FEDERATED INDEX TRUST
485BPOS, 2000-12-27
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1933 Act File No. 33-33852
1940 Act File No. 811-6061

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.  18   X 
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940  X 
     Amendment No.  20   X 

FEDERATED INDEX 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 December 31, 2000 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

Robert J. Zutz, Esquire
Kirkpatrick & Lockhart LLP
1800 Massachusetts Avenue, N.W.
Second Floor
Washington, D.C. 20036



FEDERATED World-Class Investment Manager®

Federated Max-Cap Fund

A Portfolio of Federated Index Trust

PROSPECTUS

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DECEMBER 31, 2000

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INSTITUTIONAL SHARES

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A mutual fund seeking to provide investment results that correspond to the aggregate price and dividend performance of publicly traded common stocks by duplicating the composition of the Standard & Poor's 500 Composite Stock Price Index. The Fund is neither sponsored by nor affiliated with Standard & Poor's.

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

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NOT FDIC INSURED
MAY LOSE VALUE
NO BANK GUARANTEE

CONTENTS

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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?   5
How is the Fund Sold?   6
How to Purchase Shares   6
How to Redeem Shares   8
Account and Share Information   10
Who Manages the Fund?   11
Financial Information   12
Report of Ernst & Young LLP, Independent Auditors   37

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Risk/Return Summary

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WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

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The Fund's investment objective is to provide investment results that correspond to the aggregate price and dividend performance of publicly-traded common stocks, by duplicating the composition of the Standard & Poor's 500 Composite Stock Price Index (Index). 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 invests at least 80% of its assets in the large capitalization common stocks comprising the Index.

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:

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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.

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Risk/Return Bar Chart and Table

[Graphic Representation Omitted--See Appendix]

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

The Fund's Institutional Shares are sold without a sales charge (load). The total returns displayed above are based upon net asset value.

The Fund's Institutional Shares total return for the nine-month period from January 1, 2000 to September 30, 2000 was (1.82%).

Within the period shown in the chart, the Fund's Institutional Shares highest quarterly return was 21.22% (quarter ended December 31, 1998). Its lowest quarterly return was (9.97%) (quarter ended September 30, 1998).

Average Annual Total Return Table

The following table represents the Fund's Institutional Shares Average Annual Total Returns for the calendar period ended December 31, 1999. The table shows the Fund's Institutional Shares total returns averaged over a period of years relative to the Standard & Poor's 500 Index, a broad based market index. Total returns for the index shown do not reflect sales charges, expenses or other fees that the SEC requires to be reflected in the Fund's performance. Index is unmanaged, and it is not possible to invest directly in an index.

Calendar Period     Fund     S&P 500
1 Year   20.42%   21.05%
5 Years   28.01%   28.56%
Start of Performance1   18.61%   18.81%

1 The Fund's Institutional Shares start of performance date was July 11, 1990.

Past performance is no guarantee of future results. This information provides you with historical performance information so that you can analyze whether the Fund's investment risks are balanced by its potential returns.

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What are the Fund's Fees and Expenses?

FEDERATED MAX-CAP FUND

FEES AND EXPENSES

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

Shareholder Fees      
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 Fee2   0.30%
Distribution (12b-1) Fee   None
Shareholder Services Fee3   0.25%
Other Expenses   0.04%
Total Annual Fund Operating Expenses   0.59%
 

 
1 Although not contractually obligated to do so, the manager 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 October 31, 2000.
 
Total Waivers of Fund Expenses   0.25%
 
Total Actual Annual Fund Operating Expenses (after waivers)   0.34%
 
2 The manager voluntarily waived a portion of the management fee. The manager can terminate this voluntary waiver at any time. The management fee paid by the Fund (after the voluntary waiver, which amounted to less than 0.01%) was 0.30% for the fiscal year ended October 31, 2000.
 
3 The shareholder services fee has been voluntarily waived. This voluntary waiver can be terminated at any time. The shareholder services fee paid by the Fund's Institutional Shares (after the voluntary waiver) was 0.00% for the fiscal year ended October 31, 2000.

EXAMPLE

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

The Example assumes that you invest $10,000 in the Fund's Institutional Shares 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 Institutional Shares operating expenses are before waivers as shown in the table and remain the same. Although your actual costs and returns may be higher or lower, based on these assumptions your costs would be:

1 Year     $ 60
3 Years   $ 189
5 Years   $ 329
10 Years   $ 738

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What are the Fund's Investment Strategies?

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The Fund pursues its investment objective by investing in the stocks of the Index in the same weights as the Index. This is called a "full replication" strategy. Market capitalization is determined by multiplying the number of outstanding shares by the current market price per share. As of September 30, 2000, the capitalization range of the issuers comprising the Index was $397 million to $571,382 million. As of the same date, the weighted median market capitalization of the Fund was $81,563 million. The Fund purchases Index futures contracts in order to more closely track the performance of the Index, while maintaining cash equivalent positions as necessary for the Fund's operations.

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What are the Principal Securities in Which the Fund Invests?

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 may invest.

Common Stocks

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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.

STOCK INDEX FUTURES

Stock index futures provide for the future sale by one party and purchase by another party of a specified amount of an index at a price, date, and time specified when the contract is made. Entering into a contract to buy is commonly referred to as buying or purchasing a contract or holding a long position. Entering into a contract to sell is commonly referred to as selling a contract or holding a short position. Futures are considered to be commodity contracts.

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What are the Specific Risks of Investing in the Fund?

STOCK MARKET RISKS

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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 Fund's investment in stock index futures will be subject to the same risk.

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SECTOR RISKS

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Companies with similar characteristics may be grouped together in broad categories called sectors. Sector risk is the possibility that a certain sector may underperform other sectors or the market as a whole. As the Manager allocates more of the Fund's portfolio holdings to a particular sector, the Fund's performance will be more susceptible to any economic, business or other developments which generally affect that sector.

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What do Shares Cost?

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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 (as described in this prospectus) 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.

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The Fund generally values 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).

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Futures contracts and options are generally 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 generally 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.

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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 offers three share classes: Institutional Shares, Institutional Service Shares, and Class C Shares, each representing interests in a single portfolio of securities. This prospectus relates only to Institutional Shares. Each share class has different expenses, which affect their performance. Contact your investment professional or call 1-800-341-7400 for more information concerning the other classes.

The Fund's Distributor, Federated Securities Corp., markets the Shares described in this prospectus to institutions acting on behalf of their customers or to individuals, directly or through investment professionals.

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

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

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In order to maximize the Fund's ability to track the Index, investors are urged to transmit purchase requests prior to 2:00 p.m. (eastern time).

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DIRECTLY FROM THE FUND

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 incurred by the Fund or Federated Shareholder Services Company, the Fund's transfer agent.

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.

How to Redeem Shares

You should redeem Shares:

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

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You may redeem Shares by simply calling the Fund at 1-800-341-7400. 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.

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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:

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

Signature Guarantees

Signatures must be guaranteed if:

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:

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:

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

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 and pays any dividends quarterly to shareholders. Dividends are paid to all shareholders invested in the Fund on the record date. The record date is the date on which a shareholder must officially own Shares in order to earn a dividend.

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 dividend or 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 dividend or 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, 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 both dividends and capital gains. Redemptions are taxable sales. Please consult your tax adviser regarding your federal, state, and local tax liability.

Who Manages the Fund?

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The Board of Trustees governs the Fund. The Board selects and oversees the Manager, Federated Investment Management Company. The Manager, in turn, oversees the management of the Fund's assets by the Sub-Manager, Northern Trust Quantitative Advisors, Inc. The Manager's responsibilities include selecting the Sub-Manager and continued review and evaluation of the Sub-Manager's performance. The Manager's address is Federated Investors Tower, 1001 Liberty Avenue, Pittsburgh, PA 15222-3779.

The Manager has delegated daily management of the Fund's assets to the Sub-Manager, who is paid by the Manager and not by the Fund, based on net assets under management. The Sub-Manager develops, maintains and runs the computer program designed to determine which securities are purchased and sold to replicate the composition of the Index. The Sub-Manager has complete discretion, subject to the Manager's oversight, to purchase and sell portfolio securities for the Fund. The Sub-Manager's address is 50 South LaSalle Street, Chicago, IL 60675. The Sub-Manager is a subsidiary of Northern Trust Company and is an investment manager primarily to corporate defined benefit and defined contribution plans as well as public pension funds, insurance companies and tax-exempt foundations and endowments. These plans had as of September 30, 2000, placed approximately $72.6 billion in assets with the Sub-Manager. Since 1973, the Sub-Manager has developed and managed a family of equity and bond index funds in which some 681 nationwide non-financial institution clients invest. In total, the Sub-Manager manages 77 commingled/common trust funds. The Northern Trust Company is a subsidiary of Northern Trust Corporation, a bank holding company with subsidiaries located across the United States and in several other countries. As of September 30, 2000, total assets of Northern Trust Corporation were $34.8 billion and subsidiaries of Northern Trust Corporation held trust assets under administration of $1.7 trillion.

The Manager and other subsidiaries of Federated advise approximately 176 mutual funds and separate accounts, which totaled approximately $125 billion in assets as of December 31, 1999. 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.

MANAGEMENT FEES

The Manager receives an annual investment management fee of 0.30% of the Fund's average daily net assets. The Manager may voluntarily waive a portion of its fee or reimburse the Fund for certain operating expenses.

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Financial Information

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The following Financial Highlights will help you understand the Fund's financial performance for its past five fiscal years. 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.

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

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Financial Highlights -- Institutional Shares

(For a Share Outstanding Throughout Each Period)

Reference is made to the Report of Ernst & Young LLP, Independent Auditors, on page 37.

Year Ended October 31     2000         1999         1998         1997         1996    
Net Asset Value, Beginning of Period   $28.09       $22.91       $19.70       $15.49       $14.74    
Income From Investment Operations:                              
Net investment income   0.29     0.31     0.31     0.31     0.34  
Net realized and unrealized gain on investment and futures contracts   1.23     5.38     3.83     4.47     2.80  
   

 

 

 

 

TOTAL FROM INVESTMENT OPERATIONS   1.52     5.69     4.14     4.78     3.14  
   

 

 

 

 

Less Distributions:                              
Distributions from net investment income   (0.28 )   (0.29 )   (0.31 )   (0.33 )   (0.36 )
Distributions from net realized gain on investments and futures contracts   (0.25 )   (0.22 )   (0.62 )   (0.24 )   (2.03 )
   

 

 

 

 

TOTAL DISTRIBUTIONS   (0.53 )   (0.51 )   (0.93 )   (0.57 )   (2.39 )
   

 

 

 

 

Net Asset Value, End of Period   $29.08       $28.09       $22.91       $19.70       $15.49    
   

 

 

 

 

Total Return1   5.40 %   25.11 %   21.56 %   31.51 %   23.71 %
                               
Ratios to Average Net Assets:                              
Expenses   0.34 %   0.32 %   0.31 %   0.31 %   0.31 %
Net investment income   0.98 %   1.18 %   1.40 %   1.70 %   2.29 %
Expense waiver/reimbursement2   0.25 %   0.28 %   0.27 %   0.30 %   0.31 %
 
Supplemental Data:                              
Net assets, end of period (000 omitted)   $2,021,341     $2,003,590     $1,445,175     $1,142,081     $900,131  
Portfolio turnover   11 %   3 %   3 %   16 %   3 %

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

2 This voluntary expense decrease is reflected in both the expense and the net investment income ratios shown above.

See Notes which are an integral part of the Financial Statements

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Portfolio of Investments

October 31, 2000

Shares or
Principal
Amount
             Value
      COMMON STOCKS--96.4%1      
      Basic Materials--1.9%      
  54,000   Air Products & Chemicals, Inc.   $ 2,014,875
  78,600   Alcan Aluminum, Ltd.     2,480,812
  203,888   Alcoa, Inc.     5,849,037
  19,096   Allegheny Technologies Inc.     386,694
  148,878   Archer-Daniels-Midland Co.     1,637,658
  93,200   Barrick Gold Corp.     1,246,550
  12,500   Bemis Co., Inc.     323,437
  31,100 2 Bethlehem Steel Corp.     89,412
  13,500   Boise Cascade Corp.     387,281
  159,700   Dow Chemical Co.     4,890,812
  245,482   Du Pont (E.I.) de Nemours & Co.     11,138,746
  18,025   Eastman Chemical Co.     772,822
  30,180   Ecolab, Inc.     1,182,679
  30,062   Engelhard Corp.     627,544
  7,200 2 FMC Corp.     547,200
  36,000   Freeport-McMoRan Copper & Gold, Inc., Class B     285,750
  40,100   Georgia-Pacific Corp.     1,077,687
  15,800 2 Grace (W.R.) & Co.     60,237
  12,300   Great Lakes Chemical Corp.     410,512
  25,300   Hercules, Inc.     463,306
  61,900   Homestake Mining Co.     255,338
  42,800   Inco Ltd.     660,725
  23,500   International Flavors & Fragrances, Inc.     393,625
  113,849   International Paper Co.     4,169,720
  24,500   Louisiana-Pacific Corp.     208,250
  24,100   Mead Corp.     697,394
  39,557   Newmont Mining Corp.     536,492
  19,100   Nucor Corp.     662,531
  40,900   PPG Industries, Inc.     1,825,163
  39,900 2 Pactiv Corp.     418,950
  18,507   Phelps Dodge Corp.     865,202
  77,100   Placer Dome, Inc.     626,438
  6,700   Potlatch Corp.     224,450
  37,200   Praxair, Inc.     1,385,700
  50,973   Rohm & Haas Co.     1,532,376
  19,000   Sigma-Aldrich Corp.     679,250
  12,000   Temple-Inland, Inc.     537,000
  20,920   USX-U.S. Steel Group, Inc.     333,413
  31,800   Union Carbide Corp.     1,367,400
  23,800   Vulcan Materials Co.     999,600
  23,650   Westvaco Corp.     674,025
  51,800   Weyerhaeuser Co.     2,431,363
  25,700   Willamette Industries, Inc.     933,231
  20,150   Worthington Industries, Inc.     192,684
         

      TOTAL     58,483,371
         

      Capital Goods--9.0%      
  46,300 2 Allied Waste Industries, Inc.     428,275
  45,800 2 American Power Conversion Corp.     592,537
  26,300   Avery Dennison Corp.     1,328,150
  6,900   Ball Corp.     242,362
  211,208   Boeing Co.     14,322,542
  5,100   Briggs & Stratton Corp.     182,006
  81,400   Caterpillar, Inc.     2,854,087
  21,900   Cooper Industries, Inc.     837,675
  207,600   Corning, Inc.     15,881,400
  14,275   Crane Co.     373,826
  29,700   Crown Cork & Seal Co., Inc.     271,012
  9,800   Cummins Engine Co., Inc.     333,200
  33,400   Danaher Corp.     2,108,375
  55,200   Deere & Co.     2,032,050
  47,800   Dover Corp.     2,028,512
  17,200   Eaton Corp.     1,170,675
  100,600   Emerson Electric Co.     7,387,812
  17,800   Fluor Corp.     623,000
  46,740   General Dynamics Corp.     3,344,831
  2,331,700   General Electric Co.     127,806,306
  23,900   Goodrich (B.F.) Co.     978,406
  188,587   Honeywell International, Inc.     10,148,338
  20,700   ITT Industries, Inc.     674,044
  71,100   Illinois Tool Works, Inc.     3,950,494
  37,900   Ingersoll-Rand Co.     1,430,725
  20,200   Johnson Controls, Inc.     1,204,425
  100,476   Lockheed Martin Corp.     3,602,065
  14,200   McDermott International, Inc.     137,563
  10,900   Millipore Corp.     572,250
  93,100   Minnesota Mining & Manufacturing Co.     8,995,788
  46,225   Molex, Inc.     2,496,150
  9,600   National Service Industries, Inc.     196,200
  13,970 2 Navistar International Corp.     461,883
  16,900   Northrop Grumman, Corp.     1,419,600
  34,400 2 Owens-Illinois, Inc.     204,250
  17,980   PACCAR, Inc.     756,284
  29,033   Pall Corp.     626,024
  26,400   Parker-Hannifin Corp.     1,092,300
  60,100   Pitney Bowes, Inc.     1,784,219
  17,300 2 Power-One, Inc.     1,227,219
  43,600   Rockwell International Corp.     1,714,025
  35,600 2 Sanmina Corp.     4,069,525
  19,700 2 Sealed Air Corp.     948,063
  141,600 2 Solectron Corp.     6,230,400
  33,800   Textron, Inc.     1,704,788
  40,800 2 Thermo Electron Corp.     1,183,200
  13,600   Thomas & Betts Corp.     205,700
  14,300   Timken Co.     201,094
  396,694   Tyco International Ltd.     22,487,591
  110,200   United Technologies Corp.     7,693,338
  146,328   Waste Management, Inc.     2,926,560
         

      TOTAL     275,471,144
         

      Communication Services--6.2%      
  884,282   AT&T Corp.     20,504,289
  74,300   Alltel Corp.     4,787,706
  65,511 2 Avaya, Inc.     880,299
  441,200   BellSouth Corp.     21,315,475
  33,100   CenturyTel, Inc.     1,274,350
  207,320 2 Global Crossing Ltd.     4,897,935
  179,200 2 NEXTEL Communications, Inc., Class A     6,888,000
  391,005 2 Qwest Communications International, Inc.     19,012,618
  797,926   SBC Communications, Inc.     46,030,356
  208,300   Sprint Corp.     5,311,650
  218,500 2 Sprint PCS Group     8,330,313
  639,888   Verizon Communications     36,993,525
  676,345 2 WorldCom, Inc.     16,063,194
         

      TOTAL     192,289,710
         

      Consumer Cyclicals--6.5%      
  15,200   American Greetings Corp., Class A     276,450
  9,500   Armstrong World Industries, Inc.     27,312
  30,000 2 AutoZone, Inc.     804,375
  66,500 2 Bed Bath & Beyond, Inc.     1,716,531
  48,700 2 Best Buy Co., Inc.     2,444,131
  19,600   Black & Decker Corp.     737,450
  21,500   Block (H&R), Inc.     767,281
  20,500   Brunswick Corp.     398,469
  138,730   Carnival Corp., Class A     3,442,238
  170,907 2 Cendant Corp.     2,050,884
  13,900   Centex Corp.     514,300
  48,300   Circuit City Stores, Inc.     639,975
  26,200 2 Consolidated Stores Corp.     311,125
  36,200 2 Convergys Corp.     1,576,962
  17,100   Cooper Tire & Rubber Co.     187,031
  105,200   Costco Wholesale Corp.     3,852,950
  35,145   Dana Corp.     779,780
  131,805   Delphi Auto Systems Corp.     2,067,691
  22,000   Dillards, Inc., Class A     231,000
  77,402   Dollar General Corp.     1,199,731
  20,600   Dow Jones & Co.     1,212,825
  49,000 2 Federated Department Stores, Inc.     1,595,562
  445,600   Ford Motor Co.     11,641,300
  62,100   Gannett Co., Inc.     3,601,800
  200,075   Gap (The), Inc.     5,164,436
  126,300   General Motors Corp.     7,846,387
  41,150   Genuine Parts Co.     877,009
  36,800   Goodyear Tire & Rubber Co.     680,800
  17,200   Harcourt General, Inc.     964,060
  71,200   Harley Davidson, Inc.     3,430,950
  27,450 2 Harrah's Entertainment, Inc.     785,756
  40,600   Hasbro, Inc.     436,450
  86,800   Hilton Hotels Corp.     824,600
  545,150   Home Depot, Inc.     23,441,450
  70,000   IMS Health, Inc.     1,653,750
  72,500   Interpublic Group Cos., Inc.     3,112,969
  113,000 2 K Mart Corp.     670,938
  11,300   Kaufman & Broad Homes Corp.     336,175
  17,800   Knight-Ridder, Inc.     894,450
  77,600 2 Kohl's Corp.     4,204,950
  46,300   Leggett and Platt, Inc.     758,163
  101,580   Limited, Inc.     2,564,895
  12,500   Liz Claiborne, Inc.     531,250
  90,100   Lowe's Cos., Inc.     4,116,444
  56,500   Marriott International, Inc., Class A     2,288,250
  107,600   Masco Corp.     2,010,775
  100,325   Mattel, Inc.     1,297,955
  70,000   May Department Stores Co.     1,837,500
  18,300   Maytag Corp.     523,838
  45,800   McGraw-Hill Cos., Inc.     2,939,788
  11,900   Meredith Corp.     377,825
  38,200   Moody's Corp.     1,005,138
  39,300   New York Times Co., Class A     1,444,275
  63,500   Nike, Inc., Class B     2,536,031
  30,700   Nordstrom, Inc.     504,631
  72,000 2 Office Depot, Inc.     598,500
  41,800   Omnicom Group, Inc.     3,856,050
  61,600   Penney (J.C.) Co., Inc.     719,950
  9,500   Pulte Corp.     316,469
  43,760   RadioShack Corp.     2,609,190
  13,400 2 Reebok International Ltd.     288,938
  7,700   Russell Corp.     123,200
  80,700   Sears, Roebuck & Co.     2,399,211
  38,300   Sherwin-Williams Co.     830,631
  13,800   Snap-On Tools Corp.     352,763
  4,200   Springs Industries, Inc., Class A     98,963
  20,300   Stanley Works     540,488
  106,900 2 Staples, Inc.     1,523,325
  68,900   TJX Cos., Inc.     1,877,525
  29,200   TRW, Inc.     1,226,400
  214,200   Target Corp.     5,917,275
  34,200   Tiffany & Co.     1,459,913
  48,000 2 Toys "R" Us, Inc.     825,000
  72,600   Tribune Co.     2,690,738
  27,000   V.F. Corp.     737,438
  30,814   Visteon Corp.     545,023
  1,051,400   Wal-Mart Stores, Inc.     47,707,275
  16,800   Whirlpool Corp.     730,800
         

      TOTAL     200,114,106
         

      Consumer Staples--10.4%      
  13,100   Alberto-Culver Co., Class B     439,669
  99,661   Albertsons, Inc.     2,360,720
  213,300   Anheuser-Busch Cos., Inc.     9,758,475
  55,900   Avon Products, Inc.     2,711,150
  16,100   Brown-Forman Corp., Class B     980,087
  92,000   CVS Corp.     4,870,250
  99,100   Campbell Soup Co.     2,898,675
  65,450   Cardinal Health, Inc.     6,201,387
  137,900 2 Clear Channel Communications, Inc.     8,282,619
  55,300   Clorox Co.     2,467,762
  583,100   Coca-Cola Co.     35,204,662
  98,500   Coca-Cola Enterprises, Inc.     1,809,937
  135,200   Colgate-Palmolive Co.     7,944,352
  213,000 2 Comcast Corp., Class A     8,679,750
  125,500   ConAgra, Inc.     2,682,562
  8,700   Coors Adolph Co., Class B     554,081
  28,800   Darden Restaurants, Inc.     648,000
  17,000   Deluxe Corp.     383,562
  490,700   Disney (Walt) Co.     17,573,194
  28,700   Donnelley (R.R.) & Sons Co.     617,050
  48,200   Fort James Corp.     1,587,587
  36,900   Fortune Brands, Inc.     1,086,244
  67,200   General Mills, Inc.     2,805,600
  247,800   Gillette Co.     8,642,025
  81,800   Heinz (H.J.) Co.     3,430,488
  32,200   Hershey Foods Corp.     1,748,863
  95,500   Kellogg Co.     2,423,313
  126,648   Kimberly-Clark Corp.     8,358,768
  194,400 2 Kroger Co., Inc.     4,386,150
  8,900   Longs Drug Stores Corp.     194,688
  310,900   McDonald's Corp.     9,637,900
  66,926   McKesson HBOC, Inc.     1,878,111
  76,800   Nabisco Group Holdings Corp.     2,217,600
  62,744   Newell Rubbermaid, Inc.     1,203,901
  339,700   PepsiCo, Inc.     16,454,219
  530,200   Philip Morris Cos., Inc.     19,418,575
  307,900   Procter & Gamble Co.     21,995,606
  31,200   Quaker Oats Co.     2,544,750
  72,300   Ralston Purina Co.     1,753,275
  117,000 2 Safeway, Inc.     6,398,438
  204,700   Sara Lee Corp.     4,413,844
  102,800   Seagram Co. Ltd.     5,872,450
  44,000 2 Starbucks Corp.     1,966,250
  31,200   SUPERVALU, Inc.     479,700
  78,400   Sysco Corp.     4,091,500
  311,580   Time Warner, Inc.     23,652,038
  34,330 2 Tricon Global Restaurants, Inc.     1,029,900
  13,600   Tupperware Corp.     232,900
  38,200   UST, Inc.     964,550
  134,553   Unilever N.V., ADR     6,836,974
  356,993 2 Viacom, Inc., Class B     20,303,977
  237,800   Walgreen Co.     10,849,625
  26,700   Wendy's International, Inc.     580,725
  33,200   Winn-Dixie Stores, Inc.     639,100
  26,800   Wrigley (Wm.), Jr. Co.     2,122,225
         

      TOTAL     319,269,803
         

      Energy--5.8%      
  107,500 2 AES Corp.     6,073,750
  21,200   Amerada-Hess Corp.     1,314,400
  57,234   Anadarko Petroleum Corp.     3,665,838
  28,800   Apache Corp.     1,593,000
  16,500   Ashland, Inc.     540,375
  77,890   Baker Hughes, Inc.     2,677,469
  50,765   Burlington Resources, Inc.     1,827,540
  153,600   Chevron Corp.     12,614,400
  146,579   Conoco, Inc., Class B     3,985,116
  30,000   Devon Energy Corp.     1,512,000
  820,179   Exxon Mobil Corp.     73,149,714
  104,900   Halliburton Co.     3,887,856
  22,176   Kerr-McGee Corp.     1,448,370
  34,400 2 Nabors Industries, Inc.     1,750,960
  86,800   Occidental Petroleum Corp.     1,725,150
  60,000   Phillips Petroleum Co.     3,705,000
  22,200 2 Rowan Companies, Inc.     559,163
  504,800   Royal Dutch Petroleum Co., ADR     29,972,500
  134,200   Schlumberger Ltd.     10,215,975
  20,537   Sunoco, Inc.     614,826
  129,800   Texaco, Inc.     7,666,313
  34,000   Tosco Corp.     973,250
  49,577   Transocean Sedco Forex, Inc.     2,627,581
  73,500   USX--Marathon Group     1,998,281
  57,200   Unocal Corp.     1,951,950
         

      TOTAL     178,050,777
         

      Financials--15.0%      
  62,400   AFLAC, Inc.     4,559,100
  60,075   AON Corp.     2,489,358
  172,810   Allstate Corp.     6,955,602
  313,500   American Express Co.     18,810,000
  59,430   American General Corp.     4,784,115
  544,724   American International Group, Inc.     53,382,952
  88,700   Amsouth Bancorporation     1,236,256
  171,432   Associates First Capital Corp., Class A     6,364,413
  94,100   BB&T Corp.     2,999,437
  272,085   Bank One Corporation     9,931,102
  386,692   Bank of America Corp.     18,585,384
  173,800   Bank of New York Co., Inc.     10,004,362
  25,356   Bear Stearns Cos., Inc.     1,537,207
  37,100   CIGNA Corp.     4,524,345
  61,800   CIT Group, Inc., Class A     1,077,637
  46,200   Capital One Financial Corp.     2,916,375
  49,475   Charter One Financial, Inc.     1,134,833
  308,110   Chase Manhattan Corp.     14,019,005
  41,100   Chubb Corp.     3,470,381
  37,900   Cincinnati Financial Corp.     1,392,825
  1,059,100   Citigroup, Inc.     55,735,137
  36,850   Comerica, Inc.     2,222,516
  76,561   Conseco, Inc.     531,142
  26,900   Countrywide Credit Industries, Inc.     1,007,069
  237,200   Federal National Mortgage Association     18,264,400
  163,600   Federal Home Loan Mortgage Corp.     9,816,000
  109,500   Fifth Third Bancorp     5,625,562
  231,898   First Union Corp.     7,029,408
  225,567   Firstar Corp.     4,440,850
  212,491   Fleet Boston Financial Corp.     8,074,658
  57,300   Franklin Resources, Inc.     2,454,732
  37,200   Golden West Financial Corp.     2,085,525
  52,800   Hartford Financial Services Group, Inc.     3,930,300
  111,159   Household International, Inc.     5,592,687
  59,136   Huntington Bancshares, Inc.     850,080
  37,400   J.P. Morgan & Co., Inc.     6,189,700
  24,237   Jefferson-Pilot Corp.     1,666,294
  101,300   KeyCorp     2,500,844
  57,200   Lehman Brothers Holdings, Inc.     3,689,400
  44,900   Lincoln National Corp.     2,172,038
  23,200   Loews Corp.     2,109,750
  23,100   MBIA Inc.     1,679,081
  200,527   MBNA Corp.     7,532,295
  25,000   MGIC Investment Corp.     1,703,125
  63,900   Marsh & McLennan Cos., Inc.     8,354,925
  114,900   Mellon Financial Corp.     5,543,925
  189,100   Merrill Lynch & Co., Inc.     13,237,000
  264,914   Morgan Stanley, Dean Witter & Co.     21,275,906
  143,000   National City Corp.     3,056,625
  32,245   Old Kent Financial Corp.     892,783
  68,000   PNC Financial Services Group     4,547,500
  34,800   PaineWebber Group, Inc.     2,479,500
  17,200   Progressive Corp., Ohio     1,689,900
  33,600   Providian Financial Corp.     3,494,400
  51,500   Regions Financial Corp.     1,213,469
  30,000   SAFECO Corp.     725,625
  325,025   Schwab (Charles) Corp.     11,416,503
  39,600   SouthTrust Corp.     1,282,050
  52,552   St. Paul Cos., Inc.     2,693,290
  38,000   State Street Corp.     4,740,120
  52,900   Stilwell Financial, Inc.     2,370,581
  40,900   Summit Bancorp     1,533,750
  70,200   SunTrust Banks, Inc.     3,426,638
  66,850   Synovus Financial Corp.     1,441,453
  28,600   T. Rowe Price Associates     1,338,838
  30,000   Torchmark Corp.     999,375
  175,565   U.S. Bancorp, Inc.     4,246,478
  56,614   UnumProvident Corp.     1,599,346
  36,500   USA Education, Inc.     2,039,438
  31,700   Union Planters Corp.     1,071,856
  47,900   Wachovia Corp.     2,586,600
  126,876   Washington Mutual, Inc.     5,582,544
  387,560   Wells Fargo Co.     17,948,873
         

      TOTAL     459,906,573
         

      Health Care--11.5%      
  364,900   Abbott Laboratories     19,271,281
  33,255   Aetna, Inc.     1,922,555
  30,900   Allergan, Inc.     2,597,531
  27,200 2 Alza Corp.     2,201,500
  306,900   American Home Products Corp.     19,488,150
  242,100 2 Amgen, Inc.     14,026,669
  12,000   Bard (C.R.), Inc.     502,500
  12,500   Bausch & Lomb, Inc.     482,031
  68,800   Baxter International, Inc.     5,654,500
  59,600   Becton, Dickinson & Co.     1,996,600
  34,800 2 Biogen, Inc.     2,094,525
  41,800   Biomet, Inc.     1,512,637
  95,700 2 Boston Scientific Corp.     1,525,219
  462,700   Bristol-Myers Squibb Co.     28,195,781
  72,200   Guidant Corp.     3,822,087
  131,407   HCA - The Healthcare Co.     5,248,067
  90,800 2 HEALTHSOUTH, Corp.     1,089,600
  39,100 2 Humana, Inc.     474,088
  327,300   Johnson & Johnson     30,152,513
  39,100 2 King Pharmaceuticals, Inc.     1,752,169
  265,900   Lilly (Eli) & Co.     23,764,813
  24,050 2 Manor Care, Inc.     401,334
  49,400 2 MedImmune, Inc.     3,229,525
  282,000   Medtronic, Inc.     15,316,125
  541,600   Merck & Co., Inc.     48,710,150
  49,000   PE Corp.-PE Biosystems Group     5,733,000
  1,486,325   Pfizer, Inc.     64,190,661
  305,526   Pharmacia Corp.     16,803,930
  27,200 2 Quintiles Transnational Corp.     379,100
  344,900   Schering Plough Corp.     17,827,019
  19,841 2 St. Jude Medical, Inc.     1,091,255
  74,100 2 Tenet Healthcare Corp.     2,913,056
  37,800   UnitedHealth Group, Inc.     4,134,375
  24,100 2 Watson Pharmaceuticals, Inc.     1,507,756
  14,800 2 Wellpoint Health Networks, Inc.     1,730,675
         

      TOTAL     351,742,777
         

      Technology--26.5%      
  181,700 2 ADC Telecommunications, Inc.     3,883,837
  23,300 2 Adaptec, Inc.     368,431
  56,400   Adobe System, Inc.     4,289,925
  73,300 2 Advanced Micro Devices, Inc.     1,658,412
  106,601 2 Agilent Technologies, Inc.     4,936,959
  93,900 2 Altera Corp.     3,844,031
  543,500 2 America Online, Inc.     27,408,705
  83,600 2 Analog Devices, Inc.     5,434,000
  19,062 2 Andrew Corp.     501,569
  76,500 2 Apple Computer, Inc.     1,496,531
  191,000 2 Applied Materials, Inc.     10,146,875
  13,600   Autodesk, Inc.     300,050
  147,700   Automatic Data Processing, Inc.     9,646,656
  58,100 2 BMC Software, Inc.     1,180,156
  52,300 2 Broadcom Corp., Class A     11,630,212
  43,400 2 Cabletron Systems, Inc.     1,177,225
  34,200 2 Ceridian Corp.     855,000
  1,670,600 2 Cisco Systems, Inc.     90,003,575
  43,700 2 Citrix Systems, Inc.     966,862
  400,161   Compaq Computer Corp.     12,168,896
  139,162   Computer Associates International, Inc.     4,435,789
  39,600 2 Computer Sciences Corp.     2,494,800
  85,900 2 Compuware Corp.     676,462
  36,700 2 Comverse Technology, Inc.     4,101,225
  53,600 2 Conexant Systems, Inc.     1,410,350
  609,000 2 Dell Computer Corp.     17,965,500
  513,274 2 EMC Corp.     45,713,466
  72,500   Eastman Kodak Co.     3,253,437
  109,800   Electronic Data Systems Corp.     5,153,737
  33,200   Equifax, Inc.     1,145,400
  95,400   First Data Corp.     4,781,925
  75,900 2 Gateway, Inc.     3,917,199
  22,100   Grainger (W.W.), Inc.     705,819
  469,600   Hewlett-Packard Co.     21,807,050
  1,580,600   Intel Corp.     71,127,000
  414,500   International Business Machines Corp.     40,828,250
  220,300 2 JDS Uniphase Corp.     17,940,681
  43,800 2 KLA-Tencor Corp.     1,480,988
  73,000 2 LSI Logic Corp.     2,399,875
  30,000 2 Lexmark Intl. Group, Class A     1,230,000
  73,200   Linear Technology Corp.     4,725,975
  786,128   Lucent Technologies, Inc.     18,326,609
  66,500 2 Maxim Integrated Products, Inc.     4,409,781
  18,800 2 Mercury Interactive Corp.     2,086,800
  132,900   Micron Technology, Inc.     4,618,275
  1,238,800 2 Microsoft Corp.     85,322,350
  513,335   Motorola, Inc.     12,801,292
  22,600 2 NCR Corp.     974,625
  41,800 2 National Semiconductor Corp.     1,086,800
  73,500 2 Network Appliance, Inc.     8,746,500
  703,240   Nortel Networks Corp.     31,997,420
  76,500 2 Novell, Inc.     688,500
  30,900 2 Novellus Systems, Inc.     1,264,969
  1,325,348 2 Oracle Corp.     43,736,484
  133,042 2 Palm, Inc.     7,126,062
  64,100 2 Parametric Technology Corp.     789,231
  87,625   Paychex, Inc.     4,967,242
  65,800 2 Peoplesoft, Inc.     2,871,553
  11,600   PerkinElmer, Inc.     1,386,200
  10,600   Polaroid Corp.     106,663
  175,400 2 Qualcomm, Inc.     11,420,184
  80,000   Raytheon Co., Class B     2,735,000
  30,399 2 Sabre Group Holdings, Inc.     1,016,467
  27,900 2 Sapient Corp.     992,194
  37,500   Scientific-Atlanta, Inc.     2,566,406
  53,900 2 Seagate Technology, Inc.     3,766,263
  98,100 2 Siebel Systems, Inc.     10,294,369
  373,500 2 Sun Microsystems, Inc.     41,411,813
  11,300   Tektronix, Inc.     805,125
  96,500 2 Tellabs, Inc.     4,818,969
  40,800 2 Teradyne, Inc.     1,275,000
  406,900   Texas Instruments, Inc.     19,963,531
  73,700 2 Unisys Corp.     939,675
  94,600 2 Veritas Software Corp.     13,340,078
  157,000   Xerox Corp.     1,324,688
  77,400 2 Xilinx, Inc.     5,606,663
  129,300 2 Yahoo, Inc.     7,580,213
         

      TOTAL     812,356,829
         

      Transportation--0.6%      
  35,300 2 AMR Corp.     1,156,075
  95,133   Burlington Northern Santa Fe     2,526,970
  51,500   CSX Corp.     1,303,594
  28,800   Delta Air Lines, Inc.     1,360,800
  67,080 2 FedEx Corp.     3,143,369
  90,300   Norfolk Southern Corp.     1,275,488
  14,000   Ryder Systems, Inc.     276,500
  117,325   Southwest Airlines Co.     3,343,763
  15,800 2 US Airways Group, Inc.     596,450
  58,300   Union Pacific Corp.     2,732,813
         

      TOTAL     17,715,822
         

      Utilities--3.0%      
  32,300   Ameren Corp.     1,283,925
  75,820   American Electric Power Co., Inc.     3,146,530
  28,500   CMS Energy Corp.     769,500
  37,600   C P & L Energy, Inc.     1,515,750
  37,440   Cinergy Corp.     1,146,600
  50,500   Coastal Corp.     3,809,594
  18,750   Columbia Energy Group     1,348,828
  49,900   Consolidated Edison Co.     1,755,856
  35,250   Constellation Energy Group     1,469,484
  33,600   DTE Energy Co.     1,213,800
  56,009   Dominion Resources, Inc.     3,336,036
  86,672   Duke Energy Corp.     7,491,711
  72,900   Dynegy, Inc., Class A     3,376,181
  6,400   Eastern Enterprises     412,000
  76,700   Edison International     1,831,212
  54,700   El Paso Energy Corp.     3,429,006
  174,000   Enron Corp.     14,278,875
  52,500   Entergy Corp.     2,011,406
  76,125   Exelon Corp.     4,577,016
  41,800   FPL Group, Inc.     2,758,800
  53,800   FirstEnergy Corp.     1,392,075
  23,200   Florida Progress Corp.     1,233,950
  28,600   GPU, Inc.     945,587
  31,600   KeySpan Corp.     1,111,925
  10,800   NICOR, Inc.     381,375
  37,800   Niagara Mohawk Holdings, Inc.     604,800
  6,900   ONEOK, Inc.     273,413
  90,800   P G & E Corp.     2,445,925
  34,091   PPL Corp.     1,404,123
  8,300   Peoples Energy Corp.     285,313
  19,900   Pinnacle West Capital Corp.     864,406
  50,500   Public Service Enterprises Group, Inc.     2,095,750
  69,260   Reliant Energy, Inc.     2,861,304
  48,057   Sempra Energy     994,179
  152,700   Southern Co.     4,485,563
  62,125   TXU Corp.     2,302,508
  104,200   Williams Cos., Inc. (The)     4,356,863
  79,885   Xcel Energy, Inc.     2,042,060
         

      TOTAL     91,043,229
         

      TOTAL COMMON STOCKS (IDENTIFIED COST $1,630,410,047)     2,956,444,141
         

      SHORT-TERM U.S. GOVERNMENT OBLIGATION--0.1%3      
 
$ 3,000,000   U.S. Treasury Bill, 1/18/2001 (IDENTIFIED COST $2,961,455)     2,961,455
         

      MUTUAL FUND--3.4%      
 
  103,539,246   Prime Value Obligations Fund, Class IS (at net asset value)     103,539,246
         

      TOTAL INVESTMENTS (IDENTIFIED COST $1,736,910,748)4   $ 3,062,944,842
         

1 The Fund purchases index futures contracts to efficiently manage cash flows resulting from shareholder purchases and redemptions, dividend and capital gain payments to shareholders and corporate actions while maintaining exposure to the index and minimizing trading costs. The total market value of open index futures contracts is $109,815,250 at October 31, 2000, which represents 3.6% of net assets. Taking into consideration these open Index futures contracts, the Fund's effective total exposure to the Index is 100%.

2 Non-income producing security.

3 Represents a security held as collateral which is used to ensure the Fund is able to satisfy the obligations of its outstanding long futures contracts.

4 The cost of investments for federal tax purposes amounts to $1,742,292,318. The net unrealized appreciation of investments on a federal tax basis amounts to $1,320,652,524 which is comprised of $1,430,405,980 appreciation and $109,753,456 depreciation at October 31, 2000.

Note: The categories of investments are shown as a percentage of net assets ($3,064,585,520) at October 31, 2000.

The following acronym is used throughout this portfolio:

ADR

--American Depositary Receipt

See Notes which are an integral part of the Financial Statements

</R>

<R>

Statement of Assets and Liabilities

October 31, 2000

Assets:                  
Total investments in securities, at value (identified cost $1,736,910,748 and tax cost $1,742,292,318)         $ 3,062,944,842  
Income receivable           2,063,193  
Receivable for shares sold           3,697,988  
Receivable for daily variation margin           1,978,213  
         


TOTAL ASSETS           3,070,684,236  
         


Liabilities:              
Payable for shares redeemed   $ 5,390,109        
Payable to Bank     2,479        
Accrued expenses     706,128        
   

       
TOTAL LIABILITIES           6,098,716  
         


Net Assets for 105,497,273 shares outstanding         $ 3,064,585,520  
         


Net Assets Consist of:              
Paid in capital         $ 1,791,996,757  
Net unrealized appreciation of investments and futures contracts           1,329,263,908  
Accumulated net realized loss on investments and futures contracts           (60,321,337 )
Accumulated undistributed net investment income           3,646,192  
         


TOTAL NET ASSETS         $ 3,064,585,520  
         


Net Asset Value, Offering Price and Redemption Proceeds Per Share              
Institutional Shares:              
Net Asset Value and Offering Price Per Share ($2,021,341,170 ÷ 69,516,521 shares outstanding)           $29.08  
         


Redemption Proceeds Per Share           $29.08  
         


Institutional Service Shares:              
Net Asset Value and Offering Price Per Share ($900,245,707 ÷ 31,033,558 shares outstanding)           $29.01  
         


Redemption Proceeds Per Share           $29.01  
         


Class C Shares:              
Net Asset Value and Offering Price Per Share ($142,998,643 ÷ 4,947,194 shares outstanding)           $28.91  
         


Redemption Proceeds Per Share (99/100 of $28.91)1           $28.62  
         


1 See "What do Shares Cost?"

See Notes which are an integral part of the Financial Statements

</R>

<R>

Statement of Operations

Year Ended October 31, 2000

Investment Income:

   

 

 

 

   

 

 

 

   

 

 

 

Dividends (net of foreign taxes withheld of $105,166)

 

 

 

 

 

 

 

 

 

$

33,465,727

 

Interest

 

 

 

 

 

 

 

 

 

 

6,942,413

 

                   


TOTAL INCOME

 

 

 

 

 

 

 

 

 

 

40,408,140

 

                   


Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

Management fee

 

 

 

 

 

$

9,201,425

 

 

 

 

 

Custodian fees

 

 

 

 

 

 

181,025

 

 

 

 

 

Transfer and dividend disbursing agent fees and expenses

 

 

 

 

 

 

543,734

 

 

 

 

 

Directors'/Trustees' fees

 

 

 

 

 

 

24,376

 

 

 

 

 

Auditing fees

 

 

 

 

 

 

12,164

 

 

 

 

 

Legal fees

 

 

 

 

 

 

7,661

 

 

 

 

 

Portfolio accounting fees

 

 

 

 

 

 

260,885

 

 

 

 

 

Distribution services fee--Institutional Service Shares

 

 

 

 

 

 

2,532,946

 

 

 

 

 

Distribution services fee--Class C Shares

 

 

 

 

 

 

928,425

 

 

 

 

 

Shareholder services fee--Institutional Shares

 

 

 

 

 

 

5,247,591

 

 

 

 

 

Shareholder services fee--Institutional Service Shares

 

 

 

 

 

 

2,110,788

 

 

 

 

 

Shareholder services fee--Class C Shares

 

 

 

 

 

 

309,475

 

 

 

 

 

Share registration costs

 

 

 

 

 

 

199,326

 

 

 

 

 

Printing and postage

 

 

 

 

 

 

122,502

 

 

 

 

 

Insurance premiums

 

 

 

 

 

 

4,972

 

 

 

 

 

Miscellaneous

 

 

 

 

 

 

23,697

 

 

 

 

 

           


       

TOTAL EXPENSES

 

 

 

 

 

 

21,710,992

 

 

 

 

 

           


       

Waivers and Reimbursement:

 

 

 

 

 

 

 

 

 

 

 

 

Waiver of management fee

 

$

(18,530

)

 

 

 

 

 

 

 

 

Waiver of distribution services fee--Institutional Service Shares

 

 

(1,857,494

)

 

 

 

 

 

 

 

 

Waiver of shareholder services fee--Institutional Shares

 

 

(5,247,591

)

 

 

 

 

 

 

 

 

Waiver of shareholder services fee--Institutional Service Shares

 

 

(253,295

)

 

 

 

 

 

 

 

 

Reimbursement of management fee

 

 

(2,239

)

 

 

 

 

 

 

 

 

   


               

TOTAL WAIVERS AND REIMBURSEMENT

 

 

 

 

 

 

(7,379,149

)

 

 

 

 

           


       

Net Expenses

 

 

 

 

 

 

 

 

 

 

14,331,843

 

                   


Net investment income

 

 

 

 

 

 

 

 

 

 

26,076,297

 

                   


Realized and Unrealized Gain (Loss) on Investments and Futures Contracts:

 

 

 

 

 

 

 

 

 

 

 

 

Net realized loss on investments and futures contracts

 

 

 

 

 

 

 

 

 

 

(55,332,209

)

Net change in unrealized appreciation of investments and futures contracts

 

 

 

 

 

 

 

 

 

 

165,251,784

 

                   


Net realized and unrealized gain on investments and futures contracts

 

 

 

 

 

 

 

 

 

 

109,919,575

 

                   


Change in net assets resulting from operations

 

 

 

 

 

 

 

 

 

$

135,995,872

 

                   


See Notes which are an integral part of the Financial Statements

</R>

<R>

Statement of Changes in Net Assets

Year Ended October 31         2000             1999    
Increase (Decrease) in Net Assets                
Operations:                
Net investment income   $ 26,076,297     $ 27,142,924  
Net realized gain (loss) on investments and futures contracts ($(50,697,204) and $26,799,393, respectively, as computed for federal tax purposes)     (55,332,209 )     27,327,240  
Net change in unrealized appreciation of investments and futures contracts     165,251,784       454,485,986  
   


 


CHANGE IN NET ASSETS RESULTING FROM OPERATIONS     135,995,872       508,956,150  
   


 


Distributions to Shareholders:                
Distributions from net investment income                
Institutional Shares     (19,943,739 )     (19,497,540 )
Institutional Service Shares     (5,533,273 )     (5,207,706 )
Class C Shares     (44,237 )     (111,070 )
Distributions from net realized gains on investments and futures contracts                
Institutional Shares     (18,029,897 )     (13,803,989 )
Institutional Service Shares     (6,740,115 )     (4,665,973 )
Class C Shares     (866,468 )     (161,153 )
   


 


CHANGE IN NET ASSETS RESULTING FROM DISTRIBUTIONS TO SHAREHOLDERS     (51,157,729 )     (43,447,431 )
   


 


Share Transactions:                
Proceeds from sale of shares     1,722,461,932       1,456,300,443  
Net asset value of shares issued to shareholders in payment of distributions declared     34,105,757       28,068,153  
Cost of shares redeemed     (1,603,637,792 )     (1,061,778,792 )
   


 


CHANGE IN NET ASSETS RESULTING FROM SHARE TRANSACTIONS     152,929,897       422,589,804  
   


 


Change in net assets     237,768,040       888,098,523  
   


 


Net Assets:                
Beginning of period     2,826,817,480       1,938,718,957  
   


 


End of period (including accumulated undistributed net investment income of $3,646,192 and $3,356,013, respectively)   $ 3,064,585,520     $ 2,826,817,480  
   


 


See Notes which are an integral part of the Financial Statements

</R>

<R>

Notes to Financial Statements

October 31, 2000

ORGANIZATION

Federated Index Trust (the "Trust") is registered under the Investment Company Act of 1940, as amended (the "Act"), as an open-end, management investment company. The Trust consists of three portfolios. The financial statements included herein are only those of Federated Max-Cap Fund (the "Fund"), a diversified portfolio. The financial statements of the other portfolios are presented separately. The assets of each portfolio are segregated and a shareholder's interest is limited to the portfolio in which shares are held. The investment objective of the Fund is to provide investment results that correspond to the aggregate price and dividend performance of publicly-traded common stocks, by duplicating the composition of the Standard & Poor's 500 Composite Stock Price Index.

SIGNIFICANT ACCOUNTING POLICIES

The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of its financial statements. These policies are in conformity with generally accepted accounting principles.

Investment Valuations

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 60 days or less at the time of purchase may be valued at amortized cost, which approximates fair market value. Investments in other open-end regulated investment companies are valued at net asset value.

Repurchase Agreements

It is the policy of the Fund 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 Fund 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.

The Fund will only enter into repurchase agreements with banks and other recognized financial institutions, such as broker/dealers, which are deemed by the Fund's manager 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 Fund could receive less than the repurchase price on the sale of collateral securities. The Fund, along with other affiliated investment companies, may utilize a joint trading account for the purpose of entering into one or more repurchase agreements.

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. Non-cash dividends included in dividend income, if any, are recorded at fair value. The Fund offers multiple classes of shares, which differ in their respective distribution and service fees. All shareholders bear the common expenses of the Fund based on average daily net assets of each class, without distinction between share classes. Dividends are declared separately for each class. No class has preferential dividend rights; differences in per share dividend rates are generally due to differences in separate class expenses.

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 book and tax differences. The following reclassifications have been made to the financial statements.

Increase (Decrease)
 
Paid In
Capital
    Accumulated
Net Realized
Gain
    Undistributed
Net Investment
Income
$264,850   $19   $(264,869)

Net investment income, net realized gains (losses), and net assets were not affected by this reclassification.

Federal Taxes

It is the Fund'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 provision for federal tax is necessary.

At October 31, 2000, the Fund, for federal tax purposes, had a capital loss carryforward of $50,697,204, which will reduce the Fund'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 Fund of any liability for federal tax. Pursuant to the Code, such capital loss carryforward will expire in 2008.

When-Issued and Delayed Delivery Transactions

The Fund may engage in when-issued or delayed delivery transactions. The Fund 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. Losses may occur on these transactions due to changes in market conditions or the failure of counterparties to perform under the contract.

Futures Contracts

The Fund purchases stock index futures contracts to manage cashflows, enhance yield, and to potentially reduce transaction costs. Upon entering into a stock index futures contract with a broker, the Fund is required to deposit in a segregated account a specified amount of cash or U.S. government securities. Futures contracts are valued daily and unrealized gains or losses are recorded in a "variation margin" account. Daily, the Fund receives from or pays to the broker a specified amount of cash based upon changes in the variation margin account. When a contract is closed, the Fund recognizes a realized gain or loss. For the year ended October 31, 2000, the Fund had realized losses on futures contracts of $12,695,194.

Futures contracts have market risks, including the risk that the change in the value of the contract may not correlate with changes in the value of the underlying securities.

At October 31, 2000, the Fund had outstanding futures contracts as set forth below:

Expiration Date     Contracts to Receive     Position     Unrealized
Appreciation
December 2000   305 S&P 500 Index Futures   Long   $3,229,810

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 a trade date basis.

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) for each class of shares.

Transactions in shares were as follows:

Year Ended October 31     2000     1999
Institutional Shares:   Shares             Amount       Shares             Amount    
Shares sold   35,580,041     $ 1,042,845,838     34,438,353     $ 914,112,968  
Shares issued to shareholders in payment of distributions declared   755,615       22,185,859     755,144       18,919,768  
Shares redeemed   (38,133,981 )     (1,106,664,687 )   (26,964,995 )     (715,289,313 )
   

 


 

 


NET CHANGE RESULTING FROM INSTITUTIONAL SHARE TRANSACTIONS   (1,798,325 )   $ (41,632,990 )   8,228,502     $ 217,743,423  
   

 


 

 


                             
Year Ended October 31   2000   1999
Institutional Service Shares:   Shares           Amount       Shares           Amount    
Shares sold   20,233,748     $ 592,537,593     16,555,183     $ 439,185,232  
Shares issued to shareholders in payment of distributions declared   380,962       11,150,133     356,733       8,891,933  
Shares redeemed   (15,512,216 )     (452,996,959 )   (11,882,321 )     (316,985,650 )
   

 


 

 


NET CHANGE RESULTING FROM INSTITUTIONAL SERVICE SHARE TRANSACTIONS   5,102,494     $ 150,690,767     5,029,595     $ 131,091,515  
   

 


 

 


                             
Year Ended October 31   2000   1999
Class C Shares:   Shares           Amount       Shares           Amount    
Shares sold   2,998,248     $ 87,078,501     3,834,755     $ 103,002,243  
Shares issued to shareholders in payment of distributions declared   26,623       769,765     10,371       256,452  
Shares redeemed   (1,519,663 )     (43,976,146 )   (1,094,794 )     (29,503,829 )
   

 


 

 


NET CHANGE RESULTING FROM CLASS C SHARE TRANSACTIONS   1,505,208     $ 43,872,120     2,750,332     $ 73,754,866  
   

 


 

 


NET CHANGE RESULTING FROM SHARE TRANSACTIONS   4,809,377     $ 152,929,897     16,008,429     $ 422,589,804  
   

 


 

 


 

MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES

Management Fee

Federated Investment Management Company, the Fund's manager (the "Manager", receives for its services an annual investment management fee equal to 0.30% of the Fund's average daily net assets. Under the terms of a sub-management agreement between the Manager and Northern Trust Quantitative Advisors, Inc. (the "Sub-Manager"), the Sub-Manager receives an annual fee from the Manager based on the average daily net assets of the Fund as follows: 0.05% on the first $100 million, 0.02% on the next $100 million, and 0.01% thereafter. The Manager may voluntarily choose to waive any portion of its fee. The Manager can modify or terminate this voluntary waiver at any time at its sole discretion.

Pursuant to an Exemptive Order issued by the Securities and Exchange Commission, the Fund may invest in Prime Value Obligations Fund, which is managed by the Manager. The Manager has agreed to reimburse certain management fees as a result of these transactions.

Shareholder Services Fee

Under the terms of a Shareholder Services Agreement with Federated Shareholder Services Company ("FSSC"), the Fund will pay FSSC up to 0.25% of average daily net assets of the Fund 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.

Distribution Services Fee

The Fund has adopted a Distribution Plan (the "Plan") pursuant to Rule 12b-1 under the Act. Under the terms of the Plan, the Fund will compensate Federated Securities Corp., ("FSC"), the principal distributor, from the net assets of the Fund to finance activities intended to result in the sale of the Fund's Institutional Service Shares and Class C Shares. The Plan provides that the Fund may incur distribution expenses according to the following schedule annually, to compensate FSC. FSC may voluntarily choose to waive any portion of its fee. FSC can modify or terminate this voluntary waiver at any time at its sole discretion.

Share Class Name

   

Percentage of Average Daily
Net Assets of Class

Institutional Service Shares

 

0.30%

Class C Shares

 

0.75%

Transfer and Dividend Disbursing Agent Fees and Expenses

Federated Services Company ("FServ"), through its subsidiary FSSC, serves as transfer and dividend disbursing agent for the Fund. 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 Fund's accounting records for which it receives a fee. The fee is based on the level of the Fund'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 (and in-kind contributions), for the year ended October 31, 2000, were as follows:

Purchases     $512,381,763
Sales   $313,786,832

</R>

<R>

Report of Ernst & Young LLP, Independent Auditors

TO THE BOARD OF TRUSTEES OF FEDERATED INDEX TRUST AND SHAREHOLDERS OF FEDERATED MAX-CAP FUND:

We have audited the accompanying statement of assets and liabilities, including the portfolios of investments of the Federated Max-Cap Fund (one of the portfolios constituting the Federated Index Trust) as of October 31, 2000, and the related statement of operations for the year then ended, the statements 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 Funds' 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 auditing standards generally accepted in the United States. 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 October 31, 2000, by correspondence with the custodian. 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 the Federated Max-Cap Fund of the Federated Index Trust at October 31, 2000, 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 accounting principles generally accepted in the United States.

/s/Ernst & Young LLP

December 15, 2000
Boston, Massachusetts

</R>

<R>

A Statement of Additional Information (SAI) dated December 31, 2000 is incorporated by reference into this prospectus. Additional information about the Fund and its investments is contained in the Fund's SAI and Annual and Semi-Annual Reports to shareholders as they become available. The Annual Report's Management's Discussion of Fund Performance discusses market conditions and investment strategies that significantly affected the Fund's performance during its last fiscal year. To obtain the SAI, Annual Report, Semi-Annual Report and other information without charge, and to 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 writing to or visiting the SEC's Public Reference Room in Washington, DC. You may also access Fund information from the EDGAR Database on the SEC's Internet site at http://www.sec.gov. You can purchase copies of this information by contacting the SEC by email at publicinfo@sec.gov or by writing to the SEC's Public Reference Section, Washington, DC 20549-0102. Call 1-202-942-8090 for information on the Public Reference Room's operations and copying fees.

</R>

FEDERATED World-Class Investment Manager®

Federated Max-Cap Fund
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. 811-6061
Cusip 31420E106

<R>

0032104A-IS (12/00)

</R>

Federated is a registered mark of Federated Investors, Inc.
2000 (c)Federated Investors, Inc.

     




FEDERATED World-Class Investment Manager®

PROSPECTUS

Federated Max-Cap Fund

A Portfolio of Federated Index Trust

<R>

Prospectus

DECEMBER 31, 2000

</R>

INSTITUTIONAL SERVICE SHARES

<R>

A mutual fund seeking to provide investment results that correspond to the aggregate price and dividend performance of publicly traded common stocks by duplicating the composition of the Standard & Poor's 500 Composite Price Index. The Fund is neither sponsored by nor affiliated with Standard & Poor's.

</R>

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

NOT FDIC INSURED
MAY LOSE VALUE
NO BANK GUARANTEE

CONTENTS

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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?   5

How is the Fund Sold?

  6
How to Purchase Shares   6
How to Redeem Shares   8
Account and Share Information   10
Who Manages the Fund?   11
Financial Information   12
Report of Ernst & Young LLP, Independent Auditors   37

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Risk/Return Summary

WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

The Fund's investment objective is to provide investment results that correspond to the aggregate price and dividend performance of publicly-traded common stocks, by duplicating the composition of the Standard & Poor's 500 Composite Stock Price Index (Index). 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 invests at least 80% of its assets in the large capitalization common stocks comprising the Index.

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:

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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.

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Risk/Return Bar Chart and Table

[Graphic Representation Omitted--See Appendix]

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

The Fund's Institutional Service Shares are sold without a sales charge (load). The total returns displayed above are based upon net asset value.

The Fund's Institutional Service Shares total return for the nine-month period from January 1, 2000 to September 30, 2000 was (2.04%).

Within the period shown in the chart, the Fund's Institutional Service Shares highest quarterly return was 21.13% (quarter ended December 31, 1998). Its lowest quarterly return was (10.05%) (quarter ended September 30, 1998).

Average Annual Total Return Table

The following table represents the Fund's Institutional Service Shares Average Annual Total Returns for the calendar periods ended December 31, 1999. The table shows the Fund's Institutional Service Shares total returns averaged over a period of years relative to the Standard & Poor's 500 Index, a broad based market index. Total returns for the index shown do not reflect sales charges, expenses or other fees that the SEC requires to be reflected in the Fund's performance. Index is unmanaged, and it is not possible to invest directly in an index.

Calendar Period

  

Fund

  

S&P 500

1 Year

 

20.06%

 

21.05%

5 Years

 

27.61%

 

28.56%

Start of Performance1

 

21.81%

 

22.76%

1 The Fund's Institutional Service Shares start of performance date was September 7, 1993.

Past performance is no guarantee of future results. This information provides you with historical performance information so that you can analyze whether the Fund's investment risks are balanced by its potential returns.

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What are the Fund's Fees and Expenses?

FEDERATED MAX-CAP FUND

FEES AND EXPENSES

This table describes the fees and expenses that you may pay if you buy and hold the Fund's Institutional Service Shares.

Shareholder Fees

  

   

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 Fee2

 

0.30%

Distribution (12b-1) Fee3

 

0.30%

Shareholder Services Fee4

 

0.25%

Other Expenses

 

0.04%

Total Annual Fund Operating Expenses

 

0.89%


1 Although not contractually obligated to do so, the manager, distributor 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 October 31, 2000.

Total Waivers of Fund Expenses

 

0.25%

Total Actual Annual Fund Operating Expenses (after waivers)

 

0.64%

2 The manager voluntarily waived a portion of the management fee. The manager can terminate this voluntary waiver at any time. The management fee paid by the Fund (after the voluntary waiver, which amounted to less than 0.01%) was 0.30% for the fiscal year ended October 31, 2000.

3 A portion of the distribution (12b-1) fee has been voluntarily waived. This voluntary waiver can be terminated at any time. The distribution (12b-1) fee paid by the Fund's Institutional Service Shares (after the voluntary waiver) was 0.08% for the fiscal year ended October 31, 2000.

4 A portion of the shareholder services fee has been voluntarily waived. This voluntary waiver can be terminated at any time. The shareholder services fee paid by the Fund's Institutional Service Shares (after the voluntary waiver) was 0.22% for the fiscal year ended October 31, 2000.

EXAMPLE

This Example is intended to help you compare the cost of investing in the Fund's Institutional Service Shares with the cost of investing in other mutual funds.

The Example assumes that you invest $10,000 in the Fund's Institutional Service Shares 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 Institutional Service Shares operating expenses are before waivers as shown in the table and remain the same. Although your actual costs and returns may be higher or lower, based on these assumptions your costs would be:

1 Year

  

$     91

3 Years

 

$   284

5 Years

 

$   493

10 Years

 

$1,096

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What are the Fund's Investment Strategies?

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The Fund pursues its investment objective by investing in the stocks of the Index in the same weights as the Index. This is called a "full replication" strategy. Market capitalization is determined by multiplying the number of outstanding shares by the current market price per share. As of September 30, 2000, the capitalization range of the issuers comprising the Index was $397 million to $571,382 million. As of the same date, the weighted median market capitalization of the Fund was $81,563 million.

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The Fund purchases Index futures contracts in order to more closely track the performance of the Index, while maintaining cash equivalent positions as necessary for the Fund's operations.

What are the Principal Securities in Which the Fund Invests?

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 may invest.

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.

STOCK INDEX FUTURES

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Stock index futures provide for the future sale by one party and purchase by another party of a specified amount of an index at a price, date, and time specified when the contract is made. Entering into a contract to buy is commonly referred to as buying or purchasing a contract or holding a long position. Entering into a contract to sell is commonly referred to as selling a contract or holding a short position. Futures are considered to be commodity contracts.

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What are the Specific Risks of Investing in the Fund?

STOCK MARKET RISKS

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SECTOR RISKS

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What do Shares Cost?

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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 (as described in this prospectus) 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.

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The Fund generally values 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).

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Futures contracts and options are generally 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 generally 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.

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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 offers three share classes: Institutional Shares, Institutional Service Shares, and Class C Shares, each representing interests in a single portfolio of securities. This prospectus relates only to Institutional Service Shares. Each share class has different expenses, which affect their performance. Contact your investment professional or call 1-800-341-7400 for more information concerning the other classes.

The Fund's Distributor, Federated Securities Corp., markets the Shares described in this prospectus to institutions or to individuals, directly or through investment professionals.

When the Distributor receives marketing fees, it may pay some or all of them to investment professionals. 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).

RULE 12B-1 PLAN

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The Fund has adopted a Rule 12b-1 Plan, which allows it to pay marketing fees to the Distributor and investment professionals for the sale, distribution and customer servicing of the Fund's Institutional Service Shares. Because these Shares pay marketing fees on an ongoing basis, your investment cost may be higher over time than other Shares with different marketing fees.

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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

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

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In order to maximize the Fund's ability to track the Index, investors are urged to transmit purchase requests prior to 2:00 p.m. (Eastern time).

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DIRECTLY FROM THE FUND

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 incurred by the Fund or Federated Shareholder Services Company, the Fund's transfer agent.

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.

How to Redeem Shares

You should redeem Shares:

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

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You may redeem Shares by simply calling the Fund at 1-800-341-7400. 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.

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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:

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

Signature Guarantees

Signatures must be guaranteed if:

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:

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:

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

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 and pays any dividends quarterly to shareholders. Dividends are paid to all shareholders invested in the Fund on the record date. The record date is the date on which a shareholder must officially own Shares in order to earn a dividend.

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 dividend or 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 dividend or 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, 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 both dividends and capital gains. Redemptions are taxable sales. Please consult your tax adviser regarding your federal, state, and local tax liability.

Who Manages the Fund?

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The Board of Trustees governs the Fund. The Board selects and oversees the Manager, Federated Investment Management Company. The Manager, in turn, oversees the management of the Fund's assets by the Sub-Manager, Northern Trust Quantitative Advisors, Inc. The Manager's responsibilities include selecting the Sub-Manager and continued review and evaluation of the Sub-Manager's performance. The Manager's address is Federated Investors Tower, 1001 Liberty Avenue, Pittsburgh, PA 15222-3779.

The Manager has delegated daily management of the Fund's assets to the Sub-Manager, who is paid by the Manager and not by the Fund, based on net assets under management. The Sub-Manager develops, maintains and runs the computer program designed to determine which securities are purchased and sold to replicate the composition of the Index. The Sub-Manager has complete discretion, subject to the Manager's oversight, to purchase and sell portfolio securities for the Fund. The Sub-Manager's address is 50 South LaSalle Street, Chicago, IL 60675. The Sub-Manager is a subsidiary of the Northern Trust Company and is an investment manager primarily to corporate defined benefit and defined contribution plans as well as public pension funds, insurance companies and tax-exempt foundations and endowments. These plans had as of September 30, 2000, placed approximately $72.6 billion in assets with the Sub-Manager. Since 1973, the Sub-Manager has developed and managed a family of equity and bond index funds in which some 681 nationwide non-financial institution clients invest. In total, the Sub-Manager manages 77 commingled/common trust funds. The Northern Trust Company is a subsidiary of Northern Trust Corporation, a bank holding company with subsidiaries located across the United States and in several other countries. As of September 30, 2000, total assets of Northern Trust Corporation were $34.8 billion and subsidiaries of Northern Trust Corporation held trust assets under administration of $1.7 trillion.

The Manager and other subsidiaries of Federated advise approximately 176 mutual funds and separate accounts, which totaled approximately $125 billion in assets as of December 31, 1999. 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.

MANAGEMENT FEES

The Manager receives an annual investment management fee of 0.30% of the Fund's average daily net assets. The Manager may voluntarily waive a portion of its fee or reimburse the Fund for certain operating expenses.

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Financial Information

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The following Financial Highlights will help you understand the Fund's financial performance for its past five fiscal years. 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.

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

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Financial Highlights

(For a Share Outstanding Throughout Each Period)

Reference is made to the Report of Ernst & Young LLP, Independent Auditors, on page 37.

Year Ended October 31

  

2000

   

   

1999

   

   

1998

   

   

1997

   

   

1996

   

Net Asset Value, Beginning of Period

   

$28.03

   

   

$22.86

   

   

$19.66

   

   

$15.47

   

   

$14.72

   

Income From Investment Operations:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net investment income

 

0.19

 

 

0.23

 

 

0.25

 

 

0.26

 

 

0.30

 

Net realized and unrealized gain on investment and futures contracts

 

1.23

 

 

5.37

 

 

3.82

 

 

4.45

 

 

2.79

 

TOTAL FROM INVESTMENT OPERATIONS

 

1.42

 

 

5.60

 

 

4.07

 

 

4.71

 

 

3.09

 

Less Distributions:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Distributions from net investment income

 

(0.19

)

 

(0.21

)

 

(0.25

)

 

(0.28

)

 

(0.31

)

Distributions from net realized gain on investments and futures contracts

 

(0.25

)

 

(0.22

)

 

(0.62

)

 

(0.24

)

 

(2.03

)

TOTAL DISTRIBUTIONS

 

(0.44

)

 

(0.43

)

 

(0.87

)

 

(0.52

)

 

(2.34

)

Net Asset Value, End of Period

 

$29.01

 

 

$28.03

 

 

$22.86

 

 

$19.66

 

 

$15.47

 

Total Return1

 

5.08

%

 

24.76

%

 

21.21

%

 

31.07

%

 

23.39

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ratios to Average Net Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Expenses

 

0.64

%

 

0.62

%

 

0.61

%

 

0.62

%

 

0.61

%

Net investment income

 

0.67

%

 

0.88

%

 

1.09

%

 

1.36

%

 

1.97

%

Expense waiver/reimbursement2

 

0.25

%

 

0.28

%

 

0.27

%

 

0.30

%

 

0.31

%

Supplemental Data:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net assets, end of period (000 omitted)

 

$900,246

 

 

$726,976

 

 

$477,760

 

 

$245,986

 

 

$58,741

 

Portfolio turnover

 

11

%

 

3

%

 

3

%

 

16

%

 

3

%

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

2 This voluntary expense decrease is reflected in both the expense and the net investment income ratios shown above.

See Notes which are an integral part of the Financial Statements

Portfolio of Investments

OCTOBER 31, 2000
Shares              Value
      COMMON STOCKS--96.4%1      
      Basic Materials--1.9%      
  54,000   Air Products & Chemicals, Inc.   $ 2,014,875
  78,600   Alcan Aluminum, Ltd.     2,480,812
  203,888   Alcoa, Inc.     5,849,037
  19,096   Allegheny Technologies Inc.     386,694
  148,878   Archer-Daniels-Midland Co.     1,637,658
  93,200   Barrick Gold Corp.     1,246,550
  12,500   Bemis Co., Inc.     323,437
  31,100 2 Bethlehem Steel Corp.     89,412
  13,500   Boise Cascade Corp.     387,281
  159,700   Dow Chemical Co.     4,890,812
  245,482   Du Pont (E.I.) de Nemours & Co.     11,138,746
  18,025   Eastman Chemical Co.     772,822
  30,180   Ecolab, Inc.     1,182,679
  30,062   Engelhard Corp.     627,544
  7,200 2 FMC Corp.     547,200
  36,000   Freeport-McMoRan Copper & Gold, Inc., Class B     285,750
  40,100   Georgia-Pacific Corp.     1,077,687
  15,800 2 Grace (W.R.) & Co.     60,237
  12,300   Great Lakes Chemical Corp.     410,512
  25,300   Hercules, Inc.     463,306
  61,900   Homestake Mining Co.     255,338
  42,800   Inco Ltd.     660,725
  23,500   International Flavors & Fragrances, Inc.     393,625
  113,849   International Paper Co.     4,169,720
  24,500   Louisiana-Pacific Corp.     208,250
  24,100   Mead Corp.     697,394
  39,557   Newmont Mining Corp.     536,492
  19,100   Nucor Corp.     662,531
  40,900   PPG Industries, Inc.     1,825,163
  39,900 2 Pactiv Corp.     418,950
  18,507   Phelps Dodge Corp.     865,202
  77,100   Placer Dome, Inc.     626,438
  6,700   Potlatch Corp.     224,450
  37,200   Praxair, Inc.     1,385,700
  50,973   Rohm & Haas Co.     1,532,376
  19,000   Sigma-Aldrich Corp.     679,250
  12,000   Temple-Inland, Inc.     537,000
  20,920   USX-U.S. Steel Group, Inc.     333,413
  31,800   Union Carbide Corp.     1,367,400
  23,800   Vulcan Materials Co.     999,600
  23,650   Westvaco Corp.     674,025
  51,800   Weyerhaeuser Co.     2,431,363
  25,700   Willamette Industries, Inc.     933,231
  20,150   Worthington Industries, Inc.     192,684
         

      TOTAL     58,483,371
         

      Capital Goods--9.0%      
  46,300 2 Allied Waste Industries, Inc.     428,275
  45,800 2 American Power Conversion Corp.     592,537
  26,300   Avery Dennison Corp.     1,328,150
  6,900   Ball Corp.     242,362
  211,208   Boeing Co.     14,322,542
  5,100   Briggs & Stratton Corp.     182,006
  81,400   Caterpillar, Inc.     2,854,087
  21,900   Cooper Industries, Inc.     837,675
  207,600   Corning, Inc.     15,881,400
  14,275   Crane Co.     373,826
  29,700   Crown Cork & Seal Co., Inc.     271,012
  9,800   Cummins Engine Co., Inc.     333,200
  33,400   Danaher Corp.     2,108,375
  55,200   Deere & Co.     2,032,050
  47,800   Dover Corp.     2,028,512
  17,200   Eaton Corp.     1,170,675
  100,600   Emerson Electric Co.     7,387,812
  17,800   Fluor Corp.     623,000
  46,740   General Dynamics Corp.     3,344,831
  2,331,700   General Electric Co.     127,806,306
  23,900   Goodrich (B.F.) Co.     978,406
  188,587   Honeywell International, Inc.     10,148,338
  20,700   ITT Industries, Inc.     674,044
  71,100   Illinois Tool Works, Inc.     3,950,494
  37,900   Ingersoll-Rand Co.     1,430,725
  20,200   Johnson Controls, Inc.     1,204,425
  100,476   Lockheed Martin Corp.     3,602,065
  14,200   McDermott International, Inc.     137,563
  10,900   Millipore Corp.     572,250
  93,100   Minnesota Mining & Manufacturing Co.     8,995,788
  46,225   Molex, Inc.     2,496,150
  9,600   National Service Industries, Inc.     196,200
  13,970 2 Navistar International Corp.     461,883
  16,900   Northrop Grumman, Corp.     1,419,600
  34,400 2 Owens-Illinois, Inc.     204,250
  17,980   PACCAR, Inc.     756,284
  29,033   Pall Corp.     626,024
  26,400   Parker-Hannifin Corp.     1,092,300
  60,100   Pitney Bowes, Inc.     1,784,219
  17,300 2 Power-One, Inc.     1,227,219
  43,600   Rockwell International Corp.     1,714,025
  35,600 2 Sanmina Corp.     4,069,525
  19,700 2 Sealed Air Corp.     948,063
  141,600 2 Solectron Corp.     6,230,400
  33,800   Textron, Inc.     1,704,788
  40,800 2 Thermo Electron Corp.     1,183,200
  13,600   Thomas & Betts Corp.     205,700
  14,300   Timken Co.     201,094
  396,694   Tyco International Ltd.     22,487,591
  110,200   United Technologies Corp.     7,693,338
  146,328   Waste Management, Inc.     2,926,560
         

      TOTAL     275,471,144
         

      Communication Services--6.2%      
  884,282   AT&T Corp.     20,504,289
  74,300   Alltel Corp.     4,787,706
  65,511 2 Avaya, Inc.     880,299
  441,200   BellSouth Corp.     21,315,475
  33,100   CenturyTel, Inc.     1,274,350
  207,320 2 Global Crossing Ltd.     4,897,935
  179,200 2 NEXTEL Communications, Inc., Class A     6,888,000
  391,005 2 Qwest Communications International, Inc.     19,012,618
  797,926   SBC Communications, Inc.     46,030,356
  208,300   Sprint Corp.     5,311,650
  218,500 2 Sprint PCS Group     8,330,313
  639,888   Verizon Communications     36,993,525
  676,345 2 WorldCom, Inc.     16,063,194
         

      TOTAL     192,289,710
         

      Consumer Cyclicals--6.5%      
  15,200   American Greetings Corp., Class A     276,450
  9,500   Armstrong World Industries, Inc.     27,312
  30,000 2 AutoZone, Inc.     804,375
  66,500 2 Bed Bath & Beyond, Inc.     1,716,531
  48,700 2 Best Buy Co., Inc.     2,444,131
  19,600   Black & Decker Corp.     737,450
  21,500   Block (H&R), Inc.     767,281
  20,500   Brunswick Corp.     398,469
  138,730   Carnival Corp., Class A     3,442,238
  170,907 2 Cendant Corp.     2,050,884
  13,900   Centex Corp.     514,300
  48,300   Circuit City Stores, Inc.     639,975
  26,200 2 Consolidated Stores Corp.     311,125
  36,200 2 Convergys Corp.     1,576,962
  17,100   Cooper Tire & Rubber Co.     187,031
  105,200   Costco Wholesale Corp.     3,852,950
  35,145   Dana Corp.     779,780
  131,805   Delphi Auto Systems Corp.     2,067,691
  22,000   Dillards, Inc., Class A     231,000
  77,402   Dollar General Corp.     1,199,731
  20,600   Dow Jones & Co.     1,212,825
  49,000 2 Federated Department Stores, Inc.     1,595,562
  445,600   Ford Motor Co.     11,641,300
  62,100   Gannett Co., Inc.     3,601,800
  200,075   Gap (The), Inc.     5,164,436
  126,300   General Motors Corp.     7,846,387
  41,150   Genuine Parts Co.     877,009
  36,800   Goodyear Tire & Rubber Co.     680,800
  17,200   Harcourt General, Inc.     964,060
  71,200   Harley Davidson, Inc.     3,430,950
  27,450 2 Harrah's Entertainment, Inc.     785,756
  40,600   Hasbro, Inc.     436,450
  86,800   Hilton Hotels Corp.     824,600
  545,150   Home Depot, Inc.     23,441,450
  70,000   IMS Health, Inc.     1,653,750
  72,500   Interpublic Group Cos., Inc.     3,112,969
  113,000 2 K Mart Corp.     670,938
  11,300   Kaufman & Broad Homes Corp.     336,175
  17,800   Knight-Ridder, Inc.     894,450
  77,600 2 Kohl's Corp.     4,204,950
  46,300   Leggett and Platt, Inc.     758,163
  101,580   Limited, Inc.     2,564,895
  12,500   Liz Claiborne, Inc.     531,250
  90,100   Lowe's Cos., Inc.     4,116,444
  56,500   Marriott International, Inc., Class A     2,288,250
  107,600   Masco Corp.     2,010,775
  100,325   Mattel, Inc.     1,297,955
  70,000   May Department Stores Co.     1,837,500
  18,300   Maytag Corp.     523,838
  45,800   McGraw-Hill Cos., Inc.     2,939,788
  11,900   Meredith Corp.     377,825
  38,200   Moody's Corp.     1,005,138
  39,300   New York Times Co., Class A     1,444,275
  63,500   Nike, Inc., Class B     2,536,031
  30,700   Nordstrom, Inc.     504,631
  72,000 2 Office Depot, Inc.     598,500
  41,800   Omnicom Group, Inc.     3,856,050
  61,600   Penney (J.C.) Co., Inc.     719,950
  9,500   Pulte Corp.     316,469
  43,760   RadioShack Corp.     2,609,190
  13,400 2 Reebok International Ltd.     288,938
  7,700   Russell Corp.     123,200
  80,700   Sears, Roebuck & Co.     2,399,211
  38,300   Sherwin-Williams Co.     830,631
  13,800   Snap-On Tools Corp.     352,763
  4,200   Springs Industries, Inc., Class A     98,963
  20,300   Stanley Works     540,488
  106,900 2 Staples, Inc.     1,523,325
  68,900   TJX Cos., Inc.     1,877,525
  29,200   TRW, Inc.     1,226,400
  214,200   Target Corp.     5,917,275
  34,200   Tiffany & Co.     1,459,913
  48,000 2 Toys 'R' Us, Inc.     825,000
  72,600   Tribune Co.     2,690,738
  27,000   V.F. Corp.     737,438
  30,814   Visteon Corp.     545,023
  1,051,400   Wal-Mart Stores, Inc.     47,707,275
  16,800   Whirlpool Corp.     730,800
         

      TOTAL     200,114,106
         

      Consumer Staples--10.4%      
  13,100   Alberto-Culver Co., Class B     439,669
  99,661   Albertsons, Inc.     2,360,720
  213,300   Anheuser-Busch Cos., Inc.     9,758,475
  55,900   Avon Products, Inc.     2,711,150
  16,100   Brown-Forman Corp., Class B     980,087
  92,000   CVS Corp.     4,870,250
  99,100   Campbell Soup Co.     2,898,675
  65,450   Cardinal Health, Inc.     6,201,387
  137,900 2 Clear Channel Communications, Inc.     8,282,619
  55,300   Clorox Co.     2,467,762
  583,100   Coca-Cola Co.     35,204,662
  98,500   Coca-Cola Enterprises, Inc.     1,809,937
  135,200   Colgate-Palmolive Co.     7,944,352
  213,000 2 Comcast Corp., Class A     8,679,750
  125,500   ConAgra, Inc.     2,682,562
  8,700   Coors Adolph Co., Class B     554,081
  28,800   Darden Restaurants, Inc.     648,000
  17,000   Deluxe Corp.     383,562
  490,700   Disney (Walt) Co.     17,573,194
  28,700   Donnelley (R.R.) & Sons Co.     617,050
  48,200   Fort James Corp.     1,587,587
  36,900   Fortune Brands, Inc.     1,086,244
  67,200   General Mills, Inc.     2,805,600
  247,800   Gillette Co.     8,642,025
  81,800   Heinz (H.J.) Co.     3,430,488
  32,200   Hershey Foods Corp.     1,748,863
  95,500   Kellogg Co.     2,423,313
  126,648   Kimberly-Clark Corp.     8,358,768
  194,400 2 Kroger Co., Inc.     4,386,150
  8,900   Longs Drug Stores Corp.     194,688
  310,900   McDonald's Corp.     9,637,900
  66,926   McKesson HBOC, Inc.     1,878,111
  76,800   Nabisco Group Holdings Corp.     2,217,600
  62,744   Newell Rubbermaid, Inc.     1,203,901
  339,700   PepsiCo, Inc.     16,454,219
  530,200   Philip Morris Cos., Inc.     19,418,575
  307,900   Procter & Gamble Co.     21,995,606
  31,200   Quaker Oats Co.     2,544,750
  72,300   Ralston Purina Co.     1,753,275
  117,000 2 Safeway, Inc.     6,398,438
  204,700   Sara Lee Corp.     4,413,844
  102,800   Seagram Co. Ltd.     5,872,450
  44,000 2 Starbucks Corp.     1,966,250
  31,200   SUPERVALU, Inc.     479,700
  78,400   Sysco Corp.     4,091,500
  311,580   Time Warner, Inc.     23,652,038
  34,330 2 Tricon Global Restaurants, Inc.     1,029,900
  13,600   Tupperware Corp.     232,900
  38,200   UST, Inc.     964,550
  134,553   Unilever N.V., ADR     6,836,974
  356,993 2 Viacom, Inc., Class B     20,303,977
  237,800   Walgreen Co.     10,849,625
  26,700   Wendy's International, Inc.     580,725
  33,200   Winn-Dixie Stores, Inc.     639,100
  26,800   Wrigley (Wm.), Jr. Co.     2,122,225
         

      TOTAL     319,269,803
         

      Energy--5.8%      
  107,500 2 AES Corp.     6,073,750
  21,200   Amerada-Hess Corp.     1,314,400
  57,234   Anadarko Petroleum Corp.     3,665,838
  28,800   Apache Corp.     1,593,000
  16,500   Ashland, Inc.     540,375
  77,890   Baker Hughes, Inc.     2,677,469
  50,765   Burlington Resources, Inc.     1,827,540
  153,600   Chevron Corp.     12,614,400
  146,579   Conoco, Inc., Class B     3,985,116
  30,000   Devon Energy Corp.     1,512,000
  820,179   Exxon Mobil Corp.     73,149,714
  104,900   Halliburton Co.     3,887,856
  22,176   Kerr-McGee Corp.     1,448,370
  34,400 2 Nabors Industries, Inc.     1,750,960
  86,800   Occidental Petroleum Corp.     1,725,150
  60,000   Phillips Petroleum Co.     3,705,000
  22,200 2 Rowan Companies, Inc.     559,163
  504,800   Royal Dutch Petroleum Co., ADR     29,972,500
  134,200   Schlumberger Ltd.     10,215,975
  20,537   Sunoco, Inc.     614,826
  129,800   Texaco, Inc.     7,666,313
  34,000   Tosco Corp.     973,250
  49,577   Transocean Sedco Forex, Inc.     2,627,581
  73,500   USX--Marathon Group     1,998,281
  57,200   Unocal Corp.     1,951,950
         

