FEDERATED HIGH YIELD TRUST
485BPOS, 1999-04-29
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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. __27____.....................      X   


                                     and/or

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940           X   
                                                                       -------

      Amendment No.   23  ...........................................    X   
                    ------                                            -------

                           FEDERATED HIGH YIELD TRUST
               (Exact Name of Registrant as Specified in Charter)

                            Federated Investors Funds
                              5800 Corporate Drive
                       Pittsburgh, Pennsylvania 15237-7000
                    (Address of Principal Executive Offices)

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

                           John W. McGonigle, Esquire
                            Federated Investors Tower
                               1001 Liberty Avenue
                       Pittsburgh, Pennsylvania 15222-3779
                                         
                     (Name and Address of Agent for Service)
                (Notices should be sent to the Agent for Service)
    


It is proposed that this filing will become effective:

    immediately upon filing pursuant to paragraph (b)
_x  on April 30, 1999 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.



                                                              Copies to:

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


PROSPECTUS
Federated High Yield Trust


A mutual fund seeking high current income by investing primarily in a
professionally managed, diversified portfolio of fixed income securities.

As with all mutual funds, the Securities and Exchange Commission has not
approved or disapproved these securities or passed upon the adequacy of this
prospectus, and any representation to the contrary is a criminal offense.

APRIL 30, 1999

CONTENTS

   

Risk/Return Summary  1

What are The Fund's Fees and Expenses?  3

What are the Fund's Investment Strategies?  4

What are the Principal Securities in Which the Fund Invests?  4

What are the Specific Risks of Investing in the Fund?  5

What Do Shares Cost?  6

How is the Fund Sold?  6

How to Purchase Shares  7

How to Redeem Shares  8

Account and Share Information  9

Who Manages the Fund?  10

Financial Information  11

Report of Ernst & Young LLP, Independent Auditors  33

    

Risk/Return Summary

WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

   

The Fund's investment objective 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 Fund will achieve its
investment objective, it endeavors to do so by following the strategies and
policies described in this prospectus.

    

WHAT ARE THE FUND'S MAIN INVESTMENT STRATEGIES?

   

The Fund pursues its investment objective by investing primarily in a
diversified portfolio of high-yield, lower-rated corporate bonds (also known as
"junk bonds"). The adviser selects securities seeking high yields, low relative
credit risk, and high portfolio diversification.

    

WHAT ARE THE MAIN RISKS OF INVESTING IN THE FUND?

All mutual funds take investment risks. Therefore, it is possible to lose money
by investing in the Fund. The primary factors that may reduce the Fund's returns
include:

   

* The corporate bonds in which the fund invests have a higher default risk than
investment-grade securities. Low-grade bonds are almost always uncollateralized
and subordinated to other debt that a firm has outstanding.

* Liquidity of individual corporate bonds varies considerably. Low-grade
corporate bonds have less liquidity than investment grade securities, which
means that it may be more difficult to sell or buy a security at a favorable
price or time.

* Low-grade corporate bond returns are sensitive to changes in the economy. The
value of the Fund's portfolio may decline in tandem with a drop in the overall
value of the stock market based on negative developments in the U.S. and global
economies.

* Low-grade corporate bond returns are sensitive to changes in prevailing
interest rates. An increase in interest rates may result in a decrease in the
value of Fund shares.

The Shares offered by this prospectus are not deposits or obligations of any
bank, are not endorsed or guaranteed by any bank and are not insured or
guaranteed by the U.S. government, the Federal Deposit Insurance Corporation,
the Federal Reserve Board or any other government agency.

    

RISK/RETURN BAR CHART AND TABLE

The graphic presentation displayed here consists of a bar chart representing the
annual total returns of Federated High Yield Trust as of the calendar year-end
for each of ten years. The `y' axis reflects the "% Total Return" beginning with
"-15%" and increasing in increments of 15% up to 60%. The `x' axis represents
calculation periods (from the earliest calendar year end of the Fund's start of
business) through the calendar year ended 1998. The light gray shaded chart
features ten distinct vertical bars, each shaded in charcoal, and each visually
representing by height the total return percentages for the calendar year stated
directly at its base. The calculated total return percentage for the Fund for
each calendar year is stated directly at the top of each respective bar, for the
calendar years 1989 through 1998. The percentages noted are: -1.16%, -12.57%,
52.53%, 15.02%, 17.37%, -2.41%, 18.39%, 13.49%, 13.25%, and 1.06% respectively.

   

The bar chart shows the variability of the Fund's total returns on a calendar
year-end basis.

The Fund's shares are not sold subject to a sales charge (load). The total
returns displayed above are based upon net asset value.

The Fund's total return from January 1, 1999 to March 31, 1999 was 3.34%.

Within the period shown in the Chart, the Fund's highest quarterly return was
21.35% (quarter ended March 31, 1991). Its lowest quarterly return was (7.41%)
(quarter ended September 30, 1990).

AVERAGE ANNUAL TOTAL RETURN TABLE

The following table represents the Fund's Average Annual Total Return for the
calendar period ended December 31, 1998.

CALENDAR PERIOD   FUND     LBSBI    LBHYBI   LHCYA
1 Year             1.06%    1.27%    1.87%    (0.40%)
5 Years            8.46%    8.64%    8.57%     7.42%
10 Years          10.32%   10.48%   10.55%     9.40%

The table shows the Fund's total returns averaged over a period of years
relative to the Lehman Brothers Single B Rated Index (LBSBI), the Lehman
Brothers High Yield Bond Index (LBHYBI), broad-based market indices, and the
Lipper High Current Yield Funds Average (LHCYA), an average of funds with
similar investment objectives.

Past performance does not necessarily predict future performance. This
information provides you with historical performance information so that you can
analyze whether the Fund's investment risks are balanced by its potential
rewards.

    

What are The Fund's Fees and Expenses?

FEDERATED HIGH YIELD TRUST

FEES AND EXPENSES

This table describes the fees and expenses that you may pay if you buy and hold
Shares of the Fund.

<TABLE>

<CAPTION>

SHAREHOLDER FEES
<S>                                                                                           <C>
Fees Paid Directly From Your Investment
Maximum Sales Charge (Load) Imposed on Purchases
(as a percentage of offering price)                                                           None
Maximum Deferred Sales Charge (Load)
(as a percentage of original purchase price or redemption proceeds, as applicable)            None
Maximum Sales Charge (Load) Imposed on Reinvested Dividends
(and other Distributions) (as a percentage of offering price)                                 None
Redemption Fee (as a percentage of amount redeemed, if applicable)                            None
Exchange Fee                                                                                  None

ANNUAL FUND OPERATING
EXPENSES (Before Waivers) 1
Expenses That are Deducted From Fund Assets (as a percentage of average net assets)
Management Fee 2                                                                              0.75%
Distribution (12b-1) Fee                                                                      None
Shareholder Services Fee 3                                                                    0.25%
Other Expenses                                                                                0.14%
Total Annual Fund Operating Expenses                                                          1.14%

1 Although not contractually obligated to do so, the adviser and shareholder
services provider waived certain amounts. These are shown below along with the
net expenses the Fund actually paid for the fiscal year ended February 28, 1999.
   
 Total Waiver of Fund Expenses                                                                0.26%

 Total Actual Annual Fund Operating Expenses (after waivers)                                  0.88%
2 The adviser voluntary waived a portion of the management fee. The adviser
can terminate this voluntary waiver at any time. The management fee paid by
the Fund (after the voluntary waiver) was 0.54% for the fiscal year ended
February 28, 1999.
3 The shareholder services fee for the Fund has been voluntarily reduced.
This voluntary reduction can be terminated at any time. The shareholder
services fee paid by the Fund (after the voluntary reduction) was 0.20% for
the fiscal year ended February 28, 1999.

</TABLE>

EXAMPLE



This Example is intended to help you compare the cost of investing in the Fund
with the cost of investing in other mutual funds.

The Example assumes that you invest $10,000 in the Fund for the time periods
indicated and then redeem all of your Shares at the end of those periods. The
Example also assumes that your investment has a 5% return each year and that the
Fund's operating expenses are before waivers as shown in the Table and remain
the same. Although your actual costs may be higher or lower, based on these
assumptions your costs would be:

1 Year       $   116
3 Years      $   362
5 Years      $   628
10 Years     $ 1,386

    

What are the Fund's Investment Strategies?

   

The Fund provides exposure to the high-yield, lower-rated corporate bond market.
At least 65 percent of the Fund's assets are invested in corporate bonds rated
BBB or lower. The adviser actively manages the Fund's portfolio seeking to
realize the potentially higher returns of high-yield bonds (also known as "junk
bonds") compared to returns of high-grade securities by seeking to minimize
default risk and other risks through careful security selection and
diversification.

The adviser selects securities seeking high yields, low relative credit risk,
and high portfolio diversification. The securities in which the Fund invests
have high yields primarily because of the market's greater uncertainty about the
issuer's ability to make all required interest and principal payments, and
therefore about the returns that will be in fact be realized by the Fund.

The adviser attempts to select bonds for investment by the Fund which offer high
potential returns for the default risks being assumed. The adviser's securities
selection process consists of a credit-intensive, fundamental analysis of the
issuing firm. The adviser's analysis focuses on the financial condition of the
issuing firm together with the issuer's business and product strength,
competitive position, and management expertise. Further, the adviser considers
current economic, financial market, and industry factors, which may affect the
issuer.

The adviser attempts to minimize the Fund's portfolio credit risk through
diversification. The adviser selects securities to maintain broad portfolio
diversification both by company and industry. The adviser does not target an
average maturity for the Fund's portfolio.

    

TEMPORARY DEFENSIVE INVESTMENTS

   

The Fund may temporarily depart from its principal investment strategies by
investing its assets in cash, cash items, and shorter-term, higher-quality debt
securities and similar obligations. It may do this to minimize potential losses
and maintain liquidity to meet shareholder redemptions during adverse market
conditions. This may cause the Fund to give up greater investment returns to
maintain the safety of principal, that is, the original amount invested by
shareholders.

    

What are the Principal Securities in Which the Fund Invests?

The Fund invests primarily in lower-rated corporate fixed income securities.
Corporate fixed income securities are debt securities issued by U.S. or foreign
businesses. Notes, bonds, debentures and commercial paper are the most prevalent
types of corporate debt securities. The Fund may also purchase interests in bank
loans to companies.

   

Preferred stock which is redeemable by the issuer is substantially similar to a
fixed income security. Preferred stocks have the right to receive specified
dividends or distributions before the issuer makes payments on its common stock.
Some preferred stock also participates in dividends and distributions paid on
common stock.

The Fund may invest in fixed income securities of issuers based outside the
U.S. The securities of foreign issuers in which the Fund invests are
primarily traded in the U.S. and are predominantly denominated in
U.S. dollars.

    

Fixed income securities pay interest, dividends or distributions at a specified
rate. The rate may be a fixed percentage of the principal or adjusted
periodically. In addition, the issuer of a fixed income security must repay the
principal amount of the security, normally within a specified time.

   

A security's current yield measures the annual income earned on a security as a
percentage of its price. The rate may be a fixed percentage of the principal or
adjusted periodically. In addition, the issuer of a fixed income security must
repay the principal amount of the security, normally within a specified time. A
security's yield to maturity will increase or decrease depending upon whether it
costs less (a discount) or more (a premium) than the principal amount.

    

The credit risks of corporate debt securities vary widely among issuers. In
addition, the credit risk of an issuer's debt securities may vary based on their
priority for repayment. For example, higher-ranking (senior) securities have a
higher priority than lower ranking (subordinated) securities. This means that
the issuer might not make payments on subordinated securities while continuing
to make payments on senior securities. Typically, both senior and subordinated
debt securities have a higher priority than redeemable preferred stock. Most of
the fixed income securities in which the Fund invests will be uncollateralized
and subordinated to other debt that a corporation has outstanding.

   

Lower rated fixed income securities are securities rated below investment grade
(i.e., BB or lower) by a Nationally Recognized Rating Service. There is no
minimal acceptable rating for a security to be purchased or held by the Fund and
the Fund may purchase or hold unrated securities and securities whose issuers
are in default.

    

What are the Specific Risks of Investing in the Fund?

CREDIT RISKS

   

Credit risk is the possibility that an issuer will default on a security by
failing to pay interest or principal when due. If an issuer defaults, the Fund
will lose money. The high yield bonds in which the Fund invests have a higher
default risk than investment grade securities. Low-grade bonds are almost always
uncollateralized and subordinated to other debt that a firm has outstanding.

Many fixed income securities receive credit ratings from services such as
Standard & Poor's and Moody's Investor Services, Inc. These services assign
ratings to securities by assessing the likelihood of issuer default. Lower
credit ratings correspond to higher credit risk. If a security has not received
a rating, the Fund must rely entirely upon the adviser's credit assessment.

Fixed income securities generally compensate for greater credit risk by paying
interest at a higher rate. The difference between the yield of a security and
the yield of a U.S. Treasury security with a comparable maturity (the spread)
measures the additional interest paid for risk. Spreads may increase generally
in response to adverse economic or market conditions. A security's spread may
also increase if the security's rating is lowered, or the security is perceived
to have an increased credit risk. An increase in the spread will cause the price
of the security to decline relative to higher quality instruments.

    

LIQUIDITY RISKS

Trading opportunities are more limited for fixed income securities that have not
received any credit ratings, have received ratings below investment grade or are
not widely held. These features may make it more difficult to sell or buy a
security at a favorable price or time. Consequently, the Fund may have to accept
a lower price to sell a security, sell other securities to raise cash or give up
an investment opportunity, any of which could have a negative effect on the
Fund's performance. Infrequent trading of securities may also lead to an
increase in their price volatility.

   

RISKS RELATED TO THE ECONOMY

The prices of high yield securities are affected by the economy. The value of
the Fund's portfolio may decline in tandem with a drop in the overall value of
the stock market based on negative developments in the U.S. and global
economies.

INTEREST RATE RISKS

Prices of fixed income securities rise and fall in response to the interest rate
paid by similar securities. Generally, when interest rates rise, prices of fixed
income securities fall. However, market factors, such as the demand for
particular fixed income securities, may cause the price of certain fixed income
to fall while the prices of other securites rise or remain unchanged.

    

Interest rate changes have a greater effect on the price of fixed income
securities with longer durations. Duration measures the price sensitivity of a
fixed income security to changes in interest rates.
   
What Do Shares Cost?
    
You can purchase or redeem Shares any day the New York Stock Exchange (NYSE) is
open. When the Fund receives your transaction request in proper form, it is
processed at the next calculated net asset value (NAV). The Fund does not charge
a front-end sales charge. NAV is determined at the end of regular trading
(normally 4:00 p.m. Eastern time) each day the NYSE is open.

The required minimum initial investment for Fund Shares is $25,000. There is no
required minimum subsequent investment amount.

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 is
calculated by combining all accounts it maintains with the Fund. Accounts
established through investment professionals may be subject to a smaller minimum
investment amount. Keep in mind that investment professionals may charge you
fees for their services in connection with your Share transactions.

How is the Fund Sold?

The Fund's Distributor markets the Shares described in this prospectus to bank
customers or banks acting in a fiduciary, advisory, agency, custodial (including
Individual Retirement Accounts), or similar capacity or individuals, directly or
through investment professionals. 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.

The Distributor and its affiliates may pay out of their assets other
amounts (including items of material value) to investment professionals
for marketing and servicing Shares. The Distributor is a subsidiary of
Federated Investors, Inc. (Federated).

How to Purchase Shares

You may purchase Shares through an investment professional or directly from the
Fund. The Fund reserves the right to reject any request to purchase Shares.

THROUGH AN INVESTMENT PROFESSIONAL

* Establish an account with the investment professional; and

   

* Submit your purchase order to the investment professional before the end of
regular trading on the NYSE (normally 4:00 p.m. Eastern time). You will receive
the next calculated NAV if the investment professional forwards the order to the
Fund on the same day and the Fund receives payment within one business day. You
will become the owner of Shares and receive dividends when the Fund receives
your payment.

    

Investment professionals should send payments according to the instructions in
the sections "By Wire" or "By Check."

DIRECTLY FROM THE FUND

* Establish your account with the Fund by submitting a completed New
Account Form; and

* Send your payment to the Fund by Federal Reserve wire or check.

You will become the owner of Shares and your Shares will be priced at the next
calculated NAV after the Fund receives your wire or your check. If your check
does not clear, your purchase will be canceled and you could be liable for any
losses or fees the Fund or its transfer agent incurs.

An institution may establish an account and place an order by calling the Fund
and the Shares will be priced at the next calculated NAV after the Fund receives
the order.

BY WIRE

Send your wire to:

State Street Bank and Trust Company
Boston, MA
Dollar Amount of Wire
ABA Number 011000028
Attention: EDGEWIRE
Wire Order Number, Dealer Number, or Group Number
Nominee/Institution Name
Fund Name and Number and Account Number

You cannot purchase Shares by wire on holidays when wire transfers are
restricted.

BY CHECK

Make your check payable to THE FEDERATED FUNDS, note your account number on the
check, and mail it to:

Federated Shareholder Services Company
P.O. Box 8600
Boston, MA 02266-8600

If you send your check by a PRIVATE COURIER OR OVERNIGHT DELIVERY SERVICE that
requires a street address, mail it to:

Federated Shareholder Services Company
1099 Hingham Street
Rockland, MA 02370-3317

Payment should be made in U.S. dollars and drawn on a U.S. bank. The Fund
will not accept third-party checks (checks originally payable to someone
other than you or The Federated Funds).

BY AUTOMATED CLEARING HOUSE (ACH)

Once you have opened an account, you may purchase additional Shares through a
depository institution that is an ACH member. This purchase option can be
established by completing the appropriate sections of the New Account Form.

RETIREMENT INVESTMENTS

You may purchase Shares as retirement investments (such as qualified plans and
IRAs or transfer or rollover of assets). Call your investment professional or
the Fund for information on retirement investments. We suggest that you discuss
retirement investments with your tax adviser. You may be subject to an annual
IRA account fee.

How to Redeem Shares

You should redeem Shares:

* through an investment professional if you purchased Shares through an
investment professional; or

* directly from the Fund if you purchased Shares directly from the Fund.

THROUGH AN INVESTMENT PROFESSIONAL

Submit your redemption request to your investment professional by the end of
regular trading on the NYSE (normally 4:00 p.m. Eastern time). The redemption
amount you will receive is based upon the next calculated NAV after the Fund
receives the order from your investment professional.

DIRECTLY FROM THE FUND

BY TELEPHONE

You may redeem Shares by calling the Fund once you have completed the
appropriate authorization form for telephone transactions. If you call before
the end of regular trading on the NYSE (normally 4:00 p.m. Eastern time) you
will receive a redemption amount based on that day's NAV.

BY MAIL

You may redeem Shares by mailing a written request to the Fund.

   

You will receive a redemption amount based on the next calculated NAV after the
Fund receives your written request in proper form. Send requests by mail to:

    

Federated Shareholder Services Company
P.O. Box 8600
Boston, MA 02266-8600

Send requests by PRIVATE COURIER OR OVERNIGHT DELIVERY SERVICE to:

Federated Shareholder Services Company
1099 Hingham Street
Rockland, MA 02370-3317

All requests must include:

* Fund Name and Share Class, account number and account registration;

* amount to be redeemed; and

   

* signatures of all shareholders exactly as registered.

    

Call your investment professional or the Fund if you need special instructions.

SIGNATURE GUARANTEES

Signatures must be guaranteed if:

* your redemption will be sent to an address other than the address of
record;

* your redemption will be sent to an address of record that was changed
within the last 30 days; or

   

* a redemption is payable to someone other than the shareholder(s) of
record.

A signature guarantee is designed to protect your account from fraud. Obtain a
signature guarantee from a bank or trust company, savings association, credit
union or broker, dealer or securities exchange member. A NOTARY PUBLIC CANNOT
PROVIDE A SIGNATURE GUARANTEE.

    

PAYMENT METHODS FOR REDEMPTIONS

Your redemption proceeds will be mailed by check to your address of record. The
following payment options are available if you complete the appropriate section
of the New Account Form or an Account Service Options Form. These payment
options require a signature guarantee if they were not established when the
account was opened:

* an electronic transfer to your account at a financial institution that is
an ACH member; or

* wire payment to your account at a domestic commercial bank that is a Federal
Reserve System member.

REDEMPTION IN KIND

Although the Fund intends to pay Share redemptions in cash, it reserves the
right to pay the redemption price in whole or in part by a distribution of the
Fund's portfolio securities.

LIMITATIONS ON REDEMPTION PROCEEDS

Redemption proceeds normally are wired or mailed within one business day after
receiving a request in proper form. Payment may be delayed up to seven days:

* to allow your purchase to clear;

* during periods of market volatility; or

* when a shareholder's trade activity or amount adversely impacts the Fund's
ability to manage its assets.

You will not accrue interest or dividends on uncashed checks from the Fund if
those checks are undeliverable and returned to the Fund.

REDEMPTIONS FROM RETIREMENT ACCOUNTS

In the absence of your specific instructions, 10% of the value of your
redemption from a retirement account in the Fund may be withheld for taxes. This
withholding only applies to certain types of retirement accounts.

