FEDERATED STOCK AND BOND FUND, INC.
Class A Shares
Class B Shares
Class C Shares
Supplement to Prospectus dated December 31, 1998
At a meeting to be held on March 26, 1999, shareholders of the Fund will be
asked to vote on the changes described below. If approved by shareholders, these
changes will take effect as of April 1, 1999. Shareholders will be notified if
any of these changes are not approved. Please keep this supplement for your
records.
Shareholders will be asked to consider the following proposals:
1. To elect nine Directors.
2. To ratify the selection of the Fund's independent auditors.
3. To make changes to the Fund's fundamental investment policies:
(a) To amend the Fund's fundamental investment policy on diversification
of its investments;
(b) To amend the Fund's fundamental investment policy regarding borrowing
to permit the purchase of securities while borrowings are outstanding;
(c) To make non-fundamental the prohibition on the Fund's investments in
securities to exercise control of an issuer; and
(d) To amend the Fund's fundamental investment policy to allow investments
in real estate investment trusts.
4. To remove the Fund's fundamental investment policy regarding selling
securities.
January 12, 1999
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Federated Investors
Federated Securities Corp., Distributor
Federated Investors, Inc.
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
www.federatedinvestors.com
Cusip 313911109
Cusip 313911208
Cusip 313911307
G02437-02 (1/99)