FEDERATED TAX FREE TRUST
497, 1995-01-30
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    FEDERATED TAX-FREE TRUST
    PROSPECTUS

     The  shares of Federated Tax-Free Trust  (the "Trust") offered by this
     prospectus represent interests in an open-end, diversified  management
     investment  company (a mutual fund), investing in short-term municipal
     securities to achieve dividend income  exempt from federal income  tax
     while seeking relative stability of principal.

     THE  SHARES OFFERED BY THIS PROSPECTUS ARE NOT DEPOSITS OR OBLIGATIONS
     OF ANY BANK, ARE NOT  ENDORSED OR 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 THESE  SHARES  INVOLVES INVESTMENT
     RISKS INCLUDING  POSSIBLE LOSS  OF PRINCIPAL.  THE TRUST  ATTEMPTS  TO
     MAINTAIN  A STABLE NET ASSET VALUE OF $1.00 PER SHARE; THERE CAN BE NO
     ASSURANCE THAT THE TRUST WILL BE ABLE TO DO SO.

     This prospectus  contains the  information you  should read  and  know
     before  you  invest  in the  Trust.  Keep this  prospectus  for future
     reference.

     The Trust has also filed  a Statement of Additional Information  dated
     January  31, 1995,  with the  Securities and  Exchange Commission. The
     information contained in  the Statement of  Additional Information  is
     incorporated by reference into this prospectus. You may request a copy
     of  the  Statement of  Additional Information  free of  charge, obtain
     other information, or  make inquiries about  the Trust, by  contacting
     the Trust at the address listed in the back of this prospectus.

     THESE  SECURITIES  HAVE  NOT  BEEN  APPROVED  OR  DISAPPROVED  BY  THE
     SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES  COMMISSION
     NOR HAS THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES
     COMMISSION  PASSED UPON THE  ACCURACY OR ADEQUACY  OF THIS PROSPECTUS.
     ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

     Prospectus dated January 31, 1995

TABLE OF CONTENTS
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<TABLE>
<S>                                       <C>
SUMMARY OF TRUST EXPENSES                         1
- ---------------------------------------------------
FINANCIAL HIGHLIGHTS                              2
- ---------------------------------------------------
GENERAL INFORMATION                               3
- ---------------------------------------------------
INVESTMENT INFORMATION                            3
- ---------------------------------------------------
  Investment Objective                            3
  Investment Policies                             3
  Municipal Securities                            5
  Investment Risks                                6
  Investment Limitations                          6
  Regulatory Compliance                           7
TRUST INFORMATION                                 7
- ---------------------------------------------------
  Management of the Trust                         7
  Distribution of Shares                          8
  Administration of the Trust                     8
NET ASSET VALUE                                   9
- ---------------------------------------------------
INVESTING IN THE TRUST                            9
- ---------------------------------------------------
  Share Purchases                                 9
  Minimum Investment Required                    10
  Subaccounting Services                         10
  Certificates and Confirmations                 10
  Dividends                                      11
  Capital Gains                                  11

REDEEMING SHARES                                 11
- ---------------------------------------------------
  By Mail                                        11
  Telephone Redemption                           12
  Accounts with Low Balances                     12

SHAREHOLDER INFORMATION                          12
- ---------------------------------------------------
  Voting Rights                                  12
  Massachusetts Partnership Law                  13

TAX INFORMATION                                  13
- ---------------------------------------------------
  Federal Income Tax                             13

PERFORMANCE INFORMATION                          14
- ---------------------------------------------------
FINANCIAL STATEMENTS                             15
- ---------------------------------------------------
INDEPENDENT AUDITORS' REPORT                     44
- ---------------------------------------------------
ADDRESSES                                        45
- ---------------------------------------------------
</TABLE>

                                       I

SUMMARY OF TRUST EXPENSES
- --------------------------------------------------------------------------------

<TABLE>
<S>                                                                                      <C>        <C>
                                      SHAREHOLDER TRANSACTION EXPENSES

Maximum Sales Load Imposed on Purchases (as a percentage of offering price).......................       None
Maximum Sales Load Imposed on Reinvested Dividends (as a percentage of offering price)............       None
Contingent Deferred Sales Charge (as a percentage of original purchase price or redemption
  proceeds, as applicable)........................................................................       None
Redemption Fee (as a percentage of amount redeemed, if applicable)................................       None
Exchange Fee......................................................................................       None

                                       ANNUAL TRUST OPERATING EXPENSES
                                   (As a percentage of average net assets)
Management Fee (after waiver) (1).................................................................      0.30%
12b-1 Fee.........................................................................................       None
Total Other Expenses..............................................................................      0.15%
  Shareholder Services Fee (after waiver) (2)..........................................      0.04%
        Total Trust Operating Expenses (3)........................................................      0.45%

<FN>

(1)  The  management fee has been reduced to  reflect the waiver of a portion of
     the management fee. The maximum management fee is 0.40%.

(2)  The maximum shareholder services fee is 0.25%.

(3)  The Total Trust Operating Expenses in the table above are based on expenses
     expected during the fiscal year ending  November 30, 1995. The Total  Trust
     Operating  Expenses were 0.45% for the  fiscal year ended November 30, 1994
     and would have been 0.55% absent the waiver of a portion of the  management
     fee.
</TABLE>

    The  purpose of  this table  is to assist  an investor  in understanding the
various costs and  expenses that a  shareholder of the  Trust will bear,  either
directly  or indirectly. For more complete descriptions of the various costs and
expenses, see  "Trust Information".  Wire-transferred redemptions  of less  than
$5,000 may be subject to additional fees.

<TABLE>
<CAPTION>
EXAMPLE                                                              1 YEAR       3 YEARS      5 YEARS      10 YEARS
- -----------------------------------------------------------------  -----------  -----------  -----------  -------------
<S>                                                                <C>          <C>          <C>          <C>
You would pay the following expenses on a $1,000 investment,
assuming (1) 5% annual return and (2) redemption at the end of
each time period.................................................   $       5    $      14    $      25     $      57
</TABLE>

    THE  ABOVE  EXAMPLE SHOULD  NOT BE  CONSIDERED A  REPRESENTATION OF  PAST OR
FUTURE EXPENSES. ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN.

                                       1

FEDERATED TAX-FREE TRUST

FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------

(FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD)

Reference is made to the Independent Auditors' Report on page 44.
<TABLE>
<CAPTION>
                                                                             YEAR ENDED NOVEMBER 30,
                                                              -----------------------------------------------------
                                                                1994       1993       1992       1991       1990
- ------------------------------------------------------------  ---------  ---------  ---------  ---------  ---------
<S>                                                           <C>        <C>        <C>        <C>        <C>
NET ASSET VALUE,
BEGINNING OF PERIOD                                           $   1.00   $   1.00   $   1.00   $   1.00   $   1.00
- ------------------------------------------------------------
INCOME FROM INVESTMENT OPERATIONS
- ------------------------------------------------------------
  Net investment income                                           0.02       0.02       0.03       0.04       0.06
- ------------------------------------------------------------
LESS DISTRIBUTIONS
- ------------------------------------------------------------
  Dividends to shareholders from net investment income           (0.02)     (0.02)     (0.03)     (0.04)     (0.06)
- ------------------------------------------------------------  ---------  ---------  ---------  ---------  ---------
NET ASSET VALUE, END OF PERIOD                                $   1.00   $   1.00   $   1.00   $   1.00   $   1.00
- ------------------------------------------------------------  ---------  ---------  ---------  ---------  ---------
TOTAL RETURN*                                                     2.43%      2.18%      2.88%      4.49%      5.68%
- ------------------------------------------------------------
RATIOS TO AVERAGE
NET ASSETS
- ------------------------------------------------------------
  Expenses                                                        0.45%      0.46%      0.46%      0.46%      0.45%
- ------------------------------------------------------------
  Net investment income                                           2.38%      2.16%      2.84%      4.40%      5.54%
- ------------------------------------------------------------
  Expense waiver/reimbursement (a)                                0.10%      0.03%     --         --         --
- ------------------------------------------------------------
SUPPLEMENTAL DATA
- ------------------------------------------------------------
  Net assets, end of period
  (000 omitted)                                               $1,215,547 $1,346,791 $1,523,588 $1,720,730 $1,887,467
- ------------------------------------------------------------

<CAPTION>
                                                                1989       1988       1987       1986       1985
- ------------------------------------------------------------  ---------  ---------  ---------  ---------  ---------
<S>                                                           <C>        <C>        <C>        <C>        <C>
NET ASSET VALUE,
BEGINNING OF PERIOD                                           $   1.00   $   1.00   $   1.00   $   1.00   $   1.00
- ------------------------------------------------------------
INCOME FROM INVESTMENT OPERATIONS
- ------------------------------------------------------------
  Net investment income                                           0.06       0.05       0.04       0.04       0.05
- ------------------------------------------------------------
LESS DISTRIBUTIONS
- ------------------------------------------------------------
  Dividends to shareholders from net investment income           (0.06)     (0.05)     (0.04)     (0.04)     (0.05)
- ------------------------------------------------------------  ---------  ---------  ---------  ---------  ---------
NET ASSET VALUE, END OF PERIOD                                $   1.00   $   1.00   $   1.00   $   1.00   $   1.00
- ------------------------------------------------------------  ---------  ---------  ---------  ---------  ---------
TOTAL RETURN*                                                     6.03%      4.87%      4.11%      4.43%      4.95%
- ------------------------------------------------------------
RATIOS TO AVERAGE
NET ASSETS
- ------------------------------------------------------------
  Expenses                                                        0.45%      0.45%      0.44%      0.45%      0.45%
- ------------------------------------------------------------
  Net investment income                                           5.86%      4.74%      4.01%      4.31%      4.82%
- ------------------------------------------------------------
  Expense waiver/reimbursement (a)                               --         --          0.01%     --         --
- ------------------------------------------------------------
SUPPLEMENTAL DATA
- ------------------------------------------------------------
  Net assets, end of period
  (000 omitted)                                               $2,140,368 $2,618,595 $2,997,042 $4,119,247 $3,533,028
- ------------------------------------------------------------
<FN>
   *  Based on net asset value, which does not reflect the sales load or
      contingent deferred sales charge, if applicable.
 (a)  This expense decrease is reflected in both the expense and net investment
      income ratios shown above.
</TABLE>

(See Notes which are an integral part of the Financial Statements)

                                       2

GENERAL INFORMATION
- --------------------------------------------------------------------------------

The Trust was established as a Massachusetts business trust under a  Declaration
of  Trust dated  November 20, 1978.  The Trust  is designed for  banks and other
institutions that hold assets for individuals, trusts, estates, or partnerships,
as a convenient means of accumulating  an interest in a professionally  managed,
diversified  portfolio investing  primarily in  short-term municipal securities.
The Trust may not be a suitable investment for retirement plans since it invests
in municipal securities. A minimum initial  investment of $25,000 over a  90-day
period is required.

The  Trust  attempts to  stabilize the  value of  a share  at $1.00.  Shares are
currently sold and redeemed at that price.

INVESTMENT INFORMATION
- --------------------------------------------------------------------------------

INVESTMENT OBJECTIVE

The investment objective  of the Trust  is dividend income  exempt from  federal
income  tax while  seeking relative  stability of  principal. While  there is no
assurance that the Trust will achieve its investment objective, it endeavors  to
do  so by  following the investment  policies described in  this prospectus. The
investment objective and  the policies and  limitations described below,  unless
indicated otherwise, cannot be changed without shareholder approval.

INVESTMENT POLICIES

The Trust pursues its investment objective by investing primarily in a portfolio
of  municipal securities maturing in  one year or less.  The average maturity of
the securities in the  Trust's portfolio, computed  on a dollar-weighted  basis,
will  be 90 days or less, as  required by applicable regulations. The Trust also
has a policy, which cannot be changed without shareholder approval, of  limiting
its  dollar weighted average portfolio for 120 days or less. At least 80% of the
Trust's annual interest income will be exempt from federal income tax.

ACCEPTABLE INVESTMENTS.  The Trust invests primarily in debt obligations  issued
by  or on behalf of  states, territories, and possessions  of the United States,
including the District of Columbia,  and any political subdivision or  financing
authority of any of these, the income from which is, in the opinion of qualified
legal counsel, exempt from federal income tax ("Municipal Securities"). Examples
of Municipal Securities include, but are not limited to:

    - tax  and revenue  anticipation notes  ("TRANs") issued  to finance working
      capital needs in anticipation of receiving taxes or other revenues;

    - bond anticipation  notes  ("BANs")  that are  intended  to  be  refinanced
      through a later issuance of longer-term bonds;

    - municipal commercial paper and other short-term notes;

    - variable rate demand notes;

                                       3

    - municipal bonds (including bonds having serial maturities and pre-refunded
      bonds) and leases; and

    - participation,  trust, and partnership  interests in any  of the foregoing
      obligations.

    VARIABLE RATE DEMAND NOTES.  Variable  rate demand notes are long-term  debt
    instruments  that have variable  or floating interest  rates and provide the
    Trust with the  right to tender  the security for  repurchase at its  stated
    principal  amount  plus  accrued interest.  Such  securities  typically bear
    interest at a rate that is intended to cause the securities to trade at par.
    The interest rate  may float or  be adjusted at  regular intervals  (ranging
    from  daily to annually), and is normally based on a published interest rate
    or interest rate index. Most variable  rate demand notes allow the Trust  to
    demand  the repurchase  of the  security on not  more than  seven days prior
    notice. Other notes only permit the Trust to tender the security at the time
    of each interest rate  adjustment or at other  fixed intervals. See  "Demand
    Features."  The Trust treats  variable rate demand notes  as maturing on the
    later of the date of the next interest rate adjustment or the date on  which
    the Trust may next tender the security for repurchase.

    PARTICIPATION  INTERESTS.   The  Trust may  purchase interests  in Municipal
    Securities from  financial institutions  such as  commercial and  investment
    banks,  savings  and  loan  associations,  and  insurance  companies.  These
    interests may take  the form  of participations, beneficial  interests in  a
    trust,  partnership interests or  any other form  of indirect ownership that
    allows the Trust  to treat  the income from  the investment  as exempt  from
    federal  income tax. The  Trust invests in  these participation interests in
    order to obtain  credit enhancement  or demand  features that  would not  be
    available through direct ownership of the underlying Municipal Securities.

    MUNICIPAL  LEASES.   Municipal leases  are obligations  issued by  state and
    local governments or authorities to finance the acquisition of equipment and
    facilities. They  may take  the form  of a  lease, an  installment  purchase
    contract,  a conditional sales contract, or  a participation interest in any
    of the above.

RATINGS.  The municipal securities in which  the Trust invests must be rated  in
the  highest short-term  rating category  by one  or more  nationally recognized
statistical rating  organizations  ("NRSROs") or  be  of comparable  quality  to
securities having such ratings. An NRSRO's highest rating category is determined
without  regard for sub-categories and gradations. For example, securities rated
SP-1+ or  SP-1  by Standard  &  Poor's  Corporation ("S&P"),  MIG-1  by  Moody's
Investors  Service,  Inc. ("Moody's"),  or FIN-1+  or  FIN-1 by  Fitch Investors
Service, Inc.  ("Fitch") are  all  considered rated  in the  highest  short-term
rating  category. The  Trust will  follow applicable  regulations in determining
whether a security rated by more than one  NRSRO can be treated as being in  the
highest  short-term rating category; currently, such securities must be rated by
two NRSROs in their highest rating category. See "Regulatory Compliance."

CREDIT ENHANCEMENT.  Certain of the Trust's acceptable investments may be credit
enhanced by a  guaranty, letter  of credit,  or insurance.  The Trust  typically
evaluates  the credit  quality and ratings  of credit  enhanced securities based
upon the  financial condition  and ratings  of the  party providing  the  credit
enhancement  (the "credit  enhancer"), rather  than the  issuer. However, credit
enhanced securities will  not be  treated as having  been issued  by the  credit
enhancer for diversification purposes,

                                       4

unless  the Trust has invested more than 10% of its assets in securities issued,
guaranteed or otherwise credit  enhanced by the credit  enhancer, in which  case
the  securities will be treated as having been issued by both the issuer and the
credit enhancer. The bankruptcy, receivership, or default of the credit enhancer
will adversely affect the quality and marketability of the underlying security.

DEMAND FEATURES.  The Trust may acquire securities that are subject to puts  and
standby  commitments  ("demand features")  to purchase  the securities  at their
principal amount (usually with accrued interest) within a fixed period  (usually
seven days) following a demand by the Trust. The demand feature may be issued by
the  issuer of  the underlying  securities, a  dealer in  the securities,  or by
another third party, and may not  be transferred separately from the  underlying
security.  The Trust uses these arrangements to provide the Trust with liquidity
and not  to  protect against  changes  in the  market  value of  the  underlying
securities. The bankruptcy, receivership, or default by the issuer of the demand
feature,  or a default on the underlying security or other event that terminates
the demand feature before its exercise,  will adversely affect the liquidity  of
the  underlying  security. Demand  features that  are  exercisable even  after a
payment default on the underlying  security may be treated  as a form of  credit
enhancement.

WHEN-ISSUED   AND  DELAYED  DELIVERY  TRANSACTIONS.    The  Trust  may  purchase
securities on a when-issued  or delayed delivery  basis. These transactions  are
arrangements  in which the Trust purchases  securities with payment and delivery
scheduled for a future time. The seller's failure to complete these transactions
may cause the  Trust to miss  a price  or yield considered  to be  advantageous.
Settlement  dates may be a month or more after entering into these transactions,
and the market  values of the  securities purchased may  vary from the  purchase
prices. Accordingly, the Trust may pay more or less than the market value of the
securities on the settlement date.

The  Trust may dispose of a commitment  prior to settlement if the adviser deems
it appropriate to do so. In addition,  the Trust may enter into transactions  to
sell  its purchase  commitments to  third parties  at current  market values and
simultaneously acquire other commitments to purchase similar securities at later
dates. The Trust may realize short-term profits or losses upon the sale of  such
commitments.

TEMPORARY  INVESTMENTS.    From  time  to  time,  when  the  investment  adviser
determines that market conditions  call for a  temporary defensive posture,  the
Trust may invest in tax-exempt or taxable securities such as: obligations issued
by  or  on behalf  of municipal  or  corporate issuers  having the  same quality
characteristics as described above; obligations issued or guaranteed by the U.S.
government, its agencies,  or instrumentalities;  instruments issued  by a  U.S.
branch  of a domestic bank or other deposit institution having capital, surplus,
and undivided profits in excess of  $100,000,000 at the time of investment;  and
repurchase  agreements (arrangements in which the organization selling the Trust
a temporary investment agrees at the time of sale to repurchase it at a mutually
agreed upon time and price).

Although the Trust is permitted to make taxable, temporary investments, there is
no current intention to do so.

MUNICIPAL SECURITIES

Municipal Securities  are generally  issued  to finance  public works,  such  as
airports,  bridges, highways, housing,  hospitals, mass transportation projects,
schools, streets, and water and sewer works. They are

                                       5

also issued  to  repay  outstanding  obligations, to  raise  funds  for  general
operating  expenses,  and  to  make  loans  to  other  public  institutions  and
facilities.

Municipal Securities include industrial development bonds issued by or on behalf
of public authorities to provide financing aid to acquire sites or construct and
equip facilities for privately or publicly owned corporations. The  availability
of  this financing encourages these corporations to locate within the sponsoring
communities and thereby increases local employment.

The  two  principal  classifications   of  Municipal  Securities  are   "general
obligation"  and "revenue"  bonds. General obligation  bonds are  secured by the
issuer's pledge of its full faith and credit and taxing power for the payment of
principal and interest. Interest on and principal of revenue bonds, however, are
payable only from the revenue generated by the facility financed by the bond  or
other  specified sources of revenue. Revenue bonds  do not represent a pledge of
credit or  create any  debt  of or  charge against  the  general revenues  of  a
municipality  or public  authority. Industrial  development bonds  are typically
classified as revenue bonds.

