MUNICIPAL SECURITIES INCOME TRUST
485APOS, 1998-08-28
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                                          1933 Act File No. 33-36729
                                          1940 Act File No. 811-6165

                       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.  26 .......................        X

                                     and/or

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940     X

    Amendment No.  25 ......................................        X

                        MUNICIPAL SECURITIES INCOME 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,
                       Pittsburgh, Pennsylvania 15222-3779
                     (Name and Address of Agent for Service)

It is proposed that this filing will become effective:

 _  immediately upon filing pursuant to paragraph (b)
    on _________________ pursuant to paragraph (b)
 _ 60 days after filing pursuant to paragraph (a)(i) X on October 31, 1998
 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, DC  20037


<PAGE>


                              CROSS-REFERENCE SHEET

      This Amendment to the Registration Statement of MUNICIPAL SECURITIES
INCOME TRUST, which is comprised of five portfolios: (1) Federated Pennsylvania
Municipal Income Fund, (a) Class A Shares and (b) Class B Shares; (2) Federated
Ohio Municipal Income Fund, (a) Class F Shares; (3) Federated Michigan
Intermediate Municipal Trust; (4) Federated California Municipal Income Fund,
(a) Class A Shares (formerly, Class F Shares) and (b) Class B Shares; and (5)
Federated New York Municipal Income Fund, (a) Class A Shares (formerly, Class F
Shares), and is comprised of the following:

PART A.    INFORMATION REQUIRED IN A PROSPECTUS.

                                          Prospectus Heading
                                          (Rule 404(c) Cross Reference)

Item 1.     Cover Page....................(1-5) Cover Page.

Item 2.     Synopsis......................(1(a),4(a),5) Summary of Fund
                                           Expenses - Class A Shares;
                                          (1(b),4(b)) Summary of Fund
                                          Expenses - Class B Shares;
                                          (2) Summary of Fund Expenses - Class
                                          F Shares; (3) Summary of Fund
                                          Expenses.

Item 3.     Condensed Financial
            Information...................(1(a),4(a),5) Financial Highlights
                                          - Class A Shares; (1(b),4(b))
                                          Financial Highlights - Class B
                                          Shares; (2) Financial Highlights -
                                          Class F Shares; (3) Financial
                                          Highlights; (1-5) Performance
                                          Information.

Item 4.     General Description of
            Information ..................(1-5) General Information;
                                          (1-5) Investment Information;
                                          (1-5) Investment Objective; (1-5)
                                          Investment Policies;(1) Pennsylvania
                                          Municipal Securities; (2) Ohio
                                          Municipal Securities; (3) Michigan
                                          Municipal Securities; (4) California
                                          Municipal Securities; (5) New York
                                          Municipal Securities; (1-5) Investment
                                          Risks; (1-5) Non-Diversification;
                                          (1-5) Investment Limitations.

Item 5.     Management of the Fund........(1-5) Trust Information; (1-5)
                                          Management of the Trust; (1,3-5)
                                          Distribution of Shares; (2)
                                          Distribution of Class F Shares;
                                          (1-5) Administration of the Fund.

Item 6.     Capital Stock and Other
            Securities....................(1-5) Account and Share Information;
                                          (1-5) Dividends and Distributions;
                                          (1-5) Accounts with Low Balances;
                                          (1-5) Shareholder Information; (1-5)
                                          Voting Rights; (1-5) Tax Information;
                                          (1-5) Federal Income Tax; (1)
                                          Pennsylvania Taxes; (2) State of Ohio
                                          Income Taxes; (3) Michigan Taxes; (4)
                                          California Income Taxes; (5) New York
                                          Taxes; (1-5) State and Local Taxes.


Item 7.     Purchase of Securities
            Being                         Offered.................(1,4) Expenses
                                          of the Fund; (1-5) Net Asset Value;
                                          (1-5) Investing in the Fund; (1-5)
                                          Purchasing Shares; (1-5) Purchase
                                          Shares Through a Financial
                                          Intermediary;(1-5) Purchasing Shares
                                          by Wire; (1-5) Purchasing Shares by
                                          Check; (1-5) Systematic Investment
                                          Program; (2) Eliminating the Sales
                                          Charge; (1,3-5) Reducing or
                                          Eliminating the Sales Charge; (1-5)
                                          Confirmations and Account Statements;
                                          (1,3-5) Distribution of Shares.

Item 8.     Redemption or Repurchase......(1-5) Redeeming and Exchanging Shares;
                                          (1-5) Redeeming or Exchanging Shares
                                          Through a Financial Intermediary;
                                          (1-5) Redeeming or Exchanging Shares
                                          by Telephone; (1-5) Redeeming or
                                          Exchanging Shares by Mail; (1-5)
                                          Requirements for Redemption; (1-5)
                                          Requirements for Exchange;
                                          (1-5) Systematic Withdrawal Program;
                                          (1-5) Contingent Deferred Sales
                                          Charge; (1-5) Eliminating the
                                          Contingent Deferred Sales Charge;
                                          (1-5) Accounts with Low Balances.

Item 9.     Pending Legal Proceedings     None.



<PAGE>


PART B.    INFORMATION REQUIRED IN A STATEMENT OF ADDITIONAL INFORMATION.

Item 10.    Cover Page....................(1-5) Cover Page.

Item 11.    Table of Contents             (1-5) Table of Contents.

Item 12.    General Information and
            History.......................(1-5) General Information About the
                                          Fund; (1-5) About Federated
                                          Investors, Inc.

Item 13.    Investment Objectives
            and Policies..................(1-5) Investment Objectives and
                                          Policies.

Item 14.    Management of the Fund........(1-5) Municipal Securities Income
                                          Trust Management.

Item 15.    Control Persons and Principal
            Holders of Securities.........(1-5) Municipal Securities Income
                                          Trust Management.

Item 16.    Investment Advisory and Other
            Services......................(1-5) Investment Advisory Services;
                                          (1-5) Other Services; (3) Shareholder
                                          Services Agreement; (4,5)
                                          Distribution Plan and Shareholder
                                          Services Agreement.

Item 17.    Brokerage Allocation          (1-5) Brokerage Transactions.

Item 18.    Capital Stock and Other
            Securities                    Not applicable.

Item 19.    Purchase, Redemption and
            Pricing of Securities
            Being Offered.................(1-5) Purchasing Shares;
                                          (1-5) Determining Net Asset Value;
                                          (1-5) Redeeming Shares.

Item 20.    Tax Status                    (1-5) Tax Status.

Item 21.    Underwriters                  Not applicable.

Item 22.    Calculation of Performance
            Data..........................(1-5) Total Return; (1-5) Yield;
                                          (1-5) Tax-Equivalent Yield;
                                          (1-5) Performance Comparisons.

Item 23.    Financial Statements..........(1-5) To be filed by Amendment.








Federated Pennsylvania Municipal Income Fund
(A Portfolio of Municipal Securities Income Trust)
Class A Shares, Class B Shares

Prospectus





The shares of Federated Pennsylvania Municipal Income Fund (the "Fund") offered
by this prospectus represent interests in a non-diversified portfolio of
securities which is one of a series of investment portfolios in Municipal
Securities Income Trust (the "Trust"), an open-end management investment company
(a mutual fund). The investment objective of the Fund is to provide current
income which is exempt from federal regular income tax and the personal income
taxes imposed by the Commonwealth of Pennsylvania. The Fund invests primarily in
a portfolio of municipal securities which are exempt from federal regular income
tax and Pennsylvania state and local income tax ("Pennsylvania Municipal
Securities"). These securities include those issued by or on behalf of the
Commonwealth of Pennsylvania and Pennsylvania municipalities, as well as those
issued by states, territories and possessions of the United States which are
exempt from federal regular income tax and the personal income taxes imposed by
the Commonwealth of Pennsylvania and Pennsylvania municipalities.

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 by the
Federal Deposit Insurance Corporation, the Federal Reserve Board, or any other
government agency. Investment in Class A Shares or Class B Shares involves
investment risks including the possible loss of principal.

This prospectus contains the information you should read and know before you
invest in the Fund. Keep this prospectus for future reference.

   The Fund has also filed a Statement of Additional Information, dated October
31, 1998, with the Securities and Exchange Commission ("SEC"). The information
contained in the Statement of Additional Information is incorporated by
reference into this prospectus. You may request a copy of the Statement of
Additional Information or a paper copy of this prospectus, if you have received
your prospectus electronically, free of charge by calling 1-800-341-7400. To
obtain other information or to make inquiries about the Fund, contact your
financial institution. The Statement of Additional Information, material
incorporated by reference into this document, and other information regarding
the Fund is maintained electronically with the SEC at Internet Web site
(http://www.sec.gov).    

THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION NOR HAS THE SECURITIES AND EXCHANGE COMMISSION PASSED UPON
THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY
IS A CRIMINAL OFFENSE.


   Prospectus dated October 31, 1998    



<PAGE>



                                TABLE OF CONTENTS


Summary of Fund Expenses-- Class B Shares        2

Financial Highlights -- Class A Shares     2

Financial Highlights -- Class B Shares     3

General Information..................  4
  Call the Fund......................  4

Investment Information...............  4
  Investment Objective...............  4
  Investment Policies................  4
  Pennsylvania Municipal Securities..  6
  Investment Risks...................  7
  Non-Diversification................  7
  Investment Limitations.............  7

Expenses of the Fund.................  7

Net Asset Value......................  8

Investing in the Fund................  8

Purchasing Shares....................  9
  Purchasing Shares Through a
    Financial Intermediary...........  9
  Purchasing Shares by Wire..........  9
  Purchasing Shares by Check.........  9
  Systematic Investment Program......  9
  Class A Shares.....................  9
  Class B Shares..................... 10

Redeeming and Exchanging Shares...... 10
  Redeeming or Exchanging Shares Through a
    Financial Intermediary........... 10
  Redeeming or Exchanging Shares by Telephone         10
  Redeeming or Exchanging Shares by Mail        11
  Requirements for Redemption........ 11
  Requirements for Exchange.......... 11
  Systematic Withdrawal Program...... 11
  Contingent Deferred Sales Charge... 11

Account and Share Information........ 12
  Confirmations and Account Statements    12
  Dividends and Distributions........ 12
  Accounts with Low Balances......... 12

Shareholder Information.............. 12

Trust Information.................... 13
  Management of the Trust............ 13
  Distribution of Shares............. 13
  Administration of the Fund......... 14

Shareholder Information.............. 15
  Voting Rights...................... 15

Tax Information...................... 15
  Federal Income Tax................. 15
  State and Local Taxes.............. 15

Performance Information.............. 16

Financial Statements................. 18

Independent Auditors' Report......... 33



<PAGE>


SUMMARY OF FUND EXPENSES To be filed by Amendment.



<PAGE>


FINANCIAL HIGHLIGHTS To be filed by Amendment.



<PAGE>



                               GENERAL INFORMATION

The Trust was established as a Massachusetts business trust on August 6, 1990.
Class A Shares and Class B Shares of the Fund ("Shares") are designed for
customers of financial institutions such as broker/dealers, banks, fiduciaries,
and investment advisers as a convenient means of accumulating an interest in a
professionally managed, non-diversified portfolio of Pennsylvania Municipal
Securities. The Fund is not likely to be a suitable investment for
non-Pennsylvania taxpayers or retirement plans since Pennsylvania Municipal
Securities are not likely to produce competitive after-tax yields for such
persons and entities when compared to other investments.

   The Fund's current net asset value and offering price may be found in the
mutual funds section of local newspapers under "Federated" and the appropriate
class designation listing.    

Calling the Fund Call the Fund at 1-800-341-7400.

   Year 2000 Statement
Like other mutual funds and business organizations worldwide, the Fund's service
providers (among them, the adviser, distributor, administrator and transfer
agent) must ensure that their computer systems are adjusted to properly process
and calculate date-related information from and after January 1, 2000. Many
software programs and, to a lesser extent, the computer hardware in use today
cannot distinguish the year 2000 from the year 1900. Such a design flaw could
have a negative impact in the handling of securities trades, pricing and
accounting services. The Fund and its service providers are actively working on
necessary changes to computer systems to deal with the year 2000 issue and
believe that systems will be year 2000 compliant when required. Analysis
continues regarding the financial impact of instituting a year 2000 compliant
program on the Fund's operations.    


                             INVESTMENT INFORMATION

Investment Objective
The investment objective of the Fund is to provide current income which is
exempt from federal regular income tax (federal regular income tax does not
include the federal alternative minimum tax) and the personal income taxes
imposed by the Commonwealth of Pennsylvania. The investment objective cannot be
changed without approval of shareholders. While there is no assurance that the
Fund will achieve its investment objective, it endeavors to do so by following
the investment policies described in this prospectus.

The Fund invests its assets so at least 80% of its annual interest income is
exempt from federal regular income tax and the Commonwealth of Pennsylvania
personal income taxes. Interest income of the Fund that is exempt from the
income taxes described above retains its exempt status when distributed to the
Fund's shareholders. However, income distributed by the Fund may not necessarily
be exempt from state or municipal taxes in states other than Pennsylvania.

   The Fund may invest up to but not including 35% of its net assets in lower
quality bonds. These bonds will usually offer higher yields than higher-rated
bonds, but involve greater investment risk at the time of issue. (See
"Investment Risks.")    

Investment Policies
The Fund pursues its investment objective by investing in a portfolio of
Pennsylvania Municipal Securities. Unless indicated otherwise, the investment
policies of the Fund may be changed by the Trustees without approval of
shareholders. Shareholders will be notified before any material changes in these
policies become effective.

Acceptable Investments
The securities in which the Fund invests include:

n obligations issued by or on behalf of the Commonwealth of Pennsylvania, its
  political subdivisions, or agencies;

n debt obligations of any state, territory, or possession of the United States,
or any political subdivision of any of these; and

n participation interests, as described below, in any of the above obligations,
  the interest from which is, in the opinion of bond counsel for the issuers or
  in the opinion of officers of the Fund and/or the investment adviser to the
  Fund, exempt from both federal regular income tax and the personal income
  taxes imposed by the Commonwealth of Pennsylvania. At least 80% of the value
  of the Fund's total assets will be invested in Pennsylvania Municipal
  Securities.

The prices of fixed income securities fluctuate inversely to the direction of
interest rates.

Characteristics
   The Pennsylvania municipal securities which the Fund buys are both investment
grade and lower rated bonds. The Fund invests 65% of its assets in bonds which
have the same characteristics assigned by Moody's Investors Service, Inc.
""Moody's"), Standard & Poor's ("S&P") or Fitch IBCA, Inc. ("Fitch") to bonds of
investment grade quality (rated Aaa, Aa, A, or Baa by Moody's or AAA, AA, A, or
BBB by S&P or Fitch). The Fund will limit its purchases of bonds rated Ba or
below by Moody's or BB or below by S&P or Fitch (commonly known as "junk bonds"
to up to but not including 35% of its net assets. Changes in economic or other
circumstances are more likely to lead to a weakened capacity to make principal
and interest payments than higher rated bonds.    

   If a rated bond loses its rating or has its rating reduced after the Fund has
purchased it, the Fund is not required to drop the bond from the portfolio, but
will consider doing so. In certain cases, the Fund's adviser may choose bonds
which are unrated if it judges the bonds to have the same characteristics as
otherwise permissable bonds.

There is no limit to portfolio maturity. A description of the rating categories
is contained in the Appendix to the Statement of Additional
Information.    

Participation Interests
The Fund may purchase participation interests from financial institutions such
as commercial banks, savings associations, and insurance companies. These
participation interests give the Fund an undivided interest in Pennsylvania
Municipal Securities. The financial institutions from which the Fund purchases
participation interests frequently provide or secure irrevocable letters of
credit or guarantees to assure that the participation interests are of high
quality. The Trustees will determine that participation interests meet the
prescribed quality standards for the Fund.

Variable Rate Municipal Securities
Some of the Pennsylvania Municipal Securities which the Fund purchases may have
variable interest rates. Variable interest rates are ordinarily based on a
published interest rate, interest rate index, or a similar standard, such as the
91-day U.S. Treasury bill rate. Many variable rate municipal securities are
subject to payment of principal on demand by the Fund in not more than seven
days. All variable rate municipal securities will meet the quality standards for
the Fund. The Fund's investment adviser has been instructed by the Trustees to
monitor the pricing, quality, and liquidity of the variable rate municipal
securities, including participation interests held by the Fund on the basis of
published financial information and reports of the rating agencies and other
analytical services.

Municipal Leases
Municipal leases are obligations issued by state and local governments or
authorities to finance the acquisition of equipment and facilities and may be
considered to be illiquid. They may take the form of a lease, an installment
purchase contract, a conditional sales contract or a participation certificate
on any of the above. Lease obligations may be subject to periodic appropriation.
If the entity does not appropriate funds for future lease payments, the entity
cannot be compelled to make such payments. In the event of failure of
appropriation, unless the participation interests are credit enhanced, it is
unlikely that the participants would be able to obtain an acceptable substitute
source of payment.

Restricted and Illiquid Securities
As a matter of fundamental investment policy, the Fund may invest up to 10% of
its total assets in restricted securities. Restricted securities are any
securities in which the Fund may otherwise invest pursuant to its investment
objective and policies but which are subject to restriction upon resale under
federal securities laws. As a matter of non-fundamental investment policy, the
Fund will limit investments in illiquid securities, including certain restricted
securities not determined by the Trustees to be liquid, to 15% of its net
assets.

When-Issued and Delayed Delivery Transactions
The Fund may purchase securities on a when-issued or delayed delivery basis.
These transactions are arrangements in which the Fund purchases securities with
payment and delivery scheduled for a future time. The seller's failure to
complete the transaction may cause the Fund to miss a price or yield considered
to be advantageous. Settlement dates may be a month or more after entering into
these transactions, and the market values of the securities purchased may vary
from the purchase prices.

The Fund may dispose of a commitment prior to settlement if the investment
adviser deems it appropriate to do so. In addition, the Fund may enter in
transactions to sell its purchase commitments to third parties at current market
values and simultaneously acquire other commitments to purchase similar
securities at later dates. The Fund may realize short-term profits or losses
upon the sale of such commitments.

Inverse Floaters
The Fund may invest in securities known as "inverse floaters" which represent
interests in municipal securities. The Fund intends to purchase inverse floaters
to assist in duration management and to seek current income. These obligations
pay interest rates that vary inversely with changes in the interest rates of
specified short-term municipal securities or an index of short-term municipal
securities. The interest rates on inverse floaters will typically decline as
short-term market interest rates increase and increase as short-term market
rates decline. Inverse floaters will generally respond to changes in market
interest rates more rapidly than fixed-rate long-term securities (typically
twice as fast). As a result, the market values of inverse floaters will
generally be more volatile than the market values of fixed-rate municipal
securities. Typically, the portion of the portfolio invested in inverse floaters
will be subject to additional volatility.

Financial Futures
The Fund may purchase and sell interest rate and index financial futures
contracts. These financial futures contracts may be used to hedge all or a
portion of its portfolio against changes in the market value of portfolio
securities and interest rates, provide additional liquidity, and accomplish its
current strategies in a more expeditious fashion. Financial futures contracts
call for the delivery of particular debt instruments at a certain time in the
future. The seller of the contract agrees to make delivery of the type of
instrument called for in the contract and the buyer agrees to take delivery of
the instrument at the specified future time.

As a matter of investment policy, which may be changed without shareholder
approval, the Fund may not purchase or sell futures contracts if immediately
thereafter the sum of the amount of margin deposits on the Fund's existing
futures positions would exceed 5% of the market value of the Fund's total
assets. When the Fund purchases futures contracts, an amount of municipal
securities, cash or cash equivalents, equal to the underlying commodity value of
the futures contracts (less any related margin deposits), will be deposited in a
segregated account with the Fund's custodian (or the broker, if legally
permitted) to collateralize the position.

  Risks
  When the Fund uses financial futures, there is a risk that the prices of the
  securities subject to the futures contracts may not correlate perfectly with
  the prices of the securities in the Fund's portfolio. This may cause the
  futures contract to react differently than the portfolio securities to market
  changes. In addition, the Fund's investment adviser could be incorrect in its
  expectations about the direction or extent of market factors such as interest
  rate movements. In these events, the Fund may lose money on the futures
  contract. It is not certain that a secondary market for positions in futures
  contracts will exist at all times. Although the investment adviser will
  consider liquidity before entering into futures transactions, there is no
  assurance that a liquid secondary market on an exchange or otherwise will
  exist for any particular futures contract at any particular time. The Fund's
  ability to establish and close out futures positions depends on this secondary
  market.

   Investing in Securities of Other Investment Companies
The Fund may invest its assets in securities of other investment companies as an
efficient means of carrying out its investment policies. It should be noted that
investment companies incur certain expenses, such as management fees, and,
therefore, any investment by the Fund in shares of other investment companies
may be subject to such duplicate expenses.    

Temporary Investments
The Fund invests its assets so that at least 80% of its annual interest income
is exempt from federal regular income tax and the Commonwealth of Pennsylvania
personal income taxes. However, from time to time, when the investment adviser
determines that market conditions call for a temporary defensive posture, the
Fund may invest in short-term non-Pennsylvania municipal tax-exempt obligations
or taxable temporary investments. These temporary investments include: notes
issued by or on behalf of municipal or corporate issuers; obligations issued or
guaranteed by the U.S. government, its agencies, or instrumentalities; other
debt securities; commercial paper; certificates of deposit of banks; and
repurchase agreements (arrangements in which the organization selling the Fund,
a bond or temporary investment agrees at the time of sale to repurchase it at a
mutually agreed upon time and price).

There are no rating requirements applicable to temporary investments. However,
the investment adviser will limit temporary investments to those rated within
the investment grade categories described under "Acceptable Investments
- --Characteristics" (if rated) or those which the investment adviser judges to
have the same characteristics as such investment grade securities (if unrated).

Although the Fund is permitted to make taxable, temporary investments, there is
no current intention of generating income subject to federal regular income tax
or the Commonwealth of Pennsylvania personal income taxes.

Pennsylvania Municipal Securities
Pennsylvania Municipal Securities are generally issued to finance public works,
such as airports, bridges, highways, housing, hospitals, mass transportation
projects, schools, streets, and water and sewer works. They are also issued to
repay outstanding obligations, to raise funds for general operating expenses,
and to make loans to other public institutions and facilities.

Pennsylvania Municipal Securities include industrial development bonds issued by
or on behalf of public authorities to provide financing aid to acquire sites or
construct and equip facilities for privately or publicly owned corporations. The
availability of this financing encourages these corporations to locate within
the sponsoring communities and thereby increases local employment.

The two principal classifications of municipal securities are "general
obligation" and "revenue" bonds. General obligation bonds are secured by the
issuer's pledge of its full faith and credit and taxing power for the payment of
principal and interest. However, interest on and principal of revenue bonds are
payable only from the revenue generated by the facility financed by the bond or
other specified sources of revenue. Revenue bonds do not represent a pledge of
credit or create any debt of or charge against the general revenues of a
municipality or public authority. Industrial development bonds are typically
classified as revenue bonds.

Investment Risks
   The value of Shares will fluctuate. The amount of this fluctuation is
dependent upon the quality and maturity of the bonds in the Fund's portfolio as
well as on market conditions. Yields on Pennsylvania Municipal Securities depend
on a variety of factors, including, but not limited to: the general conditions
of the municipal bond market; the size of the particular offering; the maturity
of the obligations; and the rating of the issue. Further, any adverse economic
conditions or developments affecting the Commonwealth of Pennsylvania or its
municipalities could impact the Fund's portfolio. The ability of the Fund to
achieve its investment objective also depends on the continuing ability of the
issuers of Pennsylvania Municipal Securities and participation interests, or the
guarantors of either, to meet their obligations for the payment of interest and
principal when due. Investing in Pennsylvania Municipal Securities which meet
the Fund's quality standards may not be possible if the Commonwealth of
Pennsylvania or its municipalities do not maintain their current credit ratings.
In addition, certain Pennsylvania constitutional amendments, legislative
measures, executive orders, administrative regulations, and voter initiatives
could result in adverse consequences affecting Pennsylvania Municipal
Securities.    

A further discussion of the risks of a portfolio which invests largely in
Pennsylvania Municipal Securities is contained in the Statement of Additional
Information.

   The prices of longer term bonds fluctuate more widely in response to market
interest rate changes. Generally speaking, the lower quality, long-term bonds in
which the Fund invests have greater fluctuation in value than high quality,
shorter-term bonds.

Bond prices are interest rate sensitive, which means that their value varies
inversely with market interest rates. Thus, if market interest rates have
increased from the time a bond was purchased, the bond, if sold, might be sold
at a price less than its cost. Similarly, if market interest rates have declined
from the time a bond was purchased, the bond, if sold, might be sold at a price
greater than its cost. (In either instance, if the bond was held to maturity, no
loss or gain normally would be realized as a result of interim market
fluctuations.)

Prices of lower grade bonds also fluctuate with changes in the perceived quality
of the credit of their issuers. Consequently, Shares may not be suitable for
persons who cannot assume the somewhat greater risks of capital depreciation
associated with higher tax-exempt income yields. In addition, bonds rated "BBB"
and below by S&P or Fitch or "Baa" and below by Moody's have speculative
characteristics. Changes in economic conditions or other circumstances are more
likely to lead to weakened capacity to make principal and interest payments than
higher rated bonds.

A large portion of the Fund's portfolio may be invested in bonds whose interest
payments are from revenues of similar projects (such as housing or hospitals) or
where issuers share the same geographic location. As a result, the Fund may be
more susceptible to similar economic, political or regulatory developments than
would a portfolio of bonds with a greater geographic and project variety. This
susceptibility may result in greater fluctuations in share price.

Many issuers of bonds which have characteristics of rated bonds choose not to
have their obligations rated. Unrated bonds may carry a greater risk and higher
yield than rated securities. Although unrated bonds are not necessarily of lower
quality, the market for them may not be as broad as that for rated bonds since
many investors rely solely on the major rating agencies for credit appraisal.

Further, the lower rated or unrated bonds which the Fund may purchase are
frequently traded only in markets where the number of potential purchasers and
sellers is limited. This consideration may have the effect of limiting the
availability of such bonds for the Fund to purchase and may also have the effect
of limiting the ability of the Fund to sell such bonds at their fair market
value either to meet redemption requests or to respond to changes in the economy
or the financial markets. The Fund will not invest more than 15% of its total
assets in securities which are not readily marketable.

Reducing Risks of Lower-Rated Securities
The Fund's investment adviser believes that the risks of investing in lower
rated securities can be reduced. The professional portfolio management
techniques used by the Fund to attempt to reduce these risks include:

Credit Research
When purchasing bonds, rated or unrated, the Fund's investment adviser performs
its own credit analysis in addition to using recognized rating agencies. This
credit analysis considers the economic feasibility of revenue bond project
financing and general purpose borrowings, the financial condition of the issuer
or guarantor with respect to liquidity, cash flow and ability to meet
anticipated debt service requirements, and political developments that may
affect credit quality.

Diversification
The Fund invests in securities of many different issuers to reduce portfolio
risks.

Economic Analysis
The Fund's adviser also considers trends in the overall economy, in geographic
areas, in various industries, and in the financial markets.    

Non-Diversification
The Fund is a non-diversified investment portfolio. As such, there is no limit
on the percentage of assets which can be invested in any single issuer. An
investment in the Fund, therefore, will entail greater risk than would exist in
a diversified portfolio of securities because the higher percentage of
investments among fewer issuers may result in greater fluctuation in the total
market value of the Fund's portfolio. Any economic, political, or regulatory
developments affecting the value of the securities in the Fund's portfolio will
have a greater impact on the total value of the portfolio than would be the case
if the portfolio were diversified among more issuers.

The Fund intends to comply with Subchapter M of the Internal Revenue Code of
1986, as amended (the "Code"). This undertaking requires that at the end of each
quarter of the taxable year: (a) with regard to at least 50% of the Fund's total
assets, no more than 5% of its total assets are invested in the securities of a
single issuer and (b) no more than 25% of its total assets are invested in the
securities of a single issuer.

Investment Limitations
The Fund will not borrow money directly or through reverse repurchase agreements
(arrangements in which the Fund sells a portfolio instrument for a percentage of
its cash value with an agreement to buy it back on a set date) or pledge
securities except, under certain circumstances, the Fund may borrow up to
one-third of the value of its total assets and pledge up to 10% of the value of
total assets to secure such borrowings.

The above investment limitations cannot be changed without shareholder approval.


                              EXPENSES OF THE FUND

Holders of Shares pay their allocable portion of Trust and portfolio expenses.

The Trust expenses for which holders of Shares pay their allocable portion
include, but are not limited to: the cost of organizing the Trust and continuing
its existence; registering the Trust with federal and state securities
authorities; Trustees' fees; auditors' fees; the cost of meetings of Trustees;
legal fees of the Trust; association membership dues; and such non-recurring and
extraordinary items as may arise from time to time.

The portfolio expenses for which holders of Shares pay their allocable portion
include, but are not limited to: registering the portfolio and Shares of the
portfolio; investment advisory services; taxes and commissions; custodian fees;
insurance premiums; auditors' fees; and such non-recurring and extra-ordinary
items as may arise from time to time.

At present, the only expenses which are allocated specifically to Class A Shares
as a class are expenses under the Trust's Shareholder Services Agreement, and
the only expenses which are allocated specifically to Class B Shares as a class
are expenses under the Trust's Shareholder Services Agreement and Distribution
Plan. However, the Trustees reserve the right to allocate certain other expenses
to holders of Shares as they deem appropriate ("Class Expenses"). In any case,
Class Expenses would be limited to: distribution fees; transfer agent fees as
identified by the transfer agent as attributable to holders of Shares; fees
under the Trust's Shareholder Services Agreement; printing and postage expenses
related to preparing and distributing materials such as shareholder reports,
prospectuses and proxies to current shareholders; registration fees paid to the
SEC and to state securities commissions; expenses related to administrative
personnel and services as required to support holders of Shares; legal fees
relating solely to Shares; and Trustees' fees incurred as a result of issues
relating solely to Shares.


                                 NET ASSET VALUE

   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.    

All purchases, redemptions and exchanges are processed at the NAV next
determined after the request in proper form is received by the Fund. The NAV is
determined as of the close of trading on the New York Stock Exchange (normally
4:00 p.m., Eastern time) every day the New York Stock Exchange is open.


                              INVESTING IN THE FUND

This prospectus offers two classes of Shares each with the characteristics
described below.

                        Class A                      Class B
Minimum and Subsequent
Investment Amounts      $1500/$100                   $1500/$100
Minimum and Subsequent Investment
Amount for Retirement Plans    NA                    NA
Maximum Sales Charge    4.50%* None
Maximum Contingent Deferred
Sales Charge**          None   5.50%
Conversion Feature      No     Yes      

* Class A Shares are sold at NAV, plus a sales charge as follows:



              Sales Charge    Dealer
           as a Percentage ofConcession as
              Public  Net a Percentage of
             OfferingAmountPublic Offering
 Amount of TransactionPrice  Invested     Price
 Less than $100,000   4.50%    4.71%                               4.00%
 $100,000 but less
 than $250,000 3.75%  3.90%    3.25%
 $250,000 but less
 than $500,0002.50%   2.56%    2.25%
 $500,000 but less
 than $1 million2.00% 2.04%    1.80%
 $1 million or greater0.00%    0.00%          0.25%
 **Computed on the lesser of the NAV of the redeemed Shares at the time of
purchase or the NAV of the redeemed Shares at the time of redemption.

   The following contingent deferred sales charge schedule applies to Class B
   Shares:

 Year of Redemption     Contingent Deferred
 After Purchase   Sales Charge
 First           5.50%
 Second          4.75%
 Third           4.00%
 Fourth          3.00%
 Fifth           2.00%
 Sixth           1.00%
 Seventh and thereafter 0.00%
   Class B Shares convert to Class A Shares (which pay lower ongoing expenses)
 approximately eight years after purchase. See "Conversion of Class B Shares."


                                PURCHASING SHARES

   Shares of the Fund are sold on days on which the New York Stock Exchange is
open. Shares of the Fund may be purchased as described below, either through a
financial intermediary (such as a bank or broker/dealer) or by sending a wire or
check directly to the Fund. Financial intermediaries may impose different
minimum investment requirements on their customers. An account must be
established with a financial intermediary or by completing, signing, and
returning the new account form available from the Fund before Shares can be
purchased. Shareholders in certain other funds advised and distributed by
affiliates of Federated Investors, Inc. ("Federated Funds") may exchange their
Shares for Shares of the corresponding class of the Fund. The Fund reserves the
right to reject any purchase or exchange request.    

In connection with any sale, Federated Securities Corp. may, from time to time,
offer certain items of nominal value to any shareholder or investor.

Purchasing Shares Through a
Financial Intermediary
Orders placed through a financial intermediary are considered received when the
Fund is notified of the purchase order or when payment is converted into federal
funds. Purchase orders through a broker/dealer must be received by the broker
before 4:00 p.m. (Eastern time) and must be transmitted by the broker to the
Fund before 5:00 p.m. (Eastern time) in order for Shares to be purchased at that
day's price. Purchase orders through other financial intermediaries must be
received by the financial intermediary and transmitted to the Fund before 4:00
p.m. (Eastern time) in order for Shares to be purchased at that day's price. It
is the financial intermediary's responsibility to transmit orders promptly.
Financial intermediaries may charge fees for their services.

The financial intermediary which maintains investor accounts in Class B Shares
with the Fund must do so on a fully disclosed basis unless it accounts for share
ownership periods used in calculating the contingent deferred sales charge (see
"Contingent Deferred Sales Charge"). In addition, advance payments made to
financial intermediaries may be subject to reclaim by the distributor for
accounts transferred to financial intermediaries which do not maintain investor
accounts on a fully disclosed basis and do not account for share ownership
periods.

Purchasing Shares by Wire
Shares may be purchased by Federal Reserve wire by calling the Fund. All
information needed will be taken over the telephone, and the order is considered
received when State Street Bank receives payment by wire. Federal funds should
be wired as follows: Federated Shareholder Services Company, c/o State Street
Bank and Trust Company, Boston, MA 02266-8600; Attention; EDGEWIRE; For Credit
to: (Fund Name) (Fund Class); (Fund Number -- this number can be found on the
account statement or by contacting the Fund); Account Number; Trade Date and
Order Number; Group Number or Dealer Number; Nominee or Institution Name; and
ABA Number 011000028. Shares cannot be purchased by wire on holidays when wire
transfers are restricted.

Purchasing Shares by Check
Shares may be purchased by mailing a check made payable to the name of the Fund
(designate class of Shares and account number) to: Federated Shareholder
Services Company, P.O. Box 8600, Boston, MA 02266-8600. Orders by mail are
considered received when payment by check is converted into federal funds
(normally the business day after the check is received).

Systematic Investment Program
Under this program, funds may be automatically withdrawn periodically from the
shareholder's checking account at an Automated Clearing House ("ACH") member and
invested in the Fund. Shareholders should contact their financial intermediary
or the Fund to participate in this program.

Class A Shares
Class A Shares are sold at NAV, plus a sales charge. However:

No sales charge is imposed for Class A Shares purchased:
n through financial intermediaries that do not receive sales charge dealer
concessions;    

n by Federated Life Members; or    

n through "wrap accounts" or similar programs under which clients pay a fee for
services.

In addition, the sales charge can be reduced or eliminated by:     
n purchasing Class A Shares in quantity;

n combining concurrent purchases of Class A Shares

        n  by you, your spouse, and your children under age 21, or;

        n  of two or more Federated Funds (other than money market funds);
n accumulating purchases (in calculating the sales charge on an additional
  purchase of Class A Shares, you may count the current value of previous Class
  A Share purchases still invested in the Fund);

n signing a letter of intent to purchase a specific dollar amount of Class A
Shares within 13 months; or

n using the reinvestment privilege within 120 days of redeeming Class A Shares
of an equal or lesser amount.    

Consult a financial intermediary or Federated Securities Corp. for details on
these programs. In order to eliminate the sales charge or receive sales charge
reductions, Federated Securities Corp. must be notified by the shareholder in
writing or by a financial intermediary at the time of purchase.

Dealer Concession
   For sales of Class A Shares, the distributor will normally offer to pay a
dealer up to 90% of the applicable sales charge. Any portion of the sales charge
which is not paid to a dealer will be retained by the distributor. However, the
distributor may offer to pay dealers up to 100% of the sales charge retained by
it. Such payments may take the form of cash or promotional incentives, such as
reimbursement of certain expenses of qualified employees and their spouses to
attend informational meetings about the Fund or other special events at
recreational-type facilities, or items of material value. In some instances,
these incentives will be made available only to dealers whose employees have
sold or may sell a significant amount of Class A Shares. Financial
intermediaries purchasing Class A Shares for their customers in amounts of $1
million or more are eligible to receive an advance commission from the
distributor based on the following breakpoints:

                        Advance Commission
                          as a Percentage of
Transaction Amount            Public Offering Price

First $1 - $5 million                     0.75%
Next $5 - $20 million               0.50%
Over $20 million                    0.25%

For accounts with assets over $1 million, the dealer commission resets annually
to the first breakpoint on the anniversary of the first purchase.

Class A Share purchases under this program may be made by Letter of Intent or by
combining concurrent purchases. The above commission will be paid only on those
purchases that were not previously subject to a front-end sales charge and
dealer commission. Certain retirement accounts may not be eligible for this
program. Financial intermediaries must notify the Fund once an account reaches
$1 million in order to qualify for advance commissions.

A contingent deferred sales charge of 0.75% of the redemption amount applies to
Class A Shares redeemed up to 24 months after purchase if a financial
intermediary received an advance commission on the transaction.    

Federated Securities Corp. may pay fees to banks out of the sales charge in
exchange for sales and/or administrative services performed on behalf of the
bank's customers in connection with the establishment of customer accounts and
purchases of Class A Shares.

Class B Shares
Class B Shares are sold at NAV. Under certain circumstances, a contingent
deferred sales charge will be assessed at the time of a redemption. Orders for
$250,000 or more of Class B Shares will automatically be invested in Class A
Shares.

Conversion of Class B Shares
Class B Shares will automatically convert into Class A Shares after eight full
years from the purchase date. Such conversion will be on the basis of the
relative NAVs per Share, without the imposition of any charges. Class B Shares
acquired by exchange from Class B Shares of another Federated Fund will convert
into Class A Shares based on the time of the initial purchase.


                         REDEEMING AND EXCHANGING SHARES

Shares of the Fund may be redeemed for cash or exchanged for Shares of the same
class of other Federated Funds on days on which the Fund computes its NAV.
Shares are redeemed at NAV less any applicable contingent deferred sales charge.
Exchanges are made at NAV. Shareholders who desire to automatically exchange
Shares, of a like class, in a pre-determined amount on a monthly, quarterly, or
annual basis may take advantage of a systematic exchange privilege. Information
on this privilege is available from the Fund or your financial intermediary.
Depending upon the circumstances, a capital gain or loss may be realized when
Shares are redeemed or exchanged.

Redeeming or Exchanging Shares Through a Financial Intermediary
Shares of the Fund may be redeemed or exchanged by contacting your financial
intermediary before 4:00 p.m. (Eastern time). In order for these transactions to
be processed at that day's NAV, financial intermediaries (other than
broker/dealers) must transmit the request to the Fund before 4:00 p.m. (Eastern
time), while broker/dealers must transmit the request to the Fund before 5:00
p.m. (Eastern time). The financial intermediary is responsible for promptly
submitting transaction requests and providing proper written instructions.
Customary fees and commissions may be charged by the financial intermediary for
this service. Appropriate authorization forms for these transactions must be on
file with the Fund.

Redeeming or Exchanging
Shares by Telephone
   Shares acquired directly from the Fund may be redeemed in any amount, or
exchanged, by calling 1-800-341-7400. Appropriate authorization forms for these
transactions must be on file with the Fund. Shares held in certificate form must
first be returned to the Fund as described in the instructions under "Redeeming
or Exchanging Shares by Mail." Redemption proceeds will either be mailed in the
form of a check to the shareholder's address of record or wire-transferred to
the shareholder's account at a domestic commercial bank that is a member of the
Federal Reserve System. The minimum amount for a wire transfer is $1,000.
Proceeds from redeemed Shares purchased by check or through ACH will not be
wired until that method of payment has cleared.    

Telephone instructions will be recorded. If reasonable procedures are not
followed by the Fund, it may be liable for losses due to unauthorized or
fraudulent telephone instructions. In the event of drastic economic or market
changes, a shareholder may experience difficulty in redeeming by telephone. If
this occurs, "Redeeming or Exchanging Shares By Mail" should be considered. The
telephone transaction privilege may be modified or terminated at any time.
Shareholders would be promptly notified.

Redeeming or Exchanging Shares by Mail

        Shares may be redeemed in any amount, or exchanged, by mailing a written
request to: Federated Shareholder Services Company, Fund Name, Fund Class, P.O.
Box 8600, Boston, MA 02266-8600. If share certificates have been issued, they
must accompany the written request. It is recommended that certificates be sent
unendorsed by registered or certified mail.    

All written requests should state: Fund Name and the Share Class name; the
account name as registered with the Fund; the account number; and the number of
Shares to be redeemed or the dollar amount of the transaction. An exchange
request should also state the name of the Fund into which the exchange is to be
made. All owners of the account must sign the request exactly as the Shares are
registered. A check for redemption proceeds is normally mailed within one
business day, but in no event more than seven days, after receipt of a proper
written redemption request. Dividends are paid up to and including the day that
a redemption or exchange request is processed.

Requirements for Redemption
Shareholders requesting a redemption of any amount to be sent to an address
other than that on record with the Fund, or a redemption payable other than to
the shareholder of record, must have their signatures guaranteed by a commercial
or savings bank, trust company or savings association whose deposits are insured
by an organization which is administered by the Federal Deposit Insurance
Corporation; a member firm of a domestic stock exchange; or any other "eligible
guarantor institution," as defined in the Securities Exchange Act of 1934. The
Fund does not accept signatures guaranteed by a notary public.

Requirements for Exchange
Shareholders must exchange Shares having an NAV equal to the minimum investment
requirements of the fund into which the exchange is being made. Contact your
financial intermediary directly or the Fund for free information on, and
prospectuses for, the Federated Funds into which your Shares may be exchanged.
Before the exchange, the shareholder must receive a prospectus of the fund for
which the exchange is being made.

Upon receipt of proper instructions and required supporting documents, Shares
submitted for exchange are redeemed and proceeds invested in the same class of
shares of the other fund. Signature guarantees will be required to exchange
between fund accounts not having identical shareholder registrations. The
exchange privilege may be modified or terminated at any time. Shareholders will
be notified of the modification or termination of the exchange privilege.

Systematic Withdrawal Program
   Under this program, Shares are redeemed to provide for periodic withdrawal
payments in an amount directed by the shareholder of not less than $100. To be
eligible to participate in this program, a shareholder must have an account
value of at least $10,000. A shareholder may apply for participation in this
program through his financial intermediary or by calling the Fund.    

Because participation in this program may reduce, and eventually deplete the
shareholder's investment in the Fund, payments under this program should not be
considered as yield or income. It is not advisable for shareholders to continue
to purchase Class A Shares subject to a sales charge while participating in this
program. A contingent deferred sales charge may be imposed on Class B Shares.

   Systematic Withdrawal Program ("SWP") on Class B Shares

A contingent deferred sales charge will not be charged on SWP redemptions of
Class B Shares if:

n  shares redeemed are 12% or less of the account value in a single year;

n the account is at least one year old;

n all dividends and capital gains distributions are reinvested; and

n the account has at least a $10,000 balance when the SWP is established
(multiple Class B Share accounts cannot be aggregated to meet this minimum
balance).

A contingent deferred sales charge will be charged on redemption amounts that
exceed the 12% annual limit. In measuring the redemption percentage, the account
is valued when the SWP is established and then annually at calendar year-end.
Redemptions can be made only at a rate of 1% monthly, 3% quarterly, or 6%
semi-annually.    

Contingent Deferred Sales Charge
The contingent deferred sales charge will be deducted from the redemption
proceeds otherwise payable to the shareholder and will be retained by the
distributor. Redemptions will be processed in a manner intended to maximize the
amount of redemption which will not be subject to a contingent deferred sales
charge. The contingent deferred sales charge will not be imposed with respect to
Shares acquired through the reinvestment of dividends or distributions of
long-term capital gains. In determining the applicability of the contingent
deferred sales charge, the required holding period for your new Shares received
through an exchange will include the period for which your original Shares were
held.

Eliminating the Contingent Deferred Sales Charge

     Upon written notification to Federated Securities Corp. or the transfer
agent, no contingent deferred sales charge will be imposed on redemptions:
   

n following the death or disability, as defined in Section 72(m)(7) of the
  Internal Revenue Code of 1986, of the last surviving shareholder and any
  designated beneficiaries;    

n representing minimum required distributions from an Individual Retirement
  Account or other retirement plan to a shareholder who has attained the age of
  701/2;

n which are involuntary redemptions of shareholder accounts that do not comply
with the minimum balance requirements;

n which are qualifying redemptions of Class B Shares under a Systematic
Withdrawal Program;

n which are reinvested in the Fund under the  reinvestment privilege;

n of Shares held by Trustees, employees and sales representatives of the Fund,
  the distributor, or affiliates of the Fund or distributor, employees of any
  financial intermediary that sells Shares of the Fund pursuant to a sales
  agreement with the distributor, and their immediate family members to the
  extent that no payments were advanced for purchases made by these persons; and

n of Shares originally purchased through a bank trust department, an investment
  adviser registered under the Investment Advisers Act of 1940 or retirement
  plans where the third party administrator has entered into certain
  arrangements with Federated Securities Corp. or its affiliates, or any other
  financial intermediary, to the extent that no payments were advanced for
  purchases made through such entities.

For more information regarding the elimination of the contingent deferred sales
charge through a Systematic Withdrawal Program, or any of the above provisions,
contact your financial intermediary or the Fund. The Fund reserves the right to
discontinue or modify these provisions. Shareholders will be notified of such
action.


                          ACCOUNT AND SHARE INFORMATION

Confirmations and Account Statements
Shareholders will receive detailed confirmations of transactions (except for
systematic program transactions). In addition, shareholders will receive
periodic statements reporting all account activity, including dividends paid.
The Fund will not issue share certificates.

Dividends and Distributions
   Dividends are declared and paid monthly to all shareholders invested in the
Fund on the record date. Net long-term capital gains realized by the Fund, if
any, will be distributed at least once every twelve months. Dividends and
distributions are automatically reinvested in additional Shares of the Fund on
payment dates at the ex-dividend date NAV without a sales charge, unless
shareholders request cash payments on the new account form or by contacting the
transfer agent.    

Accounts with Low Balances
   Due to the high cost of maintaining accounts with low balances, the Fund may
close an account by redeeming all Shares and paying the proceeds to the
shareholder if the account balance falls below the applicable minimum investment
amount. Accounts where the balance falls below the minimum due to NAV changes
will not be closed in this manner. Before an account is closed, the shareholder
will be notified and allowed 30 days to purchase additional Shares to meet the
minimum.    

       


                                TRUST INFORMATION

Management of the Trust
Board of Trustees
The Trust is managed by a Board of Trustees. The Trustees are responsible for
managing the business affairs of the Trust and for exercising all of the powers
of the Trust except those reserved for the shareholders. The Executive Committee
of the Board of Trustees handles the Trustees' responsibilities between meetings
of the Board.

Investment Adviser
Pursuant to an investment advisory contract with the Trust, investment decisions
for the Fund are made by Federated Advisers, the Fund's investment adviser (the
"Adviser"), subject to direction by the Trustees. The Adviser continually
conducts investment research and supervision for the Fund and is responsible for
the purchase or sale of portfolio instruments, for which it receives an annual
fee from the Fund.

Advisory Fees
The Fund's Adviser receives an annual investment advisory fee equal to 0.40% of
the Fund's average daily net assets. The Adviser may voluntarily choose to waive
a portion of its fee or reimburse the Fund for certain operating expenses. The
Adviser can terminate this voluntary waiver or reimbursement of expenses at any
time in its sole discretion.

Adviser's Background

        Federated Advisers, a Delaware business trust organized on April 11,
1989, is a registered investment adviser under the Investment Advisers Act of
1940. It is a subsidiary of Federated Investors, Inc. All of the Class A
(voting) shares of Federated Investors, Inc. are owned by a trust, the trustees
of which are John F. Donahue, Chairman and Director of Federated Investors,
Inc., Mr. Donahue's wife, and Mr. Donahue's son, J. Christopher Donahue, who is
President and Director of Federated Investors, Inc.

Federated Advisers and other subsidiaries of Federated Investors, Inc. serve as
investment advisers to a number of investment companies and private accounts.
Certain other subsidiaries also provide administrative services to a number of
investment companies. With over $120 billion invested across more than300 funds
under management and/or administration by its subsidiaries, as of December 31,
1997, Federated Investors, Inc. is one of the largest mutual fund investment
managers in the United States. With more than 2,000 employees, Federated
continues to be led by the management who founded the company in 1955. Federated
funds are presently at work in and through 4,000 financial institutions
nationwide.

     J. Scott Albrecht has been a portfolio manager of the Fund since March
1995. Mr. Albrecht joined Federated Investors, Inc. or its predecessor in 1989
and has been a Vice President of the Fund's investment adviser since 1994. From
1992 to 1994, Mr. Albrecht served as an Assistant Vice President of the Fund's
investment adviser. Mr. Albrecht is a Chartered Financial Analyst and received
his M.S. in Public Management from Carnegie Mellon University.

     Mary Jo Ochson has been a portfolio manager of the Fund since April 1997.
Ms. Ochson joined Federated Investors, Inc. or its predecessor in 1982 and has
been a Senior Vice President of the Fund's investment adviser since January
1996. From 1988 through 1995, Ms. Ochson served as a Vice President of the
Fund's investment adviser. Ms. Ochson is a Chartered Financial Analyst and
received her M.B.A. in Finance from the University of Pittsburgh.    

Both the Trust and the Adviser have adopted strict codes of ethics governing the
conduct of all employees who manage the Fund and its portfolio securities. These
codes recognize that such persons owe a fiduciary duty to the Fund's
shareholders and must place the interests of shareholders ahead of the
employees' own interest. Among other things, the codes: require preclearance and
periodic reporting of personal securities transactions; prohibit personal
transactions in securities being purchased or sold, or being considered for
purchase or sale, by the Fund; prohibit purchasing securities in initial public
offerings; and prohibit taking profits on securities held for less than sixty
days. Violation of the codes are subject to review by the Trustees, and could
result in severe penalties.

Distribution of Shares

     Federated Securities Corp. is the principal distributor for Shares of the
Fund. It is a Pennsylvania corporation organized on November 14, 1969, and is
the principal distributor for a number of investment companies. Federated
Securities Corp. is a subsidiary of Federated Investors.

The distributor will pay dealers an amount equal to 5.50% of the NAV of Class B
Shares purchased by their clients or customers. These payments will be made
directly by the distributor from its assets, and will not be made from the
assets of the Fund. Dealers may voluntarily waive receipt of all or any portion
of these payments. The distributor may pay a portion of the distribution fee
discussed below to financial institutions that waive all or any portion of the
advance payments.

Distribution Plan and Shareholder Services
Under a distribution plan adopted in accordance with Investment Company Act Rule
12b-1 (the "Distribution Plan"), the Fund may pay to the distributor an amount,
computed at an annual rate of 0.40% of the average daily NAV of Class A Shares
and 0.75% of the average daily NAV of Class B Shares to finance any activity
which is principally intended to result in the sale of Shares subject to the
Distribution Plan. The distributor may select financial institutions such as
banks, fiduciaries, custodians for public funds, investment advisers, and
broker/dealers to provide sales services or distribution related support
services as agents for their clients or customers. With respect to Class B
Shares, because distribution fees to be paid by the Fund to the distributor may
not exceed an annual rate of 0.75% of Class B Shares' average daily net assets,
it will take the distributor a number of years to recoup the expenses it has
incurred for its sales services and distribution-related support services
pursuant to the Distribution Plan.

The Distribution Plan is a compensation-type plan. As such, the Fund makes no
payments to the distributor except as described above. Therefore, the Fund does
not pay for unreimbursed expenses of the distributor, including amounts expended
by the distributor in excess of amounts received by it from the Fund, interest,
carrying or other financing charges in connection with excess amounts expended,
or the distributor's overhead expenses. However, the distributor may be able to
recover such amount or may earn a profit from future payments made by the Fund
under the Distribution Plan.

In addition, the Fund has entered into a Shareholder Services Agreement with
Federated Shareholder Services, a subsidiary of Federated Investors, under which
the Fund may make payments up to 0.25% of the average daily NAV of both Class A
Shares and Class B Shares, computed at an annual rate, to obtain certain
personal services for shareholders and to maintain shareholder accounts. Under
the Shareholder Services Agreement, Federated Shareholder Services will either
perform shareholder services directly or will select financial institutions to
perform shareholder services. Financial institutions will receive fees based
upon Shares owned by their clients or customers. The schedules of such fees and
the basis upon which such fees will be paid will be determined from time to time
by the Fund and Federated Shareholder Services.

Supplemental Payments to Financial Institutions
Federated Securities Corp. may pay financial institutions, at the time of
purchase of Class A Shares, an amount equal to 0.50% of the NAV of Class A
Shares purchased by their clients or customers under certain qualified
retirement plans as approved by Federated Securities Corp. (Such payments are
subject to a reclaim from the financial institution should the assets leave the
program within 12 months after purchase.)

Furthermore, with respect to both Class A Shares and Class B Shares, in addition
to payments made pursuant to the Distribution Plan and Shareholder Services
Agreement, Federated Securities Corp. and Federated Shareholder Services, from
their own assets, may pay financial institutions supplemental fees for the
performance of substantial sales services, distribution-related support
services, or shareholder services. The support may include sponsoring sales,
educational and training seminars for their employees, providing sales
literature, and engineering computer software programs that emphasize the
attributes of the Fund. Such assistance may be predicated upon the amount of
Shares the financial institution sells or may sell, and/or upon the type and
nature of sales or marketing support furnished by the financial institution. Any
payments made by the distributor may be reimbursed by the Adviser or its
affiliates.

Administration of the Fund
Administrative Services
Federated Services Company, a subsidiary of Federated Investors, provides
administrative personnel and services (including certain legal and financial
reporting services) necessary to operate the Trust. Federated Services Company
provides these at an annual rate which relates to the average aggregate daily
net assets of all funds advised by affiliates of Federated Investors as
specified below:

Maximum   Average Aggregate
  Fee     Daily Net Assets
 0.150%on the first $250 million 0.125%on the next $250 million 0.100%on the
 next $250 million
 0.075%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 choose voluntarily to waive a portion of its fee.


                             SHAREHOLDER 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 each
portfolio or class in the Fund have equal voting rights except that in matters
affecting only a particular portfolio or class, only shares of that portfolio or
class are entitled to vote.

Trustees may be removed by the Trustees or shareholders at a special meeting. A
special meeting of shareholders shall be called by the Trustees upon the written
request of shareholders owning at least 10% of the outstanding Shares of all
series entitled to vote.    


                                 TAX INFORMATION

Federal Income Tax
The Fund will pay no federal income tax because it expects to meet requirements
of the Code, as amended, applicable to regulated investment companies and to
receive the special tax treatment afforded to such companies. The Fund will be
treated as a single, separate entity for federal income tax purposes so that
income (including capital gains) and losses realized by the Trust's other
portfolios will not be combined for tax purposes with those realized by the
Fund.

Shareholders are not required to pay federal regular income tax on any dividends
received from the Fund that represent net interest on tax-exempt municipal
bonds, although tax-exempt interest will increase the taxable income of certain
recipients of social security benefits. However, under the Tax Reform Act of
1986, dividends representing net interest earned on some municipal bonds may be
included in calculating the federal individual alternative minimum tax or the
federal alternative minimum tax for corporations.

The alternative minimum tax, up to 28% of alternative minimum taxable income for
individuals and 20% for corporations, applies when it exceeds the regular tax
for the taxable year. Alternative minimum taxable income is equal to the regular
taxable income of the taxpayer increased by certain "tax preference" items not
included in regular taxable income and reduced by only a portion of the
deductions allowed in the calculation of the regular tax.

The Tax Reform Act of 1986 treats interest on certain "private activity" bonds
issued after August 7, 1986, as a tax preference item for both individuals and
corporations. Unlike traditional governmental purpose municipal bonds, which
finance roads, schools, libraries, prisons, and other public facilities, private
activity bonds provide benefits to private parties. The Fund may purchase all
types of municipal bonds, including private activity bonds. Thus, should it
purchase any such bonds, a portion of the Fund's dividends may be treated as a
tax preference item.

In addition, in the case of a corporate shareholder, dividends of the Fund which
represent interest on municipal bonds will become subject to the 20% corporate
alternative minimum tax because the dividends are included in a corporation's
"adjusted current earnings." The corporate alternative minimum tax treats 75% of
the excess of a taxpayer's pre-tax "adjusted current earnings" over the
taxpayer's alternative minimum taxable income as a tax preference item.
"Adjusted current earnings" is based upon the concept of a corporation's
"earnings and profits." Since "earnings and profits" generally includes the full
amount of any Fund dividend, and alternative minimum taxable income does not
include the portion of the Fund's dividend attributable to municipal bonds which
are not private activity bonds, the difference will be included in the
calculation of the corporation's alternative minimum tax.

Dividends of the Fund representing net interest income earned on some temporary
investments and any realized net short-term gains are taxed as ordinary income.

These tax consequences apply whether dividends are received in cash or as
additional shares. Information on the tax status of dividends and distributions
is provided annually.

State and Local Taxes
In the opinion of Houston, Donnelly & Meck, counsel to the Fund, Fund Shares may
be subject to personal property taxes imposed by counties, municipalities, and
school districts in Pennsylvania to the extent that the portfolio securities in
the Fund would be subject to such taxes if owned directly by residents of those
jurisdictions.

Shareholders are urged to consult their own tax advisers regarding the status of
their accounts under state and local tax laws.

Pennsylvania Taxes
Under existing Pennsylvania laws, distributions made by the Fund derived from
interest on obligations free from state taxation in Pennsylvania are not subject
to Pennsylvania personal income taxes. Distributions made by the Fund will be
subject to Pennsylvania personal income taxes to the extent that they are
derived from gain realized by the Fund from the sale or exchange of otherwise
tax-exempt obligations.


                             PERFORMANCE INFORMATION

From time to time, the Fund advertises the total return, yield, and
tax-equivalent yield for each class of Shares.

Total return represents the change, over a specific period of time, in the value
of an investment in Shares after reinvesting all income and capital gains
distributions. It is calculated by dividing that change by the initial
investment and is expressed as a percentage.

The yield of Shares is calculated by dividing the net investment income per
Share (as defined by the SEC) earned by each class of Shares over a thirty-day
period by the maximum offering price per Share of each class of Shares on the
last day of the period. This number is then annualized using semi-annual
compounding. The tax-equivalent yield of each class of Shares is calculated
similarly to the yield, but is adjusted to reflect the taxable yield that each
class of Shares would have had to earn to equal its actual yield, assuming a
specific tax rate. The yield and the tax-equivalent yield do not necessarily
reflect income actually earned by each class of Shares and, therefore, may not
correlate to the dividends or other distributions paid to shareholders.

The performance information reflects the effect of the maximum sales charge and
other similar non-recurring charges, such as the contingent deferred sales
charge, which, if excluded, would increase the total return, yield, and tax
equivalent yield.

Total return and yield will be calculated separately for Class A Shares and
Class B Shares.

From time to time, advertisements for Class A Shares and Class B Shares of the
Fund may refer to ratings, rankings and other information in certain financial
publications and/or compare the performance of Class A Shares and Class B Shares
to certain indices.

   


                                    APPENDIX

Standard & Poor's ("S&P") Municipal Bond Ratings
AAA --Debt rated "AAA" has the highest rating assigned by S&P. Capacity to pay
interest and repay principal is extremely strong.

AA--Debt rated "AA" has a very strong capacity to pay interest and repay
principal and differs from the higher rated issues only in small degree.

A--Debt rated "A" has a strong capacity to pay interest and repay principal
although it is somewhat more susceptible to the adverse effects of changes in
circumstances and economic conditions than debt in higher rated categories.

BBB--Debt rated "BBB" is regarded as having an adequate capacity to pay interest
and repay principal. Whereas it normally exhibits adequate protection
parameters, adverse economic conditions or changing circumstances are more
likely to lead to a weakened capacity to pay interest and repay principal for
debt in this category than in higher rated categories.

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

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

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

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

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

NR--Indicates that no public rating has been requested, that there is
insufficient information on which to base a rating, or that S&P does not rate a
particular type of obligation as a matter of policy.

PLUS (+) OR MINUS (-): The ratings from "AA" to "CCC" may be modified by the
addition of a plus or minus sign to show relative standing within the major
rating categories.

Moody's Investors Service, L.P. ("Moody's") Municipal Bond Ratings
Aaa--Bonds which are rated Aaa are judged to be of the best quality. The y carry
the smallest degree of investment risk and are generally referred to as "gilt
edged." Interest payments are protected by a large or by an exceptionally stable
margin and principal is secure. While the various protective elements are likely
to change, such changes as can be visualized are most unlikely to impair the
fundamentally strong position of such issues.

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

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

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

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

B-Bonds which are rated "B" generally lack characteristics of the desirable
investment. Assurance of interest and principal payments or of maintenance of
other terms of the contract over any long period of time may be small.

Caa-Bonds which are rated "Caa" are of poor standing. Such issues may be in
default or there may be present elements of danger with respect to principal or
interest.

Ca-Bonds which are rated "Ca" represent obligations which are speculative in a
high degree. Such issues are often in default or have other marked shortcomings.

C-Bonds which are rated "C" are the lowest rated class of bonds, and issues so
rated can be regarded as having extremely poor prospects of ever attaining any
real investment standing.

NR--Not rated by Moody's.

Moody's applies numerical modifiers, 1, 2 and 3 in each generic rating
classification from Aa through B in its generic rating category; the modifier 1
indicates that the security ranks in the higher end of its generic rating
category; the modifier 2 indicates a mid-range ranking; and the modifier 3
indicates that the issue ranks in the lower end of its generic rating category.

Fitch IBCA, Inc. ("Fitch") Long-Term Debt Ratings
AAA--Bonds considered to be investment grade and of the highest credit quality.
The obligor has an exceptionally strong ability to pay interest and repay
principal, which is unlikely to be affected by reasonably foreseeable events.

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

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

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

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

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

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

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

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

DDD, DD, and D--Bonds are in default on interest and/or principal payments. Such
bonds are extremely speculative and should be valued on the basis of their
ultimate recovery value in liquidation or reorganization of the obligor. DDD
represents the highest potential for recovery on these bonds, and D represents
the lowest potential for recovery.

NR--NR indicates that Fitch does not rate the specific issue.

PLUS (+) OR MINUS (-): Plus and minus signs are used with a rating symbol to
indicate the relative position of a credit within the rating category. Plus and
minus signs, however, are not used in the "AAA" category.

S&P Municipal Note Ratings
SP-1--Very strong or strong capacity to pay principal and interest. Those issues
determined to possess overwhelming safety characteristics will be given a plus
(+) designation.

SP-2--Satisfactory capacity to pay principal and interest.

Moody's Short-Term Loan Ratings
MIG1/VMIG1--This designation denotes best quality. The re is a present strong
protection by established cash flows, superior liquidity support or demonstrated
broad based access to the market for refinancing.

MIG2/VMIG2--This designation denotes high quality. Margins of protection are
ample although not so large as in the preceding group.

Fitch Short-Term Debt Ratings

F-1+--Exceptionally Strong Credit Quality. Issues assigned this rating are
regarded as having the strongest degree of assurance for timely payment.

F-1--Very Strong Credit Quality. Issues assigned this rating reflect an
assurance of timely payment only slightly less in degree than issues rated F-1+.

F-2--Good Credit Quality. Issues carrying this rating have a satisfactory degree
of assurance for timely payment, but the margin of safety is not as great as the
F-1+ and F-1 categories.

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

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

Moody's Commercial Paper Ratings
P-1--Issuers rated PRIME-1 (or related supporting institutions) have a superior
capacity for repayment of short-term promissory obligations.

PRIME-1 repayment capacity will normally be evidenced by the following
characteristics: Leading market positions in well established industries; high
rates of return on funds employed; conservative capitalization structures with
moderate reliance on debt and ample asset protection; broad margins in earning
coverage of fixed financial charges and high internal cash generation; and well
established access to a range of financial markets and assured sources of
alternate liquidity.

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

    



<PAGE>


Financial Statements to be filed by Amendment.




<PAGE>



Federated Pennsylvania Municipal Income Fund
(A Portfolio of Municipal Securities Income Trust)
Class A Shares, Class B Shares

Prospectus
   October 31, 1998    
A Non-Diversified Portfolio of Municipal Securities Income Trust, an Open-End,
Management Investment Company


Federated Pennsylvania
Municipal Income Fund
Class A Shares, Class B 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 Adviser
Federated Advisers
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
Deloitte & Touche LLP
2500 One PPG Place
Pittsburgh, PA 15222-5401

Cusip 625922505
Cusip 625922836
   G00577-02 (10/98)    











                  Federated Pennsylvania Municipal Income Fund
               (A Portfolio of Municipal Securities Income Trust)
                                 Class A Shares
                                 Class B Shares

                       Statement of Additional Information














        This Statement of Additional Information should be read with the
     prospectus of Federated Pennsylvania Municipal Income Fund (the "Fund"), a
     portfolio of Municipal Securities Income Trust dated October 31, 1998. This
     Statement is not a prospectus. You may request a copy of a prospectus or a
     paper copy of this Statement, if you have received it electronically, free
     of charge by calling 1-800-341-7400.



     Federated Pennsylvania Municipal Income Fund
     Federated Investors Funds
     5800 Corporate Drive
     Pittsburgh, Pennsylvania 15237-7000


                        Statement dated October 31, 1998














[GRAPHIC OMITTED]

      Cusip 625922036
      Cusip 625922836
      0090702B (10/98)    


<PAGE>



Table of Contents
I



<PAGE>






General Information About the Fund     1

Investment Objective and Policies      1
  Acceptable Investments               1
  When-Issued and Delayed Delivery Transactions 2
  Futures Transactions                 2
  Temporary Investments                3
  Portfolio Turnover                   3
  Investment Limitations               3
  Pennsylvania Investment Risks        5

Municipal Securities Income Trust Management      5
  Fund Ownership                       9
  Trustees Compensation               10
  Trustee Liability                   10

Investment Advisory Services          11
  Adviser to the Fund                 11
  Advisory Fees                       11

Other Services                        11
  Fund Administration                 11
  Custodian and Portfolio Accountant  11
  Transfer Agent                      11
  Independent Auditors                11

Brokerage Transactions                11

Purchasing Shares                     12
  Quality Discounts and Accumulated Purchases   12
  Concurrent Purchases                12
  Letter of Intent                    12
  Reinvestment Privilege              13
  Conversion of Class B Shares        13
  Purchases by Sales Representatives, Fund
     Trustees, and Employees          13



Determining Net Asset Value           13
  Valuing Municipal Bonds             13
  Use of Amortized Cost               14

Redeeming Shares                      14
   Redemption in Kind                 14
   Contingent Deferred Sales Charge
      Class B Shares                  14
  Massachusetts Partnership Law       15

Tax Status                            15
  The Fund's Tax Status               15
  Shareholders' Tax Status            15

Total Return                          15

Yield                                 16

Tax-Equivalent Yield                  16
  Tax-Equivalency Table               17

Performance Comparisons               18
  Economic and Market Information     18

About Federated Investors             19
  Mutual Fund Market                  19
  Institutional Clients               19
  Bank Marketing                      19
  Broker/Dealers and Bank Broker/Dealer
   Subsidiaries                       19

Appendix                              20






<PAGE>





General Information About the Fund
The Fund is a portfolio in Municipal Securities Income Trust (the "Trust"). The
Trust was established as a Massachusetts business trust under a Declaration of
Trust dated August 6, 1990. On February 26, 1996 (effective date March 31,
1996), the Board of Trustees ("Trustees") approved changing the name of the Fund
from Pennsylvania Municipal Income Fund to Federated Pennsylvania Municipal
Income Fund. Shares of the Fund are presently offered in two classes known as
Class A Shares and Class B Shares (individually and collectively referred to as
"Shares" as the context may require). This Statement of Additional Information
relates to both classes of Shares.


