FEDERATED HIGH YIELD TRUST
485BPOS, 1997-04-28
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                                   1933 Act File No. 2-91091
                                   1940 Act File No. 811-4018

                    SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C. 20549

                                 Form N-1A

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933        X

   Pre-Effective Amendment No.          ..........

   Post-Effective Amendment No.   22     .........        X
                                --  ----

                                  and/or

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940     X

   Amendment No.     18   ........................        X
                   --

                        FEDERATED HIGH YIELD TRUST

            (Exact Name of Registrant as Specified in Charter)

      Federated Investors Tower, Pittsburgh, Pennsylvania 15222-3779
                 (Address of Principal Executive Offices)

                              (412) 288-1900
                      (Registrant's Telephone Number)

                        John W. McGonigle, Esquire,
                        Federated Investors Tower,
                    Pittsburgh, Pennsylvania 15222-3779
                  (Name and Address of Agent for Service)

It is proposed that this filing will become effective:

    immediately upon filing pursuant to paragraph (b)
 x  on April 30, 1997 pursuant to paragraph (b)
    60 days after filing pursuant to paragraph (a) (i)
    on                 pursuant to paragraph (a) (i).
    75 days after filing pursuant to paragraph (a)(ii)
    on                   pursuant to paragraph (a)(ii) of Rule 485.
       -----------------

If appropriate, check the following box:

    This post-effective amendment designates a new effective date for a
previously filed post-effective amendment.



Registrant has filed with the Securities and Exchange Commission a
declaration pursuant to Rule 24f-2 under the Investment Company Act of
1940, and:

 x   filed the Notice required by that Rule on April 15, 1997; or
    intends to file the Notice required by that Rule on or about
               ; or
   ------------
    during the most recent fiscal year did not sell any securities pursuant
 to Rule 24f-2 under the Investment Company Act of 1940, and, pursuant to
 Rule 24f-2(b)(2), need not file the Notice.

                                Copies to:

Matthew G. Maloney, Esquire
Dickstein Shapiro Morin & Oshinsky LLP
2101 L Street, N.W.
Washington, D.C.  20037





                           CROSS REFERENCE SHEET

     This Amendment to the Registration Statement of FEDERATED HIGH YIELD
TRUST is comprised of the following:

PART A. INFORMATION REQUIRED IN A PROSPECTUS.

                                   Prospectus Heading
                                   (Rule 404(c) Cross Reference)

Item 1.   Cover Page...............Cover Page.
Item 2.   Synopsis.................Summary of Trust Expenses.
Item 3.   Condensed Financial
          Information..............Financial Highlights; Performance
                                   Information; Financial Statements.
Item 4.   General Description of
          Registrant...............General Information; Investment
                                   Information; Investment Objective;
                                   Investment Policies; Investment Risks;
                                   Investment Limitations.
 .
Item 5.   Management of the Trust..Trust Information; Management of the
                                   Trust; Distribution of Trust Shares;
                                   Administration of the Trust.
Item 6.   Capital Stock and Other
          Securities...............Dividends; Capital Gains; Retirement
                                   Plans; Shareholder Information; Voting
                                   Rights; Tax Information; Federal Income
                                   Tax; State and Local Taxes.
Item 7.   Purchase of Securities
          Being Offered............Net Asset Value; Investing in the Trust;
                                   Share Purchases; Minimum Investment
                                   Required; What Shares Cost; Certificates
                                   and Confirmations.
Item 8.   Redemption or
          Repurchase...............Redeeming Shares; Telephone Redemption;
                                   Written Requests; Accounts with Low
                                   Balances.
Item 9.   Pending Legal
          Proceedings..............None.


PART B. INFORMATION REQUIRED IN A STATEMENT OF ADDITIONAL INFORMATION.

Item 10.  Cover Page...............Cover Page.
Item 11.  Table of Contents........Table of Contents.
Item 12.  General Information
          and History..............General Information About the Trust;
                                   About Federated Investors.
Item 13.  Investment Objectives
          and Policies.............Investment Objective and Policies.
Item 14.  Management of the Trust..Federated High Yield Trust Management;
                                   Trustees Compensation.
Item 15.  Control Persons and
          Principal Holders of
          Securities...............Trust Ownership.
Item 16.  Investment Advisory and
          Other Services...........Investment Advisory Services; Other
                                   Services.
Item 17.  Brokerage Allocation.....Brokerage Transactions.
Item 18.  Capital Stock and
          Other Securities.........Massachusetts Partnership Law.
Item 19.  Purchase, Redemption
          and Pricing of
          Securities Being
          Offered..................Purchasing Shares; Determining Net Asset
                                   Value; Redeeming Shares.
Item 20.  Tax Status...............Tax Status.
Item 21.  Underwriters.............Not applicable.
Item 22.  Calculation of
          Performance Data.........Total Return; Yield; Performance
                                   Comparisons.
Item 23.  Financial Statements.....Filed in Part A.


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

- --------------------------------------------------------------------------------
FEDERATED HIGH YIELD TRUST
PROSPECTUS

A no-load, open-end, diversified management investment company (a mutual fund)
that seeks high current income by investing primarily 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.

   
The Trust may invest primarily in lower rated bonds, commonly referred to as
"junk bonds." Investments of this type are subject to a greater risk of loss of
principal and interest than investments in higher rated securities. Purchasers
should carefully assess the risks associated with an investment in this Trust.
    

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,
1997, with the Securities and Exchange Commission (the "SEC"). 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 or a paper copy of this prospectus, if you have received
your prospectus electronically, free of charge by calling 1-800-341-7400. To
obtain other information or to make inquiries about the Trust, contact the Trust
at the address listed in the back of this prospectus. The Statement of
Additional Information, material incorporated by reference into this document,
and other information regarding the Trust is maintained electronically with the
SEC at Internet Web site (http://www.sec.gov).
    

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

   
Prospectus dated April 30, 1997
    

   
TABLE OF CONTENTS
- --------------------------------------------------------------------------------

SUMMARY OF TRUST EXPENSES                                                      1
- ------------------------------------------------------

FINANCIAL HIGHLIGHTS                                                           2
- ------------------------------------------------------

GENERAL INFORMATION                                                            3
- ------------------------------------------------------

INVESTMENT INFORMATION                                                         3
- ------------------------------------------------------

  Investment Objective                                                         3
  Investment Policies                                                          3
  Investment Risks                                                             5
  Investment Limitations                                                       7

TRUST INFORMATION                                                              8
- ------------------------------------------------------

  Management of the Trust                                                      8
  Distribution of Trust Shares                                                 9
  Administration of the Trust                                                 10

NET ASSET VALUE                                                               10
- ------------------------------------------------------

INVESTING IN THE TRUST                                                        10
- ------------------------------------------------------

  Share Purchases                                                             10
  Minimum Investment Required                                                 11
  What Shares Cost                                                            11
  Certificates and Confirmations                                              11
  Dividends                                                                   11
  Capital Gains                                                               11
  Retirement Plans                                                            12

REDEEMING SHARES                                                              12
- ------------------------------------------------------

  Telephone Redemption                                                        12
  Written Requests                                                            12
  Accounts with Low Balances                                                  13

SHAREHOLDER INFORMATION                                                       13
- ------------------------------------------------------

  Voting Rights                                                               13

TAX INFORMATION                                                               13
- ------------------------------------------------------

  Federal Income Tax                                                          13
  State and Local Taxes                                                       14

PERFORMANCE INFORMATION                                                       14
- ------------------------------------------------------

FINANCIAL STATEMENTS                                                          15
- ------------------------------------------------------

REPORT OF ERNST & YOUNG LLP,
  INDEPENDENT AUDITORS                                                        38
- ------------------------------------------------------

APPENDIX                                                                      39
- ------------------------------------------------------

ADDRESSES                                                                     41
- ------------------------------------------------------
    


   
SUMMARY OF TRUST EXPENSES
- --------------------------------------------------------------------------------
<TABLE>
<S>                                                                             <C>      <C>
                               SHAREHOLDER TRANSACTION EXPENSES
Maximum Sales Charge Imposed on Purchases (as a percentage of offering price).........   None
Maximum Sales Charge Imposed on Reinvested Dividends (as a percentage of offering
  price)..............................................................................   None
Contingent Deferred Sales Charge (as a percentage of original purchase price or
  redemption proceeds, as applicable).................................................   None
Redemption Fee (as a percentage of amount redeemed, if applicable)....................   None
Exchange Fee..........................................................................   None

                                   ANNUAL OPERATING EXPENSES
                            (As a percentage of average net assets)
Management Fee (after waiver)(1)......................................................   0.52%
12b-1 Fee.............................................................................   None
Total Other Expenses..................................................................   0.36%
       Shareholder Services Fee (after waiver)(2)............................   0.20%
     Total Operating Expenses(3)......................................................   0.88%
</TABLE>


(1) The management fee has been reduced to reflect the voluntary waiver of a
portion of the management fee. The adviser can terminate this voluntary waiver
at any time at its sole discretion. The maximum management fee is 0.75%.

(2) The shareholder services fee has been reduced to reflect the voluntary
waiver of a portion of the shareholder services fee. The shareholder service
provider can terminate this voluntary waiver at any time at its sole discretion.
The maximum shareholder services fee is 0.25%.

(3) The total operating expenses would have been 1.16% absent the voluntary
waivers of portions of the management fee and the shareholder services fee.

     The purpose of this table is to assist an investor in understanding the
various costs and expenses that a shareholder of the Trust will bear, either
directly or indirectly. For more complete descriptions of the various costs and
expenses, see "Trust Information" and "Investing in the Trust." 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        $28        $49        $108
</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.
    


   
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 38.
<TABLE>
<CAPTION>
                                                               YEAR ENDED FEBRUARY 28 OR 29,
                              ------------------------------------------------------------------------------------------------
                               1997      1996      1995      1994      1993      1992      1991      1990      1989      1988
                              ------    ------    ------    ------    ------    ------    ------    ------    ------    ------
<S>                           <C>       <C>       <C>       <C>       <C>       <C>       <C>       <C>       <C>       <C>
NET ASSET VALUE, BEGINNING
OF PERIOD                     $ 9.09    $ 8.57    $ 9.48    $ 9.10    $ 8.91    $ 6.99    $ 8.02    $ 9.96    $10.21    $11.25
- ---------------------------
INCOME FROM INVESTMENT
OPERATIONS
- ---------------------------
  Net investment income         0.85      0.85      0.84      0.84      0.93      1.03      1.04      1.30      1.30      1.26
- ---------------------------
  Net realized and
  unrealized gain (loss) on
  investments                   0.33      0.51     (0.90)     0.40      0.19      1.90     (0.92)    (1.96)    (0.25)    (0.98)
- ---------------------------    -----     -----     -----     -----     -----     -----     -----     -----     -----     -----
  Total from investment
  operations                    1.18      1.36     (0.06)     1.24      1.12      2.93      0.12     (0.66)     1.05      0.28
- ---------------------------
LESS DISTRIBUTIONS
- ---------------------------
  Distributions from net
  investment income            (0.85)    (0.84)    (0.84)    (0.86)    (0.93)    (1.01)    (1.06)    (1.28)    (1.30)    (1.26)
- ---------------------------
  Distributions in excess
  of net investment
  income(a)                    (0.01)       --     (0.01)       --        --        --     (0.09)       --        --        --
- ---------------------------
  Distributions from net
  realized gain on
  investment transactions         --        --        --        --        --        --        --        --        --     (0.06)
- ---------------------------    -----     -----     -----     -----     -----     -----     -----     -----     -----     -----
  Total distributions          (0.86)    (0.84)    (0.85)    (0.86)    (0.93)    (1.01)    (1.15)    (1.28)    (1.30)    (1.32)
- ---------------------------    -----     -----     -----     -----     -----     -----     -----     -----     -----     -----
NET ASSET VALUE, END OF
PERIOD                        $ 9.41    $ 9.09    $ 8.57    $ 9.48    $ 9.10    $ 8.91    $ 6.99    $ 8.02    $ 9.96    $10.21
- ---------------------------    -----     -----     -----     -----     -----     -----     -----     -----     -----     -----
TOTAL RETURN(B)                13.74%    16.47%    (0.32)%   14.16%    13.28%    44.15%     3.12%    (7.50)%   10.92%     3.08%
- ---------------------------
RATIOS TO AVERAGE NET
ASSETS
- ---------------------------
  Expenses                      0.88%     0.88%     0.85%     0.83%     0.77%     0.76%     0.78%     0.76%     0.75%     0.75%
- ---------------------------
  Net investment income         9.45%     9.53%     9.70%     9.17%    10.54%    12.73%    14.82%    13.87%    12.89%    12.25%
- ---------------------------
  Expense waiver/
  reimbursement(c)              0.28%     0.30%     0.22%     0.13%     0.22%     0.33%     0.49%     0.33%     0.32%     0.24%
- ---------------------------
SUPPLEMENTAL DATA
- ---------------------------
  Net assets, end of period
  (000 omitted)               $938,363  $673,779  $464,604  $432,045  $354,383  $222,937  $103,647  $134,242  $235,208  $246,745
- ---------------------------
  Portfolio turnover              81%       87%       99%      112%       93%       61%       31%       24%       51%       73%
- ---------------------------
</TABLE>


(a) Distributions in excess of net investment income for the periods ended
    February 28, 1997, 1995 and 1991 were a result of certain book and tax
    timing differences. These distributions did not represent a return of
    capital for federal income tax purposes.

(b) Based on net asset value, which does not reflect the sales charge 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.

(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, 1997, which can be obtained
free of charge.
    

                                        2

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 ("IRAs")), 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
charge 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. 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 income
securities. These securities are expected to be lower-rated corporate debt
obligations. 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 ("NRSROs");
    

     - commercial paper;

     - obligations of the United States;

   
     - notes, bonds, and discount notes of U.S. government agencies or
       instrumentalities;
    

     - 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 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 such bank's total deposits according
       to the bank's last published statement of condition preceding the date of
       the acceptance;
    
   
     - 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 NRSROs or
    

       (2) issued by a public housing agency and backed by the full faith and
       credit of the United States;

     - preferred stock; and
     - equity securities.

   
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.") Certain fixed rate obligations in which the Trust invests may involve
equity characteristics. The Trust may, for example, invest in unit offerings
that combine fixed rate securities and common stock or common stock equivalents
such as warrants, rights, and options.
    

   
In the aggregate, the Trust may invest up to 10% of the value of its total
assets in equity securities (whether the equity securities are purchased in a
unit offering or not). This policy may be changed by the Board of Trustees (the
"Trustees") without the approval of shareholders. Shareholders will be notified
before any material change in this policy becomes effective.
    

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 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.
    

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;

     - 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 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;

     - 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 prices of fixed income securities fluctuate inversely to the direction of
interest rates.

   
The corporate debt obligations in which the Trust invests are usually not in the
three highest rating categories of an NRSRO (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 are regarded as predominantly 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.

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, 1997. The
credit rating categories are those provided by S&P, which is an NRSRO. The
percentages in the column titled "Rated" reflect the percentage of bonds in the
portfolio which received a rating from at least one NRSRO. 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                                         16.84%      0.00%        16.84%
        ----------------------------------------------
        B                                                73.55       5.74         79.29
        ----------------------------------------------
        CCC                                              3.57        0.00          3.57
        ----------------------------------------------
        D                                                0.30        0.00          0.30
        ----------------------------------------------   -----       -----       ------
                                                         94.26%      5.74%       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 NRSROs 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.
    

     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 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 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
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 (the "Adviser"), subject to direction
by the Trustees. The Adviser continually 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 Adviser receives an annual investment advisory
     fee equal to .75% of the Trust's average daily net assets. The 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 Adviser can terminate this voluntary
     reimbursement of expenses at any time in its sole discretion.
    

     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. With over $110 billion invested across
     over 300 funds under management and/or administration by its subsidiaries,
     as of
    


   
     December 31, 1996, Federated Investors is one of the largest mutual fund
     investment managers in the United States. With more than 2,000 employees,
     Federated continues to be led by the management who founded the company in
     1955. Federated funds are presently at work in and through 4,500 financial
     institutions nationwide.
    

     Mark E. Durbiano has been the Trust's portfolio manager since 1984. Mr.
     Durbiano joined Federated Investors in 1982 and has been a Senior Vice
     President of the Trust's investment adviser since January 1996. From 1988
     through 1995, Mr. Durbiano was a Vice President of the Trust's investment
     adviser. Mr. Durbiano is a Chartered Financial Analyst and received his
     M.B.A. in Finance from the University of Pittsburgh.

   
Both the Trust and the Adviser have adopted strict codes of ethics governing the
conduct of all employees who manage the Trust and its portfolio securities.
These codes recognize that such persons owe a fiduciary duty to the Trust's
shareholders and must place the interests of shareholders ahead of the
employees' own interest. Among other things, the codes: require preclearance and
periodic reporting of personal securities transactions; prohibit personal
transactions in securities being purchased or sold, or being considered for
purchase or sale, by the Trust; prohibit purchasing securities in initial public
offerings; and prohibit taking profits on securities held for less than sixty
days. Violations of the codes are subject to review by the Trustees, and could
result in severe penalties.
    

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.
    