ADDITIONAL CONDITIONS

TELEPHONE TRANSACTIONS

The Fund will record your telephone instructions. If the Fund does not follow
reasonable procedures, it may be liable for losses due to unauthorized or
fraudulent telephone instructions.

SHARE CERTIFICATES

The Fund no longer issues share certificates. If you are redeeming Shares
represented by certificates previously issued by the Fund, you must return the
certificates with your written redemption request. For your protection, send
your certificates by registered or certified mail, but do not endorse them.

Account and Share Information

CONFIRMATIONS AND ACCOUNT STATEMENTS

You will receive confirmation of purchases and redemptions. In addition, you
will receive periodic statements reporting all account activity, including
dividends and capital gains paid.

DIVIDENDS AND CAPITAL GAINS

   

The Fund declares any dividends daily and pays them monthly to shareholders. If
you purchase Shares by wire, you begin earning dividends on the day your wire is
received. If you purchase Shares by check, you begin earning dividends on the
business day after the Fund receives your check. In either case, you earn
dividends through the day your redemption request is received.

    

In addition, the Fund pays any capital gains at least annually. Your dividends
and capital gains distributions will be automatically reinvested in additional
Shares without a sales charge, unless you elect cash payments.     If you
purchase Shares just before a Fund declares a capital gain distribution, you
will pay the full price for the Shares and then receive a portion of the price
back in the form of a taxable distribution, whether or not you reinvest the
distribution in Shares. Therefore, you should consider the tax implications of
purchasing Shares shortly before the Fund declares a capital gain. Contact your
investment professional or the Fund for information concerning when dividends
and capital gains will be paid.      ACCOUNTS WITH LOW BALANCES

Due to the high cost of maintaining accounts with low balances, non- retirement
accounts may be closed if redemptions cause the account balance to fall below
the minimum initial investment amount. Before an account is closed, you will be
notified and allowed 30 days to purchase additional Shares to meet the minimum.

TAX INFORMATION

The Fund sends an annual statement of your account activity to assist you in
completing your federal, state and local tax returns. Fund distributions of
dividends and capital gains are taxable to you whether paid in cash or
reinvested in the Fund. Dividends are taxable as ordinary income; capital gains
are taxable at different rates depending upon the length of time the Fund holds
its assets.

   

Fund distributions are expected to be primarily dividends. Redemptions are
taxable sales. Please consult your tax adviser regarding your federal, state and
local tax liability.

    

Who Manages the Fund?

   

The Board of Trustees governs the Fund. The Board selects and oversees the
Adviser, Federated Investment Management Company. The Adviser manages the Fund's
assets, including buying and selling portfolio securities. The Adviser's address
is Federated Investors Tower, 1001 Liberty Avenue, Pittsburgh, PA 15222-3779.

The Adviser and other subsidiaries of Federated advise approximately 175 mutual
funds and separate accounts, which total approximately $111 billion in assets as
of December 31, 1998. Federated was established in 1955 and is one of the
largest mutual fund investment managers in the United States with approximately
1,900 employees. More than 4,000 investment professionals make Federated Funds
available to their customers.

    

THE FUND'S PORTFOLIO MANAGERS ARE:

   

MARK E. DURBIANO

    

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

   

CONSTANTINE KARTSONAS

    

Constantine Kartsonas has been the Fund's portfolio manager since
April 1998. Mr. Kartsonas joined Federated in 1994 as an Investment
Analyst and has been an Assistant Vice President of the Fund's Adviser
since January 1997. From 1990 to 1993, he served as an Operations Analyst
at Lehman Brothers. Mr. Kartsonas earned his M.B.A. with a concentration in
Finance, from the University of Pittsburgh in 1994.

ADVISORY FEES

The Adviser receives an annual investment advisory fee of 0.75% of the Fund's
average daily net. The Adviser may voluntarily waive a portion of its fee or
reimburse the Fund for certain operating expenses.

YEAR 2000 READINESS

   

The "Year 2000" problem is the potential for computer errors or failures because
certain computer systems may be unable to interpret dates after December 31,
1999 or experience other date-related problems.. The Year 2000 problem may cause
systems to process information incorrectly and could disrupt businesses, such as
the Fund, that rely on computers.

    

While it is impossible to determine in advance all of the risks to the Fund, the
Fund could experience interruptions in basic financial and operational
functions. Fund shareholders could experience errors or disruptions in Fund
share transactions or Fund communications.

The Fund's service providers are making changes to their computer systems to fix
any Year 2000 problems. In addition, they are working to gather information from
third-party providers to determine their Year 2000 readiness.

Year 2000 problems would also increase the risks of the Fund's investments. To
assess the potential effect of the Year 2000 problem, the Adviser is reviewing
information regarding the Year 2000 readiness of issuers of securities the Fund
may purchase.

   

However, this may be difficult with certain issuers. For example, funds dealing
with foreign service providers or investing in foreign securities will have
difficulty determining the Year 2000 readiness of those entities. This is
especially true of entities or issuers in emerging markets.

    

The financial impact of these issues for the Fund is still being determined.
There can be no assurance that potential Year 2000 problems would not have a
material adverse effect on the Fund.

Financial Information

FINANCIAL HIGHLIGHTS
   
The following Financial Highlights will help you understand the Fund's financial
performance for its past five fiscal years, or since inception, if the life of
the Fund is shorter. Some of the information is presented on a per share basis.
Total returns represent the rate an investor would have earned (or lost) on an
investment in the Fund, assuming reinvestment of any dividends and capital
gains.

This information has been audited by Ernst & Young LLP, whose report, along with
the Fund's audited financial statements, is included in this prospectus.

Financial Highlights

(FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD)

Reference is made to the Report of Ernst & Young LLP, Independent Auditors on
page 33.

<TABLE>

<CAPTION>


YEAR ENDED FEBRUARY 28 OR 29            1999                1998              1997              1996              1995
<S>                               <C>                 <C>                 <C>               <C>               <C>
NET ASSET VALUE,
BEGINNING OF PERIOD                   $ 9.73              $ 9.41            $ 9.09            $ 8.57            $ 9.48
INCOME FROM INVESTMENT
OPERATIONS:
Net investment income                   0.83                0.82              0.85              0.85              0.84
Net realized and unrealized
gain (loss) on investments             (0.81)               0.32              0.33              0.51             (0.90)
TOTAL FROM INVESTMENT OPERATIONS        0.02                1.14              1.18              1.36             (0.06)
LESS DISTRIBUTIONS:
Distributions from net
investment income                      (0.83)              (0.82)            (0.85)            (0.84)            (0.84)
Distributions in excess
of net investment income 1                 -                   -             (0.01)                -             (0.01)
TOTAL DISTRIBUTIONS                    (0.83)              (0.82)            (0.86)            (0.84)            (0.85)
NET ASSET VALUE, END OF PERIOD        $ 8.92              $ 9.73            $ 9.41            $ 9.09            $ 8.57
TOTAL RETURN 2                          0.33%              12.74%            13.74%            16.47%            (0.32)%

RATIOS TO AVERAGE NET ASSETS:
Expenses                                0.88%               0.88%             0.88%             0.88%             0.85%
Net investment income                   9.02%               8.73%             9.45%             9.53%             9.70%
Expense waiver/reimbursement 3          0.26%               0.27%             0.28%             0.30%             0.22%
SUPPLEMENTAL DATA:
Net assets, end of period
(000 omitted)                     $1,069,840          $1,199,063          $938,363          $673,779          $464,604
Portfolio turnover                        47%                 84%               81%               87%               99%