INVESTMENT RISKS

Yields on Municipal Securities  depend on a variety  of factors, including:  the
general  conditions of the short-term municipal note market and of the municipal
bond  market;  the  size  of  the  particular  offering;  the  maturity  of  the
obligations;  and the rating of  the issue. The ability  of the Trust to achieve
its investment objective also depends on  the continuing ability of the  issuers
of  Municipal Securities and participation interests, or the credit enhancers of
either, to meet their obligations for the payment of interest and principal when
due. In  addition,  from  time  to time,  the  supply  of  Municipal  Securities
acceptable for purchase by the Trust could become limited.

The  Trust may invest in Municipal Securities which are repayable out of revenue
streams generated from economically related projects or facilities and/or  whose
issuers  are located in  the same state. Sizable  investments in these Municipal
Securities could involve  an increased  risk to the  Trust should  any of  these
related projects or facilities experience financial difficulties.

Obligations  of issuers of Municipal Securities are subject to the provisions of
bankruptcy, insolvency,  and other  laws affecting  the rights  and remedies  of
creditors.  In addition, the  obligations of such issuers  may become subject to
laws enacted  in  the  future  by  Congress,  state  legislators,  or  referenda
extending  the time for payment of  principal and/or interest, or imposing other
constraints upon enforcement of such obligations  or upon the ability of  states
or municipalities to levy taxes. There is also the possibility that, as a result
of  litigation or other conditions,  the power or ability  of any issuer to pay,
when due,  the principal  of and  interest on  its municipal  securities may  be
materially affected.

INVESTMENT LIMITATIONS

The  Trust  will  not  borrow  money  directly  or  through  reverse  repurchase
agreements (arrangements in which the Trust sells a money market instrument  for
a  percentage of its cash value with an agreement  to buy it back on a set date)
or pledge securities except, under  certain circumstances, the Trust may  borrow
up  to one-third of the  value of its total  assets and pledge up  to 10% of the
value of  such assets  to  secure such  borrowings. This  investment  limitation
cannot be changed without shareholder approval.

                                       6

The  Trust will not  invest more than  10% of the  value of its  total assets in
securities which are subject to legal or contractural restrictions on resale.

The above investment limitations cannot be changed without shareholder approval.
The following  limitation,  however, may  be  changed by  the  Trustees  without
shareholder  approval. Shareholders will be  notified before any material change
in this limitation becomes effective.

The Trust  will  not  invest  more  than 10%  of  its  net  assets  in  illiquid
securities.

REGULATORY COMPLIANCE

The  Trust  may  follow  non-fundamental  operational  policies  that  are  more
restrictive than its fundamental  investment limitations, as  set forth in  this
prospectus  and its Statement of Additional Information, in order to comply with
applicable laws and  regulations, including  the provisions  of and  regulations
under  the Investment Company Act of 1940,  as amended. In particular, the Trust
will comply with the  various requirements of Rule  2a-7, which regulates  money
market  mutual funds.  The Trust  will determine  the effective  maturity of its
investments, as well as  its ability to consider  a security as having  received
the  requisite short-term ratings  by NRSROs, according to  Rule 2a-7. The Trust
may change  these  operational policies  to  reflect  changes in  the  laws  and
regulations without the approval of its shareholders.

TRUST INFORMATION
- --------------------------------------------------------------------------------

MANAGEMENT OF THE TRUST

BOARD  OF TRUSTEES.  The  Trust is managed by a  Board of Trustees. The Trustees
are responsible for managing the Trust's business affairs and for exercising all
the Trust's  powers except  those reserved  for the  shareholders. An  Executive
Committee  of the Board of Trustees handles the Board's responsibilities between
meetings of the Board.

INVESTMENT ADVISER.  Investment  decisions for the Trust  are made by  Federated
Research,  the Trust's investment adviser, subject to direction by the Trustees.
The adviser continually  conducts investment  research and  supervision for  the
Trust and is responsible for the purchase and sale of portfolio instruments.

    ADVISORY FEES.  The adviser receives an annual investment advisory fee equal
    to  .40 of 1% of the Trust's  average daily net assets. Under the investment
    advisory contract, the adviser will reimburse the Trust the amount,  limited
    to  the amount of  the advisory fee,  by which the  Trust's aggregate annual
    operating expenses,  including its  investment  advisory fee  but  excluding
    interest,  taxes, brokerage commissions, expenses  of withholding taxes, and
    extraordinary expenses exceed  .45 of 1%  of its average  daily net  assets.
    This does not include reimbursement to the Trust of any expenses incurred by
    shareholders  who  use the  transfer  agent's subaccounting  facilities. The
    adviser has also undertaken to reimburse the Trust for operating expenses in
    excess of limitations established by certain states.

    ADVISER'S BACKGROUND.    Federated  Research,  a  Delaware  business  trust,
    organized  on April 11,  1989, is a registered  investment adviser under the
    Investment Advisers Act of 1940. It is a

                                       7

    subsidiary of Federated  Investors. All of  the Class A  (voting) shares  of
    Federated  Investors are owned by a trust, the trustees of which are John F.
    Donahue, Chairman and  Trustee of Federated  Investors, Mr. Donahue's  wife,
    and  Mr. Donahue's son, J. Christopher Donahue, who is President and Trustee
    of Federated Investors.

    Federated Research and  other subsidiaries of  Federated Investors serve  as
    investment  advisers  to  a  number  of  investment  companies  and  private
    accounts. Certain other subsidiaries also provide administrative services to
    a  number  of  investment  companies.  Total  assets  under  management   or
    administration  by these and  other subsidiaries of  Federated Investors are
    approximately $70 billion. Federated Investors, which was founded in 1956 as
    Federated Investors, Inc., develops and  manages mutual funds primarily  for
    the  financial industry.  Federated Investors'  track record  of competitive
    performance and  its disciplined,  risk averse  investment philosophy  serve
    approximately  3,500  client  institutions  nationwide.  Through  these same
    client institutions, individual shareholders also  have access to this  same
    level of investment expertise.

DISTRIBUTION OF SHARES

Federated Securities Corp. is the principal distributor for shares of the Trust.
It  is a  Pennsylvania corporation  organized on November  14, 1969,  and is the
principal distributor for a number of investment companies. Federated Securities
Corp. is a subsidiary of Federated Investors.

SHAREHOLDER SERVICES PLAN.   The Trust has adopted  a Shareholder Services  Plan
(the "Services Plan") under which it will pay Federated Shareholder Services, an
affiliate  of Federated  Investors, an  amount not  exceeding .25  of 1%  of the
average daily net asset value of  the Trust to provide personal services  and/or
maintenance of shareholder accounts to the Trust and its shareholders. From time
to  time and for such periods as deemed appropriate, the amount stated above may
be reduced voluntarily.

Federated Shareholder  Services may  elect to  pay financial  institutions  fees
based  upon shares owned by their clients  or customers for services provided to
those clients or customers. The schedules of such fees and the basis upon  which
such  fees  will be  paid  will be  determined from  time  to time  by Federated
Shareholder Services.

GLASS-STEAGALL ACT.  The Glass-Steagall  Act prohibits a depository  institution
(such  as a  commercial bank or  a savings  and loan association)  from being an
underwriter or distributor of most  securities. In the event the  Glass-Steagall
Act   is  deemed  to  prohibit  depository   institutions  from  acting  in  the
administrative capacities  described  above  or should  Congress  relax  current
restrictions  on depository institutions, the Trustees will consider appropriate
changes in the administrative services.

State securities laws governing the ability of depository institutions to act as
underwriters or distributors of securities may differ from interpretations given
to the Glass-Steagall Act and,  therefore, banks and financial institutions  may
be required to register as dealers pursuant to state law.

ADMINISTRATION OF THE TRUST

ADMINISTRATIVE  SERVICES.   Federated Administrative  Services, a  subsidiary of
Federated Investors, provides administrative  personnel and services  (including
certain legal and accounting services)

                                       8

necessary to operate the Trust. Federated Administrative Services provides these
at an annual rate as specified below:

<TABLE>
<CAPTION>
            MAXIMUM FEE              AVERAGE AGGREGATE DAILY NET ASSETS
        --------------------        ------------------------------------
        <S>                         <C>
           .15 of 1%                on the first $250 million
           .125 of 1%               on the next $250 million
           .10 of 1%                on the next $250 million
           .075 of 1%               on assets in excess of $750 million
</TABLE>

The  administrative  fee  received during  any  fiscal  year shall  be  at least
$125,000 per portfolio and $30,000 per each additional class of shares.  Average
aggregate  daily  net  assets  include  those of  all  mutual  funds  advised by
affiliates of Federated Investors. Federated Administrative Services may  choose
voluntarily to waive a portion of its fee.

CUSTODIAN.  State Street Bank and Trust Company, Boston, MA is custodian for the
securities and cash of the Trust.

TRANSFER  AGENT  AND DIVIDEND  DISBURSING  AGENT.   Federated  Services Company,
Pittsburgh, PA is  transfer agent  for the  shares of,  and dividend  disbursing
agent for, the Trust.

INDEPENDENT  AUDITORS.   The independent auditors  for the Trust  are Deloitte &
Touche LLP, Boston, MA.

NET ASSET VALUE
- --------------------------------------------------------------------------------

The Trust attempts to stabilize  the net asset value of  its shares at $1.00  by
valuing  the portfolio securities using the amortized cost method. The net asset
value per share is determined by subtracting total liabilities from total assets
and dividing the remainder by the number of shares outstanding. The Trust cannot
guarantee that its net asset value will always remain at $1.00 per share.

The net  asset value  is determined  at 12:00  noon, 3:00  p.m., and  4:00  p.m.
(Eastern  time) Monday through Friday except on: (i) days on which there are not
sufficient changes in the value of the Trust's portfolio securities that its net
asset value might be materially affected;  (ii) days during which no shares  are
tendered  for redemption and no orders to purchase shares are received; or (iii)
the following holidays: New Year's  Day, Presidents' Day, Good Friday,  Memorial
Day, Independence Day, Labor Day, Thanksgiving Day, and Christmas Day.

INVESTING IN THE TRUST
- --------------------------------------------------------------------------------

SHARE PURCHASES

Shares  are  sold  at  their  net asset  value,  without  a  sales  charge, next
determined after an  order is  received, on  days on  which the  New York  Stock
Exchange  and the Federal Reserve Wire System  are open for business. Shares may
be purchased either by wire or mail. The Trust reserves the right to reject  any
purchase request.

                                       9

To  make  a purchase,  open  an account  by  calling Federated  Securities Corp.
Information needed to establish the account will be taken by telephone.

BY WIRE.  To purchase by Federal  Reserve wire, call the Trust before 3:00  p.m.
(Eastern  time) to place an order. The order is considered received immediately.
Payment by federal funds must be received before 3:00 p.m., (Eastern time)  that
day.  Federal funds should be wired  as follows: Federated Services Company, c/o
State Street Bank and Trust Company, Boston, Massachusetts; Attention: EDGEWIRE;
For Credit to: Federated Tax-Free Trust;  Fund Number (this number can be  found
on  the account  statement or  by contacting the  Trust); Group  Number or Order
Number; Nominee or Institution Name; and ABA Number 011000028.

BY MAIL.  To purchase by mail,  send a check made payable to Federated  Tax-Free
Trust  to: Federated Services Company, State Street Bank and Trust Company, P.O.
Box 8602, Boston,  MA 02266-8602. Orders  by mail are  considered received  when
payment  by check  is converted  into federal funds.  This is  normally the next
business day after the check is received.

AUTOMATIC INVESTMENTS.   Investors may establish  accounts with their  financial
institutions to have cash accumulations automatically invested in the Trust. The
investments  may be made  on predetermined dates or  when the investor's account
reaches a certain  level. Participating financial  institutions are  responsible
for  prompt transmission of orders relating to  the program, and they may charge
for their  services.  Investors  should  read this  prospectus  along  with  the
financial  institution's agreement  or literature describing  these services and
fees.

MINIMUM INVESTMENT REQUIRED

The minimum initial  investment is $25,000.  However, an account  may be  opened
with  a smaller amount as long as the minimum is reached within 90 days. Minimum
investments will be  calculated by  combining all accounts  maintained with  the
Trust.   Financial   institutions  may   impose  different   minimum  investment
requirements on their customers.

SUBACCOUNTING SERVICES

Financial institutions are encouraged to  open single master accounts.  However,
certain   financial  institutions   may  wish   to  use   the  transfer  agent's
subaccounting system to minimize their internal recordkeeping requirements.  The
transfer  agent  charges a  fee  based on  the  level of  subaccounting services
rendered. Financial institutions may charge  or pass through subaccounting  fees
as  part of or in addition to normal trust or agency account fees. They may also
charge fees for other services provided which may be related to the ownership of
Trust shares.  This prospectus  should,  therefore, be  read together  with  any
agreement  between the customer and the financial institution with regard to the
services provided, the fees charged for those services and any restrictions  and
limitations imposed.

CERTIFICATES AND CONFIRMATIONS

As  transfer agent for  the Trust, Federated Services  Company maintains a share
account for each shareholder. Share certificates are not issued unless requested
by contacting the Trust or Federated Services Company in writing.

                                       10

Monthly confirmations are sent to report transactions such as all purchases  and
redemptions as well as dividends paid during the month.

DIVIDENDS

Dividends  are  declared daily  and  paid monthly.  Dividends  are automatically
reinvested on  payment dates  in  additional shares  of  the Trust  unless  cash
payments  are requested by writing to the Trust. Shares purchased by wire before
3:00 p.m. (Eastern time) begin earning  dividends that day. Shares purchased  by
check  begin earning dividends the day after the check is converted into federal
funds.

CAPITAL GAINS

The Trust does not  expect to realize  any capital gains  or losses. If  capital
gains  or losses were to occur, they could  result in an increase or decrease in
dividends. The Trust will distribute in  cash or additional shares any  realized
net long-term capital gains at least once every 12 months.

REDEEMING SHARES
- --------------------------------------------------------------------------------

Shares  are redeemed  at their net  asset value next  determined after Federated
Services Company receives the  redemption request. Redemptions  will be made  on
days  on which the Trust computes its  net asset value. Redemption requests must
be received in proper form and can be made as described below.

BY MAIL

Shares may  be redeemed  by sending  a written  request to:  Federated  Tax-Free
Trust,  P.O. Box 8602, Boston, MA  02266-8602. The written request should state:
Federated Tax-Free Trust; shareholder's name; the account number; and the  share
or  dollar  amount  requested.  Sign  the  request  exactly  as  the  shares are
registered. Shareholders should call  the Trust for  assistance in redeeming  by
mail.

If  share  certificates have  been issued,  they must  be properly  endorsed and
should be sent by registered or certified mail with the written request.

Shareholders requesting a  redemption of $50,000  or more, a  redemption of  any
amount  to be sent to an address other than  that on record with the Trust, or a
redemption payable  other than  to the  shareholder of  record must  have  their
signatures guaranteed by:

    - a  trust company or commercial bank whose deposits are insured by the Bank
      Insurance Fund  which is  administered by  the Federal  Deposit  Insurance
      Corporation ("FDIC");

    - a member firm of the New York, American, Boston, Midwest, or Pacific Stock
      Exchanges;

    - a  savings bank or savings and loan association whose deposits are insured
      by the Savings Association  Insurance Fund, which  is administered by  the
      FDIC; or

    - any  other "eligible guarantor institution,"  as defined in the Securities
      Exchange Act of 1934.

The Trust does not accept signatures guaranteed by a notary public.

                                       11

The Trust and the transfer agent have adopted standards for accepting  signature
guarantees  from the above  institutions. The Trust  may elect in  the future to
limit eligible  signature guarantors  to institutions  that are  members of  the
signature  guarantee program. The Trust and its transfer agent reserve the right
to amend these standards at any time without notice.

Normally, a check for the proceeds is mailed within one business day, but in  no
event  more  than  seven days,  after  receipt  of a  proper  written redemption
request. Dividends  are paid  up to  and  including the  day that  a  redemption
request is processed.

TELEPHONE REDEMPTION

Shares  may be redeemed by telephoning  the Trust. Telephone instructions may be
recorded and if reasonable procedures are not  followed by the Trust, it may  be
liable  for losses due to unauthorized  or fraudulent telephone instructions. An
authorization form permitting the Trust to accept telephone requests must  first
be  completed. Authorization forms and information on this service are available
from Federated Securities Corp.

If the  redemption request  is received  before 3:00  p.m. (Eastern  time),  the
proceeds  will be wired the same day  to the shareholder's account at a domestic
commercial bank  which is  a member  of the  Federal Reserve  System, and  those
shares  redeemed will not be  entitled to that day's  dividend. A daily dividend
will be paid on shares redeemed if the redemption request is received after 3:00
p.m. (Eastern time).  However, the proceeds  are not wired  until the  following
business day.

In the event of drastic economic or market changes, a shareholder may experience
difficulty  in  redeeming by  telephone. If  such a  case should  occur, another
method of redemption, such as  "By Mail", should be  considered. If at any  time
the  Trust shall determine  it necessary to  terminate or modify  this method of
redemption, shareholders would be promptly notified.

ACCOUNTS WITH LOW BALANCES

Due to the high cost  of maintaining accounts with  low balances, the Trust  may
redeem  shares in  any account and  pay the  proceeds to the  shareholder if the
account balance  falls  below  a  required  minimum  value  of  $25,000  due  to
shareholder redemptions.

Before  shares are redeemed to close an  account, the shareholder is notified in
writing and allowed 30  days to purchase additional  shares to meet the  minimum
requirement.

SHAREHOLDER INFORMATION
- --------------------------------------------------------------------------------

VOTING RIGHTS

Each  share of the Trust gives the shareholder one vote in Trustee elections and
other matters submitted to  shareholders for vote.  As a Massachusetts  business
trust,   the  Trust  is  not  required  to  hold  annual  shareholder  meetings.
Shareholder approval will  be sought  only for  certain changes  in the  Trust's
operation and for election of Trustees under certain circumstances.

                                       12

Trustees may be removed by the Trustees or by shareholders at a special meeting.
A  special meeting of the Trust shall be called by the Trustees upon the written
request of shareholders owning at least 10% of the Trust's outstanding shares.

MASSACHUSETTS PARTNERSHIP LAW

Under certain  circumstances,  shareholders may  be  held personally  liable  as
partners  under Massachusetts law  for obligations of the  Trust. To protect its
shareholders, the  Trust  has  filed legal  documents  with  Massachusetts  that
expressly  disclaim the liability of its shareholders for acts or obligations of
the Trust. These documents require notice of this disclaimer to be given in each
agreement, obligation, or  instrument the Trust  or its Trustees  enter into  or
sign.

In  the unlikely event a  shareholder is held personally  liable for the Trust's
obligations, the  Trust is  required by  the  Declaration of  Trust to  use  its
property  to protect or  compensate the shareholder. On  request, the Trust will
defend any claim made and pay any judgment against a shareholder for any act  or
obligation of the Trust. Therefore, financial loss resulting from liability as a
shareholder  will occur only if the Trust  itself cannot meet its obligations to
indemnify shareholders and pay judgments against them.

TAX INFORMATION
- --------------------------------------------------------------------------------

FEDERAL INCOME TAX

The Trust will pay no federal income tax because it expects to meet requirements
of the Internal Revenue Code applicable to regulated investment companies and to
receive the special tax treatment afforded to such companies.