      TOTAL     178,050,777
         

      Financials--15.0%      
  62,400   AFLAC, Inc.     4,559,100
  60,075   AON Corp.     2,489,358
  172,810   Allstate Corp.     6,955,602
  313,500   American Express Co.     18,810,000
  59,430   American General Corp.     4,784,115
  544,724   American International Group, Inc.     53,382,952
  88,700   Amsouth Bancorporation     1,236,256
  171,432   Associates First Capital Corp., Class A     6,364,413
  94,100   BB&T Corp.     2,999,437
  272,085   Bank One Corporation     9,931,102
  386,692   Bank of America Corp.     18,585,384
  173,800   Bank of New York Co., Inc.     10,004,362
  25,356   Bear Stearns Cos., Inc.     1,537,207
  37,100   CIGNA Corp.     4,524,345
  61,800   CIT Group, Inc., Class A     1,077,637
  46,200   Capital One Financial Corp.     2,916,375
  49,475   Charter One Financial, Inc.     1,134,833
  308,110   Chase Manhattan Corp.     14,019,005
  41,100   Chubb Corp.     3,470,381
  37,900   Cincinnati Financial Corp.     1,392,825
  1,059,100   Citigroup, Inc.     55,735,137
  36,850   Comerica, Inc.     2,222,516
  76,561   Conseco, Inc.     531,142
  26,900   Countrywide Credit Industries, Inc.     1,007,069
  237,200   Federal National Mortgage Association     18,264,400
  163,600   Federal Home Loan Mortgage Corp.     9,816,000
  109,500   Fifth Third Bancorp     5,625,562
  231,898   First Union Corp.     7,029,408
  225,567   Firstar Corp.     4,440,850
  212,491   Fleet Boston Financial Corp.     8,074,658
  57,300   Franklin Resources, Inc.     2,454,732
  37,200   Golden West Financial Corp.     2,085,525
  52,800   Hartford Financial Services Group, Inc.     3,930,300
  111,159   Household International, Inc.     5,592,687
  59,136   Huntington Bancshares, Inc.     850,080
  37,400   J.P. Morgan & Co., Inc.     6,189,700
  24,237   Jefferson-Pilot Corp.     1,666,294
  101,300   KeyCorp     2,500,844
  57,200   Lehman Brothers Holdings, Inc.     3,689,400
  44,900   Lincoln National Corp.     2,172,038
  23,200   Loews Corp.     2,109,750
  23,100   MBIA Inc.     1,679,081
  200,527   MBNA Corp.     7,532,295
  25,000   MGIC Investment Corp.     1,703,125
  63,900   Marsh & McLennan Cos., Inc.     8,354,925
  114,900   Mellon Financial Corp.     5,543,925
  189,100   Merrill Lynch & Co., Inc.     13,237,000
  264,914   Morgan Stanley, Dean Witter & Co.     21,275,906
  143,000   National City Corp.     3,056,625
  32,245   Old Kent Financial Corp.     892,783
  68,000   PNC Financial Services Group     4,547,500
  34,800   PaineWebber Group, Inc.     2,479,500
  17,200   Progressive Corp., Ohio     1,689,900
  33,600   Providian Financial Corp.     3,494,400
  51,500   Regions Financial Corp.     1,213,469
  30,000   SAFECO Corp.     725,625
  325,025   Schwab (Charles) Corp.     11,416,503
  39,600   SouthTrust Corp.     1,282,050
  52,552   St. Paul Cos., Inc.     2,693,290
  38,000   State Street Corp.     4,740,120
  52,900   Stilwell Financial, Inc.   $ 2,370,581
  40,900   Summit Bancorp     1,533,750
  70,200   SunTrust Banks, Inc.     3,426,638
  66,850   Synovus Financial Corp.     1,441,453
  28,600   T. Rowe Price Associates     1,338,838
  30,000   Torchmark Corp.     999,375
  175,565   U.S. Bancorp, Inc.     4,246,478
  56,614   UnumProvident Corp.     1,599,346
  36,500   USA Education, Inc.     2,039,438
  31,700   Union Planters Corp.     1,071,856
  47,900   Wachovia Corp.     2,586,600
  126,876   Washington Mutual, Inc.     5,582,544
  387,560   Wells Fargo Co.     17,948,873
         

      TOTAL     459,906,573
         

      Health Care--11.5%      
  364,900   Abbott Laboratories     19,271,281
  33,255   Aetna, Inc.     1,922,555
  30,900   Allergan, Inc.     2,597,531
  27,200 2 Alza Corp.     2,201,500
  306,900   American Home Products Corp.     19,488,150
  242,100 2 Amgen, Inc.     14,026,669
  12,000   Bard (C.R.), Inc.     502,500
  12,500   Bausch & Lomb, Inc.     482,031
  68,800   Baxter International, Inc.     5,654,500
  59,600   Becton, Dickinson & Co.     1,996,600
  34,800 2 Biogen, Inc.     2,094,525
  41,800   Biomet, Inc.     1,512,637
  95,700 2 Boston Scientific Corp.     1,525,219
  462,700   Bristol-Myers Squibb Co.     28,195,781
  72,200   Guidant Corp.     3,822,087
  131,407   HCA - The Healthcare Co.     5,248,067
  90,800 2 HEALTHSOUTH, Corp.     1,089,600
  39,100 2 Humana, Inc.     474,088
  327,300   Johnson & Johnson     30,152,513
  39,100 2 King Pharmaceuticals, Inc.     1,752,169
  265,900   Lilly (Eli) & Co.     23,764,813
  24,050 2 Manor Care, Inc.     401,334
  49,400 2 MedImmune, Inc.     3,229,525
  282,000   Medtronic, Inc.     15,316,125
  541,600   Merck & Co., Inc.     48,710,150
  49,000   PE Corp.-PE Biosystems Group     5,733,000
  1,486,325   Pfizer, Inc.     64,190,661
  305,526   Pharmacia Corp.     16,803,930
  27,200 2 Quintiles Transnational Corp.     379,100
  344,900   Schering Plough Corp.     17,827,019
  19,841 2 St. Jude Medical, Inc.     1,091,255
  74,100 2 Tenet Healthcare Corp.     2,913,056
  37,800   UnitedHealth Group, Inc.     4,134,375
  24,100 2 Watson Pharmaceuticals, Inc.     1,507,756
  14,800 2 Wellpoint Health Networks, Inc.     1,730,675
         

      TOTAL     351,742,777
         

      Technology--26.5%      
  181,700 2 ADC Telecommunications, Inc.     3,883,837
  23,300 2 Adaptec, Inc.     368,431
  56,400   Adobe System, Inc.     4,289,925
  73,300 2 Advanced Micro Devices, Inc.     1,658,412
  106,601 2 Agilent Technologies, Inc.     4,936,959
  93,900 2 Altera Corp.     3,844,031
  543,500 2 America Online, Inc.     27,408,705
  83,600 2 Analog Devices, Inc.     5,434,000
  19,062 2 Andrew Corp.     501,569
  76,500 2 Apple Computer, Inc.     1,496,531
  191,000 2 Applied Materials, Inc.     10,146,875
  13,600   Autodesk, Inc.     300,050
  147,700   Automatic Data Processing, Inc.     9,646,656
  58,100 2 BMC Software, Inc.     1,180,156
  52,300 2 Broadcom Corp., Class A     11,630,212
  43,400 2 Cabletron Systems, Inc.     1,177,225
  34,200 2 Ceridian Corp.     855,000
  1,670,600 2 Cisco Systems, Inc.     90,003,575
  43,700 2 Citrix Systems, Inc.     966,862
  400,161   Compaq Computer Corp.     12,168,896
  139,162   Computer Associates International, Inc.     4,435,789
  39,600 2 Computer Sciences Corp.     2,494,800
  85,900 2 Compuware Corp.     676,462
  36,700 2 Comverse Technology, Inc.     4,101,225
  53,600 2 Conexant Systems, Inc.     1,410,350
  609,000 2 Dell Computer Corp.     17,965,500
  513,274 2 EMC Corp.     45,713,466
  72,500   Eastman Kodak Co.     3,253,437
  109,800   Electronic Data Systems Corp.     5,153,737
  33,200   Equifax, Inc.     1,145,400
  95,400   First Data Corp.     4,781,925
  75,900 2 Gateway, Inc.     3,917,199
  22,100   Grainger (W.W.), Inc.     705,819
  469,600   Hewlett-Packard Co.     21,807,050
  1,580,600   Intel Corp.     71,127,000
  414,500   International Business Machines Corp.     40,828,250
  220,300 2 JDS Uniphase Corp.     17,940,681
  43,800 2 KLA-Tencor Corp.     1,480,988
  73,000 2 LSI Logic Corp.     2,399,875
  30,000 2 Lexmark Intl. Group, Class A     1,230,000
  73,200   Linear Technology Corp.     4,725,975
  786,128   Lucent Technologies, Inc.     18,326,609
  66,500 2 Maxim Integrated Products, Inc.     4,409,781
  18,800 2 Mercury Interactive Corp.     2,086,800
  132,900   Micron Technology, Inc.     4,618,275
  1,238,800 2 Microsoft Corp.     85,322,350
  513,335   Motorola, Inc.     12,801,292
  22,600 2 NCR Corp.     974,625
  41,800 2 National Semiconductor Corp.     1,086,800
  73,500 2 Network Appliance, Inc.     8,746,500
  703,240   Nortel Networks Corp.     31,997,420
  76,500 2 Novell, Inc.     688,500
  30,900 2 Novellus Systems, Inc.     1,264,969
  1,325,348 2 Oracle Corp.     43,736,484
  133,042 2 Palm, Inc.     7,126,062
  64,100 2 Parametric Technology Corp.     789,231
  87,625   Paychex, Inc.     4,967,242
  65,800 2 Peoplesoft, Inc.     2,871,553
  11,600   PerkinElmer, Inc.     1,386,200
  10,600   Polaroid Corp.     106,663
  175,400 2 Qualcomm, Inc.     11,420,184
  80,000   Raytheon Co., Class B     2,735,000
  30,399 2 Sabre Group Holdings, Inc.   $ 1,016,467
  27,900 2 Sapient Corp.     992,194
  37,500   Scientific-Atlanta, Inc.     2,566,406
  53,900 2 Seagate Technology, Inc.     3,766,263
  98,100 2 Siebel Systems, Inc.     10,294,369
  373,500 2 Sun Microsystems, Inc.     41,411,813
  11,300   Tektronix, Inc.     805,125
  96,500 2 Tellabs, Inc.     4,818,969
  40,800 2 Teradyne, Inc.     1,275,000
  406,900   Texas Instruments, Inc.     19,963,531
  73,700 2 Unisys Corp.     939,675
  94,600 2 Veritas Software Corp.     13,340,078
  157,000   Xerox Corp.     1,324,688
  77,400 2 Xilinx, Inc.     5,606,663
  129,300 2 Yahoo, Inc.     7,580,213
         

      TOTAL     812,356,829
         

      Transportation--0.6%      
  35,300 2 AMR Corp.     1,156,075
  95,133   Burlington Northern Santa Fe     2,526,970
  51,500   CSX Corp.     1,303,594
  28,800   Delta Air Lines, Inc.     1,360,800
  67,080 2 FedEx Corp.     3,143,369
  90,300   Norfolk Southern Corp.     1,275,488
  14,000   Ryder Systems, Inc.     276,500
  117,325   Southwest Airlines Co.     3,343,763
  15,800 2 US Airways Group, Inc.     596,450
  58,300   Union Pacific Corp.     2,732,813
         

      TOTAL     17,715,822
         

      Utilities--3.0%      
  32,300   Ameren Corp.     1,283,925
  75,820   American Electric Power Co., Inc.     3,146,530
  28,500   CMS Energy Corp.     769,500
  37,600   C P & L Energy, Inc.     1,515,750
  37,440   Cinergy Corp.     1,146,600
  50,500   Coastal Corp.     3,809,594
  18,750   Columbia Energy Group     1,348,828
  49,900   Consolidated Edison Co.     1,755,856
  35,250   Constellation Energy Group     1,469,484
  33,600   DTE Energy Co.     1,213,800
  56,009   Dominion Resources, Inc.     3,336,036
  86,672   Duke Energy Corp.     7,491,711
  72,900   Dynegy, Inc., Class A     3,376,181
  6,400   Eastern Enterprises     412,000
  76,700   Edison International     1,831,212
  54,700   El Paso Energy Corp.     3,429,006
  174,000   Enron Corp.     14,278,875
  52,500   Entergy Corp.     2,011,406
  76,125   Exelon Corp.     4,577,016
  41,800   FPL Group, Inc.     2,758,800
  53,800   FirstEnergy Corp.     1,392,075
  23,200   Florida Progress Corp.     1,233,950
  28,600   GPU, Inc.     945,587
  31,600   KeySpan Corp.     1,111,925
  10,800   NICOR, Inc.     381,375
  37,800   Niagara Mohawk Holdings, Inc.     604,800
  6,900   ONEOK, Inc.     273,413
  90,800   P G & E Corp.     2,445,925
  34,091   PPL Corp.     1,404,123
  8,300   Peoples Energy Corp.     285,313
  19,900   Pinnacle West Capital Corp.     864,406
  50,500   Public Service Enterprises Group, Inc.     2,095,750
  69,260   Reliant Energy, Inc.     2,861,304
  48,057   Sempra Energy     994,179
  152,700   Southern Co.     4,485,563
  62,125   TXU Corp.     2,302,508
  104,200   Williams Cos., Inc. (The)     4,356,863
  79,885   Xcel Energy, Inc.     2,042,060
         

      TOTAL     91,043,229
         

      TOTAL COMMON STOCKS (IDENTIFIED COST $1,630,410,047)     2,956,444,141
         

Shares or
Principal
Amount
             Value
      SHORT-TERM U.S. GOVERNMENT OBLIGATION--0.1%3

     
$ 3,000,000   U.S. Treasury Bill, 1/18/2001 (IDENTIFIED COST $2,961,455)   $ 2,961,455
         

      MUTUAL FUND--3.4%

     
  103,539,246   Prime Value Obligations Fund, Class IS (at net asset value)     103,539,246
         

      TOTAL INVESTMENTS (IDENTIFIED COST $1,736,910,748)4   $ 3,062,944,842
         

1 The Fund purchases index futures contracts to efficiently manage cash flows resulting from shareholder purchases and redemptions, dividend and capital gain payments to shareholders and corporate actions while maintaining exposure to the index and minimizing trading costs. The total market value of open index futures contracts is $109,815,250 at October 31, 2000, which represents 3.6% of net assets. Taking into consideration these open Index futures contracts, the Fund's effective total exposure to the Index is 100%.

2 Non-income producing security.

3 Represents a security held as collateral which is used to ensure the Fund is able to satisfy the obligations of its outstanding long futures contracts.

4 The cost of investments for federal tax purposes amounts to $1,742,292,318. The net unrealized appreciation of investments on a federal tax basis amounts to $1,320,652,524 which is comprised of $1,430,405,980 appreciation and $109,753,456 depreciation at October 31, 2000.

Note: The categories of investments are shown as a percentage of net assets ($3,064,585,520) at October 31, 2000.

The following acronym is used throughout this portfolio:

ADR

--American Depositary Receipt

See Notes which are an integral part of the Financial Statements

Statement of Assets and Liabilities

October 31, 2000
Assets:                  
Total investments in securities, at value (identified cost $1,736,910,748 and tax cost $1,742,292,318)         $ 3,062,944,842  
Income receivable           2,063,193  
Receivable for shares sold           3,697,988  
Receivable for daily variation margin           1,978,213  
         


TOTAL ASSETS           3,070,684,236  
         


Liabilities:              
Payable for shares redeemed   $ 5,390,109        
Payable to Bank     2,479        
Accrued expenses     706,128        
   

       
TOTAL LIABILITIES           6,098,716  
         


Net Assets for 105,497,273 shares outstanding         $ 3,064,585,520  
         


Net Assets Consist of:              
Paid in capital         $ 1,791,996,757  
Net unrealized appreciation of investments and futures contracts           1,329,263,908  
Accumulated net realized loss on investments and futures contracts           (60,321,337 )
Accumulated undistributed net investment income           3,646,192  
         


TOTAL NET ASSETS         $ 3,064,585,520  
         


Net Asset Value, Offering Price and Redemption Proceeds Per Share              
Institutional Shares:              
Net Asset Value and Offering Price Per Share
($2,021,341,170 ÷ 69,516,521 shares outstanding)
          $29.08  
         


REDEMPTION PROCEEDS PER SHARE           $29.08  
         


Institutional Service Shares:              
Net Asset Value and Offering Price Per Share
($900,245,707 ÷ 31,033,558 shares outstanding)
          $29.01  
         


REDEMPTION PROCEEDS PER SHARE           $29.01  
         


Class C Shares:              
Net Asset Value and Offering Price Per Share
($142,998,643 ÷ 4,947,194 shares outstanding)
          $28.91  
         


Redemption Proceeds Per Share (99/100 of $28.91)1           $28.62  
         


1 See "What do Shares Cost?"

See Notes which are an integral part of the Financial Statements

Statement of Operations

Year Ended October 31, 2000

Investment Income:

   

 

 

 

   

 

 

 

   

 

 

 

Dividends (net of foreign taxes withheld of $105,166)

 

 

 

 

 

 

 

 

 

$

33,465,727

 

Interest

 

 

 

 

 

 

 

 

 

 

6,942,413

 

                   


TOTAL INCOME

 

 

 

 

 

 

 

 

 

 

40,408,140

 

                   


Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

Management fee

 

 

 

 

 

$

9,201,425

 

 

 

 

 

Custodian fees

 

 

 

 

 

 

181,025

 

 

 

 

 

Transfer and dividend disbursing agent fees and expenses

 

 

 

 

 

 

543,734

 

 

 

 

 

Directors'/Trustees' fees

 

 

 

 

 

 

24,376

 

 

 

 

 

Auditing fees

 

 

 

 

 

 

12,164

 

 

 

 

 

Legal fees

 

 

 

 

 

 

7,661

 

 

 

 

 

Portfolio accounting fees

 

 

 

 

 

 

260,885

 

 

 

 

 

Distribution services fee--Institutional Service Shares

 

 

 

 

 

 

2,532,946

 

 

 

 

 

Distribution services fee--Class C Shares

 

 

 

 

 

 

928,425

 

 

 

 

 

Shareholder services fee--Institutional Shares

 

 

 

 

 

 

5,247,591

 

 

 

 

 

Shareholder services fee--Institutional Service Shares

 

 

 

 

 

 

2,110,788

 

 

 

 

 

Shareholder services fee--Class C Shares

 

 

 

 

 

 

309,475

 

 

 

 

 

Share registration costs

 

 

 

 

 

 

199,326

 

 

 

 

 

Printing and postage

 

 

 

 

 

 

122,502

 

 

 

 

 

Insurance premiums

 

 

 

 

 

 

4,972

 

 

 

 

 

Miscellaneous

 

 

 

 

 

 

23,697

 

 

 

 

 

TOTAL EXPENSES

 

 

 

 

 

 

21,710,992

 

 

 

 

 

           


       

Waivers and Reimbursement:

 

 

 

 

 

 

 

 

 

 

 

 

Waiver of management fee

 

$

(18,530

)

 

 

 

 

 

 

 

 

Waiver of distribution services fee--Institutional Service Shares

 

 

(1,857,494

)

 

 

 

 

 

 

 

 

Waiver of shareholder services fee--Institutional Shares

 

 

(5,247,591

)

 

 

 

 

 

 

 

 

Waiver of shareholder services fee--Institutional Service Shares

 

 

(253,295

)

 

 

 

 

 

 

 

 

Reimbursement of management fee

 

 

(2,239

)

 

 

 

 

 

 

 

 

   


               

TOTAL WAIVERS AND REIMBURSEMENT

 

 

 

 

 

 

(7,379,149

)

 

 

 

 

           


       

Net Expenses

 

 

 

 

 

 

 

 

 

 

14,331,843

 

                   


Net investment income

 

 

 

 

 

 

 

 

 

 

26,076,297

 

                   


Realized and Unrealized Gain (Loss) on Investments and Futures Contracts:

 

 

 

 

 

 

 

 

 

 

 

 

Net realized loss on investments and futures contracts

 

 

 

 

 

 

 

 

 

 

(55,332,209

)

Net change in unrealized appreciation of investments and futures contracts

 

 

 

 

 

 

 

 

 

 

165,251,784

 

                   


Net realized and unrealized gain on investments and futures contracts

 

 

 

 

 

 

 

 

 

 

109,919,575

 

                   


Change in net assets resulting from operations

 

 

 

 

 

 

 

 

 

$

135,995,872

 

                   


See Notes which are an integral part of the Financial Statements

Statement of Changes in Net Assets

Year Ended October 31         2000             1999    
Increase (Decrease) in Net Assets                
Operations:                
Net investment income   $ 26,076,297     $ 27,142,924  
Net realized gain (loss) on investments and futures contracts ($(50,697,204) and $26,799,393, respectively, as computed for federal tax purposes)     (55,332,209 )     27,327,240  
Net change in unrealized appreciation of investments and futures contracts     165,251,784       454,485,986  
   


 


CHANGE IN NET ASSETS RESULTING FROM OPERATIONS     135,995,872       508,956,150  
   


 


Distributions to Shareholders:                
Distributions from net investment income                
Institutional Shares     (19,943,739 )     (19,497,540 )
Institutional Service Shares     (5,533,273 )     (5,207,706 )
Class C Shares     (44,237 )     (111,070 )
Distributions from net realized gains on investments and futures contracts                
Institutional Shares     (18,029,897 )     (13,803,989 )
Institutional Service Shares     (6,740,115 )     (4,665,973 )
Class C Shares     (866,468 )     (161,153 )
   


 


CHANGE IN NET ASSETS RESULTING FROM DISTRIBUTIONS TO SHAREHOLDERS     (51,157,729 )     (43,447,431 )
   


 


Share Transactions:                
Proceeds from sale of shares     1,722,461,932       1,456,300,443  
Net asset value of shares issued to shareholders in payment of distributions declared     34,105,757       28,068,153  
Cost of shares redeemed     (1,603,637,792 )     (1,061,778,792 )
   


 


CHANGE IN NET ASSETS RESULTING FROM SHARE TRANSACTIONS     152,929,897       422,589,804  
   


 


Change in net assets     237,768,040       888,098,523  
   


 


Net Assets:                
Beginning of period     2,826,817,480       1,938,718,957  
   


 


End of period (including accumulated undistributed net investment income of $3,646,192 and $3,356,013, respectively)   $ 3,064,585,520     $ 2,826,817,480  
   


 


See Notes which are an integral part of the Financial Statements

Notes to Financial Statements

October 31, 2000

ORGANIZATION

Federated Index Trust (the "Trust") is registered under the Investment Company Act of 1940, as amended (the "Act"), as an open-end, management investment company. The Trust consists of three portfolios. The financial statements included herein are only those of Federated Max-Cap Fund (the "Fund"), a diversified portfolio. The financial statements of the other portfolios are presented separately. The assets of each portfolio are segregated and a shareholder's interest is limited to the portfolio in which shares are held. The investment objective of the Fund is to provide investment results that correspond to the aggregate price and dividend performance of publicly-traded common stocks, by duplicating the composition of the Standard & Poor's 500 Composite Stock Price Index.

SIGNIFICANT ACCOUNTING POLICIES

The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of its financial statements. These policies are in conformity with generally accepted accounting principles.

Investment Valuations

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 60 days or less at the time of purchase may be valued at amortized cost, which approximates fair market value. Investments in other open-end regulated investment companies are valued at net asset value.

Repurchase Agreements

It is the policy of the Fund 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 Fund 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.

The Fund will only enter into repurchase agreements with banks and other recognized financial institutions, such as broker/dealers, which are deemed by the Fund's manager 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 Fund could receive less than the repurchase price on the sale of collateral securities. The Fund, along with other affiliated investment companies, may utilize a joint trading account for the purpose of entering into one or more repurchase agreements.

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. Non-cash dividends included in dividend income, if any, are recorded at fair value. The Fund offers multiple classes of shares, which differ in their respective distribution and service fees. All shareholders bear the common expenses of the Fund based on average daily net assets of each class, without distinction between share classes. Dividends are declared separately for each class. No class has preferential dividend rights; differences in per share dividend rates are generally due to differences in separate class expenses.

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 book and tax differences. The following reclassifications have been made to the financial statements.

Increase (Decrease)

Paid In
Capital
   Accumulated
Net Realized
Gain
   Undistributed
Net Investment
Income
$264,850   $19   $(264,869)

Net investment income, net realized gains (losses), and net assets were not affected by this reclassification.

Federal Taxes

It is the Fund'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 provision for federal tax is necessary.

At October 31, 2000, the Fund, for federal tax purposes, had a capital loss carryforward of $50,697,204, which will reduce the Fund'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 Fund of any liability for federal tax. Pursuant to the Code, such capital loss carryforward will expire in 2008.

When-Issued and Delayed Delivery Transactions

The Fund may engage in when-issued or delayed delivery transactions. The Fund 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. Losses may occur on these transactions due to changes in market conditions or the failure of counterparties to perform under the contract.

Futures Contracts

The Fund purchases stock index futures contracts to manage cashflows, enhance yield, and to potentially reduce transaction costs. Upon entering into a stock index futures contract with a broker, the Fund is required to deposit in a segregated account a specified amount of cash or U.S. government securities. Futures contracts are valued daily and unrealized gains or losses are recorded in a "variation margin" account. Daily, the Fund receives from or pays to the broker a specified amount of cash based upon changes in the variation margin account. When a contract is closed, the Fund recognizes a realized gain or loss. For the year ended October 31, 2000, the Fund had realized losses on futures contracts of $12,695,194.

Futures contracts have market risks, including the risk that the change in the value of the contract may not correlate with changes in the value of the underlying securities.

At October 31, 2000, the Fund had outstanding futures contracts as set forth below:

Expiration Date     Contracts to Receive     Position     Unrealized
Appreciation
December 2000   305 S&P 500 Index Futures   Long   $3,229,810

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 a trade date basis.

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) for each class of shares.

Transactions in shares were as follows:

Year Ended October 31     2000     1999
Institutional Shares:     Shares             Amount         Shares             Amount    
Shares sold   35,580,041     $ 1,042,845,838     34,438,353     $ 914,112,968  
Shares issued to shareholders in payment of distributions declared   755,615       22,185,859     755,144       18,919,768  
Shares redeemed   (38,133,981 )     (1,106,664,687 )   (26,964,995 )     (715,289,313 )
   

 


 

 


NET CHANGE RESULTING FROM INSTITUTIONAL SHARE TRANSACTIONS   (1,798,325 )   $ (41,632,990 )   8,228,502     $ 217,743,423  
   

 


 

 


                             
Year Ended October 31   2000   1999
Institutional Service Shares:   Shares           Amount       Shares           Amount    
Shares sold   20,233,748     $ 592,537,593     16,555,183     $ 439,185,232  
Shares issued to shareholders in payment of distributions declared   380,962       11,150,133     356,733       8,891,933  
Shares redeemed   (15,512,216 )     (452,996,959 )   (11,882,321 )     (316,985,650 )
   

 


 

 


NET CHANGE RESULTING FROM INSTITUTIONAL SERVICE SHARE TRANSACTIONS   5,102,494     $ 150,690,767     5,029,595     $ 131,091,515  
   

 


 

 


                             
Year Ended October 31   2000   1999
Class C Share:   Shares           Amount       Shares           Amount    
Shares sold   2,998,248     $ 87,078,501     3,834,755     $ 103,002,243  
Shares issued to shareholders in payment of distributions declared   26,623       769,765     10,371       256,452  
Shares redeemed   (1,519,663 )     (43,976,146 )   (1,094,794 )     (29,503,829 )
   

 


 

 


NET CHANGE RESULTING FROM CLASS C SHARE TRANSACTIONS   1,505,208     $ 43,872,120     2,750,332     $ 73,754,866  
   

 


 

 


NET CHANGE RESULTING FROM SHARE TRANSACTIONS   4,809,377     $ 152,929,897     16,008,429     $ 422,589,804  
   

 


 

 


MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES

Management Fee

Federated Investment Management Company, the Fund's manager (the "Manager"), receives for its services an annual investment management fee equal to 0.30% of the Fund's average daily net assets. Under the terms of a sub-management agreement between the Manager and Northern Trust Quantitative Advisors, Inc. (the "Sub-Manager"), the Sub-Manager receives an annual fee from the Manager based on the average daily net assets of the Fund as follows: 0.05% on the first $100 million, 0.02% on the next $100 million, and 0.01% thereafter. The Manager may voluntarily choose to waive any portion of its fee. The Manager can modify or terminate this voluntary waiver at any time at its sole discretion.

Pursuant to an Exemptive Order issued by the Securities and Exchange Commission, the Fund may invest in Prime Value Obligations Fund, which is managed by the Manager. The Manager has agreed to reimburse certain management fees as a result of these transactions.

Shareholder Services Fee

Under the terms of a Shareholder Services Agreement with Federated Shareholder Services Company ("FSSC"), the Fund will pay FSSC up to 0.25% of average daily net assets of the Fund 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.

Distribution Services Fee

The Fund has adopted a Distribution Plan (the "Plan") pursuant to Rule 12b-1 under the Act. Under the terms of the Plan, the Fund will compensate Federated Securities Corp., ("FSC"), the principal distributor, from the net assets of the Fund to finance activities intended to result in the sale of the Fund's Institutional Service Shares and Class C Shares. The Plan provides that the Fund may incur distribution expenses according to the following schedule annually, to compensate FSC. FSC may voluntarily choose to waive any portion of its fee. FSC can modify or terminate this voluntary waiver at any time at its sole discretion.

Share Class Name

   

Percentage of Average Daily
Net Assets of Class

Institutional Service Shares

 

0.30%

Class C Shares

 

0.75%

Transfer and Dividend Disbursing Agent Fees and Expenses

Federated Services Company ("FServ"), through its subsidiary FSSC, serves as transfer and dividend disbursing agent for the Fund. 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 Fund's accounting records for which it receives a fee. The fee is based on the level of the Fund'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 (and in-kind contributions), for the year ended October 31, 2000, were as follows:

Purchases

   

$512,381,763

Sales

 

$313,786,832

     

Report of Ernst & Young LLP, Independent Auditors

TO THE BOARD OF TRUSTEES OF FEDERATED INDEX TRUST AND SHAREHOLDERS OF FEDERATED MAX-CAP FUND:

We have audited the accompanying statement of assets and liabilities, including the portfolios of investments of the Federated Max-Cap Fund (one of the portfolios constituting the Federated Index Trust) as of October 31, 2000, and the related statement of operations for the year then ended, the statements 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 Funds' 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 auditing standards generally accepted in the United States. 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 October 31, 2000, by correspondence with the custodian. 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 the Federated Max-Cap Fund of the Federated Index Trust at October 31, 2000, 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 accounting principles generally accepted in the United States.

/s/ Ernst & Young LLP

December 15, 2000
Boston, Massachusetts




A Statement of Additional Information (SAI) dated December 31, 2000 is incorporated by reference into this prospectus. Additional information about the Fund and its investments is contained in the Fund's SAI and Annual and Semi-Annual Reports to shareholders as they become available. The Annual Report's Management's Discussion of Fund Performance discusses market conditions and investment strategies that significantly affected the Fund's performance during its last fiscal year. To obtain the SAI, Annual Report, Semi-Annual Report and other information without charge, and to 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 writing to or visiting the SEC's Public Reference Room in Washington, DC. You may also access Fund information from the EDGAR Database on the SEC's Internet site at http://www.sec.gov. You can purchase copies of this information by contacting the SEC by email at publicinfo@sec.gov or by writing to the SEC's Public Reference Section, Washington, DC 20549-0102. Call 1-202-942-8090 for information on the Public Reference Room's operations and copying fees.

</R>

FEDERATED World-Class Investment Manager®

Federated Max-Cap Fund
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. 811-6061

Cusip 31420E403

<R>

0032104A-SS (12/00)

</R>

Federated is a registered mark of Federated Investors, Inc.
2000 ©Federated Investors, Inc.




FEDERATED World-Class Investment Manager®

Federated Max-Cap Fund

A Portfolio of Federated Index Trust

PROSPECTUS

<R>

December 31, 2000

</R>

CLASS C SHARES

<R>

A mutual fund seeking to provide investment results that correspond to the aggregate price and dividend performance of publicly traded common stocks by duplicating the composition of the Standard & Poor's 500 Composite Stock Price Index. The Fund is neither sponsored by nor affiliated with Standard & Poor's.

</R>

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

CONTENTS

<R>

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?   5
How is the Fund Sold?   7
How to Purchase Shares   7
How to Redeem and Exchange Shares   9
Account and Share Information   12

Who Manages the Fund?

  13
Financial Information   14
Report of Ernst & Young LLP, Independent Auditors   39

</R>

 

NOT FDIC INSURED
MAY LOSE VALUE
NO BANK GUARANTEE

Risk/Return Summary

WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

The Fund's investment objective is to provide investment results that correspond to the aggregate price and dividend performance of publicly-traded common stocks, by duplicating the composition of the Standard & Poor's 500 Composite Stock Price Index (Index). 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 invests at least 80% of its assets in the large capitalization common stocks comprising the Index.

WHAT ARE THE MAIN RISKS OF INVESTING IN THE FUND?

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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:

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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.

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Risk/Return Bar Chart and Table

[Graphic Representation Omitted--See Appendix]

The bar chart shows the Fund's Class C Shares total return on a calendar year-end basis.

The total returns displayed for the Fund's Class C Shares do not reflect the payment of any sales charges or recurring shareholder account fees. If these charges or fees had been included, the returns shown would have been lower.

The Fund's Class C Shares total return for the nine-month period from January 1, 2000 to September 30, 2000 was (2.54%).

Within the period shown in the chart, the Fund's Class C Shares highest quarterly return was 20.87% (quarter ended December 31, 1998). Its lowest quarterly return was (10.20%) (quarter ended September 30, 1998).

Average Annual Total Return Table

The following table represents the Fund's Class C Shares Average Annual Total Returns, reduced to reflect applicable sales charges, for the calendar periods ended December 31, 1999. The table shows the Fund's Class C Shares total returns averaged over a period of years relative to the Standard & Poor's 500 Index, a broad based market index. Total returns for the index shown do not reflect sales charges, expenses or other fees that the SEC requires to be reflected in the Fund's performance. Index is unmanaged, and it is not possible to invest directly in an index.

Calendar Period     Fund     S&P 500
1 Year   18.26%   21.05%
Start of Performance1   24.39%   26.15%

1 The Fund's Class C Shares start of performance date was November 10, 1997.

Past performance is no guarantee of future results. This information provides you with historical performance information so that you can analyze whether the Fund's investment risks are balanced by its potential returns.

What are the Fund's Fees and Expenses?

FEDERATED MAX-CAP FUND

FEES AND EXPENSES

This table describes the fees and expenses that you may pay if you buy and hold the Fund's Class C Shares.

Shareholder Fees        
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)   1.00%
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 Waiver)1      
Expenses That are Deducted From Fund Assets (as a percentage of average net assets)    
Management Fee2   0.30%
Distribution (12b-1) Fee   0.75%
Shareholder Services Fee   0.25%
Other Expenses   0.04%
Total Annual Fund Operating Expenses   1.34%



1 Although not contractually obligated to do so, the manager waived certain amounts. These are shown below along with the net expenses the Fund actually paid for the fiscal year ended October 31, 2000.

Total Waiver of Fund Expenses

  0.00%

Total Actual Annual Fund Operating Expenses (after waiver)

  1.34%

2 The manager voluntarily waived a portion of the management fee. The manager can terminate this voluntary waiver at any time. The management fee paid by the Fund (after the voluntary waiver, which amounted to less than 0.01%) was 0.30% for the fiscal year ended October 31, 2000.

EXAMPLE

This Example is intended to help you compare the cost of investing in the Fund's Class C Shares with the cost of investing in other mutual funds.

The Example assumes that you invest $10,000 in the Fund's Class C Shares for the time periods indicated and then redeem all of your Shares at the end of those periods. Expenses assuming no redemption are also shown. The Example also assumes that your investment has a 5% return each year and that the Fund's Class C Shares operating expenses are before waiver as shown in the table and remain the same. Although your actual costs and returns may be higher or lower, based on these assumptions your costs would be:

        1 Year     3 Years     5 Years     10 Years
Expenses assuming redemption   $236   $425   $734   $1,613
Expenses assuming no redemption   $136   $425   $734   $1,613

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What are the Fund's Investment Strategies?

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The Fund pursues its investment objective by investing in the stocks of the Index in the same weights as the Index. This is called a "full replication" strategy. Market capitalization is determined by multiplying the number of outstanding shares by the current market price per share. As of September 30, 1999, the capitalization range of the issuers comprising the Index was $397 million to $571,382 million. As of the same date, the weighted median market capitalization of the Fund was $81,563 million.

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The Fund purchases Index futures contracts in order to more closely track the performance of the Index, while maintaining cash equivalent positions as necessary for the Fund's operations.

What are the Principal Securities in Which the Fund Invests?

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 may invest.

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.

STOCK INDEX FUTURES

Stock index futures provide for the future sale by one party and purchase by another party of a specified amount of an index at a price, date, and time specified when the contract is made. Entering into a contract to buy is commonly referred to as buying or purchasing a contract or holding a long position. Entering into a contract to sell is commonly referred to as selling a contract or holding a short position. Futures are considered to be commodity contracts.

What are the Specific Risks of Investing in the Fund?

STOCK MARKET RISKS

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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 Fund's investment in stock index futures will be subject to the same risk.

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SECTOR RISKS

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Companies with similar characteristics may be grouped together in broad categories called sectors. Sector risk is the possibility that a certain sector may underperform other sectors or the market as a whole. As the Manager allocates more of the Fund's portfolio holdings to a particular sector, the Fund's performance will be more susceptible to any economic, business or other developments which generally affect that sector.

What do Shares Cost?

You can purchase, redeem or exchange Shares any day the New York Stock Exchange (NYSE) is open. When the Fund receives your transaction request in proper form (as described in this prospectus) 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.

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The Fund generally values 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).

Futures contracts and options are generally 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 generally 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 following table summarizes the minimum required investment amount and the maximum sales charge, if any, that you will pay on an investment in the Fund. Keep in mind that investment professionals may charge you fees for their services in connection with your Share transactions.

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            Maximum Sales Charge
Shares Offered     Minimum
Initial/Subsequent
Investment Amounts1
    Front-End
Sales Charge
    Contingent
Deferred
Sales Charge2
Class C   $1,500/$100   None   1.00%

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1 The minimum initial and subsequent investment amounts for retirement plans are $250 and $100, respectively. The minimum subsequent investment amounts for Systematic Investment Programs is $50. Investment professionals may impose higher or lower minimum investment requirements on their customers than those imposed by the Fund.

2 See "Sales Charge When You Redeem."

SALES CHARGE WHEN YOU REDEEM

Your redemption proceeds may be reduced by a sales charge, commonly referred to as a contingent deferred sales charge (CDSC).

Class C Shares
You will pay a 1% CDSC if you redeem Shares within one year of the purchase date.

You will not be charged a CDSC when redeeming Shares:

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If your redemption qualifies, you or your investment professional should notify the Distributor at the time of redemption to eliminate the CDSC. If the Distributor is not notified, the CDSC will apply.

To keep the sales charge as low as possible, the Fund redeems your Shares in this order:

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The CDSC is then calculated using the share price at the time of purchase or redemption, whichever is lower.

How is the Fund Sold?

The Fund offers three share classes: Institutional Shares, Institutional Service Shares, and Class C Shares, each representing interests in a single portfolio of securities. This prospectus relates only to Class C Shares. Each share class has different expenses, which affect their performance. Contact your investment professional or call 1-800-341-7400 for more information concerning the other classes.

The Fund's Distributor, Federated Securities Corp., markets the Shares described in this prospectus to institutions acting on behalf of their customers or to individuals, directly or through investment professionals.

When the Distributor receives marketing fees, it may pay some or all of them to investment professionals. 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).

RULE 12B-1 PLAN

The Fund has adopted a Rule 12b-1 Plan, which allows it to pay marketing fees to the Distributor and investment professionals for the sale, distribution and customer servicing of the Fund's Class C Shares. Because these Shares pay marketing fees on an ongoing basis, your investment cost may be higher over time than other shares with different marketing fees.

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

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

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In order to maximize the Fund's ability to track the Index, investors are urged to transmit purchase requests prior to 2:00 p.m. (Eastern time).

DIRECTLY FROM THE FUND

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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 incurred by the Fund or Federated Shareholder Services Company, the Fund's transfer agent.

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).

THROUGH AN EXCHANGE

You may purchase Shares through an exchange from the same Share class of another Federated Fund. You must meet the minimum initial investment requirement for purchasing Shares and both accounts must have identical registrations.

BY SYSTEMATIC INVESTMENT PROGRAM

Once you have opened an account, you may automatically purchase additional Shares on a regular basis by completing the Systematic Investment Program (SIP) section of the New Account Form or by contacting the Fund or your investment professional. The minimum investment amount for SIPs is $50.

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BY AUTOMATED CLEARING HOUSE (ACH)

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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 and Exchange Shares

You should redeem or exchange Shares:

THROUGH AN INVESTMENT PROFESSIONAL

Submit your redemption or exchange 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

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You may redeem or exchange Shares by simply calling the Fund at 1-800-341-7400. 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.

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By Mail

You may redeem or exchange 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:

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

Signature Guarantees

Signatures must be guaranteed if:

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:

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:

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.

EXCHANGE PRIVILEGE

You may exchange Shares of the Fund into Shares of the same class of another Federated Fund. To do this, you must:

An exchange is treated as a redemption and a subsequent purchase, and is a taxable transaction.

The Fund may modify or terminate the exchange privilege at any time. The Fund's management or investment adviser may determine from the amount, frequency and pattern of exchanges that a shareholder is engaged in excessive trading that is detrimental to the Fund and other shareholders. If this occurs, the Fund may terminate the availability of exchanges to that shareholder and may bar that shareholder from purchasing other Federated Funds.

SYSTEMATIC WITHDRAWAL/EXCHANGE PROGRAM

You may automatically redeem or exchange Shares in a minimum amount of $100 on a regular basis. Complete the appropriate section of the New Account Form or an Account Service Options Form or contact your investment professional or the Fund. Your account value must meet the minimum initial investment amount at the time the program is established. This program may reduce, and eventually deplete, your account. Payments should not be considered yield or income.

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 and pays any dividends quarterly to shareholders. Dividends are paid to all shareholders invested in the Fund on the record date. The record date is the date on which a shareholder must officially own Shares in order to earn a dividend.

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 dividend or 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 dividend or 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, 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 both dividends and capital gains. Redemptions are taxable sales. Please consult your tax adviser regarding your federal, state, and local tax liability.

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Who Manages the Fund?

The Board of Trustees governs the Fund. The Board selects and oversees the Manager, Federated Investment Management Company. The Manager, in turn, oversees the management of the Fund's assets by the Sub-Manager, Northern Trust Quantitative Advisors, Inc. The Manager's responsibilities include selecting the Sub-Manager and continued review and evaluation of the Sub-Manager's performance. The Manager's address is Federated Investors Tower, 1001 Liberty Avenue, Pittsburgh, PA 15222-3779.

The Manager has delegated daily management of the Fund's assets to the Sub-Manager, who is paid by the Manager and not by the Fund, based on net assets under management. The Sub-Manager develops, maintains and runs the computer program designed to determine which securities are purchased and sold to replicate the composition of the Index. The Sub-Manager has complete discretion, subject to the Manager's oversight, to purchase and sell portfolio securities for the Fund. The Sub-Manager's address is 50 South LaSalle Street, Chicago, IL 60675. The Sub-Manager is a subsidiary of Northern Trust Company and is an investment manager primarily to corporate defined benefit and defined contribution plans as well as public pension funds, insurance companies and tax-exempt foundations and endowments. These plans had as of September 30, 2000, placed approximately $72.6 billion in assets with the Sub-Manager. Since 1973, the Sub-Manager has developed and managed a family of equity and bond index funds in which some 681 nationwide non-financial institution clients invest. In total, the Sub-Manager manages 77 commingled/common trust funds. The Northern Trust Company is a subsidiary of Northern Trust Corporation, a bank holding company with subsidiaries located across the United States and in several other countries. As of September 30, 2000, total assets of Northern Trust Corporation were $34.8 billion and subsidiaries of Northern Trust Corporation held trust assets under administration of $1.7 trillion.

The Manager and other subsidiaries of Federated advise approximately 176 mutual funds and separate accounts, which totaled approximately $125 billion in assets as of December 31, 1999. 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.

MANAGEMENT FEES

The Manager receives an annual investment management fee of 0.30% of the Fund's average daily net assets. The Manager may voluntarily waive a portion of its fee or reimburse the Fund for certain operating expenses.

Financial Information

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.

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

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Financial Highlights

(For a Share Outstanding Throughout Each Period)

Reference is made to the Report of Ernst & Young LLP, Independent Auditors, on Page 39.

Year Ended October 31     2000         1999         1998 1
Net Asset Value, Beginning of Period     $27.96         $22.82         $19.81    
Income From Investment Operations:                  
Net investment income (loss)   (0.00 ) 2   0.07     0.12  
Net realized and unrealized gain on investment and futures contracts   1.21     5.35     3.66  
   

 

 

TOTAL FROM INVESTMENT OPERATIONS   1.21     5.42     3.78  
   

 

 

Less Distributions:                  
Distributions from net investment income   (0.01 )   (0.06 )   (0.15 )
Distributions from net realized gain on investments and futures contracts   (0.25 )   (0.22 )   (0.62 )
   

 

 

TOTAL DISTRIBUTIONS   (0.26 )   (0.28 )   (0.77 )
   

 

 

Net Asset Value, End of Period     $28.91         $27.96         $22.82    
   

 

 

Total Return3   4.35 %   23.94 %   19.57 %
                   
Ratios to Average Net Assets:                  
Expenses   1.34 %   1.32 %   1.32 %4
Net investment income (loss)   (0.03 )%   0.18 %   0.35 %4
Expense waiver/reimbursement6   0.00 %5   0.03 %   0.02 %4
Supplemental Data:                  
Net assets, end of period (000 omitted)   $142,999     $96,251     $15,784  
Portfolio turnover   11 %   3 %   3 %

1 Reflects operations for the period from November 10, 1997 (date of initial public investment) to October 31, 1998.

2 Amount represents less than $0.01 per share.

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

4 Computed on an annualized basis.

5 Amount represents less than 0.01%.

6 This voluntary expense decrease is reflected in both the expense and the net investment income (loss) ratios shown above.

See Notes which are an integral part of the Financial Statements

Portfolio of Investments

OCTOBER 31, 2000
Shares              Value
      COMMON STOCKS--96.4%1      
      Basic Materials--1.9%      
  54,000   Air Products & Chemicals, Inc.   $ 2,014,875
  78,600   Alcan Aluminum, Ltd.     2,480,812
  203,888   Alcoa, Inc.     5,849,037
  19,096   Allegheny Technologies Inc.     386,694
  148,878   Archer-Daniels-Midland Co.     1,637,658
  93,200   Barrick Gold Corp.     1,246,550
  12,500   Bemis Co., Inc.     323,437
  31,100 2 Bethlehem Steel Corp.     89,412
  13,500   Boise Cascade Corp.     387,281
  159,700   Dow Chemical Co.     4,890,812
  245,482   Du Pont (E.I.) de Nemours & Co.     11,138,746
  18,025   Eastman Chemical Co.     772,822
  30,180   Ecolab, Inc.     1,182,679
  30,062   Engelhard Corp.     627,544
  7,200 2 FMC Corp.     547,200
  36,000   Freeport-McMoRan Copper & Gold, Inc., Class B     285,750
  40,100   Georgia-Pacific Corp.     1,077,687
  15,800 2 Grace (W.R.) & Co.     60,237
  12,300   Great Lakes Chemical Corp.     410,512
  25,300   Hercules, Inc.     463,306
  61,900   Homestake Mining Co.     255,338
  42,800   Inco Ltd.     660,725
  23,500   International Flavors & Fragrances, Inc.     393,625
  113,849   International Paper Co.     4,169,720
  24,500   Louisiana-Pacific Corp.     208,250
  24,100   Mead Corp.     697,394
  39,557   Newmont Mining Corp.     536,492
  19,100   Nucor Corp.     662,531
  40,900   PPG Industries, Inc.     1,825,163
  39,900 2 Pactiv Corp.     418,950
  18,507   Phelps Dodge Corp.     865,202
  77,100   Placer Dome, Inc.     626,438
  6,700   Potlatch Corp.     224,450
  37,200   Praxair, Inc.     1,385,700
  50,973   Rohm & Haas Co.     1,532,376
  19,000   Sigma-Aldrich Corp.     679,250
  12,000   Temple-Inland, Inc.     537,000
  20,920   USX-U.S. Steel Group, Inc.     333,413
  31,800   Union Carbide Corp.     1,367,400
  23,800   Vulcan Materials Co.     999,600
  23,650   Westvaco Corp.     674,025
  51,800   Weyerhaeuser Co.     2,431,363
  25,700   Willamette Industries, Inc.     933,231
  20,150   Worthington Industries, Inc.     192,684
         

      TOTAL     58,483,371
         

      Capital Goods--9.0%      
  46,300 2 Allied Waste Industries, Inc.     428,275
  45,800 2 American Power Conversion Corp.     592,537
  26,300   Avery Dennison Corp.     1,328,150
  6,900   Ball Corp.     242,362
  211,208   Boeing Co.     14,322,542
  5,100   Briggs & Stratton Corp.     182,006
  81,400   Caterpillar, Inc.     2,854,087
  21,900   Cooper Industries, Inc.     837,675
  207,600   Corning, Inc.     15,881,400
  14,275   Crane Co.     373,826
  29,700   Crown Cork & Seal Co., Inc.     271,012
  9,800   Cummins Engine Co., Inc.     333,200
  33,400   Danaher Corp.     2,108,375
  55,200   Deere & Co.     2,032,050
  47,800   Dover Corp.     2,028,512
  17,200   Eaton Corp.     1,170,675
  100,600   Emerson Electric Co.     7,387,812
  17,800   Fluor Corp.     623,000
  46,740   General Dynamics Corp.     3,344,831
  2,331,700   General Electric Co.     127,806,306
  23,900   Goodrich (B.F.) Co.     978,406
  188,587   Honeywell International, Inc.     10,148,338
  20,700   ITT Industries, Inc.     674,044
  71,100   Illinois Tool Works, Inc.     3,950,494
  37,900   Ingersoll-Rand Co.     1,430,725
  20,200   Johnson Controls, Inc.     1,204,425
  100,476   Lockheed Martin Corp.     3,602,065
  14,200   McDermott International, Inc.     137,563
  10,900   Millipore Corp.     572,250
  93,100   Minnesota Mining & Manufacturing Co.     8,995,788
  46,225   Molex, Inc.     2,496,150
  9,600   National Service Industries, Inc.     196,200
  13,970 2 Navistar International Corp.     461,883
  16,900   Northrop Grumman, Corp.     1,419,600
  34,400 2 Owens-Illinois, Inc.     204,250
  17,980   PACCAR, Inc.     756,284
  29,033   Pall Corp.     626,024
  26,400   Parker-Hannifin Corp.     1,092,300
  60,100   Pitney Bowes, Inc.     1,784,219
  17,300 2 Power-One, Inc.     1,227,219
  43,600   Rockwell International Corp.     1,714,025
  35,600 2 Sanmina Corp.     4,069,525
  19,700 2 Sealed Air Corp.     948,063
  141,600 2 Solectron Corp.     6,230,400
  33,800   Textron, Inc.     1,704,788
  40,800 2 Thermo Electron Corp.     1,183,200
  13,600   Thomas & Betts Corp.     205,700
  14,300   Timken Co.     201,094
  396,694   Tyco International Ltd.     22,487,591
  110,200   United Technologies Corp.     7,693,338
  146,328   Waste Management, Inc.     2,926,560
         

      TOTAL     275,471,144
         

      Communication Services--6.2%      
  884,282   AT&T Corp.     20,504,289
  74,300   Alltel Corp.     4,787,706
  65,511 2 Avaya, Inc.     880,299
  441,200   BellSouth Corp.     21,315,475
  33,100   CenturyTel, Inc.     1,274,350
  207,320 2 Global Crossing Ltd.     4,897,935
  179,200 2 NEXTEL Communications, Inc., Class A     6,888,000
  391,005 2 Qwest Communications International, Inc.     19,012,618
  797,926   SBC Communications, Inc.     46,030,356
  208,300   Sprint Corp.     5,311,650
  218,500 2 Sprint PCS Group     8,330,313
  639,888   Verizon Communications     36,993,525
  676,345 2 WorldCom, Inc.     16,063,194
         

      TOTAL     192,289,710
         

      Consumer Cyclicals--6.5%      
  15,200   American Greetings Corp., Class A     276,450
  9,500   Armstrong World Industries, Inc.     27,312
  30,000 2 AutoZone, Inc.     804,375
  66,500 2 Bed Bath & Beyond, Inc.     1,716,531
  48,700 2 Best Buy Co., Inc.     2,444,131
  19,600   Black & Decker Corp.     737,450
  21,500   Block (H&R), Inc.     767,281
  20,500   Brunswick Corp.     398,469
  138,730   Carnival Corp., Class A     3,442,238
  170,907 2 Cendant Corp.     2,050,884
  13,900   Centex Corp.     514,300
  48,300   Circuit City Stores, Inc.     639,975
  26,200 2 Consolidated Stores Corp.     311,125
  36,200 2 Convergys Corp.     1,576,962
  17,100   Cooper Tire & Rubber Co.     187,031
  105,200   Costco Wholesale Corp.     3,852,950
  35,145   Dana Corp.     779,780
  131,805   Delphi Auto Systems Corp.     2,067,691
  22,000   Dillards, Inc., Class A     231,000
  77,402   Dollar General Corp.     1,199,731
  20,600   Dow Jones & Co.     1,212,825
  49,000 2 Federated Department Stores, Inc.     1,595,562
  445,600   Ford Motor Co.     11,641,300
  62,100   Gannett Co., Inc.     3,601,800
  200,075   Gap (The), Inc.     5,164,436
  126,300   General Motors Corp.     7,846,387
  41,150   Genuine Parts Co.     877,009
  36,800   Goodyear Tire & Rubber Co.     680,800
  17,200   Harcourt General, Inc.     964,060
  71,200   Harley Davidson, Inc.     3,430,950
  27,450 2 Harrah's Entertainment, Inc.     785,756
  40,600   Hasbro, Inc.     436,450
  86,800   Hilton Hotels Corp.     824,600
  545,150   Home Depot, Inc.     23,441,450
  70,000   IMS Health, Inc.     1,653,750
  72,500   Interpublic Group Cos., Inc.     3,112,969
  113,000 2 K Mart Corp.     670,938
  11,300   Kaufman & Broad Homes Corp.     336,175
  17,800   Knight-Ridder, Inc.     894,450
  77,600 2 Kohl's Corp.     4,204,950
  46,300   Leggett and Platt, Inc.     758,163
  101,580   Limited, Inc.     2,564,895
  12,500   Liz Claiborne, Inc.     531,250
  90,100   Lowe's Cos., Inc.     4,116,444
  56,500   Marriott International, Inc., Class A     2,288,250
  107,600   Masco Corp.     2,010,775
  100,325   Mattel, Inc.     1,297,955
  70,000   May Department Stores Co.     1,837,500
  18,300   Maytag Corp.     523,838
  45,800   McGraw-Hill Cos., Inc.     2,939,788
  11,900   Meredith Corp.     377,825
  38,200   Moody's Corp.     1,005,138
  39,300   New York Times Co., Class A     1,444,275
  63,500   Nike, Inc., Class B     2,536,031
  30,700   Nordstrom, Inc.     504,631
  72,000 2 Office Depot, Inc.     598,500
  41,800   Omnicom Group, Inc.     3,856,050
  61,600   Penney (J.C.) Co., Inc.     719,950
  9,500   Pulte Corp.     316,469
  43,760   RadioShack Corp.     2,609,190
  13,400 2 Reebok International Ltd.     288,938
  7,700   Russell Corp.     123,200
  80,700   Sears, Roebuck & Co.     2,399,211
  38,300   Sherwin-Williams Co.     830,631
  13,800   Snap-On Tools Corp.     352,763
  4,200   Springs Industries, Inc., Class A     98,963
  20,300   Stanley Works     540,488
  106,900 2 Staples, Inc.     1,523,325
  68,900   TJX Cos., Inc.     1,877,525
  29,200   TRW, Inc.     1,226,400
  214,200   Target Corp.     5,917,275
  34,200   Tiffany & Co.     1,459,913
  48,000 2 Toys `R' Us, Inc.     825,000
  72,600   Tribune Co.     2,690,738
  27,000   V.F. Corp.     737,438
  30,814   Visteon Corp.     545,023
  1,051,400   Wal-Mart Stores, Inc.     47,707,275
  16,800   Whirlpool Corp.     730,800
         

      TOTAL     200,114,106
         

      Consumer Staples--10.4%      
  13,100   Alberto-Culver Co., Class B     439,669
  99,661   Albertsons, Inc.     2,360,720
  213,300   Anheuser-Busch Cos., Inc.     9,758,475
  55,900   Avon Products, Inc.     2,711,150
  16,100   Brown-Forman Corp., Class B     980,087
  92,000   CVS Corp.     4,870,250
  99,100   Campbell Soup Co.     2,898,675
  65,450   Cardinal Health, Inc.     6,201,387
  137,900 2 Clear Channel Communications, Inc.     8,282,619
  55,300   Clorox Co.     2,467,762
  583,100   Coca-Cola Co.     35,204,662
  98,500   Coca-Cola Enterprises, Inc.     1,809,937
  135,200   Colgate-Palmolive Co.     7,944,352
  213,000 2 Comcast Corp., Class A     8,679,750
  125,500   ConAgra, Inc.     2,682,562
  8,700   Coors Adolph Co., Class B     554,081
  28,800   Darden Restaurants, Inc.     648,000
  17,000   Deluxe Corp.     383,562
  490,700   Disney (Walt) Co.     17,573,194
  28,700   Donnelley (R.R.) & Sons Co.     617,050
  48,200   Fort James Corp.     1,587,587
  36,900   Fortune Brands, Inc.     1,086,244
  67,200   General Mills, Inc.     2,805,600
  247,800   Gillette Co.     8,642,025
  81,800   Heinz (H.J.) Co.     3,430,488
  32,200   Hershey Foods Corp.     1,748,863
  95,500   Kellogg Co.     2,423,313
  126,648   Kimberly-Clark Corp.     8,358,768
  194,400 2 Kroger Co., Inc.     4,386,150
  8,900   Longs Drug Stores Corp.     194,688
  310,900   McDonald's Corp.     9,637,900
  66,926   McKesson HBOC, Inc.     1,878,111
  76,800   Nabisco Group Holdings Corp.     2,217,600
  62,744   Newell Rubbermaid, Inc.     1,203,901
  339,700   PepsiCo, Inc.     16,454,219
  530,200   Philip Morris Cos., Inc.     19,418,575
  307,900   Procter & Gamble Co.     21,995,606
  31,200   Quaker Oats Co.     2,544,750
  72,300   Ralston Purina Co.     1,753,275
  117,000 2 Safeway, Inc.     6,398,438
  204,700   Sara Lee Corp.     4,413,844
  102,800   Seagram Co. Ltd.     5,872,450
  44,000 2 Starbucks Corp.     1,966,250
  31,200   SUPERVALU, Inc.     479,700
  78,400   Sysco Corp.     4,091,500
  311,580   Time Warner, Inc.     23,652,038
  34,330 2 Tricon Global Restaurants, Inc.     1,029,900
  13,600   Tupperware Corp.     232,900
  38,200   UST, Inc.     964,550
  134,553   Unilever N.V., ADR     6,836,974
  356,993 2 Viacom, Inc., Class B     20,303,977
  237,800   Walgreen Co.     10,849,625
  26,700   Wendy's International, Inc.     580,725
  33,200   Winn-Dixie Stores, Inc.     639,100
  26,800   Wrigley (Wm.), Jr. Co.     2,122,225
         

      TOTAL     319,269,803
         

      Energy--5.8%      
  107,500 2 AES Corp.     6,073,750
  21,200   Amerada-Hess Corp.     1,314,400
  57,234   Anadarko Petroleum Corp.     3,665,838
  28,800   Apache Corp.     1,593,000
  16,500   Ashland, Inc.     540,375
  77,890   Baker Hughes, Inc.     2,677,469
  50,765   Burlington Resources, Inc.     1,827,540
  153,600   Chevron Corp.     12,614,400
  146,579   Conoco, Inc., Class B     3,985,116
  30,000   Devon Energy Corp.     1,512,000
  820,179   Exxon Mobil Corp.     73,149,714
  104,900   Halliburton Co.     3,887,856
  22,176   Kerr-McGee Corp.     1,448,370
  34,400 2 Nabors Industries, Inc.     1,750,960
  86,800   Occidental Petroleum Corp.     1,725,150
  60,000   Phillips Petroleum Co.     3,705,000
  22,200 2 Rowan Companies, Inc.     559,163
  504,800   Royal Dutch Petroleum Co., ADR     29,972,500
  134,200   Schlumberger Ltd.     10,215,975
  20,537   Sunoco, Inc.     614,826
  129,800   Texaco, Inc.     7,666,313
  34,000   Tosco Corp.     973,250
  49,577   Transocean Sedco Forex, Inc.     2,627,581
  73,500   USX--Marathon Group     1,998,281
  57,200   Unocal Corp.     1,951,950
         

      TOTAL     178,050,777
         

      Financials--15.0%      
  62,400   AFLAC, Inc.     4,559,100
  60,075   AON Corp.     2,489,358
  172,810   Allstate Corp.     6,955,602
  313,500   American Express Co.     18,810,000
  59,430   American General Corp.     4,784,115
  544,724   American International Group, Inc.     53,382,952
  88,700   Amsouth Bancorporation     1,236,256
  171,432   Associates First Capital Corp., Class A     6,364,413
  94,100   BB&T Corp.     2,999,437
  272,085   Bank One Corporation     9,931,102
  386,692   Bank of America Corp.     18,585,384
  173,800   Bank of New York Co., Inc.     10,004,362
  25,356   Bear Stearns Cos., Inc.     1,537,207
  37,100   CIGNA Corp.     4,524,345
  61,800   CIT Group, Inc., Class A     1,077,637
  46,200   Capital One Financial Corp.     2,916,375
  49,475   Charter One Financial, Inc.     1,134,833
  308,110   Chase Manhattan Corp.     14,019,005
  41,100   Chubb Corp.     3,470,381
  37,900   Cincinnati Financial Corp.     1,392,825
  1,059,100   Citigroup, Inc.     55,735,137
  36,850   Comerica, Inc.     2,222,516
  76,561   Conseco, Inc.     531,142
  26,900   Countrywide Credit Industries, Inc.     1,007,069
  237,200   Federal National Mortgage Association     18,264,400
  163,600   Federal Home Loan Mortgage Corp.     9,816,000
  109,500   Fifth Third Bancorp     5,625,562
  231,898   First Union Corp.     7,029,408
  225,567   Firstar Corp.     4,440,850
  212,491   Fleet Boston Financial Corp.     8,074,658
  57,300   Franklin Resources, Inc.     2,454,732
  37,200   Golden West Financial Corp.     2,085,525
  52,800   Hartford Financial Services Group, Inc.     3,930,300
  111,159   Household International, Inc.     5,592,687
  59,136   Huntington Bancshares, Inc.     850,080
  37,400   J.P. Morgan & Co., Inc.     6,189,700
  24,237   Jefferson-Pilot Corp.     1,666,294
  101,300   KeyCorp     2,500,844
  57,200   Lehman Brothers Holdings, Inc.     3,689,400
  44,900   Lincoln National Corp.     2,172,038
  23,200   Loews Corp.     2,109,750
  23,100   MBIA Inc.     1,679,081
  200,527   MBNA Corp.     7,532,295
  25,000   MGIC Investment Corp.     1,703,125
  63,900   Marsh & McLennan Cos., Inc.     8,354,925
  114,900   Mellon Financial Corp.     5,543,925
  189,100   Merrill Lynch & Co., Inc.     13,237,000
  264,914   Morgan Stanley, Dean Witter & Co.     21,275,906
  143,000   National City Corp.     3,056,625
  32,245   Old Kent Financial Corp.     892,783
  68,000   PNC Financial Services Group     4,547,500
  34,800   PaineWebber Group, Inc.     2,479,500
  17,200   Progressive Corp., Ohio     1,689,900
  33,600   Providian Financial Corp.     3,494,400
  51,500   Regions Financial Corp.     1,213,469
  30,000   SAFECO Corp.     725,625
  325,025   Schwab (Charles) Corp.     11,416,503
  39,600   SouthTrust Corp.     1,282,050
  52,552   St. Paul Cos., Inc.     2,693,290
  38,000   State Street Corp.     4,740,120
  52,900   Stilwell Financial, Inc.     2,370,581
  40,900   Summit Bancorp     1,533,750
  70,200   SunTrust Banks, Inc.     3,426,638
  66,850   Synovus Financial Corp.     1,441,453
  28,600   T. Rowe Price Associates     1,338,838
  30,000   Torchmark Corp.     999,375
  175,565   U.S. Bancorp, Inc.     4,246,478
  56,614   UnumProvident Corp.     1,599,346
  36,500   USA Education, Inc.     2,039,438
  31,700   Union Planters Corp.     1,071,856
  47,900   Wachovia Corp.     2,586,600
  126,876   Washington Mutual, Inc.     5,582,544
  387,560   Wells Fargo Co.     17,948,873
         

      TOTAL     459,906,573
         

      Health Care--11.5%      
  364,900   Abbott Laboratories     19,271,281
  33,255   Aetna, Inc.     1,922,555
  30,900   Allergan, Inc.     2,597,531
  27,200 2 Alza Corp.     2,201,500
  306,900   American Home Products Corp.     19,488,150
  242,100 2 Amgen, Inc.     14,026,669
  12,000   Bard (C.R.), Inc.     502,500
  12,500   Bausch & Lomb, Inc.     482,031
  68,800   Baxter International, Inc.     5,654,500
  59,600   Becton, Dickinson & Co.     1,996,600
  34,800 2 Biogen, Inc.     2,094,525
  41,800   Biomet, Inc.     1,512,637
  95,700 2 Boston Scientific Corp.     1,525,219
  462,700   Bristol-Myers Squibb Co.     28,195,781
  72,200   Guidant Corp.     3,822,087
  131,407   HCA - The Healthcare Co.     5,248,067
  90,800 2 HEALTHSOUTH, Corp.     1,089,600
  39,100 2 Humana, Inc.     474,088
  327,300   Johnson & Johnson     30,152,513
  39,100 2 King Pharmaceuticals, Inc.     1,752,169
  265,900   Lilly (Eli) & Co.     23,764,813
  24,050 2 Manor Care, Inc.     401,334
  49,400 2 MedImmune, Inc.     3,229,525
  282,000   Medtronic, Inc.     15,316,125
  541,600   Merck & Co., Inc.     48,710,150
  49,000   PE Corp.-PE Biosystems Group     5,733,000
  1,486,325   Pfizer, Inc.     64,190,661
  305,526   Pharmacia Corp.     16,803,930
  27,200 2 Quintiles Transnational Corp.     379,100
  344,900   Schering Plough Corp.     17,827,019
  19,841 2 St. Jude Medical, Inc.     1,091,255
  74,100 2 Tenet Healthcare Corp.     2,913,056
  37,800   UnitedHealth Group, Inc.     4,134,375
  24,100 2 Watson Pharmaceuticals, Inc.     1,507,756
  14,800 2 Wellpoint Health Networks, Inc.     1,730,675
         

      TOTAL     351,742,777
         

      Technology--26.5%      
  181,700 2 ADC Telecommunications, Inc.     3,883,837
  23,300 2 Adaptec, Inc.     368,431
  56,400   Adobe System, Inc.     4,289,925
  73,300 2 Advanced Micro Devices, Inc.     1,658,412
  106,601 2 Agilent Technologies, Inc.     4,936,959
  93,900 2 Altera Corp.     3,844,031
  543,500 2 America Online, Inc.     27,408,705
  83,600 2 Analog Devices, Inc.     5,434,000
  19,062 2 Andrew Corp.     501,569
  76,500 2 Apple Computer, Inc.     1,496,531
  191,000 2 Applied Materials, Inc.     10,146,875
  13,600   Autodesk, Inc.     300,050
  147,700   Automatic Data Processing, Inc.     9,646,656
  58,100 2 BMC Software, Inc.     1,180,156
  52,300 2 Broadcom Corp., Class A     11,630,212
  43,400 2 Cabletron Systems, Inc.     1,177,225
  34,200 2 Ceridian Corp.     855,000
  1,670,600 2 Cisco Systems, Inc.     90,003,575
  43,700 2 Citrix Systems, Inc.     966,862
  400,161   Compaq Computer Corp.     12,168,896
  139,162   Computer Associates International, Inc.     4,435,789
  39,600 2 Computer Sciences Corp.     2,494,800
  85,900 2 Compuware Corp.     676,462
  36,700 2 Comverse Technology, Inc.     4,101,225
  53,600 2 Conexant Systems, Inc.     1,410,350
  609,000 2 Dell Computer Corp.     17,965,500
  513,274 2 EMC Corp.     45,713,466
  72,500   Eastman Kodak Co.     3,253,437
  109,800   Electronic Data Systems Corp.     5,153,737
  33,200   Equifax, Inc.     1,145,400
  95,400   First Data Corp.     4,781,925
  75,900 2 Gateway, Inc.     3,917,199
  22,100   Grainger (W.W.), Inc.     705,819
  469,600   Hewlett-Packard Co.     21,807,050
  1,580,600   Intel Corp.     71,127,000
  414,500   International Business Machines Corp.     40,828,250
  220,300 2 JDS Uniphase Corp.     17,940,681
  43,800 2 KLA-Tencor Corp.     1,480,988
  73,000 2 LSI Logic Corp.     2,399,875
  30,000 2 Lexmark Intl. Group, Class A     1,230,000
  73,200   Linear Technology Corp.     4,725,975
  786,128   Lucent Technologies, Inc.     18,326,609
  66,500 2 Maxim Integrated Products, Inc.     4,409,781
  18,800 2 Mercury Interactive Corp.     2,086,800
  132,900   Micron Technology, Inc.     4,618,275
  1,238,800 2 Microsoft Corp.     85,322,350
  513,335   Motorola, Inc.     12,801,292
  22,600 2 NCR Corp.     974,625
  41,800 2 National Semiconductor Corp.     1,086,800
  73,500 2 Network Appliance, Inc.     8,746,500
  703,240   Nortel Networks Corp.     31,997,420
  76,500 2 Novell, Inc.     688,500
  30,900 2 Novellus Systems, Inc.     1,264,969
  1,325,348 2 Oracle Corp.     43,736,484
  133,042 2 Palm, Inc.     7,126,062
  64,100 2 Parametric Technology Corp.     789,231
  87,625   Paychex, Inc.     4,967,242
  65,800 2 Peoplesoft, Inc.     2,871,553
  11,600   PerkinElmer, Inc.     1,386,200
  10,600   Polaroid Corp.     106,663
  175,400 2 Qualcomm, Inc.     11,420,184
  80,000   Raytheon Co., Class B     2,735,000
  30,399 2 Sabre Group Holdings, Inc.     1,016,467
  27,900 2 Sapient Corp.     992,194
  37,500   Scientific-Atlanta, Inc.     2,566,406
  53,900 2 Seagate Technology, Inc.     3,766,263
  98,100 2 Siebel Systems, Inc.     10,294,369
  373,500 2 Sun Microsystems, Inc.     41,411,813
  11,300   Tektronix, Inc.     805,125
  96,500 2 Tellabs, Inc.     4,818,969
  40,800 2 Teradyne, Inc.     1,275,000
  406,900   Texas Instruments, Inc.     19,963,531
  73,700 2 Unisys Corp.     939,675
  94,600 2 Veritas Software Corp.     13,340,078
  157,000   Xerox Corp.     1,324,688
  77,400 2 Xilinx, Inc.     5,606,663
  129,300 2 Yahoo, Inc.     7,580,213
         

      TOTAL     812,356,829
         

      Transportation--0.6%      
  35,300 2 AMR Corp.     1,156,075
  95,133   Burlington Northern Santa Fe     2,526,970
  51,500   CSX Corp.     1,303,594
  28,800   Delta Air Lines, Inc.     1,360,800
  67,080 2 FedEx Corp.     3,143,369
  90,300   Norfolk Southern Corp.     1,275,488
  14,000   Ryder Systems, Inc.     276,500
  117,325   Southwest Airlines Co.     3,343,763
  15,800 2 US Airways Group, Inc.     596,450
  58,300   Union Pacific Corp.     2,732,813
         

      TOTAL     17,715,822
         

      Utilities--3.0%      
  32,300   Ameren Corp.     1,283,925
  75,820   American Electric Power Co., Inc.     3,146,530
  28,500   CMS Energy Corp.     769,500
  37,600   C P & L Energy, Inc.     1,515,750
  37,440   Cinergy Corp.     1,146,600
  50,500   Coastal Corp.     3,809,594
  18,750   Columbia Energy Group     1,348,828
  49,900   Consolidated Edison Co.     1,755,856
  35,250   Constellation Energy Group     1,469,484
  33,600   DTE Energy Co.     1,213,800
  56,009   Dominion Resources, Inc.     3,336,036
  86,672   Duke Energy Corp.     7,491,711
  72,900   Dynegy, Inc., Class A     3,376,181
  6,400   Eastern Enterprises     412,000
  76,700   Edison International     1,831,212
  54,700   El Paso Energy Corp.     3,429,006
  174,000   Enron Corp.     14,278,875
  52,500   Entergy Corp.     2,011,406
  76,125   Exelon Corp.     4,577,016
  41,800   FPL Group, Inc.     2,758,800
  53,800   FirstEnergy Corp.     1,392,075
  23,200   Florida Progress Corp.     1,233,950
  28,600   GPU, Inc.     945,587
  31,600   KeySpan Corp.     1,111,925
  10,800   NICOR, Inc.     381,375
  37,800   Niagara Mohawk Holdings, Inc.     604,800
  6,900   ONEOK, Inc.     273,413
  90,800   P G & E Corp.     2,445,925
  34,091   PPL Corp.     1,404,123
  8,300   Peoples Energy Corp.     285,313
  19,900   Pinnacle West Capital Corp.     864,406
  50,500   Public Service Enterprises Group, Inc.     2,095,750
  69,260   Reliant Energy, Inc.     2,861,304
  48,057   Sempra Energy     994,179
  152,700   Southern Co.     4,485,563
  62,125   TXU Corp.     2,302,508
  104,200   Williams Cos., Inc. (The)     4,356,863
  79,885

  Xcel Energy, Inc.

    2,042,060

      TOTAL     91,043,229
         

      TOTAL COMMON STOCKS(INDENTIFIED COST $1,630,410,047)     2,956,444,141
         

Principal
Amount
or Shares

 

   

 

Value

 

 

 

SHORT-TERM U.S. GOVERNMENT OBLIGATION--0.1%3

 

 

 

$

3,000,000

 

U.S. Treasury Bill, 1/18/2001 (IDENTIFIED COST $2,961,455)

 

$

2,961,455

         

 

 

 

MUTUAL FUND--3.4%

 

 

 

 

103,539,246

 

Prime Value Obligations Fund, Class IS (at net asset value)

 

 

103,539,246

         

 

 

 

TOTAL INVESTMENTS (IDENTIFIED COST $1,736,910,748)4

 

$

3,062,944,842

         

1 The Fund purchases index futures contracts to efficiently manage cash flows resulting from shareholder purchases and redemptions, dividend and capital gain payments to shareholders and corporate actions while maintaining exposure to the index and minimizing trading costs. The total market value of open index futures contracts is $109,815,250 at October 31, 2000, which represents 3.6% of net assets. Taking into consideration these open Index futures contracts, the Fund's effective total exposure to the Index is 100%.

2 Non-income producing security.

3 Represents a security held as collateral which is used to ensure the Fund is able to satisfy the obligations of its outstanding long futures contracts.

4 The cost of investments for federal tax purposes amounts to $1,742,292,318. The net unrealized appreciation of investments on a federal tax basis amounts to $1,320,652,524 which is comprised of $1,430,405,980 appreciation and $109,753,456 depreciation at October 31, 2000.

Note: The categories of investments are shown as a percentage of net assets ($3,064,585,520) at October 31, 2000.

The following acronym is used throughout this portfolio:

ADR

--American Depositary Receipt

See Notes which are an integral part of the Financial Statements

Statement of Assets and Liabilities

October 31, 2000

Assets:                  
Total investments in securities, at value (identified cost $1,736,910,748 and tax cost $1,742,292,318)         $ 3,062,944,842  
Income receivable           2,063,193  
Receivable for shares sold           3,697,988  
Receivable for daily variation margin           1,978,213  
         


TOTAL ASSETS           3,070,684,236  
         


Liabilities:              
Payable for shares redeemed   $ 5,390,109        
Payable to Bank     2,479        
Accrued expenses     706,128        
   

       
TOTAL LIABILITIES           6,098,716  
         


Net Assets for 105,497,273 shares outstanding         $ 3,064,585,520  
         


Net Assets Consist of:              
Paid in capital         $ 1,791,996,757  
Net unrealized appreciation of investments and futures contracts           1,329,263,908  
Accumulated net realized loss on investments and futures contracts           (60,321,337 )
Accumulated undistributed net investment income           3,646,192  
         


TOTAL NET ASSETS         $ 3,064,585,520  
         


Net Asset Value, Offering Price and Redemption Proceeds Per Share              
Institutional Shares:              
Net Asset Value and Offering Price Per Share ($2,021,341,170 ÷ 69,516,521 shares outstanding)           $29.08  
Redemption Proceeds Per Share           $29.08  
Institutional Service Shares:              
Net Asset Value and Offering Price Per Share ($900,245,707 ÷ 31,033,558 shares outstanding)           $29.01  
Redemption Proceeds Per Share           $29.01  
Class C Shares:              
Net Asset Value and Offering Price Per Share ($142,998,643 ÷ 4,947,194 shares outstanding)           $28.91  
Redemption Proceeds Per Share (99/100 of $28.91)1           $28.62  

1 See "What do Shares Cost?"

See Notes which are an integral part of the Financial Statements.

Statement of Operations

Year Ended October 31, 2000

Investment Income:                              
Dividends (net of foreign taxes withheld of $105,166)                   $ 33,465,727  
Interest                     6,942,413  
                   


TOTAL INCOME                     40,408,140  
                   


Expenses:                        
Management fee           $ 9,201,425          
Custodian fees             181,025          
Transfer and dividend disbursing agent fees and expenses             543,734          
Directors'/Trustees' fees             24,376          
Auditing fees             12,164          
Legal fees             7,661          
Portfolio accounting fees             260,885          
Distribution services fee--Institutional Service Shares             2,532,946          
Distribution services fee--Class C Shares             928,425          
Shareholder services fee--Institutional Shares             5,247,591          
Shareholder services fee--Institutional Service Shares             2,110,788          
Shareholder services fee--Class C Shares             309,475          
Share registration costs             199,326          
Printing and postage             122,502          
Insurance premiums             4,972          
Miscellaneous             23,697          
           


       
TOTAL EXPENSES             21,710,992          
           


       
Waivers and Reimbursement:                        
Waiver of management fee   $ (18,530 )                
Waiver of distribution services fee--Institutional Service Shares     (1,857,494 )                
Waiver of shareholder services fee--Institutional Shares     (5,247,591 )                
Waiver of shareholder services fee--Institutional Service Shares     (253,295 )                
Reimbursement of management fee     (2,239 )                
   


               
TOTAL WAIVERS AND REIMBURSEMENT             (7,379,149 )        
           


       
Net Expenses                     14,331,843  
Net investment income                     26,076,297  
Realized and Unrealized Gain (Loss) on Investments and Futures Contracts:                        
Net realized loss on investments and futures contracts                     (55,332,209 )
Net change in unrealized appreciation of investments and futures contracts                     165,251,784  
Net realized and unrealized gain on investments and futures contracts                     109,919,575  
                   


Change in net assets resulting from operations                   $ 135,995,872  
                   


See Notes which are an integral part of the Financial Statements

Statement of Changes in Net Assets

Year Ended October 31       2000           1999    
Increase (Decrease) in Net Assets                
Operations:                
Net investment income   $ 26,076,297     $ 27,142,924  
Net realized gain (loss) on investments and futures contracts ($(50,697,204) and $26,799,393, respectively, as computed for federal tax purposes)     (55,332,209 )     27,327,240  
Net change in unrealized appreciation of investments and futures contracts     165,251,784       454,485,986  
   


 


CHANGE IN NET ASSETS RESULTING FROM OPERATIONS     135,995,872       508,956,150  
   


 


Distributions to Shareholders:                
Distributions from net investment income                
Institutional Shares     (19,943,739 )     (19,497,540 )
Institutional Service Shares     (5,533,273 )     (5,207,706 )
Class C Shares     (44,237 )     (111,070 )
Distributions from net realized gains on investments and futures contracts                
Institutional Shares     (18,029,897 )     (13,803,989 )
Institutional Service Shares     (6,740,115 )     (4,665,973 )
Class C Shares     (866,468 )     (161,153 )
   


 


CHANGE IN NET ASSETS RESULTING FROM DISTRIBUTIONS TO SHAREHOLDERS     (51,157,729 )     (43,447,431 )
   


 


Share Transactions:                
Proceeds from sale of shares     1,722,461,932       1,456,300,443  
Net asset value of shares issued to shareholders in payment of distributions declared     34,105,757       28,068,153  
Cost of shares redeemed     (1,603,637,792 )     (1,061,778,792 )
   


 


CHANGE IN NET ASSETS RESULTING FROM SHARE TRANSACTIONS     152,929,897       422,589,804  
   


 


Change in net assets     237,768,040       888,098,523  
Net Assets:                
Beginning of period     2,826,817,480       1,938,718,957  
   


 


End of period (including accumulated undistributed net investment income of $3,646,192 and $3,356,013, respectively)   $ 3,064,585,520     $ 2,826,817,480  
   


 


See Notes which are an integral part of the Financial Statements

Notes to Financial Statements

October 31, 2000

ORGANIZATION

Federated Index Trust (the "Trust") is registered under the Investment Company Act of 1940, as amended (the "Act"), as an open-end, management investment company. The Trust consists of three portfolios. The financial statements included herein are only those of Federated Max-Cap Fund (the "Fund"), a diversified portfolio. The financial statements of the other portfolios are presented separately. The assets of each portfolio are segregated and a shareholder's interest is limited to the portfolio in which shares are held. The investment objective of the Fund is to provide investment results that correspond to the aggregate price and dividend performance of publicly-traded common stocks, by duplicating the composition of the Standard & Poor's 500 Composite Stock Price Index.

SIGNIFICANT ACCOUNTING POLICIES

The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of its financial statements. These policies are in conformity with generally accepted accounting principles.

Investment Valuations

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 60 days or less at the time of purchase may be valued at amortized cost, which approximates fair market value. Investments in other open-end regulated investment companies are valued at net asset value.

Repurchase Agreements

It is the policy of the Fund 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 Fund 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.

The Fund will only enter into repurchase agreements with banks and other recognized financial institutions, such as broker/dealers, which are deemed by the Fund's manager 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 Fund could receive less than the repurchase price on the sale of collateral securities. The Fund, along with other affiliated investment companies, may utilize a joint trading account for the purpose of entering into one or more repurchase agreements.

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. Non-cash dividends included in dividend income, if any, are recorded at fair value. The Fund offers multiple classes of shares, which differ in their respective distribution and service fees. All shareholders bear the common expenses of the Fund based on average daily net assets of each class, without distinction between share classes. Dividends are declared separately for each class. No class has preferential dividend rights; differences in per share dividend rates are generally due to differences in separate class expenses.

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 book and tax differences. The following reclassifications have been made to the financial statements.

Increase (Decrease)
Paid In Capital     Accumulated Net
Realized Gain
    Undistributed
Net Investment
Income
$264,850   $19   $(264,869)

Net investment income, realized gains (losses), and net assets were not affected by this reclassification.

Federal Taxes

It is the Fund'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 provision for federal tax is necessary.