</TABLE>

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

2 Based on net asset value, which does not reflect the sales charge or
contingent deferred sales charge, if applicable.

3 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

Portfolio of Investments
   
FEBRUARY 28, 1999

<TABLE>

<CAPTION>


PRINCIPAL
AMOUNT                                                      VALUE
<S>                 <C>                          <C>
                    CORPORATE BONDS-95.4%
                    AUTO/TRUCK-0.2%
  $  2,425,000    1 HDA Parts System, Inc.,
                    Sr. Sub. Note, 12.00%,
                    8/1/2005                       $     2,297,687
                    AUTOMOBILE-1.8%
     3,563,000      Aftermarket Technology
                    Co., Sr. Sub. Note,
                    12.00%, 8/1/2004                     3,669,890
     9,800,000      Collins & Aikman
                    Products Co., Sr. Sub.
                    Note, 11.50%, 4/15/2006             10,363,500
     1,000,000      Lear Corp., Sub. Note,
                    9.50%, 7/15/2006                     1,097,500
     3,700,000      Oxford Automotive, Inc.,
                    Sr. Sub. Note, 10.125%,
                    6/15/2007                            3,829,500
                    TOTAL                               18,960,390
                    AUTOMOTIVE-0.4%
     4,050,000      Accuride Corp., Sr. Sub.
                    Note, 9.25%, 2/1/2008                4,080,375
                    BANKING-1.1%
    11,675,000      GS Escrow Corp., Sr.
                    Note, 7.125%, 8/1/2005              11,362,577
                    BEVERAGE & TOBACCO-0.0%
       550,000    1 National Wine & Spirits,
                    Inc., Sr. Note, 10.125%,
                    1/15/2009                              559,625
                    BROADCAST RADIO & TV-
                    8.5%
     7,250,000      ACME Television, LLC,
                    Sr. Disc. Note,
                    0/10.875%, 9/30/2004                 6,162,500
     1,250,000      Benedek Communications
                    Corp., Sr. Sub. Disc.
                    Note, 0/13.25%,
                    5/15/2006                              906,250
     7,350,000      Big City Radio, Inc.,
                    Company Guarantee,
                    0/11.25%, 3/15/2005                  5,181,750
     3,000,000      Capstar Broadcasting
                    Partners, Inc., Sr. Sub.
                    Note, 9.25%, 7/1/2007                3,165,000
     3,758,300      CBS Radio, Inc., Sub.
                    Deb., 11.375%, 1/15/2009             4,378,419
     3,000,000      Chancellor Media Corp.,
                    Company Guarantee,
                    10.50%, 1/15/2007                    3,326,250
     7,500,000      Chancellor Media Corp.,
                    Sr. Sub. Note, 8.125%,
                    12/15/2007                           7,687,500
     3,925,000      Chancellor Media Corp.,
                    Sr. Sub. Note, 8.75%,
                    6/15/2007                            4,101,625
     8,250,000      Chancellor Media Corp.,
                    Sr. Sub. Note, 9.375%,
                    10/1/2004                            8,662,500
     3,000,000    1 Chancellor Media Corp.,
                    Sr. Unsecd. Note, 8.00%,
                    11/1/2008                            3,142,500
     4,000,000      Cumulus Media, Inc., Sr.
                    Sub. Note, 10.375%,
                    7/1/2008                             4,360,000
    13,125,000      Fox/Liberty Networks,
                    LLC, Sr. Disc. Note,
                    0/9.75%, 8/15/2007                   9,712,500
     3,200,000      Fox/Liberty Networks,
                    LLC, Sr. Note, 8.875%,
                    8/15/2007                            3,360,000
     1,175,000      Lamar Advertising Co.,
                    Sr. Sub. Note, 8.625%,
                    9/15/2007                            1,251,375
     1,100,000      Lamar Advertising Co.,
                    Sr. Sub. Note, 9.625%,
                    12/1/2006                            1,204,500
     4,575,000      Outdoor Systems, Inc.,
                    Sr. Sub. Note, 8.875%,
                    6/15/2007                            4,918,125
     2,000,000      Outdoor Systems, Inc.,
                    Sr. Sub. Note, 9.375%,
                    10/15/2006                           2,170,000
     3,300,000      Sinclair Broadcast
                    Group, Inc., Sr. Sub.
                    Note, 10.00%, 9/30/2005              3,481,500
<CAPTION>
PRINCIPAL
AMOUNT                                                      VALUE
<S>                 <C>                          <C>
                    CORPORATE BONDS-
                    continued
                    BROADCAST RADIO & TV-
                    CONTINUED
 $   7,000,000      Sinclair Broadcast
                    Group, Inc., Sr. Sub.
                    Note, 8.75%, 12/15/2007       $      7,157,500
     3,100,000      Sinclair Broadcast
                    Group, Inc., Sr. Sub.
                    Note, 9.00%, 7/15/2007               3,185,250
     2,225,000      Young Broadcasting,
                    Inc., Sr. Sub. Note,
                    10.125%, 2/15/2005                   2,347,375
     1,425,000      Young Broadcasting,
                    Inc., Sr. Sub. Note,
                    9.00%, 1/15/2006                     1,496,250
                    TOTAL                               91,358,669
                    BUILDING & DEVELOPMENT-
                    1.8%
     1,700,000      American Architectural
                    Products Corp., Sr.
                    Note, 11.75%, 12/1/2007              1,453,500
     4,625,000      American Builders &
                    Contractors Supply Co.,
                    Inc., Sr. Sub. Note,
                    10.625%, 5/15/2007                   4,266,562
     4,625,000      Building Materials Corp.
                    of America, Sr. Note,
                    8.00%, 10/15/2007                    4,578,750
     8,825,000      Falcon Building
                    Products, Inc., Sr. Sub.
                    Disc. Note, 0/10.50%,
                    6/15/2007                            5,361,187
     3,200,000    1 Formica Corp., Sr. Sub.
                    Note, 10.875%, 3/1/2009              3,208,000
                    TOTAL                               18,867,999
                    BUSINESS EQUIPMENT &
                    SERVICES-2.4%
     7,750,000      Dialog Corp. PLC, Sr.
                    Sub. Note, 11.00%,
                    11/15/2007                           7,362,500
     3,725,000      Electronic Retailing
                    Systems International,
                    Inc., Sr. Disc. Note,
                    0/13.25%, 2/1/2004                   1,285,125
     3,750,000      Fisher Scientific
                    International, Inc., Sr.
                    Sub. Note, 9.00%,
                    2/1/2008                             3,796,875
     4,225,000    1 Fisher Scientific
                    International, Inc., Sr.
                    Sub. Note, 9.00%,
                    2/1/2008                             4,277,812
     6,100,000      U.S. Office Products
                    Co., Sr. Sub. Note,
                    9.75%, 6/15/2008                     4,300,500
     3,483,000      United Stationers Supply
                    Co., Sr. Sub. Note,
                    12.75%, 5/1/2005                     3,892,252
     1,200,000      United Stationers Supply
                    Co., Sr. Sub. Note,
                    8.375%, 4/15/2008                    1,212,000
                    TOTAL                               26,127,064
                    CABLE TELEVISION-12.9%
        67,574    4 Australis Media Ltd.,
                    Sr. Disc. Note,
                    5/15/2003                                1,014
     3,950,000   4  Australis Media Ltd.,
                    Unit, 0/14.00%,
                    5/15/2003                               59,250
     2,000,000      CSC Holdings, Inc., Sr.
                    Note, 7.875%, 12/15/2007             2,128,140
       165,000      CSC Holdings, Inc., Sr.
                    Sub. Deb., 9.875%,
                    2/15/2013                              186,450
     2,875,000      CSC Holdings, Inc., Sr.
                    Sub. Note, 9.25%,
                    11/1/2005                            3,119,375
     4,300,000      CSC Holdings, Inc., Sr.
                    Sub. Note, 9.875%,
                    5/15/2006                            4,730,000
     2,000,000      Charter Communications
                    Holdings, Inc., Sr.
                    Disc. Note, 0/14.00%,
                    3/15/2007                            1,925,000
     4,750,000      Charter Communications
                    Southeast, L.P., Sr.
                    Note, 11.25%, 3/15/2006              5,462,500
     6,475,000      Comcast Corp., Sr. Sub.
                    Deb., 9.375%, 5/15/2005              6,993,000
     2,975,000      Comcast UK Cable, Deb.,
                    0/11.20%, 11/15/2007                 2,606,844
     8,825,000      Diamond Cable
                    Communications PLC, Sr.
                    Disc. Note, 0/10.75%,
                    2/15/2007                            6,883,500
     3,850,000      Diamond Holdings PLC,
                    Sr. Note, 9.125%,
                    2/1/2008                             4,052,125
<CAPTION>
PRINCIPAL
AMOUNT                                                      VALUE
<S>                 <C>                          <C>
                    CORPORATE BONDS-
                    continued
                    CABLE TELEVISION-
                    CONTINUED
 $   3,225,000    1 Diva Systems Corp., Sr.
                    Disc. Note, 0/12.625%,
                    3/1/2008                       $     1,048,125
     8,850,000    1 Echostar DBS Corp., Sr.
                    Note, 9.375%, 2/1/2009               8,960,625
     6,400,000      International Cabletel,
                    Inc., Sr. Defd. Cpn.
                    Note, 0/11.50%, 2/1/2006             5,504,000
     6,375,000      International Cabletel,
                    Inc., Sr. Disc. Note,
                    0/12.75%, 4/15/2005                  5,896,875
     2,250,000      Lenfest Communications,
                    Inc., Sr. Note, 8.375%,
                    11/1/2005                            2,446,875
     1,000,000      Lenfest Communications,
                    Inc., Sr. Sub. Note,
                    10.50%, 6/15/2006                    1,175,000
     6,250,000      Lenfest Communications,
                    Inc., Sr. Sub. Note,
                    8.25%, 2/15/2008                     6,562,500
    12,150,000    1 NTL, Inc., Sr. Defd. Cpn.
                    Note, 0/12.375%,
                    10/1/2008                            8,413,875
       750,000      NTL, Inc., Sr. Defd. Cpn.
                    Note, 0/9.75%, 4/1/2008                525,000
     5,700,000    1 NTL, Inc., Sr. Note,
                    11.50%, 10/1/2008                    6,526,500
     2,850,000      Pegasus Communications
                    Corp., Sr. Note, 9.625%,
                    10/15/2005                           2,956,875
     2,350,000    1 Pegasus Communications
                    Corp., Sr. Note, 9.75%,
                    12/1/2006                            2,449,875
     3,300,000      Pegasus Media, Note,
                    12.50%, 7/1/2005                     3,646,500
     2,850,000      Rogers Cablesystems
                    Ltd., Sr. Secd. 2nd
                    Priority Note, 10.00%,
                    12/1/2007                            3,241,875
     3,500,000      Rogers Cablesystems
                    Ltd., Sr. Secd. 2nd
                    Priority Note, 10.00%,
                    3/15/2005                            4,016,250
     5,800,000      Rogers Cablesystems
                    Ltd., Sr. Sub. Gtd. Note,
                    11.00%, 12/1/2015                    6,931,000
    19,600,000      TeleWest PLC, Sr. Disc.
                    Deb., 0/11.00%,
                    10/1/2007                           17,248,000
     1,150,000    1 TeleWest PLC, Sr. Note,
                    11.25%, 11/1/2008                    1,316,750
     9,825,000      UIH Australia/Pacific,
                    Sr. Disc. Note,
                    0/14.00%, 5/15/2006                  5,747,625
     8,000,000      United International
                    Holdings, Inc., Sr.
                    Secd. Disc. Note,
                    0/10.75%, 2/15/2008                  5,340,000
                    TOTAL                              138,101,323
                    CHEMICALS & PLASTICS-
                    3.3%
       750,000      Buckeye Cellulose Corp.,
                    Sr. Sub. Note, 8.50%,
                    12/15/2005                             783,750
     3,900,000      Buckeye Cellulose Corp.,
                    Sr. Sub. Note, 9.25%,
                    9/15/2008                            4,117,347
     1,750,000      Foamex L.P., Sr. Sub.
                    Note, 13.50%, 8/15/2005              1,968,750
     5,775,000    1 Huntsman Corp., Sr. Sub.
                    Note, 9.50%, 7/1/2007                5,818,312
     3,988,000      ISP Holding, Inc., Sr.
                    Note, 9.75%, 2/15/2002               4,197,370
     1,000,000      Polymer Group, Inc., Sr.
                    Sub. Note, 8.75%,
                    3/1/2008                             1,015,000
    12,900,000      Polymer Group, Inc., Sr.
                    Sub. Note, 9.00%,
                    7/1/2007                            13,222,500
     6,075,000      Sterling Chemicals
                    Holdings, Inc., Sr.
                    Disc. Note, 0/13.50%,
                    8/15/2008                            2,338,875
     1,925,000      Sterling Chemicals,
                    Inc., Sr. Sub. Note,
                    11.75%, 8/15/2006                    1,694,000
                    TOTAL                               35,155,904
                    CLOTHING & TEXTILES-1.9%
     3,125,000      Collins & Aikman
                    Floorcoverings, Inc.,
                    Sr. Sub. Note, 10.00%,
                    1/15/2007                            3,261,719
<CAPTION>
PRINCIPAL
AMOUNT                                                      VALUE
<S>                 <C>                          <C>
                    CORPORATE BONDS-
                    continued
                    CLOTHING & TEXTILES-
                    CONTINUED
 $   3,850,000      Dyersburg Corp., Sr.
                    Sub. Note, 9.75%, 9/1/2007    $      3,022,250
     2,575,000      GFSI, Inc., Sr. Sub.
                    Note, 9.625%, 3/1/2007               2,417,281
     4,450,000      Glenoit Corp., Sr. Sub.
                    Note, 11.00%, 4/15/2007              4,183,000
     4,900,000      Pillowtex Corp., Sr.
                    Sub. Note, 10.00%,
                    11/15/2006                           5,169,500
     2,350,000      Pillowtex Corp., Sr.
                    Sub. Note, 9.00%,
                    12/15/2007                           2,408,750
                    TOTAL                               20,462,500
                    CONGLOMERATE-0.6%
     6,375,000      Eagle Picher Industries,
                    Inc., Sr. Sub. Note,
                    9.375%, 3/1/2008                     6,215,625
                    CONSUMER PRODUCTS-3.7%
     2,500,000    1 Albecca, Inc., Sr. Sub.
                    Note, 10.75%, 8/15/2008              2,118,750
     3,150,000      American Safety Razor
                    Co., Sr. Note, 9.875%,
                    8/1/2005                             3,197,250
     2,250,000      Amscan Holdings, Inc.,
                    Sr. Sub. Note, 9.875%,
                    12/15/2007                           2,047,500
     4,525,000      Chattem, Inc., Sr. Sub.
                    Note, 8.875%, 4/1/2008               4,615,500
       850,000      Diamond Brands Operating
                    Corp., Sr. Sub. Note,
                    10.125%, 4/15/2008                     677,875
     1,450,000      Diamond Brands, Inc.,
                    Sr. Disc. Deb.,
                    0/12.875%, 4/15/2009                   362,500
     1,000,000      Hosiery Corp. of
                    America, Inc., Sr. Sub.
                    Note, 13.75%, 8/1/2002               1,075,000
     5,300,000      ICON Fitness Corp., Sr.
                    Disc. Note, 0/14.00%,
                    11/15/2006                              79,500
     2,850,000      NBTY, Inc., Sr. Sub.
                    Note, 8.625%, 9/15/2007              2,750,250
     1,100,000      Playtex Products, Inc.,
                    Sr. Note, 8.875%,
                    7/15/2004                            1,152,250
     1,800,000      Revlon Consumer Products
                    Corp., Sr. Note, 8.125%,
                    2/1/2006                             1,701,000
    13,950,000      Revlon Consumer Products
                    Corp., Sr. Sub. Note,
                    8.625%, 2/1/2008                    12,345,750
     2,175,000    1 Scotts Co., Sr. Sub.
                    Note, 8.625%, 1/15/2009              2,245,688
     2,000,000      Sealy Mattress Co.,
                    Company Guarantee,
                    0/10.875%, 12/15/2007                1,260,000
     1,250,000      Sealy Mattress Co., Sr.
                    Sub. Note, 9.875%,
                    12/15/2007                           1,212,500
     1,750,000    1 True Temper Sports,
                    Inc., Sr. Sub. Note,
                    10.875%, 12/1/2008                   1,671,250
     1,000,000    1 Volume Services America,
                    Inc., Sr. Sub. Note,
                    11.25%, 3/1/2009                     1,010,000
                    TOTAL                               39,522,563
                    CONTAINER & GLASS
                    PRODUCTS-0.8%
       950,000    1 Consumers Packaging,
                    Inc., Sr. Note, 9.75%,
                    2/1/2007                               978,500
     2,050,000    1 Russell Stanley
                    Holdings, Inc., Sr. Sub.
                    Note, 10.875%, 2/15/2009             2,034,625
     5,300,000      Tekni-Plex, Inc., Sr.
                    Sub. Note, 9.25%,
                    3/1/2008                             5,459,000
                    TOTAL                                8,472,125
                    ECOLOGICAL SERVICES &
                    EQUIPMENT-0.5%
     5,500,000      Allied Waste North
                    America, Inc., Sr. Note,
                    7.875%, 1/1/2009                     5,555,000
<CAPTION>
PRINCIPAL
AMOUNT                                                      VALUE
<S>                 <C>                          <C>
                    CORPORATE BONDS-
                    continued
                    ELECTRONICS-0.9%
 $   8,350,000      Telecommunications
                    Techniques Co., LLC, Sr.
                    Sub. Note, 9.75%, 5/15/2008   $      8,433,500
     1,250,000      Viasystems, Inc., Sr.
                    Sub. Note, 9.75%, 6/1/2007           1,162,500
                    TOTAL                                9,596,000
                    FOOD & DRUG RETAILERS-0.4%
     3,650,000      Carr-Gottstein Foods
                    Co., Sr. Sub. Note,
                    12.00%, 11/15/2005                   4,234,000
                    FOOD PRODUCTS-2.6%
     6,500,000    1 Agrilink Foods, Inc.,
                    Sr. Sub. Note, 11.875%,
                    11/1/2008                            6,971,250
     3,600,000      Aurora Foods, Inc., Sr.
                    Sub. Note, Series B,
                    9.875%, 2/15/2007                    3,942,000
     2,000,000      Aurora Foods, Inc., Sr.
                    Sub. Note, Series D,
                    9.875%, 2/15/2007                    2,190,000
     3,625,000      Eagle Family Foods,
                    Inc., Sr. Sub. Note,
                    8.75%, 1/15/2008                     3,353,125
     6,400,000      International Home
                    Foods, Inc., Sr. Sub.
                    Note, 10.375%, 11/1/2006             7,008,000
     4,250,000    1 Triarc Consumer Products
                    Group, LLC, Sr. Sub.
                    Note, 10.25%, 2/15/2009              4,207,500
                    TOTAL                               27,671,875
                    FOOD SERVICES-1.4%
     7,900,000      AmeriServe Food
                    Distribution, Inc., Sr.
                    Sub. Note, 10.125%,
                    7/15/2007                            5,688,000
     3,925,000    1 Carrols Corp., Sr. Sub.
                    Note, 9.50%, 12/1/2008               3,983,875
     3,500,000    1 Domino's, Inc., Sr. Sub.
                    Note, 10.375%, 1/15/2009             3,648,750
     3,200,000      Nebco Evans Holding Co.,
                    Sr. Disc. Note,
                    0/12.375%, 7/15/2007                 1,532,000
                    TOTAL                               14,852,625
                    FOREST PRODUCTS-0.9%
     4,975,000      Stone Container Corp.,
                    Sr. Note, 11.50%,
                    10/1/2004                            5,248,625
     2,000,000      Stone Container Corp.,
                    Sr. Note, 12.58%,
                    8/1/2016                             2,025,000
     2,000,000      Stone Container Corp.,
                    Unit, 12.25%, 4/1/2002               2,035,000
                    TOTAL                                9,308,625
                    HEALTHCARE-3.9%
     2,600,000      Alliance Imaging, Inc.,
                    Sr. Sub. Note, 9.625%,
                    12/15/2005                           2,548,000
     5,000,000      CONMED Corp., Sr. Sub.
                    Note, 9.00%, 3/15/2008               5,025,000
     5,725,000      Dade International,
                    Inc., Sr. Sub. Note,
                    11.125%, 5/1/2006                    6,354,750
     1,950,000      Everest Healthcare
                    Services Corp., Sr. Sub.
                    Note, 9.75%, 5/1/2008                1,959,750
       700,000      Genesis Health Ventures,
                    Inc., Sr. Sub. Note,
                    9.75%, 6/15/2005                       598,500
     1,000,000    1 Genesis Health Ventures,
                    Inc., Sr. Sub. Note,
                    9.875%, 1/15/2009                      845,000
     1,750,000      Hudson Respiratory Care,
                    Inc., Sr. Sub. Note,
                    9.125%, 4/15/2008                    1,496,250
     5,000,000    1 Tenet Healthcare Corp.,
                    Sr. Note, 7.625%,
                    6/1/2008                             4,848,100
     8,650,000      Tenet Healthcare Corp.,
                    Sr. Note, 8.00%, 1/15/2005           8,668,511
<CAPTION>
PRINCIPAL
AMOUNT                                                      VALUE
<S>                 <C>                          <C>
                    CORPORATE BONDS-
                    continued
                    HEALTHCARE-CONTINUED
 $   3,650,000      Tenet Healthcare Corp.,
                    Sr. Sub. Note, 8.625%,
                    1/15/2007                     $      3,704,750
     6,000,000    1 Tenet Healthcare Corp.,
                    Sr. Sub. Note, 8.125%,
                    12/1/2008                            5,880,000
                    TOTAL                               41,928,611
                    HOTELS, MOTELS, INNS &
                    CASINOS-1.3%
     1,000,000      HMH Properties, Inc.,
                    Sr. Note, Series A,
                    7.875%, 8/1/2005                       987,500
     9,225,000      HMH Properties, Inc.,
                    Sr. Note, Series B,
                    7.875%, 8/1/2008                     8,879,062
     4,200,000      HMH Properties, Inc.,
                    Sr. Note, Series C,
                    8.45%, 12/1/2008                     4,158,000
                    TOTAL                               14,024,562
                    INDUSTRIAL PRODUCTS &
                    EQUIPMENT-5.0%
     3,750,000      Amphenol Corp., Sr. Sub.
                    Note, 9.875%, 5/15/2007              3,895,312
     4,800,000      Cabot Safety Acquisition
                    Corp., Sr. Sub. Note,
                    12.50%, 7/15/2005                    5,172,000
     4,725,000      Continental Global
                    Group, Inc., Sr. Note,
                    11.00%, 4/1/2007                     3,915,844
     5,325,000      Euramax International
                    PLC, Sr. Sub. Note,
                    11.25%, 10/1/2006                    5,484,750
     1,200,000      Grove Holdings, LLC, Sr.
                    Disc. Deb., 0/11.625%,
                    5/1/2009                               408,000
     1,000,000      Grove Worldwide, LLC,
                    Sr. Sub. Note, 9.25%,
                    5/1/2008                               855,000
     3,525,000      ISG Resources, Inc., Sr.
                    Sub. Note, 10.00%,
                    4/15/2008                            3,595,500
     1,925,000      International Utility
                    Structures, Inc., Sr.
                    Sub. Note, 10.75%,
                    2/1/2008                             1,876,875
     1,800,000      Johnstown America
                    Industries, Inc., Sr.
                    Sub. Note, 11.75%,
                    8/15/2005                            1,957,500
     1,875,000      Johnstown America
                    Industries, Inc., Sr.
                    Sub. Note, Series C,
                    11.75%, 8/15/2005                    2,039,062
     5,000,000      MMI Products, Inc., Sr.
                    Sub. Note, 11.25%,
                    4/15/2007                            5,337,500
     2,200,000    1 Neenah Corp., Sr. Sub.
                    Note, 11.125%, 5/1/2007              2,304,500
     2,775,000      Neenah Corp., Sr. Sub.
                    Note, Series B, 11.125%,
                    5/1/2007                             2,906,812
     3,450,000      Unifrax Investment
                    Corp., Sr. Note, 10.50%,
                    11/1/2003                            3,596,625
     7,525,000      WESCO Distribution,
                    Inc., Sr. Sub. Note,
                    9.125%, 6/1/2008                     7,863,625
     3,150,000      WESCO International,
                    Inc., Sr. Disc. Note,
                    0/11.125%, 6/1/2008                  2,079,000
                    TOTAL                               53,287,905
                    LEISURE & ENTERTAINMENT-3.3%
     6,109,000      AMF Bowling Worldwide,
                    Inc., Sr. Sub. Disc.
                    Note, 0/12.25%, 3/15/2006            3,543,220
       100,000      AMF Bowling Worldwide,
                    Inc., Sr. Sub. Note,
                    10.875%, 3/15/2006                      79,500
     2,500,000      Loews Cineplex
                    Entertainment, Inc., Sr.
                    Sub. Note, 8.875%,
                    8/1/2008                             2,512,500
     9,950,000      Premier Parks, Inc., Sr.
                    Disc. Note, 0/10.00%,
                    4/1/2008                             6,965,000
     3,100,000      Premier Parks, Inc., Sr.
                    Note, 12.00%, 8/15/2003              3,340,250
<CAPTION>
PRINCIPAL
AMOUNT                                                      VALUE
<S>                 <C>                          <C>
                    CORPORATE BONDS-
                    continued
                    LEISURE & ENTERTAINMENT-
                    CONTINUED
 $     500,000      Premier Parks, Inc., Sr.
                    Note, 9.75%, 1/15/2007        $        542,500
     3,950,000      Regal Cinemas, Inc., Sr.
                    Sub. Note, 9.50%, 6/1/2008           3,950,000
     7,000,000      Regal Cinemas, Inc., Sr.
                    Sub. Note, 9.50%, 6/1/2008           7,000,000
     7,175,000      Six Flags Theme Parks,
                    Inc., Sr. Sub. Disc.
                    Note, 0/12.25%, 6/15/2005            7,982,188
                    TOTAL                               35,915,158
                    MACHINERY & EQUIPMENT-2.2% 2,973,000 Alvey Systems, Inc.,
     Sr.
                    Sub. Note, 11.375%,
                    1/31/2003                            3,032,460
     5,525,000      Clark Material Handling
                    Corp., Sr. Note, 10.75%,
                    11/15/2006                           5,621,687
     2,600,000      Columbus McKinnion
                    Corp., Sr. Sub. Note,
                    8.50%, 4/1/2008                      2,535,000
     3,500,000      National Equipment
                    Services, Inc., Sr. Sub.
                    Note, Series B, 10.00%,
                    11/30/2004                           3,552,500
     3,175,000    1 National Equipment
                    Services, Inc., Sr. Sub.
                    Note, 10.00%, 11/30/2004             3,222,625
     6,000,000    1 United Rentals, Inc.,
                    Sr. Sub. Note, 9.25%,
                    1/15/2009                            6,165,000
                    TOTAL                               24,129,272
                    METALS & MINING-0.9%
     4,525,000    1 AEI Holding Co., Inc.,
                    Sr. Note, 10.50%, 12/15/2005         4,434,500
     4,900,000    1 AEI Resources, Inc., Sr.
                    Sub. Note, 11.50%,
                    12/15/2006                           4,802,000
                    TOTAL                                9,236,500
                    OIL & GAS-2.9%
     2,600,000      Chiles Offshore, LLC,
                    Sr. Note, 10.00%, 5/1/2008           1,781,000
     5,700,000      Continental Resources,
                    Inc., Sr. Sub. Note,
                    10.25%, 8/1/2008                     4,474,500
     2,075,000      DI Industries, Inc., Sr.
                    Note, 8.875%, 7/1/2007               1,530,312
     6,650,000      Dailey Petroleum
                    Services Corp., Company
                    Guarantee, 9.50%,
                    2/15/2008                            3,358,250
     3,025,000      Forcenergy Gas
                    Exploration, Inc., Sr.
                    Sub. Note, 8.50%,
                    2/15/2007                            1,073,875
     3,075,000      Forcenergy Gas
                    Exploration, Inc., Sr.
                    Sub. Note, 9.50%,
                    11/1/2006                            1,091,625
     1,850,000      KCS Energy, Inc., Sr.
                    Sub. Note, 8.875%,
                    1/15/2008                              564,250
     1,300,000      Nuevo Energy Co., Sr.
                    Sub. Note, 8.875%,
                    6/1/2008                             1,189,500
     3,125,000      Ocean Energy, Inc., Sr.
                    Sub. Note, 10.375%,
                    10/15/2005                           3,125,000
       700,000      Ocean Rig Norway AS,
                    Company Guarantee,
                    10.25%, 6/1/2008                       528,500
     1,950,000      Pacalta Resources Ltd.,
                    Sr. Note, 10.75%,
                    6/15/2004                            1,674,563
     2,250,000      Pogo Producing Co., Sr.
                    Sub. Note, 8.75%,
                    5/15/2007                            2,025,000
     3,200,000      Pride Petroleum
                    Services, Inc., Sr.
                    Note, 9.375%, 5/1/2007               3,000,000
     1,625,000      The Houston Exploration
                    Co., Sr. Sub. Note,
                    8.625%, 1/1/2008                     1,604,688
     2,025,000      Universal Compression
                    Holdings, Inc., Sr.
                    Disc. Note, 0/11.375%,
                    2/15/2009                            1,164,375
     5,150,000      Universal Compression
                    Holdings, Inc., Sr.
                    Disc. Note, 0/9.875%,
                    2/15/2008                            3,090,000
                    TOTAL                               31,275,438
<CAPTION>
PRINCIPAL
AMOUNT                                                      VALUE
<S>                 <C>                          <C>
                    CORPORATE BONDS-continued
                    PRINTING & PUBLISHING-1.3%
 $     600,000      Garden State Newspapers,
                    Inc., Sr. Sub. Note,
                    8.75%, 10/1/2009              $        615,000
     3,100,000      Hollinger International
                    Publishing, Inc., Sr.
                    Sub. Note, 9.25%, 2/1/2006           3,328,625
     4,700,000      Hollinger International
                    Publishing, Inc., Sr.
                    Sub. Note, 9.25%, 3/15/2007          5,046,625
     4,425,000      K-III Communications
                    Corp., Company Guarantee,
                    Series B, 8.50%, 2/1/2006            4,613,063
                    TOTAL                               13,603,313
                    SERVICES-0.6%
     3,618,000      Coinmach Corp., Sr.
                    Note, 11.75%, 11/15/2005             4,015,980
     2,450,000      SITEL Corp., Sr. Sub.
                    Note, 9.25%, 3/15/2006               2,284,625
                    TOTAL                                6,300,605
                    STEEL-0.2%
       725,000      Metals USA, Inc., Sr.
                    Sub. Note, 8.625%,
                    2/15/2008                              699,625
     1,275,000      Ryerson Tull, Inc., Sr.
                    Note, 9.125%, 7/15/2006              1,379,486
                    TOTAL                                2,079,111
                    SURFACE TRANSPORTATION-2.8%
     2,800,000      Allied Holdings, Inc.,
                    Sr. Note, 8.625%, 10/1/2007          2,842,000
     4,950,000    5 AmeriTruck Distribution
                    Corp., Sr. Sub. Note,
                    12.25%, 11/15/2005                     272,250
     3,125,000      Gearbulk Holding Ltd.,
                    Sr. Note, 11.25%,
                    12/1/2004                            3,273,437
     7,050,000      Statia Terminals
                    International N.V., 1st
                    Mtg. Note, 11.75%,
                    11/15/2003                           7,367,250
     8,300,000      Stena AB, Sr. Note,
                    10.50%, 12/15/2005                   8,466,000
     3,675,000      Stena AB, Sr. Note,
                    8.75%, 6/15/2007                     3,500,438
     2,500,000      Stena Line AB, Sr. Note,
                    10.625%, 6/1/2008                    2,062,500
     3,125,000    1 The Holt Group, Inc., Sr.
                    Note, 9.75%, 1/15/2006               2,101,563
                    TOTAL                               29,885,438
                    TELECOMMUNICATIONS &
                    CELLULAR-24.2%
     5,850,000    1 American Cellular Corp.,
                    Sr. Note, 10.50%, 5/15/2008          6,127,875
     1,000,000      Arch Communications,
                    Inc., Sr. Note, 12.75%,
                    7/1/2007                               965,000
     9,125,000      Call-Net Enterprises,
                    Inc., Sr. Disc. Note,
                    0/8.94%, 8/15/2008                   5,611,875
     8,250,000      Call-Net Enterprises,
                    Inc., Sr. Disc. Note,
                    0/9.27%, 8/15/2007                   5,651,250
     5,525,000    1 Centennial Cellular
                    Corp., Sr. Sub. Note,
                    10.75%, 12/15/2008                   5,980,812
     7,125,000      E.Spire Communications,
                    Inc., Sr. Disc. Note,
                    0/12.75%, 4/1/2006                   4,346,250
     1,900,000      E.Spire Communications,
                    Inc., Sr. Disc. Note,
                    0/13.00%, 11/1/2005                  1,254,000
     2,000,000    1 Hermes Europe Railtel
                    B.V., Sr. Note, 10.375%,
                    1/15/2009                            2,130,000
<CAPTION>
PRINCIPAL
AMOUNT                                                      VALUE
<S>                 <C>                          <C>
                    CORPORATE BONDS-continued
                    TELECOMMUNICATIONS &
                    CELLULAR-CONTINUED
 $   8,650,000      Hermes Europe Railtel
                    B.V., Sr. Note, 11.50%,
                    8/15/2007                     $      9,406,875
     5,625,000      ICG Holdings, Inc., Sr.
                    Disc. Note, 0/12.50%,
                    5/1/2006                             4,456,463
     7,000,000      ICG Services, Inc., Sr.
                    Disc. Note, 0/9.875%,
                    5/1/2008                             3,964,170
     7,250,000      IXC Communications,
                    Inc., Sr. Sub. Note,
                    9.00%, 4/15/2008                     7,576,250
     5,150,000      Intermedia
                    Communications, Inc.,
                    Sr. Disc. Note,
                    0/11.25%, 7/15/2007                  3,605,000
    10,925,000      Intermedia Communications,
                    Inc., Sr. Disc. Note,
                    0/12.50%, 5/15/2006                  8,794,625
     2,525,000      Intermedia
                    Communications, Inc.,
                    Sr. Note, 8.60%,
                    6/1/2008                             2,405,063
     3,325,000      Intermedia
                    Communications, Inc.,
                    Sr. Note, 8.875%,
                    11/1/2007                            3,208,625
     2,000,000    1 Intermedia
                    Communications, Inc.,
                    Sr. Sub. Disc. Note,
                    0/12.25%, 3/1/2009                   1,105,000
    16,450,000    1 Level 3 Communications,
                    Inc., Sr. Disc. Note,
                    0/10.50%, 12/1/2008                  9,499,875
    20,400,000      Level 3 Communications,
                    Inc., Sr. Note, 9.125%,
                    5/1/2008                            19,941,000
    12,325,000      McLeod, Inc., Sr. Disc.
                    Note, 0/10.50%, 3/1/2007             9,675,125
     1,500,000      McLeod, Inc., Sr. Note,
                    8.375%, 3/15/2008                    1,507,500
     1,125,000      McLeod, Inc., Sr. Note,
                    9.25%, 7/15/2007                     1,172,813
     2,000,000      MetroNet Communications
                    Corp., Sr. Disc. Note,
                    0/10.75%, 11/1/2007                  1,500,000
     4,200,000      MetroNet Communications
                    Corp., Sr. Note, 12.00%,
                    8/15/2007                            4,851,000
     9,700,000      MetroNet Escrow Corp.,
                    Sr. Disc. Note, 0/9.95%,
                    6/15/2008                            6,644,500
     4,400,000    1 MetroNet Escrow Corp.,
                    Sr. Note, 10.625%,
                    11/1/2008                            4,928,000
     2,400,000    1 Metromedia Fiber
                    Network, Inc., Sr. Note,
                    10.00%, 11/15/2008                   2,508,000
    10,100,000      Millicom International
                    Cellular S.A., Sr. Disc.
                    Note, 0/13.50%, 6/1/2006             7,221,500
    13,850,000      NEXTEL Communications,
                    Inc., Sr. Disc. Note,
                    0/10.65%, 9/15/2007                  9,591,125
    14,350,000      NEXTEL Communications,
                    Inc., Sr. Disc. Note,
                    0/9.95%, 2/15/2008                   9,184,000
     6,800,000      NEXTLINK Communications,
                    Inc., Sr. Disc. Note,
                    0/9.45%, 4/15/2008                   4,012,000
     3,000,000      NEXTLINK Communications,
                    Inc., Sr. Note, 9.00%,
                    3/15/2008                            2,857,500
     2,350,000      NEXTLINK Communications,
                    Inc., Sr. Note, 9.625%,
                    10/1/2007                            2,308,875
     3,500,000      Nextel International,
                    Inc., Sr. Disc. Note,
                    0/12.125%, 4/15/2008                 1,547,105
     3,250,000    1 Nextel Partners, Inc.,
                    Sr. Disc. Note,
                    0/14.00%, 2/1/2009                   1,734,688
     3,400,000      Orange PLC, Sr. Note,
                    8.00%, 8/1/2008                      3,468,000
     7,850,000      Paging Network, Inc.,
                    Sr. Sub. Note, 10.00%,
                    10/15/2008                           6,770,625
     5,350,000      Pathnet, Inc., Unit,
                    12.25%, 4/15/2008                    3,129,750
     5,400,000      PsiNet, Inc., Sr. Note,
                    10.00%, 2/15/2005                    5,643,000
     2,925,000    1 PsiNet, Inc., Sr. Note,
                    11.50%, 11/1/2008                    3,268,688
     5,000,000      Qwest Communications
                    International, Inc., Sr.
                    Disc. Note, 0/8.29%,
                    2/1/2008                             3,950,000
     6,525,000      Qwest Communications
                    International, Inc., Sr.
                    Disc. Note, 0/9.47%,
                    10/15/2007                           5,203,688
<CAPTION>
PRINCIPAL
AMOUNT OR
SHARES                                                      VALUE
<S>                 <C>                          <C>
                    CORPORATE BONDS-continued
                    TELECOMMUNICATIONS &
                    CELLULAR-CONTINUED
 $   4,501,000      Qwest Communications
                    International, Inc., Sr.
                    Note, 10.875%, 4/1/2007       $      5,254,918
     6,500,000    1 Qwest Communications
                    International, Inc., Sr.
                    Note, 7.50%, 11/1/2008               6,841,250
     4,700,000      Rogers Cantel Mobile,
                    Inc., Sr. Sub. Note,
                    8.80%, 10/1/2007                     4,888,000
     3,675,000      Telesystem International
                    Wireless, Inc., Sr.
                    Disc. Note, 0/10.50%,
                    11/1/2007                            1,451,625
     8,350,000      Telesystem International
                    Wireless, Inc., Sr.
                    Disc. Note, 0/13.25%,
                    6/30/2007                            3,715,750
     4,575,000      Teligent, Inc., Sr.
                    Disc. Note, 0/11.50%,
                    3/1/2008                             2,310,375
     6,250,000      Teligent, Inc., Sr.
                    Note, 11.50%, 12/1/2007              5,843,750
     8,500,000      Triton PCS, Inc., Sr.
                    Disc. Note, 0/11.00%,
                    5/1/2008                             4,781,250
     1,000,000      US Xchange, L.L.C., Sr.
                    Note, 15.00%, 7/1/2008               1,062,500
     4,325,000      USA Mobile
                    Communications, Inc.,
                    Sr. Note, 9.50%, 2/1/2004            3,784,375
     2,650,000   1  Verio, Inc., Sr. Note,
                    11.25%, 12/1/2008                    2,881,875
     1,675,000      Viatel, Inc., Unit,
                    0/12.50%, 4/15/2008                  1,021,750
     5,750,000      Viatel, Inc., Unit,
                    11.25%, 4/15/2008                    5,951,250
                    TOTAL                              258,496,158
                    UTILITIES-0.7%
     1,850,000      CMS Energy Corp., Sr.
                    Note, 7.50%, 1/15/2009               1,842,359
     5,575,000      El Paso Electric Co., 1st
                    Mtg. Note, 9.40%, 5/1/2011           6,272,154
                    TOTAL                                8,114,513
                    TOTAL CORPORATE BONDS
                    (IDENTIFIED COST
                    $1,058,782,242)                  1,021,039,135
                    COMMON STOCKS/WARRANTS-0.1%
                    BUSINESS EQUIPMENT &
                    SERVICES-0.0%
         3,725 1, 2 Electronic Retailing
                    Systems International,
                    Inc., Warrants                          18,625
                    CABLE TELEVISION-0.0%
         9,675   2  Diva Systems Corp.,
                    Warrants                               135,450
         6,994    2 Pegasus Communications Corp.           170,479
         3,450    2 Pegasus Communications
                    Corp., Warrants                        113,850
         9,825   2  UIH Australia/Pacific,
                    Warrants                                11,053
                    TOTAL                                  430,832
                    CHEMICALS & PLASTICS-0.0%
         4,675    2 Sterling Chemicals
                    Holdings, Inc., Warrants                70,125
                    CONSUMER PRODUCTS-0.0%
         2,500    2 Hosiery Corp. of
                    America, Inc.                           18,125
         5,000 1, 2 IHF Capital, Inc.,
                    Warrants                                 2,500
                    TOTAL                                   20,625
<CAPTION>
SHARES                                                      VALUE
<S>                 <C>                          <C>
                    COMMON STOCKS/WARRANTS-
                    continued
                    METALS & MINING-0.0%
       138,395    2 Royal Oak Mines, Inc          $         21,091
                    PRINTING & PUBLISHING-0.1%
         5,350    2 Affiliated Newspaper
                    Investments, Inc.                      801,831
                    STEEL-0.0%
         1,800 1, 2 Bar Technologies, Inc.,
                    Warrants                                99,000
                    TELECOMMUNICATIONS &
                    CELLULAR-0.0%
         4,200 1, 2 MetroNet Communications
                    Corp., Warrants                        239,904
         5,350 1, 2 Pathnet, Inc., Warrants                 54,169
                    TOTAL                                  294,073
                    TOTAL COMMON STOCKS/WARRANTS
                    (IDENTIFIED COST
                    $483,022)                            1,756,202
                    PREFERRED STOCKS-4.1%
                    BANKING-0.1%
        57,000      California Federal
                    Preferred Capital Corp.,
                    REIT Perpetual Pfd. Stock,
                    Series A, $2.28                      1,503,375
                    BROADCAST RADIO & TV-1.6%
         3,375      Benedek Communications
                    Corp., Sr. Exchangeable
                    PIK                                  2,716,875
        32,712      Capstar Broadcasting
                    Corp., Cumulative
                    Exchangeable Pfd. Stock,
                    Series E                             3,909,131
        25,420      Capstar Broadcasting
                    Partners, Inc., Sr.
                    Pfd., $12.00                         3,005,952
         1,604      Cumulus Media, Inc.,
                    Cumulative Sr. Red. Pfd.
                    Stk., Series A, $3.44                1,824,555
        53,125      Sinclair Broadcast
                    Group, Inc., Cumulative
                    Pfd., $11.63                         5,817,187
                     TOTAL                              17,273,700
                    CABLE TELEVISION-0.5%
         4,770      Pegasus Communications
                    Corp., Cumulative PIK
                    Pfd., Series A, 12.75%               5,222,657
                    FOOD SERVICES-0.2%
        27,912      Nebco Evans Holding Co.,
                    Exchangeable Pfd. Stock              1,353,729
                    HEALTHCARE-0.1%
        11,183      River Holding Corp., Sr.
                    Exchangeable PIK                       506,031
                    INDUSTRIAL PRODUCTS &
                    EQUIPMENT-0.2%
         2,000      Fairfield Manufacturing
                    Co., Inc., Cumulative
                    Exchangeable Pfd. Stock              1,950,000
            40    1 International Utility
                    Structures, Inc., Unit                  37,532
           300    1 International Utility
                    Structures, Inc., Unit,
                    $13.00                                 289,500
                    TOTAL                                2,277,032
                    PRINTING & PUBLISHING-0.9%
        75,100      Primedia, Inc.,
                    Exchangeable Pfd. Stock,
                    Series H, $2.16                      7,284,700
<CAPTION>
SHARES                                                      VALUE
<S>                 <C>                          <C>
                    PREFERRED STOCKS-continued
                    PRINTING & PUBLISHING-
                    CONTINUED
        23,750      Primedia, Inc., Pfd., $9.20   $      2,386,875
                    TOTAL                                9,671,575
                    TELECOMMUNICATIONS &
                    CELLULAR-0.5%
         3,503      NEXTEL Communications,
                    Inc., Cumulative PIK
                    Pfd., Series D, 13.00%               3,695,952
         1,451      NEXTEL Communications,
                    Inc., Exchangeable Pfd.
                    Stock, Series E                      1,386,005
         3,882      Viatel, Inc., Conv. PIK
                    Pfd., Series A, 10.00%                 564,832
                    TOTAL                                5,646,789
                    TOTAL PREFERRED STOCKS
                    (IDENTIFIED COST
                    $43,874,195)  43,454,888
                    TOTAL INVESTMENTS
                    (IDENTIFIED COST
                    $1,103,139,459) 3             $  1,066,250,225