Shareholders are  not required  to pay  the federal  regular income  tax on  any
dividends  received from  the Trust  that represent  net interest  on tax-exempt
municipal  bonds.  However,  under  the  Tax  Reform  Act  of  1986,   dividends
representing  net  interest earned  on certain  "private activity"  bonds issued
after August 7,  1986, may  be included  in calculating  the federal  individual
alternative minimum tax or the federal alternative minimum tax for corporations.
The  Trust may purchase all types of municipal bonds, including private activity
bonds.

The alternative minimum  tax applies  when it exceeds  the regular  tax for  the
taxable year. Alternative minimum taxable income is equal to the regular taxable
income  of the taxpayer increased by certain "tax preference" items not included
in regular  taxable income  and reduced  by  only a  portion of  the  deductions
allowed in the calculation of the regular tax.

Dividends of the Trust representing net interest income earned on some temporary
investments and any realized net short-term gains are taxed as ordinary income.

These  tax  consequences apply  whether  dividends are  received  in cash  or as
additional shares.

In the opinion of Houston, Houston, & Donnelly, counsel to the Trust:

                                       13

    - the Trust is not  subject to Pennsylvania  corporate or personal  property
      taxes; and

    - Trust  shares  may  be  subject  to  personal  property  taxes  imposed by
      counties, municipalities,  and school  districts  in Pennsylvania  to  the
      extent that the portfolio securities in the Trust would be subject to such
      taxes if owned directly by residents of those jurisdictions.

OTHER  STATE AND  LOCAL TAXES.   Because interest  received by Trust  may not be
exempt from all state  and local income taxes,  shareholders may be required  to
pay state and local taxes on dividends received from the Trust. Shareholders are
urged  to consult their own tax advisers  regarding the status of their accounts
under state and local tax laws.

PERFORMANCE INFORMATION
- --------------------------------------------------------------------------------

From time  to  time  the  Trust  advertises  its  yield,  effective  yield,  and
tax-equivalent yield.

Yield  represents the annualized rate  of income earned on  an investment over a
seven-day period. It is the annualized dividends earned during the period on  an
investment  shown  as a  percentage of  the investment.  The effective  yield is
calculated similarly to the yield, but when annualized, the income earned by  an
investment  is  assumed to  be  reinvested daily.  The  effective yield  will be
slightly higher than the yield because of the compounding effect of this assumed
reinvestment. The tax-equivalent yield is calculated similarly to the yield, but
is adjusted to reflect the taxable yield  that would have to be earned to  equal
the Trust's tax exempt yield, assuming a specific tax rate.

Advertisements and sales literature may also refer to total return. Total return
represents  the change,  over a  specified period  of time,  in the  value of an
investment in  the  Trust after  reinvesting  all income  distributions.  It  is
calculated by dividing that change by the initial investment and is expressed as
a percentage.

From  time to time, advertisements for the Trust may refer to ratings, rankings,
and other  information  in certain  financial  publications and/or  compare  its
performance to certain indices.

                                       14

FEDERATED TAX-FREE TRUST
PORTFOLIO OF INVESTMENTS
NOVEMBER 30, 1994
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                CREDIT
                                                                               RATING:
  PRINCIPAL                                                                    MOODY'S
    AMOUNT                                                                     OR S&P*        VALUE
- --------------   ------------------------------------------------------------  --------  ----------------
<C>              <S>                                                           <C>       <C>
SHORT-TERM MUNICIPAL SECURITIES--99.5%
- -----------------------------------------------------------------------------
                 ALABAMA--1.5%
                 ------------------------------------------------------------
$ 6,100,000      Birmingham, AL, GO Weekly VRDNs (Series 1992A)/ (First
                 Alabama Bank LOC)                                               A-1+    $      6,100,000
                 ------------------------------------------------------------
  3,100,000      Birmingham, AL, Medical Clinic Board Daily VRDNs (University
                 of Alabama Health Services Foundation)/ (Morgan Guaranty
                 Trust Co. LOC)                                                  A-1+           3,100,000
                 ------------------------------------------------------------
  1,500,000      Huntsville, AL, Health Care Authority/Health Care Facilities
                 Weekly VRDNs (Series 1994A)/(MBIA Insured)/ (AmSouth Bank
                 N.A. BPA)                                                       A-1            1,500,000
                 ------------------------------------------------------------
  1,875,000      Madison, AL, IDA Weekly VRDNs (Series A)/(Executive Inn
                 Ltd.)/(AmSouth Bank N.A. LOC)                                   A-1            1,875,000
                 ------------------------------------------------------------
  1,000,000      Montgomery, AL, Special Care Facilities Finance Authority
                 Weekly VRDNs (Series 94A)/(Baptist Medical Center)/(AmSouth
                 Bank N.A. LOC)                                                 VMIG1           1,000,000
                 ------------------------------------------------------------
  4,575,000      Montgomery, AL, IDB Pollution Control & Solid Disposal
                 Revenue, 3.45% CP (General Electric Co. Guaranty), Mandatory
                 Tender 12/20/94                                                 A-1+           4,575,000
                 ------------------------------------------------------------            ----------------
                     Total                                                                     18,150,000
                 ------------------------------------------------------------            ----------------
                 ALASKA--1.6%
                 ------------------------------------------------------------
  3,000,000      Alaska Housing Finance Corporation Weekly VRDNs (Series
                 1994A)/(Westdeutsche Landesbank Girozentrale, Credit Suisse
                 and Swiss Bank Corp. LOCs)                                      A-1+           3,000,000
                 ------------------------------------------------------------
 16,500,000      Valdez, AK, Marine Terminal Daily VRDNs (Exxon Corp.
                 Guaranty)                                                       A-1+          16,500,000
                 ------------------------------------------------------------            ----------------
                     Total                                                                     19,500,000
                 ------------------------------------------------------------            ----------------
                 ARIZONA--1.3%
                 ------------------------------------------------------------
  5,300,000      Phoenix, AZ, Daily VRDNs                                        A-1+           5,300,000
                 ------------------------------------------------------------
</TABLE>

                                       15

FEDERATED TAX-FREE TRUST
- ---------------------------------------------------------
<TABLE>
<CAPTION>
                                                                                CREDIT
                                                                               RATING:
  PRINCIPAL                                                                    MOODY'S
    AMOUNT                                                                     OR S&P*        VALUE
- --------------   ------------------------------------------------------------  --------  ----------------
<C>              <S>                                                           <C>       <C>
SHORT-TERM MUNICIPAL SECURITIES--CONTINUED
- -----------------------------------------------------------------------------
                 ARIZONA--CONTINUED
                 ------------------------------------------------------------
$10,600,000      Pima County, AZ, IDA Weekly VRDNs (Tucson Electric Power
                 Company)/(Barclays Bank, PLC LOC)                              VMIG1    $     10,600,000
                 ------------------------------------------------------------            ----------------
                     Total                                                                     15,900,000
                 ------------------------------------------------------------            ----------------
                 ARKANSAS--0.2%
                 ------------------------------------------------------------
  2,095,000      Arkansas Hospital Equipment Finance Authority Weekly VRDNs
                 (Jefferson Hospital Association)/(Credit Commerciale de
                 France LOC)                                                    VMIG1           2,095,000
                 ------------------------------------------------------------
    900,000      Arkansas Hospital Equipment Finance Authority Weekly VRDNs
                 (Series 85)/(Credit Suisse LOC)                                 A-1+             900,000
                 ------------------------------------------------------------            ----------------
                     Total                                                                      2,995,000
                 ------------------------------------------------------------            ----------------
                 CALIFORNIA--7.9%
                 ------------------------------------------------------------
  7,500,000      California Pollution Control Finance Authority, 3.70% CP
                 (Series 1988C)/(Pacific Gas & Electric Co.)/(Credit Suisse
                 LOC), Mandatory Tender 1/9/95                                   A-1+           7,500,000
                 ------------------------------------------------------------
 10,500,000      California State, 4.10% Semi-Annual TOBs (FGIC
                 Insured)/(Banque Nationale de Paris BPA), Optional Tender
                 5/1/95                                                          A-1+          10,500,000
                 ------------------------------------------------------------
  7,000,000      California State, 5.00% RANs (Series A), 6/28/95               SP-1+           7,031,439
                 ------------------------------------------------------------
  5,078,713(a)   California State, First Boston California Trust/Floating
                 Rate Trust Certificate, Weekly VRDNs (Series 10)/(Credit
                 Suisse Financial Products BPA)/(Bank of America NT & SA,
                 Banque Nationale de Paris, Bank of Nova Scotia Canadian
                 Imperial Bank of Commerce, Chemical Bank, Citibank N.A.,
                 Credit Suisse, Morgan Guaranty Trust Co., National
                 Westminster Bank, PLC, London, Societe Generale North
                 America, Inc., Sumitomo Bank Ltd., Swiss Bank Corp.,
                 Westdeusche Landesbank Girozentrale & Toronto Dominion Bank
                 LOCs)                                                           MIG1           5,078,713
                 ------------------------------------------------------------
 10,000,000      California State, Monthly VRNs (Series C)                      SP-1+          10,000,000
                 ------------------------------------------------------------
</TABLE>

                                       16

FEDERATED TAX-FREE TRUST
- ---------------------------------------------------------
<TABLE>
<CAPTION>
                                                                                CREDIT
                                                                               RATING:
  PRINCIPAL                                                                    MOODY'S
    AMOUNT                                                                     OR S&P*        VALUE
- --------------   ------------------------------------------------------------  --------  ----------------
<C>              <S>                                                           <C>       <C>
SHORT-TERM MUNICIPAL SECURITIES--CONTINUED
- -----------------------------------------------------------------------------
                 CALIFORNIA--CONTINUED
                 ------------------------------------------------------------
$10,000,000      California Student Loan Revenue Bonds, 3.90% Annual TOBs
                 (Series B)/(Student Loan Marketing Association), Mandatory
                 Tender 7/1/95                                                  VMIG1    $     10,000,000
                 ------------------------------------------------------------
 10,000,000(a)   Clipper, CA, Tax-Exempt Trust (94-2) Weekly VRDNs (State
                 Street Bank & Trust Co. BPA)/(Toronto-Dominion Bank, Bank of
                 Nova Scotia, Banque Nationale de Paris, Canadian Imperial
                 Bank of Commerce, Chemical Bank, Citibank N.A. & Credit
                 Suisse LOCs)                                                   VMIG1          10,000,000
                 ------------------------------------------------------------
 18,950,000      Los Angeles County, CA, 4.50% TRANs, 6/30/95                   SP-1+          19,018,545
                 ------------------------------------------------------------
 10,000,000      San Bernardino County, CA, Board of Education, 4.25% TRANs,
                 7/28/95                                                        SP-1+          10,012,388
                 ------------------------------------------------------------
  7,000,000      Stanislaus County, CA, Office of Education, 4.25% TRANs,
                 7/10/95                                                        SP-1+           7,022,440
                 ------------------------------------------------------------            ----------------
                     Total                                                                     96,163,525
                 ------------------------------------------------------------            ----------------
                 COLORADO--3.7%
                 ------------------------------------------------------------
 22,985,000      Arapahoe County, CO, Improvement Authority, 3.90%
                 Semi-Annual TOBs (Series G)/(Societe Generale, Paris LOC),
                 Optional Tender 2/28/95                                        SP-1+          22,985,000
                 ------------------------------------------------------------
  2,500,000      Loveland, CO, IDR, 3.40% Semi-Annual TOBs (Series
                 1993S)/(Safeway, Inc.)/(Bankers Trust Co. LOC), Mandatory
                 Tender 12/1/94                                                  A-1+           2,500,000
                 ------------------------------------------------------------
 19,000,000      Moffat County, CO, PCR Weekly VRDNs (Series 1984)/ (Colorado
                 UTE Electric Association)/(NRUCFC Guaranty)                     A-1           19,000,000
                 ------------------------------------------------------------            ----------------
                     Total                                                                     44,485,000
                 ------------------------------------------------------------            ----------------
                 FLORIDA--5.1%
                 ------------------------------------------------------------
  1,000,000      Eustis Health Facilities Authority, FL, Weekly VRDNs (Series
                 1985)/(Waterman Medical Center, Inc.)/(Banque Paribas LOC)      P-1            1,000,000
                 ------------------------------------------------------------
</TABLE>

                                       17

FEDERATED TAX-FREE TRUST
- ---------------------------------------------------------
<TABLE>
<CAPTION>
                                                                                CREDIT
                                                                               RATING:
  PRINCIPAL                                                                    MOODY'S
    AMOUNT                                                                     OR S&P*        VALUE
- --------------   ------------------------------------------------------------  --------  ----------------
<C>              <S>                                                           <C>       <C>
SHORT-TERM MUNICIPAL SECURITIES--CONTINUED
- -----------------------------------------------------------------------------
                 FLORIDA--CONTINUED
                 ------------------------------------------------------------
$ 2,000,000(a)   Florida State Board Education, Weekly VRDNs (Series
                 10)/(Morgan Guaranty Trust Co. BPA)                            VMIG1    $      2,000,000
                 ------------------------------------------------------------
  8,485,000      Fort Lauderdale, FL, Performing Arts Center Authority Weekly
                 VRDNs (Sun Bank N.A. LOC)                                      VMIG1           8,485,000
                 ------------------------------------------------------------
  6,000,000      Jacksonville, FL, Electric Authority, 3.45% CP (Series
                 C-1)/(Morgan Guaranty Trust Co., BPA), Mandatory Tender
                 12/21/94                                                        A-1+           6,000,000
                 ------------------------------------------------------------
  2,000,000      Orange County, FL, Health Facilities Authority Weekly VRDNs
                 (Mayflower Retirement Community, Inc.)/ (Banque Paribas LOC)    A-1+           2,000,000
                 ------------------------------------------------------------
  5,000,000      Sunshine State Governmental Finance Commission, FL, 3.10% CP
                 (Morgan Guaranty Trust Co., National Westminster Bank, PLC
                 and Union Bank of Switzerland LOCs), Mandatory Tender
                 12/16/94                                                       VMIG1           5,000,000
                 ------------------------------------------------------------
 10,000,000      Sunshine State Governmental Finance Commission, FL,
                 3.20%-3.45% CP (Morgan Guaranty Trust Co., National
                 Westminster Bank, PLC and Union Bank of Switzerland LOCs),
                 Mandatory Tender 12/13/94                                      VMIG1          10,000,000
                 ------------------------------------------------------------
  2,500,000      Sunshine State Governmental Finance Commission, FL, 3.20% CP
                 (Morgan Guaranty Trust Co., National Westminster Bank, PLC
                 and Union Bank of Switzerland LOCs), Mandatory Tender
                 12/20/94                                                       VMIG1           2,500,000
                 ------------------------------------------------------------
  5,900,000      Sunshine State Governmental Finance Commission, FL, 3.55% CP
                 (Morgan Guaranty Trust Co., National Westminister Bank, PLC
                 and Union Bank of Switzerland LOCs), Mandatory Tender
                 1/12/95                                                        VMIG1           5,900,000
                 ------------------------------------------------------------
 10,000,000      Sunshine State Governmental Finance Commission, FL, 3.70% CP
                 (Morgan Guaranty Trust Co., National Westminster Bank, PLC
                 and Union Bank of Switzerland LOCs), Mandatory Tender
                 2/17/95                                                        VMIG1          10,000,000
                 ------------------------------------------------------------
</TABLE>

                                       18

FEDERATED TAX-FREE TRUST
- ---------------------------------------------------------
<TABLE>
<CAPTION>
                                                                                CREDIT
                                                                               RATING:
  PRINCIPAL                                                                    MOODY'S
    AMOUNT                                                                     OR S&P*        VALUE
- --------------   ------------------------------------------------------------  --------  ----------------
<C>              <S>                                                           <C>       <C>
SHORT-TERM MUNICIPAL SECURITIES--CONTINUED
- -----------------------------------------------------------------------------
                 FLORIDA--CONTINUED
                 ------------------------------------------------------------
$ 9,500,000      Sunshine State Governmental Finance Commission, FL, 3.85% CP
                 (Morgan Guaranty Trust Co., National Westminster Bank, PLC
                 and Union Bank of Switzerland LOCs), Mandatory Tender
                 2/10/95                                                        VMIG1    $      9,500,000
                 ------------------------------------------------------------            ----------------
                     Total                                                                     62,385,000
                 ------------------------------------------------------------            ----------------
                 GEORGIA--1.8%
                 ------------------------------------------------------------
  6,000,000      Burke County, GA, PCR Weekly VRDNs (Series 1992)/ (Georgia
                 Power Co.)/(Trust Company Bank LOC)                             A-1+           6,000,000
                 ------------------------------------------------------------
  3,385,000      Fulco, GA, Hospital Authority Weekly VRDNs (Piedmont
                 Hospital)/(Trust Company Bank LOC)                              A-1+           3,385,000
                 ------------------------------------------------------------
  5,000,000      Fulton County, GA, Multi-Family Housing Authority Revenue
                 Refunding Weekly VRDNs (Series 1994)/ (Spring Creek
                 Crossing)/(Wachovia Bank of Atlanta, GA, N.A. LOC)              A-1+           5,000,000
                 ------------------------------------------------------------
  8,000,000      Rockdale County, GA, Hospital Authority Revenue Anticipation
                 Certificates Weekly VRDNs (Series 1994)/ (Trust Company Bank
                 LOC)                                                           VMIG1           8,000,000
                 ------------------------------------------------------------            ----------------
                     Total                                                                     22,385,000
                 ------------------------------------------------------------            ----------------
                 ILLINOIS--9.2%
                 ------------------------------------------------------------
  3,600,000      Chicago, IL, Weekly VRDNs (Series 1994B)/(Societe Generale,
                 Paris LOC)                                                      A-1+           3,600,000
                 ------------------------------------------------------------
  4,700,000      Illinois Development Authority Weekly VRDNs (Series
                 1993A)/(Loyola Academy)/(Northern Trust Co. LOC)                A-1+           4,700,000
                 ------------------------------------------------------------
 10,000,000      Illinois Development Finance Authority Weekly VRDNs (Series
                 1994)/(Chicago Symphony Orchestra)/(Northern Trust Co. and
                 Sanwa Bank Ltd. LOC(s))                                         A-1+          10,000,000
                 ------------------------------------------------------------
</TABLE>

                                       19

FEDERATED TAX-FREE TRUST
- ---------------------------------------------------------
<TABLE>
<CAPTION>
                                                                                CREDIT
                                                                               RATING:
  PRINCIPAL                                                                    MOODY'S
    AMOUNT                                                                     OR S&P*        VALUE
- --------------   ------------------------------------------------------------  --------  ----------------
<C>              <S>                                                           <C>       <C>
SHORT-TERM MUNICIPAL SECURITIES--CONTINUED
- -----------------------------------------------------------------------------
                 ILLINOIS--CONTINUED
                 ------------------------------------------------------------
$10,000,000      Illinois Development Finance Authority Weekly VRDNs (Series
                 1994)/(Museum of Contemporary Art)/(NBD Bank, N.A., Harris
                 Trust & Savings Bank, Northern Trust Co., and LaSalle
                 National Bank LOCs)                                             A-1+    $     10,000,000
                 ------------------------------------------------------------
  5,000,000      Illinois Development Finance Authority, PCR, 3.65% CP
                 (Series A)/(Illinois Power Company)/(Canadian Imperial Bank
                 of Commerce LOC), Mandatory Tender 1/17/95                      A-1+           5,000,000
                 ------------------------------------------------------------
 15,000,000      Illinois Development Finance Authority, PCR, 3.80% CP
                 (Series A)/(Illinois Power Co.)/(Canadian Imperial Bank of
                 Commerce LOC), Mandatory Tender 2/10/95                         A-1+          15,000,000
                 ------------------------------------------------------------
 20,500,000      Illinois Health Facilities Authority Weekly VRDNs (Series
                 1989A)/(Methodist Health Services Corp.)/(Fuji Bank Ltd.
                 LOC)                                                            A-1           20,500,000
                 ------------------------------------------------------------
 34,000,000      Illinois Health Facilities Authority Weekly VRDNs (Sisters
                 of the Third Order of St. Francis)/(Swiss Bank Corp. LOC)       A-1           34,000,000
                 ------------------------------------------------------------
  6,600,000      Illinois State Toll Highway Authority Weekly VRDNs (Series
                 1993B)/(MBIA Insured)/(Societe Generale, Paris BPA)            VMIG1           6,600,000
                 ------------------------------------------------------------
  2,845,000      Rockford, IL, EDRB, 3.00% Annual TOBs (Independence Village
                 of Rockford)/(Banque Paribas, Paris LOC), Optional Tender
                 12/1/94                                                         P-1            2,845,000
                 ------------------------------------------------------------            ----------------
                     Total                                                                    112,245,000
                 ------------------------------------------------------------            ----------------
                 INDIANA--3.3%
                 ------------------------------------------------------------
 10,000,000      Gary, IN, Environmental Improvement Weekly VRDNs (USX
                 Project)/(Bank of Nova Scotia LOC)                              P-1           10,000,000
                 ------------------------------------------------------------
 20,000,000      Indiana Bond Bank, 3.03% RANs (Series A2), 1/17/95             SP-1+          20,006,998
                 ------------------------------------------------------------
</TABLE>

