

   

--

   

   

--

   

   

(0.03

)

   

--

   

   

--

   

Distributions from net realized gain on investments, foreign currency transactions and futures contracts

   

--

   

   

--

   

   

--

   

   

(0.61

)

   

(0.78

)

   

(0.72

)


TOTAL DISTRIBUTIONS

   

(0.03

)

   

(0.07

)

   

(0.11

)

   

(0.82

)

   

(1.00

)

   

(0.92

)


Net Asset Value, End of Period

   

$11.80

   

   

$11.30

   

   

$ 9.93

   

   

$11.39

   

   

$13.42

   

   

$15.17

   


Total Return4

   

4.67

%

   

14.56

%

   

(11.95

)%

   

(9.55

)%

   

(5.48

)%

   

14.83

%


 

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

Ratios to Average Net Assets:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   


Expenses

   

1.27

%5

   

1.41

%

   

1.28

%6

   

1.27

%

   

1.16

%

   

1.15

%


Net investment income

   

0.45

%5

   

0.78

%

   

0.98

%2

   

1.52

%

   

1.81

%

   

1.53

%


Expense waiver/reimbursement7

   

0.35

%5

   

0.22

%

   

0.20

%

   

0.20

%

   

0.20

%

   

0.22

%


Supplemental Data:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   


Net assets, end of period (000 omitted)

   

$45,929

   

$46,069

   

$48,840

   

$69,632

   

$83,495

   

$93,453

   


Portfolio turnover

   

15

%

   

145

%

   

14

%

   

43

%

   

86

%

   

113

%


1 Based on average shares outstanding.

2 Effective December 1, 2001, the Fund adopted the provisions of the American Institute of Certified Public Accountants (AICPA) Audit and Accounting Guide for Investment Companies and began accreting discount/amortizing premium on long-term debt securities. For the year ended November 30, 2002, this change had no effect on net investment income per share or net realized and unrealized gain (loss) on investments per share, but decreased the ratio of net investment income to average net assets from 1.01% to 0.98%. Per share, ratios and supplemental data for periods prior to December 1, 2001 have not been restated to reflect this change in presentation.

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

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

5 Computed on an annualized basis.

6 The expense ratio is calculated without the reduction for fees paid indirectly for directed brokerage arrangements.

7 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 -- Select Shares

(For a Share Outstanding Throughout Each Period)

  

Six Months
Ended
(unaudited)

   

  

Year Ended November 30,

  

5/31/2004

   

  

2003

   

  

2002

   

  

2001

   

  

2000

   

  

1999

   

Net Asset Value,
Beginning of Period

   

$11.28

   

   

$ 9.92

   

   

$11.38

   

   

$13.40

   

   

$15.15

   

   

$14.10

   

Income From
Investment Operations:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

Net investment income

   

(0.02

)

   

0.01

1

   

0.03

2

   

0.10

   

   

0.17

1

   

0.12

   

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

   

0.50

   

   

1.36

   

   

(1.46

)2

   

(1.39

)

   

(1.02

)

   

1.75

   


TOTAL FROM INVESTMENT OPERATIONS

   

0.48

   

   

1.37

   

   

(1.43

)

   

(1.29

)

   

(0.85

)

   

1.87

   


Less Distributions:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

Distributions from net investment income

   

--

   

   

(0.01

)

   

(0.03

)

   

(0.10

)

   

(0.12

)

   

(0.10

)

Distributions from paid-in capital3

   

--

   

   

--

   

   

--

   

   

(0.02

)

   

--

   

   

--

   

Distributions from net realized gain on investments, foreign currency transactions and futures contracts

   

--

   

   

--

   

   

--

   

   

(0.61

)

   

(0.78

)

   

(0.72

)


TOTAL DISTRIBUTIONS

   

--

   

   

(0.01

)

   

(0.03

)

   

(0.73

)

   

(0.90

)

   

(0.82

)


Net Asset Value, End of Period

   

$11.76

   

   

$11.28

   

   

$ 9.92

   

   

$11.38

   

   

$13.40

   

   

$15.15

   


Total Return4

   

4.26

%

   

13.81

%

   

(12.60

)%

   

(10.18

)%

   

(6.15

)%

   

14.05

%


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ratios to Average Net Assets:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   


Expenses

   

1.97

%5

   

2.11

%

   

1.98

%6

   

1.97

%

   

1.86

%

   

1.85

%


Net investment income

   

(0.25

)%5

   

0.08

%

   

0.28

%2

   

0.82

%

   

1.13

%

   

0.83

%


Expense waiver/reimbursement7

   

0.40

%5

   

0.27

%

   

0.25

%

   

0.25

%

   

0.25

%

   

0.27

%


Supplemental Data:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   


Net assets, end of period
(000 omitted)

   

$37,565

   

$38,481

   

$38,719

   

$59,463

   

$72,377

   

$68,512

   


Portfolio turnover

   

15

%

   

145

%

   

14

%

   

43

%

   

86

%

   

113

%


1 Based on average shares outstanding.

2 Effective December 1, 2001, the Fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies and began accreting discount/amortizing premium on long-term debt securities. For the year ended November 30, 2002, this change had no effect on net investment income per share or net realized and unrealized gain (loss) on investments per share, but decreased the ratio of net investment income to average net assets from 0.31% to 0.28%. Per share, ratios and supplemental data for periods prior to December 1, 2001 have not been restated to reflect this change in presentation.

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

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

5 Computed on an annualized basis.

6 The expense ratio is calculated without the reduction for fees paid indirectly for directed brokerage arrangements.

7 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, 2004 (unaudited)

Shares

  

   

  

   

Value in
U.S. Dollars

   

   

  

MUTUAL FUNDS--100.0%1

   

   

   

   

6,285,080

  

Capital Appreciation Core Fund

   

$

67,554,646

   

7,157

  

Emerging Markets Fixed Income Core Fund

   

   

100,532

   

158,070

  

Federated Intermediate Corporate Bond Fund, IS Shares

   

   

1,596,507

   

18,119

  

Federated International Bond Fund, A Shares

   

   

205,469

   

1,050,888

  

Federated International Capital Appreciation Fund, A Shares

   

   

8,922,042

   

157,139

  

Federated Mortgage Core Portfolio

   

   

1,568,245

   

40,578

  

Federated U.S. Government Securities Fund: 2-5 Years, IS Shares

   

   

459,747

   

45,914

  

Federated U.S. Government Bond Fund

   

   

505,517

   

65,038

  

High Yield Bond Portfolio

   

   

439,654

   

2,155,065

  

Prime Value Obligations Fund, IS Shares

   

   

2,155,065

   


   

  

TOTAL INVESTMENTS--100.0%
(IDENTIFIED COST $79,560,739)2

   

   

83,507,424

   


   

  

OTHER ASSETS AND LIABILITIES - NET--(0.0)%

   

   

(13,101

)


   

  

TOTAL NET ASSETS--100%

   

$

83,494,323

   


1 Affiliated companies.

2 The cost of investments for federal tax purposes amounts to $79,560,739.

Note: The categories of investments are shown as a percentage of total net assets at May 31, 2004.

See Notes which are an integral part of the Financial Statements

Statement of Assets and Liabilities

May 31, 2004 (unaudited)

Assets:

  

   

   

  

   

   

   

Total investments in securities, at value including $83,507,424 of investments
in affiliated issuers (Note 5) (identified cost $79,560,739)

   

   

   

   

$

83,507,424

   

Cash

   

   

   

   

   

2,126

   

Cash denominated in foreign currency (identified cost $643)

   

   

   

   

   

665

   

Income receivable

   

   

   

   

   

29,655

   

Receivable for shares sold

   

   

   

   

   

90,246

   


TOTAL ASSETS

   

   

   

   

   

83,630,116

   


Liabilities:

   

   

   

   

   

   

   

Payable for shares redeemed

   

$

60,004

   

   

   

   

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

   

   

27,334

   

   

   

   

Payable for distribution services fee (Note 5)

   

   

15,783

   

   

   

   

Payable for shareholder services fee (Note 5)

   

   

7,873

   

   

   

   

Accrued expenses

   

   

24,799

   

   

   

   


TOTAL LIABILITIES

   

   

   

   

   

135,793

   


Net assets for 7,087,943 shares outstanding

   

   

   

   

$

83,494,323

   


Net Assets Consist of:

   

   

   

   

   

   

   

Paid in capital

   

   

   

   

$

93,001,396

   

Net unrealized appreciation of investments, translation of assets and
liabilities in foreign currency and futures contracts

   


   

   

   

3,947,272

   

Accumulated net realized loss on investments, foreign currency transactions
and futures contracts

   

   

   

   

   

(13,441,323

)

Distributions in excess of net investment income

   

   

   

   

   

(13,022

)


TOTAL NET ASSETS

   

   

   

   

$

83,494,323

   


Net Asset Value, Offering Price and Redemption Proceeds Per Share

   

   

   

   

   

   

   

Institutional Shares:

   

   

   

   

   

   

   

$45,929,438 ÷ 3,893,086 shares outstanding

   

   

   

   

   

$11.80

   


Select Shares:

   

   

   

   

   

   

   

$37,564,885 ÷ 3,194,857 shares outstanding

   

   

   

   

   

$11.76

   


See Notes which are an integral part of the Financial Statements

Statement of Operations

Six Months Ended May 31, 2004 (unaudited)

Investment Income:

  

   

   

   

  

   

   

   

  

   

   

Dividends (including $157,252 received from affiliated issuers (Note 5) and net of foreign taxes withheld of $34)

   

   

   

   

   

   

   

   

   

$

163,210

Interest

   

   

   

   

   

   

   

   

   

   

14,980

Income allocated from partnership (Note 5)

   

   

   

   

   

   

   

   

   

   

579,764


TOTAL INCOME

   

   

   

   

   

   

   

   

   

   

757,954


Expenses:

   

   

   

   

   

   

   

   

   