</TABLE>

1 Denotes a restricted security which is subject to restrictions on resale under
Federal Securities laws. At February 28, 1999, these securities amounted to
$159,240,455 which represents 14.9% of net assets. Included in these amounts,
securities which have been deemed liquid amounted to $158,880,426 which
represents 14.8% of net assets.

2 Non-income producing security.

3 The cost of investments for federal tax purposes amounts to $1,103,139,459.
The net unrealized depreciation of investments on a federal tax basis amounts to
$36,889,234 which is comprised of $32,119,804 appreciation and $69,009,038
depreciation at February 28, 1999.

4 Australis Holdings Pty Limited, a wholly owned subsidiary of Australis Media
Limited, filed for reorganization relief under Chapter 11 of the Bankruptcy Code
on April 8, 1998. Australis was a leading provider of subscription television
services in Australia which has been negatively impacted by its failed merger
with a rival pay TV operator. The company has effectively ceased operations
although litigation is pending.

5 AmeriTruck Distribution Corporation and subsidiaries filed for reorganization
under Chapter 11 of the Federal Bankruptcy Code on November 11, 1998. AmeriTruck
operated in specialized segments of the trucking operation from ConAgra with
bond proceeds in hopes of establishing a major national presence in that niche
but was unable to generate enough volume to bring capacity utilization in that
segment to a level adequate to service related debt. The company continues to
operate in Chapter 11 while liquidating most of the refrigerated operation while
retaining selected profitable portions of that business.

Note: The categories of investments are shown as a percentage of net assets
($1,069,840,379) at February 28, 1999.

The following acronyms are used throughout this portfolio:

BIG -Bond Investors Guaranty GTD -Guaranty HDA -Hospital Development Authority
LLC -Limited Liability Corporation PIK -Payment in Kind PLC -Public Limited
Company REIT -Real Estate Investment Trust     

See Notes which are an integral part of the Financial Statements

Statement of Assets and Liabilities
   
FEBRUARY 28, 1999

<TABLE>

<CAPTION>


<S>                           <C>              <C>
ASSETS:
Total investments in
securities, at value
(identified cost
$1,103,139,459)                                $ 1,066,250,225
Income receivable                                   19,090,145
Receivable for
investments sold                                    36,743,064
Receivable for shares
sold                                                 2,312,133
Prepaid expenses                                        61,105
TOTAL ASSETS                                     1,124,456,672
LIABILITIES:
Payable for investments
purchased                     $  1,217,974
Payable for shares
redeemed                        36,178,614
Income distribution
payable                          2,691,127
Payable to Bank                 14,387,945
Accrued expenses                   140,633
TOTAL LIABILITIES                                   54,616,293
Net assets for
119,918,721 shares
outstanding                                    $ 1,069,840,379
NET ASSETS CONSIST OF:
Paid in capital                                $ 1,119,564,368
Net unrealized
depreciation of
investments                                        (36,889,234)
Accumulated net realized
loss on investments                                (13,478,110)
Undistributed net
investment income                                      643,355
TOTAL NET ASSETS                               $ 1,069,840,379
NET ASSET VALUE,
OFFERING PRICE AND
REDEMPTION PROCEEDS PER
SHARE:
$1,069,840,379 /
119,918,721 shares
outstanding                                              $8.92

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

Statement of Operations

   
YEAR ENDED FEBRUARY 28, 1999

<TABLE>

<CAPTION>

<S>                           <C>                <C>                <C>
INVESTMENT INCOME:
Dividends                                                           $   4,793,200
Interest                                                              108,874,702
TOTAL INCOME                                                          113,667,902
EXPENSES:
Investment advisory fee                          $  8,605,337
Administrative personnel
and services fee                                      865,071
Custodian fees                                         70,141
Transfer and dividend
disbursing agent fees
and expenses                                          312,950
Directors'/Trustees'
fees                                                   17,610
Auditing fees                                          24,192
Legal fees                                            109,909
Portfolio accounting
fees                                                  138,442
Shareholder services fee                            2,868,383
Share registration costs                               61,841
Printing and postage                                   74,880
Insurance premiums                                      8,119
Miscellaneous                                           9,957
TOTAL EXPENSES                                     13,166,832
WAIVERS:
Waiver of investment
advisory fee                  $  (2,459,542)
Waiver of shareholder
services fee                      (573,659)
TOTAL WAIVERS                                      (3,033,201)
Net expenses                                                           10,133,631
Net investment income                                                 103,534,271
REALIZED AND UNREALIZED
GAIN (LOSS) ON
INVESTMENTS:
Net realized gain on
investments                                                             2,188,032
Net change in unrealized
depreciation of
investments                                                           (93,988,696)
Net realized and
unrealized gain (loss)
on investments                                                        (91,800,664)
Change in net assets
resulting from
operations                                                          $  11,733,607

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

Statement of Changes in Net Assets

   
<TABLE>

<CAPTION>


YEAR ENDED FEBRUARY 28           1999                   1998
<S>                            <C>                    <C>
INCREASE (DECREASE) IN
NET ASSETS
OPERATIONS:
Net investment income          $    103,534,271       $    89,225,466
Net realized gain on
investments ($2,188,032
and $4,861,343,
respectively,
as computed for federal
tax purposes)                         2,188,032             2,894,137
Net change in unrealized
appreciation/(depreciation)         (93,988,696)           34,916,343
CHANGE IN NET ASSETS
RESULTING FROM
OPERATIONS                           11,733,607           127,035,946
DISTRIBUTIONS TO
SHAREHOLDERS:
Distributions from net
investment income                  (103,375,232)          (88,853,702)
SHARE TRANSACTIONS:
Proceeds from sale of
shares                            1,105,476,358           979,282,898
Net asset value of shares
issued to shareholders
in payment of
distributions declared               72,053,130            65,669,753
Cost of shares redeemed          (1,215,110,331)         (822,434,825)
CHANGE IN NET ASSETS
RESULTING FROM SHARE
TRANSACTIONS                        (37,580,843)          222,517,826
Change in net assets               (129,222,468)          260,700,070
NET ASSETS:
Beginning of period               1,199,062,847           938,362,777
End of period (including
undistributed net
investment income of
$643,355 and $54,638,
respectively)                  $  1,069,840,379       $ 1,199,062,847

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

Notes to Financial Statements
   
FEBRUARY 28, 1999
    
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
obligations may be more susceptible to real or perceived adverse economic
conditions than investment grade bonds. These lower rated debt obligations are
regarded as predominately 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).

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.

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 on capital for federal income tax
purposes.

Income and capital gain distributions are determined in accordance with income
tax regulations which may differ from generally accepted accounting principles.
These differences are primarily due to differing treatments for foreign currency
and defaulted interest. The following reclassifications have been made to the
financial statements.

   
                               UNDISTRIBUTED
                 ACCUMULATED   NET INVESTMENT
PAID-IN CAPITAL   GAIN (LOSS)  INCOME
$4,115             $(433,793)  $429,678
    
Net investment income, net realized gains/losses, and net assets were not
affected by this reclassification.

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, 1999, the Trust, for federal tax purposes, had a
capital loss carryforward of $7,981,977, which will reduce the Trust's taxable
income arising from future net realized gain on investments, if any, to the
extent permitted by the Code, and thus will reduce the amount of the
distributions to shareholders which would otherwise be necessary to relieve the
Trust of any liability for federal tax. Pursuant to the Code, such capital loss
carryforward will expire as follows:

EXPIRATION YEAR   EXPIRATION AMOUNT
2000                     $6,525,373
2003                     $1,456,604
    
WHEN-ISSUED AND DELAYED DELIVERY TRANSACTIONS

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

RESTRICTED SECURITIES

Restricted securities are securities that may only be resold upon registration
under federal securities laws or in transactions exempt from such registration.
In some cases, the issuer of restricted securities has agreed to register such
securities for resale, at the issuer's expense either upon demand by the Trust
or in connection with another registered offering of the securities. Many
restricted securities may be resold in the secondary market in transactions
exempt from registration. Such restricted securities may be determined to be
liquid under criteria established by the Trustees. The Trust will not incur any
registration costs upon such resales. The Trust's restricted securities are
valued at the price provided by dealers in the secondary market or, if no market
prices are available, at the fair value as determined by the Trust's pricing
committee.
   
Additional information on each restricted security held at February 28, 1999 is
as follows:


SECURITY                          ACQUISITION DATE      ACQUISITION COST
Electronic Retailing Systems
International, Inc., Warrants     1/21/1997-1/31/1997           $129,220
IHF Capital, Inc., Warrants       11/4/1994-4/20/1995             51,080

    
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.

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 FEBRUARY 28                              1999            1998
<S>                                         <C>              <C>
Shares sold                                  120,541,310     103,170,660
Shares issued to shareholders in payment
of distributions declared                      7,818,612       6,907,979
Shares redeemed                             (131,659,365)    (86,612,840)
NET CHANGE RESULTING
FROM SHARE TRANSACTIONS                       (3,299,443)     23,465,799

</TABLE>
    
INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES

INVESTMENT ADVISORY FEE

Federated Investment Management Company, 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, Inc. for the period.
The administrative fee received during the period of the Administrative Services
Agreement shall be at least $125,000 per portfolio and $30,000 per each
additional class of shares.

SHAREHOLDER SERVICES FEE

Under the terms of a Shareholder Services Agreement with Federated Shareholder
Services Company ("FSSC"), the Trust will pay FSSC up to 0.25% of average daily
net assets of the Trust shares for the period. The fee paid to FSSC is used to
finance certain services for shareholders and to maintain shareholder accounts.
FSSC may voluntarily choose to waive any portion of its fee. FSSC 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, 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.

INVESTMENT TRANSACTIONS

Purchases and sales of investments, excluding short-term securities, for the
period ended February 28, 1999, were as follows:
   
Purchases   $519,604,990
Sales       $612,828,451
    
YEAR 2000 (UNAUDITED)

Similar to other financial organizations, the Trust could be adversely affected
if the computer systems used by the Trust's service providers do not properly
process and calculate date-related information and data from and after January
1, 2000. The Trust's Adviser and administrator are taking measures that they
believe are reasonably designed to address the Year 2000 issue with respect to
computer systems that they use and to obtain reasonable assurances that
comparable steps are being taken by each of the Trust's other service providers.
At this time, however, there can be no assurance that these steps will be
sufficient to avoid any adverse impact to the Trust.

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,
1999, and the related statement of operations for the year then ended, the
statement of changes in net assets for each of the two years in the period then
ended, and the financial highlights for each of the five years in the period
then ended. These financial statements and financial highlights are the
responsibility of the Fund's management. Our responsibility is to express an
opinion on these financial statements and financial highlights based on our
audits.