                                       20

FEDERATED TAX-FREE TRUST
- ---------------------------------------------------------
<TABLE>
<CAPTION>
                                                                                CREDIT
                                                                               RATING:
  PRINCIPAL                                                                    MOODY'S
    AMOUNT                                                                     OR S&P*        VALUE
- --------------   ------------------------------------------------------------  --------  ----------------
<C>              <S>                                                           <C>       <C>
SHORT-TERM MUNICIPAL SECURITIES--CONTINUED
- -----------------------------------------------------------------------------
                 INDIANA--CONTINUED
                 ------------------------------------------------------------
$ 2,500,000      Indianapolis, IN, Local Public Improvement Bond Bank Notes,
                 3.75% TANs (Series 1994A)/(Indianapolis Bond Bank), 1/16/95    SP-1+    $      2,501,851
                 ------------------------------------------------------------
  7,500,000      Indianapolis, IN, Local Public Improvement Bond Bank Notes,
                 3.75% TANs (Series 1994B)/(Indianapolis Bond Bank), 1/16/95    SP-1+           7,505,552
                 ------------------------------------------------------------            ----------------
                     Total                                                                     40,014,401
                 ------------------------------------------------------------            ----------------
                 IOWA--0.7%
                 ------------------------------------------------------------
  6,390,000      Indianola, IA, Weekly VRDNs Health Care Facility Refunding
                 Revenue (Series 1992)/(Norwest Bank Minnesota LOC)              A-1+           6,390,000
                 ------------------------------------------------------------
  2,700,000      Iowa Higher Education Loan Authority Revenue Bonds Weekly
                 VRDNs (MBIA Insured)                                           VMIG1           2,700,000
                 ------------------------------------------------------------            ----------------
                     Total                                                                      9,090,000
                 ------------------------------------------------------------            ----------------
                 KANSAS--1.0%
                 ------------------------------------------------------------
 12,300,000      Burlington, KS, 3.50% CP (Series 1985A)/(Kansas City Power &
                 Light Company)/(Toronto-Dominion Bank LOC), Mandatory Tender
                 12/7/94                                                         A-1+          12,300,000
                 ------------------------------------------------------------            ----------------
                 KENTUCKY--0.4%
                 ------------------------------------------------------------
  4,400,000      Kentucky Development Finance Authority Health Care Systems
                 Weekly VRDNs (Appalachian Regional Health Care,
                 Inc.)/(Societe Generale LOC)                                   VMIG1           4,400,000
                 ------------------------------------------------------------            ----------------
                 LOUISIANA--1.0%
                 ------------------------------------------------------------
  2,000,000      East Baton Rouge Parish, LA, PCR Daily VRDNs (Series
                 1993)/(Exxon Corporation Guaranty)                              A-1+           2,000,000
                 ------------------------------------------------------------
 10,000,000      Louisiana PFA Advance Funding Notes, 4.60% TANs (Series
                 1994B)/(Orleans Parish School Board), 8/31/95                  SP-1+          10,028,778
                 ------------------------------------------------------------            ----------------
                     Total                                                                     12,028,778
                 ------------------------------------------------------------            ----------------
</TABLE>

                                       21

FEDERATED TAX-FREE TRUST
- ---------------------------------------------------------
<TABLE>
<CAPTION>
                                                                                CREDIT
                                                                               RATING:
  PRINCIPAL                                                                    MOODY'S
    AMOUNT                                                                     OR S&P*        VALUE
- --------------   ------------------------------------------------------------  --------  ----------------
<C>              <S>                                                           <C>       <C>
SHORT-TERM MUNICIPAL SECURITIES--CONTINUED
- -----------------------------------------------------------------------------
                 MARYLAND--1.5%
                 ------------------------------------------------------------
$   700,000      Baltimore, MD, PCR Weekly VRDNs (SCM Plants, Inc.)/
                 (Barclays Bank, PLC LOC)                                        A-1+    $        700,000
                 ------------------------------------------------------------
  6,000,000      Maryland State Department of Transportation, 6.20% SB,
                 8/15/95                                                        NR(2)           6,075,824
                 ------------------------------------------------------------
  7,000,000      Montgomery County, MD, EDA Weekly VRDNs (Howard Hughes
                 Medical Institute)                                              A-1+           7,000,000
                 ------------------------------------------------------------
  2,915,000      Queen Annes County, MD, EDR, 3.10% Multi-Term TOBs (Series
                 1994)/(Safeway Inc.)/(Bankers Trust Company LOC), Mandatory
                 Tender 12/1/94                                                  A-1+           2,915,000
                 ------------------------------------------------------------
  2,000,000      Washington Suburban Sanitary District Weekly VRDNs (Series
                 1993)/(Toronto-Dominion Bank LOC)                               A-1+           2,000,000
                 ------------------------------------------------------------            ----------------
                     Total                                                                     18,690,824
                 ------------------------------------------------------------            ----------------
                 MASSACHUSETTS--1.2%
                 ------------------------------------------------------------
 14,000,000      Massachusetts HEFA Weekly VRDNs (Series D)/(Capital Asset
                 Program)/(MBIA Insured)/(Sanwa Bank Ltd. BPA)                  VMIG1          14,000,000
                 ------------------------------------------------------------            ----------------
                 MICHIGAN--1.2%
                 ------------------------------------------------------------
 14,600,000      Michigan State Hospital Finance Authority Weekly VRDNs
                 (Series A)/(Sisters of the Third Order of St.
                 Francis)/(Swiss Bank Corp. LOC)                                 P-1           14,600,000
                 ------------------------------------------------------------            ----------------
                 MINNESOTA--7.2%
                 ------------------------------------------------------------
  5,000,000      Becker, MN, PCR, 4.40% CP (Series 1992A)/(Northern States
                 Power Company Guaranty), Mandatory Tender 3/21/95               A-1+           5,000,000
                 ------------------------------------------------------------
  7,500,000      Bloomington, MN, Port Authority Weekly VRDNs Special Tax
                 Revenue Refunding Bonds (Series 1994B)/ (Mall of
                 America)/(FSA Insured)/(Credit Locale de France BPA)            A-1+           7,500,000
                 ------------------------------------------------------------
  3,400,000(a)   Minnesota State Weekly VRDNs P-Floats (Merrill Lynch Capital
                 Services BPA)                                                  VMIG1           3,400,000
                 ------------------------------------------------------------
</TABLE>

                                       22

FEDERATED TAX-FREE TRUST
- ---------------------------------------------------------
<TABLE>
<CAPTION>
                                                                                CREDIT
                                                                               RATING:
  PRINCIPAL                                                                    MOODY'S
    AMOUNT                                                                     OR S&P*        VALUE
- --------------   ------------------------------------------------------------  --------  ----------------
<C>              <S>                                                           <C>       <C>
SHORT-TERM MUNICIPAL SECURITIES--CONTINUED
- -----------------------------------------------------------------------------
                 MINNESOTA--CONTINUED
                 ------------------------------------------------------------
$ 5,340,000(a)   Minnesota State Weekly VRDNs P-Floats (Merrill Lynch Capital
                 Services BPA)                                                  VMIG1    $      5,340,000
                 ------------------------------------------------------------
 13,905,000      Olmsted County, MN, COPs, Building Authority Weekly VRDNs
                 (Human Services Infrastructure)/(Sanwa Bank Ltd. LOC)           A-1+          13,905,000
                 ------------------------------------------------------------
 11,000,000      Rochester, MN, Health Care Facility Authority Weekly VRDNs
                 (Mayo Clinic Foundation)                                       VMIG1          11,000,000
                 ------------------------------------------------------------
 11,000,000      Rochester, MN, Health Care Facility Authority Weekly VRDNs
                 (Mayo Clinic Foundation)                                       VMIG1          11,000,000
                 ------------------------------------------------------------
 23,450,000      Rosemont, MN, PCR Weekly VRDNs (Series 1984)/ (Koch Refining
                 Co. Guaranty)                                                   A-1+          23,450,000
                 ------------------------------------------------------------
  1,065,000      Saint Louis Park Hennepin County, MN, Weekly VRDNs              A-1+           1,065,000
                 ------------------------------------------------------------
  1,000,000      Saint Louis Park Hennepin County, MN, Weekly VRDNs (Series
                 A)                                                              A-1+           1,000,000
                 ------------------------------------------------------------
  5,000,000      University of Minnesota, 3.60% Semi-Annual TOBs (Series
                 G)/(Regents of University of Minnesota Guaranty), Optional
                 Tender 2/1/95                                                   A-1+           5,000,000
                 ------------------------------------------------------------            ----------------
                     Total                                                                     87,660,000
                 ------------------------------------------------------------            ----------------
                 MISSOURI--0.6%
                 ------------------------------------------------------------
  7,000,000      Missouri State Environmental Improvement & Energy Authority
                 Weekly VRDNs (Series 1993M)/(Associated Electric
                 Cooperative, Inc.)/(NRUCFC Guaranty)                            A-1+           7,000,000
                 ------------------------------------------------------------            ----------------
                 MONTANA--1.2%
                 ------------------------------------------------------------
  9,700,000      Forsyth, MT, Rosebud County, PCR, 3.80% CP
                 (Pacificorp)/(Industrial Bank of Japan Ltd. LOC), Mandatory
                 Tender 2/9/95                                                   A-1            9,700,000
                 ------------------------------------------------------------
</TABLE>

                                       23

FEDERATED TAX-FREE TRUST
- ---------------------------------------------------------
<TABLE>
<CAPTION>
                                                                                CREDIT
                                                                               RATING:
  PRINCIPAL                                                                    MOODY'S
    AMOUNT                                                                     OR S&P*        VALUE
- --------------   ------------------------------------------------------------  --------  ----------------
<C>              <S>                                                           <C>       <C>
SHORT-TERM MUNICIPAL SECURITIES--CONTINUED
- -----------------------------------------------------------------------------
                 MONTANA--CONTINUED
                 ------------------------------------------------------------
$ 4,900,000      Forsyth, MT, Rosebud County, PCR, 3.45% CP (Pacificorp,
                 Inc.)/(Industrial Bank of Japan Ltd. LOC), Mandatory Tender
                 12/8/94                                                         A-1     $      4,900,000
                 ------------------------------------------------------------            ----------------
                     Total                                                                     14,600,000
                 ------------------------------------------------------------            ----------------
                 NEW MEXICO--1.0%
                 ------------------------------------------------------------
 11,700,000      Albuquerque, NM, Municipal Gross Receipt Tax Revenue Weekly
                 VRDNs                                                           MIG1          11,700,000
                 ------------------------------------------------------------            ----------------
                 NEW YORK--0.8%
                 ------------------------------------------------------------
 10,000,000      New York City, NY, Monthly VRNs (Series B)                      SP-1          10,000,000
                 ------------------------------------------------------------            ----------------
                 NORTH CAROLINA--7.4%
                 ------------------------------------------------------------
  4,918,585(a)   Charlotte, NC, Weekly VRDNs Floating Rate Trust Certificates
                 (Series 1992)/(Credit Suisse Financial Products BPA)            P-1            4,918,585
                 ------------------------------------------------------------
 20,000,000      Martin County, NC, IFA Weekly VRDNs (Series 1993)/
                 (Weyerhauser, Inc. Guaranty)                                    A-1           20,000,000
                 ------------------------------------------------------------
 45,050,000      NCNB Pooled Tax-Exempt Trust Weekly VRDNs (Series
                 1990A)/(NationsBank of North Carolina N.A. LOC)                 P-1           45,050,000
                 ------------------------------------------------------------
  3,715,000      North Carolina Medical Care Commission Hospital Revenue
                 Bonds Weekly VRDNs (Series 1986AZ)/(MBIA Insured)/(Banque
                 Paribas BPA)                                                   VMIG1           3,715,000
                 ------------------------------------------------------------
  6,000,000      North Carolina Medical Care Commission Hospital Revenue
                 Bonds Weekly VRDNs (Series 1993)/(Moses H. Cone Memorial
                 Hospital)                                                       A-1+           6,000,000
                 ------------------------------------------------------------
  2,500,000      North Carolina Medical Care Commission Hospital Weekly VRDNs
                 (Series 1993A)/(Duke University Hospital)                       A-1+           2,500,000
                 ------------------------------------------------------------
  7,450,000(a)   University of North Carolina at Chapel Hill Utilities System
                 Revenue Bonds Weekly VRDNs P-Floats (Series 1993)/(Merrill
                 Lynch Capital Services BPA)                                    VMIG1           7,450,000
                 ------------------------------------------------------------            ----------------
                     Total                                                                     89,633,585
                 ------------------------------------------------------------            ----------------
</TABLE>

                                       24

FEDERATED TAX-FREE TRUST
- ---------------------------------------------------------
<TABLE>
<CAPTION>
                                                                                CREDIT
                                                                               RATING:
  PRINCIPAL                                                                    MOODY'S
    AMOUNT                                                                     OR S&P*        VALUE
- --------------   ------------------------------------------------------------  --------  ----------------
<C>              <S>                                                           <C>       <C>
SHORT-TERM MUNICIPAL SECURITIES--CONTINUED
- -----------------------------------------------------------------------------
                 OHIO--4.4%
                 ------------------------------------------------------------
$12,400,000      Cleveland, OH, City School District Energy Conservation
                 Improvement Bonds Weekly VRDNs (Series 1994)/(Internationale
                 Nederlanden Bank N.V. LOC)                                      A-1+    $     12,400,000
                 ------------------------------------------------------------
  5,000,000      Cleveland, OH, City School District, 4.50% TRANs (Series
                 1994)/(Canadian Imperial Bank of Commerce LOC), 12/30/94       SP-1+           5,005,430
                 ------------------------------------------------------------
  5,000,000      Cleveland-Cuyahoga County, OH, Port Authority Weekly VRDNs
                 (Series 1993)/(Rock and Roll Hall of Fame & Museum)/(Credit
                 Local De France LOC)                                            A-1+           5,000,000
                 ------------------------------------------------------------
  3,955,000      Franklin County, OH, Healthcare Facilities Weekly VRDNs
                 (Series 1992)/(Wesley Glenn, Inc.)/(Fifth Third Bank LOC)      VMIG1           3,955,000
                 ------------------------------------------------------------
  1,400,000      Hamilton County, OH, Health Care System Weekly VRDNs (West
                 Park Retirement Community, Inc.)/(Fifth Third Bank LOC)        VMIG1           1,400,000
                 ------------------------------------------------------------
  9,100,000      Hamilton County, OH, Hospital Authority Weekly VRDNs (Series
                 1986A)/(Good Samaritan Hospital)                                A-1            9,100,000
                 ------------------------------------------------------------
  3,670,000      Marion County, OH, Hospital Authority, 4.00% Semi-Annual
                 TOBs (Series 1991)/(Banc One LOC), Optional Tender 5/1/95       A-1+           3,670,000
                 ------------------------------------------------------------
  2,450,000(a)   Ohio State Public Facilities Commission Weekly VRDNs (Series
                 1993II)/(Merrill Lynch Capital Services BPA)/ (AMBAC
                 Insured)                                                       VMIG1           2,450,000
                 ------------------------------------------------------------
  5,000,000      Toledo-Lucas County, OH, Port Authority IDA, 3.40% CP (CSX
                 Corp.)/(Bank of Nova Scotia LOC), Mandatory Tender 12/14/94     A-1+           5,000,000
                 ------------------------------------------------------------
  5,500,000      University of Cincinnati, OH, 4.00% BANs (Series K1),
                 3/23/95                                                        SP-1+           5,512,252
                 ------------------------------------------------------------            ----------------
                     Total                                                                     53,492,682
                 ------------------------------------------------------------            ----------------
</TABLE>

                                       25

FEDERATED TAX-FREE TRUST
- ---------------------------------------------------------
<TABLE>
<CAPTION>
                                                                                CREDIT
                                                                               RATING:
  PRINCIPAL                                                                    MOODY'S
    AMOUNT                                                                     OR S&P*        VALUE
- --------------   ------------------------------------------------------------  --------  ----------------
<C>              <S>                                                           <C>       <C>
SHORT-TERM MUNICIPAL SECURITIES--CONTINUED
- -----------------------------------------------------------------------------
                 OKLAHOMA--0.6%
                 ------------------------------------------------------------
$ 2,840,000      Muskogee, OK, Industrial Trust Weekly VRDNs (Series
                 1985)/(Muskogee Mall Limited Partnership)/(Boatmens National
                 Bank LOC)                                                      VMIG1    $      2,840,000
                 ------------------------------------------------------------
  4,110,000      Muskogee, OK, Industrial Trust Weekly VRDNs (Series
                 1985)/(Warmack-Muskogee Limited Partnership)/ (Boatmens
                 National Bank LOC)                                             VMIG1           4,110,000
                 ------------------------------------------------------------            ----------------
                     Total                                                                      6,950,000
                 ------------------------------------------------------------            ----------------
                 PENNSYLVANIA--7.4%
                 ------------------------------------------------------------
  5,000,000      Beaver County, PA, IDA, PCR Refunding, 4.50% CP (Series
                 1994)/(Duquesne Light Power Co.)/(Swiss Bank Corp. LOC),
                 Mandatory Tender 10/10/95                                       A-1+           5,000,000
                 ------------------------------------------------------------
 20,000,000      Commonwealth of Pennsylvania, 4.75% TAN (Series 1994-1995),
                 6/30/95                                                        SP-1+          20,084,232
                 ------------------------------------------------------------
  7,000,000      Dauphin County, PA, General Authority Hospital Revenue Bonds
                 Weekly VRDNs (Jamison Memorial Hospital)/(Toronto-Dominion
                 Bank LOC)                                                       A-1+           7,000,000
                 ------------------------------------------------------------
  6,000,000      Delaware County, PA, PCR 3.90% CP (Series C)/ (Philadelphia
                 Electric Co.)/(FGIC Insured), Mandatory Tender 2/17/95          A-1+           6,000,000
                 ------------------------------------------------------------
  4,000,000      Delaware County, PA, PCR, 3.90% CP (Series C)/ (Philadelphia
                 Electric Co.)/(FGIC Insured), Mandatory Tender 1/20/95          A-1+           4,000,000
                 ------------------------------------------------------------
  8,000,000      Erie County, PA, Hospital Authority Weekly VRDNs (St.
                 Vincent Health System)/(Fuji Bank Ltd. LOC)                     A-1            8,000,000
                 ------------------------------------------------------------
  2,600,000      Montgomery County, PA, IDA Weekly VRDNs (Series
                 1984)/(General Signal Corp.)/(Morgan Guaranty Trust Co. LOC)    P-1            2,600,000
                 ------------------------------------------------------------
  9,000,000      Pennsylvania State University, 3.00% BANs (Series 1993B),
                 12/5/94                                                        SP-1+           9,000,259
                 ------------------------------------------------------------
</TABLE>

