1933 Act File No. 2-49591
1940 Act File No. 811-2430
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 X
Pre-Effective Amendment No.
Post-Effective Amendment No. 70 X
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 X
Amendment No. 31 X
MONEY MARKET MANAGEMENT, INC.
(Exact Name of Registrant as Specified in Charter)
Federated Investors Tower, Pittsburgh, Pennsylvania 15222-3779
(Address of Principal Executive Offices)
(412) 288-1900
(Registrant's Telephone Number)
John W. McGonigle, Esquire,
Federated Investors Tower,
Pittsburgh, Pennsylvania 15222-3779
(Name and Address of Agent for Service)
It is proposed that this filing will become effective:
X immediately upon filing pursuant to paragraph (b)
on _________________ pursuant to paragraph (b)
60 days after filing pursuant to paragraph (a)
on pursuant to paragraph (a) of Rule 485.
Registrant has filed with the Securities and Exchange Commission a
declaration pursuant to Rule 24f-2 under the Investment Company Act of
1940, and:
filed the Notice required by that Rule on _________________; or
intends to file the Notice required by that Rule on or about
____________; or
X during the most recent fiscal year did not sell any securities pursuant
to Rule 24f-2 under the Investment Company Act of 1940, and, pursuant to
Rule 24f-2(b)(2), need not file the Notice.
Copies to:
Thomas J. Donnelly, Esquire Charles H. Morin, Esquire
Houston, Houston & Donnelly Dickstein, Shapiro & Morin
2510 Centre City Tower 2101 L Street, N.W.
650 Smithfield Street Washington, D.C. 20037
Pittsburgh, Pennsylvania 15222
CROSS-REFERENCE SHEET
This Amendment to the Registration Statement of MONEY MARKET
MANAGEMENT, INC. is comprised of the following:
PART A. INFORMATION REQUIRED IN A PROSPECTUS.
Prospectus Heading
(Rule 404(c) Cross Reference)
Item 1. Cover Page Cover Page.
Item 2. Synopsis Summary of Fund Expenses.
Item 3. Condensed Financial
Information Financial Highlights; Performance
Information.
Item 4. General Description of
Registrant General Information; Investment
Family of Funds; Fortress
Investment Program; Investment
Information; Investment
Objective; Investment Policies;
Investment Risks; Investment
Limitations; Regulatory
Compliance.
Item 5. Management of the Fund Fund Information; Management of
the Fund; Distribution of Fund
Shares; Administration of the
Fund.
Item 6. Capital Stock and Other
Securities Dividends; Capital Gains;
Shareholder Information; Voting
Rights; Tax Information; Federal
Income Tax; Pennsylvania
Corporate and Personal Property
Taxes.
Item 7. Purchase of Securities Being
Offered Investing in the Fund; Share
Purchases; Minimum Investment
Required; What Shares Cost;
Certificates and Confirmations;
Retirement Plans; Net Asset
Value; Exchange Privilege;
Exchanges in the Fortress
Investment Program; Exchanges in
the Investment Family of Funds;
Exchange-By-Telephone.
Item 8. Redemption or Repurchase Redeeming Shares; Through a
Financial
Institution; By Telephone; By a
Systematic Withdrawal Program; By
Check; By Mail; Contingent Deferred
Sales Charge; Accounts With Low
Balances.
Item 9. Pending Legal Proceedings None.
PART B. INFORMATION REQUIRED IN A STATEMENT OF ADDITIONAL INFORMATION.
Item 10. Cover Page Cover Page.
Item 11. Table of Contents Table of Contents.
Item 12. General Information and
History General Information About the
Fund.
Item 13. Investment Objectives and
Policies Investment Objective and
Policies; Investment Limitations.
Item 14. Management of the Fund Fund Management.
Item 15. Control Persons and Principal
Holders of Securities Not applicable.
Item 16. Investment Advisory and Other
Services Investment Advisory Services;
Administrative Arrangements;
Administrative Services.
Item 17. Brokerage Allocation Brokerage Transactions.
Item 18. Capital Stock and Other
Securities Not applicable.
Item 19. Purchase, Redemption and
Pricing of Securities Being
Offered Purchasing Shares; Determining
Net Asset Value; Redeeming
Shares; Redemption in Kind;
Exchange Privilege.
Item 20. Tax Status Tax Status.
Item 21. Underwriters Not applicable.
Item 22. Calculation of Performance
Data Yield; Effective Yield;
Performance Comparison.
Item 23. Financial Statements Filed in Part A.
MONEY MARKET MANAGEMENT, INC.
PROSPECTUS
Money Market Management, Inc. (the "Fund") is a no-load, open-end, diversified
management investment company (a mutual fund) investing in money market
instruments to achieve current income consistent with stability of principal.
AN INVESTMENT IN THE FUND IS NEITHER INSURED NOR GUARANTEED BY THE U.S.
GOVERNMENT. THE FUND ATTEMPTS TO MAINTAIN A STABLE NET ASSET VALUE OF $1.00 PER
SHARE; THERE CAN BE NO ASSURANCE THAT THE FUND WILL BE ABLE TO DO SO.
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 BY THE
FEDERAL DEPOSIT INSURANCE CORPORATION, THE FEDERAL RESERVE BOARD, OR ANY OTHER
GOVERNMENT AGENCY.
This prospectus contains the information you should read and know before you
invest in the Fund. Keep this prospectus for future reference.
The Fund has also filed a Statement of Additional Information dated February 28,
1994, 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 by calling 1-800-235-4669. To obtain other information or to make
inquiries about the Fund, contact your financial institution.
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 February 28, 1994
TABLE OF CONTENTS
- --------------------------------------------------------------------------------
SUMMARY OF FUND EXPENSES 1
- ------------------------------------------------------
FINANCIAL HIGHLIGHTS 2
- ------------------------------------------------------
GENERAL INFORMATION 3
- ------------------------------------------------------
FAMILIES OF FUNDS 3
- ------------------------------------------------------
Investment Family of Funds 3
Fortress Investment Program 3
INVESTMENT INFORMATION 4
- ------------------------------------------------------
Investment Objective 4
Investment Policies 4
Acceptable Investments 4
Variable Rate Demand Notes 5
Bank Instruments 5
Short-Term Credit Facilities 5
Asset-Backed Securities 5
Average Maturity 6
Banks and Savings and Loans 6
Ratings 6
Repurchase Agreements 6
Credit Enhancement 6
Demand Features 7
When-Issued and Delayed
Delivery Transactions 7
Restricted and Illiquid Securities 7
Investment Risks 8
Investment Limitations 8
Regulatory Compliance 8
NET ASSET VALUE 9
- ------------------------------------------------------
INVESTING IN THE FUND 9
- ------------------------------------------------------
Share Purchases 9
Through a Financial Institution 9
By Mail 9
By Wire 9
By Invest-By-Phone 10
By Direct Deposit 10
By a Systematic Investment Program 10
Minimum Investment Required 10
What Shares Cost 10
Certificates and Confirmations 10
Dividends 11
Capital Gains 11
Retirement Plans 11
EXCHANGE PRIVILEGE 11
- ------------------------------------------------------
Exchanges in the Fortress Investment Program 11
Exchanges in the Investment Family of Funds 11
Exchange-By-Telephone 11
REDEEMING SHARES 12
- ------------------------------------------------------
Through a Financial Institution 12
By Telephone 12
By a Systematic Withdrawal Program 13
By Check 13
Using the Checking Account 13
By Mail 13
Signatures 14
Receiving Payment 14
Contingent Deferred Sales Charge 14
Accounts with Low Balances 15
FUND INFORMATION 15
- ------------------------------------------------------
Management of the Fund 15
Board of Directors 15
Investment Adviser 15
Advisory Fees 15
Adviser's Background 15
Distribution of Fund Shares 16
Administrative Arrangements 16
Administration of the Fund 16
Administrative Services 16
Custodian 17
Transfer Agent and Dividend Disbursing
Agent 17
Legal Counsel 17
Independent Auditors 17
SHAREHOLDER INFORMATION 17
- ------------------------------------------------------
Voting Rights 17
TAX INFORMATION 17
- ------------------------------------------------------
Federal Income Tax 17
Pennsylvania Corporate and Personal
Property Taxes 17
PERFORMANCE INFORMATION 18
- ------------------------------------------------------
FINANCIAL STATEMENTS 19
- ------------------------------------------------------
INDEPENDENT AUDITORS' REPORT 29
- ------------------------------------------------------
ADDRESSES Inside Back Cover
- ------------------------------------------------------
SUMMARY OF FUND EXPENSES
- --------------------------------------------------------------------------------
<TABLE>
<S> <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 Fees....................................................................................... None
Exchange Fee.......................................................................................... None
ANNUAL FUND OPERATING EXPENSES
(As a percentage of average net assets)
Management Fee (after waiver)(1)...................................................................... 0.43%
12b-1 Fee............................................................................................. None
Other Expenses........................................................................................ 0.74%
Total Fund Operating Expenses(2)............................................................ 1.17%
</TABLE>
(1) The management fee has been reduced to reflect the voluntary waiver of a
portion of the management fee. The adviser can terminate this voluntary
waiver at any time at its sole discretion. The maximum management fee is
0.50%.
(2) The Total Fund Operating Expenses would have been 1.24% absent the
voluntary waiver of a portion of the management fee.
THE PURPOSE OF THIS TABLE IS TO ASSIST AN INVESTOR IN UNDERSTANDING THE
VARIOUS COSTS AND EXPENSES THAT A SHAREHOLDER OF THE FUND WILL BEAR, EITHER
DIRECTLY OR INDIRECTLY. FOR MORE COMPLETE DESCRIPTIONS OF THE VARIOUS COSTS AND
EXPENSES, SEE "REDEEMING SHARES" AND "FUND 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. As noted in the table above, the Fund charges no contingent
deferred sales charge*................................................ $12 $37 $64 $142
</TABLE>
- ---------
* A contingent deferred sales charge of 1% will be imposed only under certain
limited circumstances in which Fund shares being redeemed were acquired in
exchange for shares of another fund in the Fortress Investment Program.
THE ABOVE EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR
FUTURE EXPENSES. ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN.
MONEY MARKET MANAGEMENT, INC.
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
(FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD)
Reference is made to the Independent Auditors' Report on page 29.
<TABLE>
<CAPTION>
YEAR ENDED DECEMBER 31,
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1993 1992 1991 1990 1989 1988 1987 1986 1985 1984
- -------------------- ---- ---- ---- ---- ---- ---- ---- ---- ---- ----
NET ASSET VALUE,
BEGINNING OF PERIOD $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
- --------------------
INCOME FROM
INVESTMENT OPERATIONS
- --------------------
Net investment
income 0.02 0.03 0.05 0.07 0.08 0.07 0.06 0.06 0.07 0.10
- -------------------- ---- ---- ---- ---- ---- ---- ---- ---- ---- ----
LESS DISTRIBUTIONS
- --------------------
Dividends to
shareholders
from net investment
income (0.02) (0.03) (0.05) (0.07) (0.08) (0.07) (0.06) (0.06) (0.07) (0.10)
- -------------------- ---- ---- ---- ---- ---- ---- ---- ---- ---- ----
NET ASSET VALUE, END
OF PERIOD $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
- -------------------- ---- ---- ---- ---- ---- ---- ---- ---- ---- ----
TOTAL RETURN* 2.19% 2.86% 5.43% 7.65% 8.73% 7.03% 6.08% 6.28% 7.68% 10.08%
- --------------------
RATIOS TO AVERAGE
NET ASSETS
- --------------------
Expenses 1.17% 1.11% 0.96% 0.89% 0.89% 0.91% 0.89% 0.84% 0.89% 0.92%
- --------------------
Net investment
income 2.15% 2.85% 5.32% 7.38% 8.39% 6.81% 5.88% 6.12% 7.41% 9.63%
- --------------------
Expense waiver/
reimbursement (a) 0.07% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00%
- --------------------
SUPPLEMENTAL DATA
- --------------------
Net assets, end of
period (000 omitted) $108,309 $127,711 $168,889 $194,836 $204,393 $188,239 $178,813 $205,723 $238,454 $274,965
- --------------------
</TABLE>
* Based on net asset value, which does not reflect the sales load or
contingent deferred sales charge, if applicable.
(a) This voluntary expense decrease is reflected in both the expense and net
investment income ratios shown above (Note 4).
(See Notes which are an integral part of the Financial Statements)
GENERAL INFORMATION
- --------------------------------------------------------------------------------
The Fund was organized as a Maryland corporation on October 30, 1973, and was
one of the first money market funds. The Fund was reorganized as a Massachusetts
business trust on June 29, 1982. On February 11, 1993, shareholders voted to
reorganize the Fund as a Maryland corporation. The Fund is designed as a
convenient investment vehicle for investors with temporary cash balances and
investors with cash reserves seeking to obtain the yields available on money
market instruments while maintaining liquidity and diversification. A minimum
initial investment of $500 is required, except for retirement plans.
The Fund attempts to stabilize the value of a share at $1.00. Fund shares are
currently sold and redeemed at that price. However, a contingent deferred sales
charge may be imposed on shares acquired through an exchange of shares of other
funds in the Fortress Investment Program.
FAMILIES OF FUNDS
- --------------------------------------------------------------------------------
The Fund is a member of two families of mutual funds, the Investment Family of
Funds and the Fortress Investment Program. Both the Investment Family of Funds
and the Fortress Investment Program provide flexibility and diversification for
an investor's long-term investment planning. Each family enables an investor to
meet the challenges of changing market conditions by offering convenient
exchange privileges which give access to a number of investment vehicles and by
providing the investment services of a proven, professional investment adviser.
INVESTMENT FAMILY OF FUNDS
The other funds in the Investment Family are Tax-Free Instruments Trust, a
tax-free money market fund, and Investment Series Trust, a mutual fund
consisting of the following three separate investment portfolios:
High Quality Stock Fund--a portfolio seeking growth of capital and income
by investing in securities of high quality companies;
U.S. Government Bond Fund--a portfolio seeking current income by investing
in U.S. government securities; and
Municipal Securities Income Fund--a portfolio seeking a high level of
current income exempt from federal regular income tax by investing in
municipal bonds.
FORTRESS INVESTMENT PROGRAM
The Fund is a member of a family of funds, collectively known as the Fortress
Investment Program. The other funds in the Program are:
California Municipal Income Fund (Fortress Shares only), providing current
income exempt from federal regular income tax, California personal property
tax and income taxes;
Fortress Adjustable Rate U.S. Government Fund, Inc., providing current
income consistent with lower volatility of principal through a diversified
portfolio of adjustable and floating rate mortgage securities which are
issued or guaranteed by the U.S. government, its agencies or
instrumentalities;
Fortress Bond Fund, providing current income primarily through high quality
corporate debt instruments;
Fortress Municipal Income Fund, Inc., providing a high level of current
income generally exempt from the federal regular income tax by investing
primarily in a diversified portfolio of municipal bonds;
Fortress Utility Fund, Inc., providing high current income and moderate
capital appreciation primarily through equity and debt securities of
utility companies;
Government Income Securities, Inc., providing current income through
long-term U.S. government securities;
Limited Term Fund (Fortress Shares only), providing a high level of current
income consistent with minimum fluctuation in principal value;
Limited Term Municipal Fund (Fortress Shares only), providing a high level
of current income which is exempt from federal regular income tax
consistent with the preservation of capital;
New York Municipal Income Fund (Fortress Shares only), providing current
income exempt from federal regular income tax, New York personal property
tax and income taxes; and
Ohio Municipal Income Fund (Fortress Shares only), providing current income
exempt from federal regular income tax, Ohio personal property and income
taxes.
Each of the funds may also invest in certain other types of securities as
described in each fund's prospectus. PROSPECTUSES FOR THESE FUNDS ARE AVAILABLE
BY WRITING TO FEDERATED SECURITIES CORP.
INVESTMENT INFORMATION
- --------------------------------------------------------------------------------
INVESTMENT OBJECTIVE
The investment objective of the Fund is current income consistent with stability
of principal. The Fund pursues its investment objective by investing in a
portfolio of money market instruments maturing in 397 days or less. The
investment objective cannot be changed without shareholder approval. While there
is no assurance that the Fund will achieve its investment objective, it
endeavors to do so by following the investment policies described in this
prospectus.
INVESTMENT POLICIES
ACCEPTABLE INVESTMENTS. The Fund invests in high quality money market
instruments that are either rated in one of the two highest short-term rating
categories by one or more nationally recognized statistical rating organizations
("NRSRO's") or of comparable quality to securities having such ratings. Examples
of these instruments include, but are not limited to:
domestic issues of corporate debt obligations, including variable rate
demand notes;
commercial paper (including Canadian Commercial Paper and Europaper);
certificates of deposit, demand and time deposits, bankers' acceptances,
and other instruments of domestic and foreign banks and other deposit
institutions ("Bank Instruments");
short-term credit facilities, such as demand notes;
asset-backed securities;
obligations issued or guaranteed as to payment of principal and interest
by the U.S. government or one of its agencies or instrumentalities
("Government Securities"); and
other money market instruments.
The Fund invests only in instruments denominated and payable in U.S. dollars.
VARIABLE RATE DEMAND NOTES. Variable rate demand notes are long-term
corporate debt instruments that have variable or floating interest rates
and provide the Fund 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 Fund to demand the repurchase of the security on not more
than seven days' prior notice. Other notes only permit the Fund to tender
the security at the time of each interest rate adjustment or at other fixed
intervals. (See "Demand Features.") The Fund treats variable rate demand
notes as maturing on the later of the date of the next interest adjustment
or the date on which the Fund may next tender the security for repurchase.
BANK INSTRUMENTS. The Fund only invests in Bank Instruments either issued
by an institution having capital, surplus, and undivided profits over $100
million or insured by the Bank Insurance Fund ("BIF") or the Savings
Association Insurance Fund ("SAIF"). Bank Instruments may include
Eurodollar Certificates of Deposit ("ECD's"), Yankee Certificates of
Deposit ("Yankee CD's") and Eurodollar Time Deposits ("ETD's"). The Fund
will treat securities credit-enhanced with a bank's letter of credit as
Bank Instruments.
SHORT-TERM CREDIT FACILITIES. Demand notes are short-term borrowing
arrangements between a corporation and an institutional lender (such as the
Fund) payable upon demand by either party. The notice period for demand
typically ranges from one to seven days, and the party may demand full or
partial payment. The Fund may also enter into, or acquire participations
in, short-term revolving credit facilities with corporate borrowers. Demand
notes and other short-term credit arrangements usually provide for floating
or variable rates of interest.
ASSET-BACKED SECURITIES. Asset-backed securities are securities issued by
special purpose entities whose primary assets consist of a pool of loans or
accounts receivable. The securities may take the form of beneficial
interest in a special purpose trust, limited partnership interests, or
commercial paper or other debt securities issued by a special purpose
corporation. Although the securities often have some form of credit or
liquidity enhancement, payments on the securities depend predominately upon
collections of the loans and receivables held by the issuer.
AVERAGE MATURITY. The average maturity of money market instruments in the
Fund's portfolio, computed on a dollar-weighted basis, will be 90 days or less.
BANKS AND SAVINGS AND LOANS. The Fund invests only in instruments of banks and
savings and loans if they have capital, surplus, and undivided profits of over
$100,000,000 or if the principal amount of the instrument is insured by the
Federal Deposit Insurance Corporation.
RATINGS. An NRSRO's two highest rating categories are determined without regard
for sub-categories and gradations. For example, securities rated A-1+, A-1, or
A-2 by Standard & Poor's Corporation ("S&P"), Prime-1 or Prime-2 by Moody's
Investors Service, Inc. ("Moody's"), or F-1 (+ or -) or F-2 (+ OR - ) BY FITCH
INVESTORS SERVICE, INC. ("FITCH") ARE ALL CONSIDERED RATED IN ONE OF THE TWO
HIGHEST SHORT-TERM RATING CATEGORIES. THE FUND WILL LIMIT ITS INVESTMENTS IN
SECURITIES RATED IN THE SECOND HIGHEST SHORT-TERM RATING CATEGORY (e.g., A-2 by
S&P, Prime-2 by Moody's, or F-2 (Kor -) by Fitch) to not more than 5% of its
total assets, with not more than 1% invested in the securities of any one
issuer. The Fund will follow applicable regulations in determining whether a
security rated by more than one NRSRO can be treated as being in one of the two
highest short-term rating categories; currently, such securities must be rated
by two NRSRO's in one of their two highest rating categories. (See "Regulatory
Compliance.")
REPURCHASE AGREEMENTS. The acceptable investments in which the Fund invests may
be purchased pursuant to repurchase agreements. Repurchase agreements are
arrangements in which banks, broker/dealers, and other recognized financial
institutions sell U.S. government securities or certificates of deposit to the
Fund 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 Fund 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 original seller does not repurchase the securities from the Fund, the
Fund could receive less than the repurchase price on any sale of such
securities. In the event that such a defaulting seller filed for bankruptcy or
became insolvent, disposition of such securities by the Fund might be delayed
pending court action. The Fund believes that under the regular procedures
normally in effect for custody of the Fund's portfolio securities subject to
repurchase agreements, a court of competent jurisdiction would rule in favor of
the Fund and allow retention or disposition of such securities. The Fund will
only enter into repurchase agreements with banks and other recognized financial
institutions, such as broker/dealers, which are found by the Fund's adviser to
be creditworthy pursuant to guidelines established by the Board of Directors
("Directors").
CREDIT ENHANCEMENT. Certain of the Fund's acceptable investments may have been
credit-enhanced by a guaranty, letter of credit, or insurance. The Fund
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. Generally, the Fund
will not treat credit-enhanced securities as having been issued by the credit
enhancer for diversification purposes. However, under certain circumstances,
applicable regulations may require the Fund to treat the securities 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 Fund 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 Fund. 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 Fund uses these arrangements to provide the Fund 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 Fund may purchase short-term
U.S. government securities on a when-issued or delayed delivery basis. These
transactions are arrangements in which the Fund purchases securities with
payment and delivery scheduled for a future time. The Fund engages in
when-issued and delayed delivery transactions only for the purpose of acquiring
portfolio securities consistent with the Fund's investment objective and
policies, not for investment leverage. In when-issued and delayed delivery
transactions, the Fund relies on the seller to complete the transaction. The
seller's failure to complete the transaction may cause the Fund to miss a price
or yield considered to be advantageous.
RESTRICTED AND ILLIQUID SECURITIES. The Fund intends to invest in restricted
securities. Restricted securities are any securities in which the Fund may
invest pursuant to its investment objective and policies but which are subject
to restrictions on resale under federal securities law. However, the Fund will
limit investments in illiquid securities, including restricted securities
determined by the Directors not to be liquid, non-negotiable time deposits and
repurchase agreements providing for settlement in more than seven days after
notice, to 10% of its net assets.
The Fund may invest in commercial paper issued in reliance on the exemption from
registration afforded by Section 4(2) of the Securities Act of 1933. Section
4(2) commercial paper is restricted as to disposition under federal securities
law, and is generally sold to institutional investors, such as the Fund, who
agree that they are purchasing the paper for investment purposes and not with a
view to public distribution. Any resale by the purchaser must be in an exempt
transaction. Section 4(2) commercial paper is normally resold to other
institutional investors like the Fund through or with the assistance of the
issuer or investment dealers who make a market in Section 4(2) commercial paper,
thus providing liquidity. The Fund believes that Section 4(2) commercial paper
and possibly certain other restricted securities which meet the criteria for
liquidity established by the Directors are quite liquid. The Fund intends,
therefore, to treat the restricted securities which meet the criteria for
liquidity established by the Directors, including Section 4(2) commercial paper,
as determined by the Fund's investment adviser, as liquid and not subject to the
investment limitations applicable to illiquid securities. In addition, because
Section 4(2) commercial paper is liquid, the Fund intends not to subject such
paper to the limitation applicable to restricted securities.
INVESTMENT RISKS
The instruments of domestic and foreign banks and savings and loans in which the
Fund may invest include ECD's, Yankee CD's, and ETD's. The commercial paper in
which the Fund may invest includes Euro-commercial paper.
ECD's, ETD's, Yankee CD's, and Euro-commercial paper are subject to somewhat
different risks than domestic obligations of domestic banks. Examples of these
risks include international economic and political developments, foreign
governmental restrictions that may adversely affect the payment of principal or
interest, foreign withholding or other taxes on interest income, difficulties in
obtaining or enforcing a judgment against the issuing bank, and the possible
impact of interruptions in the flow of international currency transactions.
Different risks may also exist for ECD's, ETD's, and Yankee CD's because the
banks issuing these instruments, or their domestic or foreign branches, are not
necessarily subject to the same regulatory requirements that apply to domestic
banks, such as reserve requirements, loan limitations, examinations, accounting,
auditing, and recordkeeping and the public availability of information. These
factors will be carefully considered by the Fund's adviser in selecting
investments for the Fund.
INVESTMENT LIMITATIONS
The following investment limitations cannot be changed without shareholder
approval.
The Fund will not:
borrow money directly or through reverse repurchase agreements
(arrangements in which the Fund 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 Fund
may borrow up to one-third of the value of its total assets and pledge up
to 10% of the value of those assets to secure such borrowings;
invest more than 5% of its total assets in securities of one issuer
(except cash and cash items and U. S. government obligations);
with respect to 75% of its assets, purchase securities (other than
repurchase agreements) issued by any one banking institution having a
value of more than 5% of the value of its total assets;
invest more than 10% of its net assets in securities subject to
restrictions on resale under federal securities law (except for
commerical paper issued under Section 4(2) of the Securities Act of
1933); or
act as underwriter of securities issued by others, except as it may be
deemed to be an underwriter under the Securities Act of 1933 in
connection with the sale of restricted securities which the Fund may
purchase pursuant to its investment objective, policies, and limitations.
REGULATORY COMPLIANCE
The Fund 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 Fund
will comply with the various requirements of Rule 2a-7, which regulates money
market mutual funds. For example,
with limited exceptions, Rule 2a-7 prohibits the investment of more than 5% of
the Fund's total assets in the securities of any one issuer, although the Fund's
investment limitation only requires such 5% diversification with respect to 75%
of its assets. The Fund will invest more than 5% of its assets in any one issuer
only under the circumstances permitted by Rule 2a-7. The Fund will also
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
NRSRO's, according to Rule 2a-7. The Fund may change these operational policies
to reflect changes in the laws and regulations without the approval of its
shareholders.