We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements and financial
highlights are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. Our procedures included confirmation of securities owned as of
February 28, 1999, by correspondence with the custodian and brokers or other
appropriate auditing procedures where replies from brokers were not received. 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, 1999, and the results of its
operations for the year then ended, the changes in its net assets for each of
the two years in the period then ended, and the financial highlights for each of
the five years in the period then ended, in conformity with generally accepted
accounting principles.

[Graphic]

Boston, Massachusetts

April 19, 1999
    
 [Graphic]
 Federated
 World-Class Investment Manager
 PROSPECTUS

Federated High Yield Trust

   

APRIL 30, 1999

A Statement of Additional Information (SAI) dated April 30, 1999, is
incorporated by reference into this prospectus. Additional information about the
Fund's investments is contained in the Fund's annual and semi-annual reports to
shareholders as they become available. The annual report discusses market
conditions and investment strategies that significantly affected the Fund's
performance during its last fiscal year. To obtain the SAI, the annual report,
semi-annual report and other information without charge, and make inquiries,
call your investment professional or the Fund at 1-800-341-7400.

    

You can obtain information about the Fund (including the SAI) by visiting or
writing the Public Reference Room of the Securities and Exchange Commission in
Washington, DC 20549-6009 or from the Commission's Internet site at
http://www.sec.gov. You can call 1-800-SEC-0330 for information on the Public
Reference Room's operations and copying charges.

   

 [Graphic]
 Federated
 Federated High Yield Trust
 Federated Investors Funds
 5800 Corporate Drive
 Pittsburgh, PA 15237-7000
 1-800-341-7400
 WWW.FEDERATEDINVESTORS.COM
 Federated Securities Corp., Distributor

Investment Company Act File No. 811-4018

Cusip 314197104

    

8040401A (4/99)

 [Graphic]



STATEMENT OF ADDITIONAL INFORMATION

Federated High Yield Trust

   

This Statement of Additional Information (SAI) is not a prospectus. Read this
SAI in conjunction with the prospectus for Federated High Yield Trust (Fund),
dated April 30, 1999. This SAI incorporates by reference the Fund's Annual
Report. Obtain the prospectus or the Annual Report without charge by calling
1-800-341-7400.

    

APRIL 30, 1999

 [Graphic]
 Federated

 World-Class Investment Manager
 Federated High Yield Trust
 Federated Investors Funds
 5800 Corporate Drive
 Pittsburgh, PA 15237-7000

 1-800-341-7400

 WWW.FEDERATEDINVESTORS.COM

 Federated Securities Corp., Distributor

8040401A (4/99)

[Graphic]

CONTENTS

   

How is the Fund Organized?  1

Securities in Which the Fund Invests  1

What Do Shares Cost?  6

How is the Fund Sold?  6

Subaccounting Services  6

Redemption in Kind  6

Massachusetts Partnership Law  6

Account and Share Information  7

Tax Information  7

Who Manages and Provides Services to the Fund?  8

How Does the Fund Measure Performance?  11

Who is Federated Investors, Inc.?  13

Investment Ratings  14

Addresses  16

    

How is the Fund Organized?

   

The Fund is a diversified open-end, management investment company that was
established under the laws of the Commonwealth of Massachusetts on April 17,
1984. The Fund's investment adviser is Federated Investment Management Company
(Adviser). Effective March 31, 1999, Federated Management, Adviser to the Fund,
merged into Federated Investment Management Company (formerly, Federated
Advisers).

    

Securities in Which the Fund Invests

In pursuing its investment strategy, the Fund may invest in the following
securities for any purpose that is consistent with its investment objective.

SECURITIES DESCRIPTIONS AND TECHNIQUES

The following provides additional information about the types of securities in
which the Fund invests.

FIXED INCOME SECURITIES

   

ZERO COUPON SECURITIES

Zero coupon securities do not pay interest or principal until final maturity
unlike debt securities that provide periodic payments of interest (referred to
as a coupon payment). Investors buy zero coupon securities at a price below the
amount payable at maturity. The difference between the purchase price and the
amount paid at maturity represents interest on the zero coupon security.
Investors must wait until maturity to receive interest and principal, which
increases the market and credit risks of a zero coupon security.

TREASURY SECURITIES

Treasury securities are direct obligations of the federal government of the
United States. Treasury securities are generally regarded as having the lowest
credit risk.

AGENCY SECURITIES

Agency securities are issued or guaranteed by a federal agency or other
government sponsored entity acting under federal authority (a GSE). The United
States supports some GSEs with its full faith and credit. Other GSEs receive
support through federal subsidies, loans or other benefits. A few GSEs have no
explicit financial support, but are regarded as having implied support because
the federal government sponsors their activities. Agency securities are
generally regarded as having low credit risk, but not as low as treasury
securities.

    

The Fund treats mortgage backed securities guaranteed by GSEs as agency
securities. Although a GSE guarantee protects against credit risk, it does not
reduce the market and prepayment risks of these mortgage backed securities.

   

ASSET BACKED SECURITIES

Asset backed securities are payable from pools of obligations other than
mortgages. Most asset backed securities involve consumer or commercial debts
with maturities of less than ten years. However, almost any type of fixed income
assets (including other fixed income securities) may be used to create an asset
backed security. Asset backed securities may take the form of commercial paper
or notes, or pass through certificates. Asset backed securities have prepayment
risks. Like CMOs, asset backed securities may be structured like Floaters,
Inverse Floaters, IOs and POs.

COMMERCIAL PAPER

Commercial paper is an issuer's obligation with a maturity of less than nine
months. Companies typically issue commercial paper to pay for current
expenditures. Most issuers constantly reissue their commercial paper and use the
proceeds (or bank loans) to repay maturing paper. If the issuer cannot continue
to obtain liquidity in this fashion, its commercial paper may default. The short
maturity of commercial paper reduces both the market and credit risk as compared
to other debt securities of the same issuer.

CONVERTIBLE SECURITIES

Convertible securities are fixed income securities that the Fund has the option
to exchange for equity securities at a specified conversion price. The option
allows the Fund to realize additional returns if the market price of the equity
securities exceeds the conversion price. For example, the Fund may hold fixed
income securities that are convertible into shares of common stock at a
conversion price of $10 per share. If the market value of the shares of common
stock reached $12, the Fund could realize an additional $2 per share by
converting its fixed income securities.

Convertible securities have lower yields than comparable fixed income
securities. In addition, at the time a convertible security is issued the
conversion price exceeds the market value of the underlying equity securities.
Thus, convertible securities may provide lower returns than non-convertible
fixed income securities or equity securities depending upon changes in the price
of the underlying equity securities. However, convertible securities permit the
Fund to realize some of the potential appreciation of the underlying equity
securities with less risk of losing its initial investment.

The Fund treats convertible securities as fixed income securities for purposes
of its investment policies and limitations.

EQUITY SECURITIES

Equity securities represent a share of an issuer's earnings and assets, after
the issuer pays its liabilities. The Fund cannot predict the income it will
receive from equity securities because issuers generally have discretion as to
the payment of any dividends or distributions. However, equity securities offer
greater potential for appreciation than many other types of securities, because
their value increases directly with the value of the issuer's business. The
following describes the types of equity securities in which the Fund invests.

COMMON STOCKS

Common stocks are the most prevalent type of equity security. Common stocks
receive the issuer's earnings after the issuer pays its creditors and any
preferred stockholders. As a result, changes in an issuer's earnings directly
influence the value of its common stock.

INTERESTS IN OTHER LIMITED LIABILITY COMPANIES

Entities such as limited partnerships, limited liability companies, business
trusts and companies organized outside the United States may issue securities
comparable to common or preferred stock.

REAL ESTATE INVESTMENT TRUSTS (REITS)

    

REITs are real estate investment trusts that lease, operate and finance
commercial real estate. REITs are exempt from federal corporate income tax if
they limit their operations and distribute most of their income. Such tax
requirements limit a REIT's ability to respond to changes in the commercial real
estate market.

   

WARRANTS

Warrants give the Fund the option to buy the issuer's equity securities at a
specified price (the exercise price) at a specified future date (the expiration
date). The Fund may buy the designated securities by paying the exercise price
before the expiration date. Warrants may become worthless if the price of the
stock does not rise above the exercise price by the expiration date. This
increases the market risks of warrants as compared to the underlying security.
Rights are the same as warrants, except companies typically issue rights to
existing stockholders.

FOREIGN SECURITIES

Foreign securities are securities of issuers based outside the United States.
The Fund considers an issuer to be based outside the United States if:

* it is organized under the laws of, or has a principal office located in,
another country;

* the principal trading market for its securities is in another country; or

* it (or its subsidiaries) derived in its most current fiscal year at least 50%
of its total assets, capitalization, gross revenue or profit from goods
produced, services performed, or sales made in another country.

Foreign securities are primarily denominated in foreign currencies. Along with
the risks normally associated with domestic securities of the same type, foreign
securities are subject to currency risks and risks of foreign investing.

DEPOSITARY RECEIPTS

Depositary receipts represent interests in underlying securities issued by a
foreign company. Depositary receipts are not traded in the same market as the
underlying security. The foreign securities underlying American Depositary
Receipts (ADRs) are traded in the United States. ADRs provide a way to buy
shares of foreign-based companies in the United States rather than in overseas
markets. ADRs are also traded in U.S. dollars, eliminating the need for foreign
exchange transactions. The foreign securities underlying European Depositary
Receipts (EDRs), Global Depositary Receipts (GDRs), and International Depositary
Receipts (IDRs), are traded globally or outside the United States. Depositary
receipts involve many of the same risks of investing directly in foreign
securities, including currency risks and risks of foreign investing.

FOREIGN GOVERNMENT SECURITIES

Foreign government securities generally consist of fixed income securities
supported by national, state or provincial governments or similar political
subdivisions. Foreign government securities also include debt obligations of
supranational entities, such as international organizations designed or
supported by governmental entities to promote economic reconstruction or
development, international banking institutions and related government agencies.
Examples of these include, but are not limited to, the International Bank for
Reconstruction and Development (the World Bank), the Asian Development Bank, the
European Investment Bank and the Inter-American Development Bank.

Foreign government securities also include fixed income securities of
quasi-governmental agencies that are either issued by entities owned by a
national, state or equivalent government or are obligations of a political unit
that are not backed by the national government's full faith and credit. Further,
foreign government securities include mortgage-related securities issued or
guaranteed by national, state or provincial governmental instrumentalities,
including quasi-governmental agencies.

    

SPECIAL TRANSACTIONS

   

REPURCHASE AGREEMENTS

Repurchase agreements are transactions in which the Fund buys a security from a
dealer or bank and agrees to sell the security back at a mutually agreed upon
time and price. The repurchase price exceeds the sale price, reflecting the
Fund's return on the transaction. This return is unrelated to the interest rate
on the underlying security. The Fund will enter into repurchase agreements only
with banks and other recognized financial institutions, such as securities
dealers, deemed creditworthy by the Adviser.

The Fund's custodian or subcustodian will take possession of the securities
subject to repurchase agreements. The Adviser or subcustodian will monitor the
value of the underlying security each day to ensure that the value of the
security always equals or exceeds the repurchase price.

Repurchase agreements are subject to credit risks.

REVERSE REPURCHASE AGREEMENTS

Reverse repurchase agreements are repurchase agreements in which the Fund is the
seller (rather than the buyer) of the securities, and agrees to repurchase them
at an agreed upon time and price. A reverse repurchase agreement may be viewed
as a type of borrowing by the Fund. Reverse repurchase agreements are subject to
credit risks. In addition, reverse repurchase agreements create leverage risks
because the Fund must repurchase the underlying security at a higher price,
regardless of the market value of the security at the time of repurchase.

DELAYED DELIVERY TRANSACTIONS

Delayed delivery transactions, including when issued transactions, are
arrangements in which the Fund buys securities for a set price, with payment and
delivery of the securities scheduled for a future time. During the period
between purchase and settlement, no payment is made by the Fund to the issuer
and no interest accrues to the Fund. The Fund records the transaction when it
agrees to buy the securities and reflects their value in determining the price
of its shares. Settlement dates may be a month or more after entering into these
transactions so that the market values of the securities bought may vary from
the purchase prices. Therefore, delayed delivery transactions create market
risks for the Fund. Delayed delivery transactions also involve credit risks in
the event of a counterparty default.

SECURITIES LENDING

The Fund may lend portfolio securities to borrowers that the Adviser deems
creditworthy. In return, the Fund receives cash or liquid securities from the
borrower as collateral. The borrower must furnish additional collateral if the
market value of the loaned securities increases. Also, the borrower must pay the
Fund the equivalent of any dividends or interest received on the loaned
securities.

The Fund will reinvest cash collateral in securities that qualify as an
acceptable investment for the Fund. However, the Fund must pay interest to the
borrower for the use of cash collateral.

Loans are subject to termination at the option of the Fund or the borrower. The
Fund will not have the right to vote on securities while they are on loan, but
it will terminate a loan in anticipation of any important vote. The Fund may pay
administrative and custodial fees in connection with a loan and may pay a
negotiated portion of the interest earned on the cash collateral to a securities
lending agent or broker.

Securities lending activities are subject to market risks and credit risks.

ASSET COVERAGE

In order to secure its obligations in connection with derivatives contracts or
special transactions, the Fund will either own the underlying assets, enter into
an offsetting transaction or set aside readily marketable securities with a
value that equals or exceeds the Fund's obligations. Unless the Fund has other
readily marketable assets to set aside, it cannot trade assets used to secure
such obligations without entering into an offsetting derivative contract or
terminating a special transaction. This may cause the Fund to miss favorable
trading opportunities or to realize losses on derivative contracts or special
transactions.

    

INVESTMENT RISKS

There are many factors which may effect an investment in the Fund. The Fund's
principal risks are described in its prospectus. Additional risk factors are
outlined below.

FIXED INCOME RISKS

   

CREDIT RISKS

* Credit risk is the possibility that an issuer will default on a security by
failing to pay interest or principal when due. If an issuer defaults, the Fund
will lose money. The high yield bonds in which the Fund invests have a higher
default risk than investment grade securities. Low-grade bonds are almost always
uncollateralized and subordinated to other debt that a firm has outstanding.

* Many fixed income securities receive credit ratings from services such as
Standard & Poor's and Moody's Investor Services, Inc. These services assign
ratings to securities by assessing the likelihood of issuer default. Lower
credit ratings correspond to higher credit risk. If a security has not received
a rating, the Fund must rely entirely upon the Adviser's credit assessment.

* Fixed income securities generally compensate for greater credit risk by paying
interest at a higher rate. The difference between the yield of a security and
the yield of a U.S. Treasury security with a comparable maturity (the spread)
measures the additional interest paid for risk. Spreads may increase generally
in response to adverse economic or market conditions. A security's spread may
also increase if the security's rating is lowered, or the security is perceived
to have an increased credit risk. An increase in the spread will cause the price
of the security to decline.

* Credit risk includes the possibility that a party to a transaction involving
the Fund will fail to meet its obligations. This could cause the Fund to lose
the benefit of the transaction or prevent the Fund from selling or buying other
securities to implement its investment strategy.

    

RISKS OF FOREIGN INVESTING

* Foreign securities pose additional risks because foreign economic or political
conditions may be less favorable than those of the United States. Securities in
foreign markets may also be subject to taxation policies that reduce returns for
U.S. investors.

* Foreign companies may not provide information (including financial statements)
as frequently or to as great an extent as companies in the United States.
Foreign companies may also receive less coverage than United States companies by
market analysts and the financial press. In addition, foreign countries may lack
uniform accounting, auditing and financial reporting standards or regulatory
requirements comparable to those applicable to U.S. companies. These factors may
prevent the Fund and its Adviser from obtaining information concerning foreign
companies that is as frequent, extensive and reliable as the information
available concerning companies in the United States.

* Foreign countries may have restrictions on foreign ownership of securities or
may impose exchange controls, capital flow restrictions or repatriation
restrictions which could adversely affect the liquidity of the Fund's
investments.

LEVERAGE RISKS

   

* Leverage risk is created when an investment exposes the Fund to a level of
risk that exceeds the amount invested. Changes in the value of such an
investment magnify the Fund's risk of loss and potential for gain.

    

EQUITY RISKS

STOCK MARKET RISKS

   

* The value of equity securities in the Fund's portfolio will rise and fall.
These fluctuations could be a sustained trend or a drastic movement. The Fund's
portfolio will reflect changes in prices of individual portfolio stocks or
general changes in stock valuations. Consequently, the Fund's share price may
decline.

* The Adviser attempts to manage market risk by limiting the amount the Fund
invests in each company's equity securities. However, diversification will not
protect the Fund against widespread or prolonged declines in the stock market.

    

INVESTMENT LIMITATIONS

CONCENTRATION OF INVESTMENTS

The Fund 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 Fund 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 Fund will not purchase or sell commodities. The Fund reserves the right to
purchase financial futures and put options on financial futures, not including
stock index futures.

INVESTING IN REAL ESTATE

The Fund 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 Fund 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 Fund will not sell securities short unless:

* during the time the short position is open it owns an equal amount of the
securities sold or securities readily and freely convertible into or
exchangeable, without payment of additional consideration, for securities of the
same issue as, and equal in amount to, the securities sold short; and

* not more than 10% of the Fund's net assets (taken at current value) is held as
collateral for such sales at any one time.

BORROWING MONEY

   

The Fund may borrow money, directly or indirectly, and issue senior securities
to the maximum extent permitted under the 1940 Act.

    

LENDING CASH OR SECURITIES

The Fund 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
Fund's investment objective and policies or Declaration of Trust.

UNDERWRITING

The Fund 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.

The above limitations cannot be changed unless authorized by the "vote of a
majority of its outstanding voting securities," as defined by the Investment
Company Act. The following limitations, however, may be changed by the Board
without shareholder approval. Shareholders will be notified before any material
change in these limitations becomes effective.

INVESTING IN RESTRICTED AND ILLIQUID SECURITIES

The Fund will not invest more than 15% of the value of its net assets in
illiquid securities including certain restricted securities not determined to be
liquid under criteria established by the Trustees and repurchase agreements
providing for settlement in more than seven days after notice.

WRITING COVERED CALL OPTIONS

The Fund will not write call options on securities unless the securities are
held in the Fund's portfolio or unless the Fund is entitled to them in
deliverable form without further payment or after segregating cash in the amount
of any further payment.

DIVERSIFICATION OF INVESTMENTS

With respect to securities comprising 75% of the value of its total assets, the
Fund will not purchase securities of any one issuer (other than cash, cash
items, securities issued or guaranteed by the government of the United States or
its agencies or instrumentalities and repurchase agreements collateralized by
such U.S. government securities, and securities of other investment companies)
is as a result more than 5% of the value of its total assets would be invested
in the securities of that issuer, or it would own more than 10% of the
outstanding voting securities of that issuer.

ACQUIRING SECURITIES

The Fund will not purchase securities of a company for the purpose of exercising
control or management.

However, the Fund 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 Fund. In addition, the Fund, other companies advised by the Fund'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 Fund 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 Fund and its affiliates might
possibly become directors of companies in which the Fund holds stock.

EQUITY SECURITIES

The Fund may invest up to 10% of total assets in equity securities including
common stocks, warrants or rights.

INVESTING IN FOREIGN SECURITIES

The Fund 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 Fund 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 Fund 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".

    

DETERMINING MARKET VALUE OF SECURITIES

Market values of the Fund's portfolio securities are determined as follows:

* for equity securities, according to the last sale price in the market in which
they are primarily traded (either a national securities exchange or the
over-the-counter market), if available;

* in the absence of recorded sales for equity securities, according to the
mean between the last closing bid and asked prices;

* for bonds and other fixed income securities, at the last sale price on a
national securities exchange, if available, otherwise, as determined by an
independent pricing service;

* futures contracts and options are valued at market values established by the
exchanges on which they are traded at the close of trading on such exchanges.
Options traded in the over-the-counter market are valued according to the mean
between the last bid and the last asked price for the option as provided by an
investment dealer or other financial institution that deals in the option. The
Board may determine in good faith that another method of valuing such
investments is necessary to appraise their fair market value;

* for short-term obligations, according to the mean between bid and asked prices
as furnished by an independent pricing service, except that short-term
obligations with remaining maturities of less than 60 days at the time of
purchase may be valued at amortized cost or at fair market value as determined
in good faith by the Board; and

   

* for all other securities at fair value as determined in good faith by the
Board.

Prices provided by independent pricing services may be determined without
relying exclusively on quoted prices and may consider institutional trading in
similar groups of securities, yield, quality, stability, risk, coupon rate,
maturity, type of issue, trading characteristics, and other market data or
factors. From time to time, when prices cannot be obtained from an independent
pricing service, securities may be valued based on quotes from broker-dealers or
other financial institutions that trade the securities.

    

TRADING IN FOREIGN SECURITIES

Trading in foreign securities may be completed at times which vary from the
closing of the New York Stock Exchange (NYSE). In computing its NAV, the Fund
values foreign securities at the latest closing price on the exchange on which
they are traded immediately prior to the closing of the NYSE. Certain foreign
currency exchange rates may also be determined at the latest rate prior to the
closing of the NYSE. Foreign securities quoted in foreign currencies are
translated into U.S. dollars at current rates. Occasionally, events that affect
these values and exchange rates may occur between the times at which they are
determined and the closing of the NYSE. If such events materially affect the
value of portfolio securities, these securities may be valued at their fair
value as determined in good faith by the Fund's Board, although the actual
calculation may be done by others.