                                       26

FEDERATED TAX-FREE TRUST
- ---------------------------------------------------------
<TABLE>
<CAPTION>
                                                                                CREDIT
                                                                               RATING:
  PRINCIPAL                                                                    MOODY'S
    AMOUNT                                                                     OR S&P*        VALUE
- --------------   ------------------------------------------------------------  --------  ----------------
<C>              <S>                                                           <C>       <C>
SHORT-TERM MUNICIPAL SECURITIES--CONTINUED
- -----------------------------------------------------------------------------
                 PENNSYLVANIA--CONTINUED
                 ------------------------------------------------------------
$ 8,200,000      Philadelphia, PA, 3.10% GO CP (Series 1990)/(Fuji Bank, Ltd.
                 LOC), Mandatory Tender 12/15/94                                 A-1     $      8,200,000
                 ------------------------------------------------------------
  5,000,000      Philadelphia, PA, 4.75% TRANs (Series A)/(Canadian Imperial
                 Bank of Commerce LOC), 6/15/95                                 SP-1+           5,019,371
                 ------------------------------------------------------------
  2,600,000      Sayre, PA, Health Care Facilities Authority Weekly VRDNs
                 (Series C)/(VHA of PA Capital Asset Finance Program)/(AMBAC
                 Insured)/(First National Bank, Chicago BPA)                     A-1            2,600,000
                 ------------------------------------------------------------
  6,600,000      Sayre, PA, Health Care Facilities Authority Weekly VRDNs
                 (Series F)/(VHA of PA Capital Asset Finance Program)/(AMBAC
                 Insured)/(First National Bank, Chicago BPA)                     A-1            6,600,000
                 ------------------------------------------------------------
  2,400,000      Sayre, PA, Health Care Facilities Authority Weekly VRDNs
                 (Series F)/(VHA of Pennsylvania Capital Asset Finance
                 Program)/(AMBAC Insured)/(First National Bank, Chicago BPA)     A-1            2,400,000
                 ------------------------------------------------------------
  1,300,000      Sayre, PA, Health Care Facilities Authority Weekly VRDNs
                 (Series J)/(VHA of Pennsylvania Capital Asset Finance
                 Program)/(AMBAC Insured)/(First National Bank, Chicago BPA)     A-1            1,300,000
                 ------------------------------------------------------------
  2,500,000      Washington County, PA, Municipal Authority Facilities Weekly
                 VRDNs (Eye & Ear Hospital)/(Pittsburgh National Bank LOC)       P-1            2,500,000
                 ------------------------------------------------------------            ----------------
                     Total                                                                     90,303,862
                 ------------------------------------------------------------            ----------------
                 PUERTO RICO--0.5%
                 ------------------------------------------------------------
  6,600,000      Government Development Bank of Puerto Rico Weekly VRDNs
                 (Credit Suisse and Sumitomo Bank Ltd. LOCs)                     A-1            6,600,000
                 ------------------------------------------------------------            ----------------
</TABLE>

                                       27

FEDERATED TAX-FREE TRUST
- ---------------------------------------------------------
<TABLE>
<CAPTION>
                                                                                CREDIT
                                                                               RATING:
  PRINCIPAL                                                                    MOODY'S
    AMOUNT                                                                     OR S&P*        VALUE
- --------------   ------------------------------------------------------------  --------  ----------------
<C>              <S>                                                           <C>       <C>
SHORT-TERM MUNICIPAL SECURITIES--CONTINUED
- -----------------------------------------------------------------------------
                 SOUTH CAROLINA--1.9%
                 ------------------------------------------------------------
$13,500,000      Greenville, SC, Hospital System Board of Trustees Daily
                 VRDNs (Series 1993B)/(Greenville, SC, Hospital)                 A-1+    $     13,500,000
                 ------------------------------------------------------------
  9,830,000      York County, SC, PCR, 3.75% Semi-Annual TOBs (Series
                 1984N)/(NC Electric Membership Corp.)/ (NRUCFC Guaranty),
                 Optional Tender 3/15/95                                         A-1            9,830,000
                 ------------------------------------------------------------            ----------------
                     Total                                                                     23,330,000
                 ------------------------------------------------------------            ----------------
                 SOUTH DAKOTA--0.4%
                 ------------------------------------------------------------
  5,000,000      South Dakota Housing Development Authority, 3.30% Annual
                 TOBs (Series 1994C), Mandatory Tender 4/6/95                    A-1+           5,000,000
                 ------------------------------------------------------------            ----------------
                 TENNESSEE--4.7%
                 ------------------------------------------------------------
 25,000,000      Chattanooga, TN, HEFA Weekly VRDNs (McCallie School)/(Trust
                 Company Bank LOC)                                               A-1+          25,000,000
                 ------------------------------------------------------------
 14,000,000      Chattanooga, TN, HEFA Weekly VRDNs (Siskin Hospital for
                 Physical Rehabilitation, Inc.)/(Sumitomo Bank Ltd. LOC)         P-1           14,000,000
                 ------------------------------------------------------------
  7,700,000      Metropolitan Nashville Tennessee Airport Authority Weekly
                 VRDNs (Series 1993)/(FGIC Insured)/(Societe Generale, Paris
                 BPA)                                                            A-1+           7,700,000
                 ------------------------------------------------------------
  2,515,000      Nashville & Davidson, TN, HEFA, 3.55% Annual TOBs (Series
                 1985B)/(Vanderbilt University), Optional Tender 5/1/95          A-1+           2,515,000
                 ------------------------------------------------------------
  7,905,000      Shelby County, TN, Health , Education & Housing Facility,
                 4.20% Annual TOBs (Methodist Health System, Inc.)/(MBIA
                 Insured), Optional Tender 8/1/95                                A-1+           7,905,000
                 ------------------------------------------------------------            ----------------
                     Total                                                                     57,120,000
                 ------------------------------------------------------------            ----------------
                 TEXAS--10.2%
                 ------------------------------------------------------------
  4,600,000      Dallas County, TX, 3.60% Annual TOBs (Series C), Optional
                 Tender 6/15/95                                                  A-1+           4,600,000
                 ------------------------------------------------------------
</TABLE>

                                       28

FEDERATED TAX-FREE TRUST
- ---------------------------------------------------------
<TABLE>
<CAPTION>
                                                                                CREDIT
                                                                               RATING:
  PRINCIPAL                                                                    MOODY'S
    AMOUNT                                                                     OR S&P*        VALUE
- --------------   ------------------------------------------------------------  --------  ----------------
<C>              <S>                                                           <C>       <C>
SHORT-TERM MUNICIPAL SECURITIES--CONTINUED
- -----------------------------------------------------------------------------
                 TEXAS--CONTINUED
                 ------------------------------------------------------------
$ 4,875,000      Grapevine, TX, IDC Airport Improvement, 3.50% Annual TOBs
                 (Series 1983A)/(Singer Company)/(Bank of Montreal LOC),
                 Optional Tender 4/1//95                                         A-1+    $      4,875,000
                 ------------------------------------------------------------
 16,000,000      Harris County, TX, 4.00% TANs (Series 1994), 2/28/95           SP-1+          16,012,928
                 ------------------------------------------------------------
 10,200,000      Harris County, TX, HFDC Daily VRDNs (Series 1994)/
                 (Methodist Hospital)                                            A-1+          10,200,000
                 ------------------------------------------------------------
 12,000,000      Harris County, TX, Toll Road UT & Sub. Lien Revenue Weekly
                 VRDNs (Series 1994H)                                            A-1+          12,000,000
                 ------------------------------------------------------------
 13,100,000      North Central Texas, Health Facilities Development Corp.,
                 3.60% CP (Series 1991A)/(MBIA Insured), Mandatory Tender
                 1/17/95                                                         A-1+          13,100,000
                 ------------------------------------------------------------
  5,000,000      Sulfur Springs, TX, IDA Weekly VRDNs (Hun
                 Industries)/(Credit Suisse LOC)                                 A-1+           5,000,000
                 ------------------------------------------------------------
 20,000,000      Texas State Indexed Trust Receipt Daily VRDNs (Series 1994)     A-1+          20,000,000
                 ------------------------------------------------------------
 15,000,000      Texas State Indexed Trust Receipt Daily VRDNs (Series 1994)     A-1+          15,000,000
                 ------------------------------------------------------------
  8,000,000      Texas State Public Finance Authority, 3.40% CP, Mandatory
                 Tender 12/15/94                                                 A-1+           8,000,000
                 ------------------------------------------------------------
 15,000,000      Texas State Public Finance Authority, 3.60% CP (Series
                 1993A), Mandatory Tender 1/25/95                                A-1+          15,000,000
                 ------------------------------------------------------------            ----------------
                     Total                                                                    123,787,928
                 ------------------------------------------------------------            ----------------
                 UTAH--0.9%
                 ------------------------------------------------------------
 10,400,000      Intermountain Power Agency, UT, 3.60% Annual TOBs (Series
                 F), Optional Tender 6/15/95                                     A-1           10,400,000
                 ------------------------------------------------------------            ----------------
                 VERMONT--0.7%
                 ------------------------------------------------------------
  8,000,000      Vermont IDA Weekly VRDNs (Wallace Computer Services,
                 Inc.)/(Wachovia Bank & Trust Co. LOC)                           A-1            8,000,000
                 ------------------------------------------------------------            ----------------
</TABLE>

                                       29

FEDERATED TAX-FREE TRUST
- ---------------------------------------------------------
<TABLE>
<CAPTION>
                                                                                CREDIT
                                                                               RATING:
  PRINCIPAL                                                                    MOODY'S
    AMOUNT                                                                     OR S&P*        VALUE
- --------------   ------------------------------------------------------------  --------  ----------------
<C>              <S>                                                           <C>       <C>
SHORT-TERM MUNICIPAL SECURITIES--CONTINUED
- -----------------------------------------------------------------------------
                 VIRGINIA--0.9%
                 ------------------------------------------------------------
$ 2,045,000(a)   Chesapeake Bay Bridge & Tunnel District, VA, General
                 Resolution Revenue Bonds Weekly VRDNs P-Floats (Series
                 1991)/(Merrill Lynch Capital Services BPA)/ (MBIA Insured)     VMIG1    $      2,045,000
                 ------------------------------------------------------------
  3,380,000(a)   Fairfax County, VA, Water Authority Revenue Bonds Weekly
                 VRDNs (Series PA-9)/(Series 1992)/(Merrill Lynch Capital
                 Services BPA)                                                  VMIG1           3,380,000
                 ------------------------------------------------------------
  5,000,000      Virginia State, HDA, 4.25% Annual TOBs (Series 1993A),
                 Mandatory Tender 7/12/95                                        A-1+           5,000,000
                 ------------------------------------------------------------            ----------------
                     Total                                                                     10,425,000
                 ------------------------------------------------------------            ----------------
                 WEST VIRGINIA--0.4%
                 ------------------------------------------------------------
  5,430,000      West Virginia University Board of Regents, 2.75% Annual TOBs
                 (Morgan Guaranty Trust Co., New York LOC), Optional Tender
                 2/1/95                                                          A-1+           5,430,000
                 ------------------------------------------------------------            ----------------
                 WISCONSIN--1.6%
                 ------------------------------------------------------------
  5,000,000      Hartford, WI, IDA Weekly VRDNs (IC Products Co.)/ (PNC Bank
                 N.A. LOC)                                                       A-1            5,000,000
                 ------------------------------------------------------------
  6,000,000      Wisconsin State HEFA Weekly VRDNs (St. Luke's Medical
                 Center)/(Sumitomo Bank Ltd. LOC)                               VMIG1           6,000,000
                 ------------------------------------------------------------
  8,000,000      Wisconsin State HEFA Weekly VRDNs (Series 1994)/ (Felician
                 Health Care, Inc.)/(LaSalle National Bank LOC)                  A-1+           8,000,000
                 ------------------------------------------------------------            ----------------
                     Total                                                                     19,000,000
                 ------------------------------------------------------------            ----------------
                 WYOMING--1.5%
                 ------------------------------------------------------------
  5,125,000      Lincoln County, WY, PCR, 3.75% Semi-Annual TOBs (Exxon
                 Company Guaranty), Optional Tender 4/1/95                       A-1+           5,125,000
                 ------------------------------------------------------------
  5,000,000      Uinta County, WY, PCR, 2.90% Annual TOBs (Amoco Oil Corp.
                 Guaranty), Optional Tender 12/1/94                              A-1+           5,000,000
                 ------------------------------------------------------------
</TABLE>

                                       30

FEDERATED TAX-FREE TRUST
- ---------------------------------------------------------
<TABLE>
<CAPTION>
                                                                                CREDIT
                                                                               RATING:
  PRINCIPAL                                                                    MOODY'S
    AMOUNT                                                                     OR S&P*        VALUE
- --------------   ------------------------------------------------------------  --------  ----------------
<C>              <S>                                                           <C>       <C>
SHORT-TERM MUNICIPAL SECURITIES--CONTINUED
- -----------------------------------------------------------------------------
                 WYOMING--CONTINUED
                 ------------------------------------------------------------
$ 7,815,000      Wyoming Community Development Authority, SFM, 3.40%
                 Semi-Annual TOBs (Series 1986C)/(FNB, Chicago BPA), Optional
                 Tender 12/1/94                                                 NR(2)    $      7,815,000
                 ------------------------------------------------------------            ----------------
                     Total                                                                     17,940,000
                 ------------------------------------------------------------            ----------------
                 OTHER--2.6%
                 ------------------------------------------------------------
 15,000,000(a)   Clipper Tax Exempt Trust, Weekly VRDNs (Series
                 1993-1)/(State Street Bank & Trust Co. BPA)                     A-1+          15,000,000
                 ------------------------------------------------------------
  8,916,507(a)   LaSalle National Bank Bustops Trust Weekly VRDNs (Series
                 1993A)/(LaSalle National Bank BPA)                              A-1+           8,916,507
                 ------------------------------------------------------------
  8,213,919(a)   LaSalle National Bank LeaseTops Trust Weekly VRDNs (Series
                 1994B)/(LaSalle National Bank BPA)                              A-1+           8,213,919
                 ------------------------------------------------------------            ----------------
                     Total                                                                     32,130,426
                 ------------------------------------------------------------            ----------------
                   TOTAL INVESTMENTS (AT AMORTIZED COST)                                 $  1,209,836,011+
                 ------------------------------------------------------------            ----------------
<FN>

(a)  Denotes a  restricted security which  is subject to  restrictions on resale
    under Federal Securities laws. These  securities have been determined to  be
    liquid  under criteria established by  the Board of Trustees.  At the end of
    the period, these securities amounted to ($78,192,724) 6.4% of net assets.

 * See Notes to Portfolio of Investments on page 33. Current credit ratings  are
   unaudited.
 + Also represents cost for federal tax purposes.

Note:  The categories  of investments  are shown as  a percentage  of net assets
      ($1,215,547,472) at November 30,1994.
</TABLE>

(See Notes which are an integral part of the Financial Statements)

                                       31

FEDERATED TAX-FREE TRUST
- ---------------------------------------------------------

<TABLE>
<S>        <C>
The following abbreviations are used in this portfolio:

AMBAC      --American Municipal Bond Assurance Corporation
BANs       --Bond Anticipation Notes
BPA        --Bond Purchase Agreement
COPs       --Certificate of Participation
CP         --Commercial Paper
EDA        --Economic Development Authority
EDR        --Economic Development Revenue
EDRB       --Economic Development Revenue Bonds
FGIC       --Financial Guaranty Insurance Company
FSA        --Financial Security Assurance
GO         --General Obligation
HDA        --Hospital Development Authority
HEFA       --Health and Education Facilities Authority
HFDC       --Health Facility Development Corporation
IDA        --Industrial Development Authority
IDB        --Industrial Development Bond
IDC        --Industrial Development Corporation
IDR        --Industrial Development Revenue
IFA        --Industrial Finance Authority/Agency
LOC(s)     --Letter(s) of Credit
MBIA       --Municipal Bond Investors Assurance
NRUCFC     --National Rural Utilities Cooperative Finance Corporation
PCR        --Pollution Control Revenue
PFA        --Public Facility Authority
RANs       --Revenue Anticipation Notes
SB         --Serial Bond
SFM        --Single Family Mortgage
TANs       --Tax Anticipation Notes
TOBs       --Tender Option Bonds
TRANs      --Tax and Revenue Anticipation Notes
VHA        --Voluntary Hospitals of America
VRDNs      --Variable Rate Demand Notes
VRNs       --Variable Rate Note
</TABLE>

                                       32

FEDERATED TAX-FREE TRUST
NOTES TO PORTFOLIO OF INVESTMENTS
(UNAUDITED)
- --------------------------------------------------------------------------------
                    SHORT-TERM MUNICIPAL OBLIGATION RATINGS

STANDARD & POOR'S CORPORATION ("S&P")

S&P's note rating reflects the liquidity concerns and market access risks unique
to notes.

SP-1--Very strong or strong capacity to pay principal and interest. Those issues
determined  to possess overwhelming safety characteristics  will be given a plus
(+) designation.

MOODY'S INVESTORS SERVICE, INC. ("MOODY'S")

Moody's short-term ratings are designated Moody's Investment Grade (MIG or  VMIG
(see  below)). The purpose  of the MIG  or VMIG ratings  is to provide investors
with a simple system  by which the relative  investment qualities of  short-term
obligations may be evaluated.

MIG1--This  designation denotes best quality. There is present strong protection
by  established  cash   flows,  superior  liquidity   support  or   demonstrated
broad-based access to the market for refinancing.

FITCH INVESTORS SERVICE, INC. ("FITCH")

Fitch's  short-term ratings place greater emphasis on the existence of liquidity
necessary to meet the issuers obligations in a timely manner.

F-1--Strongest degree of assurance for timely payment. Those issuers  determined
to provide exceptionally strong credit quality are given a (+) designation.

                       VARIABLE RATE DEMAND NOTES (VRDN)
                                      AND
                           TENDER OPTION BONDS (TOB)

S&P

S&P assigns dual ratings to all long-term debt issues that have as part of their
provisions  a variable rate demand feature.  The first rating (long-term rating)
addresses the likelihood of  repayment of principal and  interest when due,  and
the  second  rating (short-term  rating)  describes the  demand characteristics.
Several examples  are AAA/A-1+,  AA/A-1+, and  A/A-1. (The  definitions for  the
long-term and the short-term ratings are provided below.)

MOODY'S

Short-term  ratings on issues with demand features are differentiated by the use
of the VMIG  symbol to  reflect such  characteristics as  payment upon  periodic
demand  rather  than  fixed  maturity  dates  and  payment  relying  on external
liquidity.

                                       33

FEDERATED TAX-FREE TRUST
- ---------------------------------------------------------

In this case, two ratings are  usually assigned, (for example, Aaa/VMIG-1);  the
first representing an evaluation of the degree of risk associated with scheduled
principal  and interest payments,  and the second  representing an evaluation of
the degree of risk associated  with the demand feature.  The VMIG rating can  be
assigned  a 1 designation using the same  definition described above for the MIG
rating.

FITCH

Fitch usually  assigns  two  ratings  to  long-term  debt  issues  that  include
provisions  for a variable  rate demand feature.  The long-term rating addresses
the ability  of  the obligor  to  pay debt  service  and the  short-term  rating
addresses  the  timely  payment  of  the  demand  feature.  Examples  of  rating
designations are as follows: AAA/F-1+, AA/F-1+, and A/F-1. (The definitions  for
the long-term and short-term ratings are provided below.)