   
SHAREHOLDER SERVICES.  The Trust has entered into a Shareholder Services
Agreement with Federated Shareholder Services, a subsidiary of Federated
Investors, under which the Trust may make payments up to .25% of the average
daily net asset value of its shares, computed at an annual rate, to obtain
certain personal services for shareholders and to maintain shareholder accounts.
From time to time and for such periods as deemed appropriate, the amount stated
above may be reduced voluntarily. Under the Shareholder Services Agreement,
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.
    

   
SUPPLEMENTAL PAYMENTS TO FINANCIAL INSTITUTIONS.  In addition to payments made
pursuant to the Shareholder Services Agreement, Federated Securities Corp. and
Federated Shareholder Services, from their own assets, may pay financial
institutions supplemental fees for the performance of substantial sales
services, distribution-related support services, or shareholder services. The
support may include sponsoring sales, educational and training seminars for
their employees, providing sales literature, and engineering computer software
programs that emphasize the attributes of the Trust. Such assistance will be
predicated upon the amount of shares the financial institution sells or may
sell, and/or upon the type and nature of sales or marketing support furnished by
the financial institution. Any payments made by the distributor may be
reimbursed by the Trust's Adviser or its affiliates.
    


ADMINISTRATION OF THE TRUST

   
Federated Services Company, a subsidiary of Federated Investors, provides
administrative personnel and services (including certain legal and financial
reporting services) necessary to operate the Trust. Federated Services Company
provides these at an annual rate which relates to the average aggregate daily
net assets of all funds for which affiliates of Federated Investors serve as
investment adviser and principal underwriter (the "Federated Funds") as
specified below:
    

   
<TABLE>
<CAPTION>
     MAXIMUM                  AVERAGE AGGREGATE DAILY
ADMINISTRATIVE FEE       NET ASSETS OF THE FEDERATED FUNDS
- ------------------      ------------------------------------
<S>                     <C>
      0.15%                  on the first $250 million
      0.125%                  on the next $250 million
      0.10%                   on the next $250 million
      0.075%            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 Services Company may choose voluntarily to waive a portion of its fee.

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 Shareholder Services Company, c/o State
Street Bank and Trust Company, Boston, Massachusetts; Attention: EDGEWIRE; For
Credit to: Federated High Yield Trust; Trust 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 holidays when wire transfers are restricted. Questions on
wire purchases should be directed to your shareholder services representative at
the telephone number listed on your account statement.


   
BY MAIL.  To purchase shares of the Trust by mail, send a check made payable to
Federated High Yield Trust to Federated Shareholder Services Company, c/o State
Street Bank and Trust Company, P.O. Box 8600, Boston, Massachusetts 02266-8600.
Orders by mail are considered received after payment by check is converted by
the transfer agent's bank, State Street Bank and Trust Company, into federal
funds. This is normally the next business day after State Street Bank receives
the check.
    

MINIMUM INVESTMENT REQUIRED

   
The minimum initial investment in the Trust is $25,000 plus any financial
intermediary'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 financial
intermediary 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 charge imposed by the Trust. Investors who purchase
Trust shares through a financial intermediary may be charged a service fee by
that financial intermediary.
    

The net asset value is determined as of the close of trading (normally 4:00
p.m., Eastern time) on the New York Stock Exchange, 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.

CERTIFICATES AND CONFIRMATIONS

As transfer agent for the Trust, Federated Shareholder 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 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. Investors who redeem shares through a
financial intermediary may be charged a service fee by that financial
intermediary. 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 or in writing. Redemption proceeds will normally be sent the
following day. However, in order to protect shareholders of the Trust from
possible detrimental effects of redemptions, the Adviser may cause a delay of
two to seven days in sending redemption proceeds during certain periods of
market volatility or for certain shareholders. Dividends are paid up to the day
redemption proceeds are sent.
    

TELEPHONE REDEMPTION

   
Shareholders may redeem their shares by telephoning the Trust before 4:00 p.m.
(Eastern time). All proceeds will be wired to the shareholder's account at a
domestic commercial bank that is a member of the Federal Reserve System.
Proceeds from redemption requests received on holidays when wire transfers are
restricted will be wired the following business day. Questions about telephone
redemptions on days when wire transfers are restricted should be directed to
your shareholder services representative at the telephone number listed on your
account statement. 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

Shares may be redeemed in any amount by mailing a written request to: Federated
Shareholder Services Company, P.O. Box 8600, Boston, MA 02266-8600. If share
certificates have been issued, they should be sent unendorsed with the written
request by registered or certified mail to the address noted above.
The written request should state: the Trust name; the account name as registered
with the Trust; the account number; and the number of shares to be redeemed or
the dollar amount requested. All owners


   
of the account must sign the request exactly as the shares are registered.
Redemption proceeds will be sent by check.
    

   
Shareholders requesting a redemption of any amount to be sent to an address
other than that on record with the Trust or a redemption payable other than to
the shareholder of record must have their signatures guaranteed by a commercial
or savings bank, trust company or savings association whose deposits are insured
by an organization which is administered by the Federal Deposit Insurance
Corporation; a member firm of a domestic stock exchange; 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.
    

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.
       
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 of April 2, 1997, Charles
Schwab & Co., Inc., San Francisco, California, acting in various capacities for
numerous accounts, was the owner of record of approximately 42,193,372 shares
(48.17%) of the Trust, and therefore, may, for certain purposes, be deemed to
control the Trust and be able to affect the outcome of certain matters presented
for a vote of shareholders.
    

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.

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.

STATE AND LOCAL TAXES

In the opinion of Houston, Houston & Donnelly, counsel to the Trust, 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 charge 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.


   
FEDERATED HIGH YIELD TRUST
PORTFOLIO OF INVESTMENTS
FEBRUARY 28, 1997
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
 PRINCIPAL
  AMOUNT                                                                                VALUE
- -----------          -------------------------------------------------------------   ------------
<C>          <C>     <S>                                                             <C>
CORPORATE BONDS--91.5%
- ----------------------------------------------------------------------------------
                     AEROSPACE & DEFENSE--0.7%
                     -------------------------------------------------------------
$ 4,925,000          Tracor, Inc., Sr. Sub. Note, 10.875%, 8/15/2001                 $  5,257,438
                     -------------------------------------------------------------
  1,325,000      (a) Tracor, Inc., Sr. Sub. Note, 8.50%, 3/1/2007                       1,331,625
                     -------------------------------------------------------------   ------------
                     Total                                                              6,589,063
                     -------------------------------------------------------------   ------------
                     AUTOMOTIVE--2.7%
                     -------------------------------------------------------------
  3,563,000          Aftermarket Technology Co., Sr. Sub. Note, 12.00%, 8/1/2004        4,017,282
                     -------------------------------------------------------------
    750,000          Aftermarket Technology Co., Sr. Sub. Note, Series D, 12.00%,
                     8/1/2004                                                             845,625
                     -------------------------------------------------------------
    750,000          Blue Bird Body Co., Sr. Sub. Note, 10.75%, 11/15/2006                806,250
                     -------------------------------------------------------------
  6,275,000          Collins & Aikman Products Co., Sr. Sub. Note, 11.50%,
                     4/15/2006                                                          7,075,062
                     -------------------------------------------------------------
  3,250,000          Exide Corp., Sr. Note, 10.00%, 4/15/2005                           3,412,500
                     -------------------------------------------------------------
  2,500,000          JPS Automotive Products Corp. , Sr. Note, 11.125%, 6/15/2001       2,756,250
                     -------------------------------------------------------------
  5,900,000          Lear Corp., Sub. Note, 9.50%, 7/15/2006                            6,335,125
                     -------------------------------------------------------------
    450,000          Lear Seating Corp., Sr. Sub. Note, 11.25%, 7/15/2000                 461,250
                     -------------------------------------------------------------   ------------
                     Total                                                             25,709,344
                     -------------------------------------------------------------   ------------
                     BANKING--1.4%
                     -------------------------------------------------------------
  5,750,000      (a) First Nationwide Escrow Corp., Sr. Sub. Note, 10.625%,
                     10/1/2003                                                          6,382,500
                     -------------------------------------------------------------
  5,825,000          First Nationwide Holdings, Inc., Sr. Note, 12.25%, 5/15/2001       6,669,625
                     -------------------------------------------------------------   ------------
                     Total                                                             13,052,125
                     -------------------------------------------------------------   ------------
                     BEVERAGE & TOBACCO--1.2%
                     -------------------------------------------------------------
  2,075,000      (a) Delta Beverage Group, Inc., Sr. Note, 9.75%, 12/15/2003            2,183,937
                     -------------------------------------------------------------
  3,950,000          Dimon, Inc., Sr. Note, 8.875%, 6/1/2006                            4,142,562
                     -------------------------------------------------------------
  5,100,000          Dr. Pepper Bottling Holdings Co., Sr. Disc. Note, 0/11.625%,
                     2/15/2003                                                          4,921,500
                     -------------------------------------------------------------   ------------
                     Total                                                             11,247,999
                     -------------------------------------------------------------   ------------
</TABLE>

    


   
FEDERATED HIGH YIELD TRUST
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
 PRINCIPAL
  AMOUNT                                                                                VALUE
- -----------          -------------------------------------------------------------   ------------
<C>          <C>     <S>                                                             <C>
CORPORATE BONDS--CONTINUED
- ----------------------------------------------------------------------------------
                     BROADCAST RADIO & TV--6.4%
                     -------------------------------------------------------------
$ 2,700,000          Chancellor Radio Broadcasting Co., Sr. Sub. Note, 12.50%,
                     10/1/2004                                                       $  3,064,500
                     -------------------------------------------------------------
  5,000,000          Chancellor Radio Broadcasting Co., Sr. Sub. Note, 9.375%,
                     10/1/2004                                                          5,156,250
                     -------------------------------------------------------------
  2,000,000          Granite Broadcasting Corp., Sr. Sub. Deb., 12.75%, 9/1/2002        2,185,000
                     -------------------------------------------------------------
  8,750,000          Heritage Media Corp., Sr. Sub. Note, 8.75%, 2/15/2006              8,618,750
                     -------------------------------------------------------------
    825,000          Jacor Communications, Inc., Sr. Sub. Note, 9.75%, 12/15/2006         874,500
                     -------------------------------------------------------------
  3,500,000          Lamar Advertising Co., Sr. Sub. Note, 9.625%, 12/1/2006            3,675,000
                     -------------------------------------------------------------
  3,300,000          Pegasus Media, Note, 12.50%, 7/1/2005                              3,646,500
                     -------------------------------------------------------------
  5,000,000          SCI Television, Inc., Sr. Secd. Note, 11.00%, 6/30/2005            5,375,000
                     -------------------------------------------------------------
  6,900,000          SFX Broadcasting, Inc., Sr. Sub. Note, 10.75%, 5/15/2006           7,512,375
                     -------------------------------------------------------------
  5,550,000          Sinclair Broadcast Group, Sr. Sub. Note, 10.00%, 12/15/2003        5,799,750
                     -------------------------------------------------------------
  3,300,000          Sinclair Broadcast Group, Sr. Sub. Note, 10.00%, 9/30/2005         3,448,500
                     -------------------------------------------------------------
    750,000          Sullivan Broadcast Holdings Inc., Deb., 13.25%, 12/15/2006           733,125
                     -------------------------------------------------------------
  3,825,000          Sullivan Broadcast Holdings Inc., Sr. Sub. Note, 10.25%,
                     12/15/2005                                                         3,920,625
                     -------------------------------------------------------------
  1,500,000          Young Broadcasting, Inc., Sr. Sub. Note, 10.125%, 2/15/2005        1,582,500
                     -------------------------------------------------------------
  1,250,000          Young Broadcasting, Inc., Sr. Sub. Note, 11.75%, 11/15/2004        1,387,500
                     -------------------------------------------------------------
  3,000,000          Young Broadcasting, Inc., Sr. Sub. Note, 9.00%, 1/15/2006          2,985,000
                     -------------------------------------------------------------   ------------
                     Total                                                             59,964,875
                     -------------------------------------------------------------   ------------
                     BUILDING & DEVELOPMENT--0.1%
                     -------------------------------------------------------------
  1,000,000      (a) Building Materials Corp. of America, Sr. Note, 8.625%,
                     12/15/2006                                                         1,022,500
                     -------------------------------------------------------------   ------------
                     BUSINESS EQUIPMENT & SERVICES--2.5%
                     -------------------------------------------------------------
  3,725,000      (a) Electronic Retailing Systems International, Inc., Unit,
                     0/13.25%, 2/1/2004                                                 2,588,875
                     -------------------------------------------------------------
  6,000,000          Knoll Inc., Sr. Sub. Note, 10.875%, 3/15/2006                      6,660,000
                     -------------------------------------------------------------
  4,300,000          Monarch Acquisition Corp., Sr. Note, 12.50%, 7/1/2003              5,052,500
                     -------------------------------------------------------------
  2,675,000      (a) Outsourcing Solutions, Inc., Sr. Sub. Note, 11.00%, 11/1/2006      2,902,375
                     -------------------------------------------------------------
</TABLE>

    


   
FEDERATED HIGH YIELD TRUST
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
 PRINCIPAL
  AMOUNT                                                                                VALUE
- -----------          -------------------------------------------------------------   ------------
<C>          <C>     <S>                                                             <C>
CORPORATE BONDS--CONTINUED
- ----------------------------------------------------------------------------------
                     BUSINESS EQUIPMENT & SERVICES--CONTINUED
                     -------------------------------------------------------------
$   901,300          San Jacinto Holdings, Inc., Sr. Sub. Deb., 12.00%, 12/31/2002   $    671,469
                     -------------------------------------------------------------
  5,225,000          United Stationers Supply Co., Sr. Sub. Note, 12.75%, 5/1/2005      5,943,438
                     -------------------------------------------------------------   ------------
                     Total                                                             23,818,657
                     -------------------------------------------------------------   ------------
                     CABLE TELEVISION--11.3%
                     -------------------------------------------------------------
  3,100,000      (a) Australis Holdings Limited, Unit, 0/15.00%, 11/1/2002              1,798,000
                     -------------------------------------------------------------
  3,950,000          Australis Media Limited, Unit, 0/14.00%, 5/15/2003                 2,310,750
                     -------------------------------------------------------------
  3,050,000          Bell Cablemedia PLC, Sr. Disc. Note, 0/11.875%, 9/15/2005          2,493,375
                     -------------------------------------------------------------
  1,325,000          Bell Cablemedia PLC, Sr. Disc. Note, 0/11.95%, 7/15/2004           1,166,000
                     -------------------------------------------------------------
  4,000,000          Cablevision Systems Corp., Sr. Sub. Deb., 9.875%, 2/15/2013        4,050,000
                     -------------------------------------------------------------
  1,250,000          Cablevision Systems Corp., Sr. Sub. Note, 10.50%, 5/15/2016        1,325,000
                     -------------------------------------------------------------
  2,875,000          Cablevision Systems Corp., Sr. Sub. Note, 9.25%, 11/1/2005         2,882,187
                     -------------------------------------------------------------
  4,300,000          Cablevision Systems Corp., Sr. Sub. Note, 9.875%, 5/15/2006        4,498,875
                     -------------------------------------------------------------
  2,000,000          Charter Communications Holdings, Inc., Sr. Disc. Note,
                     0/14.00%, 3/15/2007                                                1,322,500
                     -------------------------------------------------------------
  4,750,000          Charter Communications Southeast, L.P., Sr. Note, 11.25%,
                     3/15/2006                                                          5,130,000
                     -------------------------------------------------------------
  2,800,000          Comcast Corp., Sr. Sub. Deb., 9.375%, 5/15/2005                    2,947,000
                     -------------------------------------------------------------
 10,475,000          Comcast UK Cable, Deb., 0/11.20%, 11/15/2007                       7,515,812
                     -------------------------------------------------------------
  5,750,000      (a) Diamond Cable Communications PLC, Sr. Disc. Note, 0/10.75%,
                     2/15/2007                                                          3,464,375
                     -------------------------------------------------------------
  2,000,000          Diamond Cable Communications PLC, Sr. Disc. Note, 0/13.25%,
                     9/30/2004                                                          1,650,000
                     -------------------------------------------------------------
  7,600,000          EchoStar Satellite Broadcasting Corp., Sr. Disc. Note,
                     0/13.125%, 3/15/2004                                               6,175,000
                     -------------------------------------------------------------
  2,000,000          Insight Communication Co., Sr. Sub. Note, 11.25%, 3/1/2000         2,060,000
                     -------------------------------------------------------------
  5,250,000          International Cabletel, Inc., Sr. Defd. Cpn. Note, 0/10.875%,
                     10/15/2003                                                         4,455,937
                     -------------------------------------------------------------
</TABLE>

    


