FEDERATED HIGH YIELD TRUST
497, 1995-04-28
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    FEDERATED HIGH YIELD TRUST
    PROSPECTUS

A  no-load, open-end, diversified management  investment company (a mutual fund)
that seeks  high  current  income  by investing  in  a  professionally  managed,
diversified portfolio of fixed income securities.

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.  INVESTMENT  IN  THESE  SHARES  INVOLVES  INVESTMENT  RISKS,
INCLUDING THE POSSIBLE LOSS OF PRINCIPAL.

This  prospectus contains  the information you  should read and  know before you
invest in Federated  High Yield Trust  (the "Trust"). Keep  this prospectus  for
future reference.

SPECIAL RISKS

THE   TRUST'S  PORTFOLIO  CONSISTS  PRIMARILY   OF  LOWER-RATED  CORPORATE  DEBT
OBLIGATIONS, WHICH ARE COMMONLY REFERRED  TO AS "JUNK BONDS." THESE  LOWER-RATED
BONDS  MAY BE MORE SUSCEPTIBLE TO  REAL OR PERCEIVED ADVERSE ECONOMIC CONDITIONS
THAN  INVESTMENT  GRADE   BONDS.  THESE  LOWER-RATED   BONDS  ARE  REGARDED   AS
PREDOMINANTLY  SPECULATIVE WITH  REGARD TO  EACH ISSUER'S  CONTINUING ABILITY TO
MAKE INTEREST AND PRINCIPAL PAYMENTS (I.E., THE BONDS ARE SUBJECT TO THE RISK OF
DEFAULT). IN ADDITION, THE SECONDARY TRADING MARKET FOR LOWER-RATED BONDS MAY BE
LESS LIQUID  THAN  THE MARKET  FOR  INVESTMENT GRADE  BONDS.  PURCHASERS  SHOULD
CAREFULLY  ASSESS THE RISKS ASSOCIATED WITH AN  INVESTMENT IN THE TRUST. SEE THE
SECTIONS OF THIS PROSPECTUS ENTITLED  "INVESTMENT RISKS" AND "REDUCING RISKS  OF
LOWER-RATED SECURITIES."

The  Trust's  investment  adviser will  endeavor  to limit  these  risks through
diversifying the portfolio  and through  careful credit  analysis of  individual
issuers.

The  Trust has also filed a Statement  of Additional Information dated April 30,
1995, with the Securities and Exchange Commission. The information contained  in
the  Statement of Additional Information is  incorporated by reference into this
prospectus. You may request  a copy of the  Statement of Additional  Information
free of charge by calling 1-800-235-4669. To obtain other information or to make
inquiries  about the Trust, contact the Trust  at the address listed in the back
of this prospectus.

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

    Prospectus dated April 30, 1995
<PAGE>
TABLE OF CONTENTS
- --------------------------------------------------------------------------------

<TABLE>
<S>                                       <C>
SUMMARY OF TRUST EXPENSES                         1
- ---------------------------------------------------
FINANCIAL HIGHLIGHTS                              2
- ---------------------------------------------------
GENERAL INFORMATION                               3
- ---------------------------------------------------
INVESTMENT INFORMATION                            3
- ---------------------------------------------------
  Investment Objective                            3
  Investment Policies                             3
  Investment Risks                                6
  Investment Limitations                          8
TRUST INFORMATION                                 8
- ---------------------------------------------------
  Management of the Trust                         8
  Distribution of Trust Shares                    9
  Administration of the Trust                    10
NET ASSET VALUE                                  11
- ---------------------------------------------------
INVESTING IN THE TRUST                           11
- ---------------------------------------------------
  Share Purchases                                11
  Minimum Investment Required                    12
  What Shares Cost                               12
  Subaccounting Services                         12
  Certificates and Confirmations                 12
  Dividends                                      12
  Capital Gains                                  13
  Retirement Plans                               13
REDEEMING SHARES                                 13
- ---------------------------------------------------
  Telephone Redemption                           13
  Written Requests                               13
  Accounts with Low Balances                     14
  Redemption in Kind                             14

SHAREHOLDER INFORMATION                          15
- ---------------------------------------------------
  Voting Rights                                  15
  Massachusetts Partnership Law                  15

TAX INFORMATION                                  15
- ---------------------------------------------------
  Federal Income Tax                             15
  Pennsylvania Corporate and Personal
    Property Taxes                               15

PERFORMANCE INFORMATION                          16
- ---------------------------------------------------
FINANCIAL STATEMENTS                             17
- ---------------------------------------------------
REPORT OF ERNST & YOUNG LLP, INDEPENDENT
  AUDITORS                                       34
- ---------------------------------------------------
APPENDIX                                         35
- ---------------------------------------------------
ADDRESSES                                        37
- ---------------------------------------------------
</TABLE>
                                      I
<PAGE>
SUMMARY OF TRUST EXPENSES
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                 SHAREHOLDER TRANSACTION EXPENSES
<S>                                                                                      <C>        <C>
Maximum Sales Load Imposed on Purchases (as a percentage of offering price).......................       None
Maximum Sales Load Imposed on Reinvested Dividends (as a percentage of offering price)............       None
Contingent Deferred Sales Charge (as a percentage of original purchase price or redemption
  proceeds, as applicable)........................................................................       None
Redemption Fee (as a percentage of amount redeemed, if applicable)................................       None
Exchange Fee......................................................................................       None

<CAPTION>

                                 ANNUAL TRUST OPERATING EXPENSES
                             (As a percentage of average net assets)
<S>                                                                                      <C>        <C>
Management Fee (after waiver) (1).................................................................      0.52%
12b-1 Fee.........................................................................................       None
Total Other Expenses..............................................................................      0.34%
  Shareholder Services Fee (after waiver) (2)..........................................      0.17%
        Total Trust Operating Expenses (3)........................................................      0.86%
<FN>
(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
     0.75%.
(2)  The maximum shareholder services fee is 0.25%.
(3)  The Total Trust Operating Expenses in the table above are based on expenses
     expected during the fiscal year ending  February 29, 1996. The Total  Trust
     Operating  Expenses were 0.85% for the  fiscal year ended February 28, 1995
     and would have been 1.07% absent the  voluntary waiver of a portion of  the
     management fee.
</TABLE>

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

<TABLE>
<CAPTION>
EXAMPLE                                                             1 YEAR     3 YEARS    5 YEARS   10 YEARS
- -----------------------------------------------------------------  ---------  ---------  ---------  ---------
<S>                                                                <C>        <C>        <C>        <C>
You would pay the following expenses on a $1,000 investment,
assuming (1) 5% annual return and (2) redemption at the end of
each time period.................................................     $9         $27        $48       $106
</TABLE>

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

                                      1
<PAGE>
FEDERATED HIGH YIELD TRUST

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

(FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD)


Reference  is made to the Report of  Ernst & Young LLP, Independent Auditors, on
page 34.


<TABLE>
<CAPTION>
                                                                             PERIOD ENDED FEBRUARY 28 OR 29,
                                                              --------------------------------------------------------------
                                                                 1995         1994         1993         1992         1991
- ------------------------------------------------------------  ----------   ----------   ----------   ----------   ----------
<S>                                                           <C>          <C>          <C>          <C>          <C>
NET ASSET VALUE, BEGINNING OF PERIOD                          $   9.48     $   9.10     $   8.91     $   6.99     $   8.02
- ------------------------------------------------------------
INCOME FROM INVESTMENT OPERATIONS
- ------------------------------------------------------------
  Net investment income                                           0.84         0.84         0.93         1.03         1.04
- ------------------------------------------------------------
  Net realized and unrealized gain (loss) on investments         (0.90)        0.40         0.19         1.90        (0.92)
- ------------------------------------------------------------  ----------   ----------   ----------   ----------   ----------
  Total from investment operations                               (0.06)        1.24         1.12         2.93         0.12
- ------------------------------------------------------------
LESS DISTRIBUTIONS
- ------------------------------------------------------------
  Distributions from net investment income                       (0.84)       (0.86)       (0.93)       (1.01)       (1.06)
- ------------------------------------------------------------
  Distributions to shareholders from net realized gain on
  investment transactions                                         --           --           --           --           --
- ------------------------------------------------------------
  Distributions in excess of net investment income               (0.01)(a)     --           --           --          (0.09)(a)
- ------------------------------------------------------------  ----------   ----------   ----------   ----------   ----------
Total distributions                                              (0.85)       (0.86)       (0.93)       (1.01)       (1.15)
- ------------------------------------------------------------  ----------   ----------   ----------   ----------   ----------
NET ASSET VALUE, END OF PERIOD                                $   8.57     $   9.48     $   9.10     $   8.91     $   6.99
- ------------------------------------------------------------  ----------   ----------   ----------   ----------   ----------
                                                              ----------   ----------   ----------   ----------   ----------
TOTAL RETURN (B)                                                 (0.32%)      14.16%       13.28%       44.15%        3.12%
- ------------------------------------------------------------
RATIOS TO AVERAGE NET ASSETS
- ------------------------------------------------------------
  Expenses                                                        0.85%        0.83%        0.77%        0.76%        0.78%
- ------------------------------------------------------------
  Net investment income                                           9.70%        9.17%       10.54%       12.73%       14.82%
- ------------------------------------------------------------
  Expense waiver/reimbursement (c)                                0.22%        0.13%        0.22%        0.33%        0.49%
- ------------------------------------------------------------
SUPPLEMENTAL DATA
- ------------------------------------------------------------
  Net assets, end of period (000 omitted)                     $464,604     $432,045     $354,383     $222,937     $103,647
- ------------------------------------------------------------
  Portfolio turnover                                            99%         112%          93%          61%          31%
- ------------------------------------------------------------

<CAPTION>
                                                                 1990         1989         1988         1987         1986
- ------------------------------------------------------------  ----------   ----------   ----------   ----------   ----------
<S>                                                           <C>          <C>          <C>          <C>          <C>
NET ASSET VALUE, BEGINNING OF PERIOD                          $   9.96     $  10.21     $  11.25     $  10.96     $  10.02
- ------------------------------------------------------------
INCOME FROM INVESTMENT OPERATIONS
- ------------------------------------------------------------
  Net investment income                                           1.30         1.30         1.26         1.30         1.37
- ------------------------------------------------------------
  Net realized and unrealized gain (loss) on investments         (1.96)       (0.25)       (0.98)        0.32         0.95
- ------------------------------------------------------------  ----------   ----------   ----------   ----------   ----------
  Total from investment operations                               (0.66)        1.05         0.28         1.62         2.32
- ------------------------------------------------------------
LESS DISTRIBUTIONS
- ------------------------------------------------------------
  Distributions from net investment income                       (1.28)       (1.30)       (1.26)       (1.30)       (1.37)
- ------------------------------------------------------------
  Distributions to shareholders from net realized gain on
  investment transactions                                         --           --          (0.06)       (0.03)       (0.01)
- ------------------------------------------------------------
  Distributions in excess of net investment income                --           --           --           --           --
- ------------------------------------------------------------  ----------   ----------   ----------   ----------   ----------
Total distributions                                              (1.28)       (1.30)       (1.32)       (1.33)       (1.38)
- ------------------------------------------------------------  ----------   ----------   ----------   ----------   ----------
NET ASSET VALUE, END OF PERIOD                                $   8.02     $   9.96     $  10.21     $  11.25     $  10.96
- ------------------------------------------------------------  ----------   ----------   ----------   ----------   ----------
                                                              ----------   ----------   ----------   ----------   ----------
TOTAL RETURN (B)                                                 (7.50%)      10.92%        3.08%       15.75%       24.70%
- ------------------------------------------------------------
RATIOS TO AVERAGE NET ASSETS
- ------------------------------------------------------------
  Expenses                                                        0.76%        0.75%        0.75%        0.75%        0.75%
- ------------------------------------------------------------
  Net investment income                                          13.87%       12.89%       12.25%       11.86%       13.25%
- ------------------------------------------------------------
  Expense waiver/reimbursement (c)                                0.33%        0.32%        0.24%        0.35%        0.75%
- ------------------------------------------------------------
SUPPLEMENTAL DATA
- ------------------------------------------------------------
  Net assets, end of period (000 omitted)                     $134,242     $235,208     $246,745     $271,148     $26,883
- ------------------------------------------------------------
  Portfolio turnover                                            24%          51%          73%          57%          31%
- ------------------------------------------------------------
<FN>
(a) Distributions  in excess  of net  investment income  for the  periods  ended
    February  28, 1995  and 1991 were  a result  of certain book  and tax timing
    differences. These distributions do  not represent a  return of capital  for
    federal income tax purposes.
(b)  Based  on  net  asset value,  which  does  not reflect  the  sales  load or
    contingent deferred sales charge, if applicable.
(c) This voluntary  expense decrease is  reflected in both  the expense and  net
    investment income ratios shown above.
</TABLE>


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

Further  information about the  Trust's performance is  contained in the Trust's
annual report for the fiscal year ended February 28, 1995, which can be obtained
free of charge.
                                       2
<PAGE>
GENERAL INFORMATION
- --------------------------------------------------------------------------------

The  Trust was established as a Massachusetts business trust under a Declaration
of Trust dated April 17, 1984. The  Trust is designed primarily for assets  held
by  bank  customers or  by  banks in  a  fiduciary, advisory,  agency, custodial
(including Individual  Retirement Accounts),  or similar  capacity. It  is  also
designed  for funds  held by  other institutions  such as  corporations, trusts,
brokers, investment counselors, pension and profit-sharing plans, and  insurance
companies.  A  minimum initial  investment of  $25,000 over  a 90-day  period is
required.

Trust shares are currently sold and redeemed at net asset value without a  sales
load imposed by the Trust.

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

INVESTMENT OBJECTIVE

The  investment  objective  of the  Trust  is  to seek  high  current  income by
investing primarily in a professionally managed, diversified portfolio of  fixed
income  securities. The  fixed income securities  in which the  Trust intends to
invest are expected to be lower-rated corporate debt obligations. While there is
no assurance that the Trust will achieve its investment objective, it  endeavors
to  do so by following the investment policies described in this prospectus. The
investment objective stated  above and the  investment policies and  limitations
described below cannot be changed without approval of shareholders.

INVESTMENT POLICIES

ACCEPTABLE INVESTMENTS.  The Trust will invest primarily in fixed rate corporate
debt  obligations. The fixed rate corporate  debt obligations in which the Trust
intends  to  invest  are  expected  to  be  lower-rated.  Permitted  investments
currently include, but are not limited to, the following:

    - corporate  debt obligations having fixed or floating rates of interest and
      which are rated BBB or  lower by nationally recognized statistical  rating
      organizations;

    - commercial paper;

    - obligations of the United States;

    - notes,   bonds,  and  discount  notes   of  U.S.  government  agencies  or
      instrumentalities, such as the: Farm Credit System, including the National
      Bank for Cooperatives and Banks for Cooperatives; Federal Home Loan Banks;
      Federal  Home  Loan  Mortgage   Corporation;  Federal  National   Mortgage
      Association;  Government National Mortgage Association; Export-Import Bank
      of the  United States;  Commodity  Credit Corporation;  Federal  Financing
      Bank;   Student   Loan  Marketing   Association;  National   Credit  Union
      Administration and Tennessee Valley Authority;

    - time  and  savings  deposits   (including  certificates  of  deposit)   in
      commercial  or  savings  banks  whose deposits  are  insured  by  the Bank
      Insurance Fund ("BIF") or the Savings Association
                                      3
<PAGE>
      Insurance Fund ("SAIF"), including certificates  of deposit issued by  and
      other time deposits in foreign branches of BIF-insured banks;

    - bankers' acceptances issued by a BIF-insured bank, or issued by the bank's
      Edge  Act subsidiary and guaranteed by the bank, with remaining maturities
      of nine months  or less. The  total acceptances  of any bank  held by  the
      Trust  cannot exceed 0.25 of 1% of such bank's total deposits according to
      the bank's last published statement of condition preceding the date of the
      acceptance; and

    - general obligations of any state,  territory, or possession of the  United
      States,  or their political  subdivisions, so long as  they are either (1)
      rated  in  one  of  the  four  highest  grades  by  nationally  recognized
      statistical  rating organizations or (2) issued by a public housing agency
      and backed by the full faith and credit of the United States.

The corporate debt obligations in which the Trust may invest are generally rated
BBB or lower  by Standard  & Poor's  Ratings Group ("S&P")  or Baa  or lower  by
Moody's Investors Service, Inc. ("Moody's"), or are not rated but are determined
by  the Trust's investment adviser to be of comparable quality. (See "Investment
Risks" on page 6.)

RESTRICTED SECURITIES.  The  Trust may acquire securities  which are subject  to
legal  or contractual delays, restrictions, and costs on resale. Because of time
limitations, the  Trust might  not be  able to  dispose of  these securities  at
reasonable prices or at times advantageous to the Trust.

As  a matter  of investment practice,  which can be  changed without shareholder
approval, the Trust will not invest more than 15% of its net assets in  illiquid
securities, which include certain private placements not determined to be liquid
under  criteria established by  the Board of  Trustees and repurchase agreements
providing for settlement in more than seven days after notice.

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

TEMPORARY  INVESTMENTS.  The Trust may also  invest temporarily in cash and cash
items during times of  unusual market conditions for  defensive purposes and  to
maintain  liquidity. Cash items may include, but are not limited to, obligations
such as:

    - certificates of deposit;

    - commercial paper (generally lower-rated);

    - short-term notes;

                                       4
<PAGE>
    - obligations issued or guaranteed as to principal and interest by the  U.S.
      government or any of its agencies or instrumentalities; and

    - repurchase agreements.