NET ASSET VALUE
- --------------------------------------------------------------------------------
The Fund 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 Fund, of
course, cannot guarantee that its net asset value will always remain at $1.00
per share.
INVESTING IN THE FUND
- --------------------------------------------------------------------------------
SHARE PURCHASES
Fund shares are sold on days on which the New York Stock Exchange is open.
Shares of the Fund may be purchased through an investment dealer who has a sales
agreement with the distributor or from the distributor, Federated Securities
Corp., by mail, wire, invest-by-phone, direct deposit, or by a systematic
investment program. In connection with the sale of Fund shares, Federated
Securities Corp. may from time to time offer certain items of nominal value to
any shareholder or investor. The Fund reserves the right to reject any purchase
request.
THROUGH A FINANCIAL INSTITUTION. An investor may call his financial institution
(such as a bank or an investment dealer) to place an order to purchase shares of
the Fund. Orders through a financial institution are considered received when
the Fund receives payment by wire or converts payment by check from the
financial institution into federal funds. It is the financial institution's
responsibility to transmit orders promptly.
BY MAIL. To purchase shares of the Fund by mail:
complete and sign an application available from the Fund;
enclose a check made payable to Money Market Management, Inc.; and
send both to the Fund's transfer agent, Federated Services Company, c/o
State Street Bank and Trust Company, P.O. Box 8606, Boston, MA
02266-8606.
Orders by mail are considered received after payment by check is converted by
State Street Bank and Trust Company ("State Street Bank") into federal funds.
This is generally the next business day after State Street Bank receives the
check.
BY WIRE. To purchase shares of the Fund by wire, call the Fund. All information
needed will be taken over the telephone, and the order is considered received
when State Street Bank receives payment by
wire. Shares cannot be purchased by wire on days on which the New York Stock
Exchange is closed and federal holidays restricting wire transfers.
BY INVEST-BY-PHONE. Once an account has been opened, a shareholder may use
invest-by-phone for investments if an authorization form has been filed with
Federated Services Company, the transfer agent for shares of the Fund.
Approximately two weeks after sending the form to the transfer agent, the
shareholder may call the transfer agent to purchase shares. The transfer agent
will send a request for monies to the shareholder's commercial bank, savings
bank, or credit union ("bank") via the Automated Clearing House ("ACH"). The
shareholder's bank, which must be an ACH member, will then forward the monies to
the transfer agent. The purchase is normally entered the next business day after
the initial phone request. For further information and an application, call the
Fund. Invest-by-phone may also be used to redeem shares. (See "Redeeming
Shares.")
BY DIRECT DEPOSIT. Shareholders of the Fund may have their Social Security,
Railroad Retirement, VA Compensation or Pension, Civil Service Retirement, and
certain other retirement payments invested directly into their Fund account.
Shareholders must complete an application and file it with the transfer agent
prior to use of this program. Investment of such payments into the Fund occurs
60 to 90 days after an application is submitted.
BY A SYSTEMATIC INVESTMENT PROGRAM. Once a Fund account has been established,
shareholders may apply for this service. Investments are regularly transferred
to the Fund from any commercial bank, savings bank, or credit union that is an
ACH member. For further information and an application, call the Fund.
MINIMUM INVESTMENT REQUIRED
The minimum initial investment in the Fund is $500, except for retirement plans,
in which case the initial minimum investment is $50. Subsequent investments must
be in amounts of at least $100, except for retirement plans, which must be in
amounts of at least $50.
WHAT SHARES COST
Fund shares are sold at their net asset value next determined after an order is
received. There is no sales charge imposed by the Fund.
The net asset value is determined at 12:00 noon (Eastern time) 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 Fund'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; and
(iii) the following holidays: New Year's Day, Presidents' Day, Good Friday,
Memorial Day, Independence Day, Labor Day, Thanksgiving Day, and Christmas Day.
CERTIFICATES AND CONFIRMATIONS
As transfer agent for the Fund, Federated Services Company maintains a share
account for each shareholder. Share certificates are not issued unless requested
in writing.
Monthly confirmations are sent to report transactions such as 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 Fund unless cash
payments are requested by writing to the Fund. Shares purchased by wire before
12:00 noon (Eastern time) begin earning dividends that day. Shares purchased by
check generally begin earning dividends on the day after the check is converted,
upon instruction of the transfer agent, into federal funds.
CAPITAL GAINS
Capital gains, if any, could result in an increase in dividends. Capital losses,
if any, could result in a decrease in dividends. If, for some extraordinary
reason, the Fund realizes net long-term capital gains, it will distribute them
at least once every 12 months.
RETIREMENT PLANS
Shares of the Fund can be purchased as an investment for their retirement plans
or for their IRA accounts. For further details, including prototype retirement
plans, contact the Fund and consult a tax adviser.
EXCHANGE PRIVILEGE
- --------------------------------------------------------------------------------
An exercise of the exchange privilege is treated as a sale for federal income
tax purposes. Depending on the circumstances, a short-term or long-term capital
gain or loss may be realized. A shareholder may obtain further information on
the exchange privilege by calling Federated Securities Corp. This privilege is
available to shareholders resident in any state in which the Fund shares being
acquired may be sold.
EXCHANGES IN THE FORTRESS INVESTMENT PROGRAM
Shares in other funds in the Fortress Investment Program may be exchanged for
Fund shares at net asset value. Fund shares may also be exchanged for shares in
other funds in the Fortress Investment Program at net asset value plus a 1%
sales charge, if applicable and not previously paid.
Shareholders using this privilege must exchange shares having a net asset value
of at least $1,500.
EXCHANGES IN THE INVESTMENT FAMILY OF FUNDS
Shares in other funds in the Investment Family of Funds may be exchanged for
Fund shares at net asset value plus a sales charge of up to 5.75%, if applicable
and not previously paid. Fund shares may also be exchanged at net asset value
for shares in other funds in the Investment Family of Funds, except that this
exchange privilege does not apply to Fund shares that would be subject to a
contingent deferred sales charge in the event the shares were redeemed. (See
"Contingent Deferred Sales Charge.")
Shareholders using this privilege must exchange shares having a net asset value
of at least $500.
EXCHANGE-BY-TELEPHONE
Exchange instructions by telephone may be given by the shareholder or investment
dealer if a telephone authorization form is on file with Federated Services
Company. Shares may be exchanged by
telephone only between fund accounts having identical shareholder registrations.
Exchange instructions given by telephone may be electronically recorded. If
reasonable procedures are not followed by the Fund, it may be liable for losses
due to unauthorized or fraudulent telephone instructions.
Any shares held in certificate form cannot be exchanged by telephone but must be
forwarded to Federated Services Company and deposited to the shareholder's
account before being exchanged. Telephone exchange instructions will be
processed as of 4:00 p.m. (Eastern time) and must be received by Federated
Services Company before that time for shares to be exchanged the same day.
Shareholders who exchange into the Fund will not receive a dividend from the
Fund on the date of the exchange. This privilege may be modified or terminated
at any time.
REDEEMING SHARES
- --------------------------------------------------------------------------------
The Fund redeems shares at their net asset value next determined after State
Street Bank receives the redemption request. Redemptions will be made on days on
which the Fund computes its net asset value. Redemption requests must be
received in proper form and can be made:
through a financial institution;
by telephone;
by a systematic withdrawal program;
by writing a check; or
by written request.
A contingent deferred sales charge may apply if the Fund shares being redeemed
were acquired in exchange for shares of another fund in the Fortress Investment
Program. (See "Contingent Deferred Sales Charge").
Shareholders investing through a retirement plan should be aware that a
redemption of shares may constitute a distribution under the retirement plan
subjecting the shareholder to federal income tax consequences. Such shareholders
should consult their tax adviser.
THROUGH A FINANCIAL INSTITUTION
A shareholder may redeem shares of the Fund by calling his financial institution
(such as a bank or an investment dealer) to request the redemption. Shares will
be redeemed at the net asset value next determined after the Fund receives the
redemption request from the financial institution. The financial institution is
responsible for promptly submitting redemption requests and providing proper
written instructions to the Fund. The financial institution may charge customary
fees and commissions for this service.
Shareholders investing through a financial institution may not be able to
utilize other methods of redemption.
BY TELEPHONE
Shareholders who have not purchased through a financial institution may redeem
their shares by telephoning the Fund. The proceeds will be mailed to the
shareholder's address of record or wire- transferred to the shareholder's
account at a domestic commercial bank that is a member of the Federal Reserve
System, normally within one business day, but in no event longer than seven
days, after the request. The minimum amount for a wire-transfer is $1,000. If at
any time the Fund shall determine it necessary to terminate or modify this
method of redemption, shareholders would be promptly notified.
An authorization form permitting State Street Bank to accept telephone requests
must first be completed. Authorization forms and information on this service are
available from Federated Securities Corp. Telephone redemption instructions may
be recorded. If reasonable procedures are not followed by the Fund, it may be
liable for losses due to unauthorized or fraudulent telephone instructions.
In addition, a shareholder who has chosen the invest-by-phone service may redeem
shares with a net asset value of at least $1,000 and have the proceeds
transmitted electronically to a commercial bank that is an ACH member generally
by the second business day after the redemption request. (See "Investing in the
Fund.")
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.
BY A SYSTEMATIC WITHDRAWAL PROGRAM
If a shareholder's account has a value of at least $10,000, a systematic
withdrawal program may be established whereby automatic redemptions are made
from the account and transferred electronically to any commercial bank, savings
bank, or credit union that is an ACH member. Depending upon the amount of the
withdrawal payments, the redemption fee if applicable, and the amount of
dividends paid and capital gains distributions with respect to Fund shares,
redemptions may reduce, and eventually use up, the shareholder's investment in
the Fund. For this reason, payments under this program should not be considered
as yield or income on the shareholder's investment in the Fund. Application
forms and further information on this program are available from the Fund.
BY CHECK
At the shareholder's request, State Street Bank will establish a checking
account for redeeming Fund shares. For further information, contact a
representative of Federated Securities Corp.
USING THE CHECKING ACCOUNT. With a Fund checking account, shares may be
redeemed simply by writing a check for $100 or more. The redemption will be made
at the net asset value on the date that State Street Bank presents the check to
the Fund. A sufficient number of shares will be redeemed to cover the contingent
deferred sales charge, if applicable. A check may not be written to close an
account. In addition, if a shareholder wishes to redeem shares and have the
proceeds available, a check may be written and negotiated through the
shareholder's local bank. Checks should never be sent to State Street Bank to
redeem shares. Cancelled checks are sent to the shareholder each month.
BY MAIL
Fund shares may also be redeemed by sending a written request to State Street
Bank. The written request should include the shareholder's name, the Fund name,
the account number, and the share or dollar amount requested. 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 should call the Fund for assistance in redeeming by mail.
SIGNATURES. 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 Fund, or a redemption payable other than to the shareholder of record must
have signatures on written redemption requests guaranteed by:
a trust company or commercial bank whose deposits are insured by the BIF,
which is administered by the Federal Deposit Insurance Corporation
("FDIC");
a member of the New York, American, Boston, Midwest, or Pacific Stock
Exchange;
a savings bank or savings and loan association whose deposits are insured
by the SAIF, which is administered by the FDIC; or
any other "eligible guarantor institution," as defined in the Securities
Exchange Act of 1934.
The Fund does not accept signatures guaranteed by a notary public.
The Fund and its transfer agent have adopted standards for accepting signature
guarantees from the above institutions. The Fund may elect in the future to
limit eligible signature guarantors to institutions that are members of a
signature guarantee program. The Fund and its transfer agent reserve the right
to amend these standards at any time without notice.
RECEIVING PAYMENT. 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.
CONTINGENT DEFERRED SALES CHARGE
A contingent deferred sales charge will be imposed only in certain instances in
which the Fund shares being redeemed were acquired in exchange for shares of
another fund in the Fortress Investment Program. If Fund shares were acquired in
exchange for shares of another fund in the Fortress Investment Progam, a
redemption of those Fund shares within four years of the initial Fortress
Investment Program fund purchase will be subject to a contingent deferred sales
charge of 1% of the lesser of the purchase price of the shares acquired in the
initial Fortress Investment Program purchase or the net asset value of the Fund
shares acquired through the exchange. The contingent deferred sales charge will
not be imposed on Fund shares obtained in exchange for shares of another
Fortress Investment Program fund if such shares were acquired through: (i) the
reinvestment of dividends or distributions of long-term capital gains; or (ii)
the exchange of shares of Government Income Securities, Inc., that were
purchased during that fund's Charter Offering Period. In imposing the contingent
deferred sales charge, if any, redemptions of Fund shares are deemed to relate
first to shares of other Fortress Investment Program funds acquired through the
reinvestment of dividends and long-term capital gains, second to purchases of
shares occurring more than four years before the date of redemption, and finally
to purchases of such shares within the previous four years.
Also, the contingent deferred sales charge will not be imposed in connection
with redemptions by the Fund of accounts with low balances or when a redemption
results from a return under the following circumstances: (i) a total or partial
distribution from a qualified plan, other than an IRA, Keogh Plan, or a
custodial account, following retirement; (ii) a total or partial distribution
from an IRA, Keogh Plan, or a custodial account after the beneficial owner
attains age 59-1/2; or (iii) from the death or disability of
the beneficial owner. The exemption from the contingent deferred sales charge
for qualified plans, an IRA, Keogh Plan or a custodial account does not extend
to account transfers, rollovers, and other redemptions made for purposes of
reinvestment.
ACCOUNTS WITH LOW BALANCES
Due to the high cost of maintaining accounts with low balances, the Fund may
redeem shares in any account and pay the proceeds to the shareholder if the
account balance falls below a required minimum value of $500 due to shareholders
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.
FUND INFORMATION
- --------------------------------------------------------------------------------
MANAGEMENT OF THE FUND
BOARD OF DIRECTORS. The Fund is managed by a Board of Directors. The Directors
are responsible for managing the Fund's business affairs and for exercising all
the Fund's powers except those reserved for the shareholders. An Executive
Committee of the Board of Directors handles the Board's responsibilities between
meetings of the Board.
INVESTMENT ADVISER. Investment decisions for the Fund are made by Federated
Advisers, the Fund's investment adviser (the "Adviser"), subject to direction by
the Directors. The Adviser continually conducts investment research and
supervision for the Fund and is responsible for the purchase or sale of
portfolio instruments, for which it receives an annual fee from the Fund.
ADVISORY FEES. The annual investment advisory fee is based on the Fund's
average daily net assets as shown on the chart below:
<TABLE>
<CAPTION>
ADVISORY FEE AS
AVERAGE DAILY % OF AVERAGE
NET ASSETS DAILY NET ASSETS
<S> <C>
First $500 million .50 of 1%
Second $500 million .475 of 1%
Third $500 million .45 of 1%
Fourth $500 million .425 of 1%
Over $2 billion .40 of 1%
</TABLE>
The Adviser has also undertaken to reimburse the Fund for operating
expenses in excess of limitations established by certain states.
ADVISER'S BACKGROUND. Federated Advisers, a Delaware business trust
organized on April 11, 1989, is a registered investment adviser under the
Investment Advisers Act of 1940. It is a 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 Management 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 FUND SHARES
Federated Securities Corp. is the principal distributor for shares of the Fund.
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.
ADMINISTRATIVE ARRANGEMENTS. The distributor may select brokers and dealers to
provide distribution and administrative services. The distributor may also
select administrators (including depository institutions such as commercial
banks and savings and loan associations) to provide administrative services.
These administrative services include, but are not limited to, distributing
prospectuses and other information, providing accounting assistance, and
communicating or facilitating purchases and redemptions of Fund shares.
Brokers, dealers, and administrators will receive fees of up to .25 of 1% from
the distributor based upon shares owned by their clients or customers. The fees
are calculated as a percentage of the average aggregate net asset value of
shareholder accounts during the period for which the brokers, dealers, and
administrators provide services. Any fees paid for these services by the
distributor will be reimbursed by the Adviser.
The Glass-Steagall Act limits the ability of a depository institution (such as a
commercial bank or a savings and loan association) to become an underwriter or
distributor of securities. In the event the Glass-Steagall Act is deemed to
prohibit depository institutions from acting in the capacities described above
or should Congress relax current restrictions on depository institutions, the
Directors will consider appropriate changes in the administrative services.
State securities laws governing the ability of depository institutions acting 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 FUND
ADMINISTRATIVE SERVICES. Federated Administrative Services, Inc., which is a
subsidiary of Federated Investors, provides the Fund with the administrative
personnel and services necessary to operate the Fund. Such services include
shareholder servicing and certain legal and accounting services. Federated
Administrative Services, Inc., provides these at approximate cost.
CUSTODIAN. State Street Bank and Trust Company, Boston, Massachusetts, is
custodian for the securities and cash of the Fund. State Street London Limited
is custodian for all foreign instruments purchased by the Fund.
TRANSFER AGENT AND DIVIDEND DISBURSING AGENT. Federated Services Company,
Pittsburgh, Pennsylvania, is transfer agent for the shares of the Fund and
dividend disbursing agent for the Fund.
LEGAL COUNSEL. Legal counsel is provided by Houston, Houston & Donnelly,
Pittsburgh, Pennsylvania, and Dickstein, Shapiro & Morin, Washington, D.C.
INDEPENDENT AUDITORS. The independent auditors for the Fund are Deloitte &
Touche, Boston, Massachusetts.
SHAREHOLDER INFORMATION
- --------------------------------------------------------------------------------
VOTING RIGHTS
Each share of the Fund gives the shareholder one vote in Director elections and
other matters submitted to shareholders for vote. As a Maryland corporation,
Money Market Management, Inc. is not required to hold annual shareholder
meetings. Shareholder approval will be sought only for certain changes in Money
Market Management, Inc.'s operation and for the election of Directors under
certain circumstances.
Directors may be removed by the Directors or by shareholders at a special
meeting. A special meeting of the shareholders shall be called by the Directors
upon the written request of shareholders owning at least 10% of the outstanding
shares of Money Market Management, Inc.
TAX INFORMATION
- --------------------------------------------------------------------------------
FEDERAL INCOME TAX
The Fund 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.
Unless otherwise exempt, shareholders are required to pay federal income tax on
any dividends and other distributions received. This applies whether dividends
and distributions are received in cash or as additional shares.
PENNSYLVANIA CORPORATE AND PERSONAL PROPERTY TAXES
In the opinion of Houston, Houston & Donnelly, counsel to the Fund:
the Fund is subject to Pennsylvania corporate franchise tax; and
Fund shares are exempt from personal property taxes imposed by counties,
municipalities, and school districts in Pennsylvania.
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 Fund advertises its yield and effective yield.
The yield of the Fund represents the annualized rate of income earned on an
investment in the Fund over a seven-day period. It is the annualized dividends
earned during the period on the 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 in the Fund 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.
Advertisements and other 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 Fund 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, the Fund may advertise its performance using certain
financial publications and/or compare its performance to certain indices.
MONEY MARKET MANAGEMENT, INC.
PORTFOLIO OF INVESTMENTS
DECEMBER 31, 1993
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
PRINCIPAL
AMOUNT VALUE
<C> <S> <C>
- ------------- --------------------------------------------------------------------------------- ---------------
CERTIFICATE OF DEPOSIT--4.6%
- ------------------------------------------------------------------------------------------------
BANKING--4.6%
---------------------------------------------------------------------------------
$ 5,000,000 American Express Centurion Bank, 3.37%, 1/27/94 $ 5,000,000
--------------------------------------------------------------------------------- ---------------
COMMERCIAL PAPER*--33.6%
- ------------------------------------------------------------------------------------------------
BANKING--8.7%
---------------------------------------------------------------------------------
3,000,000 Commerzbank U.S. Finance, Inc., 3.48%, 8/19/94 2,933,300
---------------------------------------------------------------------------------
4,500,000 PEMEX Capital, Inc. (Swiss Bank Corp. LOC), 3.35%-3.38%,
1/4/94-1/12/94 4,498,021
---------------------------------------------------------------------------------
1,000,000 Queensland Alumina Ltd. (Credit Suisse LOC), 3.32%, 1/28/94 997,525
---------------------------------------------------------------------------------
1,000,000 TNT Limited (Barclays Bank PLC LOC), 3.42%, 1/28/94 997,473
--------------------------------------------------------------------------------- ---------------
Total 9,426,319
--------------------------------------------------------------------------------- ---------------
ELECTRICAL EQUIPMENT--1.9%
---------------------------------------------------------------------------------
2,000,000 Whirlpool Financial Corp., 3.27%, 1/10/94 1,998,375
--------------------------------------------------------------------------------- ---------------
FINANCE--AUTOMOTIVE--4.6%
---------------------------------------------------------------------------------
5,000,000 New Center Asset Trust (Series A1+/P1), 3.27%-3.38%,
1/10/94-2/28/94 4,986,672
--------------------------------------------------------------------------------- ---------------
FINANCE--COMMERCIAL--2.8%
---------------------------------------------------------------------------------
2,000,000 General Electric Capital Corp., 3.23%, 3/15/94 1,987,103
---------------------------------------------------------------------------------
1,000,000 General Electric Capital Corp., 4.33%, 8/2/94 1,029,339
--------------------------------------------------------------------------------- ---------------
Total 3,016,442
--------------------------------------------------------------------------------- ---------------
FINANCE--RETAIL--1.8%
---------------------------------------------------------------------------------
2,000,000 Sears Credit Corp. B, 3.42%, 2/22/94 1,990,178
--------------------------------------------------------------------------------- ---------------
FUNDING CORPORATION--9.2%
---------------------------------------------------------------------------------
5,000,000 Beta Finance, Inc., 3.27%-3.40%, 1/5/94-2/7/94 4,985,785
---------------------------------------------------------------------------------
2,000,000 McKenna Triangle National Corp., 3.41%, 1/24/94 1,995,707
---------------------------------------------------------------------------------
$ 3,000,000 PREFCO, 3.37%, 2/1/94 $ 2,991,346
--------------------------------------------------------------------------------- ---------------
Total 9,972,838
--------------------------------------------------------------------------------- ---------------
INSURANCE--4.6%
---------------------------------------------------------------------------------
4,967,000 Prospect St. Sr. Loan Port. L.P. (Guaranteed by FSA), 3.28%-3.43%,
1/25/94-2/22/94 4,949,329
--------------------------------------------------------------------------------- ---------------
TOTAL COMMERCIAL PAPER 36,340,153
--------------------------------------------------------------------------------- ---------------
CORPORATE BONDS--NON-CONVERTIBLE--0.9%
- ------------------------------------------------------------------------------------------------
FINANCE--COMMERCIAL--0.9%
---------------------------------------------------------------------------------
1,000,000 IBM Credit Corp., 3.45%, 2/19/94 1,004,873
--------------------------------------------------------------------------------- ---------------
VARIABLE NOTES**--28.6%
- ------------------------------------------------------------------------------------------------
BANKING--25.8%
---------------------------------------------------------------------------------
1,875,000 Canton Township Equity Partners L.P. (Huntington National Bank LOC), 3.37%,
1/6/94 1,875,000
---------------------------------------------------------------------------------
5,000,000 Mercy Health Systems, Series 1990A (Morgan Guaranty Trust Co. LOC), 3.35%, 1/5/94 5,000,000
---------------------------------------------------------------------------------
1,420,000 North Center Properties (Huntington National Bank LOC), 3.37%,
1/6/94 1,420,000
---------------------------------------------------------------------------------
5,000,000 PHH/CFC Leasing (Societe Generale LOC), 3.35%, 1/5/94 5,000,000
---------------------------------------------------------------------------------
5,100,000 Poly Foam International Inc. (National City Bank LOC), 3.45%,
1/6/94 5,100,000
---------------------------------------------------------------------------------
4,550,000 Ramsey Real Estate Enterprises Ltd. (National City Bank, Kentucky LOC), 3.45%,
1/6/94 4,550,000
---------------------------------------------------------------------------------
5,000,000 SMM Trust 1993-A (Guaranteed by Morgan Guaranty Trust Co.), 3.23%, 3/18/94 (A) 5,000,000
--------------------------------------------------------------------------------- ---------------
Total 27,945,000
--------------------------------------------------------------------------------- ---------------
$ 3,000,000 Carco Auto Loan Master Trust Certificates, Series 1993-2, Class A-1, 3.43%,
1/15/94 $ 3,000,000
--------------------------------------------------------------------------------- ---------------
TOTAL VARIABLE NOTES 30,945,000
--------------------------------------------------------------------------------- ---------------
SHORT-TERM NOTES--29.6%
- ------------------------------------------------------------------------------------------------
AUTOMOTIVE--4.6%
---------------------------------------------------------------------------------
5,000,000 Ford Motor Credit Co., 4.13%-4.89%, 1/14/94-1/20/94 5,011,368
--------------------------------------------------------------------------------- ---------------
BANKING--4.2%
---------------------------------------------------------------------------------
2,500,000 ABC II (Bankers Trust Co. Put), 4.34%, 8/8/94 (A) 2,500,000
---------------------------------------------------------------------------------
2,000,000 AP Investment Co. (Bankers Trust Co. Put), 3.85%, 9/7/94 (A) 2,000,000
--------------------------------------------------------------------------------- ---------------
Total 4,500,000
--------------------------------------------------------------------------------- ---------------
FINANCE--AUTOMOTIVE--5.4%
---------------------------------------------------------------------------------
882,270 Capital Auto Receivables Asset Trust, 1993-2 Class A-1, 3.37%,
6/15/94 882,178
---------------------------------------------------------------------------------
5,000,000 GMAC Mortgage of PA (Guaranteed by GMAC), 3.37%, 1/3/94 5,000,000
--------------------------------------------------------------------------------- ---------------
Total 5,882,178
--------------------------------------------------------------------------------- ---------------
FINANCE--RETAIL--10.4%
---------------------------------------------------------------------------------
1,000,000 American Express Credit Corp., 1.62%, 8/1/94 1,028,338
---------------------------------------------------------------------------------
1,500,000 Associates Corporation of North America, 3.55%, 4/15/94 1,527,068
---------------------------------------------------------------------------------
1,000,000 Beneficial Corp., 5.49%, 3/15/94 1,013,007
---------------------------------------------------------------------------------
2,530,000 Household Finance Corp., 3.60%-3.62%, 2/1/94-3/15/94 2,547,096
---------------------------------------------------------------------------------
5,000,000 Security Pacific Corp., 8.90%-9.07%, 4/25/94-5/9/94 5,091,750
--------------------------------------------------------------------------------- ---------------
Total 11,207,259
--------------------------------------------------------------------------------- ---------------
GOVERNMENT AGENCY--MORTGAGE-BACKED SECURITIES--1.0%
---------------------------------------------------------------------------------
1,000,000 Tennesse Valley Authority, 8.75% Deb., (Series E), 3.82%,
10/1/94 1,079,111
--------------------------------------------------------------------------------- ---------------
TOBACCO--4.0%
---------------------------------------------------------------------------------
3,300,000 Philip Morris Cos., Inc., 3.59%-4.79%, 2/15/94 3,318,679
---------------------------------------------------------------------------------
$ 1,000,000 Philip Morris Cos., Inc., Sr. Note, 9.10%, 2/16/94 $ 1,006,867
--------------------------------------------------------------------------------- ---------------
Total 4,325,546
--------------------------------------------------------------------------------- ---------------
TOTAL SHORT-TERM NOTES 32,005,462
--------------------------------------------------------------------------------- ---------------
REPURCHASE AGREEMENT***--2.8%
- ------------------------------------------------------------------------------------------------
3,050,000 S.G. Warburg & Co., Inc., 3.20%, 1/3/94 (Note 1B) 3,050,000
--------------------------------------------------------------------------------- ---------------
TOTAL INVESTMENTS, AT AMORTIZED COST $ 108,345,488\
--------------------------------------------------------------------------------- ---------------
</TABLE>
\Also represents cost for federal tax purposes.