   
FEDERATED HIGH YIELD TRUST
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
 PRINCIPAL
  AMOUNT                                                                                VALUE
- -----------          -------------------------------------------------------------   ------------
<C>          <C>     <S>                                                             <C>
CORPORATE BONDS--CONTINUED
- ----------------------------------------------------------------------------------
                     CABLE TELEVISION--CONTINUED
                     -------------------------------------------------------------
$ 3,350,000          International Cabletel, Inc., Sr. Defd. Cpn. Note, 0/11.50%,
                     2/1/2006                                                        $  2,315,687
                     -------------------------------------------------------------
  6,375,000          International Cabletel, Inc., Sr. Disc. Note, 0/12.75%,
                     4/15/2005                                                          4,749,375
                     -------------------------------------------------------------
  2,500,000          Lenfest Communications Inc., Sr. Note, 8.375%, 11/1/2005           2,450,000
                     -------------------------------------------------------------
  1,000,000          Lenfest Communications Inc., Sr. Sub. Note, 10.50%, 6/15/2006      1,082,500
                     -------------------------------------------------------------
  6,425,000          Peoples Choice TV Corp., Unit, 0/13.125%, 6/1/2004                 2,987,625
                     -------------------------------------------------------------
  2,850,000          Rogers Cablesystems Ltd., Sr. Secd. 2nd Priority Note,
                     10.00%, 12/1/2007                                                  3,045,938
                     -------------------------------------------------------------
  1,000,000          Rogers Cablesystems Ltd., Sr. Secd. 2nd Priority Note,
                     10.00%, 3/15/2005                                                  1,080,000
                     -------------------------------------------------------------
  3,000,000          Rogers Cablesystems Ltd., Sr. Sub. Gtd. Note, 11.00%,
                     12/1/2015                                                          3,247,500
                     -------------------------------------------------------------
  6,325,000      (a) TCI Satellite Entertainment, Inc., Sr. Sub. Disc. Note,
                     12.25% 2/15/2007                                                   3,542,000
                     -------------------------------------------------------------
  2,500,000      (a) TCI Satellite Entertainment, Inc., Sr. Sub. Note, 10.875%,
                     2/15/2007                                                          2,546,875
                     -------------------------------------------------------------
 21,575,000          TeleWest PLC, Sr. Disc. Deb., 0/11.00%, 10/1/2007                 15,399,156
                     -------------------------------------------------------------
  8,425,000          UIH Australia/Pacific, Sr. Disc. Note, 0/14.00%, 5/15/2006         4,602,156
                     -------------------------------------------------------------
  3,000,000          Wireless One, Inc., Sr. Note, 13.00%, 10/15/2003                   2,805,000
                     -------------------------------------------------------------
  3,000,000          Wireless One, Inc., Sr. Disc. Note, 0/13.50%, 8/1/2006             1,305,000
                     -------------------------------------------------------------   ------------
                     Total                                                            106,403,623
                     -------------------------------------------------------------   ------------
                     CHEMICALS & PLASTICS--5.0%
                     -------------------------------------------------------------
  3,800,000          Arcadian Partners L.P., Sr. Note, Series B, 10.75%, 5/1/2005       4,218,000
                     -------------------------------------------------------------
  3,400,000          Astor Corp., Sr. Sub. Note, 10.50%, 10/15/2006                     3,574,250
                     -------------------------------------------------------------
    500,000          Buckeye Cellulose Corp., Sr. Sub. Note, 8.50%, 12/15/2005            510,000
                     -------------------------------------------------------------
  3,250,000          Crain Industries, Inc., Sr. Sub. Note, 13.50%, 8/15/2005           3,721,250
                     -------------------------------------------------------------
  4,450,000          Foamex L.P., Sr. Sub. Deb., 11.875%, 10/1/2004                     4,828,250
                     -------------------------------------------------------------
  6,200,000          Harris Chemical North America, Inc., Sr. Note, 10.25%,
                     7/15/2001                                                          6,525,500
                     -------------------------------------------------------------
  1,475,000      (a) ISP Holding, Inc., Sr. Note, 9.00%, 10/15/2003                     1,522,937
                     -------------------------------------------------------------
</TABLE>

    


   
FEDERATED HIGH YIELD TRUST
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
 PRINCIPAL
  AMOUNT                                                                                VALUE
- -----------          -------------------------------------------------------------   ------------
<C>          <C>     <S>                                                             <C>
CORPORATE BONDS--CONTINUED
- ----------------------------------------------------------------------------------
                     CHEMICALS & PLASTICS--CONTINUED
                     -------------------------------------------------------------
$ 3,788,000      (a) ISP Holding, Inc., Sr. Note, 9.75%, 2/15/2002                   $  4,010,545
                     -------------------------------------------------------------
  4,667,000          Polymer Group, Inc., Sr. Note, 12.25%, 7/15/2002                   5,180,370
                     -------------------------------------------------------------
  4,900,000          RBX Corp., Sr. Sub. Note, Series B, 11.25%, 10/15/2005             3,699,500
                     -------------------------------------------------------------
  5,950,000          Sterling Chemicals Holdings, Inc., Sr. Disc. Note, 0/13.50%,
                     8/15/2008                                                          3,912,125
                     -------------------------------------------------------------
  1,350,000          Sterling Chemicals, Inc., Sr. Sub. Note, 11.75%, 8/15/2006         1,481,625
                     -------------------------------------------------------------
  3,400,000          Uniroyal Technology Corp., Sr. Secd. Note, 11.75%, 6/1/2003        3,442,500
                     -------------------------------------------------------------   ------------
                     Total                                                             46,626,852
                     -------------------------------------------------------------   ------------
                     CLOTHING & TEXTILES--2.2%
                     -------------------------------------------------------------
  2,375,000      (a) Collins & Aikman Floorcoverings, Inc., Sr. Sub. Note, 10.00%,
                     1/15/2007                                                          2,458,125
                     -------------------------------------------------------------
  2,150,000      (a) GFSI, Inc., Sr. Sub. Note, 9.625%, 3/1/2007                        2,203,750
                     -------------------------------------------------------------
  2,000,000      (a) Pillowtex Corp., Sr. Sub. Note, 10.00%, 11/15/2006                 2,130,000
                     -------------------------------------------------------------
 12,975,000          WestPoint Stevens, Inc., Sr. Sub. Deb., 9.375%, 12/15/2005        13,558,875
                     -------------------------------------------------------------   ------------
                     Total                                                             20,350,750
                     -------------------------------------------------------------   ------------
                     CONSUMER PRODUCTS--4.1%
                     -------------------------------------------------------------
  3,150,000          American Safety Razor Co., Sr. Note, 9.875%, 8/1/2005              3,339,000
                     -------------------------------------------------------------
  2,600,000          Herff Jones, Inc., Sr. Sub. Note, 11.00%, 8/15/2005                2,834,000
                     -------------------------------------------------------------
  3,500,000          Hosiery Corp. of America, Inc., Sr. Sub. Note, 13.75%,
                     8/1/2002                                                           3,911,250
                     -------------------------------------------------------------
  5,300,000      (a) ICON Health & Fitness, Inc., Sr. Disc. Note, 0/14.00%,
                     11/15/2006                                                         2,921,625
                     -------------------------------------------------------------
  4,000,000          ICON Health & Fitness, Inc., Sr. Sub. Note, 13.00%, 7/15/2002      4,565,000
                     -------------------------------------------------------------
  7,300,000          Playtex Family Products Corp., Sr. Sub. Note, 9.00%,
                     12/15/2003                                                         7,391,250
                     -------------------------------------------------------------
  5,000,000      (a) Renaissance Cosmetics, Inc., Sr. Note, 11.75%, 2/15/2004           5,181,250
                     -------------------------------------------------------------
    200,000          Revlon Consumer Products Corp., Note, 9.375%, 4/1/2001               207,500
                     -------------------------------------------------------------
</TABLE>

    


   
FEDERATED HIGH YIELD TRUST
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
 PRINCIPAL
  AMOUNT                                                                                VALUE
- -----------          -------------------------------------------------------------   ------------
<C>          <C>     <S>                                                             <C>
CORPORATE BONDS--CONTINUED
- ----------------------------------------------------------------------------------
                     CONSUMER PRODUCTS--CONTINUED
                     -------------------------------------------------------------
$ 2,750,000          Revlon Consumer Products Corp., Sr. Sub. Note, 10.50%,
                     2/15/2003                                                       $  2,942,500
                     -------------------------------------------------------------
  4,500,000          Simmons Co., Sr. Sub. Note, 10.75%, 4/15/2006                      4,803,750
                     -------------------------------------------------------------   ------------
                     Total                                                             38,097,125
                     -------------------------------------------------------------   ------------
                     CONTAINER & GLASS PRODUCTS--2.5%
                     -------------------------------------------------------------
  1,260,000   (a)(b) Kane Industries, Inc., Sr. Sub. Disc. Note, 8.00%,2/1/1998                 0
                     -------------------------------------------------------------
  1,650,000          Owens-Illinois, Inc., Note, 10.00%, 8/1/2002                       1,740,750
                     -------------------------------------------------------------
  4,750,000          Owens-Illinois, Inc., Sr. Amort. Deb., 11.00%, 12/1/2003           5,325,938
                     -------------------------------------------------------------
    250,000          Owens-Illinois, Inc., Sr. Sub. Note, 10.50%, 6/15/2002               265,625
                     -------------------------------------------------------------
  5,550,000          Owens-Illinois, Inc., Sr. Sub. Note, 9.75%, 8/15/2004              5,862,188
                     -------------------------------------------------------------
  3,950,000          Owens-Illinois, Inc., Sr. Sub. Note, 9.95%, 10/15/2004             4,196,875
                     -------------------------------------------------------------
  3,350,000          Packaging Resources Inc., Sr. Note, 11.625%, 5/1/2003              3,580,313
                     -------------------------------------------------------------
  1,000,000      (a) Plastic Containers, Inc., Sr. Secd. Note, 10.00%, 12/15/2006       1,045,000
                     -------------------------------------------------------------
  1,300,000      (a) U.S. Can Corp., Sr. Sub. Note, 10.125%, 10/15/2006                 1,391,000
                     -------------------------------------------------------------   ------------
                     Total                                                             23,407,689
                     -------------------------------------------------------------   ------------
                     ECOLOGICAL SERVICES & EQUIPMENT--1.4%
                     -------------------------------------------------------------
  5,600,000      (a) Allied Waste North America, Inc., Sr. Sub. Note, 10.25%,
                     12/1/2006                                                          6,069,000
                     -------------------------------------------------------------
  4,250,000          ICF Kaiser International, Inc., Sr. Sub. Note, 13.00%,
                     12/31/2003                                                         4,080,000
                     -------------------------------------------------------------
  5,350,000      (b) Mid-American Waste Systems, Inc., Sr. Sub. Note, 12.25%,
                     2/15/2003                                                          2,541,250
                     -------------------------------------------------------------   ------------
                     Total                                                             12,690,250
                     -------------------------------------------------------------   ------------
                     ELECTRONICS--0.4%
                     -------------------------------------------------------------
  3,000,000          Advanced Micro Devices, Inc., Sr. Secd. Note, 11.00%,
                     8/1/2003                                                           3,371,250
                     -------------------------------------------------------------   ------------
                     FINANCIAL INTERMEDIARIES--0.7%
                     -------------------------------------------------------------
  6,000,000          ContiFinancial Corp., Sr. Note, 8.375%, 8/15/2003                  6,165,000
                     -------------------------------------------------------------   ------------
</TABLE>

    


   
FEDERATED HIGH YIELD TRUST
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
 PRINCIPAL
  AMOUNT                                                                                VALUE
- -----------          -------------------------------------------------------------   ------------
<C>          <C>     <S>                                                             <C>
CORPORATE BONDS--CONTINUED
- ----------------------------------------------------------------------------------
                     FOOD & DRUG RETAILERS--1.9%
                     -------------------------------------------------------------
$ 3,650,000          Carr-Gottstein Foods Co., Sr. Sub. Note, 12.00%, 11/15/2005     $  4,037,812
                     -------------------------------------------------------------
  6,200,000          Ralph's Grocery Co., Sr. Note, 10.45%, 6/15/2004                   6,634,000
                     -------------------------------------------------------------
  3,425,000          Ralph's Grocery Co., Sr. Sub. Note, 11.00%, 6/15/2005              3,664,750
                     -------------------------------------------------------------
  3,500,000          Smith's Food & Drug Centers, Inc., Sr. Sub. Note, 11.25%,
                     5/15/2007                                                          3,963,750
                     -------------------------------------------------------------   ------------
                     Total                                                             18,300,312
                     -------------------------------------------------------------   ------------
                     FOOD PRODUCTS--3.3%
                     -------------------------------------------------------------
  4,350,000          Curtice-Burns Foods, Inc., Sr. Sub. Note, 12.25%, 2/1/2005         4,698,000
                     -------------------------------------------------------------
  7,250,000      (a) International Home Foods, Inc., Sr. Sub. Note, 10.375%,
                     11/1/2006                                                          7,576,250
                     -------------------------------------------------------------
  3,000,000      (a) MBW Foods Inc., Sr. Sub. Note, 9.875%, 2/15/2007                   3,067,500
                     -------------------------------------------------------------
  4,350,000          PMI Acquisition Corp., Sr. Sub. Note, 10.25%, 9/1/2003             4,567,500
                     -------------------------------------------------------------
  6,000,000          Specialty Foods Acquisition Corp., Sr. Secd. Disc. Deb.,
                     0/13.00%, 8/15/2005                                                2,415,000
                     -------------------------------------------------------------
  1,100,000          Specialty Foods Corp., Sr. Note, 11.125%, 10/1/2002                1,094,500
                     -------------------------------------------------------------
  3,000,000          Specialty Foods Corp., Sr. Sub. Note, 11.25%, 8/15/2003            2,550,000
                     -------------------------------------------------------------
  4,050,000          Van de Kamp's, Inc., Sr. Sub. Note, 12.00%, 9/15/2005              4,536,000
                     -------------------------------------------------------------   ------------
                     Total                                                             30,504,750
                     -------------------------------------------------------------   ------------
                     FOREST PRODUCTS--3.3%
                     -------------------------------------------------------------
  4,125,000          Container Corp. of America, Sr. Note, 11.25%, 5/1/2004             4,511,719
                     -------------------------------------------------------------
  5,250,000          Four M Corp., Sr. Note, 12.00%, 6/1/2006                           5,643,750
                     -------------------------------------------------------------
  2,300,000          Repap New Brunswick, 2nd Priority Sr. Secd. Note, 10.625%,
                     4/15/2005                                                          2,288,500
                     -------------------------------------------------------------
  5,325,000          Riverwood International Corp., Sr. Sub. Note, 10.875%,
                     4/1/2008                                                           4,552,875
                     -------------------------------------------------------------
  5,350,000          S. D. Warren Co., Sr. Sub. Note, 12.00%, 12/15/2004                5,891,688
                     -------------------------------------------------------------
  4,975,000          Stone Container Corp., Sr. Note, 11.50%, 10/1/2004                 5,248,625
                     -------------------------------------------------------------
  3,300,000      (a) Uniforet Inc., Sr. Note, 11.125%, 10/15/2006                       3,102,000
                     -------------------------------------------------------------   ------------
                     Total                                                             31,239,157
                     -------------------------------------------------------------   ------------
</TABLE>

    


   
FEDERATED HIGH YIELD TRUST
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
 PRINCIPAL
  AMOUNT                                                                                VALUE
- -----------          -------------------------------------------------------------   ------------
<C>          <C>     <S>                                                             <C>
CORPORATE BONDS--CONTINUED
- ----------------------------------------------------------------------------------
                     HEALTHCARE--2.3%
                     -------------------------------------------------------------
$ 5,725,000          Dade International, Inc., Sr. Sub. Note, 11.125%, 5/1/2006      $  6,326,125
                     -------------------------------------------------------------
  2,000,000          Genesis Health Ventures, Inc., Sr. Sub. Note, 9.25%,
                     10/1/2006                                                          2,070,000
                     -------------------------------------------------------------
    500,000          Genesis Health Ventures, Inc., Sr. Sub. Note, 9.75%,
                     6/15/2005                                                            527,500
                     -------------------------------------------------------------
    900,000          Tenet Healthcare Corp., Sr. Note, 8.00%, 1/15/2005                   911,250
                     -------------------------------------------------------------
  9,250,000          Tenet Healthcare Corp., Sr. Sub. Note, 10.125%, 3/1/2005          10,221,250
                     -------------------------------------------------------------
  1,650,000          Tenet Healthcare Corp., Sr. Sub. Note, 8.625%, 1/15/2007           1,707,750
                     -------------------------------------------------------------   ------------
                     Total                                                             21,763,875
                     -------------------------------------------------------------   ------------
                     HOME PRODUCTS & FURNISHINGS--0.3%
                     -------------------------------------------------------------
  2,550,000          Triangle Pacific Corp., Sr. Note, 10.50%, 8/1/2003                 2,757,188
                     -------------------------------------------------------------   ------------
                     HOTELS, MOTELS, INNS & CASINOS--0.6%
                     -------------------------------------------------------------
  4,900,000          Courtyard by Marriott II LP, Sr. Note, 10.75%, 2/1/2008            5,243,000
                     -------------------------------------------------------------   ------------
                     INDUSTRIAL PRODUCTS & EQUIPMENT--3.5%
                     -------------------------------------------------------------
  4,800,000          Cabot Safety Acquisition Corp., Sr. Sub. Note, 12.50%,
                     7/15/2005                                                          5,304,000
                     -------------------------------------------------------------
  4,325,000      (a) Euramax International PLC, Sr. Sub. Note, 11.25%, 10/1/2006        4,654,781
                     -------------------------------------------------------------
  4,000,000          Fairfield Manufacturing Co., Inc., Sr. Sub. Note, 11.375%,
                     7/1/2001                                                           4,290,000
                     -------------------------------------------------------------
  2,750,000      (a) Hawk Corp., Sr. Note, 10.25%, 12/1/2003                            2,866,875
                     -------------------------------------------------------------
  3,500,000          IMO Industries, Inc., Sr. Sub. Note, 11.75%, 5/1/2006              3,508,750
                     -------------------------------------------------------------
  3,500,000      (a) International Knife & Saw, Inc., Sr. Sub. Note, 11.375%,
                     11/15/2006                                                         3,718,750
                     -------------------------------------------------------------
  1,800,000          Johnstown America Industries, Inc., Sr. Sub. Note, 11.75%,
                     8/15/2005                                                          1,809,000
                     -------------------------------------------------------------
  3,900,000          Mettler-Toledo, Inc., Sr. Sub. Note, 9.75%, 10/1/2006              4,114,500
                     -------------------------------------------------------------
  2,250,000          Unifrax Investment Corp., Sr. Note, 10.50%, 11/1/2003              2,345,625
                     -------------------------------------------------------------   ------------
                     Total                                                             32,612,281
                     -------------------------------------------------------------   ------------
                     LEISURE & ENTERTAINMENT--4.6%
                     -------------------------------------------------------------
  7,700,000          AMF Group, Inc., Sr. Sub. Disc. Note, 0/12.25%, 3/15/2006          5,515,125
                     -------------------------------------------------------------
  2,600,000          AMF Group, Inc., Sr. Sub. Note, 10.875%, 3/15/2006                 2,850,250
                     -------------------------------------------------------------
</TABLE>