   

   

Investment adviser fee (Note 5)

   

   

   

   

   

$

322,443

   

   

   

   

Administrative personnel and services fee (Note 5)

   

   

   

   

   

   

95,001

   

   

   

   

Custodian fees

   

   

   

   

   

   

13,674

   

   

   

   

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

   

   

   

   

   

   

71,344

   

   

   

   

Directors'/Trustees' fees

   

   

   

   

   

   

1,570

   

   

   

   

Auditing fees

   

   

   

   

   

   

8,401

   

   

   

   

Legal fees

   

   

   

   

   

   

3,556

   

   

   

   

Portfolio accounting fees (Note 5)

   

   

   

   

   

   

30,458

   

   

   

   

Distribution services fee--Select Shares (Note 5)

   

   

   

   

   

   

145,543

   

   

   

   

Shareholder services fee--Institutional Shares (Note 5)

   

   

   

   

   

   

58,967

   

   

   

   

Shareholder services fee--Select Shares (Note 5)

   

   

   

   

   

   

48,514

   

   

   

   

Share registration costs

   

   

   

   

   

   

14,157

   

   

   

   

Printing and postage

   

   

   

   

   

   

20,057

   

   

   

   

Insurance premiums

   

   

   

   

   

   

4,930

   

   

   

   

Taxes

   

   

   

   

   

   

762

   

   

   

   

Miscellaneous

   

   

   

   

   

   

4,500

   

   

   

   


EXPENSES BEFORE ALLOCATION

   

   

   

   

   

   

843,877

   

   

   

   


Expenses allocated from partnership (Note 5)

   

   

   

   

   

   

18,787

   

   

   

   


TOTAL EXPENSES

   

   

   

   

   

   

862,664

   

   

   

   


Waivers and Reimbursements (Note 5):

   

   

   

   

   

   

   

   

   

   

   

Reimbursement of investment adviser fee

   

$

(36,201

)

   

   

   

   

   

   

   

Waiver of administrative personnel and services fee

   

   

(17,070

)

   

   

   

   

   

   

   

Waiver of distribution services fee--Select Shares

   

   

(48,514

)

   

   

   

   

   

   

   

Waiver/reimbursement of shareholder services fee--Institutional Shares

   

   

(52,890

)

   

   

   

   

   

   

   

Reimbursement of shareholder services fee--Select Shares

   

   

(4,700

)

   

   

   

   

   

   

   

Reimbursement of other operating expenses

   

   

(762

)

   

   

   

   

   

   

   


TOTAL WAIVERS AND REIMBURSEMENTS

   

   

   

   

   

   

(160,137

)

   

   

   


Net expenses

   

   

   

   

   

   

   

   

   

   

702,527


Net investment income

   

   

   

   

   

   

   

   

   

   

55,427


 

Statement of Operations-continued

 

Realized and Unrealized Gain (Loss) on Investments, Foreign Currency Transactions and Futures Contracts:

   

   

   

   

   

   

   

   

   

   

   

Net realized gain on investments and foreign currency transactions (including realized loss of $129,473 on sales of investments in affiliated issuers) (Note 5)

   

   

   

   

   

   

   

   

   

176,877

Net realized gain on futures contracts

   

   

   

   

   

   

   

   

   

   

184,130

Net realized gain allocated from partnership

   

   

   

   

   

   

   

   

   

   

704,465

Net change in unrealized appreciation of investments, translation of assets and liabilities in foreign currency and futures contracts

   

   

   

   

   

   

   

   

   

   

2,665,373


Net realized and unrealized gain on investments, foreign currency transactions and futures contracts

   

   

   

   

   

   

   

   

   

   

3,730,845


Change in net assets resulting from operations

   

   

   

   

   

   

   

   

   

$

3,786,272


See Notes which are an integral part of the Financial Statements

Statement of Changes in Net Assets

   

  

   

Six Months
Ended
(unaudited)
5/31/2004

   

  

   


Year Ended
11/30/2003

   

Increase (Decrease) in Net Assets

   

   

   

   

   

   

   

   

Operations:

   

   

   

   

   

   

   

   

Net investment income

   

$

55,427

   

   

$

378,254

   

Net realized gain (loss) on investments, foreign currency transactions and futures contracts

   

   

1,065,472

   

   

   

3,485,584

   

Net change in unrealized appreciation/depreciation of investments, translation of assets and liabilities in foreign currency and futures contracts

   

   

2,665,373

   

   

   

6,457,272

   


CHANGE IN NET ASSETS RESULTING FROM OPERATIONS

   

   

3,786,272

   

   

   

10,321,110

   


Distributions to Shareholders:

   

   

   

   

   

   

   

   

Distributions from net investment income

   

   

   

   

   

   

   

   

Institutional Shares

   

   

(108,702

)

   

   

(298,339

)

Select Shares

   

   

--

   

   

   

(30,072

)


CHANGE IN NET ASSETS RESULTING FROM DISTRIBUTIONS TO SHAREHOLDERS

   

   

(108,702

)

   

   

(328,411

)


Share Transactions:

   

   

   

   

   

   

   

   

Proceeds from sale of shares

   

   

11,417,566

   

   

   

15,472,010

   

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

   

   

94,969

   

   

   

283,273

   

Cost of shares redeemed

   

   

(16,245,641

)

   

   

(28,756,677

)


CHANGE IN NET ASSETS RESULTING FROM SHARE TRANSACTIONS

   

   

(4,733,106

)

   

   

(13,001,394

)


Change in net assets

   

   

(1,055,536

)

   

   

(3,008,695

)


Net Assets:

   

   

   

   

   

   

   

   

Beginning of period

   

   

84,549,859

   

   

   

87,558,554

   


End of period (including undistributed (distributions in excess of) net investment income of $(13,022) and $40,253, respectively)

   

$

83,494,323

   

   

$

84,549,859

   


See Notes which are an integral part of the Financial Statements

Notes to Financial Statements

May 31, 2004 (unaudited)

1. ORGANIZATION

Federated Managed Allocation Portfolios (the "Trust") is registered under the Investment Company Act of 1940, as amended (the "Act"), as an open-end management investment company. The Trust consists of three diversified portfolios. The financial statements included herein are only those of Federated Growth Allocation Fund (the "Fund"). 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 investment objective of the Fund is to seek capital appreciation. The Fund offers two classes of shares: Institutional Shares and Select Shares.

2. SIGNIFICANT ACCOUNTING POLICIES

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

Investment Valuation

Domestic and foreign equity securities are valued at the last sale price or official closing 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 (NYSE). Therefore, foreign securities are valued at the latest closing price on the exchange on which they are traded immediately prior to the closing of the NYSE. Foreign securities quoted in foreign currencies are translated in U.S. dollars at the foreign exchange rate in effect at 4:00 p.m., Eastern time, on the day the value of the foreign security is determined. Fixed-income, listed corporate bonds, unlisted securities and private placement securities are generally valued at the mean of the latest bid and asked price as furnished by an independent pricing service. Short-term securities are valued at the prices provided by an independent pricing service. However, short-term securities with remaining maturities of 60 days or less at the time of purchase may be valued at amortized cost, which approximates fair market value. Investments in other open-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 between the close of their primary markets and the closing of the NYSE are valued at fair value as determined in accordance with procedures established by and under general supervision of the Board of Trustees (the "Trustees").

Pursuant to an Exemptive Order issued by the Securities and Exchange Commission (SEC), the Fund may invest in Federated Core Trust II, (the "Core Trust II") which 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 Capital Appreciation Core Fund (CACORE), a series of Core Trust II, is to provide capital appreciation. Federated receives no advisory or administrative fees on behalf of the Core Trust II. The Fund records daily its proportionate share of income, expenses, unrealized gains and losses and realized gains and losses from CACORE. Additional information regarding CACORE 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 the collateral at least equals the repurchase price to be paid under the repurchase agreement.

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

Investment Income, Expenses and Distributions

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

Distributions are determined in accordance with income tax regulations which may differ from GAAP. These distributions do not represent a return of capital for federal income tax purposes.

Premium and Discount Amortization

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

Federal Taxes

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

Withholding taxes on foreign interest, dividends and capital gains have been provided for in accordance with the applicable country's tax rules and rates.

When-Issued and Delayed Delivery Transactions

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

Futures Contracts

The Fund may purchase stock (bond) index futures contracts to manage cashflows, enhance yield, and to potentially reduce transaction costs. Upon entering into a stock (bond) index futures contract with a broker, the Fund is required to deposit in a segregated account a specified amount of cash or U.S. government securities. Futures contracts are valued daily and unrealized gains or losses are recorded in a "variation margin" account. Daily, the Fund receives from or pays to the broker a specified amount of cash based upon changes in the variation margin account. When a contract is closed, the Fund recognizes a realized gain or loss. Futures contracts have market risks, including the risk that the change in the value of the contract may not correlate with the changes in the value of the underlying securities. For the six months ended May 31, 2004, the Fund had a realized gain of $184,130 on futures contracts.

At May 31, 2004, the Fund had no outstanding open futures contracts.

Foreign Exchange Contracts

The Fund may enter into foreign currency commitments for the delayed delivery of securities or foreign currency exchange transactions. The Fund may enter into foreign currency contract transactions to protect assets against adverse changes in foreign currency exchange rates or exchange control regulations. Purchased contracts are used to acquire exposure to foreign currencies; whereas, contracts to sell are used to hedge the Fund's securities against currency fluctuations. Risks may arise upon entering these transactions from the potential inability of counterparties to meet the terms of their commitments and from unanticipated movements in security prices or foreign exchange rates. The foreign currency transactions are adjusted by the daily exchange rate of the underlying currency and any gains or losses are recorded for financial statement purposes as unrealized until the settlement date. At May 31, 2004, 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 (FCs) are translated into U.S. dollars based on the rate of exchange of such currencies against U.S. dollars on the date of valuation. Purchases and sales of securities, income and expenses are translated at the rate of exchange quoted on the respective date that such transactions are recorded. The Fund does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss from investments.