(a) Restricted securities--Investment in securities not registered under the
Securities Act of 1933. At the end of the period, the value of these
securities amounted to $9,500,000 or 8.8% of net assets (Note 1F).
* Each issue shows the rate of discount at the time of purchase for discount
issues, or the coupon for interest bearing issues.
** Current rate and next demand date shown.
*** The repurchase agreement is fully collateralized by U.S. government and/or
agency obligations based on market prices at the date of the portfolio. The
investment in the repurchase agreement is through participation in joint
accounts with other Federated funds.
The following abbreviations are used in this portfolio:
FSA--Financial Security Assurance
LOC--Letter of Credit
Note: The categories of investments are shown as a percentage of net assets
($108,309,400) at December 31, 1993.
(See Notes which are an integral part of the Financial Statements)
MONEY MARKET MANAGEMENT, INC.
STATEMENT OF ASSETS AND LIABILITIES
DECEMBER 31, 1993
- --------------------------------------------------------------------------------
<TABLE>
<S> <C>
ASSETS:
- -------------------------------------------------------------------------------------------------
Investments in securities, at amortized cost and value (Note 1A) $ 108,345,488
- -------------------------------------------------------------------------------------------------
Cash 143,738
- -------------------------------------------------------------------------------------------------
Interest receivable 617,003
- -------------------------------------------------------------------------------------------------
Receivable for Fund shares sold 181,767
- ------------------------------------------------------------------------------------------------- ---------------
Total assets 109,287,996
- -------------------------------------------------------------------------------------------------
LIABILITIES:
- -------------------------------------------------------------------------------------------------
Payable for Fund shares redeemed 876,367
- -------------------------------------------------------------------------------------------------
Dividends payable 13,196
- -------------------------------------------------------------------------------------------------
Accrued expenses 89,033
- ------------------------------------------------------------------------------------------------- ---------------
Total liabilities 978,596
- ------------------------------------------------------------------------------------------------- ---------------
NET ASSETS for 108,309,400 shares of capital stock outstanding $ 108,309,400
- ------------------------------------------------------------------------------------------------- ---------------
NET ASSET VALUE, Offering Price, and Redemption Price Per Share
($108,309,400 / 108,309,400 shares of capital stock outstanding) $1.00
- ------------------------------------------------------------------------------------------------- ---------------
</TABLE>
(See Notes which are an integral part of the Financial Statements)
MONEY MARKET MANAGEMENT, INC.
STATEMENT OF OPERATIONS
YEAR ENDED DECEMBER 31, 1993
- --------------------------------------------------------------------------------
<TABLE>
<S> <C> <C>
INVESTMENT INCOME:
- ---------------------------------------------------------------------------------------------------
Interest income (Note 1C) $ 3,761,914
- ---------------------------------------------------------------------------------------------------
EXPENSES:
- ------------------------------------------------------------------------------------
Investment advisory fee (Note 4) $ 566,814
- ------------------------------------------------------------------------------------
Directors' fees 12,456
- ------------------------------------------------------------------------------------
Administrative personnel and services (Note 4) 324,918
- ------------------------------------------------------------------------------------
Custodian, transfer and dividend disbursing agent fees and expenses 351,047
- ------------------------------------------------------------------------------------
Fund share registration costs 39,992
- ------------------------------------------------------------------------------------
Auditing fees 16,147
- ------------------------------------------------------------------------------------
Legal fees 12,007
- ------------------------------------------------------------------------------------
Printing and postage 25,572
- ------------------------------------------------------------------------------------
Taxes 38,669
- ------------------------------------------------------------------------------------
Insurance premiums 7,052
- ------------------------------------------------------------------------------------
Miscellaneous 8,639
- ------------------------------------------------------------------------------------ -------------
Total expenses 1,403,313
- ------------------------------------------------------------------------------------
Deduct--Waiver of investment advisory fee (Note 4) 79,605
- ------------------------------------------------------------------------------------ -------------
Net expenses 1,323,708
- --------------------------------------------------------------------------------------------------- -------------
Net investment income $ 2,438,206
- --------------------------------------------------------------------------------------------------- -------------
</TABLE>
(See Notes which are an integral part of the Financial Statements)
MONEY MARKET MANAGEMENT, INC.
STATEMENT OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
YEAR ENDED DECEMBER 31,
<S> <C> <C>
----------------------------------
<CAPTION>
1993 1992
<S> <C> <C>
- ----------------------------------------------------------------------------- ---------------- ----------------
INCREASE (DECREASE) IN NET ASSETS:
- -----------------------------------------------------------------------------
OPERATIONS--
- -----------------------------------------------------------------------------
Net investment income $ 2,438,206 $ 4,307,725
- ----------------------------------------------------------------------------- ---------------- ----------------
DISTRIBUTIONS TO SHAREHOLDERS (NOTE 2)--
- -----------------------------------------------------------------------------
Dividends to shareholders from net investment income (2,438,206) (4,307,725)
- ----------------------------------------------------------------------------- ---------------- ----------------
FUND SHARE (PRINCIPAL) TRANSACTIONS (NOTE 3)--
- -----------------------------------------------------------------------------
Proceeds from sales of shares 175,602,925 210,533,230
- -----------------------------------------------------------------------------
Net asset value of shares issued to shareholders
in payment of dividends declared 2,287,236 4,003,559
- -----------------------------------------------------------------------------
Cost of shares redeemed (197,291,489) (255,715,087)
- ----------------------------------------------------------------------------- ---------------- ----------------
Change in net assets from Fund share transactions (19,401,328) (41,178,298)
- ----------------------------------------------------------------------------- ---------------- ----------------
Change in net assets (19,401,328) (41,178,298)
- -----------------------------------------------------------------------------
NET ASSETS:
- -----------------------------------------------------------------------------
Beginning of period 127,710,728 168,889,026
- ----------------------------------------------------------------------------- ---------------- ----------------
End of period $ 108,309,400 $ 127,710,728
- ----------------------------------------------------------------------------- ---------------- ----------------
</TABLE>
(See Notes which are an integral part of the Financial Statements)
MONEY MARKET MANAGEMENT, INC.
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1993
- --------------------------------------------------------------------------------
(1) SIGNIFICANT ACCOUNTING POLICIES
The Fund is registered under the Investment Company Act of 1940, as amended, as
a diversified, open-end management investment company. The following is a
summary of significant accounting policies consistently followed by the Fund in
the preparation of its financial statements. The policies are in conformity with
generally accepted accounting principles.
A. VALUATION OF INVESTMENTS--The Board of Directors ("Directors") has
determined that the best method currently available for valuing portfolio
securities is amortized cost. The Fund's use of the amortized cost method
to value its portfolio securities is conditioned on its compliance with
Rule 2a-7 under the Investment Company Act of 1940.
B. REPURCHASE AGREEMENTS--It is the policy of the Fund to require the
custodian bank to take possession, to have legally segregated in the
Federal Reserve Book Entry System, or to have segregated within the
custodian bank's vault, all securities held as collateral in support of
repurchase agreement investments. Additionally, procedures have been
established by the Fund to monitor, on a daily basis, the market value of
the repurchase agreement's underlying securities to ensure the existence of
a proper level of collateral.
The Fund will only enter into repurchase agreements with banks and other
recognized financial institutions such as broker/dealers which are deemed
by the Fund's adviser to be creditworthy pursuant to guidelines established
by the Directors. Risks may arise from the potential inability of
counterparties to honor the terms of the repurchase agreement. Accordingly,
the Fund could receive less than the repurchase price on the sale of
collateral securities.
C. INCOME--Interest income is recorded on the accrual basis. Interest income
includes interest and discount earned (net of premium), including original
issue discount as required by the Internal Revenue Code, plus realized net
gains if any, on portfolio securities.
D. FEDERAL TAXES--It is the Fund's policy to comply with the provisions of the
Internal Revenue Code, as amended, applicable to investment companies and
to distribute to shareholders each year all of its taxable income.
Accordingly, no provision for federal taxes is necessary.
E. WHEN-ISSUED AND DELAYED DELIVERY TRANSACTIONS--The Fund may engage in
when-issued or delayed delivery transactions. To the extent the Fund
engages in such transactions, it will do so for the purpose of acquiring
portfolio securities consistent with its investment objective and policies
and not for the purpose of investment leverage. The Fund will record a
when-issued security and the related liability on the trade date. Until the
securities are received and paid for, the Fund will maintain 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.
F. The Fund is permitted to invest in privately placed restricted securities.
These securities may be resold in transactions exempt from registration or
to the public if the securities are registered. Disposal of these
securities may involve time-consuming negotiations and expense, and prompt
sale at an acceptable price may be difficult. The Fund's policy, however,
is to only purchase restricted securities, if such securities mature within
a period such that they are acceptable investments under Rule 2A-7 of the
Investment Company Act of 1940. Additional information on each restricted
security held at December 31, 1993 is as follows:
<TABLE>
<CAPTION>
ACQUISITION ACQUISITION
SECURITY DATE COST
<S> <C> <C>
SMM Trust 1993-A 3/19/93 $ 5,000,000
- ---------------------------------------------------------------------------------
ABC II 8/10/93 2,500,000
- ---------------------------------------------------------------------------------
AP Investment Co. 9/14/93 2,000,000
- ---------------------------------------------------------------------------------
</TABLE>
G. OTHER--Investment transactions are accounted for on the date of the
transaction.
(2) DIVIDENDS
The Fund computes its net income daily and, immediately prior to the calculation
of its net asset value at the close of business, declares and records dividends
to shareholders of record at the time of the previous computation of the Fund's
net asset value. Payment of dividends is made monthly in cash or in additional
shares at the net asset value on the payable date.
(3) CAPITAL STOCK
At December 31, 1993, there were 50,000,000,000 shares of ($0.001) par value
capital stock authorized. Transactions in capital stock were as follows:
<TABLE>
<CAPTION>
YEAR ENDED DECEMBER 31,
<S> <C> <C>
--------------------------------
<CAPTION>
1993 1992
<S> <C> <C>
- -------------------------------------------------------------------------------- --------------- ---------------
Shares outstanding, beginning of period 127,710,728 168,889,026
- --------------------------------------------------------------------------------
Shares sold 175,602,925 210,533,230
- --------------------------------------------------------------------------------
Shares issued to shareholders in payment of dividends declared 2,287,236 4,003,559
- --------------------------------------------------------------------------------
Shares redeemed (197,291,489) (255,715,087)
- -------------------------------------------------------------------------------- --------------- ---------------
Shares outstanding, end of period 108,309,400 127,710,728
- -------------------------------------------------------------------------------- --------------- ---------------
</TABLE>
(4) INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES
Federated Advisers ("Adviser") receives for its services an annual investment
advisory fee based on the average daily net assets of the Fund as follows: 0.5%
on the first $500 million, 0.475% on the next $500
million, 0.45% on the next $500 million, 0.425% on the next $500 million, and
0.4% thereafter. For the year ended December 31, 1993, the Fund's Adviser earned
a fee of $566,814 of which $79,605 was voluntarily waived.
During the year ended December 31, 1993, pursuant to Rule 17A-7 of the
Investment Company Act of 1940, the Fund engaged in purchase and sale
transactions with the other funds advised by the Adviser amounting to
$28,692,047 and $4,000,000, respectively. These purchases and sales were
transacted for cash consideration only, at independent current market prices and
without brokerage commission, fee or other remuneration.
Administrative personnel and services were provided at approximate cost by
Federated Administrative Services, Inc. Certain of the Officers and Directors of
the Fund are Officers and Directors of the above corporations.
INDEPENDENT AUDITORS' REPORT
- --------------------------------------------------------------------------------
To the Board of Directors and Shareholders of
Money Market Management, Inc.:
We have audited the accompanying statement of assets and liabilities, including
the portfolio of investments, of Money Market Management, Inc. as of December
31, 1993, the related statement of operations for the year then ended, the
statement of changes in net assets for the years ended December 31, 1993 and
1992, and the financial highlights (see page 2 of the prospectus) for each of
the years in the ten-year period ended December 31, 1993. These financial
statements and financial highlights are the responsibility of the Fund'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 the securities owned as of
December 31, 1993 by correspondence with the custodian. 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 Money Market
Management, Inc. as of December 31, 1993, 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
Boston, Massachusetts
February 4, 1994
ADDRESSES
- --------------------------------------------------------------------------------
<TABLE>
<S> <C> <C>
Money Market Management, Inc. Federated Investors Tower
Pittsburgh, Pennsylvania 15222-3779
- ---------------------------------------------------------------------------------------------------------------------
Distributor
Federated Securties Corp. Federated Investors Tower
Pittsburgh, Pennsylvania 15222-3779
- ---------------------------------------------------------------------------------------------------------------------
Investment Adviser
Federated Advisers Federated Investors Tower
Pittsburgh, Pennsylvania 15222-3779
- ---------------------------------------------------------------------------------------------------------------------
Custodian
State Street Bank and P.O. Box 8606
Trust Company Boston, Massachusetts 02266-8606
- ---------------------------------------------------------------------------------------------------------------------
Transfer Agent and Dividend Disbursing Agent
Federated Services Company Federated Investors Tower
Pittsburgh, Pennsylvania 15222-3779
- ---------------------------------------------------------------------------------------------------------------------
Legal Counsel
Houston, Houston & Donnelly 2510 Centre City Tower
Pittsburgh, Pennsylvania 15222
- ---------------------------------------------------------------------------------------------------------------------
Legal Counsel
Dickstein, Shapiro & Morin 2101 L Street, N.W.
Washington, D.C. 20037
- ---------------------------------------------------------------------------------------------------------------------
Independent Auditors
Deloitte & Touche 125 Summer Street
Boston, Massachusetts 02110-1617
- ---------------------------------------------------------------------------------------------------------------------
</TABLE>
MONEY MARKET
MANAGEMENT, INC.
PROSPECTUS
A No-Load, Open-End, Diversified,
Management Investment Company
February 28, 1994
[LOGO] FEDERATED SECURITIES CORP.
--------------------------
Distributor
A subsidiary of FEDERATED INVESTORS
FEDERATED INVESTORS TOWER
PITTSBURGH, PA 15222-3779
8012811A (2/94)
MONEY MARKET MANAGEMENT, INC.
STATEMENT OF ADDITIONAL INFORMATION
This Statement of Additional Information should be read with the
prospectus of Money Market Management, Inc. (the "Fund") dated
February 28, 1994. This Statement is not a prospectus itself. To
receive a copy of the prospectus, write or call the Fund.
FEDERATED INVESTORS TOWER
PITTSBURGH, PENNSYLVANIA 15222-3779
Statement dated February 28, 1994
[LOGO] FEDERATED SECURITIES CORP.
----------------------------
Distributor
A subsidiary of FEDERATED INVESTORS
TABLE OF CONTENTS
- --------------------------------------------------------------------------------
GENERAL INFORMATION ABOUT THE FUND 1
- ---------------------------------------------------------------
INVESTMENT OBJECTIVE AND POLICIES 1
- ---------------------------------------------------------------
Types of Investments 1
When-Issued and Delayed
Delivery Transactions 1
Reverse Repurchase Agreements 1
Investment Limitations 2
FUND MANAGEMENT 3
- ---------------------------------------------------------------
Officers and Directors 3
The Funds 5
Fund Ownership 5
INVESTMENT ADVISORY SERVICES 5
- ---------------------------------------------------------------
Adviser to the Fund 5
Advisory Fees 6
ADMINISTRATIVE SERVICES 6
- ---------------------------------------------------------------
BROKERAGE TRANSACTIONS 7
- ---------------------------------------------------------------
PURCHASING SHARES 7
- ---------------------------------------------------------------
Conversion to Federal Funds 7
DETERMINING NET ASSET VALUE 7
- ---------------------------------------------------------------
Use of the Amortized Cost Method 7
EXCHANGE PRIVILEGE 8
- ---------------------------------------------------------------
Requirements for Exchange 8
Making an Exchange 8
Telephone Instructions 8
REDEEMING SHARES 9
- ---------------------------------------------------------------
Redemption in Kind 9
TAX STATUS 9
- ---------------------------------------------------------------
The Fund's Tax Status 9
Shareholders' Tax Status 9
YIELD 9
- ---------------------------------------------------------------
EFFECTIVE YIELD 10
- ---------------------------------------------------------------
PERFORMANCE COMPARISONS 10
- ---------------------------------------------------------------
APPENDIX 11
- ---------------------------------------------------------------
GENERAL INFORMATION ABOUT THE FUND
- --------------------------------------------------------------------------------
The Fund was organized as a Maryland corporation on October 30, 1973, and was
one of the first money market funds. The Fund was reorganized as a Massachusetts
business trust on June 29, 1982. On February 11, 1993, shareholders voted to
reorganize the Fund as a Maryland corportion.
INVESTMENT OBJECTIVE AND POLICIES
- --------------------------------------------------------------------------------
The Fund's investment objective is current income consistent with stability of
principal.
TYPES OF INVESTMENTS
The Fund invests in money market instruments which mature in 397 days or less
and which include, but are not limited to, instruments of foreign and domestic
banks and savings and loans, U.S. government obligations, repurchase agreements,
prime commercial paper (including Euro-commercial paper), and instruments
secured by such obligations.
The above investment objective and policies cannot be changed without approval
of shareholders.
BANK INSTRUMENTS
In addition to domestic bank obligations such as certificates of deposit,
demand and time deposits, savings shares, and bankers' acceptances, the
Fund may invest in:
Eurodollar Certificates of Deposit issued by foreign branches of U.S. or
foreign banks;
Eurodollar Time Deposits, which are U.S. dollar-denominated deposits in
foreign branches of U.S. or foreign banks;
Canadian Time Deposits, which are U.S. dollar-denominated deposits
issued by branches of major Canadian banks located in the United States;
and
Yankee Certificates of Deposit, which are U.S. dollar-denominated
certificates of deposit issued by U.S. branches of foreign banks and
held in the United States.
U.S. GOVERNMENT OBLIGATIONS
The types of U.S. government obligations in which the Fund may invest
generally include direct obligations of the U.S. Treasury (such as U.S.
Treasury bills, notes, and bonds) and obligations issued or guaranteed by
U.S. government agencies or instrumentalities. These securities are
backed by:
the full faith and credit of the U.S. Treasury;
the issuer's right to borrow from the U.S. Treasury;
the discretionary authority of the U.S. government to purchase certain
obligations of agencies or
instrumentalities; or
the credit of the agency or instrumentality issuing the obligations.
Examples of agencies and instrumentalities which may not always receive
financial support from the U.S. government are:
Federal Farm Credit Banks;
Federal Home Loan Banks;
Federal National Mortgage Association;
Student Loan Marketing Association; and
Federal Home Loan Mortgage Corporation.
WHEN-ISSUED AND DELAYED DELIVERY TRANSACTIONS
These transactions are made to secure what is considered to be an advantageous
price and yield for the Fund. 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 Fund sufficient to make payment for the securities
to be purchased are segregated at the trade date. These assets are marked to
market daily and are maintained until the transaction is settled. The Fund may
engage in these transactions to an extent that would cause the segregation of an
amount up to 20% of the total value of its assets.
REVERSE REPURCHASE AGREEMENTS
The Fund may also enter into reverse repurchase agreements. This transaction is
similar to borrowing cash. In a reverse repurchase agreement the Fund transfers
possession of a portfolio instrument to another person, such as a financial
institution, broker, or dealer, in return for a percentage of the instrument's
market value in cash, and agrees that on a stipulated date in the future the
Fund 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 Fund to avoid selling portfolio instruments
at a time when a sale may be deemed to be disadvantageous, but the ability to
enter into reverse repurchase agreements does not ensure that the Fund will be
able to avoid selling portfolio instruments at a disadvantageous time.
When effecting reverse repurchase agreements, liquid assets of the Fund, in a
dollar amount sufficient to make payment for the obligations to be purchased,
are segregated at the trade date. These assets are marked to market daily and
are maintained until the transaction is settled.
INVESTMENT LIMITATIONS
The Fund will not change any of the investment limitations described below
without approval of shareholders.
SELLING SHORT AND BUYING ON MARGIN
The Fund will not sell any securities short or purchase any securities on
margin.
BORROWING MONEY
The Fund will not borrow money except as a temporary measure for
extraordinary or emergency purposes and then only in amounts not in
excess of 5% of the value of its total assets. In addition, the Fund may
enter into reverse repurchase agreements and otherwise borrow up to
one-third of the value of its total assets, including the amount
borrowed, in order to meet redemption requests without immediately
selling portfolio instruments.
This latter practice is not for investment leverage but solely to
facilitate management of the portfolio by enabling the Fund to meet
redemption requests when the liquidation of portfolio instruments would
be inconvenient or disadvantageous.
Interest paid on borrowed funds will not be available for investment. The
Fund may not purchase any portfolio instruments while any borrowings
(exclusive of reverse repurchase agreements) are outstanding.
PLEDGING SECURITIES
The Fund will not mortgage, pledge or hypothecate any assets except to
secure permitted borrowings. In those cases, it may mortgage, pledge or
hypothecate assets having a market value not exceeding the lesser of the
dollar amounts borrowed or 10% of the value of total assets at the time
of the borrowing.
INVESTING IN COMMODITIES, COMMODITY CONTRACTS, OR REAL ESTATE
The Fund will not invest in commodities, commodity contracts, or real
estate, except that it may purchase money market instruments issued by
companies that invest in real estate or interests in real estate.
RESTRICTED SECURITIES
The Fund will not invest more than 10% of its net assets in securities
subject to restrictions on resale under federal securities law (except
for commercial paper issued under Section 4(2) of the Securities Act of
1933).
UNDERWRITING
The Fund will not act as underwriter of securities issued by others,
except as it may be deemed to be an underwriter under the Securities Act
of 1933 in connection with the sale of restricted securities which the
Fund may purchase pursuant to its investment objective, policies and
limitations.
LENDING CASH OR SECURITIES
The Fund will not lend any of its assets, except that it may purchase or
hold money market instruments permitted by its investment objective and
policies.
INVESTING IN SECURITIES OF OTHER INVESTMENT COMPANIES
The Fund will not invest in securities issued by any other investment
company.
ACQUIRING SECURITIES
The Fund will not invest in securities of a company for the purpose of
exercising control or management.
DIVERSIFICATION OF INVESTMENTS
The Fund will not invest more than 5% of the value of its assets in
securities of any one issuer, except cash or cash items and U.S.
government obligations.
With respect to 75% of the Fund's assets, the Fund will not purchase
securities, other than repurchase agreements, issued by any one banking
institution having a value of more than 5% of the value of the Fund's
total assets.
CONCENTRATION OF INVESTMENTS
The Fund will not purchase money market instruments if, as a result of
such purchase, more than 25% of the value of its total assets would be
invested in any one industry.
However, investing in bank instruments (such as time and demand deposits
and certificates of deposit), U.S. government obligations, or instruments
secured by these money market instruments, such as repurchase agreements,
shall not be considered investments in any one industry.
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
restriction.
The Fund did not borrow money or invest in reverse repurchase agreements in
excess of 5% of the value of its net assets during the last fiscal year and has
no present intent to do so in the coming fiscal year.
FUND MANAGEMENT
- --------------------------------------------------------------------------------
OFFICERS AND DIRECTORS
Officers and Directors are listed with their addresses, principal occupations,
and present positions, including any affiliation with Federated Advisers,
Federated Investors, Federated Services Company, Federated Securities Corp.,
Federated Administrative Services, Inc., and the Funds (as defined below).
<TABLE>
<CAPTION>
POSITIONS WITH PRINCIPAL OCCUPATIONS
NAME AND ADDRESS THE FUND DURING PAST FIVE YEARS
<S> <C> <C>
John F. Donahue*\ Chairman and Chairman and Trustee, Federated Investors; Chairman and Trustee,
Federated Investors Tower Director Federated Advisers, Federated Management, and Federated Research;
Pittsburgh, PA Director, AEtna Life and Casualty Company; Chief Executive Officer and
Director, Trustee, or Managing General Partner of the Funds; formerly,
Director, The Standard Fire Insurance Company. Mr. Donahue is the father
of J. Christopher Donahue, President and Director of the Fund.
John T. Conroy, Jr. Director President, Investment Properties Corporation; Senior Vice President,
Wood/IPC Commercial John R. Wood and Associates, Inc., Realtors; President, Northgate
Department Village Development Corporation; General Partner or Trustee in private
John R. Wood and real estate ventures in Southwest Florida; Director, Trustee, or
Associates, Inc., Realtors Managing General Partner of the Funds; formerly, President, Naples
3255 Tamiami Trail North Property Management, Inc.
Naples, FL
William J. Copeland Director Director and Member of the Executive Committee, Michael Baker, Inc.;
One PNC Plaza-- Director, Trustee, or Managing General Partner of the Funds; formerly,
23rd Floor Vice Chairman and Director, PNC Bank, N.A., and PNC Bank Corp. and
Pittsburgh, PA Director, Ryan Homes, Inc.