At October 31, 2000, the Fund, for federal tax purposes, had a capital loss carryforward of $50,697,204, which will reduce the Fund'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 Fund of any liability for federal tax. Pursuant to the Code, such capital loss carryforward will expire in 2008.

When-Issued and Delayed Delivery Transactions

The Fund may engage in when-issued or delayed delivery transactions. The Fund 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. Losses may occur on these transactions due to changes in market conditions or the failure of counterparties to perform under the contract.

Futures Contracts

The Fund purchases stock index futures contracts to manage cashflows, enhance yield, and to potentially reduce transaction costs. Upon entering into a stock index futures contract with a broker, the Fund is required to deposit in a segregated account a specified amount of cash or U.S. government securities. Futures contracts are valued daily and unrealized gains or losses are recorded in a "variation margin" account. Daily, the Fund receives from or pays to the broker a specified amount of cash based upon changes in the variation margin account. When a contract is closed, the Fund recognizes a realized gain or loss. For the year ended October 31, 2000, the Fund had realized losses on futures contracts of $12,695,194.

Futures contracts have market risks, including the risk that the change in the value of the contract may not correlate with changes in the value of the underlying securities.

At October 31, 2000, the Fund had outstanding futures contracts as set forth below:

Expiration Date     Contracts to Receive     Position     Unrealized
Appreciation
December 2000   305 S&P 500 Index Futures   Long   $3,229,810

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 a trade date basis.

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) for each class of shares.

Transactions in shares were as follows:

Year Ended October 31     2000     1999
Institutional Shares:   Shares           Amount     Shares           Amount  
Shares sold   35,580,041     $ 1,042,845,838     34,438,353     $ 914,112,968  
Shares issued to shareholders in payment of distributions declared   755,615       22,185,859     755,144       18,919,768  
Shares redeemed   (38,133,981 )     (1,106,664,687 )   (26,964,995 )     (715,289,313 )
   

 


 

 


NET CHANGE RESULTING FROM INSTITUTIONAL SHARE TRANSACTIONS   (1,798,325 )   $ (41,632,990 )   8,228,502     $ 217,743,423  
   

 


 

 


                             
Year Ended October 31   2000   1999
Institutional Service Shares:   Shares           Amount       Shares           Amount    
Shares sold   20,233,748     $ 592,537,593     16,555,183     $ 439,185,232  
Shares issued to shareholders in payment of distributions declared   380,962       11,150,133     356,733       8,891,933  
Shares redeemed   (15,512,216 )     (452,996,959 )   (11,882,321 )     (316,985,650 )
   

 


 

 


NET CHANGE RESULTING FROM INSTITUTIONAL SERVICE SHARE TRANSACTIONS   5,102,494     $ 150,690,767     5,029,595     $ 131,091,515  
   

 


 

 


         
Year Ended October 31   2000   1999
Class C Shares:   Shares           Amount       Shares           Amount    
Shares sold   2,998,248     $ 87,078,501     3,834,755     $ 103,002,243  
Shares issued to shareholders in payment of distributions declared   26,623       769,765     10,371       256,452  
Shares redeemed   (1,519,663 )     (43,976,146 )   (1,094,794 )     (29,503,829 )
   

 


 

 


NET CHANGE RESULTING FROM CLASS C SHARE TRANSACTIONS   1,505,208     $ 43,872,120     2,750,332     $ 73,754,866  
   

 


 

 


NET CHANGE RESULTING FROM SHARE TRANSACTIONS   4,809,377     $ 152,929,897     16,008,429     $ 422,589,804  
   

 


 

 


MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES

Management Fee

Federated Investment Management Company, the Fund's manager (the "Manager"), receives for its services an annual investment management fee equal to 0.30% of the Fund's average daily net assets. Under the terms of a sub-management agreement between the Manager and Northern Trust Quantitative Advisors, Inc. (the "Sub-Manager"), the Sub-Manager receives an annual fee from the Manager based on the average daily net assets of the Fund as follows: 0.05% on the first $100 million, 0.02% on the next $100 million, and 0.01% thereafter. The Manager may voluntarily choose to waive any portion of its fee. The Manager can modify or terminate this voluntary waiver at any time at its sole discretion.

Pursuant to an Exemptive Order issued by the Securities and Exchange Commission, the Fund may invest in Prime Value Obligations Fund, which is managed by the Manager. The Manager has agreed to reimburse certain management fees as a result of these transactions.

Shareholder Services Fee

Under the terms of a Shareholder Services Agreement with Federated Shareholder Services Company ("FSSC"), the Fund will pay FSSC up to 0.25% of average daily net assets of the Fund 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.

Distribution Services Fee

The Fund has adopted a Distribution Plan (the "Plan") pursuant to Rule 12b-1 under the Act. Under the terms of the Plan, the Fund will compensate Federated Securities Corp., ("FSC"), the principal distributor, from the net assets of the Fund to finance activities intended to result in the sale of the Fund's Institutional Service Shares and Class C Shares. The Plan provides that the Fund may incur distribution expenses according to the following schedule annually, to compensate FSC. FSC may voluntarily choose to waive any portion of its fee. FSC can modify or terminate this voluntary waiver at any time at its sole discretion.

Share Class Name     Percentage of Average Daily
Net Assets of Class
Institutional Service Shares   0.30%
Class C Shares   0.75%

Transfer and Dividend Disbursing Agent Fees and Expenses

Federated Services Company ("FServ"), through its subsidiary FSSC, serves as transfer and dividend disbursing agent for the Fund. 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 Fund's accounting records for which it receives a fee. The fee is based on the level of the Fund'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 (and in-kind contributions), for the year ended October 31, 2000, were as follows:

Purchases     $512,381,763
Sales   $313,786,832

Report of Ernst & Young LLP, Independent Auditors

TO THE BOARD OF TRUSTEES OF FEDERATED INDEX TRUST AND SHAREHOLDERS OF FEDERATED MAX-CAP FUND:

We have audited the accompanying statement of assets and liabilities, including the portfolios of investments of the Federated Max-Cap Fund (one of the portfolios constituting the Federated Index Trust) as of October 31, 2000, and the related statement of operations for the year then ended, the statements 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 Funds' 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 auditing standards generally accepted in the United States. 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 October 31, 2000, by correspondence with the custodian. 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 the Federated Max-Cap Fund of the Federated Index Trust at October 31, 2000, 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 accounting principles generally accepted in the United States.

/s/ Ernst & Young LLP

December 15, 2000
Boston, Massachusetts




A Statement of Additional Information (SAI) dated December 31, 2000, is incorporated by reference into this prospectus. Additional information about the Fund and its investments is contained in the Fund's SAI and Annual and Semi-Annual Reports to shareholders as they becomes available. The Annual Report's Management's Discussion of Fund Performance discusses market conditions and investment strategies that significantly affected the Fund's performance during its last fiscal year. To obtain the SAI, Annual Report, Semi-Annual Report and other information without charge, and to 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 writing to or visiting the SEC's Public Reference Room in Washington, DC. You may also access Fund information from the EDGAR Database on the SEC's Internet site at http://www.sec.gov. You can purchase copies of this information by contacting the SEC by email at publicinfo@sec.gov or by writing to the SEC's Public Reference Section, Washington, DC 20549-0102. Call 1-202-942-8090 for information on the Public Reference Room's operations and copying fees.

</R>

FEDERATED World-Class Investment Manager ®

Federated Max-Cap Fund
Federated Investors Funds
5800 Corporate Drive
Pittsburgh, PA 15237-7000
1-800-341-7400
www.federatedinvestors.com

Federated Securities Corp., Distributor

<R>

Investment Company Act File No. 811-6061
Cusip 31420E502

G00717-01 (12/00)

</R>

Federated is a registered mark of Federated Investors, Inc.
2000© Federated Investors, Inc.




Federated

FEDERATED World-Class Investment Manager®

Federated Mid-Cap Fund

A Portfolio of Federated Index Trust

     

PROSPECTUS

December 31, 2000

<R>

A mutual fund seeking to provide investment results generally corresponding to the aggregate price and dividend performance of publicly traded common stocks comprising the Standard & Poor's MidCap 400 Index. The Fund is neither sponsored by nor affiliated with Standard & Poor's.

</R>

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

NOT FDIC INSURED
MAY LOSE VALUE
NO BANK GUARANTEE

CONTENTS

<R>
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   10
Who Manages the Fund?   11
Financial Information   12
Report of Ernst & Young LLP, Independent Auditors   32

</R>

Risk/Return Summary

WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

<R>

The Fund's investment objective is to provide investment results generally corresponding to the aggregate price and dividend performance of publicly traded common stocks that comprise the mid-level stock capitalization sector of the United States equity market. 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.

</R>

WHAT ARE THE FUND'S MAIN INVESTMENT STRATEGIES?

The Fund invests at least 80% of its assets in the medium capitalization common stocks comprising the Standard & Poor's MidCap 400 Index (Index).

WHAT ARE THE MAIN RISKS OF INVESTING IN THE FUND?

<R>

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:

</R>

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.

<R>

Risk/Return Bar Chart and Table

[Graphic Representation Omitted--See Appendix]

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

The Fund's shares are sold without a sales charge (load). The total returns displayed above are based upon net asset value.

The Fund's total return for the nine-month period from January 1, 2000 to September 30, 2000 was 21.66%.

Within the period shown in the chart, the Fund's shares highest quarterly return was 27.73% (quarter ended December 31, 1998). Its lowest quarterly return was (14.63%) (quarter ended September 30, 1998).

Average Annual Total Return Table

The following table represents the Fund's Average Annual Total Returns for the calendar periods ended December 31, 1999. The table shows the Fund's total returns averaged over a period of years relative to the Standard & Poor's MidCap 400 Index (S&P 400), a broad based market index. Total returns for the index shown do not reflect sales charges, expenses or other fees that the SEC requires to be reflected in the Fund's performance. Index is unmanaged, and it is not possible to invest directly in an index.

Calendar Period     Fund     S&P 400
1 Year   13.88%   14.74%
5 Years   21.88%   23.05%
Start of Performance1   17.16%   18.35%

1 The Fund's start of performance date was November 5, 1992.

Past performance is no guarantee of future results. This information provides you with historical performance information so that you can analyze whether the Fund's investment risks are balanced by its potential returns.

</R>

<R>

What are the Fund's Fees and Expenses?

FEDERATED MID-CAP FUND

FEES AND EXPENSES

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

Shareholder Fees        
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 Waiver)1    
Expenses That are Deducted From Fund Assets (as a percentage of average net assets)

   
Management Fee   0.40%
Distribution (12b-1) Fee   None
Shareholder Services Fee2   0.25%
Other Expenses   0.14%
Total Annual Fund Operating Expenses   0.79%

1 Although not contractually obligated to do so, the shareholder services provider waived certain amounts. These are shown below along with the net expenses the Fund actually paid for the fiscal year ended October 31, 2000.

Total Waiver of Fund Expenses

  0.22%
Total Actual Annual Fund Operating Expenses (after waiver)

  0.57%
2 A portion of the shareholder services fee has been voluntarily waived. This voluntary waiver can be terminated at any time. The total shareholder services fee paid by the Fund (after the voluntary waiver) was 0.03% for the fiscal year ended October 31, 2000.

EXAMPLE

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

The Example assumes that you invest $10,000 in the Fund's Shares 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 Shares operating expenses are before waiver as shown in the table and remain the same. Although your actual costs and returns may be higher or lower, based on these assumptions your costs would be:

1 Year     $  81
3 Years   $252
5 Years   $439
10 Years   $978

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What are the Fund's Investment Strategies?

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The Fund pursues its investment objective by investing in the stocks of the Index in the same weights as the Index. This is called a "full replication" strategy. Market capitalization is determined by multiplying the number of outstanding shares by the current market price per share. As of September 30, 2000, the capitalization range of the issuers comprising the Index was $397 million to $571,382 million. As of the same date, the weighted median market capitalization of the Fund was $81,563 million.

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The Fund purchases Index futures contracts in order to more closely track the performance of the Index, while maintaining cash equivalent positions as necessary for the Fund's operations.

What are the Principal Securities in Which the Fund Invests?

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 may invest.

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.

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STOCK INDEX FUTURES

Stock index futures provide for the future sale by one party and purchase by another party of a specified amount of an index at a price, date, and time specified when the contract is made. Entering into a contract to buy is commonly referred to as buying or purchasing a contract or holding a long position. Entering into a contract to sell is commonly referred to as selling a contract or holding a short position. Futures are considered to be commodity contracts.

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What are the Specific Risks of Investing in the Fund?

STOCK MARKET RISKS

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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 Fund's investment in stock index futures will be subject to the same risk.

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RISKS RELATED TO COMPANY SIZE

Generally, the smaller the market capitalization of a company, the fewer the number of shares traded daily, the less liquid its stock and the more volatile its price. Market capitalization is determined by multiplying the number of its outstanding shares by the current market price per share.

Companies with smaller market capitalizations also tend to have unproven track records, a limited product or service base and limited access to capital. These factors also increase risks and make these companies more likely to fail than companies with larger market capitalizations.

LIQUIDITY RISKS

Trading opportunities are more limited for equity securities that are not widely held. This 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.

Liquidity risk also refers to the possibility that the Fund may not be able to sell a security or close out a derivative contract when it wants to. If this happens, the Fund will be required to continue to hold the security or keep the position open, and the Fund could incur losses.

Over-the-counter (OTC) derivative contracts generally carry greater liquidity risk than exchange-traded contracts.

SECTOR RISKS

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Companies with similar characteristics may be grouped together in broad categories called sectors. Sector risk is the possibility that a certain sector may underperform other sectors or the market as a whole. As the Manager allocates more of the Fund's portfolio holdings to a particular sector, the Fund's performance will be more susceptible to any economic, business or other developments which generally affect that sector.

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 (as described in this prospectus) 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 Fund generally values 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).

Futures contracts and options are generally 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 generally 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.

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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, Federated Securities Corp., markets the Shares described in this prospectus to institutions acting on behalf of their customers or to individuals, directly or through investment professionals.

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

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

In order to maximize the Fund's ability to track the Index, investors are urged to transmit purchase requests prior to 2:00 p.m. (Eastern time).

DIRECTLY FROM THE FUND

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 incurred by the Fund or Federated Shareholder Services Company, the Fund's transfer agent.

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

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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).

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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.

How to Redeem Shares

You should redeem Shares:

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

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You may redeem Shares by simply calling the Fund at 1-800-341-7400. 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.

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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
Boston, MA 02370-3317317

All requests must include:

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

Signature Guarantees

Signatures must be guaranteed if:

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:

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:

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

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 and pays any dividends quarterly to shareholders. Dividends are paid to all shareholders invested in the Fund on the record date. The record date is the date on which a shareholder must officially own Shares in order to earn a dividend.

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 dividend or 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 dividend or 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, 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 both dividends and capital gains. Redemptions are taxable sales. Please consult your tax adviser regarding your federal, state, and local tax liability.

Who Manages the Fund?

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The Board of Trustees governs the Fund. The Board selects and oversees the Manager, Federated Investment Management Company. The Manager, in turn, oversees the management of the Fund's assets by the Sub-Manager, Northern Trust Quantitative Advisors, Inc. The Manager's responsibilities include selecting the Sub-Manager and continued review and evaluation of the Sub-Manager's performance. The Manager's address is Federated Investors Tower, 1001 Liberty Avenue, Pittsburgh, PA 15222-3779.

The Manager has delegated daily management of the Fund's assets to the Sub-Manager, who is paid by the Manager and not by the Fund, based on net assets under management. The Sub-Manager develops, maintains and runs the computer program designed to determine which securities are purchased and sold to replicate the composition of the Index. The Sub-Manager has complete discretion, subject to the Manager's oversight, to purchase and sell portfolio securities for the Fund. The Sub-Manager's address is 50 South LaSalle Street, Chicago, IL 60675. The Sub-Manager is a subsidiary of Northern Trust Corporation and is an investment manager primarily to corporate defined benefit and defined contribution plans as well as public pension funds, insurance companies and tax-exempt foundations and endowments. These plans had as of September 30, 2000, placed approximately $72.6 billion in assets with the Sub-Manager. Since 1973, the Sub-Manager has developed and managed a family of equity and bond index funds in which some 681 nationwide non-financial institution clients invest. In total, the Sub-Manager manages 77 commingled/common trust funds. The Northern Trust Company is a subsidiary of Northern Trust Corporation, a bank holding company with subsidiaries located across the United States and in several other countries. As of September 30, 2000, total assets of Northern Trust Corporation were $34.8 billion and subsidiaries of Northern Trust Corporation held trust assets under administration of $1.7 trillion.

The Manager, Sub-Manager and other subsidiaries of Federated advise approximately 176 mutual funds and separate accounts, which totaled approximately $125 billion in assets as of December 31, 1999. 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.

MANAGEMENT FEES

The Manager receives an annual investment management fee of 0.40% of the Fund's average daily net assets. The Manager may voluntarily waive a portion of its fee or reimburse the Fund for certain operating expenses.

Financial Information

The following Financial Highlights will help you understand the Fund's financial performance for its past five fiscal years. 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.

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Financial Highlights

(FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD).

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

Year Ended October 31   2000       1999       1998       1997       1996    
Net Asset Value, Beginning of Period     $17.63         $16.53         $17.17         $13.75         $12.78    
Income From Investment Operations:                              
Net investment income   0.17     0.16     0.20     0.18     0.18  
Net realized and unrealized gain on investments and futures contracts   4.71     2.92     0.74     4.00     1.73  
   

 

 

 

 

TOTAL FROM INVESTMENT OPERATIONS   4.88     3.08     0.94     4.18     1.91  
   

 

 

 

 

Less Distributions:                              
Distributions from net investment income   (0.16 )   (0.15 )   (0.20 )   (0.17 )   (0.20 )
Distributions from net realized gain on investments and futures contracts   (2.22 )   (1.83 )   (1.38 )   (0.59 )   (0.74 )
   

 

 

 

 

TOTAL DISTRIBUTIONS   (2.38 )   (1.98 )   (1.58 )   (0.76 )   (0.94 )
   

 

 

 

 

Net Asset Value, End of Period     $20.13         $17.63         $16.53         $17.17         $13.75    
   

 

 

 

 

Total Return1   30.40 %   20.23 %   5.73 %   31.83 %   15.80 %
                               
Ratios to Average Net Assets:                              
Expenses   0.57 %   0.60 %   0.61 %   0.60 %   0.60 %
Net investment income   1.03 %   0.98 %   1.12 %   1.19 %   1.31 %
Expense waiver/reimbursement2

  0.22 %   0.22 %   0.28 %   0.31 %   0.34 %
Supplemental Data:                              
Net assets, end of period (000 omitted)   $213,466     $110,100     $83,630     $73,874     $59,948  
Portfolio turnover   38 %   40 %   25 %   19 %   17 %

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

2 This voluntary expense decrease is reflected in both the expense and the net investment income ratios shown above.

See Notes which are an integral part of the Financial Statements

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Portfolio of Investments

OCTOBER 31, 2000
Shares               Value
    COMMON STOCKS--95.3%1      
    Basic Materials--3.5%      
23,800   AK Steel Holding Corp.   $ 220,150
14,400 2 Airgas, Inc.     97,200
9,975   Albemarle Corp.     231,295
10,900   Bowater, Inc.     589,962
24,699   CK Witco Corp.     197,592
14,400   Cabot Corp.     316,800
5,142 2 Cabot Microelectronics Corp.     227,212
4,800   Carpenter Technology Corp.     148,800
8,800 2 Cytec Industries, Inc.     304,700
7,550   Ferro Corp.     154,775
3,100   Fuller (H.B.) Co.     104,819
17,400   Georgia-Pacific Corp.     492,637
9,200   Glatfelter (P.H.) Co.     96,025
24,900   IMC Global, Inc.     322,144
11,200   Longview Fibre Co.     152,600
11,500   Lubrizol Corp.     249,406
25,500   Lyondell Chemical Co.     366,563
10,200   Martin Marietta Materials     391,680
1,500 2 Maxxam, Inc.     28,500
4,400   Minerals Technologies, Inc.     137,775
9,800   Olin Corp.     173,950
22,850   RPM, Inc.     204,222
5,900   Rayonier, Inc.     207,606
6,425   Schulman (A.), Inc.     70,273
23,100   Solutia, Inc.     294,525
21,573   Sonoco Products Co.     416,629
7,800   Southdown, Inc.     552,825
9,800 2 UCAR International, Inc.     80,850
6,100   Universal Corp.     170,800
9,300   Valspar Corp.     253,983
11,167   Wausau-Mosinee Paper Corp.     97,711
       

    TOTAL     7,354,009
       

    Capital Goods--7.6%      
12,900   AGCO Corp.     146,737
7,000   AMETEK, Inc.     152,250
6,647   Albany International Corp., Class A     71,455
15,200 2 American Standard Cos.     697,300
6,600   Carlisle Cos., Inc.     274,725
15,493   Diebold, Inc.     402,818
9,800   Donaldson Company, Inc.     221,725
9,800   Federal Signal Corp.     229,075
8,100   Flowserve Corp.     163,012
5,950   Granite Construction, Inc.     135,734
13,100   HON Industries, Inc.     315,219
8,700   Harsco Corp.     175,631
13,600   Hillenbrand Industries, Inc.     629,000
13,180   Hubbell, Inc., Class B     315,496
41,300 2 Jabil Circuit, Inc.     2,356,681
5,700 2 Jacobs Engineering Group, Inc.     235,837
6,500   Kaydon Corp.     142,594
6,600   Kennametal, Inc.     193,875
5,100 2 Magnetek, Inc.     55,463
10,300 2 MasTec, Inc.     298,056
17,100   Miller Herman, Inc.     446,738
6,600   Newport News Shipbuilding, Inc.     324,638
7,000   Nordson Corp.     200,813
10,500   Pentair, Inc.     313,031
10,800   Precision Castparts Corp.     407,700
14,000 2 Quanta Services, Inc.     434,875
16,700   Reynolds & Reynolds Co., Class A     298,513
5,340   Ryerson Tull, Inc.     40,050
31,500 2 SCI Systems, Inc.     1,354,500
6,900   SPX Corp.     853,013
16,700   Sensormatic Electronics Corp.     300,600
2,300 2 Sequa Corp., Class A     84,813
27,500   Shaw Industries, Inc.     510,469
6,100   Stewart & Stevenson Services, Inc.     146,400
29,843   Symbol Technologies, Inc.     1,355,991
4,200   Tecumseh Products Co., Class A     167,475
8,300   Teleflex, Inc.     286,869
8,250   Trinity Industries, Inc.     198,516
30,002 2 Vishay Intertechnology, Inc.     900,060
8,800   Wallace Computer Services, Inc.     127,600
8,300   York International Corp.     225,656
       

    TOTAL     16,191,003
       

    Communication Services--3.3%      
17,200   Alliant Energy Corp.     521,375
46,900   Broadwing, Inc.     1,324,925
7,563 2 Chris-Craft Industries, Inc.     555,880
23,600 2 Hispanic Broadcasting Corp.     737,500
13,400 2 Powerwave Technologies, Inc.     644,875
12,200 2 Price Communications Corp.     255,437
13,000   Telephone and Data System, Inc.     1,371,500
44,800 2 Univision Communications, Inc., Class A     1,713,600
       

    TOTAL     7,125,092
       

    Consumer Cyclicals--11.8%      
12,600 2 ACNielsen Corp.     301,612
21,900 2 Abercrombie & Fitch Co., Class A     516,019
19,200 2 Acxiom Corp.     772,800
10,100 2 American Eagle Outfitters, Inc.     347,819
16,300 2 Apollo Group, Inc., Class A     637,737
15,400   ArvinMeritor, Inc.     257,950
15,900 2 BJ's Wholesale Club, Inc.     523,706
4,500   Bandag, Inc.     160,594
13,900 2 Barnes & Noble, Inc.     262,362
25,600   Belo (A.H.) Corp., Series A     491,200
10,400   Blyth Industries, Inc.     270,400
17,000 2 Borders Group, Inc.     235,875
5,700   Borg-Warner Automotive, Inc.     215,175
19,000 2 CDW Computer Centers, Inc.     1,224,313
16,400   Callaway Golf Co.     262,400
36,350   Cintas Corp.     1,685,731
11,150   Claire's Stores, Inc.     224,394
29,995   Clayton Homes, Inc.     275,579
15,100 2 DeVRY, Inc.     557,756
23,300 2 Dollar Tree Stores, Inc.     911,612
18,200 2 Dun & Bradstreet Corp.     393,575
37,200   Family Dollar Stores, Inc.     723,075
8,200   Fastenal Co.     470,987
15,300   Federal-Mogul Corp.     49,725
10,800 2 Furniture Brands International, Inc.     182,250
18,600 2 Gartner Group, Inc.     162,750
7,600 2 Gtech Holdings Corp.     131,575
14,700   Harte-Hanks     325,237
6,600   Houghton Mifflin Co.     242,962
15,700   International Game Technology     575,012
11,500   International Speedway Corp., Class A     369,437
25,803 2 Jones Apparel Group, Inc.     717,646
8,549   Lancaster Colony Corp.     201,970
6,600 2 Lands' End, Inc.     169,290
14,400 2 Lear Corp.     392,400
9,500   Lee Enterprises, Inc.     262,437
13,400   Lennar Corp.     430,475
17,000 2 Mandalay Resort Group     353,813
5,000   Media General, Inc., Class A     190,000
6,400   Modine Manufacturing Co.     168,800
11,500 2 Mohawk Industries, Inc.     250,844
1,200   NCH Corp.     46,800
5,600 2 NCO Group, Inc.     122,500
10,300   Neiman-Marcus Group, Inc., Class A     382,388
24,550 2 Officemax, Inc.     70,581
10,800   Ogden Corp.     148,500
65,200 2 Park Place Entertainment Corp.     831,300
4,823 2 Payless ShoeSource, Inc.     279,433
219 2 Per-Se Technologies, Inc.     965
293 2 Per-Se Technologies, Inc., Warrants     73
11,200   Pittston Brink's Group     177,800
22,900   Readers Digest Association, Inc., Class A     840,144
6,500   Rollins, Inc.     117,406
18,000   Ross Stores, Inc.     237,375
30,736 2 Saks, Inc.     313,123
3,700 2 Scholastic Corp.     296,000
17,100 2 Six Flags, Inc.     267,188
12,800   Sothebys Holdings, Inc., Class A     348,000
5,600   Superior Industries International, Inc.     190,750
8,100 2 Sylvan Learning Systems, Inc.     125,044
11,500 2 Tech Data Corp.     478,688
10,800   True North Communications, Inc.     407,025
9,700   USG Corp.     165,506
12,400   Unifi, Inc.     107,725
15,300 2 United Rentals, Inc.     328,950
20,400   Viad Corp.     436,050
11,400   Warnaco Group, Inc., Class A     29,925
2,100   Washington Post Co., Class B     1,121,663
6,900   Wellman, Inc.     103,500
10,800   WestPoint Stevens, Inc.     77,625
12,100 2 Williams-Sonoma, Inc.     251,831
       

    TOTAL     25,203,152
       

    Consumer Staples--5.5%      
11,300 2 AmeriSource Health Corp., Class A     490,844
5,450   Banta Corp.     125,691
29,312   Bergen Brunswig Corp., Class A     265,640
7,700   Bob Evans Farms, Inc.     144,856
14,175 2 Brinker International, Inc.     556,369
12,350   CBRL Group, Inc.     220,756
9,800   Carter Wallace, Inc.     268,887
8,300   Church and Dwight, Inc.     163,925
7,700   Dean Foods Co.     246,400
20,600   Dial Corp.     230,462
12,100   Dole Food, Inc.     145,956
6,100   Dreyers Grand Ice Cream, Inc.     150,212
20,800 2 Energizer Holdings, Inc.     410,800
21,725   Flowers Industries, Inc.     334,022
30,500   Hormel Foods Corp.     512,781
22,900   IBP, Inc.     470,881
14,300   Interstate Bakeries Corp.     200,200
7,775   Kelly Services, Inc., Class A     172,508
8,200 2 Korn/Ferry International     287,000
6,300   Lance, Inc.     63,394
5,600   Lone Star Steakhouse & Saloon     47,250
16,500   Manpower, Inc.     574,406
14,900   McCormick & Co., Inc.     472,144
20,900 2 Modis Professional Services, Inc.     86,213
16,900 2 Outback Steakhouse, Inc.     481,650
15,400 2 PSS World Medical, Inc.     46,200
5,300 2 Papa Johns International, Inc.     133,163
15,900 2 Perrigo Co.     105,338
22,100   R.J. Reynolds Tobacco Holdings, Inc.     790,075
38,800 2 Robert Half International, Inc.     1,183,400
10,000   Ruddick Corp.     131,250
5,200   Smucker (J.M.) Co.     115,700
6,000 2 Suiza Foods Corp.     277,875
48,900   Tyson Foods, Inc., Class A     547,069
10,600   Universal Foods Corp.     209,350
11,800 2 Valassis Communications, Inc.     327,450
24,300 2 Westwood One, Inc.     460,181
29,600   Whitman Corp.     384,800
       

    TOTAL     11,835,098
       

    Energy--6.5%      
18,000 2 BJ Services Co.     943,875
30,000 2 Calpine Corp.     2,368,125
11,500 2 Cooper Cameron Corp.     626,750
30,000   ENSCO International, Inc.     997,500
38,100 2 Global Marine, Inc.     1,009,650
23,566 2 Grant Prideco, Inc.     437,444
12,700 2 Hanover Compressor Co.     414,337
10,800   Helmerich & Payne, Inc.     339,525
9,800   Murphy Oil Corp.     567,788
12,100   Noble Affiliates, Inc.     443,919
29,000 2 Noble Drilling Corp.     1,205,313
36,218 2 Ocean Energy, Inc.     502,525
17,025   Pennzoil-Quaker State Co.     200,044
21,600   Pioneer Natural Resources Co.     282,150
10,900 2 Smith International, Inc.     768,450
12,100   Tidewater, Inc.     558,869
18,850   Ultramar Diamond Shamrock Corp.     494,813
13,400   Valero Energy Corp.     443,038
20,182 2 Varco International, Inc.     348,140
23,566   Weatherford International, Inc.     860,159
       

    TOTAL     13,812,414
       

    Financials--11.1%      
11,500   Allmerica Financial Corp.     725,219
15,200   Ambac Financial Group, Inc.     1,213,150
12,700   American Financial Group, Inc.     272,256
14,905   Associated Banc Corp.     358,652
11,000   Astoria Financial Corp.     412,500
31,400   Banknorth Group, Inc.     569,125
10,400   City National Corp.     357,500
26,300   Compass Bancshares, Inc.     478,331
23,700   Dime Bancorp, Inc.     579,169
65,100 2 E*Trade Group, Inc.     948,019
17,887   Edwards(A.G.), Inc.     907,765
10,000   Everest Reinsurance Holdings, Inc.     586,250
28,200   First Tennessee National Corp.     648,600
10,000   First Virginia Banks, Inc.     413,750
19,200   Firstmerit Corp.     438,000
8,600   Greater Bay Bancorp     280,037
22,100   Greenpoint Financial Corp.     657,475
6,300   HSB Group, Inc.     249,244
34,500   Hibernia Corp., Class A     411,844
8,800   Horace Mann Educators Corp.     147,950
6,700   Investment Technology Group, Inc.     241,200
13,200   Legg Mason, Inc.     685,575
22,600   Marshall & Ilsley Corp.     1,024,063
15,250   Mercantile Bankshares Corp.     573,781
10,000   Mony Group, Inc.     411,250
44,150   National Commerce Bancorporation     938,188
37,750   North Fork Bancorporation, Inc.     762,078
13,100   Ohio Casualty Corp.     110,122
25,500   Old Republic International Corp.     663,000
9,600   PMI Group, Inc.     709,200
17,300   Pacific Century Financial Corp.     219,494
14,000   Protective Life Corp.     323,750
10,600   Provident Financial Group, Inc.     320,650
14,100   Roslyn Bancorp, Inc.     305,794
11,600   SEI Investments Co.     1,052,700
10,500 2 Silicon Valley Bancshares     485,625
49,100   Sovereign Bancorp, Inc.     408,144
17,400   TCF Financial Corp.     703,613
14,800   Unitrin, Inc.     459,725
17,800   Waddell & Reed Financial, Inc., Class A     567,375
11,500   Webster Financial Corp.     280,313
7,800   WestAmerica Bancorporation     280,312
7,000   Wilmington Trust Corp.     368,375
18,900   Zions Bancorporation     1,085,569
       

    TOTAL     23,634,732
       

    Health Care--13.9%      
6,000 2 Acuson Corp.     136,875
11,400 2 Apria Healthcare Group, Inc.     228,000
6,400   Beckman Coulter, Inc.     448,400
39,724 2 Chiron Corp.     1,720,546
12,400 2 Covance, Inc.     106,950
11,200   Dentsply International, Inc.     388,500
12,700 2 Edwards Lifesciences Corp.     170,656
8,200 2 Express Scripts, Inc., Class A     550,937
10,500 2 First Health Group Corp.     409,500
19,000 2 Forest Labratories, Inc., Class A     2,517,500
26,640 2 Foundation Health Systems, Inc., Class A     537,795
18,800 2 Genzyme Corp.     1,334,800
10,100 2 Gilead Sciences, Inc.     868,600
52,725 2 Health Management Association, Class A     1,044,614
17,300   ICN Pharmaceuticals, Inc.     658,481
9,700 2 IDEC Pharmaceuticals Corp.     1,902,412
13,900 2 Incyte Genomics, Inc.     509,087
34,500   Ivax Corp.     1,500,750
11,600 2 Lincare Holdings, Inc.     487,925
43,100 2 Millennium Pharmaceuticals, Inc.     3,127,444
13,900 2 MiniMed, Inc.     1,013,831
27,100   Mylan Laboratories, Inc.     758,800
20,000   Omnicare, Inc.     350,000
18,200 2 Oxford Health Plans, Inc.     614,250
7,598 2 PacifiCare Health Systems, Inc.     79,304
9,200 2 Protein Design Labs, Inc.     1,242,719
9,900 2 Quest Diagnostics, Inc.     952,875
15,500 2 Quorum Health Group, Inc.     207,313
15,900 2 Sepracor, Inc.     1,083,188
14,700 2 Steris Corp.     220,500
42,400   Stryker Corp.     1,998,100
22,800 2 Sybron International Corp.     564,300
8,200 2 Trigon Healthcare, Inc.     587,838
13,100 2 VISX, Inc.     280,831
12,500 2 Vertex Pharmaceuticals, Inc.     1,163,867
       

    TOTAL     29,767,488
       

    Technology--22.9%      
76,800 2 3Com Corp.     1,363,200
8,400 2 Adtran, Inc.     319,200
10,800 2 Affiliated Computer Services, Inc., Class A     601,425
8,200 2 ANTEC Corp.     99,937
21,250 2 Arrow Electronics, Inc.     680,000
100,100 2 Atmel Corp.     1,495,244
19,800   Avnet, Inc.     532,125
9,300 2 Avocent Corp.     659,719
11,400 2 CSG Systems International, Inc.     529,387
53,500 2 Cadence Design Systems, Inc.     1,374,281
13,700 2 Cambridge Technology Partners, Inc.     53,087
16,300 2 CheckFree Corp.     810,925
14,300 2 Cirrus Logic, Inc.     616,687
33,050   Comdisco, Inc.     406,928
11,100 2 CommScope, Inc.     280,969
46,200 2 Concord EFS, Inc.     1,908,637
11,400 2 Credence Systems Corp.     213,750
26,200 2 Cypress Semiconductor Corp.     980,863
5,800 2 DSP Group, Inc.     164,575
27,200 2 DST Systems, Inc.     1,676,200
28,200 2 Electronic Arts, Inc.     1,410,000
26,775 2 FIserv, Inc.     1,404,014
19,500   Galileo International, Inc.     385,125
15,000   Harris Corp.     475,312
7,700 2 Imation Corp.     152,556
8,200 2 InFocus Corp.     362,337
61,700 2 Informix Corp.     262,225
22,600 2 Integrated Device Technology, Inc.     1,272,662
13,300 2 International Rectifier Corp.     593,512
44,200 2 Intuit, Inc.     2,715,537
15,100 2 Keane, Inc.     196,300
7,200 2 L-3 Communications Holdings, Inc.     474,750
27,100 2 Lam Research Corp.     525,062
21,400 2 Lattice Semiconductor Corp.     624,612
18,900 2 Legato Systems, Inc.     168,328
9,800 2 Litton Industries, Inc.     508,987
11,400 2 Macromedia, Inc.     878,513
32,600 2 MarchFirst, Inc.     189,488
13,900 2 Mentor Graphics Corp.     325,781
18,300 2 Micrel, Inc.     828,075
25,825 2 Microchip Technology, Inc.     816,716
7,700 2 Mynd Corp.     98,175
15,200 2 NOVA Corp.     238,450
14,000 2 NVIDIA Corp.     869,969
29,950 2 Network Associates, Inc.     576,538
15,400 2 Polycom, Inc.     1,001,000
19,500 2 Qlogic Corp.     1,886,625
32,400 2 Quantum Corp. - DLT & Storage Systems     486,000
40,500 2 Rational Software Corp.     2,417,344
10,300 2 Retek, Inc.     406,206
9,200 2 Sawtek, Inc.     468,050
14,200 2 Semtech Corp.     457,950
22,060 2 Storage Technology Corp.     215,085
7,900 2 Structural Dynamics Research Corp.     81,469
28,700 2 SunGuard Data Systems, Inc.     1,467,288
19,300 2 Sybase, Inc.     404,094
9,000 2 Sykes Enterprises, Inc.     48,375
13,300 2 Symantec Corp.     519,531
14,100 2 Synopsys, Inc.     491,738
11,700 2 Titan Corp. (The)     156,488
17,700 2 TranSwitch Corp.     1,022,175
7,200 2 Transaction Systems Architects, Inc., Class A     97,200
17,000 2 TriQuint Semiconductor, Inc.     651,313
39,000 2 Vitesse Semiconductor Corp.     2,727,563
27,800 2 Waters Corp.     2,017,238
15,700 2 Wind River Systems, Inc.     644,681
       

    TOTAL     48,787,576
       

    Transportation--1.4%      
10,600   Airborne Freight Corp.     107,325
5,700 2 Alaska Air Group, Inc.     147,844
8,800   Alexander and Baldwin, Inc.     219,450
5,300   Arnold Industries, Inc.     93,081
8,300 2 Atlas Air, Inc.     300,875
9,200   C.H. Robinson Worldwide, Inc.     503,125
10,500   CNF Transportation, Inc.     280,219
10,100 2 EGL, Inc.     287,850
10,300   GATX Corp.     433,244
7,600   Hunt (J.B.) Transportation Services, Inc.     99,275
7,400   Overseas Shipholding Group, Inc.     177,600
13,700 2 Swift Transportation Co., Inc.     195,225
10,700 2 Wisconsin Central Transportation Corp.     137,094
       

    TOTAL     2,982,207
       

    Utilities--7.8%      
11,800   AGL Resources, Inc.     240,425
24,000   Allegheny Energy, Inc.     982,500
16,100   ALLETE     347,156
21,300   American Water Works Co., Inc.     519,187
5,000   Black Hills Corp.     156,250
4,900   Cleco Corp.     233,056
19,300   Conectiv, Inc.     346,194
28,700   DPL, Inc.     814,362
12,900   DQE, Inc.     450,694
28,400   Energy East Corp.     573,325
7,100   Hawaiian Electric Industries, Inc.     233,856
8,200   Idacorp, Inc.     404,362
18,600   Ipalco Enterprises, Inc.     417,337
13,400   Kansas City Power & Light Co.     322,437
24,850   Kinder Morgan, Inc.     958,278
28,200   LG&E Energy Corp.     692,662
19,600   MCN Energy Group, Inc.     482,650
22,900   Montana Power Co.     646,925
11,700   NSTAR     452,644
8,500   National Fuel Gas Co.     455,813
26,300   NiSource, Inc.     655,856
32,300   Northeast Utilities Co.     658,113
16,900   OGE Energy Corp.     347,506
24,600   Potomac Electric Power Co.     562,725
8,600   Public Service Co. of New Mexico     237,038
18,500   Puget Sound Energy, Inc.     454,406
Principal
Amount
of Shares
              Value
17,400   Questar Corp.   $ 470,888
22,800   SCANA Corp.     604,200
17,012   Sierra Pacific Resources     292,394
27,300   TECO Energy, Inc.     760,988
20,100   Utilicorp United, Inc.     533,906
13,266   Vectren Corp.     306,776
10,100   Washington Gas Light Co.     257,550
15,100   Western Resources, Inc.     322,763
26,500   Wisconsin Energy Corp.     498,531
       

    TOTAL     16,693,753
       

    TOTAL COMMON STOCKS (IDENTIFIED COST $183,672,234)     203,386,524
       

    SHORT-TERM U.S. GOVERNMENT OBLIGATIONS--0.6%3

     
$1,400,000   United States Treasury Bill, 1/18/2001 (IDENTIFIED COST $1,382,012)     1,382,012
       

    MUTUAL FUND--4.9%

     
10,369,059   Prime Value Obligations Fund, Class IS (at net asset value)     10,369,059
       

    TOTAL INVESTMENTS (IDENTIFIED COST $195,423,305)4   $ 215,137,595
       

1 The Fund purchases Index futures contracts to efficiently manage cash flows resulting from shareholder purchases and redemptions, dividend and capital gain payments to shareholders and corporate actions while maintaining exposure to the Index and minimizing trading costs. The underlaying face amount, at value, of open Index futures contracts is $9,903,750 at October 31, 2000, which represents 4.6% of net assets. Taking into consideration these open Index futures contracts, the Fund's effective total exposure to the Index is 99.9%.

2 Non-income producing security.

3 Represents a security held as collateral which is used to ensure the Fund is able to satisfy the obligations of its outstanding long futures contracts.

4 The cost of investments for federal tax purposes amounts to $195,945,770. The net unrealized appreciation of investments on a federal tax basis amounts to $19,191,825 which is comprised of $37,837,413 appreciation and $18,645,588 depreciation at October 31, 2000.

Note: The categories of investments are shown as a percentage of net assets ($213,465,941) at October 31, 2000.

See Notes which are an integral part of the Financial Statements

</R>

<R>

Statement of Assets and Liabilities

OCTOBER 31, 2000
Assets:                
Total investments in securities, at value (identified cost $195,423,305 and tax cost $195,945,770)         $ 215,137,595
Cash           135,000
Income receivable           117,951
Receivable for investments sold           193,648
Receivable for shares sold           487,862
Receivable for daily variation margin           261,654
         

TOTAL ASSETS           216,333,710
         

Liabilities:            
Payable for investments purchased   $ 2,659,559      
Payable for shares redeemed     176,767      
Accrued expenses     31,443      
   

     
TOTAL LIABILITIES           2,867,769
         

Net Assets for 10,601,788 shares outstanding         $ 213,465,941
         

Net Assets Consist of:            
Paid in capital         $ 168,861,584
Net unrealized appreciation of investments and futures contracts           19,741,461
Accumulated net realized gain on investments and futures contracts           24,551,651
Accumulated undistributed net investment income           311,245
         

TOTAL NET ASSETS         $ 213,465,941
         

Net Asset Value, Offering Price and Redemption Proceeds Per Share:            
$213,465,941 ÷ 10,601,788 shares outstanding           $20.13
         

See Notes which are an integral part of the Financial Statements

</R>

<R>

Statement of Operations

YEAR ENDED OCTOBER 31, 2000
Investment Income:                            
Dividends                   $ 1,577,659
Interest                     906,639
                   

TOTAL INCOME                     2,484,298
                   

Expenses:                      
Management fee           $ 623,388        
Custodian fees             36,101        
Transfer and dividend disbursing agent fees and expenses             20,917        
Directors'/Trustees' fees             3,887        
Auditing fees             12,549        
Legal fees             13,911        
Portfolio accounting fees             57,432        
Shareholder services fee             389,618        
Share registration costs             44,090        
Printing and postage             18,091        
Insurance premiums             1,185        
Miscellaneous             6,091        
           


     
TOTAL EXPENSES             1,227,260        
           


     
Waiver and Reimbursement:                      
Waiver of shareholder services fee   $ (342,864 )              
Reimbursement of management fee     (645 )              
   


             
TOTAL WAIVER AND REIMBURSEMENT             (343,509 )      
           


     
Net expenses                     883,751
                   

Net investment income                     1,600,547
                   

Realized and Unrealized Gain on Investments and Futures Contracts:                      
Net realized gain on investments and futures contracts                     24,605,564
Net change in unrealized appreciation of investments and futures contracts                     9,221,872
                   

Net realized and unrealized gain on investments and futures contracts                     33,827,436
                   

Change in net assets resulting from operations                   $ 35,427,983

See Notes which are an integral part of the Financial Statements

</R>

<R>

Statement of Changes in Net Assets

Year Ended October 31         2000             1999    
Increase (Decrease) in Net Assets                
Operations:                
Net investment income   $ 1,600,547     $ 991,350  
Net realized gain on investments and futures contracts ($25,152,755 and $20,587,552, respectively, as computed for federal tax purposes)     24,605,564       21,373,554  
Net change in unrealized appreciation of investments and futures contracts     9,221,872       (5,139,008 )
   


 


CHANGE IN NET ASSETS RESULTING FROM OPERATIONS     35,427,983       17,225,896  
   


 


Distributions to Shareholders:                
Distributions from net investment income     (1,429,234 )     (903,582 )
Distributions from net realized gains of investments and futures contracts     (15,616,630 )     (9,367,351 )
   


 


CHANGE IN NET ASSETS RESULTING FROM DISTRIBUTIONS TO SHAREHOLDERS     (17,045,864 )     (10,270,933 )
   


 


Share Transactions:                
Proceeds from sale of shares     166,494,310       65,142,694  
Net asset value of shares issued to shareholders in payment of distributions declared     11,934,514       6,592,684  
Cost of shares redeemed     (93,444,655 )     (52,220,271 )
   


 


CHANGE IN NET ASSETS RESULTING FROM SHARE TRANSACTIONS     84,984,169       19,515,107  
   


 


Change in net assets     103,366,288       26,470,070  
   


 


Net Assets:                
Beginning of period     110,099,653       83,629,583  
   


 


End of period (including accumulated undistributed net investment income of $311,245 and $139,932, respectively)   $ 213,465,941     $ 110,099,653  
   


 


See Notes which are an integral part of the Financial Statements

</R>

<R>

Notes to Financial Statements

OCTOBER 31, 2000

ORGANIZATION

Federated Index Trust (the "Trust") is registered under the Investment Company Act of 1940, as amended (the "Act"), as an open-end, management investment company. The Trust consists of three portfolios. The financial statements included herein are only those of Federated Mid-Cap Fund (the "Fund"), a diversified portfolio. The financial statements of the other portfolios are presented separately. The assets of each portfolio are segregated and a shareholder's interest is limited to the portfolio in which shares are held. The investment objective of the Fund is to provide investment results generally corresponding to the aggregate price and dividend performance of publicly traded common stocks that comprise the mid-level stock capitalization sector of the United States equity market.

SIGNIFICANT ACCOUNTING POLICIES

The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of its financial statements. These policies are in conformity with generally accepted accounting principles.

Investment Valuation

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 60 days or less at the time of purchase may be valued at amortized cost, which approximates fair market value. Investments in other open-ended regulated investment companies are valued at net asset value.

Repurchase Agreements

It is the policy of the Fund 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 Fund 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.

The Fund will only enter into repurchase agreements with banks and other recognized financial institutions, such as broker/dealers, which are deemed by the Fund's manager 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 Fund could receive less than the repurchase price on the sale of collateral securities. The Fund, along with other affiliated investment companies, may utilize a joint trading account for the purpose of entering into one or more repurchase agreements.

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. Non-cash dividends included in dividend income, if any, are recorded at fair value.

Income and capital gain distributions are determined in accordance with income tax regulations which may differ from generally accepted accounting principles.

Federal Taxes

It is the Fund'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 provision for federal tax is necessary.

When-Issued and Delayed Delivery Transactions

The Fund may engage in when-issued or delayed delivery transactions. The Fund 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. Losses may occur on these transactions due to changes in market conditions or the failure of counterparties to perform under the contract.

Futures Contracts

The Fund purchases stock index futures contracts to manage cashflows, enhance yield, and to potentially reduce transaction costs. Upon entering into a stock index futures contract with a broker, the Fund is required to deposit in a segregated account a specified amount of cash or U.S. government securities. Futures contracts are valued daily and unrealized gains or losses are recorded in a "variation margin" account. Daily, the Fund receives from or pays to the broker a specified amount of cash based upon changes in the variation margin account. When a contract is closed, the Fund recognizes a realized gain or loss. For the year ended October 31, 2000, the Fund had realized gains on futures contracts of $1,190,815.

Futures contracts have market risks, including the risk that the change in the value of the contract may not correlate with changes in the value of the underlying securities.

At October 31, 2000, the Fund had outstanding futures contracts as set forth below:

Expiration Date     Contracts to Receive     Position     Unrealized Appreciation
December 2000   38 S&P MidCap 400 Index Futures   Long   $27,171

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 a trade date basis.

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:

Year Ended October 31     2000         1999    
Shares sold   8,714,919     3,819,553  
Shares issued to shareholders in payment of distributions declared   703,376     419,466  
Shares redeemed   (5,061,968 )   (3,052,195 )
   

 

NET CHANGE RESULTING FROM SHARE TRANSACTIONS   4,356,327     1,186,824  

MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES

Management Fee

Federated Investment Management Company, the Fund's manager (the "Manager"), receives for its services an annual investment management fee equal to 0.40% of the Fund's average daily net assets. Under the terms of a sub-manager agreement between the Manager and Northern Trust Quantitative Advisors, Inc. (the "Sub-Manager"), the Sub-Manager receives an annual fee from the Manager equal to 0.035% of the Fund's average daily net assets.

Pursuant to an Exemptive Order issued by the Securities and Exchange Commission, the Fund may invest in Prime Value Obligations Fund, which is managed by the Manager. The Manager has agreed to reimburse certain management fees as a result of these transactions.

Shareholder Services Fee

Under the terms of a Shareholder Services Agreement with Federated Shareholder Services Company ("FSSC"), the Fund will pay FSSC up to 0.25% of average daily net assets of the Fund 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

Federated Services Company ("FServ"), through its subsidiary FSSC, serves as transfer and dividend disbursing agent for the Fund. 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 Fund's accounting records for which it receives a fee. The fee is based on the level of the Fund'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 (and in-kind contributions), for the year ended October 31, 2000, were as follows:

Purchases

   

$128,208,356

Sales

 

$  54,830,206

Report of Ernst & Young LLP, Independent Auditors

TO THE BOARD OF TRUSTEES OF FEDERATED INDEX TRUST AND SHAREHOLDERS OF FEDERATED MID-CAP FUND:

We have audited the accompanying statement of assets and liabilities, including the portfolios of investments of the Federated Mid-Cap Fund (one of the portfolios constituting the Federated Index Trust) as of October 31, 2000, and the related statement of operations for the year then ended, the statements 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 Funds' 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 auditing standards generally accepted in the United States. 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 October 31, 2000, by correspondence with the custodian and brokers, or by other appropriate auditing procedures where replies from the 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 the Federated Mid-Cap Fund of the Federated Index Trust at October 31, 2000, 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 accounting principles generally accepted in the United States.

/s/Ernst & Young LLP

December 15, 2000
Boston, Massachusetts




A Statement of Additional Information (SAI) dated December 31, 2000, is incorporated by reference into this prospectus. Additional information about the Fund and its investments is contained in the Fund's SAI and Annual and Semi-Annual Reports to shareholders as they become available. The Annual Report's Management's Discussion of Fund Performance discusses market conditions and investment strategies that significantly affected the Fund's performance during its last fiscal year. To obtain the SAI, Annual Report, Semi-Annual Report and other information without charge, and to 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 writing to or visiting the SEC's Public Reference Room in Washington, DC. You may also access Fund information from the EDGAR Database on the SEC's Internet site at http://www.sec.gov. You can purchase copies of this information by contacting the SEC by email at [email protected] or by writing to the SEC's Public Reference Section, Washington, DC 20549-0102. Call 1-202-942-8090 for information on the Public Reference Room's operations and copying fees.

FEDERATED World-Class Investment Manager®

Federated Mid-Cap Fund
Federated Investors Funds
5800 Corporate Drive
Pittsburgh, PA 15237-7000
www.federatedinvestors.com

Federated Securities Corp., Distributor

Investment Company Act File No. 811-6061

Cusip 31420E205

206304A (12/00)

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Federated is a registered mark of Federated Investors, Inc.
2000 ©Federated Investors, Inc.




FEDERATED World-Class Investment Manager®

Federated Mini-Cap Fund

A Portfolio of Federated Index Trust

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Prospectus

DECEMBER 31, 2000

INSTITUTIONAL SHARES

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A mutual fund seeking to provide investment results generally corresponding to the aggregate price and dividend performance of publicly-traded common stocks comprising the Russell 2000® Index (Index).

The Fund is neither affiliated with nor promoted, sponsored or endorsed by the Frank Russell Company. Frank Russell's only relationship to the Fund is the licensing of the use of the Index. Frank Russell Company is the owner of the trademarks and copyrights relating to the Index. The Russell 2000® Index is a trademark/service mark of the Frank Russell Company. Russell™ is a trademark of the Frank Russell Company. Frank Russell Company is not responsible for and has not reviewed the Fund or any associated literature or publications and Frank Russell Company makes no representation or warranty, express or implied, as to their accuracy, or completeness, or otherwise.

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

NOT FDIC INSURED
MAY LOSE VALUE
NO BANK GUARANTEE
CONTENTS
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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?   5
How is the Fund Sold?   6
How to Purchase Shares   6
How to Redeem Shares   8
Account and Share Information   10
Who Manages the Fund?   11
Financial Information   12
Report of Ernst & Young LLP, Independent Auditors   74

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Risk/Return Summary

WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

The Fund's investment objective is to provide investment results that generally correspond to the aggregate price and dividend performance of the approximately 2,000 publicly traded common stocks that are ranked in terms of capitalization below the top 1,000 stocks that comprise the large and mid-range capitalization sector of the United States equity market. This group of stocks is known as the Russell 2000® Index. 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 invests at least 80% of its assets in the small capitalization common stocks comprising the Index.

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:

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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

[Graphic representation Omitted--See Appendix]

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

The Fund's Institutional Shares are sold without a sales charge (load). The total returns displayed above are based upon net asset value.

The Fund's Institutional Shares total return for the nine-month period from January 1, 2000 to September 30, 2000 was 2.48%.

Within the period shown in the chart, the Fund's Institutional Shares highest quarterly return was 18.09% (quarter ended December 31, 1999). Its lowest quarterly return was (20.58%) (quarter ended September 30, 1998).

Average Annual Total Return Table

The following table represents the Fund's Institutional Shares Average Annual Total Returns for the calendar periods ended December 31, 1999. The table shows the Fund's Institutional Shares total returns averaged over a period of years relative to the Russell 2000® Index, a broad based market index. Total returns for the index shown do not reflect sales charges, expenses or other fees that the SEC requires to be reflected in the Fund's performance. Indexes are unmanaged, and it is not possible to invest directly in an index.

Calendar Period     Fund     Russell 2000
1 Year   18.87%   21.26%
5 Years   14.80%   16.69%
Start of Performance1   13.17%   15.58%

1 The Fund's Institutional Shares start of performance date was August 11, 1992.

Past performance is no guarantee of future results. This information provides you with historical performance information so that you can analyze whether the Fund's investment risks are balanced by its potential returns.

What are the Fund's Fees and Expenses?

FEDERATED MINI-CAP FUND

FEES AND EXPENSES

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

Shareholder Fees      
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 Waiver)1    
Expenses That are Deducted From Fund Assets (as a percentage of average net assets)    
 
Management Fee   0.50%
Distribution (12b-1) Fee   None
Shareholder Services Fee2   0.25%
Other Expenses   0.34%
Total Annual Fund Operating Expenses   1.09%

1 Although not contractually obligated to do so, the shareholder services provider waived certain amounts. These are shown below along with the net expenses the Fund actually paid for the fiscal year ended October 31, 2000.
 
Total Waiver of Fund Expenses   0.13%
 
Total Actual Annual Fund Operating Expenses (after waiver)   0.96%
 
2 The shareholder services provider voluntarily waived a portion of the shareholder services fee. This voluntary waiver can be terminated at any time. The shareholder services fee paid by the Fund's Institutional Shares (after the voluntary waiver) was 0.12% for the fiscal year ended October 31, 2000.

EXAMPLE

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

The Example assumes that you invest $10,000 in the Fund's Institutional Shares 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 Institutional Shares operating expenses are before waiver 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     $ 111
3 Years   $ 347
5 Years   $ 601
10 Years   $ 1,329

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What are the Fund's Investment Strategies?

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The Fund pursues its investment objective by investing in the stocks of the Index in the same weights as the Index. This is called a "full replication" strategy. Market capitalization is determined by multiplying the number of outstanding shares by the current market price per share. As of September 30, 2000, the capitalization range of the issuers comprising Index was $9,000,000 to $5,583,000,000. As of the same date, the weighted median market capitalization of the Fund was $894,000,000.

The Fund purchases Index futures contracts in order to more closely track the performance of the Index, while maintaining cash equivalent positions as necessary for the Fund's operations.

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What are the Principal Securities in Which the Fund Invests?

EQUITY SECURITIES

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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.

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Common Stocks

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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.

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What are the Specific Risks of Investing in the Fund?

STOCK MARKET RISKS

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</R>

RISKS RELATED TO COMPANY SIZE

LIQUIDITY RISKS

SECTOR RISKS

What do Shares Cost?

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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 (as described in this prospectus) 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 Fund generally values 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).

Futures contracts and options are generally 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 generally 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 required minimum initial investment for Fund Shares is $25,000. There is no required minimum subsequent investment amount. 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.

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How is the Fund Sold?

The Fund offers two share classes: Institutional Shares and Class C Shares, each representing interests in a single portfolio of securities. This prospectus relates only to Institutional Shares. Each share class has different expenses, which affect their performance. Contact your investment professional or call 1-800-341-7400 for more information concerning the other class.

The Fund's Distributor, Federated Securities Corp., markets the Shares described in this prospectus to institutions acting on behalf of their customers or to individuals, directly or through investment professionals.

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

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

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DIRECTLY FROM THE FUND

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 incurred by the Fund or Federated Shareholder Services Company, the Fund's transfer agent.

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

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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).

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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.

How to Redeem Shares

You should redeem Shares:

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

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You may redeem Shares by simply calling the Fund at 1-800-341-7400. 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.

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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:

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

Signature Guarantees

Signatures must be guaranteed if:

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:

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:

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

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 and pays any dividends quarterly to shareholders. Dividends are paid to all shareholders invested in the Fund on the record date. The record date is the date on which a shareholder must officially own Shares in order to earn a dividend.

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 dividend or 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 dividend or 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, 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 both dividends and capital gains. Redemptions are taxable sales. Please consult your tax adviser regarding your federal, state, and local tax liability.

Who Manages the Fund?

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The Board of Trustees governs the Fund. The Board selects and oversees the Manager, Federated Investment Management Company. The Manager, in turn, oversees the management of the Fund's assets by the Sub-Manager, Northern Trust Quantitative Advisors, Inc. The Manager's responsibilities include selecting the Sub-Manager and continued review and evaluation of the Sub-Manager's performance. The Manager's address is Federated Investors Tower, 1001 Liberty Avenue, Pittsburgh, PA 15222-3779.

The Manager has delegated daily management of the Fund's assets to the Sub-Manager, who is paid by the Manager and not by the Fund, based on net assets under management. The Sub-Manager develops, maintains and runs the computer program designed to determine which securities are purchased and sold to replicate the composition of the Index. The Sub-Manager has complete discretion, subject to the Manager's oversight, to purchase and sell portfolio securities for the Fund. The Sub-Manager's address is 50 South LaSalle Street, Chicago, IL 60675. The Sub-Manager is a subsidiary of the Northern Trust Company and is an investment adviser primarily to corporate defined benefit and defined contribution plans as well as public pension funds and tax-exempt foundations and endowments. These plans have as of September 30, 2000, placed approximately $72.6 billion in assets with the Sub-Manager. Since 1973, the Sub-Manager has developed and managed a family of equity and bond index funds in which some 681 nationwide non-financial institution clients invest. In total, the Sub-Manager manages 77 commingled/common trust funds. The Northern Trust Company is a subsidiary of Northern Trust Corporation, a bank holding company and one of the nation's largest trust institutions with subsidiaries located across the United States and in several other countries. As of September 30, 2000, total assets of Northern Trust Corporation were $34.8 billion and subsidiaries of Northern Trust Corporation held trust assets under administration of $1.7 trillion.

The Adviser, Sub-Adviser and other subsidiaries of Federated advise approximately 176 mutual funds and separate accounts, which totaled approximately $125 billion in assets as of December 31, 1999. 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.

MANAGEMENT FEES

The Manager receives an annual investment management fee of 0.50% of the Fund's average daily net assets. The Manager may voluntarily waive a portion of its fee or reimburse the Fund for certain operating expenses.

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Financial Information

FINANCIAL HIGHLIGHTS

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The following Financial Highlights will help you understand the Fund's financial performance for its past five fiscal years. 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.

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

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Financial Highlights

(For a Share Outstanding Throughout Each Period)
Year Ended October 31     2000         1999        1998        1997        1996    
Net Asset Value, Beginning of Period   $13.63       $13.02       $16.68       $14.39       $13.33    
Income from Investment Operations:                              
Net investment income   0.12     0.11     0.13     0.15     0.16  
Net realized and unrealized gain (loss) on investments and futures contracts   1.84     1.43     (2.19 )   3.51     1.78  
 
TOTAL FROM INVESTMENT OPERATIONS   1.96     1.54     (2.06 )   3.66     1.94  
 
Less Distributions:                              
Distributions from net investment income   (0.10 )   (0.11 )   (0.14 )   (0.14 )   (0.16 )
Distributions from net realized gain on investments and futures contracts   (1.50 )   (0.82 )   (1.46 )   (1.23 )   (0.72 )
 
TOTAL DISTRIBUTIONS   (1.60 )   (0.93 )   (1.60 )   (1.37 )   (0.88 )
 
Net Asset Value, End of Period   $13.99       $13.63       $13.02       $16.68       $14.39    
 
Total Return1   15.14 %   12.43 %   (13.46 %)   27.54 %   15.09 %
                               
Ratios to Average Net Assets:                              
Expenses   0.96 %   0.93 %   0.82 %   0.76 %   0.74 %
Net investment income   0.85 %   0.79 %   0.80 %   0.96 %   1.14 %
Expense waiver/reimbursement2   0.13 %   0.13 %   0.13 %   0.18 %   0.23 %
 
Supplemental Data:                              
Net assets, end of period (000 omitted)   $101,330     $97,235     $118,494     $150,470     $144,690  
Portfolio turnover   56 %   47 %   48 %   52 %   42 %

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

2 This voluntary expense decrease is reflected in both the expense and the net investment income ratios shown above.

See Notes which are an integral part of the Financial Statements

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Portfolio of Investments

October 31, 2000

Shares

   

   

   

   

Value

 

 

 

COMMON STOCKS--89.6%1

 

 

 

 

 

 

Basic Materials--4.7%

 

 

 

 

8,893

   

AK Steel Holding Corp.

 

$

82,260

 

2,470

   2

ATMI, Inc.

 

 

46,621

 

5,321

2

Airgas, Inc.

 

 

35,917

 

2,575

 

Albemarle Corp.

 

 

59,708

 

1,993

 

Arch Chemicals, Inc.

 

 

38,739

 

1,791

 

Arch Coal, Inc.

 

 

19,477

 

14,022

 

Battle Mountain Gold Co.

 

 

19,280

 

14,052

2

Bethlehem Steel Corp.

 

 

40,400

 

2,890

2

Buckeye Technologies, Inc.

 

 

49,491

 

685

2

Bush Boake Allen, Inc.

 

 

33,137

 

2,709

 

CONSOL Energy, Inc.

 

 

45,884

 

652

2

CSS Industries, Inc.

 

 

13,529

 

2,472

2

Cabot Microelectronics Corp.

 

 

109,232

 

3,761

2

Cadiz, Inc.

 

 

39,961

 

3,651

 

Calgon Carbon Corp.

 

 

21,450

 

2,665

 

Cambrex Corp.

 

 

106,433

 

2,753

 

Caraustar Industries, Inc.

 

 

27,702

 

568

 

Carbo Ceramics, Inc.

 

 

17,005

 

1,957

 

Carpenter Technology Corp.

 

 

60,667

 

798

 

Centex Construction Products, Inc.

 

 

20,698

 

1,615

 

ChemFirst, Inc.

 

 

37,145

 

1,629

 

Chesapeake Corp.

 

 

31,969

 

1,120

 

Cleveland Cliffs, Inc.

 

 

23,100

 

1,453

 

Commercial Metals Corp.

 

 

39,594

 

3,748

 

Corn Products International, Inc.

 

 

94,169

 

12,154

 

Crompton Corp.

 

 

97,232

 

566

 

Curtiss Wright Corp.

 

 

26,673

 

4,333

2

Cytec Industries, Inc.

 

 

150,030

 

4,054

 

Delta & Pine Land Co.

 

 

99,070

 

1,092

 

Deltic Timber Corp.

 

 

21,226

 

825

2

Diversa Corp.

 

 

20,986

 

3,093

2

Earthshell Corp.

 

 

9,666

 

6,636

 

Ethyl Corp.

 

 

13,272

 

3,701

 

Ferro Corp.

 

 

75,871

 

1,964

 

Florida Rock Industries, Inc.

 

 

76,351

 

13,494

 

Freeport-McMoRan Copper & Gold, Inc., Class B

 

 

107,109

 

1,468

 

Fuller (H.B.) Co.

 

 

49,637

 

5,756

2

Gaylord Container Corp.

 

 

12,591

 

671

 

Gentek, Inc.

 

 

11,197

 

3,383

 

Georgia Gulf Corp.

 

 

45,248

 

779

 

Gibraltar Steel Corp.

 

 

9,786

 

2,757

 

Glatfelter (P.H.) Co.

 

 

28,776

 

6,519

2

Grace (W.R.) & Co.

 

 

24,854

 

4,835

 

Great Lakes Chemical Corp.

 

 

161,368

 

1,384

 

Greif Brothers Corp., Class A

 

 

44,288

 

2,993

2

International Fibercom, Inc.

 

 

38,535

 

1,503

 

International Specialty Products, Inc.

 

 

9,394

 

3,082

2

Kaiser Aluminum Corp.

 

 

15,603

 

10,716

 

LTV Corp.

 

 

12,725

 

2,463

 

Lilly Industries, Inc., Class A

 

 

73,890

 

2,468

2

Lone Star Technologies, Inc.

 

 

99,090

 

5,520

 

Longview Fibre Co.

 

 

75,210

 

11,116

 

Louisiana-Pacific Corp.

 

 

94,486

 

5,611

 

Lubrizol Corp.

 

 

121,689

 

1,062

 

2MCSI, Inc.

 

 

30,533

 

1,872

 

MacDermid, Inc.

 

 

40,248

 

4,928

2

Mail-Well, Inc.

 

 

24,332

 

1,446

 

Matthews International Corp., Class A

 

 

39,042

 

1,903

2

Maverick Tube Corp.

 

 

29,615

 

1,705

2

McMoRan Exploration Co.

 

 

20,375

 

6,816

 

Millennium Chemicals, Inc.

 

 

109,908

 

2,163

 

Minerals Technologies, Inc.

 

 

67,729

 

2,222

 

NL Industries, Inc.

 

 

52,495

 

1,791

2

NS Group, Inc.

 

 

15,313

 

2,117

 

National Steel Corp., Class B

 

 

6,219

 

1,009

2

Nortek, Inc.

 

 

18,982

 

2,573

 

OM Group, Inc.

 

 

119,001

 

3,863

 

Olin Corp.

 

 

68,568

 

3,668

 

Omnova Solutions, Inc.

 

 

20,633

 

230

2

Optical Cable Corp.

 

 

3,666

 

4,934

2

Packaging Corp. of America

 

 

72,468

 

18,085

2

Pactiv Corp.

 

 

189,893

 

3,025

2

Playtex Products, Inc.

 

 

30,628

 

10,342

 

Polyone Corp.

 

 

81,443

 

1,488

 

Pope & Talbot, Inc.

 

 

23,157

 

3,027

 

Potlatch Corp.

 

 

101,405

 

1,458

 

Quanex Corp.

 

 

28,887

 

10,916

 

RPM, Inc.

 

 

97,562

 

2,904

 

Rayonier, Inc.

 

 

102,185

 

1,304

 

Rock-Tenn Co.

 

 

11,655

 

3,159

 

Schulman (A.), Inc.

 

 

34,552

 

1,314

2

Seminis, Inc., Class A

 

 

1,150

 

11,177

 

Solutia, Inc.

 

 

142,507

 

2,707

 

Southern Peru Copper Corp.

 

 

37,729

 

4,556

2

Steel Dynamics, Inc.

 

 

54,672

 

4,066

2

Stillwater Mining Co.

 

 

117,914

 

2,206

 

Texas Industries, Inc.

 

 

51,427

 

629

2

Trex Co. Inc.

 

 

23,509

 

559

 

U.S. Aggregates, Inc.

 

 

7,826

 

4,818

2

UCAR International, Inc.

 

 

39,749

 

8,583

 

USEC, Inc.

 

 

43,988

 

2,988

 

Universal Corp.

 

 

83,664

 

875

 

Valhi, Inc.

 

 

10,773

 

3,939

 

Valspar Corp.

 

 

107,574

 

3,451

 

Walter Industries, Inc.

 

 

25,667

 

5,495

 

Wausau-Mosinee Paper Corp.

 

 

48,081

 

3,409

2

Weirton Steel Corp.

 

 

8,096

 

7,537

 

Worthington Industries, Inc.

 

 

72,073

         

 

 

 

TOTAL

 

 

5,056,314

         

 

 

 

Capital Goods--9.1%

 

 

 

 

2,867

 

AAR Corp.

 

 

34,225

 

1,217

2

ACT Manufacturing, Inc.

 

 

40,009

 

6,373

 

AGCO Corp.

 

 

72,493

 

2,966

 

AMCOL International Corp.

 

 

21,874

 

3,445

 

AMETEK, Inc.

 

 

74,929

 

4,122

 

Actuant Corp.

 

 

14,942

 

1,269

2

Advanced Energy Industries, Inc.

 

 

21,890

 

1,624

2

Advanced Lighting Technologies, Inc.

 

 

19,386

 

1,856

 

Albany International Corp., Class A

 

 

19,952

 

950

2

Alliant Techsystems, Inc.

 

 

85,441

 

376

2

American Technical Ceramics Corp.

 

 

5,753

 

1,140

2

Anaren Microwave, Inc.

 

 

118,560

 

3,823

 

Aptargroup, Inc.

 

 

79,088

 

1,186

2

Arguss Holdings, Inc.

 

 

14,825

 

3,438

2

Artesyn Technologies, Inc.

 

 

139,669

 

1,661

2

Astec Industries, Inc.

 

 

17,129

 

2,576

 

Baldor Electric Co.

 

 

51,198

 

3,129

 

Ball Corp.

 

 

109,906

 

1,778

 

Barnes Group, Inc.

 

 

34,226

 

900

 

Bel Fuse, Inc.

 

 

36,112

 

2,613

 

Belden, Inc.

 

 

67,775

 

2,052

2

Benchmark Electronics, Inc.

 

 

82,593

 

2,022

2

Black Box Corp.

 

 

133,199

 

441

2

Blount International, Inc.

 

 

3,528

 

1,887

 

Brady (W.H.) Co.

 

 

58,497

 

2,323

 

Briggs & Stratton Corp.

 

 

82,902

 

1,755

 

Brush Engineered Materials, Inc.

 

 

35,868

 

2,829

 

C&D Technologies, Inc.

 

 

167,265

 

2,924

2

C-COR Electronics, Inc.

 

 

45,688

 

2,609

 

CLARCOR, Inc.

 

 

49,897

 

2,950

 

CTS Corp.

 

 

126,666

 

3,180

 

Carlisle Cos., Inc.

 

 

132,368

 

2,009

2

Casella Waste Systems, Inc.

 

 

17,453

 

1,270

 

Century Aluminium Co.

 

 

11,112

 

3,032

2

Checkpoint System, Inc.

 

 

24,066

 

2,121

 

Cohu, Inc.

 

 

33,538

 

2,125

2

Coinstar, Inc.

 

 

28,023

 

1,291

 

Columbus McKinnon Corp.

 

 

17,267

 

3,061

2

Comfort Systems USA, Inc.

 

 

8,992

 

600

 

Cubic Corp.

 

 

16,425

 

4,451

 

Cummins Engine Co., Inc.

 

 

151,334

 

1,748

2

Cuno, Inc.

 

 

44,355

 

1,177

2

DDI Corp.

 

 

47,006

 

2,235

2

Delco-Remy International, Inc.

 

 

14,947

 

2,301

2

Dionex Corp.

 

 

74,639

 

4,230

 

Donaldson Company, Inc.

 

 

95,704

 

560

2

Dupont Photomasks, Inc.

 

 

31,430

 

1,183

2

ESCO Technologies, Inc.

 

 

21,516

 

2,839

2

Electro Scientific Industries, Inc.

 

 

99,188

 

2,619

2

Emagin Corp.

 

 

22,654

 

978

2

EMCOR Group, Inc.

 

 

25,367

 

6,693

2

Encompass Services Corp.

 

 

30,537

 

1,275

2

Energy Conversion Devices, Inc.

 

 

41,278

 

1,851

2

Esterline Technologies Corp.

 

 

41,300

 

950

2

Excel Technology, Inc.

 

 

23,750

 

2,029

 

Exide Corp.

 

 

20,417

 

4,813

 

Federal Signal Corp.

 

 

112,504

 

4,317

 

Fisher Scientific International, Inc.

 

 

165,935

 

3,963

 

Flowserve Corp.

 

 

79,755

 

4,049

 

Foster Wheeler Corp.

 

 

29,861

 

410

 

Franklin Electronics, Inc.

 

 

27,931

 

1,345

2

Gardner Denver, Inc.

 

 

24,714

 

3,590

 

GenCorp, Inc.

 

 

30,066

 

3,167

 

General Cable Corp.

 

 

19,002

 

1,254

2

Genlyte Group, Inc.

 

 

32,447

 

2,132

 

Graco, Inc.

 

 

76,619

 

2,011

 

Granite Construction, Inc.

 

 

45,876

 

2,781

2

Griffon Corp.

 

 

21,205

 

5,697

 

HON Industries, Inc.

 

 

137,084

 

3,740

 

Harman International Industries, Inc.

 

 

179,520

 

4,303

 

Harsco Corp.

 

 

86,867

 

858

 

Heico Corp.

 

 

10,350

 

947

2

Horizon Offshore, Inc.

 

 

13,021

 

1,306

2

Hypercom Corp.

 

 

8,979

 

3,225

 

IDEX Corp.

 

 

104,006

 

1,992

2

Insituform Technologies, Inc., Class A

 

 

71,089

 

3,503

2

Integrated Electrical Services

 

 

24,083

 

1,743

2

Ionics, Inc.

 

 

36,494

 

4,263

 

JLG Industries, Inc.

 

 

59,416

 

2,442

2

Jacobs Engineering Group, Inc.

 

 

101,038

 

2,441

 

Kaman Corp., Class A

 

 

35,395

 

3,168

 

Kaydon Corp.

 

 

69,498

 

3,295

 

Kennametal, Inc.

 

 

96,791

 

3,296

 

Kimball International, Inc., Class B

 

 

51,294

 

1,084

2

LCC International, Inc., Class A

 

 

16,260

 

525

 

Lawson Products, Inc.

 

 

14,241

 

3,720

 

Lincoln Electric Holdings, Inc.

 

 

63,937

 

1,272

 

Lindsay Manufacturing Co.

 

 

26,712

 

2,164

2

Littlelfuse, Inc.

 

 

62,756

 

800

2

MOOG, Inc., Class A

 

 

23,300

 

2,026

2

Magnetek, Inc.

 

 

22,033

 

2,652

 

Manitowoc, Inc.

 

 

72,101

 

2,700

 

Metals USA, Inc.

 

 

7,594

 

4,085

2

Mettler Toledo International, Inc., ADR

 

 

190,718

 

3,706

 

Milacron, Inc.

 

 

59,064

 

976

2

Mobile Mini, Inc.

 

 

19,459

 

3,681

2

Mueller Industries, Inc.

 

 

85,813

 

1,766

 

Myers Industries, Inc.

 

 

23,399

 

714

 

NACCO Industries, Inc., Class A

 

 

27,177

 

4,377

 

National Service Industries, Inc.

 

 

89,455

 

1,291

 

New England Business Service, Inc.

 

 

22,431

 

7,383

2

Newpark Resources, Inc.

 

 

66,447

 

3,067

 

Newport News Shipbuilding, Inc.

 

 

150,858

 

2,986

 

Nordson Corp.

 

 

85,661

 

3,962

2

Orbital Sciences Corp.

 

 

31,448

 

1,579

 

OshKosh Truck Corp., Class B

 

 

64,936

 

995

 

Park Electrochemical Corp.

 

 

65,732

 

891

2

Parkervision, Inc.

 

 

49,673

 

4,152

2

Paxar Corp.

 

 

33,994

 

685

 

Penn Engineering & Manufacturing Corp.

 

 

25,902

 

4,258

2

Plexus Corp.

 

 

268,520

 

5,266

 

Precision Castparts Corp.

 

 

198,791

 

2,942

2

Presstek, Inc.

 

 

46,336

 

987

 

Primex Technologies, Inc.

 

 

28,931

 

1,977

 

RTI International Metals

 

 

28,666

 

2,919

2

Rayovac Corp.

 

 

43,055

 

2,198

 

Regal Beloit Corp.

 

 

36,816

 

2,086

 

Reliance Steel & Aluminum Co.

 

 

49,542

 

847

 

Robbins & Myers, Inc.

 

 

20,487

 

1,616

2

Rogers Corp.

 

 

57,772

 

3,277

 

Roper Industries, Inc.

 

 

114,695

 

2,467

 

Ryerson Tull, Inc.

 

 

18,502

 

2,865

2

SBA Communications, Corp.

 

 

143,608

 

1,846

 

SLI, Inc.

 

 

15,229

 

1,307

2

SPS Technologies, Inc.

 

 

67,474

 

821

2

SatCon Technology Corp.

 

 

20,935

 

2,076

 

Sauer-Danposs, Inc.

 

 

15,700

 

1,300

 

Scott Technologies, Inc.

 

 

29,900

 

7,517

 

Sensormatic Electronics Corp.

 

 

135,306

 

674

2

Sequa Corp., Class A

 

 

24,854

 

1,767

2

Shaw Group, Inc.

 

 

144,010

 

2,204

 

Smith (A.O.) Corp.

 

 

31,131

 

1,647

 

Spartech Corp.

 

 

25,426

 

1,209

2

Specialty Equipment Cos., Inc.

 

 

36,648

 

337

2

Spectra-Physics Lasers, Inc.

 

 

11,900

 

1,330

 

Standard Register

 

 

15,960

 

1,177

 

Standex International Corp.

 

 

21,554

 

1,503

2

Stericycle, Inc.

 

 

48,660

 

2,965

 

Stewart & Stevenson Services

 

 

71,160

 

1,298

2

Stoneridge, Inc.

 

 

12,655

 

1,026

 

Superior Telecom, Inc.

 

 

5,066

 

1,219

 

Technitrol, Inc.

 

 

135,157

 

1,726

 

Tecumseh Products Co., Class A

 

 

68,824

 

3,252

2

Teledyne Technologies, Inc.

 

 

81,503

 

4,029

 

Teleflex, Inc.

 

 

139,252

 

961

 

Tennant Co.

 

 

41,803

 

2,762

2

Terex Corp.

 

 

34,007

 

640

2

Thermo Fibertek, Inc.

 

 

2,640

 

1,676

 

Thomas Industries, Inc.

 

 

35,196

 

2,313

2

Three-Five Systems, Inc.

 

 

79,798

 

5,230

 

Timken Co.

 

 

73,547

 

2,721

 

Tredegar Industries, Inc.

 

 

51,869

 

4,036

 

Trinity Industries, Inc.

 

 

97,116

 

1,210

2

Triumph Group, Inc.

 

 

41,140

 

1,428

 

URS Corp.

 

 

18,296

 

1,510

2

Uniroyal Technology Corp.

 

 

15,383

 

3,493

2

United Stationers, Inc.

 

 

105,008

 

1,508

2

Universal Electronics, Inc.

 

 

27,709

 

3,164

2

Valence Technology, Inc.

 

 

44,098

 

1,564

 

Valmont Industries, Inc.

 

 

31,866

 

4,654

2

Viasystems Group, Inc.

 

 

66,029

 

2,066

2

Vicor Corp.

 

 

111,564

 

2,456

2

WMS Industries, Inc.

 

 

54,646

 

2,272

 

Wabash National Corp.

 

 

18,176

 

3,969

 

Wallace Computer Services, Inc.

 

 

57,550

 

3,490

2

Washington Group International, Inc.

 

 

36,645

 

2,091

2

Waste Connections, Inc.

 

 

53,451

 

2,148

 

Watsco, Inc.

 

 

20,234

 

1,780

 

Watts Industries, Inc., Class A

 

 

19,914

 

1,092

 

West Pharmaceutical Services, Inc.

 

 

24,024

 

893

2

Wolverine Tube, Inc.

 

 

12,167

 

1,180

 

Woodhead Industries, Inc.

 

 

25,960

 

898

 

Woodward Governor Co.

 

 

40,214

 

1,586

2

Yankee Candle Co.

 

 

23,294

 

4,022

 

York International Corp.

 

 

109,348

 

1,776

 

ZixIt Corp.

 

 

43,401

 

2,985

2

Zomax Optical Media, Inc.

 

 

18,097

         

 

 

 

TOTAL

 

 

9,740,307

         

 

 

 

Communication Services--1.3%

 

 

 

 

2,990

2

Adelphia Business Solutions, Inc.

 

 

18,687

 

2,710

2

Advanced Radio Telecom Corp.

 

 

10,671

 

972

2

AirGate PCS, Inc.

 

 

37,786

 

1,093

2

Alamosa PCS Holdings, Inc.

 

 

16,600

 

1,066

2

Alaska Communications Systems Holdings, Inc.

 

 

7,262

 

5,574

2

Allied Riser Communications Corp.

 

 

17,767

 

6,205

2

American TeleSource International, Inc.

 

 

9,307

 

5,810

2

Arch Wireless, Inc.

 

 

17,430

 

1,447

 

CFW Communications Co.

 

 

28,759

 

1,740

 

CT Communications, Inc.

 

 

34,909

 

4,084

2

CapRock Communications Corp.

 

 

29,098

 

984

2

Choice One Communications, Inc.

 

 

10,639

 

1,102

2

Commonwealth Telephone Enterprises, Inc.

 

 

38,157

 

1,094

2

Cypress Communications, Inc.

 

 

2,940

 

972

2

Deltathree.com, Inc.

 

 

2,916

 

5,670

2

e.spire Communications, Inc.

 

 

15,592

 

1,038

2

FiberNet Telecom Group, Inc.

 

 

11,094

 

1,099

2

FirstWorld Communications, Inc., Class B

 

 

1,648

 

4,476

2

General Communications, Inc., Class A

 

 

34,969

 

957

2

Golden Telecom, Inc.

 

 

14,833

 

1,514

 

Hickory Tech Corp.

 

 

34,443

 

1,134

2

iBasis, Inc.

 

 

8,788

 

5,525

2

ICG Communications, Inc.

 

 

2,417

 

2,487

2

IDT Corp.

 

 

88,910

 

5,500

2

ITC DeltaCom, Inc.

 

 

44,516

 

685

2

ITXC Corp.

 

 

7,235

 

2,390

2

Illuminet Holdings, Inc.

 

 

57,547

 

5,379

2

Intermedia Communications, Inc.

 

 

119,010

 

2,812

2

Leap Wireless International, Inc.

 

 

139,897

 

8,185

2

MetroCall, Inc.

 

 

10,487

 

5,028

2

Mpower Communications Corp.

 

 

32,682

 

603

2

Neon Communications, Inc.

 

 

7,274

 

1,162

2

Net2000 Communications, Inc.

 

 

6,972

 

1,094

2

Net2Phone, Inc.

 

 

20,307

 

1,138

2

Network Plus Corp.

 

 

8,962

 

1,629

 

North Pittsburgh Systems, Inc.

 

 

19,344

 

1,871

2

Pac-West Telecomm, Inc.