What Do Shares Cost?

The Fund's net asset value (NAV) per Share fluctuates and is based on the market
value of all securities and other assets of the Fund.

How is the Fund Sold?

   

Under the Distributor's Contract with the Fund, the Distributor (Federated
Securities Corp.) offers Shares on a continuous, best-efforts basis.

    

SHAREHOLDER SERVICES

The Fund may pay Federated Shareholder Services Company, a subsidiary of
Federated Investors, Inc. (Federated), for providing shareholder services and
maintaining shareholder accounts. Federated Shareholder Services Company may
select others to perform these services for their customers and may pay them
fees.

SUPPLEMENTAL PAYMENTS

Investment professionals may be paid fees out of the assets of the Distributor
and/or Federated Shareholder Services Company (but not out of Fund assets). The
Distributor and/or Federated Shareholder Services Company may be reimbursed by
the Adviser or its affiliates.

Investment professionals receive such fees for providing distribution- related
or shareholder services such as sponsoring sales, providing sales literature,
conducting training seminars for employees, and engineering sales-related
computer software programs and systems. Also, investment professionals may be
paid cash or promotional incentives, such as reimbursement of certain expenses
relating to attendance at informational meetings about the Fund or other special
events at recreational-type facilities, or items of material value. These
payments will be based upon the amount of Shares the investment professional
sells or may sell and/or upon the type and nature of sales or marketing support
furnished by the investment professional.

Subaccounting Services

Certain investment professionals may wish to use the transfer agent's
subaccounting system to minimize their internal recordkeeping requirements. The
transfer agent may charge a fee based on the level of subaccounting services
rendered. Investment professionals holding Shares in a fiduciary, agency,
custodial, or similar capacity may charge or pass through subaccounting fees as
part of or in addition to normal trust or agency account fees. They may also
charge fees for other services that may be related to the ownership of Shares.
This information should, therefore, be read together with any agreement between
the customer and the investment professional about the services provided, the
fees charged for those services, and any restrictions and limitations imposed.

Redemption in Kind

Although the Fund intends to pay Share redemptions in cash, it reserves the
right, as described below, to pay the redemption price in whole or in part by a
distribution of the Fund's portfolio securities.

Because the Fund has elected to be governed by Rule 18f-1 under the Investment
Company Act of 1940, the Fund is obligated to pay Share redemptions to any one
shareholder in cash only up to the lesser of $250,000 or 1% of the net assets
represented by such Share class during any 90-day period.

Any Share redemption payment greater than this amount will also be in cash
unless the Fund's Board determines that payment should be in kind. In such a
case, the Fund will pay all or a portion of the remainder of the redemption in
portfolio securities, valued in the same way as the Fund determines its NAV. The
portfolio securities will be selected in a manner that the Fund's Board deems
fair and equitable and, to the extent available, such securities will be readily
marketable.

Redemption in kind is not as liquid as a cash redemption. If redemption is made
in kind, shareholders receiving the portfolio securities and selling them before
their maturity could receive less than the redemption value of the securities
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 Fund. To protect its
shareholders, the Fund has filed legal documents with Massachusetts that
expressly disclaim the liability of its shareholders for acts or obligations of
the Fund.

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

Account and Share Information

VOTING RIGHTS

Each share of the Fund gives the shareholder one vote in Trustee elections and
other matters submitted to shareholders for vote. All Shares of the Fund have
equal voting rights.

Trustees may be removed by the Board or by shareholders at a special meeting. A
special meeting of shareholders will be called by the Board upon the written
request of shareholders who own at least 10% of the Fund's outstanding shares.

   

As of April 6, 1999, the following shareholders owned of record,
beneficially, or both, 5% or more of outstanding Shares: Charles Schwab &

Co., Inc., San Francisco, California, 37.87%.

    

Shareholders owning 25% or more of outstanding Shares may be in control and be
able to affect the outcome of certain matters presented for a vote of
shareholders.

Tax Information

FEDERAL INCOME TAX

The Fund intends to meet requirements of Subchapter M of the Internal Revenue
Code applicable to regulated investment companies. If these requirements are not
met, it will not receive special tax treatment and will pay federal income tax.

FOREIGN INVESTMENTS

If the Fund purchases foreign securities, their investment income may be subject
to foreign withholding or other taxes that could reduce the return on these
securities. Tax treaties between the United States and foreign countries,
however, may reduce or eliminate the amount of foreign taxes to which the Fund
would be subject. The effective rate of foreign tax cannot be predicted since
the amount of Fund assets to be invested within various countries is uncertain.
However, the Fund intends to operate so as to qualify for treaty-reduced tax
rates when applicable.

   

Distributions from a Fund may be based on estimates of book income for the year.
Book income generally consists solely of the coupon income generated by the
portfolio, whereas tax-basis income includes gains or losses attributable to
currency fluctuation. Due to differences in the book and tax treatment of
fixed-income securities denominated in foreign currencies, it is difficult to
project currency effects on an interim basis. Therefore, to the extent that
currency fluctuations cannot be anticipated, a portion of distributions to
shareholders could later be designated as a return of capital, rather than
income, for income tax purposes, which may be of particular concern to simple
trusts.

    

If the Fund invests in the stock of certain foreign corporations, they may
constitute Passive Foreign Investment Companies (PFIC), and the Fund may be
subject to Federal income taxes upon disposition of PFIC investments.

If more than 50% of the value of the Fund's assets at the end of the tax year is
represented by stock or securities of foreign corporations, the Fund intends to
qualify for certain Code stipulations that would allow shareholders to claim a
foreign tax credit or deduction on their U.S. income tax returns. The Code may
limit a shareholder's ability to claim a foreign tax credit. Shareholders who
elect to deduct their portion of the Fund's foreign taxes rather than take the
foreign tax credit must itemize deductions on their income tax returns.

Who Manages and Provides Services to the Fund?

BOARD OF TRUSTEES

   

The Board is responsible for managing the Fund's business affairs and for
exercising all the Fund's powers except those reserved for the shareholders.
Information about each Board member is provided below and includes each person's
name, address, birth date, present position(s) held with the Fund's, principal
occupations for the past five years and positions held prior to the past five
years, total compensation received as a Trustee from the Fund for its most
recent fiscal year, and the total compensation received from the Federated Fund
Complex for the most recent calendar year. The Federated Fund Complex is
comprised of 54 investment companies, whose investment advisers are affiliated
with the Fund's Adviser.

As of April 6, 1999, the Fund's Board and Officers as a group owned less than 1%
of the Fund's outstanding Shares.

    

An asterisk (*) denotes a Trustee who is deemed to be an interested person as
defined in the Investment Company Act of 1940. The following symbol (#) denotes
a Member of the Board's Executive Committee, which handles the Board's
responsibilities between its meetings.

   

<TABLE>

<CAPTION>

NAME                                                                                                      TOTAL
BIRTH DATE                                                                                 AGGREGATE      COMPENSATION
ADDRESS                                  PRINCIPAL OCCUPATIONS                             COMPENSATION   FROM FUND AND
POSITION WITH FUND                       FOR PAST 5 YEARS                                  FROM FUND      FUND COMPLEX
<S>                                      <C>                                               <C>            <C>
JOHN F. DONAHUE*+                        Chief Executive Officer                                     $0   $0 for the Fund
Birth date: July 28, 1924                and Director or Trustee                                          and 54 other investment
Federated Investors Tower                of the Federated Fund                                            companies in the
1001 Liberty Avenue                      Complex; Chairman and                                            Fund Complex
Pittsburgh, PA                           Director, Federated
CHAIRMAN AND TRUSTEE                     Investors, Inc.; Chairman and Trustee,

                                         Federated Investment Management Company;

                   Chairman and Director, Federated Investment

                                         Counseling and Federated Global Investment
                                         Management Corp.; Chairman, Passport

                                         Research, Ltd.

THOMAS G. BIGLEY                         Director or Trustee of the Federated Fund            $1,730.93   $113,860.22 for the Fund
Birth date: February 3, 1934             Complex; Director, Member of Executive                           and 54 other investment
15 Old Timber Trail                      Committee, Children's Hospital of                                companies in the
Pittsburgh, PA                           Pittsburgh; formerly: Senior Partner, Ernst &                    Fund Complex
TRUSTEE                                  Young LLP; Director, MED 3000 Group,
                                         Inc.; Director, Member of Executive
                                         Committee, University of Pittsburgh.

JOHN T. CONROY, JR.                      Director or Trustee of the Federated Fund            $1,904.29   $125,264.48 for the Fund
Birth date: June 23, 1937                Complex; President, Investment Properties                        and 54 other investment
Wood/IPC Commercial Dept.                Corporation; Senior Vice President,                              companies in the
John R. Wood Associates, Inc. Realtors   John R. Wood and Associates, Inc., Realtors;                     Fund Complex
3255 Tamiami Trial North                 Partner or Trustee in private real estate
Naples, FL                               ventures in Southwest Florida; formerly:
TRUSTEE                                  President, Naples Property Management,

                                         Inc. and Northgate Village Development
                                         Corporation.

NICHOLAS CONSTANTAKIS                    Director or Trustee of the Federated Fund                   $0   $47,958.02 for the Fund
Birth date: September 3, 1939            Complex; formerly: Partner, Andersen                             and 39 other investment
175 Woodshire Drive                      Worldwide SC.                                                    companies in the
Pittsburgh, PA                                                                                            Fund Complex
TRUSTEE
J. CHRISTOPHER DONAHUE+                  President or Executive Vice President of the                $0   $0 for the Fund
Birth date: April 11, 1949               Federated Fund Complex; Director or                              and 22 other investment
Federated Investors Tower                Trustee of some of the Funds in the                              companies in the
1001 Liberty Avenue                      Federated Fund Complex; President and                            Fund Complex
Pittsburgh, PA                           Director, Federated Investors, Inc.; President
EXECUTIVE VICE PRESIDENT                 and Trustee, Federated Investment
AND TRUSTEE                              Management Company; President and
                                         Director, Federated Investment
                                         Counseling and Federated Global
                                         Investment Management Corp.; President,
                                         Passport Research, Ltd.; Trustee,
                                         Federated Shareholder Services Company;
                                         Director, Federated Services Company.

JOHN F. CUNNINGHAM++                     Director or Trustee of some of the Federated                $0   $0 for the Fund
Birth date: March 5, 1943                Funds; Chairman, President and Chief                             and 43 other investment
353 El Brillo Way                        Executive Officer, Cunningham & Co., Inc. ;                      companies in the
Palm Beach, FL                           Trustee Associate, Boston College; Director,                     Fund Complex
TRUSTEE                                  EMC Corporation; formerly: Director,
                                         Redgate Communications.
                                         Previous Positions: Chairman of the Board
                                         and Chief Executive Officer, Computer
                                         Consoles, Inc.; President and Chief
                                         Operating Officer, Wang Laboratories;
                                         Director, First National Bank of Boston;
                                         Director, Apollo Computer, Inc.
LAWRENCE D. ELLIS, M.D.*                 Director or Trustee of the Federated Fund            $1,730.93   $113,860.22 for the Fund
Birth date: October 11, 1932             Complex; Professor of Medicine, University                       and 54 other investment
3471 Fifth Avenue                        of Pittsburgh; Medical Director, University of                   companies in the
Suite 1111                               Pittsburgh Medical Center-Downtown;                              Fund Complex
Pittsburgh, PA                           Hematologist, Oncologist, and Internist,

TRUSTEE                                  University of Pittsburgh Medical Center;
                                         Member, National Board of Trustees,
                                         Leukemia Society of America.

<CAPTION>

NAME                                                                                                      TOTAL
BIRTH DATE                                                                                 AGGREGATE      COMPENSATION
ADDRESS                                  PRINCIPAL OCCUPATIONS                             COMPENSATION   FROM FUND AND
POSITION WITH FUND                       FOR PAST 5 YEARS                                  FROM FUND      FUND COMPLEX
<S>                                      <C>                                               <C>            <C>
PETER E. MADDEN                          Director or Trustee of                               $1,770.82   $113,860.22 for the Fund
Birth date: March 16, 1942               the Federated Fund                                               and 54 other investment
One Royal Palm Way                       Complex; formerly:                                               companies in the
100 Royal Palm Way                       Representative,                                                  Fund Complex
Palm Beach, FL                           Commonwealth of
TRUSTEE                                  Massachusetts General Court; President, State
                                         Street Bank and Trust Company and State Street
                                         Corporation.
                                         Previous Positions: Director, VISA USA and
                                         VISA International; Chairman and Director,
                                         Massachusetts Bankers Association; Director,
                                         Depository Trust Corporation.

CHARLES F. MANSFIELD, JR.++              Director or Trustee of some of the Federated                $0   $0 for the Fund
Birth date: April 10, 1945               Funds; Management Consultant.                                    and 43 other investment
80 South Road                            Previous Positions: Chief Executive Officer,                     companies in the
Westhampton Beach, NY                    PBTC International Bank; Chief Financial                         Fund Complex
TRUSTEE                                  Officer of Retail Banking Sector, Chase
                                         Manhattan Bank; Senior Vice President,
                                         Marine Midland Bank; Vice President,
                                         Citibank; Assistant Professor of Banking
                                         and Finance, Frank G. Zarb School of
                                         Business, Hofstra University.

JOHN E. MURRAY, JR., J.D., S.J.D.        Director or Trustee of the Federated Fund            $1,770.82   $113,860.22 for the Fund
Birth date: December 20, 1932            Complex; President, Law Professor,                               and 54 other investment
President, Duquesne University           Duquesne University; Consulting Partner,                         companies in the
Pittsburgh, PA                           Mollica & Murray.  Fund Complex
TRUSTEE                                  Previous Positions: Dean and Professor of
                                         Law, University of Pittsburgh School of
                                         Law; Dean and Professor of Law,
                                         Villanova University School of Law.

MARJORIE P. SMUTS                        Director or Trustee of the Federated Fund            $1,730.93   $113,860.22 for the Fund
Birth date: June 21, 1935                Complex; Public Relations/Marketing/                             and 54 other investment
4905 Bayard Street                       Conference Planning.                                             companies in the
Pittsburgh, PA                           Previous Positions: National Spokesperson,                       Fund Complex
TRUSTEE                                  Aluminum Company of America; business owner.

JOHN S. WALSH++                          Director or Trustee of some of the Federated                $0   $0 for the Fund
Birth date: November 28, 1957            Funds; President and Director, Heat Wagon,                       and 40 other investment
2007 Sherwood Drive                      Inc.; President and Director, Manufacturers                      companies in the
Valparaiso, IN                           Products, Inc.; President, Portable Heater                       Fund Complex
TRUSTEE                                  Parts, a division of Manufacturers Products,
                                         Inc.; Director, Walsh & Kelly, Inc.; formerly:
                                         Vice President, Walsh & Kelly, Inc.

GLEN R. JOHNSON                          Trustee, Federated Investors, Inc.; staff                   $0   $0 for the Fund
Birth date: May 2, 1929                  member, Federated Securities Corp.                               and 8 other investment
Federated Investors Tower                                                                                 companies in the
1001 Liberty Avenue                                                                                       Fund Complex
Pittsburgh, PA

PRESIDENT

EDWARD C. GONZALES                       Trustee or Director of some of the Funds in                 $0   $0 for the Fund
Birth date: October 22, 1930             the Federated Fund Complex; President,                           and 1 other investment
Federated Investors Tower                Executive Vice President and Treasurer of                        company in the
1001 Liberty Avenue                      some of the Funds in the Federated Fund                          Fund Complex
Pittsburgh, PA                           Complex; Vice Chairman, Federated
EXECUTIVE VICE PRESIDENT                 Investors, Inc.; Vice President, Federated
                                         Investment Management Company,
                                         Federated Investment Counseling,
                                         Federated Global Investment Management
                                         Corp. and Passport Research, Ltd.; Executive
                                         Vice President and Director, Federated
                                         Securities Corp.; Trustee, Federated
                                         Shareholder Services Company.

JOHN W. MCGONIGLE                        Executive Vice President and Secretary of                   $0   $0 for the Fund
Birth date: October 26, 1938             the Federated Fund Complex; Executive Vice                       and 54 other investment
Federated Investors Tower                President, Secretary, and Director, Federated                    companies in the
1001 Liberty Avenue                      Investors, Inc.; Trustee, Federated                              Fund Complex
Pittsburgh, PA                           Investment Management Company;
EXECUTIVE VICE PRESIDENT                 Director, Federated Investment Counseling
and SECRETARY                            and Federated Global Investment

                                         Management Corp.; Director, Federated
                                         Services Company; Director, Federated
                                         Securities Corp.

RICHARD J. THOMAS                        Treasurer of the Federated Fund Complex;                    $0   $0 for the Fund
Birth date: June 17, 1954                Vice President-Funds Financial Services                          and 54 other investment
Federated Investors Tower                Division, Federated Investors, Inc.; formerly:                   companies in the
1001 Liberty Avenue                      various management positions within Funds                        Fund Complex
Pittsburgh, PA                           Financial Services Division of Federated
TREASURER                                Investors, Inc.

RICHARD B. FISHER                        President or Vice President of some of the                  $0   $0 for the Fund
Birth date: May 17, 1923                 Funds in the Federated Fund Complex;                             and 6 other investment
Federated Investors Tower                Director or Trustee of some of the Funds in                      companies in the
1001 Liberty Avenue                      the Federated Fund Complex; Executive Vice                       Fund Complex
Pittsburgh, PA                           President, Federated Investors, Inc.;
VICE PRESIDENT                           Chairman and Director, Federated Securities

                                         Corp.

<CAPTION>

NAME                                                                                                      TOTAL
BIRTH DATE                                                                                 AGGREGATE      COMPENSATION
ADDRESS                                  PRINCIPAL OCCUPATIONS                             COMPENSATION   FROM FUND AND
POSITION WITH FUND                       FOR PAST 5 YEARS                                  FROM FUND      FUND COMPLEX
<S>                                      <C>                                               <C>            <C>
J. THOMAS MADDEN                         Chief Investment Officer                                    $0   $0 for the Fund
Birth date: October 22, 1945             of this Fund and various                                         and 12 other investment
Federated Investors Tower                other Funds in the                                               companies in the
1001 Liberty Avenue                      Federated Fund Complex;                                          Fund Complex
Pittsburgh, PA                           Executive Vice
CHIEF INVESTMENT OFFICER                 President, Federated Investment Counseling,
                                         Federated Global Investment Management
                                         Corp., Federated Investment Management
                                         Company and Passport Research, Ltd.;
                                         Vice President, Federated Investors,
                                         Inc.; formerly: Executive Vice
                                         President and Senior Vice President,
                                         Federated Investment Counseling
                                         Institutional Portfolio Management
                                         Services Division; Senior Vice
                                         President, Federated Investment
                                         Management Company and Passport
                                         Research, Ltd.

MARK E. DURBIANO                         Mark E. Durbiano has been the Fund's                        $0   $0 for the Fund
Birth date: September 21, 1959           portfolio manager since August 1994. He is                       and no other investment
Federated Investors Tower                Vice President of the Fund. Mr. Durbiano                         companies in the
1001 Liberty Avenue                      joined Federated Investors in 1982 and has                       Fund Complex
Pittsburgh, PA                           been a Senior Portfolio Manager and a
VICE PRESIDENT                           Senior Vice President of the Fund's
                                         investment adviser since 1996. From 1988
                                         through 1995, Mr. Durbiano was a Portfolio
                                         Manager and a Vice President of the Fund's
                                         investment adviser. Mr. Durbiano is a
                                         Chartered Financial Analyst and received
                                         his M.B.A. in Finance from the University of
                                         Pittsburgh.

</TABLE>

    

+  Mr. Donahue is the father of J. Christopher Donahue, Executive Vice
President of the Fund.

++ Messrs. Cunningham, Mansfield and Walsh became members of the Board on March
23, 1999. They did not earn any fees for serving the Fund Complex since these
fees are reported as of the end of the last calendar year. They did not receive
any fees as of the fiscal year end of the Fund.

INVESTMENT ADVISER

The Adviser conducts investment research and makes investment decisions for the
Fund.

The Adviser is a wholly owned subsidiary of Federated.

The Adviser shall not be liable to the Fund or any Fund shareholder for any
losses that may be sustained in the purchase, holding, or sale of any security
or for anything done or omitted by it, except acts or omissions involving
willful misfeasance, bad faith, gross negligence, or reckless disregard of the
duties imposed upon it by its contract with the Fund.

OTHER RELATED SERVICES

Affiliates of the Adviser may, from time to time, provide certain electronic
equipment and software to institutional customers in order to facilitate the
purchase of Fund Shares offered by the Distributor.

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. 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 may select brokers and dealers
based on whether they also offer research services (as described below). In
selecting among firms believed to meet these criteria, the Adviser may give
consideration to those firms which have sold or are selling Shares of the Fund
and other funds distributed by the Distributor and its affiliates. The Adviser
makes decisions on portfolio transactions and selects brokers and dealers
subject to review by the Fund's Board.

RESEARCH SERVICES

Research services 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 may be used by the Adviser or by affiliates of Federated in advising
other accounts. To the extent that receipt of these services may replace
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 those 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.