                             COMMERCIAL PAPER (CP)

S&P

S&P's  commercial  paper rating  is a  current assessment  of the  likelihood of
timely payment of debt having an original maturity of no more than 365 days.

A-1--This designation  indicates  that the  degree  of safety  regarding  timely
payment  is  either  overwhelming or  very  strong. Those  issues  determined to
possess overwhelming safety  characteristics are  denoted with a  plus (+)  sign
designation.

MOODY'S

P-1--Issuers  rated PRIME-1 (or related supporting institutions) have a superior
capacity for repayment of short-term promissory obligations.

FITCH

F-1--Issues rated  Fitch-1 demonstrate  the strongest  degree of  assurance  for
timely  repayment of short-term promissory obligations. Those issuers determined
to provide exceptionally strong credit quality are given a plus (+) designation.

                                 LONG-TERM DEBT

S&P

AAA--Debt rated "AAA" has  the highest rating assigned  by S&P. Capacity to  pay
interest and repay principal is extremely strong.

AA--Debt  rated  "AA" has  a  very strong  capacity  to pay  interest  and repay
principal and differs from the highest rated issues only in small degree.

                                       34

FEDERATED TAX-FREE TRUST
- ---------------------------------------------------------

Debt rated "AA" may also  have a plus (+) or  minus (-) sign designation.  Those
issues  determined  to  have  the strongest  credit  qualities  within  a rating
category are  assigned a  plus (+)  sign  while those  with the  weakest  credit
qualities are assigned a minus (-) sign.

A--Debt  rated "A"  has a  strong capacity to  pay interest  and repay principal
although it is somewhat  more susceptible to the  adverse effects of changes  in
circumstances and economic conditions than debt in higher rated categories.

MOODY'S

AAA--Bonds that are rated "AAA" are judged to be of the best quality. They carry
the  smallest degree of investment  risk and are generally  referred to as "gilt
edge." Interest  payments are  protected  by a  large  margin and  principal  is
secure. While the various protective elements are likely to change, such changes
which  can  be foreseen  are most  unlikely to  impair the  fundamentally strong
position of such issues.

AA--Bonds that are rated "AA" are judged to be of high quality by all standards.
Together with the  "AAA" group they  comprise what are  generally known as  high
grade  bonds.  They are  rated  lower than  the  best bonds  because  margins of
protection may  not  be  as large  as  in  "AAA" securities  or  fluctuation  of
protective  elements may be of greater amplitude  or there may be other elements
present which make  the long-term  risks appear  somewhat larger  than in  "AAA"
securities.

The bonds rated within the "AA" category may also have a 1, 2, or 3 designation.
Those  issues  determined  to have  the  strongest, average,  or  weakest credit
qualities within a  rating category  are assigned the  1, 2,  or 3  designation,
respectively.

A--Bonds that are rated "A" possess many favorable investment attributes and are
to  be considered as upper medium  grade obligations. Factors giving security to
principal and interest are considered adequate but elements may be present which
suggest a susceptibility to impairment sometime in the future.

FITCH

AAA--Bonds that are rated AAA are of the highest credit quality. The obligor has
an exceptionally strong ability to pay debt service.

AA--Bonds that are rated  AA are of  very high quality. The  obligor has a  very
strong  ability to pay debt service. Debt rated in this category may also have a
(+) or (-)  sign with  a rating  to indicate  the relative  position within  the
rating category.

A--Bonds  considered  to be  investment grade  and of  high credit  quality. The
obligor's ability  to pay  interest  and repay  principal  is considered  to  be
strong, but may be more vulnerable to adverse changes in economic conditions and
circumstances than bonds with higher ratings.

                                       35

FEDERATED TAX-FREE TRUST
- ---------------------------------------------------------

                              NON-RATED SECURITIES

NR--indicates  that both the  bonds and the  obligor or credit  enhancer are not
currently  rated  by  S&P,  Moody's,   or  Fitch  with  respect  to   short-term
indebtedness.  However, management considers them to be of comparable quality to
securities rated in one  of the two highest  short-term ratings categories by  a
nationally recognized statistical ratings organization.

(1)--The  underlying issuer/obligor/guarantor  has other  outstanding debt rated
"AAA" by S&P, "AAA" by Moody's or "AAA" by Fitch.

(2)--The underlying issuer/obligor/guarantor  has other  outstanding debt  rated
"AA" by S&P, "AA" by Moody's, or "AA" by Fitch.

(3)--The  underlying issuer/obligor/guarantor  has other  outstanding debt rated
"A" by S&P, "A" by Moody's, or "A" by Fitch.

                                       36

FEDERATED TAX-FREE TRUST
STATEMENT OF ASSETS AND LIABILITIES

NOVEMBER 30, 1994
- --------------------------------------------------------------------------------

<TABLE>
<S>                                                                                <C>            <C>
ASSETS:
- ----------------------------------------------------------------------------------------------
Investments, at amortized cost and value                                                          $ 1,209,836,011
- ----------------------------------------------------------------------------------------------
Cash                                                                                                      960,151
- ----------------------------------------------------------------------------------------------
Interest receivable                                                                                     8,521,510
- ----------------------------------------------------------------------------------------------
Receivable for Trust shares sold                                                                           14,722
- ----------------------------------------------------------------------------------------------    ---------------
    Total assets                                                                                    1,219,332,394
- ----------------------------------------------------------------------------------------------
LIABILITIES:
- ----------------------------------------------------------------------------------------------
Dividends payable                                                                  $ 3,005,415
- --------------------------------------------------------------------------------
Payable for investments purchased                                                      400,000
- --------------------------------------------------------------------------------
Payable for Trust shares repurchased                                                   211,081
- --------------------------------------------------------------------------------
Accrued expenses                                                                       168,426
- --------------------------------------------------------------------------------   -----------
    Total liabilities                                                                                   3,784,922
- ----------------------------------------------------------------------------------------------    ---------------
NET ASSETS                                                                                        $ 1,215,547,472
- ----------------------------------------------------------------------------------------------    ---------------
NET ASSETS CONSIST OF:
- ----------------------------------------------------------------------------------------------
Paid-in capital                                                                                   $ 1,215,567,171
- ----------------------------------------------------------------------------------------------
Accumulated net realized gain (loss) on investments                                                       (19,699)
- ----------------------------------------------------------------------------------------------    ---------------
NET ASSETS FOR 1,215,567,171 shares of beneficial interest outstanding                            $ 1,215,547,472
- ----------------------------------------------------------------------------------------------    ---------------
NET ASSET VALUE, Offering Price, and Redemption Proceeds Per Share
($1,215,547,472 DIVIDED BY 1,215,567,171 shares of beneficial interest
outstanding)                                                                                      $          1.00
- ----------------------------------------------------------------------------------------------    ---------------
</TABLE>

(See Notes which are an integral part of the Financial Statements)

                                       37

FEDERATED TAX-FREE TRUST

STATEMENT OF OPERATIONS
YEAR ENDED NOVEMBER 30, 1994
- --------------------------------------------------------------------------------

<TABLE>
<S>                                                            <C>            <C>
INVESTMENT INCOME:
- --------------------------------------------------------------------------
Interest income                                                               $ 36,749,531
- --------------------------------------------------------------------------
EXPENSES:
- --------------------------------------------------------------------------
Investment advisory fee                                        $ 5,196,527
- ------------------------------------------------------------
Trustees' fees                                                      20,965
- ------------------------------------------------------------
Administrative personnel and services                              897,360
- ------------------------------------------------------------
Custodian and portfolio accounting fees                            363,100
- ------------------------------------------------------------
Transfer and dividend disbursing agent fees and expenses            47,407
- ------------------------------------------------------------
Shareholder services fee                                           479,962
- ------------------------------------------------------------
Trust share registration costs                                       9,036
- ------------------------------------------------------------
Auditing fees                                                       19,743
- ------------------------------------------------------------
Legal fees                                                          18,752
- ------------------------------------------------------------
Printing and postage                                                12,148
- ------------------------------------------------------------
Taxes                                                               26,854
- ------------------------------------------------------------
Insurance premiums                                                  22,839
- ------------------------------------------------------------
Miscellaneous                                                       11,479
- ------------------------------------------------------------   -----------
    Total expenses                                               7,126,172
- ------------------------------------------------------------
Deduct--Waiver of investment advisory fee                        1,249,214
- ------------------------------------------------------------   -----------
    Net expenses                                                                 5,876,958
- --------------------------------------------------------------------------    ------------
      Net investment income                                                     30,872,573
- --------------------------------------------------------------------------
    Net realized gain (loss) on investments (identified cost basis)                (11,840)
- --------------------------------------------------------------------------    ------------
      Change in net assets resulting from operations                          $ 30,860,733
- --------------------------------------------------------------------------    ------------
</TABLE>

(See Notes which are an integral part of the Financial Statements)

                                       38

FEDERATED TAX-FREE TRUST

STATEMENT OF CHANGES IN NET ASSETS
- ---------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                    YEAR ENDED NOVEMBER 30,
                                                                              ------------------------------------
                                                                                    1994                1993
                                                                              ----------------    ----------------
<S>                                                                           <C>                 <C>
INCREASE (DECREASE) IN NET ASSETS:
- ---------------------------------------------------------------------------
OPERATIONS--
- ---------------------------------------------------------------------------
Net investment income                                                         $     30,872,573    $     31,490,990
- ---------------------------------------------------------------------------
Net realized gain (loss) on investments ($11,840 net loss and $65,014 net
gain, respectively, as computed for federal tax purposes)                              (11,840)             65,014
- ---------------------------------------------------------------------------   ----------------    ----------------
  Change in net assets resulting from operations                                    30,860,733          31,556,004
- ---------------------------------------------------------------------------   ----------------    ----------------
DISTRIBUTIONS TO SHAREHOLDERS--
- ---------------------------------------------------------------------------
Dividends to shareholders from net investment income                               (30,872,573)        (31,490,990)
- ---------------------------------------------------------------------------   ----------------    ----------------
TRUST SHARE (PRINCIPAL) TRANSACTIONS--
- ---------------------------------------------------------------------------
Proceeds from sale of shares                                                     4,662,199,876       5,274,099,768
- ---------------------------------------------------------------------------
Net asset value of shares issued to shareholders in payment of dividends
declared                                                                             2,966,874           3,038,789
- ---------------------------------------------------------------------------
Cost of shares redeemed                                                         (4,796,398,508)     (5,454,000,028)
- ---------------------------------------------------------------------------   ----------------    ----------------
    Change in net assets resulting from Trust share transactions                  (131,231,758)       (176,861,471)
- ---------------------------------------------------------------------------   ----------------    ----------------
        Change in net assets                                                      (131,243,598)       (176,796,457)
- ---------------------------------------------------------------------------
NET ASSETS:
- ---------------------------------------------------------------------------
Beginning of period                                                              1,346,791,070       1,523,587,527
- ---------------------------------------------------------------------------   ----------------    ----------------
End of period                                                                 $  1,215,547,472    $  1,346,791,070
- ---------------------------------------------------------------------------   ----------------    ----------------
</TABLE>

(See Notes which are an integral part of the Financial Statements)

                                       39

FEDERATED TAX-FREE TRUST

NOTES TO FINANCIAL STATEMENTS
NOVEMBER 30, 1994
- --------------------------------------------------------------------------------

(1) ORGANIZATION

The  Trust is registered  under the Investment  Company Act of  1940, as amended
(the "Act"), as a diversified, open-end, no-load, management investment company.

(2) SIGNIFICANT ACCOUNTING POLICIES

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

A.  INVESTMENT VALUATIONS--The Trust's use of the amortized cost method to value
    its portfolio securities is in accordance with Rule 2a-7 under the Act.

B.  INVESTMENT INCOME, EXPENSES AND DISTRIBUTIONS--Interest income and  expenses
    are  accrued daily. Bond  premium and discount are  amortized as required by
    the Internal  Revenue  Code,  as  amended  (the  "Code").  Distributions  to
    shareholders are recorded on the ex-dividend date.

C.  FEDERAL TAXES--It is the Trust's policy to comply with the provisions of the
    Code  applicable  to regulated  investment  companies and  to  distribute to
    shareholders  each  year  substantially   all  of  its  tax-exempt   income.
    Accordingly, no provisions for federal tax are necessary.

    At November 30, 1994, the Trust for federal tax purposes, had a capital loss
    carryforward  of  $19,699,  which  will reduce  the  Trust'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 Trust  of
    any  liability  for federal  tax. Pursuant  to the  Code, such  capital loss
    carryforward will expire in 1995 ($7,859) and 2002 ($11,840).

D.  WHEN-ISSUED AND  DELAYED  DELIVERY  TRANSACTIONS--The Trust  may  engage  in
    when-issued  or delayed delivery transactions. The Trust 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.

E.  RESTRICTED SECURITIES--Restricted securities are securities that may only be
    resold upon registration  under Federal securities  laws or in  transactions
    exempt  from such registration. Many restricted  securities may be resold in
    the secondary  market  in transactions  exempt  from registration.  In  some
    cases,  the restricted  securities may  be resold  without registration upon
    exercise of a demand feature.  Such restricted securities may be  determined
    to  be  liquid under  criteria  established by  the  Board of  Trustees (the
    "Trustees"). The Trust will not incur any

                                       40

FEDERATED TAX-FREE TRUST
- --------------------------------------------------------------------------------
    registration costs upon  such resales. Restricted  securities are valued  at
    amortized  cost  in  accordance with  Rule  2a-7 under  the  Act. Additional
    information on each  restricted security held  at November 30,  1994, is  as
    follows:

<TABLE>
<CAPTION>
                                                                                  ACQUISITION   ACQUISITION
SECURITY                                                                              DATE          COST
- --------------------------------------------------------------------------------  ------------  ------------
<S>                                                                               <C>           <C>
California State, First Boston California Trust/Floating Rate Trust Certificate,
  Weekly VRDNs (Series 10)/(Various LOCs)                                              8/2/94   $ 5,078,713
- --------------------------------------------------------------------------------
Clipper, CA, Tax-Exempt Trust (94-2) Weekly VRDNs (State Street Bank & Trust Co.
  BPA)/(Various LOCs)                                                                10/21/94    10,000,000
- --------------------------------------------------------------------------------
Florida State Board Education, Weekly VRDNs (Series 10)/(Morgan Guaranty Trust
  Co. BPA)                                                                            9/29/94     2,000,000
- --------------------------------------------------------------------------------
Minnesota State Weekly VRDNs P-Floats (Merrill Lynch Capital Services BPA)             6/2/93     3,400,000
- --------------------------------------------------------------------------------
Minnesota State Weekly VRDNs P-Floats (Merrill Lynch Capital Services BPA)             6/2/93     5,340,000
- --------------------------------------------------------------------------------
Charlotte, NC, Weekly VRDNs Floating Rate Trust Certificates (Series
  1992)/(Credit Suisse Financial Products BPA)                                        8/11/93     4,918,585
- --------------------------------------------------------------------------------
University of North Carolina at Chapel Hill Utilities System Revenue Bonds
  Weekly VRDNs P-Floats (Series 1993)/ (Merrill Lynch Capital Services BPA)            6/2/93     7,450,000
- --------------------------------------------------------------------------------
Ohio State Public Facilities Commission Weekly VRDNs (Series 1993II)/ (Merrill
  Lynch Capital Services BPA)/(AMBAC Insured)                                          7/9/93     2,450,000
- --------------------------------------------------------------------------------
Chesapeake Bay Bridge & Tunnel District, VA, General Resolution Revenue Bonds
  Weekly VRDNs P-Floats (Series 1991)/(Merrill Lynch Capital Services BPA)/(MBIA
  Insured)                                                                            9/28/93     2,045,000
- --------------------------------------------------------------------------------
Fairfax County, VA, Water Authority Revenue Bonds Weekly VRDNs (Series
  PA-9)/(Series 1992)/(Merrill Lynch Capital Services BPA)                             6/2/93     3,380,000
- --------------------------------------------------------------------------------
Clipper Tax Exempt Trust, Weekly VRDNs (Series 1993-1)/(State Street Bank &
  Trust Co. BPA)                                                                      9/27/93    15,000,000
- --------------------------------------------------------------------------------
LaSalle National Bank Bustops Trust Weekly VRDNs (Series 1993A)/ (LaSalle
  National Bank BPA)                                                                  3/17/93     8,916,507
- --------------------------------------------------------------------------------
LaSalle National Bank LeaseTops Trust Weekly VRDNs (Series 1994B)/ (LaSalle
  National Bank BPA)                                                                  6/15/94     8,213,919
- --------------------------------------------------------------------------------
</TABLE>

F.  OTHER--Investment transactions are accounted for on the trade date.

                                       41

FEDERATED TAX-FREE TRUST
- --------------------------------------------------------------------------------

(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).  At
November  30, 1994,  capital paid-in aggregated  $1,215,567,171. Transactions in
Trust shares were as follows:

<TABLE>
<CAPTION>
                                                          YEAR ENDED NOVEMBER 30,
                                                    -----------------------------------
                                                          1994               1993
                                                    ----------------   ----------------
<S>                                                 <C>                <C>
Shares sold                                            4,662,199,876      5,274,099,768
- --------------------------------------------------
Shares issued to shareholders in payment of
dividends declared                                         2,966,874          3,038,789
- --------------------------------------------------
Shares redeemed                                       (4,796,398,508)    (5,454,000,028)
- --------------------------------------------------  ----------------   ----------------
    Net change resulting from Trust share
      transactions                                      (131,231,758)      (176,861,471)
- --------------------------------------------------  ----------------   ----------------
</TABLE>

(4) INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES

INVESTMENT ADVISORY FEE--Federated Research, the Trust's investment adviser (the
"Adviser"), receives for its services an annual investment advisory fee equal to
0.40 of 1% of the Trust's average  daily net assets. The Adviser will waive,  to
the  extent  of its  advisory  fee, the  amount, if  any,  by which  the Trust's
aggregate  annual  operating  expenses  (excluding  interest,  taxes,  brokerage
commissions,  expenses of  registering and qualifying  the Trust  and its shares
under federal and state laws,  expenses of withholding taxes, and  extraordinary
expenses) exceeded 0.45 of 1% of average daily net assets of the Trust.

ADMINISTRATIVE FEE--Federated Administrative Services ("FAS") provides the Trust
administrative  personnel and services.  Prior to March  1, 1994, these services
were provided at approximate cost. Effective March 1, 1994, the FAS fee is based
on the level  of average  aggregate daily  net assets  of all  funds advised  by
subsidiaries  of  Federated Investors  for  the period.  The  administrative fee
received during any  fiscal year shall  be at least  $125,000 per portfolio  and
$30,000 per each additional class of shares.

SHAREHOLDER  SERVICES FEE--Under the  terms of a  Shareholder Services Agreement
with Federated Shareholder Services ("FSS"), the  Trust will pay FSS up to  0.25
of  1% of average daily net  assets of the Trust for  the period. This fee is to
obtain  certain  personal  services  for   shareholders  and  to  maintain   the
shareholder accounts.

TRANSFER   AND  DIVIDEND  DISBURSING   AGENT  FEES--Federated  Services  Company
("FServ") serves as transfer  and dividend disbursing agent  for the Trust.  The
FServ  fee is based on  the size, type, and  number of accounts and transactions
made by shareholders.