 

 

16,254

 

4,834

2

Price Communications Corp.

 

 

104,535

 

2,888

2

Primus Telecommunications Group, Inc.

 

 

14,620

 

1,014

2

Rural Cellular Corp.

 

 

54,502

 

7,499

2

Talk.com, Inc.

 

 

23,200

 

1,945

2

Teligent AB, Class A

 

 

14,770

 

13,316

2

Terremark Worldwide, Inc.

 

 

35,021

 

1,032

2

US LEC Corp., Class A

 

 

6,192

 

5,363

2

Viatel, Inc.

 

 

51,619

 

4,916

2

WebLink Wireless, Inc.

 

 

39,021

 

3,718

2

WorldPages.com, Inc.

 

 

9,527

 

668

2

Z-Tel Technologies, Inc.

 

 

5,803

         

 

 

 

TOTAL

 

 

1,344,919

         

 

 

 

Consumer Cyclicals--14.1%

 

 

 

 

879

2

1-800-FLOWERS.COM, Inc.

 

 

3,434

 

951

2

4 Kids Entertainment, Inc.

 

 

13,730

 

1,251

2

99 Cents Only Stores

 

 

28,069

 

5,703

2

ACNielsen Corp.

 

 

136,516

 

1,850

2

ADVO, Inc.

 

 

68,103

 

920

2

AMERCO

 

 

18,630

 

2,528

2

APAC Customer Services, Inc.

 

 

13,588

 

1,861

 

Aaron Rents, Inc.

 

 

31,172

 

9,866

2

Abercrombie & Fitch Co., Class A

 

 

232,468

 

1,199

 

Ackerley Communications, Inc.

 

 

12,440

 

1,926

2

Administaff, Inc.

 

 

68,373

 

851

 

Advanced Marketing Services, Inc.

 

 

15,318

 

969

2

American Axle & Manufacturing Holdings, Inc.

 

 

12,052

 

2,321

2

American Eagle Outfitters, Inc.

 

 

79,929

 

6,842

 

American Greetings Corp., Class A

 

 

124,439

 

3,099

2

Ames Department Stores, Inc.

 

 

12,202

 

670

2

Anchor Gaming

 

 

56,908

 

2,717

2

Ann Taylor Stores Corp.

 

 

81,510

 

2,126

 

Applied Industrial Technologies, Inc.

 

 

36,009

 

1,929

 

Arctic Cat, Inc.

 

 

24,715

 

2,140

2

Argosy Gaming Corp.

 

 

34,775

 

1,820

2

Armor Holdings, Inc.

 

 

28,324

 

4,095

 

Armstrong Holdings, Inc.

 

 

11,773

 

7,590

 

ArvinMeritor, Inc.

 

 

127,132

 

551

2

Avenue A, Inc.

 

 

2,342

 

2,292

2

Avis Group Holdings, Inc.

 

 

68,473

 

3,917

2

Aztar Corp.

 

 

59,245

 

2,569

2

Bally Total Fitness Holding Corp.

 

 

64,064

 

1,196

 

Bandag, Inc.

 

 

42,682

 

5,371

2

Barnes & Noble, Inc.

 

 

101,378

 

1,115

2

Barnesandnoble.com, Inc.

 

 

4,355

 

3,668

 

Blyth Industries, Inc.

 

 

95,368

 

2,836

2

Boca Resorts, Inc., Class A

 

 

38,463

 

8,344

2

Borders Group, Inc.

 

 

115,773

 

2,525

 

Borg-Warner Automotive, Inc.

 

 

95,319

 

3,996

2

Boyd Gaming Corp.

 

 

15,734

 

923

2

Braun Consulting, Inc.

 

 

6,951

 

1,273

2

Bright Horizons Family Solutions, Inc.

 

 

31,825

 

1,939

 

Brown Shoe Co., Inc.

 

 

19,026

 

824

2

Buckle, Inc.

 

 

13,853

 

1,856

 

Burlington Coat Factory Warehouse

 

 

29,232

 

893

 

Bush Industries, Inc., Class A

 

 

10,381

 

1,503

2

Buy.com, Inc.

 

 

3,241

 

2,143

2

CB Richard Ellis Services

 

 

26,787

 

667

 

CPI Corp.

 

 

13,465

 

1,994

2

CSK Auto Corp.

 

 

6,979

 

8,017

 

Callaway Golf Co.

 

 

128,272

 

1,954

2

Career Education Corp.

 

 

75,595

 

4,654

 

Casey's General Stores, Inc.

 

 

58,175

 

11,273

2

Catellus Development Corp.

 

 

205,028

 

1,425

 

Cato Corp., Class A

 

 

17,100

 

6,254

 

Centex Corp.

 

 

231,398

 

1,593

2

Central Garden & Pet Co.

 

 

12,644

 

1,265

 

Central Parking Corp.

 

 

24,272

 

2,662

2

Cerner Corp.

 

 

164,878

 

4,998

2

Champion Enterprises, Inc.

 

 

19,367

 

1,183

2

Championship Auto Racing Teams, Inc.

 

 

29,427

 

10,071

2

Charming Shoppes, Inc.

 

 

61,685

 

963

 

Chemed Corp.

 

 

31,659

 

1,469

2

Chicos Fas, Inc.

 

 

47,559

 

1,821

2

Children's Place Retail Stores, Inc.

 

 

47,232

 

5,580

2

Choice Hotels International, Inc.

 

 

65,565

 

918

 

Churchill Downs, Inc.

 

 

25,704

 

4,360

 

Claire's Stores, Inc.

 

 

87,745

 

10,518

 

Clayton Homes, Inc.

 

 

96,634

 

1,525

 

Coachmen Industries, Inc.

 

 

12,772

 

239

2

Coldwater Creek, Inc.

 

 

7,095

 

6,591

2

Collins & Aikman Corp.

 

 

31,307

 

711

2

Columbia Sportswear Co.

 

 

30,395

 

485

 

CompX International, Inc.

 

 

5,790

 

6,727

 

Cooper Tire & Rubber Co.

 

 

73,577

 

308

2

CoorsTek, Inc.

 

 

9,009

 

3,887

2

Copart, Inc.

 

 

58,548

 

496

2

Corinthian Colleges, Inc.

 

 

34,286

 

2,020

2

Corporate Executive Board Co.

 

 

93,172

 

2,250

2

Cost Plus, Inc.

 

 

63,000

 

1,519

2

Crestline Capital Corp.

 

 

31,709

 

704

2

Crossmann Communities, Inc.

 

 

12,628

 

5,160

 

D. R. Horton, Inc.

 

 

95,460

 

5,819

2

Dal-Tile International, Inc.

 

 

72,010

 

2,206

2

Diamond Technology Partners, Class A

 

 

98,443

 

797

2

Digital Impact, Inc.

 

 

4,334

 

7,144

2

Digital Island, Inc.

 

 

90,193

 

510

2

DigitalThink, Inc.

 

 

17,970

 

967

2

Digitas, Inc.

 

 

11,544

 

9,410

 

Dillards, Inc., Class A

 

 

98,805

 

1,329

2

Direct Focus, Inc.

 

 

59,118

 

2,600

2

Dollar Thrifty Automotive Group

 

 

39,975

 

1,369

 

Dover Downs Entertainment

 

 

16,086

 

1,517

2

Dress Barn, Inc.

 

 

38,020

 

2,214

2

Drugstore.Com, Inc.

 

 

5,812

 

1,253

2

Dura Automotive Systems, Inc.

 

 

10,572

 

1,550

2

Edison Schools, Inc.

 

 

42,528

 

2,137

2

Education Management Corp.

 

 

66,247

 

2,067

 

Elcor Corp.

 

 

32,168

 

1,479

2

Electro Rent Corp.

 

 

20,244

 

596

2

Electronics Boutique PLC

 

 

9,313

 

474

2

Envision Development Corp.

 

 

1,718

 

4,165

 

Ethan Allen Interiors, Inc.

 

 

121,826

 

6,164

2

eToys, Inc.

 

 

23,115

 

7,548

2

Extended Stay America, Inc.

 

 

92,935

 

1,374

2

F.Y.I., Inc.

 

 

55,132

 

1,383

2

Factory 2-U Stores, Inc.

 

 

44,170

 

4,511

2

Fairfield Communities, Inc.

 

 

57,233

 

2,834

 

Fedders Corp.

 

 

12,044

 

7,513

 

Federal-Mogul Corp.

 

 

24,417

 

3,474

 

Fleetwood Enterprises, Inc.

 

 

45,813

 

1,949

2

Footstar, Inc.

 

 

69,920

 

1,706

 

Forest City Enterprises, Inc., Class A

 

 

63,122

 

1,241

2

Forrester Research, Inc.

 

 

50,959

 

1,551

2

Fossil, Inc.

 

 

20,260

 

937

 

Freds, Inc.

 

 

19,794

 

5,302

2

Furniture Brands International, Inc.

 

 

89,471

 

2,155

 

G & K Services, Inc., Class A

 

 

59,532

 

232

2

Gaiam, Inc.

 

 

3,741

 

7,721

2

Gartner Group, Inc., Class A

 

 

73,349

 

2,254

2

Genesco, Inc.

 

 

40,008

 

62

 

Grey Global Group, Inc.

 

 

34,720

 

1,645

2

Group 1 Automotive, Inc.

 

 

16,347

 

3,714

2

Gtech Holdings Corp.

 

 

64,299

 

745

2

Guess?, Inc.

 

 

5,541

 

2,397

2

Guitar Center, Inc.

 

 

31,760

 

6,142

2

HA-LO Industries, Inc.

 

 

23,800

 

2,729

 

Handleman Co.

 

 

26,949

 

15,843

2

Hanover Direct, Inc.

 

 

8,912

 

1,748

 

Haverty Furniture Cos., Inc.

 

 

19,665

 

1,805

2

Hayes Lemmerz International, Inc.

 

 

19,742

 

1,969

2

Hexcel Corporation

 

 

21,536

 

4,240

 

Hollinger International, Inc.

 

 

65,455

 

1,665

2

Hollywood.com, Inc.

 

 

12,592

 

915

2

Hot Topic, Inc.

 

 

31,339

 

2,842

 

Houghton Mifflin Co.

 

 

104,621

 

2,546

 

Hughes Supply, Inc.

 

 

47,738

 

472

2

IMPCO Technologies, Inc.

 

 

9,292

 

1,550

2

ITT Educational Services, Inc.

 

 

24,412

 

1,010

2

Igen, Inc.

 

 

25,124

 

2,924

2

InfoUSA, Inc.

 

 

9,503

 

992

2

Information Holdings, Inc.

 

 

25,854

 

3,496

2

Insight Enterprises, Inc.

 

 

113,620

 

1,913

2

Insignia Financial Group, Inc.

 

 

18,532

 

906

2

Insurance Automotive Auctions, Inc.

 

 

10,872

 

4,046

2

Intelidata Technologies Corp.

 

 

21,621

 

5,645

2

Interdigital Communications Corp.

 

 

61,742

 

4,905

 

Interface, Inc.

 

 

44,758

 

1,308

 

Interpool, Inc.

 

 

16,840

 

2,954

2

Intertan, Inc.

 

 

32,679

 

2,723

2

Isle of Capri Casinos, Inc.

 

 

29,953

 

2,043

2

JAKKS Pacific, Inc.

 

 

18,004

 

3,283

2

Jones Lang LaSalle, Inc.

 

 

41,858

 

4,819

2

Journal Register Co.

 

 

85,838

 

2,039

2

Jupiter Media Metrix, Inc.

 

 

27,781

 

5,081

 

Kaufman & Broad Homes Corp.

 

 

151,160

 

2,539

 

Kellwood Co.

 

 

49,352

 

769

2

Kenneth Cole Productions, Inc., Class A

 

 

34,941

 

2,105

2

Key3Media Group, Inc.

 

 

19,997

 

2,421

 

LNR Property Corp.

 

 

52,354

 

6,473

 

La-Z Boy Chair Co.

 

 

101,950

 

3,216

 

Lancaster Colony Corp.

 

 

75,978

 

1,460

2

Lands' End, Inc.

 

 

37,449

 

6,896

2

Lear Corp.

 

 

187,916

 

1,126

2

Learning Tree International, Inc.

 

 

50,951

 

4,703

 

Lee Enterprises, Inc.

 

 

129,920

 

5,071

 

Lennar Corp.

 

 

162,906

 

4,260

 

Lennox International, Inc.

 

 

33,814

 

1,186

2

LifeMinders, Inc.

 

 

13,787

 

4,282

2

Linens 'N Things, Inc.

 

 

131,671

 

2,246

 

M.D.C. Holdings, Inc.

 

 

61,484

 

880

2

META Group, Inc.

 

 

8,470

 

4,159

2

MIPS Technologies, Inc.

 

 

166,880

 

612

2

Management Network Group, Inc.

 

 

8,071

 

2,317

 

Marcus Corp.

 

 

32,872

 

996

2

Martha Stewart Living Omnimedia, Class A

 

 

24,962

 

3,900

 

Mascotech, Inc.

 

 

65,081

 

1,975

 

McClatchy, Co., Class A

 

 

75,050

 

956

 

McGrath Rentcorp.

 

 

16,491

 

2,068

 

Media General, Inc., Class A

 

 

78,584

 

1,327

2

Mediaplex, Inc.

 

 

2,861

 

1,028

2

MemberWorks, Inc.

 

 

35,337

 

3,431

2

Mens Wearhouse, Inc.

 

 

100,357

 

3,959

 

Meredith Corp.

 

 

125,698

 

3,765

 

MeriStar Hospitality Corp.

 

 

72,006

 

7,513

2

Metromedia International Group, Inc.

 

 

27,948

 

3,171

2

Michaels Stores, Inc.

 

 

77,095

 

1,689

 

Midas, Inc.

 

 

23,435

 

3,089

2

Midway Games, Inc.

 

 

23,940

 

1,085

2

Modem Media. Poppe Tyson, Inc.

 

 

6,374

 

2,321

 

Modine Manufacturing Co.

 

 

61,216

 

4,380

2

Mohawk Industries, Inc.

 

 

95,539

 

1,686

2

Monaco Coach Corp.

 

 

28,767

 

2,888

2

Musicland Stores, Inc.

 

 

23,465

 

2,559

2

MyPoints.com, Inc.

 

 

5,758

 

227

 

NCH Corp.

 

 

8,853

 

1,927

2

NCI Building System, Inc.

 

 

29,989

 

2,027

2

NCO Group, Inc.

 

 

44,341

 

977

2

NVR, Inc.

 

 

101,022

 

3,913

2

NationsRent, Inc.

 

 

8,804

 

2,968

2

Nautica Enterprise, Inc.

 

 

37,471

 

3,939

2

Navigant Consulting, Inc.

 

 

15,017

 

3,873

 

Neiman-Marcus Group, Inc., Class A

 

 

143,785

 

323

2

NetCreations, Inc.

 

 

2,412

 

368

2

NetRatings, Inc.

 

 

6,624

 

2,494

2

Netcentives, Inc.

 

 

17,770

 

3,161

 

Network Commerce, Inc.

 

 

9,384

 

3,798

2

O'Reilly Automotive, Inc.

 

 

68,364

 

12,033

2

Officemax, Inc.

 

 

34,595

 

5,312

 

Ogden Corp.

 

 

73,040

 

651

2

Organic, Inc.

 

 

2,116

 

1,159

 

OshKosh B'Gosh, Inc., Class A

 

 

18,544

 

5,443

 

Owens Corning

 

 

7,484

 

552

2

PC Connections, Inc.

 

 

15,051

 

3,412

2

Pacific Sunwear of California

 

 

69,946

 

1,943

2

Palm Harbor Homes, Inc.

 

 

28,416

 

2,319

2

Payless ShoeSource, Inc.

 

 

134,357

 

2,623

2

Pegasus Systems, Inc.

 

 

44,755

 

860

2

Penn National Gaming, Inc.

 

 

15,050

 

2,222

 

Penton Media, Inc.

 

 

67,910

 

4,956

 

Pep Boys-Manny Moe & Jack

 

 

22,302

 

3,143

2

Per-Se Technologies, Inc.

 

 

13,849

 

11,858

2

PetSmart, Inc.

 

 

52,620

 

2,195

 

Phillips Van Heusen Corp.

 

 

26,066

 

10,302

 

Pier 1 Imports, Inc.

 

 

136,501

 

2,011

 

Pinnacle Entertainment, Inc.

 

 

45,876

 

5,529

 

Pittston Brink's Group

 

 

87,773

 

2,140

2

Playboy Enterprises, Inc., Class B

 

 

27,686

 

2,577

 

Polaris Industries, Inc., Class A

 

 

89,551

 

5,695

2

Polo Ralph Lauren Corp., Class A

 

 

111,764

 

1,077

2

PolyMedica Corp.

 

 

61,928

 

2,171

 

Polymer Group, Inc.

 

 

13,297

 

2,021

2

Prepaid Legal Services, Inc.

 

 

88,671

 

257

2

Pricesmart, Inc.

 

 

9,235

 

4,771

2

Prime Hospitality Corp.

 

 

45,325

 

1,446

2

Private Media Group, Inc.

 

 

12,517

 

476

2

Professional Detailing, Inc.

 

 

42,185

 

4,437

2

Profit Recovery Group International, Inc.

 

 

23,849

 

2,169

2

Prosofttraining.com

 

 

15,183

 

2,072

2

Protection One, Inc.

 

 

2,978

 

917

 

Pulitzer, Inc.

 

 

37,551

 

3,220

 

Pulte Corp.

 

 

107,266

 

2,434

2

Quiksilver, Inc.

 

 

46,550

 

3,357

 

R.H. Donnelley Corp.

 

 

75,952

 

4,742

2

Reebok International Ltd.

 

 

102,249

 

3,671

 

Regis Corp. Minnesota

 

 

55,524

 

568

2

Register.com, Inc.

 

 

3,976

 

1,802

2

Rent-A-Center, Inc.

 

 

52,596

 

2,353

2

Rent-Way, Inc.

 

 

11,912

 

1,818

 

Rollins, Inc.

 

 

32,838

 

1,070

 

Russ Berrie & Co., Inc.

 

 

24,276

 

2,891

 

Russell Corp.

 

 

46,256

 

1,343

 

Ryland Group, Inc.

 

 

43,312

 

1,597

2

SCP Pool Corp.

 

 

41,322

 

4,953

2

SITEL Corp.

 

 

13,930

 

1,553

2

Scholastic Corp.

 

 

124,240

 

1,860

2

School Specialty, Inc.

 

 

28,597

 

1,669

2

Scotts Co.

 

 

59,667

 

29,004

 

Service Corp. International

 

 

67,072

 

3,017

 

Shopko Stores, Inc.

 

 

19,233

 

877

2

Simpson Manufacturing Co., Inc.

 

 

37,382

 

1,536

2

Skechers USA, Inc., Class A

 

 

23,328

 

725

 

Skyline Corp.

 

 

15,723

 

6,276

 

Snap-On, Inc.

 

 

160,430

 

2,051

2

Sonic Automotive, Inc.

 

 

18,331

 

4,441

 

Sothebys Holdings, Inc., Class A

 

 

120,740

 

1,073

2

Source Information Management Co.

 

 

5,901

 

1,536

2

Speedway Motorsports, Inc.

 

 

26,784

 

1,631

 

Spiegel, Inc., Class A

 

 

11,315

 

1,328

 

Springs Industries, Inc., Class A

 

 

31,291

 

3,217

2

Stamps.com, Inc.

 

 

12,667

 

2,563

 

Standard Pacific Corp.

 

 

48,056

 

780

2

StarTek, Inc.

 

 

19,841

 

3,620

2

Station Casinos, Inc.

 

 

58,372

 

2,861

2

Stein Mart, Inc.

 

 

44,345

 

1,070

2

Steven Madden Ltd.

 

 

10,198

 

9,860

 

Stewart Enterprises, Inc., Class A

 

 

20,952

 

700

2

Stockwalk.com Group, Inc.

 

 

2,362

 

792

 

Strayer Education, Inc.

 

 

19,057

 

4,619

 

Stride Rite Corp.

 

 

24,827

 

2,052

 

Sturm Ruger & Co., Inc.

 

 

17,314

 

8,232

 

Sunbeam Corp.

 

 

7,717

 

3,979

2

Sunglass Hut International, Inc.

 

 

30,837

 

1,988

2

Sunrise Assisted Living, Inc.

 

 

46,469

 

4,719

2

Superior Energy Services, Inc.

 

 

42,471

 

1,991

 

Superior Industries International, Inc.

 

 

67,818

 

666

2

SurModics, Inc.

 

 

34,965

 

588

2

Switchboard, Inc.

 

 

3,822

 

3,360

2

Sylvan Learning Systems, Inc.

 

 

51,870

 

1,091

2

Systemax, Inc.

 

 

2,591

 

3,735

 

Tenneco Automotive, Inc.

 

 

16,107

 

6,332

2

The Boyds Collection, Ltd.

 

 

50,260

 

759

 

Thor Industries, Inc.

 

 

15,180

 

1,886

2

Timberland Co., Class A

 

 

97,365

 

2,161

2

Toll Brothers, Inc.

 

 

70,232

 

3,226

2

Too, Inc.

 

 

73,996

 

1,176

 

Toro Co.

 

 

41,160

 

4,336

2

Tower Automotive, Inc.

 

 

47,696

 

2,625

2

Trammell Crow Co.

 

 

35,109

 

3,314

2

Trans World Entertainment Corp.

 

 

28,169

 

435

2

Trendwest Resorts, Inc.

 

 

8,238

 

1,108

2

Tuesday Morning Corp.

 

 

4,847

 

1,697

2

Tweeter Home Entertainment Group, Inc.

 

 

40,834

 

8,178

 

U.S. Industries, Inc.

 

 

72,580

 

899

2

Ultimate Electronics, Inc.

 

 

32,476

 

5,815

 

Unifi, Inc.

 

 

50,518

 

517

2

United Auto Group, Inc.

 

 

4,136

 

3,497

2

United Rentals, Inc.

 

 

75,185

 

1,262

2

Universal Access, Inc.

 

 

18,457

 

867

2

Universal Compression Holdings, Inc.

 

 

25,035

 

1,138

 

Universal Forest Products, Inc.

 

 

15,363

 

1,643

2

Vail Resorts, Inc.

 

 

34,811

 

1,669

2

Value City Department Stores, Inc.

 

 

13,561

 

4,067

2

Valuevision International, Inc., Class A

 

 

82,357

 

1,380

2

Vans, Inc.

 

 

17,854

 

14,706

2

Venator Group, Inc.

 

 

207,722

 

1,680

2

Ventiv Health, Inc.

 

 

18,060

 

2,280

2

Ventro Corp.

 

 

10,972

 

767

2

Vicinity Corp.

 

 

8,053

 

1,349

 

WD 40 Co.

 

 

29,509

 

967

 

Wackenhut Corp., Class A

 

 

12,208

 

5,569

 

Warnaco Group, Inc., Class A

 

 

14,619

 

1,760

 

Webb (Del E.) Corp.

 

 

47,300

 

3,403

 

Wellman, Inc.

 

 

51,045

 

3,572

 

WestPoint Stevens, Inc.

 

 

25,674

 

1,299

2

Whitehall Jewellers, Inc.

 

 

10,392

 

4,815

 

Wiley (John) & Sons, Inc., Class A

 

 

98,407

 

1,042

2

Wilsons The Leather Experts, Inc.

 

 

15,956

 

1,412

 

Winnebago Industries, Inc.

 

 

16,238

 

4,760

 

Wolverine World Wide, Inc.

 

 

51,467

 

1,820

2

Women.com Networks, Inc.

 

 

2,673

 

1,689

2

Xceed, Inc.

 

 

1,320

 

1,249

 

Xtra Corp.

 

 

56,829

 

3,756

2

Zale Corp.

 

 

127,234

 

231

2

bebe stores, Inc.

 

 

3,523

 

6,620

2

eGlobe, Inc.

 

 

2,689

 

1,111

2

i Beam Broadcasting Corp.

 

 

6,249

         

 

 

 

TOTAL

 

 

15,198,375

         

 

 

 

Consumer Staples--6.2%

 

 

 

 

1,752

 

ABM Industries, Inc.

 

 

48,946

 

1,052

2

Acme Communications, Inc.

 

 

6,443

 

1,062

2

Agribrands International, Inc.

 

 

46,197

 

3,823

 

Alberto-Culver Co., Class B

 

 

128,309

 

2,021

2

Allscripts Pharmaceuticals, Inc.

 

 

24,252

 

5,475

2

AmeriSource Health Corp., Class A

 

 

237,820

 

1,943

2

American Italian Pasta Co., Class A

 

 

38,981

 

2,572

 

Applebee's International, Inc.

 

 

77,682

 

2,482

 

Applica, Inc.

 

 

12,565

 

1,875

2

Aurora Foods, Inc.

 

 

5,273

 

2,700

 

Banta Corp.

 

 

62,269

 

893

2

Beasley Broadcast Group, Inc., Class A

 

 

7,367

 

14,305

 

Bergen Brunswig Corp., Class A

 

 

129,639

 

2,689

 

Bindley Western Industries, Inc.

 

 

96,636

 

1,011

 

Block Drug, Inc., Class A

 

 

52,888

 

3,763

 

Bob Evans Farms, Inc.

 

 

70,791

 

3,755

 

Bowne & Co., Inc.

 

 

31,448

 

783

2

Buca, Inc.

 

 

12,234

 

6,082

 

CBRL Group, Inc.

 

 

108,716

 

1,151

2

CDI Corp.

 

 

18,272

 

2,849

2

CEC Entertainment, Inc.

 

 

90,812

 

22,511

2

Caremark Rx, Inc.

 

 

281,387

 

2,115

 

Carter Wallace, Inc.

 

 

58,030

 

2,812

2

Cheesecake Factory, Inc.

 

 

124,607

 

3,944

 

Chiquita Brands International

 

 

7,641

 

4,029

 

Church and Dwight, Inc.

 

 

79,573

 

3,905

2

Citadel Communications Corp.

 

 

47,348

 

142

 

Coca-Cola Bottling Co.

 

 

5,112

 

3,414

2

Computer Horizons Corp.

 

 

17,070

 

2,569

2

Consolidated Products, Inc.

 

 

19,428

 

1,523

2

Constellation Brands, Inc., Class A

 

 

74,246

 

1,071

2

Crown Media Holdings, Inc., Class A

 

 

14,860

 

3,748

2

Cumulus Media, Inc., Class A

 

 

23,425

 

3,819

 

Dean Foods Co.

 

 

122,208

 

5,571

2

Del Monte Foods Co.

 

 

33,774

 

9,132

 

Dial Corp.

 

 

102,164

 

4,849

 

Dole Food, Inc.

 

 

58,491

 

1,731

 

Dreyers Grand Ice Cream, Inc.

 

 

42,626

 

1,867

2

Duane Reade, Inc.

 

 

54,493

 

4,537

 

Earthgrains Co.

 

 

91,874

 

81

 

Farmer Brothers Co.

 

 

15,800

 

4,237

 

Fleming Cos., Inc.

 

 

60,112

 

628

2

GC Cos., Inc.

 

 

1,491

 

1,878

 

Gaylord Entertainment Co.

 

 

44,602

 

1,847

 

Great Atlantic & Pacific Tea Co., Inc.

 

 

18,470

 

3,066

2

Hain Celestial Group, Inc.

 

 

121,682

 

951

2

Hall, Kinion & Associates, Inc.

 

 

25,142

 

2,991

 

Harland (John H.) Co.

 

 

41,500

 

2,022

2

Heidrick & Struggles International, Inc.

 

 

124,985

 

2,463

2

Henry Schein, Inc.

 

 

60,036

 

1,328

 

Herbalife International, Inc., Class A

 

 

11,205

 

3,431

2

Hollywood Entertainment Corp.

 

 

10,507

 

2,095

2

IHOP Corp.

 

 

44,257

 

440

2

Infogrames, Inc.

 

 

4,840

 

1,090

 

Ingles Markets, Inc., Class A

 

 

10,764

 

4,137

2

Insight Communication Co.

 

 

57,401

 

1,816

 

International Multifoods Corp.

 

 

30,758

 

3,868

 

Interstate Bakeries Corp.

 

 

54,152

 

2,135

2

Ivex Packaging Corp.

 

 

20,950

 

4,037

2

Jack in the Box, Inc.

 

 

98,906

 

3,979

2

KForcecom, Inc.

 

 

16,165

 

1,820

 

Kelly Services, Inc., Class A

 

 

40,381

 

4,008

2

Korn/Ferry International

 

 

140,280

 

285

2

Krispy Kreme Doughnuts, Inc.

 

 

28,090

 

3,570

2

Labor Ready, Inc.

 

 

10,710

 

2,695

 

Lance, Inc.

 

 

27,118

 

2,363

 

Landrys Seafood Restaurants, Inc.

 

 

19,052

 

1,649

 

Libbey, Inc.

 

 

44,935

 

229

2

Liberty Livewire Corp.

 

 

4,809

 

292

 

Liqui Box Corp.

 

 

10,457

 

2,709

 

Lone Star Steakhouse & Saloon

 

 

22,857

 

3,153

 

Longs Drug Stores Corp.

 

 

68,972

 

2,434

 

Luby's Cafeterias, Inc.

 

 

14,300

 

2,102

2

Mediacom Communications Corp.

 

 

35,734

 

1,300

 

Michael Foods, Inc.

 

 

35,019

 

9,658

2

Modis Professional Services, Inc.

 

 

39,839

 

862

2

Mondavi (Robert) Corp., Class A

 

 

39,005

 

1,415

 

Morrison Management Specialists, Inc.

 

 

47,402

 

6,030

2

NBTY, Inc.

 

 

39,195

 

976

2

NPC International, Inc.

 

 

10,858

 

436

 

National Presto Industries, Inc.

 

 

13,243

 

4,807

2

Nu Skin Asia Pacific, Inc., Class A

 

 

26,138

 

941

2

Nucentrix Broadbank Networks, Inc.

 

 

21,290

 

1,521

2

O'Charleys, Inc.

 

 

22,245

 

2,264

2

On Assignment, Inc.

 

 

57,024

 

907

2

On Command Corp.

 

 

9,523

 

1,413

 

Oneida Ltd.

 

 

15,013

 

3,526

 

Owens & Minor, Inc.

 

 

53,331

 

705

2

P. F. Chang's China Bistro, Inc.

 

 

28,905

 

7,561

2

PSS World Medical, Inc.

 

 

22,683

 

1,953

2

Papa Johns International, Inc.

 

 

49,069

 

3,543

2

Paxson Communications Corp.

 

 

40,302

 

2,639

 

PepsiAmericas, Inc.

 

 

9,566

 

1,371

2

Performance Food Group Co.

 

 

55,525

 

6,574

2

Perrigo Co.

 

 

43,553

 

1,744

 

Pilgrim's Pride Corp.

 

 

11,772

 

1,167

2

Priority HealthCare Corp., Class B

 

 

62,726

 

5,200

2

Procurenet, Inc.

 

 

780

 

2,967

2

Ralcorp Holdings, Inc.

 

 

41,723

 

1,797

2

Rare Hospitality International, Inc.

 

 

41,780

 

1,716

2

Regent Communications, Inc.

 

 

10,296

 

888

2

Revlon, Inc., Class A

 

 

5,161

 

780

2

Rica Foods, Inc.

 

 

11,895

 

767

 

Riviana Foods, Inc.

 

 

13,039

 

6,560

 

Ruby Tuesday, Inc.

 

 

88,970

 

3,164

 

Ruddick Corp.

 

 

41,527

 

3,503

2

Ryan's Family Steak Houses, Inc.

 

 

29,338

 

709

2

Saga Communications, Inc., Class A

 

 

11,698

 

2,533

2

Salem Communications Corp.

 

 

30,396

 

1,013

2

Salton, Inc.

 

 

23,172

 

1,493

 

Schweitzer-Mauduit International, Inc.

 

 

24,168

 

33

 

Seaboard Corp.

 

 

5,775

 

4,831

2

Sinclair Broadcast Group, Inc.

 

 

44,536

 

3,606

2

Sirius Satellite Radio, Inc.

 

 

181,201

 

1,269

 

Smart & Final, Inc.

 

 

8,724

 

5,822

2

Smithfield Foods, Inc.

 

 

167,019

 

2,291

2

Smucker (J.M.) Co.

 

 

50,975

 

3,497

 

Sodexho Marriott Services, Inc.

 

 

64,257

 

1,906

2

Sonic Corp.

 

 

69,569

 

3,224

2

Spanish Broadcasting System, Inc.

 

 

29,016

 

6,265

2

Spherion Corp.

 

 

74,397

 

2,068

2

Star Scientific, Inc.

 

 

8,207

 

630

 

Stepan, Co.

 

 

12,206

 

2,965

2

Suiza Foods Corp.

 

 

137,317

 

708

 

Tejon Ranch Co.

 

 

15,930

 

3,770

2

Tetra Tech, Inc.

 

 

131,007

 

1,631

2

TiVo, Inc.

 

 

21,305

 

4,548

2

Topps Co.

 

 

41,074

 

1,321

2

Triarc Companies, Inc., Class A

 

 

32,942

 

6,196

 

Tupperware Corp.

 

 

106,106

 

936

2

United Natural Foods, Inc.

 

 

11,758

 

380

 

United Television, Inc.

 

 

50,920

 

4,763

 

Universal Foods Corp.

 

 

94,069

 

1,313

 

Vector Group Ltd.

 

 

18,300

 

874

2

Volt Information Science, Inc.

 

 

19,009

 

2,800

2

Whole Foods Market, Inc.

 

 

129,500

 

2,028

2

Wild Oats Markets, Inc.

 

 

12,802

 

1,297

2

World Wrestling Federation Entertainment, Inc.

 

 

19,617

 

1,255

2

XM Satellite Radio Holdings, Inc., Class A

 

 

36,395

 

1,326

2

Young Broadcasting, Inc., Class A

 

 

32,901

         

 

 

 

TOTAL

 

 

6,661,320

         

 

 

 

Energy--2.7%

 

 

 

 

942

2

Atwood Oceanics, Inc.

 

 

31,616

 

3,132

2

Barrett Resources Corp.

 

 

113,926

 

1,499

2

Basin Exploration, Inc.

 

 

29,699

 

1,656

2

Belco Oil & Gas Corp.

 

 

15,111

 

1,897

 

Berry Petroleum Co., Class A

 

 

32,605

 

3,120

2

Brown (Tom), Inc.

 

 

71,370

 

2,784

 

Cabot Oil & Gas Corp., Class A

 

 

54,636

 

1,239

2

Cal Dive International, Inc.

 

 

61,640

 

639

2

Callon Petroleum Corp.

 

 

9,745

 

12,221

 

Chesapeake Energy Corp.

 

 

68,743

 

519

2

Clayton Williams Energy, Inc.

 

 

14,435

 

2,046

2

Comstock Resources, Inc.

 

 

21,227

 

7,376

 

Cross Timbers Oil Co.

 

 

138,761

 

1,759

2

Denbury Resources, Inc.

 

 

12,093

 

981

2

Dril-Quip, Inc.

 

 

32,373

 

3,057

 

EEX Corp.

 

 

14,330

 

1,080

2

EpicEdge, Inc.

 

 

1,282

 

1,305

2

Evergreen Resources, Inc.

 

 

35,887

 

1,450

2

Forcenergy, Inc.

 

 

31,537

 

3,509

2

Forest Oil Corp.

 

 

48,468

 

3,641

2

Friede Goldman International, Inc.

 

 

20,936

 

2,917

2

Frontier Oil Corp.

 

 

23,154

 

19,098

2

Grey Wolf, Inc.

 

 

88,328

 

839

2

Gulf Island Fabrication, Inc.

 

 

10,959

 

1,705

2

HS Resources, Inc.

 

 

53,068

 

4,164

2

Input/Output, Inc.

 

 

35,134

 

1,212

2

Key Production Co.

 

 

26,664

 

10,162

2

Key Energy Group, Inc.

 

 

91,458

 

2,270

2

Louis Dreyfus Natural Gas Corp.

 

 

72,782

 

1,686

2

Meridian Resource Corp.

 

 

11,697

 

2,145

 

Mitchell Energy & Development Corp., Class A

 

 

98,670

 

1,656

2

Nuevo Energy Co.

 

 

30,015

 

2,192

2

Oceaneering International, Inc.

 

 

30,825

 

2,209

2

Offshore Logistics, Inc.

 

 

38,105

 

8,037

2

Parker Drilling Co.

 

 

48,222

 

1,264

 

Patina Oil & Gas Corp.

 

 

22,199

 

3,622

2

Patterson Energy, Inc.

 

 

101,869

 

761

 

Penn Virginia Corp.

 

 

20,166

 

1,668

2

Pennaco Energy, Inc.

 

 

20,746

 

8,361

 

Pennzoil-Quaker State Co.

 

 

98,242

 

10,584

 

Pioneer Natural Resources, Inc.

 

 

138,253

 

1,728

2

Plains Resources, Inc.

 

 

33,048

 

4,343

 

Pogo Producing Co.

 

 

108,575

 

660

2

Prima Energy Corp.

 

 

29,329

 

350

2

Prize Energy Corp.

 

 

5,862

 

5,360

2

Pure Resources, Inc.

 

 

88,440

 

1,806

2

SEACOR SMIT, Inc.

 

 

75,626

 

1,940

2

Seitel, Inc.

 

 

29,100

 

1,010

2

Spinnaker Exploration Co.

 

 

30,552

 

2,958

 

St. Mary Land & Exploration Co.

 

 

69,328

 

1,776

2

Stone Energy Corp.

 

 

90,931

 

2,123

2

Swift Energy Co.

 

 

68,997

 

3,320

2

Tesoro Petroleum Corp.

 

 

34,445

 

920

2

The Houston Exploration Co.

 

 

20,700

 

2,802

2

Transmontaigne, Co.

 

 

10,858

 

2,978

2

UTI Energy Corp.

 

 

59,746

 

3,438

2

Unit Corp.

 

 

45,768

 

3,259

2

Veritas DGC, Inc.

 

 

97,770

 

5,234

 

Vintage Petroleum, Inc.

 

 

110,568

         

 

 

 

TOTAL

 

 

2,930,619

         

 

 

 

Financials--16.9%

 

 

 

 

1,203

 

1st Source Corp.

 

 

18,872

 

1,668

2

Acacia Research Corp.

 

 

53,063

 

2,273

 

Advanta Corp., Class A

 

 

23,298

 

2,334

2

Affiliated Managers Group

 

 

140,332

 

896

 

Alabama National Bancorp

 

 

17,416

 

319

2

Alexander's, Inc.

 

 

24,384

 

1,350

 

Alexandria Real Estate Equities, Inc.

 

 

45,731

 

4,131

 

Alfa Corp.

 

 

79,522

 

461

2

Alleghany Corp.

 

 

88,598

 

8,096

 

Allied Capital Corp.

 

 

166,980

 

2,880

 

Amcore Financial, Inc.

 

 

56,520

 

2,276

 

American Capital Strategies Ltd.

 

 

50,214

 

3,049

 

American Financial Holdings, Inc.

 

 

54,501

 

1,890

 

American Industrial Properties REIT

 

 

23,389

 

1,076

 

American National Insurance Co.

 

 

72,899

 

8,313

2

Americredit Corp.

 

 

223,412

 

1,588

 

Amli Residential Properties Trust

 

 

36,722

 

2,000

2

Ampal-American Israel Corp., Class A

 

 

16,000

 

2,505

 

Anchor Bancorp Wisconsin, Inc.

 

 

38,671

 

709

 

Andover Bancorp, Inc.

 

 

21,270

 

6,360

 

Arden Realty Group, Inc.

 

 

152,640

 

998

 

Area Bancshares Corp.

 

 

20,833

 

1,869

 

Argonaut Group, Inc.

 

 

32,123

 

4,200

 

Associates First Capital Corp.

 

 

88

 

4,890

 

Astoria Financial Corp.

 

 

183,375

 

1,100

2

BOK Financial Corp.

 

 

20,900

 

4,864

 

BRE Properties, Inc., Class A

 

 

153,824

 

981

 

BSB Bancorp, Inc.

 

 

14,224

 

1,788

 

BT Financial Corp.

 

 

34,978

 

1,219

 

Baldwin & Lyons, Inc., Class B

 

 

23,085

 

489

 

BancFirst Corp.

 

 

17,726

 

8,981

 

Bancorpsouth, Inc.

 

 

117,314

 

1,192

 

Bank Granite Corp.

 

 

27,714

 

3,488

 

Bank United Corp., Class A

 

 

197,726

 

2,400

 

BankAtlantic Bancorp, Inc., Class A

 

 

9,600

 

2,985

 

Bay View Capital Corp.

 

 

24,253

 

1,973

 

Bedford Property Investors, Inc.

 

 

38,843

 

1,860

 

Berkley, (W. R.) Corp.

 

 

63,356

 

1,915

2

Blackrock, Inc.

 

 

81,627

 

1,370

 

Blanch, E. W. Holdings, Inc.

 

 

25,859

 

1,831

 

Boykin Lodging Co.

 

 

16,593

 

3,634

 

Brandywine Realty Trust

 

 

69,500

 

1,557

 

Brenton Banks, Inc.

 

 

19,268

 

1,335

 

Brookline Bancorp, Inc.

 

 

14,435

 

2,352

 

Brown & Brown, Inc.

 

 

76,440

 

3,477

 

Burnham Pacific Properties, Inc.

 

 

18,906

 

2,664

 

CBL & Associates Properties, Inc.

 

 

61,605

 

1,772

 

CNA Surety Corp.

 

 

20,599

 

784

 

CPB, Inc.

 

 

19,796

 

1,849

 

CVB Financial Corp.

 

 

30,855

 

4,367

 

Cabot Industrial Trust

 

 

82,427

 

4,037

 

Camden Property Trust

 

 

115,559

 

2,172

 

Capital Automotive

 

 

27,998

 

470

 

Capital City Bank Group, Inc.

 

 

9,224

 

3,655

 

Capital Federal Financial

 

 

52,997

 

1,867

 

Capstead Mortgage Corp.

 

 

17,853

 

2,757

 

Cash America International, Inc.

 

 

14,302

 

961

 

Cathay Bancorp, Inc.

 

 

47,389

 

2,176

 

CenterPoint Properties Corp.

 

 

96,696

 

1,164

 

Century South Banks, Inc.

 

 

21,388

 

2,160

 

Charter Municipal Mortgage Acceptance Co.

 

 

29,138

 

2,243

 

Chateau Communities, Inc.

 

 

63,084

 

1,717

 

Chelsea GCA Realty, Inc.

 

 

55,373

 

1,535

 

Chemical Financial Corp.

 

 

32,811

 

2,811

 

Chittenden Corp.

 

 

74,667

 

5,036

 

Citizens Banking Corp.

 

 

119,920

 

988

 

City Bank Lynwood, WA

 

 

23,218

 

10,461

 

Colonial BancGroup, Inc.

 

 

92,188

 

2,284

 

Colonial Properties Trust

 

 

56,101

 

3,315

 

Commerce Bancorp, Inc.

 

 

200,765

 

2,689

 

Commerce Group, Inc.

 

 

68,738

 

5,974

 

Commercial Federal Corp.

 

 

104,545

 

3,186

 

Commercial Net Lease Realty

 

 

32,258

 

5,401

 

Community First Bankshares, Inc.

 

 

83,715

 

1,267

2

CompuCredit Corp.

 

 

39,119

 

4,178

 

Cornerstone Realty Income Trust, Inc.

 

 

43,869

 

11,973

2

Corrections Corp. of America

 

 

9,728

 

981

 

Corus Bankshares, Inc.

 

 

38,933

 

576

2

Corvel Corp.

 

 

18,252

 

4,179

 

Cousins Properties, Inc.

 

 

108,654

 

3,762

 

Crawford & Co., Class B

 

 

47,025

 

1,725

2

Credit Acceptance Corp.

 

 

10,566

 

5,583

 

Cullen Frost Bankers, Inc.

 

 

185,984

 

2,223

2

DLJdirect, Inc.

 

 

11,254

 

1,026

2

DVI, Inc.

 

 

17,185

 

1,420

 

Dain Rauscher Corp.

 

 

133,214

 

7,373

2

Data Broadcasting Corp.

 

 

32,487

 

1,617

2

Delphi Financial Group, Inc., Class A

 

 

59,829

 

5,856

 

Developers Diversified Realty

 

 

69,906

 

1,303

 

Dime Community Bancorp, Inc.

 

 

28,910

 

3,510

 

Doral Financial Corp.

 

 

62,741

 

2,221

 

Downey Financial Corp.

 

 

106,053

 

1,249

2

E-LOAN, Inc.

 

 

3,591

 

959

2

Espeed, Inc., Class A

 

 

20,139

 

2,437

 

East West Bancorp, Inc.

 

 

46,151

 

1,687

 

EastGroup Properties, Inc.

 

 

34,373

 

3,128

 

Eaton Vance Corp.

 

 

155,813

 

2,883

 

Enhance Financial Services Group, Inc.

 

 

33,515

 

1,632

 

Entertainment Properties Trust

 

 

18,054

 

3,891

 

Equity Inns, Inc.

 

 

24,076

 

1,923

 

Essex Property Trust, Inc.

 

 

99,996

 

1,211

 

F & M Bancorp

 

 

24,674

 

2,667

 

F & M National Corp.

 

 

69,009

 

1,228

 

FBL Financial Group, Inc., Class A

 

 

19,725

 

2,384

 

FNB Corp.

 

 

51,256

 

704

 

Farmers Capital Bank Corp.

 

 

24,464

 

4,245

 

Federal Realty Investment Trust

 

 

81,716

 

4,992

 

FelCor Lodging Trust, Inc.

 

 

109,512

 

5,665

 

Fidelity National Financial, Inc.

 

 

139,147

 

1,129

2

Financial Federal Corp.

 

 

23,921

 

6,536

 

Finova Group, Inc.

 

 

16,748

 

5,824

 

First American Financial Corp.

 

 

121,940

 

964

 

First Busey Corp.

 

 

17,653

 

3,286

 

First Charter Corp.

 

 

50,728

 

667

 

First Citizens Bancshares, Inc., Class A

 

 

49,358

 

6,231

 

First Commmonwealth Financial Corp.

 

 

61,921

 

1,616

 

First Federal Capital Corp.

 

 

18,988

 

3,763

 

First Financial Bancorp

 

 

58,326

 

1,050

 

First Financial Bankshares, Inc.

 

 

32,287

 

744

 

First Financial Corp.

 

 

21,204

 

1,372

 

First Financial Holdings, Inc.

 

 

23,152

 

987

 

First Indiana Corp.

 

 

22,701

 

4,088

 

First Industrial Realty Trust

 

 

126,217

 

1,211

 

First Merchants Corp.

 

 

27,853

 

4,417

 

First Midwest Bancorp, Inc.

 

 

110,701

 

1,269

 

First Niagra Financial Group, Inc.

 

 

11,500

 

3,733

 

First Sentinel Bancorp, Inc.

 

 

34,647

 

870

 

First Washington Realty Trust, Inc.

 

 

21,967

 

1,838

2

FirstFed Financial Corp.

 

 

46,869

 

2,224

 

Firstbank Corp.

 

 

51,013

 

5,964

 

Franchise Finance Corp. of America

 

 

121,144

 

6,233

 

Fremont General Corp.

 

 

22,595

 

2,567

2

Friedman, Billings, Ramsey Group, Inc., Class A

 

 

20,536

 

1,596

 

Frontier Financial Corp.

 

 

29,925

 

2,807

2

Frontline Capital Group

 

 

40,000

 

7,893

 

Fulton Financial Corp.

 

 

172,659

 

1,122

 

GBC Bancorp

 

 

35,764

 

622

2

Gabelli Asset Management, Inc., Class A

 

 

22,392

 

2,507

 

Gables Residential Trust

 

 

63,928

 

4,043

 

Gallagher (Arthur J.) & Co.

 

 

255,214

 

3,093

 

Glenborough Realty Trust, Inc.

 

 

49,681

 

2,565

 

Glimcher Realty Trust

 

 

33,345

 

2,269

 

GlobalNet Financial.com, Inc.

 

 

10,210

 

3,110

 

Gold Banc Corp., Inc.

 

 

14,384

 

784

 

Great American Financial Resources, Inc.

 

 

13,916

 

1,762

 

Great Lakes REIT, Inc.

 

 

29,844

 

4,194

 

Greater Bay Bancorp

 

 

136,567

 

4,407

 

HCC Insurance Holdings, Inc.

 

 

84,008

 

14,061

 

HRPT Properties Trust

 

 

90,518

 

3,063

 

HSB Group, Inc.

 

 

121,180

 

969

 

Hancock Holding Co.

 

 

30,160

 

2,375

 

Harbor Florida Bancshares, Inc.

 

 

29,094

 

466

2

Harbor Global Co. Ltd.

 

 

1,878

 

1,454

 

Harleysville Group, Inc.

 

 

33,533

 

997

 

Harleysville National Corp.

 

 

30,649

 

5,108

 

Health Care Property Investors, Inc.

 

 

150,047

 

3,021

 

Health Care REIT, Inc.

 

 

53,434

 

4,320

 

Healthcare Realty Trust, Inc.

 

 

86,130

 

6,269

 

Highwoods Properties, Inc.

 

 

135,567

 

1,348

 

Hilb Rogal & Hamilton Co.

 

 

53,414

 

2,215

 

Home Properties of New York, Inc.

 

 

60,220

 

4,293

 

Horace Mann Educators Corp.

 

 

72,176

 

5,416

 

Hospitality Properties Trust

 

 

116,782

 

5,128

 

Hudson United Bancorp

 

 

114,739

 

6,952

 

INMC Mortgage Holdings, Inc.

 

 

145,123

 

3,332

 

IRT Property Co.

 

 

27,281

 

3,850

2

Imperial Bancorp

 

 

93,603

 

6,972

 

Independence Community Bank

 

 

102,401

 

1,300

 

Independent Bank Corp.

 

 

13,975

 

3,701

 

Innkeepers USA Trust

 

 

37,704

 

1,862

 

Integra Bank Corp.

 

 

48,063

 

872

2

Intercept Group, Inc.

 

 

23,598

 

1,684

 

International Bancshares Corp.

 

 

60,308

 

2,921

 

Investment Technology Group, Inc.

 

 

105,156

 

3,174

 

Investors Financial Services Corp.

 

 

227,536

 

1,107

 

Irwin Financial Corp.

 

 

17,089

 

3,423

 

JDN Realty Corp.

 

 

37,439

 

1,272

 

JP Realty, Inc.

 

 

20,352

 

2,625

 

Jefferies Group, Inc.

 

 

71,531

 

740

 

John Nuveen & Co., Inc., Class A

 

 

35,335

 

755

 

Kansas City Life Insurance Co.

 

 

24,490

 

2,796

 

Kilroy Realty Corp.

 

 

72,871

 

2,829

 

Koger Equity, Inc.

 

 

45,087

 

1,120

 

LaSalle Hotel Properties

 

 

16,100

 

3,917

2

LaBranche & Co., Inc.

 

 

155,211

 

1,039

 

LandAmerica Financial Group, Inc.

 

 

30,650

 

4,006

 

Leucadia National Corp.

 

 

99,649

 

1,830

 

Lexington Corporate Properties Trust

 

 

20,473

 

1,690

 

Liberty Corp.

 

 

58,516

 

1,502

 

Liberty Financial Cos., Inc.

 

 

40,554

 

2,452

 

MAF Bancorp, Inc.

 

 

58,848

 

3,391

 

Macerich Co. (The)

 

 

66,548

 

1,951

 

Manufactured Home Communities, Inc.

 

 

48,531

 

646

2

Markel Corp.

 

 

93,589

 

1,167

 

Medallion Financial Corp.

 

 

17,943

 

1,980

2

Medical Assurance, Inc.

 

 

27,472

 

15,268

 

Meditrust Corp.

 

 

41,987

 

2,005

 

Merchants New York Bancorp, Inc.

 

 

41,604

 

2,846

 

Mercury General Corp.

 

 

104,235

 

6,436

 

Metris Cos., Inc.

 

 

208,365

 

908

 

Mid American Bancorp

 

 

22,586

 

1,881

 

Mid-American Apartment Communities, Inc.

 

 

41,382

 

1,170

 

Mid-State Bancshares

 

 

34,515

 

494

 

Midland Co.

 

 

14,388

 

1,674

 

Mills Corp.

 

 

28,563

 

698

 

Mississippi Valley Bancshares, Inc.

 

 

18,366

 

2,299

 

Morgan Keegan, Inc.

 

 

45,836

 

2,523

 

NBT Bancorp, Inc.

 

 

37,845

 

1,332

2

National Discount Brokers Group, Inc.

 

 

64,852

 

1,481

 

National Golf Properties, Inc.

 

 

29,435

 

2,621

 

National Health Investors, Inc.

 

 

16,381

 

1,882

 

National Penn Bancshares, Inc.

 

 

39,992

 

648

2

National Processing, Inc.

 

 

10,246

 

191

2

National Western Life Insurance Co., Class A

 

 

16,903

 

4,901

 

Nationwide Health Properties, Inc.

 

 

73,209

 

2,517

2

Net.B@nk, Inc.

 

 

21,866

 

9,345

 

New Plan Excel Realty Trust

 

 

115,060

 

3,468

2

NextCard, Inc.

 

 

26,443

 

1,500

 

Northwest Bancorp, Inc.

 

 

11,156

 

1,239

 

OceanFirst Financial Corp.

 

 

25,942

 

3,805

2

Ocwen Financial Corp.

 

 

22,354

 

6,419

 

Ohio Casualty Corp.

 

 

53,960

 

939

 

Omega Financial Corp.

 

 

27,114

 

1,184

 

Oriental Financial Group

 

 

14,504

 

1,351

 

PFF Bancorp, Inc.

 

 

24,993

 

1,466

2

PICO Holdings, Inc.

 

 

18,875

 

1,819

 

PMA Capital Corp.

 

 

29,786

 

2,429

 

PS Business Parks, Inc.

 

 

63,761

 

2,638

 

Pacific Capital Bancorp

 

 

70,566

 

1,954

 

Pacific Gulf Properties, Inc.

 

 

51,903

 

1,514

 

Pacific Northwest Bancorp

 

 

20,250

 

946

 

Pan Pacific Retail Properties, Inc.

 

 

19,334

 

1,004

 

Park National Corp.

 

 

96,007

 

1,040

 

Parkway Properties, Inc.

 

 

29,770

 

1,269

 

Pennsylvania Real Estate Investment Trust

 

 

21,811

 

2,925

 

Peoples Bank Bridgeport

 

 

59,231

 

668

2

Philadelphia Consolidated Holding Corp.

 

 

14,905

 

4,815

 

Phoenix Investment Partners Ltd.

 

 

75,234

 

1,708

 

Premier National Bancorp, Inc.

 

 

35,014

 

3,836

 

Prentiss Properties Trust

 

 

97,339

 

2,153

 

Presidential Life Corp.

 

 

31,353

 

1,005

 

Prime Group Realty Trust

 

 

14,949

 

2,991

 

Provident Bankshares Corp.

 

 

56,642

 

2,386

 

Provident Financial Group, Inc.

 

 

72,176

 

1,772

 

Queens County Bancorp, Inc.

 

 

49,616

 

1,115

 

R&G Financial Corp., Class B

 

 

10,941

 

2,631

 

RFS Hotel Investors, Inc.

 

 

33,874

 

855

 

RLI Corp.

 

 

33,452

 

4,241

 

Raymond James Financial, Inc.

 

 

143,399

 

2,843

 

Realty Income Corp.

 

 

65,389

 

5,888

 

Reckson Associates Realty Corp.

 

 

133,216

 

3,338

 

Regency Realty Corp.

 

 

75,105

 

6,990

 

Reliance Group Holdings, Inc.

 

 

437

 

4,805

 

Republic Bancorp, Inc.

 

 

45,647

 

5,242

 

Republic Security Financial Corp.

 

 

35,547

 

2,923

 

Richmond County Financial Corp.

 

 

68,690

 

2,020

 

Riggs National Corp.

 

 

22,725

 

1,278

2

Risk Capital Holdings, Inc.

 

 

19,809

 

6,947

 

Roslyn Bancorp, Inc.

 

 

150,663

 

2,871

 

S & T Bancorp, Inc.

 

 

54,190

 

994

 

SCPIE Holdings, Inc.

 

 

18,886

 

2,363

 

SL Green Realty Corp.

 

 

63,358

 

381

 

SLM Corp.

 

 

20,384

 

1,013

 

Sandy Spring Bancorp, Inc.

 

 

22,413

 

889

 

Santander BanCorp

 

 

13,557

 

1,129

 

Saul Centers, Inc.

 

 

17,288

 

2,724

 

Seacoast Financial Services Corp.

 

 

28,942

 

3,504

2

Security Capital Group, Inc.

 

 

66,795

 

2,796

 

Selective Insurance Group, Inc.

 

 

48,231

 

1,343

 

Senior Housing Properties Trust

 

 

12,507

 

3,178

 

Shurgard Storage Centers, Inc., Class A

 

 

72,101

 

4,524

2

Silicon Valley Bancshares

 

 

209,235

 

9,034

 

Sky Financial Group, Inc.

 

 

150,187

 

2,298

 

Smith (Charles E.) Residential Realty, Inc.

 

 

101,112

 

4,598

 

South Financial Group, Inc.

 

 

46,842

 

2,995

2

Southwest Bancorp. of Texas, Inc.

 

 

109,317

 

1,711

 

Southwest Securities Group, Inc.

 

 

48,336

 

1,255

 

Sovran Self Storage, Inc.

 

 

23,688

 

3,420

 

StanCorp Financial Group, Inc.

 

 

139,365

 

1,247

 

State Auto Financial Corp.

 

 

16,834

 

3,903

 

Staten Island Bancorp, Inc.

 

 

75,377

 

2,783

 

Sterling Bancshares, Inc.

 

 

47,833

 

1,077

 

Stewart Information Services Corp.

 

 

16,963

 

2,835

 

Storage USA, Inc.

 

 

79,203

 

2,665

 

Summit Properties, Inc.

 

 

63,960

 

1,866

 

Sun Communities, Inc.

 

 

56,680

 

4,139

 

Susquehanna Bankshares, Inc.

 

 

58,463

 

595

 

Tanger Factory Outlet Centers, Inc.

 

 

12,495

 

3,646

 

Taubman Centers, Inc.

 

 

39,878

 

1,583

 

Texas Regional Bancshares, Inc., Class A

 

 

47,292

 

1,745

 

The Trust Company of New Jersey

 

 

25,084

 

1,716

 

Town & Country Trust

 

 

31,746

 

1,467

2

Triad Guaranty, Inc.

 

 

42,635

 

6,602

 

Trustco Bank Corp.

 

 

79,223

 

6,551

 

Trustmark Corp.

 

 

124,469

 

1,765

 

Tucker Anthony Sutro Corp.

 

 

40,816

 

990

 

UCBH Holdings, Inc.

 

 

36,011

 

3,958

2

UICI

 

 

29,438

 

1,729

 

UMB Financial Corp.

 

 

58,570

 

1,092

 

USB Holdings Co., Inc.

 

 

13,582

 

3,689

 

United Bankshares, Inc.

 

 

71,935

 

3,572

 

United Community Financial Corp.

 

 

25,004

 

11,020

 

United Dominion Realty Trust, Inc.

 

 

115,710

 

1,616

 

United National Bancorp

 

 

28,684

 

1,075

 

Urban Shopping Centers, Inc.

 

 

51,533

 

174

 

Value Line, Inc.

 

 

6,068

 

6,425

2

Ventas, Inc.

 

 

32,125

 

2,931

 

W Holding Co., Inc.

 

 

27,112

 

961

 

WFS Financial, Inc.

 

 

15,136

 

5,504

 

Washington Federal, Inc.

 

 

122,808

 

3,802

 

Washington Real Estate Investment Trust

 

 

76,040

 

5,360

 

Webster Financial Corp. Waterbury

 

 

130,650

 

2,846

 

Weingarten Realty Investors

 

 

119,354

 

2,035

 

Wesbanco, Inc.

 

 

47,187

 

3,953

 

WestAmerica Bancorporation

 

 

142,061

 

1,047

 

Westcorp, Inc.

 

 

16,229

 

1,847

 

Western Properties Trust

 

 

23,434

 

3,051

 

Westfield America, Inc.

 

 

42,714

 

2,451

 

Whitney Holding Corp.

 

 

90,534

 

7,743

2

Wit Soundview Group, Inc.

 

 

55,169

 

16,023

2

Wyndham International, Inc., Class A

 

 

26,037

 

979

 

Zenith National Insurance Corp.

 

 

22,272

 

579

2

ePlus, Inc.

 

 

8,459

         

 

 

 

TOTAL

 

 

18,130,545

         

 

 

 

Health Care--11.6%

 

 

 

 

2,256

 

ADAC Laboratories

 

 

29,328

 

2,312

2

ATS Medical, Inc.

 

 

42,339

 

1,594

2

Abiomed, Inc.

 

 

46,226

 

1,219

2

Accredo Health, Inc.

 

 

52,722

 

2,176

2

Acuson Corp.

 

 

49,640

 

1,993

2

Advance Paradigm, Inc.

 

 

97,408

 

6,397

2

Advanced Tissue Sciences, Inc., Class A

 

 

45,579

 

1,794

2

Albany Molecular Research, Inc.

 

 

104,276

 

1,303

2

Alexion Pharmaceuticals, Inc.

 

 

134,698

 

5,383

2

Alliance Pharmaceutical Corp.

 

 

76,035

 

552

2

Allos Therapeutics, Inc.

 

 

5,934

 

2,645

 

Alpharma, Inc., Class A

 

 

102,659

 

2,355

2

AmeriPath, Inc.

 

 

42,243

 

2,121

2

American Superconductor Corp.

 

 

101,278

 

6,020

2

Amylin Pharmaceuticals, Inc.

 

 

60,953

 

434

2

Antigenics, Inc.

 

 

6,483

 

1,493

2

Aphton Corp.

 

 

44,790

 

4,156

2

Apria Healthcare Group, Inc.

 

 

83,120

 

1,956

2

Aradigm Corp.

 

 

43,277

 

2,502

2

Ariad Pharmaceutiacals, Inc.

 

 

22,831

 

1,187

 

Arrow International, Inc.

 

 

47,851

 

2,062

2

Arthrocare Corp.

 

 

46,782

 

410

2

Aspect Medical Systems, Inc.

 

 

3,639

 

5,263

2

Avant Immunotherapeutics, Inc.

 

 

44,407

 

1,575

2

Avigen, Inc.

 

 

61,031

 

1,934

2

Aviron

 

 

126,435

 

529

2

Bacou U.S.A., Inc.

 

 

13,225

 

2,202

2

Barr Laboratories, Inc.

 

 

139,001

 

10,746

2

Beverly Enterprises, Inc.

 

 

53,730

 

5,857

2

Bio-Technology General Corp.

 

 

61,499

 

1,315

2

BioCryst Pharmaceuticals, Inc.

 

 

11,999

 

1,794

2

BioMarin Pharmaceutical, Inc.

 

 

23,322

 

1,602

2

Biomatrix, Inc.

 

 

30,638

 

1,481

2

Biopure Corp.

 

 

30,453

 

1,503

2

Biosite Diagnostics, Inc.

 

 

33,066

 

753

2

Bone Care International, Inc.

 

 

18,543

 

1,568

2

CONMED Corp.

 

 

23,030

 

1,657

2

CV Therapeutics, Inc.

 

 

130,489

 

2,971

2

CardioDynamics International Corp.

 

 

15,598

 

3,278

2

Catalytica, Inc.

 

 

44,048

 

3,590

2

Cell Genesys, Inc.

 

 

82,794

 

2,318

2

Cell Pathways, Inc.

 

 

17,675

 

3,106

2

Cell Therapeutics, Inc.

 

 

207,762

 

5,230

2

Celsion Corp.

 

 

10,460

 

952

2

Cerus Corp.

 

 

53,193

 

704

2

Closure Medical Corp.

 

 

17,072

 

795

2

Collateral Therapeutics, Inc.

 

 

20,099

 

2,588

2

Columbia Laboratories, Inc.

 

 

15,852

 

3,193

2

Connetics Corp.

 

 

16,713

 

1,543

 

Cooper Companies, Inc.

 

 

55,162

 

2,203

2

Corixa Corp.

 

 

98,034

 

1,823

2

Coulter Pharmaceutical, Inc.

 

 

69,844

 

6,143

2

Covance, Inc.

 

 

52,983

 

6,275

2

Coventry Health Care, Inc.

 

 

114,519

 

1,109

2

Cryolife, Inc.

 

 

44,152

 

2,938

2

Cubist Pharmaceuticals, Inc.

 

 

126,242

 

2,651

2

CuraGen Corp.

 

 

171,321

 

1,798

2

Cyberonics, Inc.

 

 

41,804

 

2,481

2

Cygnus, Inc.

 

 

22,174

 

7,727

2

Cytogen Corp.

 

 

44,430

 

1,490

2

DUSA Pharmaceuticals, Inc.

 

 

38,926

 

7,771

2

DaVita, Inc.

 

 

87,424

 

1,259

 

Datascope Corp.

 

 

43,593

 

1,168

 

Diagnostic Products Corp.

 

 

53,290

 

2,618

2

Diametrics Medical, Inc.

 

 

21,599

 

1,096

2

Digene Corp.

 

 

35,569

 

4,723

2

Dura Pharmaceuticals, Inc.

 

 

162,648

 

6,247

2

Edwards Lifesciences Corp.

 

 

83,944

 

1,558

2

Emisphere Technologies, Inc.

 

 

39,437

 

1,051

2

Endocare, Inc.

 

 

18,590

 

1,553

2

Entremed, Inc.

 

 

48,337

 

2,424

2

Enzo Biochem, Inc.

 

 

93,324

 

4,365

2

Enzon, Inc.

 

 

311,006

 

1,055

2

Exelixis, Inc.

 

 

23,276

 

11,047

2

Foundation Health Systems, Inc., Class A

 

 

223,011

 

1,120

2

Fuelcell Energy, Inc.

 

 

85,750

 

1,789

2

Geltex Pharmaceuticals, Inc.

 

 

88,779

 

2,723

2

Gene Logic, Inc.

 

 

59,395

 

2,361

2

Genome Therapeutics Corp.

 

 

35,267

 

1,947

2

Genta, Inc.

 

 

15,698

 

1,800

2

Gentiva Health Services, Inc.

 

 

21,263

 

1,971

2

Genzyme Transgenics Corp.

 

 

42,253

 

2,340

2

Geron Corp.

 

 

54,990

 

1,000

2

Gliatech, Inc.

 

 

6,438

 

2,530

2

Guilford Pharmaceuticals, Inc.

 

 

62,459

 

2,664

2

Haemonetics Corp.

 

 

62,604

 

6,958

 

Hooper Holmes, Inc.

 

 

66,031

 

16,691

2

Humana, Inc.

 

 

202,378

 

1,033

2

Hyseq, Inc.

 

 

30,022

 

1,736

2

I-Stat Corp.

 

 

34,069

 

3,676

2

IDEXX Laboratories, Inc.

 

 

88,224

 

1,325

2

INAMED Corp.

 

 

37,100

 

2,675

2

Ilex Oncology, Inc.

 

 

96,969

 

9,943

2

Imatron, Inc.

 

 

21,440

 

2,546

2

Immune Response Corp.

 

 

15,435

 

3,645

2

Immunogen, Inc.

 

 

125,297

 

3,363

2

Immunomedics, Inc.

 

 

77,769

 

1,664

2

Impath, Inc.

 

 

125,840

 

3,468

2

Inhale Therapeutic Systems, Inc.

 

 

172,533

 

748

2

Intermune Pharmaceuticals, Inc.

 

 

37,400

 

817

2

IntraBiotics Pharmaceuticals, Inc.

 

 

12,153

 

2,563

 

Invacare Corp.

 

 

73,046

 

3,497

2

Invitrogen Corp.

 

 

265,991

 

4,078

2

Isis Pharmaceuticals, Inc.

 

 

42,054

 

1,946

2

KV Pharmaceutical Co., Class B

 

 

75,894

 

1,078

2

Kos Pharmaceuticals, Inc.

 

 

21,358

 

1,828

2

Laboratory Corporation of America Holdings

 

 

246,552

 

1,050

2

Lexicon Genetics, Inc.

 

 

21,263

 

3,381

2

LifePoint Hospitals, Inc.

 

 

131,014

 

5,653

2

Ligand Pharmaceuticals, Inc., Class B

 

 

84,088

 

4,391

2

Lincare Holdings, Inc.

 

 

184,696

 

1,040

2

Lynx Therapeutic, Inc.

 

 

18,200

 

1,762

2

MGI PHARMA, Inc.

 

 

49,336

 

8,553

2

Manor Care, Inc.

 

 

142,728

 

1,866

2

Martek Biosciences Corp.

 

 

40,119

 

2,693

2

Matrix Pharmaceuticals, Inc.

 

 

38,712

 

2,409

2

Maxim Pharmaceuticals, Inc.

 

 

106,899

 

1,179

2

Maximus, Inc.

 

 

28,959

 

807

2

Maxygen, Inc.

 

 

32,482

 

3,052

2

Medicis Pharmaceutical Corp., Class A

 

 

224,704

 

2,288

 

Mentor Corp.

 

 

40,326

 

1,214

2

Microvision, Inc.

 

 

41,352

 

4,619

2

Mid Atlantic Medical Services, Inc.

 

 

78,523

 

992

 

Mine Safety Appliances Co.

 

 

20,832

 

1,524

2

Miravant Medical Technologies

 

 

23,051

 

2,046

2

Myriad Genetics, Inc.

 

 

245,520

 

3,803

2

NABI, Inc.

 

 

23,234

 

2,272

2

NEORX Corp.

 

 

36,920

 

2,139

2

NPS Pharmaceuticals, Inc.

 

 

91,710

 

1,566

2

Nanogen, Inc.

 

 

24,273

 

1,231

2

Neose Technologies, Inc.

 

 

44,547

 

2,118

2

Neurocrine Biosciences, Inc.

 

 

82,073

 

1,483

2

Neurogen Corp.

 

 

46,622

 

812

2

Nexell Therapeutics, Inc.

 

 

5,798

 

2,001

2

Noven Pharmaceuticals, Inc.

 

 

89,170

 

1,749

2

Novoste Corp.

 

 

44,162

 

519

2

ORATEC Interventions, Inc.

 

 

5,190

 

2,526

2

OSI Pharmaceuticals, Inc.

 

 

181,872

 

2,439

2

Oakley, Inc.

 

 

51,219

 

1,717

2

Ocular Sciences, Inc.

 

 

21,248

 

9,773

 

Omnicare, Inc.

 

 

171,028

 

672

2

Orchid Biosciences, Inc.

 

 

13,734

 

3,624

2

Organogenesis, Inc.

 

 

45,445

 

4,374

2

Orthodontic Centers of America, Inc.

 

 

145,982

 

545

2

Paradigm Genetics, Inc.

 

 

8,652

 

2,605

2

Parexel International Corp.

 

 

22,794

 

1,960

2

Pharmaceutical Product Development, Inc.

 

 

61,373

 

1,720

2

Pharmacyclics, Inc.

 

 

92,558

 

1,017

2

Photogen Technologies, Inc.

 

 

4,577

 

861

2

Praecis Pharmaceuticals, Inc.

 

 

21,848

 

3,227

2

Province Heathcare Co.

 

 

135,937

 

7,627

2

Quorum Health Group, Inc.

 

 

102,011

 

2,012

2

Regeneron Pharmaceuticals, Inc.

 

 

53,821

 

1,399

2

RehabCare Group, Inc.

 

 

60,419

 

4,799

2

Renal Care Group, Inc.

 

 

112,777

 

2,044

2

Res-Care, Inc.

 

 

11,242

 

3,332

2

ResMed, Inc.

 

 

84,966

 

1,056

2

Research Frontiers, Inc.

 

 

20,328

 

3,542

2

Respironics, Inc.

 

 

69,512

 

950

2

Ribozyme Pharmaceuticals, Inc.

 

 

20,128

 

436

2

RightCHOICE Managed Care, Inc., Class A

 

 

12,045

 

4,719

2

SICOR, Inc.

 

 

60,462

 

1,703

2

SangStat Medical Corp.

 

 

17,030

 

3,391

2

SciClone Pharmaceuticals, Inc.

 

 

27,340

 

406

2

Sonic Innovations, Inc.

 

 

1,954

 

987

2

SonoSight, Inc.

 

 

12,584

 

1,325

2

Staar Surgical Co.

 

 

20,869

 

7,226

2

Steris Corp.

 

 

108,390

 

5,119

2

Sunrise Technologies International, Inc.

 

 

36,953

 

2,726

2

SuperGen, Inc.

 

 

35,097

 

1,861

2

Superconductor Technologies, Inc.

 

 

18,843

 

2,201

2

Symyx Technologies, Inc.

 

 

103,860

 

2,000

2

Syncor International Corp.

 

 

51,375

 

3,499

2

Syntroleum Corp.

 

 

68,231

 

2,834

2

Targeted Genetics Corp.

 

 

28,340

 

8,913

2

Techniclone Corp.

 

 

21,447

 

4,384

2

Texas Biotechnology Corp.

 

 

64,664

 

2,793

2

Theragenics Corp.

 

 

13,092

 

1,669

2

Thermo Cardiosystems, Inc.

 

 

13,665

 

1,620

2

Thoratec Laboratories Corp.

 

 

19,744

 

2,487

2

Titan Pharmaceuticals, Inc.

 

 

104,653

 

2,103

2

Transkaryotic Therapies, Inc.

 

 

78,337

 

3,639

2

Triad Hospitals, Inc.

 

 

100,982

 

3,515

2

Triangle Pharmaceuticals, Inc.

 

 

29,548

 

1,690

2

Trimeris, Inc.

 

 

119,568

 

1,145

2

Tularik, Inc.

 

 

36,354

 

2,232

2

Twinlab Corp.

 

 

11,718

 

7,754

2

US Oncology, Inc.

 

 

41,678

 

1,573

 

United Therapeutics Corp.

 

 

84,156

 

5,643

2

VISX, Inc.

 

 

120,972

 

3,165

2

Valentis, Inc.

 

 

27,298

 

3,373

 

Varian Medical Systems, Inc.

 

 

164,855

 

5,328

2

Vasomedical, Inc.

 

 

20,313

 

858

2

VaxGen, Inc.

 

 

23,541

 

1,074

2

Ventana Medical Systems, Inc.

 

 

28,193

 

2,087

2

Vical, Inc.

 

 

44,349

 

601

 

Vital Signs, Inc.

 

 

18,706

 

3,467

2

Vivus, Inc.

 

 

11,268

 

894

2

Zoll Medical Corp.

 

 

44,309

         

 

 

 

TOTAL

 

 

12,526,072

         

 

 

 

Technology--17.2%

 

 

 

 

2,462

2

24/7 Media, Inc.

 

 

12,772

 

3,525

2

3DFX Interactive, Inc.

 

 

14,981

 

2,824

2

3DO Co.

 

 

8,649

 

3,465

2

ACTV, Inc.

 

 

34,109

 

667

2

AGENCY.COM, Inc.

 

 

7,004

 

2,658

2

AVT Corp.

 

 

16,696

 

1,963

2

AXT, Inc.

 

 

75,576

 

1,497

2

About.com, Inc.

 

 

35,928

 

2,546

2

Accrue Software, Inc.

 

 

11,775

 

1,061

2

Aclara Biosciences, Inc.

 

 

18,965

 

2,351

2

Actel Corp.

 

 

86,105

 

6,062

2

Actuate Software Corp.

 

 

170,873

 

3,964

2

Adaptive Broadband Corp.

 

 

63,672

 

1,010

2

Ade Corp.

 

 

18,054

 

1,003

2

Adept Technology, Inc.

 

 

27,959

 

5,494

2

Advanced Digital Information Corp.

 

 

71,422

 

979

2

Advantage Learning Systems, Inc.

 

 

29,064

 

2,769

2

Advent Software, Inc.

 

 

165,621

 

3,047

2

Aeroflex, Inc.

 

 

181,297

 

628

2

Airnet Communications Corp.

 

 

9,557

 

2,455

2

Allaire Corp.

 

 

17,952

 

2,958

2

Allen Telecom, Inc.

 

 

55,278

 

2,688

2

Alliance Semiconductor Corp.

 

 

53,760

 

3,133

2

Anadigics, Inc.

 

 

70,101

 

695

 

Analogic Corp.

 

 

24,542

 

2,171

 

Analysts International Corp.

 

 

13,569

 

2,330

2

Anixter International, Inc.

 

 

56,503

 

3,560

2

AnswerThink Consulting Group, Inc.

 

 

58,295

 

1,258

2

Aperian, Inc.

 

 

4,403

 

1

2

Applied Micro Circuits Corp.

 

 

110

 

1,080

2

Applied Science & Technology, Inc.

 

 

15,525

 

708

2

AppliedTheory Corp.

 

 

3,363

 

1,036

2

AremisSoft Corp.

 

 

44,289

 

2,157

2

Ask Jeeves, Inc.

 

 

28,041

 

3,179

2

Aspen Technology, Inc.

 

 

131,332

 

3,448

2

Asyst Technologies, Inc.

 

 

51,720

 

1,698

2

Audiovox Corp., Class A

 

 

23,241

 

2,173

2

Aurora Bioscences, Inc.

 

 

132,417

 

4,212

2

Avant! Corp.

 

 

70,814

 

2,497

2

Avid Technology, Inc.

 

 

34,646

 

4,594

2

Avocent Corp.

 

 

325,887

 

1,786

2

Aware, Inc.

 

 

55,254

 

3,040

2

Axent Technologies, Inc.

 

 

58,330

 

1,166

2

BARRA, Inc.

 

 

71,272

 

1,278

2

BSQUAR Corp.

 

 

19,969

 

2,518

2

Be Free, Inc.

 

 

9,915

 

1,616

2

Bell & Howell Co.

 

 

30,704

 

4,530

2

Billing Information Concepts Corp.

 

 

13,590

 

4,023

2

BindView Development Corp.

 

 

31,430

 

870

2

Bio Rad Laboratories, Inc., Class A

 

 

26,013

 

1,445

2

Bluestone Software, Inc.

 

 

31,068

 

891

2

Bottomline Technologies, Inc.

 

 

31,241

 

1,357

2

Breakaway Solutions, Inc.

 

 

7,803

 

5,533

2

Brightpoint, Inc.

 

 

36,829

 

1,397

2

Brio Technology, Inc.

 

 

11,438

 

3,362

2

Broadbase Software, Inc.

 

 

36,142

 

105

 

Brokat Aktiengesellschaft sponsored ADR

 

 

2,205

 

1,784

2

Brooks Automation, Inc.

 

 

47,276

 

1,263

2

Brooktrout Technology, Inc.

 

 

18,235

 

466

2

C-Bridge Internet Solutions, Inc.

 

 

6,874

 

4,764

2

C-Cube Microsystems, Inc.

 

 

92,898

 

1,054

2

CACI International, Inc., Class A

 

 

21,739

 

675

2

CAIS Internet, Inc.

 

 

2,848

 

2,420

2

CCC Information Service Group, Inc.

 

 

16,638

 

1,698

2

CTC Communications Group, Inc.

 

 

16,396

 

4,619

2

Cable Design Technologies, Class A

 

 

106,526

 

547

2

Caldera Systems, Inc.

 

 

1,915

 

1,847

2

Calico Commerce, Inc.

 

 

5,656

 

1,438

2

California Amplifier, Inc.

 

 

35,950

 

520

2

Caliper Technologies Corp.

 

 

29,315

 

5,684

2

Cambridge Technology Partners, Inc.

 

 

22,026

 

498

2

Caminus Corp.

 

 

15,687

 

1,028

2

Carreker-Antinori, Inc.

 

 

19,018

 

1,015

2

Carrier Access Corp.

 

 

12,688

 

1,291

2

Celeritek, Inc.

 

 

42,684

 

827

2

Centennial Cellular Corp., Class A

 

 

16,127

 

467

2

Centillium Communications, Inc.

 

 

17,739

 

7,859

2

Century Business Services, Inc.

 

 

8,841

 

507

 

Chordiant Software, Inc.

 

 

3,090

 

1,550

2

ChromaVision Medical Systems, Inc.

 

 

7,363

 

4,880

2

Ciber, Inc.

 

 

38,125

 

5,982

2

Cirrus Logic, Inc.

 

 

257,974

 

2,333

2

Clarent Corp.

 

 

72,469

 

1,640

2

Clarus Corp.

 

 

16,400

 

974

2

Click2learn.com, Inc.

 

 

14,123

 

1,245

2

CoStar Group, Inc.

 

 

38,906

 

2,253

2

Cobalt Networks, Inc.

 

 

124,197

 

675

2

Cognizant Technology Solutions Corp.

 

 

27,675

 

2,844

2

Coherent, Inc.

 

 

99,007

 

2,382

2

Com21, Inc.

 

 

25,755

 

2,567

2

Complete Business Solutions, Inc.

 

 

26,633

 

2,583

2

Computer Network Technology

 

 

78,499

 

2,277

2

Concord Camera Corp.

 

 

70,445

 

1,750

2

Concord Communications, Inc.

 

 

13,563

 

5,742

2

Concurrent Computer Corp.

 

 

101,203

 

1,327

 

Convergent Communication, Inc.

 

 

5,640

 

380

2

Coolsavings.com, Inc.

 

 

499

 

454

2

Corillian Corp.

 

 

6,470

 

1,881

2

Corsair Communications, Inc.

 

 

11,404

 

954

2

Crossroads Systems, Inc.

 

 

6,618

 

741

2

Cyberoptics Corp.

 

 

17,414

 

2,000

2

Cybersource Corp.

 

 

11,000

 

2,278

2

Cylink Corp.

 

 

9,610

 

3,064

2

Cymer, Inc.

 

 

76,600

 

702

2

Cysive, Inc.

 

 

5,572

 

1,102

2

DSET Corp.

 

 

6,268

 

3,008

2

DSL.net, Inc.

 

 

7,896

 

2,818

2

DSP Group, Inc.

 

 

79,961

 

1,030

2

Daleen Technolgies, Inc.

 

 

10,268

 

1,290

2

Data Return Corp.

 

 

14,835

 

1,746

2

Datastream Systems, Inc.

 

 

21,389

 

1,080

2

Davox Corp.

 

 

10,530

 

905

2

Deltek Systems, Inc.

 

 

5,996

 

3,283

2

Dendrite International, Inc.

 

 

71,405

 

883

2

Digimarc Corp.

 

 

13,190

 

2,996

2

Digital Courier Technologies, Inc.

 

 

8,707

 

2,190

2

Digital Insight Corp.

 

 

42,294

 

2,034

2

Digital River, Inc.

 

 

13,285

 

1,709

2

Documentum, Inc.

 

 

145,265

 

1,156

2

Dot Hill Systems Corp.

 

 

3,974

 

2,590

2

EMCORE Corp.

 

 

106,190

 

2,984

2

ESS Technology, Inc.

 

 

46,252

 

3,894

2

Eclipsys Corp.

 

 

96,133

 

2,261

2

Elantec Semiconductor, Inc.

 

 

251,536

 

964

2

Electric Lightwave, Inc., Class A

 

 

5,543

 

2,166

2

Electroglas, Inc.

 

 

30,459

 

489

2

Embarcadero Technologies, Inc.

 

 

29,554

 

726

2

Emerg Interactive, Inc., Class A

 

 

8,122

 

2,520

2

Epresence, Inc.

 

 

17,798

 

484

2

Eprise Corp.

 

 

1,452

 

4,044

2

Exar Corp.

 

 

180,716

 

1,245

2

Excalibur Technologies Corp.

 

 

73,299

 

3,332

2

Exchange Applications, Inc.

 

 

10,673

 

796

2

Extended Systems, Inc.

 

 

31,044

 

491

2

Extensity, Inc.

 

 

6,260

 

1,796

2

F5 Networks, Inc.

 

 

55,676

 

1,531

2

FEI Co.

 

 

36,266

 

2,690

2

FSI International, Inc.

 

 

25,051

 

2,115

 

FactSet Research Systems

 

 

80,095

 

1,183

 

Fair Isaac & Co., Inc.

 

 

48,503

 

3,637

2

Filenet Corp.

 

 

96,381

 

564

2

Firepond, Inc.

 

 

4,512

 

1,950

2

First Consulting Group, Inc.

 

 

13,041

 

4,165

2

Futurelink Corp.

 

 

7,549

 

516

2

GRIC Communications, Inc.

 

 

2,580

 

1,086

 

Gadzoox Networks, Inc.

 

 

4,005

 

1,443

2

Gasonics International Corp.