    


   
FEDERATED HIGH YIELD TRUST
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
 PRINCIPAL
  AMOUNT                                                                                VALUE
- -----------          -------------------------------------------------------------   ------------
<C>          <C>     <S>                                                             <C>
CORPORATE BONDS--CONTINUED
- ----------------------------------------------------------------------------------
                     LEISURE & ENTERTAINMENT--CONTINUED
                     -------------------------------------------------------------
$ 1,150,000          Affinity Group, Inc., Sr. Sub. Note, 11.50%, 10/15/2003         $  1,201,750
                     -------------------------------------------------------------
  3,550,000          Cobblestone Golf Group, Inc., Sr. Note, 11.50%, 6/1/2003           3,771,875
                     -------------------------------------------------------------
  3,100,000          Premier Parks, Inc., Sr. Note, 12.00%, 8/15/2003                   3,510,750
                     -------------------------------------------------------------
    500,000          Premier Parks, Inc., Sr. Note, 9.75%, 1/15/2007                      525,000
                     -------------------------------------------------------------
 13,100,000          Six Flags Theme Parks, Sr. Sub. Disc. Note, 0/12.25%,
                     6/15/2005                                                         13,034,500
                     -------------------------------------------------------------
 12,850,000          Viacom, Inc., Sub. Deb., 8.00%, 7/7/2006                          12,753,625
                     -------------------------------------------------------------   ------------
                     Total                                                             43,162,875
                     -------------------------------------------------------------   ------------
                     MACHINERY & EQUIPMENT--1.9%
                     -------------------------------------------------------------
  4,275,000          Alvey Systems, Inc., Sr. Sub. Note, 11.375%, 1/31/2003             4,574,250
                     -------------------------------------------------------------
  5,025,000      (a) Clark Material Handling Corp., Sr. Note, 10.75%, 11/15/2006        5,364,187
                     -------------------------------------------------------------
  3,202,000          Primeco Inc., Sr. Sub. Note, 12.75%, 3/1/2005                      3,682,300
                     -------------------------------------------------------------
  4,050,000          Tokheim Corp., Sr. Sub. Note, 11.50%, 8/1/2006                     4,414,500
                     -------------------------------------------------------------   ------------
                     Total                                                             18,035,237
                     -------------------------------------------------------------   ------------
                     METALS & MINING--0.6%
                     -------------------------------------------------------------
  5,375,000          Royal Oak Mines, Inc., Sr. Sub. Note, 11.00%, 8/15/2006            5,482,500
                     -------------------------------------------------------------   ------------
                     OIL & GAS--3.1%
                     -------------------------------------------------------------
  5,700,000      (a) Abraxas Petroleum Corp., Sr. Note, 11.50%, 11/1/2004               6,213,000
                     -------------------------------------------------------------
    500,000          Dawson Production Services, Inc., Sr. Note, 9.375%, 2/1/2007         521,250
                     -------------------------------------------------------------
  2,000,000          Falcon Drilling Co., Inc., Sr. Sub. Note, 12.50%, 3/15/2005        2,242,500
                     -------------------------------------------------------------
  4,200,000      (a) Forcenergy Gas Exploration, Inc., Sr. Sub. Note, 8.50%,
                     2/15/2007                                                          4,221,000
                     -------------------------------------------------------------
  4,250,000          Forcenergy Gas Exploration, Inc., Sr. Sub. Note, 9.50%,
                     11/1/2006                                                          4,515,625
                     -------------------------------------------------------------
  2,500,000          Giant Industries, Inc., Sr. Sub. Note, 9.75%, 11/15/2003           2,612,500
                     -------------------------------------------------------------
    350,000      (a) HS Resources, Inc., Sr. Sub. Note, 9.25%, 11/15/2006                 362,250
                     -------------------------------------------------------------
  1,250,000          HS Resources, Inc., Sr. Sub. Note, 9.875%, 12/1/2003               1,315,625
                     -------------------------------------------------------------
</TABLE>

    


   
FEDERATED HIGH YIELD TRUST
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
 PRINCIPAL
  AMOUNT                                                                                VALUE
- -----------          -------------------------------------------------------------   ------------
<C>          <C>     <S>                                                             <C>
CORPORATE BONDS--CONTINUED
- ----------------------------------------------------------------------------------
                     OIL & GAS--CONTINUED
                     -------------------------------------------------------------
$ 3,375,000          Mesa Operating Co., Sr. Sub. Disc. Note, 0/11.625%, 7/1/2006    $  2,463,750
                     -------------------------------------------------------------
    375,000          Mesa Operating Co., Sr. Sub. Note, 10.625%, 7/1/2006                 415,313
                     -------------------------------------------------------------
  4,000,000          United Meridian Corp., Sr. Sub. Note, 10.375%, 10/15/2005          4,480,000
                     -------------------------------------------------------------   ------------
                     Total                                                             29,362,813
                     -------------------------------------------------------------   ------------
                     PRINTING & PUBLISHING--2.2%
                     -------------------------------------------------------------
  7,350,000          Affiliated Newspaper, Sr. Disc. Note, 0/13.25%, 7/1/2006           6,284,250
                     -------------------------------------------------------------
  2,975,000          Garden State Newspapers, Inc., Sr. Sub. Note, 12.00%,
                     7/1/2004                                                           3,287,375
                     -------------------------------------------------------------
  2,100,000          Hollinger International Publishing, Inc., Sr. Sub. Note,
                     9.25%, 2/1/2006                                                    2,134,125
                     -------------------------------------------------------------
  4,700,000          K-III Communications Corp., Company Guarantee, Series B,
                     8.50%, 2/1/2006                                                    4,700,000
                     -------------------------------------------------------------
  3,900,000      (a) Petersen Publishing Co., LLC, Sr. Sub. Note, 11.125%,
                     11/15/2006                                                         4,260,750
                     -------------------------------------------------------------   ------------
                     Total                                                             20,666,500
                     -------------------------------------------------------------   ------------
                     REAL ESTATE--0.7%
                     -------------------------------------------------------------
  5,900,000          Trizec Finance Ltd., Sr. Note, 10.875%, 10/15/2005                 6,578,500
                     -------------------------------------------------------------   ------------
                     RETAILERS--0.6%
                     -------------------------------------------------------------
  5,600,000          Brylane Capital Corp., Sr. Sub. Note, 10.00%, 9/1/2003             5,866,000
                     -------------------------------------------------------------   ------------
                     SERVICES--1.8%
                     -------------------------------------------------------------
  5,843,625          Coinmach Corp., Sr. Note, 11.75%, 11/15/2005                       6,464,510
                     -------------------------------------------------------------
  2,600,000      (a) Intertek Finance PLC, Sr. Sub. Note, 10.25%, 11/1/2006             2,739,750
                     -------------------------------------------------------------
  4,500,000      (a) KinderCare Learning Centers, Inc., Sr. Sub. Note, 9.50%,
                     2/15/2009                                                          4,556,250
                     -------------------------------------------------------------
  3,150,000      (a) Ryder TRS, Inc., Sr. Sub. Note, 10.00%, 12/1/2006                  3,299,625
                     -------------------------------------------------------------   ------------
                     Total                                                             17,060,135
                     -------------------------------------------------------------   ------------
                     STEEL--2.6%
                     -------------------------------------------------------------
  5,400,000          Acme Metals, Inc., Sr. Secd. Disc. Note, 0/13.50%, 8/1/2004        5,778,000
                     -------------------------------------------------------------
  3,000,000          Bayou Steel Corp., 1st Mtg. Note, 10.25%, 3/1/2001                 2,947,500
                     -------------------------------------------------------------
  5,925,000          EnviroSource, Inc., Sr. Note, 9.75%, 6/15/2003                     5,850,937
                     -------------------------------------------------------------
</TABLE>

    


   
FEDERATED HIGH YIELD TRUST
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
 PRINCIPAL
  AMOUNT                                                                                VALUE
- -----------          -------------------------------------------------------------   ------------
<C>          <C>     <S>                                                             <C>
CORPORATE BONDS--CONTINUED
- ----------------------------------------------------------------------------------
                     STEEL--CONTINUED
                     -------------------------------------------------------------
$ 5,900,000          GS Technologies Operating Co., Inc., Sr. Note, 12.00%,
                     9/1/2004                                                        $  6,276,125
                     -------------------------------------------------------------
    725,000          GS Technologies Operating Co., Inc., Sr. Note, 12.25%,
                     10/1/2005                                                            781,187
                     -------------------------------------------------------------
  3,450,000          Republic Engineered Steel, Inc., 1st Mtg. Note, 9.875%,
                     12/15/2001                                                         3,143,813
                     -------------------------------------------------------------   ------------
                     Total                                                             24,777,562
                     -------------------------------------------------------------   ------------
                     SURFACE TRANSPORTATION--3.1%
                     -------------------------------------------------------------
  4,400,000          AmeriTruck Distribution Corp., Sr. Sub. Note, 12.25%,
                     11/15/2005                                                         4,554,000
                     -------------------------------------------------------------
  6,000,000          Gearbulk Holding Limited, Sr. Note, 11.25%, 12/1/2004              6,720,000
                     -------------------------------------------------------------
  7,050,000      (a) Statia Terminals International N.V., 1st Mtg. Note, 11.75%,
                     11/15/2003                                                         7,543,500
                     -------------------------------------------------------------
  6,400,000          Stena AB, Sr. Note, 10.50%, 12/15/2005                             7,120,000
                     -------------------------------------------------------------
  3,100,000          Trism, Inc., Sr. Sub. Note, 10.75%, 12/15/2000                     2,875,250
                     -------------------------------------------------------------   ------------
                     Total                                                             28,812,750
                     -------------------------------------------------------------   ------------
                     TELECOMMUNICATIONS & CELLULAR--10.5%
                     -------------------------------------------------------------
  5,650,000          American Communications Services Inc., Sr. Disc. Note,
                     0/12.75%, 4/1/2006                                                 3,517,125
                     -------------------------------------------------------------
  1,700,000          Arch Communications Group, Inc., Sr. Disc. Note, 0/10.875%,
                     3/15/2008                                                            871,250
                     -------------------------------------------------------------
  8,325,000          Brooks Fiber Properties, Inc., Sr. Disc. Note, 0/10.875%,
                     3/1/2006                                                           5,702,625
                     -------------------------------------------------------------
  5,800,000          Brooks Fiber Properties, Inc., Sr. Disc. Note, 0/11.875%,
                     11/1/2006                                                          3,799,000
                     -------------------------------------------------------------
  7,025,000          Cellular Communications International, Inc., Sr. Disc. Note,
                     13.25% accrual, 8/15/2000                                          5,128,250
                     -------------------------------------------------------------
  4,700,000      (a) Cellular Communications of Puerto Rico, Inc., Sr. Sub.,
                     10.00%, 2/1/2007                                                   4,741,125
                     -------------------------------------------------------------
  2,900,000      (a) Dobson Communications Corp., Sr. Note, 11.75%, 4/15/2007           2,936,250
                     -------------------------------------------------------------
  1,400,000          Fonorola, Inc., Sr. Secd. Note, 12.50%, 8/15/2002                  1,582,000
                     -------------------------------------------------------------
  7,725,000          Intermedia Communications of Florida, Inc., Sr. Disc. Note,
                     0/12.50%, 5/15/2006                                                5,253,000
                     -------------------------------------------------------------
  3,000,000      (a) McLeod, Inc., Sr. Disc. Note, 0/10.50%, 3/1/2007                   1,818,750
                     -------------------------------------------------------------
</TABLE>

    


   
FEDERATED HIGH YIELD TRUST
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
 PRINCIPAL
  AMOUNT                                                                                VALUE
- -----------          -------------------------------------------------------------   ------------
<C>          <C>     <S>                                                             <C>
CORPORATE BONDS--CONTINUED
- ----------------------------------------------------------------------------------
                     TELECOMMUNICATIONS & CELLULAR--CONTINUED
                     -------------------------------------------------------------
$11,000,000          Millicom International Cellular S. A., Sr. Disc. Note,
                     0/13.50%, 6/1/2006                                              $  7,480,000
                     -------------------------------------------------------------
  3,000,000          NEXTEL Communications, Inc., Sr. Disc. Note, 0/11.50%,
                     9/1/2003                                                           2,520,000
                     -------------------------------------------------------------
  4,550,000          NEXTEL Communications, Inc., Sr. Disc. Note, 0/9.75%,
                     8/15/2004                                                          3,412,500
                     -------------------------------------------------------------
  5,400,000          Nextlink Communications, LLC, Sr. Note, Series AI, 12.50%,
                     4/15/2006                                                          5,899,500
                     -------------------------------------------------------------
  5,900,000          Paging Network, Inc., Sr. Sub. Note, 10.00%, 10/15/2008            5,877,875
                     -------------------------------------------------------------
  4,000,000          Paging Network, Inc., Sr. Sub. Note, 10.125%, 8/1/2007             4,025,000
                     -------------------------------------------------------------
  6,850,000          PanAmSat, L.P., Sr. Sub. Disc. Note, 0/11.375%, 8/1/2003           6,464,688
                     -------------------------------------------------------------
  1,250,000          PhoneTel Technologies, Inc., Sr. Note, 12.00%, 12/15/2006          1,334,375
                     -------------------------------------------------------------
  4,850,000          Sygnet Wireless, Inc., Sr. Note, 11.50%, 10/1/2006                 5,159,188
                     -------------------------------------------------------------
  8,325,000          Teleport Communications Group, Inc., Sr. Disc. Note,
                     0/11.125%, 7/1/2007                                                5,952,375
                     -------------------------------------------------------------
  1,400,000          Teleport Communications Group, Inc., Sr. Note, 9.875%,
                     7/1/2006                                                           1,494,500
                     -------------------------------------------------------------
  4,325,000          USA Mobile Communications, Inc., Sr. Note, 9.50%, 2/1/2004         3,979,000
                     -------------------------------------------------------------
  9,375,000          Vanguard Cellular Systems, Inc., Deb., 9.375%, 4/15/2006           9,750,000
                     -------------------------------------------------------------   ------------
                     Total                                                             98,698,376
                     -------------------------------------------------------------   ------------
                     UTILITIES--2.0%
                     -------------------------------------------------------------
  2,200,000          CalEnergy Co., Inc., Sr. Note, 9.50%, 9/15/2006                    2,376,000
                     -------------------------------------------------------------
  9,000,000          California Energy Co., Inc., Sr. Note, 10.25%, 1/15/2004           9,900,000
                     -------------------------------------------------------------
  6,250,000          El Paso Electric Co., 1st Mtg. Note, 9.40%, 5/1/2011               6,792,813
                     -------------------------------------------------------------   ------------
                     Total                                                             19,068,813
                     -------------------------------------------------------------   ------------
                     TOTAL CORPORATE BONDS (IDENTIFIED COST $825,191,650)             858,509,726
                     -------------------------------------------------------------   ------------
</TABLE>

    


