1933 Act File No. 333-77983
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form N-14
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 X
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Pre-Effective Amendment No. ...........................
Post-Effective Amendment No. 1 ........................... X
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FEDERATED INCOME SECURITIES 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
1001 Liberty Avenue
Federated Investors Tower
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 Rule 485(b).
Copies To: Matthew G. Maloney, Esquire
Dickstein Shapiro Morin & Oshinsky LLP
2101 L Street, N.W.
Washington, D.C. 20037
PART C - OTHER INFORMATION
ITEM 15. INDEMNIFICATION
Indemnification is provided to trustees and officers of the
Registrant pursuant to the Registrant's Declaration of Trust, except where such
indemnification is not permitted by law. However, the Declaration of Trust does
not protect the trustees or officers from liability based on willful
misfeasance, bad faith, gross negligence or reckless disregard of the duties
involved in the conduct of their office.
Trustees and officers of the Registrant are insured against certain
liabilities, including liabilities arising under the Securities Act of 1933 (the
"Act").
Insofar as indemnification for liabilities arising under the Act may
be permitted to trustees, officers, and controlling persons of the Registrant by
the Registrant pursuant to the Declaration of Trust or otherwise, the Registrant
has been advised that in the opinion of the Securities and Exchange Commission,
such indemnification is against public policy as expressed in the Act and is,
therefore, unenforceable. In the event that a claim for indemnification against
such liabilities (other than the payment by the Registrant of expenses incurred
or paid by trustees, officers, or controlling persons of the Registrant in
connection with the successful defense of any act, suit, or proceeding) is
asserted by such trustees, officers, or controlling persons in connection with
the shares being registered, the Registrant will, unless in the opinion of its
counsel the matter has been settled by controlling precedent, submit to a court
of appropriate jurisdiction the question whether such indemnification by it is
against public policy as expressed in the Act and will be governed by the final
adjudication of such issue.
Insofar as indemnification for liabilities may be permitted pursuant
to Section 17 of the Investment Company Act of 1940, as amended, for trustees,
officers, or controlling persons of the Registrant by the Registrant pursuant to
the Declaration of Trust or otherwise, the Registrant is aware of the position
of the Securities and Exchange Commission as set forth in Investment Company Act
Release No. IC-11330. Therefore, the Registrant undertakes that in addition to
complying with the applicable provisions of the Declaration of Trust or
otherwise, in the absence of a final decision on the merits by a court or other
body before which the proceeding was brought, that an indemnification payment
will not be made unless in the absence of such a decision, a reasonable
determination based upon factual review has been made (i) by a majority vote of
a quorum of non-party trustees who are not interested persons of the Registrant
or (ii) by independent legal counsel in a written opinion that the indemnitee
was not liable for an act of willful misfeasance, bad faith, gross negligence,
or reckless disregard of duties. The Registrant further undertakes that
advancement of expenses incurred in the defense of a proceeding (upon
undertaking for repayment unless it is ultimately determined that
indemnification is appropriate) against an officer, trustee, or controlling
person of the Registrant will not be made absent the fulfillment of at least one
of the following conditions: (i) the indemnitee provides security for his
undertaking; (ii) the Registrant is insured against losses arising by reason of
any lawful advances; or (iii) a majority of a quorum of disinterested non-party
trustees or independent legal counsel in a written opinion makes a factual
determination that there is reason to believe the indemnitee will be entitled to
indemnification.