REPURCHASE  AGREEMENTS.   Certain securities in  which the Trust  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 other  securities to the  Trust
and  agree at the time of sale to repurchase them at a mutually agreed upon time
and price.  To the  extent that  the  original seller  does not  repurchase  the
securities  from the  Trust, the  Trust could  receive less  than the repurchase
price on any sale of such securities.

PUT AND  CALL  OPTIONS.    The  Trust may  purchase  put  options  on  portfolio
securities.  The Trust may also write call  options on securities either held in
its portfolio or which  it has the  right to obtain  without payment of  further
consideration  or  for  which  it  has segregated  cash  in  the  amount  of any
additional consideration. The call options which the Trust writes must be listed
on a recognized options  exchange. Purchases of  puts or sales  of calls by  the
Trust  are intended to protect against  price movements in particular securities
in the Trust's portfolio. Sales of calls also generate income for the Trust. The
Trust also reserves the right to hedge the portfolio by buying financial futures
and put options on financial futures.

    RISKS.  Prior  to exercise  or expiration, an  option position  can only  be
    terminated  by entering  into a closing  purchase or  sale transaction. This
    requires a secondary market on an exchange for call or put options which may
    or may not exist for any particular call or put option at any specific time.
    The absence of a liquid secondary market also may limit the Trust's  ability
    to  dispose of the  securities underlying an option.  The inability to close
    options also  could  have  an  adverse impact  on  the  Trust's  ability  to
    effectively hedge its portfolio.

LENDING  OF PORTFOLIO SECURITIES.   In order to  generate additional income, the
Trust may lend its  portfolio securities on a  short-term or long-term basis  to
broker/dealers, banks, or other institutional borrowers of securities. The Trust
will  only enter  into loan  arrangements with  broker/dealers, banks,  or other
institutions  which   the  Trust's   investment  adviser   has  determined   are
creditworthy  under guidelines established by the  Trust's Board of Trustees and
will receive collateral equal to  at least 100% of  the value of the  securities
loaned.

There is the risk that when the Trust lends portfolio securities, the securities
may  not  be  available to  the  Trust on  a  timely  basis and  the  Trust may,
therefore, lose the opportunity to sell the securities at a desirable price.  In
addition,  in the event that a borrower  of securities would file for bankruptcy
or become insolvent, disposition of the securities may be delayed pending  court
action.

PORTFOLIO  TURNOVER.    While  the  Trust  does  not  intend  to  do substantial
short-term trading, from time to time  it may sell portfolio securities  without
considering how long they have been held. The Trust would do this:

    - to take advantage of short-term differentials in yields or market values;

    - to take advantage of new investment opportunities;

                                       5
<PAGE>
    - to respond to changes in the creditworthiness of an issuer; or

    - to try to preserve gains or limit losses.

Any  such trading  would increase  the Trust's  portfolio turnover  rate and its
transaction costs.  However,  the Trust  will  not attempt  to  set or  meet  an
arbitrary  turnover rate since turnover is incidental to transactions considered
necessary to achieve the Trust's investment objective.

INVESTMENT RISKS

The corporate debt obligations in which the Trust invests are usually not in the
three highest rating  categories of a  nationally recognized statistical  rating
organization  (AAA, AA, or A for  S&P and Aaa, Aa, or  A for Moody's) but are in
the lower rating  categories or are  unrated but are  of comparable quality  and
have  speculative  characteristics or  are  speculative. Lower-rated  or unrated
bonds are commonly referred to as  "junk bonds." There is no minimal  acceptable
rating  for a security to be purchased or held in the Trust's portfolio, and the
Trust may, from time to  time, purchase or hold  securities rated in the  lowest
rating  category. A  description of  the rating  categories is  contained in the
Appendix to this prospectus.

Lower-rated securities  will  usually  offer  higher  yields  than  higher-rated
securities.  However, there is more risk associated with these investments. This
is  because  of  reduced  creditworthiness   and  increased  risk  of   default.
Lower-rated securities generally tend to reflect short-term corporate and market
developments  to  a  greater  extent than  higher-rated  securities  which react
primarily to fluctuations  in the  general level of  interest rates.  Short-term
corporate   and  market  developments  affecting   the  price  or  liquidity  of
lower-rated securities  could  include  adverse news  affecting  major  issuers,
underwriters, or dealers of lower-rated corporate debt obligations. In addition,
since  there are fewer investors in lower-rated  securities, it may be harder to
sell the securities at an optimum time.

As a result  of these factors,  lower-rated securities tend  to have more  price
volatility  and  carry  more  risk to  principal  and  income  than higher-rated
securities.

An economic downturn may adversely affect  the value of some lower-rated  bonds.
Such a downturn may especially affect highly leveraged companies or companies in
cyclically  sensitive industries, where  deterioration in a  company's cash flow
may impair its ability to meet its  obligation to pay principal and interest  to
bondholders  in a  timely fashion. From  time to  time, as a  result of changing
conditions, issuers  of  lower-rated  bonds  may seek  or  may  be  required  to
restructure  the terms and conditions  of the securities they  have issued. As a
result of these  restructurings, holders of  lower-rated securities may  receive
less  principal and interest than they had  bargained for at the time such bonds
were purchased. In the event of  a restructuring, the Trust may bear  additional
legal or administrative expenses in order to maximize recovery from an issuer.

The secondary trading market for lower-rated bonds is generally less liquid than
the  secondary trading market for higher-rated  bonds. Adverse publicity and the
perception of investors relating to issuers, underwriters, dealers or underlying
business conditions,  whether  or not  warranted  by fundamental  analysis,  may
affect  the price or liquidity of  lower-rated bonds. On occasion, therefore, it
may become  difficult  to price  or  dispose of  a  particular security  in  the
portfolio.

                                       6
<PAGE>
The  Trust  may,  from  time  to time,  own  zero  coupon  bonds  or pay-in-kind
securities. A  zero coupon  bond makes  no periodic  interest payments  and  the
entire  obligation becomes due  only upon maturity.  Pay-in-kind securities make
periodic payments in the form of additional securities (as opposed to cash). The
price of  zero  coupon  bonds  and pay-in-kind  securities  are  generally  more
sensitive  to  fluctuations  in  interest  rates  than  are  conventional bonds.
Additionally, federal tax law  requires that interest on  zero coupon bonds  and
pay-in-kind  securities be reported as income to the Trust even though the Trust
receives no cash interest until the maturity or payment date of such securities.

Many corporate debt  obligations, including many  lower-rated bonds, permit  the
issuers  to call the security and  thereby redeem their obligations earlier than
the stated maturity dates. Issuers are more likely to call bonds during  periods
of  declining interest rates. In these cases, if  the Trust owns a bond which is
called, the Trust will receive its return of principal earlier than expected and
would likely be required to reinvest the proceeds at lower interest rates,  thus
reducing income to the Trust.

The  table below shows the  weighted average of the ratings  of the bonds in the
Trust's portfolio during the  Trust's fiscal year ended  February 28, 1995.  The
credit  rating  categories are  those  provided by  S&P,  which is  a nationally
recognized statistical rating organization. The percentages in the column titled
"Rated" reflect the percentage of bonds in the portfolio which received a rating
from at least  one nationally  recognized statistical  rating organization.  The
percentages  in the column titled "Not Rated" reflect the percentage of bonds in
the portfolio which are not rated  but which the Trust's investment adviser  has
judged to be comparable in quality to the corresponding rated bonds.

<TABLE>
<CAPTION>
                                                      AS A PERCENTAGE OF TOTAL
                                                        MARKET VALUE OF BOND
                                                              HOLDINGS
                                                     ---------------------------
                                                                 NOT
      CREDIT RATING                                   RATED     RATED     TOTAL
                                                     -------   -------   -------
      <S>                                            <C>       <C>       <C>
      BB & BBB.....................................  16.99 %   0.00  %   16.99  %
      B............................................  78.26     0.86      79.12
      CC & CCC.....................................  3.05      0.84      3.89
                                                     -------   -------   -------
                                                     98.30 %   1.70  %   100.00 %
                                                     -------   -------   -------
                                                     -------   -------   -------
</TABLE>

REDUCING  RISKS  OF  LOWER-RATED  SECURITIES.   The  Trust's  investment adviser
believes that the risks of investing  in lower-rated securities can be  reduced.
The professional portfolio management techniques used by the Trust to attempt to
reduce these risks include:

    CREDIT RESEARCH.  The Trust's investment adviser will perform its own credit
    analysis  in  addition  to using  nationally  recognized  statistical rating
    organizations and  other sources,  including discussions  with the  issuer's
    management,  the judgment of other investment analysts, and its own informed
    judgment. The Trust's investment adviser's credit analysis will consider the
    issuer's financial  soundness, its  responsiveness  to changes  in  interest
    rates  and business conditions,  and its anticipated  cash flow, interest or
    dividend coverage  and  earnings.  In  evaluating  an  issuer,  the  Trust's
    investment adviser places special emphasis on the estimated current value of
    the issuer's assets rather than historical costs.

                                       7
<PAGE>
    DIVERSIFICATION.  The Trust invests in securities of many different issuers,
    industries, and economic sectors to reduce portfolio risk.

    ECONOMIC  ANALYSIS.   The  Trust's investment  adviser will  analyze current
    developments and trends in  the economy and in  the financial markets.  When
    investing  in lower-rated securities, timing and selection are critical, and
    analysis of the business cycle can be important.

INVESTMENT LIMITATIONS

The Trust will not:

    - borrow  money   directly   or  through   reverse   repurchase   agreements
      (arrangements  in  which  the Trust  sells  a portfolio  instrument  for a
      percentage of its cash  value with an  agreement to buy it  back on a  set
      date)  except, under  certain circumstances,  the Trust  may borrow  up to
      one-third of the value of its net assets; or

    - sell securities  short except,  under strict  limitations, the  Trust  may
      maintain open short positions so long as not more than 10% of the value of
      its net assets is held as collateral for those positions.

The above investment limitations cannot be changed without shareholder approval.
The  following limitations,  however, may  be changed  by the  Board of Trustees
without shareholder approval. Shareholders will be notified before any  material
changes in these limitations become effective. The Trust will not:

    - invest more than 5% of its total assets in securities of issuers that have
      records of less than three years of continuous operations;

    - commit  more than 5% of the value of  its total assets to premiums on open
      put option positions;

    - invest more than 5% of the value of its total assets in securities of  one
      issuer  (except  cash  and  cash items,  repurchase  agreements,  and U.S.
      government obligations) or acquire  more than 10% of  any class of  voting
      securities of any one issuer; or

    - invest  more  than  10%  of  the value  of  its  total  assets  in foreign
      securities which are not publicly traded in the United States.

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

MANAGEMENT OF THE TRUST

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

INVESTMENT ADVISER.  Investment  decisions for the Trust  are made by  Federated
Management,  the  Trust's  investment  adviser,  subject  to  direction  by  the
Trustees. The investment adviser continually

                                       8
<PAGE>
conducts investment research and  supervision for the  Trust and is  responsible
for  the purchase  or sale  of portfolio instruments,  for which  it receives an
annual fee from the Trust.

    ADVISORY FEES.  The Trust's investment adviser receives an annual investment
    advisory fee equal to .75 of 1% of the Trust's average daily net assets. The
    investment adviser may voluntarily choose to  waive a portion of its fee  or
    reimburse  the Trust for  certain operating expenses.  This does not include
    reimbursement to the Trust of any expenses incurred by shareholders who  use
    the  transfer agent's  subaccounting facilities. The  investment adviser can
    terminate this voluntary reimbursement of expenses  at any time in its  sole
    discretion.  The  investment adviser  has also  undertaken to  reimburse the
    Trust for operating expenses in excess of limitations established by certain
    states.

    ADVISER'S BACKGROUND.    Federated  Management, 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.

    Mark  E. Durbiano  has been  the Trust's  portfolio manager  since 1984. Mr.
    Durbiano joined Federated Investors in 1982 and has been a Vice President of
    the Trust's  investment adviser  since  1988. Mr.  Durbiano is  a  Chartered
    Financial  Analyst and received his M.B.A. in Finance from the University of
    Pittsburgh.

DISTRIBUTION OF TRUST SHARES

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

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 Trust shares.

                                       9
<PAGE>
Brokers,  dealers,  and administrators  will receive  fees 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 investment 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
Trustees will consider appropriate changes in the administrative services.

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

ADMINISTRATION OF THE TRUST

ADMINISTRATIVE  SERVICES.   Federated Administrative  Services, a  subsidiary of
Federated Investors, provides administrative  personnel and services  (including
certain  legal and financial reporting services) necessary to operate the Trust.
Federated Administrative Services provides these at an annual rate which relates
to the average aggregate daily net  assets of all funds advised by  subsidiaries
of Federated Investors (the "Federated Funds") as specified below:

<TABLE>
<CAPTION>
              MAXIMUM                AVERAGE AGGREGATE DAILY NET ASSETS
         ADMINISTRATIVE FEE                OF THE FEDERATED FUNDS
        --------------------        ------------------------------------
        <C>                         <S>
             0.15 of 1%             on the first $250 million
            0.125 of 1%             on the next $250 million
             0.10 of 1%             on the next $250 million
            0.075 of 1%             on assets in excess of $750 million
</TABLE>

The  administrative  fee  received during  any  fiscal  year shall  be  at least
$125,000 per  portfolio  and  $30,000  per  each  additional  class  of  shares.
Federated  Administrative Services may choose voluntarily  to waive a portion of
its fee.

SHAREHOLDER SERVICES PLAN.   The Trust has adopted  a Shareholder Services  Plan
(the  "Services Plan") under which it may make  payments up to 0.25 of 1% of the
average daily net asset value of  the Trust to obtain certain personal  services
for  shareholders  and  the maintenance  of  shareholder  accounts ("shareholder
services"). The Trust  has entered  into a Shareholder  Services Agreement  with
Federated Shareholder Services, a subsidiary of Federated Investors, under which
Federated Shareholder Services will either perform shareholder services directly
or will select financial institutions to perform shareholder services. Financial
institutions  will  receive fees  based upon  shares owned  by their  clients or
customers. The schedules of such fees and the basis upon which such fees will be
paid will be determined from time to time by the Trust and Federated Shareholder
Services.

OTHER PAYMENTS TO FINANCIAL INSTITUTIONS.__In  addition to periodic payments  to
financial  institutions under the Services  Plan, certain financial institutions
may be compensated by the investment

                                       10
<PAGE>
adviser or its affiliates for the continuing investment of customers' assets  in
certain  funds, including the  Trust, advised by  those entities. These payments
will be  made directly  by  the distributor  or  investment adviser  from  their
assets,  and will not be made from the  assets of the Trust or by the assessment
of a sales load on Trust shares.

CUSTODIAN.  State Street Bank and  Trust Company ("State Street Bank"),  Boston,
Massachusetts, is custodian for the securities and cash of the Trust.

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

INDEPENDENT  AUDITORS.  The independent auditors for the Trust are Ernst & Young
LLP, Pittsburgh, Pennsylvania.

NET ASSET VALUE

- --------------------------------------------------------------------------------

The Trust's net asset value per  share fluctuates. It is determined by  dividing
the  sum  of  the  market  value  of  all  securities  and  other  assets,  less
liabilities, by the number of shares outstanding.

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

SHARE PURCHASES

Trust shares are  sold on days  on which the  New York Stock  Exchange is  open.
Shares may be purchased either by wire or mail.

To purchase shares of the Trust, open an account by calling Federated Securities
Corp.  Information  needed  to establish  the  account  will be  taken  over the
telephone. The Trust reserves the right to reject any purchase request.

BY WIRE.   To purchase shares  of the Trust  by Federal Reserve  wire, call  the
Trust before 4:00 p.m. (Eastern time) to place an order. The order is considered
received immediately. Payment by federal funds must be received before 3:00 p.m.
(Eastern  time)  on the  next business  day following  the order.  Federal funds
should be wired as  follows: Federated Services Company,  c/o State Street  Bank
and  Trust Company, Boston,  Massachusetts; Attention: EDGEWIRE;  For Credit to:
Federated High Yield Trust; Fund Number (this number can be found on the account
statement or by contacting the Trust); Group Number or Order Number; Nominee  or
Institution  Name; and ABA Number 011000028.  Shares cannot be purchased by wire
on days on which the New York  Stock Exchange is closed and on federal  holidays
restricting wire transfers.

BY  MAIL.  To purchase shares of the Trust by mail, send a check made payable to
Federated High Yield Trust to Federated Services Company, c/o State Street  Bank
and  Trust Company, P.O.  Box 8602, Boston,  Massachusetts 02266-8602. Orders by
mail are considered received after payment by check is converted by the transfer
agent's bank, State Street Bank, into  federal funds. This is normally the  next
business day after State Street Bank receives the check.

                                       11
<PAGE>
MINIMUM INVESTMENT REQUIRED

The  minimum initial investment in the  Trust is $25,000 plus any non-affiliated
bank or broker's fee, if  applicable. However, an account  may be opened with  a
smaller  amount as  long as the  $25,000 minimum  is reached within  90 days. An
institutional investor's minimum investment will be calculated by combining  all
accounts   it  maintains  with   the  Trust.  Accounts   established  through  a
non-affiliated bank or broker may be subject to a smaller minimum investment.

WHAT SHARES COST

Trust shares are sold at their net asset value next determined after an order is
received. There is no  sales load imposed by  the Trust. Investors who  purchase
Trust  shares  through a  non-affiliated  bank or  a  broker may  be  charged an
additional service fee by that bank or broker.

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

SUBACCOUNTING SERVICES

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

CERTIFICATES AND CONFIRMATIONS

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

Detailed  confirmations  of  each  purchase  or  redemption  are  sent  to  each
shareholder.  Monthly confirmations are sent to report dividends paid during the
month.

