SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. ___)
Triton Group Ltd.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
896757101
(CUSIP Number)
Check the following box if a fee is being paid with this statement [ X ].
(A fee is not required only if the reporting person: (1) has a previous
statment on file reporting beneficial ownership of more than five percent of
the class of securities described in Item 1; and (2) has filed no amendment
subsequent thereto reporting beneficial ownership of less than five percent
of such class. See Rule 13d-7).
*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which
would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liablilities of that section
of the Act but shall be subject to all other provisions of the Act (however,
see the Notes).
CUSIP No. 896757101 13G Page 2 of 11 Pages
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
FEDERATED INVESTORS
TAX I.D. # 51-0316181
2 Check the appropriate box if a member of a group
(a) [ ]
(b) [ ]
3 SEC use only
4 Citizenship or Place of Organization
DELAWARE
Number of 5 Sole voting power
shares 1,235,001
beneficially 6 Shared voting power
Owned by
each 7 Sole dispositive power
Reporting 1,235,001
Person 8 Shared dispositive power
with
9 Aggregate Amount Beneficially Owned by Each Reporting Person
1,235,001
10 Check if the Aggregate Amount in Row (9) Excludes Certain Shares *
11 Percent of Class Represented by Amount in Row (9)
6.8%
12 Type of Reporting Person
HC
*SEE INSTRUCTION BEFORE FILLING OUT
CUSIP No. 896757101 13G Page 3 of 11 Pages
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
VOTING SHARES IRREVOCABLE TRUST
2 Check the appropriate box if a member of a group
(a) [ ]
(b) [ ]
3 SEC use only
4 Citizenship or Place of Organization
PENNSYLVANIA
Number of 5 Sole voting power
shares 1,235,001
beneficially 6 Shared voting power
Owned by
each 7 Sole dispositive power
Reporting 1,235,001
Person 8 Shared dispositive power
with
9 Aggregate Amount Beneficially Owned by Each Reporting Person
1,235,001
10 Check if the Aggregate Amount in Row (9) Excludes Certain Shares *
11 Percent of Class Represented by Amount in Row (9)
6.8%
12 Type of Reporting Person
OO
*SEE INSTRUCTION BEFORE FILLING OUT
CUSIP No. 896757101 13G Page 4 of 11 Pages
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
JOHN F. DONAHUE
2 Check the appropriate box if a member of a group
(a) [ ]
(b) [ ]
3 SEC use only
4 Citizenship or Place of Organization
UNITED STATES
Number of 5 Sole voting power
shares
beneficially 6 Shared voting power
Owned by 1,235,001
each 7 Sole dispositive power
Reporting
Person 8 Shared dispositive power
with 1,235,001
9 Aggregate Amount Beneficially Owned by Each Reporting Person
1,235,001
10 Check if the Aggregate Amount in Row (9) Excludes Certain Shares *
11 Percent of Class Represented by Amount in Row (9)
6.8%
12 Type of Reporting Person
IN
*SEE INSTRUCTION BEFORE FILLING OUT
CUSIP No. 896757101 13G Page 5 of 11 Pages
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
RHODORA J. DONAHUE
2 Check the appropriate box if a member of a group
(a) [ ]
(b) [ ]
3 SEC use only
4 Citizenship or Place of Organization
UNITED STATES
Number of 5 Sole voting power
shares
beneficially 6 Shared voting power
Owned by 1,235,001
each 7 Sole dispositive power
Reporting
Person 8 Shared dispositive power
with 1,235,001
9 Aggregate Amount Beneficially Owned by Each Reporting Person
1,235,001
10 Check if the Aggregate Amount in Row (9) Excludes Certain Shares *
11 Percent of Class Represented by Amount in Row (9)
6.8%
12 Type of Reporting Person
IN
*SEE INSTRUCTION BEFORE FILLING OUT
CUSIP No. 896757101 13G Page 6 of 11 Pages
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
J. CHRISTOPHER DONAHUE
2 Check the appropriate box if a member of a group
(a) [ ]
(b) [ ]
3 SEC use only
4 Citizenship or Place of Organization
UNITED STATES
Number of 5 Sole voting power
shares
beneficially 6 Shared voting power
Owned by 1,235,001
each 7 Sole dispositive power
Reporting
Person 8 Shared dispositive power
with 1,235,001
9 Aggregate Amount Beneficially Owned by Each Reporting Person
1,235,001
10 Check if the Aggregate Amount in Row (9) Excludes Certain Shares *
11 Percent of Class Represented by Amount in Row (9)
6.8%
12 Type of Reporting Person
IN
*SEE INSTRUCTION BEFORE FILLING OUT
CUSIP No. 896757101 13G Page 7 of 11 Pages
Item 1(a). Name of Issuer: Triton Group Ltd.