 

 

29,491

 

2,862

2

GenRad, Inc.

 

 

26,116

 

3,757

2

General Semiconductor, Inc.

 

 

42,971

 

108

2

Genomic Solutions, Inc.

 

 

1,512

 

1,547

2

Geoworks Corp.

 

 

7,590

 

2,064

 

Gerber Scientific, Inc.

 

 

16,512

 

6,815

2

Glenayre Technologies, Inc.

 

 

56,224

 

1,887

2

Globix Corp.

 

 

19,106

 

1,144

2

GoAmerica, Inc.

 

 

11,941

 

2,744

2

GoTo.com, Inc.

 

 

38,931

 

1,365

2

Great Plains Software, Inc.

 

 

53,150

 

3,475

2

HNC Software

 

 

70,586

 

2,351

 

Helix Technology Corp.

 

 

65,534

 

750

2

Hi/fn, Inc.

 

 

46,313

 

3,416

2

High Speed Access Corp.

 

 

10,035

 

1,920

2

HotJobs.com Ltd.

 

 

30,000

 

2,660

2

Hutchinson Technology, Inc.

 

 

58,354

 

3,492

2

Hyperion Solutions Corp.

 

 

48,888

 

890

2

IBIS Technology Corp.

 

 

33,709

 

1,651

2

IDX Systems Corp.

 

 

52,832

 

974

2

II-VI, Inc.

 

 

20,150

 

1,232

2

IMPSAT Fiber Networks, Inc.

 

 

14,784

 

2,275

2

IMRglobal Corp.

 

 

18,769

 

544

2

IXYS Corp.

 

 

13,770

 

2,864

2

Identix, Inc.

 

 

41,242

 

15,514

 

Ikon Office Solutions, Inc.

 

 

50,421

 

3,803

2

Imation Corp.

 

 

75,347

 

1,404

2

Immersion Corp.

 

 

13,865

 

3,997

2

InFocus Corp.

 

 

176,617

 

1,497

2

Indus International, Inc.

 

 

6,082

 

2,770

2

Informatica Corp.

 

 

261,765

 

2,258

2

Information Architects Corp.

 

 

8,468

 

179

2

Inforte Corp.

 

 

5,482

 

5,820

2

Inprise Corp.

 

 

37,103

 

1,309

2

Integrated Circuit System, Inc.

 

 

17,835

 

2,765

2

Integrated Silicon Solution, Inc.

 

 

36,982

 

8,111

2

Intelect Communications, Inc.

 

 

9,125

 

2,180

 

Inter-Tel, Inc.

 

 

25,206

 

510

2

Interactive Intelligence, Inc.

 

 

18,615

 

4,687

2

Intergraph Corp.

 

 

29,294

 

5,116

2

Interliant, Inc.

 

 

30,696

 

955

 

Interlink Electronics, Inc.

 

 

21,368

 

913

2

Interlogix, Inc.

 

 

11,241

 

5,101

2

Internet Pictures Corp.

 

 

10,919

 

1,165

2

Internet.com Corp.

 

 

24,247

 

6,806

2

Intertrust Technologies Corp.

 

 

68,060

 

3,454

2

Intervoice, Inc.

 

 

33,784

 

2,042

2

Interworld Corp.

 

 

4,467

 

3,720

2

Interwoven, Inc.

 

 

374,790

 

1,774

2

IntraNet Solutions, Inc.

 

 

82,491

 

1,660

2

Intraware, Inc.

 

 

12,139

 

1,633

2

Intrusion.com, Inc.

 

 

16,738

 

28,863

2

Iomega Corp.

 

 

141,717

 

5,870

2

J.D. Edwards & Co.

 

 

151,886

 

2,193

2

JDA Software Group, Inc.

 

 

33,032

 

678

2

JNI Corp.

 

 

60,384

 

2,046

2

Juno Online Services, Inc.

 

 

5,435

 

956

 

Keithley Instruments, Inc.

 

 

51,146

 

2,999

2

Kent Electronics Corp.

 

 

55,856

 

1,718

2

Keynote Systems, Inc.

 

 

41,232

 

1,318

2

Kronos, Inc.

 

 

48,025

 

5,094

2

Kulicke & Soffa Industries

 

 

74,818

 

5,031

2

LTX Corp.

 

 

70,434

 

1,554

2

Lante Corp.

 

 

5,730

 

1,319

2

Latitude Communications, Inc.

 

 

7,584

 

9,258

2

Legato Systems, Inc.

 

 

82,454

 

642

2

Level 8 Systems, Inc.

 

 

6,179

 

1,817

2

Lightbridge, Inc.

 

 

19,419

 

1,528

2

Lightpath Technologies, Inc.

 

 

41,638

 

876

2

Lightspan, Inc.

 

 

2,026

 

469

2

LivePerson, Inc.

 

 

1,085

 

1,258

2

Lodgenet Entertainment

 

 

22,094

 

4,341

2

LookSmart Ltd.

 

 

30,658

 

505

2

Loudeye Technologies, Inc.

 

 

1,925

 

539

2

Luminex Corp.

 

 

14,620

 

1,014

2

MCX Communications, Inc.

 

 

15,844

 

3,568

2

MEMC Electronic Materials

 

 

35,457

 

1,863

2

MICROS Systems Corp.

 

 

36,794

 

579

2

MKS Instruments, Inc.

 

 

10,639

 

2,141

2

MP3.com, Inc.

 

 

7,560

 

5,331

2

MRV Communications, Inc.

 

 

210,575

 

3,432

2

MTI Technology Corp.

 

 

17,804

 

4,518

2

Mail.com, Inc.

 

 

14,684

 

512

2

Manhattan Associates, Inc.

 

 

32,776

 

2,474

2

Manugistics Group, Inc.

 

 

281,881

 

1,505

2

Mapinfo Corp.

 

 

49,195

 

1,557

2

Marimba, Inc.

 

 

9,245

 

400

 

Marketwatch.Com, Inc.

 

 

1,875

 

3,783

2

Mastech Corp.

 

 

19,151

 

618

2

MatrixOne, Inc.

 

 

18,347

 

1,671

2

Mattson Technology, Inc.

 

 

19,634

 

6,731

2

Maxtor Corp.

 

 

52,586

 

682

2

McAfee.com, Corp.

 

 

4,689

 

897

2

Meade Instruments Corp.

 

 

16,426

 

2,500

2

Mechanical Technology, Inc.

 

 

18,750

 

1,092

2

Media 100, Inc.

 

 

10,784

 

1,087

2

MedicaLogic, Inc.

 

 

4,416

 

1,585

2

Medquist, Inc.

 

 

17,831

 

6,825

2

Mentor Graphics Corp.

 

 

159,961

 

2,642

2

Mercator Software, Inc.

 

 

12,054

 

2,247

2

Mercury Computer Systems, Inc.

 

 

69,657

 

2,380

2

MetaCreations Corp.

 

 

23,800

 

1,010

2

Metasolv Software, Inc.

 

 

12,562

 

696

2

Metawave Communications Corp.

 

 

9,222

 

3,786

 

Methode Electronics, Inc., Class A

 

 

142,448

 

2,197

2

Metricom, Inc.

 

 

38,997

 

2,799

2

MicroStrategy, Inc.

 

 

67,001

 

3,737

2

Micron Electronics, Inc.

 

 

29,546

 

1,102

2

Microsemi Corp.

 

 

44,080

 

1,671

2

Molecular Devices Corp.

 

 

114,255

 

3,581

2

Motient Corp.

 

 

43,420

 

1,782

2

Multex.com, Inc.

 

 

23,055

 

3,788

2

Mynd Corp.

 

 

48,297

 

3,805

2

NBC Internet, Inc., Class A

 

 

23,543

 

681

2

NETsilicon, Inc.

 

 

9,662

 

980

2

NHancement Technologies, Inc.

 

 

24,745

 

3,758

2

NX Networks, Inc.

 

 

10,687

 

2,300

2

NYFIX, Inc.

 

 

90,850

 

523

2

Nanometrics, Inc.

 

 

12,029

 

3,521

 

National Data Corp.

 

 

134,238

 

1,832

2

National Information Consortium, Inc.

 

 

6,183

 

3,846

2

Natural Microsystems Corp.

 

 

173,791

 

1,484

2

Neoforma.com, Inc.

 

 

2,551

 

463

2

Neon Systems, Inc.

 

 

3,270

 

1,432

2

Net Perceptions, Inc.

 

 

4,744

 

498

2

Net.Genesis Corp.

 

 

1,743

 

516

2

NetGuru, Inc.

 

 

2,580

 

2,562

2

NetIQ Corp.

 

 

220,652

 

1,179

2

NetObjects, Inc.

 

 

3,463

 

1,523

2

NetScout Systems, Inc.

 

 

28,461

 

666

2

NetSolve, Inc.

 

 

4,995

 

3,884

2

NetZero, Inc.

 

 

5,705

 

2,819

2

Netegrity, Inc.

 

 

219,882

 

5,636

2

Netmanage, Inc.

 

 

7,221

 

1,562

2

Netopia, Inc.

 

 

16,987

 

806

2

Netpliance, Inc.

 

 

1,461

 

3,643

2

Netro Corp.

 

 

79,463

 

335

2

Netsol International, Inc.

 

 

2,973

 

1,760

2

Network Access Solutions Corp.

 

 

4,785

 

2,339

2

Network Equipment Technologies, Inc.

 

 

22,221

 

1,573

2

Network Peripherals, Inc.

 

 

17,106

 

2,704

2

New Era of Networks, Inc.

 

 

42,081

 

993

2

Niku Corp.

 

 

15,640

 

1,445

2

Novadigm, Inc.

 

 

14,450

 

518

2

Nuance Communications, Inc.

 

 

44,678

 

637

2

Numerical Technologies, Inc.

 

 

13,059

 

2,233

2

ONYX Software Corp.

 

 

35,449

 

585

2

OTG Software, Inc.

 

 

18,428

 

4,710

2

Oak Technology, Inc.

 

 

132,174

 

2,081

2

Objective Systems Integrator

 

 

18,729

 

2,169

2

On2.com, Inc.

 

 

4,945

 

909

2

Onvia.com, Inc.

 

 

2,386

 

3,783

2

Open Market, Inc.

 

 

12,531

 

774

2

Opus360 Corp.

 

 

1,258

 

1,076

2

Osicom Technologies, Inc.

 

 

34,432

 

8,236

2

P-COM, Inc.

 

 

46,328

 

1,381

2

PC-Tel, Inc.

 

 

23,822

 

1,658

2

PLX Technology, Inc.

 

 

39,792

 

2,213

2

PRI Automation, Inc.

 

 

50,069

 

1,348

2

Packard BioScience Co.

 

 

21,737

 

1,761

2

Packeteer, Inc.

 

 

43,805

 

1,757

2

Paradyne Networks, Inc.

 

 

7,028

 

380

2

Pec Solutions, Inc.

 

 

2,613

 

2,184

2

Pericom Semiconductor Corp.

 

 

57,876

 

6,185

2

Perot Systems Corp.

 

 

61,463

 

1,119

2

Persistance Software, Inc.

 

 

13,148

 

2,132

2

Pharmacopedia, Inc.

 

 

38,909

 

2,578

2

Phoenix Technology, Ltd.

 

 

41,409

 

1,199

2

Photon Dynamics, Inc.

 

 

43,164

 

2,624

2

Photronics, Inc.

 

 

59,204

 

4,914

2

Pinnacle Systems, Inc.

 

 

62,039

 

3,379

 

Pioneer Standard Electronics, Inc.

 

 

46,884

 

641

2

Pixelworks, Inc.

 

 

21,353

 

5,174

2

Plantronics, Inc.

 

 

236,064

 

4,774

 

Polaroid Corp.

 

 

48,038

 

2,892

2

Power Integrations, Inc.

 

 

38,861

 

485

2

Predictive Systems, Inc.

 

 

6,729

 

444

2

Preview Systems, Inc.

 

 

2,248

 

1,328

2

Primus Knowledge Solutions, Inc.

 

 

10,790

 

1,590

2

ProBusiness Services, Inc.

 

 

51,973

 

561

2

Procom Technology, Inc.

 

 

12,728

 

2,187

2

Prodigy Communications Corp.

 

 

9,568

 

3,614

2

Progress Software Corp.

 

 

57,146

 

1,458

2

Project Software & Development, Inc.

 

 

18,954

 

2,698

2

Proxim, Inc.

 

 

163,566

 

3,464

2

Puma Technology, Inc.

 

 

46,981

 

2,278

2

PurchasePro.com, Inc.

 

 

61,506

 

1,316

2

QRS Corp.

 

 

11,104

 

8,434

2

Quantum Corp. - Hard Disk Drive

 

 

96,464

 

2,137

2

QuickLogic Corp.

 

 

18,966

 

1,863

2

Quintus Corp.

 

 

13,914

 

2,368

2

Quokka Sports, Inc.

 

 

7,252

 

3,971

2

REMEC, Inc.

 

 

118,385

 

1,549

2

RadiSys Corp.

 

 

41,049

 

1,752

2

Radiant Systems, Inc.

 

 

32,303

 

2,262

2

Rainbow Technologies, Inc.

 

 

56,267

 

1,575

2

Ramp Networks, Inc.

 

 

2,953

 

3,057

2

Rare Medium Group, Inc.

 

 

14,139

 

1,172

2

Razorfish, Inc.

 

 

5,274

 

2,777

2

Remedy Corp.

 

 

47,556

 

5,045

2

Retek, Inc.

 

 

198,962

 

6,542

2

Rhythms NetConnections, Inc.

 

 

14,311

 

3,770

2

Robotic Vision Systems, Inc.

 

 

20,617

 

578

2

Rudolph Technologies, Inc.

 

 

22,542

 

9,759

2

S3, Inc.

 

 

88,136

 

3,168

2

SAGA Systems, Inc.

 

 

17,028

 

1,196

2

SBS Technologies, Inc.

 

 

30,797

 

1,427

2

SCM Microsystems, Inc.

 

 

54,226

 

1,658

2

SERENA Software, Inc.

 

 

84,351

 

916

2

SPSS, Inc.

 

 

20,610

 

1,528

2

SVI Holdings, Inc.

 

 

6,937

 

447

2

Saba Software, Inc.

 

 

10,477

 

1,570

2

Sagent Technology, Inc.

 

 

4,023

 

1,545

2

SalesLogix Corp.

 

 

14,195

 

1,425

2

Sanchez Computer Associates

 

 

22,889

 

1,792

2

Savvis Communication Corp.

 

 

6,944

 

2,101

2

SciQuest.com, Inc.

 

 

9,389

 

411

2

Scientific Learning Corp.

 

 

2,299

 

1,803

2

SeaChange International, Inc.

 

 

39,666

 

2,652

2

Secure Computing Corp.

 

 

60,996

 

495

2

Selectica, Inc.

 

 

13,056

 

1,643

2

Semitool, Inc.

 

 

21,462

 

600

2

Sequenom, Inc.

 

 

19,425

 

467

2

Sequoia Software Corp.

 

 

2,335

 

20,094

2

Silicon Graphics, Inc.

 

 

90,423

 

3,406

2

Silicon Image, Inc.

 

 

40,021

 

3,574

2

Silicon Valley Group, Inc.

 

 

117,719

 

1,218

2

SilverStream Software, Inc.

 

 

27,405

 

51

2

Simione Central Holdings, Inc.

 

 

172

 

2,384

2

Sipex Corp.

 

 

93,870

 

509

2

Siti-Sites.com, Inc.

 

 

97

 

650

2

SmartDisk Corp.

 

 

3,331

 

378

2

SmartServ Online, Inc.

 

 

7,324

 

3,082

2

SoftNet Systems, Inc.

 

 

14,254

 

489

2

Software Technologies Corp.

 

 

8,313

 

3,074

 

Somera Communications

 

 

34,583

 

1,089

2

Sonic Foundry, Inc.

 

 

6,942

 

2,464

2

Sonicwall, Inc.

 

 

36,806

 

1,227

2

SpectraLink Corp.

 

 

9,126

 

2,681

2

SpeedFam-IPEC, Inc.

 

 

25,470

 

1,927

2

Sportsline USA, Inc.

 

 

16,500

 

1,522

2

Standard Microsystems Corp.

 

 

36,528

 

390

 

Stanford Microdevices, Inc.

 

 

9,774

 

4,928

2

StarBase Corp.

 

 

25,102

 

3,940

2

Starmedia Network, Inc.

 

 

24,133

 

10,037

2

Storage Technology Corp.

 

 

97,861

 

3,829

2

Structural Dynamics Research Corp.

 

 

39,487

 

831

2

Supertex, Inc.

 

 

23,580

 

2,500

2

Sykes Enterprises, Inc.

 

 

13,438

 

2,465

2

Symmetricom, Inc.

 

 

31,422

 

565

2

Syntel, Inc.

 

 

5,332

 

3,494

2

Systems & Computer Technology Corp.

 

 

50,445

 

2,022

2

THQ, Inc.

 

 

41,451

 

2,879

2

Take-Two Interactive Software, Inc.

 

 

35,808

 

1,366

2

Tanning Technology Corp.

 

 

7,364

 

4,682

2

Technology Solutions Corp.

 

 

11,120

 

1,746

2

TelCom Semiconductor, Inc.

 

 

24,553

 

387

2

Telaxis Communications Corp.

 

 

1,729

 

1,180

2

Telocity, Inc.

 

 

3,393

 

1,702

 

Telxon Corp.

 

 

38,189

 

1,464

2

TenFold Corp.

 

 

6,314

 

1,238

2

Therma-Wave, Inc.

 

 

25,379

 

1,302

2

Tollgrade Communications, Inc.

 

 

124,667

 

3,541

2

Transaction Systems Architects, Inc., Class A

 

 

47,804

 

1,617

2

Travelocity.com, Inc.

 

 

22,840

 

1,435

2

TriZetto Group, Inc.

 

 

28,700

 

1,812

2

Tricord Systems, Inc.

 

 

29,898

 

2,488

2

Trimble Navigation Ltd.

 

 

59,090

 

1,020

2

Tumbleweed Communications Corp.

 

 

17,468

 

1,640

2

Tut Systems, Inc.

 

 

54,530

 

1,844

2

U.S. Interactive, Inc.

 

 

1,844

 

1,357

2

U.S. Wireless Corp.

 

 

20,864

 

4,583

2

UNOVA, Inc.

 

 

22,056

 

487

2

Ulticom, Inc.

 

 

23,254

 

2,243

2

Ultratech Stepper, Inc.

 

 

52,711

 

522

2

Unigraphics Solutions, Inc.

 

 

9,592

 

1,390

2

Universal Display Corp.

 

 

23,978

 

326

2

Uproar Ltd.

 

 

672

 

1,307

2

VASCO Data Security International, Inc.

 

 

16,583

 

1,609

2

VIA NET.WORKS, Inc.

 

 

11,917

 

452

2

ValueClick, Inc.

 

 

1,893

 

3,446

2

Varian Semiconductor Equipment Associates, Inc.

 

 

79,258

 

3,460

2

Varian, Inc.

 

 

106,611

 

2,541

2

Veeco Instruments, Inc.

 

 

168,222

 

3,102

2

Verity, Inc.

 

 

72,897

 

379

2

Versata, Inc.

 

 

6,254

 

3,023

2

Vertel Corp.

 

 

16,060

 

1,209

2

Vertex Interactive, Inc.

 

 

18,135

 

1,924

2

ViaLink Co.

 

 

13,829

 

1,674

2

ViaSat, Inc.

 

 

36,828

 

1,232

2

Viador, Inc.

 

 

5,698

 

4,089

2

Viant Corp.

 

 

24,278

 

3,295

2

Visual Networks, Inc.

 

 

12,150

 

778

2

Vyyo, Inc.

 

 

17,213

 

2,073

2

WESCO International, Inc.

 

 

17,361

 

1,251

2

Watchguard Technologies, Inc.

 

 

62,550

 

4,905

2

Wave Systems Corp.

 

 

56,714

 

1,430

2

WebTrends Corp.

 

 

45,961

 

388

2

Websense, Inc.

 

 

6,984

 

2,973

2

Westell Technologies, Inc., Class A

 

 

16,352

 

17,065

2

Western Digital Corp.

 

 

102,390

 

1,589

2

White Electronic Designs Corp.

 

 

15,195

 

2,357

2

Wink Communications, Inc.

 

 

24,159

 

6,572

2

World Access, Inc.

 

 

32,039

 

1,390

2

WorldGate Communications, Inc.

 

 

25,976

 

1,806

 

X-Rite, Inc.

 

 

12,191

 

2,827

2

Xircom, Inc.

 

 

39,931

 

909

2

Xpedior, Inc.

 

 

1,704

 

3,447

2

Xybernaut Corp.

 

 

16,266

 

2,731

2

Zebra Technologies Corp., Class A

 

 

119,652

 

1,739

2

Zoran Corp.

 

 

87,167

 

1,421

2

Zygo Corp.

 

 

70,340

 

4,219

2

e-MedSoft.com

 

 

6,329

 

553

2

eBenX, Inc.

 

 

6,601

 

2,577

2

eGain Communications Corp.

 

 

16,751

 

4,970

2

eLoyalty Corp.

 

 

47,836

 

2,123

2

eMachines, Inc.

 

 

2,189

 

2,721

2

eXcelon Corp.

 

 

22,108

 

2,166

2

iVillage, Inc.

 

 

5,144

 

4,438

2

iXL Enterprises, Inc.

 

 

11,372

         

 

 

 

TOTAL

 

 

18,529,824

         

 

 

 

Transportation--1.8%

 

 

 

 

6,194

2

AirTran Holdings, Inc.

 

 

27,486

 

5,166

 

Airborne Freight Corp.

 

 

52,306

 

2,651

2

Alaska Air Group, Inc.

 

 

68,760

 

4,259

 

Alexander and Baldwin, Inc.

 

 

106,209

 

3,553

2

America West Holdings Corp., Class B

 

 

35,308

 

1,048

2

American Classic Voyages

 

 

14,476

 

2,371

2

American Freightways Corp.

 

 

38,232

 

1,684

2

Arkansas Best Corp.

 

 

26,944

 

2,135

 

Arnold Industries, Inc.

 

 

37,496

 

1,819

2

Atlantic Coast Airlines Holdings

 

 

65,029

 

1,670

2

Atlas Air, Inc.

 

 

60,538

 

5,220

 

CNF Transportation, Inc.

 

 

139,309

 

1,017

2

Cheap Tickets, Inc.

 

 

10,806

 

5,200

2

Cyber-Care, Inc.

 

 

25,513

 

2,942

2

EGL, Inc.

 

 

83,847

 

674

2

Expedia, Inc.

 

 

8,636

 

1,501

2

Forward Air Corp.

 

 

61,729

 

2,208

2

Fritz Companies, Inc.

 

 

17,940

 

1,874

2

Frontier Airlines, Inc.

 

 

44,039

 

1,593

2

Heartland Express, Inc.

 

 

27,678

 

615

2

Hotel Reservations Network, Inc., Class A

 

 

21,525

 

1,849

 

Hunt (J.B.) Transportation Services, Inc.

 

 

24,153

 

2,635

2

Kirby Corp.

 

 

48,583

 

722

2

Knight Transportation, Inc.

 

 

11,462

 

956

2

Landstar System, Inc.

 

 

45,171

 

933

2

M.S. Carriers, Inc.

 

 

14,578

 

3,422

2

Mesa Air Group, Inc.

 

 

20,104

 

1,271

2

Mesaba Holdings, Inc.

 

 

13,743

 

1,535

2

Midwest Express Holdings, Inc.

 

 

29,165

 

2,706

 

Overseas Shipholding Group, Inc.

 

 

64,944

 

1,461

 

RPC Energy Services, Inc.

 

 

18,171

 

1,284

 

Roadway Express, Inc.

 

 

26,402

 

5,026

 

Rollins Truck Leasing Corp.

 

 

26,387

 

6,362

 

Ryder Systems, Inc.

 

 

125,650

 

2,549

 

SkyWest, Inc.

 

 

128,725

 

4,594

2

Swift Transportation Co.

 

 

65,465

 

2,632

2

Trico Marine Services, Inc.

 

 

43,757

 

2,833

 

USFreightways Corp.

 

 

72,950

 

2,956

 

Werner Enterprises, Inc.

 

 

41,384

 

2,935

 

Westinghouse Air Brake, Co.

 

 

29,717

 

5,279

2

Wisconsin Central Transportation Corp.

 

 

67,637

 

2,603

2

Yellow Corp.

 

 

46,854

         

 

 

 

TOTAL

 

 

1,938,808

         

 

 

 

Utilities--4.0%

 

 

 

 

5,768

 

AGL Resources, Inc.

 

 

117,523

 

7,939

 

Allete

 

 

171,185

 

1,053

 

American States Water Co.

 

 

32,840

 

3,409

 

Atmos Energy Corp.

 

 

78,833

 

4,985

 

Avista Corp.

 

 

111,851

 

4,082

2

Azurix Corp.

 

 

25,513

 

2,436

 

Black Hills Corp.

 

 

76,125

 

1,804

 

CH Energy Group, Inc.

 

 

71,033

 

1,427

 

California Water Service Group

 

 

38,440

 

1,152

 

Cascade Natural Gas Corp.

 

 

21,240

 

2,440

 

Cleco Corp.

 

 

116,053

 

9,412

 

Conectiv, Inc.

 

 

168,828

 

937

 

E'Town Corp.

 

 

63,130

 

5,815

2

El Paso Electric Co.

 

 

69,722

 

1,861

 

Empire Distribution Electric Co.

 

 

51,526

 

2,868

 

Energen Corp.

 

 

82,097

 

316

 

EnergyNorth, Inc.

 

 

19,355

 

3,481

 

Hawaiian Electric Industries, Inc.

 

 

114,655

 

3,981

 

Idacorp, Inc.

 

 

196,313

 

6,593

 

Kansas City Power And Light Co.

 

 

158,644

 

1,997

 

Laclede Gas Co.

 

 

43,684

 

6,722

 

MDU Resources Group, Inc.

 

 

196,619

 

1,742

 

Madison Gas & Electric Co.

 

 

37,889

 

1,149

 

Midcoast Energy Resources, Inc.

 

 

23,267

 

1,335

 

NUI Corp.

 

 

41,635

 

1,881

 

New Jersey Resources Corp.

 

 

75,122

 

2,696

 

Northwest Natural Gas Co.

 

 

63,188

 

2,500

 

Northwestern Corp.

 

 

55,313

 

8,313

 

OGE Energy Corp.

 

 

170,936

Shares or
Principal
Amount

 

   

 

   

Value

 

3,079

 

ONEOK, Inc.

 

 

122,005

 

2,571

 

Otter Tail Power Co.

 

 

57,044

 

3,760

 

Peoples Energy Corp.

 

 

129,250

 

3,669

 

Philadelphia Suburban Corp.

 

 

85,992

 

3,356

 

Piedmont Natural Gas, Inc.

 

 

102,358

 

3,723

 

Public Service Co. New Mexico

 

 

102,615

 

3,779

 

RGS Energy Group, Inc.

 

 

111,481

 

194

 

SJW Corp.

 

 

23,062

 

1,907

 

Semco Energy, Inc.

 

 

29,559

 

8,366

 

Sierra Pacific Resources

 

 

143,791

 

1,182

 

South Jersey Industries, Inc.

 

 

34,426

 

3,368

2

Southern Union Co.

 

 

63,361

 

3,378

 

Southwest Gas Corp.

 

 

70,516

 

2,683

 

Southwestern Energy Co.

 

 

21,464

 

2,888

 

UGI Corp.

 

 

66,966

 

1,565

 

UIL Holdings Corp.

 

 

73,262

 

3,206

 

UniSource Energy Corp.

 

 

47,890

 

6,537

 

Vectren Corp.

 

 

151,168

 

2,822

 

WPS Resources Corp.

 

 

90,833

 

4,925

 

Washington Gas Light Co.

 

 

125,588

 

2,087

 

Western Gas Resources, Inc.

 

 

45,784

 

7,435

 

Western Resources, Inc.

 

 

158,923

         

 

 

 

TOTAL

 

 

4,349,897

         

 

 

 

TOTAL COMMON STOCKS (IDENTIFIED COST $89,633,388)

 

 

96,407,000

         

 

 

 

PREFERRED STOCKS--0.0%

 

 

 

 

 

 

Consumer Staples--0.0%

 

 

 

 

1

 

Corrections Corp. America, Conv. Pfd., Series B, $6.75

 

 

11

 

 

 

TOTAL PREFERRED STOCKS (IDENTIFIED COST $12)

 

 

11

 

 

 

 

SHORT-TERM U.S. GOVERNMENT OBLIGATION--0.6%3

 

 

 

 

$

700,000

 

United States Treasury Bill, 1/18/2001 (IDENTIFIED COST $691,006)

 

 

691,006

 

 

 

 

MUTUAL FUND--13.4%

 

 

 

 

 

14,393,655

 

Prime Value Obligations Fund, IS Shares (AT NET ASSET VALUE)

 

$

14,393,655

         

 

 

 

TOTAL INVESTMENTS (IDENTIFIED COST $104,718,061)4

 

$

111,491,672

         

1 The Fund purchases Index futures contracts to efficiently manage cash flows resulting from shareholder purchases and redemptions, dividend and capital gain payments to shareholders and corporate actions while maintaining exposure to the Index and minimizing trading costs. The total market value of open Index futures contracts is $10,010,000 at October 31, 2000, which represents 9.3% of net assets. Taking into consideration these open Index futures contracts, the Fund's effective total exposure to the Index is 98.9%.

2 Non-income producing security.

3 Represents a security held as collateral which is used to ensure the Fund is able to satisfy the obligations of its outstanding long futures contracts.

4 The cost of investments for federal tax purposes amounts to $106,725,961. The net unrealized appreciation of investments on a federal tax basis amounts to $4,765,711 which is comprised of $23,421,233 appreciation and $18,655,522 depreciation at October 31, 2000.

Note: The categories of investments are shown as a percentage of net assets ($107,565,819) at October 31, 2000.

The following acronyms are used throughout this portfolio:

ADR

   

--American Depositary Receipt

REIT

 

--Real Estate Investment Trust

See Notes which are an integral part of the Financial Statements

</R>

<R>

Statement of Assets and Liabilities

October 31, 2000
Assets:                
Total investments in securities, at value (identified cost $104,718,061and tax cost $106,725,961)         $ 111,491,672
Cash           1,426,534
Income receivable           63,656
Receivable for investments sold           581,935
Receivable for shares sold           1,344,773
Receivable for daily variation margin           269,085
         

TOTAL ASSETS           115,177,655
         

Liabilities:            
Payable for investments purchased   $ 7,475,455      
Payable for shares redeemed     135,511      
Accrued expenses     870      
   

     
TOTAL LIABILITIES           7,611,836
         

Net Assets for 7,690,593 shares outstanding         $ 107,565,819
         

Net Assets Consist of:            
Paid in capital         $ 88,498,807
Net unrealized appreciation of investments and futures contracts           6,020,867
Accumulated net realized gain on investments and futures contracts           12,868,294
Undistributed net investment income           177,851
         

TOTAL NET ASSETS         $ 107,565,819
         

Net Asset Value, Offering Price and Redemption Proceeds Per Share            
Institutional Shares:            
Net Asset Value, Offering Price and Redemption Proceeds Per Share ($101,329,662 ÷ 7,242,290 shares outstanding)           $13.99
         

Class C Shares:            
Net Asset Value and Offering Price Per Share ($6,236,157 ÷ 448,303 shares outstanding)           $13.91
         

Redemption Proceeds Per Share (99.00/100 of $13.91)1           $13.77
         

1 See "What do Shares Cost?" in the Prospectus.

See Notes which are an integral part of the Financial Statements

Statement of Operations

Year Ended October 31, 2000
Investment Income:                              
Dividends (net of foreign taxes withheld of $680)                   $ 1,352,451  
Interest                     584,908  
                   


TOTAL INCOME                     1,937,359  
                   


Expenses:                        
Management fee           $ 535,355          
Custodian fees             45,164          
Transfer and dividend disbursing agent fees and expenses             98,133          
Directors'/Trustees' fees             4,485          
Auditing fees             12,199          
Legal fees             3,008          
Portfolio accounting fees             97,463          
Distribution services fee--Class C Shares             41,778          
Shareholder services fee--Institutional Shares             253,751          
Shareholder services fee--Class C Shares             13,926          
Share registration costs             36,445          
Printing and postage             56,306          
Insurance premiums             1,321          
Miscellaneous             5,722          
                         
TOTAL EXPENSES             1,205,056          
           


       
Waivers and Reimbursements:                        
Waiver of shareholder services fee--Institutional Shares   $ (131,951 )                
Reimbursement of management fee     (334 )                
   


               
TOTAL WAIVERS AND EXPENSE REDUCTIONS             (132,285 )        
           


       
Net expenses                     1,072,771  
                         
Net investment income                     864,588  
                         
Realized and Unrealized Gain (Loss) on Investments and Futures Contracts:                        
Net realized gain on investments and futures contracts                     19,585,195  
Net change in unrealized depreciation of investments and futures contracts               (3,942,494 )
                         
Net realized and unrealized gain on investments and futures contracts               15,642,701  
                   


Change In Net Assets Resulting From Operations                   $ 16,507,289  
                   


See Notes which are an integral part of the Financial Statements

Statement of Changes in Net Assets

Year Ended October 31         2000             1999    
Increase (Decrease) in Net Assets                
Operations:                
Net investment income   $ 864,588     $ 863,552  
Net realized gain (loss) on investments and futures contracts ($19,685,980 and $11,177,834, respectively, as computed for federal tax purposes)     19,585,195       10,152,390  
Net change in unrealized appreciation/depreciation of investments and futures contracts     (3,942,494 )     3,230,965  
   


 


CHANGE IN NET ASSETS RESULTING FROM OPERATIONS     16,507,289       14,246,907  
   


 


Distributions to Shareholders:                
Distributions from net investment income                
Institutional Shares     (686,737 )     (962,809 )
Class C Shares     --       (1,640 )
Distributions from net realized gains on investments and futures contracts                
Institutional Shares     (10,712,667 )     (7,701,941 )
Class C Shares     (449,824 )     (77,652 )
   


 


CHANGE IN NET ASSETS RESULTING FROM DISTRIBUTIONS TO SHAREHOLDERS     (11,849,228 )     (8,744,042 )
   


 


Share Transactions:                
Proceeds from sale of shares     258,138,689       247,992,067  
Net asset value of shares issued to shareholders in payment of distributions declared     7,694,804       5,642,185  
Cost of shares redeemed     (264,412,200 )     (277,245,957 )
   


 


CHANGE IN NET ASSETS RESULTING FROM SHARE TRANSACTIONS     1,421,293       (23,611,705 )
   


 


Change in net assets     6,079,354       (18,108,840 )
Net Assets:                
Beginning of period     101,486,465       119,595,305  
     
End of period (including undistributed net investment income of $177,851 and $0, respectively)   $ 107,565,819     $ 101,486,465  
   


 


See Notes which are an integral part of the Financial Statements

Notes to Financial Statements

October 31, 2000

ORGANIZATION

Federated Index Trust (the "Trust") is registered under the Investment Company Act of 1940, as amended (the "Act") as an open-end, management investment company. The Trust consists of three portfolios. The financial statements included herein are only those of Federated Mini-Cap Fund (the "Fund"), a diversified portfolio. The financial statements of the other portfolios are presented separately. The assets of each portfolio are segregated and a shareholder's interest is limited to the portfolio in which shares are held. The Fund offers two classes of shares: Institutional Shares and Class C Shares. The investment objective of the Fund is to provide investment results that generally correspond to the aggregate price and dividend performance of approximately 2,000 publicly traded common stocks that are ranked in terms of capitalization below the top 1,000 stocks that comprise the large and mid-range capitalization sector of the United States equity market. This group of stocks is known as the Russell 2000® Index.

SIGNIFICANT ACCOUNTING POLICIES

The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of its financial statements. These policies are in conformity with generally accepted accounting principles.

Investment Valuation

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 60 days or less at the time of purchase may be valued at amortized cost, which approximates fair market value. Investments in other open-end regulated investment companies are valued at net asset value.

Repurchase Agreements

It is the policy of the Fund 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 Fund 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.

The Fund will only enter into repurchase agreements with banks and other recognized financial institutions, such as broker/dealers, which are deemed by the Fund's manager 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 Fund could receive less than the repurchase price on the sale of collateral securities. The Fund, along with other affiliated investment companies, may utilize a joint trading account for the purpose of entering into one or more repurchase agreements.

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. Non-cash dividends included in dividend income, if any, are recorded at fair value. The Fund offers multiple classes of shares, which differ in their respective distribution and service fees. All shareholders bear the common expenses of the Fund based on average daily net assets of each class, without distinction between share classes. Dividends are declared separately for each class. No class has preferential dividend rights; differences in per share dividend rates are generally due to differences in separate class expenses.

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 tax equalization accounting. The following reclassifications have been made to the financial statements.

Increase (Decrease)
 
Paid In capital     Accumulated net realized
gain on investments and
futures contracts
$5,500,000   $(5,500,000)

Net investment income, net realized gains/losses, and net assets were not affected by this reclassification.

Federal Taxes

It is the Fund'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 provision for federal tax is necessary. Withholding taxes on foreign interest and dividends have been provided for in accordance with the applicable country's tax rules and rates.

When-Issued and Delayed Delivery Transactions

The Fund may engage in when-issued or delayed delivery transactions. The Fund 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. Losses may occur on these transactions due to changes in market conditions or the failure of counterparties to perform under the contract.

Futures Contracts

The Fund purchases stock index futures contracts to manage cashflows, enhance yield, and to potentially reduce transaction costs. Upon entering into a stock index futures contract with a broker, the Fund is required to deposit in a segregated account a specified amount of cash or U.S. government securities. Futures contracts are valued daily and unrealized gains or losses are recorded in a "variation margin" account. Daily, the Fund receives from or pays to the broker a specified amount of cash based upon changes in the variation margin account. When a contract is closed, the Fund recognizes a realized gain or loss. For the fiscal year ended October 31, 2000, the Fund had realized gains on future contracts of $2,047,768. Futures contracts have market risks, including the risk that the change in the value of the contract may not correlate with changes in the value of the underlying securities.

At October 31, 2000, the Fund had outstanding futures contracts as set forth below:

Expiration Date     Contracts to Receive     Position     Unrealized
Depreciation
December 2000   40 Russell 2000 Index Futures   Long   $(752,744)

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 a trade date basis.

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) for each class of shares.

Transactions in shares were as follows:

Year Ended October 31     2000       1999    
Institutional Shares:     Shares             Amount         Shares             Amount    
Shares sold   17,100,852     $ 247,960,454     17,708,794     $ 240,783,432  
Shares issued to shareholders in payment of distributions declared   549,532       7,271,075     436,951       5,570,929  
Shares redeemed   (17,543,527 )     (255,740,183 )   (20,110,830 )     (273,043,177 )
                             
NET CHANGE RESULTING FROM INSTITUTIONAL SHARE TRANSACTIONS   106,857     $ (508,654 )   (1,965,085 )   $ (26,688,816 )
                             
Year Ended October 31   2000       1999    
Class C Shares:     Shares             Amount         Shares             Amount    
Shares sold   701,709     $ 10,178,235     536,474     $ 7,208,635  
Shares issued to shareholders in payment of distributions declared   32,345       423,729     5,613       71,256  
Shares redeemed   (598,643 )     (8,672,017 )   (313,903 )     (4,202,780 )
                             
NET CHANGE RESULTING FROM CLASS C SHARE TRANSACTIONS   135,411     $ 1,929,947     228,184     $ 3,077,111  
                             
NET CHANGE RESULTING FROM SHARE TRANSACTIONS   242,268     $ 1,421,293     (1,736,901 )   $ (23,611,705 )

MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES

Management Fee

Federated Investment Management Company, the Fund's manager (the "Manager"), receives for its services an annual investment management fee equal to 0.50% of the Fund's average daily net assets. Under the terms of a sub-management agreement between the Manager and Northern Trust Quantitative Advisors, Inc. (the "Sub-Manager"), the Sub-Manager receives an annual fee from the Manager equal to 0.065% of the Fund's average daily net assets.

Pursuant to an Exemptive Order issued by the Securities and Exchange Commission, the Fund may invest in Prime Value Obligations Fund, which is managed by the Manager. The Manager has agreed to reimburse certain investment management fees as a result of these transactions.

Distribution Services Fee

The Fund has adopted a Distribution Plan (the "Plan") pursuant to Rule 12b-1 under the Act. Under the terms of the Plan, the Fund will compensate Federated Securities Corp. ("FSC"), the principal distributor, from the net assets of the Fund to finance activities intended to result in the sale of the Fund's Class C Shares. The Plan provides that the Fund may incur distribution expenses up to 0.75% of the average daily net assets of Class C Shares annually, to compensate FSC.

Shareholder Services Fee

Under the terms of a Shareholder Services Agreement with Federated Shareholder Services Company ("FSSC"), the Fund will pay FSSC up to 0.25% of average daily net assets of the Fund 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

Federated Services Company ("FServ"), through its subsidiary FSSC, serves as transfer and dividend disbursing agent for the Fund. The fee paid to FSSC is based on the size, type, and number of accounts and transactions made by shareholders.

Portfolio Accounting Fee

FServ maintains the Fund's accounting records for which it receives a fee. The fee is based on the level of the Fund'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 (and in-kind contributions), for the fiscal year ended October 31, 2000, were as follows:

Purchases     $ 54,098,030
Sales   $ 59,184,064

Report of Ernst & Young LLP, Independent Auditors

TO THE BOARD OF TRUSTEES OF FEDERATED INDEX TRUST AND SHAREHOLDERS OF FEDERATED MINI-CAP FUND:

We have audited the accompanying statement of assets and liabilities, including the portfolios of investments of the Federated Mini-Cap Fund (one of the portfolios constituting the Federated Index Trust) as of October 31, 2000, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated therein. These financial statements and financial highlights are the responsibility of the Funds' 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 auditing standards generally accepted in the United States. 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 financial statements. Our procedures included confirmation of securities owned as of October 31, 2000, by correspondence with the custodian and brokers, or by other appropriate auditing procedures where replies from the 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 the Federated Mini-Cap Fund of the Federated Index Trust at October 31, 2000, 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 periods indicated therein, in conformity with accounting principles generally accepted in the United States.

/s/Ernst & Young LLP

December 15, 2000
Boston, Massachusetts

 

 

 


A Statement of Additional Information (SAI) dated December 31, 2000, is incorporated by reference into this prospectus. Additional information about the Fund and its investments is contained in the Fund's SAI Annual and Semi-Annual Reports to shareholders as they become available. The Annual Report's Management's Discussion of Fund Performance discusses market conditions and investment strategies that significantly affected the Fund's performance during its last fiscal year. To obtain the SAI, Annual Report, Semi-Annual Report and other information without charge, and to 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 writing to or visiting the SEC's Public Reference Room in Washington, DC. You may also access Fund information from the EDGAR Database on the SEC's Internet site at http://www.sec.gov. You can purchase copies of this information by contacting the SEC by email at [email protected] or by writing to the SEC's Public Reference Section, Washington, DC 20549-0102. Call 1-202-942-8090 for information on the Public Reference Room's operations and copying fees.

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FEDERATED World-Class Investment Manager®

Federated Mini-Cap Fund
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. 811-6061

Cusip 31420E304

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2062305A (12/00)

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Federated is a registered mark of Federated Investors, Inc.
2000 ©Federated Investors, Inc.




FEDERATED World-Class Investment Manager®

Federated Mini-Cap Fund

A Portfolio of Federated Index Trust

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PROSPECTUS

December 31, 2000

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CLASS C SHARES

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A mutual fund seeking to provide investment results generally corresponding to the aggregate price and dividend performance of publicly traded common stocks comprising the Russell 2000® Index (Index).

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The Fund is neither affiliated with nor promoted, sponsored or endorsed by the Frank Russell Company. Frank Russell's only relationship to the Fund is the licensing of the use of the Index. Frank Russell Company is the owner of the trademarks and copyrights relating to the Index. The Russell 2000® Index is a trademark/service mark of the Frank Russell Company. RussellTM is a trademark of the Frank Russell Company. Frank Russell Company is not responsible for and has not reviewed the Fund or any associated literature or publications and Frank Russell Company makes no representation or warranty, express or implied, as to their accuracy, or completeness, or otherwise.

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

NOT FDIC INSURED
MAY LOSE VALUE
NO BANK GUARANTEE

CONTENTS

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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?   7
How to Purchase Shares   8
How to Redeem and Exchange Shares   10
Account and Share Information   13
Who Manages the Fund?   14
Financial Information   15
Report of Ernst &Young LLP, Independent Auditors   77

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Risk/Return Summary

WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

The Fund's investment objective is to provide investment results that generally correspond to the aggregate price and dividend performance of the approximately 2,000 publicly traded common stocks that are ranked in terms of capitalization below the top 1,000 stocks that comprise the large and mid-range capitalization sector of the United States equity market. This group of stocks is known as the Russell 2000® Index. 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 invests at least 80% of its assets in the small capitalization common stocks comprising the Index.

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:

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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

[Graphic Representation Omitted--See Appendix]

The bar chart shows the Fund's Class C Shares total return on a calendar year-end basis.

The total return displayed for the Fund does not reflect the payment of any sales charges or recurring shareholder account fees. If these charges or fees had been included, the return shown would have been lower.

The Fund's total return for the nine-month period from January 1, 2000 to September 30, 2000 was 1.82%.

Within the period shown in the chart, the Fund's Class C Shares highest quarterly return was 17.80% (quarter ended December 31, 1999). Its lowest quarterly return was (20.80%) (quarter ended September 30, 1998).

Average Annual Total Return Table

The following table represents the Fund's Class C Shares Average Annual Total Returns, reduced to reflect applicable sales charges, for the calendar periods ended December 31, 1999. The table shows the Fund's Class C Shares total returns averaged over a period of years relative to the Russell 2000® Index, a broad based market index. Total returns for the index shown do not reflect sales charges, expenses or other fees that the SEC requires to be reflected in the Fund's performance. Indexes are unmanaged, and it is not possible to invest directly in an index.

Calendar Period     Class C Shares     Russell 2000
1 Year   16.75%   21.26%
Start of Performance1   5.41%   8.41%

1 The Fund's Class C Shares start of performance date was November 10, 1997.

Past performance is no guarantee of future results. This information provides you with historical performance information so that you can analyze whether the Fund's investment risks are balanced by its potential returns.

What are the Fund's Fees and Expenses?

FEDERATED MINI-CAP FUND

FEES AND EXPENSES

This table describes the fees and expenses that you may pay if you buy and hold the Fund's Class C Shares.

Shareholder Fees        
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)   1.00%
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    
Expenses That are Deducted From Fund Assets (as a percentage of average net assets)    
     
Management Fee   0.50%
Distribution (12b-1) Fee   0.75%
Shareholder Services Fee   0.25%
Other Expenses   0.34%
Total Annual Fund Operating Expenses   1.84%

EXAMPLE

This Example is intended to help you compare the cost of investing in the Fund's Class C Shares with the cost of investing in other mutual funds.

The Example assumes that you invest $10,000 in the Fund's Class C Shares for the time periods indicated and then redeem all of your Shares at the end of those periods. Expenses assuming no redemption are also shown. The Example also assumes that your investment has a 5% return each year and that the Fund's Class C Shares operating expenses remain the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

        1 Year     3 Years     5 Years     10 Years
Expenses assuming redemption   $287   $579   $996   $2,159
Expenses assuming no redemption   $187   $579   $996   $2,159

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What are the Fund's Investment Strategies?

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The Fund pursues its investment objective by investing in the stocks of the Index in the same weights as the Index. This is called a "full replication" strategy. Market capitalization is determined by multiplying the number of outstanding shares by the current market price per share. As of September 30, 2000, the capitalization range of the issuers comprising the Index was $9,000,000 to $5,583,000,000. As of the same date, the weighted median market capitalization of the Fund was $894,000,000.

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The Fund purchases Index futures contracts in order to more closely track the performance of the Index, while maintaining cash equivalent positions as necessary for the Fund's operations.

What are the Principal Securities in Which the Fund Invests?

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 may invest.

Common Stocks

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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.

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What are the Specific Risks of Investing in the Fund?

STOCK MARKET RISKS

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RISKS RELATED TO COMPANY SIZE

LIQUIDITY RISKS

SECTOR RISKS

What do Shares Cost?

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You can purchase, redeem or exchange Shares any day the New York Stock Exchange (NYSE) is open. When the Fund receives your transaction request in proper form (as described in this prospectus) 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 Fund generally values 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).

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Futures contracts and options are generally 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 generally 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 following table summarizes the minimum required investment amount and the maximum sales charge, if any, that you will pay on an investment in the Fund. Keep in mind that investment professionals may charge you fees for their services in connection with your Share transactions.

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Shares Offered   Minimum
Initial/Subsequent
Investment
Amounts1
    Maximum Sales Charge
      Front-End
Sales Charge
    Contingent
Deferred
Sales Charge2
Class C   $1,500/$100   None   1.00%

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1 The minimum initial and subsequent investment amounts for retirement plans are $250 and $100, respectively. The minimum subsequent investment amounts for Systematic Investment Programs is $50. Investment professionals may impose higher or lower minimum investment requirements on their customers than those imposed by the Fund.

2 See "Sales Charge When You Redeem."

SALES CHARGE WHEN YOU REDEEM

Your redemption proceeds may be reduced by a sales charge, commonly referred to as a contingent deferred sales charge (CDSC).

Class C Shares:
You will pay a 1% CDSC if you redeem Shares within one year of the purchase date.

You will not be charged a CDSC when redeeming Shares:

To keep the sales charge as low as possible, the Fund redeems your Shares in this order:

The CDSC is then calculated using the share price at the time of purchase or redemption, whichever is lower.

How is the Fund Sold?

The Fund offers two share classes: Institutional Shares and Class C Shares, each representing interests in a single portfolio of securities. This prospectus relates only to Class C Shares. Each share class has different expenses, which affect their performance. Contact your investment professional or call 1-800-341-7400 for more information concerning the other class.

The Fund's Distributor, Federated Securities Corp., markets the Shares described in this prospectus to institutions acting on behalf of their customers or to individuals, directly or through investment professionals. When the Distributor receives marketing fees, it may pay some or all of them to investment professionals. 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).

RULE 12B-1 PLAN

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The Fund has adopted a Rule 12b-1 Plan, which allows it to pay marketing fees to the Distributor and investment professionals for the sale, distribution and customer servicing of the Fund's Class C Shares. Because these Shares pay marketing fees on an ongoing basis, your investment cost may be higher over time than other shares with different marketing fees.

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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

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

In order to maximize the Fund's ability to track the Index, investors are urged to transmit purchase requests prior to 2:00 p.m. (Eastern time).

DIRECTLY FROM THE FUND

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 incurred by the Fund or Federated Shareholder Services Company, the Fund's transfer agent.

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).

THROUGH AN EXCHANGE

You may purchase Shares through an exchange from the same Share class of another Federated Fund. You must meet the minimum initial investment requirement for purchasing Shares and both accounts must have identical registrations.

BY SYSTEMATIC INVESTMENT PROGRAM

Once you have opened an account, you may automatically purchase additional Shares on a regular basis by completing the Systematic Investment Program (SIP) section of the New Account Form or by contacting the Fund or your investment professional. The minimum investment amount for SIPs is $50.

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 and Exchange Shares

You should redeem or exchange Shares:

THROUGH AN INVESTMENT PROFESSIONAL

Submit your redemption or exchange 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

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You may redeem or exchange Shares by simply calling the Fund at 1-800-341-7400. 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.

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By Mail

You may redeem or exchange 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:

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

Signature Guarantees

Signatures must be guaranteed if:

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:

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:

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.

EXCHANGE PRIVILEGE

You may exchange Shares of the Fund into Shares of the same class of another Federated Fund. To do this, you must:

An exchange is treated as a redemption and a subsequent purchase, and is a taxable transaction.

The Fund may modify or terminate the exchange privilege at any time. The Fund's management or investment adviser may determine from the amount, frequency and pattern of exchanges that a shareholder is engaged in excessive trading that is detrimental to the Fund and other shareholders. If this occurs, the Fund may terminate the availability of exchanges to that shareholder and may bar that shareholder from purchasing other Federated Funds.

SYSTEMATIC WITHDRAWAL/EXCHANGE PROGRAM

You may automatically redeem or exchange Shares in a minimum amount of $100 on a regular basis. Complete the appropriate section of the New Account Form or an Account Service Options Form or contact your investment professional or the Fund. Your account value must meet the minimum initial investment amount at the time the program is established. This program may reduce, and eventually deplete, your account. Payments should not be considered yield or income.

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

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

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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 and pays any dividends quarterly to shareholders. Dividends are paid to all shareholders invested in the Fund on the record date. The record date is the date on which a shareholder must officially own Shares in order to earn a dividend.

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 dividend or 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 dividend or 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, 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 both dividends and capital gains. Redemptions are taxable sales. Please consult your tax adviser regarding your federal, state, and local tax liability.

Who Manages the Fund?

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The Board of Trustees governs the Fund. The Board selects and oversees the Manager, Federated Investment Management Company. The Manager, in turn, oversees the management of the Fund's assets by the Sub-Manager, Northern Trust Quantitative Advisors, Inc. The Manager's responsibilities include selecting the Sub-Manager and continued review and evaluation of the Sub-Manager's performance. The Manager's address is Federated Investors Tower, 1001 Liberty Avenue, Pittsburgh, PA 15222-3779.

The Manager has delegated daily management of the Fund's assets to the Sub-Manager, who is paid by the Manager and not by the Fund, based on net assets under management. The Sub-Manager develops, maintains and runs the computer program designed to determine which securities are purchased and sold to replicate the composition of the Index. The Sub-Manager has complete discretion, subject to the Manager's oversight, to purchase and sell portfolio securities for the Fund. The Sub-Manager's address is 50 South LaSalle Street, Chicago, IL 60675. The Sub-Manager is a subsidiary of the Northern Trust Company and is an investment adviser primarily to corporate defined benefit and defined contribution plans as well as public pension funds and tax-exempt foundations and endowments. These plans have as of September 30, 2000, placed approximately $72.6 billion in assets with the Sub-Manager. Since 1973, the Sub-Manager has developed and managed a family of equity and bond index funds in which some 681 nationwide non- financial institution clients invest. In total, the Sub-Manager manages 77 commingled/common trust funds. The Northern Trust Company is a subsidiary of Northern Trust Corporation, a bank holding company and one of the nation's largest trust institutions with subsidiaries located across the United States and in several other countries. As of September 30, 2000, total assets of Northern Trust Corporation were $34.8 billion and subsidiaries of Northern Trust Corporation held trust assets under administration of $1.7 trillion.

The Adviser, Sub-Adviser and other subsidiaries of Federated advise approximately 176 mutual funds and separate accounts, which totaled approximately $125 billion in assets as of December 31, 1999. 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.

ADVISORY FEES

The Adviser receives an annual investment advisory fee of 0.50% of the Fund's average daily net assets. The Adviser may voluntarily waive a portion of its fee or reimburse the Fund for certain operating expenses.

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Financial Information

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The 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 the Annual Report.

Financial Highlights

(For a Share Outstanding Throughout Each Period)

        Year Ended     Period Ended
10/31/98
1
2000         1999    
Net Asset Value, Beginning of Period   $13.59       $13.00       $16.75    
Income From Investment Operations:                  
Net investment income (net operating loss)2   (0.00 )   (0.00 )   0.00  
Net realized and unrealized gain (loss) on investments and futures contracts   1.82     1.42     (2.25 )
   

 

 

TOTAL FROM INVESTMENT OPERATIONS   1.82     1.42     (2.25 )
   

 

 

Less Distributions:                  
Distributions from net investment income   --     (0.01 )   (0.04 )
Distributions from net realized gain on investments and futures contracts   (1.50 )   (0.82 )   (1.46 )
   

 

 

TOTAL DISTRIBUTIONS   (1.50 )   (0.83 )   (1.50 )
   

 

 

Net Asset Value, End of Period   $13.91         $13.59         $13.00    
   

 

 

Total Return3   14.09 %   11.44 %   (14.47 %)
   

 

 

                   
Ratios to Average Net Assets:                  
Expenses   1.84 %   1.81 %   1.72 % 4
   

 

 

Net investment income (net operating loss)   (0.06 %)   (0.09 %)   0.00 % 4
   

 

 

Supplemental Data:                  
Net assets, end of period (000 omitted)   $6,236     $4,252     $1,101  
   

 

 

Portfolio turnover   56 %   47 %   48 %
   

 

 

1 Reflects operations for the period from November 10, 1997 (date of initial public investment) to October 31, 1998.

2 Less than $0.01 per share.

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

4 Computed on an annualized basis.

See Notes which are an integral part of the Financial Statements

Portfolio of Investments

October 31, 2000

Shares

   

   

   

   

Value

 

 

 

COMMON STOCKS--89.6%1

 

 

 

 

 

 

Basic Material--4.7%

 

 

 

 

8,893

 

AK Steel Holding Corp.

 

$

82,260

 

2,470

2

ATMI, Inc.

 

 

46,621

 

5,321

2

Airgas, Inc.

 

 

35,917

 

2,575

 

Albemarle Corp.

 

 

59,708

 

1,993

 

Arch Chemicals, Inc.

 

 

38,739

 

1,791

 

Arch Coal, Inc.

 

 

19,477

 

14,022

 

Battle Mountain Gold Co.

 

 

19,280

 

14,052

2

Bethlehem Steel Corp.

 

 

40,400

 

2,890

2

Buckeye Technologies, Inc.

 

 

49,491

 

685

2

Bush Boake Allen, Inc.

 

 

33,137

 

2,709

 

CONSOL Energy, Inc.

 

 

45,884

 

652

2

CSS Industries, Inc.

 

 

13,529

 

2,472

2

Cabot Microelectronics Corp.

 

 

109,232

 

3,761

2

Cadiz, Inc.

 

 

39,961

 

3,651

 

Calgon Carbon Corp.

 

 

21,450

 

2,665

 

Cambrex Corp.

 

 

106,433

 

2,753

 

Caraustar Industries, Inc.

 

 

27,702

 

568

 

Carbo Ceramics, Inc.

 

 

17,005

 

1,957

 

Carpenter Technology Corp.

 

 

60,667

 

798

 

Centex Construction Products, Inc.

 

 

20,698

 

1,615

 

ChemFirst, Inc.

 

 

37,145

 

1,629

 

Chesapeake Corp.

 

 

31,969

 

1,120

 

Cleveland Cliffs, Inc.

 

 

23,100

 

1,453

 

Commercial Metals Corp.

 

 

39,594

 

3,748

 

Corn Products International, Inc.

 

 

94,169

 

12,154

 

Crompton Corp.

 

 

97,232

 

566

 

Curtiss Wright Corp.

 

 

26,673

 

4,333

2

Cytec Industries, Inc.

 

 

150,030

 

4,054

 

Delta & Pine Land Co.

 

 

99,070

 

1,092

 

Deltic Timber Corp.

 

 

21,226

 

825

2

Diversa Corp.

 

 

20,986

 

3,093

2

Earthshell Corp.

 

 

9,666

 

6,636

 

Ethyl Corp.

 

 

13,272

 

3,701

 

Ferro Corp.

 

 

75,871

 

1,964

 

Florida Rock Industries, Inc.

 

 

76,351

 

13,494

 

Freeport-McMoRan Copper & Gold, Inc., Class B

 

 

107,109

 

1,468

 

Fuller (H.B.) Co.

 

 

49,637

 

5,756

2

Gaylord Container Corp.

 

 

12,591

 

671

 

Gentek, Inc.

 

 

11,197

 

3,383

 

Georgia Gulf Corp.

 

 

45,248

 

779

 

Gibraltar Steel Corp.

 

 

9,786

 

2,757   Glatfelter (P.H.) Co.     28,776

 

6,519 2 Grace (W.R.) & Co.     24,854

 

4,835   Great Lakes Chemical Corp.     161,368

 

1,384   Greif Brothers Corp., Class A     44,288

 

2,993 2 International Fibercom, Inc.     38,535

 

1,503   International Specialty Products, Inc.     9,394

 

3,082 2 Kaiser Aluminum Corp.     15,603

 

10,716   LTV Corp.     12,725

 

2,463   Lilly Industries, Inc., Class A     73,890

 

2,468 2 Lone Star Technologies, Inc.     99,090

 

5,520   Longview Fibre Co.     75,210

 

11,116   Louisiana-Pacific Corp.     94,486

 

5,611   Lubrizol Corp.     121,689

 

1,062 2 MCSI, Inc.     30,533

 

1,872   MacDermid, Inc.     40,248

 

4,928 2 Mail-Well, Inc.     24,332

 

1,446   Matthews International Corp., Class A     39,042

 

1,903 2 Maverick Tube Corp.     29,615

 

1,705 2 McMoRan Exploration Co.     20,375

 

6,816   Millennium Chemicals, Inc.     109,908

 

2,163   Minerals Technologies, Inc.     67,729

 

2,222   NL Industries, Inc.     52,495

 

1,791 2 NS Group, Inc.     15,313

 

2,117   National Steel Corp., Class B     6,219

 

1,009 2 Nortek, Inc.     18,982

 

2,573   OM Group, Inc.     119,001

 

3,863

 

Olin Corp.

 

 

68,568

 

3,668

 

Omnova Solutions, Inc.

 

 

20,633

 

230

2

Optical Cable Corp.

 

 

3,666

 

4,934

2

Packaging Corp. of America

 

 

72,468

 

18,085

2

Pactiv Corp.

 

 

189,893

 

3,025

2

Playtex Products, Inc.

 

 

30,628

 

10,342

 

Polyone Corp.

 

 

81,443

 

1,488

 

Pope & Talbot, Inc.

 

 

23,157

 

3,027

 

Potlatch Corp.

 

 

101,405

 

1,458

 

Quanex Corp.

 

 

28,887

 

10,916

 

RPM, Inc.

 

 

97,562

 

2,904

 

Rayonier, Inc.

 

 

102,185

 

1,304

 

Rock-Tenn Co.

 

 

11,655

 

3,159

 

Schulman (A.), Inc.

 

 

34,552

 

1,314

2

Seminis, Inc., Class A

 

 

1,150

 

11,177

 

Solutia, Inc.

 

 

142,507

 

2,707

 

Southern Peru Copper Corp.

 

 

37,729

 

4,556

2

Steel Dynamics, Inc.

 

 

54,672

 

4,066

2

Stillwater Mining Co.

 

 

117,914

 

2,206

 

Texas Industries, Inc.

 

 

51,427

 

629

2

Trex Co. Inc.

 

 

23,509

 

559

 

U.S. Aggregates, Inc.

 

 

7,826

 

4,818

2

UCAR International, Inc.

 

 

39,749

 

8,583

 

USEC, Inc.

 

 

43,988

 

2,988

 

Universal Corp.

 

 

83,664

 

875

 

Valhi, Inc.

 

 

10,773

 

3,939

 

Valspar Corp.

 

 

107,574

 

3,451

 

Walter Industries, Inc.

 

 

25,667

 

5,495

 

Wausau-Mosinee Paper Corp.

 

 

48,081

 

3,409

2

Weirton Steel Corp.

 

 

8,096

 

7,537

 

Worthington Industries, Inc.

 

 

72,073

 

 



 

 

 

TOTAL

 

 

5,056,314

 

 



 

 

 

Capital Goods--9.1%

 

 

 

 

2,867

 

AAR Corp.

 

 

34,225

 

1,217

2

ACT Manufacturing, Inc.

 

 

40,009

 

6,373

 

AGCO Corp.

 

 

72,493

 

2,966

 

AMCOL International Corp.

 

 

21,874

 

3,445

 

AMETEK, Inc.

 

 

74,929

 

4,122

 

Actuant Corp.

 

 

14,942

 

1,269

2

Advanced Energy Industries, Inc.

 

 

21,890

 

1,624

2

Advanced Lighting Technologies, Inc.

 

 

19,386

 

1,856

 

Albany International Corp., Class A

 

 

19,952

 

950

2

Alliant Techsystems, Inc.

 

 

85,441

 

376

2

American Technical Ceramics Corp.

 

 

5,753

 

1,140

2

Anaren Microwave, Inc.

 

 

118,560

 

3,823

 

Aptargroup, Inc.

 

 

79,088

 

1,186

2

Arguss Holdings, Inc.

 

 

14,825

 

3,438

2

Artesyn Technologies, Inc.

 

 

139,669

 

1,661

2

Astec Industries, Inc.

 

 

17,129

 

2,576

 

Baldor Electric Co.

 

 

51,198

 

3,129

 

Ball Corp.

 

 

109,906

 

1,778

 

Barnes Group, Inc.

 

 

34,226

 

900

 

Bel Fuse, Inc.

 

 

36,112

 

2,613

 

Belden, Inc.

 

 

67,775

 

2,052

2

Benchmark Electronics, Inc.

 

 

82,593

 

2,022

2

Black Box Corp.

 

 

133,199

 

441

2

Blount International, Inc.

 

 

3,528

 

1,887

 

Brady (W.H.) Co.

 

 

58,497

 

2,323

 

Briggs & Stratton Corp.

 

 

82,902

 

1,755

 

Brush Engineered Materials, Inc.

 

 

35,868

 

2,829

 

C&D Technologies, Inc.

 

 

167,265

 

2,924

2

C-COR Electronics, Inc.

 

 

45,688

 

2,609

 

CLARCOR, Inc.

 

 

49,897

 

2,950

 

CTS Corp.

 

 

126,666

 

3,180

 

Carlisle Cos., Inc.

 

 

132,368

 

2,009

2

Casella Waste Systems, Inc.

 

 

17,453

 

1,270

 

Century Aluminium Co.

 

 

11,112

 

3,032

2

Checkpoint System, Inc.

 

 

24,066

 

2,121

 

Cohu, Inc.

 

 

33,538

 

2,125

2

Coinstar, Inc.

 

 

28,023

 

1,291

 

Columbus McKinnon Corp.

 

 

17,267

 

3,061

2

Comfort Systems USA, Inc.

 

 

8,992

 

600

 

Cubic Corp.

 

 

16,425

 

4,451

 

Cummins Engine Co., Inc.

 

 

151,334

 

1,748

2

Cuno, Inc.

 

 

44,355

 

1,177

2

DDI Corp.

 

 

47,006

 

2,235

2

Delco-Remy International, Inc.

 

 

14,947

 

2,301

2

Dionex Corp.

 

 

74,639

 

4,230

 

Donaldson Company, Inc.

 

 

95,704

 

560

2

Dupont Photomasks, Inc.

 

 

31,430

 

1,183

2

ESCO Technologies, Inc.

 

 

21,516

 

2,839

2

Electro Scientific Industries, Inc.

 

 

99,188

 

2,619

2

Emagin Corp.

 

 

22,654

 

978

2

EMCOR Group, Inc.

 

 

25,367

 

6,693

2

Encompass Services Corp.

 

 

30,537

 

1,275

2

Energy Conversion Devices, Inc.

 

 

41,278

 

1,851

2

Esterline Technologies Corp.

 

 

41,300

 

950

2

Excel Technology, Inc.

 

 

23,750

 

2,029

 

Exide Corp.

 

 

20,417

 

4,813

 

Federal Signal Corp.

 

 

112,504

 

4,317

 

Fisher Scientific International, Inc.

 

 

165,935

 

3,963

 

Flowserve Corp.

 

 

79,755

 

4,049

 

Foster Wheeler Corp.

 

 

29,861

 

410

 

Franklin Electronics, Inc.

 

 

27,931

 

1,345

2

Gardner Denver, Inc.

 

 

24,714

 

3,590

 

GenCorp, Inc.

 

 

30,066

 

3,167

 

General Cable Corp.

 

 

19,002

 

1,254

2

Genlyte Group, Inc.

 

 

32,447

 

2,132

 

Graco, Inc.

 

 

76,619

 

2,011

 

Granite Construction, Inc.

 

 

45,876

 

2,781

2

Griffon Corp.

 

 

21,205

 

5,697

 

HON Industries, Inc.

 

 

137,084

 

3,740

 

Harman International Industries, Inc.

 

 

179,520

 

4,303

 

Harsco Corp.

 

 

86,867

 

858

 

Heico Corp.

 

 

10,350

 

947

2

Horizon Offshore, Inc.

 

 

13,021

 

1,306

2

Hypercom Corp.

 

 

8,979

 

3,225

 

IDEX Corp.

 

 

104,006

 

1,992

2

Insituform Technologies, Inc., Class A

 

 

71,089

 

3,503

2

Integrated Electrical Services

 

 

24,083

 

1,743

2

Ionics, Inc.

 

 

36,494

 

4,263

 

JLG Industries, Inc.

 

 

59,416

 

2,442

2

Jacobs Engineering Group, Inc.

 

 

101,038

 

2,441

 

Kaman Corp., Class A

 

 

35,395

 

3,168

 

Kaydon Corp.

 

 

69,498

 

3,295

 

Kennametal, Inc.

 

 

96,791

 

3,296

 

Kimball International, Inc., Class B

 

 

51,294

 

1,084

2

LCC International, Inc., Class A

 

 

16,260

 

525

 

Lawson Products, Inc.

 

 

14,241

 

3,720

 

Lincoln Electric Holdings, Inc.

 

 

63,937

 

1,272

 

Lindsay Manufacturing Co.

 

 

26,712

 

2,164

2

Littlelfuse, Inc.

 

 

62,756

 

800

2

MOOG, Inc., Class A

 

 

23,300

 

2,026

2

Magnetek, Inc.

 

 

22,033

 

2,652

 

Manitowoc, Inc.

 

 

72,101

 

2,700

 

Metals USA, Inc.

 

 

7,594

 

4,085

2

Mettler Toledo International, Inc., ADR

 

 

190,718

 

3,706

 

Milacron, Inc.

 

 

59,064

 

976

2

Mobile Mini, Inc.

 

 

19,459

 

3,681

2

Mueller Industries, Inc.

 

 

85,813

 

1,766

 

Myers Industries, Inc.

 

 

23,399

 

714

 

NACCO Industries, Inc., Class A

 

 

27,177

 

4,377

 

National Service Industries, Inc.

 

 

89,455

 

1,291

 

New England Business Service, Inc.

 

 

22,431

 

7,383

2

Newpark Resources, Inc.

 

 

66,447

 

3,067

 

Newport News Shipbuilding, Inc.

 

 

150,858

 

2,986

 

Nordson Corp.

 

 

85,661

 

3,962

2

Orbital Sciences Corp.

 

 

31,448

 

1,579

 

OshKosh Truck Corp., Class B

 

 

64,936

 

995

 

Park Electrochemical Corp.

 

 

65,732

 

891

2

Parkervision, Inc.

 

 

49,673

 

4,152

2

Paxar Corp.

 

 

33,994

 

685

 

Penn Engineering & Manufacturing Corp.

 

 

25,902

 

4,258

2

Plexus Corp.

 

 

268,520

 

5,266

 

Precision Castparts Corp.

 

 

198,791

 

2,942

2

Presstek, Inc.

 

 

46,336

 

987

 

Primex Technologies, Inc.

 

 

28,931

 

1,977

 

RTI International Metals

 

 

28,666

 

2,919

2

Rayovac Corp.

 

 

43,055

 

2,198

 

Regal Beloit Corp.

 

 

36,816

 

2,086

 

Reliance Steel & Aluminum Co.

 

 

49,542

 

847

 

Robbins & Myers, Inc.

 

 

20,487

 

1,616

2

Rogers Corp.

 

 

57,772

 

3,277

 

Roper Industries, Inc.

 

 

114,695

 

2,467

 

Ryerson Tull, Inc.

 

 

18,502

 

2,865

2

SBA Communications, Corp.

 

 

143,608

 

1,846

 

SLI, Inc.

 

 

15,229

 

1,307

2

SPS Technologies, Inc.

 

 

67,474

 

821

2

SatCon Technology Corp.

 

 

20,935

 

2,076

 

Sauer-Danposs, Inc.

 

 

15,700

 

1,300

 

Scott Technologies, Inc.

 

 

29,900

 

7,517

 

Sensormatic Electronics Corp.

 

 

135,306

 

674

2

Sequa Corp., Class A

 

 

24,854

 

1,767

2

Shaw Group, Inc.

 

 

144,010

 

2,204

 

Smith (A.O.) Corp.

 

 

31,131

 

1,647

 

Spartech Corp.

 

 

25,426

 

1,209

2

Specialty Equipment Cos., Inc.

 

 

36,648

 

337

2

Spectra-Physics Lasers, Inc.

 

 

11,900

 

1,330

 

Standard Register

 

 

15,960

 

1,177

 

Standex International Corp.

 

 

21,554

 

1,503

2

Stericycle, Inc.

 

 

48,660

 

2,965

 

Stewart & Stevenson Services

 

 

71,160

 

1,298

2

Stoneridge, Inc.

 

 

12,655

 

1,026

 

Superior Telecom, Inc.

 

 

5,066

 

1,219

 

Technitrol, Inc.

 

 

135,157

 

1,726

 

Tecumseh Products Co., Class A

 

 

68,824

 

3,252

2

Teledyne Technologies, Inc.

 

 

81,503

 

4,029

 

Teleflex, Inc.

 

 

139,252

 

961

 

Tennant Co.

 

 

41,803

 

2,762

2

Terex Corp.

 

 

34,007

 

640

2

Thermo Fibertek, Inc.

 

 

2,640

 

1,676

 

Thomas Industries, Inc.

 

 

35,196

 

2,313

2

Three-Five Systems, Inc.

 

 

79,798

 

5,230

 

Timken Co.

 

 

73,547

 

2,721

 

Tredegar Industries, Inc.

 

 

51,869

 

4,036

 

Trinity Industries, Inc.

 

 

97,116

 

1,210

2

Triumph Group, Inc.

 

 

41,140

 

1,428

 

URS Corp.

 

 

18,296

 

1,510

2

Uniroyal Technology Corp.

 

 

15,383

 

3,493

2

United Stationers, Inc.

 

 

105,008

 

1,508

2

Universal Electronics, Inc.

 

 

27,709

 

3,164

2

Valence Technology, Inc.

 

 

44,098

 

1,564

 

Valmont Industries, Inc.

 

 

31,866

 

4,654

2

Viasystems Group, Inc.

 

 

66,029

 

2,066

2

Vicor Corp.

 

 

111,564

 

2,456

2

WMS Industries, Inc.

 

 

54,646

 

2,272

 

Wabash National Corp.

 

 

18,176

 

3,969

 

Wallace Computer Services, Inc.

 

 

57,550

 

3,490

2

Washington Group International, Inc.

 

 

36,645

 

2,091

2

Waste Connections, Inc.

 

 

53,451

 

2,148

 

Watsco, Inc.

 

 

20,234

 

1,780

 

Watts Industries, Inc., Class A

 

 

19,914

 

1,092

 

West Pharmaceutical Services, Inc.

 

 

24,024

 

893

2

Wolverine Tube, Inc.

 

 

12,167

 

1,180

 

Woodhead Industries, Inc.

 

 

25,960

 

898

 

Woodward Governor Co.

 

 

40,214

 

1,586

2

Yankee Candle Co.

 

 

23,294

 

4,022

 

York International Corp.

 

 

109,348

 

1,776

 

ZixIt Corp.

 

 

43,401

 

2,985

2

Zomax Optical Media, Inc.

 

 

18,097

 

 



 

 

 

TOTAL

 

 

9,740,307

 

 



 

 

 

Communication Services--1.3%

 

 

 

 

2,990

2

Adelphia Business Solutions, Inc.

 

 

18,687

 

2,710

2

Advanced Radio Telecom Corp.

 

 

10,671

 

972

2

AirGate PCS, Inc.

 

 

37,786

 

1,093

2

Alamosa PCS Holdings, Inc.

 

 

16,600

 

1,066

2

Alaska Communications Systems Holdings, Inc.

 

 

7,262

 

5,574

2

Allied Riser Communications Corp.

 

 

17,767

 

6,205

2

American TeleSource International, Inc.

 

 

9,307

 

5,810

2

Arch Wireless, Inc.

 

 

17,430

 

1,447

 

CFW Communications Co.

 

 

28,759

 

1,740

 

CT Communications, Inc.

 

 

34,909

 

4,084

2

CapRock Communications Corp.

 

 

29,098

 

984

2

Choice One Communications, Inc.

 

 

10,639

 

1,102

2

Commonwealth Telephone Enterprises, Inc.

 

 

38,157

 

1,094

2

Cypress Communications, Inc.

 

 

2,940

 

972

2

Deltathree.com, Inc.

 

 

2,916

 

5,670

2

e.spire Communications, Inc.

 

 

15,592

 

1,038

2

FiberNet Telecom Group, Inc.

 

 

11,094

 

1,099

2

FirstWorld Communications, Inc., Class B

 

 

1,648

 

4,476

2

General Communications, Inc., Class A

 

 

34,969

 

957

2

Golden Telecom, Inc.

 

 

14,833

 

1,514

 

Hickory Tech Corp.

 

 

34,443

 

1,134

2

iBasis, Inc.

 

 

8,788

 

5,525

2

ICG Communications, Inc.

 

 

2,417

 

2,487

2

IDT Corp.

 

 

88,910

 

5,500

2

ITC DeltaCom, Inc.

 

 

44,516

 

685

2

ITXC Corp.

 

 

7,235

 

2,390

2

Illuminet Holdings, Inc.

 

 

57,547

 

5,379

2

Intermedia Communications, Inc.

 

 

119,010

 

2,812

2

Leap Wireless International, Inc.

 

 

139,897

 

8,185

2

MetroCall, Inc.

 

 

10,487

 

5,028

2

Mpower Communications Corp.

 

 

32,682

 

603

2

Neon Communications, Inc.

 

 

7,274

 

1,162

2

Net2000 Communications, Inc.

 

 

6,972

 

1,094

2

Net2Phone, Inc.

 

 

20,307

 

1,138

2

Network Plus Corp.

 

 

8,962

 

1,629

 

North Pittsburgh Systems, Inc.

 

 

19,344

 

1,871

2

Pac-West Telecomm, Inc.

 

 

16,254

 

4,834

2

Price Communications Corp.

 

 

104,535

 

2,888

2

Primus Telecommunications Group, Inc.

 

 

14,620

 

1,014

2

Rural Cellular Corp.

 

 

54,502

 

7,499

2

Talk.com, Inc.

 

 

23,200

 

1,945

2

Teligent AB, Class A

 

 

14,770

 

13,316

2

Terremark Worldwide, Inc.

 

 

35,021

 

1,032

2

US LEC Corp., Class A

 

 

6,192

 

5,363

2

Viatel, Inc.

 

 

51,619

 

4,916

2

WebLink Wireless, Inc.

 

 

39,021

 

3,718

2

WorldPages.com, Inc.

 

 

9,527

 

668

2

Z-Tel Technologies, Inc.

 

 

5,803

 

 



 

 

 

TOTAL

 

 

1,344,919

 

 



 

 

 

Consumer Cyclicals--14.1%

 

 

 

 

879

2

1-800-FLOWERS.COM, Inc.

 

 

3,434

 

951

2

4 Kids Entertainment, Inc.

 

 

13,730

 

1,251

2

99 Cents Only Stores

 

 

28,069

 

5,703

2

ACNielsen Corp.

 

 

136,516

 

1,850

2

ADVO, Inc.

 

 

68,103

 

920

2

AMERCO

 

 

18,630

 

2,528

2

APAC Customer Services, Inc.

 

 

13,588

 

1,861

 

Aaron Rents, Inc.

 

 

31,172

 

9,866

2

Abercrombie & Fitch Co., Class A

 

 

232,468

 

1,199

 

Ackerley Communications, Inc.

 

 

12,440

 

1,926

2

Administaff, Inc.

 

 

68,373

 

851

 

Advanced Marketing Services, Inc.

 

 

15,318

 

969

2

American Axle & Manufacturing Holdings, Inc.

 

 

12,052

 

2,321

2

American Eagle Outfitters, Inc.

 

 

79,929

 

6,842

 

American Greetings Corp., Class A

 

 

124,439

 

3,099

2

Ames Department Stores, Inc.

 

 

12,202

 

670

2

Anchor Gaming

 

 

56,908

 

2,717

2

Ann Taylor Stores Corp.

 

 

81,510

 

2,126

 

Applied Industrial Technologies, Inc.

 

 

36,009

 

1,929

 

Arctic Cat, Inc.

 

 

24,715

 

2,140

2

Argosy Gaming Corp.

 

 

34,775

 

1,820

2

Armor Holdings, Inc.

 

 

28,324

 

4,095

 

Armstrong Holdings, Inc.

 

 

11,773

 

7,590

 

ArvinMeritor, Inc.

 

 

127,132

 

551

2

Avenue A, Inc.

 

 

2,342

 

2,292

2

Avis Group Holdings, Inc.

 

 

68,473

 

3,917

2

Aztar Corp.

 

 

59,245

 

2,569

2

Bally Total Fitness Holding Corp.

 

 

64,064

 

1,196

 

Bandag, Inc.

 

 

42,682

 

5,371

2

Barnes & Noble, Inc.

 

 

101,378

 

1,115

2

Barnesandnoble.com, Inc.

 

 

4,355

 

3,668

 

Blyth Industries, Inc.

 

 

95,368

 

2,836

2

Boca Resorts, Inc., Class A

 

 

38,463

 

8,344

2

Borders Group, Inc.

 

 

115,773

 

2,525

 

Borg-Warner Automotive, Inc.

 

 

95,319

 

3,996

2

Boyd Gaming Corp.

 

 

15,734

 

923

2

Braun Consulting, Inc.

 

 

6,951

 

1,273

2

Bright Horizons Family Solutions, Inc.

 

 

31,825

 

1,939

 

Brown Shoe Co., Inc.

 

 

19,026

 

824

2

Buckle, Inc.

 

 

13,853

 

1,856

 

Burlington Coat Factory Warehouse

 

 

29,232

 

893

 

Bush Industries, Inc., Class A

 

 

10,381

 

1,503

2

Buy.com, Inc.

 

 

3,241

 

2,143

2

CB Richard Ellis Services

 

 

26,787

 

667

 

CPI Corp.

 

 

13,465

 

1,994

2

CSK Auto Corp.

 

 

6,979

 

8,017

 

Callaway Golf Co.

 

 

128,272

 

1,954

2

Career Education Corp.

 

 

75,595

 

4,654

 

Casey's General Stores, Inc.

 

 

58,175

 

11,273

2

Catellus Development Corp.

 

 

205,028

 

1,425

 

Cato Corp., Class A

 

 

17,100

 

6,254

 

Centex Corp.

 

 

231,398

 

1,593

2

Central Garden & Pet Co.

 

 

12,644

 

1,265

 

Central Parking Corp.

 

 

24,272

 

2,662

2

Cerner Corp.

 

 

164,878

 

4,998

2

Champion Enterprises, Inc.

 

 

19,367

 

1,183

2

Championship Auto Racing Teams, Inc.

 

 

29,427

 

10,071

2

Charming Shoppes, Inc.

 

 

61,685

 

963

 

Chemed Corp.

 

 

31,659

 

1,469

2

Chicos Fas, Inc.

 

 

47,559

 

1,821

2

Children's Place Retail Stores, Inc.

 

 

47,232

 

5,580

2

Choice Hotels International, Inc.

 

 

65,565

 

918

 

Churchill Downs, Inc.

 

 

25,704

 

4,360

 

Claire's Stores, Inc.

 

 

87,745

 

10,518

 

Clayton Homes, Inc.

 

 

96,634

 

1,525

 

Coachmen Industries, Inc.

 

 

12,772

 

239

2

Coldwater Creek, Inc.

 

 

7,095

 

6,591

2

Collins & Aikman Corp.

 

 

31,307

 

711

2

Columbia Sportswear Co.

 

 

30,395

 

485

 

CompX International, Inc.

 

 

5,790

 

6,727

 

Cooper Tire & Rubber Co.

 

 

73,577

 

308

2

CoorsTek, Inc.

 

 

9,009

 

3,887

2

Copart, Inc.

 

 

58,548

 

496

2

Corinthian Colleges, Inc.

 

 

34,286

 

2,020

2

Corporate Executive Board Co.

 

 

93,172

 

2,250

2

Cost Plus, Inc.

 

 

63,000

 

1,519

2

Crestline Capital Corp.

 

 

31,709

 

704

2

Crossmann Communities, Inc.

 

 

12,628

 

5,160

 

D. R. Horton, Inc.

 

 

95,460

 

5,819

2

Dal-Tile International, Inc.

 

 

72,010

 

2,206

2

Diamond Technology Partners, Class A

 

 

98,443

 

797

2

Digital Impact, Inc.

 

 

4,334

 

7,144

2

Digital Island, Inc.

 

 

90,193

 

510

2

DigitalThink, Inc.