Reported net realized foreign exchange gains or losses arise from sales of portfolio securities, sales and maturities of short-term securities, sales of FCs, currency gains or losses realized between the trade and settlement dates on securities transactions, the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Fund's books, and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities other than investments in securities at fiscal year end, resulting from changes in the exchange rate.

Use of Estimates

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

Other

Investment transactions are accounted for on a trade date basis.

3. SHARES OF BENEFICIAL INTEREST

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

Transactions in shares were as follows:

  

Six Months Ended
5/31/2004

  

Year Ended
11/30/2003

Class Institutional Shares:

  

Shares

  

Amount

  

Shares

  

Amount

Shares sold

   

641,709

   

   

$

7,674,880

   

   

1,017,141

   

   

$

10,317,113

   

Shares issued to shareholders in payment of distributions declared

   

8,169

   


   

94,969

   

   

25,784

   


   

254,443

   

Shares redeemed

 

(832,094

)

   

   

(9,937,246

)

   

(1,886,915

)

   

   

(18,773,438

)


NET CHANGE RESULTING FROM INSTITUTIONAL SHARE TRANSACTIONS

   

(182,216

)

   

$

(2,167,397

)

   

(843,990

)

   

$

(8,201,882

)


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  

Six Months Ended
5/31/2004

  

Year Ended
11/30/2003

Class Select Shares:

  

Shares

  

Amount

  

Shares

  

Amount

Shares sold

   

314,123

   

   

$

3,742,686

   

   

513,511

   

   

$

5,154,897

   

Shares issued to shareholders in payment of distributions declared


--

   


   

--

   


3,068

   



28,830


Shares redeemed

 

(531,039

)

   

   

(6,308,395

)

   

(1,008,644

)

   

   

(9,983,239

)


NET CHANGE RESULTING FROM SELECT SHARE TRANSACTIONS

   

(216,916

)

   

$

(2,565,709

)

   

(492,065

)

   

$

(4,799,512

)


NET CHANGE RESULTING FROM SHARE TRANSACTIONS

   

(399,132

)

   

$

(4,733,106

)

   

(1,336,055

)

   

$

(13,001,394

)


4. FEDERAL TAX INFORMATION

At May 31, 2004, the cost of investments for federal tax purposes was $79,560,739. The net unrealized appreciation of investments for federal tax purposes was $3,946,685. This consists of net unrealized appreciation from investments for those securities having an excess of value over cost of $4,009,761 and net unrealized depreciation from investments for those securities having an excess of cost over value of $63,076.

At November 30, 2003, the Fund had a capital loss carryforward of $14,368,305 which will reduce the Fund's taxable income arising from future net realized gains on investments, if any, to the extent permitted by the Code and thus will reduce the amount of distributions to shareholders which would otherwise be necessary to relieve the Fund of any liability for federal tax. Pursuant to the Code, such capital loss carryforward will expire as follows:

Expiration Year

  

Expiration Amount

2009

 

$7,242,673


2010

 

$7,125,632


5. INVESTMENT ADVISER FEE AND OTHER TRANSACTIONS WITH AFFILIATES

Investment Adviser Fee

Federated Equity Management Company of Pennsylvania (FEMCOPA), the Fund's investment adviser (the "Adviser"), receives for its services an annual investment adviser fee equal to 0.75% of the Fund's average daily net assets. Prior to January 1, 2004, the Fund's investment adviser was Federated Investment Management Company (FIMCO). The fee received by FIMCO was identical to that received by FEMCOPA. FEMCOPA and FIMCO may voluntarily choose to waive any portion of their fees. FEMCOPA and FIMCO can modify or terminate this voluntary wavier at any time at their sole discretion. For the six months ended May 31, 2004, the fees paid to FEMCOPA and FIMCO were $231,560 and $54,682, respectively, after voluntary waiver if applicable.

Certain of the Fund's assets are managed by FIMCO (the "Sub-Adviser). Under the terms of a sub-adviser agreement between the Adviser and the Sub-Adviser, the Sub-Adviser receives an allocable portion of the Fund's adviser fee. The fee is paid by the Adviser out of its resources and is not an incremental Fund expense.

Pursuant to an Exemptive Order issued by the SEC, the Fund may invest in other funds which are managed by the Adviser or an affiliate of the Adviser. The Adviser has agreed to reimburse certain investment adviser fees as a result of these transactions. Income distributions earned from investments in these funds are recorded as income in the accompanying financial statements and are listed below:

Capital Appreciation Core Fund

  

$

574,235


Emerging Markets Fixed Income Core Fund

  

$

5,529


Federated Intermediate Corporate Bond Fund

  

$

41,290


Federated Mortgage Core Portfolio

  

$

46,206


High-Yield Bond Portfolio

  

$

30,490


Prime Value Obligations Fund

  

$

11,298


Federated U.S. Government Bond Fund

  

$

9,510


Federated U.S. Government Securities Fund: 2-5 Years

  

$

18,458


Administrative Fee

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

Maximum
Administrative Fee

  

Average Aggregate Daily Net Assets
of the Federated Funds

0.150%

 

on the first $5 billion

0.125%

 

on the next $5 billion

0.100%

 

on the next $10 billion

0.075%

 

on assets in excess of $20 billion

The administrative fee received during any fiscal year shall be at least $150,000 per portfolio and $40,000 per each additional class of Shares. FAS may voluntarily choose to waive any portion of its fee. FAS can modify or terminate this voluntary waiver at any time at its sole discretion.

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 daily net assets of the Fund's Select Shares to finance activities intended to result in the sale of these shares. The Plan provides that the Fund may incur distribution expenses of up to 0.75% of average daily net assets, annually to compensate FSC. FSC may voluntarily choose to waive any portion of its fee. FSC can modify or terminate this voluntary waiver at any time at its sole discretion.

Shareholder Services Fee

Under the terms of a Shareholder Services Agreement with Federated Shareholder Services Company (FSSC), the Fund will pay FSSC up to 0.25% of the average daily net assets of the Fund's Institutional Shares and Select 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 and/or reimburse any portion of its fee. FSSC can modify or terminate this voluntary waiver and/or reimbursement at any time at its sole discretion.

Transfer and Dividend Disbursing Agent Fees and Expenses

Federated Services Company (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

Prior to January 1, 2004, FServ maintained the Fund's accounting records for which it received a fee. The fee was based on the level of the Fund's average daily net assets for the period, plus out-of-pocket expenses. The fee paid to FServ during the reporting period was $5,607, after voluntary waiver, if applicable.

General

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

6. INVESTMENT TRANSACTIONS

Purchases and sales of investments, excluding long-term U.S. government securities and short-term obligations (and in-kind contributions), for the six months ended May 31, 2004, were as follows:

Purchases

  

$

14,050,615


Sales

 

$

7,936,999


7. CONCENTRATION OF CREDIT RISK

The Fund may invest a portion of its assets in securities of companies that are deemed by the Fund's management to be classified in similar business sectors. The economic developments within a particular sector may have an adverse effect on the ability of issuers to meet their obligations. Additionally, economic developments may have an effect on the liquidity and volatility of the portfolio securities.

8. LEGAL PROCEEDINGS

In October 2003, Federated Investors, Inc. and various subsidiaries thereof (including the advisers and distributor for various investment companies, collectively, "Federated"), along with various investment companies sponsored by Federated ("Funds") were named as defendants in several class action lawsuits now pending in the United States District Court for the District of Maryland seeking damages of unspecified amounts. The lawsuits were purportedly filed on behalf of people who purchased, owned and/or redeemed shares of Federated-sponsored mutual funds during specified periods beginning November 1, 1998. The suits are generally similar in alleging that Federated engaged in illegal and improper trading practices including market timing and late trading in concert with certain institutional traders, which allegedly caused financial injury to the mutual fund shareholders. The Board of the Funds has retained the law firm of Dickstein Shapiro Morin & Oshinsky LLP to represent the Funds in these lawsuits. Federated and the Funds, and their respective counsel, are reviewing the allegations and will respond appropriately. Additional lawsuits based upon similar allegations have been filed, and others may be filed in the future. Although Federated does not believe that these lawsuits will have a material adverse effect on the Funds, there can be no assurance that these suits, the ongoing adverse publicity and/or other developments resulting from related regulatory investigations will not result in increased Fund redemptions, reduced sales of Fund shares, or other adverse consequences for the Funds.

Financial Highlights -- Capital Appreciation Core Fund

(For a Share Outstanding Throughout Each Period)

  

Six Months
Ended
(unaudited)

   

  

Period
Ended

   

   

5/31/2004

   

   

11/30/2003

1

Net Asset Value, Beginning of Period

   

$10.14

   

   

$10.00

   

Income From Investment Operations:

   

   

   

   

   

   

Net investment income

   

0.09

   

   

0.01

   

Net realized and unrealized gain on investments

   

0.52

   

   

0.13

   


TOTAL FROM INVESTMENT OPERATIONS

   

0.61

   

   

0.14

   


Net Asset Value, End of Period

   

$10.75

   

   

$10.14

   


Total Return2

   

6.02

%

   

1.40

%


 

 

 

 

 

 

 

Ratios to Average Net Assets:

   

   

   

   

   

   


Expenses

   

0.05

%3

   

0.05

%3


Net investment income

   

1.63

%3

   

2.21

%3


Expense waiver/reimbursement4

   

0.09

%3

   

0.49

%3


Supplemental Data:

   

   

   

   

   

   


Net assets, end of period (000 omitted)

   

$212,428

   

   

$185,555

   


Portfolio turnover

   

34

%

   

8

%


1 Reflects operations for the period from October 28, 2003 (date of initial investment) to November 30, 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 -- Capital Appreciation Core Fund

May 31, 2004 (unaudited)

Shares

  

   

  

   

Value

   

   

COMMON STOCKS--98.8%

   

   

   

   

   

Consumer Discretionary--9.2%

   

   

   

34,900

   

Clear Channel Communications, Inc.