Item 1(b). Address of Issuer's Principal Business Office:
550 West C Street
San Diego, CA 92101
Item 2(a). Names of Persons Filing:
SEE ROW 1 OF COVER PAGES
Item 2(b). Address of Principal Business Office:
Federated Investors Tower
Pittsburgh, PA 15222-3779
Item 2(c). Citizenship:
SEE ROWS 1 AND 4 OF COVER PAGES
Item 2(d). Title of Class of Securities: Common Stock
Item 2(e). CUSIP Number: 896757101
Item 3. If this statement is filed pursuant to Rules 13d-1(b),
or 13d-2(b), check whether the persons filing are:
(g) [ X ] Parent Holding Company in accordance with
Section 240.13d-1(b)(ii)(G) (Note: See Item 7)
*SEE EXHIBIT "1" ATTACHED
Item 4. Ownership:
A. Federated Investors (See Note 1, next page)
Item 4(a) Amount Beneficially Owned...................... 1,235,001
Item 4b) Percent of Class..................................6.8%
Item 4(c) Number of Shares as to which such person has
(i) sole power to vote or direct the vote..............
1,235,001
(ii) shared power to vote or direct the vote.......... 0
(iii) sole power to dispose or direct disposition of.. 1,235,001
(iv) shared power to dispose or direct disposition of..
0
B. Voting Shares Irrevocable Trust (See Note 1, next page)
Item 4(a) Amount Beneficially Owned...................... 1,235,001
Item 4b) Percent of Class..................................6.8%
Item 4(c) Number of Shares as to which such person has
(i) sole power to vote or direct the vote..............
1,235,001
(ii) shared power to vote or direct the vote.......... 0
(iii) sole power to dispose or direct disposition of.. 1,235,001
(iv) shared power to dispose or direct disposition of..
0
CUSIP No. 896757101 13G Page 8 of 11 Pages
Item 4. Ownership (continued):
C. John F. Donahue (1)
Item 4(a) Amount Beneficially Owned...................... 1,235,001
Item 4b) Percent of Class..................................6.8%
Item 4(c) Number of Shares as to which such person has
(i) sole power to vote or direct the vote..............
0
(ii) shared power to vote or direct the vote.......... 1,235,001
(iii) sole power to dispose or direct disposition of.. 0
(iv) shared power to dispose or direct disposition of..
1,235,001
D. Rhodora J. Donahue (1)
Item 4(a) Amount Beneficially Owned...................... 1,235,001
Item 4b) Percent of Class..................................6.8%
Item 4(c) Number of Shares as to which such person has
(i) sole power to vote or direct the vote..............
0
(ii) shared power to vote or direct the vote.......... 1,235,001
(iii) sole power to dispose or direct disposition of.. 0
(iv) shared power to dispose or direct disposition of..
1,235,001
E. J. Christopher Donahue (1)
Item 4(a) Amount Beneficially Owned...................... 1,235,001
Item 4b) Percent of Class..................................6.8%
Item 4(c) Number of Shares as to which such person has
(i) sole power to vote or direct the vote..............
0
(ii) shared power to vote or direct the vote.......... 1,235,001
(iii) sole power to dispose or direct disposition of.. 0
(iv) shared power to dispose or direct disposition of..
1,235,001
Item 5. Ownership of Five Percent or Less of a Class:
Not applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another
Person:
Not applicable
(1) The number of shares indicated represent shares beneficially
owned by registered investment companies advised by subsidiaries
of Federated Investors that have been delegated the power to
direct investments and power to vote the securities by the
registered investment companies' board of trustees or directors.
All of the voting securities of Federated Investors are held in
the Voting Shares Irrevocable Trust ("Trust"), the trustees of
which are John F. Donahue, Rhodora J. Donahue, and J. Christopher
Donahue ("Trustees"). In accordance with Rule 13d-4 under the
1934 Act, the Trust, Trustees and parent holding company declare
that the filing of this statement should not be construed as an
admission that any of the investment advisers, parent holding
company, Trust, Trustees are beneficial owners (for the purposes
of Sections 13(d) and/or 13(g) of the Act) of any securities
covered by this statement, and such advisers, parent holding
company, Trust, and Trustees expressly disclaim that they are the
beneficial owners of such securities.
CUSIP No. 896757101 13G Page 9 of 11 Pages
Item 7. Identification and Classification of the Subsidiary
Which Acquired the Security Being Reported on By the Parent
Holding Company:
SEE EXHIBIT "1" ATTACHED
Item 8. Identification and Classification of Members of the
Group:
Not applicable
Item 9. Notice of Dissolution of Group:
Not applicable
Item 10. Certification:
By signing below I certify that, to the best of my knowledge
and belief, the securities referred to above were acquired in the
ordinary course of business and were not acquired for the purpose
of and do not have the effect of changing or influencing the
control of the issuer of such securities and were not acquired in
connection with or as a participant in any transaction having
such purposes or effect.
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this
statement is true, complete and correct.