J. Christopher Donahue* President and President and Trustee, Federated Investors; Trustee, Federated Advisers,
Federated Investors Tower Director Federated Management, and Federated Research; President and Director,
Pittsburgh, PA Federated Administrative Services, Inc.; Trustee, Federated Services
Company; 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 Fund.
James E. Dowd Director Attorney-at-law; Director, The Emerging Germany Fund, Inc.; Director,
571 Hayward Mill Road Trustee, or Managing General Partner of the Funds; formerly, Director,
Concord, MA Blue Cross of Massachusetts, Inc.
Lawrence D. Ellis, M.D. 3471 Director Hematologist, Oncologist, and Internist, Presbyterian and Montefiore
Fifth Avenue Hospitals; Clinical Professor of Medicine and Trustee, University of
Suite 1111 Pittsburgh; Director, Trustee, or Managing General Partner of the Funds.
Pittsburgh, PA
Edward L. Flaherty, Jr.\ Director Attorney-at-law; Partner, Meyer and Flaherty; Director, Eat'N Park
5916 Penn Mall Restaurants, Inc., and Statewide Settlement Agency, Inc.; Director,
Pittsburgh, PA Trustee, or Managing General Partner of the Funds; formerly, Counsel,
Horizon Financial, F.A., Western Region.
Peter E. Madden Director Consultant; State Representative, Commonwealth of Massachusetts;
225 Franklin Street Director, Trustee, or Managing General Partner of the Funds; formerly,
Boston, MA President, State Street Bank and Trust Company and State Street Boston
Corporation and Trustee, Lahey Clinic Foundation, Inc.
Gregor F. Meyer Director Attorney-at-law; Partner, Meyer and Flaherty; Chairman, Meritcare, Inc.;
5916 Penn Mall Director, Eat'N Park Restaurants, Inc. Director, Trustee, or Managing
Pittsburgh, PA General Partner of the Funds; formerly, Vice Chairman, Horizon
Financial, F.A.
Wesley W. Posvar Director Professor, Foreign Policy and Management Consultant; Trustee, Carnegie
1202 Cathedral of Endowment for International Peace, RAND Corporation, Online Computer
Learning Library Center, Inc.; and U.S. Space Foundation; Chairman, Czecho Slovak
University of Pittsburgh Management Center; Director, Trustee, or Managing General Partner of the
Pittsburgh, PA Funds; President Emeritus, University of Pittsburgh; formerly, Chairman,
National Advisory Council for Environmental Policy and Technology.
Marjorie P. Smuts Director Public relations/marketing consultant; Director, Trustee, or Managing
4905 Bayard Street General Partner of the Funds.
Pittsburgh, PA
Richard B. Fisher Vice President Executive Vice President and Trustee, Federated Investors; Chairman and
Federated Investors Tower Director, Federated Securities Corp.; President or Vice President of the
Pittsburgh, PA Funds; Director or Trustee of some of the Funds.
Edward C. Gonzales Vice President Vice President, Treasurer, and Trustee, Federated Investors; Vice
Federated Investors Tower and Treasurer President and Treasurer, Federated Advisers, Federated Management, and
Pittsburgh, PA Federated Research; Executive Vice President, Treasurer, and Director,
Federated Securities Corp.; Trustee, Federated Services Company;
Chairman, Treasurer, and Director, Federated Administrative Services,
Inc.; Trustee of some of the Funds; Vice President and Treasurer of the
Funds.
John W. McGonigle Vice President and Vice President, Secretary, General Counsel, and Trustee, Federated
Federated Investors Tower Secretary Investors; Vice President, Secretary, and Trustee, Federated Advisers,
Pittsburgh, PA Federated Management, and Federated Research; Trustee, Federated
Services Company; Executive Vice President, Secretary, and Director,
Federated Administrative Services, Inc.; Director and Executive Vice
President, Federated Securities Corp.; Vice President and Secretary of
the Funds.
John A. Staley, IV Vice President Vice President and Trustee, Federated Investors; Executive Vice
Federated Investors Tower President, Federated Securities Corp.; President and Trustee, Federated
Pittsburgh, PA Advisers, Federated Management, and Federated Research; Vice President
of the Funds; Director, Trustee, or Managing General Partner of some of
the Funds; formerly, Vice President, The Standard Fire Insurance Com-
pany and President of its Federated Research Division.
</TABLE>
*This Director is deemed to be an "interested person" of the Fund as defined in
the Investment Company Act of 1940, as amended.
\Members of the Fund's 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
"The Funds" and "Funds" mean the following investment companies: A.T. Ohio
Tax-Free Money Fund; American Leaders Fund, Inc.; Annuity Management Series;
Automated Cash Management Trust; Automated Government Money Trust; BankSouth
Select Funds; The Boulevard Funds; California Municipal Cash Trust; Cash Trust
Series Inc.; Cash Trust Series II; DG Investor Series; Edward D. Jones & Co.
Daily Passport Cash Trust; FT Series, Inc.; 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 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; Investment Series
Trust; Investment Series Funds, Inc.; 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; Mark Twain Funds; Money Market
Management, Inc.; Money Market Obligations Trust; Money Market Trust; Municipal
Securities Income Trust; New York Municipal Cash Trust; 111 Corcoran Funds; The
Planters Fund; Portage Funds; RIMCO Monument Funds; Signet Select Funds; The
Shawmut Funds; 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; and
Trust for U.S. Treasury Obligations.
FUND OWNERSHIP
Officers and Directors own less than 1% of the Fund's outstanding shares.
As of February 4, 1994, no shareholders of record owned 5% or more of the
outstanding shares of the Fund.
INVESTMENT ADVISORY SERVICES
- --------------------------------------------------------------------------------
ADVISER TO THE FUND
The Fund's investment adviser is Federated Advisers. It is a 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, his wife,
and his son, J. Christopher Donahue. John F. Donahue, Chairman and Director of
Federated Advisers, is Chairman and Trustee of Federated Investors and Chairman
and Director of the Fund. John A. Staley, IV, President and Trustee of Federated
Advisers, is Vice President and Trustee of Federated Investors, Executive Vice
President of Federated Securities Corp., and Vice President of the Fund. J.
Christopher Donahue, Trustee of Federated Advisers, is President and Trustee of
Federated Investors, President and Director of Federated Administrative
Services, Inc., and President and Director of the Fund. John W. McGonigle, Vice
President, Secretary, and Trustee of Federated Advisers, is Trustee, Vice
President, Secretary, and General Counsel of Federated Investors Trustee,
Federated Services Company, Director, Executive Vice President, and Secretary of
Federated Administrative Services, Inc., Director and Executive Vice President
of Federated Securities Corp., and Vice President and Secretary of the Fund.
The adviser shall not be liable to the Fund 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 Fund.
ADVISORY FEES
For its advisory services, Federated Advisers receives an annual investment
advisory fee as described in the prospectus. During the fiscal years ended
December 31, 1993, 1992, and 1991, the Fund's adviser earned $566,814, $755,133,
and $923,412, respectively, of which $79,605, $0, and $0, respectively, were
voluntarily waived. All advisory fees were computed on the same basis as in the
new investment advisory contract described in the prospectus.
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 Fund's normal operating
expenses (including the investment advisory fee, but not including
brokerage commissions, interest, taxes, and extraordinary expenses)
exceed 2.5% per year of the first $30 million of average net assets, 2%
per year of the next $70 million of average net assets, and 1.5% per year
of the remaining average net assets, the adviser will reimburse the Fund
for its expenses over the limitation.
If the Fund's monthly projected operating expenses exceed these expense
limitations, 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 fee.
This arrangement is not part of the advisory contract and may be amended
or rescinded in the future.
ADMINISTRATIVE SERVICES
- --------------------------------------------------------------------------------
Federated Administrative Services, Inc., a subsidiary of Federated Investors,
provides administrative personnel and services to the Fund at approximate cost.
For the fiscal years ended December 31, 1993, 1992, and 1991, the Fund incurred
administrative service fees of $324,918, $307,106, and $293,539, respectively.
John A. Staley, IV, an officer of the Fund, and Dr. Henry J. Gailliot, an
officer of Federated Advisers, the adviser to the Fund, each hold approximately
15% and 20%, respectively, of the outstanding common stock and serve as
Directors of Commercial Data Services, Inc., a company which provides computer
processing services to Federated Administrative Services, Inc. For the fiscal
years ended December 31, 1993, 1992, and 1991, Federated Administrative
Services, Inc., paid $162,309, $184,862, and $196,783, respectively, for
services provided by Commercial Data Services, Inc.
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 utilize 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
review by the Board of Directors.
The adviser may select brokers and dealers who offer brokerage and research
services. These services may be furnished directly to the Fund 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.
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 relation to the value of the brokerage and
research services provided.
Research services provided by brokers may be used by the adviser or by
affiliates of Federated Investors in advising Federated funds 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.
PURCHASING SHARES
- --------------------------------------------------------------------------------
Shares are sold at their net asset value without a sales charge on days the New
York Stock Exchange is open for business. The procedure for purchasing shares of
the Fund is explained in the prospectus under "Investing in the Fund."
CONVERSION TO FEDERAL FUNDS
It is the Fund's policy to be as fully invested as possible so that maximum
interest may be earned. To this end, all payments from shareholders must be in
federal funds or be converted into federal funds. This conversion must be made
before shares are purchased. State Street Bank and Trust Company acts as the
shareholder's agent in depositing checks and converting them to federal funds.
DETERMINING NET ASSET VALUE
- --------------------------------------------------------------------------------
The Fund attempts to stabilize the value of a share at $1.00. The days on which
net asset value is calculated by the Fund are described in the prospectus. Net
asset value will not be calculated on the following holidays: New Year's Day,
Presidents' Day, Good Friday, Memorial Day, Independence Day, Labor Day,
Thanksgiving Day, and Christmas Day.
USE OF THE AMORTIZED COST METHOD
The Board of Directors ("Directors") 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.
The Fund's use of the amortized cost method of valuing portfolio instruments
depends on its compliance with 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 Directors 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 Fund's investment objective.
Under the Rule, the Fund is permitted to purchase instruments which are subject
to demand features or standby commitments. As defined by the Rule, a demand
feature entitles the Fund to receive the principal amount of the instrument from
the issuer or a third party on (1) no more than 30 days' notice or (2) at
specified intervals not exceeding one year on no more than 30 days' notice. A
standby commitment entitles the Fund to achieve same day settlement and to
receive an exercise price equal to the amortized cost of the underlying
instrument plus accrued interest at the time of exercise.
MONITORING PROCEDURES
The Directors' 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 Directors 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 Directors 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.
INVESTMENT RESTRICTIONS
The Rule requires that the Fund limit its investments to instruments
that, in the opinion of the Directors, present minimal credit risks and
have received the requisite rating from one or more nationally recognized
statistical rating organizations. If the instruments are not rated, the
Directors must determine that they are of comparable quality. The Rule
also requires the Fund to maintain a dollar-weighted average portfolio
maturity (not more than 90 days) appropriate to the objective of
maintaining a stable net asset value of $1.00 per share. In addition, no
instrument with a remaining maturity of more than 397 days can be
purchased by the Fund; however, the Fund's investment policy is more
restrictive in that no instrument will be held for longer than one year.
Should the disposition of a portfolio security result in a
dollar-weighted average portfolio maturity of more than 90 days, the Fund
will invest its available cash to reduce the average maturity to 90 days
or less as soon as possible.
The Fund may attempt to increase yield by trading portfolio securities to take
advantage of short-term market variations. This policy may, from time to time,
result in high portfolio turnover. Under the amortized cost method of valuation,
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 Fund computed by dividing the annualized daily income on the Fund'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 indicated daily yield on shares of the
Fund computed the same way may tend to be lower than a similar computation made
by using a method of calculation based upon market prices and estimates.
EXCHANGE PRIVILEGE
- --------------------------------------------------------------------------------
REQUIREMENTS FOR EXCHANGE
Shareholders using the exchange privilege must exchange shares having a net
asset value of at least $500 ($1,500 if the exchange involves a fund in the
Fortress Investment Program). Before the exchange, the shareholder must receive
a prospectus of the portfolio or fund for which the exchange is being made.
This privilege is available to shareholders resident in any state in which the
portfolio or fund shares being acquired may be sold. Upon receipt of proper
instructions and required supporting documents, shares submitted for exchange
are redeemed and the proceeds invested in shares of the other portfolio or fund.
Further information on the exchange privilege and prospectuses may be obtained
by calling the Fund.
MAKING AN EXCHANGE
Instructions for exchanges may be given in writing. Written instructions may
require a signature guarantee. Any exchanges may be subject to the fee described
in the prospectus.
TELEPHONE INSTRUCTIONS
Telephone instructions made by the investor may be carried out only if a
telephone authorization form completed by the investor is on file with Federated
Services Company. If the instructions are given by a broker, a telephone
authorization form completed by the broker must be on file with Federated
Services Company. Shares may be exchanged between two funds by telephone only if
the two funds have identical shareholder registrations.
Telephone exchange instructions may be recorded and will be binding upon the
shareholder. They will be processed
as of 4:00 p.m. (Eastern time) and must be received by Federated Services
Company before that time for shares to be exchanged that day.
REDEEMING SHARES
- --------------------------------------------------------------------------------
The Fund redeems shares at the next computed net asset value after the Fund
receives the redemption request. Redemption procedures are explained in the
prospectus under "Redeeming Shares." Although State Street Bank does not charge
for telephone redemptions, it reserves the right to charge a fee for the cost of
wire-transferred redemptions of less than $5,000.
REDEMPTION IN KIND
The Fund has elected to be governed by Rule 18f-1 of the Investment Company Act
of 1940 under which the Fund is obligated to redeem shares solely in cash up to
$250,000 or 1% of the Fund'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 Directors
determine that further cash payments will have a material adverse effect on
remaining shareholders or unless the Directors grant a shareholder request for
redemption in kind. In such case, the Fund will pay all or a portion of the
remainder of the redemption in portfolio instruments, valued in the same way as
the Fund determines net asset value. The portfolio instruments will be selected
in a manner that the Directors deem fair and equitable.
Redemption in kind is not as liquid as a cash redemption. If redemption is made
in kind, shareholders receiving their securities and selling them before their
maturity could receive less than the redemption value of their securities and
could incur certain transaction costs.
Although the Fund intends to redeem shares in cash, it reserves the right under
certain circumstances to pay the redemption price in whole or in part by a
distribution of securities from the Fund's portfolio.
Redemption in kind will be made in conformity with applicable Securities and
Exchange Commission rules, taking such securities at the same value employed in
determining net asset value and selecting the securities in a manner the
Directors determine to be fair and equitable.
TAX STATUS
- --------------------------------------------------------------------------------
THE FUND'S TAX STATUS
The Fund will pay no federal income tax because it expects to meet the
requirements of Subchapter M of the Internal Revenue Code applicable to
regulated investment companies and to receive the special tax treatment afforded
to such companies. To qualify for this treatment, the Fund 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.
SHAREHOLDERS' TAX STATUS
Shareholders are subject to federal income tax on dividends received as cash or
additional shares. No portion of any income dividend paid by the Fund is
eligible for the dividends received deduction or exclusion available to
corporations and individuals. These dividends and any short-term capital gains
are taxable as ordinary income.
YIELD
- --------------------------------------------------------------------------------
The Fund's yield for the seven-day period ended December 31, 1993, was 2.25%.
The Fund calculates its yield daily, 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).
To the extent that financial institutions and broker/dealers charge fees in
connection with services provided in conjunction with an investment in the Fund,
the performance will be reduced for those shareholders paying those fees.
EFFECTIVE YIELD
- --------------------------------------------------------------------------------
The Fund's effective yield for the seven-day period ended December 31, 1993, was
2.28%.
The Fund's effective yield is computed by compounding the unannualized base
period return by:
adding 1 to the base period return;
raising the sum to the 365/7th power; and
subtacting 1 from the result.
PERFORMANCE COMPARISONS
- --------------------------------------------------------------------------------
The Fund's performance depends upon such variables as:
portfolio quality;
average portfolio maturity;
type of instruments in which the portfolio is invested;
changes in interest rates on money market instruments;
changes in Fund expenses; and
the relative amount of Fund cash flow.
Investors may use financial publications and/or indices to obtain a more
complete view of the Fund'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 Fund uses in advertising may include:
LIPPER ANALYTICAL SERVICES, INC., ranks funds in various fund categories by
making comparative calculations using total return. Total return assumes the
reinvestment of all income dividends and capital gains distributions, if any.
From time to time, the Fund will quote its Lipper ranking in the "money market
instruments funds" category in advertising and sales literature.
BANK RATE MONITOR National Index, Miami Beach, Florida, is a financial reporting
service which publishes weekly average rates of 50 leading bank and thrift
institution money market deposit accounts. The rates published in the index are
averages of the personal account rates offered on the Wednesday prior to the
date of publication by ten of the largest banks and thrifts in each of the five
largest Standard Metropolitan Statistical Areas. Account minimums range upward
from $2,500 in each institution, and compounding methods vary. If more than one
rate is offered, the lowest rate is used. Rates are subject to change at any
time specified by the institution.
Advertisements and other sales literature for the Fund may refer to total
return. Total return is the historic change in the value of an investment in the
Fund based on the monthly reinvestment of dividends over a specified period of
time.
APPENDIX
- --------------------------------------------------------------------------------
STANDARD AND POOR'S CORPORATION CORPORATE BOND RATING DEFINITIONS
AAA--Debt rated AAA has the highest rating assigned by Standard & Poor's
Corporation. 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 higher rated issues only in small degree.
A--Debt rated A has a strong capacity to pay interest and repay principal
although it is somewhat more susceptible to the adverse effect of changes in
circumstances and economic conditions than debt in higher rated categories.
MOODY'S INVESTORS SERVICE, INC., CORPORATE BOND RATING DEFINITIONS
Aaa--Bonds which 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
edged." Interest payments are protected by a large or by an exceptionally stable
margin and principal is secure. While the various protective elements are likely
to change, such changes as can be visualized are most unlikely to impair the
fundamentally strong position of such issues.
Aa--Bonds which 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.
A--Bonds which 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.
STANDARD AND POOR'S CORPORATION COMMERICAL PAPER RATING DEFINITIONS
A-1--This highest category indicates that the degree of safety regarding timely
payment is strong. Those issues determined to possess extremely strong safety
characteristics are denoted with a plus (+) sign designation.
A-2--Capacity for timely payment on issues with this designation is
satisfactory. However, the relative degree of safety is not as high as for
issues designated A-1.
MOODY'S INVESTORS SERVICE, INC., COMMERICAL PAPER RATING DEFINITIONS
P-1--Issuers rated PRIME-1 (or related supporting institutions) have a superior
capacity for repayment of short-term promissory obligations. PRIME-1 repayment
capacity will normally be evidenced by the following characteristics:
--Leading market positions in well established industries.
--High rates of return on funds employed.
--Conservative capitalization structure with moderate reliance on debt and
ample asset protection.
--Broad margins in earning coverage of fixed financial charges and high
internal cash generation.
--Well-established access to a range of financial markets and assured
sources of alternate liquidity.
P-2--Issuers rated PRIME-2 (or related supporting institutions) have a strong
capacity for repayment of short-term promissory obligations. This will normally
be evidenced by many of the characteristics cited above, but to a lesser degree.
Earnings trends and coverage ratios, while sound, will be more subject to
variation. Capitalization characteristics, while still appropriate, may be more
affected by external conditions. Ample alternate liquidity is maintained.
FITCH INVESTORS SERVICE, INC., SHORT-TERM DEBT RATING DEFINITIONS
F-1+--Exceptionally Strong Credit Quality. Issues assigned this rating are
regarded as having the strongest degree of assurance for timely payment.
F-1--Very Strong Credit Quality. Issues assigned this rating reflect an
assurance for timely payment only slightly less in degree than issues rated
F-1+.
F-2--Good Credit Quality. Issues carrying this rating have a satisfactory degree
of assurance for timely payment, but the margin of safety is not as great as the
F-1+ and F-1 ratings.
FITCH INVESTORS SERVICE, INC., INVESTMENT GRADE BOND RATING DEFINITIONS
AAA--Bonds considered to be investment grade and of the highest credit quality.
The obligor has an exceptionally strong ability to pay interest and repay
principal, which is unlikely to be affected by reasonably foreseeable events.
AA--Bonds considered to be investment grade and of very high credit quality. The
obligor's ability to pay interest and repay principal is very strong, although
not quite as strong as bonds rated "AAA." Because bonds rated in the
"AAA" and "AA" categories are not significantly vulnerable to foreseeable future
developments, short-term debt of these issuers is generally rated "F-1+."
A--Bonds considered to be investment grade and of high credit quality. The
obligor's ability to pay interest and repay principal is considered strong, but
may be more vulnerable to adverse changes in economic conditions and
circumstances than bonds with higher ratings.
8012811B (2/94)
PART C. OTHER INFORMATION.
Item 24. Financial Statements and Exhibits:
(a) Financial Statements (Filed in Part A).
(b) Exhibits:
(1) Conformed copy of Articles of Incorporation of the
Registrant (8.);
(2) Copy of By-Laws of the Registrant, as amended (4.);
(3) Not applicable;
(4) Copy of Specimen Certificate for Shares of Common
Stock of the Registrant;+
(5) Conformed copy of Investment Advisory Contract of the
Registrant; +
(6) Conformed copy of Distributor's Contract of the
Registrant; +
(7) Not applicable;
(8) (i) Conformed copy of Custodian
Agreement of the Registrant (8.);
(ii) Conformed copy of Agency Agreement of the
Registrant;+
(9) Not applicable;
(10) Not applicable;
(11) Conformed copy of Consent of Independent
Public Accountants;+
(12) Not applicable;
(13) Conformed copy of Initial Capitalization
Letter;+
(14) Not applicable;
(15) Not applicable;
(16) Copy of Schedule for Computation of Yield
Calculation (5.);
(17) Conformed copy of Power of Attorney;+
(18) Conformed copy of Opinion and Consent of
Counsel as to availability of Rule 485(b).+
Item 25. Persons Controlled by or Under Common Control with Registrant:
None
+ All exhibits have been filed electronically.
4. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 57 on Form N-1A filed February 19, 1988. (File
Nos. 2-49591 and 811-2430)
5. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 59 on Form N-1A filed February 23, 1989. (File
Nos. 2-49591 and 811-2430)
6. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 60 on Form N-1A filed December 21, 1989. (File
Nos. 2-49591 and 811-2430)
8. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 68 on Form N-1A filed February 25, 1993. (File
Nos. 2-49591 and 811-2430)
Item 26. Number of Holders of Securities:
Number of Record Holders
Title of Class as of February 4, 1994_
Shares of Capital Stock 7,770
(par value $0.001 per share)
Item 27. Indemnification:
Indemnification is provided to Officers and Directors of the
Registrant pursuant to Section (b) of the Eighth paragraph of
Registrant's Articles of Incorporation. The Investment Advisory
Contract between the Registrant and Federated Advisers ("Adviser")
provides that, in the absence of willful misfeasance, bad faith,
gross negligence, or reckless disregard of the obligations or
duties under the Investment Advisory Contract on the part of
Adviser, Adviser shall not be liable to the Registrant or to any
shareholder for any act or omission in the course of or connected
in any way with rendering services or for any losses that may be
sustained in the purchase, holding, or sale of any security.
Registrant's Directors and Officers are covered by an Investment
Trust Errors and Omissions Policy.
Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to Directors, Officers,
and controlling persons of the Registrant by the Registrant
pursuant to the Articles of Incorporation or otherwise, the
Registrant is aware that in the opinion of the Securities and
Exchange Commission, such indemnification is against public policy
as expressed in the Act and, therefore, is unenforceable. In the
event that a claim for indemnification against such liabilities
(other than the payment by the Registrant of expenses incurred or
paid by Directors, Officers, or controlling persons of the
Registrant in connection with the successful defense of any act,
suit, or proceeding) is asserted by such Directors, Officers, or
controlling persons in connection with the shares being
registered, the Registrant will, unless in the opinion of its
counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether
such indemnification by it is against public policy as expressed
in the Act and will be governed by the final adjudication of such
issues.
Insofar as indemnification for liabilities may be permitted
pursuant to Section 17 of the Investment Company Act of 1940 for
Directors, Officers, and controlling persons of the Registrant by
the Registrant pursuant to the Articles of Incorporation or
otherwise, the Registrant is aware of the position of the
Securities and Exchange Commission as set forth in Investment
Company Act Release No. IC-11330. Therefore, the Registrant
undertakes that in addition to complying with the applicable
provisions of the Articles of Incorporation or otherwise, in the
absence of a final decision on the merits by a court or other body
before which the proceeding was brought, that an indemnification
payment will not be made unless in the absence of such a decision,
a reasonable determination based upon factual review has been made
(i) by a majority vote of a quorum of non-party Directors who are
not interested persons of the Registrant or (ii) by independent
legal counsel in a written opinion that the indemnitee was not
liable for an act of willful misfeasance, bad faith, gross
negligence, or reckless disregard of duties. The Registrant
further undertakes that advancement of expenses incurred in the
defense of a proceeding (upon undertaking for repayment unless it
is ultimately determined that indemnification is appropriate)
against an Officer, Director, or controlling person of the
Registrant will not be made absent the fulfillment of at least one
of the following conditions: (i) the indemnitee provides security
for his undertaking; (ii) the Registrant is insured against losses
arising by reason of any lawful advances; or (iii) a majority of a
quorum of disinterested non-party Directors or independent legal
counsel in a written opinion makes a factual determination that
there is reason to believe the indemnitee will be entitled to
indemnification.
Item 28. Business and Other Connections of Investment Adviser:
For a description of the other business of the investment adviser,
see the section entitled "Fund Information - Management of the
Fund" in Part A. The affiliations with the Registrant of four of
the Directors and Officers of the investment adviser and their
business addresses are included in Part B of this Registration
Statement under "Fund Management - Officers and Directors." The
remaining Director of the investment adviser, his positions with
the investment adviser, and, in parentheses, his principal
occupation is: George P. Warren, Jr. (President, Organization
Services, Inc.), 103 Springer Building, 341 Silverside Road,
Wilmington, Delaware 19810.