INTERFUND TRANSACTIONS--During  the  year ended  November  30, 1994,  the  Trust
engaged  in purchase and sale transactions  with other affiliated funds pursuant
to Rule  17a-7  of the  Act,  amounting to  $1,371,950,000  and  $1,156,169,297,
respectively.   These   purchases  and   sales   were  conducted   on   an  arms

                                       42

FEDERATED TAX-FREE TRUST
- --------------------------------------------------------------------------------
length basis and transacted for cash consideration only, at independent  current
market prices and without brokerage commissions, fees or other remuneration.

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

                                       43

INDEPENDENT AUDITORS' REPORT
- ---------------------------------------------------------

To the Board of Trustees and Shareholders of
FEDERATED TAX-FREE TRUST:

We  have audited the accompanying statement of assets and liabilities, including
the portfolio of  investments, of Federated  Tax-Free Trust as  of November  30,
1994, the related statement of operations for the year then ended, the statement
of changes in net assets for the years ended November 30, 1994 and 1993, and the
financial  highlights (see page 2  of this prospectus) for  each of the years in
the ten-year  period ended  November 30,  1994. These  financial statements  and
financial  highlights  are the  responsibility  of the  Trust's  management. Our
responsibility is  to  express an  opinion  on these  financial  statements  and
financial highlights based on our audits.

We   conducted  our  audits  in  accordance  with  generally  accepted  auditing
standards. Those standards require that we plan and perform the audit to  obtain
reasonable  assurance  about  whether  the  financial  statements  and financial
highlights are free of material misstatement. An audit includes examining, on  a
test  basis, evidence  supporting the amounts  and disclosures  in the financial
statements. Our  procedures  included confirmation  of  securities owned  as  of
November  30,  1994  by correspondence  with  the custodian  and  brokers; where
replies were not received from brokers, we performed other auditing  procedures.
An  audit also includes assessing the accounting principles used and significant
estimates made  by  management, as  well  as evaluating  the  overall  financial
statement  presentation. We believe  that our audits  provide a reasonable basis
for our opinion.

In our  opinion,  such financial  statements  and financial  highlights  present
fairly,  in all material respects, the  financial position of Federated Tax-Free
Trust as of November 30, 1994, the results of its operations, the changes in its
net assets, and its  financial highlights for the  respective stated periods  in
conformity with generally accepted accounting principles.

DELOITTE & TOUCHE LLP

Boston, Massachusetts
January 6, 1995

                                       44

ADDRESSES
- --------------------------------------------------------------------------------

<TABLE>
<S>                                                              <C>
Federated Tax-Free Trust
                                                                 Federated Investors Tower
                                                                 Pittsburgh, Pennsylvania 15222-3779
- -------------------------------------------------------------------------------------------

Distributor
              Federated Securities Corp.                         Federated Investors Tower
                                                                 Pittsburgh, PA 15222-3779
- -------------------------------------------------------------------------------------------

Investment Adviser
              Federated Research                                 Federated Investors Tower
                                                                 Pittsburgh, PA 15222-3779
- -------------------------------------------------------------------------------------------

Custodian
              State Street Bank and Trust Company                P.O. Box 8602
                                                                 Boston, MA 02266-8602
- -------------------------------------------------------------------------------------------

Transfer Agent and Dividend Disbursing Agent
              Federated Services Company                         Federated Investors Tower
                                                                 Pittsburgh, PA 15222-3779
- -------------------------------------------------------------------------------------------

Independent Auditors
              Deloitte & Touche LLP                              125 Summer Street
                                                                 Boston, MA 02110-1617
- -------------------------------------------------------------------------------------------
</TABLE>

                                       45

                                           FEDERATED TAX-FREE TRUST

                                           PROSPECTUS

                                           An open-end, diversified,
                                           management investment company

                                           Prospectus dated January 31,
                                           1995

[LOGO]     FEDERATED SECURITIES CORP.
           Distributor
           A subsidiary of FEDERATED INVESTORS
           FEDERATED INVESTORS TOWER
           PITTSBURGH, PA 15222-3779
           314282104
           8010414A (1/95)                         [RECYCLED PAPER LOGO]

                                    
                                    
                                    
                         Federated Tax-Free Trust
                   Statement of Additional Information
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
    This Statement of Additional Information should be read with the
    prospectus of Federated Tax-Free Trust (the "Trust") dated January
    31, 1995. This Statement is not a prospectus. To receive a copy of
    a prospectus, write or call the Trust.
    
    FEDERATED INVESTORS TOWER
    PITTSBURGH, PENNSYLVANIA 15222-3779
    
                    Statement dated January 31, 1995
   
Federated Securities Corp.
Distributor
Investment Policies                     1
 Acceptable Investments                1
 Participation Interests               1
 Municipal Leases                      1
 When-Issued And Delayed
   Delivery Transactions                1
 Repurchase Agreements                 1
 Reverse Repurchase Agreements         2
Investment Limitations                  2
Brokerage Transactions                  4
Federated Tax-Free Trust
Management                              4
 The Funds                             7
 Share Ownership                       8
 Officers and Trustees
   Compensation                         8
 Trustee Liability                     9
Investment Advisory Services            9
 Investment Adviser                    9
 Advisory Fees                         9
 Other Related Services                9
Shareholder Services Plan              10
Determining Net Asset Value            10
 Redemption in Kind                   10
 The Trust's Tax Status               11
Performance Information                11
 Yield                                11
 Effective Yield                      11
 Tax-Equivalent Yield                 11
 Tax-Equivalency Table                11
 Total Return                         12
 Performance Comparisons              12
A subsidiary of Federated InvestorsInvestment Policies
Unless indicated otherwise, the policies described below may not be
changed by the Trustees without shareholder approval.
Acceptable Investments
When determining whether a security presents minimal credit risks, the
investment adviser will consider the creditworthiness of: the issuer of
the security, the issuer of any demand feature applicable to the
security, or any guarantor of either the security or any demand feature.
Participation Interests
The financial institutions from which the Trust purchases participation
interests frequently provide or secure from another financial
institution irrevocable letters of credit or guarantees and give the
Trust the right to demand payment of the principal amounts of the
participation interests plus accrued interest on short notice (usually
within seven days). The municipal securities subject to the
participation interests are not limited to the Trust's maximum maturity
requirements so long as the participation interests include the right to
demand payment from the issuers of those interests. By purchasing
participation interests having a seven day demand feature, the Trust is
buying a security meeting the maturity and quality requirements of the
Trust and also is receiving the tax-free benefits of the underlying
securities.
Municipal Leases
The Trust may purchase municipal securities in the form of participation
interests that represent an undivided proportional interest in lease
payments by a governmental or nonprofit entity. The lease payments and
other rights under the lease provide for and secure payments on the
certificates. Lease obligations may be limited by municipal charter or
the nature of the appropriation for the lease. In particular, lease
obligations may be subject to periodic appropriation. If the entity does
not appropriate funds for future lease payments, the entity cannot be
compelled to make such payments. Furthermore, a lease may provide that
the participants cannot accelerate lease obligations upon default. The
participants would only be able to enforce lease payments as they became
due. In the event of a default or failure of appropriation, unless the
participation interests are credit enhanced, it is unlikely that the
participants would be able to obtain an acceptable substitute source of
payment.
In determining the liquidity of municipal lease securities, the
investment adviser, under the authority delegated by the Board of
Trustees, will base its determination on the following factors: whether
the lease can be terminated by the lessee; the potential recovery, if
any, from a sale of the leased property upon termination of the lease;
the lessee's general credit strength (e.g., its debt, administrative,
economic and financial characteristics and prospects); the likelihood
that the lessee will discontinue appropriating funding for the leased
property because the property is no longer deemed essential to its
operations (e.g., the potential for an "event of non-appropriation");
and any credit enhancement or legal recourse provided upon an event of
non-appropriation or other termination of the lease.
When-Issued And Delayed Delivery Transactions
These transactions are made to secure what is considered to be an
advantageous price or yield for the Trust. Settlement dates may be a
month or more after entering into these transactions, and the market
values of the securities purchased may vary from the purchase prices. No
fees or other expenses, other than normal transaction costs, are
incurred. However, liquid assets of the Trust sufficient to make payment
for the securities to be purchased are segregated on the Trust's records
at the trade date. These assets are marked to market daily and are
maintained until the transaction has been settled. As a matter of
operating policy the Trust does not intend to engage in when-issued and
delayed delivery transactions to an extent that would cause the
segregation of more than 20% of the total value of its assets.
Repurchase Agreements
Certain securities in which the Trust invests may be purchased pursuant
to repurchase agreements. Repurchase agreements are arrangements in
which banks, brokers/dealers, and other recognized financial
institutions sell securities to the Trust and agree at the time of sale
to repurchase them at a mutually agreed upon time and price within one
year from the date of acquisition. The Trust or its custodian will take
possession of the securities subject to repurchase agreements and these
securities will be marked to market daily. To the extent that the seller
does not repurchase the securities from the Trust, the Trust could
receive less than the repurchase price on any sale of such securities.
The Trust or its custodian will take possession of the securities
subject to repurchase agreements, and these securities will be marked to
market daily. In the event that a defaulting seller filed for bankruptcy
or became insolvent, disposition of such securities by the Trust might
be delayed pending court action. The Trust believes that under the
regular procedures normally in effect for custody of the Trust's
portfolio securities subject to repurchase agreements, a court of
competent jurisdiction would rule in favor of the Trust and allow
retention or disposition of such securities. The Trust will only enter
into repurchase agreements with banks and other recognized financial
institutions, such as broker/dealers, which are deemed by the Trust's
adviser to be creditworthy pursuant to guidelines established by the
Trustees.
Reverse Repurchase Agreements
The Trust may also enter into reverse repurchase agreements. These
transactions are similar to borrowing cash. In a reverse repurchase
agreement, the Trust transfers possession of a portfolio instrument in
return for a percentage of the instrument's market value in cash and
agrees that on a stipulated date in the future the Trust will repurchase
the portfolio instrument by remitting the original consideration plus
interest at an agreed upon rate. The use of reverse repurchase
agreements may enable the Trust to avoid selling portfolio instruments
at a time when a sale may be deemed to be disadvantageous, but does not
ensure this result. When effecting reverse repurchase agreements, liquid
assets of the Trust, in a dollar amount sufficient to make payment for
the obligations to be purchased, are: segregated on the Trust's records
at the trade date; marked to market daily; and maintained until the
transaction is settled.
Investment Limitations
Selling Short and Buying on Margin
      The Trust will not sell any securities short or purchase any
      securities on margin but may obtain such short-term credits as are
      necessary for clearance of transactions.
Issuing Senior Securities
      The Trust will not issue senior securities except as permitted by
      the investment objective and policies of the Trust.
Pledging Assets
      The Trust will not mortgage, pledge, or hypothecate any assets
      except as necessary to secure permitted borrowings. In those
      cases, it may mortgage, pledge, or hypothecate assets having a
      market value not exceeding 10% of the value of total assets at the
      time of the pledge.
Lending Cash or Securities
      The Trust will not lend any of its assets, except that it may
      acquire publicly or nonpublicly issued Municipal Securities or
      temporary investments or enter into repurchase agreements.
Investing in Commodities
      The Trust will not purchase or sell commodities or commodity
      contracts.
Investing in Real Estate
      The Trust will not purchase or sell real estate, although it may
      invest in municipal securities secured by real estate or interests
      in real estate.
Underwriting
      The Trust will not underwrite any issue of securities, except as
      it may be deemed to be an underwriter under the Securities Act of
      1933 in connection with the sale of securities in accordance with
      its investment objective, policies, and limitations.
Concentration of Investments
      The Trust will not purchase securities if, as a result of such
      purchase, more than 25% of the value of the Trust's assets would
      be invested in any one industry.
      However, the Trust may invest more than 25% of the value of its
      assets in cash or cash items (including time and demand deposits
      of U. S. branches of domestic banks, such as certificates of
      deposit), securities issued or guaranteed by the U.S. government,
      its agencies, or instrumentalities or instruments secured by these
      money market instruments, such as repurchase agreements.
      The Trust does not intend to purchase securities that would
      increase the percentage of its assets invested in the securities
      of governmental subdivisions located in any one state, territory,
      or U.S. possession to more than 25%. However, the Trust may invest
      more than 25% of the value of its assets in tax-exempt project
      notes guaranteed by the U.S. government, regardless of the
      location of the issuing municipality.
      If the value of Trust assets invested in the securities of a
      governmental subdivision changes because of changing values, the
      Trust will not be required to make any reduction in its holdings.
Acquiring Securities
      The Trust will not acquire the voting securities of any issuer,
      except as part of a merger, consolidation, reorganization, or
      acquisition of assets. It will not invest in securities issued by
      any other investment company or investment trust.
Diversification of Investments
      The Trust will not purchase securities issued by any one issuer
      having a value of more than 5% of the value of its total assets
      except cash or cash items and U.S. government obligations.
      Under this limitation, each governmental subdivision, including
      states and the District of Columbia, territories, possessions of
      the United States, or their political subdivisions, agencies,
      authorities, instrumentalities, or similar entities, will be
      considered a separate issuer if its assets and revenues are
      separate from those of the governmental body creating it and the
      security is backed only by its own assets and revenues.
      Industrial development bonds, backed only by the assets and
      revenues of a nongovernmental user, are considered to be issued
      solely by that user. If in the case of an industrial development
      bond or governmental-issued security, a governmental or other
      entity guarantees the security, such guarantee would be considered
      a separate security issued by the guarantor as well as the other
      issuer, subject to limited exclusions allowed by the Investment
      Company Act of 1940.
Issuing Senior Securities
      The Trust will not issue senior securities, except as permitted by
      the investment objective and policies of the Trust.
Investing in Restricted Securities
      The Trust will not invest more than 10% of its total assets in
      securities subject to legal or contractual restrictions on resale.
Investing in New Issuers
      The Trust will not invest more than 5% of the value of its total
      assets in securities of issuers which have records of less than
      three years of continuous operations, including the operation of
      any predecessor.
Investing in Issuers Whose Securities Are Owned by Officers of the Trust
      The Trust will not purchase or retain the securities of any issuer
      if the Officers and Trustees of the Trust or its investment
      adviser owning individually more than .50 of 1% of the issuer's
      securities together own more than 5% of the issuer's securities.
Investing in Options
      The Trust will not invest in puts, calls, straddles, spreads, or
      any combination of them.
Investing in Minerals
      The Trust will not purchase or sell interests in oil, gas, or
      other mineral exploration or development programs or leases.
The above limitations cannot be changed without shareholder approval.
The following investment limitations, however, may be changed by the
Trustees without shareholder approval. Shareholders will be notified
before any material change in these limitations becomes effective.
Investing in Illiquid Securities
      The Trust will not invest more than 10% of the value of its net
      assets in illiquid securities.
Investing for Control
      The Trust will not invest in securities of a company for the
      purpose of exercising control or management.
Except with respect to borrowing money, if a percentage limitation is
adhered to at the time of investment, a later increase or decrease in
percentage resulting from any change in value or net assets will not
result in a violation of such limitation.
The Trust did not borrow money or pledge securities in excess of 5% of
the value of its net assets during the last fiscal year and has no
present intent to do so during the coming fiscal year.
Brokerage Transactions
When selecting brokers and dealers to handle the purchase and sale of
portfolio instruments, the adviser looks for prompt execution of the
order at a favorable price. In working with dealers, the adviser will
generally use those who are recognized dealers in specific portfolio
instruments, except when a better price and execution of the order can
be obtained elsewhere. The adviser makes decisions on portfolio
transactions and selects brokers and dealers subject to guidelines
established by the Board of Trustees. The adviser may select brokers and
dealers who offer brokerage and research services. These services may be
furnished directly to the Trust or to the adviser and may include:
advice as to the advisability of investing in securities; security
analysis and reports; economic studies; industry studies; receipt of
quotations for portfolio evaluations; and similar services. Research
services provided by brokers and dealers may be used by the adviser or
its affiliates in advising the Trust and other accounts. To the extent
that receipt of these services may supplant services for which the
adviser or its affiliates might otherwise have paid, it would tend to
reduce their expenses. The adviser and its affiliates exercise
reasonable business judgment in selecting brokers who offer brokerage
and research services to execute securities transactions. They determine
in good faith that commissions charged by such persons are reasonable in
relationship to the value of the brokerage and research services
provided. During the fiscal year ended November 30, 1994, the Trust paid
no brokerage commissions.
Although investment decisions for the Trust are made independently from
those of the other accounts managed by the adviser, investments of the
type the Trust may make may also be made by those other accounts. When
the Trust and one or more other accounts managed by the adviser are
prepared to invest in, or desire to dispose of, the same security,
available investments or opportunities for sales will be allocated in a
manner believed by the adviser to be equitable to each. In some cases,
this procedure may adversely affect the price paid or received by the
Trust or the size of the position obtained or disposed of by the Trust.
In other cases, however, it is believed that coordination and the
ability to participate in volume transactions will be to the benefit of
the Trust.
Federated Tax-Free Trust Management
Officers and Directors are listed with their addresses, present
positions with Federated Tax-Free Trust, and principal occupations.

John F. Donahue@*
Federated Investors Tower
Pittsburgh, PA
Chairman and Director
Chairman and Trustee, Federated Investors, Federated Advisers, Federated
Management, and Federated Research; Chairman and Director, Federated
Research Corp.; Chairman, Passport Research, Ltd.; Director, AEtna Life
and Casualty Company; Chief Executive Officer and Director, Trustee, or
Managing General Partner of the Funds. Mr. Donahue is the father of J.
Christopher Donahue, Vice President of the Company.


Thomas G. Bigley
28th Floor, One Oxford Center
Pittsburgh, PA
Director
Director, Oberg Manufacturing Co.; Chairman of the Board, Children's
Hospital of Pittsburgh; Director, Trustee, or Managing General Partner
of the Funds; formerly, Senior Partner, Ernst & Young LLP.

John T. Conroy, Jr.
Wood/IPC Commercial Department
John R. Wood and Associates, Inc., Realtors
3255 Tamiami Trail North
Naples, FL
Director
President, Investment Properties Corporation; Senior Vice-President,
John R. Wood and Associates, Inc., Realtors; President, Northgate
Village Development Corporation; Partner or Trustee in private real
estate ventures in Southwest Florida; Director, Trustee, or Managing
General Partner of the Funds; formerly, President, Naples Property
Management, Inc.

William J. Copeland
One PNC Plaza - 23rd Floor
Pittsburgh, PA
Director
Director and Member of the Executive Committee, Michael Baker, Inc.;
Director, Trustee, or Managing General Partner of the Funds; formerly,
Vice Chairman and Director, PNC Bank, N.A., and PNC Bank Corp. and
Director, Ryan Homes, Inc.

James E. Dowd
571 Hayward Mill Road
Concord, MA
Director
Attorney-at-law; Director, The Emerging Germany Fund, Inc.; Director,
Trustee, or Managing General Partner of the Funds; formerly, Director,
Blue Cross of Massachusetts, Inc.

Lawrence D. Ellis, M.D.
3471 Fifth Avenue, Suite 1111
Pittsburgh, PA
Director
Hematologist, Oncologist, and Internist, Presbyterian and Montefiore
Hospitals; Professor of Medicine and Trustee, University of Pittsburgh;
Director of Corporate Health, University of Pittsburgh Medical Center;
Director, Trustee, or Managing General Partner of the Funds.


Edward L. Flaherty, Jr.@
Two Gateway Center-Suite 674
Pittsburgh, PA
Director
Attorney-at-law; Partner, Meyer and Flaherty; Director, Eat'N Park
Restaurants, Inc., and Statewide Settlement Agency, Inc.; Director,
Trustee, or Managing General Partner of the Funds; formerly, Counsel,
Horizon Financial, F.A., Western Region.

Peter E. Madden
225 Franklin Street
Boston, MA
Director
Consultant; State Representative, Commonwealth of Massachusetts;
Director, Trustee, or Managing General Partner of the Funds; formerly,
President, State Street Bank and Trust Company and State Street Boston
Corporation and Trustee, Lahey Clinic Foundation, Inc.