 

 

17,970

 

967

2

Digitas, Inc.

 

 

11,544

 

9,410

 

Dillards, Inc., Class A

 

 

98,805

 

1,329

2

Direct Focus, Inc.

 

 

59,118

 

2,600

2

Dollar Thrifty Automotive Group

 

 

39,975

 

1,369

 

Dover Downs Entertainment

 

 

16,086

 

1,517

2

Dress Barn, Inc.

 

 

38,020

 

2,214

2

Drugstore.Com, Inc.

 

 

5,812

 

1,253

2

Dura Automotive Systems, Inc.

 

 

10,572

 

1,550

2

Edison Schools, Inc.

 

 

42,528

 

2,137

2

Education Management Corp.

 

 

66,247

 

2,067

 

Elcor Corp.

 

 

32,168

 

1,479

2

Electro Rent Corp.

 

 

20,244

 

596

2

Electronics Boutique PLC

 

 

9,313

 

474

2

Envision Development Corp.

 

 

1,718

 

4,165

 

Ethan Allen Interiors, Inc.

 

 

121,826

 

6,164

2

eToys, Inc.

 

 

23,115

 

7,548

2

Extended Stay America, Inc.

 

 

92,935

 

1,374

2

F.Y.I., Inc.

 

 

55,132

 

1,383

2

Factory 2-U Stores, Inc.

 

 

44,170

 

4,511

2

Fairfield Communities, Inc.

 

 

57,233

 

2,834

 

Fedders Corp.

 

 

12,044

 

7,513

 

Federal-Mogul Corp.

 

 

24,417

 

3,474

 

Fleetwood Enterprises, Inc.

 

 

45,813

 

1,949

2

Footstar, Inc.

 

 

69,920

 

1,706

 

Forest City Enterprises, Inc., Class A

 

 

63,122

 

1,241

2

Forrester Research, Inc.

 

 

50,959

 

1,551

2

Fossil, Inc.

 

 

20,260

 

937

 

Freds, Inc.

 

 

19,794

 

5,302

2

Furniture Brands International, Inc.

 

 

89,471

 

2,155

 

G & K Services, Inc., Class A

 

 

59,532

 

232

2

Gaiam, Inc.

 

 

3,741

 

7,721

2

Gartner Group, Inc., Class A

 

 

73,349

 

2,254

2

Genesco, Inc.

 

 

40,008

 

62

 

Grey Global Group, Inc.

 

 

34,720

 

1,645

2

Group 1 Automotive, Inc.

 

 

16,347

 

3,714

2

Gtech Holdings Corp.

 

 

64,299

 

745

2

Guess?, Inc.

 

 

5,541

 

2,397

2

Guitar Center, Inc.

 

 

31,760

 

6,142

2

HA-LO Industries, Inc.

 

 

23,800

 

2,729

 

Handleman Co.

 

 

26,949

 

15,843

2

Hanover Direct, Inc.

 

 

8,912

 

1,748

 

Haverty Furniture Cos., Inc.

 

 

19,665

 

1,805

2

Hayes Lemmerz International, Inc.

 

 

19,742

 

1,969

2

Hexcel Corporation

 

 

21,536

 

4,240

 

Hollinger International, Inc.

 

 

65,455

 

1,665

2

Hollywood.com, Inc.

 

 

12,592

 

915

2

Hot Topic, Inc.

 

 

31,339

 

2,842

 

Houghton Mifflin Co.

 

 

104,621

 

2,546

 

Hughes Supply, Inc.

 

 

47,738

 

472

2

IMPCO Technologies, Inc.

 

 

9,292

 

1,550

2

ITT Educational Services, Inc.

 

 

24,412

 

1,010

2

Igen, Inc.

 

 

25,124

 

2,924

2

InfoUSA, Inc.

 

 

9,503

 

992

2

Information Holdings, Inc.

 

 

25,854

 

3,496

2

Insight Enterprises, Inc.

 

 

113,620

 

1,913

2

Insignia Financial Group, Inc.

 

 

18,532

 

906

2

Insurance Automotive Auctions, Inc.

 

 

10,872

 

4,046

2

Intelidata Technologies Corp.

 

 

21,621

 

5,645

2

Interdigital Communications Corp.

 

 

61,742

 

4,905

 

Interface, Inc.

 

 

44,758

 

1,308

 

Interpool, Inc.

 

 

16,840

 

2,954

2

Intertan, Inc.

 

 

32,679

 

2,723

2

Isle of Capri Casinos, Inc.

 

 

29,953

 

2,043

2

JAKKS Pacific, Inc.

 

 

18,004

 

3,283

2

Jones Lang LaSalle, Inc.

 

 

41,858

 

4,819

2

Journal Register Co.

 

 

85,838

 

2,039

2

Jupiter Media Metrix, Inc.

 

 

27,781

 

5,081

 

Kaufman & Broad Homes Corp.

 

 

151,160

 

2,539

 

Kellwood Co.

 

 

49,352

 

769

2

Kenneth Cole Productions, Inc., Class A

 

 

34,941

 

2,105

2

Key3Media Group, Inc.

 

 

19,997

 

2,421

 

LNR Property Corp.

 

 

52,354

 

6,473

 

La-Z Boy Chair Co.

 

 

101,950

 

3,216

 

Lancaster Colony Corp.

 

 

75,978

 

1,460

2

Lands' End, Inc.

 

 

37,449

 

6,896

2

Lear Corp.

 

 

187,916

 

1,126

2

Learning Tree International, Inc.

 

 

50,951

 

4,703

 

Lee Enterprises, Inc.

 

 

129,920

 

5,071

 

Lennar Corp.

 

 

162,906

 

4,260

 

Lennox International, Inc.

 

 

33,814

 

1,186

2

LifeMinders, Inc.

 

 

13,787

 

4,282

2

Linens 'N Things, Inc.

 

 

131,671

 

2,246

 

M.D.C. Holdings, Inc.

 

 

61,484

 

880

2

META Group, Inc.

 

 

8,470

 

4,159

2

MIPS Technologies, Inc.

 

 

166,880

 

612

2

Management Network Group, Inc.

 

 

8,071

 

2,317

 

Marcus Corp.

 

 

32,872

 

996

2

Martha Stewart Living Omnimedia, Class A

 

 

24,962

 

3,900

 

Mascotech, Inc.

 

 

65,081

 

1,975

 

McClatchy, Co., Class A

 

 

75,050

 

956

 

McGrath Rentcorp.

 

 

16,491

 

2,068

 

Media General, Inc., Class A

 

 

78,584

 

1,327

2

Mediaplex, Inc.

 

 

2,861

 

1,028

2

MemberWorks, Inc.

 

 

35,337

 

3,431

2

Mens Wearhouse, Inc.

 

 

100,357

 

3,959

 

Meredith Corp.

 

 

125,698

 

3,765

 

MeriStar Hospitality Corp.

 

 

72,006

 

7,513

2

Metromedia International Group, Inc.

 

 

27,948

 

3,171

2

Michaels Stores, Inc.

 

 

77,095

 

1,689

 

Midas, Inc.

 

 

23,435

 

3,089

2

Midway Games, Inc.

 

 

23,940

 

1,085

2

Modem Media. Poppe Tyson, Inc.

 

 

6,374

 

2,321

 

Modine Manufacturing Co.

 

 

61,216

 

4,380

2

Mohawk Industries, Inc.

 

 

95,539

 

1,686

2

Monaco Coach Corp.

 

 

28,767

 

2,888

2

Musicland Stores, Inc.

 

 

23,465

 

2,559

2

MyPoints.com, Inc.

 

 

5,758

 

227

 

NCH Corp.

 

 

8,853

 

1,927

2

NCI Building System, Inc.

 

 

29,989

 

2,027

2

NCO Group, Inc.

 

 

44,341

 

977

2

NVR, Inc.

 

 

101,022

 

3,913

2

NationsRent, Inc.

 

 

8,804

 

2,968

2

Nautica Enterprise, Inc.

 

 

37,471

 

3,939

2

Navigant Consulting, Inc.

 

 

15,017

 

3,873

 

Neiman-Marcus Group, Inc., Class A

 

 

143,785

 

323

2

NetCreations, Inc.

 

 

2,412

 

368

2

NetRatings, Inc.

 

 

6,624

 

2,494

2

Netcentives, Inc.

 

 

17,770

 

3,161

 

Network Commerce, Inc.

 

 

9,384

 

3,798

2

O'Reilly Automotive, Inc.

 

 

68,364

 

12,033

2

Officemax, Inc.

 

 

34,595

 

5,312

 

Ogden Corp.

 

 

73,040

 

651

2

Organic, Inc.

 

 

2,116

 

1,159

 

OshKosh B'Gosh, Inc., Class A

 

 

18,544

 

5,443

 

Owens Corning

 

 

7,484

 

552

2

PC Connections, Inc.

 

 

15,051

 

3,412

2

Pacific Sunwear of California

 

 

69,946

 

1,943

2

Palm Harbor Homes, Inc.

 

 

28,416

 

2,319

2

Payless ShoeSource, Inc.

 

 

134,357

 

2,623

2

Pegasus Systems, Inc.

 

 

44,755

 

860

2

Penn National Gaming, Inc.

 

 

15,050

 

2,222

 

Penton Media, Inc.

 

 

67,910

 

4,956

 

Pep Boys-Manny Moe & Jack

 

 

22,302

 

3,143

2

Per-Se Technologies, Inc.

 

 

13,849

 

11,858

2

PetSmart, Inc.

 

 

52,620

 

2,195

 

Phillips Van Heusen Corp.

 

 

26,066

 

10,302

 

Pier 1 Imports, Inc.

 

 

136,501

 

2,011

 

Pinnacle Entertainment, Inc.

 

 

45,876

 

5,529

 

Pittston Brink's Group

 

 

87,773

 

2,140

2

Playboy Enterprises, Inc., Class B

 

 

27,686

 

2,577

 

Polaris Industries, Inc., Class A

 

 

89,551

 

5,695

2

Polo Ralph Lauren Corp., Class A

 

 

111,764

 

1,077

2

PolyMedica Corp.

 

 

61,928

 

2,171

 

Polymer Group, Inc.

 

 

13,297

 

2,021

2

Prepaid Legal Services, Inc.

 

 

88,671

 

257

2

Pricesmart, Inc.

 

 

9,235

 

4,771

2

Prime Hospitality Corp.

 

 

45,325

 

1,446

2

Private Media Group, Inc.

 

 

12,517

 

476

2

Professional Detailing, Inc.

 

 

42,185

 

4,437

2

Profit Recovery Group International, Inc.

 

 

23,849

 

2,169

2

Prosofttraining.com

 

 

15,183

 

2,072

2

Protection One, Inc.

 

 

2,978

 

917

 

Pulitzer, Inc.

 

 

37,551

 

3,220

 

Pulte Corp.

 

 

107,266

 

2,434

2

Quiksilver, Inc.

 

 

46,550

 

3,357

 

R.H. Donnelley Corp.

 

 

75,952

 

4,742

2

Reebok International Ltd.

 

 

102,249

 

3,671

 

Regis Corp. Minnesota

 

 

55,524

 

568

2

Register.com, Inc.

 

 

3,976

 

1,802

2

Rent-A-Center, Inc.

 

 

52,596

 

2,353

2

Rent-Way, Inc.

 

 

11,912

 

1,818

 

Rollins, Inc.

 

 

32,838

 

1,070

 

Russ Berrie & Co., Inc.

 

 

24,276

 

2,891

 

Russell Corp.

 

 

46,256

 

1,343

 

Ryland Group, Inc.

 

 

43,312

 

1,597

2

SCP Pool Corp.

 

 

41,322

 

4,953

2

SITEL Corp.

 

 

13,930

 

1,553

2

Scholastic Corp.

 

 

124,240

 

1,860

2

School Specialty, Inc.

 

 

28,597

 

1,669

2

Scotts Co.

 

 

59,667

 

29,004

 

Service Corp. International

 

 

67,072

 

3,017

 

Shopko Stores, Inc.

 

 

19,233

 

877

2

Simpson Manufacturing Co., Inc.

 

 

37,382

 

1,536

2

Skechers USA, Inc., Class A

 

 

23,328

 

725

 

Skyline Corp.

 

 

15,723

 

6,276

 

Snap-On, Inc.

 

 

160,430

 

2,051

2

Sonic Automotive, Inc.

 

 

18,331

 

4,441

 

Sothebys Holdings, Inc., Class A

 

 

120,740

 

1,073

2

Source Information Management Co.

 

 

5,901

 

1,536

2

Speedway Motorsports, Inc.

 

 

26,784

 

1,631

 

Spiegel, Inc., Class A

 

 

11,315

 

1,328

 

Springs Industries, Inc., Class A

 

 

31,291

 

3,217

2

Stamps.com, Inc.

 

 

12,667

 

2,563

 

Standard Pacific Corp.

 

 

48,056

 

780

2

StarTek, Inc.

 

 

19,841

 

3,620

2

Station Casinos, Inc.

 

 

58,372

 

2,861

2

Stein Mart, Inc.

 

 

44,345

 

1,070

2

Steven Madden Ltd.

 

 

10,198

 

9,860

 

Stewart Enterprises, Inc., Class A

 

 

20,952

 

700

2

Stockwalk.com Group, Inc.

 

 

2,362

 

792

 

Strayer Education, Inc.

 

 

19,057

 

4,619

 

Stride Rite Corp.

 

 

24,827

 

2,052

 

Sturm Ruger & Co., Inc.

 

 

17,314

 

8,232

 

Sunbeam Corp.

 

 

7,717

 

3,979

2

Sunglass Hut International, Inc.

 

 

30,837

 

1,988

2

Sunrise Assisted Living, Inc.

 

 

46,469

 

4,719

2

Superior Energy Services, Inc.

 

 

42,471

 

1,991

 

Superior Industries International, Inc.

 

 

67,818

 

666

2

SurModics, Inc.

 

 

34,965

 

588

2

Switchboard, Inc.

 

 

3,822

 

3,360

2

Sylvan Learning Systems, Inc.

 

 

51,870

 

1,091

2

Systemax, Inc.

 

 

2,591

 

3,735

 

Tenneco Automotive, Inc.

 

 

16,107

 

6,332

2

The Boyds Collection, Ltd.

 

 

50,260

 

759

 

Thor Industries, Inc.

 

 

15,180

 

1,886

2

Timberland Co., Class A

 

 

97,365

 

2,161

2

Toll Brothers, Inc.

 

 

70,232

 

3,226

2

Too, Inc.

 

 

73,996

 

1,176

 

Toro Co.

 

 

41,160

 

4,336

2

Tower Automotive, Inc.

 

 

47,696

 

2,625

2

Trammell Crow Co.

 

 

35,109

 

3,314

2

Trans World Entertainment Corp.

 

 

28,169

 

435

2

Trendwest Resorts, Inc.

 

 

8,238

 

1,108

2

Tuesday Morning Corp.

 

 

4,847

 

1,697

2

Tweeter Home Entertainment Group, Inc.

 

 

40,834

 

8,178

 

U.S. Industries, Inc.

 

 

72,580

 

899

2

Ultimate Electronics, Inc.

 

 

32,476

 

5,815

 

Unifi, Inc.

 

 

50,518

 

517

2

United Auto Group, Inc.

 

 

4,136

 

3,497

2

United Rentals, Inc.

 

 

75,185

 

1,262

2

Universal Access, Inc.

 

 

18,457

 

867

2

Universal Compression Holdings, Inc.

 

 

25,035

 

1,138

 

Universal Forest Products, Inc.

 

 

15,363

 

1,643

2

Vail Resorts, Inc.

 

 

34,811

 

1,669

2

Value City Department Stores, Inc.

 

 

13,561

 

4,067

2

Valuevision International, Inc., Class A

 

 

82,357

 

1,380

2

Vans, Inc.

 

 

17,854

 

14,706

2

Venator Group, Inc.

 

 

207,722

 

1,680

2

Ventiv Health, Inc.

 

 

18,060

 

2,280

2

Ventro Corp.

 

 

10,972

 

767

2

Vicinity Corp.

 

 

8,053

 

1,349

 

WD 40 Co.

 

 

29,509

 

967

 

Wackenhut Corp., Class A

 

 

12,208

 

5,569

 

Warnaco Group, Inc., Class A

 

 

14,619

 

1,760

 

Webb (Del E.) Corp.

 

 

47,300

 

3,403

 

Wellman, Inc.

 

 

51,045

 

3,572

 

WestPoint Stevens, Inc.

 

 

25,674

 

1,299

2

Whitehall Jewellers, Inc.

 

 

10,392

 

4,815

 

Wiley (John) & Sons, Inc., Class A

 

 

98,407

 

1,042

2

Wilsons The Leather Experts, Inc.

 

 

15,956

 

1,412

 

Winnebago Industries, Inc.

 

 

16,238

 

4,760

 

Wolverine World Wide, Inc.

 

 

51,467

 

1,820

2

Women.com Networks, Inc.

 

 

2,673

 

1,689

2

Xceed, Inc.

 

 

1,320

 

1,249

 

Xtra Corp.

 

 

56,829

 

3,756

2

Zale Corp.

 

 

127,234

 

231

2

bebe stores, Inc.

 

 

3,523

 

6,620

2

eGlobe, Inc.

 

 

2,689

 

1,111

2

i Beam Broadcasting Corp.

 

 

6,249

 

 



 

 

 

TOTAL

 

 

15,198,375

 

 



 

 

 

Consumer Staples--6.2%

 

 

 

 

1,752

 

ABM Industries, Inc.

 

 

48,946

 

1,052

2

Acme Communications, Inc.

 

 

6,443

 

1,062

2

Agribrands International, Inc.

 

 

46,197

 

3,823

 

Alberto-Culver Co., Class B

 

 

128,309

 

2,021

2

Allscripts Pharmaceuticals, Inc.

 

 

24,252

 

5,475

2

AmeriSource Health Corp., Class A

 

 

237,820

 

1,943

2

American Italian Pasta Co., Class A

 

 

38,981

 

2,572

 

Applebee's International, Inc.

 

 

77,682

 

2,482

 

Applica, Inc.

 

 

12,565

 

1,875

2

Aurora Foods, Inc.

 

 

5,273

 

2,700

 

Banta Corp.

 

 

62,269

 

893

2

Beasley Broadcast Group, Inc., Class A

 

 

7,367

 

14,305

 

Bergen Brunswig Corp., Class A

 

 

129,639

 

2,689

 

Bindley Western Industries, Inc.

 

 

96,636

 

1,011

 

Block Drug, Inc., Class A

 

 

52,888

 

3,763

 

Bob Evans Farms, Inc.

 

 

70,791

 

3,755

 

Bowne & Co., Inc.

 

 

31,448

 

783

2

Buca, Inc.

 

 

12,234

 

6,082

 

CBRL Group, Inc.

 

 

108,716

 

1,151

2

CDI Corp.

 

 

18,272

 

2,849

2

CEC Entertainment, Inc.

 

 

90,812

 

22,511

2

Caremark Rx, Inc.

 

 

281,387

 

2,115

 

Carter Wallace, Inc.

 

 

58,030

 

2,812

2

Cheesecake Factory, Inc.

 

 

124,607

 

3,944

 

Chiquita Brands International

 

 

7,641

 

4,029

 

Church and Dwight, Inc.

 

 

79,573

 

3,905

2

Citadel Communications Corp.

 

 

47,348

 

142

 

Coca-Cola Bottling Co.

 

 

5,112

 

3,414

2

Computer Horizons Corp.

 

 

17,070

 

2,569

2

Consolidated Products, Inc.

 

 

19,428

 

1,523

2

Constellation Brands, Inc., Class A

 

 

74,246

 

1,071

2

Crown Media Holdings, Inc., Class A

 

 

14,860

 

3,748

2

Cumulus Media, Inc., Class A

 

 

23,425

 

3,819

 

Dean Foods Co.

 

 

122,208

 

5,571

2

Del Monte Foods Co.

 

 

33,774

 

9,132

 

Dial Corp.

 

 

102,164

 

4,849

 

Dole Food, Inc.

 

 

58,491

 

1,731

 

Dreyers Grand Ice Cream, Inc.

 

 

42,626

 

1,867

2

Duane Reade, Inc.

 

 

54,493

 

4,537

 

Earthgrains Co.

 

 

91,874

 

81

 

Farmer Brothers Co.

 

 

15,800

 

4,237

 

Fleming Cos., Inc.

 

 

60,112

 

628

2

GC Cos., Inc.

 

 

1,491

 

1,878

 

Gaylord Entertainment Co.

 

 

44,602

 

1,847

 

Great Atlantic & Pacific Tea Co., Inc.

 

 

18,470

 

3,066

2

Hain Celestial Group, Inc.

 

 

121,682

 

951

2

Hall, Kinion & Associates, Inc.

 

 

25,142

 

2,991

 

Harland (John H.) Co.

 

 

41,500

 

2,022

2

Heidrick & Struggles International, Inc.

 

 

124,985

 

2,463

2

Henry Schein, Inc.

 

 

60,036

 

1,328

 

Herbalife International, Inc., Class A

 

 

11,205

 

3,431

2

Hollywood Entertainment Corp.

 

 

10,507

 

2,095

2

IHOP Corp.

 

 

44,257

 

440

2

Infogrames, Inc.

 

 

4,840

 

1,090

 

Ingles Markets, Inc., Class A

 

 

10,764

 

4,137

2

Insight Communication Co.

 

 

57,401

 

1,816

 

International Multifoods Corp.

 

 

30,758

 

3,868

 

Interstate Bakeries Corp.

 

 

54,152

 

2,135

2

Ivex Packaging Corp.

 

 

20,950

 

4,037

2

Jack in the Box, Inc.

 

 

98,906

 

3,979

2

KForcecom, Inc.

 

 

16,165

 

1,820

 

Kelly Services, Inc., Class A

 

 

40,381

 

4,008

2

Korn/Ferry International

 

 

140,280

 

285

2

Krispy Kreme Doughnuts, Inc.

 

 

28,090

 

3,570

2

Labor Ready, Inc.

 

 

10,710

 

2,695

 

Lance, Inc.

 

 

27,118

 

2,363

 

Landrys Seafood Restaurants, Inc.

 

 

19,052

 

1,649

 

Libbey, Inc.

 

 

44,935

 

229

2

Liberty Livewire Corp.

 

 

4,809

 

292

 

Liqui Box Corp.

 

 

10,457

 

2,709

 

Lone Star Steakhouse & Saloon

 

 

22,857

 

3,153

 

Longs Drug Stores Corp.

 

 

68,972

 

2,434

 

Luby's Cafeterias, Inc.

 

 

14,300

 

2,102

2

Mediacom Communications Corp.

 

 

35,734

 

1,300

 

Michael Foods, Inc.

 

 

35,019

 

9,658

2

Modis Professional Services, Inc.

 

 

39,839

 

862

2

Mondavi (Robert) Corp., Class A

 

 

39,005

 

1,415

 

Morrison Management Specialists, Inc.

 

 

47,402

 

6,030

2

NBTY, Inc.

 

 

39,195

 

976

2

NPC International, Inc.

 

 

10,858

 

436

 

National Presto Industries, Inc.

 

 

13,243

 

4,807

2

Nu Skin Asia Pacific, Inc., Class A

 

 

26,138

 

941

2

Nucentrix Broadbank Networks, Inc.

 

 

21,290

 

1,521

2

O'Charleys, Inc.

 

 

22,245

 

2,264

2

On Assignment, Inc.

 

 

57,024

 

907

2

On Command Corp.

 

 

9,523

 

1,413

 

Oneida Ltd.

 

 

15,013

 

3,526

 

Owens & Minor, Inc.

 

 

53,331

 

705

2

P. F. Chang's China Bistro, Inc.

 

 

28,905

 

7,561

2

PSS World Medical, Inc.

 

 

22,683

 

1,953

2

Papa Johns International, Inc.

 

 

49,069

 

3,543

2

Paxson Communications Corp.

 

 

40,302

 

2,639

 

PepsiAmericas, Inc.

 

 

9,566

 

1,371

2

Performance Food Group Co.

 

 

55,525

 

6,574

2

Perrigo Co.

 

 

43,553

 

1,744

 

Pilgrim's Pride Corp.

 

 

11,772

 

1,167

2

Priority HealthCare Corp., Class B

 

 

62,726

 

5,200

2

Procurenet, Inc.

 

 

780

 

2,967

2

Ralcorp Holdings, Inc.

 

 

41,723

 

1,797

2

Rare Hospitality International, Inc.

 

 

41,780

 

1,716

2

Regent Communications, Inc.

 

 

10,296

 

888

2

Revlon, Inc., Class A

 

 

5,161

 

780

2

Rica Foods, Inc.

 

 

11,895

 

767

 

Riviana Foods, Inc.

 

 

13,039

 

6,560

 

Ruby Tuesday, Inc.

 

 

88,970

 

3,164

 

Ruddick Corp.

 

 

41,527

 

3,503

2

Ryan's Family Steak Houses, Inc.

 

 

29,338

 

709

2

Saga Communications, Inc., Class A

 

 

11,698

 

2,533

2

Salem Communications Corp.

 

 

30,396

 

1,013

2

Salton, Inc.

 

 

23,172

 

1,493

 

Schweitzer-Mauduit International, Inc.

 

 

24,168

 

33

 

Seaboard Corp.

 

 

5,775

 

4,831

2

Sinclair Broadcast Group, Inc.

 

 

44,536

 

3,606

2

Sirius Satellite Radio, Inc.

 

 

181,201

 

1,269

 

Smart & Final, Inc.

 

 

8,724

 

5,822

2

Smithfield Foods, Inc.

 

 

167,019

 

2,291

2

Smucker (J.M.) Co.

 

 

50,975

 

3,497

 

Sodexho Marriott Services, Inc.

 

 

64,257

 

1,906

2

Sonic Corp.

 

 

69,569

 

3,224

2

Spanish Broadcasting System, Inc.

 

 

29,016

 

6,265

2

Spherion Corp.

 

 

74,397

 

2,068

2

Star Scientific, Inc.

 

 

8,207

 

630

 

Stepan, Co.

 

 

12,206

 

2,965

2

Suiza Foods Corp.

 

 

137,317

 

708

 

Tejon Ranch Co.

 

 

15,930

 

3,770

2

Tetra Tech, Inc.

 

 

131,007

 

1,631

2

TiVo, Inc.

 

 

21,305

 

4,548

2

Topps Co.

 

 

41,074

 

1,321

2

Triarc Companies, Inc., Class A

 

 

32,942

 

6,196

 

Tupperware Corp.

 

 

106,106

 

936

2

United Natural Foods, Inc.

 

 

11,758

 

380

 

United Television, Inc.

 

 

50,920

 

4,763

 

Universal Foods Corp.

 

 

94,069

 

1,313

 

Vector Group Ltd.

 

 

18,300

 

874

2

Volt Information Science, Inc.

 

 

19,009

 

2,800

2

Whole Foods Market, Inc.

 

 

129,500

 

2,028

2

Wild Oats Markets, Inc.

 

 

12,802

 

1,297

2

World Wrestling Federation Entertainment, Inc.

 

 

19,617

 

1,255

2

XM Satellite Radio Holdings, Inc., Class A

 

 

36,395

 

1,326

2

Young Broadcasting, Inc., Class A

 

 

32,901

 

 



 

 

 

TOTAL

 

 

6,661,320

 

 



 

 

 

Energy--2.7%

 

 

 

 

942

2

Atwood Oceanics, Inc.

 

 

31,616

 

3,132

2

Barrett Resources Corp.

 

 

113,926

 

1,499

2

Basin Exploration, Inc.

 

 

29,699

 

1,656

2

Belco Oil & Gas Corp.

 

 

15,111

 

1,897

 

Berry Petroleum Co., Class A

 

 

32,605

 

3,120

2

Brown (Tom), Inc.

 

 

71,370

 

2,784

 

Cabot Oil & Gas Corp., Class A

 

 

54,636

 

1,239

2

Cal Dive International, Inc.

 

 

61,640

 

639

2

Callon Petroleum Corp.

 

 

9,745

 

12,221

 

Chesapeake Energy Corp.

 

 

68,743

 

519

2

Clayton Williams Energy, Inc.

 

 

14,435

 

2,046

2

Comstock Resources, Inc.

 

 

21,227

 

7,376

 

Cross Timbers Oil Co.

 

 

138,761

 

1,759

2

Denbury Resources, Inc.

 

 

12,093

 

981

2

Dril-Quip, Inc.

 

 

32,373

 

3,057

 

EEX Corp.

 

 

14,330

 

1,080

2

EpicEdge, Inc.

 

 

1,282

 

1,305

2

Evergreen Resources, Inc.

 

 

35,887

 

1,450

2

Forcenergy, Inc.

 

 

31,537

 

3,509

2

Forest Oil Corp.

 

 

48,468

 

3,641

2

Friede Goldman International, Inc.

 

 

20,936

 

2,917

2

Frontier Oil Corp.

 

 

23,154

 

19,098

2

Grey Wolf, Inc.

 

 

88,328

 

839

2

Gulf Island Fabrication, Inc.

 

 

10,959

 

1,705

2

HS Resources, Inc.

 

 

53,068

 

4,164

2

Input/Output, Inc.

 

 

35,134

 

1,212

2

Key Production Co.

 

 

26,664

 

10,162

2

Key Energy Group, Inc.

 

 

91,458

 

2,270

2

Louis Dreyfus Natural Gas Corp.

 

 

72,782

 

1,686

2

Meridian Resource Corp.

 

 

11,697

 

2,145

 

Mitchell Energy & Development Corp., Class A

 

 

98,670

 

1,656

2

Nuevo Energy Co.

 

 

30,015

 

2,192

2

Oceaneering International, Inc.

 

 

30,825

 

2,209

2

Offshore Logistics, Inc.

 

 

38,105

 

8,037

2

Parker Drilling Co.

 

 

48,222

 

1,264

 

Patina Oil & Gas Corp.

 

 

22,199

 

3,622

2

Patterson Energy, Inc.

 

 

101,869

 

761

 

Penn Virginia Corp.

 

 

20,166

 

1,668

2

Pennaco Energy, Inc.

 

 

20,746

 

8,361

 

Pennzoil-Quaker State Co.

 

 

98,242

 

10,584

 

Pioneer Natural Resources, Inc.

 

 

138,253

 

1,728

2

Plains Resources, Inc.

 

 

33,048

 

4,343

 

Pogo Producing Co.

 

 

108,575

 

660

2

Prima Energy Corp.

 

 

29,329

 

350

2

Prize Energy Corp.

 

 

5,862

 

5,360

2

Pure Resources, Inc.

 

 

88,440

 

1,806

2

SEACOR SMIT, Inc.

 

 

75,626

 

1,940

2

Seitel, Inc.

 

 

29,100

 

1,010

2

Spinnaker Exploration Co.

 

 

30,552

 

2,958

 

St. Mary Land & Exploration Co.

 

 

69,328

 

1,776

2

Stone Energy Corp.

 

 

90,931

 

2,123

2

Swift Energy Co.

 

 

68,997

 

3,320

2

Tesoro Petroleum Corp.

 

 

34,445

 

920

2

The Houston Exploration Co.

 

 

20,700

 

2,802

2

Transmontaigne, Co.

 

 

10,858

 

2,978

2

UTI Energy Corp.

 

 

59,746

 

3,438

2

Unit Corp.

 

 

45,768

 

3,259

2

Veritas DGC, Inc.

 

 

97,770

 

5,234

 

Vintage Petroleum, Inc.

 

 

110,568

 

 



 

 

 

TOTAL

 

 

2,930,619

 

 



 

 

 

Financials--16.9%

 

 

 

 

1,203

 

1st Source Corp.

 

 

18,872

 

1,668

2

Acacia Research Corp.

 

 

53,063

 

2,273

 

Advanta Corp., Class A

 

 

23,298

 

2,334

2

Affiliated Managers Group

 

 

140,332

 

896

 

Alabama National Bancorp

 

 

17,416

 

319

2

Alexander's, Inc.

 

 

24,384

 

1,350

 

Alexandria Real Estate Equities, Inc.

 

 

45,731

 

4,131

 

Alfa Corp.

 

 

79,522

 

461

2

Alleghany Corp.

 

 

88,598

 

8,096

 

Allied Capital Corp.

 

 

166,980

 

2,880

 

Amcore Financial, Inc.

 

 

56,520

 

2,276

 

American Capital Strategies Ltd.

 

 

50,214

 

3,049

 

American Financial Holdings, Inc.

 

 

54,501

 

1,890

 

American Industrial Properties REIT

 

 

23,389

 

1,076

 

American National Insurance Co.

 

 

72,899

 

8,313

2

Americredit Corp.

 

 

223,412

 

1,588

 

Amli Residential Properties Trust

 

 

36,722

 

2,000

2

Ampal-American Israel Corp., Class A

 

 

16,000

 

2,505

 

Anchor Bancorp Wisconsin, Inc.

 

 

38,671

 

709

 

Andover Bancorp, Inc.

 

 

21,270

 

6,360

 

Arden Realty Group, Inc.

 

 

152,640

 

998

 

Area Bancshares Corp.

 

 

20,833

 

1,869

 

Argonaut Group, Inc.

 

 

32,123

 

4,200

 

Associates First Capital Corp.

 

 

88

 

4,890

 

Astoria Financial Corp.

 

 

183,375

 

1,100

2

BOK Financial Corp.

 

 

20,900

 

4,864

 

BRE Properties, Inc., Class A

 

 

153,824

 

981

 

BSB Bancorp, Inc.

 

 

14,224

 

1,788

 

BT Financial Corp.

 

 

34,978

 

1,219

 

Baldwin & Lyons, Inc., Class B

 

 

23,085

 

489

 

BancFirst Corp.

 

 

17,726

 

8,981

 

Bancorpsouth, Inc.

 

 

117,314

 

1,192

 

Bank Granite Corp.

 

 

27,714

 

3,488

 

Bank United Corp., Class A

 

 

197,726

 

2,400

 

BankAtlantic Bancorp, Inc., Class A

 

 

9,600

 

2,985

 

Bay View Capital Corp.

 

 

24,253

 

1,973

 

Bedford Property Investors, Inc.

 

 

38,843

 

1,860

 

Berkley, (W. R.) Corp.

 

 

63,356

 

1,915

2

Blackrock, Inc.

 

 

81,627

 

1,370

 

Blanch, E. W. Holdings, Inc.

 

 

25,859

 

1,831

 

Boykin Lodging Co.

 

 

16,593

 

3,634

 

Brandywine Realty Trust

 

 

69,500

 

1,557

 

Brenton Banks, Inc.

 

 

19,268

 

1,335

 

Brookline Bancorp, Inc.

 

 

14,435

 

2,352

 

Brown & Brown, Inc.

 

 

76,440

 

3,477

 

Burnham Pacific Properties, Inc.

 

 

18,906

 

2,664

 

CBL & Associates Properties, Inc.

 

 

61,605

 

1,772

 

CNA Surety Corp.

 

 

20,599

 

784

 

CPB, Inc.

 

 

19,796

 

1,849

 

CVB Financial Corp.

 

 

30,855

 

4,367

 

Cabot Industrial Trust

 

 

82,427

 

4,037

 

Camden Property Trust

 

 

115,559

 

2,172

 

Capital Automotive

 

 

27,998

 

470

 

Capital City Bank Group, Inc.

 

 

9,224

 

3,655

 

Capital Federal Financial

 

 

52,997

 

1,867

 

Capstead Mortgage Corp.

 

 

17,853

 

2,757

 

Cash America International, Inc.

 

 

14,302

 

961

 

Cathay Bancorp, Inc.

 

 

47,389

 

2,176

 

CenterPoint Properties Corp.

 

 

96,696

 

1,164

 

Century South Banks, Inc.

 

 

21,388

 

2,160

 

Charter Municipal Mortgage Acceptance Co.

 

 

29,138

 

2,243

 

Chateau Communities, Inc.

 

 

63,084

 

1,717

 

Chelsea GCA Realty, Inc.

 

 

55,373

 

1,535

 

Chemical Financial Corp.

 

 

32,811

 

2,811

 

Chittenden Corp.

 

 

74,667

 

5,036

 

Citizens Banking Corp.

 

 

119,920

 

988

 

City Bank Lynwood, WA

 

 

23,218

 

10,461

 

Colonial BancGroup, Inc.

 

 

92,188

 

2,284

 

Colonial Properties Trust

 

 

56,101

 

3,315

 

Commerce Bancorp, Inc.

 

 

200,765

 

2,689

 

Commerce Group, Inc.

 

 

68,738

 

5,974

 

Commercial Federal Corp.

 

 

104,545

 

3,186

 

Commercial Net Lease Realty

 

 

32,258

 

5,401

 

Community First Bankshares, Inc.

 

 

83,715

 

1,267

2

CompuCredit Corp.

 

 

39,119

 

4,178

 

Cornerstone Realty Income Trust, Inc.

 

 

43,869

 

11,973

2

Corrections Corp. of America

 

 

9,728

 

981

 

Corus Bankshares, Inc.

 

 

38,933

 

576

2

Corvel Corp.

 

 

18,252

 

4,179

 

Cousins Properties, Inc.

 

 

108,654

 

3,762

 

Crawford & Co., Class B

 

 

47,025

 

1,725

2

Credit Acceptance Corp.

 

 

10,566

 

5,583

 

Cullen Frost Bankers, Inc.

 

 

185,984

 

2,223

2

DLJdirect, Inc.

 

 

11,254

 

1,026

2

DVI, Inc.

 

 

17,185

 

1,420

 

Dain Rauscher Corp.

 

 

133,214

 

7,373

2

Data Broadcasting Corp.

 

 

32,487

 

1,617

2

Delphi Financial Group, Inc., Class A

 

 

59,829

 

5,856

 

Developers Diversified Realty

 

 

69,906

 

1,303

 

Dime Community Bancorp, Inc.

 

 

28,910

 

3,510

 

Doral Financial Corp.

 

 

62,741

 

2,221

 

Downey Financial Corp.

 

 

106,053

 

1,249

2

E-LOAN, Inc.

 

 

3,591

 

959

2

Espeed, Inc., Class A

 

 

20,139

 

2,437

 

East West Bancorp, Inc.

 

 

46,151

 

1,687

 

EastGroup Properties, Inc.

 

 

34,373

 

3,128

 

Eaton Vance Corp.

 

 

155,813

 

2,883

 

Enhance Financial Services Group, Inc.

 

 

33,515

 

1,632

 

Entertainment Properties Trust

 

 

18,054

 

3,891

 

Equity Inns, Inc.

 

 

24,076

 

1,923

 

Essex Property Trust, Inc.

 

 

99,996

 

1,211

 

F & M Bancorp

 

 

24,674

 

2,667

 

F & M National Corp.

 

 

69,009

 

1,228

 

FBL Financial Group, Inc., Class A

 

 

19,725

 

2,384

 

FNB Corp.

 

 

51,256

 

704

 

Farmers Capital Bank Corp.

 

 

24,464

 

4,245

 

Federal Realty Investment Trust

 

 

81,716

 

4,992

 

FelCor Lodging Trust, Inc.

 

 

109,512

 

5,665

 

Fidelity National Financial, Inc.

 

 

139,147

 

1,129

2

Financial Federal Corp.

 

 

23,921

 

6,536

 

Finova Group, Inc.

 

 

16,748

 

5,824

 

First American Financial Corp.

 

 

121,940

 

964

 

First Busey Corp.

 

 

17,653

 

3,286

 

First Charter Corp.

 

 

50,728

 

667

 

First Citizens Bancshares, Inc., Class A

 

 

49,358

 

6,231

 

First Commmonwealth Financial Corp.

 

 

61,921

 

1,616

 

First Federal Capital Corp.

 

 

18,988

 

3,763

 

First Financial Bancorp

 

 

58,326

 

1,050

 

First Financial Bankshares, Inc.

 

 

32,287

 

744

 

First Financial Corp.

 

 

21,204

 

1,372

 

First Financial Holdings, Inc.

 

 

23,152

 

987

 

First Indiana Corp.

 

 

22,701

 

4,088

 

First Industrial Realty Trust

 

 

126,217

 

1,211

 

First Merchants Corp.

 

 

27,853

 

4,417

 

First Midwest Bancorp, Inc.

 

 

110,701

 

1,269

 

First Niagra Financial Group, Inc.

 

 

11,500

 

3,733

 

First Sentinel Bancorp, Inc.

 

 

34,647

 

870

 

First Washington Realty Trust, Inc.

 

 

21,967

 

1,838

2

FirstFed Financial Corp.

 

 

46,869

 

2,224

 

Firstbank Corp.

 

 

51,013

 

5,964

 

Franchise Finance Corp. of America

 

 

121,144

 

6,233

 

Fremont General Corp.

 

 

22,595

 

2,567

2

Friedman, Billings, Ramsey Group, Inc., Class A

 

 

20,536

 

1,596

 

Frontier Financial Corp.

 

 

29,925

 

2,807

2

Frontline Capital Group

 

 

40,000

 

7,893

 

Fulton Financial Corp.

 

 

172,659

 

1,122

 

GBC Bancorp

 

 

35,764

 

622

2

Gabelli Asset Management, Inc., Class A

 

 

22,392

 

2,507

 

Gables Residential Trust

 

 

63,928

 

4,043

 

Gallagher (Arthur J.) & Co.

 

 

255,214

 

3,093

 

Glenborough Realty Trust, Inc.

 

 

49,681

 

2,565

 

Glimcher Realty Trust

 

 

33,345

 

2,269

 

GlobalNet Financial.com, Inc.

 

 

10,210

 

3,110

 

Gold Banc Corp., Inc.

 

 

14,384

 

784

 

Great American Financial Resources, Inc.

 

 

13,916

 

1,762

 

Great Lakes REIT, Inc.

 

 

29,844

 

4,194

 

Greater Bay Bancorp

 

 

136,567

 

4,407

 

HCC Insurance Holdings, Inc.

 

 

84,008

 

14,061

 

HRPT Properties Trust

 

 

90,518

 

3,063

 

HSB Group, Inc.

 

 

121,180

 

969

 

Hancock Holding Co.

 

 

30,160

 

2,375

 

Harbor Florida Bancshares, Inc.

 

 

29,094

 

466

2

Harbor Global Co. Ltd.

 

 

1,878

 

1,454

 

Harleysville Group, Inc.

 

 

33,533

 

997

 

Harleysville National Corp.

 

 

30,649

 

5,108

 

Health Care Property Investors, Inc.

 

 

150,047

 

3,021

 

Health Care REIT, Inc.

 

 

53,434

 

4,320

 

Healthcare Realty Trust, Inc.

 

 

86,130

 

6,269

 

Highwoods Properties, Inc.

 

 

135,567

 

1,348

 

Hilb Rogal & Hamilton Co.

 

 

53,414

 

2,215

 

Home Properties of New York, Inc.

 

 

60,220

 

4,293

 

Horace Mann Educators Corp.

 

 

72,176

 

5,416

 

Hospitality Properties Trust

 

 

116,782

 

5,128

 

Hudson United Bancorp

 

 

114,739

 

6,952

 

INMC Mortgage Holdings, Inc.

 

 

145,123

 

3,332

 

IRT Property Co.

 

 

27,281

 

3,850

2

Imperial Bancorp

 

 

93,603

 

6,972

 

Independence Community Bank

 

 

102,401

 

1,300

 

Independent Bank Corp.

 

 

13,975

 

3,701

 

Innkeepers USA Trust

 

 

37,704

 

1,862

 

Integra Bank Corp.

 

 

48,063

 

872

2

Intercept Group, Inc.

 

 

23,598

 

1,684

 

International Bancshares Corp.

 

 

60,308

 

2,921

 

Investment Technology Group, Inc.

 

 

105,156

 

3,174

 

Investors Financial Services Corp.

 

 

227,536

 

1,107

 

Irwin Financial Corp.

 

 

17,089

 

3,423

 

JDN Realty Corp.

 

 

37,439

 

1,272

 

JP Realty, Inc.

 

 

20,352

 

2,625

 

Jefferies Group, Inc.

 

 

71,531

 

740

 

John Nuveen & Co., Inc., Class A

 

 

35,335

 

755

 

Kansas City Life Insurance Co.

 

 

24,490

 

2,796

 

Kilroy Realty Corp.

 

 

72,871

 

2,829

 

Koger Equity, Inc.

 

 

45,087

 

1,120

 

LaSalle Hotel Properties

 

 

16,100

 

3,917

2

LaBranche & Co., Inc.

 

 

155,211

 

1,039

 

LandAmerica Financial Group, Inc.

 

 

30,650

 

4,006

 

Leucadia National Corp.

 

 

99,649

 

1,830

 

Lexington Corporate Properties Trust

 

 

20,473

 

1,690

 

Liberty Corp.

 

 

58,516

 

1,502

 

Liberty Financial Cos., Inc.

 

 

40,554

 

2,452

 

MAF Bancorp, Inc.

 

 

58,848

 

3,391

 

Macerich Co. (The)

 

 

66,548

 

1,951

 

Manufactured Home Communities, Inc.

 

 

48,531

 

646

2

Markel Corp.

 

 

93,589

 

1,167

 

Medallion Financial Corp.

 

 

17,943

 

1,980

2

Medical Assurance, Inc.

 

 

27,472

 

15,268

 

Meditrust Corp.

 

 

41,987

 

2,005

 

Merchants New York Bancorp, Inc.

 

 

41,604

 

2,846

 

Mercury General Corp.

 

 

104,235

 

6,436

 

Metris Cos., Inc.

 

 

208,365

 

908

 

Mid American Bancorp

 

 

22,586

 

1,881

 

Mid-American Apartment Communities, Inc.

 

 

41,382

 

1,170

 

Mid-State Bancshares

 

 

34,515

 

494

 

Midland Co.

 

 

14,388

 

1,674

 

Mills Corp.

 

 

28,563

 

698

 

Mississippi Valley Bancshares, Inc.

 

 

18,366

 

2,299

 

Morgan Keegan, Inc.

 

 

45,836

 

2,523

 

NBT Bancorp, Inc.

 

 

37,845

 

1,332

2

National Discount Brokers Group, Inc.

 

 

64,852

 

1,481

 

National Golf Properties, Inc.

 

 

29,435

 

2,621

 

National Health Investors, Inc.

 

 

16,381

 

1,882

 

National Penn Bancshares, Inc.

 

 

39,992

 

648

2

National Processing, Inc.

 

 

10,246

 

191

2

National Western Life Insurance Co., Class A

 

 

16,903

 

4,901

 

Nationwide Health Properties, Inc.

 

 

73,209

 

2,517

2

Net.B@nk, Inc.

 

 

21,866

 

9,345

 

New Plan Excel Realty Trust

 

 

115,060

 

3,468

2

NextCard, Inc.

 

 

26,443

 

1,500

 

Northwest Bancorp, Inc.

 

 

11,156

 

1,239

 

OceanFirst Financial Corp.

 

 

25,942

 

3,805

2

Ocwen Financial Corp.

 

 

22,354

 

6,419

 

Ohio Casualty Corp.

 

 

53,960

 

939

 

Omega Financial Corp.

 

 

27,114

 

1,184

 

Oriental Financial Group

 

 

14,504

 

1,351

 

PFF Bancorp, Inc.

 

 

24,993

 

1,466

2

PICO Holdings, Inc.

 

 

18,875

 

1,819

 

PMA Capital Corp.

 

 

29,786

 

2,429

 

PS Business Parks, Inc.

 

 

63,761

 

2,638

 

Pacific Capital Bancorp

 

 

70,566

 

1,954

 

Pacific Gulf Properties, Inc.

 

 

51,903

 

1,514

 

Pacific Northwest Bancorp

 

 

20,250

 

946

 

Pan Pacific Retail Properties, Inc.

 

 

19,334

 

1,004

 

Park National Corp.

 

 

96,007

 

1,040

 

Parkway Properties, Inc.

 

 

29,770

 

1,269

 

Pennsylvania Real Estate Investment Trust

 

 

21,811

 

2,925

 

Peoples Bank Bridgeport

 

 

59,231

 

668

2

Philadelphia Consolidated Holding Corp.

 

 

14,905

 

4,815

 

Phoenix Investment Partners Ltd.

 

 

75,234

 

1,708

 

Premier National Bancorp, Inc.

 

 

35,014

 

3,836

 

Prentiss Properties Trust

 

 

97,339

 

2,153

 

Presidential Life Corp.

 

 

31,353

 

1,005

 

Prime Group Realty Trust

 

 

14,949

 

2,991

 

Provident Bankshares Corp.

 

 

56,642

 

2,386

 

Provident Financial Group, Inc.

 

 

72,176

 

1,772

 

Queens County Bancorp, Inc.

 

 

49,616

 

1,115

 

R&G Financial Corp., Class B

 

 

10,941

 

2,631

 

RFS Hotel Investors, Inc.

 

 

33,874

 

855

 

RLI Corp.

 

 

33,452

 

4,241

 

Raymond James Financial, Inc.

 

 

143,399

 

2,843

 

Realty Income Corp.

 

 

65,389

 

5,888

 

Reckson Associates Realty Corp.

 

 

133,216

 

3,338

 

Regency Realty Corp.

 

 

75,105

 

6,990

 

Reliance Group Holdings, Inc.

 

 

437

 

4,805

 

Republic Bancorp, Inc.

 

 

45,647

 

5,242

 

Republic Security Financial Corp.

 

 

35,547

 

2,923

 

Richmond County Financial Corp.

 

 

68,690

 

2,020

 

Riggs National Corp.

 

 

22,725

 

1,278

2

Risk Capital Holdings, Inc.

 

 

19,809

 

6,947

 

Roslyn Bancorp, Inc.

 

 

150,663

 

2,871

 

S & T Bancorp, Inc.

 

 

54,190

 

994

 

SCPIE Holdings, Inc.

 

 

18,886

 

2,363

 

SL Green Realty Corp.

 

 

63,358

 

381

 

SLM Corp.

 

 

20,384

 

1,013

 

Sandy Spring Bancorp, Inc.

 

 

22,413

 

889

 

Santander BanCorp

 

 

13,557

 

1,129

 

Saul Centers, Inc.

 

 

17,288

 

2,724

 

Seacoast Financial Services Corp.

 

 

28,942

 

3,504

2

Security Capital Group, Inc.

 

 

66,795

 

2,796

 

Selective Insurance Group, Inc.

 

 

48,231

 

1,343

 

Senior Housing Properties Trust

 

 

12,507

 

3,178

 

Shurgard Storage Centers, Inc., Class A

 

 

72,101

 

4,524

2

Silicon Valley Bancshares

 

 

209,235

 

9,034

 

Sky Financial Group, Inc.

 

 

150,187

 

2,298

 

Smith (Charles E.) Residential Realty, Inc.

 

 

101,112

 

4,598

 

South Financial Group, Inc.

 

 

46,842

 

2,995

2

Southwest Bancorp. of Texas, Inc.

 

 

109,317

 

1,711

 

Southwest Securities Group, Inc.

 

 

48,336

 

1,255

 

Sovran Self Storage, Inc.

 

 

23,688

 

3,420

 

StanCorp Financial Group, Inc.

 

 

139,365

 

1,247

 

State Auto Financial Corp.

 

 

16,834

 

3,903

 

Staten Island Bancorp, Inc.

 

 

75,377

 

2,783

 

Sterling Bancshares, Inc.

 

 

47,833

 

1,077

 

Stewart Information Services Corp.

 

 

16,963

 

2,835

 

Storage USA, Inc.

 

 

79,203

 

2,665

 

Summit Properties, Inc.

 

 

63,960

 

1,866

 

Sun Communities, Inc.

 

 

56,680

 

4,139

 

Susquehanna Bankshares, Inc.

 

 

58,463

 

595

 

Tanger Factory Outlet Centers, Inc.

 

 

12,495

 

3,646

 

Taubman Centers, Inc.

 

 

39,878

 

1,583

 

Texas Regional Bancshares, Inc., Class A

 

 

47,292

 

1,745

 

The Trust Company of New Jersey

 

 

25,084

 

1,716

 

Town & Country Trust

 

 

31,746

 

1,467

2

Triad Guaranty, Inc.

 

 

42,635

 

6,602

 

Trustco Bank Corp.

 

 

79,223

 

6,551

 

Trustmark Corp.

 

 

124,469

 

1,765

 

Tucker Anthony Sutro Corp.

 

 

40,816

 

990

 

UCBH Holdings, Inc.

 

 

36,011

 

3,958

2

UICI

 

 

29,438

 

1,729

 

UMB Financial Corp.

 

 

58,570

 

1,092

 

USB Holdings Co., Inc.

 

 

13,582

 

3,689

 

United Bankshares, Inc.

 

 

71,935

 

3,572

 

United Community Financial Corp.

 

 

25,004

 

11,020

 

United Dominion Realty Trust, Inc.

 

 

115,710

 

1,616

 

United National Bancorp

 

 

28,684

 

1,075

 

Urban Shopping Centers, Inc.

 

 

51,533

 

174

 

Value Line, Inc.

 

 

6,068

 

6,425

2

Ventas, Inc.

 

 

32,125

 

2,931

 

W Holding Co., Inc.

 

 

27,112

 

961

 

WFS Financial, Inc.

 

 

15,136

 

5,504

 

Washington Federal, Inc.

 

 

122,808

 

3,802

 

Washington Real Estate Investment Trust

 

 

76,040

 

5,360

 

Webster Financial Corp. Waterbury

 

 

130,650

 

2,846

 

Weingarten Realty Investors

 

 

119,354

 

2,035

 

Wesbanco, Inc.

 

 

47,187

 

3,953

 

WestAmerica Bancorporation

 

 

142,061

 

1,047

 

Westcorp, Inc.

 

 

16,229

 

1,847

 

Western Properties Trust

 

 

23,434

 

3,051

 

Westfield America, Inc.

 

 

42,714

 

2,451

 

Whitney Holding Corp.

 

 

90,534

 

7,743

2

Wit Soundview Group, Inc.

 

 

55,169

 

16,023

2

Wyndham International, Inc., Class A

 

 

26,037

 

979

 

Zenith National Insurance Corp.

 

 

22,272

 

579

2

ePlus, Inc.

 

 

8,459

 

 



 

 

 

TOTAL

 

 

18,130,545

 

 



 

 

 

Health Care--11.6%

 

 

 

 

2,256

 

ADAC Laboratories

 

 

29,328

 

2,312

2

ATS Medical, Inc.

 

 

42,339

 

1,594

2

Abiomed, Inc.

 

 

46,226

 

1,219

2

Accredo Health, Inc.

 

 

52,722

 

2,176

2

Acuson Corp.

 

 

49,640

 

1,993

2

Advance Paradigm, Inc.

 

 

97,408

 

6,397

2

Advanced Tissue Sciences, Inc., Class A

 

 

45,579

 

1,794

2

Albany Molecular Research, Inc.

 

 

104,276

 

1,303

2

Alexion Pharmaceuticals, Inc.

 

 

134,698

 

5,383

2

Alliance Pharmaceutical Corp.

 

 

76,035

 

552

2

Allos Therapeutics, Inc.

 

 

5,934

 

2,645

 

Alpharma, Inc., Class A

 

 

102,659

 

2,355

2

AmeriPath, Inc.

 

 

42,243

 

2,121

2

American Superconductor Corp.

 

 

101,278

 

6,020

2

Amylin Pharmaceuticals, Inc.

 

 

60,953

 

434

2

Antigenics, Inc.

 

 

6,483

 

1,493

2

Aphton Corp.

 

 

44,790

 

4,156

2

Apria Healthcare Group, Inc.

 

 

83,120

 

1,956

2

Aradigm Corp.

 

 

43,277

 

2,502

2

Ariad Pharmaceutiacals, Inc.

 

 

22,831

 

1,187

 

Arrow International, Inc.

 

 

47,851

 

2,062

2

Arthrocare Corp.

 

 

46,782

 

410

2

Aspect Medical Systems, Inc.

 

 

3,639

 

5,263

2

Avant Immunotherapeutics, Inc.

 

 

44,407

 

1,575

2

Avigen, Inc.

 

 

61,031

 

1,934

2

Aviron

 

 

126,435

 

529

2

Bacou U.S.A., Inc.

 

 

13,225

 

2,202

2

Barr Laboratories, Inc.

 

 

139,001

 

10,746

2

Beverly Enterprises, Inc.

 

 

53,730

 

5,857

2

Bio-Technology General Corp.

 

 

61,499

 

1,315

2

BioCryst Pharmaceuticals, Inc.

 

 

11,999

 

1,794

2

BioMarin Pharmaceutical, Inc.

 

 

23,322

 

1,602

2

Biomatrix, Inc.

 

 

30,638

 

1,481

2

Biopure Corp.

 

 

30,453

 

1,503

2

Biosite Diagnostics, Inc.

 

 

33,066

 

753

2

Bone Care International, Inc.

 

 

18,543

 

1,568

2

CONMED Corp.

 

 

23,030

 

1,657

2

CV Therapeutics, Inc.

 

 

130,489

 

2,971

2

CardioDynamics International Corp.

 

 

15,598

 

3,278

2

Catalytica, Inc.

 

 

44,048

 

3,590

2

Cell Genesys, Inc.

 

 

82,794

 

2,318

2

Cell Pathways, Inc.

 

 

17,675

 

3,106

2

Cell Therapeutics, Inc.

 

 

207,762

 

5,230

2

Celsion Corp.

 

 

10,460

 

952

2

Cerus Corp.

 

 

53,193

 

704

2

Closure Medical Corp.

 

 

17,072

 

795

2

Collateral Therapeutics, Inc.

 

 

20,099

 

2,588

2

Columbia Laboratories, Inc.

 

 

15,852

 

3,193

2

Connetics Corp.

 

 

16,713

 

1,543

 

Cooper Companies, Inc.

 

 

55,162

 

2,203

2

Corixa Corp.

 

 

98,034

 

1,823

2

Coulter Pharmaceutical, Inc.

 

 

69,844

 

6,143

2

Covance, Inc.

 

 

52,983

 

6,275

2

Coventry Health Care, Inc.

 

 

114,519

 

1,109

2

Cryolife, Inc.

 

 

44,152

 

2,938

2

Cubist Pharmaceuticals, Inc.

 

 

126,242

 

2,651

2

CuraGen Corp.

 

 

171,321

 

1,798

2

Cyberonics, Inc.

 

 

41,804

 

2,481

2

Cygnus, Inc.

 

 

22,174

 

7,727

2

Cytogen Corp.

 

 

44,430

 

1,490

2

DUSA Pharmaceuticals, Inc.

 

 

38,926

 

7,771

2

DaVita, Inc.

 

 

87,424

 

1,259

 

Datascope Corp.

 

 

43,593

 

1,168

 

Diagnostic Products Corp.

 

 

53,290

 

2,618

2

Diametrics Medical, Inc.

 

 

21,599

 

1,096

2

Digene Corp.

 

 

35,569

 

4,723

2

Dura Pharmaceuticals, Inc.

 

 

162,648

 

6,247

2

Edwards Lifesciences Corp.

 

 

83,944

 

1,558

2

Emisphere Technologies, Inc.

 

 

39,437

 

1,051

2

Endocare, Inc.

 

 

18,590

 

1,553

2

Entremed, Inc.

 

 

48,337

 

2,424

2

Enzo Biochem, Inc.

 

 

93,324

 

4,365

2

Enzon, Inc.

 

 

311,006

 

1,055

2

Exelixis, Inc.

 

 

23,276

 

11,047

2

Foundation Health Systems, Inc., Class A

 

 

223,011

 

1,120

2

Fuelcell Energy, Inc.

 

 

85,750

 

1,789

2

Geltex Pharmaceuticals, Inc.

 

 

88,779

 

2,723

2

Gene Logic, Inc.

 

 

59,395

 

2,361

2

Genome Therapeutics Corp.

 

 

35,267

 

1,947

2

Genta, Inc.

 

 

15,698

 

1,800

2

Gentiva Health Services, Inc.

 

 

21,263

 

1,971

2

Genzyme Transgenics Corp.

 

 

42,253

 

2,340

2

Geron Corp.

 

 

54,990

 

1,000

2

Gliatech, Inc.

 

 

6,438

 

2,530

2

Guilford Pharmaceuticals, Inc.

 

 

62,459

 

2,664

2

Haemonetics Corp.

 

 

62,604

 

6,958

 

Hooper Holmes, Inc.

 

 

66,031

 

16,691

2

Humana, Inc.

 

 

202,378

 

1,033

2

Hyseq, Inc.

 

 

30,022

 

1,736

2

I-Stat Corp.

 

 

34,069

 

3,676

2

IDEXX Laboratories, Inc.

 

 

88,224

 

1,325

2

INAMED Corp.

 

 

37,100

 

2,675

2

Ilex Oncology, Inc.

 

 

96,969

 

9,943

2

Imatron, Inc.

 

 

21,440

 

2,546

2

Immune Response Corp.

 

 

15,435

 

3,645

2

Immunogen, Inc.

 

 

125,297

 

3,363

2

Immunomedics, Inc.

 

 

77,769

 

1,664

2

Impath, Inc.

 

 

125,840

 

3,468

2

Inhale Therapeutic Systems, Inc.

 

 

172,533

 

748

2

Intermune Pharmaceuticals, Inc.

 

 

37,400

 

817

2

IntraBiotics Pharmaceuticals, Inc.

 

 

12,153

 

2,563

 

Invacare Corp.

 

 

73,046

 

3,497

2

Invitrogen Corp.

 

 

265,991

 

4,078

2

Isis Pharmaceuticals, Inc.

 

 

42,054

 

1,946

2

KV Pharmaceutical Co., Class B

 

 

75,894

 

1,078

2

Kos Pharmaceuticals, Inc.

 

 

21,358

 

1,828

2

Laboratory Corporation of America Holdings

 

 

246,552

 

1,050

2

Lexicon Genetics, Inc.

 

 

21,263

 

3,381

2

LifePoint Hospitals, Inc.

 

 

131,014

 

5,653

2

Ligand Pharmaceuticals, Inc., Class B

 

 

84,088

 

4,391

2

Lincare Holdings, Inc.

 

 

184,696

 

1,040

2

Lynx Therapeutic, Inc.

 

 

18,200

 

1,762

2

MGI PHARMA, Inc.

 

 

49,336

 

8,553

2

Manor Care, Inc.

 

 

142,728

 

1,866

2

Martek Biosciences Corp.

 

 

40,119

 

2,693

2

Matrix Pharmaceuticals, Inc.

 

 

38,712

 

2,409

2

Maxim Pharmaceuticals, Inc.

 

 

106,899

 

1,179

2

Maximus, Inc.

 

 

28,959

 

807

2

Maxygen, Inc.

 

 

32,482

 

3,052

2

Medicis Pharmaceutical Corp., Class A

 

 

224,704

 

2,288

 

Mentor Corp.

 

 

40,326

 

1,214

2

Microvision, Inc.

 

 

41,352

 

4,619

2

Mid Atlantic Medical Services, Inc.

 

 

78,523

 

992

 

Mine Safety Appliances Co.

 

 

20,832

 

1,524

2

Miravant Medical Technologies

 

 

23,051

 

2,046

2

Myriad Genetics, Inc.

 

 

245,520

 

3,803

2

NABI, Inc.

 

 

23,234

 

2,272

2

NEORX Corp.

 

 

36,920

 

2,139

2

NPS Pharmaceuticals, Inc.

 

 

91,710

 

1,566

2

Nanogen, Inc.

 

 

24,273

 

1,231

2

Neose Technologies, Inc.

 

 

44,547

 

2,118

2

Neurocrine Biosciences, Inc.

 

 

82,073

 

1,483

2

Neurogen Corp.

 

 

46,622

 

812

2

Nexell Therapeutics, Inc.

 

 

5,798

 

2,001

2

Noven Pharmaceuticals, Inc.

 

 

89,170

 

1,749

2

Novoste Corp.

 

 

44,162

 

519

2

ORATEC Interventions, Inc.

 

 

5,190

 

2,526

2

OSI Pharmaceuticals, Inc.

 

 

181,872

 

2,439

2

Oakley, Inc.

 

 

51,219

 

1,717

2

Ocular Sciences, Inc.

 

 

21,248

 

9,773

 

Omnicare, Inc.

 

 

171,028

 

672

2

Orchid Biosciences, Inc.

 

 

13,734

 

3,624

2

Organogenesis, Inc.

 

 

45,445

 

4,374

2

Orthodontic Centers of America, Inc.

 

 

145,982

 

545

2

Paradigm Genetics, Inc.

 

 

8,652

 

2,605

2

Parexel International Corp.

 

 

22,794

 

1,960

2

Pharmaceutical Product Development, Inc.

 

 

61,373

 

1,720

2

Pharmacyclics, Inc.

 

 

92,558

 

1,017

2

Photogen Technologies, Inc.

 

 

4,577

 

861

2

Praecis Pharmaceuticals, Inc.

 

 

21,848

 

3,227

2

Province Heathcare Co.

 

 

135,937

 

7,627

2

Quorum Health Group, Inc.

 

 

102,011

 

2,012

2

Regeneron Pharmaceuticals, Inc.

 

 

53,821

 

1,399

2

RehabCare Group, Inc.

 

 

60,419

 

4,799

2

Renal Care Group, Inc.

 

 

112,777

 

2,044

2

Res-Care, Inc.

 

 

11,242

 

3,332

2

ResMed, Inc.

 

 

84,966

 

1,056

2

Research Frontiers, Inc.

 

 

20,328

 

3,542

2

Respironics, Inc.

 

 

69,512

 

950

2

Ribozyme Pharmaceuticals, Inc.

 

 

20,128

 

436

2

RightCHOICE Managed Care, Inc., Class A

 

 

12,045

 

4,719

2

SICOR, Inc.

 

 

60,462

 

1,703

2

SangStat Medical Corp.

 

 

17,030

 

3,391

2

SciClone Pharmaceuticals, Inc.

 

 

27,340

 

406

2

Sonic Innovations, Inc.

 

 

1,954

 

987

2

SonoSight, Inc.

 

 

12,584

 

1,325

2

Staar Surgical Co.

 

 

20,869

 

7,226

2

Steris Corp.

 

 

108,390

 

5,119

2

Sunrise Technologies International, Inc.

 

 

36,953

 

2,726

2

SuperGen, Inc.

 

 

35,097

 

1,861

2

Superconductor Technologies, Inc.

 

 

18,843

 

2,201

2

Symyx Technologies, Inc.

 

 

103,860

 

2,000

2

Syncor International Corp.

 

 

51,375

 

3,499

2

Syntroleum Corp.

 

 

68,231

 

2,834

2

Targeted Genetics Corp.

 

 

28,340

 

8,913

2

Techniclone Corp.

 

 

21,447

 

4,384

2

Texas Biotechnology Corp.

 

 

64,664

 

2,793

2

Theragenics Corp.

 

 

13,092

 

1,669

2

Thermo Cardiosystems, Inc.

 

 

13,665

 

1,620

2

Thoratec Laboratories Corp.

 

 

19,744

 

2,487

2

Titan Pharmaceuticals, Inc.

 

 

104,653

 

2,103

2

Transkaryotic Therapies, Inc.

 

 

78,337

 

3,639

2

Triad Hospitals, Inc.

 

 

100,982

 

3,515

2

Triangle Pharmaceuticals, Inc.

 

 

29,548

 

1,690

2

Trimeris, Inc.

 

 

119,568

 

1,145

2

Tularik, Inc.

 

 

36,354

 

2,232

2

Twinlab Corp.

 

 

11,718

 

7,754

2

US Oncology, Inc.

 

 

41,678

 

1,573

 

United Therapeutics Corp.

 

 

84,156

 

5,643

2

VISX, Inc.

 

 

120,972

 

3,165

2

Valentis, Inc.

 

 

27,298

 

3,373

 

Varian Medical Systems, Inc.

 

 

164,855

 

5,328

2

Vasomedical, Inc.

 

 

20,313

 

858

2

VaxGen, Inc.

 

 

23,541

 

1,074

2

Ventana Medical Systems, Inc.

 

 

28,193

 

2,087

2

Vical, Inc.

 

 

44,349

 

601

 

Vital Signs, Inc.

 

 

18,706

 

3,467

2

Vivus, Inc.

 

 

11,268

 

894

2

Zoll Medical Corp.

 

 

44,309

 

 



 

 

 

TOTAL

 

 

12,526,072

 

 



 

 

 

Technology--17.2%

 

 

 

 

2,462

2

24/7 Media, Inc.

 

 

12,772

 

3,525

2

3DFX Interactive, Inc.

 

 

14,981

 

2,824

2

3DO Co.

 

 

8,649

 

3,465

2

ACTV, Inc.

 

 

34,109

 

667

2

AGENCY.COM, Inc.

 

 

7,004

 

2,658

2

AVT Corp.

 

 

16,696

 

1,963

2

AXT, Inc.

 

 

75,576

 

1,497

2

About.com, Inc.

 

 

35,928

 

2,546

2

Accrue Software, Inc.

 

 

11,775

 

1,061

2

Aclara Biosciences, Inc.

 

 

18,965

 

2,351

2

Actel Corp.

 

 

86,105

 

6,062

2

Actuate Software Corp.

 

 

170,873

 

3,964

2

Adaptive Broadband Corp.

 

 

63,672

 

1,010

2

Ade Corp.

 

 

18,054

 

1,003

2

Adept Technology, Inc.

 

 

27,959

 

5,494

2

Advanced Digital Information Corp.

 

 

71,422

 

979

2

Advantage Learning Systems, Inc.

 

 

29,064

 

2,769

2

Advent Software, Inc.

 

 

165,621

 

3,047

2

Aeroflex, Inc.

 

 

181,297

 

628

2

Airnet Communications Corp.

 

 

9,557

 

2,455

2

Allaire Corp.

 

 

17,952

 

2,958

2

Allen Telecom, Inc.

 

 

55,278

 

2,688

2

Alliance Semiconductor Corp.

 

 

53,760

 

3,133

2

Anadigics, Inc.

 

 

70,101

 

695

 

Analogic Corp.

 

 

24,542

 

2,171

 

Analysts International Corp.

 

 

13,569

 

2,330

2

Anixter International, Inc.

 

 

56,503

 

3,560

2

AnswerThink Consulting Group, Inc.

 

 

58,295

 

1,258

2

Aperian, Inc.

 

 

4,403

 

1

2

Applied Micro Circuits Corp.

 

 

110

 

1,080

2

Applied Science & Technology, Inc.

 

 

15,525

 

708

2

AppliedTheory Corp.

 

 

3,363

 

1,036

2

AremisSoft Corp.

 

 

44,289

 

2,157

2

Ask Jeeves, Inc.

 

 

28,041

 

3,179

2

Aspen Technology, Inc.

 

 

131,332

 

3,448

2

Asyst Technologies, Inc.

 

 

51,720

 

1,698

2

Audiovox Corp., Class A

 

 

23,241

 

2,173

2

Aurora Bioscences, Inc.

 

 

132,417

 

4,212

2

Avant! Corp.

 

 

70,814

 

2,497

2

Avid Technology, Inc.

 

 

34,646

 

4,594

2

Avocent Corp.

 

 

325,887

 

1,786

2

Aware, Inc.

 

 

55,254

 

3,040

2

Axent Technologies, Inc.

 

 

58,330

 

1,166

2

BARRA, Inc.

 

 

71,272

 

1,278

2

BSQUAR Corp.

 

 

19,969

 

2,518

2

Be Free, Inc.

 

 

9,915

 

1,616

2

Bell & Howell Co.

 

 

30,704

 

4,530

2

Billing Information Concepts Corp.

 

 

13,590

 

4,023

2

BindView Development Corp.

 

 

31,430

 

870

2

Bio Rad Laboratories, Inc., Class A

 

 

26,013

 

1,445

2

Bluestone Software, Inc.

 

 

31,068

 

891

2

Bottomline Technologies, Inc.

 

 

31,241

 

1,357

2

Breakaway Solutions, Inc.

 

 

7,803

 

5,533

2

Brightpoint, Inc.

 

 

36,829

 

1,397

2

Brio Technology, Inc.

 

 

11,438

 

3,362

2

Broadbase Software, Inc.

 

 

36,142

 

105

 

Brokat Aktiengesellschaft sponsored ADR

 

 

2,205

 

1,784

2

Brooks Automation, Inc.

 

 

47,276

 

1,263

2

Brooktrout Technology, Inc.

 

 

18,235

 

466

2

C-Bridge Internet Solutions, Inc.

 

 

6,874

 

4,764

2

C-Cube Microsystems, Inc.

 

 

92,898

 

1,054

2

CACI International, Inc., Class A

 

 

21,739

 

675

2

CAIS Internet, Inc.

 

 

2,848

 

2,420

2

CCC Information Service Group, Inc.

 

 

16,638

 

1,698

2

CTC Communications Group, Inc.

 

 

16,396

 

4,619

2

Cable Design Technologies, Class A

 

 

106,526

 

547

2

Caldera Systems, Inc.

 

 

1,915

 

1,847

2

Calico Commerce, Inc.

 

 

5,656

 

1,438

2

California Amplifier, Inc.

 

 

35,950

 

520

2

Caliper Technologies Corp.

 

 

29,315

 

5,684

2

Cambridge Technology Partners, Inc.

 

 

22,026

 

498

2

Caminus Corp.

 

 

15,687

 

1,028

2

Carreker-Antinori, Inc.

 

 

19,018

 

1,015

2

Carrier Access Corp.

 

 

12,688

 

1,291

2

Celeritek, Inc.

 

 

42,684

 

827

2

Centennial Cellular Corp., Class A

 

 

16,127

 

467

2

Centillium Communications, Inc.

 

 

17,739

 

7,859

2

Century Business Services, Inc.

 

 

8,841

 

507

 

Chordiant Software, Inc.

 

 

3,090

 

1,550

2

ChromaVision Medical Systems, Inc.

 

 

7,363

 

4,880

2

Ciber, Inc.

 

 

38,125

 

5,982

2

Cirrus Logic, Inc.

 

 

257,974

 

2,333

2

Clarent Corp.

 

 

72,469

 

1,640

2

Clarus Corp.

 

 

16,400

 

974

2

Click2learn.com, Inc.

 

 

14,123

 

1,245

2

CoStar Group, Inc.

 

 

38,906

 

2,253

2

Cobalt Networks, Inc.

 

 

124,197

 

675

2

Cognizant Technology Solutions Corp.

 

 

27,675

 

2,844

2

Coherent, Inc.

 

 

99,007

 

2,382

2

Com21, Inc.

 

 

25,755

 

2,567

2

Complete Business Solutions, Inc.

 

 

26,633

 

2,583

2

Computer Network Technology

 

 

78,499

 

2,277

2

Concord Camera Corp.

 

 

70,445

 

1,750

2

Concord Communications, Inc.

 

 

13,563

 

5,742

2

Concurrent Computer Corp.

 

 

101,203

 

1,327

 

Convergent Communication, Inc.

 

 

5,640

 

380

2

Coolsavings.com, Inc.

 

 

499

 

454

2

Corillian Corp.

 

 

6,470

 

1,881

2

Corsair Communications, Inc.

 

 

11,404

 

954

2

Crossroads Systems, Inc.

 

 

6,618

 

741

2

Cyberoptics Corp.

 

 

17,414

 

2,000

2

Cybersource Corp.

 

 

11,000

 

2,278

2

Cylink Corp.

 

 

9,610

 

3,064

2

Cymer, Inc.

 

 

76,600

 

702

2

Cysive, Inc.

 

 

5,572

 

1,102

2

DSET Corp.

 

 

6,268

 

3,008

2

DSL.net, Inc.

 

 

7,896

 

2,818

2

DSP Group, Inc.

 

 

79,961

 

1,030

2

Daleen Technolgies, Inc.

 

 

10,268

 

1,290

2

Data Return Corp.

 

 

14,835

 

1,746

2

Datastream Systems, Inc.

 

 

21,389

 

1,080

2

Davox Corp.

 

 

10,530

 

905

2

Deltek Systems, Inc.

 

 

5,996

 

3,283

2

Dendrite International, Inc.

 

 

71,405

 

883

2

Digimarc Corp.

 

 

13,190

 

2,996

2

Digital Courier Technologies, Inc.

 

 

8,707

 

2,190

2

Digital Insight Corp.

 

 

42,294

 

2,034

2

Digital River, Inc.

 

 

13,285

 

1,709

2

Documentum, Inc.

 

 

145,265

 

1,156

2

Dot Hill Systems Corp.

 

 

3,974

 

2,590

2

EMCORE Corp.

 

 

106,190

 

2,984

2

ESS Technology, Inc.

 

 

46,252

 

3,894

2

Eclipsys Corp.

 

 

96,133

 

2,261

2

Elantec Semiconductor, Inc.

 

 

251,536

 

964

2

Electric Lightwave, Inc., Class A

 

 

5,543

 

2,166

2

Electroglas, Inc.

 

 

30,459

 

489

2

Embarcadero Technologies, Inc.

 

 

29,554

 

726

2

Emerg Interactive, Inc., Class A

 

 

8,122

 

2,520

2

Epresence, Inc.

 

 

17,798

 

484

2

Eprise Corp.

 

 

1,452

 

4,044

2

Exar Corp.

 

 

180,716

 

1,245

2

Excalibur Technologies Corp.

 

 

73,299

 

3,332

2

Exchange Applications, Inc.

 

 

10,673

 

796

2

Extended Systems, Inc.

 

 

31,044

 

491

2

Extensity, Inc.

 

 

6,260

 

1,796

2

F5 Networks, Inc.

 

 

55,676

 

1,531

2

FEI Co.

 

 

36,266

 

2,690

2

FSI International, Inc.

 

 

25,051

 

2,115

 

FactSet Research Systems

 

 

80,095

 

1,183

 

Fair Isaac & Co., Inc.

 

 

48,503

 

3,637

2

Filenet Corp.

 

 

96,381

 

564

2

Firepond, Inc.

 

 

4,512

 

1,950

2

First Consulting Group, Inc.

 

 

13,041

 

4,165

2

Futurelink Corp.

 

 

7,549

 

516

2

GRIC Communications, Inc.

 

 

2,580

 

1,086

 

Gadzoox Networks, Inc.

 

 

4,005

 

1,443

2

Gasonics International Corp.

 

 

29,491

 

2,862

2

GenRad, Inc.

 

 

26,116

 

3,757

2

General Semiconductor, Inc.

 

 

42,971

 

108

2

Genomic Solutions, Inc.

 

 

1,512

 

1,547

2

Geoworks Corp.

 

 

7,590

 

2,064

 

Gerber Scientific, Inc.

 

 

16,512

 

6,815

2

Glenayre Technologies, Inc.

 

 

56,224

 

1,887

2

Globix Corp.

 

 

19,106

 

1,144

2

GoAmerica, Inc.

 

 

11,941

 

2,744

2

GoTo.com, Inc.

 

 

38,931

 

1,365

2

Great Plains Software, Inc.

 

 

53,150

 

3,475

2

HNC Software

 

 

70,586

 

2,351

 

Helix Technology Corp.

 

 

65,534

 

750

2

Hi/fn, Inc.

 

 

46,313

 

3,416

2

High Speed Access Corp.

 

 

10,035

 

1,920

2

HotJobs.com Ltd.

 

 

30,000

 

2,660

2

Hutchinson Technology, Inc.

 

 

58,354

 

3,492

2

Hyperion Solutions Corp.

 

 

48,888

 

890

2

IBIS Technology Corp.

 

 

33,709

 

1,651

2

IDX Systems Corp.

 

 

52,832

 

974

2

II-VI, Inc.

 

 

20,150

 

1,232

2

IMPSAT Fiber Networks, Inc.

 

 

14,784

 

2,275

2

IMRglobal Corp.

 

 

18,769

 

544

2

IXYS Corp.

 

 

13,770

 

2,864

2

Identix, Inc.

 

 

41,242

 

15,514

 

Ikon Office Solutions, Inc.

 

 

50,421

 

3,803

2

Imation Corp.

 

 

75,347

 

1,404

2

Immersion Corp.

 

 

13,865

 

3,997

2

InFocus Corp.

 

 

176,617

 

1,497

2

Indus International, Inc.

 

 

6,082

 

2,770

2

Informatica Corp.

 

 

261,765

 

2,258

2

Information Architects Corp.

 

 

8,468

 

179

2

Inforte Corp.

 

 

5,482

 

5,820

2

Inprise Corp.

 

 

37,103

 

1,309

2

Integrated Circuit System, Inc.

 

 

17,835

 

2,765

2

Integrated Silicon Solution, Inc.

 

 

36,982

 

8,111

2

Intelect Communications, Inc.

 

 

9,125

 

2,180

 

Inter-Tel, Inc.

 

 

25,206

 

510

2

Interactive Intelligence, Inc.

 

 

18,615

 

4,687

2

Intergraph Corp.

 

 

29,294

 

5,116

2

Interliant, Inc.

 

 

30,696

 

955

 

Interlink Electronics, Inc.

 

 

21,368

 

913

2

Interlogix, Inc.

 

 

11,241

 

5,101

2

Internet Pictures Corp.

 

 

10,919

 

1,165

2

Internet.com Corp.

 

 

24,247

 

6,806

2

Intertrust Technologies Corp.

 

 

68,060

 

3,454

2

Intervoice, Inc.

 

 

33,784

 

2,042

2

Interworld Corp.

 

 

4,467

 

3,720

2

Interwoven, Inc.

 

 

374,790

 

1,774

2

IntraNet Solutions, Inc.

 

 

82,491

 

1,660

2

Intraware, Inc.

 

 

12,139

 

1,633

2

Intrusion.com, Inc.

 

 

16,738

 

28,863

2

Iomega Corp.

 

 

141,717

 

5,870

2

J.D. Edwards & Co.

 

 

151,886

 

2,193

2

JDA Software Group, Inc.

 

 

33,032

 

678

2

JNI Corp.

 

 

60,384

 

2,046

2

Juno Online Services, Inc.

 

 

5,435

 

956

 

Keithley Instruments, Inc.

 

 

51,146

 

2,999

2

Kent Electronics Corp.

 

 

55,856

 

1,718

2

Keynote Systems, Inc.

 

 

41,232

 

1,318

2

Kronos, Inc.

 

 

48,025

 

5,094

2

Kulicke & Soffa Industries

 

 

74,818

 

5,031

2

LTX Corp.

 

 

70,434

 

1,554

2

Lante Corp.

 

 

5,730

 

1,319

2

Latitude Communications, Inc.

 

 

7,584

 

9,258

2

Legato Systems, Inc.

 

 

82,454

 

642

2

Level 8 Systems, Inc.

 

 

6,179

 

1,817

2

Lightbridge, Inc.

 

 

19,419

 

1,528

2

Lightpath Technologies, Inc.

 

 

41,638

 

876

2

Lightspan, Inc.

 

 

2,026

 

469

2

LivePerson, Inc.

 

 

1,085

 

1,258

2

Lodgenet Entertainment

 

 

22,094

 

4,341

2

LookSmart Ltd.

 

 

30,658

 

505

2

Loudeye Technologies, Inc.

 

 

1,925

 

539

2

Luminex Corp.

 

 

14,620

 

1,014

2

MCX Communications, Inc.

 

 

15,844

 

3,568

2

MEMC Electronic Materials

 

 

35,457

 

1,863

2

MICROS Systems Corp.

 

 

36,794

 

579

2

MKS Instruments, Inc.

 

 

10,639

 

2,141

2

MP3.com, Inc.

 

 

7,560

 

5,331

2

MRV Communications, Inc.

 

 

210,575

 

3,432

2

MTI Technology Corp.

 

 

17,804

 

4,518

2

Mail.com, Inc.

 

 

14,684

 

512

2

Manhattan Associates, Inc.

 

 

32,776

 

2,474

2

Manugistics Group, Inc.

 

 

281,881

 

1,505

2

Mapinfo Corp.

 

 

49,195

 

1,557

2

Marimba, Inc.

 

 

9,245

 

400

 

Marketwatch.Com, Inc.

 

 

1,875

 

3,783

2

Mastech Corp.

 

 

19,151

 

618

2

MatrixOne, Inc.

 

 

18,347

 

1,671

2

Mattson Technology, Inc.

 

 

19,634

 

6,731

2

Maxtor Corp.

 

 

52,586

 

682

2

McAfee.com, Corp.

 

 

4,689

 

897

2

Meade Instruments Corp.

 

 

16,426

 

2,500

2

Mechanical Technology, Inc.

 

 

18,750

 

1,092

2

Media 100, Inc.

 

 

10,784

 

1,087

2

MedicaLogic, Inc.

 

 

4,416

 

1,585

2

Medquist, Inc.

 

 

17,831

 

6,825

2

Mentor Graphics Corp.

 

 

159,961

 

2,642

2

Mercator Software, Inc.

 

 

12,054

 

2,247

2

Mercury Computer Systems, Inc.

 

 

69,657

 

2,380

2

MetaCreations Corp.