DIVIDENDS

Dividends are declared daily and paid monthly. Dividends are declared just prior
to determining  net  asset value.  If  an order  for  shares is  placed  on  the
preceding  business day, shares purchased by wire begin earning dividends on the
business day that wire payment is received  by the transfer agent. If the  order
for  shares  and payment  by wire  are received  on the  same day,  shares begin
earning dividends on  the next  business day.  Shares purchased  by check  begin
earning  dividends  on  the business  day  after  the check  is  converted, upon
instruction   of   the   transfer   agent,   into   federal   funds.   Dividends

                                       12
<PAGE>
are  automatically reinvested on payment dates in additional shares of the Trust
unless cash payments are requested by contacting the Trust.

CAPITAL GAINS

Capital gains realized by the Trust, if  any, will be distributed at least  once
every 12 months.

RETIREMENT PLANS

Shares  of the Trust can  be purchased as an  investment for retirement plans or
for IRA accounts. For  further details, contact  Federated Securities Corp.  and
consult a tax adviser.

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

The  Trust redeems  shares at  their net asset  value next  determined after the
Trust receives the redemption request. Redemptions will be made on days on which
the Trust computes its net asset value. Redemption requests must be received  in
proper form and can be made by telephone request or by written request.

TELEPHONE REDEMPTION

Shareholders  may redeem their shares by  telephoning the Trust before 4:00 p.m.
(Eastern time). Telephone redemption instructions may be recorded. All  proceeds
will  normally be wire transferred  the following business day,  but in no event
more than seven days, to the shareholder's account at a domestic commercial bank
that is a member of the Federal Reserve System. If, at any time, the Trust shall
determine it  necessary  to  terminate  or modify  this  method  of  redemption,
shareholders would be promptly notified.

An authorization form permitting the transfer agent 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 Trust,  it may be liable for  losses due to unauthorized  or
fraudulent telephone instructions.

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 "Written Requests," should be considered.

WRITTEN REQUESTS

Trust shares may also  be redeemed by  sending a written  request to the  Trust.
Call  the  Trust  for  specific instructions  before  redeeming  by  letter. The
shareholder will be asked to  provide in the request  his name, the Trust  name,
his  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 to Federated Services Company, 500 Victory  Road
- -2nd Floor, Quincy, Massachusetts 02171 with the written request.

                                       13
<PAGE>
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 Trust, 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 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 Trust does not accept signatures guaranteed by a notary public.

The Trust and its transfer agent have adopted standards for accepting  signature
guarantees  from the above  institutions. The Trust  may elect in  the future to
limit eligible  signature  guarantors to  institutions  that are  members  of  a
signature  guarantee program. The Trust 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.

ACCOUNTS WITH LOW BALANCES

Due to the high cost  of maintaining accounts with  low balances, the Trust  may
redeem  shares in  any account and  pay the  proceeds to the  shareholder if the
account  balance  falls  below  a  required  minimum  value  of  $25,000.   This
requirement  does not apply, however, if the balance falls below $25,000 because
of changes in the Trust's net asset value.

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.

REDEMPTION IN KIND

The Trust is obligated to redeem shares solely  in cash up to $250,000 or 1%  of
the Trust's net asset value, whichever is less, for any one shareholder within a
90-day period.

Any  redemption beyond  this amount  will also  be in  cash unless  the Trustees
determine that further  cash payments  will have  a material  adverse effect  on
remaining  shareholders. In such a case, the Trust  will pay all or a portion of
the remainder of the redemption in portfolio instruments, valued in the same way
as the  Trust determines  net asset  value. The  portfolio instruments  will  be
selected in a manner that the Trustees deem fair and equitable.

Redemption  in kind is not as liquid as a cash redemption. If redemption is made
in kind, shareholders 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.

                                       14
<PAGE>
SHAREHOLDER INFORMATION
- --------------------------------------------------------------------------------

VOTING RIGHTS

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

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

MASSACHUSETTS PARTNERSHIP LAW

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

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

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

FEDERAL INCOME TAX

The Trust will pay no federal income tax because it expects to meet requirements
of  the Internal  Revenue Code, as  amended, 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.  No  federal
income tax is due on any dividends earned in an IRA or qualified retirement plan
until distributed.

PENNSYLVANIA CORPORATE AND PERSONAL PROPERTY TAXES

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

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

                                       15
<PAGE>
    - Trust shares  may  be  subject  to  personal  property  taxes  imposed  by
      counties,  municipalities,  and school  districts  in Pennsylvania  to the
      extent that the portfolio securities in the Trust would be subject to such
      taxes if owned directly by residents of those jurisdictions.

Shareholders are urged to consult their own tax advisers regarding the status of
their accounts under state and local tax laws.

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

From time to time, the Trust advertises its total return and yield.

Total return represents  the change,  over a specified  period of  time, in  the
value  of an investment  in the Trust  after reinvesting all  income and capital
gain distributions. It  is calculated  by dividing  that change  by the  initial
investment and is expressed as a percentage.

The  yield of the Trust is calculated  by dividing the net investment income per
share (as defined by the Securities and Exchange Commission) earned by the Trust
over a thirty-day period by the maximum offering price per share of the Trust on
the last day  of the period.  This number is  then annualized using  semi-annual
compounding.  The yield does  not necessarily reflect  income actually earned by
the  Trust  and,  therefore,  may  not  correlate  to  the  dividends  or  other
distributions paid to shareholders.

Trust  shares are  sold without  any sales  load or  other similar non-recurring
charges.

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

                                       16
<PAGE>
FEDERATED HIGH YIELD TRUST
PORTFOLIO OF INVESTMENTS
FEBRUARY 28, 1995
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
PRINCIPAL
AMOUNT OR
  SHARES                                                                            VALUE
- ----------  -------------------------------------------------------------------  -----------
<C>         <S>                                                                  <C>
CORPORATE BONDS--87.9%
- -------------------------------------------------------------------------------
            AEROSPACE & DEFENSE--0.4%
            -------------------------------------------------------------------
$2,000,000  Tracor, Inc., Sr. Sub. Note, 10.875%, 8/15/2001                      $ 2,015,000
            -------------------------------------------------------------------  -----------
            AIR TRANSPORTATION--0.6%
            -------------------------------------------------------------------
 3,000,000  USAir, Inc., Pass Thru Cert., Series 1993-A2, 9.625%, 9/1/2003         2,580,000
            -------------------------------------------------------------------  -----------
            AUTOMOTIVE--2.5%
            -------------------------------------------------------------------
 3,250,000  Aftermarket Technology Co., Sr. Sub. Note, 12.00%, 8/1/2004            3,412,500
            -------------------------------------------------------------------
 3,500,000  Doehler-Jarvis, Inc., Sr. Note, 11.875%, 6/1/2002                      3,587,500
            -------------------------------------------------------------------
 1,250,000  Lear Seating Corp., Sub. Note, 8.25%, 2/1/2002                         1,150,000
            -------------------------------------------------------------------
 4,000,000  Motor Wheel Corp., Sr. Note, 11.50%, 3/1/2000                          3,530,000
            -------------------------------------------------------------------  -----------
                Total                                                             11,680,000
            -------------------------------------------------------------------  -----------
            BANKING--1.0%
            -------------------------------------------------------------------
 4,625,000  First Nationwide Holdings, Inc., Sr. Note, 12.25%, 5/15/2001           4,786,875
            -------------------------------------------------------------------  -----------
            BEVERAGE & TOBACCO--0.9%
            -------------------------------------------------------------------
 2,000,000  Dr. Pepper Bottling Holdings Co., Sr. Disc. Note, 0/11.625%,
            2/15/2003                                                              1,400,000
            -------------------------------------------------------------------
 3,750,000  Heileman Acquisition Co., Sr. Sub. Note, 9.625%, 1/31/2004             2,662,500
            -------------------------------------------------------------------  -----------
                Total                                                              4,062,500
            -------------------------------------------------------------------  -----------
            BROADCAST RADIO & TV--5.2%
            -------------------------------------------------------------------
 3,000,000  Ackerley Communications, Inc., Sr. Secd. Note, 10.75%, 10/1/2003       3,015,000
            -------------------------------------------------------------------
 3,750,000  Allbritton Communication Co., Sr. Sub. Note, 11.50%, 8/15/2004         3,843,750
            -------------------------------------------------------------------
 3,250,000  Chancellor Broadcasting Co., Sr. Sub. Note, 12.50%, 10/1/2004          3,266,250
            -------------------------------------------------------------------
 4,000,000  NWCG Holding Corp., Sr. Disc. Note, 13.50% accrual, 6/15/1999          2,350,000
            -------------------------------------------------------------------
 6,750,000  SCI Television, Inc., Sr. Secd. Note, 11.00%, 6/30/2005                6,952,500
            -------------------------------------------------------------------
 3,550,000  Sinclair Broadcast Group, Sr. Sub. Note, 10.00%, 12/15/2003            3,425,750
            -------------------------------------------------------------------
 1,250,000  Young Broadcasting Inc., Sr. Sub. Note, 11.75%, 11/15/2004             1,328,125
            -------------------------------------------------------------------  -----------
                Total                                                             24,181,375
            -------------------------------------------------------------------  -----------
</TABLE>

                                       17
<PAGE>
FEDERATED HIGH YIELD TRUST
- ---------------------------------------------------------
<TABLE>
<CAPTION>
PRINCIPAL
AMOUNT OR
  SHARES                                                                            VALUE
- ----------  -------------------------------------------------------------------  -----------
<C>         <S>                                                                  <C>
CORPORATE BONDS--CONTINUED
- -------------------------------------------------------------------------------
            BUSINESS EQUIPMENT & SERVICES--1.2%
            -------------------------------------------------------------------
$1,500,000  Anacomp, Inc., Sr. Sub. Note, 15.00%, 11/1/2000                      $ 1,447,500
            -------------------------------------------------------------------
 3,850,000  Bell & Howell Co., Sr. Sub. Note, 10.75%, 10/1/2002                    3,792,250
            -------------------------------------------------------------------
   274,889  San Jacinto Holdings, Inc., Sr. Sub. Note, 8.00%, 12/31/2000              89,339
            -------------------------------------------------------------------
   545,000  San Jacinto Holdings, Inc., Sub. PIK Deb., 8.00%, 12/31/2000             327,000
            -------------------------------------------------------------------  -----------
                Total                                                              5,656,089
            -------------------------------------------------------------------  -----------
            CABLE TELEVISION--6.0%
            -------------------------------------------------------------------
 3,000,000  CF Cable TV Inc., Sr. Secd. 2nd Priority Note, 11.625%, 2/15/2005      3,138,750
            -------------------------------------------------------------------
 3,000,000  Cablevision Industries Corp., Sr. Note, 9.25%, 4/1/2008                2,943,750
            -------------------------------------------------------------------
 3,000,000  Cablevision Systems Co., Sr. Sub. Deb., 9.875%, 2/15/2013              2,910,000
            -------------------------------------------------------------------
 6,000,000  Continental Cablevision, Sr. Deb., 9.50%, 8/1/2013                     5,790,000
            -------------------------------------------------------------------
 5,250,000  International Cabletel, Inc., Sr. Defd. Note, 0/10.875%, 10/15/2003    3,110,625
            -------------------------------------------------------------------
 2,100,000  Le Groupe Videotron Ltd., Sr. Note, 10.625%, 2/15/2005                 2,173,500
            -------------------------------------------------------------------
 6,000,000  Marcus Cable Operating Co., Sr. Disc. Note, 0/13.50%, 8/1/2004         3,600,000
            -------------------------------------------------------------------
 7,500,000  Rogers Cablesystems Ltd., Sr. Secd. Note, 9.65%, 1/15/2014             4,391,164
            -------------------------------------------------------------------  -----------
                Total                                                             28,057,789
            -------------------------------------------------------------------  -----------
            CHEMICALS & PLASTICS--7.7%
            -------------------------------------------------------------------
 7,000,000  Arcadian Partners L.P., Sr. Note, Series B, 10.75%, 5/1/2005           6,947,500
            -------------------------------------------------------------------
 5,000,000  Foamex L.P., Sr. Sub. Deb., 11.875%, 10/1/2004                         4,825,000
            -------------------------------------------------------------------
12,000,000  G-I Holdings, Inc., Sr. Disc. Note, 11.375% accrual, 10/1/1998         7,740,000
            -------------------------------------------------------------------
 2,500,000  LaRoche Industries, Inc., Sr. Sub. Note, 13.00%, 8/15/2004             2,450,000
            -------------------------------------------------------------------
 5,000,000  Polymer Group, Inc., Sr. Note, 12.75%, 7/15/2002 (c)                   4,825,000
            -------------------------------------------------------------------
 3,000,000  UCC Investors Holdings, Inc., Sr. Sub. Note, 11.00%, 5/1/2003          3,022,500
            -------------------------------------------------------------------
 5,000,000  UCC Investors Holdings, Inc., Sub. Disc. Note, 0/12.00%, 5/1/2005      3,550,000
            -------------------------------------------------------------------
 2,750,000  Uniroyal Technology Corp., Sr. Secd. Note, 11.75%, 6/1/2003            2,323,750
            -------------------------------------------------------------------  -----------
                Total                                                             35,683,750
            -------------------------------------------------------------------  -----------
</TABLE>

                                       18
<PAGE>
FEDERATED HIGH YIELD TRUST
- ---------------------------------------------------------
<TABLE>
<CAPTION>
PRINCIPAL
AMOUNT OR
  SHARES                                                                            VALUE
- ----------  -------------------------------------------------------------------  -----------
<C>         <S>                                                                  <C>
CORPORATE BONDS--CONTINUED
- -------------------------------------------------------------------------------
            CLOTHING & TEXTILES--1.6%
            -------------------------------------------------------------------
$8,125,000  WestPoint Stevens, Inc., Sr. Sub. Deb., 9.375%, 12/15/2002           $ 7,596,875
            -------------------------------------------------------------------  -----------
            CONGLOMERATES--2.6%
            -------------------------------------------------------------------
 4,000,000  Fairchild Industries, Sr. Secd. Note, 12.25%, 2/1/1999                 3,960,000
            -------------------------------------------------------------------
 4,200,000  Sherritt Gordon Ltd., Sr. Note, 9.75%, 4/1/2003                        4,163,250
            -------------------------------------------------------------------
 1,000,000  Sherritt, Inc., Deb., 10.50%, 3/31/2014                                  990,000
            -------------------------------------------------------------------
 5,000,000  Walter Industries, Inc., Sub. Deb., 17.00%, 1/1/1996 (b)               3,125,000
            -------------------------------------------------------------------  -----------
                Total                                                             12,238,250
            -------------------------------------------------------------------  -----------
            CONSUMER PRODUCTS--0.9%
            -------------------------------------------------------------------
 4,750,000  Playtex Family Products Corp., Sr. Sub. Note, 9.00%, 12/15/2003        4,364,063
            -------------------------------------------------------------------  -----------
            CONTAINER & GLASS PRODUCTS--5.0%
            -------------------------------------------------------------------
 1,260,000  Kane Industries, Inc., Sr. Sub. Disc. Note, 8.00%, 2/1/1998 (b)(c)             0
            -------------------------------------------------------------------
 2,900,000  Owens-Illinois, Inc., Note, 10.00%, 8/1/2002                           2,918,125
            -------------------------------------------------------------------
 1,000,000  Owens-Illinois, Inc., Sr. Amort. Deb., 11.00%, 12/1/2003               1,077,500
            -------------------------------------------------------------------
 5,000,000  Owens-Illinois, Inc., Sr. Sub. Note, 10.50%, 6/15/2002                 5,125,000
            -------------------------------------------------------------------
 4,000,000  Owens-Illinois, Inc., Sr. Sub. Note, 9.75%, 8/15/2004                  3,950,000
            -------------------------------------------------------------------
 1,000,000  Owens-Illinois, Inc., Sr. Sub. Note, 9.95%, 10/15/2004                   992,500
            -------------------------------------------------------------------
   500,000  Plastic Containers, Inc., Sr. Secd. Note, 10.75%, 4/1/2001               502,500
            -------------------------------------------------------------------
 2,000,000  Silgan Corp., Sr. Sub. Note, 11.75%, 6/15/2002                         2,092,500
            -------------------------------------------------------------------
 4,750,000  Silgan Holdings, Inc., Sr. Disc. Deb., 0/13.25%, 12/15/2002            4,227,500
            -------------------------------------------------------------------
 2,250,000  U.S. Can Co., Sr. Sub. Note, 13.50%, 1/15/2002                         2,480,625
            -------------------------------------------------------------------  -----------
                Total                                                             23,366,250
            -------------------------------------------------------------------  -----------
            COSMETICS & TOILETRIES--1.8%
            -------------------------------------------------------------------
 2,000,000  Revlon Consumer Products Corp., Sr. Sub. Note, 10.50%, 2/15/2003       1,880,000
            -------------------------------------------------------------------
10,500,000  Revlon Worldwide Corp., Sr. Secd. Note, Series B, 12.00% accrual,
            3/15/1998                                                              6,365,625
            -------------------------------------------------------------------  -----------
                Total                                                              8,245,625
            -------------------------------------------------------------------  -----------
</TABLE>