Gregor F. Meyer
Two Gateway Center-Suite 674
Pittsburgh, PA
Director
Attorney-at-law; Partner, Meyer and Flaherty; Chairman, Meritcare, Inc.;
Director, Eat'N Park Restaurants, Inc.; Director, Trustee, or Managing
General Partner of the Funds; formerly, Vice Chairman, Horizon
Financial, F.A.

Wesley W. Posvar
1202 Cathedral of Learning
University of Pittsburgh
Pittsburgh, PA
Director
Professor, Foreign Policy and Management Consultant; Trustee, Carnegie
Endowment for International Peace, RAND Corporation, Online Computer
Library Center, Inc., and U.S. Space Foundation; Chairman, Czecho Slovak
Management Center; Director, Trustee, or Managing General Partner of the
Funds; President Emeritus, University of Pittsburgh; formerly, Chairman,
National Advisory Council for Environmental Policy and Technology.

Marjorie P. Smuts
4905 Bayard Street
Pittsburgh, PA
Director
Public relations/marketing consultant; Director, Trustee, or Managing
General Partner of the Funds.

Glen R. Johnson
Federated Investors Tower
Pittsburgh, PA
President
Trustee, Federated Investors; President and/or Trustee of some of the
Funds; staff member, Federated Securities Corp. and Federated
Administrative Services.


J. Christopher Donahue
Federated Investors Tower
Pittsburgh, PA
Vice President
President and Trustee, Federated Investors, Federated Advisers,
Federated Management, and Federated Research; President and Director,
Federated Research Corp.; President, Passport Research, Ltd.; Trustee,
Federated Administrative Services, Federated Services Company, and
Federated Shareholder Services; President or Vice President of the
Funds; Director, Trustee, or Managing General Partner of some of the
Funds. Mr. Donahue is the son of John F. Donahue, Chairman and Director
of the Company.

Richard B. Fisher
Federated Investors Tower
Pittsburgh, PA
Vice President
Executive Vice President and Trustee, Federated Investors; Director,
Federated Research Corp.; Chairman and Director, Federated Securities
Corp.; President or Vice President of some of the Funds; Director or
Trustee of some of the Funds.

Edward C. Gonzales
Federated Investors Tower
Pittsburgh, PA
Vice President and Treasurer
Vice President, Treasurer, and Trustee, Federated Investors; Vice
President and Treasurer, Federated Advisers, Federated Management,
Federated Research, Federated Research Corp., and Passport Research,
Ltd.; Executive Vice President, Treasurer, and Director, Federated
Securities Corp.; Trustee, Federated Services Company and Federated
Shareholder Services; Chairman, Treasurer, and Trustee, Federated
Administrative Services; Trustee or Director of some of the Funds; Vice
President and Treasurer of the Funds.

John W. McGonigle
Federated Investors Tower
Pittsburgh, PA
Vice President and Secretary
Vice President, Secretary, General Counsel, and Trustee, Federated
Investors; Vice President, Secretary, and Trustee, Federated Advisers,
Federated Management, and Federated Research; Vice President and
Secretary, Federated Research Corp. and Passport Research, Ltd.;
Trustee, Federated Services Company; Executive Vice President,
Secretary, and Trustee, Federated Administrative Services; Secretary and
Trustee, Federated Shareholder Services; Executive Vice President and
Director, Federated Securities Corp.; Vice President and Secretary of
the Funds.

      *  This Director is deemed to be an "interested person" as defined
         in the Investment Company Act of 1940, as amended.
      @  Member of the Executive Committee. The Executive Committee of
         the Board of Directors handles the responsibilities of the
         Board of Directors between meetings of the Board.
The Funds
As referred to in the list of Trustees and Officers, "Funds" includes
the following investment companies:
American Leaders Fund, Inc.; Annuity Management Series; Arrow Funds;
Automated Cash Management Trust; Automated Government Money Trust;
California Municipal Cash Trust; Cash Trust Series II; Cash Trust
Series, Inc.; DG Investor Series; Edward D. Jones & Co. Daily Passport
Cash Trust; Federated ARMs Fund; Federated Exchange Fund, Ltd.;
Federated GNMA Trust; Federated Government Trust; Federated Growth
Trust; Federated High Yield Trust; Federated Income Securities Trust;
Federated Income Trust; Federated Index Trust; Federated Institutional
Trust; Federated Intermediate Government Trust; Federated Master Trust;
Federated Municipal Trust; Federated Short-Intermediate Government
Trust;  Federated Short-Term U.S. Government Trust; Federated Stock
Trust; Federated Tax-Free Trust; Federated U.S. Government Bond Fund;
First Priority Funds; Fixed Income Securities, Inc.; Fortress Adjustable
Rate U.S. Government Fund, Inc.; Fortress Municipal Income Fund, Inc.;
Fortress Utility Fund, Inc.; Fund for U.S. Government Securities, Inc.;
Government Income Securities, Inc.; High Yield Cash Trust; Insight
Institutional Series, Inc.; Insurance Management Series; Intermediate
Municipal Trust; International Series, Inc.; Investment Series Funds,
Inc.; Investment Series Trust; Liberty Equity Income Fund, Inc.; Liberty
High Income Bond Fund, Inc.; Liberty Municipal Securities Fund, Inc.;
Liberty U.S. Government Money Market Trust; Liberty Term Trust, Inc. -
1999; Liberty Utility Fund, Inc.; Liquid Cash Trust; Managed Series
Trust; The Medalist Funds: Money Market Management, Inc.; Money Market
Obligations Trust; Money Market Trust; Municipal Securities Income
Trust; New York Municipal Cash Trust; 111 Corcoran Funds; Peachtree
Funds; The Planters Funds; Portage Funds; RIMCO Monument Funds; The
Shawmut Funds; Short-Term Municipal Trust; Star Funds; The Starburst
Funds; The Starburst Funds II; Stock and Bond Fund, Inc.; Sunburst
Funds; Targeted Duration Trust; Tax-Free Instruments Trust; Trademark
Funds; Trust for Financial Institutions; Trust For Government Cash
Reserves; Trust for Short-Term U.S. Government Securities; Trust for
U.S. Treasury Obligations; World Investment Series, Inc.
Share Ownership
Officers and Trustees own less than 1% of the Trust's outstanding
shares.
As of January 10, 1995, the following shareholder of record owned 5% or
more of the outstanding shares of the Trust:  Fiduciary Trust Company
International Customer Account, New York, New York owned 7.3%.
Officers and Trustees Compensation

NAME ,                     AGGREGATE               TOTAL COMPENSATION
PAID
POSITION WITH              COMPENSATION FROM       TO TRUSTEES  FROM
TRUST                      TRUST                   TRUST AND FUND
COMPLEX

John F. Donahue,
Chairman and Trustee          $ -0-             $ -0- for the Trust and
                                                69 investment companies

Thomas G. Bigley,
Trustee                       $ 557.00          $ 24,991 for the Trust
and
                                                50 investment companies

John T. Conroy, Jr.,
Trustee                       $ 2,498.75        $ 136,100 for the Trust
and
                                                65 investment companies

William J. Copeland,
Trustee                       $ 2,498.75        $ 136,100 for the Trust
and
                                                65 investment companies

James E. Dowd,
Trustee                       $ 2,498.75        $ 136,100 for the Trust
and
                                                65 investment companies

Lawrence D. Ellis, M.D.,
Trustee                       $ 2,262.50        $ 123,600 for the Trust
and
                                                65 investment companies

Edward L. Flaherty, Jr.,
Trustee                       $ 2,498.75        $ 136,100 for the Trust
and
                                                65 investment companies

Peter E. Madden,
Trustee                       $ 1,928.50        $ 104,880 for the Trust
and
                                                65 investment companies

Gregor F. Meyer,
Trustee                       $ 2,262.50        $ 123,600 for the Trust
and
                                                65 investment companies

Wesley W. Posvar,
Trustee                       $ 2,262.50        $ 123,600 for the Trust
and
                                                65 investment companies

Marjorie P. Smuts,
Trustee                       $ 2,262.50        $ 123,600 for the Trust
and
                                                65 investment companies
Trustee Liability
The Declaration of Trust provides that the Trustees will not be liable
for errors of judgment or mistakes of fact or law. However, they are not
protected against any liability to which they would otherwise be subject
by reason of willful misfeasance, bad faith, gross negligence, or
reckless disregard of the duties involved in the conduct of their
office.
Investment Advisory Services
Investment Adviser
The Trust's investment adviser is Federated Research. It is a subsidiary
of Federated Investors. All the voting securities of Federated Investors
are owned by a trust, the Trustees of which are John F. Donahue, his
wife and his son, J. Christopher Donahue.
The adviser shall not be liable to the Trust or any shareholder for any
losses that may be sustained in the purchase, holding, or sale of any
security or for anything done or omitted by it, except acts or omissions
involving willful misfeasance, bad faith, gross negligence, or reckless
disregard of the duties imposed upon it by its contract with the Trust.
Advisory Fees
For its advisory services, Federated Research receives an annual
investment advisory fee as described in the prospectus.
For the fiscal years ended November 30, 1994, 1993 and 1992, the adviser
earned $5,196,527, $5,829,667, and $6,888,617, respectively, of which
$1,249,214, $450,780, and $367,910, respectively, was waived.
   State Expense Limitations
      The adviser has undertaken to comply with the expense limitations
      established by certain states for investment companies whose
      shares are registered for sale in those states. If the Trust's
      normal operating expenses (including the investment advisory fee,
      but not including brokerage commissions, interest, taxes, and
      extraordinary expenses) exceed 2-1/2% per year of the first $30
      million of average net assets, 2% per year of the next $70 million
      of average net assets, and 1-1/2% per year of the remaining
      average net assets, the adviser will reimburse the Trust for its
      expenses over the limitation.
      If the Trust's monthly projected operating expenses exceed this
      limitation, the investment advisory fee paid will be reduced by
      the amount of the excess, subject to an annual adjustment. If the
      expense limitation is exceeded, the amount to be reimbursed by the
      adviser will be limited, in any single fiscal year, by the amount
      of the investment advisory fees.
      This arrangement is not part of the advisory contract and may be
      amended or rescinded in the future.
Other Related Services
Affiliates of the adviser may, from time to time, provide certain
electronic equipment and software to institutional customers in order to
facilitate the purchase of shares of funds offered by Federated
Securities Corp.
Trust Administration
Federated Administrative Services, a subsidiary of Federated Investors,
provides administrative personnel and services to the Trust for a fee as
described in the prospectus. Prior to March 1, 1994, Federated
Administrative Services, Inc., also a subsidiary of Federated Investors,
served as the Trust's Administrator. (For purposes of this Statement of
Additional Information, Federated Administrative Services and Federated
Administrative Services, Inc. may hereinafter collectively be referred
to as the "Administrators".) For the fiscal years ended November 30,
1994, 1993 and 1992, the Administrators earned $897,360, $646,592, and
$563,312, respectively. Dr. Henry J. Gailliot, an officer of Federated
Research, the adviser to the Trust, holds approximately 20% of the
outstanding common stock and serves as a director of Commercial Data
Services, Inc., a company which provides computer processing services to
Federated Administrative Services.
Shareholder Services Plan
This arrangement permits the payment of fees to Federated Shareholder
Services and financial institutions to cause services to be provided
which are necessary for the maintenance of shareholder accounts and to
encourage personal services to shareholders by a representative who has
knowledge of the shareholder's particular circumstances and goals. These
activities and services may include, but are not limited to: providing
office space, equipment, telephone facilities, and various clerical,
supervisory, computer, and other personnel as necessary or beneficial to
establish and maintain shareholder accounts and records; processing
purchase and redemption transactions and automatic investments of client
account cash balance; answering routine client inquiries; and assisting
clients in changing dividend options, account designations, and
addresses. By adopting the Shareholder Services Plan, the Board of
Trustees expects that the Trust will benefit by: (1) providing personal
services to shareholders; (2) investing shareholder assets with a
minimum of delay and administrative detail; (3) enhancing shareholder
recordkeeping systems; and (4) responding promptly to shareholders'
requests and inquiries concerning their accounts. For the fiscal period
ending November 30, 1994, payments in the amount of $479,962 were made
pursuant to the Shareholder Services Plan, none of which was paid to
financial institutions.
Custodian . .State Street Bank and Trust Company, Boston, MA is
custodian for the securities and cash of the Trust.
Transfer Agent and Portfolio Recordkeeper. .As transfer agent, Federated
Services Company maintains all necessary shareholder records. For its
services, the transfer agent receives a fee based on the number of
shareholder accounts.  It also provides certain accounting and
recordkeeping services with respect to the Trust's portfolio
investments.
Determining Net Asset Value
The Trustees have decided that the best method for determining the value
of portfolio instruments is amortized cost. Under this method, portfolio
instruments are valued at the acquisition cost as adjusted for
amortization of premium or accumulation of discount rather than at
current market value. Accordingly, neither the amount of daily income
nor the net asset value is affected by any unrealized appreciation or
depreciation of the portfolio. In periods of declining interest rates,
the indicated daily yield on shares of the Trust computed by dividing
the annualized daily income on the Trust's portfolio by the net asset
value computed as above may tend to be higher than a similar computation
made by using a method of valuation based upon market prices and
estimates. In periods of rising interest rates, the opposite may be
true.
The Trust's use of the amortized cost method of valuing portfolio
instruments depends on its compliance with certain conditions in Rule 2a-
7 (the "Rule") promulgated by the Securities and Exchange Commission
under the Investment Company Act of 1940. Under the Rule, the Trustees
must establish procedures reasonably designed to stabilize the net asset
value per share, as computed for purposes of distribution and
redemption, at $1.00 per share, taking into account current market
conditions and the Trust's investment objective. The procedures include
monitoring the relationship between the amortized cost value per share
and the net asset value per share based upon available indications of
market value. The Trustees will decide what, if any, steps should be
taken if there is a difference of more than 0.5 of 1% between the two
values. The Trustees will take any steps they consider appropriate (such
as redemption in kind or shortening the average portfolio maturity) to
minimize any material dilution or other unfair results arising from
differences between the two methods of determining net asset value.
Redemption in Kind
The Trust is obligated to redeem shares solely in cash up to $250,000 or
1% of the Trust's net asset value, whichever is less, for any one
shareholder within a 90-day period. Any redemption beyond this amount
will also be in cash unless the Trustees determine that further payments
should be in kind. In such cases, the Trust will pay all or a portion of
the remainder of the redemption in portfolio instruments valued in the
same way as the Trust determines net asset value. The portfolio
instruments will be selected in a manner that the Trustees deem fair and
equitable. Redemption in kind is not as liquid as a cash redemption. If
redemption is made in kind, shareholders who sell these securities could
receive less than the redemption value and could incur certain
transaction costs.
The Trust's Tax Status
To qualify for the special tax treatment afforded to regulated
investment companies, the Trust must, among other requirements:  derive
at least 90% of its gross income from dividends, interest, and gains
from the sale of securities; derive less than 30% of its gross income
from the sale of securities held less than three months; invest in
securities within certain statutory limits; and distribute to its
shareholders at least 90% of its net income earned during the year.
Performance Information
Performance depends upon such variables as: portfolio quality; average
portfolio maturity; type of instruments in which the portfolio is
invested; changes in interest rates; changes in expenses; and the
relative amount of cash flow. To the extent that financial institutions
and broker/dealers charge fees in connection with services provided in
conjunction with an investment in shares of the Trust, the performance
will be reduced for those shareholders paying those fees.
Yield
The Trust calculates its yield based upon the seven days ending on the
day of the calculation, called the "base period." This yield is computed
by: determining the net change in the value of a hypothetical account
with a balance of one share at the beginning of the base period, with
the net change excluding capital changes but including the value of any
additional shares purchased with dividends earned from the original one
share and all dividends declared on the original and any purchased
shares; dividing the net change in the account's value by the value of
the account at the beginning of the base period to determine the base
period return; and multiplying the base period return by 365/7.
The Trust's yield for the seven-day period ended November 30, 1994, was
3.31%.
Effective Yield
The Trust calculates its effective yield by compounding the unannualized
base period return by: adding 1 to the base period return; raising the
sum to the 365/7th power; and subtracting 1 from the result.
The Trust's effective yield for the seven-day period ended November 30,
1994, was 3.36%.
Tax-Equivalent Yield
The Trust's tax-equivalent yield for the seven-day period ended November
30, 1994, assuming an effective tax rate of 28%, was 4.60%.
Tax-Equivalency Table
A tax-equivalency table may be used in advertising and sales literature.
The interest earned by the municipal securities in the Trust's portfolio
generally remains free from federal regular income tax,* and is often
free from state and local taxes as well. As the following table
indicates, a "tax-free" investment can be an attractive choice for
investors, particularly in times of narrow spreads between tax-free and
taxable yields.

                   Tax-exempt Yield vs. Taxable Yield
                    Taxable Yield Equivalent for 1995

                          Federal Income Tax Bracket:
     
                  15.00%      28.00%      31.00%      36.00%
     39.60%
      Joint         $1-      $39,001 -   $94,251 -  $143,601 -      OVER
     Return        39,000      94,250     143,600     256,500     256,500
     
     Single Return  $1-      $23,351 -   $56,551 -   $117,951 -     OVER
                   23,350      56,550     117,950     256,500     $256,500
       Tax-Exempt
            Yield                      Taxable Yield Equivalent
       2.00%       2.35%       2.78%       2.90%       3.13%
     3.31%
       2.50%       2.94%       3.47%       3.62%       3.91%
     4.14%
       3.00%       3.53%       4.17%       4.35%       4.69%
     4.97%
       3.50%       4.12%       4.86%       5.07%       5.47%
     5.79%
       4.00%       4.71%       5.56%       5.80%       6.25%
     6.62%
       4.50%       5.29%       6.25%       6.52%       7.03%
     7.45%
       5.00%       5.88%       6.94%       7.25%       7.81%
     8.28%
       5.50%       6.47%       7.64%       7.97%       8.59%
     9.11%
       6.00%       7.06%       8.33%       8.70%       9.38%
     9.93%
Note:  The maximum marginal tax rate for each bracket was used in
calculating the taxable yield equivalent.
The chart above is for illustrative purposes only. It is not an
indicator of past or future performance of the Trust.
*Some portion of the Trust's income may be subject to the federal
alternative minimum tax and state and local regular or alternative
minimum taxes.
Total Return
Average annual total return is the average compounded rate of return for
a given period that would equate a $1,000 initial investment to the
ending redeemable value of that investment. The ending redeemable value
is computed by multiplying the number of shares owned at the end of the
period by the net asset value per share at the end of the period. The
number of shares owned at the end of the period is based on the number
of shares purchased at the beginning of the period with $1,000, adjusted
over the period by any additional shares, assuming the monthly
reinvestmen tof all dividends and distributions.
Performance Comparisons
Investors may use financial publications and/or indices to obtain a more
complete view of the Trust's performance. When comparing performance,
investors should consider all relevant factors such as the composition
of any index used, prevailing market conditions, portfolio compositions
of other funds, and methods used to value portfolio securities and
compute offering price. The financial publications and/or indices which
the Trust uses in advertising may include:
   o Lipper Analytical Services, Inc. ranks funds in various fund
      categories based on total return, which assumes the reinvestment
      of all income dividends and capital gains distributions, if any.
   o Donoghue's Money Fund Report publishes annualized yields of money
      market funds weekly. Donoghue's Money Market Insight publication
      reports monthly and 12-month-to-date investment results for the
      same money funds.
   o Money, a monthly magazine, regularly ranks money market funds in
      various categories based on the latest available seven-day
      effective yield.
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8010414B(1/95)




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