 

 

23,800

 

1,010

2

Metasolv Software, Inc.

 

 

12,562

 

696

2

Metawave Communications Corp.

 

 

9,222

 

3,786

 

Methode Electronics, Inc., Class A

 

 

142,448

 

2,197

2

Metricom, Inc.

 

 

38,997

 

2,799

2

MicroStrategy, Inc.

 

 

67,001

 

3,737

2

Micron Electronics, Inc.

 

 

29,546

 

1,102

2

Microsemi Corp.

 

 

44,080

 

1,671

2

Molecular Devices Corp.

 

 

114,255

 

3,581

2

Motient Corp.

 

 

43,420

 

1,782

2

Multex.com, Inc.

 

 

23,055

 

3,788

2

Mynd Corp.

 

 

48,297

 

3,805

2

NBC Internet, Inc., Class A

 

 

23,543

 

681

2

NETsilicon, Inc.

 

 

9,662

 

980

2

NHancement Technologies, Inc.

 

 

24,745

 

3,758

2

NX Networks, Inc.

 

 

10,687

 

2,300

2

NYFIX, Inc.

 

 

90,850

 

523

2

Nanometrics, Inc.

 

 

12,029

 

3,521

 

National Data Corp.

 

 

134,238

 

1,832

2

National Information Consortium, Inc.

 

 

6,183

 

3,846

2

Natural Microsystems Corp.

 

 

173,791

 

1,484

2

Neoforma.com, Inc.

 

 

2,551

 

463

2

Neon Systems, Inc.

 

 

3,270

 

1,432

2

Net Perceptions, Inc.

 

 

4,744

 

498

2

Net.Genesis Corp.

 

 

1,743

 

516

2

NetGuru, Inc.

 

 

2,580

 

2,562

2

NetIQ Corp.

 

 

220,652

 

1,179

2

NetObjects, Inc.

 

 

3,463

 

1,523

2

NetScout Systems, Inc.

 

 

28,461

 

666

2

NetSolve, Inc.

 

 

4,995

 

3,884

2

NetZero, Inc.

 

 

5,705

 

2,819

2

Netegrity, Inc.

 

 

219,882

 

5,636

2

Netmanage, Inc.

 

 

7,221

 

1,562

2

Netopia, Inc.

 

 

16,987

 

806

2

Netpliance, Inc.

 

 

1,461

 

3,643

2

Netro Corp.

 

 

79,463

 

335

2

Netsol International, Inc.

 

 

2,973

 

1,760

2

Network Access Solutions Corp.

 

 

4,785

 

2,339

2

Network Equipment Technologies, Inc.

 

 

22,221

 

1,573

2

Network Peripherals, Inc.

 

 

17,106

 

2,704

2

New Era of Networks, Inc.

 

 

42,081

 

993

2

Niku Corp.

 

 

15,640

 

1,445

2

Novadigm, Inc.

 

 

14,450

 

518

2

Nuance Communications, Inc.

 

 

44,678

 

637

2

Numerical Technologies, Inc.

 

 

13,059

 

2,233

2

ONYX Software Corp.

 

 

35,449

 

585

2

OTG Software, Inc.

 

 

18,428

 

4,710

2

Oak Technology, Inc.

 

 

132,174

 

2,081

2

Objective Systems Integrator

 

 

18,729

 

2,169

2

On2.com, Inc.

 

 

4,945

 

909

2

Onvia.com, Inc.

 

 

2,386

 

3,783

2

Open Market, Inc.

 

 

12,531

 

774

2

Opus360 Corp.

 

 

1,258

 

1,076

2

Osicom Technologies, Inc.

 

 

34,432

 

8,236

2

P-COM, Inc.

 

 

46,328

 

1,381

2

PC-Tel, Inc.

 

 

23,822

 

1,658

2

PLX Technology, Inc.

 

 

39,792

 

2,213

2

PRI Automation, Inc.

 

 

50,069

 

1,348

2

Packard BioScience Co.

 

 

21,737

 

1,761

2

Packeteer, Inc.

 

 

43,805

 

1,757

2

Paradyne Networks, Inc.

 

 

7,028

 

380

2

Pec Solutions, Inc.

 

 

2,613

 

2,184

2

Pericom Semiconductor Corp.

 

 

57,876

 

6,185

2

Perot Systems Corp.

 

 

61,463

 

1,119

2

Persistance Software, Inc.

 

 

13,148

 

2,132

2

Pharmacopedia, Inc.

 

 

38,909

 

2,578

2

Phoenix Technology, Ltd.

 

 

41,409

 

1,199

2

Photon Dynamics, Inc.

 

 

43,164

 

2,624

2

Photronics, Inc.

 

 

59,204

 

4,914

2

Pinnacle Systems, Inc.

 

 

62,039

 

3,379

 

Pioneer Standard Electronics, Inc.

 

 

46,884

 

641

2

Pixelworks, Inc.

 

 

21,353

 

5,174

2

Plantronics, Inc.

 

 

236,064

 

4,774

 

Polaroid Corp.

 

 

48,038

 

2,892

2

Power Integrations, Inc.

 

 

38,861

 

485

2

Predictive Systems, Inc.

 

 

6,729

 

444

2

Preview Systems, Inc.

 

 

2,248

 

1,328

2

Primus Knowledge Solutions, Inc.

 

 

10,790

 

1,590

2

ProBusiness Services, Inc.

 

 

51,973

 

561

2

Procom Technology, Inc.

 

 

12,728

 

2,187

2

Prodigy Communications Corp.

 

 

9,568

 

3,614

2

Progress Software Corp.

 

 

57,146

 

1,458

2

Project Software & Development, Inc.

 

 

18,954

 

2,698

2

Proxim, Inc.

 

 

163,566

 

3,464

2

Puma Technology, Inc.

 

 

46,981

 

2,278

2

PurchasePro.com, Inc.

 

 

61,506

 

1,316

2

QRS Corp.

 

 

11,104

 

8,434

2

Quantum Corp. - Hard Disk Drive

 

 

96,464

 

2,137

2

QuickLogic Corp.

 

 

18,966

 

1,863

2

Quintus Corp.

 

 

13,914

 

2,368

2

Quokka Sports, Inc.

 

 

7,252

 

3,971

2

REMEC, Inc.

 

 

118,385

 

1,549

2

RadiSys Corp.

 

 

41,049

 

1,752

2

Radiant Systems, Inc.

 

 

32,303

 

2,262

2

Rainbow Technologies, Inc.

 

 

56,267

 

1,575

2

Ramp Networks, Inc.

 

 

2,953

 

3,057

2

Rare Medium Group, Inc.

 

 

14,139

 

1,172

2

Razorfish, Inc.

 

 

5,274

 

2,777

2

Remedy Corp.

 

 

47,556

 

5,045

2

Retek, Inc.

 

 

198,962

 

6,542

2

Rhythms NetConnections, Inc.

 

 

14,311

 

3,770

2

Robotic Vision Systems, Inc.

 

 

20,617

 

578

2

Rudolph Technologies, Inc.

 

 

22,542

 

9,759

2

S3, Inc.

 

 

88,136

 

3,168

2

SAGA Systems, Inc.

 

 

17,028

 

1,196

2

SBS Technologies, Inc.

 

 

30,797

 

1,427

2

SCM Microsystems, Inc.

 

 

54,226

 

1,658

2

SERENA Software, Inc.

 

 

84,351

 

916

2

SPSS, Inc.

 

 

20,610

 

1,528

2

SVI Holdings, Inc.

 

 

6,937

 

447

2

Saba Software, Inc.

 

 

10,477

 

1,570

2

Sagent Technology, Inc.

 

 

4,023

 

1,545

2

SalesLogix Corp.

 

 

14,195

 

1,425

2

Sanchez Computer Associates

 

 

22,889

 

1,792

2

Savvis Communication Corp.

 

 

6,944

 

2,101

2

SciQuest.com, Inc.

 

 

9,389

 

411

2

Scientific Learning Corp.

 

 

2,299

 

1,803

2

SeaChange International, Inc.

 

 

39,666

 

2,652

2

Secure Computing Corp.

 

 

60,996

 

495

2

Selectica, Inc.

 

 

13,056

 

1,643

2

Semitool, Inc.

 

 

21,462

 

600

2

Sequenom, Inc.

 

 

19,425

 

467

2

Sequoia Software Corp.

 

 

2,335

 

20,094

2

Silicon Graphics, Inc.

 

 

90,423

 

3,406

2

Silicon Image, Inc.

 

 

40,021

 

3,574

2

Silicon Valley Group, Inc.

 

 

117,719

 

1,218

2

SilverStream Software, Inc.

 

 

27,405

 

51

2

Simione Central Holdings, Inc.

 

 

172

 

2,384

2

Sipex Corp.

 

 

93,870

 

509

2

Siti-Sites.com, Inc.

 

 

97

 

650

2

SmartDisk Corp.

 

 

3,331

 

378

2

SmartServ Online, Inc.

 

 

7,324

 

3,082

2

SoftNet Systems, Inc.

 

 

14,254

 

489

2

Software Technologies Corp.

 

 

8,313

 

3,074

 

Somera Communications

 

 

34,583

 

1,089

2

Sonic Foundry, Inc.

 

 

6,942

 

2,464

2

Sonicwall, Inc.

 

 

36,806

 

1,227

2

SpectraLink Corp.

 

 

9,126

 

2,681

2

SpeedFam-IPEC, Inc.

 

 

25,470

 

1,927

2

Sportsline USA, Inc.

 

 

16,500

 

1,522

2

Standard Microsystems Corp.

 

 

36,528

 

390

 

Stanford Microdevices, Inc.

 

 

9,774

 

4,928

2

StarBase Corp.

 

 

25,102

 

3,940

2

Starmedia Network, Inc.

 

 

24,133

 

10,037

2

Storage Technology Corp.

 

 

97,861

 

3,829

2

Structural Dynamics Research Corp.

 

 

39,487

 

831

2

Supertex, Inc.

 

 

23,580

 

2,500

2

Sykes Enterprises, Inc.

 

 

13,438

 

2,465

2

Symmetricom, Inc.

 

 

31,422

 

565

2

Syntel, Inc.

 

 

5,332

 

3,494

2

Systems & Computer Technology Corp.

 

 

50,445

 

2,022

2

THQ, Inc.

 

 

41,451

 

2,879

2

Take-Two Interactive Software, Inc.

 

 

35,808

 

1,366

2

Tanning Technology Corp.

 

 

7,364

 

4,682

2

Technology Solutions Corp.

 

 

11,120

 

1,746

2

TelCom Semiconductor, Inc.

 

 

24,553

 

387

2

Telaxis Communications Corp.

 

 

1,729

 

1,180

2

Telocity, Inc.

 

 

3,393

 

1,702

 

Telxon Corp.

 

 

38,189

 

1,464

2

TenFold Corp.

 

 

6,314

 

1,238

2

Therma-Wave, Inc.

 

 

25,379

 

1,302

2

Tollgrade Communications, Inc.

 

 

124,667

 

3,541

2

Transaction Systems Architects, Inc., Class A

 

 

47,804

 

1,617

2

Travelocity.com, Inc.

 

 

22,840

 

1,435

2

TriZetto Group, Inc.

 

 

28,700

 

1,812

2

Tricord Systems, Inc.

 

 

29,898

 

2,488

2

Trimble Navigation Ltd.

 

 

59,090

 

1,020

2

Tumbleweed Communications Corp.

 

 

17,468

 

1,640

2

Tut Systems, Inc.

 

 

54,530

 

1,844

2

U.S. Interactive, Inc.

 

 

1,844

 

1,357

2

U.S. Wireless Corp.

 

 

20,864

 

4,583

2

UNOVA, Inc.

 

 

22,056

 

487

2

Ulticom, Inc.

 

 

23,254

 

2,243

2

Ultratech Stepper, Inc.

 

 

52,711

 

522

2

Unigraphics Solutions, Inc.

 

 

9,592

 

1,390

2

Universal Display Corp.

 

 

23,978

 

326

2

Uproar Ltd.

 

 

672

 

1,307

2

VASCO Data Security International, Inc.

 

 

16,583

 

1,609

2

VIA NET.WORKS, Inc.

 

 

11,917

 

452

2

ValueClick, Inc.

 

 

1,893

 

3,446

2

Varian Semiconductor Equipment Associates, Inc.

 

 

79,258

 

3,460

2

Varian, Inc.

 

 

106,611

 

2,541

2

Veeco Instruments, Inc.

 

 

168,222

 

3,102

2

Verity, Inc.

 

 

72,897

 

379

2

Versata, Inc.

 

 

6,254

 

3,023

2

Vertel Corp.

 

 

16,060

 

1,209

2

Vertex Interactive, Inc.

 

 

18,135

 

1,924

2

ViaLink Co.

 

 

13,829

 

1,674

2

ViaSat, Inc.

 

 

36,828

 

1,232

2

Viador, Inc.

 

 

5,698

 

4,089

2

Viant Corp.

 

 

24,278

 

3,295

2

Visual Networks, Inc.

 

 

12,150

 

778

2

Vyyo, Inc.

 

 

17,213

 

2,073

2

WESCO International, Inc.

 

 

17,361

 

1,251

2

Watchguard Technologies, Inc.

 

 

62,550

 

4,905

2

Wave Systems Corp.

 

 

56,714

 

1,430

2

WebTrends Corp.

 

 

45,961

 

388

2

Websense, Inc.

 

 

6,984

 

2,973

2

Westell Technologies, Inc., Class A

 

 

16,352

 

17,065

2

Western Digital Corp.

 

 

102,390

 

1,589

2

White Electronic Designs Corp.

 

 

15,195

 

2,357

2

Wink Communications, Inc.

 

 

24,159

 

6,572

2

World Access, Inc.

 

 

32,039

 

1,390

2

WorldGate Communications, Inc.

 

 

25,976

 

1,806

 

X-Rite, Inc.

 

 

12,191

 

2,827

2

Xircom, Inc.

 

 

39,931

 

909

2

Xpedior, Inc.

 

 

1,704

 

3,447

2

Xybernaut Corp.

 

 

16,266

 

2,731

2

Zebra Technologies Corp., Class A

 

 

119,652

 

1,739

2

Zoran Corp.

 

 

87,167

 

1,421

2

Zygo Corp.

 

 

70,340

 

4,219

2

e-MedSoft.com

 

 

6,329

 

553

2

eBenX, Inc.

 

 

6,601

 

2,577

2

eGain Communications Corp.

 

 

16,751

 

4,970

2

eLoyalty Corp.

 

 

47,836

 

2,123

2

eMachines, Inc.

 

 

2,189

 

2,721

2

eXcelon Corp.

 

 

22,108

 

2,166

2

iVillage, Inc.

 

 

5,144

 

4,438

2

iXL Enterprises, Inc.

 

 

11,372

 

 



 

 

 

TOTAL

 

 

18,529,824

 

 



 

 

 

Transportation--1.8%

 

 

 

 

6,194

2

AirTran Holdings, Inc.

 

 

27,486

 

5,166

 

Airborne Freight Corp.

 

 

52,306

 

2,651

2

Alaska Air Group, Inc.

 

 

68,760

 

4,259

 

Alexander and Baldwin, Inc.

 

 

106,209

 

3,553

2

America West Holdings Corp., Class B

 

 

35,308

 

1,048

2

American Classic Voyages

 

 

14,476

 

2,371

2

American Freightways Corp.

 

 

38,232

 

1,684

2

Arkansas Best Corp.

 

 

26,944

 

2,135

 

Arnold Industries, Inc.

 

 

37,496

 

1,819

2

Atlantic Coast Airlines Holdings

 

 

65,029

 

1,670

2

Atlas Air, Inc.

 

 

60,538

 

5,220

 

CNF Transportation, Inc.

 

 

139,309

 

1,017

2

Cheap Tickets, Inc.

 

 

10,806

 

5,200

2

Cyber-Care, Inc.

 

 

25,513

 

2,942

2

EGL, Inc.

 

 

83,847

 

674

2

Expedia, Inc.

 

 

8,636

 

1,501

2

Forward Air Corp.

 

 

61,729

 

2,208

2

Fritz Companies, Inc.

 

 

17,940

 

1,874

2

Frontier Airlines, Inc.

 

 

44,039

 

1,593

2

Heartland Express, Inc.

 

 

27,678

 

615

2

Hotel Reservations Network, Inc., Class A

 

 

21,525

 

1,849

 

Hunt (J.B.) Transportation Services, Inc.

 

 

24,153

 

2,635

2

Kirby Corp.

 

 

48,583

 

722

2

Knight Transportation, Inc.

 

 

11,462

 

956

2

Landstar System, Inc.

 

 

45,171

 

933

2

M.S. Carriers, Inc.

 

 

14,578

 

3,422

2

Mesa Air Group, Inc.

 

 

20,104

 

1,271

2

Mesaba Holdings, Inc.

 

 

13,743

 

1,535

2

Midwest Express Holdings, Inc.

 

 

29,165

 

2,706

 

Overseas Shipholding Group, Inc.

 

 

64,944

 

1,461

 

RPC Energy Services, Inc.

 

 

18,171

 

1,284

 

Roadway Express, Inc.

 

 

26,402

 

5,026

 

Rollins Truck Leasing Corp.

 

 

26,387

 

6,362

 

Ryder Systems, Inc.

 

 

125,650

 

2,549

 

SkyWest, Inc.

 

 

128,725

 

4,594

2

Swift Transportation Co.

 

 

65,465

 

2,632

2

Trico Marine Services, Inc.

 

 

43,757

 

2,833

 

USFreightways Corp.

 

 

72,950

 

2,956

 

Werner Enterprises, Inc.

 

 

41,384

 

2,935

 

Westinghouse Air Brake, Co.

 

 

29,717

 

5,279

2

Wisconsin Central Transportation Corp.

 

 

67,637

 

2,603

2

Yellow Corp.

 

 

46,854

 

 



 

 

 

TOTAL

 

 

1,938,808

 

 



 

 

 

Utilities--4.0%

 

 

 

 

5,768

 

AGL Resources, Inc.

 

 

117,523

 

7,939

 

Allete

 

 

171,185

 

1,053

 

American States Water Co.

 

 

32,840

 

3,409

 

Atmos Energy Corp.

 

 

78,833

 

4,985

 

Avista Corp.

 

 

111,851

 

4,082

2

Azurix Corp.

 

 

25,513

 

2,436

 

Black Hills Corp.

 

 

76,125

 

1,804

 

CH Energy Group, Inc.

 

 

71,033

 

1,427

 

California Water Service Group

 

 

38,440

 

1,152

 

Cascade Natural Gas Corp.

 

 

21,240

 

2,440

 

Cleco Corp.

 

 

116,053

 

9,412

 

Conectiv, Inc.

 

 

168,828

 

937

 

E'Town Corp.

 

 

63,130

 

5,815

2

El Paso Electric Co.

 

 

69,722

 

1,861

 

Empire Distribution Electric Co.

 

 

51,526

 

2,868

 

Energen Corp.

 

 

82,097

 

316

 

EnergyNorth, Inc.

 

 

19,355

 

3,481

 

Hawaiian Electric Industries, Inc.

 

 

114,655

 

3,981

 

Idacorp, Inc.

 

 

196,313

 

6,593

 

Kansas City Power And Light Co.

 

 

158,644

 

1,997

 

Laclede Gas Co.

 

 

43,684

 

6,722

 

MDU Resources Group, Inc.

 

 

196,619

 

1,742

 

Madison Gas & Electric Co.

 

 

37,889

 

1,149

 

Midcoast Energy Resources, Inc.

 

 

23,267

 

1,335

 

NUI Corp.

 

 

41,635

 

1,881

 

New Jersey Resources Corp.

 

 

75,122

 

2,696

 

Northwest Natural Gas Co.

 

 

63,188

 

2,500

 

Northwestern Corp.

 

 

55,313

 

8,313

 

OGE Energy Corp.

 

 

170,936

 

3,079

 

ONEOK, Inc.

 

 

122,005

 

2,571

 

Otter Tail Power Co.

 

 

57,044

 

3,760

 

Peoples Energy Corp.

 

 

129,250

 

3,669

 

Philadelphia Suburban Corp.

 

 

85,992

 

3,356

 

Piedmont Natural Gas, Inc.

 

 

102,358

 

3,723

 

Public Service Co. New Mexico

 

 

102,615

 

3,779

 

RGS Energy Group, Inc.

 

 

111,481

 

194

 

SJW Corp.

 

 

23,062

 

1,907

 

Semco Energy, Inc.

 

 

29,559

 

8,366

 

Sierra Pacific Resources

 

 

143,791

 

1,182

 

South Jersey Industries, Inc.

 

 

34,426

 

3,368

2

Southern Union Co.

 

 

63,361

 

3,378

 

Southwest Gas Corp.

 

 

70,516

 

2,683

 

Southwestern Energy Co.

 

 

21,464

 

2,888

 

UGI Corp.

 

 

66,966

 

1,565

 

UIL Holdings Corp.

 

 

73,262

 

3,206

 

UniSource Energy Corp.

 

 

47,890

 

6,537

 

Vectren Corp.

 

 

151,168

 

2,822

 

WPS Resources Corp.

 

 

90,833

 

4,925

 

Washington Gas Light Co.

 

 

125,588

 

2,087

 

Western Gas Resources, Inc.

 

 

45,784

 

7,435

 

Western Resources, Inc.

 

 

158,923

 

 



 

 

 

TOTAL

 

 

4,349,897

 

 



 

 

 

TOTAL COMMON STOCKS (IDENTIFIED COST $89,633,388)

 

 

96,407,000

 

 



 

 

 

PREFERRED STOCKS--0.0%

 

 

 

 

 

 

Consumer Staples--0.0%

 

 

 

 

1

 

Corrections Corp. America, Conv. Pfd., Series B, $6.75

 

 

11

 

 



 

 

 

TOTAL PREFERRED STOCKS (IDENTIFIED COST $12)

 

 

11

 

 



Principal
Amount
or Shares

 

   

 

   

Value

 

 

 

SHORT-TERM U.S. GOVERNMENT OBLIGATION--0.6%3

 

 

 

$

700,000

 

United States Treasury Bill, 1/18/2001 (IDENTIFIED COST $691,006)

 

$

691,006

 

 



 

 

 

MUTUAL FUND--13.4%

 

 

 

 

14,393,655

 

Prime Value Obligations Fund, IS Shares (AT NET ASSET VALUE)

 

 

14,393,655

 

 



 

 

 

Total Investments (identified cost $104,718,061)4

 

$

111,491,672

 

 



 

</R>

<R>

1 The Fund purchases Index futures contracts to efficiently manage cash flows resulting from shareholder purchases and redemptions, dividend and capital gain payments to shareholders and corporate actions while maintaining exposure to the Index and minimizing trading costs. The total market value of open Index futures contracts is $10,010,000 at October 31, 2000, which represents 9.3% of net assets. Taking into consideration these open Index futures contracts, the Fund's effective total exposure to the Index is 98.9%.

2 Non-income producing security.

3 Represents a security held as collateral which is used to ensure the Fund is able to satisfy the obligations of its outstanding long futures contracts.

4 The cost of investments for federal tax purposes amounts to $106,725,961. The net unrealized appreciation of investments on a federal tax basis amounts to $4,765,711 which is comprised of $23,421,233 appreciation and $18,655,522 depreciation at October 31, 2000.

Note: The categories of investments are shown as a percentage of net assets ($107,565,819) at October 31, 2000.

The following acronyms are used throughout this portfolio:

</R>

ADR --American Depositary Receipt
REIT --Real Estate Investment Trust

<R>

See Notes which are an integral part of the Financial Statements

 

Statement of Assets and Liabilities

OCTOBER 31, 2000
Assets:                
Total investments in securities, at value (identified cost $104,718,061 and tax cost $106,725,961)         $ 111,491,672
Cash           1,426,534
Income receivable           63,656
Receivable for investments sold           581,935
Receivable for shares sold           1,344,773
Receivable for daily variation margin           269,085
         

TOTAL ASSETS           115,177,655
         

Liabilities:            
Payable for investments purchased   $ 7,475,455      
Payable for shares redeemed     135,511      
Accrued expenses     870      
   

     
TOTAL LIABILITIES           7,611,836
         

Net Assets for 7,690,593 shares outstanding         $ 107,565,819
         

Net Assets Consist of:            
Paid in capital         $ 88,498,807
Net unrealized appreciation of investments and futures contracts           6,020,867
Accumulated net realized gain on investments and futures contracts           12,868,294
Undistributed net investment income           177,851
         

TOTAL NET ASSETS         $ 107,565,819
         

Net Asset Value, Offering Price and Redemption Proceeds Per Share            
Institutional Shares:            
Net Asset Value, Offering Price and Redemption Proceeds Per Share
($101,329,662÷7,242,290 shares outstanding)
          $13.99
         

Class C Shares:            
Net Asset Value and Offering Price Per Share
($6,236,157 ÷ 448,303 shares outstanding)
          $13.91
         

Redemption Proceeds Per Share (99.00/100 of $13.91)1           $13.77
         

1 See "What do Shares Cost?" in the Prospectus.

See Notes which are an integral part of the Financial Statements

Statement of Operations

YEAR ENDED OCTOBER 31, 2000
Investment Income:                              
Dividends (net of foreign taxes withheld of $680)                   $ 1,352,451  
Interest                     584,908  
                   


TOTAL INCOME                     1,937,359  
                   


Expenses:                        
Management fee           $ 535,355          
Custodian fees             45,164          
Transfer and dividend disbursing agent fees and expenses             98,133          
Directors'/Trustees' fees             4,485          
Auditing fees             12,199          
Legal fees             3,008          
Portfolio accounting fees             97,463          
Distribution services fee--Class C Shares             41,778          
Shareholder services fee--Institutional Shares             253,751          
Shareholder services fee--Class C Shares             13,926          
Share registration costs             36,445          
Printing and postage             56,306          
Insurance premiums             1,321          
Miscellaneous             5,722          
           


       
TOTAL EXPENSES             1,205,056          
           


       
Waivers and Reimbursements:                        
Waiver of shareholder services fee--Institutional Shares   $ (131,951 )                
Reimbursement of management fee     (334 )                
   


               
TOTAL WAIVERS AND EXPENSE REDUCTIONS             (132,285 )        
           


       
Net expenses                     1,072,771  
                   


Net investment income                     864,588  
                   


Realized and Unrealized Gain (Loss) on Investments and Futures Contracts:  

 

 

   

 

 

   

 

 

 
Net realized gain on investments and futures contracts                     19,585,195  
     


Net change in unrealized depreciation of investments and futures contracts

      (3,942,494 )
     


Net realized and unrealized gain on investments and futures contracts

      15,642,701  
                   


Change in net assets resulting from operations                   $ 16,507,289  
                   


See Notes which are an integral part of the Financial Statements

Statement of Changes in Net Assets

 
Year Ended October 31         2000             1999    
Increase (Decrease) in Net Assets                
Operations:                

Net investment income

  $ 864,588     $ 863,552  

Net realized gain (loss) on investments and futures contracts ($19,685,980 and $11,177,834, respectively, as computed for federal tax purposes)

    19,585,195       10,152,390  

Net change in unrealized appreciation/depreciation of investments and futures contracts

    (3,942,494 )     3,230,965  
   


 


CHANGE IN NET ASSETS RESULTING FROM OPERATIONS

    16,507,289       14,246,907  
   


 


Distributions to Shareholders:                

Distributions from net investment income

               

Institutional Shares

    (686,737 )     (962,809 )

Class C Shares

    --       (1,640 )

Distributions from net realized gains on investments and futures contracts

               

Institutional Shares

    (10,712,667 )     (7,701,941 )

Class C Shares

    (449,824 )     (77,652 )
   


 


CHANGE IN NET ASSETS RESULTING FROM DISTRIBUTIONS TO SHAREHOLDERS

    (11,849,228 )     (8,744,042 )
   


 


Share Transactions:                

Proceeds from sale of shares

    258,138,689       247,992,067  

Net asset value of shares issued to shareholders in payment of distributions declared

    7,694,804       5,642,185  

Cost of shares redeemed

    (264,412,200 )     (277,245,957 )
   


 


CHANGE IN NET ASSETS RESULTING FROM SHARE TRANSACTIONS

    1,421,293       (23,611,705 )
   


 


Change in net assets

    6,079,354       (18,108,840 )
   


 


Net Assets:                

Beginning of period

    101,486,465       119,595,305  
   


 


                 
End of period (including undistributed net investment income of $177,851 and $0, respectively)   $ 107,565,819     $ 101,486,465  

 

 


 


See Notes which are an integral part of the Financial Statements

Notes to Financial Statements

OCTOBER 31, 2000

ORGANIZATION

Federated Index Trust (the "Trust") is registered under the Investment Company Act of 1940, as amended (the "Act") as an open-end, management investment company. The Trust consists of three portfolios. The financial statements included herein are only those of Federated Mini-Cap Fund (the "Fund"), a diversified portfolio. The financial statements of the other portfolios are presented separately. The assets of each portfolio are segregated and a shareholder's interest is limited to the portfolio in which shares are held. The Fund offers two classes of shares: Institutional Shares and Class C Shares. The investment objective of the Fund is to provide investment results that generally correspond to the aggregate price and dividend performance of approximately 2,000 publicly traded common stocks that are ranked in terms of capitalization below the top 1,000 stocks that comprise the large and mid-range capitalization sector of the United States equity market. This group of stocks is known as the Russell 2000® Index.

SIGNIFICANT ACCOUNTING POLICIES

The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of its financial statements. These policies are in conformity with generally accepted accounting principles.

Investment Valuation

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 60 days or less at the time of purchase may be valued at amortized cost, which approximates fair market value. Investments in other open-end regulated investment companies are valued at net asset value.

Repurchase Agreements

It is the policy of the Fund 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 Fund 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.

The Fund will only enter into repurchase agreements with banks and other recognized financial institutions, such as broker/dealers, which are deemed by the Fund's manager 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 Fund could receive less than the repurchase price on the sale of collateral securities. The Fund, along with other affiliated investment companies, may utilize a joint trading account for the purpose of entering into one or more repurchase agreements.

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. Non-cash dividends included in dividend income, if any, are recorded at fair value. The Fund offers multiple classes of shares, which differ in their respective distribution and service fees. All shareholders bear the common expenses of the Fund based on average daily net assets of each class, without distinction between share classes. Dividends are declared separately for each class. No class has preferential dividend rights; differences in per share dividend rates are generally due to differences in separate class expenses.

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 tax equalization accounting. The following reclassifications have been made to the financial statements.

Increase (Decrease)

       
Paid In capital     Accumulated net realized
gain on investments and
futures contracts
$5,500,000   $(5,500,000)

Net investment income, net realized gains/losses, and net assets were not affected by this reclassification.

Federal Taxes

It is the Fund'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 provision for federal tax is necessary. Withholding taxes on foreign interest and dividends have been provided for in accordance with the applicable country's tax rules and rates.

When-Issued and Delayed Delivery Transactions

The Fund may engage in when-issued or delayed delivery transactions. The Fund 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. Losses may occur on these transactions due to changes in market conditions or the failure of counterparties to perform under the contract.

Futures Contracts

The Fund purchases stock index futures contracts to manage cashflows, enhance yield, and to potentially reduce transaction costs. Upon entering into a stock index futures contract with a broker, the Fund is required to deposit in a segregated account a specified amount of cash or U.S. government securities. Futures contracts are valued daily and unrealized gains or losses are recorded in a "variation margin" account. Daily, the Fund receives from or pays to the broker a specified amount of cash based upon changes in the variation margin account. When a contract is closed, the Fund recognizes a realized gain or loss. For the fiscal year ended October 31, 2000, the Fund had realized gains on future contracts of $2,047,768. Futures contracts have market risks, including the risk that the change in the value of the contract may not correlate with changes in the value of the underlying securities.

At October 31, 2000, the Fund had outstanding futures contracts as set forth below:

Expiration Date     Contracts to Receive     Position     Unrealized
Depreciation
December 2000   40 Russell 2000 Index Futures   Long   $(752,744)

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 a trade date basis.

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) for each class of shares.

Transactions in shares were as follows:

Year Ended October 31  

2000

   

 

1999

   

Institutional Shares:

   

Shares

   

   

   

Amount

   

   

Shares

   

   

   

Amount

   

Shares sold

  17,100,852     $ 247,960,454     17,708,794     $ 240,783,432  

Shares issued to shareholders in payment of distributions declared

  549,532       7,271,075     436,951       5,570,929  

Shares redeemed

  (17,543,527 )     (255,740,183 )   (20,110,830 )     (273,043,177 )
   

 


 

 


NET CHANGE RESULTING FROM INSTITUTIONAL SHARE TRANSACTIONS

  106,857     $ (508,654 )   (1,965,085 )   $ (26,688,816 )
   

 


 

 


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Year Ended October 31  

2000

   

 

1999

   

Class C Shares:

   

Shares

   

   

   

Amount

   

   

Shares

   

   

   

Amount

   

Shares sold

  701,709     $ 10,178,235     536,474     $ 7,208,635  

Shares issued to shareholders in payment of distributions declared

  32,345       423,729     5,613       71,256  

Shares redeemed

  (598,643 )     (8,672,017 )   (313,903 )     (4,202,780 )
   

 


 

 


NET CHANGE RESULTING FROM CLASS C SHARE TRANSACTIONS

  135,411     $ 1,929,947     228,184     $ 3,077,111  
   

 


 

 


NET CHANGE RESULTING FROM SHARE TRANSACTIONS   242,268     $ 1,421,293     (1,736,901 )   $ (23,611,705 )

 

 

 


 

 


MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES

Management Fee

Federated Investment Management Company, the Fund's manager (the "Manager"), receives for its services an annual investment management fee equal to 0.50% of the Fund's average daily net assets. Under the terms of a sub-management agreement between the Manager and Northern Trust Quantitative Advisors, Inc. (the "Sub-Manager"), the Sub-Manager receives an annual fee from the Manager equal to 0.065% of the Fund's average daily net assets.

Pursuant to an Exemptive Order issued by the Securities and Exchange Commission, the Fund may invest in Prime Value Obligations Fund, which is managed by the Manager. The Manager has agreed to reimburse certain investment management fees as a result of these transactions.

Distribution Services Fee

The Fund has adopted a Distribution Plan (the "Plan") pursuant to Rule 12b-1 under the Act. Under the terms of the Plan, the Fund will compensate Federated Securities Corp. ("FSC"), the principal distributor, from the net assets of the Fund to finance activities intended to result in the sale of the Fund's Class C Shares. The Plan provides that the Fund may incur distribution expenses up to 0.75% of the average daily net assets of Class C Shares annually, to compensate FSC.

Shareholder Services Fee

Under the terms of a Shareholder Services Agreement with Federated Shareholder Services Company ("FSSC"), the Fund will pay FSSC up to 0.25% of average daily net assets of the Fund 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

Federated Services Company ("FServ"), through its subsidiary FSSC, serves as transfer and dividend disbursing agent for the Fund. The fee paid to FSSC is based on the size, type, and number of accounts and transactions made by shareholders.

Portfolio Accounting Fee

FServ maintains the Fund's accounting records for which it receives a fee. The fee is based on the level of the Fund'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 (and in-kind contributions), for the fiscal year ended October 31, 2000, were as follows:

Purchases     $ 54,098,030
Sales   $ 59,184,064

Report of Ernst & Young LLP, Independent Auditors

TO THE BOARD OF TRUSTEES OF FEDERATED INDEX TRUST AND SHAREHOLDERS OF FEDERATED MINI-CAP FUND:

We have audited the accompanying statement of assets and liabilities, including the portfolios of investments of the Federated Mini-Cap Fund (one of the portfolios constituting the Federated Index Trust) as of October 31, 2000, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated therein. These financial statements and financial highlights are the responsibility of the Funds' 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 auditing standards generally accepted in the United States. 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 financial statements. Our procedures included confirmation of securities owned as of October 31, 2000, by correspondence with the custodian and brokers, or by other appropriate auditing procedures where replies from the 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 the Federated Mini-Cap Fund of the Federated Index Trust at October 31, 2000, 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 periods indicated therein, in conformity with accounting principles generally accepted in the United States.

/s/ Ernst & Young LLP

Boston, Massachusetts
December 15, 2000



A Statement of Additional Information (SAI) dated December 31, 2000, is incorporated by reference into this prospectus. Additional information about the Fund and its investments is contained in the Fund's SAI, Annual and Semi-Annual Reports to shareholders as they become available. The Annual Report's Management's Discussion of Fund Performance discusses market conditions and investment strategies that significantly affected the Fund's performance during its last fiscal year. To obtain the SAI, Annual Report, Semiannual Report and other information without charge, and to 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 writing to or visiting the SEC's Public Reference Room in Washington, DC. You may also access Fund information from the EDGAR Database on the SEC's Internet site at http://www.sec.gov. You can purchase copies of this information by contacting the SEC by email at publicinfo@sec.gov or by writing to the SEC's Public Reference Section, Washington, DC 20549-0102. Call 1-202-942-8090 for information on the Public Reference Room's operations and copying fees.

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FEDERATED World-Class Investment Manager®

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Federated Mini-Cap Fund

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Federated Investors Fund
5800 Corporate Drive
Pittsburgh, PA 15237-7000
1-800-341-7400
www.federatedinvestors.com

Federated Securities Corp., Distributor

Investment Company Act File No. 811-6061

Cusip 31420E601

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G01169-01 (12/00)

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Federated is a registered mark of Federated Investors, Inc.
2000 (c)Federated Investors, Inc.




APPENDIX

RISK/RETURN BAR CHART

Federated Max-Cap Fund (Institutional Shares)

The graphic presentation displayed here consists of a bar chart representing the annual total returns of Federated Max Cap Fund's Institutional Shares as of the calendar year-end for each of nine years.

The 'y' axis reflects the "% Total Return" beginning with "0" and increasing in increments of 10% up to 40%.

The 'x' axis represents calculation periods from the earliest first full calendar year-end of the Fund's start of business through the calendar year ended December 31, 1999. The light gray shaded chart features nine 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's Institutional Shares for each calendar year is stated directly at the top of each respective bar, for the calendar years 1991 through 1999. The percentages noted are: 30.01%, 7.22%, 9.52%, 1.22%, 36.63%, 22.75%, 32.69%, 28.27% and 20.42%


APPENDIX

RISK/RETURN BAR CHART

Federated Max-Cap Fund (Institutional Service Shares)

The graphic presentation displayed here consists of a bar chart representing the annual total returns of Federated Max-Cap Fund's Institutional Service Shares as of the calendar year-end for each of six years.

The 'y' axis reflects the "% Total Return" beginning with "0" and increasing in increments of 10% up to 40%.

The 'x' axis represents calculation periods from the earliest first full calendar year-end of the Fund's start of business through the calendar year ended December 31, 1999. The light gray shaded chart features six 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's Institutional Service Shares for each calendar year is stated directly at the top of each respective bar, for the calendar years 1994 through 1999. The percentages noted are: 0.94%, 36.30%, 22.26%, 32.32%, 27.85%, and 20.06%.


APPENDIX

RISK/RETURN BAR CHART

Federated Max-Cap Fund (Class C Shares)

The graphic presentation displayed here consists of a bar chart representing the annual total returns of Federated Max-Cap Fund's Class C Shares as of the calendar year-end for each of two years.

The 'y' axis reflects the "% Total Return" beginning with "0" and increasing in increments of 5% up to 30%.

The 'x' axis represents calculation periods from the earliest first full calendar year-end of the Fund's start of business through the calendar year ended December 31, 1999. The light gray shaded chart features two 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's Class C Shares for each calendar year is stated directly at the top of each respective bar, for the calendar years 1998 through 1999. The percentages noted are: 26.98% and 19.26%.


APPENDIX

RISK/RETURN BAR CHART

Federated Mid-Cap Fund

The graphic presentation displayed here consists of a bar chart representing the annual total returns of Federated Mid-Cap Fund's Shares as of the calendar year-end for each of seven years.

The 'y' axis reflects the "% Total Return" beginning with "-5" and increasing in increments of 5% up to 35%.

The 'x' axis represents calculation periods from the earliest first full calendar year-end of the Fund's start of business through the calendar year ended December 31, 1999. The light gray shaded chart features seven 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's Shares for each calendar year is stated directly at the top of each respective bar, for the calendar years 1993 through 1999. The percentages noted are: 11.21%, (4.29%), 29.02%, 18.27%, 31.05%, 18.10%, and 13.88%.




APPENDIX

RISK/RETURN BAR CHART

Federated Mini-Cap Fund (Institutional Shares)

The graphic presentation displayed here consists of a bar chart representing the annual total returns of Federated Mini-Cap Fund (Institutional Shares) (the "Fund") as of the calendar year-end for each of seven years.

The 'y' axis reflects the "% Total Return" beginning with "-5" and increasing in increments of 5% up to 30%.

The 'x' axis represents calculation periods from the earliest first full year-end of the Fund's start of business through the calendar year ended 1999. The light gray shaded chart features seven 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 1993 through 1999. The percentages noted are: 15.29%, -2.84%, 26.34%, 15.31%, 20.36%, -4.34%, and 18.87%.


APPENDIX

RISK/RETURN BAR CHART

Federated Mini-Cap Fund (Class C Shares)

The graphic presentation displayed here consists of a bar chart representing the annual total returns of Federated Mini-Cap Fund (Class C Shares) (the "Fund") as of the calendar year-end for each of two years.

The 'y' axis reflects the "% Total Return" beginning with "-10" and increasing in increments of 5% up to 20%.

The 'x' axis represents calculation periods from the earliest first full calendar year-end of the Fund's start of business through the calendar year ended 1999. The light gray shaded chart features two 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 1998 through 1999. The percentages noted are: -4.95% and 17.75%.




Federated Max-Cap Fund

A Portfolio of Federated Index Trust

STATEMENT OF ADDITIONAL INFORMATION

December 31, 2000

INSTITUTIONAL SHARES
INSTITUTIONAL SERVICE SHARES
CLASS C SHARES

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This Statement of Additional Information (SAI) is not a prospectus. Read this SAI in conjunction with the prospectuses for Institutional Shares, Institutional Service Shares, and Class C Shares of Federated Max-Cap Fund (Fund), dated December 31, 2000. Obtain the prospectuses and the Annual Report's Management's Discussion of Fund Performance without charge by calling 1-800-341-7400.

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0032104B (12/00)

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Federated is a registered mark of Federated Investors, Inc.
2000 ©Federated Investors, Inc.

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CONTENTS

How is the Fund Organized?     1
Securities in Which the Fund Invests   1
What do Shares Cost?   7
How is the Fund Sold?   7
Exchanging Securities for Shares   7
Subaccounting Services   8
Redemption in Kind   8
Massachusetts Partnership Law   8
Account and Share Information   8
Tax Information   8
Who Manages and Provides Services to the Fund?   9
How does the Fund Measure Performance?   12
Who is Federated Investors, Inc.?   14
Standard & Poor's   15
Addresses   15

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How is the Fund Organized?

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The Fund is a diversified portfolio of Federated Index Trust (Trust). The Trust is an open-end, management investment company that was established under the laws of the Commonwealth of Massachusetts on January 30, 1990. The Trust may offer separate series of shares representing interests in separate portfolios of securities. The Trust changed the name of the Fund from Max-Cap Fund to Federated Max-Cap Fund on December 5, 1994.

The Board of Trustees (the Board) has established three classes of shares of the Fund, known as Institutional Shares, Institutional Service Shares, and Class C Shares (Shares). This SAI relates to all classes of Shares. The Fund's investment manager is Federated Investment Management Company (Manager).

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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

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 may invest.

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.

Preferred Stocks

Preferred stocks have the right to receive specified dividends or distributions before the issuer makes payments on its common stock. Some preferred stocks also participate in dividends and distributions paid on common stock. Preferred stocks may also permit the issuer to redeem the stock. The Fund may treat such redeemable preferred stock as a fixed income security.

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.

Fixed Income Securities

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. Fixed income securities provide more regular income than equity securities. However, the returns on fixed income securities are limited and normally do not increase with the issuer's earnings. This limits the potential appreciation of fixed income securities as compared to equity securities.

A security's yield measures the annual income earned on a security as a percentage of its price. A security's yield will increase or decrease depending upon whether it costs less (a discount) or more (a premium) than the principal amount. If the issuer may redeem the security before its scheduled maturity, the price and yield on a discount or premium security may change based upon the probability of an early redemption. Securities with higher risks generally have higher yields.

The following describes the types of fixed income securities in which the Fund may invest.

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 risks.

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 risks, but not as low as treasury securities.

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

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Derivative Contracts

Derivative contracts are financial instruments that require payments based upon changes in the values of designated (or underlying) securities, currencies, commodities, financial indices or other assets. Some derivative contracts (such as futures, forwards and options) require payments relating to a future trade involving the underlying asset. Other derivative contracts (such as swaps) require payments relating to the income or returns from the underlying asset. The other party to a derivative contract is referred to as a counterparty.

Many derivative contracts are traded on securities or commodities exchanges. In this case, the exchange sets all the terms of the contract except for the price. Investors make payments due under their contracts through the exchange. Most exchanges require investors to maintain margin accounts through their brokers to cover their potential obligations to the exchange. Parties to the contract make (or collect) daily payments to the margin accounts to reflect losses (or gains) in the value of their contracts. This protects investors against potential defaults by the counterparty. Trading contracts on an exchange also allows investors to close out their contracts by entering into offsetting contracts.

For example, the Fund could close out an open contract to buy an asset at a future date by entering into an offsetting contract to sell the same asset on the same date. If the offsetting sale price is more than the original purchase price, the Fund realizes a gain; if it is less, the Fund realizes a loss. Exchanges may limit the amount of open contracts permitted at any one time. Such limits may prevent the Fund from closing out a position. If this happens, the Fund will be required to keep the contract open (even if it is losing money on the contract), and to make any payments required under the contract (even if it has to sell portfolio securities at unfavorable prices to do so). Inability to close out a contract could also harm the Fund by preventing it from disposing of or trading any assets it has been using to secure its obligations under the contract.

The Fund may also trade derivative contracts over-the-counter (OTC) in transactions negotiated directly between the Fund and the counterparty. OTC contracts do not necessarily have standard terms, so they cannot be directly offset with other OTC contracts. In addition, OTC contracts with more specialized terms may be more difficult to price than exchange traded contracts. Depending upon how the Fund uses derivative contracts and the relationships between the market value of a derivative contract and the underlying asset, derivative contracts may increase or decrease the Fund's exposure to interest rate and currency risks, and may also expose the Fund to liquidity and leverage risks. OTC contracts also expose the Fund to credit risks in the event that a counterparty defaults on the contract.

The Fund may trade in the following types of derivative contracts in an amount not to exceed 20% of its total net assets.

Futures Contracts

Futures contracts provide for the future sale by one party and purchase by another party of a specified amount of an underlying asset at a specified price, date, and time. Entering into a contract to buy an underlying asset is commonly referred to as buying a contract or holding a long position in the asset. Entering into a contract to sell an underlying asset is commonly referred to as selling a contract or holding a short position in the asset. Futures contracts are considered to be commodity contracts. Futures contracts traded OTC are frequently referred to as forward contracts.

The Fund may buy and sell stock index futures as a substitute for direct investments in the Index in order to help fully replicate the performance of the Index.

Options

Options are rights to buy or sell an underlying asset for a specified price (the exercise price) during, or at the end of, a specified period. A call option gives the holder (buyer) the right to buy the underlying asset from the seller (writer) of the option. A put option gives the holder the right to sell the underlying asset to the writer of the option. The writer of the option receives a payment, or premium, from the buyer, which the writer keeps regardless of whether the buyer uses (or exercises) the option.

The Fund may:

When the Fund writes options on futures contracts, it will be subject to margin requirements similar to those applied to futures contracts.

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:

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. Trading in certain foreign markets is also subject to liquidity risks.

Depositary Receipts

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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 not 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. In addition, ADRs are 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.

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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 Manager.

The Fund's custodian or subcustodian will take possession of the securities subject to repurchase agreements. The Manager 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 interest rate 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 Manager 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 interest rate 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.

Inter-Fund Borrowing and Lending Arrangements

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The Securities and Exchange Commission ("SEC") has granted an exemption that permits the Fund and all other funds advised by subsidiaries of Federated Investors, Inc. ("Federated funds") to lend and borrow money for certain temporary purposes directly to and from other Federated funds. Participation in this inter-fund lending program is voluntary for both borrowing and lending funds, and an inter-fund loan is only made if it benefits each participating fund. Federated administers the program according to procedures approved by the Fund's Board, and the Board monitors the operation of the program. Any inter-fund loan must comply with certain conditions set out in the exemption, which are designed to assure fairness and protect all participating funds.

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For example, inter-fund lending is permitted only (a) to meet shareholder redemption requests, and (b) to meet commitments arising from "failed" trades. All inter-fund loans must be repaid in seven days or less. The Fund's participation in this program must be consistent with its investment policies and limitations, and must meet certain percentage tests. Inter-fund loans may be made only when the rate of interest to be charged is more attractive to the lending fund than market-competitive rates on overnight repurchase agreements (the "Repo Rate") and more attractive to the borrowing fund than the rate of interest that would be charged by an unaffiliated bank for short-term borrowings (the "Bank Loan Rate"), as determined by the Board. The interest rate imposed on inter-fund loans is the average of the Repo Rate and the Bank Loan Rate.

FEDERATED COMPLEX FUNDS

Cash Trust Series II

Cash Trust Series, Inc.

Edward D. Jones & Co. Daily Passport Cash Trust

Federated Adjustable Rate U.S. Government Fund, Inc.

Federated American Leaders Fund, Inc.

Federated ARMs Fund

Federated Equity Funds

Federated Equity Income Fund, Inc.

Federated Fund for U.S. Government Securities, Inc.

Federated GNMA Trust

Federated Government Income Securities, Inc.

Federated 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 Municipal Opportunities Fund, Inc.

Federated Municipal Securities Fund, Inc.

Federated Municipal Securities Income Trust

Federated Municipal Trust

Federated Short-Term Municipal Trust

Federated Stock and Bond Fund, Inc.

Federated Stock Trust

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.

Intermediate Municipal Trust

International Series, Inc.

Investment Series Funds, Inc.

Managed Series Trust

Money Market Management, Inc.

Money Market Obligations Trust

Money Market Trust

Tax-Free Instruments Trust

World Investment Series, Inc.

INVESTMENT RISKS

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

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Stock Market Risks

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Sector Risks

Interest Rate Risks

Credit Risks

Call Risks

Liquidity Risks

Risks Associated with Noninvestment Grade Securities

Risks of Foreign Investing

Currency Risks

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FUNDAMENTAL INVESTMENT OBJECTIVE

The fund seeks to provide investment results generally corresponding to the aggregate price and dividend performance of publicly traded common stocks comprising the Standard & Poor's 500 Composite Stock Price Index.

INVESTMENT LIMITATIONS

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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) if, as a result, more than 5% of the value of its total assets would be invested in securities of that issuer, or the Fund would own more than 10% of the outstanding voting securities of that issuer.

Issuing Senior Securities and Borrowing Money

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

Concentration of Investments

The Fund will not make investments that will result in the concentration of its investments in the securities of issuers primarily engaged in the same industry. Government securities, municipal securities and bank instruments are not deemed to constitute an industry.

Lending Cash or Securities

The Fund may not make loans, provided that this restriction does not prevent the Fund from purchasing debt obligations, entering into repurchase agreements, lending its assets to broker/dealers or institutional investors and investing in loans, including assignments and participation interests.

Underwriting

The Fund may not underwrite the securities of other issuers, except that the Fund may engage in transactions involving the acquisition, disposition or resale of its portfolio securities, under circumstances where it may be considered to be an underwriter under the Securities Act of 1933.

Investing in Real Estate

The Fund may not purchase or sell real estate, provided that this restriction does not prevent the Fund from investing in issuers which invest, deal, or otherwise engage in transactions in real estate or interests therein, or investing in securities that are secured by real estate or interests therein. The Fund may exercise its rights under agreements relating to such securities, including the right to enforce security interests and to hold real estate acquired by reason of such enforcement until that real estate can be liquidated in an orderly manner.

Investing in Commodities

The Fund may not purchase or sell physical commodities, provided that the Fund may purchase securities of companies that deal in commodities.

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The above limitations cannot be changed unless authorized by the Board and by the "vote of a majority of its outstanding voting securities," as defined by the Investment Company Act of 1940 (1940 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.

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Pledging Assets

The Fund will not mortgage, pledge or hypothecate any of its assets, provided that this shall not apply to the transfer of securities in connection with any permissible borrowing or to collateral arrangements in connection with permissible activities.

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Concentration

To conform to the current view of the SEC staff that only domestic bank instruments may be excluded from industry concentration limitations, as a matter of non-fundamental policy, the Fund will not exclude foreign bank instruments from industry concentration limitation tests so long as the policy of the SEC remains in effect. In addition, investments in bank instruments, and investments in certain industrial development bonds funded by activities in a single industry, will be deemed to constitute investment in an industry, except when held for temporary defensive purposes. The investment of more than 25% of the value of the Fund's total assets in any one industry will constitute "concentration."

As a matter of non-fundamental policy, (a) utility companies will be divided according to their services, for example, gas, gas transmission, electric and telephone will each be considered a separate industry; (b) financial service companies will be classified according to the end users of their services, for example, automobile finance, bank finance and diversified finance will each be considered a separate industry; and (c) asset-backed securities will be classified according to the underlying assets securing such securities.

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Investing in Restricted Securities

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The Fund may invest in restricted securities. Restricted securities are any securities in which the Fund may invest pursuant to its investment objective and policies but which are subject to restrictions on resale under federal securities law. Under criteria established by the Trustees certain restricted securities are determined to be liquid. To the extent that restricted securities are not determined to be liquid, the Fund will limit their purchase, together with other illiquid securities to 15% of its net assets.

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Investing in Illiquid Securities

The Fund will not purchase securities for which there is no readily available market, or enter into repurchase agreements or purchase time deposits maturing in more than seven days, if immediately after and as a result, the value of such securities would exceed, in the aggregate, 15% of the Fund's net assets.

Buying on Margin

The Fund will not purchase securities on margin provided that the Fund may obtain short-term credits necessary for the clearance of purchases and sales of securities, and further provided that the Fund may make margin deposits in connection with its use of financial options and futures, forward and spot currency contracts, swap transactions and other financial contracts or derivative instruments.

Investing in Other Investment Companies

The Fund may invest its assets in securities of other investment companies, including securities of affiliated investment companies, as an efficient means of carrying out its investment policies and managing its uninvested cash.

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 limitation.

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 association, having capital, surplus, and undivided profits in excess of $100,000,000 at the time of deposit, to be "cash items."

DETERMINING MARKET VALUE OF SECURITIES

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

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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. The NAV for each class of Shares may differ due to the variance in daily net income realized by each class. Such variance will reflect only accrued net income to which the shareholders of a particular class are entitled.

REDUCING OR ELIMINATING THE CONTINGENT DEFERRED SALES CHARGE (CLASS C SHARES)

These reductions or eliminations are offered because: no sales commissions have been advanced to the investment professional selling Shares; the shareholder has already paid a Contingent Deferred Sales Charge (CDSC); or nominal sales efforts are associated with the original purchase of Shares.

Upon notification to the Distributor or the Fund's transfer agent, no CDSC will be imposed on redemptions:

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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.

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RULE 12B-1 PLAN (INSTITUTIONAL SERVICE SHARES AND CLASS C SHARES)

As a compensation-type plan, the Rule 12b-1 Plan is designed to pay the Distributor (who may then pay investment professionals such as banks, broker/dealers, trust departments of banks, and registered investment advisers) for marketing activities (such as advertising, printing and distributing prospectuses, and providing incentives to investment professionals) to promote sales of Shares so that overall Fund assets are maintained or increased. This helps the Fund achieve economies of scale, reduce per share expenses, and provide cash for orderly portfolio management and Share redemptions. In addition, the Fund's service providers that receive asset-based fees also benefit from stable or increasing Fund assets.

The Fund may compensate the Distributor more or less than its actual marketing expenses. In no event will the Fund pay for any expenses of the Distributor that exceed the maximum Rule 12b-1 Plan fee.

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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

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Investment professionals (such as broker-dealers or banks) may be paid fees, in significant amounts, out of the assets of the Distributor and/or Federated Shareholder Services Company (these fees do not come out of Fund assets). The Distributor and/or Federated Shareholder Services Company may be reimbursed by the Manager or its affiliates.

Investment professionals receive such fees for providing distribution-related and/or shareholder services, such as advertising, providing incentives to their sales personnel, sponsoring other activities intended to promote sales, and maintaining shareholder accounts. These payments may be based upon such factors as the number or value of Shares the investment professional sells or may sell; the value of client assets invested; and/or the type and nature of sales or marketing support furnished by the investment professional.

When an investment professional's customer purchases shares, the investment professional may receive:

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Exchanging Securities for Shares

You may contact the Distributor to request a purchase of Shares in exchange for securities you own. The Fund reserves the right to determine whether to accept your securities and the minimum market value to accept. The Fund will value your securities in the same manner as it values its assets. This exchange is treated as a sale of your securities for federal tax purposes.

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.

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Because the Fund has elected to be governed by Rule 18f-1 under the 1940 Act, 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.

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

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, except that in matters affecting only a particular class, only Shares of that class are entitled to vote.

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 Trust's outstanding shares of all series entitled to vote.

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As of December 7, 2000, the following shareholders owned of record, beneficially, or both, 5% or more of outstanding Class C Shares: Edward Jones & Co. Attn: Mutual Fund Shareholder Accounting, 201 Progress Parkway, Maryland Heights, MO 63043-3009, owned approximately 671,531 Shares, 13.45%; and MLPF&S for the Sole Benefit of its Customers, Attn: Fund Admin. Sec. #97TD7, 4800 Deer Lake Drive East 2nd Floor, Jacksonville, FL 32246-6484, owned approximately 768,689 Shares, 15.40%.

As of December 7, 2000, the following shareholders owned of record, beneficially, or both, 5% or more of outstanding Institutional Shares: Lauer & Co., Glenmede Trust Company, Attn: Kim Osborne, 1650 Market Street, Philadelphia, PA 19103-7311, owned approximately 4,502,648 Shares, 6.57%; Charles Schwab & Co. Inc., Attn: Mutual Funds Dept., 101 Montgomery Street, San Francisco, CA 94104-4122, owned approximately 4,524,065 Shares, 6.60%; and Mitra & Co., Marshall & Ilsley Trust Oper., PO Box 2977, Milwaukee, WI 53201-2977, owned approximately 8,328,975 Shares, 12.15%.

As of December 7, 2000, the following shareholders owned of record, beneficially, or both, 5% or more of outstanding Institutional Service Shares: IMS & Co., for the Exclusive Benefit of Customers, PO Box 3865, Englewood, CO 80155-3865, owned approximately 6,613,019 Shares, 21.27%.

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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.

The Fund will be treated as a single, separate entity for federal income tax purposes so that income earned and capital gains and losses realized by the Trust's other portfolios will be separate from those realized by the Fund.

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

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The Board is responsible for managing the Trust's business affairs and for exercising all the Trust'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 Trust, principal occupations for the past five years and positions held prior to the past five years, total compensation received as a Trustee from the Trust for its most recent fiscal year, if applicable, and the total compensation received from the Federated Fund Complex for the most recent calendar year. The Trust is comprised of three funds and the Federated Fund Complex is comprised of 43 investment companies, whose investment advisers are affiliated with the Fund's Manager.

As of December 7, 2000, the Fund's Board and Officers as a group owned less than 1% of the Fund's outstanding Shares.

Name
Birth Date
Address
Position With Trust

   

Principal Occupations for Past Five Years

   

Aggregate
Compensation
From Fund

   

Total
Compensation
From Trust
and Fund Complex

             

John F. Donahue*†#
Birth Date: July 28, 1924
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA
CHAIRMAN AND TRUSTEE

 

Chief Executive Officer and Director or Trustee of the Federated Fund Complex; Chairman and Director, Federated Investors, Inc.; Chairman, Federated Investment Management Company, Federated Global Investment Management Corp. and Passport Research, Ltd.; formerly: Trustee, Federated Investment Management Company and Chairman and Director, Federated Investment Counseling.

 

$0

 

$0 for the Trust and
42 other investment
companies in the
Fund Complex

             

Thomas G. Bigley
Birth Date: February 3, 1934
15 Old Timber Trail
Pittsburgh, PA
TRUSTEE

 

Director or Trustee of the Federated Fund Complex; Director, Member of Executive Committee, Children's Hospital of Pittsburgh; Director and Chairman of Audit Committee, Robroy Industries, Inc. (coated steel conduits/computer storage equipment); formerly: Senior Partner, Ernst & Young LLP; Director, MED 3000 Group, Inc. (physician practice management); Director, Member of Executive Committee, University of Pittsburgh.

 

$2,425.55

 

$116,760.63 for the
Trust and 42 other
investment companies
in the Fund Complex

             

John T. Conroy, Jr.
Birth Date: June 23, 1937
Grubb & Ellis/Investment
Properties Corporation
3201 Tamiami Trail North
Naples, FL
TRUSTEE

 

Director or Trustee of the Federated Fund Complex; Chairman of the Board, Investment Properties Corporation; Partner or Trustee in private real estate ventures in Southwest Florida; formerly: President, Investment Properties Corporation; Senior Vice President, John R. Wood and Associates, Inc., Realtors; President, Naples Property Management, Inc. and Northgate Village Development Corporation.

 

$2,479.60

 

$128,455.37 for the
Trust and 42 other
investment companies
in the Fund Complex

             

Nicholas P. Constantakis
Birth Date: September 3, 1939
175 Woodshire Drive
Pittsburgh, PA
TRUSTEE

 

Director or Trustee of the Federated Fund Complex; Director and Chairman of the Audit Committee, Michael Baker Corporation (engineering, construction, operations and technical services); formerly: Partner, Andersen Worldwide SC.

 

$2,425.55

 

$73,191.21 for the
Trust and 36 other
investment companies
in the Fund Complex

             

John F. Cunningham
Birth Date: March 5, 1943
353 El Brillo Way
Palm Beach, FL
TRUSTEE

 

Director or Trustee of some of the Federated Fund Complex; Chairman, President and Chief Executive Officer, Cunningham & Co., Inc. (strategic business consulting); Trustee Associate, Boston College; Director, Iperia Corp. (communications/software); formerly: Director, Redgate Communications and EMC Corporation (computer storage systems).

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.

 

$2,253.85

 

$93,190.48 for the
Trust and 36 other
investment companies
in the Fund Complex

 

 

 

 

 

 

 

Lawrence D. Ellis, M.D.*
Birth Date: October 11, 1932
3471 Fifth Avenue
Suite 1111
Pittsburgh, PA
TRUSTEE

 

Director or Trustee of the Federated Fund Complex; Professor of Medicine, University of Pittsburgh; Medical Director, University of Pittsburgh Medical Center -- Downtown; Hematologist, Oncologist and Internist, University of Pittsburgh Medical Center; Member, National Board of Trustees, Leukemia Society of America.

 

$2,253.85

 

$116,760.63 for the
Trust and 42 other
investment companies
in the Fund Complex

             

Peter E. Madden
Birth Date: March 16, 1942
One Royal Palm Way
100 Royal Palm Way
Palm Beach, FL
TRUSTEE

 

Director or Trustee of the Federated Fund Complex; formerly: Representative, Commonwealth of 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; Director, The Boston Stock Exchange.

 

$2,307.90

 

$109,153.60 for the
Trust and 42 other
investment companies
in the Fund Complex

             

Charles F. Mansfield, Jr.
Birth Date: April 10, 1945
80 South Road
Westhampton Beach, NY
TRUSTEE

 

Director or Trustee of some of the Federated Fund Complex; Management Consultant; formerly: Executive Vice President, Legal and External Affairs, DVC Group, Inc. (formerly, Dugan Valva Contess, Inc.) (marketing, communications, technology and consulting).

Previous Positions: Chief Executive Officer, PBTC International Bank; Partner, Arthur Young & Company (now Ernst & Young LLP); Chief Financial Officer of Retail Banking Sector, Chase Manhattan Bank; Senior Vice President, HSBC Bank USA (formerly, Marine Midland Bank); Vice President, Citibank; Assistant Professor of Banking and Finance, Frank G. Zarb School of Business, Hofstra University.

 

$2,479.60

 

$102,573.91 for the
Trust and 39 other
investment companies
in the Fund Complex

             

John E. Murray, Jr., J.D., S.J.D.#
Birth Date: December 20, 1932
President, Duquesne University
Pittsburgh, PA
TRUSTEE

 

Director or Trustee of the Federated Fund Complex; President, Law Professor, Duquesne University; Consulting Partner, Mollica & Murray; Director, Michael Baker Corp. (engineering, construction, operations and technical services).

Previous Positions: Dean and Professor of Law, University of Pittsburgh School of Law; Dean and Professor of Law, Villanova University School of Law.

 

$2,307.90

 

$128,455.37 for the
Trust and 42 other
investment companies
in the Fund Complex

             

Marjorie P. Smuts
Birth Date: June 21, 1935
4905 Bayard Street
Pittsburgh, PA
TRUSTEE

 

Director or Trustee of the Federated Fund Complex; Public Relations/Marketing/Conference Planning.

Previous Positions: National Spokesperson, Aluminum Company of America; television producer; business owner; conference coordinator.

 

$2,253.85

 

$116,760.63 for the
Trust and 42 other
investment companies
in the Fund Complex

             

John S. Walsh
Birth Date: November 28, 1957
2604 William Drive
Valparaiso, IN
TRUSTEE

 

Director or Trustee of some of the Federated Fund Complex; President and Director, Heat Wagon, Inc. (manufacturer of construction temporary heaters); President and Director, Manufacturers Products, Inc. (distributor of portable construction heaters); President, Portable Heater Parts, a division of Manufacturers Products, Inc.; Director, Walsh & Kelly, Inc. (heavy highway contractor); formerly: Vice President, Walsh & Kelly, Inc.

 

$2,253.85

 

$94,536.85 for the
Trust and 38 other
investment companies
in the Fund Complex

             

J. Christopher Donahue*†
Birth Date: April 11, 1949
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA
PRESIDENT AND TRUSTEE

 

President or Executive Vice President of the Federated Fund Complex; Director or Trustee of some of the Funds in the Federated Fund Complex; President, Chief Executive Officer and Director, Federated Investors, Inc.; President, Chief Executive Officer and Trustee, Federated Investment Management Company; Trustee, Federated Investment Counseling; President, Chief Executive Officer and Director, Federated Global Investment Management Corp.; President and Chief Executive Officer, Passport Research, Ltd.; Trustee, Federated Shareholder Services Company; Director, Federated Services Company; formerly: President, Federated Investment Counseling.

 

$0

 

$0 for the Trust and
29 other investment
companies in the
Fund Complex

             

Edward C. Gonzales
Birth Date: October 22, 1930
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA
EXECUTIVE VICE PRESIDENT

 

President, Executive Vice President and Treasurer of some of the Funds in the Federated Fund Complex; Vice Chairman, Federated Investors, Inc.; Trustee, Federated Administrative Services; formerly: Trustee or Director of some of the Funds in the Federated Fund Complex; CEO and Chairman, Federated Administrative Services; Vice President, Federated Investment Management Company, Federated Investment Counseling, Federated Global Investment Management Corp. and Passport Research, Ltd.; Director and Executive Vice President, Federated Securities Corp.; Director, Federated Services Company; Trustee, Federated Shareholder Services Company.

 

$0

 

$0 for the Trust and
41 other investment
companies in the
Fund Complex

             

John W. McGonigle
Birth Date: October 26, 1938
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA
EXECUTIVE VICE PRESIDENT
AND SECRETARY

 

Executive Vice President and Secretary of the Federated Fund Complex; Executive Vice President, Secretary and Director, Federated Investors, Inc.; formerly: Trustee, Federated Investment Management Company and Federated Investment Counseling; Director, Federated Global Investment Management Corp., Federated Services Company and Federated Securities Corp.

 

$0

 

$0 for the Trust and
42 other investment
companies in the
Fund Complex

             

Richard J. Thomas
Birth Date: June 17, 1954
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA
TREASURER

 

Treasurer of the Federated Fund Complex; Senior Vice President, Federated Administrative Services; formerly: Vice President, Federated Administrative Services; held various management positions within Funds Financial Services Division of Federated Investors, Inc.

 

$0

 

$0 for the Trust and
42 other investment
companies in the
Fund Complex

 

 

 

 

 

 

 

Richard B. Fisher
Birth Date: May 17, 1923
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA
VICE PRESIDENT

 

President or Vice President of some of the Funds in the Federated Fund Complex; Vice Chairman, Federated Investors, Inc.; Chairman, Federated Securities Corp.; formerly: Director or Trustee of some of the Funds in the Federated Fund Complex; Executive Vice President, Federated Investors, Inc. and Director and Chief Executive Officer, Federated Securities Corp.

 

$0

 

$0 for the Trust and
40 other investment
companies in the
Fund Complex

             

J. Thomas Madden
Birth Date: October 22, 1945
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA
CHIEF INVESTMENT OFFICER

 

Chief Investment Officer of this Fund and various other Funds in the Federated Fund Complex; Executive Vice President, Federated Investment Counseling, Federated Global Investment Management Corp., Federated Investment Management Company and Passport Research, Ltd.; Director, Federated Global Investment Management Corp. and Federated Investment Management Company; 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.

 

$0

 

$0 for the Trust and
10 other investment
companies in the
Fund Complex

             

Thomas M. Franks
Birth Date: November 15, 1954
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA
PORTFOLIO MANAGER
AND VICE PRESIDENT

 

Thomas M. Franks has been the Fund's Portfolio Manager since 1990. He is Vice President of the Trust. Mr. Franks joined Federated in 1985 and has been a Portfolio Director and Vice President of the Fund's Manager since 1990. Mr. Franks is a Chartered Financial Analyst and received his M.S. in Industrial Administration from Carnegie Mellon University.

 

$0

 

$0 for the Trust and
no other investment
companies in the
Fund Complex

 

 

 

 

 

 

 

* An asterisk denotes a Trustee who is deemed to be an interested person as defined in the 1940 Act.

# A pound sign denotes a Member of the Board's Executive Committee, which handles the Board's responsibilities between its meetings.

† Mr. Donahue is the father of J. Christopher Donahue, President of the Trust.

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INVESTMENT MANAGER

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The Manager oversees the Sub-Manager, Northern Trust Quantitative Advisors, Inc., a subsidiary of Northern Trust Corporation, which conducts investment research and makes investment decisions for the Fund. The directors of the Sub-Manager are James M. Snyder, Perry R. Pero, Sheila A. Penrose, John R. Goodwin, Stephen N. Potter, and Jeffrey H. Wessel. The executive officers of the Sub-Manager are James M. Snyder, Chief Executive Officer, Jeffrey H. Wessel, President and Orie L. Dudley, Jr., Chief Investment Officer.

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Subject to the supervision and direction of the Trustees, the Manager provides to the Fund investment management evaluation services principally by performing initial due diligence on the Sub-Manager for the Fund and thereafter monitoring and evaluating the performance of the Sub-Manager through quantitative and qualitative analyses. In addition, the Manager conducts periodic in-person, telephonic and written consultations with the Sub-Manager. In initially evaluating the Sub-Manager, the Manager considered, among other factors, the Sub-Manager's level of expertise; relative performance over a minimum period of five years; level of efficiency; level of adherence to investment discipline or philosophy; personnel, facilities and financial strength; and quality of service and client communications. On an ongoing basis, the Manager is responsible for communicating performance expectations and evaluations to the Sub-Manager; monitoring tracking errors; monitoring and analyzing the use of futures contracts; monitoring the futures holdings of the Fund as a percentage of Fund assets; monitoring market timing in the Fund; discussing with the Sub-Manager the portfolio sampling techniques employed by the Sub-Manager; defining with the Sub-Manager the universe of stocks that comprise the large capitalization sector of the United States equity market; and ultimately recommending to the Trustees whether the Sub-Management Contract should be renewed, modified or terminated. The Manager provides written reports to the Trustees regarding the results of its evaluation and monitoring functions. In addition, the Manager is responsible for providing the Fund with administrative services, including, but not limited to, shareholder servicing and certain legal and accounting services. The Manager is also responsible for conducting all operations of the Fund, except those operations contracted to the Sub-Manager, custodian, transfer agent and dividend disbursing agent. The Manager receives an annual fee from the Fund for performing its responsibilities under the Management Contract.

The Manager and the Sub-Manager shall not be liable to the Trust, 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 Trust.

Other Related Services

Affiliates of the Manager 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.

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CODE OF ETHICS RESTRICTIONS ON PERSONAL TRADING

As required by SEC rules, the Fund, its Manager, and its Distributor have adopted codes of ethics. These codes govern securities trading activities of investment personnel, Fund Trustees, and certain other employees. Although they do permit these people to trade in securities, including those that the Fund could buy, they also contain significant safeguards designed to protect the Fund and its shareholders from abuses in this area, such as requirements to obtain prior approval for, and to report, particular transactions.

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BROKERAGE TRANSACTIONS

When selecting brokers and dealers to handle the purchase and sale of portfolio instruments, the Manager looks for prompt execution of the order at a favorable price. The Manager 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 Manager 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 Manager 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 Manager 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 Manager or by affiliates of Federated in advising other accounts. To the extent that receipt of these services may replace services for which the Manager or its affiliates might otherwise have paid, it would tend to reduce their expenses. The Manager 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.

Investment decisions for the Fund are made independently from those of other accounts managed by the Manager. 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 Manager 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:

Maximum Administrative Fee     Average Aggregate Daily
Net Assets of the Federated Funds
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

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

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The independent auditor for the Fund, Ernst & Young LLP, plans and performs its audit so that it may provide an opinion as to whether the Fund's financial statements and financial highlights are free of material misstatement in accordance with accounting principles generally accepted in the United States of America.

FEES PAID BY THE FUND FOR SERVICES

For the Year Ended October 31     2000     1999     1998
Management Fee Earned   $9,201,425   $7,509,707   $5,328,240
Management Fee Reduction   18,530   759,554   414,314
Management Fee Reimbursement   2,239   N/A   N/A
Sub-Management Fee   356,970   300,317   N/A
Brokerage Commissions   233,759   90,570   102,687
12b-1 Fee:            
Institutional Service Shares   675,452   --   --
Class C Shares   928,425   --   --
Shareholder Services Fee:            
Institutional Shares   0.00   --   --
Institutional Service Shares   1,857,493   --   --
Class C Shares   309,475   --   --

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Fees are allocated among classes based on their pro rata share of Fund assets, except for marketing (Rule 12b-1) fees and shareholder services fees, which are borne only by the applicable class of Shares.

If the Fund's expenses are capped at a particular level, the cap does not include reimbursement to the Fund of any expenses incurred by shareholders who use the transfer agent's subaccounting facilities.

How does the Fund Measure Performance?

The Fund may advertise Share performance by using the SEC's 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

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Total returns are given for the one-year, five-year and Start of Performance periods ended October 31, 2000.

Yield is given for the 30-day period ended October 31, 2000.

        30-Day
Period
    1 Year     5 Years     Start of
Performance on
7/11/1990
Institutional Shares:                                
Total Return   --   5.40%   21.13%   16.72%
Yield   0.84%   --   --   --
                 
        30-Day
Period
    1 Year     5 Years     Start of
Performance on
9/7/1993
Institutional Service Shares:                                
Total Return   --   5.08%   20.78%   18.61%
Yield   0.55%   --   --   --
                 
    30-Day
Period
    1 Year             Start of
Performance on
11/10/1997
Class C Shares:                                
Total Return   --   3.35%       15.78%
Yield   0.00%   --       --

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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:

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:

Dow Jones Industrial Average (DJIA)

Represents share prices of selected blue-chip industrial corporations. The DJIA indicates daily changes in the average price of stock of these corporations. Because it represents the top corporations of America, the DJIA index is a leading economic indicator for the stock market as a whole.

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 specified period of time.

Morningstar, Inc.

An independent rating service, is the publisher of the bi-weekly Mutual Fund Values, which 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.

Standard & Poor's Composite Stock Price Index (S&P 500)

Composite index of common stocks in industry, transportation, and financial and public utility companies. Can be used to compare to the total returns of funds whose portfolios are invested primarily in common stocks. In addition, the S&P 500 assumes reinvestments of all dividends paid by stocks listed on its index. Taxes due on any of these distributions are not included, nor are brokerage or other fees calculated in the S&P figures.

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

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In the municipal sector, as of December 31, 1999, Federated managed 12 bond funds with approximately $2.0 billion in assets and 24 money market funds with approximately $13.1 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.

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Equity Funds

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In the equity sector, Federated has more than 29 years' experience. As of December 31, 1999, Federated managed 53 equity funds totaling approximately $18.3 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.

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Corporate Bond Funds

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In the corporate bond sector, as of December 31, 1999, Federated managed 13 money market funds and 29 bond funds with assets approximating $35.7 billion and $7.7 billion, respectively. Federated's corporate bond decision making--based on intensive, diligent credit analysis--is backed by over 27 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.

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Government Funds

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In the government sector, as of December 31, 1999, Federated managed 9 mortgage backed, 11 government/agency and 16 government money market mutual funds, with assets approximating $4.7 billion, $1.6 billion and $34.1 billion, respectively. Federated trades approximately $450 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 $43.8 billion in government funds within these maturity ranges.

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Money Market Funds

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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, 1999, Federated managed more than $83.0 billion in assets across 54 money market funds, including 16 government, 13 prime, 24 municipal and 1 euro-denominated with assets approximating $34.1 billion, $35.7 billion, $13.1 billion and $115 million, respectively.

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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

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Federated meets the needs of approximately 1,160 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.

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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.

Standard & Poor's

The Fund is not sponsored, endorsed, sold or promoted by, or affiliated with, Standard & Poor's ("S&P"). S&P makes no representation or warranty, express or implied, to the owners of the Fund or any member of the public regarding the advisability of investing in securities generally or in the Fund particularly or the ability of the S&P 500 Index to track general stock market performance. S&P's only relationship to Federated Securities Corp. (the "Licensee") is the licensing of certain trademarks and trade names of S&P and of the S&P 500 Index which is determined, composed and calculated by S&P without regard to the Licensee or the Fund. S&P has no obligation to take the needs of the Licensee or the owners of the Fund into consideration in determining, composing or calculating the S&P 500 Index. S&P is not responsible for and has not participated in the determination of, the timing of, prices at, or quantities of the Fund to be issued or in the determination or calculation of the equation by which the Fund is to be converted into cash. S&P has no obligation or liability in connection with the administration, marketing or trading of the Fund.

S&P does not guarantee the accuracy and/or the completeness of the S&P 500 Index or any data included therein. S&P makes no warranty, express or implied, as to results to be obtained by Licensee, owners of the Fund, or any other person or entity from the use of the S&P 500 Index or any data included therein in connection with the rights licensed hereunder or for any other use. S&P makes no express or implied warranties, and expressly disclaims all warranties of merchantability or fitness for a particular purpose or use with respect to the S&P 500 Index or any data included therein. Without limiting any of the foregoing, in no event shall S&P have any liability for any special, punitive, indirect, or consequential damages (including lost profits), even if notified of the possibility of such damages.

Addresses

FEDERATED MAX-CAP FUND

Institutional Shares
Institutional Service Shares
Class C Shares

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 Manager

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




Federated Mid-Cap Fund

A Portfolio of Federated Index Trust

STATEMENT OF ADDITIONAL INFORMATION

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December 31, 2000

This Statement of Additional Information (SAI) is not a prospectus. Read this SAI in conjunction with the prospectus for Federated Mid-Cap Fund (Fund), dated December 31, 2000. Obtain the prospectus and the Annual Report's Management Discussion of Fund Performance without charge by calling 1-800-341-7400.

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2062304B (12/00)

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Federated is a registered mark of Federated Investors, Inc.
2000 ©Federated Investors, Inc.

CONTENTS

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How is the Fund Organized?     1
Securities in Which the Fund Invests   1
What do Shares Cost?   7
How is the Fund Sold?   7
Exchanging Securities for Shares   7
Subaccounting Services   7
Redemption in Kind   7
Massachusetts Partnership Law   8
Account and Share Information   8
Tax Information   8
Who Manages and Provides Services to the Fund?   9
How does the Fund Measure Performance?   12
Who is Federated Investors, Inc.?   13
Standard & Poor's   15
Addresses   15

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How is the Fund Organized?

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The Fund is a diversified portfolio of Federated Index Trust (Trust). The Trust is an open-end, management investment company that was established under the laws of the Commonwealth of Massachusetts on January 30, 1990. The Trust may offer separate series of shares representing interests in separate portfolios of securities. The Trust changed the name of the Fund from Mid-Cap Fund to Federated Mid-Cap Fund on December 5, 1994. The Fund's investment adviser is Federated Investment Management Company (Manager).

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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

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 may invest.

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.

Preferred Stocks

Preferred stocks have the right to receive specified dividends or distributions before the issuer makes payments on its common stock. Some preferred stocks also participate in dividends and distributions paid on common stock. Preferred stocks may also permit the issuer to redeem the stock. The Fund may treat such redeemable preferred stock as a fixed income security.

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.

Fixed Income Securities

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. Fixed income securities provide more regular income than equity securities. However, the returns on fixed income securities are limited and normally do not increase with the issuer's earnings. This limits the potential appreciation of fixed income securities as compared to equity securities.

A security's yield measures the annual income earned on a security as a percentage of its price. A security's yield will increase or decrease depending upon whether it costs less (a discount) or more (a premium) than the principal amount. If the issuer may redeem the security before its scheduled maturity, the price and yield on a discount or premium security may change based upon the probability of an early redemption. Securities with higher risks generally have higher yields.

The following describes the types of fixed income securities in which the Fund may invest.

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 risks.

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 risks, 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 risks, it does not reduce the interest rate and prepayment risks of these mortgage backed securities.

Derivative Contracts

Derivative contracts are financial instruments that require payments based upon changes in the values of designated (or underlying) securities, currencies, commodities, financial indices or other assets. Some derivative contracts (such as futures, forwards and options) require payments relating to a future trade involving the underlying asset. Other derivative contracts (such as swaps) require payments relating to the income or returns from the underlying asset. The other party to a derivative contract is referred to as a counterparty.

Many derivative contracts are traded on securities or commodities exchanges. In this case, the exchange sets all the terms of the contract except for the price. Investors make payments due under their contracts through the exchange. Most exchanges require investors to maintain margin accounts through their brokers to cover their potential obligations to the exchange. Parties to the contract make (or collect) daily payments to the margin accounts to reflect losses (or gains) in the value of their contracts. This protects investors against potential defaults by the counterparty. Trading contracts on an exchange also allows investors to close out their contracts by entering into offsetting contracts.

For example, the Fund could close out an open contract to buy an asset at a future date by entering into an offsetting contract to sell the same asset on the same date. If the offsetting sale price is more than the original purchase price, the Fund realizes a gain; if it is less, the Fund realizes a loss. Exchanges may limit the amount of open contracts permitted at any one time. Such limits may prevent the Fund from closing out a position. If this happens, the Fund will be required to keep the contract open (even if it is losing money on the contract), and to make any payments required under the contract (even if it has to sell portfolio securities at unfavorable prices to do so). Inability to close out a contract could also harm the Fund by preventing it from disposing of or trading any assets it has been using to secure its obligations under the contract.

The Fund may also trade derivative contracts over-the-counter (OTC) in transactions negotiated directly between the Fund and the counterparty. OTC contracts do not necessarily have standard terms, so they cannot be directly offset with other OTC contracts. In addition, OTC contracts with more specialized terms may be more difficult to price than exchange traded contracts.

Depending upon how the Fund uses derivative contracts and the relationships between the market value of a derivative contract and the underlying asset, derivative contracts may increase or decrease the Fund's exposure to interest rate and currency risks, and may also expose the Fund to liquidity and leverage risks. OTC contracts also expose the Fund to credit risks in the event that a counterparty defaults on the contract.

The Fund may trade in the following types of derivative contracts in an amount not to exceed 20% of its total net assets.

Futures Contracts

Futures contracts provide for the future sale by one party and purchase by another party of a specified amount of an underlying asset at a specified price, date, and time. Entering into a contract to buy an underlying asset is commonly referred to as buying a contract or holding a long position in the asset. Entering into a contract to sell an underlying asset is commonly referred to as selling a contract or holding a short position in the asset. Futures contracts are considered to be commodity contracts. Futures contracts traded OTC are frequently referred to as forward contracts. The Fund may buy and sell stock index futures as a substitute for direct investments in the Index in order to help fully replicate the performance of the Index.