The remaining Officers of the investment adviser are: Mark L.
Mallon, Executive Vice President; Henry J. Gailliot, Senior Vice
President-Economist; Peter R. Anderson, William D. Dawson, J.
Thomas Madden, and J. Alan Minteer, Senior Vice Presidents;
Jonathan C. Conley, Deborah A. Cunningham, Mark E. Durbiano,
Roger A. Early Kathleen M. Foody-Malus, David C. Francis, Thomas M.
Franks, Edward C. Gonzales, Jeff A. Kozemchak, John W. McGonigle,
Gregory M. Melvin, Susan M. Nason, Mary Jo Ochson, Robert J.
Ostrowski, Charles A. Ritter, and Christopher H. Wiles, Vice
Presidents; Edward C. Gonzales, Treasurer; and John W. McGonigle,
Secretary. The business address of each of the Officers of the
Federated Research Division of the investment adviser is Federated
Investors Tower, Pittsburgh, Pennsylvania 15222-3779. These
individuals are also officers of a majority of the investment
advisers to the Funds listed in Part B of this Registration
Statement under "Fund Management - The Funds."
Item 29. Principal Underwriters:
(a) Federated Securities Corp., the Distributor for shares of the
Registrant, also acts as principal underwriter for the
following open-end investment companies: A.T. Ohio Tax-Free
Money Fund; Alexander Hamilton Funds; American Leaders Fund,
Inc.; Annuity Management Series; Automated Cash Management
Trust; Automated Government Money Trust; BankSouth Select
Funds; BayFunds; The Biltmore Funds; Biltmore Municipal
Funds; The Boulevard Funds;California Municipal Cash Trust;
Cambridge Series Trust; Cash Trust Series, Inc.; Cash Trust
Series II; DG Investor Series; Edward D. Jones & Co. Daily
Passport Cash Trust; FT Series, Inc.; Federated ARMs Fund;
Federated Exchange Fund, Ltd.; Federated Income Securities
Trust; Federated GNMA Trust; Federated Government Trust;
Federated Growth Trust; Federated High Yield Trust; Federated
Income Trust; Federated Index Trust; Federated Intermediate
Government Trust; Federated Master Trust; Federated Municipal
Trust; Federated Short-Intermediate Government Trust;
Federated Short-Intermediate Municipal Trust; Federated
Short-Term U.S. Government Trust; Federated Stock Trust;
Federated Tax-Free Trust; Federated U.S. Government Bond
Fund; Financial Reserves Fund; First Priority Funds; First
Union Funds; Fixed Income Securities, Inc.; Fortress
Adjustable Rate U.S. Government Fund, Inc.; Fortress
Municipal Income Fund, Inc.; Fortress Utility Fund, Inc.;
Fountain Square Funds; Fund for U.S. Government Securities,
Inc.; Government Income Securities, Inc.; High Yield Cash
Trust; Independence One Mutual Funds; Insight Institutional
Series, Inc.; Insurance Management Series; Intermediate
Municipal Trust; 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
Utility Fund, Inc.; Liquid Cash Trust; Mark Twain Funds;
Marshall Funds, Inc.; Money Market Obligations Trust; Money
Market Trust; The Monitor Funds; Municipal Securities Income
Trust; New York Municipal Cash Trust; 111 Corcoran Funds; The
Planters Funds; Portage Funds; RIMCO Monument Funds; Signet
Select Series; The Shawmut Funds; Short-Term Municipal Trust;
SouthTrust Vulcan Funds; StarFunds; The Starburst Funds; The
Starburst Funds II; Stock and Bond Fund, Inc; Sunburst Funds;
Targeted Duration Trust; Tax-Free Instruments Trust; Tower
Mutual Funds; 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; Vision Fiduciary Funds, Inc.; and
Vision Group of Funds, Inc.
Federated Securities Corp. also acts as principal underwriter
for the following closed-end investment company: Liberty
Term Trust, Inc. - 1999.
(b)
(1) (2) (3)
Name and Principal Positions and Offices Positions and Offices
Business Address With Underwriter With Registrant
Richard B. Fisher Director, President, Vice President
Federated Investors Tower Asst. Secretary, and
Pittsburgh, PA 15222-3779 Asst. Treasurer, Federated
Securities Corp.
Edward C. Gonzales Director, Executive Vice Vice President and
Federated Investors Tower President, and Treasurer, Treasurer
Pittsburgh, PA 15222-3779 Federated Securities
Corp.
John W. McGonigle Director, Executive Vice Vice President and
Federated Investors Tower President, and Assistant Secretary
Pittsburgh, PA 15222-3779 Secretary, Federated
Securities Corp.
(1) (2) (3)
Name and Principal Positions and Offices Positions and Offices
Business Address With Underwriter With Registrant
John A. Staley, IV Executive Vice President Vice President
Federated Investors Tower and Assistant Secretary,
Pittsburgh, PA 15222-3779 Federated Securities Corp.
John B. Fisher Senior Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
James F. Getz Senior Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
James S. Hamilton Senior Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
James R. Ball Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Mark W. Bloss Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Richard W. Boyd Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Mary J. Combs Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Laura M. Deger Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Jill Ehrenfeld Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Theodore Fadool, Jr. Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Bryant R. Fisher Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Mark D. Fisher Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Christopher T. Fives Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
(1) (2) (3)
Name and Principal Positions and Offices Positions and Offices
Business Address With Underwriter With Registrant
Mark R. Gensheimer Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
James M. Heaton Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
William E. Kugler Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Dennis M. Laffey Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
J. Michael Miller Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
R. Jeffery Niss Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Michael P. O'Brien Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Solon A. Person, IV Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Robert F. Phillips Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Timothy C. Pillion Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Eugene B. Reed Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Paul V. Riordan Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Charles A. Robison Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
David W. Spears Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
(1) (2) (3)
Name and Principal Positions and Offices Positions and Offices
Business Address With Underwriter With Registrant
Thomas E. Territ Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Richard B. Watts Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
R. Edmond Connell, Jr. Assistant Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Philip C. Hetzel Assistant Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
H. Joseph Kennedy Assistant Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
David M. Taylor Controller, Federated Assistant Treasurer
Federated Investors Tower Securities Corp.
Pittsburgh, PA 15222-3779
S. Elliott Cohan Secretary, Federated Assistant Secretary
Federated Investors Tower Securities Corp.
Pittsburgh, PA 15222-3779
(c) Not applicable.
Item 30. Location of Accounts and Records: (5.)
Item 31. Management Services: Not applicable.
Item 32. Undertakings:
Registrant hereby undertakes to comply with the provisions
of Section 16(c) of the 1940 Act with respect to the removal
of Directors and the calling of special shareholder meetings
by shareholders.
5. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 59 on Form N-1A filed February 23, 1989. (File
No. 2-49591 and 811-2430)
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant, MONEY MARKET MANAGEMENT,
INC., certifies that it meets all of the requirements for effectiveness of
this Amendment to its Registration Statement pursuant to Rule 485(b) under
the Securities Act of 1933 and has duly caused this Amendment to its
Registration Statement to be signed on its behalf by the undersigned,
thereunto duly authorized, all in the City of Pittsburgh and Commonwealth of
Pennsylvania, on the 24th day of February, 1994.
MONEY MARKET MANAGEMENT, INC.
BY: /s/ Charles H. Field
Charles H. Field, Assistant Secretary
Attorney in Fact for John F. Donahue
February 24, 1994
Pursuant to the requirements of the Securities Act of 1933, this
Amendment to its Registration Statement has been signed below by the
following person in the capacity and on the date indicated:
NAME TITLE DATE
By: /s/ Charles H. Field
Charles H. Field Attorney In Fact February 24, 1994
ASSISTANT SECRETARY For the Persons
Listed Below
NAME TITLE
John F. Donahue* Chairman and Director
(Chief Executive Officer)
Glen R. Johnson* President
Edward C. Gonzales* Vice President and Treasurer
(Principal Financial and
Accounting Officer)
John T. Conroy, Jr.* Director
William J. Copeland* Director
James E. Dowd* Director
Lawrence D. Ellis, M.D.* Director
Edward L. Flaherty, Jr.* Director
Peter E. Madden* Director
Gregor F. Meyer* Director
Wesley W. Posvar* Director
Marjorie P. Smuts* Director
* By Power of Attorney
Exhibit 11 under Form N-1A
Exhibit 23 under Item 601/Reg S-K
DELOITTE & TOUCHE
CONSENT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
We consent to the use in this Post-Effective Amendment No. 70 to
Registration Statement (No. 2-49591) of Money Market Management, Inc. of
our report dated February 4, 1994, appearing in the Prospectus, which is a
part of such Registration Statement, and to the reference to us under the
heading "Financial Highlights" in such Prospectus.
By: DELOITTE & TOUCHE
Deloitte & Touche
Certified Public Accountants
Boston, Massachusetts
February 24, 1994
Exhibit 18 under Form
N-1A
Exhibit 99 under Item
601/Reg.S-K
HOUSTON, HOUSTON & DONNELLY
ATTORNEYS AT LAW
2510 CENTRE CITY TOWER
WILLIAM McC. HOUSTON PITTSBURGH, PA. 15222
FRED CHALMERS HOUSTON, JR. __________
THOMAS J. DONNELLY
JOHN F. MECK (412) 471-5828 FRED CHALMERS HOUSTON
FAX (412) 471-0736 (1914 - 1971)
MARIO SANTILLI, JR.
THEODORE M. HAMMER
February 18, 1994
Money Market Management, Inc.
Federated Investors Tower
Pittsburgh, PA 15222-3779
Gentlemen:
As counsel to Money Market Management, Inc. ("Fund") we have
reviewed Post-effective Amendment No. 70 to the Fund's
Registration Statement to be filed with the Securities and
Exchange Commission under the Securities Act of 1933 (File
No. 2-49591). The subject Post-effective Amendment will be filed
pursuant to Paragraph (b) of Rule 485 and become effective
pursuant to said Rule immediately upon filing.
Our review also included an examination of other relevant
portions of the amended 1933 Act Registration Statement of the
Fund and such other documents and records deemed appropriate. On
the basis of this review we are of the opinion that
Post-effective Amendment No. 70 does not contain disclosures
which would render it ineligible to become effective pursuant to
Paragraph (b) of Rule 485.
We hereby consent to the filing of this representation
letter as a part of the Fund's Registration Statement filed with
the Securities and Exchange Commission under the Securities Act
of 1933 and as part of any application or registration statement
filed under the Securities Laws of the States of the United
States.
Very truly yours,
Houston, Houston & Donnelly
By: /s/ Thomas J. Donnelly
TJD:heh
Exhibit 17 under Form N-1A
Exhibit 24 under Item 601/Reg.
S-K
POWER OF ATTORNEY
Each person whose signature appears below hereby constitutes and
appoints the Secretary and Assistant Secretary of Money Market
Management, Inc. and the Assistant General Counsel of Federated
Investors, and each of them, their true and lawful attorneys-in-fact and
agents, with full power of substitution and resubstitution for them and
in their names, place and stead, in any and all capacities, to sign any
and all documents to be filed with the Securities and Exchange
Commission pursuant to the Securities Act of 1933, the Securities
Exchange Act of 1934 and the Investment Company Act of 1940, by means of
the Securities and Exchange Commission's electronic disclosure system
known as EDGAR; and to file the same, with all exhibits thereto and
other documents in connection therewith, with the Securities and
Exchange Commission, granting unto said attorneys-in-fact and agents,
and each of them, full power and authority to sign and perform each and
every act and thing requisite and necessary to be done in connection
therewith, as fully to all intents and purposes as each of them might or
could do in person, hereby ratifying and confirming all that said
attorneys-in-fact and agents, or any of them, or their or his substitute
or substitutes, may lawfully do or cause to be done by virtue thereof.
SIGNATURES TITLE DATE
/s/ John F. Donahue Chairman and Director February 23, 1993
John F. Donahue (Chief Executive Officer)
/s/J. Christopher Donahue President
February 23, 1993
J. Christopher Donahue
/s/ Edward C. Gonzales Vice President and Treasurer February
23, 1993
Edward C. Gonzales (Principal Financial and
Accounting Officer)
/s/ William J. Copeland Director February 23, 1993
William J. Copeland
/s/ James E. Dowd Director February 23, 1993
James E. Dowd
/s/ Lawrence D. Ellis, M.D. Director
February 23, 1993
Lawrence D. Ellis, M.D.
/s/ Edward L. Flaherty, Jr. Director
February 23, 1993
Edward L. Flaherty, Jr.
SIGNATURES TITLE DATE
/s/ Gregor F. Meyer Director February 23, 1993
Gregor F. Meyer
/s/ Wesley W. Posvar Director February 23, 1993
Wesley W. Posvar
/s/ Marjorie P. Smuts Director February 23, 1993
Marjorie P. Smuts
/s/ Peter E. Madden Director February 23, 1993
Peter E. Madden
/s/ John T. Conroy, Jr. Director February 23, 1993
John T. Conroy, Jr.
Sworn to and subscribed before me this 23rd day of February, 1993.
/s/ Elaine T. Polens
Notary Public
Notarial Seal
Elaine T. Polens, Notary Public
Pittsburgh, Allegheny County
My Commission Expires March 28, 1994
Member, Pennsylvania Association of Notaries
Exhibit 4 under Form N-1A
Exhibit 3(c) under 601/Reg. S-K
MONEY MARKET MANAGEMENT, INC.
Number
Shares
_____
_____
Incorporated Under the Laws of the State of Maryland
Account No. Alpha Code
See Reverse Side For
Certain Definitions
THIS IS TO CERTIFY THAT is
the owner of
CUSIP0000067576
Fully Paid and Non-Assessable Shares of Common Stock of MONEY MARKET
MANAGEMENT, INC., hereafter called the Company, transferable on the books of
the Company by the owner in person or by duly authorized attorney upon
surrender of this certificate properly endorsed.
The shares represented hereby are issued and shall be held subject to
the provisions of the Articles of Incorporation and By-Laws of the Company
and all amendments thereto, all of which the holder by acceptance hereof
assents.
This Certificate is not valid unless countersigned by the Transfer
Agent.
IN WITNESS WHEREOF, the Company has caused this Certificate to be
signed in its name by its proper officers and to be sealed with its seal.
Dated: MONEY MARKET MANAGEMENT, INC.
Corporate Seal
1992
Maryland
/s/ Edward C. Gonzales
/s/ John F. Donahue
Treasurer
Chairman
Countersigned:
Federated Services Company
(Pittsburgh)
Transfer Agent
By:
Authorized Signature
The following abbreviations, when used in the inscription on the face of
this Certificate, shall be construed as though they were written out in full
according to applicable laws or regulations;
TEN COM - as tenants in common UNIF GIFT MIN ACT-...Custodian...
TEN ENT - as tenants by the entireties (Cust) (Minors)
JT TEN - as joint tenants with right of under Uniform Gifts to Minors
survivorship and not as tenants Act.............................
in common (State)
Additional abbreviations may also be used though not in the above list.
For value received__________ hereby sell, assign, and transfer unto
Please insert social security or other
identifying number of assignee
______________________________________
_____________________________________________________________________________
(Please print or typewrite name and address, including zip code, of
assignee)
_____________________________________________________________________________
_____________________________________________________________________________
______________________________________________________________________
shares
of common stock represented by the within Certificate, and do hereby
irrevocably constitute and appoint
__________________________________________
_____________________________________________________________________________
to transfer the said shares on the books of the within named Company with
full power of substitution in the premises.
Dated______________________
NOTICE:______________________________
The signature to this assignment must
correspond with the name as written upon
the face of the certificate in every
particular, without alteration or
enlargement or any change whatever.
THIS SPACE MUST NOT BE COVERED IN ANY WAY
DOCUMENT DESCRIPTION - SPECIMEN STOCK CERTIFICATE
Page One
A. The Certificate is outlined by a one-half inch border.
B. The number in the upper left-hand corner and the number of shares in
the upper right-hand corner are outlined by octagonal boxes.
C. The cusip number in the middle right-hand area of the page is boxed.
D. The Maryland corporate seal appears in the bottom middle of the page.
Page Two
The social security or other identifying number of the assignee
appears in a box in the top-third upper-left area of the page.
Exhibit 5 under Form N-1A
Exhibit 10 under Item 601/Reg. S-K
MONEY MARKET MANAGEMENT, INC.
INVESTMENT ADVISORY CONTRACT
This Contract is made this 11th day of February, 1993,
between FEDERATED ADVISERS, a Delaware business trust, having
its principal place of business in Pittsburgh, Pennsylvania
(the "Adviser"), and MONEY MARKET MANAGEMENT, INC., a
Maryland corporation having its principal place of business
in Pittsburgh, Pennsylvania (the "Corporation").
WHEREAS the Corporation is an open-end management
investment company as that term is defined in the
Investment Company Act of 1940, as amended, and is
registered as such with the Securities and Exchange
Commission; and
WHEREAS Adviser is engaged in the business of rendering
investment advisory and management services.
NOW, THEREFORE, the parties hereto, intending to be
legally bound, hereby agree as follows:
1. The Corporation hereby appoints Adviser as
Investment Adviser for each of the portfolios ("Funds") of
the Corporation which executes an exhibit to this Contract,
and Adviser accepts the appointments. Subject to the
direction of the Directors of the Corporation, Adviser shall
provide investment research and supervision of the
investments of the Funds and conduct a continuous program of
investment evaluation and of appropriate sale or other
disposition and reinvestment of each Fund's assets.
2. Adviser, in its supervision of the investments of
each of the Funds will be guided by each of the Fund's
investment objective and policies and the provisions and
restrictions contained in the Articles of Incorporation and
By-Laws of the Corporation and as set forth in the
Registration Statements and exhibits as may be on file with
the Securities and Exchange Commission.
3. Each Fund shall pay or cause to be paid all of its
own expenses and its allocable share of Corporation expenses,
including, without limitation, the expenses of organizing the
Corporation and continuing its existence; fees and expenses
of Directors and officers of the Corporation; fees for
investment advisory services and administrative personnel and
services; expenses incurred in the distribution of its shares
("Shares"), including expenses of administrative support
services; fees and expenses of preparing and printing its
Registration Statements under the Securities Act of 1933 and
the Investment Company Act of 1940, as amended, and any
amendments thereto; expenses of registering and qualifying
the Corporation, the Funds, and Shares of the Funds under
federal and state laws and regulations; expenses of
preparing, printing, and distributing prospectuses (and any
amendments thereto) to shareholders; interest expense, taxes,
fees, and commissions of every kind; expenses of issue
(including cost of Share certificates), purchase, repurchase,
and redemption of Shares, including expenses attributable to
a program of periodic issue; charges and expenses of
custodians, transfer agents, dividend disbursing agents,
shareholder servicing agents, and registrars; printing and
mailing costs, auditing, accounting, and legal expenses;
reports to shareholders and governmental officers and
commissions; expenses of meetings of Directors and
shareholders and proxy solicitations therefor; insurance
expenses; association membership dues and such nonrecurring
items as may arise, including all losses and liabilities
incurred in administering the Corporation and the Funds.
Each Fund will also pay its allocable share of such
extraordinary expenses as may arise including expenses
incurred in connection with litigation, proceedings, and
claims and the legal obligations of the Corporation to
indemnify its officers and Directors and agents with respect
thereto.
4. Each of the Funds shall pay to Adviser, for all
services rendered to each Fund by Adviser hereunder, the fees
set forth in the exhibits attached hereto.
5. The net asset value of each Fund's Shares as used
herein will be calculated to the nearest 1/10th of one cent.
6. The Adviser may from time to time and for such
periods as it deems appropriate reduce its compensation (and,
if appropriate, assume expenses of one or more of the Funds)
to the extent that any Fund's expenses exceed such lower
expense limitation as the Adviser may, by notice to the Fund,
voluntarily declare to be effective.
7. This Contract shall begin for each Fund as of the
date of execution of the applicable exhibit and shall
continue in effect with respect to each Fund presently set
forth on an exhibit (and any subsequent Funds added pursuant
to an exhibit during the initial term of this Contract) for
two years from the date of this Contract set forth above and
thereafter for successive periods of one year, subject to the
provisions for termination and all of the other terms and
conditions hereof if: (a) such continuation shall be
specifically approved at least annually by the vote of a
majority of the Directors of the Corporation, including a
majority of the Directors who are not parties to this
Contract or interested persons of any such party cast in
person at a meeting called for that purpose; and (b) Adviser
shall not have notified a Fund in writing at least sixty (60)
days prior to the anniversary date of this Contract in any
year thereafter that it does not desire such continuation
with respect to that Fund. If a Fund is added after the
first approval by the Directors as described above, this
Contract will be effective as to that Fund upon execution of
the applicable exhibit and will continue in effect until the
next annual approval of this Contract by the Directors and
thereafter for successive periods of one year, subject to
approval as described above.
8. Notwithstanding any provision in this Contract, it
may be terminated at any time with respect to any Fund,
without the payment of any penalty, by the Directors of the
Corporation or by a vote of the shareholders of that Fund on
sixty (60) days' written notice to Adviser.
9. This Contract may not be assigned by Adviser and
shall automatically terminate in the event of any assignment.
Adviser may employ or contract with such other person,
persons, corporation, or corporations at its own cost and
expense as it shall determine in order to assist it in
carrying out this Contract.
10. In the absence of willful misfeasance, bad faith,
gross negligence, or reckless disregard of the obligations or
duties under this Contract on the part of Adviser, Adviser
shall not be liable to the Corporation or to any of the Funds
or to any shareholder for any act or omission in the course
of or connected in any way with rendering services or for any
losses that may be sustained in the purchase, holding, or
sale of any security.
11. This Contract may be amended at any time by
agreement of the parties provided that the amendment shall be
approved both by the vote of a majority of the Directors of
the Corporation, including a majority of the Directors who
are not parties to this Contract or interested persons of any
such party to this Contract (other than as Directors of the
Corporation) cast in person at a meeting called for that
purpose, and on behalf of a Fund by a majority of the
outstanding voting securities of such Fund.
12. The Corporation and the Funds are hereby expressly
put on notice of the limitation of liability as set forth in
the Articles of Incorporation of the Adviser and agree that
the obligations assumed by the Adviser pursuant to this
Contract shall be limited in any case to the Adviser and its
assets and, except to the extent expressly permitted by the
Investment Company Act of 1940, as amended, the Corporation
and the Funds shall not seek satisfaction of any such
obligation from the shareholders of the Adviser, the
Directors, officers, employees, or agents of the Adviser, or
any of them.
13. The parties hereto acknowledge that Federated
Investors, has reserved the right to grant the non-exclusive
use of the name "Money Market Management, Inc." or any
derivative thereof to any other investment company,
investment company portfolio, investment adviser, distributor
or other business enterprise, and to withdraw from the
Corporation and one or more of the Funds the use of the name
"Money Market Management, Inc.". The name "Money Market
Management, Inc." will continue to be used by the Corporation
and each Fund so long as such use is mutually agreeable to
Federated Investors and the Corporation.
14. This Contract shall be construed in accordance with
and governed by the laws of the Commonwealth of Pennsylvania.
15. This Contract will become binding on the parties
hereto upon their execution of the attached exhibits to this
Contract.
EXHIBIT A
to the
Investment Advisory Contract
Money Market Management, Inc.
For all services rendered by Adviser hereunder, the
Corporation shall pay to Adviser and Adviser agrees to accept
as full compensation for all services rendered hereunder, an
annual investment advisory fee equal to .50 of 1% of the
average daily net assets of the Fund.
The portion of the fee based upon the average daily net
assets of the Fund shall be accrued daily at the rate of
1/365th of .50 of 1% applied to the daily net assets of the
Fund.
The advisory fee so accrued shall be paid to Adviser
daily.
Witness the due execution hereof this 11th day of
February, 1993.
Attest: Federated Advisers
/s/ John W. McGonigle By: /s/ William D. Dawson
Secretary Executive Vice President
Attest: Money Market Management, Inc.
/s/ Charles H. Field By:/s/ Richard B. Fisher
Assistant Secretary Vice President
Exhibit 6 under Form N-1A
Exhibit 1 under Item 601/Reg. S-K
MONEY MARKET MANAGEMENT, INC.
DISTRIBUTOR'S CONTRACT
AGREEMENT made this 11th day of February, 1993, by
and between Money Market Management, Inc. (the
"Corporation"), a Maryland Corporation, and FEDERATED
SECURITIES CORP. ("FSC"), a Pennsylvania Corporation.
In consideration of the mutual covenants
hereinafter contained, it is hereby agreed by and between
the parties hereto as follows:
1. The Corporation hereby appoints FSC as
its agent to sell and distribute shares of the Corporation
which may be offered in one or more series (the "Funds")
consisting of one or more classes (the "Classes") of shares
(the "Shares"), as described and set forth on one or more
exhibits to this Agreement, at the current offering price
thereof as described and set forth in the current
Prospectuses of the Corporation. FSC hereby accepts such
appointment and agrees to provide such other services for
the Corporation, if any, and accept such compensation from
the Corporation, if any, as set forth in the applicable
exhibit to this Agreement.
2. The sale of any Shares may be suspended
without prior notice whenever in the judgment of the
Corporation it is in its best interest to do so.
3. Neither FSC nor any other person is
authorized by the Corporation to give any information or to
make any representation relative to any Shares other than
those contained in the Registration Statement, Prospectuses,
or Statements of Additional Information ("SAIs") filed with
the Securities and Exchange Commission, as the same may be
amended from time to time, or in any supplemental
information to said Prospectuses or SAIs approved by the
Corporation. FSC agrees that any other information or
representations other than those specified above which it or
any dealer or other person who purchases Shares through FSC
may make in connection with the offer or sale of Shares,
shall be made entirely without liability on the part of the
Corporation. No person or dealer, other than FSC, is
authorized to act as agent for the Corporation for any
purpose. FSC agrees that in offering or selling Shares as
agent of the Corporation, it will, in all respects, duly
conform to all applicable state and federal laws and the
rules and regulations of the National Association of
Securities Dealers, Inc., including its Rules of Fair
Practice. FSC will submit to the Corporation copies of all
sales literature before using the same and will not use such
sales literature if disapproved by the Corporation.