                                       19
<PAGE>
FEDERATED HIGH YIELD TRUST
- ---------------------------------------------------------
<TABLE>
<CAPTION>
PRINCIPAL
AMOUNT OR
  SHARES                                                                            VALUE
- ----------  -------------------------------------------------------------------  -----------
<C>         <S>                                                                  <C>
CORPORATE BONDS--CONTINUED
- -------------------------------------------------------------------------------
            ECOLOGICAL SERVICES & EQUIPMENT--2.8%
            -------------------------------------------------------------------
$4,625,000  Allied Waste Industries, Inc., Sr. Sub. Note, 12.00%, 2/1/2004       $ 4,578,750
            -------------------------------------------------------------------
 4,000,000  ICF Kaiser International, Inc., Sr. Sub. Note, 12.00%, 12/31/2003      3,660,000
            -------------------------------------------------------------------
 4,500,000  Mid-American Waste Systems, Inc., Sr. Sub. Note, 12.25%, 2/15/2003     4,623,750
            -------------------------------------------------------------------  -----------
                Total                                                             12,862,500
            -------------------------------------------------------------------  -----------
            FARMING & AGRICULTURE--0.6%
            -------------------------------------------------------------------
 3,000,000  Spreckels Industries, Inc., Sr. Secd. Note, 11.50%, 9/1/2000           2,925,000
            -------------------------------------------------------------------  -----------
            FOOD & DRUG RETAILERS--2.9%
            -------------------------------------------------------------------
 8,500,000  Grand Union Co., Sr. Sub. Note, 12.25%, 7/15/2002 (b)                  2,592,500
            -------------------------------------------------------------------
 5,975,000  Pathmark Stores, Inc., Sr. Sub. Note, 9.625%, 5/1/2003                 5,616,500
            -------------------------------------------------------------------
 5,350,000  Penn Traffic Co., Sr. Sub. Note, 9.625%, 4/15/2005                     5,042,375
            -------------------------------------------------------------------  -----------
                Total                                                             13,251,375
            -------------------------------------------------------------------  -----------
            FOOD PRODUCTS--3.6%
            -------------------------------------------------------------------
 4,725,000  Curtice-Burns Foods, Inc., Sr. Sub. Note, 12.25%, 2/1/2005             4,925,813
            -------------------------------------------------------------------
 4,500,000  Doskocil Cos., Inc., Sr. Sub. Note, 9.75%, 7/15/2000                   4,095,000
            -------------------------------------------------------------------
 1,000,000  PMI Acquisition Corp., Sr. Sub. Note, 10.25%, 9/1/2003                   967,500
            -------------------------------------------------------------------
 6,000,000  Specialty Foods Acquisition Corp., Sr. Secd. Disc. Deb., 0/13.00%,
            8/15/2005                                                              3,060,000
            -------------------------------------------------------------------
 3,750,000  Specialty Foods Corp., Sr. Sub. Note, 11.25%, 8/15/2003                3,618,750
            -------------------------------------------------------------------  -----------
                Total                                                             16,667,063
            -------------------------------------------------------------------  -----------
            FOOD SERVICES--1.9%
            -------------------------------------------------------------------
 6,000,000  Flagstar Corp., Sr. Note, 10.875%, 12/1/2002                           5,872,500
            -------------------------------------------------------------------
 3,250,000  Flagstar Corp., Sr. Sub. Deb., 11.25%, 11/1/2004                       2,770,625
            -------------------------------------------------------------------  -----------
                Total                                                              8,643,125
            -------------------------------------------------------------------  -----------
            FOREST PRODUCTS--4.2%
            -------------------------------------------------------------------
 1,875,000  Container Corp. of America, Sr. Note, 11.25%, 5/1/2004                 1,982,813
            -------------------------------------------------------------------
 1,000,000  Container Corp. of America, Sr. Note, 9.75%, 4/1/2003                    982,500
            -------------------------------------------------------------------
</TABLE>

                                       20
<PAGE>
FEDERATED HIGH YIELD TRUST
- ---------------------------------------------------------
<TABLE>
<CAPTION>
PRINCIPAL
AMOUNT OR
  SHARES                                                                            VALUE
- ----------  -------------------------------------------------------------------  -----------
<C>         <S>                                                                  <C>
CORPORATE BONDS--CONTINUED
- -------------------------------------------------------------------------------
            FOREST PRODUCTS--CONTINUED
            -------------------------------------------------------------------
$1,000,000  Domtar, Inc., Deb., 11.25%, 9/15/2017                                $ 1,030,000
            -------------------------------------------------------------------
 4,500,000  Domtar, Inc., Note, 12.00%, 4/15/2001                                  4,882,500
            -------------------------------------------------------------------
 1,750,000  Repap Wisconsin, Inc., 2nd Priority Sr. Secd. Note, 9.875%,
            5/1/2006                                                               1,618,750
            -------------------------------------------------------------------
 1,000,000  S. D. Warren Company, Sr. Sub. Note, 12.00%, 12/15/2004 (c)            1,062,500
            -------------------------------------------------------------------
   500,000  Stone Container Corp., 1st Mtg. Note, 10.75%, 10/1/2002                  520,000
            -------------------------------------------------------------------
 7,500,000  Stone Container Corp., Sr. Note, 9.875%, 2/1/2001                      7,378,125
            -------------------------------------------------------------------  -----------
                Total                                                             19,457,188
            -------------------------------------------------------------------  -----------
            HEALTHCARE--2.9%
            -------------------------------------------------------------------
 3,053,572  AmeriSource Corp., Sr. PIK Deb., 11.25%, 7/15/2005                     3,259,688
            -------------------------------------------------------------------
 1,500,000  Hillhaven Corp., Sr. Sub. Note, 10.125%, 9/1/2001                      1,533,750
            -------------------------------------------------------------------
 1,750,000  National Medical Enterprises, Inc., Sr. Note, 9.625%, 9/1/2002         1,787,188
            -------------------------------------------------------------------
 4,200,000  National Medical Enterprises, Inc., Sr. Sub. Note, 10.125%,
            3/1/2005                                                               4,294,500
            -------------------------------------------------------------------
 2,375,000  Surgical Health Corp., Sr. Sub. Note, 11.50%, 7/15/2004                2,600,625
            -------------------------------------------------------------------  -----------
                Total                                                             13,475,751
            -------------------------------------------------------------------  -----------
            HOME PRODUCTS & FURNISHINGS--3.1%
            -------------------------------------------------------------------
 1,250,000  American Standard, Inc., Sr. Deb., 11.375%, 5/15/2004                  1,359,375
            -------------------------------------------------------------------
10,500,000  American Standard, Inc., Sr. Sub. Disc. Deb., 0/10.50%, 6/1/2005       7,205,625
            -------------------------------------------------------------------
 2,250,000  Nortek, Inc., Sr. Sub. Note, 9.875%, 3/1/2004                          2,058,750
            -------------------------------------------------------------------
 4,000,000  Triangle Pacific Corp., Sr. Note, 10.50%, 8/1/2003                     3,940,000
            -------------------------------------------------------------------  -----------
                Total                                                             14,563,750
            -------------------------------------------------------------------  -----------
            HOTELS, MOTELS, INNS & CASINOS--0.7%
            -------------------------------------------------------------------
 3,000,000  Motels of America, Inc., Sr. Sub. Note, 12.00%, 4/15/2004              3,075,000
            -------------------------------------------------------------------  -----------
            INDUSTRIAL PRODUCTS & EQUIPMENT--1.9%
            -------------------------------------------------------------------
 3,250,000  Fairfield Manufacturing Co., Inc., Sr. Sub. Note, 11.375%, 7/1/2001    3,103,750
            -------------------------------------------------------------------
 2,250,000  Pace Industries, Inc., Sr. Note, 10.625%, 12/1/2002                    2,075,625
            -------------------------------------------------------------------
</TABLE>

                                       21
<PAGE>
FEDERATED HIGH YIELD TRUST
- ---------------------------------------------------------
<TABLE>
<CAPTION>
PRINCIPAL
AMOUNT OR
  SHARES                                                                            VALUE
- ----------  -------------------------------------------------------------------  -----------
<C>         <S>                                                                  <C>
CORPORATE BONDS--CONTINUED
- -------------------------------------------------------------------------------
            INDUSTRIAL PRODUCTS & EQUIPMENT--CONTINUED
            -------------------------------------------------------------------
$3,500,000  Truck Components, Inc., Sr. Note, 12.25%, 6/30/2001                  $ 3,640,000
            -------------------------------------------------------------------  -----------
                Total                                                              8,819,375
            -------------------------------------------------------------------  -----------
            LEISURE & ENTERTAINMENT--2.6%
            -------------------------------------------------------------------
 2,750,000  Affinity Group, Inc., Sr. Sub. Note, 11.50%, 10/15/2003                2,609,063
            -------------------------------------------------------------------
10,500,000  Viacom, Inc., Sub. Deb., 8.00%, 7/7/2006                               9,476,250
            -------------------------------------------------------------------  -----------
                Total                                                             12,085,313
            -------------------------------------------------------------------  -----------
            MACHINERY & EQUIPMENT--1.5%
            -------------------------------------------------------------------
 2,250,000  Primeco Inc., Sr. Sub. Note, 12.75%, 3/1/2005                          2,289,375
            -------------------------------------------------------------------
 4,500,000  Waters Corp., Sr. Sub. Note, 12.75%, 9/30/2004                         4,590,000
            -------------------------------------------------------------------  -----------
                Total                                                              6,879,375
            -------------------------------------------------------------------  -----------
            OIL & GAS--3.4%
            -------------------------------------------------------------------
 3,250,000  Falcon Drilling Co., Inc., Sr. Note, 9.75%, 1/15/2001                  3,107,813
            -------------------------------------------------------------------
 3,500,000  Giant Industries, Inc., Sr. Sub. Note, 9.75%, 11/15/2003               3,202,500
            -------------------------------------------------------------------
 2,250,000  H.S. Resources, Inc., Sr. Sub. Note, 9.875%, 12/1/2003                 2,126,250
            -------------------------------------------------------------------
 2,300,000  Mesa Capital Corp., Note, 0/12.75%, 6/30/1998                          2,162,000
            -------------------------------------------------------------------
 2,000,000  Triton Energy Corp., Sr. Sub. Disc. Note, 0/9.75%, 12/15/2000          1,615,000
            -------------------------------------------------------------------
 3,550,000  WRT Energy Corporation, Unit, 13.875%, 3/1/2002                        3,550,000
            -------------------------------------------------------------------  -----------
                Total                                                             15,763,563
            -------------------------------------------------------------------  -----------
            PRINTING & PUBLISHING--1.8%
            -------------------------------------------------------------------
 4,500,000  Affiliated Newspapers, Sr. Disc. Note, 0/13.25%, 7/1/2006              2,250,000
            -------------------------------------------------------------------
 1,250,000  American Media Operations, Inc., Sr. Sub. Note, 11.625%, 11/15/2004    1,331,250
            -------------------------------------------------------------------
 2,625,000  Garden State Newspapers, Inc., Sr. Sub. Note, 12.00%, 7/1/2004         2,575,781
            -------------------------------------------------------------------
 2,750,000  Webcraft Technologies, Inc., Sr. Sub. Note, 9.375%, 2/15/2002          2,437,188
            -------------------------------------------------------------------  -----------
                Total                                                              8,594,219
            -------------------------------------------------------------------  -----------
            RETAILERS--2.1%
            -------------------------------------------------------------------
 4,200,000  Brylane Capital Corp., Sr. Sub. Note, 10.00%, 9/1/2003                 4,158,000
            -------------------------------------------------------------------
</TABLE>

                                       22
<PAGE>
FEDERATED HIGH YIELD TRUST
- ---------------------------------------------------------
<TABLE>
<CAPTION>
PRINCIPAL
AMOUNT OR
  SHARES                                                                            VALUE
- ----------  -------------------------------------------------------------------  -----------
<C>         <S>                                                                  <C>
CORPORATE BONDS--CONTINUED
- -------------------------------------------------------------------------------
            RETAILERS--CONTINUED
            -------------------------------------------------------------------
$2,500,000  Hosiery Corp. of America, Inc., Unit, 13.75%, 8/1/2002 (c)           $ 2,375,000
            -------------------------------------------------------------------
 3,000,000  ICON Health & Fitness, Inc., Unit, 13.00%, 7/15/2002 (c)               3,135,000
            -------------------------------------------------------------------  -----------
                Total                                                              9,668,000
            -------------------------------------------------------------------  -----------
            SERVICES--0.8%
            -------------------------------------------------------------------
 3,975,000  Solon Automated Services, Inc., Sr. Note, 12.75%, 7/15/2001            3,776,250
            -------------------------------------------------------------------  -----------
            STEEL--6.7%
            -------------------------------------------------------------------
 4,650,000  Acme Metals, Inc., Sr. Secd. Disc. Note, 0/13.50%, 8/1/2004            3,464,250
            -------------------------------------------------------------------
 2,250,000  Armco, Inc., Sr. Note, 11.375%, 10/15/1999                             2,261,250
            -------------------------------------------------------------------
 3,000,000  Armco, Inc., Sr. Note, 9.375%, 11/1/2000                               2,775,000
            -------------------------------------------------------------------
 3,500,000  Bayou Steel Corp., 1st Mtg. Note, 10.25%, 3/1/2001                     3,211,250
            -------------------------------------------------------------------
 4,250,000  Carbide/Graphite Group, Sr. Note, 11.50%, 9/1/2003                     4,451,875
            -------------------------------------------------------------------
 5,000,000  EnviroSource, Inc., Sr. Note, 9.75%, 6/15/2003                         4,475,000
            -------------------------------------------------------------------
 4,400,000  GS Technologies Operating Co., Inc., Sr. Note, 12.00%, 9/1/2004        4,526,500
            -------------------------------------------------------------------
 3,000,000  Geneva Steel Co., Sr. Note, 11.125%, 3/15/2001                         2,850,000
            -------------------------------------------------------------------
 3,000,000  Northwestern Steel & Wire Co., Sr. Note, 9.50%, 6/15/2001              2,790,000
            -------------------------------------------------------------------  -----------
                Total                                                             30,805,125
            -------------------------------------------------------------------  -----------
            SURFACE TRANSPORTATION--2.8%
            -------------------------------------------------------------------
 3,000,000  Gearbulk Holding Limited, Sr. Note, 11.25%, 12/1/2004                  3,150,000
            -------------------------------------------------------------------
 3,500,000  Sea Containers Ltd., Sr. Note, 9.50%, 7/1/2003                         3,220,000
            -------------------------------------------------------------------
   775,000  Sea Containers Ltd., Sr. Sub. Deb., Series B, 12.50%, 12/1/2004          809,875
            -------------------------------------------------------------------
 3,125,000  Trans Ocean Container Corp., Sr. Sub. Note, 12.25%, 7/1/2004           3,015,625
            -------------------------------------------------------------------
 3,000,000  Trism, Inc., Sr. Sub. Note, 10.75%, 12/15/2000                         2,955,000
            -------------------------------------------------------------------  -----------
                Total                                                             13,150,500
            -------------------------------------------------------------------  -----------
            TECHNOLOGY SERVICES--0.4%
            -------------------------------------------------------------------
 2,200,000  Computervision Corp., Sr. Sub. Note, 11.375%, 8/15/1999                2,013,000
            -------------------------------------------------------------------  -----------
</TABLE>

                                       23
<PAGE>
FEDERATED HIGH YIELD TRUST
- ---------------------------------------------------------
<TABLE>
<CAPTION>
PRINCIPAL
AMOUNT OR
  SHARES                                                                            VALUE
- ----------  -------------------------------------------------------------------  -----------
<C>         <S>                                                                  <C>
CORPORATE BONDS--CONTINUED
- -------------------------------------------------------------------------------
            TELECOMMUNICATIONS & CELLULAR--2.4%
            -------------------------------------------------------------------
$3,000,000  NEXTEL Communications, Inc., Sr. Disc. Note, 0/11.50%, 9/1/2003      $ 1,312,500
            -------------------------------------------------------------------
 4,000,000  NEXTEL Communications, Inc., Sr. Disc. Note, 0/9.75%, 8/15/2004        1,580,000
            -------------------------------------------------------------------
 6,250,000  PanAmSat, L.P., Sr. Sub. Disc. Note, 0/11.375%, 8/1/2003               4,156,250
            -------------------------------------------------------------------
 4,750,000  USA Mobile Communications, Inc., Sr. Note, 9.50%, 2/1/2004             4,096,875
            -------------------------------------------------------------------  -----------
                Total                                                             11,145,625
            -------------------------------------------------------------------  -----------
            UTILITIES--1.4%
            -------------------------------------------------------------------
 8,500,000  California Energy Co., Inc., Sr. Disc. Note, 0/10.25%, 1/15/2004       6,332,500
            -------------------------------------------------------------------  -----------
              TOTAL CORPORATE BONDS (IDENTIFIED COST $432,564,540)               408,468,038
            -------------------------------------------------------------------  -----------
COMMON STOCKS--0.5%
- -------------------------------------------------------------------------------
            BUILDING & DEVELOPMENT--0.0%
            -------------------------------------------------------------------
     3,080  Atlantic Gulf Communities Corp.                                           27,720
            -------------------------------------------------------------------
     2,342  Atlantic Gulf Communities Corp., Warrants                                    805
            -------------------------------------------------------------------  -----------
                Total                                                                 28,525
            -------------------------------------------------------------------  -----------
            BUSINESS EQUIPMENT & SERVICES--0.0%
            -------------------------------------------------------------------
     5,460  San Jacinto Holdings, Inc. (c)                                             2,730
            -------------------------------------------------------------------  -----------
            CHEMICALS & PLASTICS--0.1%
            -------------------------------------------------------------------
    14,862  UCC Investors Holdings, Inc. (c)                                         178,344
            -------------------------------------------------------------------
    27,500  Uniroyal Technology Corp., Warrants                                       65,313
            -------------------------------------------------------------------  -----------
                Total                                                                243,657
            -------------------------------------------------------------------  -----------
            CONGLOMERATES--0.2%
            -------------------------------------------------------------------
   722,871  Triton Group Ltd.                                                        948,768
            -------------------------------------------------------------------  -----------
            CONTAINER & GLASS PRODUCTS--0.0%
            -------------------------------------------------------------------
    53,400  Kane Industries, Inc., Warrants (b)(c)                                         0
            -------------------------------------------------------------------  -----------
            FARMING & AGRICULTURE--0.2%
            -------------------------------------------------------------------
   114,545  Spreckels Industries, Inc., Class A                                    1,152,605
            -------------------------------------------------------------------  -----------
</TABLE>