   

$

1,385,530

80,200

   

Home Depot, Inc.

   

   

2,880,784

32,600

   

Johnson Controls, Inc.

   

   

1,757,792

81,100

   

McDonald's Corp.

   

   

2,141,040

23,900

   

Nike, Inc., Class B

   

   

1,700,485

19,900

   

Omnicom Group, Inc.

   

   

1,589,413

52,300

   

Target Corp.

   

   

2,337,810

74,013

   

Viacom, Inc., Class B

   

   

2,730,339

130,000

   

Walt Disney Co.

   

   

3,051,100


   

   

TOTAL

   

   

19,574,293


   

   

Consumer Staples--11.0%

   

   

   

77,200

   

Altria Group, Inc.

   

   

3,703,284

61,200

   

Coca-Cola Co.

   

   

3,142,620

58,700

   

Gillette Co.

   

   

2,529,383

102,300

   

Kroger Co.

   

   

1,707,387

49,500

   

PepsiCo, Inc.

   

   

2,641,815

16,400

   

Procter & Gamble Co.

   

   

1,768,248

76,400

   

Sara Lee Corp.

   

   

1,749,560

111,700

   

Wal-Mart Stores, Inc.

   

   

6,225,041


   

   

TOTAL

   

   

23,467,338


   

   

Energy--6.4%

   

   

   

21,537

   

ChevronTexaco Corp.

   

   

1,946,945

21,800

   

ConocoPhillips

   

   

1,598,594

160,364

   

Exxon Mobil Corp.

   

   

6,935,743

62,000

   

Halliburton Co.

   

   

1,800,480

54,100

1

Transocean Sedco Forex, Inc.

   

   

1,446,093


   

   

TOTAL

   

   

13,727,855


Shares

  

   

  

   

Value

   

   

COMMON STOCKS--continued

   

   

   

   

   

Financials--16.6%

   

   

   

49,604

   

Allstate Corp.

   

2,181,584

82,616

   

American International Group, Inc.

   

   

6,055,753

33,446

   

Bank of America Corp.

   

   

2,780,366

61,400

   

Bank of New York Co., Inc.

   

   

1,846,298

103,365

   

Citigroup, Inc.

   

   

4,799,237

30,000

   

Federal National Mortgage Association

   

   

2,031,000

106,500

   

J.P. Morgan Chase & Co.

   

   

3,923,460

21,600

   

Lehman Brothers Holdings, Inc.

   

   

1,634,040

64,400

   

MBNA Corp.

   

   

1,635,760

28,000

   

Merrill Lynch & Co., Inc.

   

   

1,590,400

57,800

   

Morgan Stanley

   

   

3,092,878

34,800

   

Wachovia Corp.

   

   

1,642,908

33,100

   

Wells Fargo & Co.

   

   

1,946,280


   

   

TOTAL

   

   

35,159,964


   

   

Healthcare--14.3%

   

   

   

35,000

   

Abbott Laboratories

   

   

1,442,350

52,200

   

Baxter International, Inc.

   

   

1,641,168

29,885

1

Biogen Idec, Inc.

   

   

1,857,353

44,300

1

Boston Scientific Corp.

   

   

1,962,490

50,700

   

Bristol-Myers Squibb Co.

   

   

1,281,189

29,600

1

Forest Laboratories, Inc., Class A

   

   

1,876,344

3,500

1

Hospira, Inc.

   

   

89,740

49,700

   

Johnson & Johnson

   

   

2,768,787

22,700

   

Lilly (Eli) & Co.

   

   

1,672,309

50,800

   

McKesson HBOC, Inc.

   

   

1,747,520

69,400

1

Medimmune, Inc.

   

   

1,670,458

33,700

   

Medtronic, Inc.

   

   

1,614,230

52,800

   

Merck & Co., Inc.

   

   

2,497,440

156,141

   

Pfizer, Inc.

   

   

5,518,023

92,000

   

Schering Plough Corp.

   

   

1,554,800

30,200

   

Wyeth

   

   

1,087,200


   

   

TOTAL

   

   

30,281,401


Shares

  

   

  

   

Value

   

   

COMMON STOCKS--continued

   

   

   

   

   

Industrials--13.1%

   

   

   

18,500

   

Caterpillar, Inc.

   

1,393,975

73,900

   

Cendant Corp.

   

   

1,695,266

44,800

   

Danaher Corp.

   

   

2,106,944

18,300

   

Deere & Co.

   

   

1,202,310

21,100

   

FedEx Corp.

   

   

1,552,538

256,100

   

General Electric Co.

   

   

7,969,832

35,200

   

Ingersoll-Rand Co., Class A

   

   

2,298,560

56,200

   

Masco Corp.

   

   

1,626,990

49,800

   

Raytheon Co.

   

   

1,655,850

36,400

   

Textron, Inc.

   

   

1,989,260

79,400

   

Tyco International Ltd.

   

   

2,444,726

65,200

   

Waste Management, Inc.

   

   

1,875,152


   

   

TOTAL

   

   

27,811,403


   

   

Information Technology--19.7%

   

   

   

68,000

1

Advanced Micro Devices, Inc.

   

   

1,057,400

225,300

1

Applied Materials, Inc.

   

   

4,496,988

149,700

1

Cisco Systems, Inc.

   

   

3,315,855

59,600

1

Dell, Inc.

   

   

2,096,728

54,500

   

First Data Corp., Class

   

   

2,359,305

235,512

   

Hewlett-Packard Co.

   

   

5,002,275

31,700

   

IBM Corp.

   

   

2,808,303

176,300

   

Intel Corp.

   

   

5,033,365

45,300

1

KLA-Tencor Corp.

   

   

2,182,554

47,300

1

Lam Research Corp.

   

   

1,188,649

25,400

1

Lexmark International Group, Class A

   

   

2,395,728

32,400

   

Maxim Integrated Products, Inc.

   

   

1,646,892

263,700

   

Microsoft Corp.

   

   

6,948,495

120,600

1

Oracle Corp.

   

   

1,365,192


   

   

TOTAL

   

   

41,897,729


Shares or
Principal
Amount

  

   

  

   

Value

   

   

COMMON STOCKS--continued

   

   

   

   

   

Materials--3.0%

   

   

   

67,500

   

Alcoa, Inc.

   

2,112,750

47,100

   

Du Pont (E.I.) de Nemours & Co.

   

   

2,034,720

51,900

   

International Paper Co.

   

   

2,176,167


   

   

TOTAL

   

   

6,323,637


   

   

Telecommunication Services--4.7%

   

   

   

89,741

   

AT&T Corp.

   

   

1,487,906

95,300

   

BellSouth Corp.

   

   

2,378,688

119,900

   

SBC Communications, Inc.

   

   

2,841,630

93,018

   

Verizon Communications

   

   

3,216,562


   

   

TOTAL

   

   

9,924,786


   

   

Utilities--0.8%

   

   

   

61,000

1

P G & E Corp.

   

   

1,738,500


   

   

TOTAL COMMON STOCKS (IDENTIFIED COST $199,129,103)

   

   

209,906,906


   

   

REPURCHASE AGREEMENTS--1.1%

   

   

   

$2,286,000

   

Interest in $1,500,000,000 joint repurchase agreement with Banc of America Securities LLC, 1.05%, dated 5/28/2004, to be repurchased at $2,286,267 on 6/1/2004, collateralized by U.S. Government Agency Obligations with various maturities to 10/1/2003, collateral market value $1,530,039,205 (at amortized cost)

   

   

2,286,000


   

   

TOTAL INVESTMENTS--99.9%
(IDENTIFIED COST $201,415,103)2

   

   

212,192,906


   

   

OTHER ASSETS AND LIABILITIES--0.1%

   

   

235,443


   

   

TOTAL NET ASSETS--100%

   

$

212,428,349


1 Non-income producing security.

2 The cost of investments for federal tax purposes amounts to $201,415,103.

Note: The categories of investments are shown as a percentage of total net assets at May 31, 2004.

See Notes which are an integral part of the Financial Statements

Statement of Assets and Liabilities -- capital Appreciation Core Fund

May 31, 2004 (unaudited)

Assets:

  

   

   

  

   

   

Total investments in securities, at value (identified cost $201,415,103)

   

   

   

   

$

212,192,906

Cash

   

   

   

   

   

626

Income receivable

   

   

   

   

   

279,966


TOTAL ASSETS

   

   

   

   

   

212,473,498


Liabilities:

   

   

   

   

   

   

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

   

$

4,691

   

   

   

Accrued expenses

   

   

40,458

   

   

   


TOTAL LIABILITIES

   

   

   

   

   

45,149


Net assets for 19,763,693 shares outstanding

   

   

   

   

$

212,428,349


Net Assets Consist of:

   

   

   

   

   

   

Paid-in capital

   

   

   

   

$

197,699,999

Net unrealized appreciation of investments

   

   

   

   

   

10,777,803

Accumulated net realized gain on investments

   

   

   

   

   

2,006,385

Undistributed net investment income

   

   

   

   

   

1,944,162


TOTAL NET ASSETS

   

   

   

   

$

212,428,349


Net Asset Value, Offering Price and Redemption Proceeds Per Share:

   

   

   

   

   

   

$212,428,349 ÷ 19,763,693 shares outstanding

   

   

   

   

   

$10.75


See Notes which are an integral part of the Financial Statements

Statement of Operations -- Capital Appreciation Core Fund

Six Months Ended May 31, 2004 (unaudited)

Investment Income:

  

   

   

   

  

   

   

   

  

   

   

Dividends

   

   

   

   

   

   

   

   

   

$

1,766,273

Interest

   

   

   

   

   

   

   

   

   

   

12,867


TOTAL INCOME

   

   

   

   

   

   

   

   

   

   