   

For the fiscal year ended, February 28, 1999, the Fund paid no brokerage
commissions.

    

Investment decisions for the Fund are made independently from those of other
accounts managed by the Adviser. When the Fund and one or more of those accounts
invests in, or disposes of, the same security, available investments or
opportunities for sales will be allocated among the Fund and the account(s) in a
manner believed by the Adviser to be equitable. While the coordination and
ability to participate in volume transactions may benefit the Fund, it is
possible that this procedure could adversely impact the price paid or received
and/or the position obtained or disposed of by the Fund.

ADMINISTRATOR

Federated Services Company, a subsidiary of Federated, provides administrative
personnel and services (including certain legal and financial reporting
services) necessary to operate the Fund. Federated Services Company provides
these at the following annual rate of the average aggregate daily net assets of
all Federated Funds as specified below:

<TABLE>

<CAPTION>

MAXIMUM              AVERAGE AGGREGATE DAILY
ADMINISTRATIVE FEE   NET ASSETS OF THE FEDERATED FUNDS

<S>                  <C>

0.150 of 1%          on the first $250 million
0.125 of 1%          on the next $250 million
0.100 of 1%          on the next $250 million
0.075 of 1%          on assets in excess of $750 million

</TABLE>

The administrative fee received during any fiscal year shall be at least
$125,000 per portfolio and $30,000 per each additional class of Shares.
Federated Services Company may voluntarily waive a portion of its fee and may
reimburse the Fund for expenses.

Federated Services Company also provides certain accounting and recordkeeping
services with respect to the Fund's portfolio investments for a fee based on
Fund assets plus out-of-pocket expenses.

CUSTODIAN

State Street Bank and Trust Company, Boston, Massachusetts, is custodian for the
securities and cash of the Fund. Foreign instruments purchased by the Fund are
held by foreign banks participating in a network coordinated by State Street
Bank.

TRANSFER AGENT AND DIVIDEND DISBURSING AGENT

Federated Services Company, through its registered transfer agent subsidiary,
Federated Shareholder Services Company, maintains all necessary shareholder
records. The Fund pays the transfer agent a fee based on the size, type, and
number of accounts and transactions made by

shareholders.

   

INDEPENDENT AUDITORS

Ernst & Young LLP is the independent auditor for the Fund.

    

FEES PAID BY THE FUND FOR SERVICES

   

<TABLE>

<CAPTION>

FOR THE YEAR ENDED FEBRUARY 28         1999         1998         1997
<S>                              <C>          <C>          <C>
Advisory Fee Earned              $8,605,337   $7,666,471   $5,738,180
Advisory Fee Reduction            2,459,542    2,196,440    1,773,042
Brokerage Commissions                     -            -            -
Administrative Fee                  865,071      771,473      578,155
Shareholder Services Fee          2,294,724            -            -

</TABLE>

    

How Does the Fund Measure Performance?

The Fund may advertise Share performance by using the Securities and Exchange
Commission's (SEC) standard method for calculating performance applicable to all
mutual funds. The SEC also permits this standard performance information to be
accompanied by non-standard performance information.

The performance of Shares depends upon such variables as: portfolio quality;
average portfolio maturity; type and value of portfolio securities; changes in
interest rates; changes or differences in the Fund's or any class of Shares'
expenses; and various other factors.

Share performance fluctuates on a daily basis largely because net earnings
fluctuate daily. Both net earnings and offering price per Share are factors in
the computation of yield and total return.

AVERAGE ANNUAL TOTAL RETURNS AND YIELD

Total returns given for the one-, five- and ten-year periods ended February 28,
1999.

Yield given for the 30-day period ended February 28, 1999.

   

<TABLE>

<CAPTION>

               30-DAY PERIOD   1 YEAR   5 YEARS   10 YEARS
<S>            <C>             <C>      <C>       <C>
Total Return   N/A             0.33%    8.35%     10.26%
Yield          8.48%           N/A      N/A       N/A

</TABLE>

    

TOTAL RETURN

Total return represents the change (expressed as a percentage) in the value of
Shares over a specific period of time, and includes the investment of income and
capital gains distributions.

The average annual total return for Shares is the average compounded rate of
return for a given period that would equate a $1,000 initial investment to the
ending redeemable value of that investment. The ending redeemable value is
computed by multiplying the number of Shares owned at the end of the period by
the NAV 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, less any applicable sales charge, adjusted over the
period by any additional Shares, assuming the annual reinvestment of all
dividends and distributions.

YIELD

   

The yield of Shares is calculated by dividing: (i) the net investment income per
Share earned by the Shares over a 30-day period; by (ii) the maximum offering
price per Share on the last day of the period. This number is then annualized
using semi-annual compounding. This means that the amount of income generated
during the 30-day period is assumed to be generated each month over a 12-month
period and is reinvested every six months. The yield does not necessarily
reflect income actually earned by Shares 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 investment professionals and broker/dealers charge fees in
connection with services provided in conjunction with an investment in Shares,
the Share performance is lower for shareholders paying those fees.

PERFORMANCE COMPARISONS

Advertising and sales literature may include:

* references to ratings, rankings, and financial publications and/or
performance comparisons of Shares to certain indices;

* charts, graphs and illustrations using the Fund's returns, or returns in
general, that demonstrate investment concepts such as tax-deferred compounding,
dollar-cost averaging and systematic investment;

* discussions of economic, financial and political developments and their impact
on the securities market, including the portfolio manager's views on how such
developments could impact the Funds; and

* information about the mutual fund industry from sources such as the Investment
Company Institute.

The Fund may compare its performance, or performance for the types of securities
in which it invests, to a variety of other investments, including federally
insured bank products such as bank savings accounts, certificates of deposit,
and Treasury bills.

The Fund may quote information from reliable sources regarding individual
countries and regions, world stock exchanges, and economic and demographic
statistics.

You may use financial publications and/or indices to obtain a more complete view
of Share performance. When comparing performance, you should consider all
relevant factors such as the composition of the index used, prevailing market
conditions, portfolio compositions of other funds, and methods used to value
portfolio securities and compute offering price. The financial publications
and/or indices which the Fund uses in advertising may include:

   

LEHMAN BROTHERS GOVERNMENT/CORPORATE (TOTAL) INDEX

    

Lehman Brothers Government/Corporate (Total) Index is comprised of approximately
5,000 issues, which include: non-convertible bonds publicly issued by the U.S.
government or its agencies; corporate bonds guaranteed by the U.S. government
and quasi-federal corporations; and publicly issued, fixed rate, non-convertible
domestic bonds of companies in industry, public utilities, and finance. The
average maturity of these bonds approximates nine years. Tracked by Lehman
Brothers, Inc., the index calculates total returns for one-month, three-month,
twelve-month, and ten-year periods and year-to-date.

   

LEHMAN BROTHERS GOVERNMENT/CORPORATE (LONG-TERM) INDEX

    

Lehman Brothers Government/Corporate (Long-Term) Index is composed of the same
types of issues as defined above. However, the average maturity of the bonds
included on this index approximates 22 years.

   

LEHMAN BROTHERS HIGH YIELD INDEX

    

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.

   

MERRILL LYNCH 7-10 YEAR TREASURY INDEX

    

Merrill Lynch 7-10 Year Treasury Index is an unmanaged index tracking U.S.
government securities with maturities between 7 and 9.99 years. The index is
produced by Merrill Lynch, Pierce, Fenner & Smith, Inc.

   

MERRILL LYNCH 10-15 YEAR TREASURY INDEX

    

Merrill Lynch 10-15 Year Treasury Index is an unmanaged index tracking U.S.
government securities with maturities between 10 and 14.99 years. The index is
produced by Merrill Lynch, Pierce, Fenner & Smith, Inc.

   

MERRILL LYNCH HIGH YIELD MASTER INDEX

    

Merrill Lynch High Yield Master Index is an unmanaged index comprised of
publicly placed, non-convertible, coupon-bearing domestic debt. Issues in the
index are less than investment grade as rated by Standard & Poor's Ratings Group
or Moody's Investors Service, Inc., and must not be in default. Issues have a
term to maturity of at least one year. The index is produced by Merrill Lynch,
Pierce, Fenner & Smith, Inc.

   

LIPPER ANALYTICAL SERVICES, INC.

    

Lipper Analytical Services, Inc. ranks funds in various fund categories by
making comparative calculations using total return. Total return assumes the
reinvestment of all capital gains distributions and income dividends and takes
into account any change in net asset value over a specific period of time. From
time to time, the Trust will quote its Lipper ranking in the "high current yield
funds" category in advertising and sales literature.

   

SALOMON BROTHERS AAA-AA CORPORATES

    

Salomon Brothers AAA-AA Corporates calculates total returns of approximately 775
issues which include long-term, high grade domestic corporate taxable bonds,
rated AAA-AA, with maturities of 12 years or more; it also includes companies in
industry, public utilities, and finance.

   
MORNINGSTAR, INC.

    

Morningstar, Inc. an independent rating service, is the publisher of the
bi-weekly Mutual Fund Values. Mutual Fund Values rates more than 1,000
NASDAQ-listed mutual funds of all types, according to their risk-adjusted
returns. The maximum rating is five stars, and ratings are effective for two
weeks.

Who is Federated Investors, Inc.?

Federated is dedicated to meeting investor needs by making structured,
straightforward and consistent investment decisions. Federated investment
products have a history of competitive performance and have gained the
confidence of thousands of financial institutions and individual investors.

Federated's disciplined investment selection process is rooted in sound
methodologies backed by fundamental and technical research. At Federated,
success in investment management does not depend solely on the skill of a single
portfolio manager. It is a fusion of individual talents and state- of-the-art
industry tools and resources. Federated's investment process involves teams of
portfolio managers and analysts, and investment decisions are executed by
traders who are dedicated to specific market sectors and who handle trillions of
dollars in annual trading volume.

FEDERATED FUNDS OVERVIEW

MUNICIPAL FUNDS

In the municipal sector, as of December 31, 1998, Federated managed 10 bond
funds with approximately $2.2 billion in assets and 23 money market funds with
approximately $12.5 billion in total assets. In 1976, Federated introduced one
of the first municipal bond mutual funds in the industry and is now one of the
largest institutional buyers of municipal securities. The Funds may quote
statistics from organizations including The Tax Foundation and the National
Taxpayers Union regarding the tax obligations of Americans.

EQUITY FUNDS

In the equity sector, Federated has more than 28 years' experience. As of
December 31, 1998, Federated managed 27 equity funds totaling approximately
$14.9 billion in assets across growth, value, equity income, international,
index and sector (i.e. utility) styles. Federated's value- oriented management
style combines quantitative and qualitative analysis and features a structured,
computer-assisted composite modeling system that was developed in the 1970s.

CORPORATE BOND FUNDS

In the corporate bond sector, as of December 31, 1998, Federated managed 9 money
market funds and 15 bond funds with assets approximating $22.8 billion and $7.1
billion, respectively. Federated's corporate bond decision making-based on
intensive, diligent credit analysis-is backed by over 26 years of experience in
the corporate bond sector. In 1972, Federated introduced one of the first
high-yield bond funds in the industry. In 1983, Federated was one of the first
fund managers to participate in the asset-backed securities market, a market
totaling more than $209 billion.

GOVERNMENT FUNDS

In the government sector, as of December 31, 1998, Federated manages 9
mortgage-backed, 5 government/agency and 19 government money market mutual
funds, with assets approximating $5.3 billion, $1.8 billion and $41.6 billion,
respectively. Federated trades approximately $425 million in U.S. government and
mortgage-backed securities daily and places approximately $25 billion in
repurchase agreements each day. Federated introduced the first U.S. government
fund to invest in U.S. government bond securities in 1969. Federated has been a
major force in the short- and intermediate-term government markets since 1982
and currently manages approximately $43.2 billion in government funds within
these maturity ranges.

MONEY MARKET FUNDS

In the money market sector, Federated gained prominence in the mutual fund
industry in 1974 with the creation of the first institutional money market fund.
Simultaneously, the company pioneered the use of the amortized cost method of
accounting for valuing shares of money market funds, a principal means used by
money managers today to value money market fund shares. Other innovations
include the first institutional tax-free money market fund. As of December 31,
1998, Federated managed more than $76.7 billion in assets across 52 money market
funds, including 19 government, 9 prime and 23 municipal with assets
approximating $41.6 billion, $22.8 billion and $12.5 billion, respectively.

The Chief Investment Officers responsible for oversight of the various
investment sectors within Federated are: U.S. equity and high yield-
J. Thomas Madden; U.S. fixed income-William D. Dawson, III; and global
equities and fixed income-Henry A. Frantzen. The Chief Investment Officers
are Executive Vice Presidents of the Federated advisory companies.

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 $5 trillion to the more than 7,300 funds available,
according to the Investment Company Institute.

FEDERATED CLIENTS OVERVIEW

Federated distributes mutual funds through its subsidiaries for a variety of
investment purposes. Specific markets include:

INSTITUTIONAL CLIENTS

Federated meets the needs of approximately 900 institutional clients nationwide
by managing and servicing separate accounts and mutual funds for a variety of
purposes, 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 advisers. The marketing effort
to these institutional clients is headed by John B. Fisher, President,
Institutional Sales Division, Federated Securities Corp.

BANK MARKETING

Other institutional clients include 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 Timothy C. Pillion, Senior 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,
Broker/Dealer Sales Division, Federated Securities Corp.

Investment Ratings

STANDARD AND POOR'S LONG-TERM DEBT RATING DEFINITIONS

AAA-Debt rated AAA has the highest rating assigned by Standard & Poor's.
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-Debt rated BB has less near-term, vulnerability to default than other
speculative issues. However, it faces major ongoing uncertainties or exposure to
adverse business, financial, or economic conditions which could lead to
inadequate capacity to meet timely interest and principal payments. The BB
rating category is also used for debt subordinated to senior debt that is
assigned an actual or implied BBB- rating.

B-Debt rated B has a greater vulnerability to default but currently has the
capacity to meet interest payments and principal repayments. Adverse business,
financial, or economic conditions will likely impair capacity or willingness to
pay interest and repay principal. The B rating category is also used for debt
subordinated to senior debt that is assigned an actual or implied BB or BB-
rating.

CCC-Debt rated CCC has a currently identifiable vulnerability to default, and is
dependent upon favorable business, financial, and economic conditions to meet
timely payment of interest and repayment of principal. In the event of adverse
business, financial, or economic conditions, it is not likely to have the
capacity to pay interest and repay principal. The CCC rating category is also
used for debt subordinated to senior debt that is assigned an actual or implied
B or B- rating.

CC-The rating CC typically is applied to debt subordinated to senior debt that
is assigned an actual or implied CCC debt rating.

C-The rating C typically is applied to debt subordinated to senior debt which is
assigned an actual or implied CCC- debt rating. The C rating may be used to
cover a situation where a bankruptcy petition has been filed, but debt service
payments are continued.

MOODY'S INVESTORS SERVICE, INC. LONG-TERM BOND RATING DEFINITIONS

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

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

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

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

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

B-Bonds which are rated B generally lack characteristics of the 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.

FITCH IBCA, INC. LONG-TERM DEBT RATING DEFINITIONS

AAA-Bonds considered to be investment grade and of the highest credit quality.
The obligor has an exceptionally strong ability to pay interest and repay
principal, which is unlikely to be affected by reasonably foreseeable events.

AA-Bonds considered to be investment grade and of very high credit quality. The
obligor's ability to pay interest and repay principal is very strong, although
not quite as strong as bonds rated AAA. Because bonds rated in the AAA and AA
categories are not significantly vulnerable to foreseeable future developments,
short-term debt of these issuers is generally rated F- 1+.

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

BBB-Bonds considered to be investment grade and of satisfactory credit quality.
The obligor's ability to pay interest and repay principal is considered to be
adequate. Adverse changes in economic conditions and circumstances, however, are
more likely to have adverse impact on these bonds, and therefore impair timely
payment. The likelihood that the ratings of these bonds will fall below
investment grade is higher than for bonds with higher ratings.

BB-Bonds are considered speculative. The obligor's ability to pay interest and
repay principal may be affected over time by adverse economic changes. However,
business and financial alternatives can be identified which could assist the
obligor in satisfying its debt service requirements.

B-Bonds are considered highly speculative. While bonds in this class are
currently meeting debt service requirements, the probability of continued timely
payment of principal and interest reflects the obligor's limited margin of
safety and the need for reasonable business and economic activity throughout the
life of the issue.

CCC-Bonds have certain identifiable characteristics which, if not remedied, may
lead to default. The ability to meet obligations requires an advantageous
business and economic environment.

CC-Bonds are minimally protected. Default in payment of interest and/or
principal seems probable over time.

C-Bonds are imminent default in payment of interest or principal.

MOODY'S INVESTORS SERVICE, INC. COMMERCIAL PAPER RATINGS

PRIME-1-Issuers rated Prime-1 (or related supporting institutions) have a
superior capacity for repayment of short-term promissory obligations. Prime-1
repayment capacity will normally be evidenced by the following characteristics:

* Leading market positions in well established industries.

* High rates of return on funds employed.

* Conservative capitalization structure with moderate reliance on debt and ample
asset protection.

* Broad margins in earning coverage of fixed financial charges and high internal
cash generation.

* Well established access to a range of financial markets and assured sources of
alternate liquidity.

PRIME-2-Issuers rated Prime-1 (or related supporting institutions) have a strong
capacity for repayment of short-term promissory obligations. This will normally
be evidenced by many of the characteristics cited above but to a lesser degree.
Earnings trends and coverage ratios, while sound, will be more subject to
variation. Capitalization characteristics, while still appropriate, may be more
affected by external conditions. Ample alternate liquidity is maintained.

STANDARD AND POOR'S COMMERCIAL PAPER RATINGS

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

A-2-Capacity for timely payment on issues with this designation is satisfactory.
However, the relative degree of safety is not as high as for issues designated
A-1.

FITCH IBCA, INC. COMMERCIAL PAPER RATING DEFINITIONS

FITCH-1-(Highest Grade) Commercial paper assigned this rating is regarded as
having the strongest degree of assurance for timely payment.

FITCH-2-(Very Good Grade) Issues assigned this rating reflect an assurance of
timely payment only slightly less in degree than the strongest issues.

Addresses

FEDERATED HIGH YIELD TRUST

Federated Investors Funds
5800 Corporate Drive
Pittsburgh, PA 15237-7000

DISTRIBUTOR

Federated Securities Corp.
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

INVESTMENT ADVISER

   

Federated Investment Management Company
Federated Investors Tower
1001 Liberty Avenue

Pittsburgh, PA 15222-3779

    

CUSTODIAN

State Street Bank and Trust Company
P.O. Box 8600

Boston, MA 02266-8600

TRANSFER AGENT AND DIVIDEND DISBURSING AGENT

Federated Shareholder Services Company
P.O. Box 8600

Boston, MA 02266-8600

   

INDEPENDENT AUDITORS

    

Ernst & Young LLP
200 Clarendon Street
Boston, MA 02116-5072



PART C.       OTHER INFORMATION.

ITEM 23.      Exhibits:
    (a)        (i)     Conformed copy of Declaration of Trust of the 
                         Registrant; (8)
              (ii)     Conformed copy of Amendment No. 1 to the Declaration of
                          Trust of the Registrant; (8)
             (iii)     Conformed copy of Amendment No. 2 to the Declaration of
                          Trust of the Registrant; (8)
    (b)        (i)     Copy of By-Laws of the Registrant; (8)
              (ii)     Copy of Amendment No. 1 to the Bylaws; (8)
             (iii)     Copy of Amendment No. 2 to the Bylaws; (8)
              (iv)     Copy of Amendment No. 3 to the Bylaws; (8)
               (v)     Copy of Amendment No. 4 to the Bylaws; (11)
              (vi)     Copy of Amendment No. 5 to the Bylaws; (12)
             (vii)     Copy of Amendment No. 6 to the Bylaws; (12)
            (viii)     Copy of Amendment No. 7 to the Bylaws; (12)
    (c) Conformed copy of Specimen Certificate for
    Shares of Beneficial Interest of the Registrant; (8)
    (d) Conformed copy of Investment Advisory Contract
    of the Registrant; (7) (e) (i) Conformed copy of
    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.)

    (f)     Not applicable;
    (g)        (i)     Conformed copy of Custodian Agreement of the
                       Registrant; (8)
              (ii)     Conformed copy of Custodian Fee
                       Schedule; (11)
    (h)        (i)     Conformed copy of Amended and Restated   Agreement for
                          Fund Accounting Services,
            Administrative Services, Shareholder Transfer Agency Services and 
               Custody Services Procurement; (12)
              (ii)     The responses described in Item 23(e)(ii) 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)

              (iv)     Conformed copy of Amended and Restated Shareholder 
                         Services Agreement; (11)
- ----------------
+        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)

11.  Response  is  incorporated  by  reference  to  Registrant's  Post-Effective
     Amendment No. 24 on Form N-1A filed April 28, 1998.  (File Nos. 2-90191 and
     811-4018)

12.  Response  is  incorporated  by  reference  to  Registrant's  Post-Effective
     Amendment No. 25 on Form N-1A filed February 26, 1999.  (File Nos.  2-90191
     and 811-4018).