                                       24
<PAGE>
FEDERATED HIGH YIELD TRUST
- ---------------------------------------------------------
<TABLE>
<CAPTION>
PRINCIPAL
AMOUNT OR
  SHARES                                                                            VALUE
- ----------  -------------------------------------------------------------------  -----------
<C>         <S>                                                                  <C>
COMMON STOCKS--CONTINUED
- -------------------------------------------------------------------------------
            PRINTING & PUBLISHING--0.0%
            -------------------------------------------------------------------
     4,500  Affiliated Newspapers                                                $   112,500
            -------------------------------------------------------------------  -----------
              TOTAL COMMON STOCKS (IDENTIFIED COST $10,283,519)                    2,488,785
            -------------------------------------------------------------------  -----------
U.S. TREASURY SECURITIES--6.0%
- -------------------------------------------------------------------------------
            U.S. TREASURY NOTES--6.0%
            -------------------------------------------------------------------
$6,000,000  United States Treasury Note, 7.25%, 2/15/1998                          6,056,340
            -------------------------------------------------------------------
11,000,000  United States Treasury Note, 7.50%, 1/31/1997                         11,144,980
            -------------------------------------------------------------------
 5,000,000  United States Treasury Note, 7.75%, 1/31/2000                          5,140,500
            -------------------------------------------------------------------
 5,000,000  United States Treasury Note, 9.00%, 5/15/1998                          5,292,850
            -------------------------------------------------------------------  -----------
              TOTAL U.S. TREASURY SECURITIES (IDENTIFIED COST $27,329,456)        27,634,670
            -------------------------------------------------------------------  -----------
(A) REPURCHASE AGREEMENT--7.4%
- -------------------------------------------------------------------------------
34,480,000  J.P. Morgan & Co., Inc., 6.13%, dated 2/28/1995, due 3/1/1995 (at
            amortized cost)                                                       34,480,000
            -------------------------------------------------------------------  -----------
              TOTAL INVESTMENTS (IDENTIFIED COST, $504,657,515)                  $473,071,493(D)
            -------------------------------------------------------------------  -----------
                                                                                 -----------
<FN>
(a)  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 a joint
    account with other Federated funds.
(b) Non-income producing security.
(c) Indicates private  placement securities held  at February 28,  1995, with  a
    total market value of $11,578,574, which represent 2.5% of total net assets.
(d)  The cost of  investments for federal tax  purposes amounts to $505,607,371.
    The unrealized  appreciation/depreciation of  investments on  a federal  tax
    basis  amounts to $32,535,878 which  is comprised of $4,740,962 appreciation
    and $37,276,840 depreciation at February 28, 1995.
Note: The categories  of investments  are shown as  a percentage  of net  assets
      ($464,604,305) at February 28, 1995.
</TABLE>

<TABLE>
<S>        <C>
The following abbreviation(s) are used throughout this portfolio:
PIK        --Payment in Kind
</TABLE>

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

                                       25
<PAGE>
FEDERATED HIGH YIELD TRUST
NOTES TO PORTFOLIO OF INVESTMENTS
FEBRUARY 28, 1995
- --------------------------------------------------------------------------------
WALTER INDUSTRIES INC. (ALSO KNOWN AS GEORGIA MARBLE CO.; FORMERLY JIM WALTER
CORP.)

On  March  17,  1995,  Walter  Industries  exited  from  Chapter  11  bankruptcy
protection. The  distribution of  new  securities in  exchange for  the  Trust's
debentures is pending.

KANE INDUSTRIES, INC.

On  March 18,  1994, Kane  Industries, Inc., along  with two  of its affiliates,
Kane, Inc. and Alford Industries, Inc., filed for protection under Chapter 11 of
the U.S. Bankruptcy Code.  The Trust's investment adviser  is unable to  predict
the outcome or timing of these proceedings.

GRAND UNION COMPANY

On  January 25, 1995,  the Grand Union  Company announced that  it had filed for
protection under Chapter 11 of the U.S. Bankruptcy Code. The Trust's  investment
adviser is unable to predict the outcome or timing of these proceedings.

                                       26
<PAGE>
FEDERATED HIGH YIELD TRUST
STATEMENT OF ASSETS AND LIABILITIES

FEBRUARY 28, 1995
- --------------------------------------------------------------------------------

<TABLE>
<S>                                                                                <C>
ASSETS:
- --------------------------------------------------------------------------------
Investments in securities, at value (identified cost $504,657,515 and tax cost
$505,607,371))                                                                     $473,071,493
- --------------------------------------------------------------------------------
Cash                                                                                         88
- --------------------------------------------------------------------------------
Income receivable                                                                     8,924,409
- --------------------------------------------------------------------------------
Receivable for investments sold                                                       1,390,000
- --------------------------------------------------------------------------------
Receivable for shares sold                                                            2,778,794
- --------------------------------------------------------------------------------   ------------
    Total assets                                                                    486,164,784
- --------------------------------------------------------------------------------
LIABILITIES:
- --------------------------------------------------------------------------------
</TABLE>

<TABLE>
<S>                                                                      <C>           <C>
Payable for investments purchased                                        $18,879,319
- ----------------------------------------------------------------------
Payable for shares redeemed                                                1,063,678
- ----------------------------------------------------------------------
Income distribution payable                                                1,477,600
- ----------------------------------------------------------------------
Accrued expenses                                                             139,882
- ----------------------------------------------------------------------   -----------
</TABLE>

<TABLE>
<S>                                                                      <C>           <C>
    Total liabilities                                                                    21,560,479
- -----------------------------------------------------------------------------------    ------------
NET ASSETS for 54,220,503 shares outstanding                                           $464,604,305
- -----------------------------------------------------------------------------------    ------------
                                                                                       ------------
NET ASSETS CONSISTS OF:
- -----------------------------------------------------------------------------------
Paid in capital                                                                        $524,506,965
- -----------------------------------------------------------------------------------
Net unrealized appreciation(depreciation) of investments and foreign
currency transactions                                                                   (31,589,600)
- -----------------------------------------------------------------------------------
Accumulated net realized gain(loss) on investments and foreign
currency transactions                                                                   (27,870,857)
- -----------------------------------------------------------------------------------
Distributions in excess of net investment income                                           (442,203)
- -----------------------------------------------------------------------------------    ------------
    Total Net Assets                                                                   $464,604,305
- -----------------------------------------------------------------------------------    ------------
                                                                                       ------------
NET ASSET VALUE, Offering Price and Redemption Proceeds Per Share:
- -----------------------------------------------------------------------------------
($464,604,305/54,220,503 SHARES OUTSTANDING)                                           $       8.57
- -----------------------------------------------------------------------------------    ------------
                                                                                       ------------
</TABLE>

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

                                       27
<PAGE>
FEDERATED HIGH YIELD TRUST
STATEMENT OF OPERATIONS
YEAR ENDED FEBRUARY 28, 1995
- --------------------------------------------------------------------------------

<TABLE>
<S>                                                            <C>         <C>
INVESTMENT INCOME:
- -------------------------------------------------------------------------------------
Interest                                                                   $41,102,902
- -----------------------------------------------------------------------
EXPENSES:
- -----------------------------------------------------------------------
Investment advisory fee                                        $2,922,038
- ------------------------------------------------------------
Administrative personnel and services fee                       295,457
- ------------------------------------------------------------
Custodian fees                                                  133,455
- ------------------------------------------------------------
Transfer agent and dividend disbursing agent fees and
expenses                                                         74,111
- ------------------------------------------------------------
Trustees' fees                                                   11,244
- ------------------------------------------------------------
Auditing fees                                                    24,000
- ------------------------------------------------------------
Legal fees                                                       12,980
- ------------------------------------------------------------
Portfolio accounting fees                                        49,839
- ------------------------------------------------------------
Shareholder services fee                                        586,690
- ------------------------------------------------------------
Share registration costs                                         19,693
- ------------------------------------------------------------
Printing and postage                                             29,839
- ------------------------------------------------------------
Insurance premiums                                               10,947
- ------------------------------------------------------------
Taxes                                                            13,991
- ------------------------------------------------------------
Miscellaneous                                                     7,312
- ------------------------------------------------------------   --------
    Total expenses                                             4,191,596
- ------------------------------------------------------------
Deduct--Waiver of investment advisory fee                       867,430
- ------------------------------------------------------------   --------
    Net expenses                                                            3,324,166
- -----------------------------------------------------------------------    ----------
      Net investment income                                                37,778,736
- -----------------------------------------------------------------------    ----------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
- -----------------------------------------------------------------------
Net realized gain (loss) on investments and foreign currency
transactions                                                               (4,773,544)
- -----------------------------------------------------------------------
Net change in unrealized appreciation (depreciation) on investments and
foreign currency transactions                                              (33,406,182)
- -----------------------------------------------------------------------    ----------
    Net realized and unrealized gain (loss) on investments and foreign
    currency transactions                                                  (38,179,726)
- -----------------------------------------------------------------------    ----------
      Change in net assets resulting from operations                       $ (400,990)
- -----------------------------------------------------------------------    ----------
                                                                           ----------
<FN>
(See Notes which are an integral part of the Financial Statements)
</TABLE>

                                       28
<PAGE>
FEDERATED HIGH YIELD TRUST

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

<TABLE>
<CAPTION>
                                                                                 YEAR ENDED FEBRUARY 28,
                                                                              ------------------------------
                                                                                  1995             1994
                                                                              -------------    -------------
<S>                                                                           <C>              <C>
INCREASE (DECREASE) IN NET ASSETS:
- ---------------------------------------------------------------------------
OPERATIONS--
- ---------------------------------------------------------------------------
Net investment income                                                         $  37,778,736    $  39,253,901
- ---------------------------------------------------------------------------
Net realized gain (loss) on investments and foreign currency transactions
($1,456,604, net loss, and $6,960,443, net gain, respectively, as computed
for federal income tax purposes)                                                 (4,773,544)       8,764,555
- ---------------------------------------------------------------------------
Net change in unrealized appreciation/depreciation on investments and
foreign currency transactions                                                   (33,406,182)       8,262,255
- ---------------------------------------------------------------------------   -------------    -------------
Change in assets resulting from operations                                         (400,990)      56,280,711
- ---------------------------------------------------------------------------   -------------    -------------
DISTRIBUTIONS TO SHAREHOLDERS--
- ---------------------------------------------------------------------------
Distributions from net investment income                                        (37,778,736)     (39,699,282)
- ---------------------------------------------------------------------------
Distributions in excess of net investment income                                   (428,915)               0
- ---------------------------------------------------------------------------   -------------    -------------
  Change in net assets resulting from distributions to shareholders             (38,207,651)     (39,699,282)
- ---------------------------------------------------------------------------
SHARE TRANSACTIONS--
- ---------------------------------------------------------------------------
Proceeds from sale of Shares                                                    629,838,185      576,417,640
- ---------------------------------------------------------------------------
Net asset value of Shares issued to shareholders in payment of
distributions declared                                                           20,569,292       21,954,239
- ---------------------------------------------------------------------------
Cost of Shares redeemed                                                        (579,239,706)    (537,290,888)
- ---------------------------------------------------------------------------   -------------    -------------
    Change in net assets resulting from share transactions                       71,167,771       61,080,991
- ---------------------------------------------------------------------------   -------------    -------------
        Change in net assets                                                     32,559,130       77,662,420
- ---------------------------------------------------------------------------
NET ASSETS:
- ---------------------------------------------------------------------------
Beginning of period                                                             432,045,175      354,382,755
- ---------------------------------------------------------------------------   -------------    -------------
End of period                                                                 $ 464,604,305    $ 432,045,175
- ---------------------------------------------------------------------------   -------------    -------------
                                                                              -------------    -------------
<FN>

(See Notes which are an integral part of the Financial Statements)
</TABLE>

                                       29
<PAGE>
FEDERATED HIGH YIELD TRUST

NOTES TO FINANCIAL STATEMENTS
FEBRUARY 28, 1995
- --------------------------------------------------------------------------------

1. ORGANIZATION

Federated  High Yield  Trust (the  "Trust") is  registered under  the Investment
Company Act  of  1940,  as  amended (the  "Act"),  as  a  diversified,  open-end
management investment company.

2. SIGNIFICANT ACCOUNTING POLICIES

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

    INVESTMENT  VALUATIONS--Listed corporate  bonds (and other  fixed income and
    asset-backed securities), unlisted securities and short-term obligations and
    private placement securities are generally valued at the prices provided  by
    an  independent pricing service. Listed equity  securities are valued at the
    last sale  price  reported  on  national  securities  exchanges.  Short-term
    securities  with remaining maturities of  sixty days or less  at the time of
    purchase may be stated at amortized cost, which approximates value.

    REPURCHASE AGREEMENTS--It  is  the  policy  of  the  Trust  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 Trust  to
    monitor,  on a daily basis, the  market value of each repurchase agreement's
    collateral to  ensure that  the  value of  collateral  at least  equals  the
    repurchase price to be paid under the repurchase agreement transaction.

    The  Trust will only  enter into repurchase agreements  with banks and other
    recognized financial institutions, such as broker/dealers, which are  deemed
    by  the Trust's adviser to be creditworthy pursuant to the guidelines and/or
    standards reviewed or established by the Board of Trustees (the "Trustees").
    Risks may arise from the potential inability of counterparties to honor  the
    terms of the repurchase agreement. Accordingly, the Trust could receive less
    than the repurchase price on the sale of collateral securities.

    INVESTMENT INCOME, EXPENSES, AND DISTRIBUTIONS--Interest income and expenses
    are  accrued daily. Bond premium and  discount, if applicable, are amortized
    as required by the Internal Revenue Code, as amended (the "Code").  Dividend
    income  and distributions  to shareholders  are recorded  on the ex-dividend
    date. Distributions are determined in accordance with income tax regulations
    which may  differ  from  generally  accepted  accounting  principles.  These
    distributions  do not represent  a return of capital  for federal income tax
    purposes.

                                       30
<PAGE>
FEDERATED HIGH YIELD TRUST
- --------------------------------------------------------------------------------

    FEDERAL TAXES--It is the Trust's policy to comply with the provisions of the
    Code applicable  to  regulated investment  companies  and to  distribute  to
    shareholders  each  year substantially  all of  its income.  Accordingly, no
    provisions for federal tax are  necessary. Additionally, net capital  losses
    of  $3,325,355, attributable to security transactions incurred after October
    31, 1994 are  treated as  arising on  March 1, 1995,  the first  day of  the
    Trust's  next taxable year. At February 28, 1995, the Trust, for federal tax
    purposes, had a capital loss carryforward of $24,374,244, which will  reduce
    the  Trust's  taxable  income  arising  from  future  net  realized  gain on
    investments, if any,  to the  extent permitted by  the Code,  and thus  will
    reduce the amount of the distributions to shareholders which would otherwise
    be necessary to relieve the Trust of any liability for federal tax. Pursuant
    to   the  Code,  such   capital  loss  carryforward   will  expire  in  1998
    ($5,075,478), 1999 ($11,012,464), 2000 ($6,829,698) and 2003 ($1,456,604).

    WHEN-ISSUED AND  DELAYED  DELIVERY  TRANSACTIONS--The Trust  may  engage  in
    when-issued  or delayed delivery transactions. The Trust records when-issued
    securities on  the trade  date and  maintains security  positions such  that
    sufficient  liquid  assets  will  be  available  to  make  payment  for  the
    securities purchased.  Securities  purchased  on a  when-issued  or  delayed
    delivery  basis are marked to market daily and begin earning interest on the
    settlement date.

    FOREIGN CURRENCY--The accounting records of the Trust are maintained in U.S.
    dollars. All assets and liabilities denominated in foreign currencies ("FC")
    are translated  into U.S.  dollars based  on the  rate of  exchange of  such
    currencies  against U.S.  dollars on  the date  of valuation.  Purchases and
    sales of  securities, income  and expenses  are translated  at the  rate  of
    exchange  quoted on the respective date that such transactions are recorded.
    Differences between income  and expense  amounts recorded  and collected  or
    paid  are adjusted when reported  by the custodian bank.  The Trust does not
    isolate that portion of the results of operations resulting from changes  in
    foreign  exchange rates  on investments  from the  fluctuations arising from
    changes in market prices of securities held. Such fluctuations are  included
    with the net realized and unrealized gain or loss from investments. Reported
    net  realized  foreign  exchange  gains  or  losses  arise  from  sales  and
    maturities of short-term securities, sales of FCs, currency gains or  losses
    realized  between the trade and settlement dates on securities transactions,
    the difference  between  the amounts  of  dividends, interest,  and  foreign
    withholding  taxes  recorded  on  the Trust's  books,  and  the  U.S. dollar
    equivalent of the amounts actually received or paid. Net unrealized  foreign
    exchange  gains and  losses arise  from changes in  the value  of assets and
    liabilities other  than  investments  in  securities  at  fiscal  year  end,
    resulting from changes in the exchange rate.

