INTERMEDIATE MUNICIPAL TRUST/
AW, 1994-06-14
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                Intermediate Municipal Trust
                     Federated Investors
                  Federated Investors Tower
            Pittsburgh, Pennsylvania  15222-3779
                       (412) 288-1900
                              
                        June 13, 1994
                              
EDGAR Operations Branch
Securities and Exchange Commission
Division of Investment Management
450 Fifth Street, Northwest
Washington, DC  20549
ATTN:    Mr. Bruce MacNeil

     RE:  Intermediate Municipal Trust   (the "Trust")
          1933 Act File No. 2-98237


Dear Mr. MacNeil:


     On behalf of the Trust and pursuant to Rule 477 (a),  I hereby submit 
this application for withdrawal of

          1.) Post-Effective Amendment No. 17, which was
filed February 17, 1994,           pursuant to Rule 485(a)
under the Securities Act of 1933 (the "Act"), to the Trust's
Registration Statement on Form N-1A and

          2.) Post-Effective Amendment No. 18, which was
filed April 15, 1994, pursuant to       Rule 485(a) under
the Act, to the Trust's Registration Statement on Form N-1A.

     Post-Effective No. 17 was filed in order to add a new
portfolio called California Intermediate Municipal Trust.
Post-Effective No. 18 was filed to delay the effectiveness
of  Post-Effective Amendment No. 17.   For business reasons,
it has been decided that California Intermediate Municipal
Trust will not be offered.  Please issue an order with
respect to this application for withdrawal as soon as
possible or at the earliest date the Staff deems
appropriate.

     Pursuant to the requirements of Rule 478 of the Act,
this application for withdrawal of Amendment Nos. 17 and 18
has been signed by the Secretary and Agent for Service of
the Fund this 13th day of June, 1994.

     If you have any questions, please do not hesitate to
contact Mason Douglas at 412-288-6346 or me at 412-288-4863.


                              Very truly yours,


                              BY /s/John W. McGonigle
                              John W. McGonigle
                              Secretary and Agent for Service
                              INTERMEDIATE MUNICIPAL TRUST


cc:  G. Andrew Bonnewell, Esquire
     Thomas J. Donnelly, Esquire
     Charles H. Morin, Esquire
     Matthew G. Maloney, Esquire
     S. Elliott Cohan, Esquire



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