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ITEM 16. EXHIBITS
1.1 Conformed copy of Declaration of Trust of the Registrant(1)
1.2 Conformed copy of Amendment No. 1 to the Declaration of Trust(9)
1.3 Conformed copy of Amendment No. 2 to the Declaration of Trust(4)
1.4 Conformed copy of Amendment No. 3 to the Declaration of Trust(7)
1.5 Conformed copy of Amendment No. 5 to the Declaration of Trust(9)
1.6 Conformed copy of Amendment No. 6 to the Declaration of Trust(9)
1.7 Conformed copy of Amendment No. 7 to the Declaration of Trust(9)
2.1 Copy of Amended and Restated By-Laws of the Registrant as of
December 31, 1991(4)
2.2 Copy of Amendment No. 4 to the By-Laws(9)
2.3 Copy of Amendment No. 5 to the By-Laws(9)
2.3 Copy of Amendment No. 6 to the By-Laws(9)
2.4 Copy of Amendment No. 7 to the By-Laws(9)
3 Not Applicable
4 Form of Agreement and Plan of Reorganization, between CCB Funds, on
behalf of its portfolio CCB Bond Fund, and Federated Income Securities
Trust, on behalf of its portfolio Federated Intermediate Income Fund, is
included as Exhibit A to the Combined Prospectus/Proxy Statement of this
Registration Statement*
5 Copy of Specimen Certificate for Shares of Beneficial Interest of the
Registrant(6)
6.1 Conformed copy of Investment Advisory Contract of the Registrant(3) 6.2
Conformed copy of Exhibit to Investment Advisory Contract of the Registrant(7)
7.1 Conformed copy of Distributor's Contract of the Registrant, through and
including Exhibit B(2)
7.2 Conformed copy of Exhibit C to Distributor's Contract(5)
7.3 Conformed copy of Exhibit D to Distributor's Contract(5)
7.4 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).
8 Not Applicable
9.1 Conformed Copy of Custodian Contract of the Registrant(8) 9.2 Conformed copy
of Domestic Custody Fee Schedule(9)
10.1 Conformed copy of Rule 12b-1 Distribution Plan of the Registrant(3) 10.2
Conformed copy of Exhibit B to Rule 12b-1 Distribution Plan of the Registrant(5)
10.3 The Registrant hereby incorporates the conformed copy of the specimen
Multiple Class Plan from Item 24(b)(18) of the World Investment Series,
Inc. Registration Statement on Form N-1A, filed with the Commission on
January 26, 1996. (File Nos. 33-52149 and 811-07141).
10.4 The responses described in Item 16 (7.4) are hereby incorporated by
reference
11 Form of Opinion and Consent of Counsel regarding legality of shares being
issued(10)
12 Opinion of Dickstein Shapiro Morin & Oshinsky LLP regarding tax consequences
of Reorganization*
13.1 Conformed Copy of Agreement for Fund Accounting Services,
Administrative Services, Transfer Agency Services and Custody Services
Procurement(9) 13.2 Conformed Copy of Amended and Restated Shareholder Services
Agreement(9) 13.3 The responses described in Item 16 (7.4) and Item 16 (10.3)
are hereby incorporated by reference. 13.4 The Registrant hereby incorporates
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).
14.1 Conformed Copy of Consent of Independent Auditors of Federated Intermediate
Income Fund, Ernst & Young LLP(10) 14.2 Conformed Copy of Consent of Independent
Auditors of CCB Bond Fund, Arthur Andersen LLP(10)
15 Not Applicable
16 Conformed Copy of Power of Attorney(10)
17 Form of Proxy of CCB Bond Fund(10)
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* Filed electronically.
1. Response is incorporated by reference to Registrant's Initial Registration
Statement on Form N-1A filed February 6, 1986. (File Nos. 33-3164 and
811-4577).
2. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 7 on Form N-1A filed April 25, 1990. (File Nos. 33-3164 and
811-4577).
3. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 12 on Form N-1A filed December 9, 1991. (File Nos. 33-3164
and 811-4577).
4. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 15 on Form N-1A filed April 30, 1993. (File Nos. 33-3164 and
811-4577).
5. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 19 on Form N-1A filed October 12, 1993. (File Nos. 33-3164
and 811-4577).
6. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 20 on Form N-1A filed June 7, 1994. (File Nos. 33-3164 and
811-4577).
7. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 21 on Form N-1A filed June 24, 1994. (File Nos. 33-3164 and
811-4577).
8. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 24 on Form N-1A filed June 23, 1995. (File Nos. 33-3164 and
811-4577).
9. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 30 on Form N-1A filed June 29, 1998. (File Nos. 33-3164 and
811-4577).
10. Response is incorporated by reference to Registrant's Registration
Statement on Form N-14 filed May 7, 1999. (File Nos. 333-77983 and
811-4577).
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ITEM 17. UNDERTAKINGS
(1) The undersigned Registrant agrees that prior to any public
reoffering of the securities registered through the use of a prospectus which is
a part of this Registration Statement by any person or party who is deemed to be
an underwriter within the meaning of Rule 145(c) of the Securities Act of 1933,
the reoffering prospectus will contain the information called for by the
applicable registration form for reofferings by persons who may be deemed
underwriters, in addition to the information called for by the other items of
the applicable form.
(2) The undersigned Registrant agrees that every prospectus that is
filed under paragraph (1) above will be filed as a part of an amendment to the
Registration Statement and will not be used until the amendment is effective,
and that, in determining any liability under the Securities Act of 1933, each
post-effective amendment shall be deemed to be a new Registration Statement for
the securities offered therein, and the offering of the securities at that time
shall be deemed to be the initial bona fide offering of them.
(3) The undersigned Registrant agrees to file by Post-Effective
Amendment the opinion of counsel regarding the tax consequences of the proposed
reorganization required by Item 16 (12) of Form N-14 within a reasonable time
after receipt of such opinion.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the Registrant,
FEDERATED INCOME SECURITIES TRUST, certifies that it meets all of the
requirements for effectiveness of this Registration Statement pursuant to Form
N-14 under the Securities Act of 1933 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, duly authorized, in the
City of Pittsburgh and Commonwealth of Pennsylvania, on the 25th day of August,
1999.
FEDERATED INCOME SECURITIES TRUST
BY: /s/C. Grant Anderson
C. Grant Anderson, Assistant Secretary
Attorney in Fact for John F. Donahue
August 25, 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:
NAME TITLE DATE
By: /s/C. Grant Anderson
C. Grant Anderson Attorney In Fact August 25, 1999
ASSISTANT SECRETARY For the Persons
Listed Below
NAME TITLE
John F. Donahue* Chairman and Trustee
(Chief Executive Officer)
Glen R. Johnson* President
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
Lawrence D. Ellis, M.D.* Trustee
Peter E. Madden* Trustee
John E. Murray, Jr., J.D., S.J.D.* Trustee
Marjorie P. Smuts* Trustee
* By Power of Attorney
Exhibit 12 under Form N-14
July 23, 1999
Federated Income Securities Trust, on behalf of its portfolio,
Federated Intermediate Income Fund
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237
CCB Funds, on behalf of its portfolio, CCB Bond Fund 5800 Corporate Drive
Pittsburgh, Pennsylvania 15237
Ladies and Gentlemen:
You have requested our opinion concerning certain federal income tax
consequences of a transaction (the "Reorganization") in which all of the assets
of CCB Bond Fund (the "Acquired Fund"), a portfolio of CCB Funds, a
Massachusetts business trust ("CCB"), will be acquired by Federated Income
Securities Trust, a Massachusetts business trust (the "Trust"), on behalf of its
portfolio, Federated Intermediate Income Fund (the "Acquiring Fund"), in
exchange solely for Institutional Shares of the Acquiring Fund (the "Acquiring
Fund Shares") which shall thereafter be distributed to the shareholders of the
Acquired Fund (the "Acquired Fund Shareholders") in liquidation of the Acquired
Fund. The terms and conditions of the Reorganization are set forth in an
Agreement and Plan of Reorganization dated as of June 2, 1999 between the Trust,
on behalf of the Acquiring Fund, and CCB, on behalf of the Acquired Fund (the
"Agreement"). This opinion is rendered to you pursuant to paragraph 8.5 of the
Agreement.