4. This Agreement is effective with respect to
each Class as of the date of execution of the applicable
exhibit and shall continue in effect with respect to each
Class presently set forth on an exhibit and any subsequent
Classes added pursuant to an exhibit during the initial term
of this Agreement for one year from the date set forth
above, and thereafter for successive periods of one year if
such continuance is approved at least annually by the
Directors of the Corporation including a majority of the
members of the Board of Directors of the Corporation who are
not interested persons of the Corporation and have no direct
or indirect financial interest in the operation of any
Distribution Plan relating to the Corporation or in any
related documents to such Plan ("Disinterested Directors")
cast in person at a meeting called for that purpose. If a
Class is added after the first annual approval by the
Directors as described above, this Agreement will be
effective as to that Class upon execution of the applicable
exhibit and will continue in effect until the next annual
approval of this Agreement by the Directors and thereafter
for successive periods of one year, subject to approval as
described above.
5. This Agreement may be terminated with regard
to a particular Fund or Class at any time, without the
payment of any penalty, by the vote of a majority of the
Disinterested Directors or by a majority of the outstanding
voting securities of the particular Fund or Class on not
more than sixty (60) days' written notice to any other party
to this Agreement. This Agreement may be terminated with
regard to a particular Fund or Class by FSC on sixty (60)
days' written notice to the Corporation.
6. This Agreement may not be assigned by FSC and
shall automatically terminate in the event of an assignment
by FSC as defined in the Investment Company Act of 1940, as
amended, provided, however, that FSC may employ such other
person, persons, corporation or corporations as it shall
determine in order to assist it in carrying out its duties
under this Agreement.
7. FSC shall not be liable to the Corporation
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 by this
Agreement.
8. This Agreement may be amended at any time by
mutual agreement in writing of all the parties hereto,
provided that such amendment is approved by the Directors of
the Corporation including a majority of the Disinterested
Directors of the Corporation cast in person at a meeting
called for that purpose.
9. This Agreement shall be construed in
accordance with and governed by the laws of the Commonwealth
of Pennsylvania.
10. (a) Subject to the conditions set forth
below, the Corporation agrees to indemnify and hold harmless
FSC and each person, if any, who controls FSC within the
meaning of Section 15 of the Securities Act of 1933 and
Section 20 of the Securities Act of 1934, as amended,
against any and all loss, liability, claim, damage and
expense whatsoever (including but not limited to any and all
expenses whatsoever reasonably incurred in investigating,
preparing or defending against any litigation, commenced or
threatened, or any claim whatsoever) arising out of or based
upon any untrue statement or alleged untrue statement of a
material fact contained in the Registration Statement, any
Prospectuses or SAIs (as from time to time amended and
supplemented) or the omission or alleged omission therefrom
of a material fact required to be stated therein or
necessary to make the statements therein not misleading,
unless such statement or omission was made in reliance upon
and in conformity with written information furnished to the
Corporation about FSC by or on behalf of FSC expressly for
use in the Registration Statement, any Prospectuses and SAIs
or any amendment or supplement thereof.
If any action is brought against FSC or
any controlling person thereof with respect to which
indemnity may be sought against the Corporation pursuant to
the foregoing paragraph, FSC shall promptly notify the
Corporation in writing of the institution of such action and
the Corporation shall assume the defense of such action,
including the employment of counsel selected by the
Corporation and payment of expenses. FSC or any such
controlling person thereof shall have the right to employ
separate counsel in any such case, but the fees and expenses
of such counsel shall be at the expense of FSC or such
controlling person unless the employment of such counsel
shall have been authorized in writing by the Corporation in
connection with the defense of such action or the
Corporation shall not have employed counsel to have charge
of the defense of such action, in any of which events such
fees and expenses shall be borne by the Corporation.
Anything in this paragraph to the contrary notwithstanding,
the Corporation shall not be liable for any settlement of
any such claim of action effected without its written
consent. The Corporation agrees promptly to notify FSC of
the commencement of any litigation or proceedings against
the Corporation or any of its officers or Directors or
controlling persons in connection with the issue and sale of
Shares or in connection with the Registration Statement,
Prospectuses, or SAIs.
(b) FSC agrees to indemnify and hold
harmless the Corporation, each of its Directors, each of its
officers who have signed the Registration Statement and each
other person, if any, who controls the Corporation within
the meaning of Section 15 of the Securities Act of 1933, but
only with respect to statements or omissions, if any, made
in the Registration Statement or any Prospectus, SAI, or any
amendment or supplement thereof in reliance upon, and in
conformity with, information furnished to the Corporation
about FSC by or on behalf of FSC expressly for use in the
Registration Statement or any Prospectus, SAI, or any
amendment or supplement thereof. In case any action shall
be brought against the Corporation or any other person so
indemnified based on the Registration Statement or any
Prospectus, SAI, or any amendment or supplement thereof, and
with respect to which indemnity may be sought against FSC,
FSC shall have the rights and duties given to the
Corporation, and the Corporation and each other person so
indemnified shall have the rights and duties given to FSC by
the provisions of subsection (a) above.
(c) Nothing herein contained shall
be deemed to protect any person against liability to the
Corporation or its shareholders to which such person would
otherwise be subject by reason of willful misfeasance, bad
faith or gross negligence in the performance of the duties
of such person or by reason of the reckless disregard by
such person of the obligations and duties of such person
under this Agreement.
(d) Insofar as indemnification for
liabilities may be permitted pursuant to Section 17 of the
Investment Company Act of 1940, as amended, for Directors,
officers, FSC and controlling persons of the Corporation by
the Corporation pursuant to this Agreement, the Corporation
is aware of the position of the Securities and Exchange
Commission as set forth in the Investment Company Act
Release No. IC-11330. Therefore, the Corporation undertakes
that in addition to complying with the applicable provisions
of this Agreement, in the absence of a final decision on the
merits by a court or other body before which the proceeding
was brought, that an indemnification payment will not be
made unless in the absence of such a decision, a reasonable
determination based upon factual review has been made (i) by
a majority vote of a quorum of non-party Disinterested
Directors, or (ii) by independent legal counsel in a written
opinion that the indemnitee was not liable for an act of
willful misfeasance, bad faith, gross negligence or reckless
disregard of duties. The Corporation further undertakes
that advancement of expenses incurred in the defense of a
proceeding (upon undertaking for repayment unless it is
ultimately determined that indemnification is appropriate)
against an officer, Trustee/Director, FSC or controlling
person of the Corporation will not be made absent the
fulfillment of at least one of the following conditions: (i)
the indemnitee provides security for his undertaking; (ii)
the Corporation is insured against losses arising by reason
of any lawful advances; or (iii) a majority of a quorum of
non-party Disinterested Directors or independent legal
counsel in a written opinion makes a factual determination
that there is reason to believe the indemnitee will be
entitled to indemnification.
11. If at any time the Shares of any Fund
are offered in two or more Classes, FSC agrees to adopt
compliance standards as to when a class of shares may be
sold to particular investors.
12. This Agreement will become binding on
the parties hereto upon the execution of the attached
exhibits to the Agreement.
Exhibit A
to the
Distributor's Contract
Money Market Management, Inc.
In consideration of the mutual covenants set forth in
the Distributor's Contract dated February 11, 1993, between
Money Market Management, Inc. and Federated Securities
Corp., Money Market Management, Inc. executes and delivers
this Exhibit on behalf of the Funds, and with respect to the
separate Classes of Shares thereof, first set forth in this
Exhibit.
Witness the due execution hereof this 11th day of
February, 1993.
ATTEST: Money Market Management, Inc.
/s/ John W. McGonigle By: /s/ J.
Christopher Donahue
Secretary
President
(SEAL)
ATTEST: Federated Securities Corp.
/s/ S. Elliott Cohan By: /s/ Edward C.
Gonzales
Secretary
President
(SEAL)
Exhibit 8 under Form N-1A
Exhibit 10 under Item 601/Reg. S-K
AGREEMENT
for
FUND ACCOUNTING,
SHAREHOLDER RECORDKEEPING,
and
CUSTODY SERVICES PROCUREMENT
AGREEMENT made as of the 1st day of December, 1993, by and
between those investment companies listed on Exhibit 1 as may be
amended from time to time, having their principal office and
place of business at Federated Investors Tower, Pittsburgh, PA
15222-3779 (the "Trust"), on behalf of the portfolios
(individually referred to herein as a "Fund" and collectively as
"Funds") of the Trust, and FEDERATED SERVICES COMPANY, a Delaware
business trust, having its principal office and place of business
at Federated Investors Tower, Pittsburgh, Pennsylvania 15222-3779
(the "Company").
WHEREAS, the Trust is registered as an open-end management
investment company under the Investment Company Act of 1940, as
amended (the "1940 Act"), with authorized and issued shares of
capital stock or beneficial interest ("Shares"); and
WHEREAS, the Trust wishes to retain the Company to provide
certain pricing, accounting and recordkeeping services for each
of the Funds, including any classes of shares issued by any Fund
("Classes"), and the Company is willing to furnish such services;
and
WHEREAS, the Trust desires to appoint the Company as its
transfer agent, dividend disbursing agent, and agent in
connection with certain other activities, and the Company desires
to accept such appointment; and
WHEREAS, the Trust desires to appoint the Company as its
agent to select, negotiate and subcontract for custodian services
from an approved list of qualified banks and the Company desires
to accept such appointment; and
WHEREAS, from time to time the Trust may desire and may
instruct the Company to subcontract for the performance of
certain of its duties and responsibilities hereunder to State
Street Bank and Trust Company or another agent (the "Agent"); and
WHEREAS, the words Trust and Fund may be used interchangeably
for those investment companies consisting of only one portfolio;
NOW THEREFORE, in consideration of the premises and mutual
covenants herein contained, and intending to be legally bound
hereby, the parties hereto agree as follows:
SECTION ONE: Fund Accounting.
Article 1. Appointment.
The Trust hereby appoints the Company to provide certain
pricing and accounting services to the Funds, and/or the Classes,
for the period and on the terms set forth in this Agreement. The
Company accepts such appointment and agrees to furnish the
services herein set forth in return for the compensation as
provided in Article 3 of this Section.
Article 2. The Company and Duties.
Subject to the supervision and control of the Trust's Board
of Trustees or Directors ("Board"), the Company will assist the
Trust with regard to fund accounting for the Trust, and/or the
Funds, and/or the Classes, and in connection therewith undertakes
to perform the following specific services;
A. Value the assets of the Funds and determine the net
asset value per share of each Fund and/or Class, at the time and
in the manner from time to time determined by the Board and as
set forth in the Prospectus and Statement of Additional
Information ("Prospectus") of each Fund;
B. Calculate the net income of each of the Funds, if any;
C. Calculate capital gains or losses of each of the Funds
resulting from sale or disposition of assets, if any;
D. Maintain the general ledger and other accounts, books
and financial records of the Trust, including for each Fund,
and/or Class, as required under Section 31(a) of the 1940 Act and
the Rules thereunder in connection with the services provided by
the Company;
E. Preserve for the periods prescribed by Rule 31a-2 under
the 1940 Act the records to be maintained by Rule 31a-1 under the
1940 Act in connection with the services provided by the Company.
The Company further agrees that all such records it maintains for
the Trust are the property of the Trust and further agrees to
surrender promptly to the Trust such records upon the Trust's
request;
F. At the request of the Trust, prepare various reports or
other financial documents required by federal, state and other
applicable laws and regulations; and
G. Such other similar services as may be reasonably
requested by the Trust.
Article 3. Compensation and Allocation of Expenses.
A. The Funds will compensate the Company for its services
rendered pursuant to Section One of this Agreement in accordance
with the fees set forth on Fee Schedules A ("A1, A2, A3 etc..."),
annexed hereto and incorporated herein, as may be added or
amended from time to time. Such fees do not include
out-of-pocket disbursements of the Company for which the Funds
shall reimburse the Company upon receipt of a separate invoice.
Out-of-pocket disbursements shall include, but shall not be
limited to, the items specified in Schedules B ("B1, B2, B3,
etc..."), annexed hereto and incorporated herein, as may be added
or amended from time to time. Schedules B may be modified by the
Company upon not less than thirty days' prior written notice to
the Trust.
B. The Fund and/or the Class, and not the Company, shall
bear the cost of: custodial expenses; membership dues in the
Investment Company Institute or any similar organization;
transfer agency expenses; investment advisory expenses; costs of
printing and mailing stock certificates, Prospectuses, reports
and notices; administrative expenses; interest on borrowed money;
brokerage commissions; taxes and fees payable to federal, state
and other governmental agencies; fees of Trustees or Directors of
the Trust; independent auditors expenses; Federated
Administrative Services and/or Federated Administrative Services,
Inc. legal and audit department expenses billed to Federated
Services Company for work performed related to the Trust, the
Funds, or the Classes; law firm expenses; or other expenses not
specified in this Article 3 which may be properly payable by the
Funds and/or classes.
C. The Company will send an invoice to each of the Funds as
soon as practicable after the end of each month. Each invoice
will provide detailed information about the compensation and
out-of-pocket expenses in accordance with Schedules A and
Schedules B. The Funds and or the Classes will pay to the
Company the amount of such invoice within 30 days of receipt of
the invoices.
D. Any compensation agreed to hereunder may be adjusted
from time to time by attaching to Schedules A revised Schedules
dated and signed by a duly authorized officer of the Trust and/or
the Funds and a duly authorized officer of the Company.
E. The fee for the period from the effective date of this
Agreement with respect to a Fund or a Class to the end of the
initial month shall be prorated according to the proportion that
such period bears to the full month period. Upon any termination
of this Agreement before the end of any month, the fee for such
period shall be prorated according to the proportion which such
period bears to the full month period. For purposes of
determining fees payable to the Company, the value of the Fund's
net assets shall be computed at the time and in the manner
specified in the Fund's Prospectus.
F. The Company, in its sole discretion, may from time to
time subcontract to, employ or associate with itself such person
or persons as the Company may believe to be particularly suited
to assist it in performing services under this Section One. Such
person or persons may be third-party service providers, or they
may be officers and employees who are employed by both the
Company and the Funds. The compensation of such person or
persons shall be paid by the Company and no obligation shall be
incurred on behalf of the Trust, the Funds, or the Classes in
such respect.
SECTION TWO: Shareholder Recordkeeping.
Article 4. Terms of Appointment.
Subject to the terms and conditions set forth in this
Agreement, the Trust hereby appoints the Company to act as, and
the Company agrees to act as, transfer agent and dividend
disbursing agent for each Fund's Shares, and agent in connection
with any accumulation, open-account or similar plans provided to
the shareholders of any Fund ("Shareholder(s)"), including
without limitation any periodic investment plan or periodic
withdrawal program.
As used throughout this Agreement, a "Proper Instruction"
means a writing signed or initialed by one or more person or
persons as the Board shall have from time to time authorized.
Each such writing shall set forth the specific transaction or
type of transaction involved. Oral instructions will be deemed
to be Proper Instructions if (a) the Company reasonably believes
them to have been given by a person previously authorized in
Proper Instructions to give such instructions with respect to the
transaction involved, and (b) the Trust, or the Fund, and the
Company promptly cause such oral instructions to be confirmed in
writing. Proper Instructions may include communications effected
directly between electro-mechanical or electronic devices
provided that the Trust, or the Fund, and the Company are
satisfied that such procedures afford adequate safeguards for the
Fund's assets. Proper Instructions may only be amended in
writing.
Article 5. Duties of the Company.
The Company shall perform the following services in
accordance with Proper Instructions as may be provided from time
to time by the Trust as to any Fund:
A. Purchases
(1) The Company shall receive orders and payment for the
purchase of shares and promptly deliver payment and
appropriate documentation therefore to the custodian
of the relevant Fund, (the "Custodian"). The
Company shall notify the Fund and the Custodian on a
daily basis of the total amount of orders and
payments so delivered.
(2) Pursuant to purchase orders and in accordance with
the Fund's current Prospectus, the Company shall
compute and issue the appropriate number of Shares of
each Fund and/or Class and hold such Shares in the
appropriate Shareholder accounts.
(3) For certificated Funds and/or Classes, if a
Shareholder or its agent requests a certificate, the
Company, as Transfer Agent, shall countersign and
mail by first class mail, a certificate to the
Shareholder at its address as set forth on the
transfer books of the Funds, and/or Classes, subject
to any Proper Instructions regarding the delivery of
certificates.
(4) In the event that any check or other order for the
purchase of Shares of the Fund and/or Class is
returned unpaid for any reason, the Company shall
debit the Share account of the Shareholder by the
number of Shares that had been credited to its
account upon receipt of the check or other order,
promptly mail a debit advice to the Shareholder, and
notify the Fund and/or Class of its action. In the
event that the amount paid for such Shares exceeds
proceeds of the redemption of such Shares plus the
amount of any dividends paid with respect to such
Shares, the Fund and/the Class or its distributor
will reimburse the Company on the amount of such
excess.
B. Distribution
(1) Upon notification by the Funds of the declaration of
any distribution to Shareholders, the Company shall
act as Dividend Disbursing Agent for the Funds in
accordance with the provisions of its governing
document and the then-current Prospectus of the Fund.
The Company shall prepare and mail or credit income,
capital gain, or any other payments to Shareholders.
As the Dividend Disbursing Agent, the Company shall,
on or before the payment date of any such
distribution, notify the Custodian of the estimated
amount required to pay any portion of said
distribution which is payable in cash and request the
Custodian to make available sufficient funds for the
cash amount to be paid out. The Company shall
reconcile the amounts so requested and the amounts
actually received with the Custodian on a daily
basis. If a Shareholder is entitled to receive
additional Shares by virtue of any such distribution
or dividend, appropriate credits shall be made to the
Shareholder's account, for certificated Funds and/or
Classes, delivered where requested; and
(2) The Company shall maintain records of account for
each Fund and Class and advise the Trust, each Fund
and Class and its Shareholders as to the foregoing.
C. Redemptions and Transfers
(1) The Company shall receive redemption requests and
redemption directions and, if such redemption
requests comply with the procedures as may be
described in the Fund Prospectus or set forth in
Proper Instructions, deliver the appropriate
instructions therefor to the Custodian. The Company
shall notify the Funds on a daily basis of the total
amount of redemption requests processed and monies
paid to the Company by the Custodian for redemptions.
(2) At the appropriate time upon receiving redemption
proceeds from the Custodian with respect to any
redemption, the Company shall pay or cause to be paid
the redemption proceeds in the manner instructed by
the redeeming Shareholders, pursuant to procedures
described in the then-current Prospectus of the Fund.
(3) If any certificate returned for redemption or other
request for redemption does not comply with the
procedures for redemption approved by the Fund, the
Company shall promptly notify the Shareholder of such
fact, together with the reason therefor, and shall
effect such redemption at the price applicable to the
date and time of receipt of documents complying with
said procedures.
(4) The Company shall effect transfers of Shares by the
registered owners thereof.
(5) The Company shall identify and process abandoned
accounts and uncashed checks for state escheat
requirements on an annual basis and report such
actions to the Fund.
D. Recordkeeping
(1) The Company shall record the issuance of Shares of
each Fund, and/or Class, and maintain pursuant to
applicable rules of the Securities and Exchange
Commission ("SEC") a record of the total number of
Shares of the Fund and/or Class which are authorized,
based upon data provided to it by the Fund, and
issued and outstanding. The Company shall also
provide the Fund on a regular basis or upon
reasonable request with the total number of Shares
which are authorized and issued and outstanding, but
shall have no obligation when recording the issuance
of Shares, except as otherwise set forth herein, to
monitor the issuance of such Shares or to take
cognizance of any laws relating to the issue or sale
of such Shares, which functions shall be the sole
responsibility of the Funds.
(2) The Company shall establish and maintain records
pursuant to applicable rules of the SEC relating to
the services to be performed hereunder in the form
and manner as agreed to by the Trust or the Fund to
include a record for each Shareholder's account of
the following:
(a) Name, address and tax identification number (and
whether such number has been certified);
(b) Number of Shares held;
(c) Historical information regarding the account,
including dividends paid and date and price for
all transactions;
(d) Any stop or restraining order placed against the
account;
(e) Information with respect to withholding in the
case of a foreign account or an account for which
withholding is required by the Internal Revenue
Code;
(f) Any dividend reinvestment order, plan
application, dividend address and correspondence
relating to the current maintenance of the
account;
(g) Certificate numbers and denominations for any
Shareholder holding certificates;
(h) Any information required in order for the Company
to perform the calculations contemplated or
required by this Agreement.
(3) The Company shall preserve any such records required
to be maintained pursuant to the rules of the SEC for
the periods prescribed in said rules as specifically
noted below. Such record retention shall be at the
expense of the Company, and such records may be
inspected by the Fund at reasonable times. The
Company may, at its option at any time, and shall
forthwith upon the Fund's demand, turn over to the
Fund and cease to retain in the Company's files,
records and documents created and maintained by the
Company pursuant to this Agreement, which are no
longer needed by the Company in performance of its
services or for its protection. If not so turned
over to the Fund, such records and documents will be
retained by the Company for six years from the year
of creation, during the first two of which such
documents will be in readily accessible form. At the
end of the six year period, such records and
documents will either be turned over to the Fund or
destroyed in accordance with Proper Instructions.
E. Confirmations/Reports
(1) The Company shall furnish to the Fund periodically
the following information:
(a) A copy of the transaction register;
(b) Dividend and reinvestment blotters;
(c) The total number of Shares issued and outstanding
in each state for "blue sky" purposes as
determined according to Proper Instructions
delivered from time to time by the Fund to the
Company;
(d) Shareholder lists and statistical information;
(e) Payments to third parties relating to
distribution agreements, allocations of sales
loads, redemption fees, or other transaction- or
sales-related payments;
(f) Such other information as may be agreed upon from
time to time.
(2) The Company shall prepare in the appropriate form,
file with the Internal Revenue Service and
appropriate state agencies, and, if required, mail to
Shareholders, such notices for reporting dividends
and distributions paid as are required to be so filed
and mailed and shall withhold such sums as are
required to be withheld under applicable federal and
state income tax laws, rules and regulations.
(3) In addition to and not in lieu of the services set
forth above, the Company shall:
(a) Perform all of the customary services of a
transfer agent, dividend disbursing agent and, as
relevant, agent in connection with accumulation,
open-account or similar plans (including without
limitation any periodic investment plan or
periodic withdrawal program), including but not
limited to: maintaining all Shareholder
accounts, mailing Shareholder reports and
Prospectuses to current Shareholders, withholding
taxes on accounts subject to back-up or other
withholding (including non-resident alien
accounts), preparing and filing reports on U.S.
Treasury Department Form 1099 and other
appropriate forms required with respect to
dividends and distributions by federal
authorities for all Shareholders, preparing and
mailing confirmation forms and statements of
account to Shareholders for all purchases and
redemptions of Shares and other confirmable
transactions in Shareholder accounts, preparing
and mailing activity statements for Shareholders,
and providing Shareholder account information;
and
(b) provide a system which will enable the Fund to
monitor the total number of Shares of each Fund
and/or Class sold in each state ("blue sky
reporting"). The Fund shall by Proper
Instructions (i) identify to the Company those
transactions and assets to be treated as exempt
from the blue sky reporting for each state and
(ii) verify the classification of transactions
for each state on the system prior to activation
and thereafter monitor the daily activity for
each state. The responsibility of the Company
for each Fund's and/or Class's state blue sky
registration status is limited solely to the
recording of the initial classification of
transactions or accounts with regard to blue sky
compliance and the reporting of such transactions
and accounts to the Fund as provided above.
F. Other Duties
(1) The Company shall answer correspondence from
Shareholders relating to their Share accounts and
such other correspondence as may from time to time be
addressed to the Company;
(2) The Company shall prepare Shareholder meeting lists,
mail proxy cards and other material supplied to it by
the Fund in connection with Shareholder Meetings of
each Fund; receive, examine and tabulate returned
proxies, and certify the vote of the Shareholders;
(3) The Company shall establish and maintain facilities
and procedures for safekeeping of stock certificates,
check forms and facsimile signature imprinting
devices, if any; and for the preparation or use, and
for keeping account of, such certificates, forms and
devices.
Article 6. Duties of the Trust.
A. Compliance
The Trust or Fund assume full responsibility for the
preparation, contents and distribution of their own
and/or their classes' Prospectus and for complying with
all applicable requirements of the Securities Act of
1933, as amended (the "1933 Act"), the 1940 Act and any
laws, rules and regulations of government authorities
having jurisdiction.
B. Share Certificates
The Trust shall supply the Company with a sufficient
supply of blank Share certificates and from time to time
shall renew such supply upon request of the Company.
Such blank Share certificates shall be properly signed,
manually or by facsimile, if authorized by the Trust and
shall bear the seal of the Trust or facsimile thereof;
and notwithstanding the death, resignation or removal of
any officer of the Trust authorized to sign certificates,
the Company may continue to countersign certificates
which bear the manual or facsimile signature of such
officer until otherwise directed by the Trust.
C. Distributions
The Fund shall promptly inform the Company of the
declaration of any dividend or distribution on account of
any Fund's shares.
Article 7. Compensation and Expenses.
A. Annual Fee
For performance by the Company pursuant to Section Two of
this Agreement, the Trust and/or the Fund agree to pay
the Company an annual maintenance fee for each
Shareholder account as set out in Schedules C ("C1, C2,
C3 etc..."), attached hereto, as may be added or amended
from time to time. Such fees may be changed from time to
time subject to written agreement between the Trust and
the Company. Pursuant to information in the Fund
Prospectus or other information or instructions from the
Fund, the Company may sub-divide any Fund into Classes or
other sub-components for recordkeeping purposes. The
Company will charge the Fund the fees set forth on
Schedule C for each such Class or sub-component the same
as if each were a Fund.
B. Reimbursements
In addition to the fee paid under Article 7A above, the
Trust and/or Fund agree to reimburse the Company for
out-of-pocket expenses or advances incurred by the
Company for the items set out in Schedules D ("D1, D2, D3
etc..."), attached hereto, as may be added or amended
from time to time. In addition, any other expenses
incurred by the Company at the request or with the
consent of the Trust and/or the Fund, will be reimbursed
by the appropriate Fund.
C. Payment
The Company shall send an invoice with respect to fees
and reimbursable expenses to the Trust or each of the
Funds as soon as practicable at the end of each month.