   
FEDERATED HIGH YIELD TRUST
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
  SHARES                                                                                VALUE
- -----------          -------------------------------------------------------------   ------------
<C>          <C>     <S>                                                             <C>
COMMON STOCKS--0.6%
- ----------------------------------------------------------------------------------
                     BROADCAST RADIO & TV--0.1%
                     -------------------------------------------------------------
     26,000          Park Communications, Inc., Warrants                             $    513,500
                     -------------------------------------------------------------
      6,994          Pegasus Communications Corp.                                          83,064
                     -------------------------------------------------------------
     12,000          Sullivan Broadcast Holdings Inc., Class B                            129,000
                     -------------------------------------------------------------   ------------
                     Total                                                                725,564
                     -------------------------------------------------------------   ------------
                     BUILDING & DEVELOPMENT--0.0%
                     -------------------------------------------------------------
      3,080          Atlantic Gulf Communities Corp.                                       17,710
                     -------------------------------------------------------------   ------------
                     BUSINESS EQUIPMENT & SERVICES--0.0%
                     -------------------------------------------------------------
      6,177      (a) San Jacinto Holdings, Inc.                                            27,798
                     -------------------------------------------------------------   ------------
                     CABLE TELEVISION--0.0%
                     -------------------------------------------------------------
         68      (a) CS Wireless Systems, Inc.                                                  0
                     -------------------------------------------------------------
      9,000          Wireless One, Inc., Warrants                                           9,000
                     -------------------------------------------------------------   ------------
                     Total                                                                  9,000
                     -------------------------------------------------------------   ------------
                     CHEMICALS & PLASTICS--0.0%
                     -------------------------------------------------------------
      4,675          Sterling Chemicals Holdings, Inc., Warrants                          163,625
                     -------------------------------------------------------------
     27,500          Uniroyal Technology Corp., Warrants                                   41,250
                     -------------------------------------------------------------   ------------
                     Total                                                                204,875
                     -------------------------------------------------------------   ------------
                     CONGLOMERATES--0.4%
                     -------------------------------------------------------------
    722,871          Triton Group Ltd.                                                    632,512
                     -------------------------------------------------------------
    181,487          Walter Industries, Inc.                                            2,756,334
                     -------------------------------------------------------------   ------------
                     Total                                                              3,388,846
                     -------------------------------------------------------------   ------------
                     CONSUMER PRODUCTS--0.0%
                     -------------------------------------------------------------
      3,000          Hosiery Corp. of America, Inc.                                        21,000
                     -------------------------------------------------------------
      5,000      (a) IHF Capital, Inc., Warrants                                          383,125
                     -------------------------------------------------------------   ------------
                     Total                                                                404,125
                     -------------------------------------------------------------   ------------
                     CONTAINER & GLASS PRODUCTS--0.0%
                     -------------------------------------------------------------
     53,400   (a)(b) Kane Industries, Inc., Warrants                                            0
                     -------------------------------------------------------------   ------------
</TABLE>

    


   
FEDERATED HIGH YIELD TRUST
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
  SHARES                                                                                VALUE
- -----------          -------------------------------------------------------------   ------------
<C>          <C>     <S>                                                             <C>
COMMON STOCKS--CONTINUED
- ----------------------------------------------------------------------------------
                     FOOD & DRUG RETAILERS--0.1%
                     -------------------------------------------------------------
    150,231          Grand Union Co.                                                 $    553,977
                     -------------------------------------------------------------   ------------
                     PRINTING & PUBLISHING--0.0%
                     -------------------------------------------------------------
      5,350          Affiliated Newspaper Investments, Inc.                               323,675
                     -------------------------------------------------------------   ------------
                     STEEL--0.0%
                     -------------------------------------------------------------
      1,800      (a) Bar Technologies, Inc., Warrants                                     108,000
                     -------------------------------------------------------------   ------------
                     TELECOMMUNICATIONS & CELLULAR--0.0%
                     -------------------------------------------------------------
      6,325          Cellular Communications International, Inc., Warrants                126,500
                     -------------------------------------------------------------   ------------
                     TOTAL COMMON STOCKS (IDENTIFIED COST $17,970,419)                  5,890,070
                     -------------------------------------------------------------   ------------
PREFERRED STOCKS--2.0%
- ----------------------------------------------------------------------------------
                     BANKING--0.2%
                     -------------------------------------------------------------
     72,000          California Federal Preferred Capital Corp., REIT Perpetual
                     Pfd. Stock, Series A, $2.28                                        1,845,000
                     -------------------------------------------------------------   ------------
                     BROADCAST RADIO & TV--0.9%
                     -------------------------------------------------------------
     15,750      (a) American Radio Systems Corp., Cumulative Exchangeable Pfd.
                     Stock, $11.38                                                      1,638,000
                     -------------------------------------------------------------
     35,000      (a) Chancellor Broadcasting Co., Exchangeable Pfd. Stock, $12.00       3,622,500
                     -------------------------------------------------------------
      2,800          Pegasus Communications Corp., Unit, Series A, 12.75%               2,786,000
                     -------------------------------------------------------------
      6,000          SFX Broadcasting, Inc., Exchangeable Pfd. Stock, Series E
                     12.625%                                                              621,000
                     -------------------------------------------------------------   ------------
                     Total                                                              8,667,500
                     -------------------------------------------------------------   ------------
                     PRINTING & PUBLISHING--0.5%
                     -------------------------------------------------------------
     46,308          K-III Communications Corp., Cumulative PIK Pfd., Series B,
                     11.625%                                                            4,746,570
                     -------------------------------------------------------------   ------------
                     TELECOMMUNICATIONS & CELLULAR--0.4%
                     -------------------------------------------------------------
      2,796          PanAmSat Corp., PIK Pfd., 12.75%                                   3,453,060
                     -------------------------------------------------------------   ------------
                     TOTAL PREFERRED STOCKS (IDENTIFIED COST $17,666,901)              18,712,130
                     -------------------------------------------------------------   ------------
</TABLE>

    


   
FEDERATED HIGH YIELD TRUST
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
 PRINCIPAL
  AMOUNT                                                                                VALUE
- -----------          -------------------------------------------------------------   ------------
<C>          <C>     <S>                                                             <C>
U.S. TREASURY--2.6%
- ----------------------------------------------------------------------------------
                     TREASURY NOTES--2.6%
                     -------------------------------------------------------------
$10,000,000          United States Treasury Note, 5.75%, 8/15/2003                   $  9,636,300
                     -------------------------------------------------------------
  5,000,000          United States Treasury Note, 5.875%, 2/15/2004                     4,833,600
                     -------------------------------------------------------------
 10,000,000          United States Treasury Note, 6.50%, 10/15/2006                     9,941,200
                     -------------------------------------------------------------   ------------
                     TOTAL U.S. TREASURY (IDENTIFIED COST $24,510,937)                 24,411,100
                     -------------------------------------------------------------   ------------
(C) REPURCHASE AGREEMENT--1.3%
- ----------------------------------------------------------------------------------
 11,835,000          BT Securities Corporation, 5.38%, dated 2/28/1997, due
                     3/3/1997 (AT AMORTIZED COST)                                      11,835,000
                     -------------------------------------------------------------   ------------
                     TOTAL INVESTMENTS (IDENTIFIED COST $897,174,907)(D)             $919,358,026
                     -------------------------------------------------------------   ------------
</TABLE>


(a) Denotes a private placement security. At February 28, 1997, these securities
    amounted to $135,518,310 which represents 14.4% of total net assets.

(b) Non-income producing security. Mid-American Waste Systems, Inc.: On January
    22, 1997, Mid-American filed for protection under Chapter 11 of the U.S.
    Bankruptcy Code. The company has agreed to be acquired by USA Waste
    Services, Inc. The timing and outcome of this potential transaction is
    uncertain. Mid-American has been deemed illiquid as a result of contractual
    agreements relating to litigation. Kane Industries, Inc., on March 18, 1994,
    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.

(c) 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.

(d) The cost of investments for federal tax purposes amounts to $897,861,263.
    The net unrealized appreciation of investments on a federal tax basis
    amounts to $21,496,763 which is comprised of $50,615,731 appreciation and
    $29,118,968 depreciation at February 28, 1997.

Note: The categories of investments are shown as a percentage of net assets
      ($938,362,777) at February 28, 1997.
    


FEDERATED HIGH YIELD TRUST
- --------------------------------------------------------------------------------

The following acronyms are used throughout this portfolio:
<TABLE>
<S>   <C>
GTD   -- Guaranty
LLC   -- Limited Liability Corporation
LP    -- Limited Partnership
PIK   -- Payment in Kind
PLC   -- Public Limited Company
REIT  -- Real Estate Investment Trust
</TABLE>


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


   
FEDERATED HIGH YIELD TRUST
STATEMENT OF ASSETS AND LIABILITIES
FEBRUARY 28, 1997
- --------------------------------------------------------------------------------
<TABLE>
<S>                                                                  <C>            <C>
ASSETS:
- --------------------------------------------------------------------------------
Total investments in securities, at value (identified cost $897,174,907, and
tax cost $897,861,263)                                                              $919,358,026
- --------------------------------------------------------------------------------
Income receivable                                                                     17,848,315
- --------------------------------------------------------------------------------
Receivable for investments sold                                                       11,878,136
- --------------------------------------------------------------------------------
Receivable for shares sold                                                             4,650,352
- --------------------------------------------------------------------------------    ------------
     Total assets                                                                    953,734,829
- --------------------------------------------------------------------------------
LIABILITIES:
- --------------------------------------------------------------------------------
Payable for investments purchased                                    $ 3,741,005
- ------------------------------------------------------------------
Payable for shares redeemed                                            8,952,332
- ------------------------------------------------------------------
Income distribution payable                                            1,507,935
- ------------------------------------------------------------------
Payable to bank                                                          889,868
- ------------------------------------------------------------------
Accrued expenses                                                         280,912
- ------------------------------------------------------------------   -----------
     Total liabilities                                                                15,372,052
- --------------------------------------------------------------------------------    ------------
NET ASSETS for 99,752,365 shares outstanding                                        $938,362,777
- --------------------------------------------------------------------------------    ------------
NET ASSETS CONSIST OF:
- --------------------------------------------------------------------------------
Paid in capital                                                                     $935,014,675
- --------------------------------------------------------------------------------
Net unrealized appreciation of investments                                            22,183,119
- --------------------------------------------------------------------------------
Accumulated net realized loss on investments                                         (18,126,486)
- --------------------------------------------------------------------------------
Distributions in excess of net investment income                                        (708,531)
- --------------------------------------------------------------------------------    ------------
     Total Net Assets                                                               $938,362,777
- --------------------------------------------------------------------------------    ------------
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PROCEEDS PER SHARE:
$938,362,777 / 99,752,365 shares outstanding)                                              $9.41
- --------------------------------------------------------------------------------    ------------
</TABLE>


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


   
FEDERATED HIGH YIELD TRUST
STATEMENT OF OPERATIONS
YEAR ENDED FEBRUARY 28, 1997
- --------------------------------------------------------------------------------
<TABLE>
<S>                                                                    <C>            <C>            <C>
INVESTMENT INCOME:
- -------------------------------------------------------------------------------------------------
Dividends                                                                                            $  1,019,112
- -------------------------------------------------------------------------------------------------
Interest                                                                                               78,059,819
- -------------------------------------------------------------------------------------------------     -----------
    Total Income                                                                                       79,078,931
- -------------------------------------------------------------------------------------------------
EXPENSES:
- -------------------------------------------------------------------------------------------------
Investment advisory fee                                                               $ 5,738,180
- ----------------------------------------------------------------------------------
Administrative personnel and services fee                                                 578,155
- ----------------------------------------------------------------------------------
Custodian fees                                                                            109,239
- ----------------------------------------------------------------------------------
Transfer and dividend disbursing agent fees and expenses                                  173,623
- ----------------------------------------------------------------------------------
Directors'/Trustees' fees                                                                  13,001
- ----------------------------------------------------------------------------------
Auditing fees                                                                              24,132
- ----------------------------------------------------------------------------------
Legal fees                                                                                  4,830
- ----------------------------------------------------------------------------------
Portfolio accounting fees                                                                 142,532
- ----------------------------------------------------------------------------------
Shareholder services fee                                                                1,912,727
- ----------------------------------------------------------------------------------
Share registration costs                                                                  123,486
- ----------------------------------------------------------------------------------
Printing and postage                                                                       63,659
- ----------------------------------------------------------------------------------
Insurance premiums                                                                          7,674
- ----------------------------------------------------------------------------------
Taxes                                                                                       6,425
- ----------------------------------------------------------------------------------
Miscellaneous                                                                              13,675
- ----------------------------------------------------------------------------------     ----------
    Total expenses                                                                      8,911,338
- ----------------------------------------------------------------------------------
Waivers--
- ----------------------------------------------------------------------------------
  Waiver of investment advisory fee                                    $(1,773,042)
- --------------------------------------------------------------------
  Waiver of shareholder services fee                                      (382,545)
- --------------------------------------------------------------------    ----------
    Total waivers                                                                      (2,155,587)
- ----------------------------------------------------------------------------------     ----------
        Net expenses                                                                                    6,755,751
- -------------------------------------------------------------------------------------------------     -----------
            Net investment income                                                                      72,323,180
- -------------------------------------------------------------------------------------------------     -----------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
- -------------------------------------------------------------------------------------------------
Net realized gain on investments                                                                        5,800,495
- -------------------------------------------------------------------------------------------------
Net change in unrealized appreciation of investments                                                   26,326,072
- -------------------------------------------------------------------------------------------------     -----------
    Net realized and unrealized gain on investments                                                    32,126,567
- -------------------------------------------------------------------------------------------------     -----------
        Change in net assets resulting from operations                                               $104,449,747
- -------------------------------------------------------------------------------------------------     -----------
</TABLE>


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


   
FEDERATED HIGH YIELD TRUST
STATEMENT OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                              YEAR ENDED           YEAR ENDED
                                                             FEBRUARY 28,         FEBRUARY 29,
                                                                 1997                 1996
                                                             -------------        -------------
<S>                                                          <C>                  <C>
INCREASE (DECREASE) IN NET ASSETS:
- ---------------------------------------------------------
OPERATIONS--
- ---------------------------------------------------------
Net investment income                                        $  72,323,180        $  53,662,657
- ---------------------------------------------------------
Net realized gain on investments ($6,021,942 and
$796,412, net gains respectively, as computed for federal
tax purposes)                                                    5,800,495            4,263,986
- ---------------------------------------------------------
Net change in unrealized appreciation (depreciation) of
investments                                                     26,326,072           27,446,647
- ---------------------------------------------------------    -------------        -------------
     Change in net assets resulting from operations            104,449,747           85,373,290
- ---------------------------------------------------------    -------------        -------------
DISTRIBUTIONS TO SHAREHOLDERS--
- ---------------------------------------------------------
Distributions from net investment income                       (72,323,180)         (53,311,137)
- ---------------------------------------------------------
Distributions in excess of net investment income                  (520,035)                  --
- ---------------------------------------------------------    -------------        -------------
     Change in net assets resulting from distributions to
     shareholders                                              (72,843,215)         (53,311,137)
- ---------------------------------------------------------    -------------        -------------
SHARE TRANSACTIONS--
- ---------------------------------------------------------
Proceeds from sale of shares                                   860,932,809          836,596,356
- ---------------------------------------------------------
Net asset value of shares issued to shareholders in
payment of distributions declared                               55,383,889           37,254,443
- ---------------------------------------------------------
Cost of shares redeemed                                       (683,339,454)        (696,738,256)
- ---------------------------------------------------------    -------------        -------------
     Change in net assets resulting from share
       transactions                                            232,977,244          177,112,543
- ---------------------------------------------------------    -------------        -------------
          Change in net assets                                 264,583,776          209,174,696
- ---------------------------------------------------------
NET ASSETS:
- ---------------------------------------------------------
Beginning of period                                            673,779,001          464,604,305
- ---------------------------------------------------------    -------------        -------------
End of period                                                $ 938,362,777        $ 673,779,001
- ---------------------------------------------------------    -------------        -------------
</TABLE>


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


   
FEDERATED HIGH YIELD TRUST
NOTES TO FINANCIAL STATEMENTS
FEBRUARY 28, 1997
- --------------------------------------------------------------------------------
(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. The Trust's investment objective is to seek high
current income by investing primarily in a professionally managed, diversified
portfolio of fixed income securities. The Trust's portfolio of investments
consists primarily of lower rated corporate debt obligations. These lower rated
debt obligations may be more susceptible to real or perceived adverse economic
conditions than investment grade bonds. These lower rated debt obligations are
regarded as predominantly speculative with respect to each issuer's continuing
ability to make interest and principal payments (i.e., the obligations are
subject to the risk of default).

(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, other fixed income and
     asset-backed securities, and unlisted securities and private placement
     securities are generally valued at the mean of the latest bid and asked
     price as furnished by an independent pricing service. Listed equity
     securities are valued at the last sale price reported on a national
     securities exchange. Short-term securities are valued at the prices
     provided by an independent pricing service. However, short-term securities
     with remaining maturities of sixty days or less at the time of purchase may
     be valued at amortized cost, which approximates fair market 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 under repurchase
     agreement transactions. 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.
    


   
FEDERATED HIGH YIELD TRUST
- --------------------------------------------------------------------------------
     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.

     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.

     At February 28, 1997, the Trust, for federal tax purposes, had a capital
     loss carryforward of $17,555,889, which will reduce the Trust's taxable
     income arising from future net realized capital gain on investments, if
     any, to the extent permitted by the Code, and thus 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 as follows:
<TABLE>
<CAPTION>
    EXPIRATION YEAR      EXPIRATION AMOUNT
    ----------------     ------------------
    <S>                  <C>
          1999               $9,269,587
          2000               $6,829,698
          2003               $1,456,604
</TABLE>


     Additionally, net capital losses of $279,762, attributable to security
     transactions incurred after October 31, 1996, are treated as arising on the
     first day of the Trust's next taxable year (March 1, 1997).