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

3. SHARES OF BENEFICIAL INTEREST

The  Declaration of Trust permits  the Trustees to issue  an unlimited number of
full and fractional shares of beneficial interest (without par value).

                                       31
<PAGE>
FEDERATED HIGH YIELD TRUST
- --------------------------------------------------------------------------------

Transactions in shares were as follows:

<TABLE>
<CAPTION>
                                                       YEAR ENDED FEBRUARY 28,
                                                    -----------------------------
                                                        1995            1994
- --------------------------------------------------  ------------   --------------
<S>                                                 <C>            <C>
Shares sold                                           72,545,518       62,036,140
- --------------------------------------------------
Shares issued to shareholders in payment of
dividends declared                                     2,380,438        2,356,256
- --------------------------------------------------
Shares redeemed                                      (66,300,129)     (57,724,385)
- --------------------------------------------------  ------------   --------------
  Net change resulting from Share transactions         8,625,827        6,668,011
- --------------------------------------------------  ------------   --------------
                                                    ------------   --------------
</TABLE>

4. INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES

INVESTMENT ADVISORY FEE--Federated  Management, the  Trust's investment  adviser
(the  "Adviser"), receives  for its services  an annual  investment advisory fee
equal to .75  of 1% of  the Trust's average  daily net assets.  The Adviser  may
voluntarily  choose  to waive  portion of  its  fee. The  Adviser can  modify or
terminate this voluntary waiver at any time at its sole discretion.

ADMINISTRATIVE  FEE--Federated  Administrative   Services  ("FAS"),  under   the
Administrative  Services  Agreement,  provides  the  Trust  with  administrative
personnel and services. The FAS fee is  based on the level of average  aggregate
daily net assets of all funds advised by subsidiaries of Federated Investors for
the   period.  The  administrative  fee  received   during  the  period  of  the
Administrative Services Agreement shall be  at least $125,000 per portfolio  and
$30,000 per each additional class of shares.

SHAREHOLDER  SERVICES FEE--Under the  terms of a  Shareholder Services Agreement
with Federated Shareholder Services ("FSS"), the Trust will pay FSS up to .25 of
1% of average  daily net  assets of the  Trust for  the period. This  fee is  to
obtain  certain  services  for  shareholders  and  to  maintain  the shareholder
accounts.

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

PORTFOLIO ACCOUNTING FEES--FServ also maintains the Trust's accounting  records,
for  which it  receives a  fee. The  fee is  based on  the level  of the Trust's
average net assets for the period, plus out-of-pocket expenses.

GENERAL--Certain of the  Officers and  Trustees of  the Trust  are Officers  and
Trustees of the above companies.

                                       32
<PAGE>
FEDERATED HIGH YIELD TRUST
- --------------------------------------------------------------------------------

5. INVESTMENT TRANSACTIONS

Purchases  and sales  of investments,  excluding short-term  securities, for the
fiscal year ended February 28, 1995, were as follows:

<TABLE>
<S>                                                 <C>
- --------------------------------------------------
PURCHASES                                           $404,755,110
- --------------------------------------------------  ------------
SALES                                               $363,522,094
- --------------------------------------------------  ------------
</TABLE>

                                       33
<PAGE>
REPORT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS
- ---------------------------------------------------------

To the Trustees and Shareholders of
FEDERATED HIGH YIELD TRUST:

We have  audited  the  accompanying  statement  of  assets  and  liabilities  of
Federated  High  Yield  Trust, including  the  portfolio of  investments,  as of
February 28, 1995,  and the related  statement of operations  for the year  then
ended,  the statement of changes in net assets  for each of the two years in the
period then ended, and the financial highlights (see page 2 of this  prospectus)
for  each of the ten years in  the period then ended. These financial statements
and financial highlights are the  responsibility of the Trust's management.  Our
responsibility  is  to  express an  opinion  on these  financial  statements and
financial highlights based on our audits.

We  conducted  our  audits  in  accordance  with  generally  accepted   auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable assurance  about  whether  the  financial  statements  and  financial
highlights  are free of material misstatement. An audit includes examining, on a
test basis, evidence  supporting the  amounts and disclosures  in the  financial
statements.  Our  procedures included  confirmation  of securities  owned  as of
February 28, 1995, by  correspondence with the custodian  and brokers. 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, the  financial statements and  financial highlights referred to
above present  fairly,  in all  material  respects, the  financial  position  of
Federated  High Yield Trust at February 28,  1995, the results of its operations
for the year then ended, the changes in its net assets for each of the two years
in the period then ended, and the financial highlights for each of the ten years
in the  period then  ended,  in conformity  with generally  accepted  accounting
principles.

                                                               ERNST & YOUNG LLP

Pittsburgh, Pennsylvania
April 13, 1995

                                       34
<PAGE>
APPENDIX
- --------------------------------------------------------------------------------

STANDARD & POOR'S RATINGS GROUP ("S&P") CORPORATE BOND RATING DEFINITIONS


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

AA--Debt rated  "AA"  has a  very  strong capacity  to  pay interest  and  repay
principal and differs from the 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 effects of changes  in
circumstances and economic conditions than debt in higher-rated categories.

BBB--Debt rated "BBB" is regarded as having an adequate capacity to pay interest
and   repay  principal.   Whereas  it  normally   exhibits  adequate  protection
parameters, adverse  economic  conditions  or changing  circumstances  are  more
likely  to lead to a  weakened capacity to pay  interest and repay principal for
debt in this category than in higher-rated categories.

BB, B, CCC, CC--Debt rated "BB," "B,"  "CCC," and "CC" is regarded, on  balance,
as  predominantly speculative with respect to capacity to pay interest and repay
principal in accordance  with the terms  of the obligation.  "BB" indicates  the
lowest  degree of speculation and "CC"  the highest degree of speculation. While
such debt will likely  have some quality  and protective characteristics,  these
are  outweighed  by  large  uncertainties of  major  risk  exposures  to adverse
conditions.

CI--The rating "CI" is reserved for income  bonds on which no interest is  being
paid.

D--Debt  rated "D" is  in default, and  payment of interest  and/or repayment of
principal is in arrears.

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 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.

                                       35
<PAGE>
Baa--Bonds which are  rated "Baa"  are considered  as medium-grade  obligations,
(i.e.,  they are neither highly protected nor poorly secured). Interest payments
and principal security appear  adequate for the  present but certain  protective
elements  may be lacking or may  be characteristically unreliable over any great
length of time. Such bonds  lack outstanding investment characteristics and,  in
fact, have speculative characteristics as well.

Ba--Bonds  which are "Ba" are judged  to have speculative elements; their future
cannot be  considered as  well assured.  Often the  protection of  interest  and
principal  payments may be very moderate and thereby not well safeguarded during
both good and bad times over  the future. Uncertainty of position  characterizes
bonds in this class.

B--Bonds  which  are rated  "B" generally  lack  characteristics of  a desirable
investment. Assurance of interest  and principal payments  or of maintenance  of
other terms of the contract over any long period of time may be small.

Caa--Bonds  which are rated  "Caa" are of  poor standing. Such  issues may be in
default or there may be present elements of danger with respect to principal  or
interest.

Ca--Bonds  which are rated "Ca" represent obligations which are speculative in a
high degree. Such issues are often in default or have other marked shortcomings.

C--Bonds which are rated "C" are the lowest rated class of bonds, and issues  so
rated  can be regarded as having extremely  poor prospects of ever attaining any
real investment standing.

                                       36
<PAGE>
ADDRESSES
- --------------------------------------------------------------------------------

<TABLE>
<S>                                                              <C>
              Federated High Yield Trust                         Federated Investors Tower
                                                                 Pittsburgh, Pennsylvania 15222-3779
- -------------------------------------------------------------------------------------------

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

Investment Adviser
              Federated Management                               Federated Investors Tower
                                                                 Pittsburgh, Pennsylvania 15222-3779
- -------------------------------------------------------------------------------------------

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

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

Independent Auditors
              Ernst & Young LLP                                  One Oxford Centre
                                                                 Pittsburgh, Pennsylvania 15219
- -------------------------------------------------------------------------------------------
</TABLE>

                                       37
<PAGE>
- --------------------------------------------------------------------------------
                                  FEDERATED HIGH
                                  YIELD TRUST
                                            PROSPECTUS

                                           A No-Load, Open-End, Diversified
                                           Management Investment Company

                                           April 30, 1995

[LOGO]     FEDERATED SECURITIES CORP.
           Distributor
           A subsidiary of FEDERATED INVESTORS
           FEDERATED INVESTORS TOWER
           PITTSBURGH, PA 15222-3779
           314197104
           8040401A (4/95)                         [RECYCLED PAPER LOGO]






FEDERATED HIGH YIELD TRUST
Statement of Additional Information










    This Statement of Additional Information should be read with the
    prospectus of Federated High Yield Trust (the "Trust") dated April
    30, 1995. This Statement is not a prospectus itself. To receive a
    copy of the prospectus, write or call the Trust.
    FEDERATED INVESTORS TOWER
    PITTSBURGH, PENNSYLVANIA 15222-3779
    Statement dated April 30, 1995
Federated Securities Corp.
Distributor
A subsidiary of
FEDERATED INVESTORS
GENERAL INFORMATION ABOUT THE
TRUST                                  1
INVESTMENT OBJECTIVE AND POLICIES      1
 Corporate Debt Obligations           1
 Put And Call Options                 1
 U.S. Government Obligations          1
 Restricted Securities                2
 When-Issued And Delayed
 Delivery
      Transactions                    2
 Repurchase Agreements                2
 Lending Of Portfolio Securities      2
 Reverse Repurchase Agreements        2
 Portfolio Turnover                   3
 Investment Risks                     3
 Investment Limitations               4
FEDERATED HIGH YIELD TRUST
MANAGEMENT                             6
 Officers And Trustees                6
 Trust Ownership                     10
 Trustees Compensation               11
 Trustee Liability                   11
INVESTMENT ADVISORY SERVICES          11
 Adviser To The Trust                11
 Advisory Fees                       12
 Shareholder Services Plan           12
TRANSFER AGENT AND DIVIDEND
DISBURSING AGENT                      12
BROKERAGE TRANSACTIONS                13
PURCHASING SHARES                     13
 Conversion To Federal Funds         13
DETERMINING NET ASSET VALUE           13
 Determining Market Value Of
 Securities                          13
REDEEMING SHARES                      14
 Redemption In Kind                  14
TAX STATUS                            14
 The Trust's Tax Status              14
 Shareholders' Tax Status            14
TOTAL RETURN                          15
YIELD                                 15
PERFORMANCE COMPARISONS               15
 Duration                            16
GENERAL INFORMATION ABOUT THE TRUST
The Trust was established as a Massachusetts business trust under a
Declaration of Trust dated April 17, 1984.
INVESTMENT OBJECTIVE AND POLICIES
The Trust's investment objective is to seek high current income.
CORPORATE DEBT OBLIGATIONS
The corporate debt obligations in which the Trust invests may bear
fixed, floating, floating and contingent, or increasing rates of
interest. The Trust invests primarily in fixed rate corporate debt
securities.
PUT AND CALL OPTIONS
The Trust may purchase listed put options on portfolio securities or
write covered call options to protect against price movements in
particular securities in its portfolio and to generate income. A put
option gives the Trust, in return for a premium, the right to sell the
underlying security to the writer (seller) at a specified price during
the term of the option. As writer of a call option, the Trust has the
obligation upon exercise of the option during the option period to
deliver the underlying security upon payment of the exercise price.
The Trust may only: (1) buy put options which are listed on a recognized
options exchange and which are on securities held in its portfolio and
(2) sell listed call options either on securities held in its portfolio
or on securities which it has the right to obtain without payment of
further consideration (or has segregated cash in the amount of any such
additional consideration). The Trust will maintain its positions in
securities, option rights, and segregated cash subject to puts and calls
until the options are exercised, closed, or expired.
An option position may be closed out only on an exchange which provides
a secondary market for an option of the same series. Although the
Trust's investment adviser will consider liquidity before entering into
option transactions, there is no assurance that a liquid secondary
market on an exchange will exist for any particular option, or at any
particular time.
The Trust reserves the right to hedge the portfolio by buying financial
futures and put options on stock index futures and financial futures.
However, the Trust will not engage in these transactions until (1) an
amendment to its Registration Statement is filed with the U.S.
Securities and Exchange Commission and becomes effective and (2) ten
days after a supplement to the prospectus disclosing this change in
policy has been mailed to the shareholders.
U.S. GOVERNMENT OBLIGATIONS
The types of U.S. government obligations in which the Trust may invest
include, but are not limited to, 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 may be backed by:
   o the full faith and credit of the U.S. Treasury;
   o the issuer's right to borrow from the U.S. Treasury;
   o the discretionary authority of the U.S. government to purchase
      certain obligations of agencies or instrumentalities; or
   o 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:
   o Student Loan Marketing Association;
   o Federal Home Loan Mortgage Corporation;
   o Federal Home Loan Banks;
   o Farmers Home Administration; and
   o Federal National Mortgage Association.
RESTRICTED SECURITIES
The Trust expects that any restricted securities would be acquired
either from institutional investors who originally acquired the
securities in private placements or directly from the issuers of the
securities in private placements. Restricted securities and securities
that are not readily marketable may sell at a discount from the price
they would bring if freely marketable.
WHEN-ISSUED AND DELAYED DELIVERY TRANSACTIONS
The Trust engages in when-issued and delayed delivery transactions only
for the purpose of acquiring portfolio securities consistent with the
Trust's investment objective and policies, and not for investment
leverage. These transactions are made to secure what is considered to be
an advantageous price or yield for the Trust. No fees or other expenses,
other than normal transaction costs, are incurred. However, liquid
assets of the Trust sufficient to make payment for the securities to be
purchased are segregated on the Trust's records at the trade date. These
assets are marked to market daily and are maintained until the
transaction has been settled. The Trust does not intend to engage in
when-issued and delayed delivery transactions to an extent that would
cause the segregation of more than 20% of the total value of its assets.
REPURCHASE AGREEMENTS
The Trust requires its custodian to take possession of the securities
subject to repurchase agreements, and these securities are marked to
market daily. To the extent that the original seller does not repurchase
the securities from the Trust, the Trust 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 Trust might be delayed pending
court action. The Trust believes that under the regular procedures
normally in effect for custody of the Trust's portfolio securities
subject to repurchase agreements, a court of competent jurisdiction
would rule in favor of the Trust and allow retention or disposition of
such securities. The Trust will only enter into repurchase agreements
with banks and other recognized financial institutions, such as
broker/dealers, which are deemed by the Trust's investment adviser to be
creditworthy pursuant to guidelines established by the Board of Trustees
(the "Trustees").
LENDING OF PORTFOLIO SECURITIES
In order to generate additional income, the Trust may lend its portfolio
securities to broker/dealers, banks, or other institutional borrowers of
securities. The Trust will only enter into loan arrangements with
broker/dealers, banks, or other institutions which the Trust's
investment adviser has determined are creditworthy under guidelines
established by the Trustees.
The collateral received when the Trust lends portfolio securities must
be valued daily and, should the market value of the loaned securities
increase, the borrower must furnish additional collateral to the Trust.
During the time portfolio securities are on loan, the borrower pays the
Trust any dividends or interest paid on such securities. Loans are
subject to termination at the option of the Trust or the borrower. The
Trust may pay reasonable administrative and custodial fees in connection
with a loan and may pay a negotiated portion of the interest earned on
the cash or equivalent collateral to the borrower or placing broker. The
Trust does not have the right to vote securities on loan, but would
terminate the loan and regain the right to vote if that were considered
important with respect to the investment.
REVERSE REPURCHASE AGREEMENTS
The Trust may also enter into reverse repurchase agreements. This
transaction is similar to borrowing cash. In a reverse repurchase
agreement the Trust 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 Trust will repurchase
the portfolio instrument by remitting the original consideration plus
interest at an agreed upon rate. The use of reverse repurchase
agreements may enable the Trust to avoid selling portfolio instruments
at a time when a sale may be deemed to be disadvantageous, but the
ability to enter into reverse repurchase agreements does not ensure that
the Trust will be able to avoid selling portfolio instruments at a
disadvantageous time.
When effecting reverse repurchase agreements, liquid assets of the
Trust, in a dollar amount sufficient to make payment for the obligations
to be purchased, are segregated at the trade date. These securities are
marked to market daily and are maintained until the transaction is
settled. During the period any reverse repurchase agreements are
outstanding, but only to the extent necessary to assure completion of
the reverse repurchase agreements, the Trust will restrict the purchase
of portfolio instruments to money market instruments maturing on or
before the expiration date of the reverse repurchase agreements.
PORTFOLIO TURNOVER
The Trust may experience greater portfolio turnover than would be
expected with a portfolio of higher-rated securities. A high portfolio
turnover will result in increased transaction costs to the Trust. The
Trust will not attempt to set or meet a portfolio turnover rate since
any turnover would be incidental to transactions undertaken in an
attempt to achieve the Trust's investment objective. For the fiscal
years ended February 28, 1995 and 1994, the portfolio turnover rates
were 99% and 112%, respectively.
INVESTMENT RISKS
   Adverse Legislation
      Federal and state legislatures and regulators may propose laws and
      regulations designed to limit the number or type of institutions
      that may purchase lower-rated bonds, reduce the tax benefits to
      the issuers of such bonds, or otherwise adversely impact the
      liquidity of such bonds. The Trust cannot predict the likelihood
      that any of these proposals will be adopted, or their potential
      impact on the liquidity of lower-rated bonds.
   Foreign Securities
      Investments in foreign securities involve special risks that
      differ from those associated with investments in domestic
      securities. The risks associated with investments in foreign
      securities relate to political and economic developments abroad,
      as well as those that result from the differences between the
      regulation of domestic securities and issuers in contrast to
      foreign securities and issuers. These risks may include, but are
      not limited to, expropriation, confiscatory taxation, currency
      fluctuations, withholding taxes on interest, limitations on the
      use or transfer of Trust assets, political or social instability
      and adverse diplomatic developments. Moreover, individual foreign
      economies may differ favorably or unfavorably from the domestic
      economy in such respects as growth of gross national product, the
      rate of inflation, capital reinvestment, resource self-sufficiency
      and balance of payments position.
      Additional differences exist between investing in foreign and
      domestic securities. Examples of such differences include:
      o less publicly available information about foreign issuers;
      o credit risks associated with certain foreign governments;
      o the lack of uniform financial accounting standards applicable
        to foreign issuers;
      o less readily available market quotations on foreign issues;
      o the likelihood that securities of foreign issuers may be less
        liquid or more volatile;
      o generally higher foreign brokerage commissions; and
      o unreliable mail service between countries.
   U.S. Government Policies
      In the past, U.S. government policies have discouraged or
      restricted certain investments abroad by investors such as the
      Trust. Although the Trust is unaware of any current restrictions,
      investors are advised that such policies could be reinstituted.
   Currency Risk
      To the extent that debt securities purchased by the Trust are
      denominated in currencies other than the U.S. dollar, changes in
      foreign currency exchange rates will affect the Trust's net asset
      value, the value of interest earned, gains and losses realized on
      the sale of securities, and net investment income and capital
      gains, if any, to be distributed to shareholders by the Trust. If
      the value of a foreign currency rises against the U.S. dollar, the
      value of the Trust assets denominated in that currency will
      increase; correspondingly, if the value of a foreign currency
      declines against the U.S. dollar, the value of Trust assets
      denominated in that currency will decrease.
      The exchange rates between the U.S. dollar and foreign currencies
      are a function of such factors as supply and demand in the
      currency exchange markets, international balances of payments,
      governmental intervention, speculation and other economic and
      political conditions. Although the Trust values its assets daily
      in U.S. dollars, the Trust may not convert its holdings of foreign
      currencies to U.S. dollars daily. When the Trust converts its
      holdings to another currency, it may incur conversion costs.
      Foreign exchange dealers may realize a profit on the difference
      between the price at which they buy and sell currencies.
      The Trust will engage in foreign currency exchange transactions in
      connection with its investments in foreign securities. The Trust
      will conduct its foreign currency exchange transactions either on
      a spot (i.e., cash) basis at the spot rate prevailing in the
      foreign currency exchange market, or through forward contracts to
      purchase or sell foreign currencies.
INVESTMENT LIMITATIONS
   Concentration of Investments
      The Trust will not purchase securities (other than those issued or
      guaranteed by the U.S. government) if, as a result of such
      purchase, more than 25% of the value of its assets would be
      invested in any one industry.
      However, the Trust may invest more than 25% of the value of its
      total assets in cash or cash items (not including certificates of
      deposit), securities issued or guaranteed by the U.S. government,
      its agencies or instrumentalities, or instruments secured by these
      instruments, such as repurchase agreements.
   Investing in Commodities
      The Trust will not purchase or sell commodities. The Trust
      reserves the right to purchase put options on stock index futures
      and on financial futures.
   Investing in Real Estate
      The Trust will not purchase or sell real estate, although it will
      invest in the securities of companies whose business involves the
      purchase or sale of real estate or in securities which are secured
      by real estate or interests in real estate.
   Buying on Margin
      The Trust will not purchase any securities on margin but may
      obtain such short-term credits as may be necessary for clearance
      of transactions and may make margin payments in connection with
      buying financial futures and put options on financial futures.
   Selling Short
      The Trust will not sell securities short unless:
      o during the time the short position is open it owns an equal
        amount of the securities sold or securities readily and freely
        convertible into or exchangeable, without payment of additional
        consideration, for securities of the same issue as, and equal
        in amount to, the securities sold short; and
      o not more than 10% of the Trust's net assets (taken at current
        value) is held as collateral for such sales at any one time.
   Borrowing Money
      The Trust will not issue senior securities, except as permitted by
      the Trust's investment objective and policies, and except that the
      Trust will borrow money and engage in reverse repurchase
      agreements only in amounts up to one-third of the value of the
      Trust's net assets including the amounts borrowed. The Trust will
      not borrow money directly or through reverse repurchase agreements
      except as a temporary, extraordinary, or emergency measure or to
      facilitate management of the portfolio by enabling the Trust to
      meet redemption requests when the liquidation of portfolio
      instruments would be deemed to be inconvenient or disadvantageous.
      The Trust will not purchase any securities while any such
      borrowings (including reverse repurchase agreements) are
      outstanding.
   Lending Cash or Securities
      The Trust will not lend any of its assets except portfolio
      securities. This shall not prevent the purchase or holding of
      corporate bonds, debentures, notes, certificates of indebtedness,
      or other debt securities of an issuer, repurchase agreements, or
      other transactions which are permitted by the Trust's investment
      objective and policies or Declaration of Trust.
   Underwriting
      The Trust will not underwrite any issue of securities, except as
      it may be deemed to be an underwriter under the Securities Act of
      1933 in connection with the sale of securities in accordance with
      its investment objective, policies, and limitations.
   Investing in Minerals
      The Trust will not purchase interests in oil, gas, or other
      mineral exploration or development programs, although it may
      purchase the securities of issuers which invest in or sponsor such
      programs.
The above limitations cannot be changed without shareholder approval.
The following limitations, however, may be changed by the Trustees
without shareholder approval. Shareholders will be notified before any
material change in these limitations becomes effective.
   Investing in New Issuers or in Securities not Readily Marketable
      The Trust will not invest more than 5% of the value of its total
      assets in securities of companies, including their predecessors,
      that have been in operation for less than three years and in
      equity securities of any issuer that are not readily marketable.
   Investing in Issuers Whose Securities are Owned by Officers and
   Trustees of the Trust
      The Trust will not purchase or retain the securities of any issuer
      if the officers and Trustees of the Trust or its investment
      adviser owning individually more than 1/2 of 1% of the issuer's
      securities together own more than 5% of the issuer's securities.
   Investing in Put Options
      The Trust will not purchase put options on securities unless the
      securities are held in the Trust's portfolio, and not more than 5%
      of the value of the Trust's total assets would be invested in
      premiums on open put options.
   Writing Covered Call Options
      The Trust will not write call options on securities unless the
      securities are held in the Trust's portfolio or unless the Trust
      is entitled to them in deliverable form without further payment or
      after segregating cash in the amount of any further payment.
   Diversification of Investments
      The Trust will not purchase the securities of any issuer (other
      than the U.S. government, its agencies, or instrumentalities or
      instruments secured by securities of such issuers, such as
      repurchase agreements) if as a result more than 5% of the value of
      its total assets would be invested in the securities of such
      issuer. For these purposes, the Trust takes all common stock and
      all preferred stock of an issuer each as a single class,
      regardless of priorities, series, designations, or other
      differences.
   Acquiring Securities
      The Trust will not purchase securities of a company for the
      purpose of exercising control or management.
      However, the Trust may invest in up to 10% of the voting
      securities of any one issuer and may exercise its voting powers
      consistent with the best interests of the Trust. In addition, the
      Trust, other companies advised by the Trust's investment adviser,
      and other affiliated companies may together buy and hold
      substantial amounts of voting stock of a company and may vote
      together in regard to such company's affairs. In some cases, the
      Trust and its affiliates might collectively be considered to be in
      control of such company. In some such cases, Trustees and other
      persons associated with the Trust and its affiliates might
      possibly become directors of companies in which the Trust holds
      stock.
   Investing in Foreign Securities
      The Trust will not invest more than 10% of the value of its total
      assets in foreign securities which are not publicly traded in the
      United States.
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 Trust did not borrow money, invest in reverse repurchase agreements,
sell securities short, or invest in foreign securities during the last
fiscal year and has no present intent to do so in the coming fiscal
year.
In addition, in order to comply with certain state restrictions, the
Trust may not invest in real estate limited partnerships or in oil, gas,
or other mineral leases.
For purposes of its policies and limitations, the Trust considers
certificates of deposit and demand and time deposits issued by a U.S.
branch of a domestic bank or savings and loan having capital, surplus,
and undivided profits in excess of $100,000,000 at the time of
investment, to be "cash items".
FEDERATED HIGH YIELD TRUST MANAGEMENT
OFFICERS AND TRUSTEES
Officers and Trustees are listed with their addresses, present
positions with Federated High Yield Trust, and principal occupations.