Each invoice will provide detailed information about the
Compensation and out-of-pocket expenses in accordance
with Schedules C and Schedules D. The Trust or the Funds
will pay to the Company the amount of such invoice within
30 days following the receipt of the invoices.
Article 8. Assignment of Shareholder Recordkeeping.
Except as provided below, no right or obligation under
this Section Two may be assigned by either party without
the written consent of the other party.
(1) This Agreement shall inure to the benefit of and be
binding upon the parties and their respective
permitted successors and assigns.
(2) The Company may without further consent on the part
of the Trust subcontract for the performance hereof
with (A) State Street Bank and its subsidiary, Boston
Financial Data Services, Inc., a Massachusetts Trust
("BFDS"), which is duly registered as a transfer
agent pursuant to Section 17A(c)(1) of the Securities
Exchange Act of 1934, as amended, or any succeeding
statute ("Section 17A(c)(1)"), or (B) a BFDS
subsidiary duly registered as a transfer agent
pursuant to Section 17A(c)(1), or (C) a BFDS
affiliate, or (D) such other provider of services
duly registered as a transfer agent under Section
17A(c)(1) as Company shall select; provided, however,
that the Company shall be as fully responsible to the
Trust for the acts and omissions of any subcontractor
as it is for its own acts and omissions; or
(3) The Company shall upon instruction from the Trust
subcontract for the performance hereof with an Agent
selected by the Trust, other than BFDS or a provider
of services selected by Company, as described in (2)
above; provided, however, that the Company shall in
no way be responsible to the Trust for the acts and
omissions of the Agent.
SECTION THREE: Custody Services Procurement
Article 9. Appointment.
The Trust hereby appoints Company as its agent to evaluate
and obtain custody services from a financial institution that (i)
meets the criteria established in Section 17(f) of the 1940 Act
and (ii) has been approved by the Board as eligible for selection
by the Company as a custodian (the "Eligible Custodian"). The
Company accepts such appointment.
Article 10. The Company and Its Duties.
Subject to the review, supervision and control of the Board,
the Company shall:
(1) evaluate the nature and the quality of the custodial
services provided by the Eligible Custodian;
(2) employ the Eligible Custodian to serve on behalf of the
Trust as Custodian of the Trust's assets substantially on
the terms set forth as the form of agreement in Exhibit 2;
(3) negotiate and enter into agreements with the Custodians
for the benefit of the Trust, with the Trust as a party to
each such agreement. The Company shall not be a party to
any agreement with any such Custodian;
(4) establish procedures to monitor the nature and the quality
of the services provided by the Custodians;
(5) continuously monitor the nature and the quality of
services provided by the Custodians; and
(6) periodically provide to the Trust (i) written reports on
the activities and services of the Custodians; (ii) the
nature and amount of disbursement made on account of the
Trust with respect to each custodial agreement; and (iii)
such other information as the Board shall reasonably
request to enable it to fulfill its duties and obligations
under Sections 17(f) and 36(b) of the 1940 Act and other
duties and obligations thereof.
Article 11. Fees and Expenses.
A. Annual Fee
For the performance by the Company pursuant to Section Three of
this Agreement, the Trust and/or the Fund agree to pay the Company
an annual fee as set forth in Schedule E, attached hereto.
B. Payment
The Company shall send an invoice with respect to fees
and reimbursable expenses to each of the Trust/or Fund as
soon as practicable at the end of each month. Each
invoice will provide detailed information about the
Compensation and out-of-pocket expenses in occurrence
with Schedule E. The Trust and/or Fund will pay to the
Company the amount of such invoice within 30 days
following the receipt of the invoice.
Article 12. Representations.
The Company represents and warrants that it has obtained
all required approvals from all government or regulatory
authorities necessary to enter into this arrangement and to
provide the services contemplated in Section Three of this
Agreement.
SECTION FOUR: General Provisions.
Article 13. Documents.
A. In connection with the appointment of the Company under
this Agreement, the Trust shall file with the Company
the following documents:
(1) A copy of the Charter and By-Laws of the Trust and
all amendments thereto;
(2) A copy of the resolution of the Board of the Trust
authorizing this Agreement;
(3) Specimens of all forms of outstanding Share
certificates of the Trust or the Funds in the forms
approved by the Board of the Trust with a certificate
of the Secretary of the Trust as to such approval;
(4) All account application forms and other documents
relating to Shareholders accounts; and
(5) A copy of the current Prospectus for each Fund.
B. The Fund will also furnish from time to time the
following documents:
(1) Each resolution of the Board of the Trust authorizing
the original issuance of each Fund's, and/or Class's
Shares;
(2) Each Registration Statement filed with the SEC and
amendments thereof and orders relating thereto in
effect with respect to the sale of Shares of any
Fund, and/or Class;
(3) A certified copy of each amendment to the governing
document and the By-Laws of the Trust;
(4) Certified copies of each vote of the Board
authorizing officers to give Proper Instructions to
the Custodian and agents for fund accountant, custody
services procurement, and shareholder recordkeeping
or transfer agency services;
(5) Specimens of all new Share certificates representing
Shares of any Fund, accompanied by Board resolutions
approving such forms;
(6) Such other certificates, documents or opinions which
the Company may, in its discretion, deem necessary or
appropriate in the proper performance of its duties;
and
(7) Revisions to the Prospectus of each Fund.
Article 14. Representations and Warranties.
A. Representations and Warranties of the Company
The Company represents and warrants to the Trust that:
(1) It is a business trust duly organized and existing
and in good standing under the laws of the State of
Delaware.
(2) It is duly qualified to carry on its business in the
State of Delaware.
(3) It is empowered under applicable laws and by its
charter and by-laws to enter into and perform this
Agreement.
(4) All requisite corporate proceedings have been taken
to authorize it to enter into and perform its
obligations under this Agreement.
(5) It has and will continue to have access to the
necessary facilities, equipment and personnel to
perform its duties and obligations under this
Agreement.
(6) It is in compliance with federal securities law
requirements and in good standing as a transfer
agent.
B. Representations and Warranties of the Trust
The Trust represents and warrants to the Company that:
(1) It is an investment company duly organized and
existing and in good standing under the laws of its
state of organization;
(2) It is empowered under applicable laws and by its
Charter and By-Laws to enter into and perform its
obligations under this Agreement;
(3) All corporate proceedings required by said Charter
and By-Laws have been taken to authorize it to enter
into and perform its obligations under this
Agreement;
(4) The Trust is an open-end investment company
registered under the 1940 Act; and
(5) A registration statement under the 1933 Act will be
effective, and appropriate state securities law
filings have been made and will continue to be made,
with respect to all Shares of each Fund being offered
for sale.
Article 15. Indemnification.
A. Indemnification by Trust
The Company shall not be responsible for and the Trust
or Fund shall indemnify and hold the Company, including
its officers, directors, shareholders and their agents
employees and affiliates, harmless against any and all
losses, damages, costs, charges, counsel fees, payments,
expenses and liabilities arising out of or attributable
to:
(1) The acts or omissions of any Custodian,
(2) The Trust's or Fund's refusal or failure to comply
with the terms of this Agreement, or which arise out
of the Trust's or The Fund's lack of good faith,
negligence or willful misconduct or which arise out
of the breach of any representation or warranty of
the Trust or Fund hereunder or otherwise.
(3) The reliance on or use by the Company or its agents
or subcontractors of information, records and
documents in proper form which
(a) are received by the Company or its agents or
subcontractors and furnished to it by or on
behalf of the Fund, its Shareholders or investors
regarding the purchase, redemption or transfer of
Shares and Shareholder account information; or
(b) have been prepared and/or maintained by the Fund
or its affiliates or any other person or firm on
behalf of the Trust.
(4) The reliance on, or the carrying out by the Company
or its agents or subcontractors of Proper
Instructions of the Trust or the Fund.
(5) The offer or sale of Shares in violation of any
requirement under the federal securities laws or
regulations or the securities laws or regulations of
any state that such Shares be registered in such
state or in violation of any stop order or other
determination or ruling by any federal agency or any
state with respect to the offer or sale of such
Shares in such state.
Provided, however, that the Company shall not be
protected by this Article 15.A. from liability for any
act or omission resulting from the Company's willful
misfeasance, bad faith, gross negligence or reckless
disregard of its duties.
B. Indemnification by the Company
The Company shall indemnify and hold the Trust or each
Fund harmless from and against any and all losses,
damages, costs, charges, counsel fees, payments, expenses
and liabilities arising out of or attributable to any
action or failure or omission to act by the Company as a
result of the Company's willful misfeasance, bad faith,
gross negligence or reckless disregard of its duties.
C. Reliance
At any time the Company may apply to any officer of the
Trust or Fund for instructions, and may consult with
legal counsel with respect to any matter arising in
connection with the services to be performed by the
Company under this Agreement, and the Company and its
agents or subcontractors shall not be liable and shall be
indemnified by the Trust or the appropriate Fund for any
action reasonably taken or omitted by it in reliance upon
such instructions or upon the opinion of such counsel
provided such action is not in violation of applicable
federal or state laws or regulations. The Company, its
agents and subcontractors shall be protected and
indemnified in recognizing stock certificates which are
reasonably believed to bear the proper manual or
facsimile signatures of the officers of the Trust or the
Fund, and the proper countersignature of any former
transfer agent or registrar, or of a co-transfer agent or
co-registrar.
D. Notification
In order that the indemnification provisions contained in
this Article 15 shall apply, upon the assertion of a
claim for which either party may be required to indemnify
the other, the party seeking indemnification shall
promptly notify the other party of such assertion, and
shall keep the other party advised with respect to all
developments concerning such claim. The party who may be
required to indemnify shall have the option to
participate with the party seeking indemnification in the
defense of such claim. The party seeking indemnification
shall in no case confess any claim or make any compromise
in any case in which the other party may be required to
indemnify it except with the other party's prior written
consent.
Article 16. Termination of Agreement.
This Agreement may be terminated by either party upon one
hundred twenty (120) days written notice to the other. Should
the Trust exercise its rights to terminate, all out-of-pocket
expenses associated with the movement of records and materials
will be borne by the Trust or the appropriate Fund.
Additionally, the Company reserves the right to charge for any
other reasonable expenses associated with such termination. The
provisions of Article 15 shall survive the termination of this
Agreement.
Article 17. Amendment.
This Agreement may be amended or modified by a written
agreement executed by both parties.
Article 18. Interpretive and Additional Provisions.
In connection with the operation of this Agreement, the
Company and the Trust may from time to time agree on such
provisions interpretive of or in addition to the provisions of
this Agreement as may in their joint opinion be consistent with
the general tenor of this Agreement. Any such interpretive or
additional provisions shall be in a writing signed by both
parties and shall be annexed hereto, provided that no such
interpretive or additional provisions shall contravene any
applicable federal or state regulations or any provision of the
Charter. No interpretive or additional provisions made as
provided in the preceding sentence shall be deemed to be an
amendment of this Agreement.
Article 19. Governing Law.
This Agreement shall be construed and the provisions hereof
interpreted under and in accordance with the laws of the
Commonwealth of Massachusetts
Article 20. Notices.
Except as otherwise specifically provided herein, Notices and
other writings delivered or mailed postage prepaid to the Trust
at Federated Investors Tower, Pittsburgh, Pennsylvania,
15222-3779, or to the Company at Federated Investors Tower,
Pittsburgh, Pennsylvania, 15222-3779, or to such other address as
the Trust or the Company may hereafter specify, shall be deemed
to have been properly delivered or given hereunder to the
respective address.
Article 21. Counterparts.
This Agreement may be executed simultaneously in two or more
counterparts, each of which shall be deemed an original.
Article 22. Limitations of Liability of Trustees and
Shareholders of the Trust.
The execution and delivery of this Agreement have been
authorized by the Trustees of the Trust and signed by an
authorized officer of the Trust, acting as such, and neither such
authorization by such Trustees nor such execution and delivery by
such officer shall be deemed to have been made by any of them
individually or to impose any liability on any of them
personally, and the obligations of this Agreement are not binding
upon any of the Trustees or Shareholders of the Trust, but bind
only the appropriate property of the Fund, or Class, as provided
in the Declaration of Trust.
Article 23. Limitations of Liability of Trustees and
Shareholders of the Company.
The execution and delivery of this Agreement have been
authorized by the Trustees of the Company and signed by an
authorized officer of the Company, acting as such, and neither
such authorization by such Trustees nor such execution and
delivery by such officer shall be deemed to have been made by any
of them individually or to impose any liability on any of them
personally, and the obligations of this Agreement are not binding
upon any of the Trustees or Shareholders of the Company, but bind
only the property of the Company as provided in the Declaration
of Trust.
Article 24. Assignment.
This Agreement and the rights and duties hereunder shall not
be assignable with respect to the Trust or the Funds by either of
the parties hereto except by the specific written consent of the
other party.
Article 25. Merger of Agreement.
This Agreement constitutes the entire agreement between the
parties hereto and supersedes any prior agreement with respect to
the subject hereof whether oral or written.
Article 26. Successor Agent.
If a successor agent for the Trust shall be appointed by the
Trust, the Company shall upon termination of this Agreement
deliver to such successor agent at the office of the Company all
properties of the Trust held by it hereunder. If no such
successor agent shall be appointed, the Company shall at its
office upon receipt of Proper Instructions deliver such
properties in accordance with such instructions.
In the event that no written order designating a successor
agent or Proper Instructions shall have been delivered to the
Company on or before the date when such termination shall become
effective, then the Company shall have the right to deliver to a
bank or trust company, which is a "bank" as defined in the 1940
Act, of its own selection, having an aggregate capital, surplus,
and undivided profits, as shown by its last published report, of
not less than $2,000,000, all properties held by the Company
under this Agreement. Thereafter, such bank or trust company
shall be the successor of the Company under this Agreement.
Article 27. Force Majeure.
The Company shall have no liability for cessation of services
hereunder or any damages resulting therefrom to the Fund as a
result of work stoppage, power or other mechanical failure,
natural disaster, governmental action, communication disruption
or other impossibility of performance.
Article 28. Assignment; Successors.
This Agreement shall not be assigned by either party without
the prior written consent of the other party, except that either
party may assign to a successor all of or a substantial portion
of its business, or to a party controlling, controlled by, or
under common control with such party. Nothing in this Article 28
shall prevent the Company from delegating its responsibilities to
another entity to the extent provided herein.
Article 29. Severability.
In the event any provision of this Agreement is held illegal,
void or unenforceable, the balance shall remain in effect.
IN WITNESS WHEREOF, the parties hereto have caused this
Agreement to be executed in their names and on their behalf under
their seals by and through their duly authorized officers, as of
the day and year first above written.
ATTEST: INVESTMENT
COMPANIES (listed on Exhibit 1)
/s/ John W. McGonigle_________ By:__/s/ John F.
Donahue__________
John W. McGonigle John F. Donahue
Secretary Chairman
ATTEST: FEDERATED
SERVICES COMPANY
/s/ Jeannette Fisher-Garber By:_/s/ James
J. Dolan____________
Jeannette Fisher-Garber James J. Dolan
Secretary President
Schedule A
Fund Accounting
Fee Schedule
I. Portfolio Record Keeping/Fund Accounting Services
Maintain investment ledgers, provide selected portfolio
transactions, position and income reports. Maintain general
ledger and capital stock accounts. Prepare daily trial balance.
Provide selected general ledger reports. Calculate net asset
value daily. Securities yield or market value quotations will be
provided to State Street by the fund or via State Street Bank
automated pricing services.
ANNUAL FEES
ASSET
First $250 Million
2.0 Basis Points
Next $250 Million
1.5 Basis Points
Next $250 Million
1.0 Basis Point
Excess
.5 Basis Point
Minimum fee per year
$39,000
Additional class of shares per year
$12,000
II. Special Services
Fees for activities of a non-recurring nature such as fund
consolidation or reorganization, extraordinary security shipments
and the preparation of special reports will be subject to
negotiation.
III. Term of the Contract
The parties agree that this fee schedule shall become effective
June 1, 1993 and will remain in effect until it is revised as a
result of negotiations initiated by either party.
Schedule A1
Fund Accounting
Fee Schedule
Annual
First $100 Million 3.0 Basis Points
$100 Million - $300 Million 2.0 Basis Points
$300 Million - $500 Million 1.0 Basis Points
Over $500 Million 0.5 Basis Points
Fund Minimum $39,000
Additional Class of Shares $12,000
(Plus pricing charges and other out-of-pocket expenses)
Schedule B
Out-of-Pocket Expenses
Fund Accounting
Out-of-pocket expenses include, but are not limited to,
the following:
- Postage (including overnight courier service)
- Statement Stock
- Envelopes
- Telephones
- Telecommunication Charges (including FAX)
- Travel
- Duplicating
- Forms
- Supplies
- Microfiche
- Computer Access Charges
- Client Specific System Enhancements
- Access to the Shareholder Recordkeeping System
- Security Pricing Services
- Variable Rate Change Notification Services
- Paydown Factor Notification Services
Schedule C
Fees and Expenses
Shareholder Recordkeeping
I. Transfer Agency Services
Base Fee * (Annual fee per fund, class or other subdivision)
$24,000
Account Fee* (Annual account charge)
(includes system access and funds control and reconcilement)
Daily dividend fund
$16.00
Monthly dividend fund
$10.00
Quarterly dividend fund
$10.00
Contingent Deferred Sales Charge (Additionally)
$5.00
(monthly and quarterly funds only)
Closed Accounts*
$1.20
(annual)
Termination Fee (One time charge)
$20,000
II. Shareholder Services
Other Account Fees* (Services or features not covered above)
Account Activity Processing
$3.50
(includes account establishment, transaction and maintenance processing)
Account Servicing
$4.50
(includes shareholder servicing and correspondence)
* All fees are annualized and will be prorated on a
monthly basis for billing purposes. Out-of-pocket
expenses are not covered by these fees.
Schedule C1
Federated Investors
_ Federated Funds _
I. Annual Maintenance Charge
The annual maintenance charge includes the processing of all transactions and
correspondence. The fee is billable on a monthly basis at the rate of 1/12 of
the annual fee. A charge is made for an account in the month that an account
opens or closes.
Basic Annual per Account Fee
The individual per account charges will be billed as follows:
Money Market Fund/Daily Accrual $16.65
Money Market Fund/Sweep Account $10.00
Fluctuating NAV/Daily Accrual
_ Non FundServe $16.65
_ Non Networked FundServe $14.65
CDSC/Declared Dividend
_ Non FundServe $13.75
_ Non Networked FundServe $11.75
_ Networking Levels 1, 2, and 4 $11.75
_ Networking Level 3 $9.00
Declared Dividend
_ Non FundServe $8.75
_ Non Networked FundServe $6.75
_ Networked FundServe Levels 1, 2, 3, and 4 $6.75
Taxpayer Identification Processing (TIN)
The charge for TIN solicitation includes maintenance and certification and
complies
to all known government regulations regarding TIN processing.
Maintenance $.25 per item
Certification $.10 per item
I. Annual Maintenance Charge (con't.)
Closed Account Fee $.10 per account
per month
(No fee assessed for $0 balance open accounts)
Minimum Charges
The monthly maintenance charge for each fund will be the actual account
fees or $1000, whichever is greater.
All funds will be subject to the minimum monthly fee of $1,000 except
that the minimum will be waived for the initial six months or until the
fund's net assets exceed $50,000,000, whichever occurs first.
The "clone" funds will be subject to a monthly minimum fee of $600.
II. Out-of-Pocket Expenses
Out-of-pocket expenses include but are not limited to: postage, forms,
telephone, microfilm, microfiche, and expenses incurred at the specific
direction of the fund. Postage for mass mailings is due seven days in advance
of the mailing date.
III. Payment
Payment is due thirty days after the date of the invoice.
Schedule C2
Federated Investors
_ Bank Proprietary Funds _
I. Annual Maintenance Charge
The annual maintenance charge includes the processing of all transactions and
correspondence. The fee is billable on a monthly basis at the rate of 1/12 of
the annual fee. A charge is made for an account in the month that an account
opens or closes.
Basic Annual per Account Fee
The individual per account charges will be billed as follows:
Money Market Fund/Daily Accrual $16.65
Money Market Fund/Sweep Account $10.00
Fluctuating NAV/Daily Accrual
_ Non FundServe $16.65
_ Non Networked FundServe $14.65
CDSC/Declared Dividend
_ Non FundServe $13.75
_ Non Networked FundServe $11.75
_ Networking Levels 1, 2, and 4 $11.75
_ Networking Level 3 $9.00
Declared Dividend
_ Non FundServe $8.75
_ Non Networked FundServe $6.75
_ Networked FundServe Levels 1, 2, 3, and 4 $6.75
Taxpayer Identification Processing (TIN)
The charge for TIN solicitation includes maintenance and certification and
complies
to all known government regulations regarding TIN processing.
Maintenance $.25 per item
Certification $.10 per item
I. Annual Maintenance Charge (con't.)
Closed Account Fee $.10 per account
per month
(No fee assessed for $0 balance open accounts)
Minimum Charges
The monthly maintenance charge for each fund will be the actual account
fees or $2000, whichever is greater.
II. Out-of-Pocket Expenses
Out-of-pocket expenses include but are not limited to: postage, forms,
telephone, microfilm, microfiche, and expenses incurred at the specific
direction of the fund. Postage for mass mailings is due seven days in advance
of the mailing date.
III. Payment
Payment is due thirty days after the date of the invoice.
SCHEDULE D
Out-of-Pocket Expenses Schedule
- Postage (including overnight courier service)
- Statement Stock
- Envelopes
- Telecommunication Charges (including FAX)
- Travel
- Duplicating
- Forms
- Supplies
- Microfiche
- Computer Access Charges
- Client Specific Enhancements
- Disaster Recovery
SCHEDULE E
Fee Schedule
I. Custody Services
Maintain Custody of fund assets. Settle portfolio purchases and
sales. Report buy and sell fails. Determine and collect
portfolio income. Make cash disbursements and report cash
transactions. Monitor corporate actions.
ANNUAL FEES
ASSET
First $500 Million
1.0 Basis Point
Excess .5
Basis Point
Minimum fee per year
$15,000
Wire Fees
$2.70 per wire
Settlements:
Each DTC Commercial Paper
$9.00
Each DTC Transaction
$9.00
Each Federal Reserve Book Entry Transaction (Repo)
$4.50
Each Repo with Banks Other than State Street Bank
$7.50
Each Physical Transaction (NY/Boston, Private Placement)
$21.75
Each Option Written/Exercised/Expired
$18.75
Each Stock Load Transaction
$12.00
Each Book Entry Muni (Sub-custody) Transaction
$15.00
Index Fund/ETD
Cost + 15%
II. Out-Of-Pocket Expenses
Telephone
Postage & Insurance
Armored carrier costs
Legal fees
Supplies related to fund records
Processing validation certificates
Forms, envelopes, Xerox copies, supplies, etc.
III. Special Services
Fees for activities of a non-recurring nature such as fund
consolidation or reorganization, extraordinary security shipments
and the preparation of special reports will be subject to
negotiation.
IV. Coupon Clipping
Monitoring for calls and processing for each monthly issue held
Monthly Charge
$5.00
V. Balance Credit
A balance credit equal to 75% of the average balance in the
custodian account for the monthly billed times the 30-day T-Bill
Rate on the last Monday of the month billed will be applied
against Section I through IV above.
VI. Term of the Contract
The parties agree that this fee schedule shall become effective
June 1, 1993 and will remain in effect until it is revised as a
result of negotiations initiated by either party.
EXHIBIT 1
FA=Fund Accounting
SR=Shareholder Recordkeeping
CSP=Custody Services Procurement
CONTRACT SERVICES RELEVANT DATE INVESTMENT COMPANY SCHEDULES
12/1/93 111 Corcoran Fund
12/1/93 111 Corcoran Bond Fund FA, SR A,B,C,D
12/1/93 111 Corcoran North Carolina Municipal Securities Fund
FA, SR A,B,C,D
12/1/93 American Leaders Fund, Inc.
12/1/93 Class A Shares FA,SR,CSP A,B,C,D,E
12/1/93 Class C Shares FA,SR,CSP
12/1/93 Fortress Shares A,B,C,D,E
12/1/93 Automated Cash Management Trust FA,SR,CSP A,B,C,D,E
12/1/93 Automated Government Money Trust FA,SR,CSP A,B,C,D,E
01/07/94 BankSouth Select Funds SR, C,D
01/07/94 BankSouth Select Georgia Tax-Free Income Fund SR, C,D
01/07/94 BankSouth Select Government Money Market Fund SR, C,D
01/07/94 BankSouth Select Prime Money Market Fund SR, C,D
01/07/94 BankSouth Select Bond Fund SR, C,D
01/07/94 BankSouth Select Equity Fund SR, C,D
12/1/93 BayFunds FA A1,B
12/1/93 BayFunds Money Market Portfolio FA A1,B
12/1/93 Investment Shares FA A1,B
12/1/93 Trust Shares FA A1,B
12/1/93 BayFunds Bond Portfolio FA A1,B
12/1/93 Investment Shares FA A1,B
12/1/93 Trust Shares FA A1,B
12/1/93 BayFunds Equity Portfolio FA A1,B
12/1/93 Investment Shares FA A1,B
12/1/93 Trust Shares FA A1,B
12/1/93 BayFunds Short-Term Yield Portfolio FA A1,B
12/1/93 Investment Shares FA
12/1/93 Trust Shares FA A1,B
12/1/93 BayFunds U.S. Treasury Money Market Portfolio FA A1,B
12/1/93 Investment Shares FA 1,B
12/1/93 Trust Shares FA A1,B
12/1/93 The Biltmore Funds FA A1,B
12/1/93 Biltmore Balanced Fund
FA
A1,B
12/1/93 Biltmore Equity Fund
FA
A1,B
12/1/93 Biltmore Fixed Income Fund
FA
A1,B
12/1/93 Biltmore Equity Index Fund
FA
A1,B
12/1/93 Biltmore Money Market Fund
FA
A1,B
12/1/93 Institutional Shares
FA
A1,B
12/1/93 Investment Shares
FA
A1,B
12/1/93 Biltmore Prime Cash Management Fund
FA
A1,B
12/1/93 Institutional Shares
FA
A1,B
12/1/93 Biltmore Short-Term Fixed Income Fund
FA
A1,B
12/1/93 Biltmore Special Values Fund
FA
A1,B
12/1/93 Biltmore Tax-Free Money Market Fund
FA
A1,B
12/1/93 Institutional Shares
FA
A1,B
12/1/93 Investment Shares
FA
A1,B
12/1/93 Biltmore U.S. Treasury Money Market Fund
FA
A1,B
12/1/93 Institutional Shares
FA
A1,B
12/1/93 Investment Shares
FA
A1,B
12/1/93 Biltmore Quantitative Equity Fund
FA
A1,B
12/1/93 The Boulevard Funds
FA,SR
A1,B,C,D
12/1/93 Boulevard Blue Chip Growth Fund
FA,SR
A1,B,C,D
12/1/93 Boulevard Managed Income Fund
FA,SR
A1,B,C,D
12/1/93 Boulevard Managed Municipal Fund
FA,SR
A1,B,C,D
12/1/93 Boulevard Strategic Balanced Fund
FA,SR
A1,B,C,D
12/1/93 California Municipal Cash Trust
FA,SR,CSP
A,B,C,D,E
12/1/93 Cash Trust Series, Inc.