     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 TRANSLATION--The accounting records of the Trust are
     maintained in U.S. dollars. All assets and liabilities denominated in
     foreign currencies ("FCs") 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.
    


   
FEDERATED HIGH YIELD TRUST
- --------------------------------------------------------------------------------

     Reported net realized foreign exchange gains or losses arise from sales of
     portfolio securities, 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.

     USE OF ESTIMATES--The preparation of financial statements in conformity
     with generally accepted accounting principles requires management to make
     estimates and assumptions that affect the amounts of assets, liabilities,
     expenses and revenues reported in the financial statements. Actual results
     could differ from those estimated.

     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).

Transactions in shares were as follows:
<TABLE>
<CAPTION>
                                                            YEAR ENDED           YEAR ENDED
                                                         FEBRUARY 28, 1997    FEBRUARY 29, 1996
- ------------------------------------------------------   -----------------    -----------------
<S>                                                      <C>                  <C>
Shares sold                                                  94,942,662           94,114,448
- ------------------------------------------------------
Shares issued to shareholders in payment of
distributions declared                                        6,072,728            4,184,055
- ------------------------------------------------------
Shares redeemed                                             (75,398,302)         (78,383,729)
- ------------------------------------------------------   ---------------      ---------------
  Net change resulting from share transactions               25,617,088           19,914,774
- ------------------------------------------------------   ---------------      ---------------
</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 0.75% of the Trust's average daily net assets. The Adviser may
voluntarily choose to waive any portion of its fee. The Adviser can modify or
terminate this voluntary waiver at any time at its sole discretion.

ADMINISTRATIVE FEE--Federated Services Company ("FServ"), under the
Administrative Services Agreement, provides the Trust with administrative
personnel and services. The fee paid to FServ 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.
    


   
FEDERATED HIGH YIELD TRUST
- --------------------------------------------------------------------------------

SHAREHOLDER SERVICES FEE--Under the terms of a Shareholder Services Agreement
with Federated Shareholder Services ("FSS"), the Trust will pay FSS up to 0.25%
of average daily net assets of the Trust for the period. The fee paid to FSS is
used to finance certain services for shareholders and to maintain shareholder
accounts. FSS may voluntarily choose to waive any portion of its fee. FSS can
modify or terminate this voluntary waiver at any time at its sole discretion.

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

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

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

(5) INVESTMENT TRANSACTIONS

Purchases and sales of investments, excluding short-term securities, for the
period ended February 28, 1997, were as follows:
<TABLE>
<S>                                                                              <C>
- ------------------------------------------------------------------------------
PURCHASES                                                                        $824,911,353
- ------------------------------------------------------------------------------   ------------
SALES                                                                            $600,950,261
- ------------------------------------------------------------------------------   ------------
</TABLE>

    


   
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, including
the portfolio of investments, of Federated High Yield Trust as of February 28,
1997, 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 financial highlights (see page 2 of this prospectus) for the periods
presented therein. 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, 1997, 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, 1997, and the results of its
operations for the year then ended, changes in its net assets for each of the
two years in the period then ended, and financial highlights for the periods
presented therein, in conformity with generally accepted accounting principles.

                                                               ERNST & YOUNG LLP

Pittsburgh, Pennsylvania
April 18, 1997
    


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.


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

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 rated "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.


ADDRESSES
- --------------------------------------------------------------------------------
<TABLE>
<S>             <C>                                          <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 8600
                                                             Boston, Massachusetts 02266-8600
- ------------------------------------------------------------------------------------------------
Transfer Agent and Dividend Disbursing Agent
                Federated Shareholder
                Services Company                             P.O.Box 8600
                                                             Boston, Massachusetts 02266-8600
- ------------------------------------------------------------------------------------------------
Independent Auditors
                Ernst & Young LLP                            One Oxford Centre
                                                             Pittsburgh, Pennsylvania 15219
- ------------------------------------------------------------------------------------------------
</TABLE>



- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
                                            FEDERATED HIGH
                                            YIELD TRUST
                                            PROSPECTUS

                                            An Open-End, Diversified Management
                                            Investment Company

   
                                            April 30, 1997
    



LOGO

   
       Cusip 314197104
       8040401A (4/97)
    


                          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,
1997. This Statement is not a prospectus itself. You may request a copy of
a prospectus or a paper copy of this Statement of Additional Information,
if you have received it electronically, free of charge by calling 1-800-
341-7400.

    FEDERATED INVESTORS TOWER
    PITTSBURGH, PENNSYLVANIA 15222-3779
                      Statement dated April 30, 1997    


FEDERATED INVESTORS
Federated Investors Tower
Pittsburgh, PA 15222-3779



Federated Securities Corp. is the distributor of the Fund
and is a subsidiary of Federated Investors.
Cusip 314197104
8040401B (4/97)


   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

 Trust Ownership                                    9
 Trustees Compensation                             10
 Trustee Liability                                 10
INVESTMENT ADVISORY SERVICES                       10

 Adviser to the Trust                              10
 Advisory Fees                                     11
BROKERAGE TRANSACTIONS                             11

OTHER SERVICES                                     11

 Trust Administration                              11
 Custodian and Portfolio Accountant                11
 Transfer Agent                                    11
 Independent Auditors                              12


PURCHASING SHARES                                  12

 Shareholder Services                              12
 Conversion to Federal Funds                       12
DETERMINING NET ASSET VALUE                        12

 Determining Market Value of Securities            12
REDEEMING SHARES                                   12

 Redemption in Kind                                13
MASSACHUSETTS PARTNERSHIP LAW                      13

TAX STATUS                                         13

 The Trust's Tax Status                            13
 Shareholders' Tax Status                          13
TOTAL RETURN                                       14

YIELD                                              14

PERFORMANCE COMPARISONS                            14

 Economic and Market Information                   15
 Duration                                          15
ABOUT FEDERATED INVESTORS                          16

 Mutual Fund Market                                16
 Institutional Clients                             16
 Bank Marketing                                    16
 Broker/Dealers and Bank Broker/Dealer Subsidiaries
                                               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  by
investing primarily in a professionally managed diversified portfolio of
fixed income securities.
CORPORATE DEBT OBLIGATIONS
The corporate debt obligations in which the Trust invests may bear fixed,
floating, floating and contingent, or increasing rates of interest. They
may involve equity features such as conversion or exchange rights, warrants
for the acquisition of common stock of the same or a different issuer,
participations based on revenues, sales or profits, or the purchase of
common stock in a unit transaction.
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 (the `SEC'') 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:
     othe full faith and credit of the U.S. Treasury;
     othe issuer's right to borrow from the U.S. Treasury;
     othe discretionary authority of the U.S. government to purchase
      certain obligations of agencies or instrumentalities; or
     othe 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:
     oStudent Loan Marketing Association;


     oFederal Home Loan Mortgage Corporation;
     oFederal Home Loan Banks; and       
     oFederal 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, 1997 and February 29, 1996, the portfolio turnover rates were
81% and 87%, 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:
     oless publicly available information about foreign issuers;


     ocredit risks associated with certain foreign governments;
     othe lack of uniform financial accounting standards applicable to
      foreign issuers;
     oless readily available market quotations on foreign issues;
     othe likelihood that securities of foreign issuers may be less liquid
      or more volatile;
     ogenerally higher foreign brokerage commissions; and
     ounreliable 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 financial futures and put options on financial
     futures, not including stock index 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, not including
     stock index futures.    
   SELLING SHORT
     The Trust will not sell securities short unless:
     oduring 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
     onot 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 or government 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 SECURITIES NOT READILY MARKETABLE
     The Trust will not invest more than 5% of the value of its total
     assets in equity securities of any issuer that are not readily
     marketable.    


          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.


   EQUITY SECURITIES
     The Trust may invest up to 10% of total assets in equity securities
     including common stocks, warrants or rights.
   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.
       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 associations 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 are listed with their addresses, birthdates, 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. and Federated Global Research Corp.; Chairman, Passport
Research, Ltd.; Chief Executive Officer and Director or Trustee of the
Funds.


Thomas G. Bigley
15 Old Timber Trail
Pittsburgh, PA
Birthdate:  February 3, 1934
Trustee
Chairman of the Board, Children's Hospital of Pittsburgh; formerly, Senior
Partner, Ernst & Young LLP; Director, MED 3000 Group, Inc.; Director,
Member of Executive Committee, University of Pittsburgh; Director or
Trustee of the Funds.


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; Partner or Trustee in private real


estate ventures in Southwest Florida; formerly, President, Naples Property
Management, Inc. and Northgate Village Development Corporation; Director or
Trustee of the Funds.


William J. Copeland
One PNC Plaza - 23rd Floor
Pittsburgh, PA
Birthdate:  July 4, 1918
Trustee
Director and Member of the Executive Committee, Michael Baker, Inc.;
formerly, Vice Chairman and Director, PNC Bank, N.A., and PNC Bank Corp.;
Director, Ryan Homes, Inc.; Director or Trustee of the Funds.


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


Lawrence D. Ellis, M.D.*
3471 Fifth Avenue, Suite 1111
Pittsburgh, PA
Birthdate:  October 11, 1932
Trustee


Professor of Medicine, 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
or Trustee of the Funds.


Edward L. Flaherty, Jr.@
Miller, Ament, Henny & Kochuba
205 Ross Street
Pittsburgh, PA
Birthdate:  June 18, 1924
Trustee
Attorney of Counsel, Miller, Ament, Henny & Kochuba; Director, Eat'N Park
Restaurants, Inc.; formerly, Counsel, Horizon Financial, F.A., Western
Region; Director or Trustee of the Funds.


Peter E. Madden
One Royal Palm Way
100 Royal Palm Way
Palm Beach, FL
Birthdate:  March 16, 1942
Trustee
Consultant; Former State Representative, Commonwealth of Massachusetts;
formerly, President, State Street Bank and Trust Company and State Street
Boston Corporation; Director or Trustee of the Funds.


Gregor F. Meyer
Boca Grande Club
Boca Grande, FL
Birthdate:  October 6, 1926
Trustee
Attorney, Retired Member of Miller, Ament, Henny & Kochuba; Chairman,
Meritcare, Inc.; Director, Eat'N Park Restaurants, Inc.; Director or
Trustee of the Funds.


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 or Trustee of the Funds.




Wesley W. Posvar
1202 Cathedral of Learning
University of Pittsburgh
Pittsburgh, PA
Birthdate:  September 14, 1925
Trustee
Professor, International Politics; Management Consultant; Trustee, Carnegie
Endowment for International Peace, RAND Corporation, Online Computer
Library Center, Inc., National Defense University, U.S. Space Foundation


and Czech Management Center; President Emeritus, University of Pittsburgh;
Founding Chairman, National Advisory Council for Environmental Policy and
Technology, Federal Emergency Management Advisory Board and Czech
Management Center; Director or Trustee of the Funds.


Marjorie P. Smuts
4905 Bayard Street
Pittsburgh, PA
Birthdate:  June 21, 1935
Trustee
Public relations/Marketing/Conference Planning, Manchester Craftsmen's
Guild; Restaurant Consultant, Frick Art & History Center; Conference
Coordinator, University of Pittsburgh Art History Department; Director or
Trustee 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.


J. Christopher Donahue
Federated Investors Tower
Pittsburgh, PA
Birthdate:  April 11, 1949


Executive Vice President
President and Trustee, Federated Investors, Federated Advisers, Federated
Management, and Federated Research; President and Director, Federated
Research Corp. and Federated Global Research Corp.; President, Passport
Research, Ltd.; Trustee, Federated Shareholder Services Company and
Federated Shareholder Services; Director, Federated Services Company;
President or Executive Vice President of the Funds; Director or Trustee of
some of the Funds. Mr. Donahue is the son of John F. Donahue, Chairman and
Trustee  of the Company.


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


John W. McGonigle
Federated Investors Tower
Pittsburgh, PA
Birthdate:  October 26, 1938
Executive Vice President, Secretary and Treasurer


Executive Vice President, Secretary, and Trustee, Federated Investors;
Trustee, Federated Advisers, Federated Management, and Federated Research;
Director, Federated Research Corp. and Federated Global Research Corp.;
Trustee, Federated Shareholder Services Company; Director, Federated
Services Company; President and Trustee, Federated Shareholder Services;
Director, Federated Securities Corp.; Executive Vice President and
Secretary of the Funds; Treasurer of some of the Funds.


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


* This Trustee is deemed to be an ``interested person'' as defined in the
  Investment Company Act of 1940.
@ Member of the Executive Committee. The Executive Committee of the Board
  of Trustees handles the responsibilities of the Board between meetings
  of the Board.
As used in the table above, "The Funds" and "Funds" mean the following
investment companies: 111 Corcoran Funds; Arrow Funds; Automated Government
Money Trust; Blanchard Funds; Blanchard Precious Metals Fund, Inc.; Cash
Trust Series II; Cash Trust Series, Inc.; DG Investor Series; Edward D.
Jones & Co. Daily Passport Cash Trust; Federated Adjustable Rate U.S.
Government Fund, Inc.; Federated American Leaders Fund, Inc.; Federated


ARMs Fund; Federated Equity Funds; Federated Equity Income Fund, Inc.;
Federated Fund for U.S. Government Securities, Inc.; Federated GNMA Trust;
Federated Government Income Securities, Inc.; Federated Government Trust;
Federated High Income Bond Fund, Inc.; Federated High Yield Trust;
Federated Income Securities Trust; Federated Income Trust; Federated Index
Trust; Federated Institutional Trust; Federated Insurance Series; Federated
Investment Portfolios; Federated Investment Trust; Federated Master Trust;
Federated Municipal Opportunities Fund, Inc.; Federated Municipal
Securities Fund, Inc.; Federated Municipal Trust; Federated Short-Term
Municipal Trust; Federated Short-Term U.S. Government Trust; Federated
Stock and Bond Fund, Inc.; Federated Stock Trust; Federated Tax-Free Trust;
Federated Total  Return Series, Inc.; Federated U.S. Government Bond Fund;
Federated U.S. Government Securities Fund: 1-3 Years; Federated U.S.
Government Securities Fund: 2-5 Years; Federated U.S. Government Securities
Fund: 5-10 Years; Federated Utility Fund, Inc.; First Priority Funds; Fixed
Income Securities, Inc.; High Yield Cash Trust; Intermediate Municipal
Trust; International Series, Inc.; Investment Series Funds, Inc.;
Investment Series Trust; Liberty  Term Trust, Inc. - 1999; Liberty U.S.
Government Money Market Trust; Liquid Cash Trust; Managed Series Trust;
Money Market Management, Inc.; Money Market Obligations Trust; Money Market
Trust; Municipal Securities Income Trust; Newpoint Funds; Peachtree Funds;
RIMCO Monument Funds; Targeted Duration Trust; Tax-Free Instruments Trust;
The Planters Funds; The Starburst Funds; The Starburst Funds II; The Virtus
Funds; Trust for Financial Institutions; Trust for Government Cash
Reserves; Trust for Short-Term U.S. Government Securities; Trust for U.S.
Treasury Obligations; Wesmark Funds; and World Investment Series, Inc.
TRUST OWNERSHIP
Officers and Trustees own less than 1% of the Trust's outstanding shares.


As of April 2, 1997, the following shareholders of record owned 5% or more
of the outstanding shares of the Trust: Charles Schwab & Co., Inc., San
Francisco, California (as record owner holding shares for its clients),
owned approximately 42,193,372 shares (48.17%); and National Financial
Services, New York, New York, for the exclusive benefit of its customers,
owned approximately 8,310,124 shares (9.49%).


TRUSTEES COMPENSATION


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


John F. Donahue,    $ 0              $0 for the Trust and 56 investment
companies
Chairman and Trustee
Thomas G. Bigley,   $1,634           $108,725 for the Trust and 56
investment companies
Trustee
John T. Conroy, Jr.,                 $1,797  $119,615 for the Trust and 56
investment companies
Trustee
William J. Copeland,                 $1,797  $119,615 for the Trust and 56
investment companies
Trustee


James E. Dowd,      $1,797           $119,615 for the Trust and 56
investment companies
Trustee
Lawrence D. Ellis, M.D.,             $1,634  $108,725 for the Trust and 56
investment companies
Trustee
Edward L. Flaherty, Jr.,             $1,797  $119,615 for the Trust and 56
investment companies
Trustee
Peter E. Madden,    $1,634           $108,725 for the Trust and 56
investment companies
Trustee
Gregor F. Meyer,    $1,634           $108,725 for the Trust and 56
investment companies
Trustee
John E. Murray, Jr.,                 $1,634  $108,725 for the Trust and 56
investment companies
Trustee
Wesley W. Posvar,   $1,634           $108,725 for the Trust and 56
investment companies
Trustee
Marjorie P. Smuts,  $1,634           $108,725 for the Trust and 56
investment companies
Trustee


*Information is furnished for the fiscal year ended February 28, 1997.
+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, 1997, February 29, 1996, and February 28, 1995,
the Trust's investment adviser earned $5,738,180, $4,223,631, and
$2,922,038, respectively, which were reduced by $1,773,042, $1,340,094, and
$867,430, respectively, because of undertakings to limit the Trust's
expenses.    