<PAGE>


(i)  Conformed  copy of the Opinion of Counsel as to the  legality of the shares
     being registered; (8)

(j)        (i)     Conformed copy of Consent of Independent
                   Auditors; +

(ii) Opinion and Consent of Counsel as to Transfer of Organization Expenses; (8)

(k)     Not applicable;
(l)     Conformed copy of Initial Capital Understanding; (8)
(m)     Not applicable;
(n)     Copy of Financial Data Schedule; +
(o)     Not applicable;
(p)        (i)     Conformed copy of Power of Attorney of the Registrant; +
          (ii)     Conformed copy of Power of Attorney of Chief Investment
                     Officer of the Registrant; +
         (iii)     Conformed copy of Power of Attorney of   Treasurer of the
                     Registrant; (12)
          (iv)     Conformed copy of Power of Attorney of Trustee of the
                     Registrant; +
           (v)     Conformed copy of Power of Attorney of Trustee of the
                     Registrant; +
          (vi)     Conformed copy of Power of Attorney of Trustee of the 
                    Registrant; +

Item 24.      Persons Controlled by or Under Common Control with the Fund:

              None.

Item 25.      Indemnification:  (1)






- ----------------
+        All exhibits have been filed electronically.

1.   Response  is  incorporated  by  reference  to  Registrant's   Pre-Effective
     Amendment  No. 1 on Form N-1 filed July 9, 1984.  (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)

12.  Response  is  incorporated  by  reference  to  Registrant's  Post-Effective
     Amendment No. 25 on Form N-1A filed February 26, 1999.  (File Nos.  2-90191
     and 811-4018).


<PAGE>


Item 26.      Business and Other Connections of the Investment Adviser:

              For a description of the other business of the investment adviser,
              see the section entitled "Who Manages the Fund" in Part A. The
              affiliations with the Registrant of four of the Trustees and one
              of the Officers of the investment adviser are included in Part B
              of this Registration Statement under "Who Manages and Provides
              Services to the Fund." The remaining Trustee of the investment
              adviser, his position with 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:

              Executive Vice Presidents:           William D. Dawson, III
                                                   Henry A. Frantzen
                                                   J. Thomas Madden

              Senior Vice Presidents:              Joseph M. Balestrino
                                                   David A. Briggs
                                                   Drew J. Collins
                                                   Jonathan C. Conley
                                                   Deborah A. Cunningham
                                                   Mark E. Durbiano
                                                   Jeffrey A. Kozemchak
                                                   Sandra L. McInerney
                                                   Susan M. Nason
                                                   Mary Jo Ochson
                                                   Robert J. Ostrowski

              Vice Presidents:                     Todd A. Abraham
                                                   J. Scott Albrecht
                                                   Arthur J. Barry
                                                   Randall S. Bauer
                                                   David A. Briggs
                                                   Micheal W. Casey
                                                   Robert E. Cauley
                                                   Kenneth J. Cody
                                                   Alexandre de Bethmann
                                                   B. Anthony Delserone, Jr.
                                                   Michael P. Donnelly
                                                   Linda A. Duessel
                                                   Donald T. Ellenberger
                                                   Kathleen M. Foody-Malus
                                                   Thomas M. Franks
                                                   Edward C. Gonzales
                                                   James E. Grefenstette
                                                   Marc Halperin
                                                   Patricia L. Heagy
                                                   Susan R. Hill
                                                   William R. Jamison
                                                   Constantine J. Kartsonas
                                                   Stephen A. Keen
                                                   Robert M. Kowit
                                                   Richard J. Lazarchic
                                                   Steven Lehman
                                                   Marian R. Marinack
                                                   Keith J. Sabol
                                                   Frank Semack
                                                   Aash M. Shah
                                                   Michael W. Sirianni, Jr.
                                                   Christopher Smith
                                                   Tracy P. Stouffer
                                                   Edward J. Tiedge
                                                   Paige M. Wilhelm
                                                   George B. Wright
                                                   Jolanta M. Wysocka


<PAGE>


              Assistant Vice Presidents:           Nancy J. Belz
                                                   Lee R. Cunningham, II
                                                   James H. Davis, II
                                                   Jacqueline A. Drastal
                                                   Paul S. Drotch
                                                   Salvatore A. Esposito
                                                   Donna M. Fabiano
                                                   Gary E. Farwell
                                                   Eamonn G. Folan
                                                   John T. Gentry
                                                   John W. Harris
                                                   Nathan H. Kehm
                                                   John C. Kerber
                                                   Grant K. McKay
                                                   Natalie F. Metz
                                                   Joseph M. Natoli
                                                   John Sheehy
                                                   Matthew K. Stapen
                                                   Diane Tolby
                                                   Timothy G. Trebilcock
                                                   Leonardo A. Vila
                                                   Steven J. Wagner
                                                   Lori A. Wolff

              Secretary:                           G. Andrew Bonnewell

              Treasurer:                           Thomas R. Donahue

              Assistant Secretaries:               Thomas R. Donahue
                                                   Richard B. Fisher
                                                   Christine M. Newcamp

              Assistant Treasurer:                 Richard B. Fisher

              The business address of each of the Officers of the investment
              adviser is Federated Investors Tower, 1001 Liberty Avenue,
              Pittsburgh, Pennsylvania 15222-3779. These individuals are also
              officers of a majority of the investment advisers to the
              investment companies in the Federated Fund Complex described in
              Part B of this Registration Statement.

Item 27.      Principal Underwriters:

     (a)......Federated  Securities  Corp.  the  Distributor  for  shares of the
Registrant,  acts as  principal  underwriter  for the  following  ....  open-end
investment companies, including the Registrant:

                  Automated Government Money Trust; Cash Trust Series II; Cash
                  Trust Series, Inc.; CCB Funds; 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 Core Trust; 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 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.; Fixed Income Securities, Inc.; ;
                  Hibernia Funds; Independence One Mutual Funds; Intermediate
                  Municipal Trust; International Series, Inc.; Investment Series
                  Funds, Inc.; 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 Obligations Trust II; Money Market Trust;
                  Municipal Securities Income Trust; Newpoint Funds; Regions
                  Funds; RIGGS Funds; SouthTrust Funds; Tax-Free Instruments
                  Trust; The Planters Funds; The Wachovia Funds; The Wachovia
                  Municipal Funds; Trust for Government Cash Reserves; Trust for
                  Short-Term U.S. Government Securities; Trust for U.S. Treasury
                  Obligations; Vision Group of Funds, Inc.; World Investment
                  Series, Inc.; Blanchard Funds; Blanchard Precious Metals Fund,
                  Inc.; DG Investor Series; High Yield Cash Trust; Investment
                  Series Trust; Star Funds; Targeted Duration Trust; The Virtus
                  Funds; Trust for Financial Institutions;

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

                  (b)
<TABLE>
<CAPTION>

<S>                                            <C>                                    <C>   

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

Richard B. Fisher                          Director, Chairman, Chief                        Vice President
Federated Investors Tower                  Executive Officer, Chief
1001 Liberty Avenue                        Operating Officer, Asst.
Pittsburgh, PA 15222-3779                  Secretary and Asst.
                                           Treasurer, Federated
                                           Securities Corp.

Edward C. Gonzales                         Director, Executive Vice                         Executive Vice
Federated Investors Tower                  President,                                       President
1001 Liberty Avenue                        Federated Securities Corp.
Pittsburgh, PA 15222-3779

Thomas R. Donahue                          Director, Assistant Secretary                          --
Federated Investors Tower                  and Assistant Treasurer
1001 Liberty Avenue                        Federated Securities Corp.
Pittsburgh, PA 15222-3779

James F. Getz                              President-Broker/Dealer,                               --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

John B. Fisher                             President-Institutional Sales,                         --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

David M. Taylor                            Executive Vice President                               --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Mark W. Bloss                              Senior Vice President,                                 --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779


<PAGE>


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

Richard W. Boyd                            Senior Vice President,                                 --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Laura M. Deger                             Senior Vice President,                                 --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Theodore Fadool, Jr.                       Senior Vice President,                                 --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Bryant R. Fisher                           Senior Vice President,                                 --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Christopher T. Fives                       Senior Vice President,                                 --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

James S. Hamilton                          Senior Vice President,                                 --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

James M. Heaton                            Senior Vice President,                                 --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Keith Nixon                                Senior Vice President,                                 --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Solon A. Person, IV                        Senior Vice President,                                 --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Timothy C. Pillion                         Senior Vice President,                                 --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Thomas E. Territ                           Senior Vice President,                                 --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Ernest G. Anderson                         Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Teresa M. Antoszyk                         Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779


<PAGE>


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

John B. Bohnet                             Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Jane E. Broeren-Lambesis                   Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Matthew W. Brown                           Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

David J. Callahan                          Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Mark Carroll                               Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Steven R. Cohen                            Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Mary J. Combs                              Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

R. Edmond Connell, Jr.                     Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

R. Leonard Corton, Jr.                     Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Kevin J. Crenny                            Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Daniel T. Culbertson                       Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

G. Michael Cullen                          Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Marc C. Danile                             Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779


<PAGE>


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

Robert J. Deuberry                         Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

William C. Doyle                           Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Jill Ehrenfeld                             Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Mark D. Fisher                             Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Mark A. Gessner                            Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Joseph D. Gibbons                          Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

John K. Goettlicher                        Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Craig S. Gonzales                          Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

G. Tad Gullickson                          Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Dayna C. Haferkamp                         Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Raymond Hanley                             Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Bruce E. Hastings                          Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Beth A. Hetzel                             Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779


<PAGE>


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

James E. Hickey                            Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Charlene H. Jennings                       Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

H. Joseph Kennedy                          Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Michael W. Koenig                          Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Christopher A. Layton                      Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Michael H. Liss                            Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Michael R. Manning                         Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Mark J. Miehl                              Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Richard C. Mihm                            Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Thomas P. Moretti                          Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Alec H. Neilly                             Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Thomas A. Peters III                       Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Robert F. Phillips                         Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779


<PAGE>


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

Richard A. Recker                          Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Eugene B. Reed                             Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Paul V. Riordan                            Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

John Rogers                                Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Brian S. Ronayne                           Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Thomas S. Schinabeck                       Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Edward J. Segura                           Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Edward L. Smith                            Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

David W. Spears                            Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

John A. Staley                             Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Colin B. Starks                            Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Jeffrey A. Stewart                         Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

William C. Tustin                          Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779


<PAGE>


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

Paul A. Uhlman                             Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Miles J. Wallace                           Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

John F. Wallin                             Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Richard B. Watts                           Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Edward J. Wojnarowski                      Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Michael P. Wolff                           Vice President,                                        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Robert W. Bauman                           Assistant Vice President,                              --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Edward R. Bozek                            Assistant Vice President,                              --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Terri E. Bush                              Assistant Vice President,                              --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Beth C. Dell                               Assistant Vice President,                              --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

David L. Immonen                           Assistant Vice President,                              --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

John T. Glickson                           Assistant Vice President,                              --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Renee L. Martin                            Assistant Vice President,                              --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779


<PAGE>


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

Robert M. Rossi                            Assistant Vice President,                              --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Matthew S. Hardin                          Secretary,                                             --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Denis McAuley  Treasurer,                  --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Leslie K. Ross Assistant Secretary,        --
Federated Investors Tower                  Federated Securities Corp.
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
</TABLE>

         (c)      Not applicable.

Item 28.      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:
<TABLE>
<CAPTION>

<S>              <C>                                               <C>    

              Registrant                                      Federated Investors Tower
                               1001 Liberty Avenue
                            Pittsburgh, PA 15222-3779
          (Notices should be sent to the Agent for Service at the above
              address)

                                                              Federated Investors Funds
                              5800 Corporate Drive
                            Pittsburgh, PA 15237-7000

              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")                               1001 Liberty Avenue
                                                              Pittsburgh, PA  15222-3779


              Federated Investment                            Federated Investors Tower
              Management Company                              1001 Liberty Avenue
              ("Adviser")                                     Pittsburgh, PA  15222-3779

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

Item 29.      Management Services: Not applicable.
</TABLE>

Item 30.      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.


<PAGE>


                                                              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
29th day of April, 1999.

                                                      FEDERATED HIGH YIELD TRUST

                           BY: /s/ Anthony R. Bosch
                           Anthony R. Bosch, Assistant Secretary
                           Attorney in Fact for John F. Donahue
                           April 29, 1999

      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:

<TABLE>
<CAPTION>

<S>                                                       <C>                     <C>   

      NAME                                           TITLE                            DATE

By:   /s/ Anthony R. Bosch                           Attorney In Fact             April 29, 1999
      Anthony R. Bosch                               For the Persons
      ASSISTANT SECRETARY                            Listed Below

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

Glen R. Johnson*                                     President

J. Thomas Madden*                                    Chief Investment Officer

Richard J. Thomas*                                   Treasurer
                                                     (Principal Financial and
                                                     Accounting Officer)

Thomas G. Bigley*                                    Trustee

John T. Conroy, Jr.*                                 Trustee

Nicholas P. Constantakis*                            Trustee

John F. Cunningham*                                  Trustee

J. Christopher Donahue*                              Executive Vice President
                                                     and Trustee

Lawrence D. Ellis, M.D.*                             Trustee

Peter E. Madden*                                     Trustee

Charles F. Mansfield, Jr.*                           Trustee

John E. Murray, Jr., J.D., S.J.D.*                   Trustee

Marjorie P. Smuts*                                   Trustee

John S. Walsh*                                       Trustee
* By Power of Attorney
</TABLE>




                                                  Exhibit (p)(i) 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 Secretaries of FEDERATED HIGH YIELD TRUST
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.

<TABLE>
<CAPTION>

<S>                                                       <C>                                          <C>  

SIGNATURES                                           TITLE                                                     DATE



/s/John F. Donahue                                   Chairman and Trustee                             April 8, 1999
- -------------------------------------------------
John F. Donahue                                        (Chief Executive Officer)



/s/Glen R. Johnson                                   President                                        April 8, 1999
Glen R. Johnson



/s/J. Christopher Donahue                            Executive Vice President                         April 8, 1999
- -------------------------------------------------
J. Christopher Donahue                               and Trustee



/s/Richard J. Thomas                                 Treasurer                                        April 8, 1999
Richard J. Thomas



/s/Thomas G. Bigley                                  Trustee                                          April 8, 1999
Thomas G. Bigley



/s/Nicholas P. Constantakis                          Trustee                                          April 8, 1999
Nicholas P. Constantakis


/s/John T. Conroy, Jr.                               Trustee                                          April 8, 1999
- -------------------------------------------------
John T. Conroy, Jr.


<PAGE>


SIGNATURES                                           TITLE                                                     DATE



/s/Lawrence D. Ellis, M.D.                           Trustee                                          April 8, 1999
- -------------------------------------------------
Lawrence D. Ellis, M.D.



/s/Peter E. Madden                                   Trustee                                          April 8, 1999
Peter E. Madden



/s/John E. Murray, Jr.                               Trustee                                          April 8, 1999
- -------------------------------------------------
John E. Murray, Jr.



/s/Marjorie P. Smuts                                 Trustee                                          April 8, 1999
Marjorie P. Smuts

</TABLE>



Sworn to and subscribed before me this 8 day of April, 1999




/s/Cheri S. Good                                 
Cheri S. Good

Notarial Seal
Cheri S. Good, Notary Public
Pittsburgh, Allegheny County
My Commission Expires Nov. 19, 2001

Member, Pennsylvania Association of Notaries




                                                 Exhibit (p)(ii) 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 Secretaries of FEDERATED HIGH YIELD TRUST
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/J. Thomas Madden               Chief Investment Officer    April 8, 1999
- ----------------------------------
J. Thomas Madden




Sworn to and subscribed before me this 8 day of April, 1999




/s/Cheri S. Good                                 
Cheri S. Good

Notarial Seal
Cheri S. Good, Notary Public
Pittsburgh, Allegheny County
My Commission Expires Nov. 19, 2001

Member, Pennsylvania Association of Notaries




                                                 Exhibit (p)(iv) 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 Secretaries of FEDERATED HIGH YIELD TRUST
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. Cunningham                  Trustee                     April 8, 1999
John F. Cunningham




Sworn to and subscribed before me this 8 day of April, 1999




/s/Cheri S. Good                                 
Cheri S. Good

Notarial Seal
Cheri S. Good, Notary Public
Pittsburgh, Allegheny County
My Commission Expires Nov. 19, 2001

Member, Pennsylvania Association of Notaries




                                                  Exhibit (p)(v) 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 Secretaries of FEDERATED HIGH YIELD TRUST
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/Charles F. Mansfield, Jr.            Trustee                    April 8, 1999
- ------------------------------------
Charles F. Mansfield, Jr.




Sworn to and subscribed before me this 8 day of April, 1999




/s/Cheri S. Good                                 
Cheri S. Good

Notarial Seal
Cheri S. Good, Notary Public
Pittsburgh, Allegheny County
My Commission Expires Nov. 19, 2001

Member, Pennsylvania Association of Notaries



                                                 Exhibit (p)(vi) 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 Secretaries of FEDERATED HIGH YIELD TRUST
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 S. Walsh       Trustee                  April 8, 1999
John S. Walsh




Sworn to and subscribed before me this 8 day of April, 1999




/s/Cheri S. Good                                 
Cheri S. Good

Notarial Seal
Cheri S. Good, Notary Public
Pittsburgh, Allegheny County
My Commission Expires Nov. 19, 2001

Member, Pennsylvania Association of Notaries



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






               Consent of Ernst & Young LLP, Independent Auditors


We consent to the references to our firm under the caption "Financial
Highlights" in the Prospectus and to the use of our report dated April 19, 1999,
in Post-Effective Amendment Number 27 to the Registration Statement (Form N-1A
No. 2-91091) of Federated High Yield Trust dated April 30, 1999.



                                            /s/ Ernst & Young LLP
                                            ERNST & YOUNG LLP


Boston, Massachusetts
April 26, 1999




<TABLE> <S> <C>


<ARTICLE>                                       6
<SERIES>
     <NUMBER>                                   001
     <NAME>                                     Federated High Yield Trust
       
<S>                                             <C>
<PERIOD-TYPE>                                   12-MOS
<FISCAL-YEAR-END>                               Feb-28-1999
<PERIOD-END>                                    Feb-28-1999
<INVESTMENTS-AT-COST>                           1,103,139,459
<INVESTMENTS-AT-VALUE>                          1,066,250,225
<RECEIVABLES>                                   58,145,342
<ASSETS-OTHER>                                  0
<OTHER-ITEMS-ASSETS>                            61,105
<TOTAL-ASSETS>                                  1,124,456,672
<PAYABLE-FOR-SECURITIES>                        1,217,974
<SENIOR-LONG-TERM-DEBT>                         0
<OTHER-ITEMS-LIABILITIES>                       53,398,319
<TOTAL-LIABILITIES>                             54,616,293
<SENIOR-EQUITY>                                 0
<PAID-IN-CAPITAL-COMMON>                        1,119,564,368
<SHARES-COMMON-STOCK>                           119,918,721
<SHARES-COMMON-PRIOR>                           123,218,164
<ACCUMULATED-NII-CURRENT>                       643,355
<OVERDISTRIBUTION-NII>                          0
<ACCUMULATED-NET-GAINS>                         (13,478,110)
<OVERDISTRIBUTION-GAINS>                        0
<ACCUM-APPREC-OR-DEPREC>                        (36,889,234)
<NET-ASSETS>                                    1,069,840,379
<DIVIDEND-INCOME>                               4,793,200
<INTEREST-INCOME>                               108,874,702
<OTHER-INCOME>                                  0
<EXPENSES-NET>                                  10,133,631
<NET-INVESTMENT-INCOME>                         103,534,271
<REALIZED-GAINS-CURRENT>                        2,188,032
<APPREC-INCREASE-CURRENT>                       (93,988,696)
<NET-CHANGE-FROM-OPS>                           11,733,607
<EQUALIZATION>                                  0
<DISTRIBUTIONS-OF-INCOME>                       (103,375,232)
<DISTRIBUTIONS-OF-GAINS>                        0
<DISTRIBUTIONS-OTHER>                           0
<NUMBER-OF-SHARES-SOLD>                         120,541,310
<NUMBER-OF-SHARES-REDEEMED>                     (131,659,365)
<SHARES-REINVESTED>                             7,818,612
<NET-CHANGE-IN-ASSETS>                          (129,222,468)
<ACCUMULATED-NII-PRIOR>                         54,638
<ACCUMULATED-GAINS-PRIOR>                       (15,232,349)
<OVERDISTRIB-NII-PRIOR>                         0
<OVERDIST-NET-GAINS-PRIOR>                      0
<GROSS-ADVISORY-FEES>                           8,605,337
<INTEREST-EXPENSE>                              0
<GROSS-EXPENSE>                                 13,166,832
<AVERAGE-NET-ASSETS>                            1,147,270,389
<PER-SHARE-NAV-BEGIN>                           9.730
<PER-SHARE-NII>                                 0.830
<PER-SHARE-GAIN-APPREC>                         (0.810)
<PER-SHARE-DIVIDEND>                            (0.830)
<PER-SHARE-DISTRIBUTIONS>                       0.000
<RETURNS-OF-CAPITAL>                            0.000
<PER-SHARE-NAV-END>                             8.920
<EXPENSE-RATIO>                                 0.88
<AVG-DEBT-OUTSTANDING>                          0
<AVG-DEBT-PER-SHARE>                            0.000
                                                 







</TABLE>


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