12/1/93 Government Cash Series
FA,SR,CSP
A,B,C,D,E
12/1/93 Municipal Cash Series
FA,SR,CSP
A,B,C,D,E
12/1/93 Prime Cash Series
FA,SR,CSP
A,B,C,D,E
12/1/93 Treasury Cash Series
FA,SR,CSP
A,B,C,D,E
12/1/93 Cash Trust Series II
12/1/93 Municipal Cash Series II
FA,SR,CSP
A,B,C,D,E
12/1/93 Treasury Cash Series II
FA,SR,CSP
A,B,C,D,E
12/1/93 DG Investor Series
12/1/93 DG Equity Fund
FA,SR
A1,B,C,D
12/1/93 DG Government Income Fund
FA,SR
A1,B,C,D
12/1/93 DG Limited Term Government Income Fund
FA,SR
A1,B,C,D
12/1/93 DG Municipal Income Fund
FA,SR
A1,B,C,D
12/1/93 DG U.S. Government Money Market Fund
FA,SR
A1,B,C,D
12/1/93 Federated ARMs Fund
12/1/93 Institutional Service Shares
FA,SR,CSP
A,B,C,D,E
12/1/93 Institutional Shares
FA,SR,CSP
A,B,C,D,E
12/1/93 Federated Bond Fund
FA,SR,CSP
A,B,C,D,E
12/1/93 Federated Exchange Fund, Ltd.
FA,SR,CSP
A,B,C,D,E
12/1/93 Federated GNMA Trust
12/1/93 Institutional Service Shares
FA,SR,CSP
A,B,C,D,E
12/1/93 Institutional Shares FA,SR,CSP
A,B,C,D,E
12/1/93 Federated Government Trust
12/1/93 Automated Government Cash Reserves
FA,SR,CSP
A,B,C,D,E
12/1/93 Automated Treasury Cash Reserves
FA,SR,CSP
A,B,C,D,E
12/1/93 U.S. Treasury Cash Reserves
FA,SR,CSP
A,B,C,D,E
12/1/93 Federated Growth Trust
FA,SR,CSP
A,B,C,D,E
12/1/93 Federated High Yield Trust
FA,SR,CSP
A,B,C,D,E
12/1/93 Federated Income Securities Trust
12/1/93 Federated Short-Term Income Fund
FA,SR,CSP
A,B,C,D,E
12/1/93 Institutional Service Shares
FA,SR,CSP
A,B,C,D,E
12/1/93 Institutional Shares
FA,SR,CSP
A,B,C,D,E
12/1/93 Intermediate Income Fund
FA,SR,CSP
A,B,C,D,E
12/1/93 Institutional Service Shares
FA,SR,CSP
A,B,C,D,E
12/1/93 Institutional Shares
FA,SR,CSP
A,B,C,D,E
12/1/93 Federated Income Trust
12/1/93 Institutional Service Shares
FA,SR,CSP
A,B,C,D,E
12/1/93 Institutional Shares
FA,SR,CSP
A,B,C,D,E
12/1/93 Federated Index Trust
12/1/93 Max-Cap Fund
FA,SR,CSP
A,B,C,D,E
12/1/93 Institutional Service Shares
FA,SR,CSP
A,B,C,D,E
12/1/93 Institutional Shares
FA,SR,CSP
A,B,C,D,E
12/1/93 Mid-Cap Fund
FA,SR,CSP
A,B,C,D,E
12/1/93 Mini-Cap Fund
FA,SR,CSP
A,B,C,D,E
12/1/93 Federated Intermediate Government Trust
12/1/93 Institutional Service Shares
FA,SR,CSP
A,B,C,D,E
12/1/93 Institutional Shares
FA,SR,CSP
A,B,C,D,E
12/1/93 Federated Investment Funds
12/1/93 Growth Portfolio
FA,SR,CSP
A,B,C,D,E
12/1/93 High Quality Bond Portfolio
FA,SR,CSP
A,B,C,D,E
12/1/93 Pennsylvania Intermediate Municipal Income Portfolio
FA,SR,CSP
A,B,C,D,E
12/1/93 Value Equity Portfolio
FA,SR,CSP
A,B,C,D,E
12/1/93 Federated Master Trust
12/1/93 Federated Municipal Trust
12/1/93 Alabama Municipal Cash Trust
FA,SR,CSP
A,B,C,D,E
12/1/93 Connecticut Municipal Cash Trust
FA,SR,CSP
A,B,C,D,E
12/1/93 Institutional Service Shares
FA,SR,CSP
A,B,C,D,E
12/1/93 Massachusetts Municipal Cash Trust
FA,SR,CSP
A,B,C,D,E
12/1/93 BayFund Shares
FA,SR,CSP
A,B,C,D,E
12/1/93 Institutional Service Shares
FA,SR,CSP
A,B,C,D,E
12/1/93 Minnesota Municipal Cash Trust
FA,SR,CSP
A,B,C,D,E
12/1/93 Cash Series Shares
FA,SR,CSP
A,B,C,D,E
12/1/93 Institutional Shares
FA,SR,CSP
A,B,C,D,E
12/1/93 New Jersey Municipal Cash Trust
FA,SR,CSP
A,B,C,D,E
12/1/93 Cash Series Shares
FA,SR,CSP
A,B,C,D,E
12/1/93 Institutional Shares
FA,SR,CSP
A,B,C,D,E
12/1/93 Institutional Service Shares
FA,SR,CSP
A,B,C,D,E
12/1/93 Ohio Municipal Cash Trust
FA,SR,CSP
A,B,C,D,E
12/1/93 Cash II Shares
FA,SR,CSP
A,B,C,D,E
12/1/93 Institutional Shares
FA,SR,CSP
A,B,C,D,E
12/1/93 Pennsylvania Municipal Cash Trust
FA,SR,CSP
A,B,C,D,E
12/1/93 Cash Series Shares
FA,SR,CSP
A,B,C,D,E
12/1/93 Institutional Service Shares
FA,SR,CSP
A,B,C,D,E
12/1/93 Virginia Municipal Cash Trust
FA,SR,CSP
A,B,C,D,E
12/1/93 Institutional Service Shares
FA,SR,CSP
A,B,C,D,E
12/1/93 Institutional Shares
FA,SR,CSP
A,B,C,D,E
12/1/93 Federated Short-Intermediate Government Trust
12/1/93 Institutional Service Shares FA,SR,CSP A,B,C,D,E
12/1/93 Institutional Shares FA,SR,CSP A,B,C,D,E
12/1/93 Federated Short-Intermediate Municipal Trust
12/1/93 Institutional Service Shares FA,SR A,B,C,D,E
12/1/93 Institutional Shares FA,SR,CSP A,B,C,D,E
12/1/93 Federated Short-Term U.S. Government Trust FA,SR,CSP
A,B,C,D,E
12/1/93 Stock and Bond Fund, Inc.
12/1/93 Class A Shares FA,SR,CSP A,B,C,D,E
12/1/93 Class C Shares FA,SR,CSP A,B,C,D,E
12/1/93 Federated Stock Trust FA,SR,CSP A,B,C,D,E
12/1/93 Federated Tax-Free Trust FA,SR,CSP A,B,C,D,E
12/1/93 Financial Reserves Fund FA A1,B
12/1/93 First Priority Funds
12/1/93 First Priority Equity Fund FA,SR A1,B,C,D
12/1/93 Investment Shares FA,SR A1,B,C,D
12/1/93 Trust Shares FA,SR A1,B,C,D
12/1/93 First Priority Fixed Income Fund FA,SR A1,B,C,D
12/1/93 Investment Shares FA,SR A1,B,C,D
12/1/93 Trust Shares FA,SR A1,B,C,D
12/1/93 First Priority Treasury Money Market Fund
FA,SR A1,B,C,D
12/1/93 Investment Shares FA,SR A1,B,C,D
12/1/93 Trust Shares FA,SR A1,B,C,D
12/1/93 Limited Maturity Government Fund FA,SR A1,B,C,D
12/1/93 Fixed Income Securities, Inc.
12/1/93 Limited Term Fund FA,SR,CSP A,B,C,D,E
12/1/93 Fortress Shares FA,SR,CSP A,B,C,D,E
12/1/93 Investment Shares FA,SR,CSP A,B,C,D,E
12/1/93 Limited Term Municipal Fund FA,SR,CSP A,B,C,D,E
12/1/93 Fortress Shares FA,SR,CSP A,B,C,D,E
12/1/93 Investment Shares FA,SR,CSP A,B,C,D,E
12/1/93 Multi-State Municipal Income Fund
FA,SR,CSP A,B,C,D,E
12/1/93 Limited Maturity Government Fund
FA,SR,CSP A,B,C,D,E
12/1/93 Fortress Adjustable Rate U.S. Government Fund, Inc.
FA,SR,CSP A,B,C,D,E
12/1/93 Fortress Municipal Income Fund, Inc.
FA,SR,CSP A,B,C,D,E
12/1/93 Fortress Utility Fund, Inc.
FA,SR,CSP A,B,C,D,E
12/1/93 FT Series, Inc.
12/1/93 International Equity Fund
FA,SR,CSP A,B,C,D,E
12/1/93 Class A Shares
FA,SR,CSP A,B,C,D,E
12/1/93 Class C Shares
FA,SR,CSP A,B,C,D,E
12/1/93 International Income Fund
FA,SR,CSP A,B,C,D,E
12/1/93 Class A Shares
FA,SR,CSP A,B,C,D,E
12/1/93 Class C Shares
FA,SR,CSP A,B,C,D,E
12/1/93 Fund for U.S. Government Securities, Inc.
12/1/93 Class A Shares
FA,SR,CSP A,B,C,D,E
12/1/93 Class C Shares
FA,SR,CSP A,B,C,D,E
12/1/93 Government Income Securities, Inc.
FA,SR,CSP A,B,C,D,E
1/11/94 Insight Institutional Series, Inc.
1/11/94 Insight Adjustable Rate Mortgage Fund
FA,SR,CSP A,B,C1,D,E
1/11/94 Insight Limited Term Income Fund
FA,SR,CSP A,B,C1,D,E
1/11/94 Insight Limited Term Municipal Fund
FA,SR,CSP A,B,C1,D,E
1/11/94 Insight U.S. Government Fund
FA,SR,CSP A,B,C1,D,E
12/1/93 Intermediate Municipal Trust
12/1/93 Institutional Service Shares
FA,SR,CSP A,B,C,D,E
12/1/93 Institutional Shares
FA,SR,CSP A,B,C,D,E
12/1/93 Ohio Intermediate Municipal Trust
FA,SR,CSP A,B,C,D,E
12/1/93 Institutional Service Shares
FA,SR,CSP A,B,C,D,E
12/1/93 Institutional Shares
FA,SR,CSP A,B,C,D,E
12/1/93 Pennsylvania Intermediate Municipal Trust
FA,SR,CSP A,B,C,D,E
12/1/93 Institutional Service Shares
FA,SR,CSP A,B,C,D,E
12/1/93 Institutional Shares
FA,SR,CSP A,B,C,D,E
12/1/93 Investment Series Fund, Inc.
12/1/93 Capital Growth Fund
FA,SR,CSP A,B,C,D,E
12/1/93 Investment Shares
FA,SR,CSP A,B,C,D,E
12/1/93 Class A Shares
FA,SR,CSP A,B,C,D,E
12/1/93 Class C Shares
FA,SR,CSP A,B,C,D,E
12/1/93 Fortress Bond Fund
FA,SR,CSP A,B,C,D,E
12/1/93 Investment Series Trust
12/1/93 High Quality Stock Fund
FA,SR,CSP A,B,C,D,E
12/1/93 Municipal Securities Income Fund
FA,SR,CSP A,B,C,D,E
12/1/93 U.S. Government Bond Fund
FA,SR,CSP A,B,C,D,E
12/1/93 Edward D. Jones & Co. Daily Passport Cash Trust
FA,SR,CSP A,B,C,D,E
12/1/93 Liberty Equity Income Fund, Inc.
12/1/93 Class A Shares
FA,SR,CSP A,B,C,D,E
12/1/93 Class C Shares
FA,SR,CSP A,B,C,D,E
12/1/93 Fortress Shares
FA,SR,CSP A,B,C,D,E
12/1/93 Liberty High Income Bond Fund, Inc.
12/1/93 Class A Shares
FA,SR,CSP A,B,C,D,E
12/1/93 Class C Shares
FA,SR,CSP A,B,C,D,E
12/1/93 Liberty Municipal Securities Fund, Inc.
12/1/93 Class A Shares
FA,SR,CSP A,B,C,D,E
12/1/93 Class C Shares
FA,SR,CSP A,B,C,D,E
12/1/93 Liberty Term Trust, Inc. - 1999
FA,SR,CSP A,B,C,D,E
12/1/93 Liberty U.S. Government Money Market Trust
FA,SR,CSP A,B,C,D,E
12/1/93 Liberty Utility Fund, Inc.
12/1/93 Class A Shares
FA,SR,CSP A,B,C,D,E
12/1/93 Class C Shares
FA,SR,CSP A,B,C,D,E
12/1/93 Liquid Cash Trust
FA,SR,CSP A,B,C,D,E
12/1/93 Star Funds
12/1/93 Star Prime Obligations Fund
FA,SR A,B,C,D
12/1/93 Star Relative Value Fund FA,SR A,B,C,D
12/1/93 Star Tax-Free Money Market Fund
FA,SR A,B,C,D
12/1/93 Star Treasury Fund
FA,SR A,B,C,D
12/1/93 Star U.S. Government Income Fund
FA,SR A,B,C,D
12/1/93 The Stellar Fund
FA,SR A,B,C,D
12/1/93 Magna Funds
12/1/93 Magna Intermediate Government Fund
SR C,D
12/1/93 Mark Twain Funds
12/1/93 Mark Twain Equity Portfolio
FA,SR A,B,C,D
12/1/93 Mark Twain Fixed Income Portfolio
FA,SR A,B,C,D
12/1/93 Mark Twain Government Money Market Portfolio
FA,SR A,B,C,D
12/1/93 Investment Shares
FA,SR A,B,C,D
12/1/93 Trust Shares
FA,SR A,B,C,D
12/1/93 Mark Twain Municipal Income Portfolio
FA,SR A,B,C,D
12/1/93 Marshall Funds, Inc.
12/1/93 Marshall Government Income Fund
FA,SR A1,B,C,D
12/1/93 Marshall Intermediate Bond Fund
FA,SR A1,B,C,D
12/1/93 Marshall Money Market Fund
FA,SR A1,B,C,D
12/1/93 Investment Shares
FA,SR A1,B,C,D
12/1/93 Trust Shares
FA,SR A1,B,C,D
12/1/93 Marshall Short-Term Income Fund
FA,SR A1,B,C,D
12/1/93 Marshall Stock Fund
FA,SR A1,B,C,D
12/1/93 Marshall Tax-Free Money Market Fund
FA,SR A1,B,C,D
12/1/93 Marshall Balanced Fund
FA,SR A1,B,C,D
12/1/93 Marshall Equity Income Fund
FA,SR A1,B,C,D
12/1/93 Marshall Mid-Cap Stock Fund
FA,SR A1,B,C,D
12/1/93 Marshall Value Equity Fund
FA,SR A1,B,C,D
12/1/93 Marshal Short-Intermediate Tax-free Fund
FA,SR A1,B,C,D
12/1/93 Money Market Management, Inc.
FA,SR,CSP A,B,C,D,E
12/1/93 Money Market Trust
FA,SR,CSP A,B,C,D,E
12/1/93 Money Market Obligations Trust
12/1/93 Government Obligations Fund
FA,SR,CSP A1,B,C,D,E
12/1/93 Prime Obligations Fund
FA,SR,CSP A1,B,C,D,E
12/1/93 Tax-Free Obligations Fund
FA,SR,CSP A1,B,C,D,E
12/1/93 Treasury Obligations Fund
FA,SR,CSP A1,B,C,D,E
12/1/93 Municipal Securities Income Trust
12/1/93 California Municipal Income Fund
FA,SR,CSP A,B,C,D,E
12/1/93 Fortress Shares
FA,SR,CSP A,B,C,D,E
12/1/93 Florida Municipal Income Fund
FA,SR,CSP A,B,C,D,E
12/1/93 Maryland Municipal Income Fund
FA,SR,CSP A,B,C,D,E
12/1/93 Michigan Municipal Income Fund
FA,SR,CSP A,B,C,D,E
12/1/93 New Jersey Municipal Income Fund
FA,SR,CSP A,B,C,D,E
12/1/93 New York Municipal Income Fund
FA,SR,CSP A,B,C,D,E
12/1/93 Fortress Shares
FA,SR,CSP A,B,C,D,E
12/1/93 Ohio Municipal Income Fund
FA,SR,CSP A,B,C,D,E
12/1/93 Fortress Shares
FA,SR,CSP A,B,C,D,E
12/1/93 Trust Shares
FA,SR,CSP A,B,C,D,E
12/1/93 Pennsylvania Municipal Income Fund
FA,SR,CSP A,B,C,D,E
12/1/93 Investment Shares
FA,SR,CSP A,B,C,D,E
12/1/93 Trust Shares
FA,SR,CSP A,B,C,D,E
12/1/93 Income shares
FA,SR,CSP A,B,C,D,E
12/1/93 Texas Municipal Income Fund
FA,SR,CSP A,B,C,D,E
12/1/93 Virginia Municipal Income Fund
FA,SR,CSP A,B,C,D,E
12/1/93 New York Municipal Cash Trust
12/1/93 Cash II Shares
FA,SR,CSP A,B,C,D,E
12/1/93 Institutional Service Shares
FA,SR,CSP A,B,C,D,E
12/1/93 The Planters Funds
12/1/93 Tennessee Tax-Free Bond Fund
FA,SR A1,B,C,D
12/1/93 Portage Funds
12/1/93 Portage Government Money Market Fund
SR C,D
12/1/93 Investment Shares
SR C,D
12/1/93 Trust Shares
SR C,D
12/1/93 RIMCO Monument Funds
12/1/93 RIMCO Monument Bond Fund
FA,SR A,B,C,D
12/1/93 RIMCO Monument Prime Money Market Fund
FA,SR A,B,C,D
12/1/93 RIMCO Monument Stock Fund
FA,SR A,B,C,D
12/1/93 RIMCO Monument U.S. Treasury Money Market Fund
FA,SR A,B,C,D
12/1/93 Signet Select Funds
12/1/93 Maryland Municipal Bond Fund
FA,SR A,B,C,D
12/1/93 Investment Shares
FA,SR A,B,C,D
12/1/93 Trust Shares
FA,SR A,B,C,D
12/1/93 Money Market Fund
FA,SR A,B,C,D
12/1/93 Investment Shares
FA,SR A,B,C,D
12/1/93 Trust Shares
FA,SR A,B,C,D
12/1/93 Treasury Money Market Fund
FA,SR A,B,C,D
12/1/93 Investment Shares
FA,SR A,B,C,D
12/1/93 Trust Shares
FA,SR A,B,C,D
12/1/93 U.S. Government Income Fund
FA,SR A,B,C,D
12/1/93 Investment Shares
FA,SR A,B,C,D
12/1/93 Trust Shares
FA,SR A,B,C,D
12/1/93 Value Equity Fund
FA,SR A,B,C,D
12/1/93 Investment Shares
FA,SR A,B,C,D
12/1/93 Trust Shares
FA,SR A,B,C,D
12/1/93 Virginia Municipal Bond Fund
FA,SR A,B,C,D
12/1/93 Investment Shares
FA,SR A,B,C,D
12/1/93 Trust Shares
FA,SR A,B,C,D
12/1/93 The Shawmut Funds
12/1/93 The Shawmut Fixed Income Fund
FA,SR A,B,C,D
12/1/93 Investment Shares
FA,SR A,B,C,D
12/1/93 Trust Shares
FA,SR A,B,C,D
12/1/93 The Shawmut Growth Equity Fund
FA,SR A,B,C,D
12/1/93 Investment Shares
FA,SR A,B,C,D
12/1/93 Trust Shares
FA,SR A,B,C,D
12/1/93 The Shawmut Growth and Income Equity Fund
FA,SR A,B,C,D
12/1/93 Investment Shares
FA,SR A,B,C,D
12/1/93 Trust Shares
FA,SR A,B,C,D
12/1/93 The Shawmut Intermediate Government Income Fund
FA,SR A,B,C,D
12/1/93 Investment Shares
FA,SR A,B,C,D
12/1/93 Trust Shares
FA,SR A,B,C,D
12/1/93 The Shawmut Limited Term Income Fund
FA,SR A,B,C,D
12/1/93 Investment Shares
FA,SR A,B,C,D
12/1/93 Trust Shares
FA,SR A,B,C,D
12/1/93 The Shawmut Prime Money Market Fund
FA,SR A,B,C,D
12/1/93 Investment Shares
FA,SR A,B,C,D
12/1/93 Trust Shares
FA,SR A,B,C,D
12/1/93 The Shawmut Small Capitalization Equity F
und FA,SR A,B,C,D
12/1/93 Investment Shares
FA,SR A,B,C,D
12/1/93 Trust Shares
FA,SR A,B,C,D
12/1/93 The Shawmut Connecticut Municipal Money Market Fund
FA,SR A,B,C,D
12/1/93 Investment Shares
FA,SR A,B,C,D
12/1/93 Trust Shares
FA,SR A,B,C,D
12/1/93 The Shawmut Connecticut Intermediate Municipal Income
Fund FA,SR A,B,C,D
12/1/93 The Shawmut Massachusetts Municipal Money
Market Fund FA,SR A,B,C,D
12/1/93 The Shawmut Massachusetts Intermediate Municipal
Income Fund FA,SR A,B,C,D
12/1/93 The Starburst Funds
12/1/93 The Starburst Government Income Fund
FA,SR A,B,C,D
12/1/93 The Starburst Government Money Market
Fund FA,SR A,B,C,D
12/1/93 Investment Shares
FA,SR A,B,C,D
12/1/93 Trust Shares
FA,SR A,B,C,D
12/1/93 The Starburst Money Market Fund
FA,SR A,B,C,D
12/1/93 Investment Shares
FA,SR A,B,C,D
12/1/93 Trust Shares
FA,SR A,B,C,D
12/1/93 The Starburst Municipal Income Fund
FA,SR A,B,C,D
12/1/93 The Starburst Funds II
12/1/93 The Starburst Quality Income Fund
FA,SR A,B,C,D
12/1/93 Tax-Free Instruments Trust
12/1/93 Institutional Service Shares
FA,SR,CSP A,B,C,D,E
12/1/93 Institutional Shares
FA,SR,CSP A,B,C,D,E
12/1/93 Trademark Funds
12/1/93 Trademark Equity Fund
FA,SR A,B,C,D
12/1/93 Trademark Government Income Fund
FA,SR A,B,C,D
12/1/93 Trademark Kentucky Municipal Bond Fund
FA,SR A,B,C,D
12/1/93 Trademark Short-Intermediate Government Fund
FA,SR A,B,C,D
12/1/93 Trust for Financial Institutions
12/1/93 Government Qualifying Liquidity Fund
FA,SR,CSP A,B,C,D,E
12/1/93 Institutional Service Shares
FA,SR,CSP A,B,C,D,E
12/1/93 Institutional Shares
FA,SR,CSP A,B,C,D,E
12/1/93 Short-Term Government Qualifying Liquidity Fund
FA,SR,CSP A,B,C,D,E
12/1/93 Institutional Service Shares
FA,SR,CSP A,B,C,D,E
12/1/93 Institutional Shares
FA,SR,CSP A,B,C,D,E
12/1/93 Government Money Market Fund
FA,SR,CSP A,B,C,D,E
12/1/93 Institutional Service Shares
FA,SR,CSP A,B,C,D,E
12/1/93 Institutional Shares
FA,SR,CSP A,B,C,D,E
12/1/93 Trust for Government Cash Reserves
FA,SR,CSP A,B,C,D,E
12/1/93 Trust for Short-Term U.S. Government Securities
FA,SR,CSP A,B,C,D,E
12/1/93 Trust for U.S. Treasury Obligations
FA,SR,CSP A,B,C,D,E
12/1/93 Vulcan Funds
12/1/93 Vulcan Bond Fund
FA,SR A1,B,C,D
12/1/93 Vulcan Stock Fund
FA,SR A1,B,C,D
12/1/93 Vulcan Treasury Obligations Money Market Fund
FA,SR A1,B,C,D
/TEXT>
Exhibit 13 under Form N-1A
Exhibit 99 under Item 601/Reg. S-K
FEDERATED INVESTORS, INC.
FEDERATED INVESTORS BUILDING
421 SEVENTH AVENUE PITTSBURGH, PENNSYLVANIA 15219
(412) 288-1900
December 21, 1973
Federated Cash Management Fund, Inc.
421 Seventh Avenue
Pittsburgh, Pennsylvania 15219
Gentlemen:
We have this date acquired from you 100,000 shares of the Capital
Stock of Federated Cash Management Fund, Inc. at $1.00 per share.
We have acquired these shares for investment and not with the
intention of reselling or making a distribution thereof.
Very truly yours,
FEDERATED INVESTORS, INC.
BY /s/ John F. Donahue
President