1,779,140


Expenses:

   

   

   

   

   

   

   

   

   

   

   

Administrative personnel and services fee (Note 5)

   

   

   

   

   

$

79,610

   

   

   

   

Custodian fees

   

   

   

   

   

   

12,496

   

   

   

   

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

   

   

   

   

   

   

7,390

   

   

   

   

Auditing fees

   

   

   

   

   

   

6,681

   

   

   

   

Legal fees

   

   

   

   

   

   

2,905

   

   

   

   

Portfolio accounting fees (Note 5)

   

   

   

   

   

   

39,037

   

   

   

   

Insurance premiums

   

   

   

   

   

   

3,934

   

   

   

   

Miscellaneous

   

   

   

   

   

   

150

   

   

   

   


TOTAL EXPENSES

   

   

   

   

   

   

152,203

   

   

   

   


Waiver and Reimbursement (Note 5):

   

   

   

   

   

   

   

   

   

   

   

Waiver of administrative personnel and services fee

   

$

(79,610

)

   

   

   

   

   

   

   

Reimbursement of other operating expenses

   

   

(14,474

)

   

   

   

   

   

   

   


TOTAL WAIVER AND REIMBURSEMENT

   

   

   

   

   

   

(94,084

)

   

   

   


Net expenses

   

   

   

   

   

   

   

   

   

   

58,119


Net investment income

   

   

   

   

   

   

   

   

   

   

1,721,021


Realized and Unrealized Gain on Investments:

   

   

   

   

   

   

   

   

   

   

   

Net realized gain on investments

   

   

   

   

   

   

   

   

   

   

2,177,167

Net change in unrealized appreciation of investments

   

   

   

   

   

   

   

   

   

   

8,175,358


Net realized and unrealized gain on investments

   

   

   

   

   

   

   

   

   

   

10,352,525


Change in net assets resulting from operations

   

   

   

   

   

   

   

   

   

$

12,073,546


See Notes which are an integral part of the Financial Statements

Statement of Changes in Net Assets -- Capital Appreciation Core Fund

  

   

Six Months
Ended
(unaudited)
5/31/2004

   

  

   

Period
Ended
11/30/2003

1

Increase (Decrease) in Net Assets

   

   

   

   

   

   

   

   

Operations:

   

   

   

   

   

   

   

   

Net investment income

   

$

1,721,021

   

   

$

223,141

   

Net realized gain (loss) on investments

   

   

2,177,167

   

   

   

(170,782

)

Net change in unrealized appreciation/depreciation of investments

   

   

8,175,358

   

   

   

2,602,445

   


CHANGE IN NET ASSETS RESULTING FROM OPERATIONS

   

   

12,073,546

   

   

   

2,654,804

   


Share Transactions:

   

   

   

   

   

   

   

   

Proceeds from sale of shares

   

   

28,600,000

   

   

   

182,900,100

   

Cost of shares redeemed

   

   

(13,800,000

)

   

   

(101

)


CHANGE IN NET ASSETS RESULTING FROM SHARE TRANSACTIONS

   

   

14,800,000

   

   

   

182,899,999

   


Change in net assets

   

   

26,873,546

   

   

   

185,554,803

   


Net Assets:

   

   

   

   

   

   

   

   

Beginning of period

   

   

185,554,803

   

   

   

--

   


End of period (including undistributed net investment income of $1,944,162 and $223,141, respectively)

   

$

212,428,349

   

   

$

185,554,803

   


1 For the period from October 28, 2003 (date of initial investment) to November 30, 2003.

See Notes which are an integral part of the Financial Statements

Notes to Financial Statements -- Federated Capital Appreciation Core Fund

May 31, 2004 (unaudited)

1. ORGANIZATION

Capital Appreciation Core Fund (the "Fund") is a diversified portfolio of Federated Core Trust II, L.P. (the "Trust"). The Trust is registered under the Investment Company Act of 1940, as amended (the "Act"). The Trust is a limited partnership that was established under the laws of the state of Delaware on November 13, 2000 and offered only to registered investment companies and other accredited investors. The Trust consists of two portfolios. The financial statements included herein are only those of the Fund. The investment objective of the Fund is to provide capital appreciation. Currently, the Fund is only available for purchase by other Federated funds and their affiliates.

2. SIGNIFICANT ACCOUNTING POLICIES

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

Investment Valuation

Listed equity securities are valued at the last sale price or official closing price reported on a national securities exchange. Short-term securities are valued at the prices provided by an independent pricing service. However, short-term securities with remaining maturities of 60 days or less at the time of purchase may be valued at amortized cost, which approximates fair value. Investments in other open-end regulated investment companies are valued at net asset value. Securities for which no quotations are readily available are valued at fair value as determined in good faith using methods approved by the Board of Directors (the "Directors").

Repurchase Agreements

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

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

Investment Income, Expenses, Distributions and Tax

Interest income and expenses are accrued daily. Dividend income is recorded on the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at fair value. All net income and gain/loss (realized and unrealized) will be allocated daily to the shareholders based on their capital contributions to the Fund. The Fund does not currently intend to declare and pay distributions.

Premium and Discount Amortization

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

Federal Taxes

As a partnership, the Fund is not subject to U.S. federal income tax. Instead, each investor reports separately on its own federal income tax return its allocated portion of the Fund's income, gains, losses, deductions and credits.

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.

Use of Estimates

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

Other

Investment transactions are accounted for on a trade date basis.

3. CONTRIBUTIONS/WITHDRAWALS

Transactions in shares were as follows:

  

Six Months
Ended
(unaudited)
5/31/2004

   

  

Period
Ended
11/30/2003

1

Proceeds from contributions

 

2,713,783

   

   

18,305,997

   


Fair value withdrawals

 

(1,256,077

)

   

(10

)


NET CHANGE RESULTING FROM CONTRIBUTIONS/WITHDRAWALS

   

1,457,706

   

   

18,305,987

   


1 Reflects operations for the period from October 28, 2003 (date of initial investment) to November 30, 2003.

4. FEDERAL TAX INFORMATION

At May 31, 2004, the cost of investments for federal tax purposes was $201,415,103. The net unrealized appreciation of investments for federal tax purposes was $10,777,803. This consists of net unrealized appreciation from investments for those securities having an excess of value over cost of $13,574,201 and net unrealized depreciation from investments for those securities having an excess of cost over value of $2,796,398.

5. INVESTMENT ADVISER FEE AND OTHER TRANSACTIONS WITH AFFILIATES

Investment Adviser Fee

Federated Investment Counseling is the Fund's investment adviser (the "Adviser"), subject to the direction of the Directors. The Adviser provides investment adviser services at no fee. The Adviser may voluntarily choose to reimburse certain operating expenses of the Fund. The Adviser can modify or terminate this reimbursement at any time at its sole discretion.

Administrative Fee

Federated Administrative Services, Inc. (FASI), a subsidiary of Federated Investors, Inc., provides administrative personnel and services (including certain legal and financial reporting services) necessary to operate the Fund. FASI provides these services at an annual rate that ranges from 0.150% to 0.075% of the average aggregate net assets of all funds advised by affiliates of Federated Investors, Inc. FASI may voluntarily choose to waive any portion of its fee. FASI may terminate this voluntary waiver at any time at its sole discretion.

Transfer and Dividend Disbursing Agent Fees and Expenses

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

Portfolio Accounting Fees

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

General

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

6. INVESTMENT TRANSACTIONS

Purchases and sales of investments, excluding long-term U.S. government securities and short-term obligations (and in-kind contributions), for the six months ended May 31, 2004, were as follows:

Purchases

  

$

86,682,629


Sales

 

$

71,345,752


7. LEGAL PROCEEDINGS

In October 2003, Federated Investors, Inc. and various subsidiaries thereof (including the advisers and distributor for various investment companies, collectively, "Federated"), along with various investment companies sponsored by Federated ("Funds"), were named as defendants in several class action lawsuits now pending in the United States District Court for the District of Maryland seeking damages of unspecified amounts. The lawsuits were purportedly filed on behalf of people who purchased, owned and/or redeemed shares of Federated-sponsored mutual funds during specified periods beginning November 1, 1998. The suits are generally similar in alleging that Federated engaged in illegal and improper trading practices including market timing and late trading in concert with certain institutional traders, which allegedly caused financial injury to the mutual fund shareholders. The Board of the Funds has retained the law firm of Dickstein Shapiro Morin & Oshinsky LLP to represent the Funds in these lawsuits. Federated and the Funds, and their respective counsel, are reviewing the allegations and will respond appropriately. Additional lawsuits based upon similar allegations have been filed, and others may be filed in the future. Although Federated does not believe that these lawsuits will have a material adverse effect on the Funds, there can be no assurance that these suits, the ongoing adverse publicity and/or other developments resulting from related regulatory investigations will not result in increased Fund redemptions, reduced sales of Fund shares, or other adverse consequences for the Funds.

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

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

VOTING PROXIES ON FUND PORTFOLIO SECURITIES

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

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 Shareholder 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: shareholders who purchased shares through an intermediary should contact their representative; other shareholders may call the Fund at 1-800-341-7400.