Investment Objective and Policies
The Fund's investment objective is to provide current income which is exempt
from federal regular income tax and the personal income taxes imposed by the
Commonwealth of Pennsylvania. The investment objective cannot be changed without
approval of shareholders.

Acceptable Investments

The Fund invests primarily in a portfolio of municipal securities which are
exempt from federal regular income tax and Pennsylvania state and local tax
("Pennsylvania Municipal Securities"). These securities include those issued by
or on behalf of the Commonwealth of Pennsylvania and Pennsylvania
municipalities, and those issued by states, territories and possessions of the
United States which are exempt from federal regular income tax and the personal
income taxes imposed by the Commonwealth of Pennsylvania and Pennsylvania
municipalities.

    Characteristics

     The Pennsylvania Municipal Securities in which the Fund invests have the
  characteristics set forth in the prospectus. If a rated bond loses its rating
  or has its rating reduced after the Fund has purchased it, the Fund is not
  required to drop the bond from the portfolio, but will consider doing so. If
  ratings made by Moody's Investors Service, Inc. ("Moody's"), Standard & Poor's
  ("S&P") or Fitch IBCA, Inc. ("Fitch") change because of changes in those
  organizations or in their rating systems, the Fund will try to use comparable
  ratings as standards in accordance with the investment policies described in
  the Fund's prospectus.    

    Types of Acceptable Investments

  Examples of Pennsylvania Municipal Securities are:

      o  municipal notes and municipal commercial paper;

      o  serial bonds sold with differing maturity dates;

      o  tax anticipation notes sold to finance working capital needs of
         municipalities;

      o  bond anticipation notes sold prior to the issuance of longer-term
         bonds;

      o  pre-refunded municipal bonds; and

      o  general obligation bonds secured by a municipality pledge of taxation.

    Participation Interests

  The financial institutions from which the Fund purchases participation
  interests frequently provide or secure from another financial institution
  irrevocable letters of credit or guarantees and give the Fund the right to
  demand payment of the principal amounts of the participation interests plus
  accrued interest on short notice (usually within seven days).

    Variable Rate Municipal Securities

  Variable interest rates generally reduce changes in the market value of
  municipal securities from their original purchase prices. Accordingly, as
  interest rates decrease or increase, the potential for capital appreciation or
  depreciation is less for variable rate municipal securities than for fixed
  income obligations. Many municipal securities with variable interest rates
  purchased by the Fund are subject to repayment of principal (usually within
  seven days) on the Fund's demand. The terms of these variable rate demand
  instruments require payment of principal and accrued interest from the issuer
  of the municipal obligations, the issuer of the participation interests, or a
  guarantor of either issuer.

    Municipal Leases

  The Fund may purchase municipal securities in the form of participation
  interests which represent undivided proportional interests in lease payments
  by a governmental or non-profit entity. The lease payments and other rights
  under the lease provide for and secure the payments on the certificates. Lease
  obligations may be limited by municipal charter or the nature of the
  appropriation for the lease. In particular, lease obligations may be subject
  to periodic appropriation. If the entity does not appropriate funds for future
  lease payments, the entity cannot be compelled to make such payments.
  Furthermore, a lease may provide that the certificate trustee cannot
  accelerate lease obligations upon default. The trustee would only be able to
  enforce lease payments as they became due. In the event of default or failure
  of appropriation, it is unlikely that the trustee would be able to obtain an
  acceptable substitute source of payment.

  In determining the liquidity of municipal lease securities, the investment
  adviser, under the authority delegated by the Trustees, will base its
  determination on the following factors:

      o  whether the lease can be terminated by the lessee;

      o  the potential recovery, if any, from a sale of the leased property
         upon termination of the lease;

      o  the lessee's general credit strength (e.g., its debt, administrative,
         economic and financial characteristics and prospects);

      o  the likelihood that the lessee will discontinue appropriating funding
         for the leased property because the property is no longer deemed
         essential to its operations (e.g., the potential for an "event of
         non-appropriation"); and

      o any credit enhancement or legal recourse provided upon an event of
non-appropriation or other termination of the lease.

When-Issued and Delayed Delivery Transactions

These transactions are made to secure what is considered to be an advantageous
price or yield for the Fund. No fees or other expenses, other than normal
transaction costs, are incurred. However, liquid assets of the Fund sufficient
to make payment for the securities to be purchased are segregated on the Fund's
records at the trade date. These assets are marked to market daily and are
maintained until the transaction has been settled. The Fund does not intend to
engage in when-issued and delayed delivery transactions to an extent that would
cause the segregation of more than 20% of the total value of its assets.

Futures Transactions
A futures contract is a firm commitment by two parties: the seller who agrees to
make delivery of the specific type of security called for in the contract
("going short") and the buyer who agrees to take delivery of the security
("going long") at a certain time in the future. In the fixed income securities
market, price moves inversely to interest rates. A rise in rates means a drop in
price. Conversely, a drop in rates means a rise in price. In order to hedge its
holdings of fixed income securities against a rise in market interest rates, the
Fund could enter into contracts to deliver securities at a predetermined price
(i.e., "go short") to protect itself against the possibility that the prices of
its fixed income securities may decline during the Fund's anticipated holding
period. The Fund would agree to purchase securities in the future at a
predetermined price (i.e., "go long") to hedge against a decline in market
interest rates.

"Margin" in Futures Transactions
  Unlike the purchase or sale of a security, the Fund does not pay or receive
  money upon the purchase or sale of a futures contract. Rather, the Fund is
  required to deposit an amount of "initial margin" in municipal securities,
  cash or cash equivalents with its custodian (or the broker, if legally
  permitted). The nature of initial margin in futures transactions is different
  from that of margin in securities transactions in that futures contract
  initial margin does not involve the borrowing of funds by the Fund to finance
  the transactions. Initial margin is in the nature of a performance bond or
  good faith deposit on the contract which is returned to the Fund upon
  termination of the futures contract, assuming all contractual obligations have
  been satisfied.

  A futures contract held by the Fund is valued daily at the official settlement
  price of the exchange on which it is traded. Each day the Fund pays or
  receives cash, called "variation margin," equal to the daily change in value
  of the futures contract. This process is known as "marking to market."
  Variation margin does not represent a borrowing or loan by the Fund but is
  instead settlement between the Fund and the broker of the amount one would owe
  the other if the futures contract expired. In computing its daily net asset
  value ("NAV"), the Fund will mark-to-market its open futures positions.

   Investing in Securities of Other Investment Companies

The Fund may invest in the securities of affiliated money market funds as an
efficient means of managing the Fund's uninvested cash.    

Temporary Investments

The Fund may also invest in temporary investments during times of unusual market
conditions for defensive purposes.

    Repurchase Agreements

  Repurchase agreements are arrangements in which banks, broker/dealers, and
  other recognized financial institutions sell U.S. government securities or
  certificates of deposit to the Fund and agree at the time of sale to
  repurchase them at a mutually agreed upon time and price within one year from
  the date of acquisition. The Fund or its custodian will take possession of the
  securities subject to repurchase agreements. To the extent that the original
  seller does not repurchase the securities from the Fund, the Fund could
  receive less than the repurchase price on any sale of such securities. In the
  event that such a defaulting seller filed for bankruptcy or became insolvent,
  disposition of such securities by the Fund might be delayed pending court
  action. The Fund believes that under the regular procedures normally in effect
  for custody of the Fund's portfolio securities subject to repurchase
  agreements, a court of competent jurisdiction would rule in favor of the Fund
  and allow retention or disposition of such securities. 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
  investment adviser to be creditworthy pursuant to guidelines established by
  the Trustees.

  From time to time, such as when suitable Pennsylvania municipal bonds are not
  available, the Fund may invest a portion of its assets in cash. Any portion of
  the Fund's assets maintained in cash will reduce the amount of assets in
  Pennsylvania municipal bonds and thereby reduce the Fund's yield.

    Reverse Repurchase Agreements

  The Fund may also enter into reverse repurchase agreements. This transaction
  is similar to borrowing cash. In a reverse repurchase agreement the Fund
  transfers possession of a portfolio instrument to another person, such as a
  financial institution, broker, or dealer in return for a percentage of the
  instrument's market value in cash and agrees that on a stipulated date in the
  future the Fund will repurchase the portfolio instrument by remitting the
  original consideration plus interest at an agreed upon rate. The use of
  reverse repurchase agreements may enable the Fund to avoid selling portfolio
  instruments at a time when a sale may be deemed to be disadvantageous, but the
  ability to enter into reverse repurchase agreements does not ensure that the
  Fund will be able to avoid selling portfolio instruments at a disadvantageous
  time.

  When effecting reverse repurchase agreements, liquid assets of the Fund, in a
  dollar amount sufficient to make payment for the obligations to be purchased,
  are segregated at the trade date. These securities are marked to market daily
  and maintained until the transaction is settled.

Portfolio Turnover

The Fund may trade or dispose of portfolio securities as considered necessary to
meet its investment objective. It is not anticipated that the portfolio trading
engaged in by the Fund will result in its annual rate of portfolio turnover
exceeding 100%. For the fiscal years ended August 31, 1997 and 1996, the
portfolio turnover rates were 30% and 23%, respectively.

Investment Limitations

    Selling Short and Buying on Margin

  The Fund will not sell any securities short or purchase any securities on
  margin but may obtain such short-term credits as may be necessary for
  clearance of purchases and sales of securities.

    Issuing Senior Securities and Borrowing Money

  The Fund will not issue senior securities except that the Fund may borrow
  money and engage in reverse repurchase agreements in amounts up to one-third
  of the value of its total assets, including the amounts borrowed.

  The Fund will not borrow money or engage in reverse repurchase agreements for
  investment leverage, but rather as a temporary, extraordinary, or emergency
  measure or to facilitate management of the portfolio by enabling the Fund to
  meet redemption requests when the liquidation of portfolio securities is
  deemed to be inconvenient or disadvantageous. The Fund will not purchase any
  securities while borrowings in excess of 5% of its total assets are
  outstanding. During the period any reverse repurchase agreements are
  outstanding, but only to the extent necessary to assure completion of the
  reverse repurchase agreements, the Fund will restrict the purchase of
  portfolio instruments to money market instruments maturing on or before the
  expiration date of the reverse repurchase agreements.

    Pledging Assets

  The Fund will not mortgage, pledge, or hypothecate its assets except to secure
  permitted borrowings. In those cases, it may mortgage, pledge, or hypothecate
  assets having a market value not exceeding 10% of the value of its total
  assets at the time of the pledge.

    Underwriting

  The Fund will not underwrite any issue of securities except as it may be
  deemed to be an underwriter under the Securities Act of 1933 in connection
  with the sale of securities in accordance with its investment objective,
  policies, and limitations.

    Investing in Real Estate

  The Fund will not buy or sell real estate although it may invest in municipal
bonds secured by real estate or interests in real estate.

    Investing in Commodities

  The Fund will not buy or sell commodities, commodity contracts, or commodities
futures contracts.

    Investing in Restricted Securities

  The Fund will not invest more than 10% of the value of its assets in
securities subject to restrictions on resale under the Securities Act of 1933.

    Lending Cash or Securities

  The Fund will not lend any of its assets except that it may acquire publicly
  or non-publicly issued municipal bonds or temporary investments or enter into
  repurchase agreements in accordance with its investment objective, policies,
  and limitations or its Declaration of Trust.
    Dealing in Puts and Calls

  The Fund will not buy or sell puts, calls, straddles, spreads, or any
combination of these.

    Concentration of Investments

  The Fund will not purchase securities if, as a result of such purchase, 25% or
  more of the value of its total assets would be invested in any one industry or
  in industrial development bonds or other securities, the interest upon which
  is paid from revenues of similar types of projects. However, the Fund may
  invest as temporary investments more than 25% of the value of its assets in
  cash or cash items, securities issued or guaranteed by the U.S. government,
  its agencies, or instrumentalities, or instruments secured by these money
  market instruments, such as repurchase agreements.

The above investment limitations cannot be changed without shareholder approval.
The following limitation, however, may be changed by the Trustees without
shareholder approval. Shareholders will be notified before any material change
in these limitations becomes effective.

         

    Investing in Illiquid Securities

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

Except with respect to borrowing money, if a percentage limitation is adhered to
at the time of investment, a later increase or decrease in percentage resulting
from any change in value or net assets will not result in a violation of such
restriction. The Fund did not borrow money or pledge securities in excess of 5%
of the value of its net assets during the last fiscal year and has no present
intent to do so in the current fiscal year.

For purposes of its policies and limitations, the Fund considers certificates of
deposit and demand and time deposits issued by a U.S. branch of a domestic bank
or savings association having capital, surplus, and undivided profits in excess
of $100,000,000 ("bank cash items") at the time of investment to be included in
"cash items." However, the Fund does not intend to exceed its concentration
limitation with respect to bank cash items.

Pennsylvania Investment Risks

The Fund invests in obligations of Pennsylvania issuers which result in the
Fund's performance being subject to risks associated with the overall conditions
present within the Commonwealth. The following information is a brief summary of
the prevailing economic and financial conditions of the Commonwealth. The
information is based on official statements relating to securities and from
other sources believed to be reliable. This should not be considered a complete
description of all relevant information.

Pennsylvania's economy performed below the national average and is expected to
continue this pattern over the next several years. While job growth has improved
since the early 1990's, it still continues to lag well behind the national
growth levels. Manufacturing is still an important industry in the Commonwealth,
but has been exceeded by employment in both services and trade. Growth in
personal income has also lagged behind the national growth rate, but
Pennsylvania per capita income exceeds the national average and ranks 19th among
the states. Despite the economic challenges, the Commonwealth's financial
position remained stable due to improved spending controls and strong fiscal
management. In addition, Pennsylvania continued to maintain a moderate debt
level.

The overall credit quality of the Commonwealth is demonstrated by its debt
ratings. Pennsylvania was recently upgraded to a Aa3 rating by Moody's. S&P
rates the Commonwealth AA-.

The Fund's concentration in securities issued by the Commonwealth and its
political subdivisions, provides a greater level of risk than a fund whose
assets are diversified across numerous states and municipalities.

 The ability of the Commonwealth or its municipalities to meet their obligations
will depend on the availability of tax and other revenues, economic, political,
and demographic conditions within the Commonwealth, and the underlying fiscal
condition of the Commonwealth, its counties, and municipalities..




<PAGE>



   Municipal Securities Income Trust Management
Officers and Trustees are listed with their addresses, birthdates, present
positions with Municipal Securities Income Trust, and principal occupations.


John F. Donahue@*
Federated Investors Tower
Pittsburgh, PA
Birthdate: July 28, 1924

Chairman and Trustee

Chief Executive Officer and Director or Trustee of the Funds; Chairman and
Director, Federated Investors, Inc.; Chairman and Trustee, Federated Advisers,
Federated Management, and Federated Research; Chairman and Director, Federated
Research Corp. and Federated Global Research Corp.; Chairman, Passport Research,
Ltd.Mr. Donahue is the father of J. Christopher Donahue, Executive Vice
President and Trustee of the Company.



Thomas G. Bigley
15 Old Timber Trail
Pittsburgh, PA
Birthdate:  February 3, 1934

Trustee

Director or Trustee of the Funds; Director, Member of Executive Committee,
Children's Hospital of Pittsburgh; formerly, Senior Partner, Ernst & Young LLP;
Director, ED 3000 Group, Inc.; Director, Member of Executive Committee,
University of Pittsburgh.


John T. Conroy, Jr.
Wood/IPC Commercial Department
John R. Wood and Associates, Inc., Realtors
3255 Tamiami Trail North
Naples, FL
Birthdate:  June 23, 1937

Trustee

     Director or Trustee of the Funds; President, Investment Properties
Corporation; Senior Vice-President, John R. Wood and Associates, Inc., Realtors;
Partner or Trustee in private real estate ventures in Southwest Florida;
formerly, President, Naples Property Management, Inc. and Northgate Village
Development Corporation.


Nicholas P. Constantakis
175 Woodshire Drive
Pittsburgh, PA
Birthdate: September 3, 1939

Trustee

Director or Trustee of the Funds; formerly, Partner, Andersen Worldwide SC.




<PAGE>



William J. Copeland
One PNC Plaza - 23rd Floor
Pittsburgh, PA
Birthdate:  July 4, 1918

Trustee

Director or Trustee of the Funds; Director and Member of the Executive
Committee, Michael Baker, Inc.; formerly, Vice Chairman and Director, PNC Bank,
N.A., and PNC Bank Corp.; Director, Ryan Homes, Inc.; Director, United Refinery;
Chairman, Pittsburgh Foundation; Director, Forbes Fund; Chairman, Pittsburgh
Civic Light Opera.


J. Christopher Donahue *
Federated Investors Tower
Pittsburgh, PA
Birthdate:  April 11, 1949

Executive Vice President and Trustee

     President or Executive Vice President of the Funds; President and Director,
Federated Investors, Inc.; President and Trustee, Federated Advisers, Federated
Management, and Federated Research; President and Director, Federated Research
Corp. and Federated Global Research Corp.; President, Passport Research, Ltd.;
Trustee, Federated Shareholder Services Company, and Federated Shareholder
Services; Director, Federated Services Company; Director or Trustee of some of
the Funds. Mr. Donahue is the son of John F. Donahue, Chairman and Trustee of
the Company.


James E. Dowd, Esq.
571 Hayward Mill Road
Concord, MA
Birthdate:  May 18, 1922

Trustee

Director or Trustee of the Funds; Attorney-at-law; Director, The Emerging
Germany Fund, Inc.; formerly, President, Boston Stock Exchange, Inc.; Regional
Administrator, United States Securities and Exchange Commission.



Lawrence D. Ellis, M.D.*
3471 Fifth Avenue, Suite 1111
Pittsburgh, PA
Birthdate:  October 11, 1932

Trustee

Director or Trustee of the Funds; Professor of Medicine, University of
Pittsburgh; Medical Director, University of Pittsburgh Medical Center -
Downtown; Hematologist, Oncologist, and Internist, Presbyterian and Montefiore
Hospitals; formerly, Member, National Board of Trustees, Leukemia Society of
America.




<PAGE>



Edward L. Flaherty, Jr., Esq.@
Miller, Ament, Henny & Kochuba
205 Ross Street
Pittsburgh, PA
Birthdate:  June 18, 1924

Trustee

Director or Trustee of the Funds; Attorney Of Counsel, Miller, Ament, Henny &
Kochuba; Director, Eat'N Park Restaurants, Inc.; formerly, Counsel, Horizon
Financial, F.A., Western Region; Partner, Meyer and Flaherty.


Peter E. Madden
One Royal Palm Way
100 Royal Palm Way
Palm Beach, FL
Birthdate:  March 16, 1942

Trustee

Director or Trustee of the Funds; formerly, Representative, Commonwealth of
Massachusetts General Court; President, State Street Bank and Trust Company and
State Street Corporation; Director, VISA USA and VISA International; Chairman
and Director, Massachusetts Banker Association; Director, Despository Trust
Corporation.


John E. Murray, Jr., J.D., S.J.D.
President, Duquesne University
Pittsburgh, PA
Birthdate:  December 20, 1932

Trustee

Director or Trustee of the Funds; President, Law Professor, Duquesne University;
Consulting Partner, Mollica & Murray; formerly, Dean and Professor of Law,
University of Pittsburgh School of Law; Dean and Professor of Law, Villanova
University School of Law.





<PAGE>


Wesley W. Posvar
1202 Cathedral of Learning
University of Pittsburgh
Pittsburgh, PA
Birthdate:  September 14, 1925

Trustee

Director or Trustee of the Funds; President, World Society of Ekistics, Athens;
Professor, International Politics; Management Consultant; Trustee, Carnegie
Endowment for International Peace, RAND Corporation, Online Computer Library
Center, Inc., National Defense University and U.S. Space Foundation; President
Emeritus, University of Pittsburgh; Founding Chairman, National Advisory Council
for Environmental Policy and Technology, Federal Emergency Management Advisory
Board and Czech Management Center, Prague; formerly, Professor, United States
Military Academy; Professor, United States Air Force Academy.


Marjorie P. Smuts
4905 Bayard Street
Pittsburgh, PA
Birthdate:  June 21, 1935

Trustee

Director or Trustee of the Funds; Public relations/Marketing/Conference
Planning; formerly, National Spokesperson, Aluminum Company of America; business
owner.


Richard B. Fisher
Federated Investors Tower
Pittsburgh, PA
Birthdate:  May 17, 1923

President

President or Vice President of some of the Funds; Director or Trustee of some of
the Funds; Executive Vice President , Federated Investors, Inc.; Chairman and
Director, Federated Securities Corp.


Edward C. Gonzales
Federated Investors Tower
Pittsburgh, PA
Birthdate:  October 22, 1930

Executive Vice President

Trustee or Director of some of the Funds; President, Executive Vice President
and Treasurer of some of the Funds; Vice Chairman, Federated Investors, Inc.;
Vice President, Federated Advisers, Federated Management, Federated Research,
Federated Research Corp., Federated Global Research Corp. and Passport Research,
Ltd.; Executive Vice President and Director, Federated Securities Corp.;
Trustee, Federated Shareholder Services Company.




<PAGE>



John W. McGonigle
Federated Investors Tower
Pittsburgh, PA
Birthdate:  October 26, 1938

Executive Vice President , Secretary and Treasurer

Executive Vice President and Secretary of the Funds; Treasurer of some of the
Funds; Executive Vice President, Secretary, and Director, Federated Investors,
Inc.; Trustee, Federated Advisers, Federated Management, and Federated Research;
Director, Federated Research Corp. and Federated Global Research Corp.; Trustee,
Federated Shareholder Services Company; Director, Federated Services Company;
President and Trustee, Federated Shareholder Services; Director, Federated
Securities Corp.


*    This Trustee is deemed to be an "interested person" as defined in the
     Investment Company Act of 1940.

@    Member of the Executive Committee. The Executive Committee of the Board of
     Trustees handles the responsibilities of the Board between meetings of the
     Board.

    

As used in the table above, "The Funds" and "Funds" mean the following
investment companies: 111 Corcoran Funds; Arrow Funds; Automated Government
Money Trust; Blanchard Funds; Blanchard Precious Metals Fund, Inc.; Cash Trust
Series II; Cash Trust Series, Inc.; DG Investor Series; 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 Government Trust; Federated High Income Bond Fund, Inc.;
Federated High Yield Trust; Federated Income Securities Trust; Federated Income
Trust; Federated Index Trust; Federated Institutional Trust; Federated Insurance
Series; Federated Investment Portfolios; Federated Investment Trust; Federated
Master Trust; Federated Municipal Opportunities Fund, Inc.; Federated Municipal
Securities Fund, Inc.; Federated Municipal Trust; Federated Short-Term Municipal
Trust; Federated Short-Term U.S. Government Trust; Federated Stock and Bond
Fund, Inc.; Federated Stock Trust; Federated Tax-Free Trust; Federated Total
Return Series, Inc.; Federated U.S. Government Bond Fund; Federated U.S.
Government Securities Fund: 1-3 Years; Federated U.S. Government Securities
Fund: 2-5 Years; Federated U.S. Government Securities Fund: 5-10 Years;
Federated Utility Fund, Inc.; First Priority Funds; Fixed Income Securities,
Inc.; High Yield Cash Trust; Intermediate Municipal Trust; International Series,
Inc.; Investment Series Funds, Inc.; Investment Series Trust; Liberty Term
Trust, Inc. - 1999; Liberty U.S. Government Money Market Trust; Liquid Cash
Trust; Managed Series Trust; Money Market Management, Inc.; Money Market
Obligations Trust; Money Market Obligations Trust II; Money Market Trust;
Municipal Securities Income Trust; Newpoint Funds; RIMCO Monument Funds;
Targeted Duration Trust; Tax-Free Instruments Trust; The Planters Funds; The
Virtus Funds; Trust for Financial Institutions; Trust for Government Cash
Reserves; Trust for Short-Term U.S. Government Securities; Trust for U.S.
Treasury Obligations; WesMark Funds; and World Investment Series, Inc.

Fund Ownership
Officers and Trustees own less than 1% of the outstanding Shares.

   As of August 7, 1998, the following shareholder of record owned 5% or more of
the outstanding Class A Shares of the Fund: Merrill Lynch Pierce Fenner & Smith
(as record owner holding Class A Shares for its clients), Jacksonville, Florida,
owned approximately 1,373,848 Class A Shares (7.04%).

As of August 7, 1998, the following shareholder of record owned 5% or more of
the outstanding Class B Shares of the Fund: Merrill Lynch Pierce Fenner & Smith
(as record owner holding Class B Shares for its clients), Jacksonville, Florida,
owned approximately 122,911 Class B Shares (5.11%).    



<PAGE>
<TABLE>
<CAPTION>


   Trustees Compensation
       AGGREGATE
NAME,  COMPENSATION
POSITION WITH              FROM             TOTAL COMPENSATION PAID
Trust  TRUST*#      FROM FUND COMPLEX

<S>                 <C>                 <C>


John F. Donahue           $ -0-         $ -0- for the Trust and
Trustee and Chairman                    56 other investment companies in the Fund Complex

Thomas G. Bigley         $____          $111,222 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

John T. Conroy           $____          $122,362 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

Nicholas P. Constantakis++$_____        $0 for the Trust and
Trustee                                 36 other investment companies in the Fund Complex

William J. Copeland      $____          $122,362 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

J. Christopher Donahue    $ -0-         $ -0- for the Trust and
Trustee and Executive                   18 other investment companies in the Fund Complex
Vice President
James E. Dowd            $____          $122,362 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

Lawrence D. Ellis, M.D.  $____          $111,222 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

Edward L. Flaherty, Jr.  $____          $122,362 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

Peter E. Madden          $____          $111,222 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

John E. Murray, Jr.      $____          $111,222 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

Wesley W. Posvar         $____          $111,222 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

Marjorie P. Smuts        $____          $111,222 for the Trust and
      Trustee 56 other investment companies in the Fund Complex * Information is
furnished for the fiscal year ended August 31, 1998.

</TABLE>



# The aggregate compensation is provided for the Trust which is comprised of
five portfolios.

   The information is provided for the last calendar year.

++   Mr. Constantakis became a member of the Board of Trustees on February 23,
     1998. He did not earn any fees for serving the Fund Complex since these
     fees are reported as of the end of the last calendar year.    

Trustee Liability

The Trust's Declaration of Trust provides that the Trustees will not be liable
for errors of judgment or mistakes of fact or law. However, they are not
protected against any liability to which they would otherwise be subject by
reason of willful misfeasance, bad faith, gross negligence, or reckless
disregard of the duties involved in the conduct of their office.




<PAGE>



Investment Advisory Services
Adviser to the Fund

        The Fund's investment adviser is Federated Advisers (the "Adviser"). It
is a subsidiary of Federated Investors, Inc. All the voting securities of
Federated Investors are owned by a trust, the trustees of which are John F.
Donahue, his wife, and his son, J. Christopher Donahue.    

The Adviser shall not be liable to the Trust, the Fund, or any shareholder of
the Fund 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.

Advisory Fees

For its advisory services, the Adviser receives an annual investment advisory
fee as described in the prospectus. For the fiscal years ended August 31, 1997,
1996, and 1995, the Adviser earned $470,040, $341,175 and $341,354,
respectively, of which $239,900, $195,433 and $222,052 were voluntarily waived.


Other Services
Fund Administration

   Federated Services Company, a subsidiary of Federated Investors, Inc.,
provides administrative personnel and services to the Fund for a fee as
described in the prospectus. From March 1, 1994, to March 1, 1996, Federated
Administrative Services, a subsidiary of Federated Investors, served as the
Fund's Administrator. For purposes of this Statement of Additional Information,
Federated Services Company and Federated Administrative Services may hereinafter
collectively be referred to as the "Administrators". For the fiscal years ended
August 31, 1997, 1996, and 1995, the Administrators collectively earned
$141,863, $125,000, and $134,042, respectively.    

Custodian and Portfolio Accountant

State Street Bank and Trust Company ("State Street Bank"), Boston, MA, is
custodian for the securities and cash of the Fund. Federated Services Company,
Pittsburgh, PA, provides certain accounting and recordkeeping services with
respect to the Fund's portfolio investments. The fee paid for this service is
based upon the level of the Fund's average net assets for the period plus
out-of-pocket expenses.

Transfer Agent

Federated Services Company, through it registered transfer agent, Federated
Shareholder Services Company, maintains all necessary shareholder records. For
its services, the transfer agent receives a fee based on the size, type and
number of accounts and transactions made by shareholders.

Independent Auditors

The independent auditors for the Fund are Deloitte & Touche LLP, Pittsburgh, PA.


Brokerage Transactions
When selecting brokers and dealers to handle the purchase and sale of portfolio
instruments, the Adviser looks for prompt execution of the order at a favorable
price. In working with dealers, the Adviser will generally use those that are
recognized dealers in specific portfolio instruments, except when a better price
and execution of the order can be obtained elsewhere. The Adviser makes
decisions on portfolio transactions and selects brokers and dealers subject to
review by the Trustees. The Adviser may select brokers and dealers who offer
brokerage and research services. These services may be furnished directly to the
Fund or to the Adviser and 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 provided by brokers and dealers may be used by the
Adviser or by its affiliates in advising the Fund and other accounts. To the
extent that receipt of these services may supplant services for which the
Adviser or its affiliates might otherwise have paid, it would tend to reduce
their expenses. The Adviser and its affiliates exercise reasonable business
judgment in selecting 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. During the fiscal years ended August
31, 1997, 1996, and 1995, the Fund paid no brokerage commissions. Although
investment decisions for the Fund are made independently from those of the other
accounts managed by the Adviser, investments of the type the Fund may make may
also be made by those other accounts. When the Fund and one or more other
accounts managed by the Adviser are prepared to invest in, or desire to dispose
of, the same security, available investments or opportunities for sales will be
allocated in a manner believed by the Adviser to be equitable to each. In some
cases, this procedure may adversely affect the price paid or received by the
Fund or the size of the position obtained or disposed of by the Fund. In other
cases, however, it is believed that coordination and the ability to participate
in volume transactions will be to the benefit of the Fund.


Purchasing Shares
   Except under certain circumstances described in the prospectus, Shares are
sold at their NAV (plus a sales charge, if applicable) on days the New York
Stock Exchange is open for business. The procedure for purchasing Shares is
explained in the prospectus under "Investing in the Fund" and "Purchasing
Shares." For further information on any of the programs listed below, please
contact your financial intermediary or Federated Securities Corp.

Quantity Discounts and Accumulated Purchases
As described in the prospectus, larger purchases of the same Share class reduce
or eliminate the sales charge paid. For example, the Fund will combine all Class
A Share purchases made on the same day by the investor, the investor's spouse,
and the investor's children under age 21 when it calculates the sales charge. In
addition, the sales charge, if applicable, is reduced for purchases made at one
time by a trustee or fiduciary for a single trust estate or a single fiduciary
account.

If an additional purchase into the same Share class is made, the Fund will
consider the previous purchases still invested in the Fund. For example, if a
shareholder already owns Class A Shares having a current value at the public
offering price of $90,000 and he purchases $10,000 more at the current public
offering price, the sales charge on the additional purchase according to the
schedule now in effect would be 3.75%, not 4.50%.    

To receive the sales charge reduction, Federated Securities Corp. must be
notified by the shareholder in writing or by his financial intermediary at the
time the purchase is made that Class A Shares are already owned or that
purchases are being combined. The Fund will reduce or eliminate the sales charge
after it confirms the purchases.

Concurrent Purchases
   Shareholders have the privilege of combining concurrent purchases of the same
Share class of two or more funds in the Federated Complex in calculating the
applicable sales charge..    

To receive this sales charge reduction or elimination, Federated Securities
Corp. must be notified by the shareholder in writing or by his financial
intermediary at the time the concurrent purchases are made. The Fund will reduce
or eliminate the sales charge after it confirms the purchases.

Letter of Intent
   A shareholder can sign a letter of intent committing to purchase a certain
amount of the same Share class within a 13-month period in order to combine such
purchases in calculating the applicable sales charge. The Fund's custodian will
hold Shares in escrow equal to the maximum applicable sales charge. If the
shareholder completes the commitment, the escrowed Shares will be released to
their account. If the commitment is not completed within 13 months, the
custodian will redeem an appropriate number of escrowed Shares to pay for the
applicable sales charge.

While this letter of intent will not obligate the shareholder to purchase Class
A Shares, each purchase during the period will be at the sales charge applicable
to the total amount intended to be purchased. At the time a letter of intent is
established, current balances in accounts in any Class A Shares Shares of any
Federated Funds, excluding money market accounts, will be aggregated to provide
a purchase credit towards fulfillment of the letter of intent. The letter may be
dated as of a prior date to include any purchase made within the past 90 days.
Prior trade prices will not be adjusted.

Reinvestment Privilege
The reinvestment privilege is available for all Shares of the Fund within the
same Share class.

Class A shareholders who redeem from the Fund may reinvest the redemption
proceeds back into the same Share class at the next determined net asset value
without any sales charge. The original Shares must have been subject to a sales
charge and the reinvestment must be within 120 days.

Similarly, Class B Shares also may be reinvested within 120 days of redemption,
although such reinvestment will be made into Class A Shares. Shareholders would
not be entitled to a reimbursement of the contingent deferred sales charge if
paid at the time of redemption on any Share class. However, reinvested Shares
would not be subject to a contingent deferred sales charge, if otherwise
applicable, upon later redemption.

     In addition, if Shares were reinvested through a financial intermediary,
the financial intermediary would not be entitled to an advanced payment from
Federated Securities Corp. on the reinvested Shares, if otherwise applicable.
Federated Securities Corp. must be notified by the shareholder in writing or by
his financial intermediary of the reinvestment in order to eliminate a sales
charge or a contingent deferred sales charge. If the shareholder redeems Shares
in the Fund, there may be tax consequences.    

Conversion of Class B Shares
Class B Shares will automatically convert into Class A Shares on or around the
15th of the month eight full years from the purchase date and will no longer be
subject to a fee under the distribution plan. For purposes of conversion to
Class A Shares, Shares purchased through the reinvestment of dividends and
distributions paid on Class B Shares will be considered to be held in a separate
sub-account. Each time any Class B Shares in the shareholder's account (other
than those in the sub-account) convert to Class A Shares, an equal pro rata
portion of the Class B Shares in the sub-account will also convert to Class A
Shares. The conversion of Class B Shares to Class A Shares is subject to the
continuing availability of a ruling from the Internal Revenue Service or an
opinion of counsel that such conversions will not constitute taxable events for
federal tax purposes. There can be no assurance that such ruling or opinion will
be available, and the conversion of Class B Shares to Class A Shares will not
occur if such a ruling or opinion is not available. In such event, Class B
Shares would continue to be subject to higher expenses than Class A Shares for
an indefinite period.

Purchases by Sales Representatives, Fund Trustees, and Employees

The following individuals and their immediate family members may buy Class A
Shares at net asset value without a sales charge:

   o Trustees, employees, and sales representatives of the Fund, Federated
   Advisers, and Federated Securities Corp. and its affiliates;    o Federated
   Life Members (Class A Shares only); o any associated person of an investment
   dealer who has a sales agreement with Federated Securities Corp. Shares may
   also be sold without a sales
      charge; and
   o  trusts, pensions, or profit-sharing plans for these individuals.    
These sales are made with the purchaser's written assurance that the purchase is
for investment purposes and that the securities will not be resold except
through redemption by the Fund.


Determining Net Asset Value
The Fund's 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.

NAV is not determined on (i) days on which there are not sufficient changes in
the value of the Fund's portfolio securities that its net asset value might be
materially affected; (ii) days during which no Shares are tendered for
redemption and no orders to purchase Shares are received; or (iii) the following
holidays: New Year's Day, Martin Luther King Day, President's Day, Good Friday,
Memorial Day, Independence Day, Labor Day, Thanksgiving Day, and Christmas Day.

Valuing Municipal Bonds

The Trustees use an independent pricing service to determine the market value of
municipal bonds. The independent pricing service takes into consideration yield,
stability, risk, quality, coupon rate, maturity, type of issue, trading
characteristics, special circumstances of a security or trading market, and any
other factors or market data it considers relevant in determining valuations for
normal institutional size trading units of debt securities, and does not rely
exclusively on quoted prices.

Use of Amortized Cost

The Trustees have decided that the fair value of debt securities authorized to
be purchased by the Fund with remaining maturities of 60 days or less at the
time of purchase, shall be their amortized cost value, unless the particular
circumstances of the security indicate otherwise. Under this method, portfolio
instruments and assets are valued at the acquisition cost as adjusted for
amortization of premium or accumulation of discount rather than at current
market value. The Executive Committee continually assesses this method of
valuation and recommends changes where necessary to assure that the Fund's
portfolio instruments are valued at their fair value as determined in good faith
by the Trustees.


Redeeming Shares
The Fund redeems Shares at the next computed NAV after the Fund receives the
redemption request. Shareholder redemptions may be subject to a contingent
deferred sales charge. Redemption procedures are explained in the prospectus
under "Redeeming and Exchanging Shares." Although the transfer agent does not
charge for telephone redemptions, it reserves the right to charge a fee for the
cost of wire-transferred redemptions of less than $5,000.



<PAGE>


Redemption in Kind

   Although the Fund intends to redeem Shares in cash, it reserves the right
under certain circumstances to pay the redemption price in whole or in part by a
distribution of securities from the Fund's portfolio.

Redemption in kind will be made in conformity with applicable SEC rules, taking
such securities at the same value employed in determining net asset value and
selecting the securities in a manner the Directors determine to be fair and
equitable.

The Corporation has elected to be governed by Rule 18f-1 of the Investment
Company Act of 1940 under which the Corporation is obligated to redeem Shares
for any shareholder in cash up to the lesser of $250,000 or 1% of the Fund's net
asset value during any 90-day period.

Redemption in kind is not as liquid as a cash redemption. If redemption is made
in kind, shareholders receiving their securities and selling them before their
maturity could receive less than the redemption value of their securities and
could incur certain transaction costs.    

Contingent Deferred Sales Charge -- Class B Shares
In computing the amount of the applicable Contingent Deferred Sales Charge,
redemptions are deemed to have occurred in the following order: (1) Shares
acquired through the reinvestment of dividends and long-term capital gains; (2)
Shares held for more than six full years from the date of purchase; (3) Shares
held for fewer than six years on a first-in, first-out basis.

       

<PAGE>


Massachusetts Partnership Law

Under certain circumstances, shareholders may be held personally liable as
partners under Massachusetts law for acts or obligations of the Trust on behalf
of the Fund. To protect shareholders of the Fund, the Trust has filed legal
documents with Massachusetts that expressly disclaim the liability of
shareholders of the Fund for such acts or obligations of the Trust. These
documents require notice of this disclaimer to be given in each agreement,
obligation, or instrument that the Trust or its Trustees enter into or sign on
behalf of the Fund.

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


Tax Status
The Fund's Tax Status

The Fund will pay no federal income tax because it expects to meet the
requirements of Subchapter M of the Internal Revenue Code of 1986, as amended,
applicable to regulated investment companies and to receive the special tax
treatment afforded to such companies. To qualify for this treatment, the Fund
must, among other requirements:

o     derive at least 90% of its gross income from dividends, interest, and
      gains from the sale of securities;

o     invest in securities within certain statutory limits; and

o     distribute to its shareholders at least 90% of its net income earned
      during the year.

Shareholders' Tax Status

    Capital Gains

  Capital gains or losses may be realized by the Fund on the sale of portfolio
  securities and as a result of discounts from par value on securities held to
  maturity. Sales would generally be made because of:

      o  the availability of higher relative yields;

      o  differentials in market values;

      o  new investment opportunities;

      o  changes in creditworthiness of an issuer; or

      o  an attempt to preserve gains or limit losses.

  Distributions of long-term capital gains are taxed as such, whether they are
  taken in cash or reinvested, and regardless of the length of time the
  shareholder has owned the Shares. Any loss by a shareholder on Fund Shares
  held for less than six months and sold after a capital gains distribution will
  be treated as a long-term capital loss to the extent of the capital gains
  distribution.


Total Return
The Fund's average annual total return for Class A Shares for the one-year and
five-year periods ended August 31, 1997, and for the period from October 11,
1990 (date of initial public investment) to August 31, 1997, were 4.25%, 6.15%
and 7.62%, respectively. The Fund's cumulative total return for Class B Shares
from March 4, 1997 (date of initial public investment) to August 31, 1997 was
(-1.21%). Cumulative total return reflects Class B Shares total performance over
a specific period of time. Class B Share total return is representative of only
six months of activity.

   The average annual total return for all classes of Shares of the Fund 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 offering price 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 a
reinvestment of all dividends and distributions. Any applicable contingent
deferred sales charge will be deducted from the ending value of the investments
based on the lesser of the original purchase price or the offering price of
Shares redeemed.    


Yield

     The Fund's yields for Class A Shares and Class B Shares for the thirty-day
period ended August 31, 1997 were 4.42% and 3.64%, respectively.

   The yield for all classes of Shares of the Fund is determined by dividing the
net investment income per Share (as defined by the Securities and Exchange
Commission) earned by any class of Shares over a thirty-day period by the
maximum offering price per Share of any class of Shares on the last day of the
period. This value is then annualized using semi-annual compounding. This means
that the amount of income generated during the thirty-day period is assumed to
be generated each month over a twelve-month period and is reinvested every six
months. The yield does not necessarily reflect income actually earned by any
class of Shares because of certain adjustments required by the Securities and
Exchange Commission and, therefore, may not correlate to the dividends or other
distributions paid to shareholders.     

To the extent that financial institutions and broker/dealers charge fees in
connection with services provided in conjunction with an investment in any class
of Shares of the Fund, performance will be reduced for those shareholders paying
those fees.


Tax-Equivalent Yield
   The Fund's tax-equivalent yields for Class A Shares and Class B Shares for
the thirty-day period ended August 31, 1997 were 6.39% and 5.26%, respectively.
The tax-equivalent yield of the Fund is calculated similarly to the yield, but
is adjusted to reflect the taxable yield that the Fund would have had to earn to
equal its actual yield, assuming a state and federal tax rate of 30.80% and
assuming that income is 100% tax-exempt.

Tax-Equivalency Table

The Fund may also use a tax-equivalency table in advertising and sales
literature. The interest earned by the municipal obligations in the Fund's
portfolio generally remains free from federal regular income tax* and is free
from the income taxes imposed by the state of Pennsylvania. As the table on the
next page indicates, a "tax-free" investment is an attractive choice for
investors, particularly in times of narrow spreads between "tax-free" and
taxable yields.



<PAGE>


                        TAXABLE YIELD EQUIVALENT FOR 1998
                              STATE OF PENNSYLVANIA
                 COMBINED FEDERAL AND STATE INCOME TAX BRACKET:
                  17.80%    30.80%       33.80%        38.80%        42.40%




      JOINT           $1-  $42,351-     $102,301-     $155,951-       OVER

      RETURN      42,350    102,300      155,950       278,450      $278,450



      SINGLE          $1-  $25,351-     $61,401-      $128,101-       OVER

      RETURN      25,350    61,400       128,100       278,450      $278,450


TAX-EXEMPT

YIELD                         TAXABLE YIELD EQUIVALENT


        1.50%      1.82%     2.17%       2.27%         2.45%         2.60%

        2.00%      2.43%     2.89%       3.02%         3.27%         3.47%

        2.50%      3.04%     3.61%       3.78%         4.08%         4.34%

        3.00%      3.65%     4.34%       4.53%         4.90%         5.21%

        3.50%      4.26%     5.06%       5.29%         5.72%         6.08%

        4.00%      4.87%     5.78%       6.04%         6.54%         6.94%

        4.50%      5.47%     6.50%       6.80%         7.35%         7.81%

        5.00%      6.08%     7.23%       7.55%         8.17%         8.68%

        5.50%      6.69%     7.95%       8.31%         8.99%         9.55%

        6.00%      7.30%     8.67%       9.06%         9.80%        10.42%

      Note: The maximum marginal tax rate for each bracket was used in
      calculating the taxable yield equivalent. Furthermore, additional state
      and local taxes paid on comparable taxable investments were not used to
      increase federal deductions. The chart above is for illustrative purposes
      only. It is not an indicator of past or future performance of Shares.
      *Some portion of the Fund's income may be subject to the federal
      alternative minimum tax and state and local income taxes.    



<PAGE>



Performance Comparisons
The performance of each class of Shares depends upon such variables as:

o     portfolio quality;

o     average portfolio maturity;

o     type of instruments in which the portfolio is invested;

o     changes in interest rates and market value of portfolio securities;

o     changes in the Fund's class expenses; and

o     various other factors.

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

Investors may use financial publications and/or indices to obtain a more
complete view of the Fund's performance. When comparing performance, investors
should consider all relevant factors such as the composition of any 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:

o Lehman Brothers Revenue Bond Index is a total return performance benchmark for
the long-term, investment grade, revenue bond market. Returns and attributes for
the index are calculated semi-monthly.

o 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 offering price over a specific period of time. From
time to time, the Fund will quote its Lipper ranking in the "general municipal
bond funds" category in advertising and sales literature.

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

Advertisements and other sales literature for the Fund may quote total returns
which are calculated on non-standardized base periods. The total returns
represent the historic change in the value of an investment in the Fund based on
monthly reinvestment of dividends over a specific period of time.

Advertisements may quote performance information which does not reflect the
effect of the sales charge.

Advertising and other promotional literature may include charts, graphs and
other illustrations using the Fund's returns, or returns in general, that
demonstrate basic investment concepts such as tax-deferred compounding,
dollar-cost averaging and systematic investment. In addition, the Fund can
compare its performance, or performance for the types of securities in which it
invests, to a variety of other investments, such as bank savings accounts,
certificates of deposit, and Treasury bills.

Economic and Market Information

Advertising and sales literature for the Fund may include discussions of
economic, financial and political developments and their effect on the
securities market. Such discussions may take the form of commentary on these
developments by Fund portfolio managers and their views and analysis on how such
developments could affect the Funds. In addition, advertising and sales
literature may quote statistics and give general information about the mutual
fund industry, including the growth of the industry, from sources such as the
Investment Company Institute.




<PAGE>



   About Federated Investors, Inc.
     Federated Investors, Inc. is dedicated to meeting investor needs which is
reflected in its investment decision making -- structured, straightforward, and
consistent. This has resulted in a history of competitive performance with a
range of competitive investment products that have gained the confidence of
thousands of clients and their customers.    

The company's disciplined security selection process is firmly rooted in sound
methodologies backed by fundamental and technical research. Investment decisions
are made and executed by teams of portfolio managers, analysts, and traders
dedicated to specific market sectors. These traders handle trillions of dollars
in annual trading volume.

   In the municipal sector, as of December 31, 1997, Federated Investors, Inc.
managed 11 bond funds with approximately $2.1 billion in assets and 22 money
market funds with approximately $10.9 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.

     The Chief Investment Officers responsible for oversight of the various
investment sectors within Federated Investors, Inc. 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 $4.4 trillion to the more than 6,700 funds available.*

Federated Investors, Inc., through it subsidiaries, distributes mutual funds for
a variety of investment applications. Specific markets include:

Institutional Clients

     Federated Investors, Inc. meets the needs of approximately 900
institutional clients nationwide by managing and servicing separate accounts and
mutual funds for a variety of applications, 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
advisors. The marketing effort to theses institutional clients is headed by John
B. Fisher, President, Institutional Sales Division.    

Bank Marketing

Other institutional clients include close relationships with 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 rankings 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, Federated Securites Corp.





*source:  Investment Company Institute









       














Federated Ohio Municipal Income Fund
(A Portfolio of Municipal Securities Income Trust)
Class F Shares

Prospectus





The Class F Shares of Federated Ohio Municipal Income Fund (the "Fund") offered
by this prospectus represent interests in a non-diversified portfolio of
securities which is one of a series of investment portfolios in Municipal
Securities Income Trust (the "Trust"), an open-end management investment company
(a mutual fund). The investment objective of the Fund is to provide current
income exempt from federal regular income tax and the personal income taxes
imposed by the state of Ohio and Ohio municipalities. The Fund invests primarily
in a portfolio of Ohio municipal securities.

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 by the
Federal deposit insurance corporation, the federal reserve board, or any other
government agency. Investment in these shares involves investment risks
including the possible loss of principal.

This prospectus contains the information you should read and know before you
invest in Class F Shares. Keep this prospectus for future reference.

   The Fund has also filed a Statement of Additional Information for Class F
Shares dated October 31, 1998, with the Securities and Exchange Commission
("SEC"). The information contained in the Statement of Additional Information is
incorporated by reference into this prospectus. You may request a copy of the
Statement of Additional Information or a paper copy of this prospectus, if you
have received your prospectus electronically, free of charge by calling
1-800-341-7400. To obtain other information, or to make inquiries about the
Fund, contact your financial institution. The Statement of Additional
Information, material incorporated by reference into this document, and other
information regarding the Fund is maintained electronically with the SEC at
Internet Web site (http://www.sec.gov).    

THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION NOR HAS THE SECURITIES AND EXCHANGE COMMISSION PASSED UPON
THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY
IS A CRIMINAL OFFENSE.


   Prospectus dated October 31, 1998    



<PAGE>



                                TABLE OF CONTENTS


Financial Highlights.................  2

General Information..................  3
  Calling the Fund...................  3

Investment Information...............  3
  Investment Objective...............  3
  Investment Policies................  3
  Ohio Municipal Securities..........  5
  Investment Risks...................  6
  Non-Diversification................  6
  Investment Limitations.............  6

Net Asset Value......................  6

Investing in the Fund................  6

Purchasing Shares....................  7
  Purchasing Shares Through a
    Financial Intermediary...........  7
  Purchasing Shares By Wire..........  7
  Purchasing Shares By Check.........  7
  Systematic Investment Program......  7
  Eliminating the Sales Charge.......  7

Redeeming and Exchanging Shares......  8
  Redeeming and Exchanging Shares
    Through a Financial Intermediary.  8
  Redeeming and Exchanging Shares by Telephone        8
  Redeeming and Exchanging Shares by Mail       8
  Requirements for Redemption........  9
  Requirements for Exchange..........  9
  Systematic Withdrawal Program......  9
  Contingent Deferred Sales Charge...  9

Account and Share Information........ 10
  Confirmations and Account Statements    10
  Dividends and Distributions........ 10
  Accounts with Low Balances......... 10

Shareholder Information.............. 10

Trust Information.................... 10
  Management of the Trust............ 10

Administration of the Fund........... 12

Shareholder Information.............. 12
  Voting Rights...................... 12

Tax Information...................... 13

Federal Income Tax................... 13
  State of Ohio Income Taxes......... 13
  State and Local Taxes.............. 14

Performance Information.............. 14

Financial Statements................. 15

Independent Auditors' Report......... 26



<PAGE>


SUMMARY OF FUND EXPENSES To be filed by Amendment.



<PAGE>


FINANCIAL HIGHLIGHTS To be filed by Amendment.



<PAGE>



                               GENERAL INFORMATION

The Trust was established as a Massachusetts business trust on August 6, 1990.
Class F Shares of the Fund ("Shares") are designed for customers of financial
institutions such as broker/dealers, banks, fiduciaries, and investment advisers
as a convenient means of accumulating an interest in a professionally managed,
non-diversified portfolio investing primarily in Ohio municipal securities. The
Fund is not likely to be a suitable investment for non-Ohio taxpayers or
retirement plans since Ohio municipal securities are not likely to produce
competitive after-tax yields for such persons and entities when compared to
other investments.

   The Fund's current net asset value and offering price may be found in the
mutual funds section of local newspapers under "Federated" and the appropriate
class designation listing.    

Calling the Fund Call the Fund at 1-800-341-7400.

   Year 2000 Statement
Like other mutual funds and business organizations worldwide, the Fund's service
providers (among them, the adviser, distributor, administrator and transfer
agent) must ensure that their computer systems are adjusted to properly process
and calculate date-related information from and after January 1, 2000. Many
software programs, and to a lesser extent, the computer hardware in use today
cannot distinguish the securities of trades, pricing and accounting services.
The Fund and its service providers are actively working on necessary changes to
computer systems to deal with the year 2000 issue and believe that systems will
be year 2000 compliant when required. Analysis continues regarding the financial
impact of instituting a year 2000 compliant program on the Fund's
operations.    


                             INVESTMENT INFORMATION

Investment Objective
The investment objective of the Fund is to provide current income exempt from
federal regular income tax (federal regular income tax does not include the
federal alternative minimum tax) and the personal income taxes imposed by the
state of Ohio and Ohio municipalities. The investment objective cannot be
changed without approval of shareholders. While there is no assurance that the
Fund will achieve its investment objective, it endeavors to do so by following
the investment policies described in this prospectus.

The Fund invests its assets so that at least 80% of its annual interest income
is exempt from federal regular income tax and the personal income taxes imposed
by the state of Ohio and Ohio municipalities. Interest income of the Fund that
is exempt from the income taxes described above retains its exempt status when
distributed to the Fund's shareholders. Income distributed by the Fund may not
necessarily be exempt from state or municipal taxes in states other than Ohio.

   The Fund may invest up to but not including 35% of its net assets in lower
quality bonds. These bonds will usually offer higher yields than higher-rated
bonds, but involve greater investment risk at the time of issue. (See
"Investment Risks.")    

Investment Policies
The Fund pursues its investment objective by investing primarily in Ohio
municipal securities. Unless indicated otherwise, the investment policies of the
Fund may be changed by the Trustees without approval of shareholders.
Shareholders will be notified before any material changes in these policies
become effective.

Acceptable Investments
The securities in which the Fund invests include:

n obligations issued by or on behalf of the state of Ohio, its political
  subdivisions, or agencies;

n debt obligations of any state, territory, or possession of the United States,
  including the District of Columbia, or any political subdivision of any of
  these; and

n participation interests, as described below, in any of the above obligations,
  the interest from which is, in the opinion of bond counsel for the issuers or
  in the opinion of officers of the Fund and/or the investment adviser to the
  Fund, exempt from both federal regular income tax and the personal income tax
  imposed by the state of Ohio and Ohio municipalities ("Ohio municipal
  securities"). At least 80% of the value of the Fund's total assets will be
  invested in Ohio municipal securities.

The prices of fixed income securities fluctuate inversely to the direction of
interest rates.

Characteristics
   The Ohio municipal securities which the Fund buys are both investment grade
and lower rated bonds. The Fund invests 65% of its assets in bonds which have
the same characteristics assigned by Moody's Investors Service, Inc.
("Moody's"), Standard & Poor's ("S&P") or Fitch IBCA, Inc. ("Fitch") to bonds of
investment grade quality (rated Aaa, Aa, A, or Baa by Moody's or AAA, AA, A, or
BBB by S&P or Fitch). The Fund will limit its purchases of bonds rated Ba or
below by Moody's or BB or below by S&P or Fitch (commonly known as "junk bonds")
to up to but not including 35% of its net assets. Changes in economic or other
circumstances are more likely to lead to weakened capacity to make principal and
interest payments than higher rated bonds.

If a rated bond loses its rating or has its rating reduced after the Fund has
purchase it, the Fund is not required to drop the bond from the portfolio, but
will consider doing so. In certain cases, the Fund's adviser may choose bonds
which are unrated if it judges the bonds to have the same characteristics as
otherwise permissable bonds.

There is no limit to portfolio maturity. A description of the rating categories
is contained in the Appendix this prospectus.    

Participation Interests
The Fund may purchase participation interests from financial institutions such
as commercial banks, savings associations, and insurance companies. These
participation interests give the Fund an undivided interest in Ohio municipal
securities. The financial institutions from which the Fund purchases
participation interests frequently provide or secure irrevocable letters of
credit or guarantees to assure that the participation interests are of high
quality. The Trustees will determine that participation interests meet the
prescribed quality standards for the Fund.

Variable Rate Municipal Securities
Some of the Ohio municipal securities which the Fund purchases may have variable
interest rates. Variable interest rates are ordinarily based on a published
interest rate, interest rate index, or a similar standard, such as the 91-day
U.S. Treasury bill rate. Many variable rate municipal securities are subject to
payment of principal on demand by the Fund in not more than seven days. All
variable rate municipal securities will meet the quality standards for the Fund.
The Fund's investment adviser has been instructed by the Trustees to monitor the
pricing, quality, and liquidity of the variable rate municipal securities,
including participation interests held by the Fund on the basis of published
financial information and reports of the rating agencies and other analytical
services.

Municipal Leases
Municipal leases are obligations issued by state and local governments or
authorities to finance the acquisition of equipment and facilities and may be
considered to be illiquid. They may take the form of a lease, an installment
purchase contract, a conditional sales contract or a participation certificate
on any of the above. Lease obligations may be subject to periodic appropriation.
If the entity does not appropriate funds for future lease payments, the entity
cannot be compelled to make such payments. In the event of failure of
appropriation, unless the participation interests are credit enhanced, it is
unlikely that the participants would be able to obtain an acceptable substitute
source of payment.

Restricted and Illiquid Securities
As a matter of fundamental investment policy, the Fund may invest up to 10% of
its net assets in restricted securities. Restricted securities are any
securities in which the Fund may otherwise invest pursuant to its investment
objective and policies but which are subject to restriction upon resale under
federal securities laws. As a matter of non-fundamental investment policy, the
Fund will limit investments in illiquid securities, including certain restricted
securities not determined by the Trustees to be liquid, to 15% of its net
assets.

When-Issued and Delayed Delivery Transactions
The Fund may purchase securities on a when-issued or delayed delivery basis.
These transactions are arrangements in which the Fund purchases securities with
payment and delivery scheduled for a future time. The seller's failure to
complete these transactions may cause the Fund to miss a price or yield
considered to be advantageous. Settlement dates may be a month or more after
entering into these transactions, and the market values of the securities
purchased may vary from the purchase prices.

The Fund may dispose of a commitment prior to settlement if the investment
adviser deems it appropriate to do so. In addition, the Fund may enter in
transactions to sell its purchase commitments to third parties at current market
values and simultaneously acquire other commitments to purchase similar
securities at later dates. The Fund may realize short-term profits or losses
upon the sale of such commitments.

Inverse Floaters
The Fund may invest in securities known as "inverse floaters" which represent
interests in municipal securities. The Fund intends to purchase inverse floaters
to assist in duration management and to seek current income. These obligations
pay interest rates that vary inversely with changes in the interest rates of
specified short-term municipal securities or an index of short-term municipal
securities. The interest rates on inverse floaters will typically decline as
short-term market interest rates increase and increase as short-term market
rates decline. Inverse floaters will generally respond to changes in market
interest rates more rapidly than fixed-rate long-term securities (typically
twice as fast). As a result, the market values of inverse floaters will
generally be more volatile than the market values of fixed-rate municipal
securities. Typically, the portion of the portfolio invested in inverse floaters
will be subject to additional volatility.

Financial Futures
The Fund may purchase and sell interest rate and index financial futures
contracts. These financial futures contracts may be used to hedge all or a
portion of its portfolio against changes in the market value of portfolio
securities and interest rates, provide additional liquidity, and accomplish its
current strategies in a more expeditious fashion. Financial futures contracts
call for the delivery of particular debt instruments at a certain time in the
future. The seller of the contract agrees to make delivery of the type of
instrument called for in the contract and the buyer agrees to take delivery of
the instrument at the specified future time.

As a matter of investment policy, which may be changed without shareholder
approval, the Fund may not purchase or sell futures contracts if immediately
thereafter the sum of the amount of margin deposits on the Fund's existing
futures positions would exceed 5% of the market value of the Fund's total
assets. When the Fund purchases futures contracts, an amount of municipal
securities, cash or cash equivalents, equal to the underlying commodity value of
the futures contracts (less any related margin deposits), will be deposited in a
segregated account with the Fund's custodian (or the broker, if legally
permitted) to collateralize the position.

  Risks
  When the Fund uses financial futures, there is a risk that the prices of the
  securities subject to the futures contracts may not correlate perfectly with
  the prices of the securities in the Fund's portfolio. This may cause the
  futures contract to react differently than the portfolio securities to market
  changes. In addition, the Fund's investment adviser could be incorrect in its
  expectations about the direction or extent of market factors such as interest
  rate movements. In these events, the Fund may lose money on the futures
  contract. It is not certain that a secondary market for positions in futures
  contracts will exist at all times. Although the investment adviser will
  consider liquidity before entering into futures transactions, there is no
  assurance that a liquid secondary market on an exchange or otherwise will
  exist for any particular futures contract at any particular time. The Fund's
  ability to establish and close out futures positions depends on this secondary
  market.

   Investing in Securities of Other Investment Companies
The Fund may invest its assets in securities of other investment companies as an
efficient means of carrying out its investment policies. It should be noted that
investment companies incur certain expenses, such as management fees, and,
therefore, any investment by the Fund in shares of other investment companies
may be subject to such duplicate expenses.    

Temporary Investments
The Fund invests its assets so that at least 80% of its annual interest income
is exempt from federal regular income tax and the personal income taxes imposed
by the state of Ohio and Ohio municipalities. However, from time to time, when
the investment adviser determines that market conditions call for a temporary
defensive posture, the Fund may invest in short-term non-Ohio municipal
tax-exempt obligations or taxable temporary investments. These temporary
investments include: notes issued by or on behalf of municipal or corporate
issuers; obligations issued or guaranteed by the U.S. government, its agencies,
or instrumentalities; other debt securities; commercial paper; certificates of
deposit of banks; and repurchase agreements (arrangements in which the
organization selling the Fund, a bond, or temporary investment agrees at the
time of sale to repurchase it at a mutually agreed upon time and price).

There are no rating requirements applicable to temporary investments. However,
the investment adviser will limit temporary investments to those rated within
the investment grade categories described under "Acceptable
Investments--Characteristics" (if rated) or (if unrated) those which the
investment adviser judges to have the same characteristics as such investment
grade securities.

Although the Fund is permitted to make taxable, temporary investments, there is
no current intention of generating income subject to federal regular income tax
or personal income taxes imposed by the state of Ohio or Ohio municipalities.

Ohio Municipal Securities
Ohio municipal securities are generally issued to finance public works, such as
airports, bridges, highways, housing, hospitals, mass transportation projects,
schools, streets, and water and sewer works. They are also issued to repay
outstanding obligations, to raise funds for general operating expenses, and to
make loans to other public institutions and facilities.

Ohio municipal securities include industrial development bonds issued by or on
behalf of public authorities to provide financing aid to acquire sites or
construct and equip facilities for privately or publicly owned corporations. The
availability of this financing encourages these corporations to locate within
the sponsoring communities and thereby increases local employment.

The two principal classifications of municipal securities are "general
obligation" and "revenue" bonds. General obligation bonds are secured by the
issuer's pledge of its full faith and credit and taxing power for the payment of
principal and interest. However, interest on and principal of revenue bonds are
payable only from the revenue generated by the facility financed by the bond or
other specified sources of revenue. Revenue bonds do not represent a pledge of
credit or create any debt of or charge against the general revenues of a
municipality or public authority. Industrial development bonds are typically
classified as revenue bonds.

Investment Risks
   The value of Shares will fluctuate. The amount of this fluctuation is
dependent upon the quality and maturity of the bonds in the Fund's portfolio as
well as on market conditions. Yields on Ohio municipal securities depend on a
variety of factors, including, but not limited to: the general conditions of the
municipal bond market; the size of the particular offering; the maturity of the
obligations; and the rating of the issue. Further, any adverse economic
conditions or developments affecting the state of Ohio or its municipalities
could impact the Fund's portfolio. The ability of the Fund to achieve its
investment objective also depends on the continuing ability of the issuers of
Ohio municipal securities and participation interests, or the guarantors of
either, to meet their obligations for the payment of interest and principal when
due. Investing in Ohio municipal securities which meet the Fund's quality
standards may not be possible if the state of Ohio or its municipalities do not
maintain their current credit ratings. In addition, certain Ohio constitutional
amendments, legislative measures, executive orders, administrative regulations,
and voter initiatives could result in adverse consequences affecting Ohio
municipal securities.    

A further discussion of the risks of a portfolio which invests largely in Ohio
municipal securities is contained in the Statement of Additional Information.

   The prices of longer term bonds fluctuate more widely in response to market
interest rate changes. Generally speaking, the lower quality, long-term bonds in
which the Fund invests have greater fluctuation in value than high quality,
shorter-term bonds.

Bond prices are interest rate sensitive, which means that their value varies
inversely with market interest rates. Thus, if market interest rates have
increased from the time a bond was purchased, the bond, if sold, might be sold
at a price less than its cost. Similarly, if market interest rates have declined
from the time a bond was purchased, the bond, if sold, might be sold at a price
greater than its cost. (In either instance, if the bond was held to maturity, no
loss or gain normally would be realized as a result of interim market
fluctuations.)

Prices of lower grade bonds also fluctuate with changes in the perceived quality
of the credit of their issuers. Consequently, Shares may not be suitable for
persons who cannot assume the somewhat greater risks of capital depreciation
associated with higher tax-exempt income yields. In addition, bonds rated "BBB"
and below by S&P or Fitch or "Baa" and below by Moody's have speculative
characteristics. Changes in economic conditions or other circumstances are more
likely to lead to weakened capacity to make principal and interest payments than
higher rated bonds.

A large portion of the Fund's portfolio may be invested in bonds whose interest
payments are from revenues of similar projects (such as housing or hospitals) or
where issuers share the same geographic location. As a result, the Fund may be
more susceptible to similar economic, political or regulatory developments than
would a portfolio of bonds with a greater geographic and project variety. This
susceptibility may result in greater fluctuations in share price.

Many issuers of bonds which have characteristics of rated bonds choose not to
have their obligations rated. Unrated bonds may carry a greater risk and higher
yield than rated securities. Although unrated bonds are not necessarily of lower
quality, the market for them may not be as broad as that for rated bonds since
many investors rely solely on the major rating agencies for credit appraisal.

Further, the lower rated or unrated bonds which the Fund may purchase are
frequently traded only in markets where the number of potential purchasers and
sellers is limited. This consideration may have the effect of limiting the
availability of such bonds for the Fund to purchase and may also have the effect
of limiting the ability of the Fund to sell such bonds at their fair market
value either to meet redemption requests or to respond to changes in the economy
or the financial markets. The Fund will not invest more than 15% of its total
assets in securities which are not readily marketable.

Reducing Risks of Lower-Rated Securities
The Fund's investment adviser believes that the risks of investing in lower
rated securities can be reduced. The professional portfolio management
techniques used by the Fund to attempt to reduce these risks include:

Credit Research
When purchasing bonds, rated or unrated, the Fund's investment adviser performs
its own credit analysis in addition to using recognized rating agencies. This
credit analysis considers the economic feasibility of revenue bond project
financing and general purpose borrowings, the financial condition of the issuer
or guarantor with respect to liquidity, cash flow and ability to meet
anticipated debt service requirements, and political developments that may
affect credit quality.

Diversification
The Fund invests in securities of many different issuers to reduce portfolio
risks.

Economic Analysis
The Fund's adviser also considers trends in the overall economy, in geographic
areas, in various industries, and in the financial markets.    

Non-Diversification
The Fund is a non-diversified investment portfolio. As such, there is no limit
on the percentage of assets which can be invested in any single issuer. An
investment in the Fund, therefore, will entail greater risk than would exist in
a diversified portfolio of securities because the higher percentage of
investments among fewer issuers may result in greater fluctuation in the total
market value of the Fund's portfolio. Any economic, political, or regulatory
developments affecting the value of the securities in the Fund's portfolio will
have a greater impact on the total value of the portfolio than would be the case
if the portfolio were diversified among more issuers.

The Fund intends to comply with Subchapter M of the Internal Revenue Code of
1986, as amended (the "Code"). This undertaking requires that at the end of each
quarter of the taxable year: (a) with regard to at least 50% of the Fund's total
assets, no more than 5% of its total assets are invested in the securities of a
single issuer and (b) no more than 25% of its total assets are invested in the
securities of a single issuer.

