Item 77D
FEDERATED HIGH INCOME BOND FUND, INC.
ARTICLES OF AMENDMENT
FEDERATED HIGH INCOME BOND FUND, INC., a Maryland corporation
(hereinafter called the "Corporation"), hereby certifies to the
State Department of Assessments and Taxation that:
FIRST: The charter of the Corporation is amended by
inserting, at the end of Article EIGHTH, new subparagraph (l), to read:
"(l) To the extent permitted under Maryland law, without the
vote of the shares of any class of stock of the Corporation then
outstanding, the Corporation may, upon approval of a majority
of the Board of Directors, sell and convert into money all the
assets of any class or series of the Corporation. Upon making
provision for the payment of all outstanding obligations, taxes
and other liabilities,
accrued or contingent, belonging to the Corporation, or any class
or series thereof, the Directors shall distribute the remaining
assets of the Corporation ratably among the holders of the
outstanding shares of the Corporation, or any affected class or
series thereof."
SECOND: The foregoing amendment to the charter of the
Corporation was approved by the Board of Directors of the
Corporation; and has been duly approved by shareholders of the
Corporation at a special meeting of the shareholders held on
November 18, 1999.
IN WITNESS WHEREOF, Federated High Income Bond Fund, Inc., has
caused these Articles of Amendment to be signed in its name
and on its behalf as of January 13, 2000, by its duly authorized
officers, who acknowledge that these Articles of Amendment
are the act of the Corporation, that to the best of their
knowledge, information and belief, all matters and facts set
forth therein relating to the authorization and approval of
these Articles are true in all material respects, and that this
statement is made under the penalties of perjury.
WITNESS: FEDERATED HIGH INCOME BOND
FUND, INC.
/s/ C. Grant Anderson By: /s/ J. Christopher Donahue
C. Grant Anderson J. Christopher Donahue
Assistant Secretary Executive Vice President
Current as of: 8/18/94