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Federated Growth Allocation 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 314212200
Cusip 314212101

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

G00514-01 (7/04)

 

Federated Investors
World-Class Investment Manager

Federated Moderate Allocation Fund

(formerly Federated Managed Moderate Growth Portfolio)

A Portfolio of Federated Managed Allocation Portfolios

SEMI-ANNUAL SHAREHOLDER REPORT

May 31, 2004

Institutional Shares
Select Shares

FINANCIAL HIGHLIGHTS

FINANCIAL STATEMENTS

VOTING PROXIES ON FUND PORTFOLIO SECURITIES

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,

  

5/31/2004

   

  

2003

   

  

2002

   

  

2001

   

  

2000

   

  

1999

1

Net Asset Value, Beginning of Period

   

$11.17

   

   

$ 9.99

   

   

$10.91

   

   

$12.33

   

   

$13.55

   

   

$13.15

   

Income From Investment Operations:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

Net investment income

   

0.08

   

   

0.17

   

   

0.22

2

   

0.29

   

   

0.39

3

   

0.35

   

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

   

0.33

   

   

1.18

   

   


(0.95

)2

   

(0.89

)

   

(0.64

)

   

1.00

   


TOTAL FROM INVESTMENT OPERATIONS

   

0.41

   

   

1.35

   

   

(0.73

)

   

(0.60

)

   

(0.25

)

   

1.35

   


Less Distributions:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

Distributions from net investment income

   

(0.16

)

   

(0.17

)

   

(0.19

)

   

(0.30

)

   

(0.36

)

   

(0.35

)

Distributions from net realized gain on investments, foreign currency transactions and futures contracts

   

--

   

   

--

   

   

--

   

   

(0.52

)

   

(0.61

)

   

(0.60

)


TOTAL DISTRIBUTIONS

   

(0.16

)

   

(0.17

)

   

(0.19

)

   

(0.82

)

   

(0.97

)

   

(0.95

)


Net Asset Value, End of Period

   

$11.42

   

   

$11.17

   

   

$ 9.99

   

   

$10.91

   

   

$12.33

   

   

$13.55

   


Total Return4

   

3.68

%

   

13.68

%

   

(6.76

)%

   

(5.17

)%

   

(2.19

)%

   

11.00

%


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ratios to Average Net Assets:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   


Expenses

   

1.00

%5

   

1.20

%

   

1.09

%

   

1.09

%

   

1.07

%

   

1.06

%


Net investment income

   

1.36

%5

   

1.69

%

   

2.16

%2

   

2.70

%

   

2.89

%

   

2.69

%


Expense waiver/reimbursement6

   

0.36

%5

   

0.20

%

   

0.20

%

   

0.20

%

   

0.20

%

   

0.20

%


Supplemental Data:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   


Net assets, end of period (000 omitted)

   

$90,635

   

$91,789

   

$95,288

   

$125,741

   

$161,366

   

$168,702

   


Portfolio turnover

   

20

%

   

121

%

   

23

%

   

36

%

   

72

%

   

113

%


1 Beginning with the year ended November 30, 1999, the Fund was audited by Deloitte & Touche LLP. The previous year was audited by other auditors.

2 Effective December 1, 2001, the Fund adopted the provisions of the American Institute of Certified Public Accountant (AICPA) Audit and Accounting Guide for Investment Companies and began accreting discount/amortizing premium on long-term debt securities. The effect of this change for the fiscal year ended November 30, 2002 was to decrease net investment income per share by $0.01, increase net realized and unrealized gain/loss per share by $0.01, and decrease the ratio of net investment income to average net assets from 2.25% to 2.16%. Per share, ratios and supplemental data for periods prior to November 30, 2002 have not been restated to reflect this change in presentation.

3 Based on average shares outstanding.

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

5 Computed on an annualized basis.

6 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 -- Select Shares

(For a Share Outstanding Throughout Each Period)

  

Six Months
Ended
(unaudited)

  

Year Ended November 30,

  

5/31/2004

   

  

2003

   

  

2002

   

  

2001

   

  

2000

   

  

1999

1

Net Asset Value, Beginning of Period

   

$11.15

   

   

$ 9.96

   

   

$10.87

   

   

$12.29

   

   

$13.51

   

   

$13.11

   

Income From Investment Operations:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

Net investment income

   

0.04

   

   

0.10

   

   

0.15

2

   

0.23

   

   

0.30

3

   

0.26

   

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

   

0.33

   

   

1.19

   

   


(0.94

)2

   

(0.91

)

   

(0.64

)

   

1.00

   


TOTAL FROM INVESTMENT OPERATIONS

   

0.37

   

   

1.29

   

   

(0.79

)

   

(0.68

)

   

(0.34

)

   

1.26

   


Less Distributions:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

Distributions from net investment income

   

(0.12

)

   

(0.10

)

   

(0.12

)

   

(0.22

)

   

(0.27

)

   

(0.26

)

Distributions from net realized gain on investments, foreign currency transactions and futures contracts

   

--

   

   

--

   

   

--

   

   

(0.52

)

   

(0.61

)

   

(0.60

)


TOTAL DISTRIBUTIONS

   

(0.12

)

   

(0.10

)

   

(0.12

)

   

(0.74

)

   

(0.88

)

   

(0.86

)


Net Asset Value, End of Period

   

$11.40

   

   

$11.15

   

   

$ 9.96

   

   

$10.87

   

   

$12.29

   

   

$13.51

   


Total Return4

   

3.32

%

   

13.03

%

   

(7.36

)%

   

(5.89

)%

   

(2.87)

%

   

10.26

%


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ratios to Average Net Assets:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   


Expenses

   

1.70

%5

   

1.90

%

   

1.79

%

   

1.79

%

   

1.77

%

   

1.76

%


Net investment income

   

0.66

%5

   

0.99

%

   

1.46

%2

   

2.00

%

   

2.19

%

   

1.99

%


Expense waiver/reimbursement6

   

0.41

%5

   

0.25

%

   

0.25

%

   

0.25

%

   

0.25

%

   

0.25

%


Supplemental Data:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   


Net assets, end of period (000 omitted)

   

$55,994

   

$56,747

   

$58,706

   

$76,065

   

$89,725

   

$95,824

   


Portfolio turnover

   

20

%

   

121

%

   

23

%

   

36

%

   

72

%

   

113

%


1 Beginning with the year ended November 30, 1999, the Fund was audited by Deloitte & Touche LLP. The previous year was audited by other auditors.

2 Effective December 1, 2001, the Fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies and began accreting discount/amortizing premium on long-term debt securities. The effect of this change for the fiscal year ended November 30, 2002 was to decrease net investment income per share by $0.01, increase net realized and unrealized gain/loss per share by $0.01, and decrease the ratio of net investment income to average net assets from 1.55% to 1.46%. Per share, ratios and supplemental data for periods prior to November 30, 2002 have not been restated to reflect this change in presentation.

3 Based on average shares outstanding.

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

5 Computed on an annualized basis.

6 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, 2004 (unaudited)

Shares

  

  

Value

   

   

MUTUAL FUNDS--100.0%1

   

   

   

8,660,874

   

Capital Appreciation Core Fund

   

$

93,090,656

57,696

   

Emerging Markets Fixed Income Core Fund

   

   

810,400

1,256,419

   

Federated Intermediate Corporate Bond Fund, IS Shares

   

   

12,689,835

142,191

   

Federated International Bond Fund, A Shares

   

   

1,612,452

1,410,617

   

Federated International Capital Appreciation Fund, A Shares

   

   

11,976,137

1,247,898

   

Federated Mortgage Core Portfolio

   

   

12,454,021

320,993

   

Federated U.S. Government Securities Fund: 2-5 Years, IS Shares

   

   

3,636,849

367,236

   

Federated U.S. Government Bond Fund

   

   

4,043,265

516,976

   

High Yield Bond Portfolio

   

   

3,494,760

2,808,098

   

Prime Value Obligations Fund, IS Shares

   

   

2,808,098


   

   

TOTAL INVESTMENTS--100.0%
(IDENTIFIED COST $141,664,831)2

   

   

146,616,473


   

   

OTHER ASSETS AND LIABILITIES - NET--0.0%

   

   

12,223


   

   

TOTAL NET ASSETS--100%

   

$

146,628,696


1 Affiliated companies.

2 The cost of investments for federal tax purposes amounts to $141,664,831.

Note: The categories of investments are shown as a percentage of total net assets at May 31, 2004.

See Notes which are an integral part of the Financial Statements

Statement of Assets and Liabilities

May 31, 2004 (unaudited)

Assets:

  

   

   

  

   

   

   

Total investments in securities, at value including $146,616,473 of investment in affiliated issuers (Note 5) (identified cost $141,664,831)

   

   

   

   

$

146,616,473

   

Cash

   

   

   

   

   

30,433

   

Cash denominated in foreign currency (identified cost $861)

   

   

   

   

   

891

   

Income receivable

   

   

   

   

   

153,465

   

Receivable for shares sold

   

   

   

   

   

33,660

   


TOTAL ASSETS

   

   

   

   

   

146,834,922

   


Liabilities:

   

   

   

   

   

   

   

Payable for shares redeemed

   

$

129,520

   

   

   

   

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

   

   

24,308

   

   

   

   

Payable for distribution services fees (Note 5)

   

   

23,431

   

   

   

   

Payable for shareholder services fees (Note 5)

   

   

12,488

   

   

   

   

Accrued expenses

   

   

16,479

   

   

   

   


TOTAL LIABILITIES

   

   

   

   

   

206,226

   


Net assets for 12,848,884 shares outstanding

   

   

   

   

$

146,628,696

   


Net Assets Consist of:

   

   

   

   

   

   

   

Paid-in capital

   

   

   

   

$

150,784,227

   

Net unrealized appreciation of investments, translation of assets and
liabilities in foreign currency and futures contracts

   


   

   

   

4,952,400

   

Accumulated net realized loss on investments, foreign currency transactions and futures contracts

   

   

   

   

   

(9,344,058

)

Undistributed net investment income

   

   

   

   

   

236,127

   


TOTAL NET ASSETS

   

   

   

   

$

146,628,696

   


Net Asset Value, Offering Price and Redemption Proceeds Per Share

   

   

   

   

   

   

   

Institutional Shares:

   

   

   

   

   

   

   

$90,634,577 ÷ 7,936,319 shares outstanding

   

   

   

   

   

$11.42

   


Select Shares:

   

   

   

   

   

   

   

$55,994,119 ÷ 4,912,565 shares outstanding

   

   

   

   

   

$11.40

   


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, 2004 (unaudited)

Investment Income:

  

   

   

   

  

   

   

   

  

   

   