Both the Trust and CCB are registered open-end management investment
companies which qualify as regulated investment companies described in Section
851(a) of the Internal Revenue Code of 1986, as amended (the "Code"). The
Acquiring Fund and the Acquired Fund are engaged in the business of investing in
professionally managed portfolios generally of investment grade securities.
We have reviewed and relied upon the Registration Statement on Form
N-14 (the "Registration Statement") filed with the Securities and Exchange
Commission (the "Commission") in connection with the Reorganization, the
certificates provided to us by the Trust and CCB in connection with the
rendering of this opinion, and such other documents and instruments as we have
deemed necessary for the purposes of this opinion.
Based upon and subject to the foregoing, and assuming that the
Reorganization will take place as described in the Agreement, we are of the
opinion that, for federal income tax purposes:
(a) The transfer of all of the Acquired Fund assets to
the Acquiring Fund in exchange for the Acquiring Fund Shares and the
distribution of the
Acquiring Fund Shares to the Acquired Fund Shareholders in liquidation of the
Acquired Fund will constitute a "reorganization" within the meaning of Section
368(a)(1)(C) of the Code, and the Acquiring Fund and the Acquired Fund each will
be "a party to a reorganization" within the meaning of Section 368(b) of the
Code;
(b) No gain or loss will be recognized by the Acquiring
Fund upon the receipt of the assets of the Acquired Fund solely in exchange for
the Acquiring
Fund Shares;
(c) No gain or loss will be recognized by the Acquired
Fund upon the transfer of the Acquired Fund assets to the Acquiring Fund in
exchange for the
Acquiring Fund Shares or upon the distribution (whether actual or constructive)
of the Acquiring Fund Shares to Acquired Fund Shareholders in exchange for their
shares of the Acquired Fund;
(d) No gain or loss will be recognized by the Acquired
Fund Shareholders upon the exchange of their Acquired Fund shares for the
Acquiring Fund
Shares;
(e) The tax basis of the Acquired Fund assets acquired by
the Acquiring Fund will be the same as the tax basis of such assets to the
Acquired Fund
immediately prior to the Reorganization;
(f) The tax basis of the Acquiring Fund Shares received
by each of the Acquired Fund Shareholders pursuant to the Reorganization will be
the same as the tax basis of the Acquired Fund shares held by such shareholder
immediately prior to the Reorganization;
(g) The holding period of the assets of the Acquired Fund
in the hands of the Acquiring Fund will include the period during which those
assets were
held by the Acquired Fund; and
(h) The holding period of the Acquiring Fund Shares
received by each Acquired Fund Shareholder pursuant to the Reorganization will
include the period
during which the Acquired Fund shares exchanged therefor were held by such
shareholder (provided the Acquired Fund shares were held as capital assets on
the date of the Reorganization).
This opinion may not be applicable to certain classes of Acquired
Fund Shareholders, including securities dealers, foreign persons and persons who
acquired their shares pursuant to the exercise of employee stock options or
rights or otherwise as compensation.
This opinion is expressed as of the date hereof and is based upon the
Code, Treasury regulations promulgated thereunder, administrative positions of
the Internal Revenue Service (the "Service"), and judicial decisions, all of
which are subject to change either prospectively or retroactively. There can be
no assurance that changes in the law will not take place which could affect the
opinions expressed herein or that contrary positions may not be taken by the
Service. We disclaim any undertaking to advise you with respect to any event
subsequent to the date hereof.
The opinions contained herein are limited to those matters expressly
covered; no opinion is to be implied in respect of any other matter. This
opinion is addressed solely to you and may not be relied upon by any other
person without our prior written consent. We hereby consent to the filing of a
copy of this opinion with the Commission as an exhibit to the Registration
Statement, and to the references to this firm and this opinion in the
Prospectus/Proxy Statement which is contained in the Registration Statement.
Very truly yours,
/s/ Dickstein Shapiro Morin & Oshinsky LLP