Date: February 14, 1994
By:/s/J. Christopher Donahue
Name/Title: J. Christopher Donahue, as President of Federated
Investors
By:/s/John F. Donahue by JCD
Name/Title: John F. Donahue, individually and as Trustee of
Voting Shares Irrevocable Trust, by J. Christopher Donahue, as
attorney-in-fact
By:/s/Rhodora J. Donahue by JCD
Name/Title: Rhodora J. Donahue, individually and as Trustee of
Voting Shares Irrevocable Trust, by J. Christopher Donahue, as
attorney-in-fact
By:/s/J. Christopher Donahue
Name/Title: J. Christopher Donahue, individually and as Trustee
of Voting Shares Irrevocable Trust
CUSIP No. 896757101 13G Page 10 of 11 Pages
EXHIBIT "1"
ITEM 3 CLASSIFICATION OF
REPORTING PERSONS
Identity and Classification of Each Reporting Person
IDENTITY CLASSIFICATION
UNDER ITEM 3
Federated Management (e) Investment Adviser registered under
section 203 of the Investment Advisers
Act of 1940
Federated Advisers (e) Investment Adviser registered under
section 203 of the Investment Advisers
Act of 1940
Federated Investors (g) Parent Holding Company, in
accordance with Section
240.13d-1(b)(ii)(G)
Federated Investors, Inc. (g) Parent Holding Company, in
accordance with Section
240.13d-1(b)(ii)(G)
FII Holdings, Inc. (g) Parent Holding Company, in
accordance with Section
240.13d-1(b)(ii)(G)
Voting Shares Irrevocable Trust (g) Parent Holding Company, in
accordance with Section
240.13d-1(b)(ii)(G)
John F. Donahue (g) Parent Holding Company in
accordance with Section
240.13d-1(b)(ii)(G)
Rhodora J. Donahue (g) Parent Holding Company in
accordance with Section
240.13d-1(b)(ii)(G)
J. Christopher Donahue (g) Parent Holding Company in
accordance with Section
240.13d-1(b)(ii)(G)
Federated Investors (the "Parent") is filing this Schedule 13G because it is
the parent holding company of Federated Management and Federated Advisers (the
"Investment Advisers"), which act as investment advisers to registered
investment companies, including Federated Growth Trust, that own shares of
common stock in Triton Group Ltd. (the "Reported Securities"). The Investment
Advisers are wholly owned subsidiaries of FII Holdings, Inc., which is a
wholly owned subsidiary of Federated Investors, Inc., which is wholly owned by
the Parent. All of Parent's outstanding voting stock is held in the Voting
Shares Irrevocable Trust (the "Trust") for which John F. Donahue, Rhodora J.
Donahue and J. Christopher Donahue act as trustees (collectively, the
"Trustees"). The Trustees have joined in filing this Schedule 13G because of
the collective voting control that they exercise over the Parent. In
accordance with Rule 13d-4 under the Securities Exchange Act of 1934, as
amended, the Parent, the Trust and each of the Trustees declare that this
statement should not be construed as an admission that they are the beneficial
owners of the Reported Securities, and the Parent, the Trust and each of the
Trustees expressly disclaim beneficial ownership of the Reported Securities.
CUSIP No. 896757101 13G Page 11 of 11 Pages
EXHIBIT "2"
AGREEMENT FOR JOINT FILING OF
SCHEDULE 13G
The following parties hereby agree to file jointly the
statement on Schedule 13G to which this Agreement is attached and
any amendments thereto which may be deemed necessary pursuant to
Regulation 13D-G under the Securities Exchange Act of 1934:
1. Federated Investors, as parent holding company of the
investment advisers to registered investment companies
that beneficially own the securities.
2. Voting Shares Irrevocable Trust, as holder of all the
voting shares of Federated Investors
3. John F. Donahue, individually and as Trustee.
4. Rhodora J. Donahue, individually and as Trustee.
5. J. Christopher Donahue, individually and as Trustee.
It is understood and agreed that each of the parties hereto
is responsible for the timely filing of such statement and any
amendments thereto, and for the completeness and accuracy of the
information concerning such party contained therein, but such
party unless is not responsible for the completeness or accuracy
of information concerning the other parties unless such party
knows or has reason to believe that such information is
incomplete or inaccurate.
It is understood and agreed that the joint filing of
Schedule 13G shall not be construed as an admission that the
reporting persons named herein constitue a group for purposes of
Regulation 13D-G of the Securities Exchange Act of 1934, nor is a
joint venture for purposes of the Investment Company Act of 1940.
Date: February 14, 1994
By:/s/J. Christopher Donahue
Name/Title: J. Christopher Donahue, as President of Federated
Investors
By:/s/John F. Donahue by JCD
Name/Title: John F. Donahue, individually and as Trustee of
Voting Shares Irrevocable Trust, by J. Christopher Donahue, as
attorney-in-fact
By:/s/Rhodora J. Donahue by JCD
Name/Title: Rhodora J. Donahue, individually and as Trustee of
Voting Shares Irrevocable Trust, by J. Christopher Donahue, as
attorney-in-fact
By:/s/J. Christopher Donahue
Name/Title: J. Christopher Donahue, individually and as Trustee
of Voting Shares Irrevocable Trust
