FEDERATED UTILITY FUND, INC.
CLASS A SHARES
CLASS B SHARES
CLASS C SHARES
CLASS F SHARES
SUPPLEMENT TO PROSPECTUSES DATED APRIL 30, 1998
At the March 26, 1999 shareholder meeting, shareholders approved the following:
1) Elected nine Directors.
2) Ratified the selection of the Fund's independent auditors.
The meeting was adjourned to May 12, 1999, 2:00 p.m. (Eastern time), at 2800
Corporate Drive, Pittsburgh PA 15237-7000 with respect to the following
proposals:
3) To make changes to the Fund's fundamental investment policies:
a) To amend the Fund's fundamental investment policy on diversification
of its investments;
b) To make non-fundamental, and to amend, the Fund's fundamental
investment policy regarding restricted securities;
c) To make non-fundamental the Fund's policy prohibiting investment in
securities to exercise control of an issuer;
d) To make non-fundamental, and to amend, the Fund's policy to permit the
Fund to invest in the securities of other investment companies;
e) To amend the Fund's fundamental investment policy regarding borrowing
to permit the purchase of securities while borrowings are outstanding;
and
f) To make non-fundamental the Fund's fundamental policy limiting
investment in foreign issuers not listed on recognized exchanges to
15% of total assets.
4) To eliminate certain of the Fund's fundamental investment policies:
a) To remove the Fund's fundamental investment policy prohibiting
investment in new issuers;
b) To remove the Fund's fundamental investment policy prohibiting
investment in oil, gas, and minerals;
c) To remove the Fund's fundamental investment policy prohibiting
investment in issuers whose securities are owned by Officers and
Directors; and
d) To remove the Fund's fundamental investment policy limiting investment
in warrants to 5% of assets.
5) To remove the Fund's 5% limitation on writing call options, and to
authorize the Fund to purchase options.
6) To approve amendments to the Fund's Articles of Incorporation:
a) To require the approval of a "1940 Act" majority of shareholders in
the event of the sale and conveyance of the assets of the Fund to
another fund or corporation; and
b) To permit the Board of Directors to liquidate assets of a series or
class without seeking shareholder approval to the extent permitted
under Maryland law.
March 26, 1999
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Federated Investors
Federated Securities Corp., Distributor
Federated Investors, Inc.
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
www.federatedinvestors.com
Cusip 314286105
Cusip 314286204
Cusip 314286303
Cusip 314286402
G02536-03 (3/99)