       BROKERAGE TRANSACTIONS

   When selecting brokers and dealers to handle the purchase and sale of
portfolio instruments, the adviser looks for prompt execution of the order
at a favorable price. In working with dealers, the adviser will generally
use those who are recognized dealers in specific portfolio instruments,
except when a better price and execution of the order can be obtained
elsewhere. The adviser makes decisions on portfolio transactions and
selects brokers and dealers subject to guidelines established by the
Trustees. The adviser may select brokers and dealers who offer brokerage
and research services. These services may be furnished directly to the
Trust or to the adviser and may include: advice as to the advisability of
investing in securities; security analysis and reports; economic studies;
industry studies; receipt of quotations for portfolio evaluations; and
similar services. Research services provided by brokers and dealers may be
used by the adviser or its affiliates in advising the Trust and other
accounts. To the extent that receipt of these services may supplant
services for which the adviser or its affiliates might otherwise have paid,
it would tend to reduce their expenses. The adviser and its affiliates
exercise reasonable business judgment in selecting brokers who offer
brokerage and research services to execute securities transactions. They
determine in good faith that commissions charged by such persons are
reasonable in relationship to the value of the brokerage and research
services provided. During the fiscal years ended February 28, 1997,
February 29, 1996, and February 28, 1995, the Trust paid no brokerage
commissions.    
Although investment decisions for the Trust are made independently from
those of the other accounts managed by the adviser, investments of the type
the Trust may make may also be made by those other accounts. When the Trust


and one or more other accounts managed by the adviser are prepared to
invest in, or desire to dispose of, the same security, available
investments or opportunities for sales will be allocated in a manner
believed by the adviser to be equitable to each. In some cases, this
procedure may adversely affect the price paid or received by the Trust or
the size of the position obtained or disposed of by the Trust. In other
cases, however, it is believed that coordination and the ability to
participate in volume transactions will be to the benefit of the Trust.
OTHER SERVICES

TRUST ADMINISTRATION
   Federated Services Company, a subsidiary of Federated Investors,
provides administrative personnel and services to the Trust for a fee as
described in the prospectus. From March 1, 1994, to March 1, 1996,
Federated Administrative Services served as the Trust's Administrator.
Prior to March 1, 1994, Federated Administrative Services, Inc. served as
the Trust's Administrator. Both former Administrators are subsidiaries of
Federated Investors.  For purposes of this Statement of Additional
Information, Federated Services Company, Federated Administrative Services,
and Federated Administrative Services, Inc. may hereinafter collectively be
referred to as the "Administrators." For the fiscal years ended February
28, 1997, February 29, 1996, and February 28, 1995, the Administrators
earned $578,155, $426,149, and $295,457, respectively.
CUSTODIAN AND PORTFOLIO ACCOUNTANT
State Street Bank and Trust Company, Boston, MA, is custodian for the
securities and cash of the Trust.  Federated Services Company, Pittsburgh,
PA, provides certain accounting and recordkeeping services with respect to
the Trust's portfolio investments.  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.
TRANSFER AGENT
Federated Services Company, through its registered transfer agent,
Federated Shareholder Services Company, maintains all necessary shareholder
records.  For its services, the transfer agent receives a fee based on the
size, type and number of accounts and transactions made by
shareholders.    
INDEPENDENT AUDITORS
The independent auditors for the Trust are Ernst & Young LLP, Pittsburgh,
Pennsylvania.
PURCHASING SHARES

Shares are sold at their net asset value without a sales charge on days the
New York Stock Exchange is open for business. The procedure for purchasing
shares of the Trust is explained in the prospectus under "Investing in the
Trust."
SHAREHOLDER SERVICES
This arrangement permits the payment of fees to Federated Shareholder
Services and financial institutions to cause services to be provided which
are necessary for the maintenance of shareholder accounts and to encourage
personal services to shareholders by a representative who has knowledge of
the shareholder's particular circumstances and goals.  These activities and
services may include, but are not limited to:  providing office space,
equipment, telephone facilities, and various clerical, supervisory,
computer, and other personnel as necessary or beneficial to establish and
to 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.
By adopting the Shareholder Services Agreement, the Trustees expect that
the Trust will benefit by: (1) providing personal services to shareholders;
(2) investing shareholder assets with a minimum of delay and administrative
detail; (3) enhancing shareholder recordkeeping systems; and (4) responding
promptly to shareholders' requests and inquiries concerning their accounts.
   For the fiscal year ending February 28, 1997, the Trust paid shareholder
services fees in the amount of $1,912,727, of which $382,545 was paid to
financial institutions.    
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
Shareholder 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:
     oaccording 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;
     ofor most short-term obligations, at the mean between bid and asked
      prices, as provided by an independent pricing service; or


     ofor 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 Shareholder
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
   The Trust is obligated to redeem shares solely in cash up to $250,000 or
1% of the Trust's net asset value, whichever is less, for any one
shareholder within a 90-day period.  Any redemption beyond this amount will
also be in cash unless the Trustees determine that further payments should
be in kind.  In such cases, the Trust will pay all or a portion of the
remainder of the redemption in portfolio instruments valued in the same way
as the Trust determines net asset value. The portfolio instruments will be
selected in a manner that the Trustees deem fair and equitable.  Redemption
in kind is not as liquid as a cash redemption.  If redemption is made in
kind, shareholders who sell these securities could receive less than the
redemption value and could incur certain transaction costs.      
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 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:
     oderive at least 90% of its gross income from dividends, interest,
      and gains from the sale of securities;
     oderive less than 30% of its gross income from the sale of securities
      held less than three months;
     oinvest in securities within certain statutory limits; and
     odistribute 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:
     othe availability of higher relative yields;
     odifferentials in market values;
     onew investment opportunities;
     ochanges in creditworthiness of an issuer; or
     oan 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, 1997, were 13.74%, 11.30% and 10.38%,
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, 1997 was
8.60%.
The yield for the Trust is determined by dividing the net investment income
per share (as defined by the SEC) 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
SEC 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:


     oportfolio quality;
     oaverage portfolio maturity;
     otype of instruments in which the portfolio is invested;
     ochanges in interest rates and market value of portfolio securities;
     ochanges in Trust expenses; and
     ovarious 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:
     oLEHMAN 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.


     oLEHMAN 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   LEHMAN BROTHERS HIGH YIELD INDEX and its subcategory indices
      cover the universe of fixed rate, publicly issued, noninvestment
      grade debt registered with the SEC. All bonds included in the High
      Yield Index must be dollar-denominated and nonconvertible and have
      at least one year remaining to maturity and an outstanding par value
      of at least $100 million. Generally securities must be rated Ba1 or
      lower by Moody's Investors Service, Inc. (``Moody's''), including
      defaulted issues. If no Moody's rating is available, bonds must be
      rated BB+ or lower by Standard & Poor's Ratings Group (``S&P''); and
      if no S&P rating is available, bonds must be rated below investment
      grade by Fitch Investor's Service. A small number of unrated bonds
      is included in the index; to be eligible they must have previously
      held a high yield rating or have been associated with a high yield
      issuer, and must trade accordingly.    
     oMERRILL 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.
     oMERRILL 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.
     oMERRILL 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.
     oLIPPER 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.
     oSALOMON 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.
     oMORNINGSTAR, 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.
   Advertising and other promotional literature may include charts, graphs
and other illustrations using the Trust's returns, or returns in general,
that demonstrate basic investment concepts such as tax-deferred
compounding, dollar-cost averaging and systematic investment. In addition,


the Trust can compare its performance, or performance for the types of
securities in which it invests, to a variety of other investments, such as
bank savings accounts, certificates of deposit, and Treasury bills.
ECONOMIC AND MARKET INFORMATION
Advertising and sales literature for the Trust may include discussions of
economic, financial and political developments and their effect on the
securities market. Such discussions may take the form of commentary on
these developments by Trust portfolio managers and their views and analysis
on how such developments could affect the Funds. In addition, advertising
and sales literature may quote statistics and give general information
about the mutual fund industry, including the growth of the industry, from
sources such as the Investment Company Institute.    
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 flow.


ABOUT FEDERATED INVESTORS

Federated Investors is dedicated to meeting investor needs which is
reflected in its investment decision making-structured, straightforward,
and consistent. This has resulted in a history of competitive performance
with a range of competitive investment products that have gained the
confidence of thousands of clients and their customers.
   The company's disciplined security selection process is firmly rooted in
sound methodologies backed by fundamental and technical research.
Investment decisions are made and executed by teams of portfolio managers,
analysts, and traders dedicated to specific market sectors. These traders
handle trillions of dollars in annual trading volume.
J. Thomas Madden, Executive Vice President, oversees Federated Investors'
equity and high yield corporate bond management while William D. Dawson,
Executive Vice President, oversees Federated Investors' domestic fixed
income management. Henry A. Frantzen, Executive Vice President, oversees
the management of Federated Investors' global portfolios.     
MUTUAL FUND MARKET
   Thirty-seven percent of American households are pursuing their financial
goals through mutual funds. These investors, as well as businesses and
institutions, have entrusted over $3.5 trillion to the more than 6,000
funds available.*     
Federated Investors, through its subsidiaries, distributes mutual funds for
a variety of investment applications. Specific markets include:
INSTITUTIONAL CLIENTS
Federated Investors meets the needs of more than 4,000 institutional
clients nationwide by managing and servicing separate accounts and mutual
funds for a variety of applications, including defined benefit and defined
contribution programs, cash management, and asset/liability management.


Institutional clients include corporations, pension funds, tax-exempt
entities, foundations/endowments, insurance companies, and investment and
financial advisors. The marketing effort to these institutional clients is
headed by John B. Fisher, President, Institutional Sales Division.
   BANK MARKETING
Other institutional clients include close relationships with more than
1,600 banks and trust organizations. Virtually all of the trust divisions
of the top 100 bank holding companies use Federated funds in their clients'
portfolios. The marketing effort to trust clients is headed by Mark R.
Gensheimer, Executive Vice President, Bank Marketing & Sales.    
BROKER/DEALERS AND BANK BROKER/DEALER SUBSIDIARIES
   Federated funds are available to consumers through major brokerage firms
nationwide--we have over 2,200 broker/dealer and bank broker/dealer
relationships across the country--supported by more wholesalers than any
other mutual fund distributor. Federated's service to financial
professionals and institutions has earned it high ratings in several
surveys performed by DALBAR, Inc. DALBAR is recognized as the industry
benchmark for service quality measurement. The marketing effort to these
firms is headed by James F. Getz, President, Federated Securities Corp.    

*Source: Investment Company Institute




PART C. OTHER INFORMATION.
ITEM 24.  Financial Statements and Exhibits:
          (a)  Financial Statements (filed in Part A)
          (b)  Exhibits:


                (1)   (i) Conformed copy of Declaration of Trust of the
                          Registrant; (8)
                     (ii) Conformed copy of Amendment Nos. 1 and 2 to
                          Declaration of Trust; (8)
                (2)   (i) Copy of By-Laws of the Registrant; (8)
                     (ii) Copy of Amendment Nos. 1 through 3 to the
                          Bylaws; (8)
                (3) Not applicable;
                (4) Conformed copy of Specimen Certificate for Shares of
                    Beneficial Interest of the Registrant; (8)
                (5) Conformed copy of the Investment Advisory Contract of
                    the Registrant; (7)
                (6) (i)   Conformed copy of the Distributor's Contract
                          of the Registrant; (7)
                    (ii)  The Registrant hereby incorporates the
                          conformed copy of the specimen Mutual Funds
                          Sales and Service Agreement; Mutual Funds
                          Service Agreement; and Plan/Trustee Mutual  Funds
                    Service Agreement from Item 24(b)(6) of      the Cash
                    Trust Series II Registration  Statement on Form N-1A,
                    filed with the ..Commission on July 24, 1995. (File
                    Nos. 33-.........38550 and 811-6269.)
                (7) Not applicable;
                (8) Conformed copy of Custodian Agreement of the
                    Registrant; (8)
                (9) (i)   Conformed copy of Agreement for Fund   Accounting
                    Services, Administrative Services,      Shareholder
                    Recordkeeping Services, and   Custody Services
                    Procurement; (9)


                    (ii)  The responses described in Item 24(b)(6) are
                          hereby incorporated by reference.
                    (iii) The Registrant hereby incorporates by reference
                          the conformed copy of the Shareholder Services
                          Sub-Contract between Fidelity and      Federated
                          Shareholder Services from Item 24(b)(9)(iii) of
                          the Federated GNMA Trust Registration Statement
                          on Form N-1A, filed with the Commission on March
                          25, 1996.
                           (File Nos. 2-75670 and 811-3375)
               (10) Conformed copy of the Opinion of Counsel as to the
                    legality of the shares being registered; (8)
               (11) (i)   Conformed copy of Consent of Independent
                          Auditors; +
                    (ii)  Opinion and Consent of Counsel as to Transfer
                          of Organization Expenses; (8)
               (12) Not applicable;
               (13) Conformed copy of Initial Capital Understanding; (8)
               (14) Not applicable;
               (15) Not applicable;
               (16) Copy of Schedule for Computation of Trust Performance
                    Data; (9)
               (17) Copy of Financial Data Schedule; +
               (18) Not applicable;
               (19) Conformed copy of Power of Attorney. +
+    All exhibits have been filed electronically.


 7.  Response is incorporated by reference to Registrant's Post-Effective
     Amendment No. 10 on Form N-1A filed February 20, 1990.  (File Nos. 2-
     91091 and 811-4018)
 8.  Response is incorporated by reference to Registrant's Post-Effective
     Amendment No. 19 on Form N-1A filed April 21, 1995.  (File Nos. 2-
     91091 and 811-4018)
 9.  Response is incorporated by reference to Registrant's Post-Effective
     Amendment No. 21 on Form N-1A filed April 29, 1996.  (File Nos. 2-
     91091 and 811-4018)


Item 25.  Persons Controlled by or Under Common Control with Registrant:

          None.

Item 26.  Number of Holders of Securities:


                                    Number of Record Holders
          Title of Class                as of April 2, 1997

          Shares of Beneficial Interest    8,695
          (no par value)

Item 27.  Indemnification:  (1)

Item 28.  Business and Other Connections of Investment Adviser:


(a)    For a description of the other business of the investment adviser,
       see the section entitled ``Trust Information-Management of the
       Trust'' in Part A. The affiliations with the Registrant of three of
       the Trustees and two of the Officers of the investment adviser are
       included in Part B of this Registration Statement under ``Federated
       High Yield Trust Management.''  The remaining Trustee of the
       investment adviser and, in parentheses, his principal occupation
       is:  Mark D. Olson (Partner, Wilson, Halbrook & Bayard), 107 W.
       Market Street, Georgetown, Delaware  19947.

       The remaining Officers of the investment adviser are: William D.
       Dawson, III, Henry A. Frantzen, and J. Thomas Madden, Executive
       Vice Presidents; Peter R. Anderson, Drew J. Collins, Jonathan C.
       Conley, Deborah A. Cunningham, Mark E. Durbiano, J. Alan Minteer,
       and Mary Jo Ochson, Senior Vice Presidents; J. Scott Albrecht,
       Joseph M. Balestrino, Randall S. Bauer, David F. Belton, Christine
       A. Bosio, David A. Briggs, Kenneth J. Cody, Alexandre de Bethmann,
       Linda A. Duessel, Michael J. Donnelly, Michael P. Donnelly,
       Kathleen M. Foody-Malus, Thomas M. Franks; Edward C. Gonzales,
       James E. Grefenstette, Susan R. Hill, Stephen A. Keen, Robert M.
       Kowit, Jeff A. Kozemchak, Marian R. Marinack, Sandra L. McInerney,
       Susan M. Nason, Robert J. Ostrowski, Charles A. Ritter, Frank
       Semack, Aash M. Shah, Scott B. Schermerhorn, William F. Stotz,
       Tracy P. Stouffer, Edward J. Tiedge, Paige M. Wilhelm, and Jolanta
       M. Wysocka, Vice Presidents; Todd A. Abraham, Stefanie L.
       Bachhuber, Michael W. Casey, William R. Jamison, Constantine
       Kartsonsas, Robert M. March, Joseph M. Natoli, Keith J. Sabol, and
       Michael W. Sirianni, Assistant Vice Presidents; Stephen A. Keen,
       Secretary; Thomas R. Donahue, Treasurer and Assistant Secretary;


       Richard B. Fisher, Assistant Secretary and Assistant Treasurer; and
       Christine I. McGonigle, Assistant Secretary.  The business address
       of each of the Officers of the investment adviser is Federated
       Investors Tower, Pittsburgh, Pennsylvania  15222-3779.  These
       individuals are also officers of a majority of the investment
       advisers to the Funds listed in Part B of this Registration
       Statement.
 1.  Response is incorporated by reference to Registrant's Pre-Effective
     Amendment No. 1 on Form N-1 filed July 9, 1984.  (File No. 2-91091)




Item 29.  Principal Underwriters:

     (a)  Federated Securities Corp., the Distributor for shares of the
          Registrant, also acts as principal underwriter for the following
          open-end investment companies: 111 Corcoran Funds; Arrow Funds;
          Automated Government Money Trust; BayFunds; Blanchard Funds;
          Blanchard Precious Metals Fund, Inc.; Cash Trust Series II; Cash
          Trust Series, Inc.; DG Investor Series; Edward D. Jones & Co.
          Daily Passport Cash Trust;  Federated Adjustable Rate U.S.
          Government Fund, Inc.; Federated American Leaders Fund, Inc.;
          Federated ARMs Fund; Federated Equity Funds; Federated Equity
          Income Fund, Inc.; Federated Fund for U.S. Government Securities,
          Inc.; Federated GNMA Trust; Federated Government Income
          Securities, Inc.; Federated Government Trust; Federated High


          Income Bond Fund, Inc.; Federated High Yield Trust; Federated
          Income Securities Trust; Federated Income Trust; Federated Index
          Trust; Federated Institutional Trust; Federated Insurance Series;
          Federated Investment Portfolios; Federated Investment Trust;
          Federated Master Trust; Federated Municipal Opportunities Fund,
          Inc.; Federated Municipal Securities Fund, Inc.; Federated
          Municipal Trust; Federated Short-Term Municipal Trust; Federated
          Short-Term U.S. Government Trust; Federated Stock and Bond Fund,
          Inc.; Federated Stock Trust; Federated Tax-Free Trust; Federated
          Total Return Series, Inc.; Federated U.S. Government Bond Fund;
          Federated U.S. Government Securities Fund: 1-3 Years; Federated
          U.S. Government Securities Fund: 2-5 Years; Federated U.S.
          Government Securities Fund: 5-10 Years; Federated Utility Fund,
          Inc.; First Priority Funds; Fixed Income Securities, Inc.; High
          Yield Cash Trust; Independence One Mutual Funds; Intermediate
          Municipal Trust; International Series, Inc.; Investment Series
          Funds, Inc.; Investment Series Trust; Liberty U.S. Government
          Money Market Trust; Liquid Cash Trust; Managed Series Trust;
          Marshall Funds, Inc.; Money Market Management, Inc.; Money Market
          Obligations Trust; Money Market Trust; Municipal Securities
          Income Trust; Newpoint Funds; Peachtree Funds; RIMCO Monument
          Funds; SouthTrust Vulcan Funds; Star Funds; Targeted Duration
          Trust; Tax-Free Instruments Trust; The Biltmore Funds; The
          Biltmore Municipal Funds; The Monitor Funds; The Planters Funds;
          The Starburst Funds; The Starburst Funds II; The Virtus Funds;
          Tower Mutual Funds; Trust for Financial Institutions; Trust for
          Government Cash Reserves; Trust for Short-Term U.S. Government
          Securities; Trust for U.S. Treasury Obligations; Vision Group of
          Funds, Inc.; Wesmark Funds; and World Investment Series, Inc.