Options

Options are rights to buy or sell an underlying asset for a specified price (the exercise price) during, or at the end of, a specified period. A call option gives the holder (buyer) the right to buy the underlying asset from the seller (writer) of the option. A put option gives the holder the right to sell the underlying asset to the writer of the option. The writer of the option receives a payment, or premium, from the buyer, which the writer keeps regardless of whether the buyer uses (or exercises) the option.

The Fund may:

If a call written by a Fund is exercised, the Fund foregoes any possible profit from an increase in the market price of the underlying asset over the exercise price plus the premium received.

When the Fund writes options on futures contracts, it will be subject to margin requirements similar to those applied to futures contracts.

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:

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. Trading in certain foreign markets is also subject to liquidity risks.

Depositary Receipts

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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 not 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. In addition, ADRs are 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.

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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 Manager.

The Fund's custodian or subcustodian will take possession of the securities subject to repurchase agreements. The Manager 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 interest rate 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 Manager 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 interest rate 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.

Inter-Fund Borrowing and Lending Arrangements

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The Securities and Exchange Commission ("SEC") has granted an exemption that permits the Fund and all other funds advised by subsidiaries of Federated Investors, Inc. ("Federated funds") to lend and borrow money for certain temporary purposes directly to and from other Federated funds. Participation in this inter-fund lending program is voluntary for both borrowing and lending funds, and an inter-fund loan is only made if it benefits each participating fund. Federated administers the program according to procedures approved by the Fund's Board, and the Board monitors the operation of the program. Any inter-fund loan must comply with certain conditions set out in the exemption, which are designed to assure fairness and protect all participating funds.

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For example, inter-fund lending is permitted only (a) to meet shareholder redemption requests, and (b) to meet commitments arising from "failed" trades. All inter-fund loans must be repaid in seven days or less. The Fund's participation in this program must be consistent with its investment policies and limitations, and must meet certain percentage tests. Inter-fund loans may be made only when the rate of interest to be charged is more attractive to the lending fund than market-competitive rates on overnight repurchase agreements (the "Repo Rate") and more attractive to the borrowing fund than the rate of interest that would be charged by an unaffiliated bank for short-term borrowings (the "Bank Loan Rate"), as determined by the Board. The interest rate imposed on inter-fund loans is the average of the Repo Rate and the Bank Loan Rate.

FEDERATED COMPLEX FUNDS

Cash Trust Series II
Cash Trust Series, Inc.
Edward D. Jones & Co. Daily Passport Cash Trust
Federated Adjustable Rate U.S. Government Fund, Inc.
Federated American Leaders Fund, Inc.
Federated ARMs Fund
Federated Equity Funds
Federated Equity Income Fund, Inc.
Federated Fund for U.S. Government Securities, Inc.
Federated GNMA Trust
Federated Government Income Securities, Inc.
Federated 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 Municipal Opportunities Fund, Inc.
Federated Municipal Securities Fund, Inc.
Federated Municipal Securities Income Trust
Federated Municipal Trust
Federated Short-Term Municipal Trust
Federated Stock and Bond Fund, Inc.
Federated Stock Trust
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.
Intermediate Municipal Trust
International Series, Inc.
Investment Series Funds, Inc.
Managed Series Trust
Money Market Management, Inc.
Money Market Obligations Trust
Money Market Trust
Tax-Free Instruments Trust
World Investment Series, Inc.

INVESTMENT RISKS

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

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Stock Market Risks

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Risks Related to Company Size

Sector Risks

Interest Rate Risks

Credit Risks

Call Risks

Liquidity Risks

Risks Associated with Noninvestment Grade Securities

Risks of Foreign Investing

Currency Risks

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FUNDAMENTAL INVESTMENT OBJECTIVE

The fund seeks to provide investment results generally corresponding to the aggregate price and dividend performance of publicly traded common stocks comprising the Standard & Poor's MidCap 400 Index.

INVESTMENT LIMITATIONS

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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) if, as a result, more than 5% of the value of its total assets would be invested in securities of that issuer, or the Fund would own more than 10% of the outstanding voting securities of that issuer.

Issuing Senior Securities and Borrowing Money

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

Concentration of Investments

The Fund will not make investments that will result in the concentration of its investments in the securities of issuers primarily engaged in the same industry. Government securities, municipal securities and bank instruments are not deemed to constitute an industry.

Lending Cash or Securities

The Fund may not make loans, provided that this restriction does not prevent the Fund from purchasing debt obligations, entering into repurchase agreements, lending its assets to broker/dealers or institutional investors and investing in loans, including assignments and participation interests.

Underwriting

The Fund may not underwrite the securities of other issuers, except that the Fund may engage in transactions involving the acquisition, disposition or resale of its portfolio securities, under circumstances where it may be considered to be an underwriter under the Securities Act of 1933.

Investing in Real Estate

The Fund may not purchase or sell real estate, provided that this restriction does not prevent the Fund from investing in issuers which invest, deal, or otherwise engage in transactions in real estate or interests therein, or investing in securities that are secured by real estate or interests therein. The Fund may exercise its rights under agreements relating to such securities, including the right to enforce security interests and to hold real estate acquired by reason of such enforcement until that real estate can be liquidated in an orderly manner.

Investing in Commodities

The Fund may not purchase or sell physical commodities, provided that the Fund may purchase securities of companies that deal in commodities.

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The above limitations cannot be changed unless authorized by the Board and by the "vote of a majority of its outstanding voting securities," as defined by the Investment Company Act of 1940 (1940 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.

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Pledging Assets

The Fund will not mortgage, pledge or hypothecate any of its assets, provided that this shall not apply to the transfer of securities in connection with any permissible borrowing or to collateral arrangements in connection with permissible activities.

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Concentration

To conform to the current view of the SEC staff that only domestic bank instruments may be excluded from industry concentration limitations, as a matter of non-fundamental policy, the Fund will not exclude foreign bank instruments from industry concentration limitation tests so long as the policy of the SEC remains in effect. In addition, investments in bank instruments, and investments in certain industrial development bonds funded by activities in a single industry, will be deemed to constitute investment in an industry, except when held for temporary defensive purposes. The investment of more than 25% of the value of the Fund's total assets in any one industry will constitute "concentration."

As a matter of non-fundamental policy, (a) utility companies will be divided according to their services, for example, gas, gas transmission, electric and telephone will each be considered a separate industry; (b) financial service companies will be classified according to the end users of their services, for example, automobile finance, bank finance and diversified finance will each be considered a separate industry; and (c) asset-backed securities will be classified according to the underlying assets securing such securities.

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Investing in Restricted Securities

The Fund may invest in restricted securities. Restricted securities are any securities in which the Fund may invest pursuant to its investment objective and policies but which are subject to restrictions on resale under federal securities law. Under criteria established by the Trustees certain restricted securities are determined to be liquid. To the extent that restricted securities are not determined to be liquid, the Fund will limit their purchase, together with other illiquid securities to 15% of its net assets.

Investing in Illiquid Securities

The Fund will not purchase securities for which there is no readily available market, or enter into repurchase agreements or purchase time deposits maturing in more than seven days, if immediately after and as a result, the value of such securities would exceed, in the aggregate, 15% of the Fund's net assets.

Buying on Margin

The Fund will not purchase securities on margin provided that the Fund may obtain short-term credits necessary for the clearance of purchases and sales of securities, and further provided that the Fund may make margin deposits in connection with its use of financial options and futures, forward and spot currency contracts, swap transactions and other financial contracts or derivative instruments.

Investing in Other Investment Companies

The Fund may invest its assets in securities of other investment companies, including securities of affiliated investment companies, as an efficient means of carrying out its investment policies and managing its uninvested cash.

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 limitation.

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 association, having capital, surplus, and undivided profits in excess of $100,000,000 at the time of deposit, to be "cash items."

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DETERMINING MARKET VALUE OF SECURITIES

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

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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

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The Fund may 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.

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SUPPLEMENTAL PAYMENTS

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Investment professionals (such as broker-dealers or banks) may be paid fees, in significant amounts, out of the assets of the Distributor and/or Federated Shareholder Services Company (these fees do not come out of Fund assets). The Distributor and/or Federated Shareholder Services Company may be reimbursed by the Manager or its affiliates.

Investment professionals receive such fees for providing distribution-related and/or shareholder services, such as advertising, providing incentives to their sales personnel, sponsoring other activities intended to promote sales, and maintaining shareholder accounts. These payments may be based upon such factors as the number or value of Shares the investment professional sells or may sell; the value of client assets invested; and/or the type and nature of sales or marketing support furnished by the investment professional.

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Exchanging Securities for Shares

You may contact the Distributor to request a purchase of Shares in exchange for securities you own. The Fund reserves the right to determine whether to accept your securities and the minimum market value to accept. The Fund will value your securities in the same manner as it values its assets. This exchange is treated as a sale of your securities for federal tax purposes.

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.

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Because the Fund has elected to be governed by Rule 18f-1 under the 1940 Act, 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.

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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 Trust. To protect its shareholders, the Trust has filed legal documents with Massachusetts that expressly disclaim the liability of its shareholders for acts or obligations of the Trust.

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

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 Trust's outstanding shares of all series entitled to vote.

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As of December 7, 2000, the following shareholders owned of record, beneficially, or both, 5% or more of outstanding Shares: Charles Schwab & Co. Inc., Attn.: Mutual Funds Dept., 101 Montgomery Street, San Francisco, CA 94104-4122, owned approximately 1,980,000 Shares, 16.29%; Covie & Co., Covenant Trust Company, Attn.: Michael Magnusson, 5101 North Francisco Ave., Chicago, IL 60625-3611 owned approximately 1,030,077 Shares, 8.48%; IMS & Co. For the Exclusive Benefit of Customers, PO Box 3865, Englewood, CO 80155-3865, owned approximately 669,227 Shares, 5.51%; and First Citizens Bank & Trust Co. As Trustee for the 401k Plan of First Citizens Bank, 100 Tryon Road, Raleigh, NC 27603-3526, owned approximately 977,955 Shares, 8.05%.

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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.

The Fund will be treated as a single, separate entity for federal income tax purposes so that income earned and capital gains and losses realized by the Trust's other portfolios will be separate from those realized by the Fund.

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

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The Board is responsible for managing the Trust's business affairs and for exercising all the Trust'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 Trust, principal occupations for the past five years and positions held prior to the past five years, total compensation received as a Trustee from the Trust for its most recent fiscal year, if applicable, and the total compensation received from the Federated Fund Complex for the most recent calendar year. The Trust is comprised of three funds and the Federated Fund Complex is comprised of 43 investment companies, whose investment advisers are affiliated with the Fund's Manager.

As of December 7, 2000, the Fund's Board and Officers as a group owned less than 1% of the Fund's outstanding Shares.

Name
Birth Date
Address
Position With Trust
    Principal Occupations for Past Five Years     Aggregate
Compensation
From Fund
    Total Compensation
From Trust
and Fund Complex
             
John F. Donahue*†#
Birth Date: July 28, 1924
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA
CHAIRMAN AND TRUSTEE
  Chief Executive Officer and Director or Trustee of the Federated Fund Complex; Chairman and Director, Federated Investors, Inc.; Chairman, Federated Investment Management Company, Federated Global Investment Management Corp. and Passport Research, Ltd.; formerly: Trustee, Federated Investment Management Company and Chairman and Director, Federated Investment Counseling.   $0   $0 for the Trust and
42 other investment
companies in the
Fund Complex
             
Thomas G. Bigley
Birth Date: February 3, 1934
15 Old Timber Trail
Pittsburgh, PA
TRUSTEE
  Director or Trustee of the Federated Fund Complex; Director, Member of Executive Committee, Children's Hospital of Pittsburgh; Director and Chairman of Audit Committee, Robroy Industries, Inc. (coated steel conduits/computer storage equipment); formerly: Senior Partner, Ernst & Young LLP; Director, MED 3000 Group, Inc. (physician practice management); Director, Member of Executive Committee, University of Pittsburgh.   $445.47   $116,760.63 for the
Trust and 42 other
investment companies
in the Fund Complex
             
John T. Conroy, Jr.
Birth Date: June 23, 1937
Grubb & Ellis/Investment
Properties Corporation
3201 Tamiami Trail North
Naples, FL
TRUSTEE
  Director or Trustee of the Federated Fund Complex; Chairman of the Board, Investment Properties Corporation; Partner or Trustee in private real estate ventures in Southwest Florida; formerly: President, Investment Properties Corporation; Senior Vice President, John R. Wood and Associates, Inc., Realtors; President, Naples Property Management, Inc. and Northgate Village Development Corporation.   $455.71   $128,455.37 for the
Trust and 42 other
investment companies
in the Fund Complex
             
Nicholas P. Constantakis
Birth Date: September 3, 1939
175 Woodshire Drive
Pittsburgh, PA
TRUSTEE
  Director or Trustee of the Federated Fund Complex; Director and Chairman of the Audit Committee, Michael Baker Corporation (engineering, construction, operations and technical services); formerly: Partner, Andersen Worldwide SC.   $445.47   $73,191.21 for the
Trust and 36 other
investment companies
in the Fund Complex
             
John F. Cunningham
Birth Date: March 5, 1943
353 El Brillo Way
Palm Beach, FL
TRUSTEE
  Director or Trustee of some of the Federated Fund Complex; Chairman, President and Chief Executive Officer, Cunningham & Co., Inc. (strategic business consulting); Trustee Associate, Boston College; Director, Iperia Corp. (communications/software); formerly: Director, Redgate Communications and EMC Corporation (computer storage systems).

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.
  $414.22   $93,190.48 for the
Trust and 36 other
investment companies
in the Fund Complex
             
Lawrence D. Ellis, M.D.*
Birth Date: October 11, 1932
3471 Fifth Avenue
Suite 1111
Pittsburgh, PA
TRUSTEE
  Director or Trustee of the Federated Fund Complex; Professor of Medicine, University of Pittsburgh; Medical Director, University of Pittsburgh Medical Center -- Downtown; Hematologist, Oncologist and Internist, University of Pittsburgh Medical Center; Member, National Board of Trustees, Leukemia Society of America.   $414.22   $116,760.63 for the
Trust and 42 other
investment companies
in the Fund Complex
             
Peter E. Madden
Birth Date: March 16, 1942
One Royal Palm Way
100 Royal Palm Way
Palm Beach, FL
TRUSTEE
  Director or Trustee of the Federated Fund Complex; formerly: Representative, Commonwealth of 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; Director, The Boston Stock Exchange.
  $424.45   $109,153.60 for the
Trust and 42 other
investment companies
in the Fund Complex
             
Charles F. Mansfield, Jr.
Birth Date: April 10, 1945
80 South Road
Westhampton Beach, NY
TRUSTEE
  Director or Trustee of some of the Federated Fund Complex; Management Consultant; formerly: Executive Vice President, Legal and External Affairs, DVC Group, Inc. (formerly, Dugan Valva Contess, Inc.) (marketing, communications, technology and consulting).

Previous Positions: Chief Executive Officer, PBTC International Bank; Partner, Arthur Young & Company (now Ernst & Young LLP); Chief Financial Officer of Retail Banking Sector, Chase Manhattan Bank; Senior Vice President, HSBC Bank USA (formerly, Marine Midland Bank); Vice President, Citibank; Assistant Professor of Banking and Finance, Frank G. Zarb School of Business, Hofstra University.
  $455.71   $102,573.91 for the
Trust and 39 other
investment companies
in the Fund Complex
             
John E. Murray, Jr., J.D., S.J.D.#
Birth Date: December 20, 1932
President, Duquesne University
Pittsburgh, PA
TRUSTEE
  Director or Trustee of the Federated Fund Complex; President, Law Professor, Duquesne University; Consulting Partner, Mollica & Murray; Director, Michael Baker Corp. (engineering, construction, operations and technical services).

Previous Positions: Dean and Professor of Law, University of Pittsburgh School of Law; Dean and Professor of Law, Villanova University School of Law.
  $424.45   $128,455.37 for the
Trust and 42 other
investment companies
in the Fund Complex
             
Marjorie P. Smuts
Birth Date: June 21, 1935
4905 Bayard Street
Pittsburgh, PA
TRUSTEE
  Director or Trustee of the Federated Fund Complex; Public Relations/Marketing/Conference Planning.

Previous Positions: National Spokesperson, Aluminum Company of America; television producer; business owner; conference coordinator.
  $414.22   $116,760.63 for the
Trust and 42 other
investment companies
in the Fund Complex
             
John S. Walsh
Birth Date: November 28, 1957
2604 William Drive
Valparaiso, IN
TRUSTEE
  Director or Trustee of some of the Federated Fund Complex; President and Director, Heat Wagon, Inc. (manufacturer of construction temporary heaters); President and Director, Manufacturers Products, Inc. (distributor of portable construction heaters); President, Portable Heater Parts, a division of Manufacturers Products, Inc.; Director, Walsh & Kelly, Inc. (heavy highway contractor); formerly: Vice President, Walsh & Kelly, Inc.   $414.22   $94,536.85 for the
Trust and 38 other
investment companies
in the Fund Complex
             
J. Christopher Donahue*†
Birth Date: April 11, 1949
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA
PRESIDENT AND TRUSTEE
  President or Executive Vice President of the Federated Fund Complex; Director or Trustee of some of the Funds in the Federated Fund Complex; President, Chief Executive Officer and Director, Federated Investors, Inc.; President, Chief Executive Officer and Trustee, Federated Investment Management Company; Trustee, Federated Investment Counseling; President, Chief Executive Officer and Director, Federated Global Investment Management Corp.; President and Chief Executive Officer, Passport Research, Ltd.; Trustee, Federated Shareholder Services Company; Director, Federated Services Company; formerly: President, Federated Investment Counseling.   $0   $0 for the Trust and
29 other investment
companies in the
Fund Complex
             
Edward C. Gonzales
Birth Date: October 22, 1930
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA
EXECUTIVE VICE PRESIDENT
  President, Executive Vice President and Treasurer of some of the Funds in the Federated Fund Complex; Vice Chairman, Federated Investors, Inc.; Trustee, Federated Administrative Services; formerly: Trustee or Director of some of the Funds in the Federated Fund Complex; CEO and Chairman, Federated Administrative Services; Vice President, Federated Investment Management Company, Federated Investment Counseling, Federated Global Investment Management Corp. and Passport Research, Ltd.; Director and Executive Vice President, Federated Securities Corp.; Director, Federated Services Company; Trustee, Federated Shareholder Services Company.   $0   $0 for the Trust and
41 other investment
companies in the
Fund Complex
             
John W. McGonigle
Birth Date: October 26, 1938
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA
EXECUTIVE VICE PRESIDENT
AND SECRETARY
  Executive Vice President and Secretary of the Federated Fund Complex; Executive Vice President, Secretary and Director, Federated Investors, Inc.; formerly: Trustee, Federated Investment Management Company and Federated Investment Counseling; Director, Federated Global Investment Management Corp., Federated Services Company and Federated Securities Corp.   $0   $0 for the Trust and
42 other investment
companies in the
Fund Complex
             
Richard J. Thomas
Birth Date: June 17, 1954
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA
TREASURER
  Treasurer of the Federated Fund Complex; Senior Vice President, Federated Administrative Services; formerly: Vice President, Federated Administrative Services; held various management positions within Funds Financial Services Division of Federated Investors, Inc.   $0   $0 for the Trust and
42 other investment
companies in the
Fund Complex
             
Richard B. Fisher
Birth Date: May 17, 1923
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA
VICE PRESIDENT
  President or Vice President of some of the Funds in the Federated Fund Complex; Vice Chairman, Federated Investors, Inc.; Chairman, Federated Securities Corp.; formerly: Director or Trustee of some of the Funds in the Federated Fund Complex; Executive Vice President, Federated Investors, Inc. and Director and Chief Executive Officer, Federated Securities Corp.   $0   $0 for the Trust and
40 other investment
companies in the
Fund Complex
             
J. Thomas Madden
Birth Date: October 22, 1945
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA
CHIEF INVESTMENT OFFICER
  Chief Investment Officer of this Fund and various other Funds in the Federated Fund Complex; Executive Vice President, Federated Investment Counseling, Federated Global Investment Management Corp., Federated Investment Management Company and Passport Research, Ltd.; Director, Federated Global Investment Management Corp. and Federated Investment Management Company; 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.   $0   $0 for the Trust and
10 other investment
companies in the
Fund Complex
             
Thomas M. Franks
Birth Date: November 15, 1954
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA
PORTFOLIO MANAGER
AND VICE PRESIDENT
  Thomas M. Franks has been the Fund's Portfolio Manager since 1990. He is Vice President of the Trust. Mr. Franks joined Federated in 1985 and has been a Portfolio Director and Vice President of the Fund's Manager since 1990. Mr. Franks is a Chartered Financial Analyst and received his M.S. in Industrial Administration from Carnegie Mellon University.   $0   $0 for the Trust and
no other investment
companies in the
Fund Complex
             

* An asterisk denotes a Trustee who is deemed to be an interested person as defined in the 1940 Act.

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# A pound sign denotes a Member of the Board's Executive Committee, which handles the Board's responsibilities between its meetings.

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† Mr. Donahue is the father of J. Christopher Donahue, President of the Trust.

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INVESTMENT MANAGER

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The Manager oversees the Sub-Manager, Northern Trust Quantitative Advisors, Inc., a subsidiary of Northern Trust Corporation, which conducts investment research and makes investment decisions for the Fund. The directors of the Sub-Manager are James M. Snyder, Perry R. Pero, Sheila A. Penrose, John R. Goodwin, Stephen N. Potter, and Jeffrey H. Wessel. The executive officers of the Sub-Manager are James M. Snyder, Chief Executive Officer, Jeffrey H. Wessel, President and Orie L. Dudley, Jr., Chief Investment Officer.

Subject to the supervision and direction of the Trustees, the Manager provides to the Fund investment management evaluation services principally by performing initial due diligence on the Sub-Manager for the Fund and thereafter monitoring and evaluating the performance of the Sub-Manager through quantitative and qualitative analyses. In addition, the Manager conducts periodic in-person, telephonic and written consultations with the Sub-Manager. In initially evaluating the Sub-Manager, the Manager considered, among other factors, the Sub-Manager's level of expertise; relative performance over a minimum period of five years; level of efficiency; level of adherence to investment discipline or philosophy; personnel, facilities and financial strength; and quality of service and client communications. On an ongoing basis, the Manager is responsible for communicating performance expectations and evaluations to the Sub-Manager; monitoring tracking errors; monitoring and analyzing the use of futures contracts; monitoring the futures holdings of the Fund as a percentage of Fund assets; monitoring market timing in the Fund; discussing with the Sub-Manager the portfolio sampling techniques employed by the Sub-Manager; defining with the Sub-Manager the universe of stocks that comprise the large capitalization sector of the United States equity market; and ultimately recommending to the Trustees whether the Sub-Management Contract should be renewed, modified or terminated. The Manager provides written reports to the Trustees regarding the results of its evaluation and monitoring functions. In addition, the Manager is responsible for providing the Fund with administrative services, including, but not limited to, shareholder servicing and certain legal and accounting services. The Manager is also responsible for conducting all operations of the Fund, except those operations contracted to the Sub-Manager, custodian, transfer agent and dividend disbursing agent. The Manager receives an annual fee from the Fund for performing its responsibilities under the Management Contract.

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The Manager and the Sub-Manager shall not be liable to the Trust, 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 Trust.

Other Related Services

Affiliates of the Manager 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.

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CODE OF ETHICS RESTRICTIONS ON PERSONAL TRADING

As required by SEC rules, the Fund, its Manager, and its Distributor have adopted codes of ethics. These codes govern securities trading activities of investment personnel, Fund Trustees, and certain other employees. Although they do permit these people to trade in securities, including those that the Fund could buy, they also contain significant safeguards designed to protect the Fund and its shareholders from abuses in this area, such as requirements to obtain prior approval for, and to report, particular transactions.

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BROKERAGE TRANSACTIONS

When selecting brokers and dealers to handle the purchase and sale of portfolio instruments, the Manager looks for prompt execution of the order at a favorable price. The Manager 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 Manager 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 Manager 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 Manager 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 Manager or by affiliates of Federated in advising other accounts. To the extent that receipt of these services may replace services for which the Manager or its affiliates might otherwise have paid, it would tend to reduce their expenses. The Manager 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.

Investment decisions for the Fund are made independently from those of other accounts managed by the Manager. 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 Manager 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:

Maximum Administrative Fee     Average Aggregate Daily
Net Assets of the Federated Funds
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

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

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The independent auditor for the Fund, Ernst & Young LLP, plans and performs its audit so that it may provide an opinion as to whether the Fund's financial statements and financial highlights are free of material misstatement in accordance with accounting principles generally accepted in the United States of America.

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FEES PAID BY THE FUND FOR SERVICES

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For the Year Ended October 31     2000     1999     1998
Management Fee Earned   $623,388   $404,006   $328,552
Management Fee Reduction   0   0   48,963
Management Fee Reimbursement   645   N/A   N/A
Sub-Management Fee   54,651   35,393   N/A
Brokerage Commissions   98,021   43,288   19,694
Shareholder Services Fee   46,754   30,336   N/A

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If the Fund's expenses are capped at a particular level, the cap does not include reimbursement to the Fund of any expenses incurred by shareholders who use the transfer agent's subaccounting facilities.

How does the Fund Measure Performance?

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The Fund may advertise Share performance by using the SEC's 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.

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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

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Total returns are given for the one-year, five-year and Start of Performance periods ended October 31, 2000.

Yield is given for the 30-day period ended October 31, 2000.

                    30-Day Period     1 Year     5 Years     Start of
Performance on
11/5/1992
Total Return   N/A   30.40%   20.41%   17.57%
Yield   0.87%   N/A   N/A   N/A

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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:

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:

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 specified period of time.

Morningstar, Inc.

An independent rating service, is the publisher of the bi-weekly Mutual Fund Values , which 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.

Standard & Poor's Composite Stock Index

Composite index of common stocks in industry, transportation, and financial and public utility companies. Can be used to compare to the total returns of funds whose portfolios are invested primarily in common stocks. In addition, the S&P indexes assume reinvestments of all dividends paid by stocks listed on its index. Taxes due on any of these distributions are not included, nor are brokerage or other fees calculated in the S&P figures.

Russell 2000 Small Stock Index

A broadly based diversified index consisting of approximately 2,000 small capitalization common stocks that can be used to compare to the total returns of funds whose portfolios are invested primarily in small capitalization common stocks.

Wilshire 5000 Equity Indexes

Consists of nearly 5,000 common equity securities, covering all stocks in the U.S. for which daily pricing is available, and can be used to compare to the total returns of funds whose portfolios are invested primarily in common stocks.

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

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In the municipal sector, as of December 31, 1999, Federated managed 12 bond funds with approximately $2.0 billion in assets and 24 money market funds with approximately $13.1 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.

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Equity Funds

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In the equity sector, Federated has more than 29 years' experience. As of December 31, 1999, Federated managed 53 equity funds totaling approximately $18.3 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.

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Corporate Bond Funds

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In the corporate bond sector, as of December 31, 1999, Federated managed 13 money market funds and 29 bond funds with assets approximating $35.7 billion and $7.7 billion, respectively. Federated's corporate bond decision making--based on intensive, diligent credit analysis--is backed by over 27 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.

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Government Funds

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In the government sector, as of December 31, 1999, Federated managed 9 mortgage backed, 11 government/agency and 16 government money market mutual funds, with assets approximating $4.7 billion, $1.6 billion and $34.1 billion, respectively. Federated trades approximately $450 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 $43.8 billion in government funds within these maturity ranges.

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Money Market Funds

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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, 1999, Federated managed more than $83.0 billion in assets across 54 money market funds, including 16 government, 13 prime, 24 municipal and 1 euro-denominated with assets approximating $34.1 billion, $35.7 billion, $13.1 billion and $115 million, respectively.

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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

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Federated meets the needs of approximately 1,160 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.

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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.

Standard & Poor's

"Standard & Poor's," "S&P," "S&P MidCap 400 Index," and "Standard and Poor's MidCap 400 Index" are trademarks of The McGraw-Hill Companies, Inc. and have been licensed for use by Federated Securities Corp. The Fund is not sponsored, endorsed, sold or promoted by, or affiliated with, Standard & Poor's ("S&P"). S&P makes no representation or warranty, express or implied, to the owners of the Fund or any member of the public regarding the advisability of investing in securities generally or in the Fund particularly or the ability of the S&P 400 Index to track general stock market performance. S&P's only relationship to Federated Securities Corp. (the "Licensee") is the licensing of certain trademarks and trade names of S&P and of the S&P 400 Index which is determined, composed and calculated by S&P without regard to the Licensee or the Fund. S&P has no obligation to take the needs of the Licensee or the owners of the Fund into consideration in determining, composing or calculating the S&P 400 Index. S&P is not responsible for and has not participated in the determination of, the timing of, prices at, or quantities of the Fund to be issued or in the determination or calculation of the equation by which the Fund is to be converted into cash. S&P has no obligation or liability in connection with the administration, marketing or trading of the Fund.

S&P does not guarantee the accuracy and/or the completeness of the S&P 400 Index or any data included therein. S&P makes no warranty, express or implied, as to results to be obtained by Licensee, owners of the Fund, or any other person or entity from the use of the S&P 400 Index or any data included therein in connection with the rights licensed hereunder or for any other use. S&P makes no express or implied warranties, and expressly disclaims all warranties of merchantability or fitness for a particular purpose or use with respect to the S&P 400 Index or any data included therein. Without limiting any of the foregoing, in no event shall S&P have any liability for any special, punitive, indirect, or consequential damages (including lost profits), even if notified of the possibility of such damages.

Addresses

FEDERATED MID-CAP FUND

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 Manager

Federated Investment Management Company
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

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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




Federated Mini-Cap Fund

A Portfolio of Federated Index Trust

STATEMENT OF ADDITIONAL INFORMATION

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December 31, 2000

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INSTITUTIONAL SHARES
CLASS C SHARES

This Statement of Additional Information (SAI) is not a prospectus. Read this SAI in conjunction with the prospectuses for Institutional Shares and Class C Shares of Federated Mini-Cap Fund (Fund), dated December 31, 2000. Obtain the prospectuses and the Annual Report's Management's Discussion of Fund Performance without charge by calling 1-800-341-7400.

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2062305B (12/00)

Federated is a registered mark of Federated Investors, Inc.
2000 ©Federated Investors, Inc.

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CONTENTS

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How is the Fund Organized?     1
Securities in Which the Fund Invests   1
What do Shares Cost?   7
How is the Fund Sold?   7
Exchanging Securities for Shares   8
Subaccounting Services   8
Redemption in Kind   8
Massachusetts Partnership Law   8
Account and Share Information   8
Tax Information   8
Who Manages and Provides Services to the Fund?   9
How does the Fund Measure Performance?   13
Who is Federated Investors, Inc.?   14
Frank Russell Company   15
Addresses   16

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How is the Fund Organized?

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The Fund is a diversified portfolio of Federated Index Trust (Trust). The Trust is an open-end, management investment company that was established under the laws of the Commonwealth of Massachusetts on January 30, 1990. The Trust may offer separate series of shares representing interests in separate portfolios of securities. The Trust changed the name of the Fund from Mini-Cap Fund to Federated Mini-Cap Fund on December 5, 1994.

The Board of Trustees (the Board) has established two classes of shares of the Fund, known as Institutional Shares and Class C Shares (Shares). This SAI relates to both classes of Shares. The Funds' investment adviser is Federated Investment Management Company (Adviser).

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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

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 may invest.

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.

Preferred Stocks

Preferred stocks have the right to receive specified dividends or distributions before the issuer makes payments on its common stock. Some preferred stocks also participate in dividends and distributions paid on common stock. Preferred stocks may also permit the issuer to redeem the stock. The Fund may treat such redeemable preferred stock as a fixed income security.

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.

Fixed Income Securities

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. Fixed income securities provide more regular income than equity securities. However, the returns on fixed income securities are limited and normally do not increase with the issuer's earnings. This limits the potential appreciation of fixed income securities as compared to equity securities.

A security's yield measures the annual income earned on a security as a percentage of its price. A security's yield will increase or decrease depending upon whether it costs less (a discount) or more (a premium) than the principal amount. If the issuer may redeem the security before its scheduled maturity, the price and yield on a discount or premium security may change based upon the probability of an early redemption. Securities with higher risks generally have higher yields.

The following describes the types of fixed income securities in which the Fund may invest.

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 risks.

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 risks, but not as low as treasury securities.

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

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Derivative Contracts

Derivative contracts are financial instruments that require payments based upon changes in the values of designated (or underlying) securities, currencies, commodities, financial indices or other assets. Some derivative contracts (such as futures, forwards and options) require payments relating to a future trade involving the underlying asset. Other derivative contracts (such as swaps) require payments relating to the income or returns from the underlying asset. The other party to a derivative contract is referred to as a counterparty.

Many derivative contracts are traded on securities or commodities exchanges. In this case, the exchange sets all the terms of the contract except for the price. Investors make payments due under their contracts through the exchange. Most exchanges require investors to maintain margin accounts through their brokers to cover their potential obligations to the exchange. Parties to the contract make (or collect) daily payments to the margin accounts to reflect losses (or gains) in the value of their contracts. This protects investors against potential defaults by the counterparty. Trading contracts on an exchange also allows investors to close out their contracts by entering into offsetting contracts.

For example, the Fund could close out an open contract to buy an asset at a future date by entering into an offsetting contract to sell the same asset on the same date. If the offsetting sale price is more than the original purchase price, the Fund realizes a gain; if it is less, the Fund realizes a loss. Exchanges may limit the amount of open contracts permitted at any one time. Such limits may prevent the Fund from closing out a position. If this happens, the Fund will be required to keep the contract open (even if it is losing money on the contract), and to make any payments required under the contract (even if it has to sell portfolio securities at unfavorable prices to do so). Inability to close out a contract could also harm the Fund by preventing it from disposing of or trading any assets it has been using to secure its obligations under the contract.

The Fund may also trade derivative contracts over-the-counter (OTC) in transactions negotiated directly between the Fund and the counterparty. OTC contracts do not necessarily have standard terms, so they cannot be directly offset with other OTC contracts. In addition, OTC contracts with more specialized terms may be more difficult to price than exchange traded contracts. Depending upon how the Fund uses derivative contracts and the relationships between the market value of a derivative contract and the underlying asset, derivative contracts may increase or decrease the Fund's exposure to interest rate and currency risks, and may also expose the Fund to liquidity and leverage risks. OTC contracts also expose the Fund to credit risks in the event that a counterparty defaults on the contract.

The Fund may trade in the following types of derivative contracts in an amount not to exceed 20% of its total net assets.

Futures Contracts

Futures contracts provide for the future sale by one party and purchase by another party of a specified amount of an underlying asset at a specified price, date, and time. Entering into a contract to buy an underlying asset is commonly referred to as buying a contract or holding a long position in the asset. Entering into a contract to sell an underlying asset is commonly referred to as selling a contract or holding a short position in the asset. Futures contracts are considered to be commodity contracts. Futures contracts traded OTC are frequently referred to as forward contracts. The Fund may buy and sell stock index futures as a substitute for direct investments in the Index in order to help fully replicate the performance of the Index.

Options

Options are rights to buy or sell an underlying asset for a specified price (the exercise price) during, or at the end of, a specified period. A call option gives the holder (buyer) the right to buy the underlying asset from the seller (writer) of the option. A put option gives the holder the right to sell the underlying asset to the writer of the option. The writer of the option receives a payment, or premium, from the buyer, which the writer keeps regardless of whether the buyer uses (or exercises) the option.

The Fund may:

The Fund may also write call options on portfolio securities to generate income from premiums, and in anticipation of a decrease or only limited increase in the value of the underlying asset. If a call written by the Fund is exercised, the Fund foregoes any possible profit from an increase in the market price of the underlying asset over the exercise price plus the premium received.

When the Fund writes options on futures contracts, it will be subject to margin requirements similar to those applied to futures contracts.

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:

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. Trading in certain foreign markets is also subject to liquidity risks.

Depositary Receipts

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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 not 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. In addition, ADRs are 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.

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SPECIAL TRANSACTIONS

Repurchase Agreements

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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.

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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 interest rate risks for the Fund. Delayed delivery transactions also involve credit risks in the event of a counterparty default.

Securities Lending

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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.

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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 interest rate 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.

Inter-Fund Borrowing and Lending Arrangements

The SEC has granted an exemption that permits the Fund and all other funds advised by subsidiaries of Federated Investors, Inc. ("Federated funds") to lend and borrow money for certain temporary purposes directly to and from other Federated funds. Participation in this inter-fund lending program is voluntary for both borrowing and lending funds, and an inter-fund loan is only made if it benefits each participating fund. Federated administers the program according to procedures approved by the Fund's Board, and the Board monitors the operation of the program. Any inter-fund loan must comply with certain conditions set out in the exemption, which are designed to assure fairness and protect all participating funds.

For example, inter-fund lending is permitted only (a) to meet shareholder redemption requests, and (b) to meet commitments arising from "failed" trades. All inter-fund loans must be repaid in seven days or less. The Fund's participation in this program must be consistent with its investment policies and limitations, and must meet certain percentage tests. Inter-fund loans may be made only when the rate of interest to be charged is more attractive to the lending fund than market-competitive rates on overnight repurchase agreements (the "Repo Rate") and more attractive to the borrowing fund than the rate of interest that would be charged by an unaffiliated bank for short-term borrowings (the "Bank Loan Rate"), as determined by the Board. The interest rate imposed on inter-fund loans is the average of the Repo Rate and the Bank Loan Rate.

FEDERATED COMPLEX FUNDS

Cash Trust Series II
Cash Trust Series, Inc.
Edward D. Jones & Co. Daily Passport Cash Trust
Federated Adjustable Rate U.S. Government Fund, Inc.
Federated American Leaders Fund, Inc.
Federated ARMs Fund
Federated Equity Funds
Federated Equity Income Fund, Inc.
Federated Fund for U.S. Government Securities, Inc.
Federated GNMA Trust
Federated Government Income Securities, Inc.
Federated 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 Municipal Opportunities Fund, Inc.
Federated Municipal Securities Fund, Inc.
Federated Municipal Securities Income Trust
Federated Municipal Trust
Federated Short-Term Municipal Trust
Federated Stock and Bond Fund, Inc.
Federated Stock Trust
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.
Intermediate Municipal Trust
International Series, Inc.
Investment Series Funds, Inc.
Managed Series Trust
Money Market Management, Inc.
Money Market Obligations Trust
Money Market Trust
Tax-Free Instruments Trust
World Investment Series, Inc.

INVESTMENT RISKS

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

Stock Market Risks

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Risks Related to Company Size

Sector Risks

Interest Rate Risks

Credit Risks

Call Risks

Liquidity Risks

Risks Associated with Noninvestment Grade Securities

Risks of Foreign Investing

Currency Risks

FUNDAMENTAL INVESTMENT OBJECTIVE

The fund seeks to provide investment results generally corresponding to the aggregate price and dividend performance of publicly traded common stocks comprising the Russell 2000® Index.

INVESTMENT LIMITATIONS

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) if, as a result, more than 5% of the value of its total assets would be invested in securities of that issuer, or the Fund would own more than 10% of the outstanding voting securities of that issuer.

Issuing Senior Securities and Borrowing Money

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

Concentration of Investments

The Fund will not make investments that will result in the concentration of its investments in the securities of issuers primarily engaged in the same industry. Government securities, municipal securities and bank instruments are not deemed to constitute an industry.

Lending Cash or Securities

The Fund may not make loans, provided that this restriction does not prevent the Fund from purchasing debt obligations, entering into repurchase agreements, lending its assets to broker/dealers or institutional investors and investing in loans, including assignments and participation interests.

Underwriting

The Fund may not underwrite the securities of other issuers, except that the Fund may engage in transactions involving the acquisition, disposition or resale of its portfolio securities, under circumstances where it may be considered to be an underwriter under the Securities Act of 1933.

Investing in Real Estate

The Fund may not purchase or sell real estate, provided that this restriction does not prevent the Fund from investing in issuers which invest, deal, or otherwise engage in transactions in real estate or interests therein, or investing in securities that are secured by real estate or interests therein. The Fund may exercise its rights under agreements relating to such securities, including the right to enforce security interests and to hold real estate acquired by reason of such enforcement until that real estate can be liquidated in an orderly manner.

Investing in Commodities

The Fund may not purchase or sell physical commodities, provided that the Fund may purchase securities of companies that deal in commodities.

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The above limitations cannot be changed unless authorized by the Board and by the "vote of a majority of its outstanding voting securities," as defined by the Investment Company Act of 1940 (1940 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.

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Pledging Assets

The Fund will not mortgage, pledge or hypothecate any of its assets, provided that this shall not apply to the transfer of securities in connection with any permissible borrowing or to collateral arrangements in connection with permissible activities.

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Concentration

To conform to the current view of the SEC staff that only domestic bank instruments may be excluded from industry concentration limitations, as a matter of non-fundamental policy, the Fund will not exclude foreign bank instruments from industry concentration limitation tests so long as the policy of the SEC remains in effect. In addition, investments in bank instruments, and investments in certain industrial development bonds funded by activities in a single industry, will be deemed to constitute investment in an industry, except when held for temporary defensive purposes. The investment of more than 25% of the value of the Fund's total assets in any one industry will constitute "concentration."

As a matter of non-fundamental policy, (a) utility companies will be divided according to their services, for example, gas, gas transmission, electric and telephone will each be considered a separate industry; (b) financial service companies will be classified according to the end users of their services, for example, automobile finance, bank finance and diversified finance will each be considered a separate industry; and (c) asset-backed securities will be classified according to the underlying assets securing such securities.

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Investing in Restricted Securities

The Fund may invest in restricted securities. Restricted securities are any securities in which the Fund may invest pursuant to its investment objective and policies but which are subject to restrictions on resale under federal securities law. Under criteria established by the Trustees certain restricted securities are determined to be liquid. To the extent that restricted securities are not determined to be liquid, the Fund will limit their purchase, together with other illiquid securities to 15% of its net assets.

Investing in Illiquid Securities

The Fund will not purchase securities for which there is no readily available market, or enter into repurchase agreements or purchase time deposits maturing in more than seven days, if immediately after and as a result, the value of such securities would exceed, in the aggregate, 15% of the Fund's net assets.

Buying on Margin

The Fund will not purchase securities on margin provided that the Fund may obtain short-term credits necessary for the clearance of purchases and sales of securities, and further provided that the Fund may make margin deposits in connection with its use of financial options and futures, forward and spot currency contracts, swap transactions and other financial contracts or derivative instruments.

Investing in Other Investment Companies

The Fund may invest its assets in securities of other investment companies, including securities of affiliated investment companies, as an efficient means of carrying out its investment policies and managing its uninvested cash.

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 limitation.

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 association, having capital, surplus, and undivided profits in excess of $100,000,000 at the time of deposit, to be "cash items."

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DETERMINING MARKET VALUE OF SECURITIES

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

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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. The NAV for each class of Shares may differ due to the variance in daily net income realized by each class. Such variance will reflect only accrued net income to which the shareholders of a particular class are entitled.

REDUCING OR ELIMINATING THE CONTINGENT DEFERRED SALES CHARGE (CLASS C SHARES)

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These reductions or eliminations are offered because: no sales commissions have been advanced to the investment professional selling Shares; the shareholder has already paid a Contingent Deferred Sales Charge (CDSC); or nominal sales efforts are associated with the original purchase of Shares.

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Upon notification to the Distributor or the Fund's transfer agent, no CDSC will be imposed on redemptions:

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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.

RULE 12B-1 PLAN (CLASS C SHARES)

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As a compensation-type plan, the Rule 12b-1 Plan is designed to pay the Distributor (who may then pay investment professionals such as banks, broker/dealers, trust departments of banks, and registered investment advisers) for marketing activities (such as advertising, printing and distributing prospectuses, and providing incentives to investment professionals) to promote sales of Shares so that overall Fund assets are maintained or increased. This helps the Fund achieve economies of scale, reduce per share expenses, and provide cash for orderly portfolio management and Share redemptions. In addition, the Fund's service providers that receive asset-based fees also benefit from stable or increasing Fund assets.

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The Fund may compensate the Distributor more or less than its actual marketing expenses. In no event will the Fund pay for any expenses of the Distributor that exceed the maximum Rule 12b-1 Plan fee.

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For some classes of Shares, the maximum Rule 12b-1 Plan fee that can be paid in any one year may not be sufficient to cover the marketing-related expenses the Distributor has incurred. Therefore, it may take the Distributor a number of years to recoup these expenses.

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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

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Investment professionals (such as broker-dealers or banks) may be paid fees, in significant amounts, out of the assets of the Distributor and/or Federated Shareholder Services Company (these fees do not come 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 and/or shareholder services, such as advertising, providing incentives to their sales personnel, sponsoring other activities intended to promote sales, and maintaining shareholder accounts. These payments may be based upon such factors as the number or value of Shares the investment professional sells or may sell; the value of client assets invested; and/or the type and nature of sales or marketing support furnished by the investment professional.

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When an investment professional's customer purchases shares, the investment professional may receive an amount up to 1.00%, of the NAV of Class C Shares.

Exchanging Securities for Shares

You may contact the Distributor to request a purchase of Shares in exchange for securities you own. The Fund reserves the right to determine whether to accept your securities and the minimum market value to accept. The Fund will value your securities in the same manner as it values its assets. This exchange is treated as a sale of your securities for federal tax purposes.

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.

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Because the Fund has elected to be governed by Rule 18f-1 under the 1940 Act, 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.

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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 Trust. To protect its shareholders, the Trust has filed legal documents with Massachusetts that expressly disclaim the liability of its shareholders for acts or obligations of the Trust.

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

Account and Share Information

VOTING RIGHTS

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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, except that in matters affecting only a particular Fund or class, only Shares of that Fund or class are entitled to vote.

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 Trust's outstanding shares of all series entitled to vote.

As of December 4, 2000, the following shareholders owned of record, beneficially, or both, 5% or more of outstanding Shares: Charles Schwab & Co. Inc., 101 Montgomery Street, San Francisco, CA 94104-4122 (12.74% Institutional Shares); IMS & Co., PO Box 3865, Englewood, CO 80155-3865 (11.53% Institutional Shares); Edward Jones & Co., 201 Progress Parkway, Maryland Heights, MO 63043-3009 (8.47% Class C Shares); MLPF&S for the sole benefit of its customers, 4800 Deer Lake Drive East, 2nd Floor, Jacksonville, FL 32246-6484 (14.36% Class C Shares); Donaldson Lufkin Jenrette, PO Box 2052, Jersey City, NJ 07303-2052 (5.62% Class C Shares).

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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.

The Fund will be treated as a single, separate entity for federal income tax purposes so that income earned and capital gains and losses realized by the Trust's other portfolios will be separate from those realized by the Fund.

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

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The Board is responsible for managing the Trust's business affairs and for exercising all the Trust'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 Trust, principal occupations for the past five years and positions held prior to the past five years, total compensation received as a Trustee from the Trust for its most recent fiscal year, if applicable, and the total compensation received from the Federated Fund Complex for the most recent calendar year. The Trust is comprised of three funds and the Federated Fund Complex is comprised of 43 investment companies, whose investment advisers are affiliated with the Fund's Manager.

As of December 4, 2000, the Fund's Board and Officers as a group owned less than 1% of the Fund's outstanding Institutional Shares and Class C Shares.

Name
Birth Date
Address
Position With Trust
    Principal Occupations for Past Five Years     Aggregate
Compensation
From Fund
    Total
Compensation
From Trust
and Fund Complex
             
John F. Donahue*†#
Birth Date: July 28, 1924
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA
CHAIRMAN AND TRUSTEE
  Chief Executive Officer and Director or Trustee of the Federated Fund Complex; Chairman and Director, Federated Investors, Inc.; Chairman, Federated Investment Management Company, Federated Global Investment Management Corp. and Passport Research, Ltd.; formerly: Trustee, Federated Investment Management Company and Chairman and Director, Federated Investment Counseling.   $0   $0 for the Trust and
42 other investment
companies in the
Fund Complex
             
Thomas G. Bigley
Birth Date: February 3, 1934
15 Old Timber Trail
Pittsburgh, PA
TRUSTEE
  Director or Trustee of the Federated Fund Complex; Director, Member of Executive Committee, Children's Hospital of Pittsburgh; Director and Chairman of Audit Committee, Robroy Industries, Inc. (coated steel conduits/computer storage equipment); formerly: Senior Partner, Ernst & Young LLP; Director, MED 3000 Group, Inc. (physician practice management); Director, Member of Executive Committee, University of Pittsburgh.   $435.45   $116,760.63 for the
Trust and 42 other
investment companies
in the Fund Complex
             
John T. Conroy, Jr.
Birth Date: June 23, 1937
Grubb & Ellis/Investment
Properties Corporation
3201 Tamiami Trail North
Naples, FL
TRUSTEE
  Director or Trustee of the Federated Fund Complex; Chairman of the Board, Investment Properties Corporation; Partner or Trustee in private real estate ventures in Southwest Florida; formerly: President, Investment Properties Corporation; Senior Vice President, John R. Wood and Associates, Inc., Realtors; President, Naples Property Management, Inc. and Northgate Village Development Corporation.   $445.75   $128,455.37 for the
Trust and 42 other
investment companies
in the Fund Complex
             
Nicholas P. Constantakis
Birth Date: September 3, 1939
175 Woodshire Drive
Pittsburgh, PA
TRUSTEE
  Director or Trustee of the Federated Fund Complex; Director and Chairman of the Audit Committee, Michael Baker Corporation (engineering, construction, operations and technical services); formerly: Partner, Andersen Worldwide SC.   $435.45   $73,191.21 for the
Trust and 36 other
investment companies
in the Fund Complex
             
John F. Cunningham
Birth Date: March 5, 1943
353 El Brillo Way
Palm Beach, FL
TRUSTEE
  Director or Trustee of some of the Federated Fund Complex; Chairman, President and Chief Executive Officer, Cunningham & Co., Inc. (strategic business consulting); Trustee Associate, Boston College; Director, Iperia Corp. (communications/software); formerly: Director, Redgate Communications and EMC Corporation (computer storage systems).

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.
  $405.18   $93,190.48 for the
Trust and 36 other
investment companies
in the Fund Complex
             
Lawrence D. Ellis, M.D.*
Birth Date: October 11, 1932
3471 Fifth Avenue
Suite 1111
Pittsburgh, PA
TRUSTEE
  Director or Trustee of the Federated Fund Complex; Professor of Medicine, University of Pittsburgh; Medical Director, University of Pittsburgh Medical Center -- Downtown; Hematologist, Oncologist and Internist, University of Pittsburgh Medical Center; Member, National Board of Trustees, Leukemia Society of America.   $405.18   $116,760.63 for the
Trust and 42 other
investment companies
in the Fund Complex
             
Peter E. Madden
Birth Date: March 16, 1942
One Royal Palm Way
100 Royal Palm Way
Palm Beach, FL
TRUSTEE
  Director or Trustee of the Federated Fund Complex; formerly: Representative, Commonwealth of 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; Director, The Boston Stock Exchange.
  $415.47   $109,153.60 for the
Trust and 42 other
investment companies
in the Fund Complex
             
Charles F. Mansfield, Jr.
Birth Date: April 10, 1945
80 South Road
Westhampton Beach, NY
TRUSTEE
  Director or Trustee of some of the Federated Fund Complex; Management Consultant; formerly: Executive Vice President, Legal and External Affairs, DVC Group, Inc. (formerly, Dugan Valva Contess, Inc.) (marketing, communications, technology and consulting).

Previous Positions: Chief Executive Officer, PBTC International Bank; Partner, Arthur Young & Company (now Ernst & Young LLP); Chief Financial Officer of Retail Banking Sector, Chase Manhattan Bank; Senior Vice President, HSBC Bank USA (formerly, Marine Midland Bank); Vice President, Citibank; Assistant Professor of Banking and Finance, Frank G. Zarb School of Business, Hofstra University.
  $445.75   $102,573.91 for the
Trust and 39 other
investment companies
in the Fund Complex
             
John E. Murray, Jr., J.D., S.J.D.#
Birth Date: December 20, 1932
President, Duquesne University
Pittsburgh, PA
TRUSTEE
  Director or Trustee of the Federated Fund Complex; President, Law Professor, Duquesne University; Consulting Partner, Mollica & Murray; Director, Michael Baker Corp. (engineering, construction, operations and technical services).

Previous Positions: Dean and Professor of Law, University of Pittsburgh School of Law; Dean and Professor of Law, Villanova University School of Law.
  $415.47   $128,455.37 for the
Trust and 42 other
investment companies
in the Fund Complex
             
Marjorie P. Smuts
Birth Date: June 21, 1935
4905 Bayard Street
Pittsburgh, PA
TRUSTEE
  Director or Trustee of the Federated Fund Complex; Public Relations/Marketing/Conference Planning.

Previous Positions: National Spokesperson, Aluminum Company of America; television producer; business owner; conference coordinator.
  $405.18   $116,760.63 for the
Trust and 42 other
investment companies
in the Fund Complex
             
John S. Walsh
Birth Date: November 28, 1957
2604 William Drive
Valparaiso, IN
TRUSTEE
  Director or Trustee of some of the Federated Fund Complex; President and Director, Heat Wagon, Inc. (manufacturer of construction temporary heaters); President and Director, Manufacturers Products, Inc. (distributor of portable construction heaters); President, Portable Heater Parts, a division of Manufacturers Products, Inc.; Director, Walsh & Kelly, Inc. (heavy highway contractor); formerly: Vice President, Walsh & Kelly, Inc.   $405.18   $94,536.85 for the
Trust and 38 other
investment companies
in the Fund Complex
             
J. Christopher Donahue*†
Birth Date: April 11, 1949
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA
PRESIDENT AND TRUSTEE
  President or Executive Vice President of the Federated Fund Complex; Director or Trustee of some of the Funds in the Federated Fund Complex; President, Chief Executive Officer and Director, Federated Investors, Inc.; President, Chief Executive Officer and Trustee, Federated Investment Management Company; Trustee, Federated Investment Counseling; President, Chief Executive Officer and Director, Federated Global Investment Management Corp.; President and Chief Executive Officer, Passport Research, Ltd.; Trustee, Federated Shareholder Services Company; Director, Federated Services Company; formerly: President, Federated Investment Counseling.   $0   $0 for the Trust and
29 other investment
companies in the
Fund Complex
             
Edward C. Gonzales
Birth Date: October 22, 1930
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA
EXECUTIVE VICE PRESIDENT
  President, Executive Vice President and Treasurer of some of the Funds in the Federated Fund Complex; Vice Chairman, Federated Investors, Inc.; Trustee, Federated Administrative Services; formerly: Trustee or Director of some of the Funds in the Federated Fund Complex; CEO and Chairman, Federated Administrative Services; Vice President, Federated Investment Management Company, Federated Investment Counseling, Federated Global Investment Management Corp. and Passport Research, Ltd.; Director and Executive Vice President, Federated Securities Corp.; Director, Federated Services Company; Trustee, Federated Shareholder Services Company.   $0   $0 for the Trust and
41 other investment
companies in the
Fund Complex
             
John W. McGonigle
Birth Date: October 26, 1938
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA
EXECUTIVE VICE PRESIDENT
AND SECRETARY
  Executive Vice President and Secretary of the Federated Fund Complex; Executive Vice President, Secretary and Director, Federated Investors, Inc.; formerly: Trustee, Federated Investment Management Company and Federated Investment Counseling; Director, Federated Global Investment Management Corp., Federated Services Company and Federated Securities Corp.   $0   $0 for the Trust and
42 other investment
companies in the
Fund Complex
             
Richard J. Thomas
Birth Date: June 17, 1954
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA
TREASURER
  Treasurer of the Federated Fund Complex; Senior Vice President, Federated Administrative Services; formerly: Vice President, Federated Administrative Services; held various management positions within Funds Financial Services Division of Federated Investors, Inc.   $0   $0 for the Trust and
42 other investment
companies in the
Fund Complex
             
Richard B. Fisher
Birth Date: May 17, 1923
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA
VICE PRESIDENT
  President or Vice President of some of the Funds in the Federated Fund Complex; Vice Chairman, Federated Investors, Inc.; Chairman, Federated Securities Corp.; formerly: Director or Trustee of some of the Funds in the Federated Fund Complex; Executive Vice President, Federated Investors, Inc. and Director and Chief Executive Officer, Federated Securities Corp.   $0   $0 for the Trust and
40 other investment
companies in the
Fund Complex
             
J. Thomas Madden
Birth Date: October 22, 1945
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA
CHIEF INVESTMENT OFFICER
  Chief Investment Officer of this Fund and various other Funds in the Federated Fund Complex; Executive Vice President, Federated Investment Counseling, Federated Global Investment Management Corp., Federated Investment Management Company and Passport Research, Ltd.; Director, Federated Global Investment Management Corp. and Federated Investment Management Company; 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.   $0   $0 for the Trust and
10 other investment
companies in the
Fund Complex
             
Thomas M. Franks
Birth Date: November 15, 1954
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA
PORTFOLIO MANAGER
AND VICE PRESIDENT
  Thomas M. Franks has been the Fund's Portfolio Manager since 1990. He is Vice President of the Trust. Mr. Franks joined Federated in 1985 and has been a Portfolio Director and Vice President of the Fund's Manager since 1990. Mr. Franks is a Chartered Financial Analyst and received his M.S. in Industrial Administration from Carnegie Mellon University.   $0   $0 for the Trust and
no other investment
companies in the
Fund Complex
             

* An asterisk denotes a Trustee who is deemed to be an interested person as defined in the 1940 Act.

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# A pound sign denotes a Member of the Board's Executive Committee, which handles the Board's responsibilities between its meetings.

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† Mr. Donahue is the father of J. Christopher Donahue, President of the Trust.

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INVESTMENT MANAGER

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The Manager oversees the Sub-Manager, Northern Trust Quantitative Advisors, Inc., a subsidiary of Northern Trust Corporation, which conducts investment research and makes investment decisions for the Fund. The directors of the Sub-Manager are James M. Snyder, Perry R. Pero, Sheila A. Penrose, John R. Goodwin, Stephen N. Potter, and Jeffrey H. Wessel. The executive officers of the Sub-Manager are James M. Snyder, Chief Executive Officer, Jeffrey H. Wessel, President and Orie L. Dudley, Jr., Chief Investment Officer.

Subject to the supervision and direction of the Trustees, the Manager provides to the Fund investment management evaluation services principally by performing initial due diligence on the Sub-Manager for the Fund and thereafter monitoring and evaluating the performance of the Sub-Manager through quantitative and qualitative analyses. In addition, the Manager conducts periodic in-person, telephonic and written consultations with the Sub-Manager. In initially evaluating the Sub-Manager, the Manager considered, among other factors, the Sub-Manager's level of expertise; relative performance over a minimum period of five years; level of efficiency; level of adherence to investment discipline or philosophy; personnel, facilities and financial strength; and quality of service and client communications. On an ongoing basis, the Manager is responsible for communicating performance expectations and evaluations to the Sub-Manager; monitoring tracking errors; monitoring and analyzing the use of futures contracts; monitoring the futures holdings of the Fund as a percentage of Fund assets; monitoring market timing in the Fund; discussing with the Sub-Manager the portfolio sampling techniques employed by the Sub-Manager; defining with the Sub-Manager the universe of stocks that comprise the large capitalization sector of the United States equity market; and ultimately recommending to the Trustees whether the Sub-Management Contract should be renewed, modified or terminated. The Manager provides written reports to the Trustees regarding the results of its evaluation and monitoring functions. In addition, the Manager is responsible for providing the Fund with administrative services, including, but not limited to, shareholder servicing and certain legal and accounting services. The Manager is also responsible for conducting all operations of the Fund, except those operations contracted to the Sub-Manager, custodian, transfer agent and dividend disbursing agent. The Manager receives an annual fee from the Fund for performing its responsibilities under the Management Contract.

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The Manager and the Sub-Manager shall not be liable to the Trust, 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 Trust.

Other Related Services

Affiliates of the Manager 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.

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CODE OF ETHICS RESTRICTIONS ON PERSONAL TRADING

As required by SEC rules, the Fund, its Manager, and its Distributor have adopted codes of ethics. These codes govern securities trading activities of investment personnel, Fund Trustees, and certain other employees. Although they do permit these people to trade in securities, including those that the Fund could buy, they also contain significant safeguards designed to protect the Fund and its shareholders from abuses in this area, such as requirements to obtain prior approval for, and to report, particular transactions.

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BROKERAGE TRANSACTIONS

When selecting brokers and dealers to handle the purchase and sale of portfolio instruments, the Manager looks for prompt execution of the order at a favorable price. The Manager 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 Manager 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 Manager 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 Manager 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 Manager or by affiliates of Federated in advising other accounts. To the extent that receipt of these services may replace services for which the Manager or its affiliates might otherwise have paid, it would tend to reduce their expenses. The Manager 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.

Investment decisions for the Fund are made independently from those of other accounts managed by the Manager. 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 Manager 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:

Maximum Administrative Fee     Average Aggregate Daily
Net Assets of the Federated Funds
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

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

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The independent auditor for the Fund, Ernst & Young LLP, plans and performs its audit so that it may provide an opinion as to whether the Fund's financial statements and financial highlights are free of material misstatement in accordance with accounting principles generally accepted in the United States of America.

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FEES PAID BY THE FUND FOR SERVICES

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For the Year Ended October 31     2000     1999     1998
Management Fee Earned   $535,355   $591,726   $676,597
Sub-Management Fee   69,425   76,924   N/A
Brokerage Commissions   34,798   81,712   83,725
12b-1 Fee:            
Class C Shares   41,778   --   --
Shareholder Services Fee:            
Institutional Shares   121,800   --   --
Class C Shares   13,926   --   --

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Fees are allocated among classes based on their pro rata share of Fund assets, except for marketing (Rule 12b-1) fees and shareholder services fees, which are borne only by the applicable class of Shares.

If the Fund's expenses are capped at a particular level, the cap does not include reimbursement to the Fund of any expenses incurred by shareholders who use the transfer agent's subaccounting facilities.

How Does the Fund Measure Performance?

<R>

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.

</R>

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

<R>

Total returns are given for the one-year, five-year and Start of Performance periods ended October 31, 2000.

Yield is given for the 30-day period ended October 31, 2000.

        30-Day
Period
    1 Year     5 Years   Start of
Performance on
8/11/1992
Institutional Shares:                                
Total Return   --   15.14%   10.46%   11.47%
Yield   0.97%   --   --   --
                 
      30-Day
Period
  1 Year         Start of
Performance on
11/10/1997
Class C Shares:                                
Total Return   --   13.09%       2.86%
Yield   0.12%   --       --

</R>

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:

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:

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 specified period of time.

Morningstar, Inc.

An independent rating service, is the publisher of the bi-weekly Mutual Fund Values, which 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.

Standard & Poor's 400 Industrial Index

Composite index of common stocks in industry, transportation, and financial and public utility companies. Can be used to compare to the total returns of funds whose portfolios are invested primarily in common stocks. In addition, the S&P indexes assume reinvestments of all dividends paid by stocks listed on its index. Taxes due on any of these distributions are not included, nor are brokerage or other fees calculated in the S&P figures.

Russell 2000 Small Stock Index

A broadly based diversified index consisting of approximately 2,000 small capitalization common stocks that can be used to compare to the total returns of funds whose portfolios are invested primarily in small capitalization common stocks.

Wilshire 5000 Equity Indexes

Consists of nearly 5,000 common equity securities, covering all stocks in the U.S. for which daily pricing is available, and can be used to compare to the total returns of funds whose portfolios are invested primarily in common stocks.

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

<R>

In the municipal sector, as of December 31, 1999, Federated managed 12 bond funds with approximately $2.0 billion in assets and 24 money market funds with approximately $13.1 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.

</R>

Equity Funds

<R>

In the equity sector, Federated has more than 29 years' experience. As of December 31, 1999, Federated managed 53 equity funds totaling approximately $18.3 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.

</R>

Corporate Bond Funds

<R>

In the corporate bond sector, as of December 31, 1999, Federated managed 13 money market funds and 29 bond funds with assets approximating $35.7 billion and $7.7 billion, respectively. Federated's corporate bond decision making--based on intensive, diligent credit analysis--is backed by over 27 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.

</R>

Government Funds

<R>

In the government sector, as of December 31, 1999, Federated managed 9 mortgage backed, 11 government/agency and 16 government money market mutual funds, with assets approximating $4.7 billion, $1.6 billion and $34.1 billion, respectively. Federated trades approximately $450 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 $43.8 billion in government funds within these maturity ranges.

</R>

Money Market Funds

<R>

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, 1999, Federated managed more than $83.0 billion in assets across 54 money market funds, including 16 government, 13 prime, 24 municipal and 1 euro-denominated with assets approximating $34.1 billion, $35.7 billion, $13.1 billion and $115 million, respectively.

</R>

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

<R>

Federated meets the needs of approximately 1,160 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.

</R>

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.

Frank Russell Company

Frank Russell Company reserves the right, at any time and without notice, to alter, amend, terminate or in any way change its Index. Frank Russell Company has no obligation to take the needs of any particular fund or its participants or any other product or person into consideration in determining, composing or calculating the index.

Frank Russell Company's publication of the Index in no way suggests or implies an opinion by Frank Russell Company as to the attractiveness or appropriateness of investment in any or all securities upon which the Index is based. Frank Russell Company makes no representation, warranty, or guarantee as to the accuracy, completeness, reliability, or otherwise of the Index or any data included in the Index. Frank Russell Company makes no representation or warranty regarding the use or the results of use, of the Index or any data included therein, or any security (or combination thereof) comprising the Index. Frank Russell Company makes no other express or implied warranty, and expressly disclaims any warranty, of any kind, including, without means of limitation, any warranty of merchantability or fitness for a particular purpose with respect to the Index or any data or any security (or combination thereof) included therein.

Addresses

FEDERATED MINI-CAP FUND

Institutional Shares
Class C Shares

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

Distributor

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

<R>

Investment Adviser

</R>

Federated Investment Management Company
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

<R>

</R>

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)   Amended and Restated Declaration of Trust of the Registrant; +
  (b) (i) Copy of By-Laws of the Registrant as amended; (5)
    (ii) Copy of Amendment No. 1 to the By-Laws of the Registrant; (16)
    (iii) Copy of Amendment No. 2 to the By-Laws of the Registrant; (16)
    (iv) Copy of Amendment No. 3 to the By-Laws of the Registrant; (16)
    (v) Copy of Amendment No. 4 to the By-Laws of the Registrant; (16)
   (c) (i) Copy of Specimen Certificate for Shares of Beneficial Interest of the Federated Mid-Cap and Federated Mini-Cap Funds; (11)
    (ii) Copy of Specimen Certificates for Shares of Beneficial Interest of the Institutional Service and Institutional Service Shares of the Federated Max-Cap Fund; (11)



5. Response is incorporated by reference to Registrant's Post-Effective Amendment No. 2 on Form N-1A filed September 12, 1991. (File Nos. 33-33852 and 811-6061)
10. Response is incorporated by reference to Registrant's Post-Effective Amendment No. 9 on Form N-1A filed December 29, 1993. (File Nos. 33-33852 and 811-6061)
11. Response is incorporated by reference to Registrant's Post-Effective Amendment No. 10 on Form N-1A filed December 29, 1994. (File Nos. 33-33852 and 811-6061)
16. Response is incorporated by reference to Registrant's Post-Effective Amendment No. 15 on Form N-1A filed October 30, 1998. (File Nos. 33-33852 and 811-6061)
17. Response is incorporated by reference to Registrant's Post-Effective Amendment No. 18 on Form N-1A filed December 29, 1999. (File Nos. 33-33852 and 811-6061)


  (d) (i) Conformed copy of Investment Advisory Contract of the Registrant; (10)
    (ii) Conformed copy of Exhibit A to the Investment Advisory Contract of the Registrant; +
    (iii) Conformed copy of Exhibit B to the Investment Advisory Contract of the Registrant; +
    (iv) Conformed copy of Exhibit C to the Investment Advisory Contract of the Registrant; +
    (v) Conformed copy of Limited Power of Attorney to the Investment Advisory Contract of the Registrant;+
    (vi) Conformed copy of Schedule 1 to Limited Power of Attorney to the Investment Advisory contract of the Registrant; +
    (vii) Conformed copy of Sub-Management Contract for the Federated Max-Cap Fund and Federated Mid-Cap and Federated Mini-Cap Funds; (16)
  (e) (i) Conformed copy of Distributor’s Contract of the Registrant; (10)
    (ii) Conformed copy of Exhibit D to Distributor’s Contract of the Registrant;(10)
    (iii) Conformed copy of Exhibit E to Distributor’s Contract of the Registrant; (14)
    (iv) Conformed copy of Exhibit F to Distributor’s Contract of the Registrant; (14)
    (v) 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 Contract of the Registrant;(12)
    (ii) Conformed copy of Custody Fee Schedule;(14)
  (h) (i) Conformed copy of Amended and Restated Agreement for Fund Accounting Services, Administrative Services, Shareholder Transfer Agency Services and Custody Services Procurement; (16)
    (ii) Conformed copy of Amended and Restated Shareholder Services Agreement; (14)
    (iii) The responses described in Item 23(e)(v) are hereby incorporated by reference;



10. Response is incorporated by reference to Registrant's Post-Effective Amendment No. 9 on Form N-1A filed December 29, 1993. (File Nos. 33-33852 and 811-6061)
12. Response is incorporated by reference to Registrant's Post-Effective Amendment No. 11 on Form N-1A filed December 28, 1995. (File Nos. 33-33852 and 811-6061)
14. Response is incorporated by reference to Registrant's Post-Effective Amendment No. 13 on Form N-1A filed November 6, 1997. (File Nos. 33-33852 and 811-6061)
16. Response is incorporated by reference to Registrant's Post-Effective Amendment No. 15 on Form N-1A filed October 30, 1998. (File Nos. 33-33852 and 811-6061)


    (iv) The Registrant hereby incorporates the conformed copy of the Shareholder Services Sub-Contract between National Pensions Alliance, Ltd. and Federated Shareholder Services from Item 24(b)(9)(ii) 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);
  (i)   Conformed copy of the Opinion and Consent of Counsel as to legality of shares being registered; (12)
  (j)   Conformed Copy of Independent Auditors' Consent; +
  (k)   Not applicable;
  (l)   Conformed copy of Initial Capital Understanding; (3)
  (m) (i) Conformed copy of Distribution Plan of the Registrant; (10)
    (ii) Conformed copy of Exhibit B to the Distribution Plan of the Registrant; (14)
    (iii) Conformed copy of Exhibit C to the Distribution Plan of the Registrant; (14)
    (iv) The responses described in Item 23(e)(v) are hereby incorporated by reference;
  (n)   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);
  (o) (i) Conformed copy of Power of Attorney of the Registrant; +
    (ii) Conformed copy of Power of Attorney of John S. Walsh, Trustee; (17)
    (iii) Conformed copy of Power of Attorney of Charles F. Mansfield, Jr., Trustee; (17)
    (iv) Conformed copy of Power of Attorney of John F. Cunningham, Trustee; (17)
    (v) Conformed copy of Power of Attorney of J. Thomas Madden, Chief Investment Officer; +


+ All exhibits have been filed electronically.
 
3. Response is incorporated by reference to Registrant's Pre-Effective Amendment No. 2 on Form N-1A dated June 29, 1990. (File Nos. 33-33852 and 811-6061)
10. Response is incorporated by reference to Registrant's Post-Effective Amendment No. 9 on Form N-1A filed December 29, 1993. (File Nos. 33-33852 and 811-6061)
12. Response is incorporated by reference to Registrant's Post-Effective Amendment No. 11 on Form N-1A filed December 28, 1995. (File Nos. 33-33852 and 811-6061)
14. Response is incorporated by reference to Registrant's Post-Effective Amendment No. 13 on Form N-1A filed November 6, 1997. (File Nos. 33-33852 and 811-6061)
17. Response is incorporated by reference to Registrant's Post-Effective Amendment No. 18 on Form N-1A filed December 29, 1999. (File Nos. 33-33852 and 811-6061).


  (p) (i) The Registrant hereby incorporates the conformed copy of the Code of Ethics for Access Persons from Item 23(p) of the Money Market Obligations Trust Registration Statement on Form N-1A filed with the Commission on February 25, 2000. (File Nos. 33-31602 and 811-5950).
    (ii) Conformed copy of Code of Ethics of the Sub Adviser to the Registrant. +


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

None
 
Item 25. Indemnification: (3)
 
Item 26. Business and Other Connections of 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 Trustees of the investment adviser and, in parentheses, their principal occupations are: Thomas R. Donahue, (Chief Financial Officer, Federated Investors, Inc.), 1001 Liberty Avenue, Pittsburgh, PA, 15222-3779 and Mark D. Olson (a principal of the firm Mark D. Olson & Company, L.L.C. and Partner, Wilson, Halbrook & Bayard), Suite 301 Little Falls Center Two, 2751 Centerville Road, Wilmington, DE 19808.

  The remaining Officers of the investment adviser are:
 
  Executive Vice Presidents: William D. Dawson, III
Henry A. Frantzen
J. Thomas Madden
 
  Senior Vice Presidents: Stephen F. Auth
Joseph M. Balestrino
David A. Briggs
Jonathan C. Conley
Deborah A. Cunningham
Michael P. Donnelly
Linda A. Duessel
Mark E. Durbiano
James E. Grefenstette
Jeffrey A. Kozemchak
Sandra L. McInerney


+ All exhibits have been filed electronically.
 
3. Response is incorporated by reference to Registrant's Pre-Effective Amendment No. 2 on Form N-1A dated June 29, 1990. (File Nos. 33-33852 and 811-6061)


    Susan M. Nason
Mary Jo Ochson
Robert J. Ostrowski
Bernard A. Picchi
Peter Vutz
 
  Vice Presidents: Todd A. Abraham
J. Scott Albrecht
Arthur J. Barry
Randall S. Bauer
G. Andrew Bonnewell
Micheal W. Casey
Robert E. Cauley
Lee R. Cunningham, II
Alexandre de Bethmann
B. Anthony Delserone, Jr.
Donald T. Ellenberger
Eamonn G. Folan
Kathleen M. Foody-Malus
Thomas M. Franks
Marc Halperin
John W. Harris
Patricia L. Heagy
Susan R. Hill
William R. Jamison
Constantine J. Kartsonas
Robert M. Kowit
Richard J. Lazarchic
Steven J. Lehman
Marian R. Marinack
Christopher Matyszewski
Joseph M. Natoli
Jeffrey A. Petro
John Quartarolo
Keith J. Sabol
Ihab Salib
Frank Semack
Aash M. Shah
Michael W. Sirianni, Jr.
Christopher Smith
Edward J. Tiedge
Timothy G. Trebilcock
Leonardo A. Vila
Paige M. Wilhelm
Richard Winkowski
Lori A. Wolff
George B. Wright
 
  Assistant Vice Presidents: Catherine A. Arendas
Angela Auchey
Nancy J. Belz
Regina Chi
James R. Crea, Jr.
Karol M. Krummie
Fred B. Crutchfield
James H. Davis, II
Joseph DelVecchio

    Paul S. Drotch
Salvatore A. Esposito
John T. Gentry
David Gilmore
Nikola A. Ivanov
Carol Kayworth
Nathan H. Kehm
John C. Kerber
J. Andrew Kirschler
Ted T. Lietz, Sr.
Monica Lugani
Natalie F. Metz
Theresa Miller
Thomas Mitchell
Bob Nolte
Mary Kay Pavuk
Rae Ann Rice
Roberto Sanchez-Dahl, Sr.
Sarath Sathkumara
James W. Schaub
John Sidawi
Diane R. Startari
Diane Tolby
Michael R. Tucker
Steven J. Wagner
 
  Secretary: G. Andrew Bonnewell
 
  Treasurer: Thomas R. Donahue
 
  Assistant Secretaries: C. Grant Anderson
Leslie K. Ross
 
  Assistant Treasurer: Denis McAuley, III
 
  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:

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 Fixed Income Securities, Inc.; Federated Fund for U.S. Government Securities, Inc.; Federated GNMA Trust; Federated Government Income Securities, Inc.; 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 International Series, Inc.; Federated Investment Series Funds, Inc.; Federated Managed Allocation Portfolios; Federated Municipal Opportunities Fund, Inc.; Federated Municipal Securities Fund, Inc.; Federated Municipal Securities Income Trust; Federated Short-Term Municipal Trust; Federated Stock and Bond Fund, Inc.; Federated Stock 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.; Federated World Investment Series, Inc.; FirstMerit Funds; Hibernia Funds; Independence One Mutual Funds; Intermediate Municipal Trust; Marshall Funds, Inc.; Money Market Obligations Trust; Regions Funds; RIGGS Funds; SouthTrust Funds; Tax-Free Instruments Trust; The Wachovia Funds; The Wachovia Municipal Funds; and Vision Group of Funds, Inc.

(b)  
          (1)              (2)                (3)
Name and Principal
Business Address   
Positions and Offices
    With Distributor    
  Positions and Offices
      With Registrant    
 
Richard B. Fisher
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Chairman,
Federated Securities Corp.
Vice President
 
Arthur L. Cherry
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Director,
Federated Securities Corp.
--
 
John B. Fisher
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
President-Institutional Sales
and Director,
Federated Securities Corp.
--
 
Thomas R. Donahue
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Director, Executive Vice
Vice President and Assistant
Secretary,
Federated Securities Corp.
--
 
James F. Getz
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
President-Broker/Dealer and Director,
Federated Securities Corp.
--
 
David M. Taylor
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Executive Vice President,
Federated Securities Corp.
--


          (1)              (2)                (3)
Name and Principal
Business Address   
Positions and Offices
    With Distributor    
  Positions and Offices
      With Registrant    
 
Mark W. Bloss
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Senior Vice President,
Federated Securities Corp.
--
 
Richard W. Boyd
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Senior Vice President,
Federated Securities Corp.
--
 
Laura M. Deger
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Senior Vice President,
Federated Securities Corp.
--
 
Theodore Fadool, Jr.
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Senior Vice President,
Federated Securities Corp.
--
 
Bryant R. Fisher
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Senior Vice President,
Federated Securities Corp.
--
 
Christopher T. Fives
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Senior Vice President,
Federated Securities Corp.
--
 
James S. Hamilton
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Senior Vice President,
Federated Securities Corp.
--
 
James M. Heaton
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Senior Vice President,
Federated Securities Corp.
--
 
Keith Nixon
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Senior Vice President,
Federated Securities Corp.
--
 
Solon A. Person, IV
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Senior Vice President,
Federated Securities Corp.
--


          (1)              (2)                (3)
Name and Principal
Business Address   
Positions and Offices
    With Distributor    
  Positions and Offices
      With Registrant    
 
Ronald M. Petnuch
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Senior Vice President,
Federated Securities Corp.
--
 
Timothy C. Pillion
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Senior Vice President,
Federated Securities Corp.
--
 
Thomas E. Territ
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Senior Vice President,
Federated Securities Corp.
--
 
John M. Albert
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Ernest G. Anderson
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Teresa M. Antoszyk
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
John B. Bohnet
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Jane E. Broeren-Lambesis
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Matthew W. Brown
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
David J. Callahan
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--


          (1)              (2)                (3)
Name and Principal
Business Address   
Positions and Offices
    With Distributor    
  Positions and Offices
      With Registrant    
 
Mark Carroll
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Steven R. Cohen
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Mary J. Combs
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
R. Edmond Connell, Jr.
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Kevin J. Crenny
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Daniel T. Culbertson
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
G. Michael Cullen
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--


          (1)              (2)                (3)
Name and Principal
Business Address   
Positions and Offices
    With Distributor    
  Positions and Offices
      With Registrant    
 
Marc C. Danile
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Robert J. Deuberry
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
William C. Doyle
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Mark D. Fisher
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Timothy Franklin
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Mark A. Gessner
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Joseph D. Gibbons
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
John K. Goettlicher
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
G. Tad Gullickson
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Scott Gundersen
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--


          (1)              (2)                (3)
Name and Principal
Business Address   
Positions and Offices
    With Distributor    
  Positions and Offices
      With Registrant    
 
Dayna C. Haferkamp
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Anthony J. Harper
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Bruce E. Hastings
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Charlene H. Jennings
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
H. Joseph Kennedy
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Michael W. Koenig
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Ed Koontz
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Dennis M. Laffey
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Christopher A. Layton
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Michael H. Liss
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--


          (1)              (2)                (3)
Name and Principal
Business Address   
Positions and Offices
    With Distributor    
  Positions and Offices
      With Registrant    
 
Michael R. Manning
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Amy Michalisyn
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Mark J. Miehl
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Richard C. Mihm
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Alec H. Neilly
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Thomas A. Peter III
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Raleigh Peters
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Robert F. Phillips
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Richard A. Recker
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Eugene B. Reed
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--


          (1)              (2)                (3)
Name and Principal
Business Address   
Positions and Offices
    With Distributor    
  Positions and Offices
      With Registrant    
 
Paul V. Riordan
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
John Rogers
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Brian S. Ronayne
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Thomas S. Schinabeck
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Edward J. Segura
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Edward L. Smith
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
David W. Spears
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
John A. Staley
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Colin B. Starks
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Jeffrey A. Stewart
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--


          (1)              (2)                (3)
Name and Principal
Business Address   
Positions and Offices
    With Distributor    
  Positions and Offices
      With Registrant    
 
William C. Tustin
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Paul A. Uhlman
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Richard B. Watts
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Terence Wiles
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Edward J. Wojnarowski
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Michael P. Wolff
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Vice President,
Federated Securities Corp.
--
 
Robert W. Bauman
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Assistant Vice President,
Federated Securities Corp.
--
 
Edward R. Bozek
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Assistant Vice President,
Federated Securities Corp.
--
 
Charles L. Davis, Jr.
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Assistant Vice President,
Federated Securities Corp.
--
 
Beth C. Dell
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Assistant Vice President,
Federated Securities Corp.
--


          (1)              (2)                (3)
Name and Principal
Business Address   
Positions and Offices
    With Distributor    
  Positions and Offices
      With Registrant    
 
Donald C. Edwards
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Assistant Vice President,
Federated Securities Corp.
--
 
John T. Glickson
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Assistant Vice President,
Federated Securities Corp.
--
 
Ernest L. Linane
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Assistant Vice President,
Federated Securities Corp.
--
 
Renee L. Martin
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Assistant Vice President,
Federated Securities Corp.
--
 
Lynn Sherwood-Long
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Assistant Vice President,
Federated Securities Corp.
--
 
Kirk A. Montgomery
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Secretary,
Federated Securities Corp.
--
 
Denis McAuley, III
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Treasurer,
Federated Securities Corp.
--
 
Timothy S. Johnson
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Assistant Secretary,
Federated Securities Corp.
--
 
Victor R. Siclari
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Assistant Secretary,
Federated Securities Corp.
--

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 promugated thereunder are maintained at one of the following locations:


Registrant Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
(Notices should be sent to
the Agent for Service at
above address)
 
  Federated Investors Funds
5800 Corporate Drive
Pittsburgh, PA 15237-7000
 
Federated Shareholder Services Company
("Transfer Agent and Dividend
Disbursing Agent")
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
 
Federated Services Company
("Administrator")
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
 
Federated Investment Management
Company ("Manager")
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
 
Northern Trust Quantitative Advisors,
Inc.
("Sub-Manager")
 
One North LaSalle Street
Chicago, Illinois 60690
 
State Street Bank and Trust
Company ("Custodian")
P.O. Box 8600
Boston, MA 02266-8600


Item 29. Management Services: Not applicable.:
 
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.


SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant, FEDERATED INDEX 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, duly authorized, in the City of Pittsburgh and Commonwealth of Pennsylvania, on the 27th day of December, 2000.

FEDERATED INDEX TRUST

  BY: /s/ C. Grant Anderson
C. Grant Anderson, Assistant Secretary
Attorney in Fact for John F. Donahue
December 27, 2000

     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
ASSISTANT SECRETARY
 
Attorney In Fact
For the Persons
Listed Below

December 27, 2000

 
          NAME              TITLE  
 
John F. Donahue* Chairman and Trustee
(Chief Executive Officer)
 
J. Christopher Donahue* President
and Trustee
 
John W. McGonigle* Executive Vice
President and Secretary
 
Edward C. Gonzales* Executive Vice President
 
Richard J. Thomas* Treasurer
(Principal Financial and
Accounting Officer)
 
J. Thomas Madden* Chief Investment Officer
 
Thomas G. Bigley* Trustee
 
Nicholas P. Constantakis* Trustee
 
John T. Conroy, Jr.* Trustee
 
John F. Cunningham* Trustee
 
Lawrence D. Ellis, M.D.* Trustee
 
Peter E. Madden* Trustee
 
Charles F. Mansfield, Jr.* Trustee
 
John E. Murray, Jr.* Trustee
 
Marjorie P. Smuts* Trustee
 
John S. Walsh* Trustee


* By Power of Attorney



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