Investment Limitations
The Fund will not borrow money directly or through reverse repurchase agreements
(arrangements in which the Fund sells a portfolio instrument for a percentage of
its cash value with an agreement to buy it back on a set date) or pledge
securities except, under certain circumstances, the Fund may borrow up to
one-third of the value of its total assets and pledge up to 10% of the value of
those assets to secure such borrowings.

The above investment limitation cannot be changed without shareholder approval.


                                 NET ASSET VALUE

   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.    

All purchases, redemptions and exchanges are processed at the NAV next
determined after the request in proper form is received by the Fund. The NAV is
determined as of the close of trading on the New York Stock Exchange (normally
4:00 p.m., Eastern time) every day the New York Stock Exchange is open.


                              INVESTING IN THE FUND

This prospectus offers Class F Shares with the characteristics described below.

   



<PAGE>


                              Class F
Minimum and Subsequent Investment Amount                      $1500/$100
Minimum and Subsequent Investment Amount
for Retirement Plans           NA
Maximum Sales Charge         1.00%*
Maximum Sales Charge as a Percentage of the
Net Amount Invested           1.01%
Maximum Contingent Deferred Sales Charge**                     1.00%**
* There is no sales charge for purchases of $1 million or more. In addition, no
  sales charge is imposed for Shares purchased through certain entities or
  programs. Please see the section entitled "Reducing or Eliminating the Sales
  Charge."    

**    Computed on the lesser of the NAV of the redeemed Shares at the time of
 purchase or the NAV of the redeemed Shares at the time of redemption.

  The following contingent deferred sales charge schedule applies to Class F
Shares:

                              Contingent
                              Deferred
Amount of Purchase            Shares Held Sales Charge
Up to $1,999,999Four Years or less                    1.00%
$2,000,000 to $4,999,999      Two Years or less       0.50%
$5,000,000 or moreOne Year or less                    0.25%

                                PURCHASING SHARES

   Shares of the Fund are sold on days on which the New York Stock Exchange is
open. Shares of the Fund may be purchased as described below, either through a
financial intermediary (such as a bank or broker/dealer) or by sending a wire or
check directly to the Fund. Financial intermediaries may impose different
minimum investment requirements on their customers. An account must be
established with a financial intermediary or by completing, signing, and
returning the new account form available from the Fund before Shares can be
purchased. Shareholders in Class F Shares of certain other funds advised and
distributed by affiliates of Federated Investors, Inc. ("Federated Funds") may
exchange their Shares for Class F Shares of the Fund. The Fund reserves the
right to reject any purchase or exchange request.    

In connection with any sale, Federated Securities Corp. may, from time to time,
offer certain items of nominal value to any shareholder or investor.

Purchasing Shares through a Financial Intermediary
Orders placed through a financial intermediary are considered received when the
Fund is notified of the purchase order or when payment is converted into federal
funds. Purchase orders through a broker/dealer must be received by the broker
before 4:00 p.m. (Eastern time) and must be transmitted by the broker to the
Fund before 5:00 p.m. (Eastern time) in order for Shares to be purchased at that
day's price. Purchase orders through other financial intermediaries must be
received by the financial intermediary and transmitted to the Fund before 4:00
p.m. (Eastern time) in order for Shares to be purchased at that day's price. It
is the financial intermediary's responsibility to transmit orders promptly.
Financial intermediaries may charge fees for their services.

The financial intermediary which maintains investor accounts in Class F Shares
with the Fund must do so on a fully disclosed basis unless it accounts for share
ownership periods used in calculating the contingent deferred sales charge (see
"Contingent Deferred Sales Charge"). In addition, advance payments made to
financial intermediaries may be subject to reclaim by the distributor for
accounts transferred to financial intermediaries which do not maintain investor
accounts on a fully disclosed basis and do not account for share ownership
periods.

Purchasing Shares by Wire
Shares may be purchased by Federal Reserve wire by calling the Fund. All
information needed will be taken over the telephone, and the order is considered
received when State Street Bank receives payment by wire. Federal funds should
be wired as follows: Federated Shareholder Services Company, c/o State Street
Bank and Trust Company, Boston, MA 02266-8600; Attention; EDGEWIRE; For Credit
to: (Fund Name) (Fund Class); (Fund Number -- this number can be found on the
account statement or by contacting the Fund); Account Number; Trade Date and
Order Number; Group Number or Dealer Number; Nominee or Institution Name; and
ABA Number 011000028. Shares cannot be purchased by wire on holidays when wire
transfers are restricted.

Purchasing Shares by Check
Shares may be purchased by mailing a check made payable to the name of the Fund
(designate class of Shares and account number) to: Federated Shareholder
Services Company, P.O. Box 8600, Boston, MA 02266-8600. Orders by mail are
considered received when payment by check is converted into federal funds
(normally the business day after the check is received).

Systematic Investment Program
   Under this program, funds in a minimum amount of $50 may be automatically
withdrawn periodically from the shareholder's checking account at an Automated
Clearing House ("ACH") member and invested in the Fund. Shareholders should
contact their financial intermediary or the Fund to participate in this
program.    

Eliminating the Sales Charge
Class F Shares are sold at NAV, plus a sales charge. However:

No sales charge is imposed for Class F Shares purchased:
n through bank trust departments or investment advisers registered under the
Investment Advisers Act of 1940 purchasing on behalf of their clients;

n by sales representatives, Trustees, and employees of the Fund, Federated
  Advisers, Federated Securities Corp. or their affiliates and their immediate
  family members;    

n by any investment dealer who has a sales agreement with Federated Securities
  Corp. and their immediate family members, or by any trusts or pension or
  profit-sharing plans for these persons or retirement plans where the third
  pary administrator has entered into certain arrangements with Federated
  Securities Corp.

In addition, the sales charge on Class F Shares can be eliminated by:
n purchasing Class F Shares in quantity;

n combining concurrent purchases of Class F Shares

      n by you, your spouse, and your children under age 21, or; n of two or
      more Federated Funds (other than money money market funds);

n accumulating purchases (in calculating the sales charge on an additional
purchase of Class F Shares, you may count the current value of previous Class F
Share purchases still invested in the Fund);

n signing a letter of intent to purchase a specific dollar amount of Class F
Shares within 13 months; or

n using the reinvestment privilege within 120 days of redeeming Class F Shares
of an equal or lesser amount.    

Consult a financial intermediary or Federated Securities Corp. for details on
these programs. In order to eliminate the sales charge or receive sales charge
reductions, Federated Securities Corp. must be notified by the shareholder in
writing or by a financial intermediary at the time of purchase.

Dealer Concession
   For sales of Shares, a dealer will normally receive up to 100% of the
applicable sales charge. Any portion of the sales charge which is not paid to a
dealer will be retained by the distributor. However, the distributor may offer
to pay dealers up to 100% of the sales charge retained by it. The sales charge
for Shares sold other than through registered broker/dealers will be retained by
Federated Securities Corp.    

     Federated Securities Corp. may pay fees to banks out of the sales charge in
exchange for sales and/or administrative services performed on behalf of the
bank's customers in connection with the establishment of customer accounts and
purchases of Shares.


                         REDEEMING AND EXCHANGING SHARES

Shares of the Fund may be redeemed for cash or exchanged for shares of Ohio
Municipal Cash Trust or Class F Shares of other Federated Funds on days on which
the Fund computes its NAV. Shares are redeemed at NAV less any applicable
contingent deferred sales charge. Exchanges are made at NAV. Shareholders who
desire to automatically exchange Shares, of a like Share class, in a
pre-determined amount on a monthly, quarterly, or annual basis may take
advantage of a systematic exchange privilege. Information on this privilege is
available from the Fund or your financial intermediary. Depending upon the
circumstances, a capital gain or loss may be realized when Shares are redeemed
or exchanged.

Redeeming or Exchanging Shares Through a Financial Intermediary
Shares of the Fund may be redeemed or exchanged by contacting your financial
intermediary before 4:00 p.m. (Eastern time). In order for these transactions to
be processed at that day's NAV, financial intermediaries (other than
broker/dealers) must transmit the request to the Fund before 4:00 p.m. (Eastern
time), while broker/dealers must transmit the request to the Fund before 5:00
p.m. (Eastern time). The financial intermediary is responsible for promptly
submitting transaction requests and providing proper written instructions.
Customary fees and commissions may be charged by the financial intermediary for
this service. Appropriate authorization forms for these transactions must be on
file with the Fund.

Redeeming or Exchanging Shares by Telephone
   Shares acquired directly from the Fund may be redeemed in any amount, or
exchanged, by calling 1-800-341-7400. Appropriate authorization forms for these
transactions must be on file with the Fund. Shares held in certificate form must
first be returned to the Fund as described in the instructions under "Redeeming
or Exchanging Shares by Mail." Redemption proceeds will either be mailed in the
form of a check to the shareholder's address of record or wire-transferred to
the share- holder's account at a domestic commercial bank that is a member of
the Federal Reserve System. The minimum amount for a wire transfer is $1,000.
Proceeds from redeemed Shares purchased by check or through ACH will not be
wired until that method of payment has cleared.    

Telephone instructions will be recorded. If reasonable procedures are not
followed by the Fund, it may be liable for losses due to unauthorized or
fraudulent telephone instructions. In the event of drastic economic or market
changes, a shareholder may experience difficulty in redeeming by telephone. If
this occurs, "Redeeming or Exchanging Shares by Mail" should be considered. The
telephone transaction privilege may be modified or terminated at any time.
Shareholders would be promptly notified.

Redeeming or Exchanging Shares by Mail
Shares may be redeemed in any amount, or exchanged, by mailing a written request
to: Federated Shareholder Services Company, Fund Name, Share Class, P.O. Box
8600, Boston, MA 02266-8600. If share certificates have been issued, they must
accompany the written request. It is recommended that certificates be sent
unendorsed by registered or certified mail.

All written requests should state: Fund Name and the Share Class name; the
account name as registered with the Fund; the account number; and the number of
Shares to be redeemed or the dollar amount of the transaction. An exchange
request should also state the name of the Fund into which the exchange is to be
made. All owners of the account must sign the request exactly as the Shares are
registered. A check for redemption proceeds is normally mailed within one
business day, but in no event more than seven days, after receipt of a proper
written redemption request. Dividends are paid up to and including the day that
a redemption or exchange request is processed.

Requirements for Redemption
Shareholders requesting a redemption of any amount to be sent to an address
other than that on record with the Fund, or a redemption payable other than to
the shareholder of record, must have their signatures guaranteed by a commercial
or savings bank, trust company or savings association whose deposits are insured
by an organization which is administered by the Federal Deposit Insurance
Corporation; a member firm of a domestic stock exchange; or any other "eligible
guarantor institution," as defined in the Securities Exchange Act of 1934. The
Fund does not accept signatures guaranteed by a notary public.

Requirements for Exchange
   Shareholders must exchange Shares having an NAV equal to the minimum
investment requirements of the fund into which the exchange is being made.
Contact your financial intermediary directly or the Fund for free information
on, and prospectuses for, the Federated Funds into which your Shares may be
exchanged. Before the exchange, the shareholder must receive a prospectus of the
fund for which the exchange is being made.    

Upon receipt of proper instructions and required supporting documents, Shares
submitted for exchange are redeemed and proceeds invested in the same class of
shares of the other fund. Signature guarantees will be required to exchange
between fund accounts not having identical shareholder registrations. The
exchange privilege may be modified or terminated at any time. Shareholders will
be notified of the modification or termination of the exchange privilege.

Systematic Withdrawal Program
   Under this program, Shares are redeemed to provide for periodic withdrawal
payments in an amount directed by the shareholder of not less than $100. To be
eligible to participate in this program, a shareholder must have an account
value of at least $10,000. A shareholder may apply for participation in this
program through his financial intermediary or by calling the Fund.    

Because participation in this program may reduce, and eventually deplete, the
shareholder's investment in the Fund, payments under this program should not be
considered as yield or income. It is not advisable for shareholders to continue
to purchase Class F Shares subject to a sales charge while participating in this
program. A contingent deferred sales charge will be imposed on Shares redeemed
through this program within four years of their purchase dates.

Contingent Deferred Sales Charge
The contingent deferred sales charge will be deducted from the redemption
proceeds otherwise payable to the shareholder and will be retained by the
distributor. Redemptions will be processed in a manner intended to maximize the
amount of redemption which will not be subject to a contingent deferred sales
charge. The contingent deferred sales charge will not be imposed with respect to
Shares acquired through the reinvestment of dividends or distributions of
long-term capital gains. In determining the applicability of the contingent
deferred sales charge, the required holding period for your new Shares received
through an exchange will include the period for which your original Shares were
held.

Eliminating the Contingent Deferred Sales Charge

     Upon written notification to Federated Securities Corp. or the transfer
agent, no contingent deferred sales charge will be imposed on redemptions:
   

n following the death or disability, as defined in Section 72(m)(7) of the
  Internal Revenue Code of 1986, of the last surviving shareholder and any
  designated beneficiaries;    

n representing a total or partial distribution from an Individual Retirement
  Account, Keogh Plan, or a custodial account to a shareholder who has attained
  the age of 701/2;

n representing a total or partial distribution from a qualified plan, other than
  an Individual Retirement Account, Keogh Plan, or a custodial account following
  retirement;

n which are involuntary redemptions of shareholder accounts that do not comply
with the minimum balance requirements;

n which are reinvested in the Fund under the reinvestment privilege;

n of Shares held by Trustees, employees and sales representatives of the Fund,
  the distributor, or affiliates of the Fund or distributor, employees of any
  financial intermediary that sells Shares of the Fund pursuant to a sales
  agreement with the distributor, and their immediate family members to the
  extent that no payments were advanced for purchases made by these persons; and

n of Shares originally purchased through a bank trust department, an investment
  adviser registered under the Investment Advisers Act of 1940 or retirement
  plans where the third party administrator has entered into certain
  arrangements with Federated Securities Corp. or its affiliates, or any other
  financial intermediary, to the extent that no payments were advanced for
  purchases made through such entities.
       

For more information regarding the contingent deferred sales charge or any of
the above provisions, contact your financial intermediary or the Fund. The Fund
reserves the right to discontinue or modify these provisions. Shareholders will
be notified of such action.


                          ACCOUNT AND SHARE INFORMATION

Confirmations and Account Statements
Shareholders will receive detailed confirmations of transactions (except for
systematic program transactions). In addition, shareholders will receive
periodic statements reporting all account activity, including dividends paid.
The Fund will not issue share certificates.

Dividends and Distributions
Dividends are declared and paid monthly to all shareholders invested in the Fund
on the record date. Net long-term capital gains realized by the Fund, if any,
will be distributed at least once every twelve months. Dividends and
distributions are automatically reinvested in additional Shares of the Fund on
payment dates at the ex-dividend date NAV without a sales charge, unless
shareholders request cash payments on the new account form or by contacting the
transfer agent.

Accounts with Low Balances
   Due to the high cost of maintaining accounts with low balances, the Fund may
close an account by redeeming all Shares and paying the proceeds to the
shareholder if the account balance falls below the applicable minimum investment
amount. Accounts where the balance falls below the minimum due to NAV changes
will not be closed in this manner. Before an account is closed, the shareholder
will be notified and allowed 30 days to purchase additional Shares to meet the
minimum.    

       


                                TRUST INFORMATION

Management of the Trust
Board of Trustees
The Trust is managed by a Board of Trustees. The Trustees are responsible for
managing the business affairs of the Trust and for exercising all of the powers
of the Trust except those reserved for the shareholders. The Executive Committee
of the Board of Trustees handles the Trustees' responsibilities between meetings
of the Board.

Investment Adviser
Pursuant to an investment advisory contract with the Trust, investment decisions
for the Fund are made by Federated Advisers, the Fund's investment adviser (the
"Adviser"), subject to direction by the Trustees. The Adviser continually
conducts investment research and supervision for the Fund and is responsible for
the purchase or sale of portfolio instruments, for which it receives an annual
fee from the Fund.

  Advisory Fees
  The Fund's Adviser receives an annual investment advisory fee equal to 0.40%
  of the Fund's average daily net assets. The Adviser may voluntarily choose to
  waive a portion of its fee or reimburse the Fund for certain operating
  expenses. The Adviser can terminate this voluntary waiver or reimbursement of
  expenses at any time at its sole discretion.

  Adviser's Background
     Federated Advisers, a Delaware business trust organized on April 11, 1989,
  is a registered investment adviser under the Investment Advisers Act of 1940.
  It is a subsidiary of Federated Investors, Inc. All of the Class A (voting)
  shares of Federated Investors, Inc. are owned by a trust, the trustees of
  which are John F. Donahue, Chairman and Directorof Federated Investors, Inc.,
  Mr. Donahue's wife, and Mr. Donahue's son, J. Christopher Donahue, who is
  President and Director of Federated Investors, Inc.

  Federated Advisers and other subsidiaries of Federated Investors, Inc. serve
  as investment advisers to a number of investment companies and private
  accounts. Certain other subsidiaries also provide administrative services to a
  number of investment companies. With over $120 billion invested across more
  than 300 funds under management and/or administration by its subsidiaries, as
  of December 31, 1997, Federated Investors, Inc. is one of the largest mutual
  fund investment managers in the United States. With more than 2,000 employees,
  Federated continues to be led by the management who founded the company in
  1955. Federated funds are presently at work in and through 4,000 financial
  institutions nationwide.

     J. Scott Albrecht has been a portfolio manager of the Fund since March
1995. Mr. Albrecht joined Federated Investors, Inc. or its predecessor in 1989
and has been a Vice President of the Fund's investment adviser since 1994. From
1992 to 1994, Mr. Albrecht served as an Assistant Vice President of the Fund's
investment adviser. Mr. Albrecht is a Chartered Financial Analyst and received
his M.S. in Public Management from Carnegie Mellon University.

     Mary Jo Ochson has been a portfolio manager of the Fund since April 1997.
Ms. Ochson joined Federated Investors, Inc. or its predecessor in 1982 and has
been a Senior Vice President of the Fund's investment adviser since January
1996. From 1988 through 1995, Ms. Ochson served as a Vice President of the
Fund's investment adviser. Ms. Ochson is a Chartered Financial Analyst and
received her M.B.A. in Finance from the University of Pittsburgh.    

Both the Fund and the Adviser have adopted strict codes of ethics governing the
conduct of all employees who manage the Fund and its portfolio securities. These
codes recognize that such persons owe a fiduciary duty to the Fund's
shareholders and must place the interests of shareholders ahead of the
employees' own interest. Among other things, the codes: require preclearance and
periodic reporting of personal securities transactions; prohibit personal
transactions in securities being purchased or sold, or being considered for
purchase or sale, by the Fund; prohibit purchasing securities in initial public
offerings; and prohibit taking profits on securities held for less than sixty
days. Violation of the codes are subject to review by the Trustees, and could
result in severe penalties.

Distribution of Class F Shares

     Federated Securities Corp. is the principal distributor for Shares of the
Fund. It is a Pennsylvania corporation organized on November 14, 1969, and is
the principal distributor for a number of investment companies. Federated
Securities Corp. is a subsidiary of Federated Investors.

Distribution Plan and Shareholder Services
Under a distribution plan adopted in accordance with Investment Company Act Rule
12b-1 (the "Distribution Plan"), the Fund may pay to the distributor an amount,
computed at an annual rate of 0.40% of the average daily NAV of the Shares to
finance any activity which is principally intended to result in the sale of
Shares subject to the Distribution Plan. The distributor may select financial
institutions such as banks, fiduciaries, custodians for public funds, investment
advisers, and broker/dealers to provide sales services or distribution related
support services as agents for their clients or customers.

The Distribution Plan is a compensation-type plan. As such, the Fund makes no
payments to the distributor except as described above. Therefore, the Fund does
not pay for unreimbursed expenses of the distributor, including amounts expended
by the distributor in excess of amounts received by it from the Fund, interest,
carrying or other financing charges in connection with excess amounts expended,
or the distributor's overhead expenses. However, the distributor may be able to
recover such amount or may earn a profit from future payments made by the Fund
under the Distribution Plan.

In addition, the Fund has entered into a Shareholder Services Agreement with
Federated Shareholder Services, a subsidiary of Federated Investors, under which
the Fund may make payments up to 0.25% of the average daily NAV of its Shares,
computed at an annual rate, to obtain certain personal services for shareholders
and to maintain shareholder accounts. Under the Shareholder Services Agreement,
Federated Shareholder Services will either perform shareholder services directly
or will select financial institutions to perform shareholder services. Financial
institutions will receive fees based upon Shares owned by their clients or
customers. The schedules of such fees and the basis upon which such fees will be
paid will be determined from time to time by the Fund and Federated Shareholder
Services.

Supplemental Payments to Financial Institutions
Federated Securities Corp. will pay financial institutions, for distribution
and/or administrative services, an amount equal to 1.00% of the offering price
of the Shares acquired by their clients or customers on purchases up to
$1,999,999, 0.50% of the offering price on purchases of $2,000,000 to
$4,999,999, and 0.25% of the offering price on purchases of $5,000,000 or more.
(This fee is in addition to the 1.00% sales charge on purchases of less than $1
million.)

Furthermore, in addition to payments made pursuant to the Distribution Plan and
Shareholder Services Agreement, Federated Securities Corp. and Federated
Shareholder Services, from their own assets, may pay financial institutions
supplemental fees for the performance of substantial sales services,
distribution related support services, or shareholder services. The support may
include sponsoring sales, educational and training seminars for their employees
at recreational-type facilities, providing sales literature, and engineering
computer software programs that emphasize the attributes of the Fund. Such
assistance will be predicated upon the amount of Shares the financial
institution sells or may sell and/or upon the type and nature of sales or
marketing support furnished by the financial institution. Any payments made by
the distributor may be reimbursed by the Fund's Adviser or its affiliates, and
not the Fund.


                           ADMINISTRATION OF THE FUND

Administrative Services.
Federated Services Company, a subsidiary of Federated Investors, provides
administrative personnel and services (including certain legal and financial
reporting services) necessary to operate the Fund. Federated Services Company
provides these at an annual rate which relates to the average aggregate daily
net assets of all funds advised by affiliates of Federated Investors as
specified below:

Maximum                                        Average Aggregate
  Fee     Daily Net Assets
 0.150%on the first $250 million 0.125%on the next $250 million 0.100%on the
 next $250 million
 0.075%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 choose voluntarily to waive a portion of its fee.


                             SHAREHOLDER 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 each
portfolio or class in the Trust have equal voting rights, except that in matters
affecting only a particular portfolio or class, only shares of that portfolio or
class are entitled to vote.

Trustees may be removed by the Trustees or by shareholders at a special meeting.
A special meeting of shareholders shall be called by the Trustees upon the
written request of shareholders owning at least 10% of the Trust's outstanding
shares of all series entitled to vote.

As of August 7, 1998, the following shareholder of record owned 25% or more of
the outstanding Shares of the Fund: Merrill Lynch Pierce Fenner & Smith,
Jacksonville, FL (as record owner holding Shares for its clients), owned
approximately 2,026,365 Shares (30.07%) and, therefore, may, for certain
purposes, be deemed to control the Fund and be able to affect the outcome of
certain matters presented for a vote of shareholders.    


                                 TAX INFORMATION

Federal Income Tax
The Fund does not expect to pay federal income tax because it expects to meet
requirements of the Code, as amended, applicable to regulated investment
companies and to receive the special tax treatment afforded to such companies.
The Fund will be treated as a single, separate entity for federal income tax
purposes so that income (including capital gains) and losses realized by the
Trust's other portfolios will not be combined for tax purposes with those
realized by the Fund.

Shareholders are not required to pay federal regular income tax on any dividends
received from the Fund that represent net interest on tax-exempt municipal
bonds, although tax exempt interest will increase the taxable income of certain
recipients of social security benefits. However, under the Tax Reform Act of
1986, dividends representing net interest income earned on some municipal bonds
may be included in calculating the federal individual alternative minimum tax or
the federal alternative minimum tax for corporations.

The alternative minimum tax, up to 28% of alternative minimum taxable income for
individuals and 20% for corporations, applies when it exceeds the regular tax
for the taxable year. Alternative minimum taxable income is equal to the regular
taxable income of the taxpayer increased by certain "tax preference" items not
included in regular taxable income and reduced by only a portion of the
deductions allowed in the calculation of the regular tax.

The Tax Reform Act of 1986 treats interest on certain "private activity" bonds
issued after August 7, 1986, as a tax preference item for both individuals and
corporations. Unlike traditional governmental purpose municipal bonds, which
finance roads, schools, libraries, prisons, and other public facilities, private
activity bonds provide benefits to private parties. The Fund may purchase all
types of municipal bonds, including private activity bonds. Thus, should it
purchase any such bonds, a portion of the Fund's dividends may be treated as a
tax preference item.

In addition, in the case of a corporate shareholder, dividends of the Fund which
represent interest on municipal bonds will become subject to the 20% corporate
alternative minimum tax because the dividends are included in a corporation's
"adjusted current earnings." The corporate alternative minimum tax treats 75% of
the excess of a taxpayer's pre-tax "adjusted current earnings" over the
taxpayer's alternative minimum taxable income as a tax preference item.
"Adjusted current earnings" is based upon the concept of a corporation's
"earnings and profits." Since "earnings and profits" generally includes the full
amount of any Fund dividend, and alternative minimum taxable income does not
include the portion of the Fund's dividend attributable to municipal bonds which
are not private activity bonds, the difference will be included in the
calculation of the corporation's alternative minimum tax.

Dividends of the Fund representing net interest income earned on some temporary
investments and any realized net short-term gains are taxed as ordinary income.

These tax consequences apply whether dividends are received in cash or as
additional shares. Information on the tax status of dividends and distributions
is provided annually.

State of Ohio Income Taxes
Under existing Ohio laws, distributions made by the Fund will not be subject to
Ohio individual income taxes to the extent that such distributions qualify as
"exempt-interest dividends" under the Code and represent (i) interest from
obligations of Ohio or its subdivisions which is exempt from federal income tax;
or (ii) interest or dividends from obligations issued by the United States and
its territories or possessions or by any authority, commission or
instrumentality of the United States, which are exempt from state income tax
under federal laws. Conversely, to the extent that distributions made by the
Fund are derived from other types of obligations, such distributions will be
subject to Ohio individual income taxes.

Distributions made by the Fund will not be subject to Ohio corporate franchise
tax to the extent that such distributions qualify as "exempt-interest dividends"
under the Code and represent (i) interest from obligations of Ohio or its
subdivisions which is exempt from federal income tax; or (ii) net interest
income from obligations issued by the United States and its territories or
possessions or by any authority, commission or instrumentality of the United
States, which is included in federal taxable income and which is exempt from
state income tax under federal laws.

Exempt-interest dividends that represent interest from obligations held by the
Fund which are issued by Ohio or its political subdivisions will be exempt from
any Ohio municipal income tax (even if the municipality is permitted under Ohio
law to levy a tax on intangible income).

State and Local Taxes
Income from the Fund is not necessarily free from taxes in states other than
Ohio. Shareholders are urged to consult their own tax advisers regarding the
status of their accounts under state and local tax laws.

                             PERFORMANCE INFORMATION

From time to time, the Fund advertises the total return, yield, and
tax-equivalent yield for Shares.

Total return represents the change, over a specific period of time, in the value
of an investment in Shares after reinvesting all income and capital gains
distributions. It is calculated by dividing that change by the initial
investment and is expressed as a percentage.

The yield of Shares is calculated by dividing the net investment income per
Share (as defined by the SEC) earned by Shares over a thirty-day period by the
maximum offering price per Share of Shares on the last day of the period. This
number is then annualized using semi-annual compounding. The tax-equivalent
yield of Shares is calculated similarly to the yield, but is adjusted to reflect
the taxable yield that Shares would have had to earn to equal its actual yield,
assuming a specific tax rate. The yield and the tax-equivalent yield do not
necessarily reflect income actually earned by Shares and, therefore, may not
correlate to the dividends or other distributions paid to shareholders.

The performance information reflects the effect of the maximum sales charge and
other similar non-recurring charges, such as the contingent deferred sales
charge, which, if excluded, would increase the total return, yield, and
tax-equivalent yield.

From time to time, advertisements for the Fund may refer to ratings, rankings
and other information in certain financial publications and/or compare the
Fund's performance to certain indices.

   


                                    APPENDIX

Standard & Poor's ("S&P") Municipal Bond Ratings
AAA --Debt rated "AAA" has the highest rating assigned by S&P. Capacity to pay
interest and repay principal is extremely strong.

AA--Debt rated "AA" has a very strong capacity to pay interest and repay
principal and differs from the higher rated issues only in small degree.

A--Debt rated "A" has a strong capacity to pay interest and repay principal
although it is somewhat more susceptible to the adverse effects of changes in
circumstances and economic conditions than debt in higher rated categories.

BBB--Debt rated "BBB" is regarded as having an adequate capacity to pay interest
and repay principal. Whereas it normally exhibits adequate protection
parameters, adverse economic conditions or changing circumstances are more
likely to lead to a weakened capacity to pay interest and repay principal for
debt in this category than in higher rated categories.

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

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

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

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

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

NR--Indicates that no public rating has been requested, that there is
insufficient information on which to base a rating, or that S&P does not rate a
particular type of obligation as a matter of policy.

PLUS (+) OR MINUS (-): The ratings from "AA" to "CCC" may be modified by the
addition of a plus or minus sign to show relative standing within the major
rating categories.

Moody's Investors Service, L.P. ("Moody's") Municipal Bond Ratings
Aaa--Bonds which are rated Aaa are judged to be of the best quality. The y carry
the smallest degree of investment risk and are generally referred to as "gilt
edged." Interest payments are protected by a large or by an exceptionally stable
margin and principal is secure. While the various protective elements are likely
to change, such changes as can be visualized are most unlikely to impair the
fundamentally strong position of such issues.

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

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

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

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

B-Bonds which are rated "B" generally lack characteristics of the desirable
investment. Assurance of interest and principal payments or of maintenance of
other terms of the contract over any long period of time may be small.

Caa-Bonds which are rated "Caa" are of poor standing. Such issues may be in
default or there may be present elements of danger with respect to principal or
interest.

Ca-Bonds which are rated "Ca" represent obligations which are speculative in a
high degree. Such issues are often in default or have other marked shortcomings.

C-Bonds which are rated "C" are the lowest rated class of bonds, and issues so
rated can be regarded as having extremely poor prospects of ever attaining any
real investment standing.

NR--Not rated by Moody's.

Moody's applies numerical modifiers, 1, 2 and 3 in each generic rating
classification from Aa through B in its generic rating category; the modifier 1
indicates that the security ranks in the higher end of its generic rating
category; the modifier 2 indicates a mid-range ranking; and the modifier 3
indicates that the issue ranks in the lower end of its generic rating category.

Fitch IBCA, Inc. ("Fitch") Long-Term Debt Ratings
AAA--Bonds considered to be investment grade and of the highest credit quality.
The obligor has an exceptionally strong ability to pay interest and repay
principal, which is unlikely to be affected by reasonably foreseeable events.

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

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

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

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

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

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

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

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

DDD, DD, and D--Bonds are in default on interest and/or principal payments. Such
bonds are extremely speculative and should be valued on the basis of their
ultimate recovery value in liquidation or reorganization of the obligor. DDD
represents the highest potential for recovery on these bonds, and D represents
the lowest potential for recovery.

NR--NR indicates that Fitch does not rate the specific issue.

PLUS (+) OR MINUS (-): Plus and minus signs are used with a rating symbol to
indicate the relative position of a credit within the rating category. Plus and
minus signs, however, are not used in the "AAA" category.

S&P Municipal Note Ratings
SP-1--Very strong or strong capacity to pay principal and interest. Those issues
determined to possess overwhelming safety characteristics will be given a plus
(+) designation.

SP-2--Satisfactory capacity to pay principal and interest.

Moody's Short-Term Loan Ratings
MIG1/VMIG1--This designation denotes best quality. The re is a present strong
protection by established cash flows, superior liquidity support or demonstrated
broad based access to the market for refinancing.

MIG2/VMIG2--This designation denotes high quality. Margins of protection are
ample although not so large as in the preceding group.

Fitch Short-Term Debt Ratings
F-1+--Exceptionally Strong Credit Quality. Issues assigned this rating are
regarded as having the strongest degree of assurance for timely payment.

F-1--Very Strong Credit Quality. Issues assigned this rating reflect an
assurance of timely payment only slightly less in degree than issues rated F-1+.

F-2--Good Credit Quality. Issues carrying this rating have a satisfactory degree
of assurance for timely payment, but the margin of safety is not as great as the
F-1+ and F-1 categories.

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

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

Moody's Commercial Paper Ratings
P-1--Issuers rated PRIME-1 (or related supporting institutions) have a superior
capacity for repayment of short-term promissory obligations.

PRIME-1 repayment capacity will normally be evidenced by the following
characteristics: Leading market positions in well established industries; high
rates of return on funds employed; conservative capitalization structures with
moderate reliance on debt and ample asset protection; broad margins in earning
coverage of fixed financial charges and high internal cash generation; and well
established access to a range of financial markets and assured sources of
alternate liquidity.

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

    



<PAGE>


Financial Statements to be filed by Amendment.






<PAGE>



Federated Ohio Municipal Income Fund
(A Portfolio of Municipal Securities Income Trust)
Class F Shares

Prospectus
   October 31, 1998    
A Non-Diversified Portfolio of Municipal Securities Income Trust, An Open-End,
Management Investment Company


Federated Ohio Municipal Income Fund
Class F Shares
   Federated Investors Funds
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237-7000

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

Investment Adviser
Federated Advisers
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 Deloitte & Touche LLP 2500 One PPG Place Pittsburgh, PA
15222-5401 Cusip 625922307    0090702A-F (10/98)    








      Federated Ohio Municipal Income Fund
       (A Portfolio of Municipal Securities Income Trust)

      Class F Shares

      Statement of Additional Information





         This Statement of Additional Information should be read with the
      prospectus of Federated Ohio Municipal Income Fund (the "Fund"), a
      portfolio of Municipal Securities Income Trust dated October 31, 1998.
      This Statement is not a prospectus. You may request a copy of a prospectus
      or a paper copy of this Statement, if you have received it electronically,
      free of charge by calling 1-800-341-7400.

      Federated Ohio Municipal Income Fund

      Federated Investors Funds

      5800 Corporate Drive

      Pittsburgh, Pennsylvania 15237-7000



      Statement dated October 31, 1998    












[GRAPHIC OMITTED]

      Cusip 625922307
         0090702B (10/98)    




<PAGE>



                                TABLE OF CONTENTS


General Information About the Fund     1

Investment Objective and Policies      1
  Acceptable Investments               1
  When-Issued and Delayed Delivery Transactions                2
  Futures Transactions                 2
  Temporary Investments                3
  Portfolio Turnover                   3
  Investment Limitations               3
  Ohio Investment Risks                5

Municipal Securities Income Trust Management                  6
  Fund Ownership                      10
  Trustees Compensation               10
  Trustee Liability                   11

Investment Advisory Services          11
  Adviser to the Fund                 11
  Advisory Fees                       11

Other Services                        11
  Fund Administration                 11
  Custodian and Portfolio Accountant  11
  Transfer Agent                      11
  Independent Auditors                11

Brokerage Transactions                12

Purchasing Shares                     12
  Quality Discounts and Accumulated Purchases     12
  Concurrent Purchases                12
  Letter of Intent                    13
  Reinvestment Privilege              13
  Purchases by Sales Representatives, Fund
     Trustees, and Employees          13





Determining Net Asset Value           13
  Valuing Municipal Bonds             14
  Use of Amortized Cost               14

Redeeming Shares                      14
   Redemption in Kind                 14
   Contingent Deferred Sales Charge   14
  Massachusetts Partnership Law       14

Tax Status                            15
  The Fund's Tax Status               15
  Shareholders' Tax Status            15

Total Return                          15

Yield                                 15

Tax-Equivalent Yield                  16
  Tax-Equivalency Table               16

Performance Comparisons               17
  Economic and Market Information     17

About Federated Investors             18
  Mutual Fund Market                  18
  Institutional Clients               18
  Bank Marketing                      18
  Broker/Dealers and Bank Broker/Dealer
   Subsidiaries                       18

Appendix                              19



<PAGE>



                       GENERAL INFORMATION ABOUT THE FUND

The Fund is a portfolio of Municipal Securities Income Trust (the "Trust"). The
Trust was established as a Massachusetts business trust under a Declaration of
Trust dated August 6, 1990. On February 26, 1996 (effective date March 31,
1996), the Board of Trustees ("Trustees") approved changing the name of the Fund
from Ohio Municipal Income Fund to Federated Ohio Municipal Income Fund and also
approved changing the name of the Fund's presently offered shares from Fortress
Shares to Class F Shares ("Shares").


                        INVESTMENT OBJECTIVE AND POLICIES

The Fund's investment objective is to provide current income exempt from federal
regular income and the personal income taxes imposed by the state of Ohio and
Ohio municipalities. The investment objective cannot be changed without approval
of shareholders.

Acceptable Investments
The Fund invests primarily in Ohio municipal securities.

Characteristics
     The Ohio municipal securities in which the Fund invests have the
  characteristics set forth in the prospectus. If a rated bond loses its rating
  or has its rating reduced after the Fund has purchased it, the Fund is not
  required to drop the bond from the portfolio, but will consider doing so. If
  ratings made by Moody's Investors Service, Inc. ("Moody's"), Standard & Poor's
  ("S&P") or Fitch IBCA, Inc. ("Fitch") change because of changes in those
  organizations or in their rating systems, the Fund will try to use comparable
  ratings as standards in accordance with the investment policies described in
  the Fund's prospectus.    

Types of Acceptable Investments
  Examples of Ohio municipal securities are: governmental lease certificates of
  participation issued by state or municipal authorities where payment is
  secured by installment payments for equipment, buildings, or other facilities
  being leased by the state or municipality. Government lease certificates
  purchased by the Fund will not contain non-appropriation clauses; municipal
  notes and tax-exempt commercial paper; serial bonds; tax anticipation notes
  sold to finance working capital needs of municipalities; bond anticipation
  notes sold in anticipation of the issuance of long-term bonds; pre-refunded
  municipal bonds whose timely payment of interest and principal is ensured by
  an escrow of U.S. government obligations; and general obligation bonds.

Participation Interests
  The financial institutions from which the Fund purchases participation
  interests frequently provide or secure from another financial institution
  irrevocable letters of credit or guarantees and give the Fund the right to
  demand payment of the principal amounts of the participation interests plus
  accrued interest on short notice (usually within seven days).

Variable Rate Municipal Securities
  Variable interest rates generally reduce changes in the market value of
  municipal securities from their original purchase prices. Accordingly, as
  interest rates decrease or increase, the potential for capital appreciation or
  depreciation is less for variable rate municipal securities than for fixed
  income obligations. Many municipal securities with variable interest rates
  purchased by the Fund are subject to repayment of principal (usually within
  seven days) on the Fund's demand. The terms of these variable rate demand
  instruments require payment of principal and accrued interest from the issuer
  of the municipal obligations, the issuer of the participation interests, or a
  guarantor of either issuer.

Municipal Leases
  The Fund may purchase municipal securities in the form of participation
  interests which represent undivided proportional interests in lease payments
  by a governmental or non-profit entity. The lease payments and other rights
  under the lease provide for and secure the payments on the certificates. Lease
  obligations may be limited by municipal charter or the nature of the
  appropriation for the lease. In particular, lease obligations may be subject
  to periodic appropriation. If the entity does not appropriate funds for future
  lease payments, the entity cannot be compelled to make such payments.
  Furthermore, a lease may provide that the certificate trustee cannot
  accelerate lease obligations upon default. The trustee would only be able to
  enforce lease payments as they became due. In the event of a default or
  failure of appropriation, it is unlikely that the trustee would be able to
  obtain an acceptable substitute source of payment. In determining the
  liquidity of municipal lease securities, the investment adviser, under the
  authority delegated by the Trustees, will base its determination on the
  following factors:

o whether the lease can be terminated by the lessee:

   the potential recovery, if any, from a sale of the leased property upon
termination of the lease;

o the lessee's general credit strength (e.g., its debt, administrative,
 economic and financial characteristics and prospects);

o the likelihood that the lessee will discontinue appropriating funding for the
  leased property because the property is no longer deemed essential to its
  operations (e.g., the potential for an "event of non-appropriation"); and

o any credit enhancement or legal recourse provided upon an event of
non-appropriation or other termination of the lease.

When-Issued and Delayed Delivery Transactions
These transactions are made to secure what is considered to be an advantageous
price or yield for the Fund. No fees or other expenses, other than normal
transaction costs, are incurred. However, liquid assets of the Fund sufficient
to make payment for the securities to be purchased are segregated on the Fund's
records at the trade date. These assets are marked to market daily and are
maintained until the transaction has been settled. The Fund does not intend to
engage in when-issued and delayed delivery transactions to an extent that would
cause the segregation of more than 20% of the total value of its assets.

Futures Transactions
A futures contract is a firm commitment by two parties: the seller who agrees to
make delivery of the specific type of security called for in the contract
("going short") and the buyer who agrees to take delivery of the security
("going long") at a certain time in the future. In the fixed income securities
market, price moves inversely to interest rates. A rise in rates means a drop in
price. Conversely, a drop in rates means a rise in price. In order to hedge its
holdings of fixed income securities against a rise in market interest rates, the
Fund could enter into contracts to deliver securities at a predetermined price
(i.e., "go short") to protect itself against the possibility that the prices of
its fixed income securities may decline during the Fund's anticipated holding
period. The Fund would agree to purchase securities in the future at a
predetermined price (i.e., "go long") to hedge against a decline in market
interest rates.

"Margin" in Futures Transactions
  Unlike the purchase or sale of a security, the Fund does not pay or receive
  money upon the purchase or sale of a futures contract. Rather, the Fund is
  required to deposit an amount of "initial margin" in municipal securities,
  cash or cash equivalents with its custodian (or the broker, if legally
  permitted). The nature of initial margin in futures transactions is different
  from that of margin in securities transactions in that futures contract
  initial margin does not involve the borrowing of funds by the Fund to finance
  the transactions. Initial margin is in the nature of a performance bond or
  good faith deposit on the contract which is returned to the Fund upon
  termination of the futures contract, assuming all contractual obligations have
  been satisfied.

  A futures contract held by the Fund is valued daily at the official settlement
  price of the exchange on which it is traded. Each day the Fund pays or
  receives cash, called "variation margin," equal to the daily change in value
  of the futures contract. This process is known as "marking to market."
  Variation margin does not represent a borrowing or loan by the Fund but is
  instead settlement between the Fund and the broker of the amount one would owe
  the other if the futures contract expired. In computing its daily net asset
  value ("NAV"), the Fund will mark-to-market its open futures positions.

   Investing in Securities of Other Investment Companies
The Fund may invest in the securities of affiliated money market funds as an
efficient means of managing the Fund's uninvested cash.    

Temporary Investments
The Fund may also invest in temporary investments during times of unusual market
conditions for defensive purposes.

Repurchase Agreements
  Repurchase agreements are arrangements in which banks, broker/dealers, and
  other recognized financial institutions sell U.S. government securities or
  certificates of deposit to the Fund and agree at the time of sale to
  repurchase them at a mutually agreed upon time and price within one year from
  the date of acquisition. The Fund or its custodian will take possession of the
  securities subject to repurchase agreements. To the extent that the original
  seller does not repurchase the securities from the Fund, the Fund could
  receive less than the repurchase price on any sale of such securities. In the
  event that such a defaulting seller filed for bankruptcy or became insolvent,
  disposition of such securities by the Fund might be delayed pending court
  action. The Fund believes that under the regular procedures normally in effect
  for custody of the Fund's portfolio securities subject to repurchase
  agreements, a court of competent jurisdiction would rule in favor of the Fund
  and allow retention or disposition of such securities. The Fund may only enter
  into repurchase agreements with banks and other recognized financial
  institutions such as broker/dealers which are found by the Fund's investment
  adviser to be creditworthy pursuant to guidelines established by the Trustees.

From time to time, such as when suitable Ohio municipal bonds are not available,
the Fund may invest a portion of its assets in cash. Any portion of the Fund's
assets maintained in cash will reduce the amount of assets in Ohio municipal
bonds and thereby reduce the Fund's yield.

Reverse Repurchase Agreements
  The Fund may also enter into reverse repurchase agreements. This transaction
  is similar to borrowing cash. In a reverse repurchase agreement the Fund
  transfers possession of a portfolio instrument to another person, such as a
  financial institution, broker, or dealer, in return for a percentage of the
  instrument's market value in cash, and agrees that on a stipulated date in the
  future the Fund will repurchase the portfolio instrument by remitting the
  original consideration plus interest at an agreed upon rate. The use of
  reverse repurchase agreements may enable the Fund to avoid selling portfolio
  instruments at a time when a sale may be deemed to be disadvantageous, but the
  ability to enter into reverse repurchase agreements does not ensure that the
  Fund will be able to avoid selling portfolio instruments at a disadvantageous
  time.

  When effecting reverse repurchase agreements, liquid assets of the Fund, in a
  dollar amount sufficient to make payment for the obligations to be purchased,
  are segregated on the Fund's records at the trade date. These assets are
  marked to market daily and are maintained until the transaction is settled.

Portfolio Turnover
The Fund may trade or dispose of portfolio securities as considered necessary to
meet its investment objective. It is not anticipated that the portfolio trading
engaged in by the Fund will result in its annual portfolio turnover rate
exceeding 100%. For the fiscal years ended August 31, 1997 and 1996, the
portfolio turnover rates were 38% and 11%, respectively.



<PAGE>


Investment Limitations
Selling Short and Buying on Margin
  The Fund will not sell any securities short or purchase any securities on
  margin but may obtain such short-term credits as may be necessary for
  clearance of purchases and sales of securities.

Issuing Senior Securities and Borrowing Money
  The Fund will not issue senior securities except that the Fund may borrow
  money and engage in reverse repurchase agreements in amounts up to one-third
  of the value of its total assets, including the amounts borrowed.

  The Fund will not borrow money or engage in reverse repurchase agreements for
  investment leverage, but rather as a temporary, extraordinary, or emergency
  measure or to facilitate management of the portfolio by enabling the Fund to
  meet redemption requests when the liquidation of portfolio securities is
  deemed to be inconvenient or disadvantageous. The Fund will not purchase any
  securities while borrowings in excess of 5% of its total assets are
  outstanding. During the period any reverse repurchase agreements are
  outstanding, but only to the extent necessary to assure completion of the
  reverse repurchase agreements, the Fund will restrict the purchase of
  portfolio instruments to money market instruments maturing on or before the
  expiration date of the reverse repurchase agreements.

Pledging Assets
  The Fund will not mortgage, pledge, or hypothecate its assets except to secure
  permitted borrowings. In those cases, it may mortgage, pledge, or hypothecate
  assets having a market value not exceeding 10% of the value of its total
  assets at the time of the pledge.

Underwriting
  The Fund will not underwrite any issue of securities except as it may be
  deemed to be an underwriter under the Securities Act of 1933 in connection
  with the sale of securities in accordance with its investment objective,
  policies, and limitations.

Investing in Real Estate
  The Fund will not buy or sell real estate although it may invest in municipal
bonds secured by real estate or interests in real estate.

Investing in Commodities
  The Fund will not buy or sell commodities, commodity contracts, or commodities
futures contracts.

Investing in Restricted Securities
  The Fund will not invest more than 10% of the value of its net assets in
  securities subject to restrictions on resale under the Securities Act of 1933.

Lending Cash or Securities
  The Fund will not lend any of its assets except that it may acquire publicly
  or non-publicly issued municipal bonds or temporary investments or enter into
  repurchase agreements in accordance with its investment objective, policies,
  and limitations or its Declaration of Trust.

Dealing in Puts and Calls
  The Fund will not buy or sell puts, calls, straddles, spreads, or any
combination of these.

Concentration of Investments
  The Fund will not purchase securities if, as a result of such purchase, 25% or
  more of the value of its total assets would be invested in any one industry or
  in industrial development bonds or other securities, the interest upon which
  is paid from revenues of similar types of projects. However, the Fund may
  invest as temporary investments more than 25% of the value of its assets in
  cash or cash items, securities issued or guaranteed by the U.S. government,
  its agencies or instrumentalities, or instruments secured by these money
  market instruments, such as repurchase agreements.

   The above investment limitations cannot be changed without shareholder
   approval. The following limitation, however, may be changed by the Trustees
   without shareholder approval. Shareholders will be notified before any
   material change in these limitations becomes effective.

       Investing in Illiquid Securities
  The Fund will not invest more than 15% of its net assets in illiquid
  obligations, including repurchase agreements providing for settlement in more
  than seven days after notice, and certain restricted securities.

    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 restrictions.

    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 ("bank cash items") at the time
    of investment to be included in "cash items." However, the Fund does not
    intend to exceed its concentration limitation with respect to bank cash
    items.

Ohio Investment Risks
The economy of the state of Ohio is reliant in part on durable goods
manufacturing, largely concentrated in motor vehicles and equipment, steel,
rubber products and household appliances. During the past decade, competition in
various industries in the state of Ohio has changed from being domestic to
international in nature. In addition, these industries may be characterized as
having excess capacity in particular product segments. The steel industry, in
particular, and the automobile industry, to a lesser extent, share these
characteristics. Because the state of Ohio and certain underlying municipalities
have large exposure to these industries and their respective aftermarkets,
trends in these industries may, over the long term, impact the demographic and
financial position of the state of Ohio and its municipalities. To the degree
that domestic manufacturers in industries to which Ohio municipalities have
exposure fail to make competitive adjustments, employment statistics and
disposable income of residents in Ohio may deteriorate, possibly leading to
population declines and erosion of municipality tax bases. Both the economic
trends above and the political climate in various municipalities may have
contributed to the decisions of various businesses and individuals to relocate
outside the state. A municipality's political climate, in particular, may affect
its own credit standing. For both the state of Ohio and underlying Ohio
municipalities, adjustment of credit ratings by the rating agencies may affect
the ability to issue securities and thereby affect the supply of obligations
meeting the quality standards for investment by the Fund. As a result of the
most recent recession, the state fully depleted the budget stabilization fund
that exceeded $300 million. The state acted promptly in addressing the fall in
revenue with an expansion of the sales tax and cuts in appropriations. As a
result of prudent financial management, the state restored the budget
stabilization fund in fiscal 1993. Strong performance in fiscal 1994, 1995, and
1996 resulted in reserve levels that were well above the levels of 1990. Ohio's
budget stabilization fund is now above $828 million. The state has relatively
modest debt outstanding as compared to its economic base. Economic restructuring
continues as the state's traditional manufacturing sectors are gradually
replaced by trade and service sectors. This transformation will reduce the
state's sensitivity to economic cycles. The state has established procedures for
municipal fiscal emergencies under which joint state/local commissions are
established to monitor the fiscal affairs of a financially troubled
municipality. When these procedures are invoked, the municipality must develop a
financial plan to eliminate deficits and cure any defaults. Since their adoption
in 1979, these procedures have been applied to approximately twenty-one cities
and villages, including the City of Cleveland; in sixteen of these communities,
the fiscal situation has been resolved and the procedures terminated. The
foregoing discussion only highlights some of the significant financial trends
and problems affecting the state of Ohio and underlying municipalities.




<PAGE>



                  MUNICIPAL SECURITIES INCOME TRUST MANAGEMENT

   Officers and Trustees are listed with their addresses, birthdates, present
positions with Municipal Securities Income Trust, and principal occupations.


John F. Donahue@*
Federated Investors Tower
Pittsburgh, PA
Birthdate:  July 28, 1924

Chairman and Trustee

     Chief Executive Officer and Director or Trustee of the Funds; Chairman and
Director, Federated Investors, Inc.; Chairman and Trustee, Federated Advisers,
Federated Management, and Federated Research; Chairman and Director, Federated
Research Corp. and Federated Global Research Corp.; Chairman, Passport Research,
Ltd. Mr. Donahue is the father of J. Christopher Donahue, Executive Vice
President and Trustee of the Company.


Thomas G. Bigley
15 Old Timber Trail
Pittsburgh, PA
Birthdate:  February 3, 1934

Trustee

Director or Trustee of the Funds; Director, Member of Executive Committee,
Children's Hospital of Pittsburgh; formerly, Senior Partner, Ernst & Young LLP;
Director, MED 3000 Group, Inc.; Director, Member of Executive Committee,
University of Pittsburgh.


John T. Conroy, Jr.
Wood/IPC Commercial Department
John R. Wood and Associates, Inc., Realtors
3255 Tamiami Trail North
Naples, FL
Birthdate:  June 23, 1937

Trustee

     Director or Trustee of the Funds; President, Investment Properties
Corporation; Senior Vice-President, John R. Wood and Associates, Inc., Realtors;
Partner or Trustee in private real estate ventures in Southwest Florida;
formerly, President, Naples Property Management, Inc. and Northgate Village
Development Corporation.

Nicholas P. Constantakis
175 Woodshire Drive
Pittsburgh, PA
Birthdate: September 3, 1939

Trustee

Director or Trustee of the Funds; formerly, Partner, Andersen Worldwide SC.




<PAGE>


William J. Copeland
One PNC Plaza - 23rd Floor
Pittsburgh, PA
Birthdate:  July 4, 1918

Trustee

Director or Trustee of the Funds; Director and Member of the Executive
Committee, Michael Baker, Inc.; formerly, Vice Chairman and Director, PNC Bank,
N.A., and PNC Bank Corp.; Director, Ryan Homes, Inc.; Director, United Refinery;
Chairman, Pittsburgh Foundation; Director, Forbes Fund; Chairman, Pittsburgh
Civic Light Opera.

J. Christopher Donahue *
Federated Investors Tower
Pittsburgh, PA
Birthdate:  April 11, 1949

Executive Vice President and Trustee

     President or Executive Vice President of the Funds; President and Director,
Federated Investors, Inc.; President and Trustee, Federated Advisers, Federated
Management, and Federated Research; President and Director, Federated Research
Corp. and Federated Global Research Corp.; President, Passport Research, Ltd.;
Trustee, Federated Shareholder Services Company, and Federated Shareholder
Services; Director, Federated Services Company; Director or Trustee of some of
the Funds. Mr. Donahue is the son of John F. Donahue, Chairman and Trustee of
the Company.


James E. Dowd, Esq.
571 Hayward Mill Road
Concord, MA
Birthdate:  May 18, 1922

Trustee

Director or Trustee of the Funds; Attorney-at-law; Director, The Emerging
Germany Fund, Inc.; formerly, President, Boston Stock Exchange, Inc.; Regional
Administrator, United States Securities and Exchange Commission.


Lawrence D. Ellis, M.D.*
3471 Fifth Avenue, Suite 1111
Pittsburgh, PA
Birthdate:  October 11, 1932

Trustee

Director or Trustee of the Funds; Professor of Medicine, University of
Pittsburgh; Medical Director, University of Pittsburgh Medical Center Downtown;
Hematologist, Oncologist, and Internist, Presbyterian and Montefiore Hospitals;
formerly, Member, National Board of Trustees, Leukemia Society of America.




<PAGE>



Edward L. Flaherty, Jr., Esq.@
Miller, Ament, Henny & Kochuba
205 Ross Street
Pittsburgh, PA
Birthdate:  June 18, 1924

Trustee

Director or Trustee of the Funds; Attorney Of Counsel, Miller, Ament, Henny &
Kochuba; Director, Eat'N Park Restaurants, Inc.; formerly, Counsel, Horizon
Financial, F.A., Western Region; Partner, Meyer and Flaherty.

Peter E. Madden
One Royal Palm Way
100 Royal Palm Way
Palm Beach, FL
Birthdate:  March 16, 1942

Trustee

Director or Trustee of the Funds; formerly, Representative, Commonwealth of
Massachusetts General Court; President, State Street Bank and Trust Company and
State Street Corporation; Director, VISA USA and VISA International; Chairman
and Director, Massachusetts Banker Association; Director, Depository Trust
Corporation.


John E. Murray, Jr., J.D., S.J.D.
President, Duquesne University
Pittsburgh, PA
Birthdate:  December 20, 1932

Trustee

Director or Trustee of the Funds; President, Law Professor, Duquesne University;
Consulting Partner, Mollica & Murray; formerly, Dean and Professor of Law,
University of Pittsburgh School of Law; Dean and Professor of Law, Villanova
University School of Law.




<PAGE>



Wesley W. Posvar
1202 Cathedral of Learning
University of Pittsburgh
Pittsburgh, PA
Birthdate:  September 14, 1925

Trustee

Director or Trustee of the Funds; President, World Society of Ekistics, Athens;
Professor, International Politics; Management Consultant; Trustee, Carnegie
Endowment for International Peace, RAND Corporation, Online Computer Library
Center, Inc., National Defense University and U.S. Space Foundation; President
Emeritus, University of Pittsburgh; Founding Chairman, National Advisory Council
for Environmental Policy and Technology, Federal Emergency Management Advisory
Board and Czech Management Center, Prague; formerly, Professor, United States
Military Academy; Professor, United States Air Force Academy.


Marjorie P. Smuts
4905 Bayard Street
Pittsburgh, PA
Birthdate:  June 21, 1935

Trustee

Director or Trustee of the Funds; Public relations/Marketing/Conference
Planning; formerly, National Spokesperson, Aluminum Company of America; business
owner.

Richard B. Fisher
Federated Investors Tower
Pittsburgh, PA
Birthdate:  May 17, 1923

President

President or Vice President of some of the Funds; Director or Trustee of some of
the Funds; Executive Vice President , Federated Investors, Inc.; Chairman and
Director, Federated Securities Corp.


Edward C. Gonzales
Federated Investors Tower
Pittsburgh, PA
Birthdate:  October 22, 1930

Executive Vice President

Trustee or Director of some of the Funds; President, Executive Vice President
and Treasurer of some of the Funds; Vice Chairman, Federated Investors, Inc.;
Vice President, Federated Advisers, Federated Management, Federated Research,
Federated Research Corp., Federated Global Research Corp. and Passport Research,
Ltd.; Executive Vice President and Director, Federated Securities Corp.;
Trustee, Federated Shareholder Services Company.




<PAGE>



John W. McGonigle
Federated Investors Tower
Pittsburgh, PA
Birthdate:  October 26, 1938

Executive Vice President , Secretary and Treasurer

Executive Vice President and Secretary of the Funds; Treasurer of some of the
Funds; Executive Vice President, Secretary, and Director, Federated Investors,
Inc.; Trustee, Federated Advisers, Federated Management, and Federated Research;
Director, Federated Research Corp. and Federated Global Research Corp.; Trustee,
Federated Shareholder Services Company; Director, Federated Services Company;
President and Trustee, Federated Shareholder Services; Director, Federated
Securities Corp.


*    This Trustee is deemed to be an "interested person" as defined in the
     Investment Company Act of 1940.

@    Member of the Executive Committee. The Executive Committee of the Board of
     Trustees handles the responsibilities of the Board between meetings of the
     Board.

    

As used in the table above, "The Funds" and "Funds" mean the following
investment companies: 111 Corcoran Funds; Arrow Funds; Automated Government
Money Trust; Blanchard Funds; Blanchard Precious Metals Fund, Inc.; Cash Trust
Series II; Cash Trust Series, Inc.; DG Investor Series; 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 Government Trust; Federated High Income Bond Fund, Inc.;
Federated High Yield Trust; Federated Income Securities Trust; Federated Income
Trust; Federated Index Trust; Federated Institutional Trust; Federated Insurance
Series; Federated Investment Portfolios; Federated Investment Trust; Federated
Master Trust; Federated Municipal Opportunities Fund, Inc.; Federated Municipal
Securities Fund, Inc.; Federated Municipal Trust; Federated Short-Term Municipal
Trust; Federated Short-Term U.S. Government Trust; Federated Stock and Bond
Fund, Inc.; Federated Stock Trust; Federated Tax-Free Trust; Federated Total
Return Series, Inc.; Federated U.S. Government Bond Fund; Federated U.S.
Government Securities Fund: 1-3 Years; Federated U.S. Government Securities
Fund: 2-5 Years; Federated U.S. Government Securities Fund: 5-10 Years;
Federated Utility Fund, Inc.; First Priority Funds; Fixed Income Securities,
Inc.; High Yield Cash Trust; Intermediate Municipal Trust; International Series,
Inc.; Investment Series Funds, Inc.; Investment Series Trust; Liberty Term
Trust, Inc. - 1999; Liberty U.S. Government Money Market Trust; Liquid Cash
Trust; Managed Series Trust; Money Market Management, Inc.; Money Market
Obligations Trust; Money Market Obligations Trust II; Money Market Trust;
Municipal Securities Income Trust; Newpoint Funds; RIMCO Monument Funds;
Targeted Duration Trust; Tax-Free Instruments Trust; The Planters Funds; The
Virtus Funds; Trust for Financial Institutions; Trust for Government Cash
Reserves; Trust for Short-Term U.S. Government Securities; Trust for U.S.
Treasury Obligations; WesMark Funds; and World Investment Series, Inc.



<PAGE>


Fund Ownership
Officers and Trustees own less than 1% of the outstanding Shares.

   As of August 7, 1998, the following shareholder of record owned 5% or more of
the outstanding Shares of the Fund: Parcol & Co., c/o SEI Trust Company, Oaks,
Pennsylvania, owned approximately 478,741 Shares (7.11%) and Merrill Lynch
Pierce Fenner & Smith (as record owner holding Shares for its clients),
Jacksonville, Florida, owned approximately 2,026,365 Shares (30.07%).    



<PAGE>
<TABLE>
<CAPTION>


   Trustees Compensation
       AGGREGATE
NAME,  COMPENSATION
POSITION WITH              FROM             TOTAL COMPENSATION PAID
Trust  TRUST*#      FROM FUND COMPLEX


<S>                 <C>                 <C>
John F. Donahue           $ -0-         $ -0- for the Trust and
Trustee and Chairman                    56 other investment companies in the Fund Complex

Thomas G. Bigley        $1,217          $111,222 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

John T. Conroy          $1,341          $122,362 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

Nicholas P. Constantakis++$_____        $0 for the Trust and
Trustee                                 36 other investment companies in the Fund Complex

William J. Copeland     $1,341          $122,362 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

J. Christopher Donahue    $ -0-         $ -0- for the Trust and
Trustee and Executive                   18 other investment companies in the Fund Complex
Vice President

James E. Dowd           $1,341          $122,362 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

Lawrence D. Ellis, M.D. $1,217          $111,222 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

Edward L. Flaherty, Jr. $1,341          $122,362 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

Peter E. Madden         $1,217          $111,222 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

John E. Murray, Jr.     $1,217          $111,222 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

Wesley W. Posvar        $1,217          $111,222 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

Marjorie P. Smuts       $1,217          $111,222 for the Trust and
      Trustee 56 other investment companies in the Fund Complex * Information is
furnished for the fiscal year ended August 31, 1998.

# The aggregate compensation is provided for the Trust which is comprised of
five portfolios.

   The information is provided for the last calendar year.

++ Mr. Constantakis became a member of the Board of Trustees on February 23,
 1998. He did not earn any fees for serving the Fund Complex since these
fees are reported as of the end of the last calendar year.    


</TABLE>


Trustee Liability
The Trust's Declaration of Trust provides that the Trustees will not be liable
for errors of judgment or mistakes of fact or law. However, they are not
protected against any liability to which they would otherwise be subject by
reason of willful misfeasance, bad faith, gross negligence, or reckless
disregard of the duties involved in the conduct of their office.


                          INVESTMENT ADVISORY SERVICES

Adviser to the Fund

        The Fund's investment adviser is Federated Advisers (the "Adviser"). It
is a subsidiary of Federated Investors, Inc. All the voting securities of
Federated Investors are owned by a trust, the trustees of which are John F.
Donahue, his wife, and his son, J. Christopher Donahue.     

The Adviser shall not be liable to the Trust, the Fund or any shareholder of the
Fund 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.

Advisory Fees
For its advisory services, the Adviser receives an annual investment advisory
fee as described in the prospectus. For the fiscal years ended August 31, 1997,
1996, and 1995, the Adviser earned $277,606, $285,381, and $291,144,
respectively, of which $230,268, $233,662, and $256,279, were voluntarily
waived.


                                 OTHER SERVICES

Fund Administration
   Federated Services Company, a subsidiary of Federated Investors, Inc.,
provides administrative personnel and services to the Fund for a fee as
described in the prospectus. From March 1, 1994, to March 1, 1996, Federated
Administrative Services served as the Fund's Administrator. For purposes of this
Statement of Additional Information, Federated Services Company and Federated
Administrative Services may hereinafter collectively be referred to as the
"Administrators." For the fiscal years ended August 31, 1997, 1996, and 1995,
the Administrators collectively earned $125,000, $125,000, and $125,000,
respectively.     

Custodian and Portfolio Accountant
State Street Bank and Trust Company ("State Street Bank"), Boston, MA, is
custodian for the securities and cash of the Fund. Federated Services Company,
Pittsburgh, PA, provides certain accounting and recordkeeping services with
respect to the Fund's portfolio investments. The fee paid for this service is
based upon the level of the Fund's average net assets for the period plus
out-of-pocket expenses.

Transfer Agent
Federated Services Company, through it registered transfer agent, Federated
Shareholder Services Company, maintains all necessary shareholder records. For
its services, the transfer agent receives a fee based on the size, type and
number of accounts and transactions made by shareholders.

Independent Auditors
The independent auditors for the Fund are Deloitte & Touche LLP, Pittsburgh, PA.


                             BROKERAGE TRANSACTIONS

When selecting brokers and dealers to handle the purchase and sale of portfolio
instruments, the Adviser looks for prompt execution of the order at a favorable
price. In working with dealers, the Adviser will generally use those who are
recognized dealers in specific portfolio instruments, except when a better price
and execution of the order can be obtained elsewhere. The Adviser makes
decisions on portfolio transactions and selects brokers and dealers subject to
review by the Trustees. The Adviser may select brokers and dealers who offer
brokerage and research services. These services may be furnished directly to the
Fund or to the Adviser and 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 provided by brokers and dealers may be used by the
Adviser or by its affiliates in advising the Fund and other accounts. To the
extent that receipt of these services may supplant services for which the
Adviser or its affiliates might otherwise have paid, it would tend to reduce
their expenses. The Adviser and its affiliates exercise reasonable business
judgment in selecting 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. During the fiscal years ended August
31, 1997, 1996, and 1995, the Fund paid no brokerage commissions. Although
investment decisions for the Fund are made independently from those of the other
accounts managed by the Adviser, investments of the type the Fund may make may
also be made by those other accounts. When the Fund and one or more other
accounts managed by the Adviser are prepared to invest in, or desire to dispose
of, the same security, available investments or opportunities for sales will be
allocated in a manner believed by the Adviser to be equitable to each. In some
cases, this procedure may adversely affect the price paid or received by the
Fund or the size of the position obtained or disposed of by the Fund. In other
cases, however, it is believed that coordination and the ability to participate
in volume transactions will be to the benefit of the Fund.


                                PURCHASING SHARES

   Except under certain circumstances described in the prospectus, Shares are
sold at their NAV plus a sales charge on days the New York Stock Exchange is
open for business. The procedure for purchasing Shares is explained in the
prospectus under "Investing in the Fund" and "Purchasing Shares." For further
information on any of the programs listed below, please contact your financial
intermediary or Federated Securities Corp.

Quantity Discounts and Accumulated Purchases
As described in the prospectus, larger purchases of the same Share class reduce
or eliminate the sales charge paid.. For example, the Fund will combine all
Class F Share purchases made on the same day by the investor, the investor's
spouse, and the investor's children under age 21 when it calculates the sales
charge. In addition, the sales charge, if applicable, is reduced for purchases
made at one time by a trustee or fiduciary for a single trust estate or a single
fiduciary account.    

If an additional purchase of Shares is made, the Fund will consider the previous
purchases still invested in the Fund. For example, if a shareholder already owns
Shares having a current value at the public offering price of $900,000 and
purchases $100,000 more at the current public offering price, there will be no
sales charge on the additional purchase.

   In addition, the Fund will also combine purchases for the purpose of reducing
the contingent deferred sales charge imposed on Share redemptions. For example,
if a shareholder already owns Class F Shares having current value at the public
offering price of $1 million and he purchases an additional $1 million at the
current public offering price, the applicable contingent deferred sales charge
would be reduced to 0.50% of those additional Class F Shares.