Dividends (including $931,137 received from affiliated issuers (Note 5)

   

   

   

   

   

   

   

   

   

$

931,137

Interest

   

   

   

   

   

   

   

   

   

   

44,911

Income allocated from partnership (Note 5)

   

   

   

   

   

   

   

   

   

   

819,673


TOTAL INCOME

   

   

   

   

   

   

   

   

   

   

1,795,721


Expenses:

   

   

   

   

   

   

   

   

   

   

   

Investment adviser fee (Note 5)

   

   

   

   

   

$

562,953

   

   

   

   

Administrative personnel and services fee (Note 5)

   

   

   

   

   

   

95,000

   

   

   

   

Custodian fees

   

   

   

   

   

   

14,289

   

   

   

   

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

   

   

   

   

   

   

76,285

   

   

   

   

Directors'/Trustees' fees

   

   

   

   

   

   

1,697

   

   

   

   

Auditing fees

   

   

   

   

   

   

8,291

   

   

   

   

Legal fees

   

   

   

   

   

   

3,041

   

   

   

   

Portfolio accounting fees (Note 5)

   

   

   

   

   

   

31,563

   

   

   

   

Distribution services fee--Select Shares (Note 5)

   

   

   

   

   

   

214,404

   

   

   

   

Shareholder services fee--Institutional Shares (Note 5)

   

   

   

   

   

   

116,183

   

   

   

   

Shareholder services fee--Select Shares (Note 5)

   

   

   

   

   

   

71,468

   

   

   

   

Share registration costs

   

   

   

   

   

   

14,054

   

   

   

   

Printing and postage

   

   

   

   

   

   

19,828

   

   

   

   

Insurance premiums

   

   

   

   

   

   

2,977

   

   

   

   

Miscellaneous

   

   

   

   

   

   

4,537

   

   

   

   


EXPENSES BEFORE ALLOCATION

   

   

   

   

   

   

1,236,570

   

   

   

   


Expenses allocated from partnership (Note 5)

   

   

   

   

   

   

25,694

   

   

   

   


TOTAL EXPENSES

   

   

   

   

   

   

1,262,264

   

   

   

   


Waivers and Reimbursements (Note 5):

   

   

   

   

   

   

   

   

   

   

   

Reimbursement of investment adviser fee

   

$

(88,809

)

   

   

   

   

   

   

   

Waiver of administrative personnel and services fee

   

   

(16,750

)

   

   

   

   

   

   

   

Waiver of distribution services fee--Select Shares

   

   

(71,468

)

   

   

   

   

   

   

   

Waiver/reimbursement of shareholder services fee--Institutional Shares

   

   

(92,946

)

   

   

   

   

   

   

   

Reimbursement of shareholder services fee--Select Shares

   

   

(15,996

)

   

   

   

   

   

   

   


TOTAL WAIVERS AND REIMBURSEMENTS

   

   

   

   

   

   

(285,969

)

   

   

   


Net expenses

   

   

   

   

   

   

   

   

   

   

976,295


Net investment income

   

   

   

   

   

   

   

   

   

   

819,426


Realized and Unrealized Gain (Loss) on Investments, Foreign Currency Transactions and Futures Contracts:

 

 

 

 

 

 

 

   

   

   

   

Net realized gain on investments and foreign currency transactions (including realized gain of $267,204 on sales of investments in affiliated issuers) (Note 5)

   

   

   

   

   

   

   

   

   

   

600,558

Net realized gain on futures contracts

   

   

   

   

   

   

   

   

   

   

258,042

Net realized gain allocated from partnership

   

   

   

   

   

   

   

   

   

   

977,094

Net change in unrealized appreciation (depreciation) of investments, translation of assets and liabilities in foreign currency and futures contracts





   



   

   

   

2,783,243


Net realized and unrealized gain on investments, foreign currency transactions and futures contracts

   

   

   

   

   

   

   

   

   

   

4,618,937


Change in net assets resulting from operations

   

   

   

   

   

   

   

   

   

$

5,438,363


See Notes which are an integral part of the Financial Statements

Statement of Changes in Net Assets

   

  

Six Months
Ended
(unaudited)
5/31/2004

   

  

   


Year Ended
11/30/2003

   

Increase (Decrease) in Net Assets

   

   

   

   

   

   

   

   

Operations:

   

   

   

   

   

   

   

   

Net investment income

   

$

819,426

   

   

$

2,062,836

   

Net realized gain on investments, foreign currency transactions and futures contracts

   

   

1,835,694

   

   

   

9,005,815

   

Net change in unrealized appreciation/depreciation of investments, translation of assets and liabilities in foreign currency and futures contracts

   

   

2,783,243

   

   

   

6,670,467

   


CHANGE IN NET ASSETS RESULTING FROM OPERATIONS

   

   

5,438,363

   

   

   

17,739,118

   


Distributions to Shareholders:

   

   

   

   

   

   

   

   

Distributions from net investment income

   

   

   

   

   

   

   

   

Institutional Shares

   

   

(1,289,268

)

   

   

(1,519,492

)

Select Shares

   

   

(599,959

)

   

   

(529,828

)


CHANGE IN NET ASSETS RESULTING FROM DISTRIBUTIONS TO SHAREHOLDERS

   

   

(1,889,227

)

   

   

(2,049,320

)


Share Transactions:

   

   

   

   

   

   

   

   

Proceeds from sale of shares

   

   

17,794,661

   

   

   

19,862,598

   

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

   

   

1,662,779

   

   

   

1,727,524

   

Cost of shares redeemed

   

   

(24,914,491

)

   

   

(42,737,074

)


CHANGE IN NET ASSETS RESULTING FROM SHARE TRANSACTIONS

   

   

(5,457,051

)

   

   

(21,146,952

)


Change in net assets

   

   

(1,907,915

)

   

   

(5,457,154

)


Net Assets:

   

   

   

   

   

   

   

   

Beginning of period

   

   

148,536,611

   

   

   

153,993,765

   


End of period (including undistributed net investment income of $236,127 and $1,305,928, respectively)

   

$

146,628,696

   

   

$

148,536,611

   


See Notes which are an integral part of the Financial Statements

Notes to Financial Statements

May 31, 2004 (unaudited)

1. ORGANIZATION

Federated Managed Allocation Portfolios (the "Trust") is registered under the Investment Company Act of 1940, as amended (the "Act") as an open-end, management investment company. The Trust consists of three diversified portfolios. The financial statements included herein are only those of Federated Moderate Allocation Fund (the "Fund"). 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 investment objective of the Fund is to seek capital appreciation with income as a secondary objective. The Fund offers two classes of shares: Institutional Shares and Select Shares.

2. SIGNIFICANT ACCOUNTING POLICIES

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

Investment Valuation

Domestic and foreign equity securities are valued at the last sale price or official closing 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 (NYSE). Therefore, foreign securities are valued at the latest closing price on the exchange on which they are traded immediately prior to the closing of the NYSE. Foreign securities quoted in foreign currencies are translated in U.S. dollars at the foreign exchange rate in effect at 4:00 p.m., Eastern Time, on the day the value of the foreign security is determined. Fixed-income, listed corporate bonds, unlisted securities and private placement securities are generally valued at the mean of the latest bid and asked price as furnished by an independent pricing service. Short-term securities are valued at the prices provided by an independent pricing service. However, short-term securities with remaining maturities of 60 days or less at the time of purchase may be valued at amortized cost, which approximates fair market value. Investments in other open-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 between the close of their primary markets and the closing of the NYSE are valued at fair value as determined in accordance with procedures established by and under general supervision of the Board of Trustees (the "Trustees").

Pursuant to an Exemptive Order issued by the Securities and Exchange Commission (SEC), the Fund may invest in Federated Core Trust II, (the "Core Trust II") which 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 Capital Appreciation Core Fund (CACORE), a series of Core Trust II, is to provide capital appreciation. Federated receives no advisory or administrative fees on behalf of the Core Trust II. The Fund records daily its proportionate share of income, expenses, unrealized gains and losses and realized gains and losses from CACORE. Additional information regarding CACORE 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 Trustees. Risks may arise from the potential inability of counterparties to honor the terms of the repurchase agreement. Accordingly, the Fund could receive less than the repurchase price on the sale of collateral securities. The Fund, along with other affiliated investment companies, may utilize a joint trading account for the purpose of entering into one or more repurchase agreements.

Investment Income, Expenses and Distributions

Interest income and expenses are accrued daily. 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 market value. The Fund offers multiple classes of shares, which differ in their respective distribution and service fees. All shareholders bear the common expenses of the Fund based on average daily net assets of each class, without distinction between share classes. Dividends are declared separately for each class. No class has preferential dividend rights; differences in per share dividend rates are generally due to differences in separate class expenses.

Premium and Discount Amortization/Paydown Gains and Losses

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

Federal Taxes

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

Withholding taxes on foreign interest dividends and capital gains have been provided for in accordance with the applicable country's tax rules and rates.

When-Issued and Delayed Delivery Transactions

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

Futures Contracts

The Fund may purchase stock (bond) index futures contracts to manage cashflows, enhance yield and to potentially reduce transaction costs. Upon entering into a stock index futures contract with a broker, the Fund is required to deposit in a segregated account a specified amount of cash or U.S. government securities. Futures contracts are valued daily and unrealized gains or losses are recorded in a "variation margin" account. Daily, the Fund receives from or pays to the broker a specified amount of cash based upon changes in the variation margin account. When a contract is closed, the Fund recognizes a realized gain or loss. For the six months ended May 31, 2004, the Fund had net realized gains of $258,042 on futures contracts.

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

At May 31, 2004, the Fund had no outstanding futures contracts.

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 into these transactions from the potential inability of counterparts to meet the terms of their commitments and from unanticipated movements in security prices or foreign exchange rates. The foreign currency transactions are adjusted by the daily exchange rate of the underlying currency and any gains or losses are recorded for financial statement purposes as unrealized until the settlement date. At May 31, 2004, 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 (FCs) 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. Differences between income and expense amounts recorded and collected or paid are adjusted when reported by the custodian bank. 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.