John F. Donahue@*
Federated Investors Tower
Pittsburgh, PA
Birthdate:  July 28, 1924
Chairman and Trustee
Chairman and Trustee, Federated Investors, Federated Advisers, Federated
Management, and Federated Research; Chairman and Director, Federated
Research Corp.; Chairman, Passport Research, Ltd.; Director, AEtna Life
and Casualty Company; Chief Executive Officer and Director, Trustee, or
Managing General Partner of the Funds. Mr. Donahue is the father of J.
Christopher Donahue, Vice President of the Trust.

John T. Conroy, Jr.
Wood/IPC Commercial Department
John R. Wood and Associates, Inc., Realtors
3255 Tamiami Trail North
Naples, FL
Birthdate:  June 23, 1937
Trustee
President, Investment Properties Corporation; Senior Vice-President,
John R. Wood and Associates, Inc., Realtors; President, Northgate
Village Development Corporation; Partner or Trustee in private real
estate ventures in Southwest Florida; Director, Trustee, or Managing
General Partner of the Funds; formerly, President, Naples Property
Management, Inc.

William J. Copeland
One PNC Plaza - 23rd Floor
Pittsburgh, PA
Birthdate:  July 4, 1918
Trustee
Direct
Director, Ryan Homes, Inc.

James E. Dowd
571 Hayward Mill Road
Concord, MA
Birthdate:  May 18, 1922
Trustee
Attorney-at-law; Director, The Emerging Germany Fund, Inc.; Director,
Trustee, or Managing General Partner of the Funds; formerly, Director,
Blue Cross of Massachusetts, Inc.

Lawrence D. Ellis, M.D.
3471 Fifth Avenue, Suite 1111
Pittsburgh, PA
Birthdate:  October 11, 1932
Trustee
Professor of Medicine and Member, Board of Trustees, University of
Pittsburgh; Medical Director, University of Pittsburgh Medical Center _
Downtown; Member, Board of Directors, University of Pittsburgh Medical
Center; formerly, Hematologist, Oncologist, and Internist, Presbyterian
and Montefiore Hospitals; Director, Trustee, or Managing General Partner
of the Funds.

Edward L. Flaherty, Jr.@
Henny, Koehuba, Meyer and Flaherty
Two Gateway Center, Suite 674
Pittsburgh, PA
Birthdate:  June 18, 1924
Trustee
Attorney-at-law; Partner, Henny, Koehuba, Meyer and Flaherty; Director,
Eat'N Park Restaurants, Inc., and Statewide Settlement Agency, Inc.;
Director, Trustee, or Managing General Partner of the Funds; formerly,
Counsel, Horizon Financial, F.A., Western Region.

Peter E. Madden
225 Franklin Street
Boston, MA
Birthdate:  April 16, 1942
Trustee
Consultant; State Representative, Commonwealth of Massachusetts;
Director, Trustee, or Managing General Partner of the Funds; formerly,
President, State Street Bank and Trust Company and State Street Boston
Corporation and Trustee, Lahey Clinic Foundation, Inc.

Gregor F. Meyer
Henny, Koehuba, Meyer and Flaherty
Two Gateway Center, Suite 674
Pittsburgh, PA
Birthdate:  October 6, 1926
Trustee
Attorney-at-law; Partner, Henny, Koehuba, Meyer and Flaherty; Chairman,
Meritcare, Inc.; Director, Eat'N Park Restaurants, Inc.; Director,
Trustee, or Managing General Partner of the Funds; formerly, Vice
Chairman, Horizon Financial, F.A.

John E. Murray, Jr., J.D., S.J.D.
President, Duquesne University
Pittsburgh, PA
Birthdate:  December 20, 1932
Trustee
President, Law Professor, Duquesne University; Consulting Partner,
Mollica, Murray and Hogue; Director, Trustee or Managing General Partner
of the Funds.

Wesley W. Posvar
1202 Cathedral of Learning
University of Pittsburgh
Pittsburgh, PA
Birthdate:  September 14, 1925
Trustee
Professor, Foreign Policy and Management Consultant; Trustee, Carnegie
Endowment for International Peace, RAND Corporation, Online Computer
Library Center, Inc., and U.S. Space Foundation; Chairman, Czecho Slovak
Management Center; Director, Trustee, or Managing General Partner of the
Funds; President Emeritus, University of Pittsburgh; formerly, Chairman,
National Advisory Council for Environmental Policy and Technology.

Marjorie P. Smuts
4905 Bayard Street
Pittsburgh, PA
Birthdate:  July 21, 1935
Trustee
Public relations/marketing consultant; Director, Trustee, or Managing
General Partner of the Funds.

Glen R. Johnson
Federated Investors Tower
Pittsburgh, PA
Birthdate:  May 2, 1929
President
Trustee, Federated Investors; President and/or Trustee of some of the
Funds; staff member, Federated Securities Corp. and Federated
Administrative Services.

J. Christopher Donahue
Federated Investors Tower
Pittsburgh, PA
Birthdate:  April 11, 1949
Vice President
President and Trustee, Federated Investors, Federated Advisers,
Federated Management, and Federated Research; President and Director,
Federated Research Corp.; President, Passport Research, Ltd.; Trustee,
Federated Administrative Services, Federated Services Company, and
Federated Shareholder Services; President or Vice President of the
Funds; Director, Trustee, or Managing General Partner of some of the
Funds. Mr. Donahue is the son of John F. Donahue, Chairman and Trustee
of the Trust.

Richard B. Fisher
Federated Investors Tower
Pittsburgh, PA
Birthdate:  May 17, 1923
Vice President
Executive Vice President and Trustee, Federated Investors; Director,
Federated Research Corp.; Chairman and Director, Federated Securities
Corp.; President or Vice President of some of the Funds; Director or
Trustee of some of the Funds.

Edward C. Gonzales
Federated Investors Tower
Pittsburgh, PA
Birthdate:  October 22, 1930
Vice President and Treasurer
Vice President, Treasurer, and Trustee, Federated Investors; Vice
President and Treasurer, Federated Advisers, Federated Management,
Federated Research, Federated Research Corp., and Passport Research,
Ltd.; Executive Vice President, Treasurer, and Director, Federated
Securities Corp.; Trustee, Federated Services Company and Federated
Shareholder Services; Chairman, Treasurer, and Trustee, Federated
Administrative Services; Trustee or Director of some of the Funds; Vice
President and Treasurer of the Funds.

John W. McGonigle
Federated Investors Tower
Pittsburgh, PA
Birthdate:  October 26, 1938
Vice President and Secretary
Vice President, Secretary, General Counsel, and Trustee, Federated
Investors; Vice President, Secretary, and Trustee, Federated Advisers,
Federated Management, and Federated Research; Vice President and
Secretary, Federated Research Corp. and Passport Research, Ltd.;
Trustee, Federated Services Company; Executive Vice President,
Secretary, and Trustee, Federated Administrative Services; Secretary and
Trustee, Federated Shareholder Services; Executive Vice President and
Director, Federated Securities Corp.; Vice President and Secretary of
the Funds.