To receive the sales charge reduction, Federated Securities Corp. must be
notified by the shareholder in writing or by his financial intermediary at the
time the purchase is made that Class F Shares are already owned or that
purchases are being combined. The Fund will eliminate the sales charge after it
confirms the purchases.

Concurrent Purchases
Shareholders have the privilege of combining concurrent purchases of the same
Share class of two or more funds in the Federated Complex in calculating the
applicable sales charge.

To receive this sales charge reduction or elimination, Federated Securities
Corp. must be notified by the shareholder in writing or by his financial
intermediary at the time the concurrent purchases are made. The Fund will reduce
or eliminate the sales charge after it confirms the purchases.

Letter of Intent
A shareholder can sign a letter of intent committing to purchase a certain
amount of the same Share class within a 13-month period in order to combine such
purchases in calculating the applicable sales charge. The Fund's custodian will
hold Shares in escrow equal to the maximum applicable sales charge. If the
shareholder completes the commitment, the escrowed Shares will be released to
their account. If the commitment is not completed within 13 months, the
custodian will redeem an appropriate number of escrowed Shares to pay for the
applicable sales charge.

The letter of intent for Class F Shares also includes a provision for reductions
in the contingent deferred sales charge and holding period depending on the
amount actually purchased within the 13-month period.

While this letter of intent will not obligate the shareholder to purchase Class
F Shares, each purchase during the period will be at the sales charge applicable
to the total amount intended to be purchased. At the time a letter of intent is
established, current balances in accounts in any Class F Shares of any Federated
Funds, excluding money market accounts, will be aggregated to provide a purchase
credit towards fulfillment of the letter of intent. The letter may be dated as
of a prior date to include any purchase made within the past 90 days. Prior
trade prices will not be adjusted.

Reinvestment Privilege
The reinvestment privilege is available for all Shares of the Fund within the
same Share class.

Class F shareholders who redeem from the Fund may reinvest the redemption
proceeds back into the same Share class at the next determined net asset value
without any sales charge. The original Shares must have been subject to a sales
charge and the reinvestment must be within 120 days.

Similarly, Class F shareholders who redeem may reinvest their redemption
proceeds in the same Share class within 120 days. Shareholders would not be
entitled to a reimbursement of the contingent deferred sales charge if paid at
the time of redemption on any Share class. However, reinvested Shares would not
be subject to a contingent deferred sales charge, if otherwise applicable, upon
later redemption.

     In addition, if Shares were reinvested through a financial intermediary,
the financial intermediary would not be entitled to an advanced payment from
Federated Securities Corp. on the reinvested Shares, if otherwise applicable.
Federated Securities Corp. must be notified by the shareholder in writing or by
his financial intermediary of the reinvestment in order to eliminate a sales
charge or a contingent deferred sales charge. If the shareholder redeems Shares
in the Fund, there may be tax consequences.    



Purchases by Sales Representatives, Fund Trustees, and Employees
   The following individuals and their immediate family members may buy Class F
Shares at net asset value without a sales charge:

   o Trustees, employees, and sales representatives of the Fund, Federated
   Advisers, and Federated Securities Corp. and its affiliates; o any associated
   person of an investment dealer who has a sales agreement with Federated
   Securities Corp.; and o trusts, pensions, or profit-sharing plans for these
   individuals.    
These sales are made with the purchaser's written assurance that the purchase is
for investment purposes and that the securities will not be resold except
through redemption by the Fund.


                           DETERMINING NET ASSET VALUE

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

Net asset value is not determined on (i) days on which there are not sufficient
changes in the value of the Fund's portfolio securities that its net asset value
might be materially affected; (ii) days during which no Shares are tendered for
redemption and no orders to purchase Shares are received; or (iii) the following
holidays: New Year's Day, Martin Luther King Day, President's Day, Good Friday,
Memorial Day, Independence Day, Labor Day, Thanksgiving Day, and Christmas Day.

Valuing Municipal Bonds
The Trustees use an independent pricing service to determine the market value of
municipal bonds. The independent pricing service takes into consideration yield,
stability, risk, quality, coupon rate, maturity, type of issue, trading
characteristics, special circumstances of a security or trading market, and any
other factors or market data it considers relevant in determining valuations for
normal institutional size trading units of debt securities, and does not rely
exclusively on quoted prices.

Use of Amortized Cost
The Trustees have decided that the fair value of debt securities authorized to
be purchased by the Fund with remaining maturities of 60 days or less at the
time of purchase, shall be their amortized cost value, unless the particular
circumstances of the security indicate otherwise. Under this method, portfolio
instruments and assets are valued at the acquisition cost as adjusted for
amortization of premium or accumulation of discount rather than at current
market value. The Executive Committee continually assesses this method of
valuation and recommends changes where necessary to assure that the Fund's
portfolio instruments are valued at their fair value as determined in good faith
by the Trustees.


                                REDEEMING SHARES

The Fund redeems Shares at the next computed NAV after the Fund receives the
redemption request. Shareholder redemptions may be subject to a contingent
deferred sales charge. Redemption procedures are explained in the prospectus
under "Redeeming and Exchanging Shares." Although the transfer agent does not
charge for telephone redemptions, it reserves the right to charge a fee for the
cost of wire- transferred redemptions of less than $5,000.

Redemption in Kind
   Although the Fund intends to redeem Shares in cash, it reserves the right
under certain circumstances to pay the redemption price in whole or in part by a
distribution of securities from the Fund's portfolio.

Redemption in kind will be made in conformity with applicable SEC rules, taking
such securities at the same value employed in determining net asset value and
selecting the securities in a manner the Directors determine to be fair and
equitable.

The Corporation has elected to be governed by Rule 18f-1 of the Investment
Company Act of 1940 under which the Corporation is obligated to redeem Shares
for any shareholder in cash up to the lesser of $250,000 or 1% of the Fund's net
asset value during any 90-day period.

Redemption in kind is not as liquid as a cash redemption. If redemption is made
in kind, shareholders receiving their securities and selling them before their
maturity could receive less than the redemption value of their securities and
could incur certain transaction costs.    



Contingent Deferred Sales Charge
   In computing the amount of the applicable Contingent Deferred Sales Charge,
redemptions are deemed to have occurred in the following order: (1) Shares
acquired through the reinvestment of dividends and long-term capital gains; and
(2) Shares held for more than four full years from the date of purchase on a
first-in, first-out basis.     

Massachusetts Partnership Law
Under certain circumstances, shareholders may be held personally liable as
partners under Massachusetts law for acts or obligations of the Trust on behalf
of the Fund. To protect shareholders of the Fund, the Trust has filed legal
documents with Massachusetts that expressly disclaim the liability of
shareholders of the Fund for such acts or obligations of the Trust. These
documents require notice of this disclaimer to be given in each agreement,
obligation, or instrument that the Trust or its Trustees enter into or sign on
behalf of the Fund.

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




<PAGE>



                                   TAX STATUS

The Fund's Tax Status
The Fund will pay no federal income tax because it expects to meet the
requirements of Subchapter M of the Internal Revenue Code of 1986, as amended,
applicable to regulated investment companies and to receive the special tax
treatment afforded to such companies. To qualify for this treatment, the Fund
must, among other requirements:

o derive at least 90% of its gross income from dividends, interest, and gains
from the sale of securities;
o invest in securities within certain statutory limits; and
o distribute to its shareholders at least 90% of its net income earned during
 the year.
Shareholders' Tax Status
Capital Gains
  Capital gains or losses may be realized by the Fund on the sale of portfolio
  securities and as a result of discounts from par value on securities held to
  maturity. Sales would generally be made because of:

o the availability of higher relative yields;

o differentials in market values;

o new investment opportunities;

o changes in creditworthiness of an issuer; or

o an attempt to preserve gains or limit losses.

Distributions of long-term capital gains are taxed as such, whether they are
taken in cash or reinvested, and regardless of the length of time the
shareholder has owned Shares. Any loss by a shareholder on Shares held for less
than six months and sold after a capital gains distribution will be treated as a
long-term capital loss to the extent of the capital gains distribution.


                                  TOTAL RETURN

The Fund's average annual total returns for the one-year and five-year periods
ended August 31, 1997, and for the period from October 12, 1990 (date of initial
public investment) to August 31, 1997, were 6.27%, 6.35%, and 7.64%,
respectively.

   The average annual total return for the Shares of the Fund 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 offering price 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 a
reinvestment of all dividends and distributions. Any applicable contingent
deferred sales charge will be deducted from the ending value of the investment
based on the lesser of the original purchase price or the offering price of
Shares redeemed.    




<PAGE>



                                                                        YIELD

The Fund's yield for the 30-day period ended August 31, 1997 was 4.46%.

   The yield for Shares of the Fund is determined by dividing the net investment
income per Share (as defined by the Securities and Exchange Commission) earned
by the Fund over a thirty-day period by the maximum offering price per Share of
Shares of the Fund on the last day of the period. This value is then annualized
using semi-annual compounding. This means that the amount of income generated
during the thirty day period is assumed to be generated each month over a
twelve-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 Securities and Exchange Commission and, therefore,
may not correlate to the dividends or other distributions paid to shareholders.

To the extent that financial institutions and broker/dealers charge fees in
connection with services provided in conjunction with an investment in the Fund,
the performance will be reduced for those shareholders paying those fees.    


                              TAX-EQUIVALENT YIELD

The Fund's tax-equivalent yield for the 30-day period ended August 31, 1997 was
6.19%.

   The tax-equivalent yield of the Fund is calculated similarly to the yield,
but is adjusted to reflect the taxable yield that either class would have had to
earn to equal its actual yield, assuming a 28% tax rate (the maximum effective
federal rate for individuals) and assuming that income is 100% tax-exempt.

Tax-Equivalency Table
The Fund may also use a tax-equivalency table in advertising and sales
literature. The interest earned by the municipal obligations in the Fund's
portfolio generally remains free from federal regular income tax* and is free
from the income taxes imposed by the state of Ohio. As the tables on the
following pages indicate, a "tax-free" investment is an attractive choice for
investors, particularly in times of narrow spreads between "tax-free" and
taxable yields.



<PAGE>


                        TAXABLE YIELD EQUIVALENT FOR 1998

                          STATE OF OHIO
      FEDERAL TAX BRACKET:

                  15.00%    28.00%       31.00%        36.00%        39.60%



      COMBINED FEDERAL AND STATE TAX BRACKET:

                  19.279%   32.933%      37.624%       43.201%       46.801%


      SINGLE          $1-  $25,351-     $61,401-      $128,101-       OVER

      RETURN      25,350    61,400       128,100       278,450      $278,450


TAX-EXEMPT

YIELD                         TAXABLE YIELD EQUIVALENT


        1.50%      1.86%     2.24%       2.40%         2.64%         2.82%

        2.00%      2.48%     2.98%       3.21%         3.522%        3.76%

        2.50%      3.10%     3.73%       4.01%         4.40%         4.70%

        3.00%      3.72%     4.47%       4.81%         5.28%         5.64%

        3.50%      4.34%     5.22%       5.61%         6.16%         6.58%

        4.00%      4.96%     5.96%       6.41%         7.04%         7.52%

        4.50%      5.57%     6.71%       7.21%         7.92%         8.46%

        5.00%      6.19%     7.46%       8.02%         8.80%         9.40%

        5.50%      6.81%     8.20%       8.82%         9.68%        10.34%

        6.00%      7.43%     8.95%       9.62%        10.56%        11.28%


      Note: The maximum marginal tax rate for each bracket was used in
      calculating the taxable yield equivalent. Furthermore, additional state
      and local taxes paid on comparable taxable investments were not used to
      increase federal deductions.


<PAGE>



                        TAXABLE YIELD EQUIVALENT FOR 1998
                          STATE OF OHIO
      FEDERAL TAX BRACKET:

                  15.00%    28.00%       31.00%        36.00%        39.60%



      COMBINED FEDERAL AND STATE TAX BRACKET:

                  19.279%   32.933%      37.624%       43.201%       46.801%


      JOINT           $1-  $25,351-     $61,401-      $128,101-       OVER

      RETURN      25,350    61,400       128,100       278,450      $278,450


TAX-EXEMPT

YIELD                         TAXABLE YIELD EQUIVALENT


        1.50%      1.87%     2.29%       2.40%         2.63%         2.81%

        2.00%      2.50%     3.05%       3.20%         3.51%         3.75%

        2.50%      3.12%     3.81%       4.00%         4.39%         4.68%

        3.00%      3.74%     4.58%       4.80%         5.26%         5.62%

        3.50%      4.37%     5.34%       5.59%         6.14%         6.55%

        4.00%      4.99%     6.10%       6.39%         7.02%         7.49%

        4.50%      5.61%     6.86%       7.19%         7.90%         8.43%

        5.00%      6.24%     7.63%       7.99%         8.77%         9.36%

        5.50%      6.86%     8.39%       8.79%         9.65%        10.30%

        6.00%      7.49%     9.15%       9.59%        10.53%        11.24%


      Note: The maximum marginal tax rate for each bracket was used in
      calculating the taxable yield equivalent. Furthermore, additional state
      and local taxes paid on comparable taxable investments were not used to
      increase federal deductions. These charts above are for illustrative
      purposes only. They are not indicators of past or future performance of
      Fund Shares.

      *Some portion of the Fund's income may be subject to the federal
      alternative minimum tax and state and local      income taxes.    


                             PERFORMANCE COMPARISONS

The performance of Shares depends upon such variables as:

o portfolio quality;
o average portfolio maturity;
o type of instruments in which the portfolio is invested; o changes in interest
rates and market value of portfolio securities; o changes in the Fund's
expenses; and o various other factors. The Fund's performance fluctuates on a
daily basis largely because net earnings and offering price per share fluctuate
daily. Both net earnings and offering price per share are factors in the
computation of yield and total return.

Investors may use financial publications and/or indices to obtain a more
complete view of the Fund's performance. When comparing performance, investors
should consider all relevant factors such as the composition of any 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:

o Lehman Brothers Revenue Bond Index is a total return performance benchmark for
the long-term, investment grade, revenue bond market. Returns and attributes for
the index are calculated semi-monthly. o 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 offering price over a
specific period of time. From time to time, the Fund will quote its Lipper
ranking in the "general municipal bond funds" category in advertising and sales
literature. o Morningstar, Inc., an independent rating service, is the publisher
of the bi-weekly Mutual Fund Values. Mutual Fund Values rates more than 1,000
NASDAQ-listed mutual funds of all types, according to their risk-adjusted
returns. The maximum rating is five stars, and ratings are effective for two
weeks. Advertisements and other sales literature for the Fund may quote total
returns which are calculated on non-standardized base periods. These total
returns represent the historic change in the value of an investment in shares
based on monthly reinvestment of dividends over a specified period of time.

Advertisements may quote performance information which does not reflect the
effect of the sales charge.

Advertising and other promotional literature may include charts, graphs and
other illustrations using the Fund's returns, or returns in general, that
demonstrate basic investment concepts such as tax-deferred compounding,
dollar-cost averaging and systematic investment. In addition, the Fund can
compare its performance, or performance for the types of securities in which it
invests, to a variety of other investments, such as bank savings accounts,
certificates of deposit, and Treasury bills.

Economic and Market Information
Advertising and sales literature for the Fund may include discussions of
economic, financial and political developments and their effect on the
securities market. Such discussions may take the form of commentary on these
developments by Fund portfolio managers and their views and analysis on how such
developments could affect the Funds. In addition, advertising and sales
literature may quote statistics and give general information about the mutual
fund industry, including the growth of the industry, from sources such as the
Investment Company Institute.


                          ABOUT FEDERATED INVESTORS, INC.

     Federated Investors, Inc. is dedicated to meeting investor needs which is
reflected in its investment decision making--structured, straightforward, and
consistent. This has resulted in a history of competitive performance with a
range of competitive investment products that have gained the confidence of
thousands of clients and their customers.     

The company's disciplined security selection process is firmly rooted in sound
methodologies backed by fundamental and technical research. Investment decisions
are made and executed by teams of portfolio managers, analysts, and traders
dedicated to specific market sectors. These traders handle trillions of dollars
in annual trading volume.

   In the municipal sector, as of December 31, 1997, Federated Investors, Inc.
managed 11 bond funds with approximately $2.1 billion in assets and 22 money
market funds with approximately $10.9 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.

     The Chief Investment Officers responsible for oversight of the various
sectors within Federated Investors, Inc. 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 $4.4 trillion to the more than 6,700 funds available.*

Federated Investors, Inc., through it subsidiaries, distributes mutual funds for
a variety of investment applications. Specific markets include:

     Institutional Clients Federated Investors, Inc. meets the needs of
approximately 900 institutional clients nationwide by managing and servicing
separate accounts and mutual funds for a variety of applications, 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 advisors. The marketing effort to theses institutional
clients is headed by John B. Fisher, President, Institutional Sales
Division.    

Bank Marketing
Other institutional clients include close relationships with 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 rankings 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, Federated Securities Corp.










*source:  Investment Company Institute


<PAGE>


       










Federated Michigan Intermediate Municipal Trust
(A Portfolio of Municipal Securities Income Trust)


Prospectus





The shares of Federated Michigan Intermediate Municipal Trust (the "Fund")
offered by this prospectus represent interests in a non-diversified portfolio of
securities which is one of a series of investment portfolios in Municipal
Securities Income Trust (the "Trust"), an open-end management investment company
(a mutual fund). The investment objective of the Fund is to provide current
income exempt from federal regular income tax and the personal income taxes
imposed by the state of Michigan and Michigan municipalities. The Fund invests
primarily in a portfolio of Michigan municipal securities.

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 by the
Federal Deposit Insurance Corporation, the Federal Reserve Board, or any other
government agency. Investment in these shares involves investment risks
including the possible loss of principal.

This prospectus contains the information you should read and know before you
invest in the Fund. Keep this prospectus for future reference.

   The Fund has also filed a Statement of Additional Information dated October
31, 1998, with the Securities and Exchange Commission ("SEC"). The information
contained in the Statement of Additional Information is incorporated by
reference into this prospectus. You may request a copy of the Statement of
Additional Information or a paper copy of this prospectus, if you have received
your prospectus electronically, free of charge by calling 1-800-341-7400. To
obtain other information, or make inquiries about the Fund, contact your
financial institution. The Statement of Additional Information, material
incorporated by reference into this document, and other information regarding
the Fund is maintained electronically with the SEC at Internet Web site
(http://www.sec.gov).    

THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION NOR HAS THE SECURITIES AND EXCHANGE COMMISSION PASSED UPON
THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY
IS A CRIMINAL OFFENSE.

   Prospectus dated October 31, 1998    



<PAGE>



                                TABLE OF CONTENTS


Financial Highlights.................  2

General Information..................  3
  Calling the Fund...................  3

Investment Information...............  3
  Investment Objective...............  3
  Investment Policies................  3
  Michigan Municipal Securities......  5
  Investment Risks...................  5
  Non-Diversification................  6
  Investment Limitations.............  6

Net Asset Value......................  6

Investing in the Fund................  6

Purchasing Shares....................  7
  Purchasing Shares through a Financial Intermediary        7
  Purchasing Shares by Wire..........  7
  Purchasing Shares by Check.........  7
  Systematic Investment Program......  7
  Reducing or Eliminating the Sales Charge            7

Redeeming and Exchanging Shares......  8
  Redeeming or Exchanging Shares Through
    a Financial Intermediary.........  8
  Redeeming or Exchanging Shares by Telephone         8
  Redeeming or Exchanging Shares by Mail        8
  Requirements for Redemption........  9
  Requirements for Exchange..........  9
  Systematic Withdrawal Program......  9

Account and Share Information........  9
  Confirmations and Account Statements    9
  Dividends and Distributions........  9
  Accounts with Low Balances.........  9

Trust Information....................  9
  Management of the Trust............  9
  Distribution of Shares............. 10
  Administration of the Fund......... 10

Shareholder Information.............. 11

Tax Information...................... 11

Federal Income Tax................... 11
  Michigan Taxes..................... 12
  State and Local Taxes.............. 12

Performance Information.............. 12

Financial Statements................. 13

Independent Auditors' Report......... 24


<PAGE>


SUMMARY OF FUND EXPENSES To be filed by Amendment.



<PAGE>


FINANCIAL HIGHLIGHTS To be filed by Amendment.



<PAGE>





                               GENERAL INFORMATION

The Trust was established as a Massachusetts business trust on August 6, 1990.
Shares of the Fund ("Shares") are designed for customers of financial
institutions such as banks, fiduciaries, investment advisers and broker/dealers
as a convenient means of accumulating an interest in a professionally managed,
non-diversified portfolio investing primarily in Michigan municipal securities.
The Fund is not likely to be a suitable investment for non-Michigan taxpayers or
retirement plans since Michigan municipal securities are not likely to produce
competitive after-tax yields for such persons and entities when compared to
other investments.

   The Fund's current net asset value and offering price may be found in the
mutual funds section of local newspapers under "Federated" and the appropriate
class designation listing.    

Calling the Fund Call the Fund at 1-800-341-7400.

   Year 2000 Statement
Like other mutual funds and business organizations worldwide, the Fund's service
providers (among them, the adviser, distributor, administrator and transfer
agent) must ensure that their computer systems are adjusted to properly process
and calculate date-related information from and after January 1, 2000. Many
software programs and, to a lesser extent, the computer hardware in use today
cannot distinguish the year 2000 from the year 1900. Such a design flaw could
have a negative impact in the handling of securities trades, pricing and
accounting services. The Fund and its service providers are actively working on
necessary changes to computer systems to deal with the year 2000 issue and
believe that systems will be year 2000 compliant when required. Analysis
continues regarding the financial impact of instituting a year 2000 compliant
program on the Fund's operations.    


                             INVESTMENT INFORMATION

Investment Objective
The investment objective of the Fund is to provide current income exempt from
federal regular income tax and the personal income taxes imposed by the state of
Michigan and Michigan municipalities. The investment objective cannot be changed
without approval of shareholders. While there is no assurance that the Fund will
achieve its investment objective, it endeavors to do so by following the
investment policies described in this prospectus.

Interest income of the Fund that is exempt from the income taxes described above
retains its exempt status when distributed to the Fund's shareholders. However,
income distributed by the Fund may not necessarily be exempt from state or
municipal taxes in states other than Michigan.

Investment Policies
The Fund pursues its investment objective by investing primarily in a portfolio
of Michigan municipal securities. Under normal market conditions, the
dollar-weighted average portfolio maturity of the Fund will be between three and
ten years, and the Fund's average-weight duration will be between three and
seven years. Unless indicated otherwise, the investment policies of the Fund may
be changed by the Board of Trustees ("Trustees") without approval of
shareholders. Shareholders will be notified before any material changes in these
policies become effective.

Acceptable Investments
The securities in which the Fund invests include:

n obligations issued by or on behalf of the state of Michigan, its political
 subdivisions, or agencies;

n debt obligations of any state, territory, or possession of the United States,
or any political subdivision of any of these; and

n participation interests, as described below, in any of the above obligations,
  the interest from which is, in the opinion of bond counsel for the issuers or
  in the opinion of officers of the Fund and/or the investment adviser to the
  Fund, exempt from both federal regular income tax and the personal income tax
  imposed by the state of Michigan.

The prices of fixed income securities fluctuate inversely to the direction of
interest rates.

Characteristics
   The Michigan municipal securities which the Fund buys are:

n rated within the four highest ratings for municipal securities by Moody's
  Investors Service, Inc. ("Moody's") (Aaa, Aa, A, or Baa) or by Standard &
  Poor's ("S&P") and Fitch IBCA, Inc. ("Fitch") (AAA, AA, A, or BBB)-securities
  rated "Baa" by Moody's or "BBB" by S&P or Fitch have speculative
  characteristics;

n guaranteed at the time of purchase by the U.S. government as to the payment
 of principal and interest;

n fully collateralized by an escrow of U.S. government securities or other
 securities acceptable to the Fund's investment adviser;

n  rated at the time of purchase within Moody's highest short-term municipal
   obligation rating (MIG1/VMIG1) or Moody's highest municipal commercial paper
   rating (PRIME-1), or S&P's highest municipal commercial paper rating (SP-1);
   or

n unrated if determined to be of equivalent quality to one of the foregoing
rating categories by the Fund's investment adviser.

Changes in economic or other circumstances are more likely to lead to weakened
capacity to make principal and interest payments than higher rated securities.



<PAGE>


Downgraded securities will be evaluated on a case by case basis by the
investment adviser. The investment adviser will determine whether or not the
security continues to be an acceptable investment. If not, the security will be
sold.    

A description of the ratings categories is contained in the Appendix to the
Statement of Additional Information.

Participation Interests
The Fund may purchase participation interests from financial institutions such
as commercial banks, savings associations, and insurance companies. These
participation interests give the Fund an undivided interest in Michigan
municipal securities. The financial institutions from which the Fund purchases
participation interests frequently provide or secure irrevocable letters of
credit or guarantees to assure that the participation interests are of high
quality. The Trustees will determine that participation interests meet the
prescribed quality standards for the Fund.

Variable Rate Municipal Securities
Some of the Michigan municipal securities which the Fund purchases may have
variable interest rates. Variable interest rates are ordinarily based on a
published interest rate, interest rate index, or a similar standard, such as the
91-day U.S. Treasury bill rate. Many variable rate municipal securities are
subject to payment of principal on demand by the Fund in not more than seven
days. All variable rate municipal securities will meet the quality standards for
the Fund. The Fund's investment adviser has been instructed by the Trustees to
monitor the pricing, quality, and liquidity of the variable rate municipal
securities, including participation interests held by the Fund on the basis of
published financial information and reports of the rating agencies and other
analytical services.

Municipal Leases
Municipal leases are obligations issued by state and local governments or
authorities to finance the acquisition of equipment and facilities and may be
considered to be illiquid. They may take the form of a lease, an installment
purchase contract, a conditional sales contract or a participation certificate
on any of the above. Lease obligations may be subject to periodic appropriation.
If the entity does not appropriate funds for future lease payments, the entity
cannot be compelled to make such payments. In the event of failure of
appropriation, unless the participation interests are credit enhanced, it is
unlikely that the participants would be able to obtain an acceptable substitute
source of payment.

Restricted Securities
As a matter of fundamental investment policy, the Fund may invest up to 10% of
its net assets in restricted securities. Restricted securities are any
securities in which the Fund may otherwise invest pursuant to its investment
objective and policies but which are subject to restriction upon resale under
federal securities laws. As a matter of fundamental investment policy, the Fund
will limit investments in illiquid securities, including certain restricted
securities not determined by the Trustees to be liquid, to 15% of its net
assets.

When-Issued and Delayed Delivery Transactions
The Fund may purchase securities on a when-issued or delayed delivery basis.
These transactions are arrangements in which the Fund purchases securities with
payment and delivery scheduled for a future time. The seller's failure to
complete these transactions may cause the Fund to miss a price or yield
considered to be advantageous. Settlement dates may be a month or more after
entering into these transactions, and the market values of the securities
purchased may vary from the purchase prices.

The Fund may dispose of a commitment prior to settlement if the adviser deems it
appropriate to do so. In addition, the Fund may enter into transactions to sell
its purchase commitments to third parties at current market values and
simultaneously acquire other commitments to purchase similar securities at later
dates. The Fund may realize short-term profits or losses upon the sale of such
commitments.

Inverse Floaters
The Fund may invest in securities known as "inverse floaters" which represent
interests in municipal securities. The Fund intends to purchase inverse floaters
to assist in duration management and to seek current income. These obligations
pay interest rates that vary inversely with changes in the interest rates of
specified short-term municipal securities or an index of short-term municipal
securities. The interest rates on inverse floaters will typically decline as
short-term market interest rates increase and increase as short-term market
rates decline. Inverse floaters will generally respond to changes in market
interest rates more rapidly than fixed-rate long-term securities (typically
twice as fast). As a result, the market values of inverse floaters will
generally be more volatile than the market values of fixed-rate municipal
securities. Typically, the portion of the portfolio invested in inverse floaters
will be subject to additional volatility.

Financial Futures
The Fund may purchase and sell interest rate and index financial futures
contracts. These financial futures contracts may be used to hedge all or a
portion of its portfolio against changes in the market value of portfolio
securities and interest rates, provide additional liquidity, and accomplish its
current strategies in a more expeditious fashion. Financial futures contracts
call for the delivery of particular debt instruments at a certain time in the
future. The seller of the contract agrees to make delivery of the type of
instrument called for in the contract and the buyer agrees to take delivery of
the instrument at the specified future time.

As a matter of investment policy, which may be changed without shareholder
approval, the Fund may not purchase or sell futures contracts if immediately
thereafter the sum of the amount of margin deposits on the Fund's existing
futures positions would exceed 5% of the market value of the Fund's total
assets. When the Fund purchases futures contracts, an amount of municipal
securities, cash or cash equivalents, equal to the underlying commodity value of
the futures contracts (less any related margin deposits), will be deposited in a
segregated account with the Fund's custodian (or the broker, if legally
permitted) to collateralize the position.

  Risks
  When the Fund uses financial futures, there is a risk that the prices of the
  securities subject to the futures contracts may not correlate perfectly with
  the prices of the securities in the Fund's portfolio. This may cause the
  futures contract to react differently than the portfolio securities to market
  changes. In addition, the Fund's investment adviser could be incorrect in its
  expectations about the direction or extent of market factors such as interest
  rate movements. In these events, the Fund may lose money on the futures
  contract. It is not certain that a secondary market for positions in futures
  contracts will exist at all times. Although the investment adviser will
  consider liquidity before entering into futures transactions, there is no
  assurance that a liquid secondary market on an exchange or otherwise will
  exist for any particular futures contract at any particular time. The Fund's
  ability to establish and close out futures positions depends on this secondary
  market.

   Investing in Securities of Other Investment Companies
The Fund may invest its assets in securities of other investment companies as an
efficient means of carrying out its investment policies. It should be noted that
investment companies incur certain expenses, such as management fees, and,
therefore, any investment by the Fund in shares of other investment companies
may be subject to such duplicate expenses.    

Temporary Investments
The Fund invests its assets so that at least 80% of its annual interest income
is exempt from federal regular income tax and the state of Michigan and Michigan
municipalities personal income taxes. However, from time to time when the
investment adviser determines that market conditions call for a temporary
defensive posture, the Fund may invest in short-term, non-Michigan municipal
tax-exempt obligations or taxable temporary investments. These temporary
investments include: notes issued by or on behalf of municipal or corporate
issuers; obligations issued or guaranteed by the U.S. government, its agencies,
or instrumentalities; other debt securities; commercial paper; certificates of
deposit of banks; and repurchase agreements (arrangements in which the
organization selling the Fund, a bond, or temporary investment agrees at the
time of sale to repurchase it at a mutually agreed upon time and price).

There are no rating requirements applicable to temporary investments. However,
the investment adviser will limit temporary investments to those rated within
the investment grade categories described under "Acceptable
Investments--Characteristics" (if rated) or (if unrated) those which the
investment adviser judges to have the same characteristics as such investment
grade securities.

Although the Fund is permitted to make taxable, temporary investments, there is
no current intention of generating income subject to federal regular income tax
or personal income taxes imposed by the state of Michigan or Michigan
municipalities.

Michigan Municipal Securities
Michigan municipal securities are generally issued to finance public works, such
as airports, bridges, highways, housing, hospitals, mass transportation
projects, schools, streets, and water and sewer works. They are also issued to
repay outstanding obligations, to raise funds for general operating expenses,
and to make loans to other public institutions and facilities.

Michigan municipal securities include industrial development bonds issued by or
on behalf of public authorities to provide financing aid to acquire sites or
construct and equip facilities for privately or publicly owned corporations. The
availability of this financing encourages these corporations to locate within
the sponsoring communities and thereby increases local employment.

The two principal classifications of municipal securities are "general
obligation" and "revenue" bonds. General obligation bonds are secured by the
issuer's pledge of its full faith and credit and taxing power for the payment of
principal and interest. However, interest on and principal of revenue bonds, are
payable only from the revenue generated by the facility financed by the bond or
other specified sources of revenue. Revenue bonds do not represent a pledge of
credit or create any debt of or charge against the general revenues of a
municipality or public authority. Industrial development bonds are typically
classified as revenue bonds.

Investment Risks
Yields on Michigan municipal securities depend on a variety of factors,
including: the general conditions of the municipal bond market; the size of the
particular offering; the maturity of the obligations; and the rating of the
issue. Further, any adverse economic conditions or developments affecting the
state of Michigan or its municipalities could impact the Fund's portfolio. The
ability of the Fund to achieve its investment objective also depends on the
continuing ability of the issuers of Michigan municipal securities and
participation interests, or the guarantors of either, to meet their obligations
for the payment of interest and principal when due. Investing in Michigan
municipal securities which meet the Fund's quality standards may not be possible
if the state of Michigan or its municipalities do not maintain their current
credit ratings. In addition, any Michigan constitutional amendments, legislative
measures, executive orders, administrative regulations, and voter initiatives
could result in adverse consequences affecting Michigan municipal securities.

A further discussion of the risks of a portfolio which invests largely in
Michigan municipal securities is contained in the Statement of Additional
Information.

Non-Diversification
The Fund is a non-diversified investment portfolio. As such, there is no limit
on the percentage of assets which can be invested in any single issuer. An
investment in the Fund, therefore, will entail greater risk than would exist in
a diversified portfolio of securities because the higher percentage of
investments among fewer issuers may result in greater fluctuation in the total
market value of the Fund's portfolio. Any economic, political, or regulatory
developments affecting the value of the securities in the Fund's portfolio will
have a greater impact on the total value of the portfolio than would be the case
if the portfolio were diversified among more issuers.

The Fund intends to comply with Subchapter M of the Internal Revenue Code of
1986, as amended (the "Code"). This undertaking requires that at the end of each
quarter of the taxable year: (a) with regard to at least 50% of the Fund's total
assets, no more than 5% of its total assets are invested in the securities of a
single issuer, and (b) beyond that, no more than 25% of its total assets are
invested in the securities of a single issuer.

Investment Limitations
The Fund will not borrow money directly or through reverse repurchase agreements
(arrangements in which the Fund sells a portfolio instrument for a percentage of
its cash value with an agreement to buy it back on a set date) or pledge
securities except, under certain circumstances, the Fund may borrow up to
one-third of the value of its total assets and pledge up to 10% of the value of
those assets to secure such borrowings.

The above investment limitation cannot be changed without shareholder approval.


                                 NET ASSET VALUE

   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.    

All purchases, redemptions and exchanges are processed at the NAV next
determined after the request in proper form is received by the Fund. The NAV is
determined as of the close of trading on the New York Stock Exchange (normally
4:00 p.m., Eastern time) every day the New York Stock Exchange is open.


                              INVESTING IN THE FUND

The characteristics of the Fund are described below.


Minimum and Subsequent
Investment Amounts     $1,000/$100
Minimum and Subsequent
Investment Amount
for Retirement Plans   NA
Maximum Sales Charge   3.00%*
Maximum Contingent
Deferred Sales
Charge                 None
Conversion Feature     No

* Shares are sold at NAV, plus a sales charge as follows:


                  Sales Charge
                  as a Percentage of

                 Public    Net
                 Offering  Amount
Amount of Transaction      Price Invested

Less than $50,000 3.00%     3.09%
$50,000 but less
than $100,000     2.50%     2.56%
$100,000 but less
than $250,000     2.00%     2.04%
$250,000 but less
than $500,000     1.50%     1.52%
$500,000 but less
than $1 million   1.00%     1.01%
$1 million or greater       0.00%   0.00%


                                PURCHASING SHARES

   Shares of the Fund are sold on days on which the New York Stock Exchange is
open. Shares of the Fund may be purchased as described below, either through a
financial intermediary (such as a bank or broker/dealer) or by sending a wire or
check directly to the Fund. Financial intermediaries may impose different
minimum investment requirements on their customers. An account must be
established with a financial intermediary or by completing, signing, and
returning the new account form available from the Fund before Shares can be
purchased. Shareholders in certain other funds advised and distributed by
affiliates of Federated Investors, Inc. ("Federated Funds") may exchange their
shares for Shares of the Fund. The Fund reserves the right to reject any
purchase or exchange request.    

In connection with any sale, Federated Securities Corp. may, from time to time,
offer certain items of nominal value to any shareholder or investor.

Purchasing Shares through a Financial Intermediary
Orders placed through a financial intermediary are considered received when the
Fund is notified of the purchase order or when payment is converted into federal
funds. Purchase orders through a broker/dealer must be received by the broker
before 4:00 p.m. (Eastern time) and must be transmitted by the broker to the
Fund before 5:00 p.m. (Eastern time) in order for Shares to be purchased at that
day's price. Purchase orders through other financial intermediaries must be
received by the financial intermediary and transmitted to the Fund before 4:00
p.m. (Eastern time) in order for Shares to be purchased at that day's price. It
is the financial intermediary's responsibility to transmit orders promptly.
Financial intermediaries may charge fees for their services.

Purchasing Shares by Wire
Shares may be purchased by Federal Reserve wire by calling the Fund. All
information needed will be taken over the telephone, and the order is considered
received when State Street Bank receives payment by wire. Federal funds should
be wired as follows: Federated Shareholder Services Company, c/o State Street
Bank and Trust Company, Boston, MA 02266-8600; Attention; EDGEWIRE; For Credit
to: (Fund Name); (Fund Number--this number can be found on the account statement
or by contacting the Fund); Account Number; Trade Date and Order Number; Group
Number or Dealer Number; Nominee or Institution Name; and ABA Number 011000028.
Shares cannot be purchased by wire on holidays when wire transfers are
restricted.

Purchasing Shares by Check
Shares may be purchased by mailing a check made payable to the name of the Fund
(designate account number) to: Federated Shareholder Services Company, P.O. Box
8600, Boston, MA 02266-8600. Orders by mail are considered received when payment
by check is converted into federal funds (normally the business day after the
check is received).

Systematic Investment Program
Under this program, funds may be automatically withdrawn periodically from the
shareholder's checking account at an Automated Clearing House ("ACH") member and
invested in the Fund. Shareholders should contact their financial intermediary
or the Fund to participate in this program.

Reducing or Eliminating the Sales Charge
Shares are sold at NAV, plus a sales charge. However:

No sales charge is imposed for Shares purchased:
n through financial intermediaries that do not receive sales charge dealer
 concessions;   

n by Federated Life Members; or    

n through "wrap accounts" or similar programs under which clients pay a fee for
services.

In addition, the sales charge can be reduced or eliminated by:    
n purchasing Shares in quantity;

n combining concurrent purchases of Shares

  n  by you, your spouse, and your children under age 21, or;

  n  of two or more Federated Funds(other than money market           funds);

n accumulating purchases (in calculating the sales charge on an additional
purchase of Shares, you may count the current value of previous Share purchases
still invested in the Fund); n signing a letter of intent to purchase a specific
quantity of Shares within 13 months; or

n using the reinvestment privilege within 120 days of redeemiing Shares of an
equal or lesser amount.    

Consult a financial intermediary or Federated Securities Corp. for details on
these programs. In order to eliminate the sales charge or receive sales charge
reductions, Federated Securities Corp. must be notified by the shareholder in
writing or by a financial intermediary at the time of purchase.

Dealer Concession
   For sales of Shares, the distributor will normally offer to pay dealers up to
100% of the sales charge retained by it. Financial intermediaries purchasing
Class A Shares for their customers in amounts of $1 million or more are eligible
to receive an advance commission from the distributor based on the following
breakpoints:

                        Advance Commission
                          as a Percentage of
Transaction Amount            Public Offering Price
First $1 - $5 million                     0.75%
Next $5 - $20 million               0.50%
Over $20 million                    0.25%

For accounts with assets over $1 million, the dealer commission resets annually
to the first breakpoint on the anniversary of the first purchase.

Class A Share purchases under this program may be made by Letter of Intent or by
combining concurrent purchases. The above commission will be paid only on those
purchases that were not previously subject to a front-end sales charge and
dealer commission. Certain retirement accounts may not be eligible for this
program. Financial intermediaries must notify the Fund once an account reaches
$1 million in order to qualify for advance commissions.

A contingent deferred sales charge of 0.75% of the redemption amount applies to
Class A Shares redeemed up to 24 months after purchase if a financial
intermediary received an advance commission on the transaction.    


     Federated Securities Corp. may pay fees to banks out of the sales charge in
exchange for sales and/or administrative services performed on behalf of the
bank's customers in connection with the establishment of customer accounts and
purchases of Shares.


                         REDEEMING AND EXCHANGING SHARES

Shares of the Fund may be redeemed for cash or exchanged for Class A Shares of
other Federated Funds on days on which the Fund computes its NAV. Redemptions
and exchanges are made at NAV. Shareholders who desire to automatically exchange
Shares for Class A Shares in a pre-determined amount on a monthly, quarterly, or
annual basis may take advantage of a systematic exchange privilege. Information
on this privilege is available from the Fund or your financial intermediary.
Depending upon the circumstances, a capital gain or loss may be realized when
Shares are redeemed or exchanged.

Redeeming or Exchanging Shares Through a Financial Intermediary
Shares of the Fund may be redeemed or exchanged by contacting your financial
intermediary before 4:00 p.m. (Eastern time). In order for these transactions to
be processed at that day's NAV, financial intermediaries (other than
broker/dealers) must transmit the request to the Fund before 4:00 p.m. (Eastern
time), while broker/dealers must transmit the request to the Fund before 5:00
p.m. (Eastern time). The financial intermediary is responsible for promptly
submitting transaction requests and providing proper written instructions.
Customary fees and commissions may be charged by the financial intermediary for
this service. Appropriate authorization forms for these transactions must be on
file with the Fund.



<PAGE>


Redeeming or Exchanging Shares by Telephone
   Shares acquired directly from the Fund may be redeemed in any amount, or
exchanged, by calling 1-800-341-7400. Appropriate authorization forms for these
transactions must be on file with the Fund. Shares held in certificate form must
first be returned to the Fund as described in the instructions under "Redeeming
or Exchanging Shares by Mail." Redemption proceeds will either be mailed in the
form of a check to the shareholder's address of record or wire-transferred to
the shareholder's account at a domestic commercial bank that is a member of the
Federal Reserve System. The minimum amount for a wire transfer is $1,000.
Proceeds from redeemed Shares purchased by check or through ACH will not be
wired until that method of payment has cleared.    

Telephone instructions will be recorded. If reasonable procedures are not
followed by the Fund, it may be liable for losses due to unauthorized or
fraudulent telephone instructions. In the event of drastic economic or market
changes, a shareholder may experience difficulty in redeeming by telephone. If
this occurs, "Redeeming or Exchanging Shares By Mail" should be considered. The
telephone transaction privilege may be modified or terminated at any time.
Shareholders would be promptly notified.

Redeeming or Exchanging Shares by Mail
Shares may be redeemed in any amount, or exchanged, by mailing a written request
to: Federated Shareholder Services Company, Fund Name, Share Class, P.O. Box
8600, Boston, MA 02266-8600. If share certificates have been issued, they must
accompany the written request. It is recommended that certificates be sent
unendorsed by registered or certified mail.

All written requests should state: Fund Name and the Share Class name; the
account name as registered with the Fund; the account number; and the number of
Shares to be redeemed or the dollar amount of the transaction. An exchange
request should also state the name of the Fund into which the exchange is to be
made. All owners of the account must sign the request exactly as the Shares are
registered. A check for redemption proceeds is normally mailed within one
business day, but in no event more than seven days, after receipt of a proper
written redemption request. Dividends are paid up to and including the day that
a redemption or exchange request is processed.

Requirements for Redemption
Shareholders requesting a redemption of any amount to be sent to an address
other than that on record with the Fund, or a redemption payable other than to
the shareholder of record, must have their signatures guaranteed by a commercial
or savings bank, trust company or savings association whose deposits are insured
by an organization which is administered by the Federal Deposit Insurance
Corporation; a member firm of a domestic stock exchange; or any other "eligible
guarantor institution," as defined in the Securities Exchange Act of 1934. The
Fund does not accept signatures guaranteed by a notary public.

Requirements for Exchange
Shareholders must exchange Shares having an NAV equal to the minimum investment
requirements of the fund into which the exchange is being made. Contact your
financial intermediary directly or the Fund for free information on, and
prospectuses for, the Federated Funds into which your Shares may be exchanged.
Before the exchange, the shareholder must receive a prospectus of the fund for
which the exchange is being made.

Upon receipt of proper instructions and required supporting documents, Shares
submitted for exchange are redeemed and proceeds invested in the same class of
shares of the other fund. Signature guarantees will be required to exchange
between fund accounts not having identical shareholder registrations. The
exchange privilege may be modified or terminated at any time. Shareholders will
be notified of the modification or termination of the exchange privilege.

Systematic Withdrawal Program
   Under this program, Shares are redeemed to provide for periodic withdrawal
payments in an amount directed by the shareholder of not less than $100. To be
eligible to participate in this program, a shareholder must have an account
value of at least $10,000. A shareholder may apply for participation in this
program through his financial intermediary or by calling the Fund.    

Because participation in this program may reduce, and eventually deplete the
shareholder's investment in the Fund, payments under this program should not be
considered as yield or income. It is not advisable for shareholders to continue
to purchase Shares subject to a sales charge while participating in this
program.

   Contingent Deferred Sales Charge
The contingent deferred sales charge will be deducted from the redemption
proceeds otherwise payable to the shareholder and will be retained by the
distributor. Redemptions will be processed in a manner intended to maximize the
amount of redemption which will not be subject to a contingent deferred sales
charge. The contingent deferred sales charge will not be imposed with respect to
Shares acquired through the reinvestment of dividends or distributions of
long-term capital gains. In determining the applicability of the contingent
deferred sales charge, the required holding period for your new Shares received
through an exchange will include the period for which your original Shares were
held.

Eliminating the Contingent Deferred Sales Charge

     Upon written notification to Federated Securities Corp. or the transfer
agent, no contingent deferred sales charge will be imposed on redemptions:

n following the death or disability, as defined in Section 72(m)(7) of the
Internal Revenue Code of 1986, of the last surviving shareholder and any
designated beneficiaries; and

n which are reinvested in the Fund under the reinvestment privilege.

For more information regarding the elimination of the contingent deferred sales
charge, contact your financial intermediary or the Fund. The Fund reserves the
right to discontinue or modify these provisions. Shareholder will be notified of
such action.    


                          ACCOUNT AND SHARE INFORMATION

Confirmations and Account Statements
Shareholders will receive detailed confirmations of transactions (except for
systematic program transactions). In addition, shareholders will receive
periodic statements reporting all account activity, including dividends paid.
The Fund will not issue share certificates.

Dividends and Distributions
   Dividends are declared daily and paid monthly to all shareholders invested in
the Fund on the record date. Net long-term capital gains realized by the Fund,
if any, will be distributed at least once every twelve months. Dividends and
distributions are automatically reinvested in additional Shares of the Fund on
payment dates at the ex-dividend date NAV without a sales charge, unless
shareholders request cash payments on the new account form or by contacting the
transfer agent.    

Accounts with Low Balances
   Due to the high cost of maintaining accounts with low balances, the Fund may
close an account by redeeming all Shares and paying the proceeds to the
shareholder if the account balance falls below the applicable minimum investment
amount. Accounts where the balance falls below the minimum due to NAV changes
will not be closed in this manner. Before an account is closed, the shareholder
will be notified and allowed 30 days to purchase additional Shares to meet the
minimum.    


                                TRUST INFORMATION

Management of the Trust
Board of Trustees
The Trust is managed by a Board of Trustees. The Trustees are responsible for
managing the business affairs of the Trust and for exercising all of the powers
of the Trust except those reserved for the shareholders. The Executive Committee
of the Board of Trustees handles the Trustees' responsibilities between meetings
of the Board.

Investment Adviser
Pursuant to an investment advisory contract with the Trust, investment decisions
for the Fund are made by Federated Advisers, the Fund's investment adviser (the
"Adviser"), subject to direction by the Trustees. The Adviser continually
conducts investment research and supervision for the Fund and is responsible for
the purchase or sale of portfolio instruments, for which it receives an annual
fee from the Fund.

  Advisory Fees
  The Adviser receives an annual investment advisory fee equal to 0.40% of the
  Fund's average daily net assets. The Adviser may voluntarily choose to waive a
  portion of its fee or reimburse the Fund for certain operating expenses. The
  Adviser can terminate this voluntary waiver or reimbursement of expenses at
  any time in its sole discretion.

  Adviser's Background

   Federated Advisers, a Delaware business trust organized on April 11, 1989, is
     a registered investment adviser under the Investment Advisers Act of 1940.
     It is a subsidiary of Federated Investors, Inc. All of the Class A (voting)
     Shares of Federated Investors, Inc. are owned by a trust, the trustees of
     which are John F. Donahue, Chairman and Director of Federated Investors,
     Inc., Mr. Donahue's wife, and Mr. Donahue's son, J. Christopher Donahue,
     who is President and Director of Federated Investors, Inc.    

     Federated Advisers and other subsidiaries of Federated Investors, Inc.
  serve as investment advisers to a number of investment companies and private
  accounts. Certain other subsidiaries also provide administrative services to a
  number of investment companies. With over $120 billion invested across more
  than 300 funds under management and/or administration by its subsidiaries, as
  of December 31, 1997, Federated Investors, Inc. is one of the largest mutual
  fund investment managers in the United States. With more than 2,000 employees,
  Federated continues to be led by the management who founded the company in
  1955. Federated funds are presently at work in and through 4,000 financial
  institutions nationwide.    

        J. Scott Albrecht has been a portfolio manager of the Fund since March,
1995. Mr. Albrecht joined Federated Investors, Inc. or its predecessor in 1989
and has been a Vice President of the Fund's investment adviser since 1994. From
1992 to 1994, Mr. Albrecht served as an Assistant Vice President of the Fund's
investment adviser. Mr. Albrecht is a Chartered Financial Analyst and received
his M.S. in Public Management from Carnegie Mellon University.     

        Lee R. Cunningham II has been a portfolio manager of the Fund since May
1998. Mr. Cunningham joined Federated Investors, Inc. or its predecessor in 1995
as an Investment Analyst and was named an Assistant Vice President of the Fund's
investment adviser in January 1998. From 1986 through 1994, Mr. Cunningham was a
Project Engineer with Pennsylvania Power and Light Company. Mr. Cunningham
received his M.B.A. with concentrations in finance and operations from the
University of Pittsburgh.    



Both the Trust and the Adviser have adopted strict codes of ethics governing the
conduct of all employees who manage the Fund and its portfolio securities. These
codes recognize that such persons owe a fiduciary duty to the Fund's
shareholders and must place the interests of shareholders ahead of the
employees' own interest. Among other things, the codes: require preclearance and
periodic reporting of personal securities transactions; prohibit personal
transactions in securities being purchased or sold, or being considered for
purchase or sale, by the Fund; prohibit purchasing securities in initial public
offerings; and prohibit taking profits on securities held for less than sixty
days. Violation of the codes are subject to review by the Trustees, and could
result in severe penalties.

Distribution of Shares

     Federated Securities Corp. is the principal distributor for Shares of the
Fund. It is a Pennsylvania corporation organized on November 14, 1969, and is
the principal distributor for a number of investment companies. Federated
Securities Corp. is a subsidiary of Federated Investors.

Administration of the Fund
Administrative Services
Federated Services Company, a subsidiary of Federated Investors, provides
administrative personnel and services (including certain legal and financial
reporting services) necessary to operate the Fund. Federated Services Company
provides these at an annual rate which relates to the average aggregate daily
net assets of all funds advised by affiliates of Federated Investors as
specified below:

Maximum     Average Aggregate
  Fee       Daily Net Assets
0.150%on the first $250 million 0.125%on the next $250 million 0.100%on the next
$250 million
0.075%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 choose voluntarily to waive a portion of its fee.

Shareholder Services
The Fund has entered into a Shareholder Services Agreement with Federated
Shareholder Services, a subsidiary of Federated Investors, under which the Fund
may make payments up to 0.25% of the average daily NAV of the Shares, computed
at an annual rate, to obtain certain personal services for shareholders and
provide the maintenance of shareholder accounts. From time to time and for such
periods as deemed appropriate, the amount stated above may be reduced
voluntarily under the Shareholder Services Agreement. Federated Shareholder
Services will either perform shareholder services directly or will receive fees
based upon Shares owned by their clients or customers. The schedules of such
fees and the basis upon which such fees will be paid will be determined from
time to time by the Fund and Federated Shareholder Services.

Supplemental Payments to Financial Institutions
In addition to periodic payments to financial institutions under the Shareholder
Services Agreement, the distributor may offer to pay a fee from its own assets
to financial institutions as financial assistance for providing substantial
marketing and sales support. The support may include participating in sales,
educational and training seminars at recreational-type facilities, providing
sales literature, and engineering computer software programs that emphasize the
attributes of the Fund. Such assistance will be predicated upon the amount of
Shares the financial institution sells or may sell and/or upon the type and
nature of sales or marketing support furnished by the financial institution. Any
payments made by the distributor may be reimbursed by the Adviser or its
affiliates.


                             SHAREHOLDER INFORMATION

Each Share of the Fund gives the shareholder one vote in Trustee elections and
other matters submitted to shareholders for vote. All shares of each portfolio
or class in the Trust have equal voting rights, except that in matters affecting
only a particular portfolio or class, only shares of that portfolio or class are
entitled to vote.

Trustees may be removed by the Trustees or shareholders at a special meeting. A
special meeting of shareholders shall be called by the Trustees upon the written
request of shareholders owning at least 10% of the Trust's outstanding shares of
all series entitled to vote.

   As of August 7, 1998, the following shareholder of record owned 25% or more
of the outstanding Shares of the Fund: Enbanco (as record owner holding Shares
for its clients), Traverse City, MI, owned approximately 2,573,098 Shares
(36.07%) and, therefore, may, for certain purposes, be deemed to control the
Fund and be able to affect the outcome of certain matters presented for a vote
of shareholders.    


                                 TAX INFORMATION

Federal Income Tax
The Fund will pay no federal income tax because it expects to meet requirements
of the Code applicable to regulated investment companies and to receive the
special tax treatment afforded to such companies. The Fund will be treated as a
single, separate entity for federal income tax purposes so that income
(including capital gains) and losses realized by the Trust's other portfolios
will not be combined for tax purposes with those realized by the Fund.

In general, shareholders are not required to pay federal regular income tax on
any dividends received from the Fund that represent net interest on tax-exempt
municipal bonds, although tax exempt interest will increase the taxable income
of certain recipients of social security benefits. However, under the Tax Reform
Act of 1986, dividends representing net interest income earned on some municipal
bonds may be included in calculating the federal individual alternative minimum
tax or the federal alternative minimum tax for corporations. The alternative
minimum tax, up to 28% of alternative minimum taxable income for individuals and
20% for corporations, applies when it exceeds the regular tax for the taxable
year. Alternative minimum taxable income is equal to the regular taxable income
of the taxpayer increased by certain "tax preference" items not included in
regular taxable income and reduced by only a portion of the deductions allowed
in the calculation of the regular tax.

The Tax Reform Act of 1986 treats interest on certain "private activity" bonds
issued after August 7, 1986, as a tax preference item for both individuals and
corporations. Unlike traditional governmental purpose municipal bonds, which
finance roads, schools, libraries, prisons, and other public facilities, private
activity bonds provide benefits to private parties. The Fund may purchase all
types of municipal bonds, including private activity bonds. Thus, should it
purchase any such bonds, a portion of the Fund's dividends may be treated as a
tax preference item.

In addition, in the case of a corporate shareholder, dividends of the Fund which
represent interest on municipal bonds will become subject to the 20% corporate
alternative minimum tax because the dividends are included in a corporation's
"adjusted current earnings." The corporate alternative minimum tax treats 75% of
the excess of the taxpayer's "adjusted current earnings" over the taxpayer's
alternative minimum taxable income as a tax preference item. "Adjusted current
earnings" is based upon the concept of a corporation's "earnings and profits."
Since "earnings and profits" generally includes the full amount of any Fund
dividend, and alternative minimum taxable income does not include the portion of
the Fund's dividend attributable to municipal bonds which are not private
activity bonds, the difference will be included in the calculation of the
corporation's alternative minimum tax.

Dividends of the Fund representing net interest income earned on some temporary
investments and any realized net short-term gains are taxed as ordinary income.

These tax consequences apply whether dividends are received in cash or as
additional Shares. Information on the tax status of dividends and distributions
is provided annually.

Michigan Taxes
Under existing Michigan laws, distributions made by the Fund will not be subject
to Michigan personal income taxes to the extent that such distributions qualify
as "exempt-interest dividends" under the Code and represent (i) interest income
and dividends from obligations of Michigan, which obligations are excluded from
federal adjusted gross income; or (ii) income from obligations of the United
States government which Michigan is prohibited by law from subjecting to a net
income tax.

       Distributions by the Fund are not subject to the Michigan Single Business
Tax to the extent that such distributions are derived from interest on
obligations that would be exempt if owned directly by the shareholder, such as
obligations of Michigan and the United States government.

Certain municipalities in Michigan also impose an income tax on individuals and
corporations. However, to the extent that the dividends from the Funds are
exempt from federal regular income taxes, such dividends also will be exempt
from Michigan municipal income taxes.

State and Local Taxes
Income from the Fund is not necessarily free from taxes in states other than
Michigan. Shareholders are urged to consult their own tax advisers regarding the
status of their accounts under state and local tax laws.


                             PERFORMANCE INFORMATION

From time to time, the Fund advertises the total return, yield, and
tax-equivalent yield.

Total return represents the change, over a specific period of time, in the value
of an investment in the Fund after reinvesting all income and capital gains
distributions. It is calculated by dividing that change by the initial
investment and is expressed as a percentage.

The yield of the Fund is calculated by dividing the net investment income per
Share (as defined by the SEC) earned by the Fund over a thirty-day period by the
offering price per Share of the Fund on the last day of the period. This number
is then annualized using semi-annual compounding. The tax-equivalent yield of
the Fund is calculated similarly to the yield, but is adjusted to reflect the
taxable yield that the Fund would have had to earn to equal its actual yield,
assuming a specific tax rate. The yield and the tax-equivalent yield do not
necessarily reflect income actually earned by the Fund and, therefore, may not
correlate to the dividends or other distributions paid to shareholders.

The performance information reflects the effect of the maximum sales charge and
other similar non-recurring charges, such as the contingent deferred sales
charge, which, if excluded, would increase the total return, yield, and
tax-equivalent yield.

From time to time, advertisements for the Fund may refer to ratings, rankings
and other information in certain financial publications and/or compare the
Fund's performance to certain indices.



<PAGE>


Financial Statements to be filed by Amendment.




<PAGE>




Federated Michigan Intermediate Municipal Trust
(A Portfolio of Municipal
Securities Income Trust)

Prospectus
   October 31, 1998    
A Non-Diversified Portfolio of Municipal Securities Income Trust, An
Open-End,Management Investment Company


Federated Michigan
Intermediate Municipal Trust

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

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

Investment Adviser
Federated Advisers
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
Deloitte & Touche LLP
2500 One PPG Place
Pittsburgh, PA 15222-5401

Cusip 625922703
   G01389-01 (10/98)    







Federated Michigan Intermediate Municipal Trust

 (A Portfolio of Municipal Securities Income Trust)


Statement of Additional Information






   This Statement of Additional Information should be read with the prospectus
of Federated Michigan Intermediate Municipal Trust (the "Fund"), a portfolio of
Municipal Securities Income Trust dated October 31, 1998. This Statement is not
a prospectus. You may request a copy of a prospectus or a paper copy of this
Statement, if you have received it electronically, free of charge by calling
1-800-341-7400.


Federated Michigan Intermediate Municipal Trust

Federated Investors Funds

5800 Corporate Drive

Pittsburgh, Pennsylvania 15237-7000


Statement dated October 31, 1998    










[GRAPHIC OMITTED]

     Cusip 625922703
        1041202B (10/98)    




<PAGE>



I


                                TABLE OF CONTENTS




<PAGE>




General Information About the Fund..1

Investment Objective and Policies...1
  Acceptable Investments............1
  When-Issued and Delayed Delivery Transactions 2
  Futures Transactions..............2
  Temporary Investments.............3
  Portfolio Turnover................3
  Investment Limitations............3
  Michigan Investment Risks.........5

Municipal Securities Income Trust Management    5
  Fund Ownership....................9
  Trustees Compensation............10
  Trustee Liability................10

Investment Advisory Services ......11
  Adviser to the Fund .............11
  Advisory Fees ...................11

Other Services ....................11
  Fund Administration .............11
  Custodian and Portfolio Accountant  11
  Transfer Agent.................. 11
  Independent Auditors ............11

Shareholder Services Agreement ....11

Brokerage Transactions ............12

Purchasing Shares .................12
  Quantity Discounts and Accumulated Purchases  12
  Concurrent Purchases.............12
  Letter of Intent.................13
  Reinvestment Privilege...........13
  Conversion to Federal Funds .....13
  Purchases by Sales Representatives, Fund Trustees, and Employees      13



Determining Net Asset Value .......13
  Valuing Municipal Bonds .........13
  Use of Amortized Cost............14

Redeeming Shares ..................14
  Redemption in Kind ..............14
  Massachusetts Partnership Law ...14

Tax Status ........................14
  The Fund's Tax Status............14
  Shareholders' Tax Status ........15

Total Return.......................15

Yield............................. 15

Tax-Equivalent Yield ..............15
  Tax-Equivalency Table............16

Performance Comparisons ...........17
  Economic and Market Information .17

About Federated Investors .........17
  Mutual Fund Market.............. 18
  Institutional Clients ...........18
  Bank Marketing ..................18
  Broker/Dealers and Bank Broker/Dealer
    Subsidiaries ..................18

Appendix ..........................19




<PAGE>



25


                       GENERAL INFORMATION ABOUT THE FUND

The Fund is a portfolio in Municipal Securities Income Trust. The Trust was
established as a Massachusetts business trust under a Declaration of Trust dated
August 6, 1990. On June 1, 1994, Michigan Municipal Income Fund changed its name
to Michigan Intermediate Municipal Trust. On February 26, 1996 (effective date
March 31, 1996), the Trustees approved changing the name of the Fund from
Michigan Intermediate Municipal Trust to Federated Michigan Intermediate
Municipal Trust. The shares of the Fund are hereafter referred to as "Shares."


                        INVESTMENT OBJECTIVE AND POLICIES

The Fund's investment objective is to provide current income exempt from federal
regular income tax and the personal income taxes imposed by the state of
Michigan and Michigan municipalities. The investment objective cannot be changed
without approval of shareholders.

Acceptable Investments
The Fund invests primarily in a portfolio of municipal securities, which are
exempt from federal regular income tax and Michigan state and local tax
("Michigan Municipal Securities"). These securities include those issued by or
on behalf of the state of Michigan and Michigan municipalities, and those issued
by states, territories, and possessions of the United States which are exempt
from federal regular income tax and the personal income tax imposed by the state
of Michigan and Michigan municipalities.

Characteristics
     The Michigan Municipal Securities in which the Fund invests have the
  characteristics set forth in the prospectus. If a rated bond loses its rating
  or has its rating reduced after the Fund has purchased it, the Fund is not
  required to drop the bond from the portfolio, but will consider doing so. If
  ratings made by Moody's Investors Service, Inc. ("Moody's"), Standard & Poor's
  ("S&P") or Fitch IBCA, Inc. ("Fitch") change because of changes in those
  organizations or in their rating systems, the Fund will try to use comparable
  ratings as standards in accordance with the investment policies described in
  the Fund's prospectus.    

Types of Acceptable Investments
  Examples of Michigan Municipal Securities are:

o municipal notes and municipal commercial paper;

o serial bonds sold with differing maturity dates;

o tax anticipation notes sold to finance working capital needs of
  municipalities;

o bond anticipation notes sold prior to the issuance of longer-term bonds;

o pre-refunded municipal bonds; and

o general obligation bonds secured by a municipality pledge of taxation.

Participation Interests
  The financial institutions from which the Fund purchases participation
  interests frequently provide or secure from another financial institution
  irrevocable letters of credit or guarantees and give the Fund the right to
  demand payment of the principal amounts of the participation interests plus
  accrued interest on short notice (usually within seven days).

Variable Rate Municipal Securities
  Variable interest rates generally reduce changes in the market value of
  municipal securities from their original purchase prices. Accordingly, as
  interest rates decrease or increase, the potential for capital appreciation or
  depreciation is less for variable rate municipal securities than for fixed
  income obligations. The terms of these variable rate demand instruments
  require payment of principal and accrued interest from the issuer of the
  municipal obligations, the issuer of the participation interests, or a
  guarantor of either issuer.

Municipal Leases
  The Fund may purchase municipal securities in the form of participation
  interests which represent undivided proportional interests in lease payments
  by a governmental or non-profit entity. The lease payments and other rights
  under the lease provide for and secure the payments on the certificates. Lease
  obligations may be limited by municipal charter or the nature of the
  appropriation for the lease. In particular, lease obligations may be subject
  to periodic appropriation. If the entity does not appropriate funds for future
  lease payments, the entity cannot be compelled to make such payments.
  Furthermore, a lease may provide that the certificate trustee cannot
  accelerate lease obligations upon default. The trustee would only be able to
  enforce lease payments as they became due. In the event of default or failure
  of appropriation, it is unlikely that the trustee would be able to obtain an
  acceptable substitute source of payment.

  In determining the liquidity of municipal lease securities, the investment
  adviser, under the authority delegated by the Trustees, will base its
  determination on the following factors:

o whether the lease can be terminated by the lessee;

o the potential recovery, if any, from a sale of the leased property upon
termination of the lease;

o the lessee's general credit strength (e.g., its debt, administrative,
 economic and financial characteristics and prospects);

o the likelihood that the lessee will discontinue appropriating funding for the
  leased property because the property is no longer deemed essential to its
  operations (e.g., the potential for an "event of non-appropriation");

o any credit enhancement or legal recourse provided upon an event of
non-appropriation or other termination of the lease.

When-Issued and Delayed Delivery Transactions
These transactions are made to secure what is considered to be an advantageous
price or yield for the Fund. No fees or other expenses, other than normal
transaction costs, are incurred. However, liquid assets of the Fund sufficient
to make payment for the securities to be purchased are segregated on the Fund's
records at the trade date. These assets are marked to market daily and are
maintained until the transaction has been settled. The Fund does not intend to
engage in when-issued and delayed delivery transactions to an extent that would
cause the segregation of more than 20% of the total value of its assets.

Futures Transactions
A futures contract is a firm commitment by two parties: the seller who agrees to
make delivery of the specific type of security called for in the contract
("going short") and the buyer who agrees to take delivery of the security
("going long") at a certain time in the future. In the fixed income securities
market, price moves inversely to interest rates. A rise in rates means a drop in
price. Conversely, a drop in rates means a rise in price. In order to hedge its
holdings of fixed income securities against a rise in market interest rates, the
Fund could enter into contracts to deliver securities at a predetermined price
(i.e., "go short") to protect itself against the possibility that the prices of
its fixed income securities may decline during the Fund's anticipated holding
period. The Fund would agree to purchase securities in the future at a
predetermined price (i.e., "go long") to hedge against a decline in market
interest rates.

"Margin" in Futures Transactions
  Unlike the purchase or sale of a security, the Fund does not pay or receive
  money upon the purchase or sale of a futures contract. Rather, the Fund is
  required to deposit an amount of "initial margin" in municipal securities,
  cash or cash equivalents with its custodian (or the broker, if legally
  permitted). The nature of initial margin in futures transactions is different
  from that of margin in securities transactions in that futures contract
  initial margin does not involve the borrowing of funds by the Fund to finance
  the transactions. Initial margin is in the nature of a performance bond or
  good faith deposit on the contract which is returned to the Fund upon
  termination of the futures contract, assuming all contractual obligations have
  been satisfied.

  A futures contract held by the Fund is valued daily at the official settlement
  price of the exchange on which it is traded. Each day the Fund pays or
  receives cash, called "variation margin," equal to the daily change in value
  of the futures contract. This process is known as "marking to market."
  Variation margin does not represent a borrowing or loan by the Fund but is
  instead settlement between the Fund and the broker of the amount one would owe
  the other if the futures contract expired. In computing its daily net asset
  value ("NAV"), the Fund will mark-to-market its open futures positions.