          Federated Securities Corp. also acts as principal underwriter for
          the following closed-end investment company: Liberty Term Trust,
          Inc.- 1999.



          (b)

       (1)                      (2)                   (3)
Name and Principal        Positions and Offices Positions and Offices
 Business Address            With Underwriter               With Registrant


Richard B. Fisher         Director, Chairman, Chief    Vice President
Federated Investors Tower Executive Officer, Chief
Pittsburgh, PA 15222-3779 Operating Officer, Asst.
                          Secretary, and Asst.
                          Treasurer, Federated
                          Securities Corp.

Edward C. Gonzales        Director, Executive ViceExecutive Vice
Federated Investors Tower President, Federated,   President
Pittsburgh, PA 15222-3779 Securities Corp.

Thomas R. Donahue         Director, Assistant Secretary,    --
Federated Investors Tower Assistant Treasurer
Pittsburgh, PA 15222-3779 Federated Securities Corp.


John B. Fisher            President-Institutional Sales,    --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

James F. Getz             President-Broker/Dealer,     --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Mark R. Gensheimer        Executive Vice President of       --
Federated Investors Tower Bank/Trust, Federated
Pittsburgh, PA 15222-3779 Securities Corp.

David M. Taylor           Executive Vice President,         --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Mark W. Bloss             Senior Vice President,       --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Richard W. Boyd           Senior Vice President,       --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Laura M. Deger            Senior Vice President,       --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Theodore Fadool, Jr.      Senior Vice President,       --


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

Bryant R. Fisher          Senior Vice President,       --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Christopher T. Fives      Senior Vice President,       --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

James S. Hamilton         Senior Vice President,       --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779



       (1)                      (2)                   (3)
Name and Principal        Positions and Offices Positions and Offices
 Business Address            With Underwriter               With Registrant


James M. Heaton           Senior Vice President,       --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Keith Nixon               Senior Vice President,       --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779



Solon A. Person, IV       Senior Vice President,       --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Timothy C. Pillion        Senior Vice President,       --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Thomas E. Territ          Senior Vice President,       --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Teresa M. Antoszyk        Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

John B. Bohnet            Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Byron F. Bowman           Vice President, Secretary,        --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Jane E. Broeren-Lambesis  Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779


Dale R. Browne            Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Mary J. Combs             Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

R. Edmond Connell, Jr.    Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

R. Leonard Corton, Jr.    Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Kevin J. Crenny           Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Daniel T. Culbertson      Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779



       (1)                      (2)                   (3)
Name and Principal        Positions and Offices Positions and Offices


 Business Address            With Underwriter               With Registrant


G. Michael Cullen         Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

William C. Doyle          Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Jill Ehrenfeld            Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Mark D. Fisher            Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Joseph D. Gibbons         Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

John K. Goettlicher       Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Craig S. Gonzales         Vice President,              --
Federated Investors Tower Federated Securities Corp.


Pittsburgh, PA 15222-3779

Richard C. Gonzales       Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Bruce E. Hastings         Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Beth A. Hetzel            Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

James E. Hickey           Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Brian G. Kelly            Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

H. Joseph Kennedy         Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Mark J. Miehl             Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779



Richard C. Mihm           Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779



       (1)                      (2)                   (3)
Name and Principal        Positions and Offices Positions and Offices
 Business Address            With Underwriter               With Registrant


J. Michael Miller         Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Robert D. Oehlschlager    Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Thomas A. Peters III      Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Robert F. Phillips        Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Richard A. Recker         Vice President,              --


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

Eugene B. Reed            Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

George D. Riedel          Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Paul V. Riordan           Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

John Rogers               Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Brian S. Ronayne          Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Thomas S. Schinabeck      Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Edward L. Smith           Vice President,              --
Federated Investors Tower Federated Securities Corp.


Pittsburgh, PA 15222-3779

David W. Spears           Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

John A. Staley            Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Jeffrey A. Stewart        Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779



       (1)                      (2)                   (3)
Name and Principal        Positions and Offices Positions and Offices
 Business Address            With Underwriter               With Registrant


Richard Suder             Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

William C. Tustin         Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779


Paul A. Uhlman            Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Miles J. Wallace          Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

John F. Wallin            Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Richard B. Watts          Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Edward J. Wojnarowski     Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Michael P. Wolff          Vice President,              --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Edward R. Bozek           Assistant Vice President,         --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Terri E. Bush             Assistant Vice President,         --


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

Charlene H. Jennings      Assistant Vice President,         --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Matthew S. Propelka       Assistant Vice President,         --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Denis McAuley             Treasurer,                   --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Leslie K. Platt           Assistant Secretary,         --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

          (c)Not applicable.



Item 30.  Location of Accounts and Records:

          All accounts and records required to be maintained by Section
          31(a) of the Investment Company Act of 1940 and Rules 31a-1
          through 31a-3 promulgated thereunder are maintained at one of the
          following locations:



          Registrant               Federated Investors Tower
                                   Pittsburgh, PA  15222-3779

          Federated Shareholder    P.O. Box 8600
          Services Company         Boston, MA  02266-8600
          ("Transfer Agent and
            Dividend Disbursing Agent")

          Federated Services Company    Federated Investors Tower
          ("Administrator")        Pittsburgh, PA  15222-3779


          Federated Management     Federated Investors Tower
          ("Adviser")              Pittsburgh, PA  15222-3779

          State Street Bank and Trust   P.O. Box 8600
            Company                Boston, MA  02266-8600
          ("Custodian")

Item 31.  Management Services: Not applicable.

Item 32.  Undertakings:

          Registrant hereby undertakes to comply with the provisions of
          Section 16(c) of the 1940 Act with respect to the removal of
          Trustees and the calling of special shareholder meetings by
          shareholders.


          Registrant hereby undertakes to furnish each person to whom a
          prospectus is delivered with a copy of the Registrant's latest
          annual report to shareholders, upon request and without charge.


                                SIGNATURES

   Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant, FEDERATED HIGH YIELD TRUST,
certifies that it meets all of the requirements for effectiveness of this
Amendment to its Registration Statement pursuant to Rule 485(b) under the
Securities Act of 1933 and has duly caused this Amendment to its
Registration Statement to be signed on its behalf by the undersigned,
thereto duly authorized, in the City of Pittsburgh and Commonwealth of
Pennsylvania, on the 25th day of April, 1997.

                        FEDERATED HIGH YIELD TRUST

               BY: /s/ J. Crilley Kelly
               J. Crilley Kelly, Assistant Secretary
               Attorney in Fact for John F. Donahue
               April 25, 1997

   Pursuant to the requirements of the Securities Act of 1933, this
Amendment to its Registration Statement has been signed below by the
following person in the capacity and on the date indicated:

   NAME                       TITLE                         DATE


By:/s/ J. Crilley Kelly     Attorney In Fact    April 25, 1997
   J. Crilley Kelly         For the Persons
   ASSISTANT SECRETARY      Listed Below

John F. Donahue*            Chairman and Trustee
                            (Chief Executive Officer)

Glen R. Johnson*            President

John W. McGonigle*          Treasurer, Executive Vice
                            President and Secretary
                            (Principal Financial and
                            Accounting Officer)

Thomas G. Bigley*           Trustee

John T. Conroy, Jr.*        Trustee

William J. Copeland*        Trustee

James E. Dowd*              Trustee

Lawrence D. Ellis, M.D.*    Trustee

Edward L. Flaherty, Jr.*    Trustee

Peter E. Madden*            Trustee

Gregor F. Meyer*            Trustee

John E. Murray, Jr.*        Trustee

Wesley W. Posvar*           Trustee

Marjorie P. Smuts*          Trustee

* By Power of Attorney




                                 Exhibit 11(i) under Form N-1A
                                 Exhibit 23 under Item 601/Reg. S-K


            CONSENT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS



We consent to the reference to our firm under the caption "Financial
Highlights" and to the use of our report dated April 18, 1997 with respect
to the financial statements of Federated High Yield Trust, in Post-
Effective Amendment Number 22 to the Registration Statement (Form N-1A No.
2-91091) and the related Prospectus of Federated High Yield Trust dated
April 30, 1997.

                                        /s/ ERNST & YOUNG LLP

Pittsburgh, Pennsylvania
April 25, 1997



                                                    Exhibit 19 under Form N-1A
                                            Exhibit 24 under Item 601/Reg. S-K

                             POWER OF ATTORNEY


     Each person whose signature appears below hereby constitutes and
appoints the Secretary and Assistant Secretary of FEDERATED HIGH YIELD
TRUST
and the Deputy General Counsel of Federated Services Company, and each of
them, their true and lawful attorneys-in-fact and agents, with full power
of substitution and resubstitution for them and in their names, place and
stead, in any and all capacities, to sign any and all documents to be filed
with the Securities and Exchange Commission pursuant to the Securities Act
of 1933, the Securities Exchange Act of 1934 and the Investment Company Act
of 1940, by means of the Securities and Exchange Commission's electronic
disclosure system known as EDGAR; and to file the same, with all exhibits
thereto and other documents in connection therewith, with the Securities
and Exchange Commission, granting unto said attorneys-in-fact and agents,
and each of them, full power and authority to sign and perform each and
every act and thing requisite and necessary to be done in connection
therewith, as fully to all intents and purposes as each of them might or
could do in person, hereby ratifying and confirming all that said
attorneys-in-fact and agents, or any of them, or their or his substitute or
substitutes, may lawfully do or cause to be done by virtue thereof.


SIGNATURES                    TITLE                          DATE



/s/ John F. Donahue           Chairman and Trustee  April 2, 1997
John F. Donahue                (Chief Executive Officer)



/s/ Glen R. Johnson           President             April 2, 1997
Glen R. Johnson



/s/ John W. McGonigle         Treasurer, Executive  April 2, 1997
John W. McGonigle             Vice President and Secretary
                              (Principal Financial and
                                 Accounting Officer)



/s/ Thomas G. Bigley          Trustee               April 2, 1997
Thomas G. Bigley



/s/ John T. Conroy, Jr.       Trustee               April 2, 1997
John T. Conroy, Jr.




SIGNATURES                    TITLE                          DATE



/s/ William J. Copeland       Trustee               April 2, 1997
William J. Copeland


/s/ James E. Dowd             Trustee               April 2, 1997
James E. Dowd



/s/ Lawrence D. Ellis, M.D.   Trustee               April 2, 1997
Lawrence D. Ellis, M.D.



/s/ Edward L. Flaherty, Jr.   Trustee               April 2, 1997
Edward L. Flaherty, Jr.



/s/ Peter E. Madden           Trustee               April 2, 1997
Peter E. Madden



/s/ Gregor F. Meyer           Trustee               April 2, 1997
Gregor F. Meyer



/s/ John E. Murray, Jr.       Trustee               April 2, 1997
John E. Murray, Jr.



/s/ Wesley W. Posvar          Trustee               April 2, 1997
Wesley W. Posvar



/s/ Marjorie P. Smuts         Trustee               April 2, 1997
Marjorie P. Smuts




Sworn to and subscribed before me this  2nd              day of      April
                                     , 1997


/s/ Marie M. Hamm



<TABLE> <S> <C>

                                                                               
<S>                             <C>                                            
                                                                               
<ARTICLE>                       6                                              
<SERIES>                                                                       
     <NUMBER>                   001                                            
     <NAME>                     Federated High Yield Trust                     
                                                                               
                                                                               
<PERIOD-TYPE>                   12-MOS                                         
<FISCAL-YEAR-END>               Feb-28-1997                                    
<PERIOD-END>                    Feb-28-1997                                    
<INVESTMENTS-AT-COST>           897,174,907                                    
<INVESTMENTS-AT-VALUE>          919,358,026                                    
<RECEIVABLES>                   34,376,803                                     
<ASSETS-OTHER>                  0                                              
<OTHER-ITEMS-ASSETS>            0                                              
<TOTAL-ASSETS>                  953,734,829                                    
<PAYABLE-FOR-SECURITIES>        3,741,005                                      
<SENIOR-LONG-TERM-DEBT>         0                                              
<OTHER-ITEMS-LIABILITIES>       11,631,047                                     
<TOTAL-LIABILITIES>             15,372,052                                     
<SENIOR-EQUITY>                 0                                              
<PAID-IN-CAPITAL-COMMON>        935,014,675                                    
<SHARES-COMMON-STOCK>           99,752,362                                     
<SHARES-COMMON-PRIOR>           74,135,277                                     
<ACCUMULATED-NII-CURRENT>       0                                              
<OVERDISTRIBUTION-NII>          (708,531)                                      
<ACCUMULATED-NET-GAINS>         (18,126,486)                                   
<OVERDISTRIBUTION-GAINS>        0                                              
<ACCUM-APPREC-OR-DEPREC>        22,183,119                                     
<NET-ASSETS>                    938,362,777                                    
<DIVIDEND-INCOME>               1,019,112                                      
<INTEREST-INCOME>               78,059,819                                     
<OTHER-INCOME>                  0                                              
<EXPENSES-NET>                  6,755,751                                      
<NET-INVESTMENT-INCOME>         72,323,180                                     
<REALIZED-GAINS-CURRENT>        5,800,495                                      
<APPREC-INCREASE-CURRENT>       26,326,072                                     
<NET-CHANGE-FROM-OPS>           104,449,747                                    
<EQUALIZATION>                  0                                              
<DISTRIBUTIONS-OF-INCOME>       72,323,180                                     
<DISTRIBUTIONS-OF-GAINS>        0                                              
<DISTRIBUTIONS-OTHER>           520,035                                        
<NUMBER-OF-SHARES-SOLD>         94,942,662                                     
<NUMBER-OF-SHARES-REDEEMED>     75,398,302                                     
<SHARES-REINVESTED>             6,072,728                                      
<NET-CHANGE-IN-ASSETS>          264,583,776                                    
<ACCUMULATED-NII-PRIOR>         0                                              
<ACCUMULATED-GAINS-PRIOR>       (23,926,981)                                   
<OVERDISTRIB-NII-PRIOR>         (188,496)                                      
<OVERDIST-NET-GAINS-PRIOR>      0                                              
<GROSS-ADVISORY-FEES>           5,738,180                                      
<INTEREST-EXPENSE>              0                                              
<GROSS-EXPENSE>                 8,911,338                                      
<AVERAGE-NET-ASSETS>            765,090,651                                    
<PER-SHARE-NAV-BEGIN>           9.090                                          
<PER-SHARE-NII>                 0.860                                          
<PER-SHARE-GAIN-APPREC>         0.320                                          
<PER-SHARE-DIVIDEND>            0.860                                          
<PER-SHARE-DISTRIBUTIONS>       0.000                                          
<RETURNS-OF-CAPITAL>            0.000                                          
<PER-SHARE-NAV-END>             9.410                                          
<EXPENSE-RATIO>                 0.88                                           
<AVG-DEBT-OUTSTANDING>          0                                              
<AVG-DEBT-PER-SHARE>            0.000                                          
                                                                               

</TABLE>


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