      *  This Trustee is deemed to be an "interested person" as defined
         in the Investment Company Act of 1940, as amended.
      @  Member of the Executive Committee. The Executive Committee of
         the Board of Trustees handles the responsibilities of the Board
         of Trustees between meetings of the Board.
As used in the table above, "The Funds" and "Funds" mean the following
investment companies: American Leaders Fund, Inc.; Annuity Management
Series; Arrow Funds; Automated Cash Management Trust; Automated
Government Money Trust; California Municipal Cash Trust; Cash Trust
Series II; Cash Trust Series, Inc.; DG Investor Series; Edward D. Jones
& Co. Daily Passport Cash Trust; Federated ARMs Fund; Federated Exchange
Fund, Ltd.; Federated GNMA Trust; Federated Government Trust; Federated
Growth Trust; Federated High Yield Trust; Federated Income Securities
Trust; Federated Income Trust; Federated Index Trust; Federated
Institutional Trust; Federated Intermediate Government Trust; Federated
Master Trust; Federated Municipal Trust; Federated Short-Intermediate
Government Trust; Federated Short-Term U.S. Government Trust; Federated
Stock Trust; Federated Tax-Free Trust; Federated U.S. Government Bond
Trust; First Priority Funds; Fixed Income Securities, Inc.; Fortress
Adjustable Rate U.S. Government Fund, Inc.; Fortress Municipal Income
Fund, Inc.; Fortress Utility Fund, Inc.; Fund for U.S. Government
Securities, Inc.; Government Income Securities, Inc.; High Yield Cash
Trust; Insight Institutional Series, Inc.; Insurance Management Series;
Intermediate Municipal Trust; International Series, Inc.; Investment
Series Funds, Inc.; Investment Series Trust; Liberty Equity Income Fund,
Inc.; Liberty High Income Bond Fund, Inc.; Liberty Municipal Securities
Fund, Inc.; Liberty U.S. Government Money Market Trust; Liberty Term
Trust, Inc. - 1999; Liberty Utility Funds, Inc.; Liquid Cash Trust;
Managed Series Trust; Money Market Management, Inc.; Money Market
Obligations Trust; Money Market Trust; Municipal Securities Income
Trust; Newpoint Funds; New York Municipal Cash Trust; 111 Corcoran
Funds; Peachtree Funds; The Planters Funds; RIMCO Monument Funds; The
Shawmut Funds; Short-Term Municipal Trust; Star Funds; The Starburst
Funds; The Starburst Funds II; Stock and Bond Fund, Inc.; Sunburst
Funds; Targeted Duration Trust; Tax-Free Instruments Trust; Trademark
Funds; Trust for Financial Institutions; Trust For Government Cash
Reserves; Trust for Short-Term U.S. Government Securities; Trust for
U.S. Treasury Obligations; The Virtus Funds; and World Investment
Series, Inc.
TRUST OWNERSHIP
Officers and Trustees own less than 1% of the Trust's outstanding
shares.
As of April 7, 1995, the following shareholders of record owned 5% or
more of the outstanding shares of the Trust: Charles Schwab & Co., Inc.
(as record owner holding shares for its clients), San Francisco,
California, owned approximately 22,269,162 shares (40.42%); National
Financial Services, for the exclusive benefit of its customers, owned
approximately 2,866,784 shares (5.20%); and Donaldson, Lufkin &
Jenrette, owned approximately 3,786,123 shares (6.87%).
Trustees Compensation

                      AGGREGATE
NAME ,              COMPENSATION
POSITION WITH          FROM THE            TOTAL COMPENSATION PAID
THE TRUST               TRUST*               FROM FUND COMPLEX +

John F. Donahue,     $ 0         $0 for the Trust and
Chairman and Trustee             68 other investment companies in the Fund
Complex
John T. Conroy, Jr., $1,543      $117,202 for the Trust and
Trustee                          64 other investment companies in the Fund
Complex
William J. Copeland, $1,543      $117,202 for the Trust and
Trustee                          64 other investment companies in the Fund
Complex
James E. Dowd,       $1,543      $117,202 for the Trust  and
Trustee                          64 other investment companies in the Fund
Complex
Lawrence D. Ellis, M.D.,         $1,400   $106,460 for the Trust  and
Trustee                          64 other investment companies in the Fund
Complex
Edward L. Flaherty, Jr.,         $1,543   $117,202 for the Trust and
Trustee                          64 other investment companies in the Fund
Complex
Peter E. Madden,     $1,188      $90,563 for the Trust  and
Trustee                          64 other investment companies in the Fund
Complex
Gregor F. Meyer,     $1,400      $106,460 for the Trust  and
Trustee                          64 other investment companies in the Fund
Complex
John E. Murray, Jr., $0          $0 for the Trust and
Trustee                          68 other investment companies in the Fund
Complex
Wesley W. Posvar,    $1,400      $106,460 for the Trust and
Trustee                          64 other investment companies in the Fund
Complex
Marjorie P. Smuts,   $1,400      $106,460 for the Trust  and
Trustee                          64 other investment companies in the Fund
Complex

*Information is furnished for the fiscal year ended February 28, 1995.
+The information is provided for the last calendar year.
TRUSTEE LIABILITY
The Trust's Declaration of Trust provides that the Trustees will not be
liable for errors of judgment or mistakes of fact or law. However, they
are not protected against any liability to which they would otherwise be
subject by reason of willful misfeasance, bad faith, gross negligence,
or reckless disregard of the duties involved in the conduct of their
office.
INVESTMENT ADVISORY SERVICES
ADVISER TO THE TRUST
The Trust's investment adviser is Federated Management. It is a
subsidiary of Federated Investors. All of the voting securities of
Federated Investors are owned by a trust, the trustees of which are John
F. Donahue, his wife, and his son, J. Christopher Donahue.
The Trust's investment adviser shall not be liable to the Trust or any
shareholder for any losses that may be sustained in the purchase,
holding, or sale of any security, or for anything done or omitted by it,
except acts or omissions involving willful misfeasance, bad faith, gross
negligence, or reckless disregard of the duties imposed upon it by its
contract with the Trust.
ADVISORY FEES
For its advisory services, Federated Management receives an annual
investment advisory fee as described in the prospectus. During the
fiscal years ended February 28, 1995, 1994 and 1993, the Trust's
investment adviser earned $2,922,038, $3,211,691, and $1,939,130,
respectively, which were reduced by $867,430, $535,318, and $569,405,
respectively, because of undertakings to limit the Trust's expenses.
   State Expense Limitations
      The Trust's investment adviser has undertaken to comply with the
      expense limitations established by certain states for investment
      companies whose shares are registered for sale in those states. If
      the Trust's normal operating expenses (including the investment
      advisory fee, but not including brokerage commissions, interest,
      taxes, and extraordinary expenses) exceed 2 1/2% per year of the
      first $30 million of average net assets, 2% per year of the next
      $70 million of average net assets, and 1 1/2% per year of the
      remaining average net assets, the Trust's investment adviser will
      reimburse the Trust for its expenses over the limitation.
      If the Trust's monthly projected operating expenses exceed this
      limitation, the investment advisory fee paid will be reduced by
      the amount of the excess, subject to an annual adjustment. If the
      expense limitation is exceeded, the amount to be reimbursed by the
      Trust's investment 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, a subsidiary of Federated Investors,
provides administrative personnel and services to the Trust for a fee as
described in the prospectus. Prior to March 1, 1994, Federated
Administrative Services, Inc., also a subsidiary of Federated Investors,
served as the Trust's administrator. (For purposes of this Statement of
Additional Information, Federated Administrative Services and Federated
Administrative Services, Inc., may hereinafter collectively be referred
to as the "Administrators.") For the fiscal year ended February 28,
1995, the Administrators collectively earned $295,457. For the fiscal
years ended February 28, 1994 and 1993, Federated Administrative
Services, Inc. earned $495,082 and $354,785, respectively. Dr. Henry J.
Gailliot, an officer of Federated Management, the investment adviser to
the Trust, holds approximately 20% of the outstanding common stock and
serves as a director of Commercial Data Services, Inc., a company which
provides computer processing services to Federated Administrative
Services.
SHAREHOLDER SERVICES PLAN
This arrangement permits the payment of fees to Federated Shareholder
Services and, indirectly, to financial institutions, to cause services
to be provided to shareholders by a representative who has knowledge of
the shareholder's particular circumstances and goals. These activities
and services may include, but are not limited to, providing office
space, equipment, telephone facilities, and various clerical,
supervisory, computer, and other personnel, as necessary or beneficial
to establish and maintain shareholder accounts and records; processing
purchase and redemption transactions and automatic investments of client
account cash balances; answering routine client inquiries; and assisting
clients in changing dividend options, account designations, and
addresses. For the fiscal year ended February 28, 1995, payments in the
amount of $586,690 were made pursuant to the Shareholder Services Plan.
TRANSFER AGENT AND DIVIDEND DISBURSING AGENT
Federated Services Company serves as transfer agent and dividend
disbursing agent for the Trust. The fee paid to the transfer agent is
based upon the size, type and number of accounts and transactions made
by shareholders.
Federated Services Company also maintains the Trust's accounting
records. The fee paid for this service is based upon the level of the
Trust's average net assets for the period plus out-of-pocket expenses.
BROKERAGE TRANSACTIONS
When selecting brokers and dealers to handle the purchase and sale of
portfolio instruments, the Trust's investment adviser looks for prompt
execution of the order at a favorable price. In working with dealers,
the Trust's investment adviser will generally use those who are
recognized dealers in specific portfolio instruments, except when a
better price and execution of the order can be obtained elsewhere. The
Trust's investment adviser makes decisions on portfolio transactions and
selects brokers and dealers subject to review by the Trustees.
The Trust's investment adviser may select brokers and dealers who offer
brokerage and research services. These services may be furnished
directly to the Trust or to its investment adviser and may include:
   o advice as to the advisability of investing in securities;
   o security analysis and reports;
   o economic studies;
   o industry studies;
   o receipt of quotations for portfolio evaluations; and
   o similar services.
The Trust's investment adviser and its affiliates exercise reasonable
business judgment in selecting brokers who offer brokerage and research
services to execute securities transactions. They determine in good
faith that commissions charged by such persons are reasonable in
relationship to the value of the brokerage and research services
provided.
Research services provided by brokers may be used by the Trust's
investment adviser or by affiliates of Federated Investors in advising
the Funds and other accounts. To the extent that receipt of these
services may supplant services for which the Trust's investment adviser
or its affiliates might otherwise have paid, it would tend to reduce
their expenses.
For the fiscal years ended February 28, 1995, 1994 and 1993, the Trust
did not pay any brokerage commissions on brokerage transactions.
PURCHASING SHARES
Shares are sold at their net asset value without a sales load on days
the New York Stock Exchange is open for business. The procedure for
purchasing shares of the Trust is explained in the prospectus under
"Investing in the Trust."
CONVERSION TO FEDERAL FUNDS
It is the Trust's policy to be as fully invested as possible so that
maximum interest may be earned. To this end, all payments from investors
must be in federal funds or be converted into federal funds. Federated
Services Company acts as the shareholder's agent in depositing checks
and converting them to federal funds.
DETERMINING NET ASSET VALUE
Net asset value generally changes each day. The days on which net asset
value is calculated by the Trust are described in the prospectus.
DETERMINING MARKET VALUE OF SECURITIES
Market values of the Trust's portfolio securities other than options are
determined as follows:
   o according to the last sale price in the market in which they are
      primarily traded (either a national securities exchange or the
      over-the-counter market), if available, and if not available, on
      the basis of prices provided by an independent pricing service;
   o for most short-term obligations, at the mean between bid and asked
      prices, as provided by an independent pricing service; or
   o for short-term obligations with remaining maturities of 60 days or
      less at the time of purchase, at amortized cost, or at fair value
      as determined in good faith by the Trustees.
Options are valued at the market values established by the exchanges at
the close of option trading unless the Trustees determine in good faith
that another method of valuing option positions is necessary.
REDEEMING SHARES
The Trust redeems shares at the next computed net asset value after the
Trust receives the redemption request. Redemption procedures are
explained in the prospectus under "Redeeming Shares." Although Federated
Services Company does not charge a fee 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
Although the Trust 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 Trust'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 Trustees determine to be fair and equitable.
The Trust has elected to be governed by Rule 18f-1 of the Investment
Company Act of 1940 under which the Trust is obligated to redeem shares
for any one shareholder in cash only up to the lesser of $250,000 or 1%
of the Trust's net asset value during any 90-day period.
TAX STATUS
THE TRUST'S TAX STATUS
The Trust will pay no federal income tax because it expects to meet the
requirements of Subchapter M of the Internal Revenue Code, as amended,
applicable to regulated investment companies and to receive the special
tax treatment afforded to such companies. To qualify for this treatment,
the Trust must, among other requirements:
   o derive at least 90% of its gross income from dividends, interest,
      and gains from the sale of securities;
   o derive less than 30% of its gross income from the sale of
      securities held less than three months;
   o invest in securities within certain statutory limits; and
   o 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 and capital
gains received as cash or additional shares. Only a nominal portion of
any income dividend paid by the Trust is expected to be eligible for the
dividends received deduction available to corporations. These dividends
and any short-term capital gains are taxable as ordinary income.
   Capital Gains
      Fixed income securities offering the high current income sought by
      the Trust are often purchased at a discount from par value.
      Because the total yield on such securities when held to maturity
      and retired may include an element of capital gain, the Trust may
      achieve capital gains. However, the Trust will not hold securities
      to maturity for the purpose of realizing capital gains unless
      current yields on those securities remain attractive.
      Capital gains or losses may also be realized on the sale of
      securities. Sales would generally be made because of:
      o the availability of higher relative yields;
      o differentials in market values;
      o new investment opportunities;
      o changes in creditworthiness of an issuer; or
      o an attempt to preserve gains or limit losses.
      Distributions of long-term capital gains are taxed as such,
      whether they are taken in cash or reinvested, and regardless of
      the length of time the shareholder has owned the shares.
TOTAL RETURN
The Trust's average annual total returns for the one-year, five-year and
ten-year periods ended February 28, 1995,  were (0.32%), 13.89%, and
11.33%, respectively.
The average annual total return for the Trust is the average annual
compounded rate of return for a given period that would equate a $1,000
initial investment to the ending redeemable value of that investment.
The ending redeemable value is computed by multiplying the number of
shares owned at the end of the period by the net asset value per share
at the end of the period. The number of shares owned at the end of the
period is based on the number of shares purchased at the beginning of
the period with $1,000, adjusted over the period by any additional
shares, assuming the monthly reinvestment of all dividends and
distributions.
YIELD
The Trust's yield for the thirty-day period ended February 28, 1995 was
10.83%.
The yield for the Trust is determined by dividing the net investment
income per share (as defined by the Securities and Exchange Commission)
earned by the Trust over a thirty-day period by the maximum offering
price per share of the Trust on the last day of the period. This value
is then annualized using semi-annual compounding. This means that the
amount of income generated during the thirty-day period is assumed to be
generated each month over a twelve-month period and is reinvested every
six months. The yield does not necessarily reflect income actually
earned by the Trust because of certain adjustments required by the
Securities and Exchange Commission and, therefore, may not correlate to
the dividends or other distributions paid to shareholders.
To the extent that financial institutions and broker/dealers charge fees
in connection with services provided in conjunction with an investment
in the Trust, performance will be reduced for those shareholders paying
those fees.
PERFORMANCE COMPARISONS
The Trust's performance depends upon such variables as:
   o portfolio quality;
   o average portfolio maturity;
   o type of instruments in which the portfolio is invested;
   o changes in interest rates and market value of portfolio
      securities;
   o changes in Trust expenses; and
   o various other factors.
The Trust's performance fluctuates on a daily basis largely because net
earnings and maximum offering price per share fluctuate daily. Both net
earnings and offering price per share are factors in the computation of
yield and total return.
Investors may use financial publications and/or indices to obtain a more
complete view of the Trust's performance. When comparing performance,
investors should consider all relevant factors, such as the composition
of any index used, prevailing market conditions, portfolio compositions
of other funds, and methods used to value portfolio securities and
compute offering price. The financial publications and/or indices which
the Trust uses in advertising may include:
   o LEHMAN BROTHERS GOVERNMENT/CORPORATE (TOTAL) INDEX is comprised of
      approximately 5,000 issues, which include: non-convertible bonds
      publicly issued by the U.S. government or its agencies; corporate
      bonds guaranteed by the U.S. government and quasi-federal
      corporations; and publicly issued, fixed rate, non-convertible
      domestic bonds of companies in industry, public utilities, and
      finance. The average maturity of these bonds approximates nine
      years. Tracked by Lehman Brothers, Inc., the index calculates
      total returns for one-month, three-month, twelve-month, and ten-
      year periods and year-to-date.
   o LEHMAN BROTHERS GOVERNMENT/CORPORATE (LONG-TERM) INDEX is composed
      of the same types of issues as defined above. However, the average
      maturity of the bonds included on this index approximates 22
      years.
   o MERRILL LYNCH 7-10 YEAR TREASURY INDEX is an unmanaged index
      tracking U.S. government securities with maturities between 7 and
      9.99 years. The index is produced by Merrill Lynch, Pierce, Fenner
      & Smith, Inc.
   o MERRILL LYNCH 10-15 YEAR TREASURY INDEX is an unmanaged index
      tracking U.S. government securities with maturities between 10 and
      14.99 years. The index is produced by Merrill Lynch, Pierce,
      Fenner & Smith, Inc.
   o MERRILL LYNCH HIGH YIELD MASTER INDEX is an unmanaged index
      comprised of publicly placed, non-convertible, coupon-bearing
      domestic debt. Issues in the index are less than investment grade
      as rated by Standard & Poor's Ratings Group or Moody's Investors
      Service, Inc., and must not be in default. Issues have a term to
      maturity of at least one year. The index is produced by Merrill
      Lynch, Pierce, Fenner & Smith, Inc.
   o LIPPER ANALYTICAL SERVICES, INC., ranks funds in various fund
      categories by making comparative calculations using total return.
      Total return assumes the reinvestment of all capital gains
      distributions and income dividends and takes into account any
      change in net asset value over a specific period of time. From
      time to time, the Trust will quote its Lipper ranking in the high
      current yield funds category in advertising and sales literature.
   o SALOMON BROTHERS AAA-AA CORPORATES calculates total returns of
      approximately 775 issues which include long-term, high grade
      domestic corporate taxable bonds, rated AAA-AA, with maturities of
      twelve years or more; it also includes companies in industry,
      public utilities, and finance.
   o MORNINGSTAR, INC., an independent rating service, is the publisher
      of the bi-weekly MUTUAL FUND VALUES. MUTUAL FUND VALUES rates more
      than 1,000 NASDAQ-listed mutual funds of all types, according to
      their risk-adjusted returns. The maximum rating is five stars, and
      ratings are effective for two weeks.
Advertisements and other sales literature for the Trust may quote total
returns which are calculated on non-standardized base periods. These
total returns also represent the historic change in the value of an
investment in the Trust based on monthly reinvestment of dividends over
a specified period of time.
DURATION
Duration is a commonly used measure of the potential volatility in the
price of a bond, or other fixed income security, or in a portfolio of
fixed income securities, prior to maturity. Volatility is the magnitude
of the change in the price of a bond relative to a given change in the
market rate of interest. A bond's price volatility depends on three
primary variables: the bond's coupon rate; maturity date; and the level
of market yields of similar fixed income securities. Generally, bonds
with lower coupons or longer maturities will be more volatile than bonds
with higher coupon or shorter maturities. Duration combines these
variables into a single measure.
Duration is calculated by dividing the sum of the time-weighted values
of the cash flows of a bond or bonds, including interest and principal
payments, by the sum of the present values of the cash flows.




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