   Investing in Securities of Other Investment Companies
The Fund may invest in the securities of affiliated money market funds as an
efficient means of managing the Fund's uninvested cash.    

Temporary Investments
The Fund may also invest in temporary investments during times of unusual market
conditions for defensive purposes.

Repurchase Agreements
  Repurchase agreements are arrangements in which banks, broker/dealers, and
  other recognized financial institutions sell U.S. government securities or
  certificates of deposit to the Fund and agree at the time of sale to
  repurchase them at a mutually agreed upon time and price within one year from
  the date of acquisition. The Fund or its custodian will take possession of the
  securities subject to repurchase agreements. To the extent that the original
  seller does not repurchase the securities from the Fund, the Fund could
  receive less than the repurchase price on any sale of such securities. In the
  event that such a defaulting seller filed for bankruptcy or became insolvent,
  disposition of such securities by the Fund might be delayed pending court
  action. The Fund believes that under the regular procedures normally in effect
  for custody of the Fund's portfolio securities subject to repurchase
  agreements, a court of competent jurisdiction would rule in favor of the Fund
  and allow retention or disposition of such securities. The Fund may only enter
  into repurchase agreements with banks and other recognized financial
  institutions, such as broker/dealers, which are found by the Fund's investment
  adviser to be creditworthy pursuant to guidelines established by the Trustees.

  From time to time, such as when suitable Michigan municipal bonds are not
  available, the Fund may invest a portion of its assets in cash. Any portion of
  the Fund's assets maintained in cash will reduce the amount of assets in
  Michigan municipal bonds and thereby reduce the Fund's yield.

Reverse Repurchase Agreements
  The Fund may also enter into reverse repurchase agreements. This transaction
  is similar to borrowing cash. In a reverse repurchase agreement the Fund
  transfers possession of a portfolio instrument to another person, such as a
  financial institution, broker, or dealer, in return for a percentage of the
  instrument's market value in cash, and agrees that on a stipulated date in the
  future the Fund will repurchase the portfolio instrument by remitting the
  original consideration plus interest at an agreed upon rate. The use of
  reverse repurchase agreements may enable the Fund to avoid selling portfolio
  instruments at a time when a sale may be deemed to be disadvantageous, but the
  ability to enter into reverse repurchase agreements does not ensure that the
  Fund will be able to avoid selling portfolio instruments at a disadvantageous
  time.

  When effecting reverse repurchase agreements, liquid assets of the Fund, in a
  dollar amount sufficient to make payment for the obligations to be purchased,
  are segregated at the trade date. These securities are marked to market daily
  and maintained until the transaction is settled.

Portfolio Turnover
The Fund may trade or dispose of portfolio securities as considered necessary to
meet its investment objective. It is not anticipated that the portfolio trading
engaged in by the Fund will result in its annual rate of portfolio turnover
exceeding 100%. For the fiscal years ended August 31, 1997 and 1996, the Fund's
portfolio turnover rates were 12% and 7%, respectively.

Investment Limitations
Selling Short and Buying on Margin
  The Fund will not sell any securities short or purchase any securities on
  margin but may obtain such short-term credits as may be necessary for
  clearance of purchases and sales of securities.

Issuing Senior Securities and Borrowing Money
  The Fund will not issue senior securities except that the Fund may borrow
  money and engage in reverse repurchase agreements in amounts up to one-third
  of the value of its total assets, including the amounts borrowed.

  The Fund will not borrow money or engage in reverse repurchase agreements for
  investment leverage, but rather as a temporary, extraordinary, or emergency
  measure or to facilitate management of the portfolio by enabling the Fund to
  meet redemption requests when the liquidation of portfolio securities is
  deemed to be inconvenient or disadvantageous. The Fund will not purchase any
  securities while borrowings in excess of 5% of its total assets are
  outstanding. During the period any reverse repurchase agreements are
  outstanding, but only to the extent necessary to assure completion of the
  reverse repurchase agreements, the Fund will restrict the purchase of
  portfolio instruments to money market instruments maturing on or before the
  expiration date of the reverse repurchase agreements.

Pledging Assets
  The Fund will not mortgage, pledge, or hypothecate its assets except to secure
  permitted borrowings. In those cases, it may mortgage, pledge, or hypothecate
  assets having a market value not exceeding 10% of the value of its total
  assets at the time of the pledge.

Underwriting
  The Fund will not underwrite any issue of securities except as it may be
  deemed to be an underwriter under the Securities Act of 1933 in connection
  with the sale of securities in accordance with its investment objective,
  policies, and limitations.

Investing in Real Estate
  The Fund will not buy or sell real estate, although it may invest in municipal
bonds secured by real estate or interests in real estate.

Investing in Commodities
  The Fund will not buy or sell commodities, commodity contracts, or commodities
futures contracts.

Investing in Restricted Securities
  The Fund will not invest more than 10% of the value of its net assets in
securities subject to restrictions on resale under the Securities Act of 1933.

Lending Cash or Securities
  The Fund will not lend any of its assets except that it may acquire publicly
  or non-publicly issued municipal bonds or temporary investments or enter into
  repurchase agreements in accordance with its investment objective, policies,
  and limitations or its Declaration of Trust.

Dealing in Puts and Calls
  The Fund will not buy or sell puts, calls, straddles, spreads, or any
combination of these.

Concentration of Investments
  The Fund will not purchase securities if, as a result of such purchase, 25% or
  more of the value of its total assets would be invested in any one industry or
  in industrial development bonds or other securities, the interest upon which
  is paid from revenues of similar types of projects. However, the Fund may
  invest as temporary investments more than 25% of the value of its assets in
  cash or cash items, securities issued or guaranteed by the U.S. government,
  its agencies, or instrumentalities, or instruments secured by these money
  market instruments, such as repurchase agreements.

The above investment limitations cannot be changed without shareholder approval.
The following limitation, however, may be changed by the Trustees without
shareholder approval. Shareholders will be notified before any material change
in these limitations becomes effective.

       Investing in Illiquid Securities
  The Fund will not invest more than 15% of its net assets in illiquid
  obligations, including repurchase agreements providing for settlement in more
  than seven days after notice, and certain restricted securities.

Except with respect to borrowing money, if a percentage limitation is adhered to
at the time of investment, a later increase or decrease in percentage resulting
from any change in value or net assets will not result in a violation of such
restriction.

The Fund does not expect to borrow money or pledge securities or invest in
repurchase agreements in excess of 5% of the value of its net assets during the
coming fiscal year.

For purposes of its policies and limitations, the Fund considers certificates of
deposit and demand and time deposits issued by a U.S. branch of a domestic bank
or savings association having capital, surplus, and undivided profits in excess
of $100,000,000 ("bank cash items") at the time of investment to be included in
"cash items." However, the Fund does not intend to exceed its concentration
limitation with respect to bank cash items.

Michigan Investment Risks
Michigan continues to benefit from the prolonged national economic expansion.
Durable goods orders have remained strong and the auto industry has restructured
and reinvested to improve its competitive position. In addition, the state
continues to diversify its economic base away from manufacturing to trade and
services. All of these factors have stabilized Michigan's traditionally cyclical
economy resulting in historically low unemployment figures and strong growth in
per capita income.

Michigan's fiscal position has been prudently managed. The state has
demonstrated an ability to achieve balanced budgets, high reserves and low debt
levels. Spending controls and higher than budgeted revenues have resulted in a
budget stabilization fund of about $1.1 billion. These reserve funds are at
their highest level in the state's history. The enduring effectiveness of state
financial management will ultimately be tested by the next economic downturn.

The state's fiscal and economic health are reflected in its current credit
ratings. Michigan is rated Aa and AA by Moody's and S&P, respectively.


                    MUNICIPAL SECURITIES INCOME TRUST MANAGEMENT

Officers and Trustees are listed with their addresses, birthdates, present
positions with Municipal Securities Income Trust, and principal occupations.


John F. Donahue@*
Federated Investors Tower
Pittsburgh, PA
Birthdate:  July 28, 1924

Chairman and Trustee

     Chief Executive Officer and Director or Trustee of the Funds; Chairman and
Director, Federated Investors, Inc.; Chairman and Trustee, Federated Advisers,
Federated Management, and Federated Research; Chairman and Director, Federated
Research Corp. and Federated Global Research Corp.; Chairman, Passport Research,
Ltd. Mr. Donahue is the father of J. Christopher Donahue, Executive Vice
President and Trustee of the Company.




<PAGE>



Thomas G. Bigley
15 Old Timber Trail
Pittsburgh, PA
Birthdate:  February 3, 1934

Trustee

Director or Trustee of the Funds; Director, Member of Executive Committee,
Children's Hospital of Pittsburgh; formerly, Senior Partner, Ernst & Young LLP;
Director, MED 3000 Group, Inc.; Director, Member of Executive Committee,
University of Pittsburgh.


John T. Conroy, Jr.
Wood/IPC Commercial Department
John R. Wood and Associates, Inc., Realtors
3255 Tamiami Trail North
Naples, FL
Birthdate:  June 23, 1937

Trustee

     Director or Trustee of the Funds; President, Investment Properties
Corporation; Senior Vice-President, John R. Wood and Associates, Inc., Realtors;
Partner or Trustee in private real estate ventures in Southwest Florida;
formerly, President, Naples Property Management, Inc. and Northgate Village
Development Corporation.


Nicholas P. Constantakis
175 Woodshire Drive
Pittsburgh, PA
Birthdate: September 3, 1939

Trustee

Director or Trustee of the Funds; formerly, Partner, Andersen Worldwide SC.


William J. Copeland
One PNC Plaza - 23rd Floor
Pittsburgh, PA
Birthdate:  July 4, 1918

Trustee

Director or Trustee of the Funds; Director and Member of the Executive
Committee, Michael Baker, Inc.; formerly, Vice Chairman and Director, PNC Bank,
N.A., and PNC Bank Corp.; Director, Ryan Homes, Inc.; Director, United Refinery;
Chairman, Pittsburgh Foundation; Director, Forbes Fund; Chairman, Pittsburgh
Civic Light Opera.




<PAGE>



J. Christopher Donahue *
Federated Investors Tower
Pittsburgh, PA
Birthdate:  April 11, 1949

Executive Vice President and Trustee

     President or Executive Vice President of the Funds; President and Director,
Federated Investors, Inc.; President and Trustee, Federated Advisers, Federated
Management, and Federated Research; President and Director, Federated Research
Corp. and Federated Global Research Corp.; President, Passport Research, Ltd.;
Trustee, Federated Shareholder Services Company, and Federated Shareholder
Services; Director, Federated Services Company; Director or Trustee of some of
the Funds. Mr. Donahue is the son of John F. Donahue, Chairman and Trustee of
the Company.


James E. Dowd, Esq.
571 Hayward Mill Road
Concord, MA
Birthdate:  May 18, 1922

Trustee

Director or Trustee of the Funds; Attorney-at-law; Director, The Emerging
Germany Fund, Inc.; formerly, President, Boston Stock Exchange, Inc.; Regional
Administrator, United States Securities and Exchange Commission.


Lawrence D. Ellis, M.D.*
3471 Fifth Avenue, Suite 1111
Pittsburgh, PA
Birthdate:  October 11, 1932

Trustee

Director or Trustee of the Funds; Professor of Medicine, University of
Pittsburgh; Medical Director, University of Pittsburgh Medical Center -
Downtown; Hematologist, Oncologist, and Internist, Presbyterian and Montefiore
Hospitals; formerly, Member, National Board of Trustees, Leukemia Society of
America.


Edward L. Flaherty, Jr., Esq.@
Miller, Ament, Henny & Kochuba
205 Ross Street
Pittsburgh, PA
Birthdate:  June 18, 1924

Trustee

Director or Trustee of the Funds; Attorney Of Counsel, Miller, Ament, Henny &
Kochuba; Director, Eat'N Park Restaurants, Inc.; formerly, Counsel, Horizon
Financial, F.A., Western Region; Partner, Meyer and Flaherty.




<PAGE>



Peter E. Madden
One Royal Palm Way
100 Royal Palm Way
Palm Beach, FL
Birthdate:  March 16, 1942

Trustee

Director or Trustee of the Funds; formerly, Representative, Commonwealth of
Massachusetts General Court; President, State Street Bank and Trust Company and
State Street Corporation; Director, VISA USA and VISA International; Chairman
and Director, Massachusetts Banker Association; Director, Depository Trust
Corporation.


John E. Murray, Jr., J.D., S.J.D.
President, Duquesne University
Pittsburgh, PA
Birthdate:  December 20, 1932

Trustee

Director or Trustee of the Funds; President, Law Professor, Duquesne University;
Consulting Partner, Mollica & Murray; formerly, Dean and Professor of Law,
University of Pittsburgh School of Law; Dean and Professor of Law, Villanova
University School of Law.


Wesley W. Posvar
1202 Cathedral of Learning
University of Pittsburgh
Pittsburgh, PA
Birthdate:  September 14, 1925

Trustee

Director or Trustee of the Funds; President, World Society of Ekistics, Athens;
Professor, International Politics; Management Consultant; Trustee, Carnegie
Endowment for International Peace, RAND Corporation, Online Computer Library
Center, Inc., National Defense University and U.S. Space Foundation; President
Emeritus, University of Pittsburgh; Founding Chairman, National Advisory Council
for Environmental Policy and Technology, Federal Emergency Management Advisory
Board and Czech Management Center, Prague; formerly, Professor, United States
Military Academy; Professor, United States Air Force Academy.




<PAGE>



Marjorie P. Smuts
4905 Bayard Street
Pittsburgh, PA
Birthdate:  June 21, 1935

Trustee

Director or Trustee of the Funds; Public relations/Marketing/Conference
Planning; formerly, National Spokesperson, Aluminum Company of America; business
owner.


Richard B. Fisher
Federated Investors Tower
Pittsburgh, PA
Birthdate:  May 17, 1923

President

President or Vice President of some of the Funds; Director or Trustee of some of
the Funds; Executive Vice President , Federated Investors, Inc.; Chairman and
Director, Federated Securities Corp.


Edward C. Gonzales
Federated Investors Tower
Pittsburgh, PA
Birthdate:  October 22, 1930

Executive Vice President

Trustee or Director of some of the Funds; President, Executive Vice President
and Treasurer of some of the Funds; Vice Chairman, Federated Investors, Inc.;
Vice President, Federated Advisers, Federated Management, Federated Research,
Federated Research Corp., Federated Global Research Corp. and Passport Research,
Ltd.; Executive Vice President and Director, Federated Securities Corp.;
Trustee, Federated Shareholder Services Company.


John W. McGonigle
Federated Investors Tower
Pittsburgh, PA
Birthdate:  October 26, 1938

Executive Vice President , Secretary and Treasurer

Executive Vice President and Secretary of the Funds; Treasurer of some of the
Funds; Executive Vice President, Secretary, and Director, Federated Investors,
Inc.; Trustee, Federated Advisers, Federated Management, and Federated Research;
Director, Federated Research Corp. and Federated Global Research Corp.; Trustee,
Federated Shareholder Services Company; Director, Federated Services Company;
President and Trustee, Federated Shareholder Services; Director, Federated
Securities Corp.


*     This Trustee is deemed to be an "interested person" as defined in the
      Investment Company Act of 1940.

@     Member of the Executive Committee. The Executive Committee of the Board
      of Trustees handles the responsibilities of the Board between meetings of
      the Board.

    

As used in the table above, "The Funds" and "Funds" mean the following
investment companies: 111 Corcoran Funds; Arrow Funds; Automated Government
Money Trust; Blanchard Funds; Blanchard Precious Metals Fund, Inc.; Cash Trust
Series II; Cash Trust Series, Inc. ; DG Investor Series; 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 Government Trust; Federated High Income Bond Fund, Inc.;
Federated High Yield Trust; Federated Income Securities Trust; Federated Income
Trust; Federated Index Trust; Federated Institutional Trust; Federated Insurance
Series; Federated Investment Portfolios; Federated Investment Trust; Federated
Master Trust; Federated Municipal Opportunities Fund, Inc.; Federated Municipal
Securities Fund, Inc.; Federated Municipal Trust; Federated Short-Term Municipal
Trust; Federated Short-Term U.S. Government Trust; Federated Stock and Bond
Fund, Inc.; Federated Stock Trust; Federated Tax-Free Trust; Federated Total
Return Series, Inc.; Federated U.S. Government Bond Fund; Federated U.S.
Government Securities Fund: 1-3 Years; Federated U.S. Government Securities
Fund: 2-5 Years; Federated U.S. Government Securities Fund: 5-10 Years;
Federated Utility Fund, Inc.; First Priority Funds; Fixed Income Securities,
Inc.; High Yield Cash Trust; Intermediate Municipal Trust; International Series,
Inc.; Investment Series Funds, Inc.; Investment Series Trust; Liberty Term
Trust, Inc. - 1999; Liberty U.S. Government Money Market Trust; Liquid Cash
Trust; Managed Series Trust; Money Market Management, Inc.; Money Market
Obligations Trust; Money Market Obligations Trust II; Money Market Trust;
Municipal Securities Income Trust; Newpoint Funds; RIMCO Monument Funds;
Targeted Duration Trust; Tax-Free Instruments Trust; The Planters Funds; The
Virtus Funds; Trust for Financial Institutions; Trust for Government Cash
Reserves; Trust for Short-Term U.S. Government Securities; Trust for U.S.
Treasury Obligations; WesMark Funds; and World Investment Series, Inc.

Fund Ownership
Officers and Trustees own less than 1% of the outstanding Shares.

   As of August 7, 1998, the following shareholders of record owned 5% or more
of the outstanding Shares of the Fund: Enbanco, Traverse City, MI, owned
approximately 2,573,098 Shares (36.07%); First Mar & Co., Marquette, Michigan,
owned approximately 933,026 Shares (13.08%); Shoreline Co., South Haven,
Michigan, owned approximately 550,417 Shares (7.71%); and Charles Schwab & Co.,
Inc., San Francisco, California, owned approximately 502,417 Shares (7.04%).    



<PAGE>

<TABLE>
<CAPTION>

   Trustees Compensation
       AGGREGATE
NAME,  COMPENSATION
POSITION WITH              FROM             TOTAL COMPENSATION PAID
Trust  Trust*#      FROM FUND COMPLEX


<S>                 <C>                 <C>

John F. Donahue            $-0-         $-0- for the Trust and
Trustee and Chairman                    56 other investment companies in the Fund Complex

Thomas G. Bigley         $____          $111,222 for the Trust and
      Trustee                           56 other investment companies in the Fund Complex
John T. Conroy          $____           $122,362 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

Nicholas P. Constantakis++$____         $0 for the Trust and
Trustee                                 36 other investment companies in the Fund Complex

William J. Copeland     $____           $122,362 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

J. Christopher Donahue    $ -0-         $ -0- for the Trust and
Trustee and Executive                   18 other investment companies in the Fund Complex
  Vice President

James E. Dowd           $____           $122,362 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

Lawrence D. Ellis, M.D. $____           $111,222 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

Edward L. Flaherty, Jr. $____           $122,362 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

Peter E. Madden         $____           $111,222 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

John E. Murray, Jr.     $____           $111,222 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

Wesley W. Posvar        $____           $111,222 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

Marjorie P. Smuts       $____           $111,222 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex


</TABLE>


*  Information is furnished for the fiscal year ended August 31, 1998.

# The aggregate compensation is provided for the Trust which is comprised of
five portfolios.

   The information is provided for the last calendar year.

++   Mr. Constantakis became a member of the Board of Trustees on February 23,
     1998. He did not earn any fees for serving the Fund Comlex since these fees
     are reported as of the end of the last calendar year.    

Trustee Liability
The Trust's Declaration of Trust provides that the Trustees will not be liable
for errors of judgment or mistakes of fact or law. However, they are not
protected against any liability to which they would otherwise be subject by
reason of willful misfeasance, bad faith, gross negligence, or reckless
disregard of the duties involved in the conduct of their office.


                          INVESTMENT ADVISORY SERVICES

Adviser to the Fund
The Fund's investment adviser is Federated Advisers (the "Adviser"). It is a
subsidiary of Federated Investors, Inc. All the voting securities of Federated
Investors are owned by a trust, the trustees of which are John F. Donahue, his
wife and his son, J. Christopher Donahue.

The Adviser shall not be liable to the Trust, the Fund, or any shareholder of
the Fund 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.

Advisory Fees
For its advisory services, the Adviser receives an annual investment advisory
fee as described in the prospectus. For the fiscal years ended August 31, 1997,
1996 and 1995, the Adviser earned advisory fees of $257,217, $248,517, and
$233,527, respectively, all of which were voluntarily waived.


                                 OTHER SERVICES

Fund Administration
   Federated Services Company, a subsidiary of Federated Investors, Inc.,
provides administrative personnel and services to the Fund for a fee as
described in the prospectus. From March 1, 1994, to March 1, 1996, Federated
Administrative Services, a subsidiary of Federated Investors, served as the
Fund's Administrator. For purposes of this Statement, Federated Services Company
and Federated Administrative Services may hereinafter collectively be referred
to as the "Administrators". For the fiscal years ended August 31, 1997, 1996 and
1995, the Administrators earned $125,000, $125,000 and $125,000.    

Custodian and Portfolio Accountant
State Street Bank and Trust Company ("State Street Bank"), Boston, MA, is
custodian for the securities and cash of the Fund. Federated Services Company,
Pittsburgh, PA, provides certain accounting and recordkeeping services with
respect to the Fund's portfolio investments. The fee paid for this service is
based upon the level of the Fund's average net assets for the period plus
out-of-pocket expenses.

Transfer Agent
Federated Services Company, through it registered transfer agent, Federated
Shareholder Services Company, maintains all necessary shareholder records. For
its services, the transfer agent receives a fee based on the size, type and
number of accounts and transactions made by shareholders.

Independent Auditors
The independent auditors for the Fund are Deloitte & Touche LLP, Pittsburgh, PA.


                         SHAREHOLDER SERVICES AGREEMENT

This arrangement permits the payment of fees to Federated Shareholder Services
and financial institutions to cause services to be provided which are necessary
for the maintenance of shareholder accounts and to encourage personal services
to shareholders by a representative who has knowledge of the shareholder's
particular circumstances and goals. These activities and services may include,
but are not limited to, providing office space, equipment, telephone facilities,
and various clerical, supervisory, computer, and other personnel as necessary or
beneficial to establish and maintain shareholder accounts and records;
processing purchase and redemption transactions and automatic investments of
client account cash balances; answering routine client inquiries; and assisting
clients in changing dividend options, account designations, and addresses. By
adopting the Shareholder Services Agreement, the Trustees expect that the Fund
will benefit by: (1) providing personal services to shareholders; (2) investing
shareholder assets with a minimum of delay and administrative detail; (3)
enhancing shareholder record-keeping systems; and (4) responding promptly to
shareholder's requests and inquiries concerning their accounts. For the fiscal
year ended August 31, 1997, the Fund paid shareholder service fees in the amount
of $160,761, of which $115,748 were voluntarily waived.


                             BROKERAGE TRANSACTIONS

When selecting brokers and dealers to handle the purchase and sale of portfolio
instruments, the Adviser looks for prompt execution of the order at a favorable
price. In working with dealers, the Adviser will generally use those who are
recognized dealers in specific portfolio instruments, except when a better price
and execution of the order can be obtained elsewhere. The Adviser makes
decisions on portfolio transactions and selects brokers and dealers subject to
review by the Trustees. The Adviser may select brokers and dealers who offer
brokerage and research services. These services may be furnished directly to the
Fund or to the Adviser and 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 provided by brokers and dealers may be used by the
Adviser or by its affiliates in advising the Fund and other accounts. To the
extent that receipt of these services may supplant services for which the
Adviser or its affiliates might otherwise have paid, it would tend to reduce
their expenses. The Adviser and its affiliates exercise reasonable business
judgment in selecting 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. During the fiscal years ended August
31, 1997, 1996 and 1995, the Fund paid no brokerage commissions. Although
investment decisions for the Fund are made independently from those of the other
accounts managed by the Adviser, investments of the type the Fund may make may
also be made by those other accounts. When the Fund and one or more other
accounts managed by the Adviser are prepared to invest in, or desire to dispose
of, the same security, available investments or opportunities for sales will be
allocated in a manner believed by the Adviser to be equitable to each. In some
cases, this procedure may adversely affect the price paid or received by the
Fund or the size of the position obtained or disposed of by the Fund. In other
cases, however, it is believed that coordination and the ability to participate
in volume transactions will be to the benefit of the Fund.


                                PURCHASING SHARES

   Except under certain circumstances described in the prospectus, Shares are
sold at their NAV plus a sales charge on days the New York Stock Exchange is
open for business. The procedure for purchasing Shares is explained in the
prospectus under "Investing in the Fund" and "Purchasing Shares." For further
information on any of the programs listed below, please contact your financial
intermediary or Federated Securities Corp.

Quantity Discounts and Accumulated Purchases
As described in the prospectus, larger purchases of the same Share class reduce
or eliminate the sales charge paid. For example, the Fund will combine all Class
A Share purchases made on the same day by the investor, the investor's spouse,
and the investor's children under age 21 when it calculates the sales charge. In
addition, the sales charge, if applicable, is reduced for purchases made at one
time by a trustee or fiduciary for a single trust estate or a single fiduciary
account.

If an additional purchase of the same Share class is made, the Fund will
consider the previous purchases still invested in the Fund. For example, if a
shareholder already owns Shares having a current value at the public offering
price of $40,000 and he purchases $10,000 more at the current public offering
price, the sales charge on the additional purchase according to the schedule now
in effect would be 2.50%, not 3.00%.    

To receive the sales charge reduction, Federated Securities Corp. must be
notified by the shareholder in writing or by his financial intermediary at the
time the purchase is made that Shares are already owned or that purchases are
being combined. The Fund will reduce or eliminate the sales charge after it
confirms the purchases.

Concurrent Purchases
   Shareholders have the privilege of combining concurrent purchases of the same
Share class of two or more funds in the Federated Comlex in calculating the
applicable sales charge.    

To receive this sales charge reduction or elimination, Federated Securities
Corp. must be notified by the shareholder in writing or by his financial
intermediary at the time the concurrent purchases are made. The Fund will reduce
or eliminate the sales charge after it confirms the purchases.

Letter of Intent
   A shareholder can sign a letter of intent committing to purchase a certain
amount of the same Share class within a 13-month period in order to combine such
purchases in calculating the applicable sales charge. The Fund's custodian will
hold Shares in escrow equal to the maximum applicable sales charge. If the
shareholder completes the commitment, the escrowed Shares will be released to
their account. If the commitment is not completed within 13 months, the
custodian will redeem an appropriate number of escrowed Shares to pay for the
applicable sales charge.

While this letter of intent will not obligate the shareholder to purchase
Shares, each purchase during the period will be at the sales charge applicable
to the total amount intended to be purchased. At the time a letter of intent is
established, current balances in accounts in any Class A Shares of any Federated
Funds, excluding money market accounts, will be aggregated to provide a purchase
credit towards fulfillment of the letter of intent. The letter may be dated as
of a prior date to include any purchase made within the past 90 days. Prior
trade prices will not be adjusted.

Reinvestment Privilege
The reinvestment privilege is available for Shares of the Fund within the same
Share class.

Shareholders who redeem from the Fund may reinvest the redemption proceeds back
into the same Share class at the next determined net asset value without any
sales charge. The original Shares must have been subject to a sales charge and
the reinvestment must be within 120 days.

In addition, if Shares were reinvested through a financial intermediary, the
financial intermediary would not be entitled to an advanced payment from
Federated Securities Corp. on the reinvested Shares, if otherwise applicable.
Federated Securities Corp. must be notified by the shareholder in writing or by
his financial intermediary of the reinvestment in order to eliminate a sales
charge or a contingent deferred sales charge If the shareholder redeems Shares
in the Fund, there may be tax consequences.    

Conversion to Federal Funds
It is the Fund's policy to be as fully invested as possible so that maximum
interest may be earned. To this end, all payments from shareholders must be in
federal funds or be converted into federal funds before shareholders begin to
earn dividends. State Street Bank acts as the shareholder's agent in depositing
checks and converting them to federal funds.

   Purchases by Sales Representatives, Fund Directors, and Employees
The following individuals and their immediate family members may buy Shares at
net asset value without a sales charge:

   o Directors, employees, and sales representatives of the Fund, Federated
   Advisers, and Federated Securities Corp. and its affiliates; o Federated Life
   Members; o any associated person of an investment dealer who has a sales
   agreement with Federated Securities Corp.; and o trusts, pensions, or
   profit-sharing plans for these individuals.
These sales are made with the purchaser's written assurance that the purchase is
for investment purposes and that the securities will not be resold except
through redemption by the Fund.    


                          DETERMINING NET ASSET VALUE

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

NAV is not determined on (i) days on which there are not sufficient changes in
the value of the Fund's portfolio securities that its NAV might be materially
affected; (ii) days during which no Shares are tendered for redemption and no
orders to purchase Shares are received; or (iii) the following holidays: New
Year's Day, Martin Luther King Day, President's Day, Good Friday, Memorial Day,
Independence Day, Labor Day, Thanksgiving Day, and Christmas Day.

Valuing Municipal Bonds
The Trustees use an independent pricing service to value municipal bonds. The
independent pricing service takes into consideration yield, stability, risk,
quality, coupon rate, maturity, type of issue, trading characteristics, special
circumstances of a security or trading market, and any other factors or market
data it considers relevant in determining valuations for normal institutional
size trading units of debt securities, and does not rely exclusively on quoted
prices.

Use of Amortized Cost
The Trustees have decided that the fair value of debt securities authorized to
be purchased by the Fund with remaining maturities of 60 days or less at the
time of purchase, shall be their amortized cost value, unless the particular
circumstances of the security indicate otherwise. Under this method, portfolio
instruments and assets are valued at the acquisition cost as adjusted for
amortization of premium or accumulation of discount rather than at current
market value. The Executive Committee continually assesses this method of
valuation and recommends changes where necessary to assure that the Fund's
portfolio instruments are valued at their fair value as determined in good faith
by the Trustees.


                                REDEEMING SHARES

   The Fund redeems Shares at the next computed NAV after the Fund receives the
redemption request. Redemption procedures are explained in the prospectus under
"Redeeming and Exchanging Shares." Although the transfer agent does not charge
for telephone redemptions, it reserves the right to charge a fee for the cost of
wire-transferred redemptions of less than $5,000.    

Redemption in Kind
   Although the Fund intends to redeem Shares in cash, it reserves the right
under certain circumstances to pay the redemption price in whole or in part by a
distribution of securities from the Fund's portfolio.

Redemption in kind will be made in conformity with applicable SEC rules, taking
such securities at the same value employed in determining net asset value and
selecting the securities in a manner the Directors determine to be fair and
equitable.

The Corporation has elected to be governed by Rule 18f-1 of the Investment
Company Act of 1940 under which the Corporation is obligated to redeem Shares
for any shareholder in cash up to the lesser of $250,000 or 1% of the Fund's net
asset value during any 90-day period.

Redemption in kind is not as liquid as a cash redemption. If redemption is made
in kind, shareholders receiving their securities and selling them before their
maturity could receive less than the redemption value of their 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 acts or obligations of the Trust on behalf
of the Fund. To protect shareholders of the Fund, the Trust has filed legal
documents with Massachusetts that expressly disclaim the liability of
shareholders of the Fund for such acts or obligations of the Trust. These
documents require notice of this disclaimer to be given in each agreement,
obligation, or instrument that the Trust or its Trustees enter into or sign on
behalf of the Fund.

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




<PAGE>



                                   TAX STATUS

The Fund's Tax Status
The Fund will pay no federal income tax because it expects to meet the
requirements of Subchapter M of the Internal Revenue Code of 1986, as amended,
applicable to regulated investment companies and to receive the special tax
treatment afforded to such companies. To qualify for this treatment, the Fund
must, among other requirements:

   o derive at least 90% of its gross income from dividends, interest, and gains
   from the sale of securities; o invest in securities within certain statutory
   limits; and o distribute to its shareholders at least 90% of its net income
   earned during the year.
Shareholders' Tax Status
Capital Gains
  Capital gains or losses may be realized by the Fund on the sale of portfolio
  securities and as a result of discounts from par value on securities held to
  maturity. Sales would generally be made because of:

o the availability of higher relative yields;

o differentials in market values;

o new investment opportunities;

o changes in creditworthiness of an issuer; or

o an attempt to preserve gains or limit losses.

Distribution of long-term capital gains are taxed as such, whether they are
taken in cash or reinvested, and regardless of the length of time the
shareholder has owned the Shares. Any loss by a shareholder on Fund Shares held
for less than six months and sold after a capital gains distribution will be
treated as a long-term capital loss to the extent of the capital gains
distribution.


                                  TOTAL RETURN

The Fund's average annual total returns for the one-year and five-year periods
ended August 31, 1997, and for the period from September 18, 1991 (date of
initial public investment) to August 31, 1997, were 3.40%, 5.44% and 6.17%,
respectively.

   The average annual total return for Shares of the Fund is the average
compounded rate of return for a given period of time 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 offering price 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 a
reinvestment of all dividends and distributions. Any applicable contingent
deferred sales charge is deducted from the ending value of the investment based
on the lesser of the original purchase price or the offering price of Shares
redeemed.    


                                      YIELD

The Fund's yield for the thirty-day period ended August 31, 1997 was 3.98%.

   The yield for Shares of the Fund is determined by dividing the net investment
income per Share (as defined by the Securities and Exchange Commission) earned
by the Fund over a thirty-day period by the maximum offering price per Share of
Shares on the last day of the period. This value is then annualized using
semi-annual compounding. This means that the amount of income generated during
the thirty-day period is assumed to be generated each month over a twelve-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 Securities and Exchange Commission and, therefore, may not correlate to
the dividends or other distributions paid to shareholders.     

To the extent that financial institutions and broker/dealers charge fees in
connection with services provided in conjunction with an investment in the Fund,
performance will be reduced for those shareholders paying those fees.


                              TAX-EQUIVALENT YIELD

The Fund's tax-equivalent yield for the thirty-day period ended August 31, 1997
was 5.53%.

   The tax-equivalent yield of the Fund is calculated similarly to the yield,
but is adjusted to reflect the taxable yield that the Fund would have had to
earn to equal its actual yield, assuming a 28% tax rate (the maximum effective
federal rate for individuals) and assuming that income is 100% tax-exempt.    

Tax-Equivalency Table
The Fund may also use a tax-equivalency table in advertising and sales
literature. The interest earned by the municipal obligations in the Fund's
portfolio generally remains free from federal regular income tax* and the income
taxes imposed by the state of Michigan. As the table below indicates, a
"tax-free" investment is an attractive choice for investors, particularly in
times of narrow spreads between "tax-free" and taxable yields.


                         TAXABLE YIELD EQUIVALENT FOR 1998

                          STATE OF MICHIGAN
                 COMBINED FEDERAL AND STATE INCOME TAX BRACKET:
                  19.40%    32.40%       35.40%        40.40%        44.00%




      JOINT           $1-  $42,351-     $102,301-     $155,951-       OVER

      RETURN      42,350    102,300      155,950       278,450      $278,450



      SINGLE          $1-  $25,351-     $61,401-      $128,101-       OVER

      RETURN      25,350    61,400       128,100       278,450      $278,450


TAX-EXEMPT

YIELD                         TAXABLE YIELD EQUIVALENT


        1.50%      1.86%     2.22%       2.32%         2.52%         2.68%

        2.00%      2.48%     2.96%       3.10%         3.36%         3.57%

        2.50%      3.10%     3.70%       3.87%         4.19%         4.46%

        3.00%      3.72%     4.44%       4.64%         5.03%         5.36%

        3.50%      4.34%     5.18%       5.42%         5.87%         6.25%

        4.00%      4.96%     5.92%       6.19%         6.71%         7.14%

        4.50%      5.58%     6.66%       6.97%         7.55%         8.04%

        5.00%      6.20%     7.40%       7.74%         8.39%         8.93%

        5.50%      6.82%     8.14%       8.51%         9.23%         9.82%

        6.00%      7.44%     8.88%       9.29%        10.07%        10.71%


Note: The maximum marginal tax rate for each bracket was used in calculating the
taxable yield equivalent. Furthermore, additional state and local taxes paid on
comparable taxable investments were not used to increase federal deductions.

The chart above is for illustrative purposes only. It is not an indicator of
past or future performance of Fund Shares.

*Some portion of the Fund's income may be subject to the federal alternative
minimum tax and state and local income taxes.    




<PAGE>



                             PERFORMANCE COMPARISONS

The Fund's performance depends upon such variables as:

   o  portfolio quality;
   o  average portfolio maturity;
   o type of instruments in which the portfolio is invested; o changes in
   interest rates and market value of portfolio securities; o changes in the
   Fund's expenses; and o various other factors.
The Fund's performance fluctuates on a daily basis largely because net earnings
and offering price per Share fluctuate daily. Both net earnings and offering
price per Share are factors in the computation of yield and total return.

Investors may use financial publications and/or indices to obtain a more
complete view of the Fund's performance. When comparing performance, investors
should consider all relevant factors such as the composition of any 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:

   o  Lehman Brothers Seven Year State General Obligation Bond Index is an
      index of general obligation bonds rated A or better with 6-8 years to
      maturity.
   o  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 offering price over a
      specific period of time. From time to time, the Fund will quote its
      Lipper ranking in the "general municipal bond funds" category in
      advertising and sales literature.
   o  Morningstar, Inc. an independent rating service, is the publisher of the
      bi-weekly Mutual Fund Values. Mutual Fund Values rates more than 1,000
      NASDAQ listed mutual funds of all types, according to their risk-adjusted
      returns. The maximum rating is five stars, and ratings are effective for
      two weeks.
Advertisements and other sales literature for the Fund may quote total returns
which are calculated on non-standardized base periods. The total returns
represent the historic change in the value of an investment in Shares based on
monthly reinvestment of dividends over a specific period of time.

Advertisements may quote performance information which does not reflect the
effect of the sales charge.

Advertising and other promotional literature may include charts, graphs and
other illustrations using the Fund's returns, or returns in general, that
demonstrate basic investment concepts such as tax-deferred compounding,
dollar-cost averaging and systematic investment. In addition, the Fund can
compare its performance, or performance for the types of securities in which it
invests, to a variety of other investments, such as bank savings accounts,
certificates of deposit, and Treasury bills.

Economic and Market Information
Advertising and sales literature for the Fund may include discussions of
economic, financial and political developments and their effect on the
securities market. Such discussions may take the form of commentary on these
developments by Fund portfolio managers and their views and analysis on how such
developments could affect the Funds. In addition, advertising and sales
literature may quote statistics and give general information about the mutual
fund industry, including the growth of the industry, from sources such as the
Investment Company Institute.




<PAGE>



                          ABOUT FEDERATED INVESTORS, INC.

     Federated Investors, Inc. is dedicated to meeting investor needs which is
reflected in its investment decision making -- structured, straightforward, and
consistent. This has resulted in a history of competitive performance with a
range of competitive investment products that have gained the confidence of
thousands of clients and their customers.    

The company's disciplined security selection process is firmly rooted in sound
methodologies backed by fundamental and technical research. Investment decisions
are made and executed by teams of portfolio managers, analysts, and traders
dedicated to specific market sectors. These traders handle trillions of dollars
in annual trading volume.

   In the municipal sector, as of December 31, 1997, Federated Investors, Inc.
managed 11 bond funds with approximately $2.1 billion in assets and 22 money
market funds with approximately $10.9 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.

     The Chief Investment Officers responsible for oversight of the various
sectors within Federated Investors, Inc. 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 $4.4 trillion to the more than 6,700 funds available.*

Federated Investors, Inc.,through its subsidiaries, distributes mutual funds for
a variety of investment applications. Specific markets include:

Institutional Clients

     Federated Investors, Inc. meets the needs of approximately 900
institutional clients nationwide by managing and servicing separate accounts and
mutual funds for a variety of applications, 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
advisors. The marketing effort to theses institutional clients is headed by John
B. Fisher, President, Institutional Sales Division.    

Bank Marketing
Other institutional clients include close relationships with 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, Federated Securities Corp.

* Source: Investment Company Institute




<PAGE>



                                    APPENDIX

Standard & Poor's Ratings Services Municipal Bond Ratings
AAA--Debt rated AAA has the highest rating assigned by S&P. Capacity to pay
interest and repay principal is extremely strong.

AA--Debt rated AA has a very strong capacity to pay interest and repay principal
and differs from the higher rated issues only in small degree.

A--Debt rated A has a strong capacity to pay interest and repay principal
although it is somewhat more susceptible to the adverse effects of changes in
circumstances and economic conditions than debt in higher rated categories.

BBB--Debt rated BBB is regarded as having an adequate capacity to pay interest
and repay principal. Whereas it normally exhibits adequate protection
parameters, adverse economic conditions or changing circumstances are more
likely to lead to a weakened capacity to pay interest and repay principal for
debt in this category than in higher rated categories.

NR--Indicates that no public rating has been requested, that there is
insufficient information on which to base a rating, or that S&P does not rate a
particular type of obligation as a matter of policy.

PLUS (+) OR MINUS (-): The ratings from AA to CCC may be modified by the
addition of a plus or minus sign to show relative standing within the major
rating categories.

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

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

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

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

NR--Not rated by Moody's.

Moody's applies numerical modifiers, 1, 2 and 3 in each generic rating
classification from Aa through B in its corporate or municipal bond rating
system. The modifier 1 indicates that the security ranks in the higher end of
its generic rating category; the modifier 2 indicates a mid-range ranking; and
the modifier 3 indicates that the issue ranks in the lower end of its generic
rating category.

Fitch Investors Service, L.P. Long-Term Debt Ratings
AAA--Bonds considered to be investment grade and of very high quality. The
obligor has an exceptionally strong ability to pay interest and repay principal,
which is unlikely to be affected by reasonably foreseeable events.

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

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

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

NR--NR indicates that Fitch does not rate the specific issue.

PLUS (+) OR MINUS (-): Plus and minus signs are used with a rating symbol to
indicate the relative position of a credit within the rating category. Plus and
minus signs, however, are not used in the AAA category.

Standard & Poor's Ratings Services Municipal Note Ratings
SP-1--Very strong or strong capacity to pay principal and interest. Those issues
determined to possess overwhelming safety characteristics will be given a plus
(+) designation.

SP-2--Satisfactory capacity to pay principal and interest.

Moody's Investors Service, Inc. Short-Term Loan Ratings

MIG1/VMIG1--This designation denotes best quality. The re is a present strong
protection by established cash flows, superior liquidity support or demonstrated
broad based access to the market for refinancing.

MIG2/VMIG2--This designation denotes high quality. Margins of protection are
ample although not so large as in the preceding group.

Fitch Investors Service, L.P. Short-Term Debt Ratings
F-1+--Exceptionally Strong Credit Quality. Issues assigned this rating are
regarded as having the strongest degree of assurance for timely payment.

F-1--Very Strong Credit Quality. Issues assigned this rating reflect an
assurance of timely payment only slightly less in degree than issues rated F-1+.

F-2--Good Credit Quality. Issues carrying this rating have a satisfactory degree
of assurance for timely payment, but the margin of safety is not as great as the
F-1+ and F-1 categories.

Standard & Poor's Ratings Services Commercial Paper Ratings
A-1--This highest category indicates that the degree of safety regarding timely
payment is strong. Those issues determined to possess extremely strong safety
characteristics are denoted with a plus (+) sign designation.

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

Moody's Investors Service, Inc. Commercial Paper Ratings
P-1--Issuers rated PRIME-1 (or related supporting institutions) have a superior
capacity for repayment of short-term promissory obligations.

PRIME-1 repayment capacity will normally be evidenced by the following
characteristics: leading market positions in well established industries; high
rates of return on funds employed; conservative capitalization structures with
moderate reliance on debt and ample asset protection; broad margins in earning
coverage of fixed financial charges and high internal cash generation; and well
established access to a range of financial markets and assured sources of
alternate liquidity.

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









Federated California Municipal Income Fund
 (A Portfolio of Municipal Securities Income Trust)

   Class A Shares (formerly, Class F Shares)    

Class B Shares


Prospectus





The shares of Federated California Municipal Income Fund (the "Fund") offered by
this prospectus represent interests in a non-diversified portfolio of securities
which is one of a series of investment portfolios in Municipal Securities Income
Trust (the "Trust"), an open-end management investment company (a mutual fund).
The investment objective of the Fund is to provide current income which is
exempt from federal regular income tax and the personal income taxes imposed by
the state of California and California municipalities. The Fund invests
primarily in a portfolio of California municipal securities.

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 by the
Federal Deposit Insurance Corporation, the Federal Reserve Board, or any other
government agency. Investment in Class A Shares or Class B Shares involves
investment risks including the possible loss of principal.

This prospectus contains the information you should read and know before you
invest in the Fund. Keep this prospectus for future reference.

   The Fund has also filed a Statement of Additional Information dated October
31, 1998, with the Securities and Exchange Commission ("SEC"). The information
contained in the Statement of Additional Information is incorporated by
reference into this prospectus. You may request a copy of the Statement of
Additional Information or a paper copy of this prospectus, if you have received
your prospectus electronically, free of charge by calling 1-800-341-7400. To
obtain other information or make inquiries about the Fund, contact your
financial institution. The Statement of Additional Information, material
incorporated by reference into this document, and other information regarding
the Fund is maintained electronically with the SEC at Internet Web site
(http://www.sec.gov).    

These securities have not been approved or disapproved by the Securities and
Exchange Commission nor has the Securities and Exchange Commission passed upon
the accuracy or adequacy of this prospectus. Any representation to the contrary
is a criminal offense.













   Prospectus dated October 31, 1998    



<PAGE>



                                TABLE OF CONTENTS


Summary of Fund Expenses............1

Financial Highlights................2

General Information.................3

Investment Information..............3
  Investment Objective..............3
  Investment Policies...............3
  California Municipal Securities...5
  Investment Risks..................6
  Non-Diversification...............6
  Investment Limitations............7

Expenses of the Fund................7

Net Asset Value.....................7

Investing in the Fund...............7
  Purchasing Shares Through a Financial Intermediary  7
  Purchasing Shares by WirePurchasing Shares by Check 8
    9
  Investing in Class B Shares.......9
  Systematic Investment Program....11
  Class A Shares
  Class B Shares...................11
    12

Redeeming and Exchanging Shares....12
  Redeeming or Exchanging Shares Through a Financial Intermediary 12
  Redeeming or Exchanging Shares by Telephone   12
  Redeeming or Exchanging Shares by Mail  13

  Requirements for Redemption......13
  Requirements for Exchange........13
  Systematic Withdrawal Program....14
  Contingent Deferred Sales Charge.14


Account and Share Information......14 Confirmations and Account Statements14
  Dividends and Distributions......14 Accounts with Low Balances.......14

Trust Information..................15
  Management of the Trust..........15
  Distribution of Shares...........16
  Administration of the Fund.......17

Shareholder Information............17


Tax Information....................18
  Federal Income Tax...............18
  California Income Taxes..........19
  State and Local Taxes............19

Performance Information........... 19



                            ADDRESSES BACK COVER PAGE




                                     <PAGE>



                            SUMMARY OF FUND EXPENSES

                    Class A Shares (Formerly, Class F Shares)
                        Shareholder Transaction Expenses

To be filed by Amendment



<PAGE>





                            SUMMARY OF FUND EXPENSES

                                 Class B Shares
                        Shareholder Transaction Expenses

To be filed by Amendment


<PAGE>


FINANCIAL HIGHLIGHTS
  Class A Shares

To be filed by Amendment


<PAGE>


FINANCIAL HIGHLIGHTS
  Class B Shares

To be filed by Amendment


<PAGE>







                               GENERAL INFORMATION

The Trust was established as a Massachusetts business trust on August 6, 1990.
On November 18, 1997, the Board of Trustees ("Trustees") approved the addition
of Class B Shares to the Fund and the conversion of its presently offered Class
F Shares to Class A Shares. Class A Shares and Class B Shares of the Fund
("Shares") are designed for customers of financial institutions such as
broker/dealers, banks, fiduciaries, and investment advisers as a convenient
means of accumulating an interest in a professionally managed, non-diversified
portfolio of California municipal securities. The Fund is not likely to be a
suitable investment for non-California taxpayers or retirement plans since
California municipal securities are not likely to produce competitive after-tax
yields for such persons and entities when compared to other investments.

The Fund's current net asset value and offering price may be found in the mutual
funds section of local newspapers under "Federated" and the appropriate class
designation listing.

Calling the Fund Call the Fund at 1-800-341-7400.

   Year 2000 Statement
Like other mutual funds and business organizations worldwide, the Fund's service
providers (among them, the adviser, distributor, administrator and transfer
agent) must ensure that their computer systems are adjusted to properly process
and calculate date-related information from and after January 1, 2000. Many
software programs and, to a lesser extent, the computer hardware in use today
cannot distinguish the year 2000 from the year 1900. Such a design flaw could
have a negative impact in the handling of securities trades, pricing and
accounting services. The Fund and its service providers are actively working on
necessary changes to computer systems to deal with the year 2000 issue and
believe that systems will be year 2000 compliant when required. Analysis
continues regarding the financial impact of instituting a year 2000 compliant
program on the Fund's operations.    


                             INVESTMENT INFORMATION

Investment Objective
The investment objective of the Fund is to provide current income exempt from
federal regular income tax (federal regular income tax does not include the
federal alternative minimum tax) and the personal income taxes imposed by the
state of California and California municipalities. The investment objective
cannot be changed without approval of shareholders. While there is no assurance
that the Fund will achieve its investment objective, it endeavors to do so by
following the investment policies described in this prospectus.

The Fund invests its assets so that at least 80% of its annual interest income
is exempt from federal regular income tax and the personal income taxes imposed
by the state of California and California municipalities. Interest income of the
Fund that is exempt from the income taxes described above retains its exempt
status when distributed to the Fund's shareholders. Income distributed by the
Fund may not necessarily be exempt from state or municipal taxes in states other
than California.

   The Fund may invest up to but not including 35% of its net assets in lower
quality bonds. These bonds will usually offer higher yields than higher-rated
bonds, but involve greater investment risk at the time of issue. (See
"Investment Risks.")    

Investment Policies
The Fund pursues its investment objective by investing primarily in California
municipal securities which are exempt from federal regular income tax and
personal income taxes imposed by the state of California and California
municipalities. Unless indicated otherwise, investment policies of the Fund may
be changed by the Trustees without approval of shareholders. Shareholders will
be notified before any material changes in these policies become effective.

Acceptable Investments
The securities in which the Fund invests include:

n obligations issued by or on behalf of the state of California, its political
  subdivisions, or agencies;

n debt obligations of any state, territory, or possession of the United States,
  including the District of Columbia, or any political subdivision of any of
  these; and

n participation interests, as described below, in any of the above obligations,
  the interest from which is, in the opinion of bond counsel for the issuers or
  in the opinion of officers of the Fund and/or the investment adviser to the
  Fund, exempt from both federal regular income tax and the personal income tax
  imposed by the state of California and California municipalities ("California
  municipal securities"). At least 65% of the value of the Fund's total assets
  will be invested in obligations issued by or on behalf of the state of
  California, its political subdivisions, or agencies.

The prices of fixed income securities fluctuate inversely to the direction of
interest rates.

Characteristics
   The California municipal securities which the Fund buys are both investment
grade and lower rated bonds. The Fund invests 65% of its assets in bonds which
have the same characteristics assigned by Moody's Investors Service, Inc.
("Moody's"), Standard & Poor's ("S&P") or Fitch IBCA, Inc. ("Fitch") to bonds of
investment grade quality (rated Aaa, Aa, A, or Baa by Moody's or AAA, AA, A, or
BBB by S&P or Fitch). The Fund will limit its purchases of bonds rated Ba or
below by Moody's or BB or below by S&P or Fitch (commonly known as "junk bonds")
to up to but not including 35% of its net assets. Changes in economic or other
circumstances are more likely to lead to weakened capacity to make principal and
interest payments than higher rated bonds.    

   If a rated bond loses its rating or has its rating reduced after the Fund has
purchased it, the Fund is not required to drop the bond from the portfolio, but
will consider doing so. In certain cases, the Fund's adviser may choose bonds
which are unrated if it judges the bonds to have the same characteristics as
otherwise permissable bonds.     

   There is no limit to portfolio maturity. A description of the rating
categories is contained in the Appendix to this prospectus.    

Participation Interests
The Fund may purchase participation interests from financial institutions such
as commercial banks, savings associations, and insurance companies. These
participation interests give the Fund an undivided interest in California
municipal securities. The financial institutions from which the Fund purchases
participation interests frequently provide or secure irrevocable letters of
credit or guarantees to assure that the participation interests are of high
quality. The Trustees of the Trust will determine that participation interests
meet the prescribed quality standards for the Fund.

Variable-Rate Municipal Securities
Some of the California municipal securities which the Fund purchases may have
variable interest rates. Variable interest rates are ordinarily based on a
published interest rate, interest rate index, or a similar standard, such as the
91-day U.S. Treasury bill rate. Many variable-rate municipal securities are
subject to payment of principal on demand by the Fund in not more than seven
days. All variable-rate municipal securities will meet the quality standards for
the Fund. The Fund's investment adviser has been instructed by the Trustees to
monitor the pricing, quality, and liquidity of the variable-rate municipal
securities, including participation interests held by the Fund on the basis of
published financial information and reports of the rating agencies and other
analytical services.

Municipal Leases
Municipal leases are obligations issued by state and local governments or
authorities to finance the acquisition of equipment and facilities and may be
considered to be illiquid. They may take the form of a lease, an installment
purchase contract, a conditional sales contract or a participation certificate
on any of the above. Lease obligations may be subject to periodic appropriation.
If the entity does not appropriate funds for future lease payments, the entity
cannot be compelled to make such payments. In the event of failure of
appropriation, unless the participation interests are credit enhanced, it is
unlikely that the participants would be able to obtain an acceptable substitute
source of payment.

Restricted and Illiquid Securities
The Fund may invest up to 10% of its total assets in restricted securities.
Restricted securities are any securities in which the Fund may otherwise invest
pursuant to its investment objective and policies but which are subject to
restriction upon resale under federal securities laws. To the extent these
securities are deemed to be illiquid, the Fund will limit its purchases,
together with other securities considered to be illiquid, to 15% of its net
assets.

When-Issued and Delayed Delivery Transactions
The Fund may purchase securities on a when-issued or delayed delivery basis.
These transactions are arrangements in which the Fund purchases securities with
payment and delivery scheduled for a future time. The seller's failure to
complete these transactions may cause the Fund to miss a price or yield
considered to be advantageous. Settlement dates may be a month or more after
entering into these transactions, and the market values of the securities
purchased may vary from the purchase prices.

The Fund may dispose of a commitment prior to settlement if the adviser deems it
appropriate to do so. In addition, the Fund may enter in transactions to sell
its purchase commitments to third parties at current market values and
simultaneously acquire other commitments to purchase similar securities at later
dates. The Fund may realize short-term profits or losses upon the sale of such
commitments.

Inverse Floaters
The Fund may invest in securities known as "inverse floaters" which represent
interests in municipal securities. The Fund intends to purchase inverse floaters
to assist in duration management and to seek current income. These obligations
pay interest rates that vary inversely with changes in the interest rates of
specified short-term municipal securities or an index of short-term municipal
securities. The interest rates on inverse floaters will typically decline as
short-term market interest rates increase and increase as short-term market
rates decline. Inverse floaters will generally respond to changes in market
interest rates more rapidly than fixed-rate long-term securities (typically
twice as fast). As a result, the market values of inverse floaters will
generally be more volatile than the market values of fixed-rate municipal
securities Typically, the portion of the portfolio invested in inverse floaters
will be subject to additional volatility.

Financial Futures
The Fund may purchase and sell interest rate and index financial futures
contracts. These financial futures contracts may be used to hedge all or a
portion of its portfolio against changes in the market value of portfolio
securities and interest rates, provide additional liquidity, and accomplish its
current strategies in a more expeditious fashion. Financial futures contracts
call for the delivery of particular debt instruments at a certain time in the
future. The seller of the contract agrees to make delivery of the type of
instrument called for in the contract and the buyer agrees to take delivery of
the instrument at the specified future time.

As a matter of investment policy, which may be changed without shareholder
approval, the Fund may not purchase or sell futures contracts if immediately
thereafter the sum of the amount of margin deposits on the Fund's existing
futures positions would exceed 5% of the market value of the Fund's total
assets. When the Fund purchases futures contracts, an amount of municipal
securities, cash, or cash equivalents, equal to the underlying commodity value
of the futures contracts (less any related margin deposits), will be deposited
in a segregated account with the Fund's custodian (or the broker, if legally
permitted) to collateralize the position.

     Risks
     When the Fund uses financial futures, there is a risk that the prices of
     the securities subject to the futures contracts may not correlate perfectly
     with the prices of the securities in the Fund's portfolio. This may cause
     the futures contract to react differently than the portfolio securities to
     market changes. In addition, the Fund's investment adviser could be
     incorrect in its expectations about the direction or extent of market
     factors such as interest rate movements. In these events, the Fund may lose
     money on the futures contract. It is not certain that a secondary market
     for positions in futures contracts will exist at all times. Although the
     investment adviser will consider liquidity before entering into futures
     transactions, there is no assurance that a liquid secondary market on an
     exchange or otherwise will exist for any particular futures contract at any
     particular time. The Fund's ability to establish and close out futures
     positions depends on this secondary market.

   Investing in Securities of Other Investment Companies
The Fund may invest its assets in securities of other investment companies as an
efficient means of carrying out its investment policies. It should be noted that
investment companies incur certain expenses, such as management fees, and,
therefore, any investment by the Fund in shares of other investment companies
may be subject to such duplicate expenses.    

Temporary Investments
The Fund invests its assets so that at least 80% of its annual interest income
is exempt from federal regular income tax and the personal income taxes imposed
by the state of California and California municipalities. However, from time to
time, when the investment adviser determines that market conditions call for a
temporary defensive posture, the Fund may invest in short-term non-California
municipal tax-exempt obligations or taxable temporary investments. These
temporary investments include: notes issued by or on behalf of municipal or
corporate issuers; obligations issued or guaranteed by the U.S. government, its
agencies, or instrumentalities; other debt securities; commercial paper;
certificates of deposit of banks; and repurchase agreements (arrangements in
which the organization selling the Fund, a bond or temporary investment agrees
at the time of sale to repurchase it at a mutually agreed upon time and price).

There are no rating requirements applicable to temporary investments. However,
the investment adviser will limit temporary investments to those rated within
the investment grade categories described under "Acceptable
Investments--Characteristics" (if rated) or (if unrated) those which the
investment adviser judges to have the same characteristics as such investment
grade securities.

Although the Fund is permitted to make taxable, temporary investments, there is
no current intention of generating income subject to federal regular income tax
or personal income taxes imposed by the state of California or California
municipalities.

California Municipal Securities
California municipal securities are generally issued to finance public works,
such as airports, bridges, highways, housing, hospitals, mass transportation
projects, schools, streets, and water and sewer works. They are also issued to
repay outstanding obligations, to raise funds for general operating expenses,
and to make loans to other public institutions and facilities.

California municipal securities include industrial development bonds issued by
or on behalf of public authorities to provide financing aid to acquire sites or
construct and equip facilities for privately or publicly owned corporations. The
availability of this financing encourages these corporations to locate within
the sponsoring communities and thereby increases local employment.

The two principal classifications of municipal securities are "general
obligation" and "revenue" bonds. General obligation bonds are secured by the
issuer's pledge of its full faith and credit and taxing power for the payment of
principal and interest. However, interest on and principal of revenue bonds are
payable only from the revenue generated by the facility financed by the bond or
other specified sources of revenue. Revenue bonds do not represent a pledge of
credit or create any debt of or charge against the general revenues of a
municipality or public authority. Industrial development bonds are typically
classified as revenue bonds.

Investment Risks
   The value of Shares will fluctuate. The amount of this fluctuation is
dependent upon the quality and maturity of the bonds in the Fund's portfolio as
well as on market conditions. Yields on California municipal securities depend
on a variety of factors, including: the general conditions of the short-term
municipal note market and of the municipal bond market; the size of the
particular offering; the maturity of the obligations; and the rating of the
issue. The ability of the Fund to achieve its investment objective also depends
on the continuing ability of the issuers of California municipal securities and
demand features, or the credit enhancers of either, to meet their obligations
for the payment of interest and principal when due. Investing in California
municipal securities which meet the Fund's quality standards may not be possible
if the state of California or its municipalities do not maintain their current
credit ratings. In addition, certain California constitutional amendments,
legislative measures, executive orders, administrative regulations, and voter
initiatives could result in adverse consequences affecting California municipal
securities. Further, any adverse economic conditions or developments affecting
the state of California or its municipalities could have an impact on the Fund's
portfolio.    

A further discussion of the risks of a portfolio which invests largely in
California municipal securities is contained in the Statement of Additional
Information.

   The prices of longer term bonds fluctuate more widely in response to market
interest rate changes. Generally speaking, the lower quality, long-term bonds in
which the Fund invests have greater fluctuation in value than high quality,
shorter-term bonds.

Bond prices are interest rate sensitive, which means that their value varies
inversely with market interest rates. Thus, if market interest rates have
increased from the time a bond was purchased, the bond, if sold, might be sold
at a price less than its cost. Similarly, if market interest rates have declined
from the time a bond was purchased, the bond, if sold, might be sold at a price
greater than its cost. (In either instance, if the bond was held to maturity, no
loss or gain normally would be realized as a result of interim market
fluctuations.)

Prices of lower grade bonds also fluctuate with changes in the perceived quality
of the credit of their issuers. Consequently, Shares may not be suitable for
persons who cannot assume the somewhat greater risks of capital depreciation
associated with higher tax-exempt income yields. In addition, bonds rated "BBB"
and below by S&P or Fitch or "Baa" and below by Moody's have speculative
characteristics. Changes in economic conditions or other circumstances are more
likely to lead to weakened capacity to make principal and interest payments than
higher rated bonds.

A large portion of the Fund's portfolio may be invested in bonds whose interest
payments are from revenues of similar projects (such as housing or hospitals) or
where issuers share the same geographic location. As a result, the Fund may be
more susceptible to similar economic, political or regulatory developments than
would a portfolio of bonds with a greater geographic and project variety. This
susceptibility may result in greater fluctuations in share price.

Many issuers of bonds which have characteristics of rated bonds choose not to
have their obligations rated. Unrated bonds may carry a greater risk and higher
yield than rated securities. Although unrated bonds are not necessarily of lower
quality, the market for them may not be as broad as that for rated bonds since
many investors rely solely on the major rating agencies for credit appraisal.

Further, the lower rated or unrated bonds which the Fund may purchase are
frequently traded only in markets where the number of potential purchasers and
sellers is limited. This consideration may have the effect of limiting the
availability of such bonds for the Fund to purchase and may also have the effect
of limiting the ability of the Fund to sell such bonds at their fair market
value either to meet redemption requests or to respond to changes in the economy
or the financial markets. The Fund will not invest more than 15% of its total
assets in securities which are not readily marketable.

Reducing Risks of Lower-Rated Securities
The Fund's investment adviser believes that the risks of investing in lower
rated securities can be reduced. The professional portfolio management
techniques used by the Fund to attempt to reduce these risks include:

Credit Research
When purchasing bonds, rated or unrated, the Fund's investment adviser performs
its own credit analysis in addition to using recognized rating agencies. This
credit analysis considers the economic feasibility of revenue bond project
financing and general purpose borrowings, the financial condition of the issuer
or guarantor with respect to liquidity, cash flow and ability to meet
anticipated debt service requirements, and political developments that may
affect credit quality.

Diversification
The Fund invests in securities of many different issuers to reduce portfolio
risks.

Economic Analysis
The Fund's adviser also considers trends in the overall economy, in geographic
areas, in various industries, and in the financial markets.    

Non-Diversification
The Fund is a non-diversified investment portfolio. As such, there is no limit
on the percentage of assets which can be invested in any single issuer. An
investment in the Fund, therefore, will entail greater risk than would exist in
a diversified portfolio of securities because the higher percentage of
investments among fewer issuers may result in greater fluctuation in the total
market value of the Fund's portfolio. Any economic, political, or regulatory
developments affecting the value of the securities in the Fund's portfolio will
have a greater impact on the total value of the portfolio than would be the case
if the portfolio were diversified among more issuers.

The Fund intends to comply with Subchapter M of the Internal Revenue Code of
1986, as amended (the "Code"). This undertaking requires that at the end of each
quarter of the taxable year: (a) with regard to at least 50% of the Fund's total
assets, no more than 5% of its total assets are invested in the securities of a
single issuer and (b) no more than 25% of its total assets are invested in the
securities of a single issuer.

Investment Limitations
The Fund will not borrow money directly through reverse repurchase agreements
(arrangements in which the Fund sells a portfolio instrument for a percentage of
its cash value with an agreement to buy it back on a set date) or pledge
securities except, under certain circumstances, the Fund may borrow up to
one-third of the value of its total assets and pledge up to 10% of the value of
those assets to secure such borrowings.

The above investment limitation cannot be changed without shareholder approval.


                              EXPENSES OF THE FUND

Holders of Shares pay their allocable portion of Trust and portfolio expenses.

The Trust expenses for which holders of Shares pay their allocable portion
include, but are not limited to: the cost of organizing the Trust and continuing
its existence; registering the Trust with federal and state securities
authorities; Trustees' fees; auditors' fees; the cost of meetings of Trustees;
legal fees of the Trust; association membership dues; and such non-recurring and
extraordinary items as may arise from time to time.

The portfolio expenses for which holders of Shares pay their allocable portion
include, but are not limited to: registering the portfolio and Shares of the
portfolio; investment advisory services; taxes and commissions; custodian fees;
insurance premiums; auditors' fees; and such non-recurring and extraordinary
items as may arise from time to time.

At present, the only expenses which are allocated specifically to Class A Shares
as a class are expenses under the Trust's Shareholder Services Plan, and the
only expenses which are allocated specifically to Class B Shares as a class are
expenses under the Trust's Shareholder Services Plan and Distribution Plan.
However, the Trustees reserve the right to allocate certain other expenses to
holders of Shares as they deem appropriate ("Class Expenses"). In any case,
Class Expenses would be limited to: distribution fees; transfer agent fees as
identified by the transfer agent as attributable to holders of Shares; fees
under the Trust's Shareholder Services Plan; printing and postage expenses
related to preparing and distributing materials such as shareholder reports,
prospectuses and proxies to current shareholders; registration fees paid to the
Securities and Exchange Commission and to state securities commissions; expenses
related to administrative personnel and services as required to support holders
of Shares; legal fees relating solely to Shares; and Trustees' fees incurred as
a result of issues relating solely to Shares.


                                 NET ASSET VALUE

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.

All purchases, redemptions and exchanges are processed at the NAV next
determined after the request in proper form is received by the Fund. The NAV is
determined as of the close of trading on the New York Stock Exchange (normally
4:00 p.m., Eastern time) every day the New York Stock Exchange is open.


                              INVESTING IN THE FUND

   This prospectus offers two classes of Shares each with the characteristics
described below.

                Class AClass B
Minimum and Subsequent $1500/$100                         $1500/$100
Investment Amounts
Minimum and Subsequent NA      NA
Investment Amount
for Retirement Plans
Maximum Sales Charge   4.50%*  None
Maximum Contingent     None    5.50
Deferred Sales
Charge**
Conversion Feature     No      Yes
* Class A Shares are sold at NAV, plus a sales charge as follows:    


              Sales Charge    Dealer
           as a Percentage ofConcession as
               Public  Neta Percentage of
              OfferingAmountPublic Offering
Amount of Transaction Price  Invested     Price
Less than $100,000     4.50%   4.71%                                 4.00%
$100,000 but less
than $250,000   3.75%  3.90%   3.25%
$250,000 but less
than $500,000   2.50%  2.56%   2.25%
$500,000 but less
than $1 million 2.00%  2.04%   1.80%
$1 million or greater  0.00%   0.00%                                   0.25%

** Computed on the lesser of the NAV of the redeemed Shares at the time of
purchase or the NAV of the redeemed Shares at the time of redemption.