Use of Estimates

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

Other

Investment transactions are accounted for on a trade date basis.

3. SHARES OF BENEFICIAL INTEREST

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

Transactions in shares were as follows:

  

Six Months Ended
5/31/2004

  

Year Ended
11/30/2003

Institutional Shares:

  

Shares

  

Amount

  

Shares

  

Amount

Shares sold

   

1,140,432

   

   

$

13,169,312

   

   

1,364,181

   

   

$

13,752,240

   

Shares issued to shareholders in payment of distributions declared


97,572




1,101,969



120,801



   

1,235,050


Shares redeemed

 

(1,520,715

)

   

   

(17,637,771

)

   

(2,803,892

)

   

   

(28,320,189

)


NET CHANGE RESULTING FROM INSTITUTIONAL SHARE TRANSACTIONS


(282,711


)



$

(3,366,490


)


(1,318,910


)



$

(13,332,899


)


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  

Six Months Ended
5/31/2004

  

Year Ended
11/30/2003

Select Shares:

  

Shares

  

Amount

  

Shares

  

Amount

Shares sold

   

401,225

   

   

$

4,625,349

   

   

602,008

   

   

$

6,110,358

   

Shares issued to shareholders in payment of distributions declared


49,794




560,810



48,227




492,474


Shares redeemed

 

(629,515

)

   

   

(7,276,720

)

   

(1,453,082

)

   

   

(14,416,885

)


NET CHANGE RESULTING FROM SELECT SHARE TRANSACTIONS


(178,496


)



$

(2,090,561


)


(802,847


)



$

(7,814,053


)


NET CHANGE RESULTING FROM SHARE TRANSACTIONS


(461,207


)



$

(5,457,051


)


(2,121,757


)



$

(21,146,952


)


4. FEDERAL TAXES INFORMATION

At May 31, 2004, the cost of investments for federal tax purposes was $141,664,831. The net unrealized appreciation of investments for federal tax purposes was $4,951,642. This consists of net unrealized appreciation from investment for those securities having an excess of value over cost of $5,944,178 and net unrealized depreciation from investments for those securities having an excess of cost over value of $992,536.

At November 30, 2003, the Fund had a capital loss carryforward of $10,879,337 which will reduce the Fund's taxable income arising from future net realized gain on investments, if any, to the extent permitted by the Code, and thus will reduce the amount of the distributions to shareholders which would otherwise be necessary to relieve the Fund of any liability for federal tax. Pursuant to the Code, such capital loss carryforward will expire as follows:

Expiration Year

  

Expiration Amount

2009

 

$4,101,638


2010

 

$6,777,699


5. INVESTMENT ADVISER FEE AND OTHER TRANSACTIONS WITH AFFILIATES

Investment Adviser Fee

Federated Equity Management Company of Pennsylvania (FEMCOPA), the Fund's investment adviser (the "Adviser"), receives for its services an annual investment adviser fee equal to 0.75%. Prior to January 1, 2004, the Fund's investment adviser was Federated Investment Management Company (FIMCO). The fee received by FIMCO was identical to that received by FEMCOPA. FEMCOPA and FIMCO may voluntarily choose to waive any portion of their fee. FEMCOPA and FIMCO can modify or terminate this voluntary waiver at any time at its sole discretion. For the six months ended May 31, 2004, the fee paid to FEMCOPA and FIMCO were $468,287 and $5,857, respectively, after voluntary waiver, if applicable.

Certain of the Fund's assets are managed by FIMCO (the "Sub-Adviser"). Under the terms of a sub-adviser agreement between the Adviser and the Sub-Adviser, the Sub-Adviser receives an allocable portion of the Fund's adviser fee. The fee is paid by the Adviser out of its resources and is not an incremental Fund expense.

Pursuant to an Exemptive Order issued by the SEC, the Fund may invest in other funds which are managed by the Adviser or an affiliate of the Adviser. The Adviser has agreed to reimburse certain investment adviser fees as a result of these transactions. Income distributions earned from investments in these funds are recorded as income in the accompanying financial statements and are listed below:

Capital Appreciation Core Fund

   

$

779,500


Emerging Markets Fixed Income Core Fund

   

$

40,173


Federated Intermediate Corporate Bond Fund

   

$

278,418


Federated Mortgage Core Portfolio

   

$

295,867


Federated U.S. Government Bond Fund

   

$

56,381


Federated U.S. Government Securities Fund 2-5 Years

   

$

119,136


High Yield Bond Portfolio

   

$

160,472


Prime Value Obligations Fund

  

$

20,863


Administrative Fee

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

Maximum
Administrative Fee

  

Average Aggregate Daily Net
Assets the Federated Funds

0.150%

 

on the first $5 billion

0.125%

 

on the next $5 billion

0.100%

 

on the next $10 billion

0.075%

 

on assets in excess of $20 billion

The administrative fee received during any fiscal year shall be at least $150,000 per portfolio and $40,000 per each additional class of Shares.

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

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 daily net assets of the Fund's Select Shares to finance activities intended to result in the sale of these shares. The Plan provides that the Fund may incur distribution expenses of up to 0.75% of average daily net assets, annually, to compensate FSC. The distributor may voluntarily choose to waive any portion of its fee. The distributor can modify or terminate this voluntary waiver at any time at its sole discretion.

Shareholder Services Fee

Under the terms of a Shareholder Services Agreement with Federated Shareholder Services Company (FSSC), the Fund will pay FSSC up to 0.25% of average daily net assets of the Fund's Institutional Shares and Select 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 and/or reimburse any portion of its fee. FSSC can modify or terminate this voluntary waiver and/or reimbursement 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

Prior to January 1, 2004, FServ maintained the Fund's accounting records for which it received a fee. The fee was based on the level of the Fund's average daily net assets for the period, plus out-of-pocket expenses. The fee paid to FServ during the reporting period was $5,857, after voluntary waiver, if applicable.

General

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

6. INVESTMENT TRANSACTIONS

Purchases and sales of investments, excluding long-term U.S. government and short-term obligations (and in-kind contributions), for the six months ended May 31, 2004, were as follows:

Purchases

  

$

28,523,066


Sales

 

$

178,458,000


7. CONCENTRATION OF CREDIT RISK

The Fund may invest a portion of its assets in securities of companies that are deemed by the Fund's management to be classified in similar business sectors. The economic developments within a particular sector may have an adverse effect on the ability of issuers to meet their obligations. Additionally, economic developments may have an effect on the liquidity and volatility of the portfolio securities.

8. LEGAL PROCEEDINGS

In October 2003, Federated Investors, Inc. and various subsidiaries thereof (including the advisers and distributor for various investment companies, collectively, "Federated"), along with various investment companies sponsored by Federated ("Funds") were named as defendants in several class action lawsuits now pending in the United States District Court for the District of Maryland seeking damages of unspecified amounts. The lawsuits were purportedly filed on behalf of people who purchased, owned and/or redeemed shares of Federated-sponsored mutual funds during specified periods beginning November 1, 1998. The suits are generally similar in alleging that Federated engaged in illegal and improper trading practices including market timing and late trading in concert with certain institutional traders, which allegedly caused financial injury to the mutual fund shareholders. The Board of the Funds has retained the law firm of Dickstein Shapiro Morin & Oshinsky LLP to represent the Funds in these lawsuits. Federated and the Funds, and their respective counsel, are reviewing the allegations and will respond appropriately. Additional lawsuits based upon similar allegations have been filed, and others may be filed in the future. Although Federated does not believe that these lawsuits will have a material adverse effect on the Funds, there can be no assurance that these suits, the ongoing adverse publicity and/or other developments resulting from related regulatory investigations will not result in increased Fund redemptions, reduced sales of Fund shares, or other adverse consequences for the Funds.

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

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

VOTING PROXIES ON FUND PORTFOLIO SECURITIES

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

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 Shareholder 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: shareholders who purchased shares through an intermediary should contact their representative; other shareholders may call the Fund at 1-800-341-7400.

Federated Investors
World-Class Investment Manager

Federated Moderate Allocation 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 314212606
Cusip 314212507

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

G00515-01 (7/04)

 

Item 2.     Code of Ethics

            Not Applicable

Item 3.     Audit Committee Financial Expert

            Not Applicable

Item 4.     Principal Accountant Fees and Services

            Not Applicable

Item 5.     Audit Committee of Listed Registrants

            Not Applicable

Item 6.     Schedule of Investments

            Not Applicable

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

            Not Applicable

Item 8.     Purchases of Equity Securities by Closed-End Management
            Investment Company and Affiliated Purchasers

            Not Applicable

Item 9.     Submission of Matters to a Vote of Security Holders

            Not Applicable

Item 10.    Controls and Procedures

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

(b)  There were no changes in the  registrant's  internal control over financial
     reporting  (as  defined  in rule  30a-3(d)  under the Act)  during the last
     fiscal  half  year  (the  registrant's  second  half year in the case of an
     annual report) that have materially  affected,  or are reasonably likely to
     materially  affect,  the  registrant's   internal  control  over  financial
     reporting.

Item 11.    Exhibits


SIGNATURES

Pursuant to the  requirements  of the  Securities  Exchange  Act of 1934 and the
Investment Company Act of 1940, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.

Registrant  Federated Managed Allocation Portfolios

By          /S/ Richard J. Thomas, Principal Financial Officer
Date        July 22, 2004


Pursuant to the  requirements  of the  Securities  Exchange  Act of 1934 and the
Investment  Company  Act of  1940,  this  report  has been  signed  below by the
following  persons on behalf of the  registrant and in the capacities and on the
dates indicated.


By          /S/ J. Christopher Donahue, Principal Executive Officer
Date        July 22, 2004


By          /S/ Richard J. Thomas, Principal Financial Officer
Date        July 22, 2004