   The following contingent deferred sales charge schedule applies to Class B
Shares:

   Year of RedemptionContingent Deferred
   After PurchaseSales Charge

   First             5.50%
  Second            4.75%
  Third             4.00%
  Fourth            3.00%
  Fifth             2.00%
  Sixth             1.00%
  Seventh and thereafter                                               0.00%

   Class B Shares convert to Class A Shares (which pay lower ongoing expenses)
   approximately eight years after purchase. See "Conversion of Class B Shares."


                                PURCHASING SHARES

   Shares of the Fund are sold on days on which the New York Stock Exchange is
open. Shares of the Fund may be purchased as described below, either through a
financial intermediary (such as a bank or broker/dealer) or by sending a wire or
check directly to the Fund. Financial intermediaries may impose different
minimum investment requirements on their customers. An account must be
established with a financial intermediary or by completing, signing, and
returning the new account form available from the Fund before Shares can be
purchased. Shareholders in certain other funds advised and distributed by
affiliates of Federated Investors, Inc. ("Federated Funds") may exchange their
shares for Shares of the corresponding class of the Fund. The Fund reserves the
right to reject any purchase or exchange request.    

In connection with any sale, Federated Securities Corp. may, from time to time,
offer certain items of nominal value to any shareholder or investor.

Purchasing Shares through a Financial Intermediary
Orders placed through a financial intermediary are considered received when the
Fund is notified of the purchase order or when payment is converted into federal
funds. Purchase orders through a broker/dealer must be received by the broker
before 4:00 p.m. (Eastern time) and must be transmitted by the broker to the
Fund before 5:00 p.m. (Eastern time) in order for Shares to be purchased at that
day's price. Purchase orders through other financial intermediaries must be
received by the financial intermediary and transmitted to the Fund before 4:00
p.m. (Eastern time) in order for Shares to be purchased at that day's price. It
is the financial intermediary's responsibility to transmit orders promptly.
Financial intermediaries may charge fees for their services.

The financial intermediary which maintains investor accounts in Class B Shares
with the Fund must do so on a fully disclosed basis unless it accounts for share
ownership periods used in calculating the contingent deferred sales charge (see
"Contingent Deferred Sales Charge"). In addition, advance payments made to
financial intermediaries may be subject to reclaim by the distributor for
accounts transferred to financial intermediaries which do not maintain investor
accounts on a fully disclosed basis and do not account for share ownership
periods.

Purchasing Shares by Wire
Shares may be purchased by Federal Reserve wire by calling the Fund. All
information needed will be taken over the telephone, and the order is considered
received when State Street Bank receives payment by wire. Federal funds should
be wired as follows: Federated Shareholder Services Company, c/o State Street
Bank and Trust Company, Boston, MA 02266-8600; Attention; EDGEWIRE; For Credit
to: (Fund Name) (Fund Class); (Fund Number--this number can be found on the
account statement or by contacting the Fund); Account Number; Trade Date and
Order Number; Group Number or Dealer Number; Nominee or Institution Name; and
ABA Number 011000028. Shares cannot be purchased by wire on holidays when wire
transfers are restricted.

Purchasing Shares by Check
Shares may be purchased by mailing a check made payable to the name of the Fund
(designate class of Shares and account number) to: Federated Shareholder
Services Company, P.O. Box 8600, Boston, MA 02266-8600. Orders by mail are
considered received when payment by check is converted into federal funds
(normally the business day after the check is received).

Systematic Investment Program
Under this program, funds may be automatically withdrawn periodically from the
shareholder's checking account at an Automated Clearing House ("ACH") member and
invested in the Fund. Shareholders should contact their financial intermediary
or the Fund to participate in this program.

Class A Shares
Class A Shares are sold at NAV, plus a sales charge. However:

No sales charge is imposed for Class A Shares purchased:
n through financial intermediaries that do not receive sales charge dealer
 concessions;

n    by Federated Life Members; or    

n through "wrap accounts" or similar programs under which clients pay a fee for
services.

In addition, the sales charge can be reduced or eliminated by:     
n purchasing Class A Shares in quantity;

n combining concurrent purchases of Class A Shares

      n  by you, your spouse, and your children under age 21, or;

      n  of two or more Federated Funds (other than money market        funds);

n  accumulating purchases (in calculating the sales charge on an additional
   purchase of Class A Shares, you may count the current value of previous Class
   A Share purchases still invested in the Fund);

n signing a letter of intent to purchase a specific dollar amount of Class A
Shareswithin 13 months; or

n using the reinvestment privilege within 120 days of redeeming Class A Shares
of an equal or lesser amount.    

Consult a financial intermediary or Federated Securities Corp. for details on
these programs. In order to eliminate the sales charge or receive sales charge
reductions, Federated Securities Corp. must be notified by the shareholder in
writing or by a financial intermediary at the time of purchase.

Dealer Concession
   For sales of Class A Shares, a dealer will normally receive up to 90% of the
applicable sales charge. Any portion of the sales charge which is not paid to a
dealer will be retained by the distributor. However, the distributor may offer
to pay dealers up to 100% of the sales charge retained by it. Such payments may
take the form of cash or promotional incentives, such as reimbursement of
certain expenses of qualified employees and their spouses to attend
informational meetings about the Fund or other special events at
recreational-type facilities, or items of material value. In some instances,
these incentives will be made available only to dealers whose employees have
sold or may sell a significant amount of Shares. Financial intermediaries
purchasing Class A Shares for their customers in amounts of $1 million or more
are eligible to receive an advance commission from the distributor based on the
following breakpoints:

                        Advance Commission                 as a Percentage of
Transaction Amount            Public Offering Price

First $1 - $5 million                     0.75%
Next $5 - $20 million               0.50%
Over $20 million                    0.25%

For accounts with assets over $1 million, the dealer commission resets annually
to the first breakpoint on the anniversary of the first purchase.

Class A Share purchases under this program may be made by Letter of Intent or by
combining concurrent purchases. The above commission will be paid only on those
purchases that were not previously subject to a front-end sales charge and
dealer commission. Certain retirement accounts may not be eligible for this
program. Financial intermediaries must notify the Fund once an account reaches
$1 million in order to qualify for advance commissions.

A contingent deferred sales charge of 0.75% of the redemption amount applies to
Class A Shares redeemed up to 24 months after purchase if a financial
intermediary received an advance commission on the transaction.    

Federated Securities Corp. may pay fees to banks out of the sales charge in
exchange for sales and/or administrative services performed on behalf of the
bank's customers in connection with the establishment of customer accounts and
purchases of Class A Shares.

Class B Shares
Class B Shares are sold at NAV. Under certain circumstances, a contingent
deferred sales charge will be assessed at the time of a redemption. Orders for
$250,000 or more of Class B Shares will automatically be invested in Class A
Shares.

Conversion of Class B Shares
Class B Shares will automatically convert into Class A Shares after eight full
years from the purchase date. Such conversion will be on the basis of the
relative NAVs per Share, without the imposition of any charges. Class B Shares
acquired by exchange from Class B Shares of another Federated Fund will convert
into Class A Shares based on the time of the initial purchase.


                         REDEEMING AND EXCHANGING SHARES

Shares of the Fund may be redeemed for cash or exchanged for Shares of the same
class of other Federated Funds on days on which the Fund computes its NAV.
Shares are redeemed at NAV less any applicable contingent deferred sales charge.
Exchanges are made at NAV. Shareholders who desire to automatically exchange
Shares, of a like class, in a pre-determined amount on a monthly, quarterly, or
annual basis may take advantage of a systematic exchange privilege. Information
on this privilege is available from the Fund or your financial intermediary.
Depending upon the circumstances, a capital gain or loss may be realized when
Shares are redeemed or exchanged.

Redeeming or Exchanging Shares Through a Financial Intermediary
Shares of the Fund may be redeemed or exchanged by contacting your financial
intermediary before 4:00 p.m. (Eastern time). In order for these transactions to
be processed at that day's NAV, financial intermediaries (other than
broker/dealers) must transmit the request to the Fund before 4:00 p.m. (Eastern
time), while broker/dealers must transmit the request to the Fund before 5:00
p.m. (Eastern time). The financial intermediary is responsible for promptly
submitting transaction requests and providing proper written instructions.
Customary fees and commissions may be charged by the financial intermediary for
this service. Appropriate authorization forms for these transactions must be on
file with the Fund.

Redeeming or Exchanging Shares by Telephone
Shares acquired directly from the Fund may be redeemed in any amount, or
exchanged, by calling 1-800-341-7400. Appropriate authorization forms for these
transactions must be on file with the Fund. Shares held in certificate form must
first be returned to the Fund as described in the instructions under "Redeeming
or Exchanging Shares by Mail." Redemption proceeds will either be mailed in the
form of a check to the shareholder's address of record or wire-transferred to
the shareholder's account at a domestic commercial bank that is a member of the
Federal Reserve System. The minimum amount for a wire transfer is $1,000.
Proceeds from redeemed Shares purchased by check or through ACH will not be
wired until that method of payment has cleared.

Telephone instructions will be recorded. If reasonable procedures are not
followed by the Fund, it may be liable for losses due to unauthorized or
fraudulent telephone instructions. In the event of drastic economic or market
changes, a shareholder may experience difficulty in redeeming by telephone. If
this occurs, "Redeeming or Exchanging Shares By Mail" should be considered. The
telephone transaction privilege may be modified or terminated at any time.
Shareholders would be promptly notified.


Redeeming or Exchanging Shares by Mail

        Shares may be redeemed in any amount, or exchanged, by mailing a written
request to: Federated Shareholder Services Company, Fund Name, Fund Class, P.O.
Box 8600, Boston, MA 02266-8600. If share certificates have been issued, they
must accompany the written request. It is recommended that certificates be sent
unendorsed by registered or certified mail.    

All written requests should state: Fund Name and the Share Class name; the
account name as registered with the Fund; the account number; and the number of
Shares to be redeemed or the dollar amount of the transaction. An exchange
request should also state the name of the Fund into which the exchange is to be
made. All owners of the account must sign the request exactly as the Shares are
registered. A check for redemption proceeds is normally mailed within one
business day, but in no event more than seven days, after receipt of a proper
written redemption request. Dividends are paid up to and including the day that
a redemption or exchange request is processed.

Requirements for Redemption
Shareholders requesting a redemption of any amount to be sent to an address
other than that on record with the Fund, or a redemption payable other than to
the shareholder of record, must have their signatures guaranteed by a commercial
or savings bank, trust company or savings association whose deposits are insured
by an organization which is administered by the Federal Deposit Insurance
Corporation; a member firm of a domestic stock exchange; or any other "eligible
guarantor institution," as defined in the Securities Exchange Act of 1934. The
Fund does not accept signatures guaranteed by a notary public.

Requirements for Exchange
Shareholders must exchange Shares having an NAV equal to the minimum investment
requirements of the fund into which the exchange is being made. Contact your
financial intermediary directly or the Fund for free information on, and
prospectuses for, the Federated Funds into which your Shares may be exchanged.
Before the exchange, the shareholder must receive a prospectus of the fund for
which the exchange is being made.

Upon receipt of proper instructions and required supporting documents, Shares
submitted for exchange are redeemed and proceeds invested in the same class of
shares of the other fund. Signature guarantees will be required to exchange
between fund accounts not having identical shareholder registrations. The
exchange privilege may be modified or terminated at any time. Shareholders will
be notified of the modification or termination of the exchange privilege.

Systematic Withdrawal Program
   Under this program, Shares are redeemed to provide for periodic withdrawal
payments in an amount directed by the shareholder of not less than $100. To be
eligible to participate in this program, a shareholder must have an account
value of at least $10,000, other than retirement accounts subject to required
minimum distributions. A shareholder may apply for participation in this program
through his financial intermediary or by calling the Fund.    

Because participation in this program may reduce, and eventually deplete the
shareholder's investment in the Fund, payments under this program should not be
considered as yield or income. It is not advisable for shareholders to continue
to purchase Class A Shares subject to a sales charge while participating in this
program. A contingent deferred sales charge may be imposed on Class B Shares.

   Systematic Withdrawal Program ("SWP") on Class B Shares

A contingent deferred sales charge will not be charged on SWP redemptions of
Class B Shares if:

n  shares redeemed are 12% or less of the account value in a single year;

n the account is at least one year old;

n all dividends and capital gains distributions are reinvested; and

n the account has at least a $10,000 balance when the SWP is established
(multiple Class B Share accounts cannot be aggregated to meet this minimum
balance).

A contingent deferred sales charge will be charged on redemption amounts that
exceed the 12% annual limit. In measuring the redemption percentage, the account
is valued when the SWP is established and then annually at calendar year-end.
Redemptions can be made only at a rate of 1% monthly, 3% quarterly, or 6%
semi-annually.    

Contingent Deferred Sales Charge
The contingent deferred sales charge will be deducted from the redemption
proceeds otherwise payable to the shareholder and will be retained by the
distributor. Redemptions will be processed in a manner intended to maximize the
amount of redemption which will not be subject to a contingent deferred sales
charge. The contingent deferred sales charge will not be imposed with respect to
Shares acquired through the reinvestment of dividends or distributions of
long-term capital gains. In determining the applicability of the contingent
deferred sales charge, the required holding period for your new Shares received
through an exchange will include the period for which your original Shares were
held.

Eliminating the Contingent Deferred Sales Charge

     Upon written notification to Federated Securities Corp. or the transfer
agent, no contingent deferred sales charge will be imposed on redemptions:
   

n following the death or disability, as defined in Section 72(m)(7) of the
  Internal Revenue Code of 1986, of the last surviving shareholder and any
  designated beneficiaries;    

n representing minimum required distributions from an Individual Retirement
  Account or other retirement plan to a shareholder who has attained the age of
  70 1/2;

n which are involuntary redemptions of shareholder accounts that do not comply
with the minimum balance requirements;

n which are qualifying redemptions of Class B Shares under a Systematic
Withdrawal Program;

n which are reinvested in the Fund under the reinvestment privilege;

n of Shares held by Trustees, employees and sales representatives of the Fund,
  the distributor, or affiliates of the Fund or distributor, employees of any
  financial intermediary that sells Shares of the Fund pursuant to a sales
  agreement with the distributor, and their immediate family members to the
  extent that no payments were advanced for purchases made by these persons; and

n of Shares originally purchased through a bank trust department, an investment
  adviser registered under the Investment Advisers Act of 1940 or retirement
  plans where the third party administrator has entered into certain
  arrangements with Federated Securities Corp. or its affiliates, or any other
  financial intermediary, to the extent that no payments were advanced for
  purchases made through such entities.
For more information regarding the elimination of the contingent deferred sales
charge through a Systematic Withdrawal Program, or any of the above provisions,
contact your financial intermediary or the Fund. The Fund reserves the right to
discontinue or modify these provisions. Shareholders will be notified of such
action.


                          ACCOUNT AND SHARE INFORMATION

Confirmations and Account Statements
Shareholders will receive detailed confirmations of transactions (except for
systematic program transactions). In addition, shareholders will receive
periodic statements reporting all account activity, including dividends paid.
The Fund will not issue share certificates.

Dividends and Distributions
   Dividends are declared and paid monthly to all shareholders invested in the
Fund on the record date. Net long-term capital gains realized by the Fund, if
any, will be distributed at least once every twelve months. Dividends and
distributions are automatically reinvested in additional Shares of the Fund on
payment dates at the ex-dividend date NAV without a sales charge, unless
shareholders request cash payments on the new account form or by contacting the
transfer agent.    

Accounts with Low Balances
   Due to the high cost of maintaining accounts with low balances, the Fund may
close an account by redeeming all Shares and paying the proceeds to the
shareholder if the account balance falls below the applicable minimum investment
amount. Accounts where the balance falls below the minimum due to NAV changes
will not be closed in this manner. Before an account is closed, the shareholder
will be notified and allowed 30 days to purchase additional Shares to meet the
minimum.    


                                TRUST INFORMATION

Management of the Trust
Board of Trustees
The Trust is managed by a Board of Trustees. The Trustees are responsible for
managing the business affairs of the Trust and for exercising all of the powers
of the Trust except those reserved for the shareholders. The Executive Committee
of the Board of Trustees handles the Trustees' responsibilities between meetings
of the Board.

Investment Adviser
Pursuant to an investment advisory contract with the Trust, investment decisions
for the Fund are made by Federated Advisers, the Fund's investment adviser (the
"Adviser"), subject to direction by the Trustees. The Adviser continually
conducts investment research and supervision for the Fund and is responsible for
the purchase or sale of portfolio instruments, for which it receives an annual
fee from the Fund.

Advisory Fees
  The Adviser receives an annual investment advisory fee equal to 0.40% of the
  Fund's average daily net assets. The Adviser may voluntarily choose to waive a
  portion of its fee or reimburse the Fund for certain operating expenses. The
  Adviser can terminate this voluntary waiver or reimbursement of expenses at
  any time in its sole discretion.

Adviser's Background
     Federated Advisers, a Delaware business trust organized on April 11, 1989,
  is a registered investment adviser under the Investment Advisers Act of 1940.
  It is a subsidiary of Federated Investors, Inc. All of the Class A (voting)
  shares of Federated Investors, Inc. are owned by a trust, the trustees of
  which are John F. Donahue, Chairman and Director of Federated Investors, Inc.,
  Mr. Donahue's wife, and Mr. Donahue's son, J.
  Christopher Donahue, who is President and Director of Federated Investors,
  Inc.    

     Federated Advisers and other subsidiaries of Federated Investors, Inc.
  serve as investment advisers to a number of investment companies and private
  accounts. Certain other subsidiaries also provide administrative services to a
  number of investment companies. With over $120 billion invested across more
  than 300 funds under management and/or administration by its subsidiaries, as
  of December 31, 1997, Federated Investors, Inc. is one of the largest mutual
  fund investment managers in the United States. With more than 2,000 employees,
  Federated continues to be led by the management who founded the company in
  1955. Federated funds are presently at work in and through 4,000 financial
  institutions nationwide.    

        J. Scott Albrecht has been the Fund's portfolio manager since March
1995. Mr. Albrecht joined Federated Investors, Inc. or its predecessor in 1989
and has been a Vice President of the Fund's investment adviser since 1994. From
1992 to 1994, Mr. Albrecht served as an Assistant Vice President of the Fund's
investment adviser. Mr. Albrecht is a Chartered Financial Analyst and received
his M.S. in Public Management from Carnegie Mellon University.    

        Lee R. Cunningham II has been a portfolio manager of the Fund since May
1998. Mr. Cunningham joined Federated Investors, Inc. or its predecessor in 1995
as an Investment Analyst and was named an Assistant Vice President of the Fund's
investment adviser in January 1998. From 1986 through 1994, Mr. Cunningham was a
Project Engineer with Pennsylvania Power and Light Company. Mr. Cunningham
received his M.B.A. with concentrations in finance and operations from the
University of Pittsburgh.    

        Mary Jo Ochson has been the Fund's portfolio manager since April 1997.
Ms. Ochson joined Federated Investors, Inc. or its predecessor in 1982 and has
been a Senior Vice President of the Fund's investment adviser since January
1996. From 1988 through 1995, Ms. Ochson served as a Vice President of the
Fund's investment adviser. Ms. Ochson is a Chartered Financial Analyst and
received her M.B.A. in Finance from the University of Pittsburgh.    

Both the Trust and the Adviser have adopted strict codes of ethics governing the
conduct of all employees who manage the Fund and its portfolio securities. These
codes recognize that such persons owe a fiduciary duty to the Fund's
shareholders and must place the interests of shareholders ahead of the
employees' own interest. Among other things, the codes: require preclearance and
periodic reporting of personal securities transactions; prohibit personal
transactions in securities being purchased or sold, or being considered for
purchase or sale, by the Fund; prohibit purchasing securities in initial public
offerings; and prohibit taking profits on securities held for less than sixty
days. Violation of the codes are subject to review by the Trustees, and could
result in severe penalties.

Distribution of Shares


     Federated Securities Corp. is the principal distributor for Shares of the
Fund. It is a Pennsylvania corporation organized on November 14, 1969, and is
the principal distributor for a number of investment companies. Federated
Securities Corp. is a subsidiary of Federated Investors.

Distribution and Shareholder Services Plans
Under a distribution plan adopted in accordance with Investment Company Act Rule
12b-1 (the "Distribution Plan"), the Fund may pay to the distributor an amount,
computed at an annual rate of 0.25% of the average daily NAV of Class A Shares
and 0.75% of the average daily net asset value of Class B Shares to finance any
activity which is principally intended to result in the sale of Shares subject
to the Distribution Plan. The distributor may select financial institutions such
as banks, fiduciaries, custodians for public funds, investment advisers, and
broker/dealers to provide sales services or distribution related support
services as agents for their clients or customers. With respect to Class B
Shares, because distribution fees to be paid by the Fund to the distributor may
not exceed an annual rate of 0.75% of Class B Shares' average daily net assets,
it will take the distributor a number of years to recoup the expenses it has
incurred for its sales services and distribution-related support services
pursuant to the Distribution Plan.

The Distribution Plan for Class A Shares is presently not paying or accruing
12b-1 fees.

The Distribution Plan is a compensation-type plan. As such, the Fund makes no
payments to the distributor except as described above. Therefore, the Fund does
not pay for unreimbursed expenses of the distributor, including amounts expended
by the distributor in excess of amounts received by it from the Fund, interest,
carrying or other financing charges in connection with excess amounts expended,
or the distributor's overhead expenses. However, the distributor may be able to
recover such amount or may earn a profit from future payments made by the Fund
under the Distribution Plan.

In addition, the Fund has entered into a Shareholder Services Agreement with
Federated Shareholder Services, a subsidiary of Federated Investors, under which
the Fund may make payments up to 0.25% of the average daily NAV of both Class A
Shares and Class B Shares, computed at an annual rate, to obtain certain
personal services for shareholders and to maintain shareholder accounts. Under
the Shareholder Services Agreement, Federated Shareholder Services will either
perform shareholder services directly or will select financial institutions to
perform shareholder services. Financial institutions will receive fees based
upon Shares owned by their clients or customers. The schedules of such fees and
the basis upon which such fees will be paid will be determined from time to time
by the Fund and Federated Shareholder Services.

Supplemental Payments to Financial Institutions
Federated Securities Corp. may pay financial institutions, at the time of
purchase of Class A Shares, an amount equal to 0.50% of the net asset value of
Class A Shares purchased by their clients or customers under certain qualified
retirement plans as approved by Federated Securities Corp. (Such payments are
subject to a reclaim from the financial institution should the assets leave the
program within 12 months after purchase.)

Furthermore, with respect to both Class A Shares and Class B Shares, in addition
to payments made pursuant to the Distribution and Shareholder Services Plans,
Federated Securities Corp. and Federated Shareholder Services, from their own
assets, may pay financial institutions supplemental fees for the performance of
substantial sales services, distribution-related support services, or
shareholder services. The support may include sponsoring sales, educational and
training seminars for their employees, providing sales literature, and
engineering computer software programs that emphasize the attributes of the
Fund. Such assistance will be predicated upon the amount of Shares the financial
institution sells or may sell and/or upon the type and nature of sales or
marketing support furnished by the financial institution. Any payments made by
the distributor may be reimbursed by the Adviser or its affiliates.

Administration of the Fund
Administrative Services
Federated Services Company, a subsidiary of Federated Investors, provides
administrative personnel and services (including certain legal and financial
reporting services) necessary to operate the Fund. Federated Services Company
provides these at an annual rate which relates to the average aggregate daily
net assets of all funds advised by affiliates of Federated Investors as
specified below:



<PAGE>


                           Maximum Average Aggregate
  Fee     Daily Net Assets
 0.150%on the first $250 million 0.125%on the next $250 million 0.100%on the
 next $250 million
 0.075%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 choose voluntarily to waive a portion of its fee.


                             SHAREHOLDER INFORMATION

Each Share of the Fund gives the shareholder one vote in Trustee elections and
other matters submitted to shareholders for vote. All Shares of each portfolio
or class in the Fund have equal voting rights, except that in matters affecting
only a particular portfolio or class, only Shares of that portfolio or class are
entitled to vote.

Trustees may be removed by the Trustees or shareholders at a special meeting. A
special meeting of shareholders shall be called by the Trustees upon the written
request of shareholders owning at least 10% of the Fund's outstanding Shares of
all series entitled to vote.

   As of August 7, 1998, the following shareholder of record owned 25% or more
of the outstanding Class A Shares of the Fund: Merrill Lynch Pierce Fenner &
Smith (as record owner holding Class A Shares for its clients), Jacksonville,
Florida, owned approximately 971,909 Shares (37.76%) and, therefore, may, for
certain purposes, be deemed to control the Fund and be able to affect the
outcome of certain matters presented for a vote of shareholders.    


                                 TAX INFORMATION

Federal Income Tax
The Fund will pay no federal income tax because it expects to meet requirements
of the Code applicable to regulated investment companies and to receive the
special tax treatment afforded to such companies. The Fund will be treated as a
single, separate entity for federal income tax purposes so that income
(including capital gains) and losses realized by the Trust's other portfolios
will not be combined for tax purposes with those realized by the Fund.

Shareholders are not required to pay federal regular income tax on any dividends
received from the Fund that represent net interest on tax-exempt municipal
bonds, although tax-exempt interest will increase the taxable income of certain
recipients of social security benefits. However, under the Tax Reform Act of
1986, dividends representing net interest income earned on some municipal bonds
may be included in calculating the federal individual alternative minimum tax or
the federal alternative minimum tax for corporations.

The alternative minimum tax, up to 28% of alternative minimum taxable income for
individuals and 20% for corporations, applies when it exceeds the regular tax
for the taxable year. Alternative minimum taxable income is equal to the regular
taxable income of the taxpayer increased by certain "tax preference" items not
included in regular taxable income and reduced by only a portion of the
deductions allowed in the calculation of the regular tax.

The Tax Reform Act of 1986 treats interest on certain "private activity" bonds
issued after August 7, 1986, as a tax preference item for both individuals and
corporations. Unlike traditional governmental purpose municipal bonds, which
finance roads, schools, libraries, prisons, and other public facilities, private
activity bonds provide benefits to private parties. The Fund may purchase all
types of municipal bonds, including private activity bonds. Thus, should it
purchase any such bonds, a portion of the Fund's dividends may be treated as a
tax preference item.

In addition, in the case of a corporate shareholder, dividends of the Fund which
represent interest on municipal bonds will become subject to the 20% corporate
alternative minimum tax because the dividends are included in a corporation's
"adjusted current earnings." The corporate alternative minimum tax treats 75% of
the excess of a taxpayer's pre-tax "adjusted current earnings" over the
taxpayer's alternative minimum taxable income as a tax preference item.
"Adjusted current earnings" is based upon the concept of a corporation's
"earnings and profits." Since "earnings and profits" generally includes the full
amount of any Fund dividend, and alternative minimum taxable income does not
include the portion of the Fund's dividend attributable to municipal bonds which
are not private activity bonds, the difference will be included in the
calculation of the corporation's alternative minimum tax.

Dividends of the Fund representing net interest income earned on some temporary
investments and any realized net short-term gains are taxed as ordinary income.

These tax consequences apply whether dividends are received in cash or as
additional Shares. Information on the tax status of dividends and distributions
is provided annually.

California Income Taxes
Under existing California laws, distributions made by the Fund will not be
subject to California individual income taxes provided that such distributions
qualify as "exempt-interest dividends" under the California Revenue and Taxation
Code, and provided further that at the close of each quarter, at least 50
percent of the value of the total assets of the Fund consists of obligations the
interest on which is exempt from California taxation under either the
Constitution or laws of California or the Constitution or laws of the United
States. The Fund will furnish its shareholders with a written note designating
exempt-interest dividends within 60 days after the close of its taxable year.
Conversely, to the extent that distributions made by the Fund are derived from
other types of obligations, such distributions will be subject to California
individual income taxes.

Dividends of the Fund are not exempt from the California taxes payable by
corporations.

State and Local Taxes
Income from the Fund is not necessarily free from taxes in states other than
California. Shareholders are urged to consult their own tax advisers regarding
the status of their accounts under state and local tax laws.


                             PERFORMANCE INFORMATION

From time to time, the Fund advertises the total return, yield, and
tax-equivalent yield for each class of shares.

Total return represents the change, over a specific period of time, in the value
of an investment in Shares after reinvesting all income and capital gains
distributions. It is calculated by dividing that change by the initial
investment and is expressed as a percentage.

The yield of Shares is calculated by dividing the net investment income per
share (as defined by the SEC) earned by each class of shares over a thirty-day
period by the maximum offering price per share of each class of shares on the
last day of the period. This number is then annualized using semi-annual
compounding. The tax-equivalent yield of each class of shares is calculated
similarly to the yield, but is adjusted to reflect the taxable yield that each
class of shares would have had to earn to equal its actual yield, assuming a
specific tax rate. The yield and the tax-equivalent yield do not necessarily
reflect income actually earned by each class of shares and, therefore, may not
correlate to the dividends or other distributions paid to shareholders.

The performance information reflects the effect of the maximum sales charge and
other similar non-recurring charges, such as the contingent deferred sales
charge, which, if excluded, would increase the total return, yield, and
tax-equivalent yield.

Total return and yield will be calculated separately for Class A Shares and
Class B Shares.

From time to time, advertisements for Class A Shares and Class B Shares of the
Fund may refer to ratings, rankings and other information in certain financial
publications and/or compare the performance of Class A Shares and Class B Shares
to certain indices.

   


                                    APPENDIX

Standard & Poor's ("S&P") Municipal Bond Ratings
AAA --Debt rated "AAA" has the highest rating assigned by S&P. Capacity to pay
interest and repay principal is extremely strong.

AA--Debt rated "AA" has a very strong capacity to pay interest and repay
principal and differs from the higher rated issues only in small degree.

A--Debt rated "A" has a strong capacity to pay interest and repay principal
although it is somewhat more susceptible to the adverse effects of changes in
circumstances and economic conditions than debt in higher rated categories.

BBB--Debt rated "BBB" is regarded as having an adequate capacity to pay interest
and repay principal. Whereas it normally exhibits adequate protection
parameters, adverse economic conditions or changing circumstances are more
likely to lead to a weakened capacity to pay interest and repay principal for
debt in this category than in higher rated categories.

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

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

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

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

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

NR--Indicates that no public rating has been requested, that there is
insufficient information on which to base a rating, or that S&P does not rate a
particular type of obligation as a matter of policy.

PLUS (+) OR MINUS (-): The ratings from "AA" to "CCC" may be modified by the
addition of a plus or minus sign to show relative standing within the major
rating categories.

Moody's Investors Service, L.P. ("Moody's") Municipal Bond Ratings
Aaa--Bonds which are rated Aaa are judged to be of the best quality. The y carry
the smallest degree of investment risk and are generally referred to as "gilt
edged." Interest payments are protected by a large or by an exceptionally stable
margin and principal is secure. While the various protective elements are likely
to change, such changes as can be visualized are most unlikely to impair the
fundamentally strong position of such issues.

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

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

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

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

B-Bonds which are rated "B" generally lack characteristics of the desirable
investment. Assurance of interest and principal payments or of maintenance of
other terms of the contract over any long period of time may be small.

Caa-Bonds which are rated "Caa" are of poor standing. Such issues may be in
default or there may be present elements of danger with respect to principal or
interest.

Ca-Bonds which are rated "Ca" represent obligations which are speculative in a
high degree. Such issues are often in default or have other marked shortcomings.

C-Bonds which are rated "C" are the lowest rated class of bonds, and issues so
rated can be regarded as having extremely poor prospects of ever attaining any
real investment standing.

NR--Not rated by Moody's.

Moody's applies numerical modifiers, 1, 2 and 3 in each generic rating
classification from Aa through B in its generic rating category; the modifier 1
indicates that the security ranks in the higher end of its generic rating
category; the modifier 2 indicates a mid-range ranking; and the modifier 3
indicates that the issue ranks in the lower end of its generic rating category.

Fitch IBCA, Inc. ("Fitch") Long-Term Debt Ratings
AAA--Bonds considered to be investment grade and of the highest credit quality.
The obligor has an exceptionally strong ability to pay interest and repay
principal, which is unlikely to be affected by reasonably foreseeable events.

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

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

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

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

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

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

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

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

DDD, DD, and D--Bonds are in default on interest and/or principal payments. Such
bonds are extremely speculative and should be valued on the basis of their
ultimate recovery value in liquidation or reorganization of the obligor. DDD
represents the highest potential for recovery on these bonds, and D represents
the lowest potential for recovery.

NR--NR indicates that Fitch does not rate the specific issue.

PLUS (+) OR MINUS (-): Plus and minus signs are used with a rating symbol to
indicate the relative position of a credit within the rating category. Plus and
minus signs, however, are not used in the "AAA" category.

S&P Municipal Note Ratings
SP-1--Very strong or strong capacity to pay principal and interest. Those issues
determined to possess overwhelming safety characteristics will be given a plus
(+) designation.

SP-2--Satisfactory capacity to pay principal and interest.

Moody's Short-Term Loan Ratings
MIG1/VMIG1--This designation denotes best quality. The re is a present strong
protection by established cash flows, superior liquidity support or demonstrated
broad based access to the market for refinancing.

MIG2/VMIG2--This designation denotes high quality. Margins of protection are
ample although not so large as in the preceding group.

Fitch Short-Term Debt Ratings
F-1+--Exceptionally Strong Credit Quality. Issues assigned this rating are
regarded as having the strongest degree of assurance for timely payment.

F-1--Very Strong Credit Quality. Issues assigned this rating reflect an
assurance of timely payment only slightly less in degree than issues rated F-1+.

F-2--Good Credit Quality. Issues carrying this rating have a satisfactory degree
of assurance for timely payment, but the margin of safety is not as great as the
F-1+ and F-1 categories.

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

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

Moody's Commercial Paper Ratings
P-1--Issuers rated PRIME-1 (or related supporting institutions) have a superior
capacity for repayment of short-term promissory obligations.

PRIME-1 repayment capacity will normally be evidenced by the following
characteristics: Leading market positions in well established industries; high
rates of return on funds employed; conservative capitalization structures with
moderate reliance on debt and ample asset protection; broad margins in earning
coverage of fixed financial charges and high internal cash generation; and well
established access to a range of financial markets and assured sources of
alternate liquidity.

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

    




<PAGE>



Federated California Municipal Income Fund
 (A Portfolio of Municipal Securities Income Trust)

   Class A Shares (formerly, Class F Shares)    

Class B Shares


Prospectus
   October 31, 1998    

     A Non-Diversified Portfolio of Municipal Securities Income Trust, An
Open-End, Management Investment Company


Federated California Municipal Income Fund
Class A Shares (Formerly, Class F Shares)

Class B 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 Adviser
Federated Advisers
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
Deloitte & Touche LLP
2500 One PPG Place
Pittsburgh, PA 15222-5401

Cusip 625922109
   2092918A (10/98)    








Federated California Municipal Income Fund
   Class A Shares (formerly, Class F Shares)    
Class B Shares
(A Portfolio of Municipal Securities Income Trust)

Statement of Additional Information





   This Statement of Additional Information should be read with the prospectus
of Federated California Municipal Income Fund (the "Fund"), a portfolio of
Municipal Securities Income Trust (the "Trust") dated October 31, 1998 This
Statement is not a prospectus. You may request a copy of a prospectus or a paper
copy of this Statement, if you have received it electronically, free of charge
by calling 1-800-341-7400.

Federated California Municipal Income Fund

Federated Investors Funds

5800 Corporate Drive

Pittsburgh, Pennsylvania 15237-7000

Statement dated October 31, 1998
Cusip 625922109
2092918B (10/98)    



<PAGE>



                                TABLE OF CONTENTS


General Information About the Fund..1

Investment Objective and Policies...1
  Acceptable Investments............1
  When-Issued and Delayed Delivery Transactions 2
  Futures Transactions..............2
  Temporary Investments.............3
  Portfolio Turnover................3

Investment Limitations..............3
  California Investment Risks.......5

Municipal Securities Income Trust Management    6
  Fund Ownership...................10
  Trustees Compensation............10
  Trustee Liability................10

Investment Advisory Services.......11
  Adviser to the Fund..............11
  Advisory Fees....................11

Other Services.....................11
  Fund Administration..............11
  Custodian and Portfolio Accountant11
  Transfer Agent...................11
  Independent Auditors.............11

Brokerage Transactions.............11

Purchasing Shares..................12
  Quantity Discounts and Accumulated Purchases  12
  Concurrent Purchases.............12
  Letter of Intent.................12
  Reinvestment Privilege...........13
  Conversion of Class B Shares.....13
  Distribution and Shareholder Services Plans   13
  Conversion to Federal Funds......13
  Purchases by Sales Representatives, Fund
    Trustees, and Employees........14

Determining Net Asset Value........14
  Valuing Municipal Bonds..........14
  Use of Amortized Cost............14

Redeeming Shares...................14
  Redemption in Kind...............14
  Contingent Deferred Sales Charge--
    Class B Shares.................15
  Massachusetts Partnership Law....15

Tax Status.........................15
  The Fund's Tax Status............15
  Shareholders' Tax Status.........16

Total Return.......................16

Yield..............................16

Tax-Equivalent Yield...............16
  Tax-Equivalency Table............17

Performance Comparisons............18
  Economic and Market Information..18

About Federated Investors..........18
  Mutual Fund Market...............19
  Institutional Clients............19
  Bank Marketing...................19
  Broker/Dealers and Bank
    Broker/Dealer Subsidiaries.....19

Financial Statements...............19

Appendix...........................20



<PAGE>



                       GENERAL INFORMATION ABOUT THE FUND

   The Fund is a portfolio of Municipal Securities Income Trust. The Trust was
established as a Massachusetts business trust under a Declaration of Trust dated
August 6, 1990. On March 31, 1996, the Trustees approved changing the name of
the Fund from California Municipal Income Fund to Federated California Municipal
Income Fund and also approved changed the name of the Fund's shares from
Fortress Shares to Class F Shares. On November 18, 1997, the Trustees approved
the name change of Class F Shares to Class A Shares and added an additional
class of shares called Class B Shares (individually and collectively referred to
as "Shares" as the context may require). This Statement of Additional
Information relates to both of the above-mentioned classes of shares.    


                        INVESTMENT OBJECTIVE AND POLICIES

The Fund's investment objective is to provide current income exempt from federal
regular income tax (federal regular income tax does not include the federal
alternative minimum tax) and the personal income taxes imposed by the state of
California and California municipalities. The investment objective cannot be
changed without approval of shareholders.

Acceptable Investments
The Fund invests primarily in California municipal securities.

Characteristics
   The California municipal securities in which the Fund invests have the
characteristics set forth in the prospectus. If ratings made by Moody's
Investors Service, Inc. ("Moody's"), Standard & Poor's ("S&P") or Fitch IBCA,
Inc. ("Fitch") change because of changes in those organizations or in their
rating systems, the Fund will try to use comparable ratings as standards in
accordance with the investment policies described in the Fund's prospectus.    

Types of Acceptable Investments
  Examples of California municipal securities include: governmental lease
  certificates of participation issued by state or municipal authorities where
  payment is secured by installment payments for equipment, buildings, or other
  facilities being leased by the state or municipality;

o municipal notes and tax-exempt commercial paper;

o serial bonds;

o tax anticipation notes sold to finance working capital needs of
  municipalities in anticipation of receiving taxes;

o bond anticipation notes sold in anticipation of the issuance of long-term
  bonds;

o pre-refunded municipal bonds whose timely payment of interest and principal
  is ensured by an escrow of U.S. government obligations; and

o general obligation bonds.

Participation Interests
  The financial institutions from which the Fund purchases participation
  interests frequently provide or secure from another financial institution
  irrevocable letters of credit or guarantees and give the Fund the right to
  demand payment of the principal amounts of the participation interests plus
  accrued interest on short notice (usually within seven days).

Variable-Rate Municipal Securities
  Variable interest rates generally reduce changes in the market value of
  municipal securities from their original purchase prices. Accordingly, as
  interest rates decrease or increase, the potential for capital appreciation or
  depreciation is less for variable rate municipal securities than for fixed
  income obligations. Many municipal securities with variable interest rates
  purchased by the Fund are subject to repayment of principal (usually within
  seven days) on the Fund's demand. The terms of these variable-rate demand
  instruments require payment of principal and accrued interest from the issuer
  of the municipal obligations, the issuer of the participation interests, or a
  guarantor of either issuer.

Municipal Leases
  The Fund may purchase municipal securities in the form of participation
  interests which represent undivided proportional interests in lease payments
  by a governmental or non-profit entity. The lease payments and other rights
  under the lease provide for and secure the payments on the certificates. Lease
  obligations may be limited by municipal charter or the nature of the
  appropriation for the lease. In particular, lease obligations may be subject
  to periodic appropriation. If the entity does not appropriate funds for future
  lease payments, the entity cannot be compelled to make such payments.
  Furthermore, a lease may provide that the certificate trustee cannot
  accelerate lease obligations upon default. The trustee would only be able to
  enforce lease payments as they became due. In the event of a default or
  failure of appropriation, it is unlikely that the trustee would be able to
  obtain an acceptable substitute source of payment. In determining the
  liquidity of municipal lease securities, the investment adviser, under the
  authority delegated by the Trustees, will base its determination on the
  following factors:

o whether the lease can be terminated by the lessee;

o the potential recovery, if any, from a sale of the leased property upon
  termination of the lease;

o the lessee's general credit strength (e.g., its debt, administrative,
  economic and financial characteristics and prospects);

o the likelihood that the lessee will discontinue appropriating funding for the
  leased property because the property is no longer deemed essential to its
  operations (e.g., the potential for an "event of nonappropriation"); and

o any credit enhancement or legal recourse provided upon an event of
non-appropriation or other termination of the lease.

When-Issued and Delayed Delivery Transactions
These transactions are made to secure what is considered to be an advantageous
price or yield for the Fund. No fees or other expenses, other than normal
transaction costs, are incurred. However, liquid assets of the Fund sufficient
to make payment for the securities to be purchased are segregated on the Fund's
records at the trade date. These assets are marked to market daily and are
maintained until the transaction has been settled. The Fund does not intend to
engage in when-issued and delayed delivery transactions to an extent that would
cause the segregation of more than 20% of the total value of its assets.

Futures Transactions
A futures contract is a firm commitment by two parties: the seller who agrees to
make delivery of the specific type of security called for in the contract
("going short") and the buyer who agrees to take delivery of the security
("going long") at a certain time in the future. In the fixed income securities
market, price moves inversely to interest rates. A rise in rates means a drop in
price. Conversely, a drop in rates means a rise in price. In order to hedge its
holdings of fixed income securities against a rise in market interest rates, the
Fund could enter into contracts to deliver securities at a predetermined price
(i.e., "go short") to protect itself against the possibility that the prices of
its fixed income securities may decline during the Fund's anticipated holding
period. The Fund would agree to purchase securities in the future at a
predetermined price (i.e., "go long") to hedge against a decline in market
interest rates.

"Margin" in Futures Transactions
  Unlike the purchase or sale of a security, the Fund does not pay or receive
  money upon the purchase or sale of a futures contract. Rather, the Fund is
  required to deposit an amount of "initial margin" in municipal securities,
  cash or cash equivalents with its custodian (or the broker, if legally
  permitted). The nature of initial margin in futures transactions is different
  from that of margin in securities transactions in that futures contract
  initial margin does not involve the borrowing of funds by the Fund to finance
  the transactions. Initial margin is in the nature of a performance bond or
  good faith deposit on the contract which is returned to the Fund upon
  termination of the futures contract, assuming all contractual obligations have
  been satisfied.

  A futures contract held by the Fund is valued daily at the official settlement
  price of the exchange on which it is traded. Each day the Fund pays or
  receives cash, called "variation margin," equal to the daily change in value
  of the futures contract. This process is known as "marking to market."
  Variation margin does not represent a borrowing or loan by the Fund but is
  instead settlement between the Fund and the broker of the amount one would owe
  the other if the futures contract expired. In computing its daily net asset
  value ("NAV"), the Fund will mark-to-market its open futures positions.

   Investing in Securities of Other Investment Companies
The Fund may invest in the securities of affiliated money market funds as an
efficient means of managing the Fund's uninvested cash.    

Temporary Investments
The Fund may also invest in temporary investments during times of unusual market
conditions for defensive purposes.

Repurchase Agreements
  Repurchase agreements are arrangements in which banks, broker/dealers, and
  other recognized financial institutions sell U.S. government securities or
  certificates of deposit to the Fund and agree at the time of sale to
  repurchase them at a mutually agreed upon time and price within one year from
  the date of acquisition. The Fund or its custodian will take possession of the
  securities subject to repurchase agreements. To the extent that the original
  seller does not repurchase the securities from the Fund, the Fund could
  receive less than the repurchase price on any sale of such securities. In the
  event that such a defaulting seller filed for bankruptcy or became insolvent,
  disposition of such securities by the Fund might be delayed pending court
  action. The Fund believes that under the regular procedures normally in effect
  for custody of the Fund's portfolio securities subject to repurchase
  agreements, a court of competent jurisdiction would rule in favor of the Fund
  and allow retention or disposition of such securities. The Fund may only enter
  into repurchase agreements with banks and other recognized financial
  institutions such as broker/dealers which are found by the Fund's investment
  adviser to be creditworthy pursuant to guidelines established by the Trustees.

From time to time, such as when suitable California municipal bonds are not
available, the Fund may invest a portion of its assets in cash. Any portion of
the Fund's assets maintained in cash will reduce the amount of assets in
California municipal bonds and thereby reduce the Fund's yield.

Reverse Repurchase Agreements
  The Fund may also enter into reverse repurchase agreements. This transaction
  is similar to borrowing cash. In a reverse repurchase agreement the Fund
  transfers possession of a portfolio instrument to another person, such as a
  financial institution, broker, or dealer, in return for a percentage of the
  instrument's market value in cash, and agrees that on a stipulated date in the
  future the Fund will repurchase the portfolio instrument by remitting the
  original consideration plus interest at an agreed upon rate. The use of
  reverse repurchase agreements may enable the Fund to avoid selling portfolio
  instruments at a time when a sale may be deemed to be disadvantageous, but the
  ability to enter into reverse repurchase agreements does not ensure that the
  Fund will be able to avoid selling portfolio instruments at a disadvantageous
  time.

  When effecting reverse repurchase agreements, liquid assets of the Fund, in a
  dollar amount sufficient to make payment for the obligations to be purchased,
  are segregated on the Fund's records at the trade date. These assets are
  marked to market daily and are maintained until the transaction is settled.

Portfolio Turnover
The Fund may trade or dispose of portfolio securities as considered necessary to
meet its investment objective. For the fiscal years ended August 31, 1997 and
1996, the Fund's portfolio turnover rates were 29% and 21%, respectively.

Investment Limitations
Selling Short and Buying on Margin
  The Fund will not sell any securities short or purchase any securities on
  margin but may obtain such short-term credits as may be necessary for
  clearance of purchases and sales of securities.

Issuing Senior Securities and Borrowing Money
  The Fund will not issue senior securities except that the Fund may borrow
  money and engage in reverse repurchase agreements in amounts up to one-third
  of the value of its total assets, including the amounts borrowed.

  The Fund will not borrow money or engage in reverse repurchase agreements for
  investment leverage, but rather as a temporary, extraordinary, or emergency
  measure to facilitate management of the portfolio by enabling the Fund to, for
  example, meet redemption requests when the liquidation of portfolio securities
  is deemed to be inconvenient or disadvantageous. The Fund will not purchase
  any securities while borrowings in excess of 5% of its total assets are
  outstanding.

Pledging Assets
  The Fund will not mortgage, pledge, or hypothecate its assets except to secure
  permitted borrowings. In those cases, it may mortgage, pledge, or hypothecate
  assets having a market value not exceeding 10% of the value of its total
  assets at the time of the pledge.

Underwriting
  The Fund will not underwrite any issue of securities except as it may be
  deemed to be an underwriter under the Securities Act of 1933 in connection
  with the sale of securities in accordance with its investment objective,
  policies, and limitations.

Investing in Real Estate
  The Fund will not purchase or sell real estate although it may invest in
  municipal bonds secured by real estate, including limited partnership
  interests, or interests in real estate.

Investing in Commodities
  The Fund will not buy or sell commodities, commodity contracts, or commodities
futures contracts.

Lending Cash or Securities
  The Fund will not lend any of its assets except that it may acquire publicly
  or non-publicly issued municipal bonds or temporary investments or enter into
  repurchase agreements in accordance with its investment objective, policies,
  and limitations or its Declaration of Trust.

Dealing in Puts and Calls
  The Fund will not buy or sell puts, calls, straddles, spreads, or any
combination of these.

Concentration of Investments
  The Fund will not purchase securities if, as a result of such purchase, 25% or
  more of the value of its total assets would be invested in any one industry or
  in industrial development bonds or other securities, the interest upon which
  is paid from revenues of similar types of projects. However, the Fund may
  invest as temporary investments more than 25% of the value of its assets in
  cash or cash items, securities issued or guaranteed by the U.S. government,
  its agencies or instrumentalities, or instruments secured by these money
  market instruments, i.e., repurchase agreements.

The above investment limitations cannot be changed without shareholder approval.
The following limitations, however, may be changed by the Trustees without
shareholder approval. Shareholders will be notified before any material change
in these limitations becomes effective.

       Investing in Restricted Securities
  The Fund will not invest more than 10% of the value of its total assets in
  securities subject to restrictions on resale under the Securities Act of 1933.

Investing in Illiquid Securities
  The Fund will not invest more than 15% of its net assets in illiquid
  obligations, including repurchase agreements providing for settlement in more
  than seven days after notice, and certain restricted securities.

Except with respect to borrowing money, if a percentage limitation is adhered to
at the time of investment, a later increase or decrease in percentage resulting
from any change in value or net assets will not result in a violation of such
restriction. 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 ("bank cash items") at the time of investment
to be included in "cash items." However, the Fund does not intend to exceed its
concentration limitation with respect to bank cash items. California Investment
Risks Limits on Taxing and Spending Authority
  Developments in California which constrain the taxing and spending authority
  of California governmental entities could adversely affect the ability of such
  entities to meet their interest and/or principal payment obligations on
  securities they have issued or will issue. The following information
  constitutes only a brief summary and is not intended as a complete
  description.

  In 1978, a statewide referendum approved Proposition 13, an amendment to the
  California Constitution limiting both the valuation of real property for
  property tax purposes and the power of local taxing authorities to increase
  real property tax revenues. To provide revenue to local governments,
  legislation was enacted shortly thereafter providing for the redistribution to
  local governments of the state's then existing surplus in its General Fund,
  reallocation of revenues to local governments, and assumption by the state of
  certain local government obligations. More recent California legislation has,
  however, reduced state assistance payments to local governments and
  reallocated a portion of such payments to the state's General Fund.

  There can be no assurance that any particular level of state aid to local
  governments will be maintained in future years. The U.S. Supreme Court has
  accepted for review a case challenging the constitutionality of certain
  provisions of Proposition 13. The outcome of such litigation could
  substantially impact local property tax collections and the ability of state
  agencies, local governments and districts to make future payments on
  outstanding debt obligations.

  In 1979, California voters again amended the California Constitution, this
  time imposing an appropriations limit on the spending authority of certain
  state and local government entities. The state's appropriations limit is based
  on its 1978-1979 fiscal year authorizations to expend proceeds of taxes and is
  adjusted annually to reflect changes in cost of living and population and
  transfer of financial responsibility from one governmental unit to another. If
  a California governmental entity raises revenues beyond its appropriations
  limit, the excess must be returned to the entity's taxpayers within the two
  subsequent fiscal years, generally by a tax credit, refund, or temporary
  suspension of tax rates or fee schedules.

  These spending limitations do not, however, apply to the debt service on
  obligations existing or legally authorized as of January 1, 1979, or on bonded
  indebtedness thereafter approved by the voters. In 1986, California voters
  approved an initiative statute known as Proposition 62. This initiative (i)
  requires that any tax for general governmental purposes imposed by local
  governments be approved by resolution or ordinance adopted by a two-thirds
  vote of the governmental entity's legislative body and by a majority vote of
  the electorate of the governmental entity, (ii) requires that any special tax
  (defined as taxes levied for other than general governmental purposes) imposed
  by a local governmental entity be approved by a two- thirds vote of the voters
  within that jurisdiction, (iii) restricts the use of revenues from a special
  tax to the purposes or for the service for which the special tax was imposed,
  (iv) prohibits the imposition of ad valorem taxes on real property by local
  governmental entities except as permitted by the Proposition 13 amendment, (v)
  prohibits the imposition of transaction taxes and sales taxes on the sale of
  real property by local governments, (vi) requires that any tax imposed by a
  local government on or after August 1, 1985, be ratified by a majority vote of
  the electorate within two years of the adoption of the initiative or be
  terminated by November 15, 1988, (vii) requires that, in the event a local
  government fails to comply with the provisions of this measure, a reduction in
  the amount of property tax revenue allocated to such local government occurs
  in an amount equal to the revenues received by such entity attributable to the
  tax levied in violation of the initiative, and (viii) permits these provisions
  to be amended exclusively by the voters of the state of California.

  In September 1988, the California Court of Appeals in City of Westminster v.
  County of Orange held that Proposition 62 is unconstitutional to the extent
  that it requires a general tax by a general law city, enacted on or after
  August 1, 1985, and prior to the effective date of Proposition 62, to be
  subject to approval by a majority of voters. The Court held that the
  California Constitution prohibits the imposition of a requirement that local
  tax measures be submitted to the electorate by either referendum or
  initiative. It is not possible to predict the impact of this decision on
  charter cities, on special taxes or on new taxes imposed after the effective
  date of Proposition 62.

  In November 1988, California voters approved Proposition 98. This initiative
  requires that (i) revenues in excess of amounts permitted to be spent and
  which would otherwise be returned by revision of tax rates or fee schedules,
  be transferred and allocated (up to a maximum of 4%) to the State School Fund
  and be expended solely for purposes of instructional improvement and
  accountability. No such transfer or allocation of funds will be required if
  certain designated state officials determine that annual student expenditures
  and class size meet certain criteria as set forth in Proposition 98. Any funds
  allocated to the State School Fund shall cause the appropriation limits to be
  annually increased for any such allocation made in the prior year.

  Proposition 98 also requires the state of California to provide a minimum
  level of funding for public schools and community colleges. The initiative
  permits the enactment of legislation, by a two-thirds vote, to suspend the
  minimum funding requirement for one year. On September 28, 1995, the
  California Supreme Court upheld the constitutionality of Proposition 62. This
  referendum was approved by the State's voters in 1986, but not enforced due to
  previous judicial decisions. Proposition 62 requires two-thirds voter approval
  for special taxes and a new simple majority approval for general taxes. Prior
  to the State Supreme Court's decision upholding Proposition 62 (the Santa
  Clara decision) various court cases interpreting Proposition 13 reaffirmed the
  power of cities to impose taxes, other than property taxes, as long as those
  taxes were used for general municipal purposes. The future effect of
  Proposition 62 on the financial performance of California local governments
  and on note and debt security is unclear. It is possible that court
  challenges, based on Proposition 62, to taxes raised or imposed after 1986 may
  reduce general municipal revenues available for financing municipal operations
  and services, including the repayment of debt. The effect of these various
  constitutional and statutory changes upon the ability of California municipal
  securities issuers to pay interest and principal on their obligations remains
  unclear. Furthermore, other measures affecting the taxing or spending
  authority of California or its political subdivisions may be approved or
  enacted in the future.

Recent Economic Developments
  The California economy is in recovery. Statewide unemployment in August, 1997
  was 6.1%, compared to 7.1% in August, 1996. Major sectors of employment growth
  have been high tech industries and motion picture production. Gains in these
  and other sectors have more than offset continued job losses in the aerospace
  and financial services industries. Other positive economic developments
  include greatly increased exports, new home construction and retail sales.

  As a result of the improvement in the economy, tax revenues have been higher
  than budgeted. In the first quarter of fiscal year 1997, the State's general
  (operating) fund revenues were $91 million (1.5%) above the budget forecast
  and disbursements were $385 million (5.5%) less than the budget forecast. In
  view of the improved economic climate and resulting stronger financial
  results, Fitch Investors Service, Inc. raised their rating of the State's
  general obligation bonds to A+ from A in July, 1996.




<PAGE>



                    MUNICIPAL SECURITIES INCOME TRUST MANAGEMENT

Officers and Trustees are listed with their addresses, birthdates, present
positions with Municipal Securities Income Trust, and principal occupations.

John F. Donahue@*
Federated Investors Tower
Pittsburgh, PA

Birthdate: July 28, 1924

Chairman and Trustee

     Chief Executive Officer and Director or Trustee of the Funds; Chairman and
Director, Federated Investors, Inc.; Chairman and Trustee, Federated Advisers,
Federated Management, and Federated Research; Chairman and Director, Federated
Research Corp. and Federated Global Research Corp.; Chairman, Passport Research,
Ltd. Mr. Donahue is the father of J. Christopher Donahue, Executive Vice
President and Trustee of the Company.

Thomas G. Bigley
15 Old Timber Trail
Pittsburgh, PA

Birthdate: February 3, 1934

Trustee

Director or Trustee of the Funds; Director, Member of Executive Committee,
Children's Hospital of Pittsburgh; formerly, Senior Partner, Ernst & Young LLP;
Director, MED 3000 Group, Inc.; Director, Member of Executive Committee,
University of Pittsburgh.

John T. Conroy, Jr.
Wood/IPC Commercial Department
John R. Wood and Associates, Inc., Realtors
3255 Tamiami Trail North
Naples, FL

Birthdate: June 23, 1937

Trustee

     Director or Trustee of the Funds; President, Investment Properties
Corporation; Senior Vice-President, John R. Wood and Associates, Inc., Realtors;
Partner or Trustee in private real estate ventures in Southwest Florida;
formerly, President, Naples Property Management, Inc. and Northgate Village
Development Corporation.

Nicholas P. Constantakis
175 Woodshire Drive
Pittsburgh, PA

Birthdate: September 3, 1939

Director or Trustee of the Funds; formerly, Partner, Andersen Worldwide SC.



<PAGE>


William J. Copeland
One PNC Plaza--23rd Floor
Pittsburgh, PA

Birthdate: July 4, 1918

Trustee

Director or Trustee of the Funds; Director and Member of the Executive
Committee, Michael Baker, Inc.; formerly, Vice Chairman and Director, PNC Bank,
N.A., and PNC Bank Corp.; Director, Ryan Homes, Inc.; Director, United Refinery;
Chairman, Pittsburgh Foundation; Director, Forbes Fund; Chairman, Pittsburgh
Civic Light Opera.

J. Christopher Donahue*
Federated Investors Tower
Pittsburgh, PA

Birthdate: April 11, 1949

Executive Vice President and Trustee

President or Executive Vice President of the Funds; President and Director,
Federated Investors, Inc.; President and Trustee, Federated Advisers, Federated
Management, and Federated Research; President and Director, Federated Research
Corp. and Federated Global Research Corp.; President, Passport Research, Ltd.;
Trustee, Federated Shareholder Services Company, and Federated Shareholder
Services; Director, Federated Services Company; Director or Trustee of some of
the Funds. Mr. Donahue is the son of John F. Donahue, Chairman and Trustee of
the Company.

James E. Dowd, Esq.
571 Hayward Mill Road
Concord, MA

Birthdate: May 18, 1922

Trustee

Director or Trustee of the Funds; Attorney-at-law; Director, The Emerging
Germany Fund, Inc.; formerly, President, Boston Stock Exchange, Inc.; Regional
Administrator, United States Securities and Exchange Commission.

Lawrence D. Ellis, M.D.*
3471 Fifth Avenue, Suite 1111
Pittsburgh, PA

Birthdate: October 11, 1932

Trustee

Director or Trustee of the Funds; Professor of Medicine, University of
Pittsburgh; Medical Director, University of Pittsburgh Medical Center--Downtown;
Hematologist, Oncologist, and Internist, Presbyterian and Montefiore Hospitals;
formerly, Member, National Board of Trustees, Leukemia Society of America.



<PAGE>


Edward L. Flaherty, Jr., Esq.@
Miller, Ament, Henny & Kochuba
205 Ross Street
Pittsburgh, PA

Birthdate: June 18, 1924

Trustee

Director or Trustee of the Funds; Attorney Of Counsel, Miller, Ament, Henny &
Kochuba; Director, Eat'N Park Restaurants, Inc.; formerly, Counsel, Horizon
Financial, F.A., Western Region; Partner, Meyer and Flaherty.

Peter E. Madden
One Royal Palm Way
100 Royal Palm Way
Palm Beach, FL

Birthdate: March 16, 1942

Trustee

Director or Trustee of the Funds; formerly, Representative, Commonwealth of
Massachusetts General Court; President, State Street Bank and Trust Company and
State Street Corporation; Director, VISA USA and VISA International; Chairman
and Director, Massachusetts Banker Association; Director, Depository Trust
Corporation.

John E. Murray, Jr., J.D., S.J.D.
President, Duquesne University
Pittsburgh, PA

Birthdate: December 20, 1932

Trustee

Director or Trustee of the Funds; President, Law Professor, Duquesne University;
Consulting Partner, Mollica & Murray; formerly, Dean and Professor of Law,
University of Pittsburgh School of Law; Dean and Professor of Law, Villanova
University School of Law.

Wesley W. Posvar
1202 Cathedral of Learning
University of Pittsburgh
Pittsburgh, PA

Birthdate: September 14, 1925

Trustee

Director or Trustee of the Funds; President, World Society of Ekistics, Athens;
Professor, International Politics; Management Consultant; Trustee, Carnegie
Endowment for International Peace, RAND Corporation, Online Computer Library
Center, Inc., National Defense University and U.S. Space Foundation; President
Emeritus, University of Pittsburgh; Founding Chairman, National Advisory Council
for Environmental Policy and Technology, Federal Emergency Management Advisory
Board and Czech Management Center, Prague; formerly, Professor, United States
Military Academy; Professor, United States Air Force Academy.



<PAGE>


Marjorie P. Smuts
4905 Bayard Street
Pittsburgh, PA

Birthdate: June 21, 1935

Trustee

     Director or Trustee of the Funds; Public Relations/Marketing/Conference
Planning; formerly, National Spokesperson, Aluminum Company of America;
business owner

Richard B. Fisher
Federated Investors Tower
Pittsburgh, PA

Birthdate: May 17, 1923

President

President or Vice President of some of the Funds; Director or Trustee of some of
the Funds; Executive Vice President , Federated Investors, Inc.; Chairman and
Director, Federated Securities Corp.

Edward C. Gonzales
Federated Investors Tower
Pittsburgh, PA

Birthdate: October 22, 1930

Executive Vice President

Trustee or Director of some of the Funds; President, Executive Vice President
and Treasurer of some of the Funds; Vice Chairman, Federated Investors, Inc.;
Vice President, Federated Advisers, Federated Management, Federated Research,
Federated Research Corp., Federated Global Research Corp. and Passport Research,
Ltd.; Executive Vice President and Director, Federated Securities Corp.

John W. McGonigle
Federated Investors Tower
Pittsburgh, PA

Birthdate: October 26, 1938

Executive Vice President, Secretary and Treasurer

Executive Vice President and Secretary of the Funds; Treasurer of some of the
      Funds; Executive Vice President, Secretary, and Director, Federated
      Investors, Inc.; Trustee, Federated Advisers, Federated Management, and
      Federated Research; Director, Federated Research Corp. and Federated
      Global Research Corp.; Trustee, Federated Shareholder Services Company;
      Director, Federated Services Company; President and Trustee, Federated
      Shareholder Services; Director, Federated Securities Corp.
       
* This Trustee is deemed to be an "interested person" as defined in the
Investment Company Act of 1940.

@  Member of the Executive Committee. The Executive Committee of the Board of
   Trustees handles the responsibilities of the Board between meetings of the
   Board.

As used in the table above, "The Funds" and "Funds" mean the following
investment companies: 111 Corcoran Funds; Arrow Funds; Automated Government
Money Trust; Blanchard Funds; Blanchard Precious Metals Fund, Inc.; Cash Trust
Series II; Cash Trust Series, Inc.; DG Investor Series; 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 Government Trust; Federated High Income Bond Fund, Inc.;
Federated High Yield Trust; Federated Income Securities Trust; Federated Income
Trust; Federated Index Trust; Federated Institutional Trust; Federated Insurance
Series; Federated Investment Portfolios; Federated Investment Trust; Federated
Master Trust; Federated Municipal Opportunities Fund, Inc.; Federated Municipal
Securities Fund, Inc.; Federated Municipal Trust; Federated Short-Term Municipal
Trust; Federated Short-Term U.S. Government Trust; Federated Stock and Bond
Fund, Inc.; Federated Stock Trust; Federated Tax-Free Trust; Federated Total
Return Series, Inc.; Federated U.S. Government Bond Fund; Federated U.S.
Government Securities Fund: 1-3 Years; Federated U.S. Government Securities
Fund: 2-5 Years; Federated U.S. Government Securities Fund: 5-10 Years;
Federated Utility Fund, Inc.; First Priority Funds; Fixed Income Securities,
Inc.; High Yield Cash Trust; Intermediate Municipal Trust; International Series,
Inc.; Investment Series Funds, Inc.; Investment Series Trust; Liberty Term
Trust, Inc.--1999; Liberty U.S. Government Money Market Trust; Liquid Cash
Trust; Managed Series Trust; Money Market Management, Inc.; Money Market
Obligations Trust; Money Market Obligations Trust II; Money Market Trust;
Municipal Securities Income Trust; Newpoint Funds; RIMCO Monument Funds;
Targeted Duration Trust; Tax-Free Instruments Trust; The Planters Funds; The
Virtus Funds; Trust for Financial Institutions; Trust for Government Cash
Reserves; Trust for Short-Term U.S. Government Securities; Trust for U.S.
Treasury Obligations; WesMark Funds; and World Investment Series, Inc.

Fund Ownership
Officers and Trustees own less than 1% of the outstanding Shares.

   As of August 7, 1998, the following shareholders of record owned 5% or more
of the outstanding Class A Shares of the Fund: Merrill Lynch Pierce Fenner &
Smith, Jacksonville, Florida, owned approximately 971,909 Shares (37.76%); and
CIBC, Oppenheimer Corp. New York, New York, owned approximately 223,764 Shares
(8.69%).

As of August 7, 1998, there were no shareholders of record who owned 5% or more
of the outstanding Class B Shares of the Fund.    



<PAGE>
<TABLE>
<CAPTION>


   Trustees Compensation
       AGGREGATE
NAME,  cOMPENSATION
pOSITION WITH                                         FROM      TOTAL COMPENSATION PAID
TRUST  TRUST*#                                 FROM FUND COMPLEX



<S>                      <C>            <C>
John F. Donahue             $0          $0 for the Trust and
Trustee and Chairman                    56 other investment companies in the Fund Complex

Thomas G. Bigley         $____          $111,222 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

John T. Conroy           $____          $122,362 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

Nicholas P. Constantakis++$_____        $0 for the Trust and
Trustee                                 36 other investment companies in the Fund Complex

William J. Copeland      $____          $122,362 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

J. Christopher Donahue      $0          $0 for the Trust and
Trustee and Exec. Vice Pres.            18 other investment companies in the Fund Complex

James E. Dowd            $____          $122,362 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

Lawrence D. Ellis, M.D.  $____          $111,222 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

Edward L. Flaherty, Jr.  $____          $122,362 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

Peter E. Madden          $____          $111,222 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

John E. Murray, Jr.      $____          $111,222 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

Wesley W. Posvar         $____          $111,222 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

Marjorie P. Smuts        $____          $111,222 for the Trust and
      Trustee 56 other investment companies in the Fund Complex * Information is
furnished for the fiscal year ended August 31, 1998.

</TABLE>



# The aggregate compensation is provided for the Trust which is comprised of
five portfolios.

   The information is provided for the last calendar year.

++ Mr. Constantakis became a member of the Board of Trustees on
February 23, 1998. He did not earn any fees for serving the Fund Complex since
these fees are reported as of the end of the last calendar year.    

Trustee Liability
The Trust's Declaration of Trust provides that the Trustees will not be liable
for errors of judgment or mistakes of fact or law. However, they are not
protected against any liability to which they would otherwise be subject by
reason of willful misfeasance, bad faith, gross negligence, or reckless
disregard of the duties involved in the conduct of their office.


                          INVESTMENT ADVISORY SERVICES

Adviser to the Fund

        The Fund's investment adviser is Federated Advisers (the "Adviser"). It
is a subsidiary of Federated Investors, Inc. All the voting securities of
Federated Investors are owned by a trust, the trustees of which are John F.
Donahue, his wife and his son, J. Christopher Donahue.    

The Adviser shall not be liable to the Trust, the Fund or any shareholder of the
Fund 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.

Advisory Fees
For its advisory services, the Adviser receives an annual investment advisory
fee as described in the prospectus. For the fiscal years ended August 31, 1997,
1996, and 1995, the Adviser earned advisory fees of $76,824, $62,691, and
$56,899 respectively, all of which were voluntarily waived.


                                 OTHER SERVICES

Fund Administration
   Federated Services Company, a subsidiary of Federated Investors, Inc.,
provides administrative personnel and services to the Fund for a fee as
described in the prospectus. From March 1, 1994, to March 1, 1996, Federated
Administrative Services, a subsidiary of Federated Investors, served as the
Fund's Administrator. For purposes of this Statement of Additional Information,
Federated Services Company and Federated Administrative Services, may
hereinafter collectively be referred to as the "Administrators." For the fiscal
years ended August 31, 1997, 1996, and 1995, the Administrators collectively
earned $125,002, $125,000, and $125,000 respectively.    

Custodian and Portfolio Accountant
State Street Bank and Trust Company ("State Street Bank"), Boston, MA, is
custodian for the securities and cash of the Fund. Federated Services Company,
Pittsburgh, PA, provides certain accounting and recordkeeping services with
respect to the Fund's portfolio investments. The fee paid for this service is
based upon the level of the Fund's average net assets for the period plus
out-of-pocket expenses.

Transfer Agent
Federated Services Company, through it registered transfer agent, Federated
Shareholder Services Company, maintains all necessary shareholder records. For
its services, the transfer agent receives a fee based on the size, type and
number of accounts and transactions made by shareholders.

Independent Auditors
The independent auditors for the Fund are Deloitte & Touche LLP, Pittsburgh, PA.


                             BROKERAGE TRANSACTIONS

When selecting brokers and dealers to handle the purchase and sale of portfolio
instruments, the Adviser looks for prompt execution of the order at a favorable
price. In working with dealers, the Adviser will generally use those who are
recognized dealers in specific portfolio instruments, except when a better price
and execution of the order can be obtained elsewhere. The Adviser makes
decisions on portfolio transactions and selects brokers and dealers subject to
review by the Trustees. The Adviser may select brokers and dealers who offer
brokerage and research services. These services may be furnished directly to the
Fund or to the Adviser and 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 provided by brokers and dealers may be used by the
Adviser or by its affiliates in advising the Fund and other accounts. To the
extent that receipt of these services may supplant services for which the
Adviser or its affiliates might otherwise have paid, it would tend to reduce
their expenses. The Adviser and its affiliates exercise reasonable business
judgment in selecting brokers who offer brokerage and research services to
execute securities transactions. The y determine in good faith that commissions
charged by such persons are reasonable in relationship to the value of the
brokerage and research services provided. During the fiscal years ended August
31, 1997, 1996, and 1995, the Fund paid no brokerage commissions. Although
investment decisions for the Fund are made independently from those of the other
accounts managed by the Adviser, investments of the type the Fund may make may
also be made by those other accounts. When the Fund and one or more other
accounts managed by the Adviser are prepared to invest in, or desire to dispose
of, the same security, available investments or opportunities for sales will be
allocated in a manner believed by the Adviser to be equitable to each. In some
cases, this procedure may adversely affect the price paid or received by the
Fund or the size of the position obtained or disposed of by the Fund. In other
cases, however, it is believed that coordination and the ability to participate
in volume transactions will be to the benefit of the Fund.


                                PURCHASING SHARES

   Except under certain circumstances described in the prospectus, Shares are
sold at their net asset value (plus a sales charge, if applicable) on days the
New York Stock Exchange is open for business. The procedure for purchasing
Shares is explained in the prospectus under "Investing in the Fund" and
"Purchasing Shares." For further information on any of the programs listed
below, please contact your financial intermediary or Federated Securities
Corp.    

Quantity Discounts and Accumulated Purchases
   As described in the prospectus, larger purchases of the same Share class
reduce or eliminate the sales charge paid. For example, the Fund will combine
all Class A Share purchases made on the same day by the investor, the investor's
spouse, and the investor's children under age 21 when it calculates the sales
charge. In addition, the sales charge, if applicable, is reduced for purchases
made at one time by a trustee or fiduciary for a single trust estate or a single
fiduciary account.

If an additional purchase into the same Share class is made, the Fund will
consider the previous purchases still invested in the Fund. For example, if a
shareholder already owns Class A Shares having a current value at the public
offering price of $90,000 and he purchases $10,000 more at the current public
offering price, the sales charge on the additional purchase according to the
schedule now in effect would be 3.75%, not 4.50%.    

To receive the sales charge reduction, Federated Securities Corp. must be
notified by the shareholder in writing or by his financial intermediary at the
time the purchase is made that Class A Shares are already owned or that
purchases are being combined. The Fund will reduce or eliminate the sales charge
after it confirms the purchases.

Concurrent Purchases
   Shareholders have the privilege of combining concurrent purchases of the same
Share class of two or more funds in the Federated Complex in calculating the
applicable sales charge.    

To receive a sales charge reduction or elimination, Federated Securities Corp.
must be notified by the shareholder in writing or by his financial intermediary
at the time the concurrent purchases are made. The Fund will reduce or eliminate
the sales charge after it confirms the purchases.

   Letter of Intent
A shareholder can sign a letter of intent committing to purchase a certain
amount of the same Share class within a 13-month period in order to combine such
purchases in calculating the applicable sales charge. The Fund's custodian will
hold Shares in escrow equal to the maximum applicable sales charge. If the
shareholder completes the commitment, the escrowed Shares will be released to
their account. If the commitment is not completed within 13 months, the
custodian will redeem an appropriate number of escrowed Shares to pay for the
applicable sales charge.

While this letter of intent will not obligate the shareholder to purchase Class
A Shares, each purchase during the period will be at the sales charge applicable
to the total amount intended to be purchased. At the time a letter of intent is
established, current balances in accounts in any Class A Shares Shares of any
Federated Funds, excluding money market accounts, will be aggregated to provide
a purchase credit towards fulfillment of the letter of intent. The letter may be
dated as of a prior date to include any purchase made within the past 90 days.
Prior trade prices will not be adjusted.

Reinvestment Privilege
The reinvestment privilege is available for all Shares of the Fund within the
same Share class.

Class A shareholders who redeem from the Fund may reinvest the redemption
proceeds back into the same Share class at the next determined net asset value
without any sales charge. The original Shares must have been subject to a sales
charge and the reinvestment must be within 120 days.

Similarly, Class B Shares also may be reinvested within 120 days of redemption,
although such reinvestment will be made into Class A Shares. Shareholders would
not be entitled to a reimbursement of the contingent deferred sales charge if
paid at the time of redemption on any Share class. However, reinvested Shares
would not be subject to a contingent deferred sales charge, if otherwise
applicable, upon later redemption.

     In addition, if Shares were reinvested through a financial intermediary,
the financial intermediary would not be entitled to an advanced payment from
Federated Securities Corp. on the reinvested Shares, if otherwise applicable.
Federated Securities Corp. must be notified by the shareholder in writing or by
his financial intermediary of the reinvestment in order to eliminate a sales
charge or a contingent deferred sales charge. If the shareholder redeems Shares
in the Fund, there may be tax consequences.    

Conversion of Class B Shares
Class B Shares will automatically convert into Class A Shares on or around the
15th of the month eight full years from the purchase date and will no longer be
subject to a fee under the distribution plan. For purposes of conversion to
Class A Shares, Shares purchased through the reinvestment of dividends and
distributions paid on Class B Shares will be considered to be held in a separate
sub-account. Each time any Class B Shares in the shareholder's account (other
than those in the sub-account) convert to Class A Shares, an equal pro rata
portion of the Class B Shares in the sub-account will also convert to Class A
Shares. The conversion of Class B Shares to Class A Shares is subject to the
continuing availability of a ruling from the Internal Revenue Service or an
opinion of counsel that such conversions will not constitute taxable events for
federal tax purposes. There can be no assurance that such ruling or opinion will
be available, and the conversion of Class B Shares to Class A Shares will not
occur if such a ruling or opinion is not available. In such event, Class B
Shares would continue to be subject to higher expenses than Class A Shares for
an indefinite period.

   Distribution Plan and Shareholder Services Agreement    
These arrangements permit the payment of fees to financial institutions, the
distributor, and Federated Shareholder Services, to stimulate distribution
activities and to cause services to be provided to shareholders by a
representative who has knowledge of the shareholder's particular circumstances
and goals. These activities and services may include, but are not limited to,
marketing efforts; providing office space, equipment, telephone facilities, and
various clerical, supervisory, computer, and other personnel as necessary or
beneficial to establish and maintain shareholder accounts and records;
processing purchase and redemption transactions and automatic investments of
client account cash balances; answering routine client inquiries; and assisting
clients in changing dividend options, account designations, and addresses.

By adopting the Distribution Plan, the Trustees expect that the Fund will be
able to achieve a more predictable flow of cash for investment purposes and to
meet redemptions. This will facilitate more efficient portfolio management and
assist the Fund in pursuing its investment objectives. By identifying potential
investors whose needs are served by the Fund's objectives, and properly
servicing these accounts, it may be possible to curb sharp fluctuations in rates
of redemptions and sales.

Other benefits, which may be realized under either arrangement, may include: (1)
providing personal services to shareholders; (2) investing shareholder assets
with a minimum of delay and administrative detail; (3) enhancing shareholder
recordkeeping systems; and (4) responding promptly to shareholders' requests and
inquiries concerning their accounts.

For the fiscal years ended August 31, 1997, 1996, and 1995, payments in the
amount of $96,030, $78,364, and $71,122, respectively, were made by Class A
Shares pursuant to the Distribution Plan, of which $92,188, $75,229, and
$68,277, respectively, were waived. In addition, for the fiscal year ended
August 31, 1997, the Fund's Class A Shares paid shareholder service fees in the
amount of $48,015, of which $3,841 were waived.

Conversion to Federal Funds
It is the Fund's policy to be as fully invested as possible so that maximum
interest may be earned. To this end, all payments from shareholders must be in
federal funds or be converted into federal funds before shareholders begin to
earn dividends. State Street Bank acts as the shareholder's agent in depositing
checks and converting them to federal funds.

Purchases by Sales Representatives, Fund Trustees, and Employees
The following individuals and their immediate family members may buy Class A
Shares at net asset value without a sales charge:

   o Trustees, employees, and sales representatives of the Fund, Federated
   Advisers, and Federated Securities Corp. and its affiliates;    o Federated
   Life Members; o any associated person of an investment dealer who has a sales
   agreement with Federated Securities Corp.; and o trusts, pensions, or
   profit-sharing plans for these individuals.    
These sales are made with the purchaser's written assurance that the purchase is
for investment purposes and that the securities will not be resold except
through redemption by the Fund.


                           DETERMINING NET ASSET VALUE

The Fund's net asset value per Share fluctuates and is based on the market value
of all securities and other assets of the Fund. The net asset value for each
class of Shares may differ due to the variance in daily net income realized by
each class.

Net asset value is not determined on (i) days on which there are not sufficient
changes in the value of the Fund's portfolio securities that its net asset value
might be materially affected; (ii) days during which no Shares are tendered for
redemption and no orders to purchase Shares are received; or (iii) the following
holidays: New Year's Day, Martin Luther King Day, President's Day, Good Friday,
Memorial Day, Independence Day, Labor Day, Thanksgiving Day, and Christmas Day.

Valuing Municipal Bonds
The Trustees use an independent pricing service to determine the market value of
municipal bonds. The independent pricing service takes into consideration yield,
stability, risk, quality, coupon rate, maturity, type of issue, trading
characteristics, special circumstances of a security or trading market, and any
other factors or market data it considers relevant in determining valuations for
normal institutional size trading units of debt securities, and does not rely
exclusively on quoted prices.

Use of Amortized Cost
The Trustees have decided that the fair value of debt securities authorized to
be purchased by the Fund with remaining maturities of 60 days or less at the
time of purchase, shall be their amortized cost value, unless the particular
circumstances of the security indicate otherwise. Under this method, portfolio
instruments and assets are valued at the acquisition cost as adjusted for
amortization of premium or accumulation of discount rather than at current
market value. The Executive Committee continually assesses this method of
valuation and recommends changes where necessary to assure that the Fund's
portfolio instruments are valued at their fair value as determined in good faith
by the Trustees.


                                REDEEMING SHARES

   The Fund redeems Shares at the next computed net asset value after the Fund
receives the redemption request. Shareholder redemptions may be subject to a
contingent deferred sales charge. Redemption procedures are explained in the
prospectus under "Redeeming and Exchanging Shares." Although the transfer agent
does not charge for telephone redemptions, it reserves the right to charge a fee
for the cost of wire-transferred redemptions of less than $5,000.

Redemption in Kind
Although the Fund intends to redeem Shares in cash, it reserves the right under
certain circumstances to pay the redemption price in whole or in part by a
distribution of securities from the Fund's portfolio.

Redemption in kind will be made in conformity with applicable SEC rules, taking
such securities at the same value employed in determining net asset value and
selecting the securities in a manner the Directors determine to be fair and
equitable.

The Corporation has elected to be governed by Rule 18f-1 of the Investment
Company Act of 1940 under which the Corporation is obligated to redeem Shares
for any shareholder in cash up to the lesser of $250,000 or 1% of the Fund's net
asset value during any 90-day period.

Redemption in kind is not as liquid as a cash redemption. If redemption is made
in kind, shareholders receiving their securities and selling them before their
maturity could receive less than the redemption value of their securities and
could incur certain transaction costs.    

Contingent Deferred Sales Charge--Class B Shares
In computing the amount of the applicable Contingent Deferred Sales Charge,
redemptions are deemed to have occurred in the following order: (1) Shares
acquired through the reinvestment of dividends and long-term capital gains; (2)
Shares held for more than six full years from the date of purchase; (3) Shares
held for fewer than six years on a first-in, first-out basis.

       Massachusetts Partnership Law
Under certain circumstances, shareholders may be held personally liable as
partners under Massachusetts law for acts or obligations of the Trust on behalf
of the Fund. To protect shareholders of the Fund, the Trust has filed legal
documents with Massachusetts that expressly disclaim the liability of
shareholders of the Fund for such acts or obligations of the Trust. These
documents require notice of this disclaimer to be given in each agreement,
obligation, or instrument that the Trust or its Trustees enter into or sign on
behalf of the Fund.

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


                                   TAX STATUS

The Fund's Tax Status
The Fund will pay no federal income tax because it expects to meet the
requirements of Subchapter M of the Internal Revenue Code of 1986, as amended,
applicable to regulated investment companies and to receive the special tax
treatment afforded to such companies. To qualify for this treatment, the Fund
must, among other requirements:

   o derive at least 90% of its gross income from dividends, interest, and gains
   from the sale of securities; o invest in securities within certain statutory
   limits; and o distribute to its shareholders at least 90% of its net income
   earned during the year.
Shareholders' Tax Status
Capital Gains
  Capital gains or losses may be realized by the Fund on the sale of portfolio
  securities and as a result of discounts from par value on securities held to
  maturity. Sales would generally be made because of:

o the availability of higher relative yields;

o differentials in market values;

o new investment opportunities;

o changes in creditworthiness of an issuer; or

o an attempt to preserve gains or limit losses.

Distributions of long-term capital gains are taxed as such, whether they are
taken in cash or reinvested, and regardless of the length of time the
shareholder has owned Shares. Any loss by a shareholder on Shares held for less
than six months and sold after a capital gains distribution will be treated as a
long-term capital loss to the extent of the capital gains distribution.


                                  TOTAL RETURN

The Fund's average annual total return for Class A Shares for the fiscal year
ended August 31, 1997, and for the period from December 2, 1992 (date of initial
public investment) to August 31, 1997, were 8.03% and 7.13%, respectively.

The Fund's Class B Shares was not effective until December 1997.

   The average annual total return for all classes of Shares of the Fund 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 offering price 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 a
reinvestment of all dividends and distributions. Any applicable contingent
deferred sales charge is deducted from the ending value of the investment based
on the lesser of the original purchase price per Share or the offering price of
Shares redeemed.    


                                      YIELD

The Fund's yield for Class A Shares for the thirty-day period ended August 31,
1997 was 4.62%.

The Fund's Class B Shares was not effective until December 1997.

   The yield for all classes of Shares of the Fund is determined by dividing the
net investment income per Share (as defined by the Securities and Exchange
Commission) earned by any class of shares over a thirty-day period by the
maximum offering price per Share of the respective class on the last day of the
period. This value is then annualized using semi-annual compounding. This means
that the amount of income generated during the thirty-day period is assumed to
be generated each month over a twelve-month period and is reinvested every six
months. The yield does not necessarily reflect income actually earned by any
class of Shares because of certain adjustments required by the Securities and
Exchange Commission and, therefore, may not correlate to the dividends or other
distributions paid to shareholders.     

To the extent that financial institutions and broker/dealers charge fees in
connection with services provided in conjunction with an investment in any class
of shares of the Fund, performance will be reduced for those shareholders paying
those fees.




<PAGE>



                              TAX-EQUIVALENT YIELD

The Fund's tax-equivalent yield for Class A Shares for the thirty-day period
ended August 31, 1997 was 9.04%.

The Fund's Class B Shares was not effective until December 1997.

   The tax-equivalent yield of the Fund is calculated similarly to the yield,
but is adjusted to reflect the taxable yield that any class would have had to
earn to equal its actual yield, assuming a combined federal and state tax rate
of 48.9%.    

Tax-Equivalency Table
   The Fund may also use a tax-equivalency table in advertising and sales
literature. The interest earned by the municipal obligations in the Fund's
portfolio generally remains free from federal regular income tax*, and the
income taxes imposed by the state of California. As the following tables
indicate, a "tax-free" investment is an attractive choice for investors,
particularly in times of narrow spreads between tax-free and taxable yields.


  TAXABLE YIELD EQUIVALENT FOR 1998
                    STATE OF CALIFORNIA

COMBINED FEDERAL AND STATE INCOME TAX BRACKET:
             23.00%   37.30%    40.30%     45.30%    48.90%
SINGLE       $1 -    $25,351 - $61,401 - $128,101 -   OVER
RETURN      25,350    61,400    128,100  278,450    $278,450

Tax-Exempt
  Yield                Taxable Yield Equivalent
1.50%         1.95%     2.39%     2.51%      2.74%     2.94%
2.00%         2.60%     3.19%     3.35%      3.66%     3.91%
2.50%         3.25%     3.99%     4.19%      4.57%     4.89%
3.00%         3.90%     4.78%     5.03%      5.48%     5.87%
3.50%         4.55%     5.58%     5.86%      6.40%     6.85%
4.00%         5.19%     6.38%     6.70%      7.31%     7.83%
4.50%         5.84%     7.18%     7.54%      8.23%     8.81%
5.00%         6.49%     7.97%     8.38%      9.14%     9.78%
5.50%         7.14%     8.77%     9.21%     10.05%    10.76%

     Note: The maximum marginal tax rate for each bracket was used in
calculating the taxable yield equivalent. Furthermore, additional state and
local taxes paid on comparable taxable investments were not used to increase
federal deductions.    




<PAGE>



     TAXABLE YIELD EQUIVALENT FOR 1998
                    STATE OF CALIFORNIA

COMBINED FEDERAL AND STATE INCOME TAX BRACKET:
             21.00%   37.30%    40.30%     45.30%    48.90%
JOINT        $1 -    $42,351 -$102,301 -  155,951 -   OVER
RETURN      42,350    102,300   155,950    278,450   278,450

Tax-Exempt
  Yield                Taxable Yield Equivalent
1.50%         1.90%     2.39%     2.51%      2.74%     2.94%
2.00%         2.53%     3.19%     3.35%      3.66%     3.91%
2.50%         3.16%     3.99%     4.19%      4.57%     4.89%
3.00%         3.80%     4.78%     5.03%      5.48%     5.87%
3.50%         4.43%     5.58%     5.86%      6.40%     6.85%
4.00%         5.06%     6.38%     6.70%      7.31%     7.83%
4.50%         5.70%     7.18%     7.54%      8.23%     8.81%
5.00%         6.33%     7.97%     8.38%      9.14%     9.78%
5.50%         6.96%     8.77%     9.21%     10.05%    10.76%

Note: The maximum marginal tax rate for each bracket was used in calculating the
taxable yield equivalent. Furthermore, additional state and local taxes paid on
comparable taxable investments were not used to increase federal deductions.

     The charts above are for illustrative purposes only. They are not
indicators of past or future performance of Shares.    

* Some portion of the Fund's income may be subject to the federal alternative
minimum tax and state and local income taxes.


                             PERFORMANCE COMPARISONS

The performance of each class of shares depends upon such variables as:

   o  portfolio quality;
   o  average portfolio maturity;
   o type of instruments in which the portfolio is invested; o changes in
   interest rates and market value of portfolio securities; o changes in the
   Fund's class expenses; and o various other factors.
Either class of Shares' performance fluctuates on a daily basis largely because
net earnings and offering price per Share fluctuate daily. Both net earnings and
offering price per Share are factors in the computation of yield and total
return.

Investors may use financial publications and/or indices to obtain a more
complete view of the Fund's performance. When comparing performance, investors
should consider all relevant factors such as the composition of any 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:

   o  Lehman Brothers Revenue Bond Index is a total return performance benchmark
      for the long-term, investment grade, revenue bond market. Returns and
      attributes for the index are calculated semi-monthly.
   o  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 NAV over a specific period of time.
      From time to time, the Fund will quote its Lipper ranking in the "general
      municipal bond funds" category in advertising and sales literature.
   o  Morningstar, Inc., an independent rating service, is the publisher of the
      bi-weekly Mutual Fund Values. Mutual Fund Values rates more than 1,000
      NASDAQ-listed mutual funds of all types, according to their risk-adjusted
      returns. The maximum rating is five stars, and ratings are effective for
      two weeks.
Advertisements and other sales literature for the Fund may quote total returns
which are calculated on non-standardized base periods. the total returns
represent the historic change in the value of an investment in either class of
shares based on monthly reinvestment of dividends over a specified period of
time. Advertisements for Class A Shares may quote performance information which
does not reflect the effect of the sales charge.

Advertising and other promotional literature may include charts, graphs and
other illustrations using the Fund's returns, or returns in general, that
demonstrate basic investment concepts such as tax-deferred compounding,
dollar-cost averaging and systematic investment. In addition, the Fund can
compare its performance, or performance for the types of securities in which it
invests, to a variety of other investments, such as bank savings accounts,
certificates of deposit, and Treasury bills.

Economic and Market Information
Advertising and sales literature for the Fund may include discussions of
economic, financial and political developments and their effect on the
securities market. Such discussions may take the form of commentary on these
developments by Fund portfolio managers and their views and analysis on how such
developments could affect the Funds. In addition, advertising and sales
literature may quote statistics and give general information about the mutual
fund industry, including the growth of the industry, from sources such as the
Investment Company Institute.


                          ABOUT FEDERATED INVESTORS, INC.

     Federated Investors, Inc. is dedicated to meeting investor needs which is
reflected in its investment decision making-structured, straightforward, and
consistent. This has resulted in a history of competitive performance with a
range of competitive investment products that have gained the confidence of
thousands of clients and their customers.    

The company's disciplined security selection process is firmly rooted in sound
methodologies backed by fundamental and technical research. Investment decisions
are made and executed by teams of portfolio managers, analysts, and traders
dedicated to specific market sectors. These traders handle trillions of dollars
in annual trading volume.

   In the municipal sector, as of December 31, 1997, Federated Investors, Inc.
managed 11 bond funds with approximately $2.1 billion in assets and 22 money
market funds with approximately $10.9 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.

     The Chief Investment Officers responsible for oversight of the various
investment sectors within Federated Investors, Inc. 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 $4.4 trillion to the more than 6,700 funds
available.*

     Federated Investors, Inc., through its subsidiaries, distributes mutual
funds for a variety of investment applications. Specific markets include:    

Institutional Clients

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

Bank Marketing
Other institutional clients include close relationships with 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, President, Federated Securities Corp.


                              FINANCIAL STATEMENTS

   (The Financial Statements to be filed by Amendment.)    






















* source: Investment Company Institute

       










Federated New York Municipal Income Fund
(A Portfolio of Municipal Securities Income Trust)
   Class A Shares (formerly, Class F Shares)    

Prospectus





The Class F Shares of Federated New York Municipal Income Fund (the "Fund")
offered by this prospectus represent interests in a non-diversified portfolio of
securities which is one of a series of investment portfolios in Municipal
Securities Income Trust (the "Trust"), an open-end management investment company
(a mutual fund). The investment objective of the Fund is to provide current
income exempt from federal regular income tax and the personal income taxes
imposed by the state of New York and New York municipalities. The Fund invests
primarily in a portfolio of New York municipal securities.

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 by the
Federal Deposit Insurance Corporation, the Federal Reserve Board, or any other
government agency. Investment in these shares involves investment risks
including the possible loss of principal.

   This prospectus contains the information you should read and know before you
invest in Class A Shares. Keep this prospectus for future reference.

The Fund has also filed a Statement of Additional Information for Class A Shares
dated October 31, 1998, with the Securities and Exchange Commission ("SEC"). The
information contained in the Statement of Additional Information is incorporated
by reference into this prospectus. You may request a copy of the Statement of
Additional Information or a paper copy of this prospectus, if you have received
your prospectus electronically, free of charge by calling 1-800-341-7400. To
obtain other information or to make inquiries about the Fund, contact your
financial institution. The Statement of Additional Information, material
incorporated by reference into this document, and other information regarding
the Fund is maintained electronically with the SEC at Internet Web site
(http://www.sec.gov).    

THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION NOR HAS THE SECURITIES AND EXCHANGE COMMISSION PASSED UPON
THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY
IS A CRIMINAL OFFENSE.














   Prospectus dated October 31, 1998    



<PAGE>



                                TABLE OF CONTENTS


Financial Highlights.................  2

General Information..................  3
  Calling the Fund...................  3

Investment Information...............  3
  Investment Objective...............  3
  Investment Policies................  3
  New York Municipal Securities......  5
  Investment Risks...................  6
  Non-Diversification................  6
  Investment Limitations.............  6

Net Asset Value......................  6

Investing in the Fund................  6

Purchasing Shares....................  7
  Purchasing Shares Through a Financial Intermediary        7
  Purchasing Shares by Wire..........  7
  Purchasing Shares by Check.........  7
  Systematic Investment Program......  7
  Eliminating the Sales Charge.......  7

Redeeming and Exchanging Shares......  8
  Redeeming or Exchanging Shares Through
    a Financial Intermediary.........  8
  Redeeming or Exchanging Shares by Telephone         8
  Redeeming or Exchanging Shares by Mail        9
  Requirements for Redemption........  9
  Requirements for Exchange..........  9
  Systematic Withdrawal Program......  9
  Contingent Deferred Sales Charge...  9

Account and Share Information........ 10
  Confirmations and Account Statements    10
  Dividends and Distributions........ 10
  Accounts with Low Balances......... 10

Trust Information.................... 10
  Management of the Trust............ 10
  Distribution of Shares............. 11
  Administration of the Fund......... 12

Shareholder Information.............. 12
  Tax Information.................... 12
  Federal Income Tax................. 12
  New York Taxes..................... 13
  State and Local Taxes.............. 13

Performance Information.............. 13

Financial Statements................. 15

Independent Auditors' Report......... 23


<PAGE>


SUMMARY OF FUND EXPENSES To be filed by Amendment.



<PAGE>


FINANCIAL HIGHLIGHTS To be filed by Amendment.



<PAGE>


I


                               GENERAL INFORMATION

   The Trust was established as a Massachusetts business trust on August 6,
1990. On August __, 1998, the Board of Trustees ("Trustees") approved the
conversion of its presently offered Class F Shares to Class A Shares.Class A
Shares of the Fund ("Shares") are designed for customers of financial
institutions such as broker/dealers, banks, fiduciaries, and investment advisers
as a convenient means of accumulating an interest in a professionally managed,
non-diversified portfolio investing primarily in New York municipal securities.
The Fund is not likely to be a suitable investment for non-New York taxpayers or
retirement plans since New York municipal securities are not likely to produce
competitive after-tax yields for such persons and entities when compared to
other investments.

The Fund's current net asset value and offering price may be found in the mutual
funds section of local newspapers under "Federated" and the appropriate class
designation listing.    

Calling the Fund Call the Fund at 1-800-341-7400.

   Year 2000 Statement
Like other mutual funds and business organizations worldwide, the Fund's service
providers (among them, the adviser, distributor, administrator and transfer
agent) must ensure that their computer systems are adjusted to properly process
and calculate date-related information from and after January 1, 2000. Many
software programs and, to a lesser extent, the computer hardware in use today
cannot distinguish the year 2000 from the year 1900. Such a design flaw could
have a negative impact in the handling of securities trades, pricing and
accounting services. The Fund and its service providers are actively working on
necessary changes to computer systems to deal with the year 2000 issue and
believe that systems will be year 2000 compliant when required. Analysis
coninues regarding the financial impact of instituting a year 2000 compliant
program on the Fund's operations.    


                             INVESTMENT INFORMATION

Investment Objective
The investment objective of the Fund is to provide current income exempt from
federal regular income tax (federal regular income tax does not include the
federal alternative minimum tax) and the personal income taxes imposed by the
state of New York and New York municipalities. The investment objective cannot
be changed without approval of shareholders. While there is no assurance that
the Fund will achieve its investment objective, it endeavors to do so by
following the investment policies described in this prospectus.

The Fund invests its assets so that at least 80% of its annual interest income
is exempt from federal regular income tax and the personal income taxes imposed
by the state of New York and New York municipalities. Interest income of the
Fund that is exempt from the income taxes described above retains its exempt
status when distributed to the Fund's shareholders. Income distributed by the
Fund may not necessarily be exempt from state or municipal taxes in states other
than New York.

   The Fund may invest up to but not including 35% of its net assets in lower
quality bonds. These bonds will usually offer higher yields than higher-rated
bnds, but involve greater investment risk at the time of issue. (See "Investment
Risks.")    

Investment Policies
The Fund pursues its investment objective by investing primarily in securities
which are exempt from federal regular income tax and personal income taxes
imposed by the state of New York and New York municipalities. At least 65% of
the value of the Fund's total assets will be invested in obligations issued by
or on behalf of the state of New York, its political subdivisions, or agencies.
Unless indicated otherwise, investment policies of the Fund may be changed by
the Trustees without approval of shareholders. Shareholders will be notified
before any material changes in these policies become effective.

Acceptable Investments
The securities in which the Fund invests include:

n obligations issued by or on behalf of the state of New York, its political
  subdivisions, or agencies;

n debt obligations of any state, territory, or possession of the United States,
  including the District of Columbia, or any political subdivision of any of
  these; and

n participation interests, as described below, in any of the above obligations,
  the interest from which is, in the opinion of bond counsel for the issuers or
  in the opinion of officers of the Fund and/or the investment adviser to the
  Fund, exempt from both federal regular income tax and the personal income tax
  imposed by the state of New York and New York municipalities.

The prices of fixed income securities fluctuate inversely to the direction of
interest rates.

Characteristics
   The New York municipal securities which the Fund buys are both investment
grade and lower rated bonds. The Fund invests 65% of its assets in bonds which
have the same characteristics assigned by Moody's Investors Service, Inc.
("Moody's"), Standard & Poor's ("S&P") or Fitch IBCA, Inc. ("Fitch") to bonds of
investment grade quality (rated Aaa, Aa, A, or Baa by Moody's or AAA, AA, A, or
BBB by S&P or Fitch). The Fund will limit its purchases of bonds rated Ba or
below by Moody's or BB or below by S&P or Fitch (commonly known as "junk bonds")
to up to but not including 35% of its net assets. Changes in economic conditions
or other circumstances are more likely to lead to weakened capacity to make
principal and interest payments than higher rated bonds.

If a rated bond loses its rating or has its rating reduced after the Fund has
purchased it, the Fund is not required to drop the bond from the portfolio, but
will consider doing so. In certain cases the Fund's adviser may choose bonds
which are unrated if it judges the bonds to have the same characteristics as
otherwise permissable bonds.

There is no limit to portfolio maturity. A description of the rating
categories is contained in the Appendix to this prospectus.    

Participation Interests
The Fund may purchase participation interests from financial institutions such
as commercial banks, savings associations, and insurance companies. These
participation interests give the Fund an undivided interest in New York
municipal securities. The financial institutions from which the Fund purchases
participation interests frequently provide or secure irrevocable letters of
credit or guarantees to assure that the participation interests are of high
quality. The Trustees will determine that participation interests meet the
prescribed quality standards for the Fund.

Variable Rate Municipal Securities
Some of the New York municipal securities which the Fund purchases may have
variable interest rates. Variable interest rates are ordinarily based on a
published interest rate, interest rate index, or a similar standard, such as the
91-day U.S. Treasury bill rate. Many variable rate municipal securities are
subject to payment of principal on demand by the Fund in not more than seven
days. All variable rate municipal securities will meet the quality standards for
the Fund. The Fund's investment adviser has been instructed by the Trustees to
monitor the pricing, quality, and liquidity of the variable rate municipal
securities, including participation interests held by the Fund on the basis of
published financial information and reports of the rating agencies and other
analytical services.

Municipal Leases
Municipal leases are obligations issued by state and local governments or
authorities to finance the acquisition of equipment and facilities and may be
considered to be illiquid. They may take the form of a lease, an installment
purchase contract, a conditional sales contract or a participation certificate
on any of the above. Lease obligations may be subject to periodic appropriation.
If the entity does not appropriate funds for future lease payments, the entity
cannot be compelled to make such payments. In the event of failure of
appropriation, unless the participation interests are credit enhanced, it is
unlikely that the participants would be able to obtain an acceptable substitute
source of payment.

Restricted and Illiquid 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 laws. 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 including repurchase agreements providing for
settlement in more than seven days after notice, to 15% of its net assets.

When-Issued and Delayed Delivery Transactions
The Fund may purchase securities on a when-issued or delayed delivery basis.
These transactions are arrangements in which the Fund purchases securities with
payment and delivery scheduled for a future time. The seller's failure to
complete these transactions may cause the Fund to miss a price or yield
considered to be advantageous. Settlement dates may be a month or more after
entering into these transactions, and the market values of the securities
purchased may vary from the purchase prices.

The Fund may dispose of a commitment prior to settlement if the adviser deems it
appropriate to do so. In addition, the Fund may enter into transactions to sell
its purchase commitments to third parties at current market values and
simultaneously acquire other commitments to purchase similar securities at later
dates. The Fund may realize short-term profits or losses upon the sale of such
commitments.

Inverse Floaters
The Fund may invest in securities known as "inverse floaters" which represent
interests in municipal securities. The Fund intends to purchase inverse floaters
to assist in duration management and to seek current income. These obligations
pay interest rates that vary inversely with changes in the interest rates of
specified short-term municipal securities or an index of short-term municipal
securities. The interest rates on inverse floaters will typically decline as
short-term market interest rates increase and increase as short-term market
rates decline. Inverse floaters will generally respond to changes in market
interest rates more rapidly than fixed-rate long-term securities (typically
twice as fast). As a result, the market values of inverse floaters will
generally be more volatile than the market values of fixed-rate municipal
securities. Typically, the portion of the portfolio invested in inverse floaters
will be subject to additional volatility.

Financial Futures
The Fund may purchase and sell interest rate and index financial futures
contracts. These financial futures contracts may be used to hedge all or a
portion of its portfolio against changes in the market value of portfolio
securities and interest rates, provide additional liquidity, and accomplish its
current strategies in a more expeditious fashion. Financial futures contracts
call for the delivery of particular debt instruments at a certain time in the
future. The seller of the contract agrees to make delivery of the type of
instrument called for in the contract and the buyer agrees to take delivery of
the instrument at the specified future time.

As a matter of investment policy, which may be changed without shareholder
approval, the Fund may not purchase or sell futures contracts if immediately
thereafter the sum of the amount of margin deposits on the Fund's existing
futures positions would exceed 5% of the market value of the Fund's total
assets. When the Fund purchases futures contracts, an amount of municipal
securities, cash or cash equivalents, equal to the underlying commodity value of
the futures contracts (less any related margin deposits), will be deposited in a
segregated account with the Fund's custodian (or the broker, if legally
permitted) to collateralize the position.

  Risks
  When the Fund uses financial futures, there is a risk that the prices of the
  securities subject to the futures contracts may not correlate perfectly with
  the prices of the securities in the Fund's portfolio. This may cause the
  futures contract to react differently than the portfolio securities to market
  changes. In addition, the Fund's investment adviser could be incorrect in its
  expectations about the direction or extent of market factors such as interest
  rate movements. In these events, the Fund may lose money on the futures
  contract. It is not certain that a secondary market for positions in futures
  contracts will exist at all times. Although the investment adviser will
  consider liquidity before entering into futures transactions, there is no
  assurance that a liquid secondary market on an exchange or otherwise will
  exist for any particular futures contract at any particular time. The Fund's
  ability to establish and close out futures positions depends on this secondary
  market.

   Investing in Securities of Other Investment Companies
The Fund may invest its assets in securities of other investment companies as an
efficient means of carrying out its investment policies. It should be noted that
investment companies incur certain expenses, such as management fees, and,
therefore, any investment by the Fund in shares of other investment companies
may be subject to such duplicate expenses.    

Temporary Investments
The Fund invests its assets so that at least 80% of its annual interest income
is exempt from federal regular income tax and the personal income taxes imposed
by the state of New York and New York municipalities. This policy cannot change
without shareholder approval. However, from time to time, when the investment
adviser determines that market conditions call for a temporary defensive
posture, the Fund may invest in short-term, non-New York municipal tax-exempt
obligations or taxable temporary investments. These temporary investments
include: notes issued by or on behalf of municipal or corporate issuers;
obligations issued or guaranteed by the U.S. government, its agencies, or
instrumentalities; other debt securities; commercial paper; certificates of
deposit of banks; and repurchase agreements (arrangements in which the
organization selling the Fund a bond or temporary investment agrees at the time
of sale to repurchase it at a mutually agreed upon time and price).

There are no rating requirements applicable to temporary investments. However,
the investment adviser will limit temporary investments to those rated within
the investment grade categories described under "Acceptable Investments --
Characteristics" (if rated) or (if unrated) those which the investment adviser
judges to have the same characteristics as such investment grade securities.

Although the Fund is permitted to make taxable, temporary investments, there is
no current intention of generating income subject to federal regular income tax
or personal income taxes imposed by the state of New York or New York
municipalities.

New York Municipal Securities
New York municipal securities are generally issued to finance public works, such
as airports, bridges, highways, housing, hospitals, mass transportation
projects, schools, streets, and water and sewer works. They are also issued to
repay outstanding obligations, to raise funds for general operating expenses,
and to make loans to other public institutions and facilities.

New York municipal securities include industrial development bonds issued by or
on behalf of public authorities to provide financing aid to acquire sites or
construct and equip facilities for privately or publicly owned corporations. The
availability of this financing encourages these corporations to locate within
the sponsoring communities and thereby increases local employment.

The two principal classifications of municipal securities are "general
obligation" and "revenue" bonds. General obligation bonds are secured by the
issuer's pledge of its full faith and credit and taxing power for the payment of
principal and interest. Interest on and principal of revenue bonds, however, are
payable only from the revenue generated by the facility financed by the bond or
other specified sources of revenue. Revenue bonds do not represent a pledge of
credit or create any debt of or charge against the general revenues of a
municipality or public authority. Industrial development bonds are typically
classified as revenue bonds.

Investment Risks
   The value of Shares will fluctuate. The amount of this fluctuation is
dependent upon the quality and maturity of the bonds in the Fund's portfolio as
well as on market conditions. Yields on New York municipal securities depend on
a variety of factors, including, but not limited to: the general conditions of
the short-term municipal note market and the municipal bond market; the size of
the particular offering; the maturity of the obligations; and the rating of the
issue. Further, any adverse economic conditions or developments affecting the
state or city of New York could impact the Fund's portfolio. The ability of the
Fund to achieve its investment objective also depends on the continuing ability
of the issuers of New York municipal securities and participation interests, or
the guarantors of either, to meet their obligations for the payment of interest
and principal when due. Investing in New York municipal securities which meet
the Fund's quality standards may not be possible if the state and city of New
York do not maintain their current credit ratings.    

A further discussion of the risks of a portfolio which invests largely in New
York municipal securities is contained in the Statement of Additional
Information.

   The prices of longer term bonds fluctuate more widely in response to market
interest rate changes. Generally speaking, the lower quality, long-term bonds in
which the Fund invests have greater fluctuation in value than high quality,
shorter-term bonds.

Bond prices are interest rate sensitive, which means that their value varies
inversely with market interest rates. Thus, if market interest rates have
increased from the time a bond was purchased, the bond, if sold, might be sold
at a price less than its cost. Similarly, if market interest rates have declined
from the time a bond was purchased, the bond, if sold, might be sold at a price
greater than its cost. (In either instance, if the bond was held to maturity, no
loss or gain normally would be realized as a result of interim market
fluctuations.)

Prices of lower grade bonds also fluctuate with changes in the perceived quality
of the credit of their issuers. Consequently, Shares may not be suitable for
persons who cannot assume the somewhat greater risks of capital depreciation
associated with higher tax-exempt income yields. In addition, bonds rated "BBB"
and below by S&P or Fitch or "Baa" and below by Moody's have speculative
characteristics. Changes in economic conditions or other circumstances are more
likely to lead to weakened capacity to make principal and interest payments than
higher rated bonds.

A large portion of the Fund's portfolio may be invested in bonds whose interest
payments are from revenues of similar projects (such as housing or hospitals) or
where issuers share the same geographic location. As a result, the Fund may be
more susceptible to similar economic, political or regulatory developments than
would a portfolio of bonds with a greater geographic and project variety. This
susceptibility may result in greater fluctuations in share price.

Many issuers of bonds which have characteristics of rated bonds choose not to
have their obligations rated. Unrated bonds may carry a greater risk and higher
yield than rated securities. Although unrated bonds are not necessarily of lower
quality, the market for them may not be as broad as that for rated bonds since
many investors rely solely on the major rating agencies for credit appraisal.

Further, the lower rated or unrated bonds which the Fund may purchase are
frequently traded only in markets where the number of potential purchasers and
sellers is limited. This consideration may have the effect of limiting the
availability of such bonds for the Fund to purchase and may also have the effect
of limiting the ability of the Fund to sell such bonds at their fair market
value either to meet redemption requests or to respond to changes in the economy
or the financial markets. The Fund will not invest more than 15% of its total
assets in securities which are not readily marketable.

Reducing Risks of Lower-Rated Securities
The Fund's investment adviser believes that the risks of investing in lower
rated securities can be reduced. The professional portfolio management
techniques used by the Fund to attempt to reduce these risks include:

Credit Research
When purchasing bonds, rated or unrated, the Fund's investment adviser performs
its own credit analysis in addition to using recognized rating agencies. This
credit analysis considers the economic feasibility of revenue bond project
financing and general purpose borrowings, the financial condition of the issuer
or guarantor with respect to liquidity, cash flow and ability to meet
anticipated debt service requirements, and political developments that may
affect credit quality.

Diversification
The Fund invests in securities of many different issuers to reduce portfolio
risks.

Economic Analysis
The Fund's adviser also considers trends in the overall economy, in geographic
areas, in various industries, and in the financial markets.    

Non-Diversification
The Fund is a non-diversified investment portfolio. As such, there is no limit
on the percentage of assets which can be invested in any single issuer. An
investment in the Fund, therefore, will entail greater risk than would exist in
a diversified portfolio of securities because the higher percentage of
investments among fewer issuers may result in greater fluctuation in the total
market value of the Fund's portfolio.

Any economic, political, or regulatory developments affecting the value of the
securities in the Fund's portfolio will have a greater impact on the total value
of the portfolio than would be the case if the portfolio were diversified among
more issuers.

The Fund intends to comply with Subchapter M of the Internal Revenue Code of
1986, as amended (the "Code"). This undertaking requires that at the end of each
quarter of the taxable year: (a) with regard to at least 50% of the Fund's total
assets, no more than 5% of its total assets are invested in the securities of a
single issuer and (b) no more than 25% of its total assets are invested in the
securities of a single issuer.

Investment Limitations
The Fund will not borrow money directly through reverse repurchase agreements
(arrangements in which the Fund sells a portfolio instrument for a percentage of
its cash value with an agreement to buy it back on a set date) or pledge
securities except, under certain circumstances, the Fund may borrow up to
one-third of the value of its total assets and pledge up to 10% of the value of
those assets to secure such borrowings.

The above investment limitation cannot be changed without shareholder approval.


                                 NET ASSET VALUE

   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.    

All purchases, redemptions and exchanges are processed at the NAV next
determined after the request in proper form is received by the Fund. The NAV is
determined as of the close of trading on the New York Stock Exchange (normally
4:00 p.m., Eastern time) every day the New York Stock Exchange is open.

<PAGE>





                              INVESTING IN THE FUND

   This prospectus offers Class A Shares with the characteristics described
below.

                         Class A

Minimum and Subsequent
Investment Amount      $1500/$100
Minimum and Subsequent Investment
Amount for Retirement Plans   NA
Maximum Sales Charge     4.50%*
Maximum Contingent Deferred
Sales Charge**           None
Conversion Feature       No
* Class A Shares are sold at NAV, plus a sales charge as follows:

** Computed on the lesser of the NAV of the redeemed Shares at the time of
purchase or the NAV of the redeemed Shares at the time of redemption.

              Sales Charge    Dealer
             as a PercentageConcession as
               Public  Neta Percentage of
              OfferingAmountPublic Offering
Amount of Transaction Price  Invested     Price

Less
than $100,000   4.50%  4.71%   4.00%
$100,000 but less
than $250,000   3.75%  3.90%   3.25%
$250,000 but less
than $500,000   2.50%  2.56%   2.25%
$500,000 but less
than $1 million 2.00%  2.04%   1.80%
$1 million or greater  0.00%   0.00%    0.25%



                                  PURCHASING SHARES

   Shares of the Fund are sold on days on which the New York Stock Exchange is
open. Shares of the Fund may be purchased as described below, either through a
financial intermediary (such as a bank or broker/dealer) or by sending a wire or
check directly to the Fund. Financial intermediaries may impose different
minimum investment requirements on their customers. An account must be
established with a financial intermediary or by completing, signing, and
returning the new account form available from the Fund before Shares can be
purchased. Shareholders in certain other funds advised and distributed by
affiliates of Federated Investors, Inc. ("Federated Funds") may exchange their
Shares for Class F Shares of the Fund. The Fund reserves the right to reject any
purchase or exchange request.    

In connection with any sale, Federated Securities Corp. may, from time to time,
offer certain items of nominal value to any shareholder or investor.

Purchasing Shares Through a Financial Intermediary
Orders placed through a financial intermediary are considered received when the
Fund is notified of the purchase order or when payment is converted into federal
funds. Purchase orders through a broker/dealer must be received by the broker
before 4:00 p.m. (Eastern time) and must be transmitted by the broker to the
Fund before 5:00 p.m. (Eastern time) in order for Shares to be purchased at that
day's price. Purchase orders through other financial intermediaries must be
received by the financial intermediary and transmitted to the Fund before 4:00
p.m. (Eastern time) in order for Shares to be purchased at that day's price. It
is the financial intermediary's responsibility to transmit orders promptly.
Financial intermediaries may charge fees for their services.

       Purchasing Shares by Wire
Shares may be purchased by Federal Reserve wire by calling the Fund. All
information needed will be taken over the telephone, and the order is considered
received when State Street Bank receives payment by wire. Federal funds should
be wired as follows: Federated Shareholder Services Company, c/o State Street
Bank and Trust Company, Boston, MA 02266-8600; Attention; EDGEWIRE; For Credit
to: (Fund Name) (Fund Class); (Fund Number -- this number can be found on the
account statement or by contacting the Fund); Account Number; Trade Date and
Order Number; Group Number or Dealer Number; Nominee or Institution Name; and
ABA Number 011000028. Shares cannot be purchased by wire on holidays when wire
transfers are restricted.

Purchasing Shares by Check

        Shares may be purchased by mailing a check made payable to the name of
the Fund (designate account number) to: Federated Shareholder Services Company,
P.O. Box 8600, Boston, MA 02266-8600. Orders by mail are considered received
when payment by check is converted into federal funds (normally the business day
after the check is received).     

Systematic Investment Program
Under this program, funds may be automatically withdrawn periodically from the
shareholder's checking account at an Automated Clearing House ("ACH") member and
invested in the Fund. Shareholders should contact their financial intermediary
or the Fund to participate in this program.

       

   Dealer Concession
For sales of Class A Shares, a dealer will normally receive up to 90% of the
applicable sales charge. Any portion of the sales charge which is not paid to a
dealer will be retained by the distributor. However, the distributor may offer
to pay dealers up to 100% of the sales charge retained by it. Such payments may
take the form of cash or promotional incentives, such as reimbursement of
certain expenses of qualified employees and their spouses to attend
informational meetings about the Fund or other special events at
recreational-type facilities, or items of material value. In some instances,
these incentives will be made available only to dealers whose employees have
sold or may sell a significant amount of Shares. Financial intermediaries
purchasing Class A Shares for their customers in amounts of $1 million or more
are eligible to receive an advance commission from the distributor based on the
following breakpoints:
                        Advance Commission
                          as a Percentage of
Transaction Amount      ......Public Offering Price
First $1 - $5 million   ......            0.75%
Next $5 - $20 million   ......      0.50%
Over $20 million        ......      0.25%

For accounts with assets over $1 million, the dealer commission resets annually
to the first breakpoint on the anniversary of the first purchase.

Class A Share purchases under this program may be made by Letter of Intent or by
combining concurrent purchases. The above commission will be paid only on those
purchases that were not previously subject to a front-end sales charge and
dealer commission. Certain retirement accounts may not be eligible for this
program. Financial intermediaries must notify the Fund once an account reaches
$1 million in order to qualify for advance commissions.

A contingent deferred sales charge of 0.75% of the redemption amount applies to
Class A Shares redeemed up to 24 months after purchase if a financial
intermediary received an advance commission on the transaction.


     FEDERATED SECURITIES CORP. MAY PAY FEES TO BANKS OUT OF THE SALES CHARGE IN
EXCHANGE FOR SALES AND/OR ADMINISTRATIVE SERVICES PERFORMED ON BEHALF OF THE
BANK'S CUSTOMERS IN CONNECTION WITH THE ESTABLISHMENT OF CUSTOMER ACCOUNTS AND
PURCHASES OF SHARES.    REDEEMING AND EXCHANGING SHARES

   Shares of the Fund may be redeemed for cash or exchanged for shares of New
York Municipal Cash Trust or Shares of the same class of Federated Funds on days
on which the Fund computes its NAV. Shares are redeemed at NAV less any
applicable contingent deferred sales charge. Exchanges are made at NAV.
Shareholders who desire to automatically exchange Shares, of a like Share class,
in a pre-determined amount on a monthly, quarterly, or annual basis may take
advantage of a systematic exchange privilege. Information on this privilege is
available from the Fund or your financial intermediary. Depending upon the
circumstances, a capital gain or loss may be realized when Shares are redeemed
or exchanged.    

Redeeming or Exchanging Shares Through a Financial Intermediary
Shares of the Fund may be redeemed or exchanged by contacting your financial
intermediary before 4:00 p.m. (Eastern time). In order for these transactions to
be processed at that day's NAV, financial intermediaries (other than
broker/dealers) must transmit the request to the Fund before 4:00 p.m. (Eastern
time), while broker/dealers must transmit the request to the Fund before 5:00
p.m. (Eastern time). The financial intermediary is responsible for promptly
submitting transaction requests and providing proper written instructions.
Customary fees and commissions may be charged by the financial intermediary for
this service. Appropriate authorization forms for these transactions must be on
file with the Fund.

Redeeming or Exchanging Shares by Telephone
   Shares acquired directly from the Fund may be redeemed in any amount, or
exchanged, by calling 1-800-341-7400. Appropriate authorization forms for these
transactions must be on file with the Fund. Shares held in certificate form must
first be returned to the Fund as described in the instructions under "Redeeming
or Exchanging Shares by Mail." Redemption proceeds will either be mailed in the
form of a check to the shareholder's address of record or wire-transferred to
the shareholder's account at a domestic commercial bank that is a member of the
Federal Reserve System. The minimum amount for a wire transfer is $1,000.
Proceeds from redeemed Shares purchased by check or through ACH will not be
wired until that method of payment has cleared.    

Telephone instructions will be recorded. If reasonable procedures are not
followed by the Fund, it may be liable for losses due to unauthorized or
fraudulent telephone instructions. In the event of drastic economic or market
changes, a shareholder may experience difficulty in redeeming by telephone. If
this occurs, "Redeeming or Exchanging Shares by Mail" should be considered. The
telephone transaction privilege may be modified or terminated at any time.
Shareholders would be promptly notified.

Redeeming or Exchanging Shares by Mail
Shares may be redeemed in any amount, or exchanged, by mailing a written request
to: Federated Shareholder Services Company, Fund Name, Share Class, P.O. Box
8600, Boston, MA 02266-8600. If share certificates have been issued, they must
accompany the written request. It is recommended that certificates be sent
unendorsed by registered or certified mail.

All written requests should state: Fund Name and the Share Class name; the
account name as registered with the Fund; the account number; and the number of
Shares to be redeemed or the dollar amount of the transaction. An exchange
request should also state the name of the Fund into which the exchange is to be
made. All owners of the account must sign the request exactly as the Shares are
registered. A check for redemption proceeds is normally mailed within one
business day, but in no event more than seven days, after receipt of a proper
written redemption request. Dividends are paid up to and including the day that
a redemption or exchange request is processed.

Requirements for Redemption
Shareholders requesting a redemption of any amount to be sent to an address
other than that on record with the Fund, or a redemption payable other than to
the shareholder of record, must have their signatures guaranteed by a commercial
or savings bank, trust company or savings association whose deposits are insured
by an organization which is administered by the Federal Deposit Insurance
Corporation; a member firm of a domestic stock exchange; or any other "eligible
guarantor institution," as defined in the Securities Exchange Act of 1934. The
Fund does not accept signatures guaranteed by a notary public.

Requirements for Exchange
   Shareholders must exchange Shares having an NAV equal to the minimum
investment requirements of the fund into which the exchange is being made.
Contact your financial intermediary directly or the Fund for free information
on, and prospectuses for, the Federated Funds into which your Shares may be
exchanged. Before the exchange, the shareholder must receive a prospectus of the
fund for which the exchange is being made.    

Upon receipt of proper instructions and required supporting documents, Shares
submitted for exchange are redeemed and proceeds invested in the same class of
shares of the other fund. Signature guarantees will be required to exchange
between fund accounts not having identical shareholder registrations. The
exchange privilege may be modified or terminated at any time. Shareholders will
be notified of the modification or termination of the exchange privilege.

Systematic Withdrawal Program
   Under this program, Shares are redeemed to provide for periodic withdrawal
payments in an amount directed by the shareholder of not less than $100. To be
eligible to participate in this program, a shareholder must have an account
value of at least $10,000. A shareholder may apply for participation in this
program through his financial intermediary or by calling the Fund.    

   Because participation in this program may reduce, and eventually deplete the
shareholder's investment in the Fund, payments under this program should not be
considered as yield or income. It is not advisable for shareholders to continue
to purchase Class A Shares subject to a sales charge while participating in this
program.    

Contingent Deferred Sales Charge
The contingent deferred sales charge will be deducted from the redemption
proceeds otherwise payable to the shareholder and will be retained by the
distributor. Redemptions will be processed in a manner intended to maximize the
amount of redemption which will not be subject to a contingent deferred sales
charge. The contingent deferred sales charge will not be imposed with respect to
Shares acquired through the reinvestment of dividends or distributions of
long-term capital gains. In determining the applicability of the contingent
deferred sales charge, the required holding period for your new Shares received
through an exchange will include the period for which your original Shares were
held.

   Eliminating the Contingent Deferred Sales Charge
Upon written notification to Federated Securities Corp. or the transfer agent,
no contingent deferred sales charge will be imposed on redemptions:

n following the death or disability, as defined in Section 72(m)(7) of the
  Internal Revenue Code of 1986, of the last surviving shareholder and any
  designated beneficiaries;

n representing minimum required distributions from an Individual Retirement
  Account or other retirement plan to a shareholder who has attained the age of
  70 1/2;

n which are involuntary redemptions of shareholder accounts that do not comply
with the minimum balance requirements;

n which are reinvested in the Fund under the reinvestment privilege;

n of Shares held by Directors, employees and sales representatives of the Fund,
  the distributor, or affiliates of the Fund or distributor, employees of any
  financial intermediary that sells Shares of the Fund pursuant to a sales
  agreement with the distributor, and their immediate family members to the
  extent that no payments were advanced for purchases made by these persons; and

n of Shares originally purchased through a bank trust department, an investment
  adviser registered under the Investment Advisers Act of 1940 or retirement
  plans where the third party administrator has entered into certain
  arrangements with Federated Securities Corp. or its affiliates, or any other
  financial intermediary, to the extent that no payments were advanced for
  purchases made through such entities.
For more information regarding the elimination of the contingent deferred sales
charge through a Systematic Withdrawal Program, or any of the above provisions,
contact your financial intermediary or the Fund. The Fund reserves the right to
discontinue or modify these provisions. Shareholders will be notified of such
action.    


                          ACCOUNT AND SHARE INFORMATION

Confirmations and Account Statements
Shareholders will receive detailed confirmations of transactions (except for
systematic program transactions). In addition, shareholders will receive
periodic statements reporting all account activity, including dividends paid.
The Fund will not issue share certificates.

Dividends and Distributions
Dividends are declared daily and paid monthly to all shareholders invested in
the Fund on the record date. Net long-term capital gains realized by the Fund,
if any, will be distributed at least once every twelve months. Dividends and
distributions are automatically reinvested in additional Shares of the Fund on
payment dates at the ex-dividend date NAV without a sales charge, unless
shareholders request cash payments on the new account form or by contacting the
transfer agent.

Accounts with Low Balances
   Due to the high cost of maintaining accounts with low balances, the Fund may
close an account by redeeming all Shares and paying the proceeds to the
shareholder if the account balance falls below the applicable minimum investment
amount. Accounts where the balance falls below the minimum due to NAV changes
will not be closed in this manner. Before an account is closed, the shareholder
will be notified and allowed 30 days to purchase additional Shares to meet the
minimum.    


                                TRUST INFORMATION

Management of the Trust
Board of Trustees
The Trust is managed by a Board of Trustees. The Board of Trustees are
responsible for managing the business affairs of the Trust and for exercising
all of the powers of the Trust except those reserved for the shareholders. The
Executive Committee of the Board of Trustees handles the Trustees'
responsibilities between meetings of the Board.

Investment Adviser
Pursuant to an investment advisory contract with the Trust, investment decisions
for the Fund are made by Federated Advisers (the "Adviser"), the Fund's
investment adviser, subject to direction by the Trustees. The Adviser
continually conducts investment research and supervision for the Fund and is
responsible for the purchase and sale of portfolio instruments, for which it
receives an annual fee from the Fund.

  Advisory Fees
  The Fund's Adviser receives an annual investment advisory fee equal to 0.40%
  of the Fund's average daily net assets. The Adviser may voluntarily choose to
  waive a portion of its fee or reimburse the Fund for certain operating
  expenses. The Adviser can terminate this voluntary waiver or reimbursement of
  expenses at any time in its sole discretion.

  Adviser's Background

        Federated Advisers, a Delaware business trust organized on April 11,
1989, is a registered investment adviser under the Investment Advisers Act
     of 1940. It is a subsidiary of Federated Investors, Inc. All of the Class A
(voting) Shares of Federated Investors, Inc. are owned by a trust, the trustees
of which are John F. Donahue, Chairman and Director of Federated Investors,
Inc., Mr. Donahue's wife, and Mr. Donahue's son, J. Christopher Donahue, who is
President and Director of Federated Investors, Inc.

  Federated Advisers and other subsidiaries of Federated Investors, Inc. serve
  as investment advisers to a number of investment companies and private
  accounts. Certain other subsidiaries also provide administrative services to a
  number of investment companies. With over $120 billion invested across more
  than 300 funds under management and/or administration by its subsidiaries, as
  of December 31, 1997, Federated Investors, Inc. is one of the largest mutual
  fund investment managers in the United States. With more than 2,000 employees,
  Federated continues to be led by the management who founded the company in
  1955. Federated Funds are presently at work in and through 4,000 financial
  institutions nationwide.

     J. Scott Albrecht has been a portfolio manager of the Fund since March
1995. Mr. Albrecht joined Federated Investors, Inc. or its predecessor in 1989
and has been a Vice President of the Fund's investment adviser since 1994. From
1992 to 1994, Mr. Albrecht served as an Assistant Vice President of the Fund's
investment adviser. Mr. Albrecht is a Chartered Financial Analyst and received
his M.S. in Public Management from Carnegie Mellon University.

     Mary Jo Ochson has been a portfolio manager of the Fund since April 1997.
Ms. Ochson joined Federated Investors, Inc. or its predecessor in 1982 and has
been a Senior Vice President of the Fund's investment adviser since January
1996. From 1988 through 1995, Ms. Ochson served as a Vice President of the
Fund's investment adviser. Ms. Ochson is a Chartered Financial Analyst and
received her M.B.A. in Finance from the University of Pittsburgh.    

Both the Trust and the Adviser have adopted strict codes of ethics governing the
conduct of all employees who manage the Fund and its portfolio securities. These
codes recognize that such persons owe a fiduciary duty to the Fund's
shareholders and must place the interests of shareholders ahead of the
employees' own interest. Among other things, the codes: require preclearance and
periodic reporting of personal securities transactions; prohibit personal
transactions in securities being purchased or sold, or being considered for
purchase or sale, by the Fund; prohibit purchasing securities in initial public
offerings; and prohibit taking profits on securities held for less than sixty
days. Violation of the codes are subject to review by the Trustees, and could
result in severe penalties.

Distribution of Shares

     Federated Securities Corp. is the principal distributor for Shares of the
Fund. It is a Pennsylvania corporation organized on November 14, 1969, and is
the principal distributor for a number of investment companies. Federated
Securities Corp. is a subsidiary of Federated Investors.

Distribution Plan and Shareholder Services
Under a distribution plan adopted in accordance with Investment Company Act Rule
12b-1 (the "Distribution Plan"), the Fund may pay to the distributor an amount,
computed at an annual rate of 0.50% of the average daily NAV of Shares to
finance any activity which is principally intended to result in the sale of
Shares subject to the Distribution Plan. The distributor may select financial
institutions such as banks, fiduciaries, custodians for public funds, investment
advisers, and broker/dealers to provide sales services or distribution related
support services as agents for their clients or customers.

The Distribution Plan is a compensation-type plan. As such, the Fund makes no
payments to the distributor except as described above. Therefore, the Fund does
not pay for unreimbursed expenses of the distributor, including amounts expended
by the distributor in excess of amounts received by it from the Fund, interest,
carrying or other financing charges in connection with excess amounts expended,
or the distributor's overhead expenses. However, the distributor may be able to
recover such amount or may earn a profit from future payments made by the Fund
under the Distribution Plan.

In addition, the Fund has entered into a Shareholder Services Agreement with
Federated Shareholder Services, a subsidiary of Federated Investors, under which
the Fund may make payments up to 0.25% of the average daily NAV of Shares,
computed at an annual rate, to obtain certain personal services for shareholders
and for the maintenance of shareholder accounts. Under the Shareholder Services
Agreement, Federated Shareholder Services will either perform shareholder
services directly or will select financial institutions to perform shareholder
services. Financial institutions will receive fees based upon Shares owned by
their clients or customers. The schedules of such fees and the basis upon which
such fees will be paid will be determined from time to time by the Fund and
Federated Shareholder Services.

Supplemental Payments to Financial Institutions
Federated Securities Corp. will pay financial institutions, for distribution
and/or administrative services, an amount equal to 1.00% of the offering price
of the Shares acquired by their clients or customers on purchases up to
$1,999,999, 0.50% of the offering price on purchases of $2,000,000 to
$4,999,999, and 0.25% of the offering price on purchases of $5,000,000 or more.
(This fee is in addition to the 1.00% sales charge on purchases of less than $1
million.)

Furthermore, in addition to payments made pursuant to the Distribution Plan and
Shareholder Services Agreement, Federated Securities Corp. and Federated
Shareholder Services, from their own assets, may pay financial institutions
supplemental fees for the performance of substantial sales services,
distribution related support services, or shareholder services. The support may
include sponsoring sales, educational and training seminars for their employees
at recreational-type facilities, providing sales literature, and engineering
computer software programs that emphasize the attributes of the Fund. Such
assistance will be predicated upon the amount of Shares the financial
institution sells or may sell and/or upon the type and nature of sales or
marketing support furnished by the financial institution. Any payments made by
the distributor may be reimbursed by the Fund's Adviser or its affiliates, and
not the Fund.

Administration of the Fund
Administrative Services
Federated Services Company, a subsidiary of Federated Investors, provides
administrative personnel and services (including certain legal and financial
reporting services) necessary to operate the Fund. Federated Services Company
provides these at an annual rate which relates to the average aggregate daily
net assets of all funds advised by affiliates of Federated Investors as
specified below:

             Average Aggregate
Maximum Fee  Daily Net Assets
   0.150%on the first $250 million 0.125%on the next $250 million 0.100%on the
   next $250 million 0.075%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 choose voluntarily to waive a portion of its fee.


                             SHAREHOLDER INFORMATION

Each Share of the Fund gives the shareholder one vote in Trustee elections and
other matters submitted to shareholders for vote. All Shares of each portfolio
or class in the Trust have equal voting rights, except that in matters affecting
only a particular portfolio or class, only Shares of that portfolio or class are
entitled to vote.

Trustees may be removed by the Trustees or by shareholders at a special meeting.
A special meeting of shareholders shall be called by the Trustees upon the
written request of shareholders owning at least 10% of the Trust's outstanding
shares of all series entitled to vote.

   As of August 7, 1998, the following shareholder of record owned 25% or more
of the outstanding Shares of the Fund: Merrill Lynch Pierce Fenner & Smith (as
record owner holding Shares for its clients), Jacksonville, FL, owned
approximately 808,793 Shares (37.00%) and, therefore, may, for certain purposes,
be deemed to control the Fund and be able to affect the outcome of certain
matters presented for a vote of shareholders.    


                                 TAX INFORMATION

Federal Income Tax
The Fund will pay no federal income tax because it expects to meet requirements
of the Code applicable to regulated investment companies and to receive the
special tax treatment afforded to such companies. The Fund will be treated as a
single, separate entity for federal income tax purposes so that income
(including capital gains) and losses realized by the Trust's other portfolios
will not be combined for tax purposes with those realized by the Fund.

Shareholders are not required to pay federal regular income tax on any dividends
received from the Fund that represent net interest on tax-exempt municipal
bonds, although tax-exempt interest will increase the taxable income of certain
recipients of social security benefits. However, under the Tax Reform Act of
1986, dividends representing net interest income earned on some municipal bonds
may be included in calculating the federal individual alternative minimum tax or
the federal alternative minimum tax for corporations.

The alternative minimum tax, up to 28% of alternative minimum taxable income for
individuals and 20% for corporations, applies when it exceeds the regular tax
for the taxable year. Alternative minimum taxable income is equal to the regular
taxable income of the taxpayer increased by certain "tax preference" items not
included in regular taxable income and reduced by only a portion of the
deductions allowed in the calculation of the regular tax.

The Tax Reform Act of 1986 treats interest on certain "private activity" bonds
issued after August 7, 1986, as a tax preference item for both individuals and
corporations. Unlike traditional governmental purpose municipal bonds, which
finance roads, schools, libraries, prisons, and other public facilities, private
activity bonds provide benefits to private parties. The Fund may purchase all
types of municipal bonds, including private activity bonds. Thus, should it
purchase any such bonds, a portion of the Fund's dividends may be treated as a
tax preference item.

In addition, in the case of a corporate shareholder, dividends of the Fund which
represent interest on municipal bonds will become subject to the 20% corporate
alternative minimum tax because the dividends are included in a corporation's
"adjusted current earnings." The corporate alternative minimum tax treats 75% of
the excess of a taxpayer's pre-tax "adjusted current earnings" over the
taxpayer's alternative minimum taxable income as a tax preference item.
"Adjusted current earnings" is based upon the concept of a corporation's
"earnings and profits." Since "earnings and profits" generally includes the full
amount of any Fund dividend, and alternative minimum taxable income does not
include the portion of the Fund's dividend attributable to municipal bonds which
are not private activity bonds, the difference will be included in the
calculation of the corporation's alternative minimum tax.

Dividends of the Fund representing net interest income earned on some temporary
investments and any realized net short-term gains are taxed as ordinary income.

These tax consequences apply whether dividends are received in cash or as
additional Shares. Information on the tax status of dividends and distributions
is provided annually.

New York Taxes
Under existing New York laws, distributions made by the Fund will not be subject
to New York state or New York City personal income taxes to the extent that such
distributions qualify as "exempt-interest dividends" under the Code, and
represent interest income attributable to obligations of the state of New York
and its political subdivisions, as well as certain other obligations, the
interest on which is exempt from New York state and New York City personal
income taxes, such as, for example, certain obligations of the Commonwealth of
Puerto Rico. Conversely, to the extent that distributions made by the Fund are
derived from other types of obligations, such distributions will be subject to
New York state and New York City personal income taxes.

The Fund cannot predict in advance the exact portion of its dividends that will
be exempt from New York state and New York City personal income taxes. However,
the Fund will report to shareholders at least annually what percentage of the
dividends it actually paid is exempt from such taxes.

Dividends paid by the Fund are exempt from the New York City unincorporated
business tax to the extent that they are exempt from the New York City personal
income tax.

Dividends paid by the Fund are not excluded from net income in determining New
York state or New York City franchise taxes on corporations or financial
institutions.

State and Local Taxes
Income from the Fund is not necessarily free from taxes in states other than New
York. Shareholders are urged to consult their own tax advisers regarding the
status of their accounts under state and local tax laws.


                             PERFORMANCE INFORMATION

From time to time, the Fund advertises the total return, yield, and
tax-equivalent yield for Shares.

Total return represents the change, over a specific period of time, in the value
of an investment in Shares after reinvesting all income and capital gains
distributions. It is calculated by dividing that change by the initial
investment and is expressed as a percentage.

The yield of Shares is calculated by dividing the net investment income per
Share (as defined by the SEC earned by Shares over a thirty-day period by the
maximum offering price per Share of Shares on the last day of the period. This
number is then annualized using semi-annual compounding. The tax-equivalent
yield of Shares is calculated similarly to the yield, but is adjusted to reflect
the taxable yield that Shares would have had to earn to equal its actual yield,
assuming a specific tax rate. The yield and the tax-equivalent yield do not
necessarily reflect income actually earned by Shares and, therefore, may not
correlate to the dividends or other distributions paid to shareholders.

The performance information reflects the effect of the maximum sales charge and
other similar non-recurring changes, such as the contingent deferred sales
charge, which, if excluded, would increase the total return, yield, and
tax-equivalent yield.

From time to time, advertisements for the Fund may refer to ratings, rankings
and other information in certain financial publications and/or compare the
Fund's performance to certain indices.

   


                                    APPENDIX

Standard & Poor's ("S&P") Municipal Bond Ratings
AAA --Debt rated "AAA" has the highest rating assigned by S&P. Capacity to pay
interest and repay principal is extremely strong.

AA--Debt rated "AA" has a very strong capacity to pay interest and repay
principal and differs from the higher rated issues only in small degree.

A--Debt rated "A" has a strong capacity to pay interest and repay principal
although it is somewhat more susceptible to the adverse effects of changes in
circumstances and economic conditions than debt in higher rated categories.

BBB--Debt rated "BBB" is regarded as having an adequate capacity to pay interest
and repay principal. Whereas it normally exhibits adequate protection
parameters, adverse economic conditions or changing circumstances are more
likely to lead to a weakened capacity to pay interest and repay principal for
debt in this category than in higher rated categories.

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

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

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

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

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

NR--Indicates that no public rating has been requested, that there is
insufficient information on which to base a rating, or that S&P does not rate a
particular type of obligation as a matter of policy.

PLUS (+) OR MINUS (-): The ratings from "AA" to "CCC" may be modified by the
addition of a plus or minus sign to show relative standing within the major
rating categories.

Moody's Investors Service, L.P. ("Moody's") Municipal Bond Ratings
Aaa--Bonds which are rated Aaa are judged to be of the best quality. The y carry
the smallest degree of investment risk and are generally referred to as "gilt
edged." Interest payments are protected by a large or by an exceptionally stable
margin and principal is secure. While the various protective elements are likely
to change, such changes as can be visualized are most unlikely to impair the
fundamentally strong position of such issues.

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

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

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

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

B-Bonds which are rated "B" generally lack characteristics of the desirable
investment. Assurance of interest and principal payments or of maintenance of
other terms of the contract over any long period of time may be small.

Caa-Bonds which are rated "Caa" are of poor standing. Such issues may be in
default or there may be present elements of danger with respect to principal or
interest.

Ca-Bonds which are rated "Ca" represent obligations which are speculative in a
high degree. Such issues are often in default or have other marked shortcomings.

C-Bonds which are rated "C" are the lowest rated class of bonds, and issues so
rated can be regarded as having extremely poor prospects of ever attaining any
real investment standing.

NR--Not rated by Moody's.

Moody's applies numerical modifiers, 1, 2 and 3 in each generic rating
classification from Aa through B in its generic rating category; the modifier 1
indicates that the security ranks in the higher end of its generic rating
category; the modifier 2 indicates a mid-range ranking; and the modifier 3
indicates that the issue ranks in the lower end of its generic rating category.

Fitch IBCA, Inc. ("Fitch") Long-Term Debt Ratings
AAA--Bonds considered to be investment grade and of the highest credit quality.
The obligor has an exceptionally strong ability to pay interest and repay
principal, which is unlikely to be affected by reasonably foreseeable events.

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

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

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

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

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

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

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

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

DDD, DD, and D--Bonds are in default on interest and/or principal payments. Such
bonds are extremely speculative and should be valued on the basis of their
ultimate recovery value in liquidation or reorganization of the obligor. DDD
represents the highest potential for recovery on these bonds, and D represents
the lowest potential for recovery.

NR--NR indicates that Fitch does not rate the specific issue.

PLUS (+) OR MINUS (-): Plus and minus signs are used with a rating symbol to
indicate the relative position of a credit within the rating category. Plus and
minus signs, however, are not used in the "AAA" category.

S&P Municipal Note Ratings
SP-1--Very strong or strong capacity to pay principal and interest. Those issues
determined to possess overwhelming safety characteristics will be given a plus
(+) designation.

SP-2--Satisfactory capacity to pay principal and interest.

Moody's Short-Term Loan Ratings
MIG1/VMIG1--This designation denotes best quality. The re is a present strong
protection by established cash flows, superior liquidity support or demonstrated
broad based access to the market for refinancing.

MIG2/VMIG2--This designation denotes high quality. Margins of protection are
ample although not so large as in the preceding group.

Fitch Short-Term Debt Ratings
F-1+--Exceptionally Strong Credit Quality. Issues assigned this rating are
regarded as having the strongest degree of assurance for timely payment.

F-1--Very Strong Credit Quality. Issues assigned this rating reflect an
assurance of timely payment only slightly less in degree than issues rated F-1+.

F-2--Good Credit Quality. Issues carrying this rating have a satisfactory degree
of assurance for timely payment, but the margin of safety is not as great as the
F-1+ and F-1 categories.

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

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

Moody's Commercial Paper Ratings
P-1--Issuers rated PRIME-1 (or related supporting institutions) have a superior
capacity for repayment of short-term promissory obligations.

PRIME-1 repayment capacity will normally be evidenced by the following
characteristics: Leading market positions in well established industries; high
rates of return on funds employed; conservative capitalization structures with
moderate reliance on debt and ample asset protection; broad margins in earning
coverage of fixed financial charges and high internal cash generation; and well
established access to a range of financial markets and assured sources of
alternate liquidity.

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

    

<PAGE>


Financial Statements to be filed by Amendment.






<PAGE>



Federated New York Municipal Income Fund
(A Portfolio of Municipal Securities Income Trust)
   Class A Shares (formerly, Class F Shares)

Prospectus
October 31, 1998
A Non-Diversified Portfolio of Municipal Securities Income Trust, An Open-End,
Management  Investment Company    


Federated New York Municipal Income Fund
   Class A Shares (formerly, Class F 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 Adviser
Federated Advisers
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 Deloitte & Touche LLP 2500 One PPG Place Pittsburgh, PA
15222-5401 Cusip 625922208    2092919A-FS (10/98)    








Federated New York Municipal Income Fund

 (A Portfolio of Municipal Securities Income Trust)

   Class A Shares (formerly, Class F Shares)    


Statement of Additional Information






   This Statement of Additional Information should be read with the prospectus
of Federated New York Municipal Income Fund (the "Fund"), a portfolio of
Municipal Securities Income Trust dated October 31, 1998. This Statement is not
a prospectus. You may request a copy of a prospectus or a paper copy of this
Statement, if you have received it electronically, free of charge by calling
1-800-341-7400.


Federated New York Municipal Income Fund

Federated Investors Funds

5800 Corporate Drive

Pittsburgh, Pennsylvania 15237-7000




Statement dated October 31, 1998
[GRAPHIC OMITTED]

     Cusip 625922208
     2092919B (10/98)    






<PAGE>




                                TABLE OF CONTENTS




<PAGE>




General Information About the Fund..1

Investment Objective and Policies...1
  Acceptable Investments............1
  When-Issued and Delayed Delivery Transactions 2
  Futures Transactions..............2
  Temporary Investments.............3
  Portfolio Turnover................3
  Investment Limitations............3
  New York Investment Risks.........5

Municipal Securities Income Trust Management    5
  Fund Ownership....................9
  Trustees Compensation............10
  Trustee Liability................10

Investment Advisory Services.......10
  Adviser to the Fund..............10
  Advisory Fees....................11

Other Services.....................11
  Fund Administration..............11
  Custodian and Portfolio Accountant11
  Transfer Agent...................11
  Independent Auditors.............11

Brokerage Transactions.............12

Purchasing Shares..................12
  Quantity Discounts and Accumulated Purchases  12
  Concurrent Purchases.............12
  Letter of Intent.................13
  Reinvestment Privilege...........13
  Distribution Plan and Shareholder Services Agreement      13
  Conversion to Federal Funds......13
  Purchases by Sales Representatives, Fund Trustees, and Employees      14



Determining Net Asset Value........14
  Valuing Municipal Bonds..........14
  Use of Amortized Cost............14

Redeeming Shares...................14
  Redemption in Kind...............14
  Contingent Deferred Sales Charge.15
  Massachusetts Partnership Law....15

Tax Status.........................15
  The Fund's Tax Status............15

Total Return.......................15

Yield..............................16

Tax-Equivalent Yield...............16
  Tax-Equivalency Table............16

Performance Comparisons............17
  Economic and Market Information..18

About Federated Investors..........18
  Mutual Fund Market...............18
  Institutional Clients............19
  Bank Marketing...................19
  Broker/Dealers and Bank Broker/
    Dealer Subsidiaries............19

Appendix...........................20



<PAGE>



18



                       GENERAL INFORMATION ABOUT THE FUND

   The Fund is a portfolio of Municipal Securities Income Trust (the "Trust").
The Trust was established as a Massachusetts business trust under a Declaration
of Trust dated August 6, 1990. On February 26, 1996 (effective date March 31,
1996), the Trustees approved changing the name of the Fund from New York
Municipal Income Fund to Federated New York Municipal Income Fund and also
approved change the name of the Fund's presently offered shares from Fortress
Shares to Class F Shares ("Shares"). On August __, 1998, the Trustees approved
the name change of Class F Shares to Class A Shares.    


                        INVESTMENT OBJECTIVE AND POLICIES

The Fund's investment objective is to provide current income exempt from federal
regular income tax (federal regular income tax does not include the federal
alternative minimum tax) and the personal income taxes imposed by the state of
New York and New York municipalities. The investment objective cannot be changed
without approval of shareholders.

Acceptable Investments
The Fund invests primarily in New York municipal securities.

Characteristics
     The New York municipal securities in which the Fund invests have the
  characteristics set forth in the prospectus. If ratings made by Moody's
  Investors Service, Inc. ("Moody's"), Standard & Poor's ("S&P") or Fitch IBCA,
  Inc. ("Fitch") change because of changes in those organizations or in their
  rating systems, the Fund will try to use comparable ratings as standards in
  accordance with the investment policies described in the Fund's
  prospectus.    

Types of Acceptable Investments
  Examples of New York municipal securities include:

o governmental lease certificates of participation issued by state or municipal
  authorities where payment is secured by installment payments for equipment,
  buildings, or other facilities being leased by the state or municipality;

o municipal notes and tax-exempt commercial paper;

o serial bonds;

o tax anticipation notes sold to finance working capital needs of
  municipalities in anticipation of receiving taxes;

o bond anticipation notes sold in anticipation of the issuance of long-term
  bonds;

o pre-refunded municipal bonds whose timely payment of interest and principal
  is ensured by an escrow of U.S. government obligations; and

o general obligation bonds.

Participation Interests
  The financial institutions from which the Fund purchases participation
  interests frequently provide or secure from another financial institution
  irrevocable letters of credit or guarantees and give the Fund the right to
  demand payment of the principal amounts of the participation interests plus
  accrued interest on short notice (usually within seven days).

Variable Rate Municipal Securities
  Variable interest rates generally reduce changes in the market value of
  municipal securities from their original purchase prices. Accordingly, as
  interest rates decrease or increase, the potential for capital appreciation or
  depreciation is less for variable rate municipal securities than for
  fixed-income obligations. Many municipal securities with variable-interest
  rates purchased by the Fund are subject to repayment of principal (usually
  within seven days) on the Fund's demand. The terms of these variable rate
  demand instruments require payment of principal and accrued interest from the
  issuer of the municipal obligations, the issuer of the participation
  interests, or a guarantor of either issuer.

Municipal Leases
  The Fund may purchase municipal securities in the form of participation
  interests which represent undivided proportional interests in lease payments
  by a governmental or non-profit entity. The lease payments and other rights
  under the lease provide for and secure the payments on the certificates. Lease
  obligations may be limited by municipal charter or the nature of the
  appropriation for the lease. In particular, lease obligations may be subject
  to periodic appropriation. If the entity does not appropriate funds for future
  lease payments, the entity cannot be compelled to make such payments.
  Furthermore, a lease may provide that the certificate trustee cannot
  accelerate lease obligations upon default. The trustee would only be able to
  enforce lease payments as they became due. In the event of a default or
  failure of appropriation, it is unlikely that the trustee would be able to
  obtain an acceptable substitute source of payment.

  In determining the liquidity of municipal lease securities, the investment
  adviser, under the authority delegated by the Trustees, will base its
  determination on the following factors:

o whether the lease can be terminated by the lessee;

o the potential recovery, if any, from a sale of the leased property upon
  termination of the lease;

o the lessee's general credit strength (e.g., its debt, administrative,
  economic and financial characteristics and prospects);

o the likelihood that the lessee will discontinue appropriating funding for the
  leased property because the property is no longer deemed essential to its
  operations (e.g., the potential for an "event of non-appropriation"); and

o any credit enhancement or legal recourse provided upon an event of
non-appropriation or other termination of the lease.

When-Issued and Delayed Delivery Transactions
These transactions are made to secure what is considered to be an advantageous
price or yield for the Fund. No fees or other expenses, other than normal
transaction costs, are incurred. However, liquid assets of the Fund sufficient
to make payment for the securities to be purchased are segregated on the Fund's
records at the trade date. These assets are marked to market daily and are
maintained until the transaction has been settled. The Fund does not intend to
engage in when-issued and delayed delivery transactions to an extent that would
cause the segregation of more than 20% of the total value of its assets.

Futures Transactions
A futures contract is a firm commitment by two parties: the seller who agrees to
make delivery of the specific type of security called for in the contract
("going short") and the buyer who agrees to take delivery of the security
("going long") at a certain time in the future. In the fixed income securities
market, price moves inversely to interest rates. A rise in rates means a drop in
price. Conversely, a drop in rates means a rise in price. In order to hedge its
holdings of fixed income securities against a rise in market interest rates, the
Fund could enter into contracts to deliver securities at a predetermined price
(i.e., "go short") to protect itself against the possibility that the prices of
its fixed income securities may decline during the Fund's anticipated holding
period. The Fund would agree to purchase securities in the future at a
predetermined price (i.e., "go long") to hedge against a decline in market
interest rates.

"Margin" in Futures Transactions
  Unlike the purchase or sale of a security, the Fund does not pay or receive
  money upon the purchase or sale of a futures contract. Rather, the Fund is
  required to deposit an amount of "initial margin" in municipal securities,
  cash or cash equivalents with its custodian (or the broker, if legally
  permitted). The nature of initial margin in futures transactions is different
  from that of margin in securities transactions in that futures contract
  initial margin does not involve the borrowing of funds by the Fund to finance
  the transactions. Initial margin is in the nature of a performance bond or
  good faith deposit on the contract which is returned to the Fund upon
  termination of the futures contract, assuming all contractual obligations have
  been satisfied.

  A futures contract held by the Fund is valued daily at the official settlement
  price of the exchange on which it is traded. Each day the Fund pays or
  receives cash, called "variation margin," equal to the daily change in value
  of the futures contract. This process is known as "marking to market."
  Variation margin does not represent a borrowing or loan by the Fund but is
  instead settlement between the Fund and the broker of the amount one would owe
  the other if the futures contract expired. In computing its daily net asset
  value ("NAV"), the Fund will mark-to-market its open futures positions.

   Investing in Securities of Other Investment Companies
The Fund may invest in the securities of affiliated money market funds as an
efficient means of managing the Fund's uninvested cash.    

Temporary Investments
The Fund may also invest in temporary investments during times of unusual market
conditions for defensive purposes.

Repurchase Agreements
  Repurchase agreements are arrangements in which banks, broker/dealers, and
  other recognized financial institutions sell U.S. government securities or
  certificates of deposit to the Fund and agree at the time of sale to
  repurchase them at a mutually agreed upon time and price within one year from
  the date of acquisition. The Fund or its custodian will take possession of the
  securities subject to repurchase agreements. To the extent that the original
  seller does not repurchase the securities from the Fund, the Fund could
  receive less than the repurchase price on any sale of such securities. In the
  event that such a defaulting seller filed for bankruptcy or became insolvent,
  disposition of such securities by the Fund might be delayed pending court
  action. The Fund believes that under the regular procedures normally in effect
  for custody of the Fund's portfolio securities subject to repurchase
  agreements, a court of competent jurisdiction would rule in favor of the Fund
  and allow retention or disposition of such securities. The Fund may only enter
  into repurchase agreements with banks and other recognized financial
  institutions such as broker/dealers which are found by the Fund's investment
  adviser to be creditworthy pursuant to guidelines established by the Trustees.

  From time to time, such as when suitable New York municipal bonds are not
  available, the Fund may invest a portion of its assets in cash. Any portion of
  the Fund's assets maintained in cash will reduce the amount of assets in New
  York municipal bonds and thereby reduce the Fund's yield.

Reverse Repurchase Agreements
  The Fund may also enter into reverse repurchase agreements. This transaction
  is similar to borrowing cash. In a reverse repurchase agreement the Fund
  transfers possession of a portfolio instrument to another person, such as a
  financial institution, broker, or dealer, in return for a percentage of the
  instrument's market value in cash, and agrees that on a stipulated date in the
  future the Fund will repurchase the portfolio instrument by remitting the
  original consideration plus interest at an agreed upon rate. The use of
  reverse repurchase agreements may enable the Fund to avoid selling portfolio
  instruments at a time when a sale may be deemed to be disadvantageous, but the
  ability to enter into reverse repurchase agreements does not ensure that the
  Fund will be able to avoid selling portfolio instruments at a disadvantageous
  time.

  When effecting reverse repurchase agreements, liquid assets of the Fund, in a
  dollar amount sufficient to make payment for the obligations to be purchased,
  are segregated on the Fund's records at the trade date. These assets are
  marked to market daily and are maintained until the transaction is settled.

Portfolio Turnover
The Fund may trade or dispose of portfolio securities as considered necessary to
meet its investment objective. It is not anticipated that the portfolio trading
engaged in by the Fund will result in its annual rate of portfolio turnover
exceeding 100%. For the fiscal years ended August 31, 1997 and 1996, the Fund's
portfolio turnover rates were 59% and 11%, respectively.

Investment Limitations
Selling Short and Buying on Margin
  The Fund will not sell any securities short or purchase any securities on
  margin but may obtain such short-term credits as may be necessary for
  clearance of purchases and sales of securities.

Issuing Senior Securities and Borrowing Money
  The Fund will not issue senior securities except that the Fund may borrow
  money and engage in reverse repurchase agreements in amounts up to one-third
  of the value of its total assets, including the amounts borrowed. The Fund
  will not borrow money or engage in reverse repurchase agreements for
  investment leverage, but rather as a temporary, extraordinary, or emergency
  measure to facilitate management of the portfolio by enabling the Fund to, for
  example, meet redemption requests when the liquidation of portfolio securities
  is deemed to be inconvenient or disadvantageous. The Fund will not purchase
  any securities while borrowings in excess of 5% of its total assets are
  outstanding.

Pledging Assets
  The Fund will not mortgage, pledge, or hypothecate its assets except to secure
  permitted borrowings. In those cases, it may mortgage, pledge, or hypothecate
  assets having a market value not exceeding 10% of the value of its total
  assets at the time of the pledge.

Underwriting
  The Fund will not underwrite any issue of securities except as it may be
  deemed to be an underwriter under the Securities Act of 1933 in connection
  with the sale of securities in accordance with its investment objective,
  policies, and limitations.

Investing in Real Estate
  The Fund will not purchase or sell real estate including limited partnership
  interests although it may invest in municipal bonds secured by real estate or
  interests in real estate.

Investing in Commodities
  The Fund will not buy or sell commodities, commodity contracts, or commodities
futures contracts.

Lending Cash or Securities
  The Fund will not lend any of its assets except that it may acquire publicly
  or non-publicly issued municipal bonds or temporary investments or enter into
  repurchase agreements in accordance with its investment objective, policies,
  and limitations or its Declaration of Trust.

Dealing in Puts and Calls
  The Fund will not buy or sell puts, calls, straddles, spreads, or any
combination of these.

Concentration of Investments
  The Fund will not purchase securities if, as a result of such purchase, 25% or
  more of the value of its total assets would be invested in any one industry or
  in industrial development bonds or other securities, the interest upon which
  is paid from revenues of similar types of projects. However, the Fund may
  invest as temporary investments more than 25% of the value of its assets in
  cash or cash items, securities issued or guaranteed by the U.S. government,
  its agencies or instrumentalities, or instruments secured by these money
  market instruments, i.e., repurchase agreements.

The above investment limitations cannot be changed without shareholder approval.
The following limitation, however, may be changed by the Trustees without
shareholder approval. Shareholders will be notified before any material change
in these limitations becomes effective.

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

Except with respect to borrowing money, if a percentage limitation is adhered to
at the time of investment, a later increase or decrease in percentage resulting
from any change in value or net assets will not result in a violation of such
restriction.

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 ("bank cash items") at the time of investment to be included in
"cash items." However, the Fund does not intend to exceed its concentration
limitation with respect to bank cash items.

New York Investment Risks
The Fund invests in obligations of New York issuers which results in the Fund's
performance being subject to risks associated with the overall conditions
present within the state. The following information is a brief summary of the
recent prevailing economic conditions and a general summary of the state's
financial status. This information is based on official statements relating to
securities that have been offered by New York issuers and from other sources
believed to be accurate but should not be relied upon as a complete description
of all relevant information.

This year, New York state was an improving credit and was awarded with an
upgrade from S&P.  The state is currently rated A by both Moody's and S&P.

The upgrade on New York state's bonds reflects improved financial operations
through fiscal 1997. The state has more conservatively estimated revenues in
recent years. In addition, New York's monitoring and management of the budget
during the fiscal year has improved, thereby reducing the risk of budget
imbalance. These factors, combined with increased expenditure restraint and an
improved economic climate fueled by the financial services sector, have
contributed to year-end surpluses in five of the past six years.

Although the state has a diverse economy that continues to expand modestly and
relatively high income, further rating upgrades will be precluded until
significant financial and budgetary reform is implemented. This would include
on-time budget adoption, ongoing structurally balanced financial operations,
elimination of the state's generally accepted accounting principals-based
deficit, and continued improvement in debt management policies.

The Fund's concentration in securities issued by the state and its political
subdivisions provides a greater level of risk than a fund which is diversified
across numerous states and municipal entities. The ability of the state or its
municipalities to meet their obligations will depend on the availability of tax
and other revenues; economic, political, and demographic conditions within the
state; and the underlying fiscal condition of the state and its municipalities.




<PAGE>



                    MUNICIPAL SECURITIES INCOME TRUST MANAGEMENT

Officers and Trustees are listed with their addresses, birthdates, present
positions with Municipal Securities Income Trust, and principal occupations.


John F. Donahue@*
Federated Investors Tower
Pittsburgh, PA
Birthdate:  July 28, 1924

Chairman and Trustee

     Chief Executive Officer and Director or Trustee of the Funds; Chairman and
Director, Federated Investors, Inc.; Chairman and Trustee, Federated Advisers,
Federated Management, and Federated Research; Chairman and Director, Federated
Research Corp. and Federated Global Research Corp.; Chairman, Passport Research,
Ltd. Mr. Donahue is the father of J. Christopher Donahue, Executive Vice
President and Trustee of the Company.


Thomas G. Bigley
15 Old Timber Trail
Pittsburgh, PA
Birthdate:  February 3, 1934

Trustee

Director or Trustee of the Funds; Director, Member of Executive Committee,
Children's Hospital of Pittsburgh; formerly, Senior Partner, Ernst & Young LLP;
Director, MED 3000 Group, Inc.; Director, Member of Executive Committee,
University of Pittsburgh.


John T. Conroy, Jr.
Wood/IPC Commercial Department
John R. Wood and Associates, Inc., Realtors
3255 Tamiami Trail North
Naples, FL
Birthdate:  June 23, 1937

Trustee

     Director or Trustee of the Funds; President, Investment Properties
Corporation; Senior Vice-President, John R. Wood and Associates, Inc., Realtors;
Partner or Trustee in private real estate ventures in Southwest Florida;
formerly, President, Naples Property Management, Inc. and Northgate Village
Development Corporation.


Nicholas P. Constantakis
175 Woodshire Drive
Pittsburgh, PA
Birthdate: September 3, 1939

Trustee

Director or Trustee of the Funds; formerly, Partner, Andersen Worldwide SC.




<PAGE>



William J. Copeland
One PNC Plaza - 23rd Floor
Pittsburgh, PA
Birthdate:  July 4, 1918

Trustee

Director or Trustee of the Funds; Director and Member of the Executive
Committee, Michael Baker, Inc.; formerly, Vice Chairman and Director, PNC Bank,
N.A., and PNC Bank Corp.; Director, Ryan Homes, Inc.; Director, United Refinery;
Chairman, Pittsburgh Foundation; Director, Forbes Fund; Chairman, Pittsburgh
Civic Light Opera..


J. Christopher Donahue *
Federated Investors Tower
Pittsburgh, PA
Birthdate:  April 11, 1949

Executive Vice President and Trustee

     President or Executive Vice President of the Funds; President and Director,
Federated Investors, Inc.; President and Trustee, Federated Advisers, Federated
Management, and Federated Research; President and Director, Federated Research
Corp. and Federated Global Research Corp.; President, Passport Research, Ltd.;
Trustee, Federated Shareholder Services Company, and Federated Shareholder
Services; Director, Federated Services Company; Director or Trustee of some of
the Funds. Mr. Donahue is the son of John F. Donahue, Chairman and Trustee of
the Company.


James E. Dowd, Esq.
571 Hayward Mill Road
Concord, MA
Birthdate:  May 18, 1922

Trustee

Director or Trustee of the Funds; Attorney-at-law; Director, The Emerging
Germany Fund, Inc.; formerly, President, Boston Stock Exchange, Inc.; Regional
Administrator, United States Securities and Exchange Commission.


Lawrence D. Ellis, M.D.*
3471 Fifth Avenue, Suite 1111
Pittsburgh, PA
Birthdate:  October 11, 1932

Trustee

Director or Trustee of the Funds; Professor of Medicine, University of
Pittsburgh; Medical Director, University of Pittsburgh Medical Center -
Downtown; Hematologist, Oncologist, and Internist, Presbyterian and Montefiore
Hospitals; formerly, Member, National Board of Trustees, Leukemia Society of
America.




<PAGE>



Edward L. Flaherty, Jr., Esq.@
Miller, Ament, Henny & Kochuba
205 Ross Street
Pittsburgh, PA
Birthdate:  June 18, 1924

Trustee

Director or Trustee of the Funds; Attorney Of Counsel, Miller, Ament, Henny &
Kochuba; Director, Eat'N Park Restaurants, Inc.; formerly, Counsel, Horizon
Financial, F.A., Western Region; Partner, Meyer and Flaherty.


Peter E. Madden
One Royal Palm Way
100 Royal Palm Way
Palm Beach, FL
Birthdate:  March 16, 1942

Trustee

Director or Trustee of the Funds; formerly, Representative, Commonwealth of
Massachusetts General Court; President, State Street Bank and Trust Company and
State Street Corporation; Director, VISA USA and VISA International; Chairman
and Director, Massachusetts Banker Association; Director, Depository Trust
Corporation.


John E. Murray, Jr., J.D., S.J.D.
President, Duquesne University
Pittsburgh, PA
Birthdate:  December 20, 1932

Trustee

Director or Trustee of the Funds; President, Law Professor, Duquesne University;
Consulting Partner, Mollica & Murray; formerly, Dean and Professor of Law,
University of Pittsburgh School of Law; Dean and Professor of Law, Villanova
University School of Law.




<PAGE>



Wesley W. Posvar
1202 Cathedral of Learning
University of Pittsburgh
Pittsburgh, PA
Birthdate:  September 14, 1925

Trustee

Director or Trustee of the Funds; President, World Society of Ekistics, Athens;
Professor, International Politics; Management Consultant; Trustee, Carnegie
Endowment for International Peace, RAND Corporation, Online Computer Library
Center, Inc., National Defense University and U.S. Space Foundation; President
Emeritus, University of Pittsburgh; Founding Chairman, National Advisory Council
for Environmental Policy and Technology, Federal Emergency Management Advisory
Board and Czech Management Center, Prague; formerly, Professor, United States
Military Academy; Professor, United States Air Force Academy.


Marjorie P. Smuts
4905 Bayard Street
Pittsburgh, PA
Birthdate:  June 21, 1935

Trustee

Director or Trustee of the Funds; Public relations/Marketing/Conference
Planning; formerly, National Spokesperson, Aluminum Company of America; business
owner.


Richard B. Fisher
Federated Investors Tower
Pittsburgh, PA
Birthdate:  May 17, 1923

President

President or Vice President of some of the Funds; Director or Trustee of some of
the Funds; Executive Vice President , Federated Investors, Inc.; Chairman and
Director, Federated Securities Corp.


Edward C. Gonzales
Federated Investors Tower
Pittsburgh, PA
Birthdate:  October 22, 1930

Executive Vice President

Trustee or Director of some of the Funds; President, Executive Vice President
and Treasurer of some of the Funds; Vice Chairman, Federated Investors, Inc.;
Vice President, Federated Advisers, Federated Management, Federated Research,
Federated Research Corp., Federated Global Research Corp. and Passport Research,
Ltd.; Executive Vice President and Director, Federated Securities Corp.;
Trustee, Federated Shareholder Services Company.




<PAGE>



John W. McGonigle
Federated Investors Tower
Pittsburgh, PA
Birthdate:  October 26, 1938

Executive Vice President , Secretary and Treasurer

Executive Vice President and Secretary of the Funds; Treasurer of some of the
Funds; Executive Vice President, Secretary, and Director, Federated Investors,
Inc.; Trustee, Federated Advisers, Federated Management, and Federated Research;
Director, Federated Research Corp. and Federated Global Research Corp.; Trustee,
Federated Shareholder Services Company; Director, Federated Services Company;
President and Trustee, Federated Shareholder Services; Director, Federated
Securities Corp.


*     This Trustee is deemed to be an "interested person" as defined in the
      Investment Company Act of 1940.

@     Member of the Executive Committee. The Executive Committee of the Board
      of Trustees handles the responsibilities of the Board between meetings
      of the Board.

    

As used in the table above, "The Funds" and "Funds" mean the following
investment companies: 111 Corcoran Funds; Arrow Funds; Automated Government
Money Trust; Blanchard Funds; Blanchard Precious Metals Fund, Inc.; Cash Trust
Series II; Cash Trust Series, Inc.; DG Investor Series; 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 Government Trust; Federated High Income Bond Fund, Inc.;
Federated High Yield Trust; Federated Income Securities Trust; Federated Income
Trust; Federated Index Trust; Federated Institutional Trust; Federated Insurance
Series; Federated Investment Portfolios; Federated Investment Trust; Federated
Master Trust; Federated Municipal Opportunities Fund, Inc.; Federated Municipal
Securities Fund, Inc.; Federated Municipal Trust; Federated Short-Term Municipal
Trust; Federated Short-Term U.S. Government Trust; Federated Stock and Bond
Fund, Inc.; Federated Stock Trust; Federated Tax-Free Trust; Federated Total
Return Series, Inc.; Federated U.S. Government Bond Fund; Federated U.S.
Government Securities Fund: 1-3 Years; Federated U.S. Government Securities
Fund: 2-5 Years; Federated U.S. Government Securities Fund: 5-10 Years;
Federated Utility Fund, Inc.; First Priority Funds; Fixed Income Securities,
Inc.; High Yield Cash Trust; Intermediate Municipal Trust; International Series,
Inc.; Investment Series Funds, Inc.; Investment Series Trust; Liberty Term
Trust, Inc. - 1999; Liberty U.S. Government Money Market Trust; Liquid Cash
Trust; Managed Series Trust; Money Market Management, Inc.; Money Market
Obligations Trust; Money Market Obligations Trust II; Money Market Trust;
Municipal Securities Income Trust; Newpoint Funds; RIMCO Monument Funds;
Targeted Duration Trust; Tax-Free Instruments Trust; The Planters Funds; The
Virtus Funds; Trust for Financial Institutions; Trust for Government Cash
Reserves; Trust for Short-Term U.S. Government Securities; Trust for U.S.
Treasury Obligations; WesMark Funds; and World Investment Series, Inc.

Fund Ownership
Officers and Trustees own less than 1% of the outstanding Shares.

   As of August 7, 1998, the following shareholders of record owned 5% or more
of the outstanding Shares of the Fund: North Fork Bank, Mattituck, New York,
owned approximately 231,451 Shares (10.59%); and Merrill Lynch Pierce Fenner &
Smith (as record owner holding Shares for its clients), Jacksonville, Florida,
owned approximately 808,793 Shares (37.00%).    



<PAGE>
<TABLE>
<CAPTION>


   Trustees Compensation
       AGGREGATE
NAME,  COMPENSATION
POSITION WITH              FROM             TOTAL COMPENSATION PAID
Trust  Trust*#      FROM FUND COMPLEX



<S>                <C>                 <C>

John F. Donahue           $ -0-         $ -0- for the Trust and
Trustee and Chairman                    54 other investment companies in the Fund Complex


Thomas G. Bigley        $____           $111,222 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

John T. Conroy          $____           $122,362 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

Nicholas P. Constantakis++$_____        $0 for the Trust and
Trustee                                 36 other investment companies in the Fund Complex

William J. Copeland     $____           $122,362 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

J. Christopher Donahue    $ -0-          $ -0- for the Trust and
Trustee and Executive                   18 other investment companies in the Fund Complex
   Vice President

James E. Dowd           $____           $122,362 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

Lawrence D. Ellis, M.D. $____           $111,222 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

Edward L. Flaherty, Jr. $____           $122,362 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

Peter E. Madden         $____           $111,222 for the Trust and
Trustee                                  56 other investment companies in the Fund Complex

John E. Murray, Jr.      $____          $111,222 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

Wesley W. Posvar        $____           $111,222 for the Trust and
Trustee                                 56 other investment companies in the Fund Complex

Marjorie P. Smuts       $____           $111,222 for the Trust and
      Trustee 56 other investment companies in the Fund Complex * Information is
furnished for the fiscal year ended August 31, 1998.


</TABLE>



# The aggregate compensation is provided for the Trust which is comprised of
five portfolios.

  The information is provided for the last calendar year.

++ Mr. Constantakis became a member of the Board of Trustees on
February 23, 1998. He did not earn any fees for serving the Fund Complex
since these fees are reported as of the end of the last calendar year.    

Trustee Liability
The Trust's Declaration of Trust provides that the Trustees will not be liable
for errors of judgment or mistakes of fact or law. However, they are not
protected against any liability to which they would otherwise be subject by
reason of willful misfeasance, bad faith, gross negligence, or reckless
disregard of the duties involved in the conduct of their office.




<PAGE>



                          INVESTMENT ADVISORY SERVICES

Adviser to the Fund
The Fund's investment adviser is Federated Advisers (the "Adviser"). It is a
subsidiary of Federated Investors, Inc. All the voting securities of Federated
Investors are owned by a trust, the trustees of which are John F. Donahue, his
wife and his son, J. Christopher Donahue.

The Adviser shall not be liable to the Trust, the Fund or any shareholder of the
Fund 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.


                                  ADVISORY FEES

For its advisory services, the Adviser receives an annual investment advisory
fee as described in the prospectus. For the fiscal years ended August 31, 1997,
1996 and 1995, the Adviser earned advisory fees of $91,304, $86,941 and $87,317,
respectively, all of which were voluntarily waived.


                                 OTHER SERVICES

Fund Administration
   Federated Services Company, a subsidiary of Federated Investors, Inc.,
provides administrative personnel and services to the Fund for a fee as
described in the prospectus. From March 1, 1994, to March 1, 1996, Federated
Administrative Services a subsidiary of Federated Investors, served as the
Fund's Administrator. For purposes of this Statement, Federated Services Company
and Federated Administrative Services may hereinafter collectively be referred
to as the "Administrators". For the fiscal years ended August 31, 1997, 1996 and
1995, the Administrators earned $125,000, $125,000 and $125,000.    

Custodian and Portfolio Accountant
State Street Bank and Trust Company ("State Street Bank"), Boston, MA, is
custodian for the securities and cash of the Fund. Federated Services Company,
Pittsburgh, PA, provides certain accounting and recordkeeping services with
respect to the Fund's portfolio investments. The fee paid for this service is
based upon the level of the Fund's average net assets for the period plus
out-of-pocket expenses.

Transfer Agent
Federated Services Company, through it registered transfer agent, Federated
Shareholder Services Company, maintains all necessary shareholder records. For
its services, the transfer agent receives a fee based on the size, type and
number of accounts and transactions made by shareholders.

Independent Auditors
The independent auditors for the Fund are Deloitte & Touche LLP, Pittsburgh, PA.


                             BROKERAGE TRANSACTIONS

When selecting brokers and dealers to handle the purchase and sale of portfolio
instruments, the Adviser looks for prompt execution of the order at a favorable
price. In working with dealers, the Adviser will generally use those who are
recognized dealers in specific portfolio instruments, except when a better price
and execution of the order can be obtained elsewhere. The Adviser makes
decisions on portfolio transactions and selects brokers and dealers subject to
review by the Trustees. The Adviser may select brokers and dealers who offer
brokerage and research services. These services may be furnished directly to the
Fund or to the Adviser and 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 provided by brokers and dealers may be used by the
Adviser or by its affiliates in advising the Fund and other accounts. To the
extent that receipt of these services may supplant services for which the
Adviser or its affiliates might otherwise have paid, it would tend to reduce
their expenses. The Adviser and its affiliates exercise reasonable business
judgment in selecting 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. During the fiscal years ended August
31, 1997, 1996 and 1995, the Fund paid no brokerage commissions. Although
investment decisions for the Fund are made independently from those of the other
accounts managed by the Adviser, investments of the type the Fund may make may
also be made by those other accounts. When the Fund and one or more other
accounts managed by the Adviser are prepared to invest in, or desire to dispose
of, the same security, available investments or opportunities for sales will be
allocated in a manner believed by the Adviser to be equitable to each. In some
cases, this procedure may adversely affect the price paid or received by the
Fund or the size of the position obtained or disposed of by the Fund. In other
cases, however, it is believed that coordination and the ability to participate
in volume transactions will be to the benefit of the Fund.


                                PURCHASING SHARES

   Except under certain circumstances described in the prospectus, Shares are
sold at their NAV plus a sales charge on days the New York Stock Exchange is
open for business. The procedure for purchasing Shares is explained in the
prospectus under "Investing in the Fund" and "Purchasing Shares." For further
information on any of the programs listed below, please contact your financial
intermediary or Federated Securities Corp.

Quantity Discounts and Accumulated Purchases
As described in the prospectus, larger purchases of the same Share class reduce
or eliminate the sales charge paid. For example, the Fund will combine all Class
A Share purchases made on the same day by the investor, the investor's spouse,
and the investor's children under age 21 when it calculates the sales charge. In
addition, the sales charge, if applicable, is reduced for purchases made at one
time by a trustee or fiduciary for a single trust estate or a single fiduciary
account.



If an additional purchase of the same Share class is made, the Fund will
consider the previous purchases still invested in the Fund. For example, if a
shareholder already owns Class A Shares having a current value at the public
offering price of $90,000 and he purchases $10,000 more at the current public
offering price, the sales charge on the additional purchase according to the
schedule now in effect would be 3.75%, not 4.50%..

To receive the sales charge reduction, Federated Securities Corp. must be
notified by the shareholder in writing or by his financial intermediary at the
time the purchase is made that Class A Shares are already owned or that
purchases are being combined. The Fund will reduce or eliminate the sales charge
after it confirms the purchases.

Concurrent Purchases
Shareholders have the privilege of combining concurrent purchases of the same
Share class of two or more funds in the Federated Complex in calculating the
applicable sales charge.

To receive a sales charge reduction or elimination, Federated Securities Corp.
must be notified by the shareholder in writing or by their financial
intermediary at the time the concurrent purchases are made. The Fund will reduce
or eliminate the sales charge after it confirms the purchases.

Letter of Intent
A shareholder can sign a letter of intent committing to purchase a certain
amount of the same Share class within a 13-month period in order to combine such
purchases in calculating the applicable sales charge. The Fund's custodian will
hold Shares in escrow equal to the maximum applicable sales charge. If the
shareholder completes the commitment, the escrowed Shares will be released to
their account. If the commitment is not completed within 13 months, the
custodian will redeem an appropriate number of escrowed Shares to pay for the
applicable sales charge.

While this letter of intent will not obligate the shareholder to purchase Class
A Shares, each purchase during the period will be at the sales charge applicable
to the total amount intended to be purchased. At the time a letter of intent is
established, current balances in accounts in any Class A Shares Shares of any
Federated Funds, excluding money market accounts, will be aggregated to provide
a purchase credit towards fulfillment of the letter of intent. The letter may be
dated as of a prior date to include any purchase made within the past 90 days.
Prior trade prices will not be adjusted.

Reinvestment Privilege
The reinvestment privilege is available for all Shares of the Fund within the
same Share class.

Class A shareholders who redeem from the Fund may reinvest the redemption
proceeds back into the same Share class at the next determined net asset value
without any sales charge. The original Shares must have been subject to a sales
charge and the reinvestment must be within 120 days.

Similarly, Class B Shares also may be reinvested within 120 days of redemption,
although such reinvestment will be made into Class A Shares. Shareholders would
not be entitled to a reimbursement of the contingent deferred sales charge if
paid at the time of redemption on any Share class. However, reinvested Shares
would not be subject to a contingent deferred sales charge, if otherwise
applicable, upon later redemption.

     In addition, if Shares were reinvested through a financial intermediary,
the financial intermediary would not be entitled to an advanced payment from
Federated Securities Corp. on the reinvested Shares, if otherwise applicable.
Federated Securities Corp. must be notified by the shareholder in writing or by
his financial intermediary of the reinvestment in order to eliminate a sales
charge or a contingent deferred sales charge. If the shareholder redeems Shares
in the Fund, there may be tax consequences.    

Distribution Plan and Shareholder Services Agreement
These arrangements permit the payment of fees to financial institutions, the
distributor, and Federated Shareholder Services, to stimulate distribution
activities and to cause services to be provided to shareholders by a
representative who has knowledge of the shareholder's particular circumstances
and goals. These activities and services may include, but are not limited to,
marketing efforts; providing office space, equipment, telephone facilities, and
various clerical, supervisory, computer, and other personnel as necessary or
beneficial to establish and maintain shareholder accounts and records;
processing purchase and redemption transactions and automatic investments of
client account cash balances; answering routine client inquiries; and assisting
clients in changing dividend options, account designations, and addresses.

By adopting the Distribution Plan, the Trustees expect that the Fund will be
able to achieve a more predictable flow of cash for investment purposes and to
meet redemptions. This will facilitate more efficient portfolio management and
assist the Fund in pursuing its investment objectives. By identifying potential
investors whose needs are served by the Fund's objectives, and properly
servicing these accounts, it may be possible to curb sharp fluctuations in rates
of redemptions and sales.

Other benefits, which may be realized under either arrangement, may include: (1)
providing personal services to shareholders; (2) investing shareholder assets
with a minimum of delay and administrative detail; (3) enhancing shareholder
recordkeeping systems; and (4) responding promptly to shareholders' requests and
inquiries concerning their accounts.

For the fiscal years ended August 31, 1997, 1996 and 1995, payments in the
amount of $114,130, $108,676 and $109,146, respectively, were made pursuant to
the Distribution Plan, of which $109,565, $104,329 and $104,780, respectively,
were waived. In addition, for the fiscal year ended August 31, 1997, the Fund
paid shareholder service fees in the amount of $57,065, of which $4,565 were
waived.

Conversion to Federal Funds
It is the Fund's policy to be as fully invested as possible so that maximum
interest may be earned. To this end, all payments from shareholders must be in
federal funds or be converted into federal funds before shareholders begin to
earn dividends. State Street Bank acts as the shareholder's agent in depositing
checks and converting them to federal funds.

   Purchases by Sales Representatives, Fund Directors, and Employees
The following individuals and their immediate family members may buy Class A
Shares at net asset value without a sales charge:

   o Directors, employees, and sales representatives of the Fund, Federated
   Advisers, and Federated Securities Corp. and its affiliates; o Federated Life
   Members (Class A Shares only); o any associated person of an investment
   dealer who has a sales agreement with Federated Securities Corp.; and o
   trusts, pensions, or profit-sharing plans for these individuals.
These sales are made with the purchaser's written assurance that the purchase is
for investment purposes and that the securities will not be resold except
through redemption by the Fund.    




                           DETERMINING NET ASSET VALUE

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

NAV is not determined on (i) days on which there are not sufficient changes in
the value of the Fund's portfolio securities that its NAV might be materially
affected; (ii) days during which no Shares are tendered for redemption and no
orders to purchase Shares are received; or (iii) the following holidays: New
Year's Day, Martin Luther King Day, President's Day, Good Friday, Memorial Day,
Independence Day, Labor Day, Thanksgiving Day, and Christmas Day.

Valuing Municipal Bonds
The Trustees use an independent pricing service to determine the market value of
municipal bonds. The independent pricing service takes into consideration yield,
stability, risk, quality, coupon rate, maturity, type of issue, trading
characteristics, special circumstances of a security or trading market, and any
other factors or market data it considers relevant in determining valuations for
normal institutional size trading units of debt securities, and does not rely
exclusively on quoted prices.

Use of Amortized Cost
The Trustees have decided that the fair value of debt securities authorized to
be purchased by the Fund with remaining maturities of 60 days or less at the
time of purchase, shall be their amortized cost value, unless the particular
circumstances of the security indicate otherwise. Under this method, portfolio
instruments and assets are valued at the acquisition cost as adjusted for
amortization of premium or accumulation of discount rather than at current
market value. The Executive Committee continually assesses this method of
valuation and recommends changes where necessary to assure that the Fund's
portfolio instruments are valued at their fair value as determined in good faith
by the Trustees.


                                REDEEMING SHARES

The Fund redeems Shares at the next computed NAV after the Fund receives the
redemption request. Shareholder redemptions may be subject to a contingent
deferred sales charge. Redemption procedures are explained in the prospectus
under "Redeeming and Exchanging Shares." Although the transfer agent does not
charge for telephone redemptions, it reserves the right to charge a fee for the
cost of wire-transferred redemptions of less than $5,000.

   Redemption in Kind

Although the Fund intends to redeem Shares in cash, it reserves the right under
certain circumstances to pay the redemption price in whole or in part by a
distribution of securities from the Fund's portfolio.

Redemption in kind will be made in conformity with applicable SEC rules, taking
such securities at the same value employed in determining net asset value and
selecting the securities in a manner the Directors determine to be fair and
equitable.

The Corporation has elected to be governed by Rule 18f-1 of the Investment
Company Act of 1940 under which the Corporation is obligated to redeem Shares
for any shareholder in cash up to the lesser of $250,000 or 1% of the Fund's net
asset value during any 90-day period.

Redemption in kind is not as liquid as a cash redemption. If redemption is made
in kind, shareholders receiving their securities and selling them before their
maturity could receive less than the redemption value of their 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 acts or obligations of the Trust on behalf
of the Fund. To protect shareholders of the Fund, the Trust has filed legal
documents with Massachusetts that expressly disclaim the liability of
shareholders of the Fund for such acts or obligations of the Trust. These
documents require notice of this disclaimer to be given in each agreement,
obligation, or instrument that the Trust or its Trustees enter into or sign on
behalf of the Fund.

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


                                   TAX STATUS

The Fund's Tax Status
The Fund will pay no federal income tax because it expects to meet the
requirements of Subchapter M of the Internal Revenue Code of 1986, as amended,
applicable to regulated investment companies and to receive the special tax
treatment afforded to such companies. To qualify for this treatment, the Fund
must, among other requirements:

   o derive at least 90% of its gross income from dividends, interest, and gains
   from the sale of securities; o invest in securities within certain statutory
   limits; and o distribute to its shareholders at least 90% of its net income
   earned during the year.
Capital Gains
  Capital gains or losses may be realized by the Fund on the sale of portfolio
  securities and as a result of discounts from par value on securities held to
  maturity. Sales would generally be made because of:

o the availability of higher relative yields;

o differentials in market values;

o new investment opportunities;

o changes in creditworthiness of an issuer; or

o an attempt to preserve gains or limit losses.

  Distributions of long-term capital gains are taxed as such, whether they are
  taken in cash or reinvested, and regardless of the length of time the
  shareholder has owned Shares. Any loss by a shareholder on Shares held for
  less than six months and sold after a capital gains distribution will be
  treated as a long-term capital loss to the extent of the capital gains
  distribution.


                                  TOTAL RETURN

The Fund's average annual total returns for the one-year period ended August 31,
1997, and for the period from December 2, 1992 (date of initial public
investment) to August 31, 1997 were 8.04% and 6.86%, respectively.

   The average annual total return for Shares of the Fund 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 offering price 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
reinvestment of all dividends and distributions. Any applicable contingent
deferred sales charge is deducted from the ending value of the investment based
on the lesser of the original purchase price or the offering price of Shares
redeemed.    


                                      YIELD

The Fund's yield for the thirty-day period ended August 31, 1997 was 4.62%.

   The yield for Shares of the Fund is determined by dividing the net investment
income per Share (as defined by the Securities and Exchange Commission) earned
by Shares over a thirty-day period by the maximum offering price per Share of
Shares on the last day of the period. This value is then annualized using
semi-annual compounding. This means that the amount of income generated during
the thirty-day period is assumed to be generated each month over a twelve-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 Securities and Exchange Commission and, therefore, may not correlate to
the dividends or other distributions paid to shareholders.

To the extent that financial institutions and broker/dealers charge fees in
connection with services provided in conjunction with an investment in the Fund,
the performance will be reduced for those shareholders paying those fees.    


                              TAX-EQUIVALENT YIELD

The Fund's tax-equivalent yield for the thirty-day period ended August 31, 1997
was 6.42%.

   The tax-equivalent yield of the Fund is calculated similarly to the yield,
but is adjusted to reflect the taxable yield that the Fund would have had to
earn to equal its actual yield, assuming a 28% tax rate (the maximum effective
federal rate for individuals) and assuming that income is 100% tax-exempt.

Tax-Equivalency Table
The Fund may also use a tax-equivalency table in advertising and sales
literature. The interest earned by the municipal obligations in the Fund's
portfolio generally remains free from federal regular income tax,* and the
income taxes imposed by the state of New York. As the table on the next page
indicates, a "tax-free" investment is an attractive choice for investors,
particularly in times of narrow spreads between tax-free and taxable yields.    




<PAGE>


                         TAXABLE YIELD EQUIVALENT FOR 1998

                                STATE OF NEW YORK
      TAX BRACKET:
      FEDERAL     15.00%    28.00%       31.00%        36.00%        39.60%



      COMBINED FEDERAL

      AND STATE   21.850%   34.850%      37.850%       42.850%       46.450%




      JOINT           $1-  $42,351-     $102,301-     $155,951-       OVER

      RETURN      42,350    102,300      155,950       278,450      $278,450



      SINGLE          $1-  $25,351-     $61,401-      $128,101-       OVER

      RETURN      25,350    61,400       128,100       278,450      $278,450


TAX-EXEMPT

YIELD                         TAXABLE YIELD EQUIVALENT


        1.50%      1.92%     2.30%       2.41%         2.62%         2.80%

        2.00%      2.56%     3.07%       3.22%         3.50%         3.73%

        2.50%      3.20%     3.84%       4.02%         4.37%         4.67%

        3.00%      3.84%     4.60%       4.83%         5.25%         5.60%

        3.50%      4.48%     5.37%       5.63%         6.12%         6.54%

        4.00%      5.12%     6.14%       6.44%         7.00%         7.47%

        4.50%      5.76%     6.91%       7.24%         7.87%         8.40%

        5.00%      6.40%     7.67%       8.05%         8.75%         9.34%

        5.50%      7.04%     8.44%       8.85%         9.62%        10.27%

        6.00%      7.68%     9.21%       9.65%        10.50%        11.20%


Note: The maximum marginal tax rate for each bracket was used in calculating the
taxable yield equivalent. Furthermore, additional state and local taxes paid on
comparable taxable investments were not used to increase federal deductions.

The chart above is for illustrative purposes only. It is not an indicator of
past or future performance of Fund Shares.

* Some portion of the Fund's income may be subject to the federal alternative
minimum tax and state and local income taxes.    


                             PERFORMANCE COMPARISONS

The performance of Shares depends upon such variables as:

   o  portfolio quality;
   o  average portfolio maturity;
   o type of instruments in which the portfolio is invested; o changes in
   interest rates and market value of portfolio securities; o changes in the
   Fund's expenses; and o various other factors.
The Fund's performance fluctuates on a daily basis largely because net earnings
and offering price per Share fluctuate daily. Both net earnings and offering
price per Share are factors in the computation of yield and total return.

Investors may use financial publications and/or indices to obtain a more
complete view of the Fund's performance. When comparing performance, investors
should consider all relevant factors such as the composition of any 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:

   o  Lehman Brothers Revenue Bond Index is a total return performance benchmark
      for the long-term, investment grade, revenue bond market. Returns and
      attributes for the index are calculated semi-monthly.
   o  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 offering price over a specific period
      of time. From time to time, the Fund will quote its Lipper ranking in the
      "New York Municipal Bond Funds" category in advertising and sales
      literature.
   o  Morningstar, Inc., an independent rating service, is the publisher of the
      bi-weekly Mutual Fund Values. Mutual Fund Values rates more than 1,000
      NASDAQ-listed mutual funds of all types, according to their risk-adjusted
      returns. The maximum rating is five stars, and ratings are effective for
      two weeks.
Advertisements and other sales literature for the Fund may quote total returns
which are calculated on non-standardized base periods. The total returns
represent the historic change in the value of an investment in the Fund based on
monthly reinvestment of dividends over a specified period of time.

Advertisements may quote performance information which does not reflect the
effect of the sales charge.

Advertising and other promotional literature may include charts, graphs and
other illustrations using the Fund's returns, or returns in general, that
demonstrate basic investment concepts such as tax-deferred compounding,
dollar-cost averaging and systematic investment. In addition, the Fund can
compare its performance, or performance for the types of securities in which it
invests, to a variety of other investments, such as bank savings accounts,
certificates of deposit, and Treasury bills.

Economic and Market Information
Advertising and sales literature for the Fund may include discussions of
economic, financial and political developments and their effect on the
securities market. Such discussions may take the form of commentary on these
developments by Fund portfolio managers and their views and analysis on how such
developments could affect the Funds. In addition, advertising and sales
literature may quote statistics and give general information about the mutual
fund industry, including the growth of the industry, from sources such as the
Investment Company Institute.


                          ABOUT FEDERATED INVESTORS, INC.

Federated Investors, Inc. is dedicated to meeting investor needs which is
reflected in its investment decision making -- structured, straightforward, and
consistent. This has resulted in a history of competitive performance with a
range of competitive investment products that have gained the confidence of
thousands of clients and their customers.

The company's disciplined security selection process is firmly rooted in sound
methodologies backed by fundamental and technical research. Investment decisions
are made and executed by teams of portfolio managers, analysts, and traders
dedicated to specific market sectors. These traders handle trillions of dollars
in annual trading volume.

In the municipal sector, as of December 31, 1997, Federated Investors, Inc.
managed 11 bond funds with approximately $2.1 billion in assets and 22 money
market funds with approximately $10.9 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.

     The Chief Investment Officers responsible for oversight of the various
investment sectors within Federated Investors, Inc. 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.



<PAGE>


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 $4.4 trillion to the more than 6,700 funds available.*

Federated Investors, Inc., through its subsidiaries, distributes mutual funds
for a variety of investment applications. Specific markets include:

Institutional Clients

     Federated Investors, Inc. meets the needs of approximately 900
institutional clients nationwide by managing and servicing separate accounts and
mutual funds for a variety of applications, 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
advisors. The marketing effort to theses institutional clients is headed by John
B. Fisher, President, Institutional Sales Division.    

Bank Marketing
Other institutional clients include close relationships with 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 mutual 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, Federated Securities Corp.

* Source: Investment Company Institute




<PAGE>





       







PART C.    OTHER INFORMATION.

Item 24.    Financial Statements and Exhibits:

        (a) Financial Statements for:
            (1) Federated Pennsylvania Municipal Income Fund (To be filed by
            Amendment); (2) Federated Ohio Municipal Income Fund (To be filed by
            Amendment); (3) Federated Michigan Intermediate Municipal Trust (To
            be filed by Amendment); (4) Federated California Municipal Income
            Fund (To be filed by Amendment); (5) Federated New York Municipal
            Income Fund (To be filed by Amendment);
        (b) Exhibits:
            (1)    (i)  Paper Copy of Declaration of Trust of the
                        Registrant (1);
                  (ii)  Paper Copy of Amendment No. 1 (dated August 26, 1991)
                        to Declaration of Trust (5);
                 (iii)  Conformed Copy of Amendment No. 2
                        (dated August 6, 1990) to the Declaration of Trust (6);
                  (iv)  Conformed Copy of Amendment No. 3
                         (dated August 31, 1992) to the Declaration of Trust
                          (8);
                   (v)  Conformed Copy of Amendment No. 4
                        (dated September 17, 1992) to the Declaration of
                        Trust (8);
                  (vi)  Conformed Copy of Amendment No. 5
                        (dated February 4, 1993) to the Declaration
                        of Trust (10);
                  (vii) Conformed Copy of Amendment No. 6 (dated May 24, 1993)
                        to the Declaration of Trust (13);

+     All exhibits are filed electronically.

1.   Response is incorporated by reference to Registrant's Initial Registration
     Statement on Form N-1A filed August 31, 1990. (File Nos. 33-36729 and
     811-6165)

5.   Response is incorporated by reference to Registrant's Post-Effective
     Amendment No. 4 on Form N-1A filed on October 28, 1991. (File Nos. 33-36729
     and 811-6165)

6.   Response is incorporated by reference to Registrant's Post-Effective
     Amendment No. 5 on Form N-1A filed on January 24, 1992. (File Nos. 33-36729
     and 811-6165)

8.   Response is incorporated by reference to Registrant's Post-Effective
     Amendment No. 7 on Form N-1A filed on September 25, 1992. (File Nos.
     33-36729 and 811-6165)

10.  Response is incorporated by reference to Registrant's Post-Effective
     Amendment No. 10 on Form N-1A filed on March 24, 1993. (File Nos. 33-36729
     and 811-6165)

13.  Response is incorporated by reference to Registrant's Post-Effective
     Amendment No. 13 on Form N-1A filed on July 2, 1993, (File Nos. 33-36729
     and 811-6165)

14.  Response is incorporated by reference to Registrant's Post-Effective
     Amendment No. 14 on Form N-1A filed on October 28, 1993. (File Nos.
     33-36729 and 811-6165)

19.  Response is incorporated by reference to Registrant's Post-Effective
     Amendment No. 21 on Form N-1A filed on October 23, 1996, (File Nos.
     33-36729 and 811-6165)

21.  Response is incorporated by reference to Registrant's Post-Effective
     Amendment No. 23 on Form N-1A filed on October 15, 1997. (File Nos.
     33-36729 and 811-6165)


<PAGE>



            (2)   Copy of By-Laws of the Registrant (1);
                   (i)  Copy of Amendment No. 1 (dated November 18, 1997)
                        to  the By-Laws; +
                  (ii)  Copy of Amendment No. 2 (dated February 23, 1998)
                        to  the By-Laws; +
                 (iii)  Copy of Amendment No. 3 (dated February 27, 1998)
                        to  the By-Laws; +
                  (iv)  Copy of Amendment No. 4 (dated May 12, 1998) to the
                        By-Laws; +
            (3)   Not applicable;
            (4)   Copy of Specimen Certificate for Shares of Beneficial
                  Interest for:
                   (i)  Federated Pennsylvania Municipal Income Fund-Class
                        A Shares (19);
                  (ii)  Federated Pennsylvania Municipal Income Fund- Class
                        B Shares (22);
                 (iii)  Federated Ohio Municipal Income Fund-Class F
                        Shares (19);
                  (iv)  Federated California Municipal Income Fund-Class
                        F Shares (19);
                   (v)  Federated New York Municipal Income Fund-Class
                        F Shares (19);
                  (vi)  Federated Michigan Intermediate Municipal Trust (19);
            (5)   Conformed copy of new Investment Advisory Contract of the
                  Registrant (21);
                   (i) Copy of Amendment to Investment Advisory Contract (12)
                  (ii) Conformed Copies of Amendments to Investment Advisory
                  Contract (14); (iii) Conformed Copies of Amendments to
                  Investment Advisory Contract (14);


+     All exhibits are filed electronically.

1.   Response is incorporated by reference to Registrant's Initial Registration
     Statement on Form N-1A filed August 31, 1990. (File Nos. 33-36729 and
     811-6165)

12.  Response is incorporated by reference to Registrant's Post-Effective
     Amendment No. 12 on Form N-1A filed on May 17, 1993. (File Nos. 33-36729
     and 811-6165)

14.  Response is incorporated by reference to Registrant's Post-Effective
     Amendment No. 14 on Form N-1A filed on October 28, 1993. (File Nos.
     33-36729 and 811-6165)

21.  Response is incorporated by reference to Registrant's Post-Effective
     Amendment No. 23 on Form N-1A filed on October 15, 1997. (File Nos.
     33-36729 and 811-6165)

22.  Response is incorporated by reference to Registrant's Post-Effective
     Amendment No. 25 on Form N-1A filed on October 31, 1997. (File Nos.
     33-36729 and 811-6165)



<PAGE>


            (6)    (i)  Conformed Copy of Distributor's Contract of the
                        Registrant (21);
                  (ii) Conformed Copy of Amendment to Distributor's Contract
                 (12); (iii) Conformed Copy of Amendment to Distributor's
                 Contract (14);
                  (iv) Conformed Copy of Exhibit O to the Distributor's
                   Contract; + (v) Conformed Copy of Distributor's Contract
                   (Class B Shares); +
               (vi) The Registrant hereby incorporates the conformed copy of the
                  specimen Mutual Fund 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 Number 33-38550 and 811-6269).
            (7)   Not applicable;
            (8)    (i)  Conformed Copy of Custodian Contract of the
                        Registrant (18);
                  (ii)  Conformed Copy of Custodian Fee Schedule (22);
            (9)   (i) Conformed Copy of Amended and Restated Shareholder
                  Services Agreement (22); (ii) Conformed Copy of Principal
                  Shareholder Services Agreement (Class B Shares); +
                 (iii)  Conformed Copy of Shareholder Services Agreement
                        (Class B Shares); +
                  (iv)  Conformed Copy of Amended and Restated Agreement for
                        Fund Accounting Services, Administrative Services,
                        Transfer Agency Services and Custody Services
                        Procurement; +


+     All exhibits are filed electronically.

12.  Response is incorporated by reference to Registrant's Post-Effective
     Amendment No. 12 on Form N-1A filed on May 17, 1993. (File Nos. 33-36729
     and 811-6165)

14.  Response is incorporated by reference to Registrant's Post-Effective
     Amendment No. 14 on Form N-1A filed on October 28, 1993. (File Nos.
     33-36729 and 811-6165)

18.  Response is incorporated by reference to Registrant's Post-Effective
     Amendment No. 19 on Form N-1A filed on October 30, 1995. (File Nos.
     33-36729 and 811-6165)

19.  Response is incorporated by reference to Registrant's Post-Effective
     Amendment No. 21 on Form N-1A filed on October 23, 1996. (File Nos.
     33-36729 and 811-6165)

21.  Response is incorporated by reference to Registrant's Post-Effective
     Amendment No. 23 on Form N-1A filed on October 15, 1997. (File Nos.
     33-36729 and 811-6165)

22.  Response is incorporated by reference to Registrant's Post-Effective
     Amendment No. 25 on Form N-1A filed on October 31, 1997. (File Nos.
     33-36729 and 811-6165)


<PAGE>


                   (v)  With regard to Federated Pennsylvania Municipal
                        Income Fund, Federated Ohio Municipal Income Fund,
                        Federated California Municipal Income Fund and
                        Federated New York Municipal Income Fund, the
                        Registrant hereby incorporates the conformed
                        copy of the Shareholder Services Sub-Contract between
                        Fidelity and Federated Shareholder Services from Item
                        24(b)(9)(iii) of the Federated GNMA Trust Registration
                        Statement on Form N-1A, filed with the   Commission on
                        March 25, 1996. (File Nos. 2-75670 and 811-3375).
                   (vi) The response described in Item 24(b)(6)(iv) are hereby
                        incorporated by reference;
            (10)  Conformed Copy of Opinion and Consent of Counsel as to the
                  legality of shares being registered (1);
            (11)  Not applicable;
            (12)  Not applicable;
            (13)  Conformed Copy of Initial Capital Understanding (1);
            (14)  Not applicable;
            (15)   (i)  Conformed Copy of Rule 12b-1 Plan (21);
                 (ii) Conformed Copy of Distribution Plan (21); (iii) Conformed
                Copy of Exhibit B to the Distribution
                        Plan; +
                 (iv) Conformed Copy of Exhibit 1 Amendment to the Distribution
                  Plan for the Investment Companies(Class B Shares); + (v) The
                  response described in Item 24(b)(6)(iv) are hereby
                  incorporated by reference;
            (16)  Copy of Schedule for Computation of Fund Performance Data for:
                  (i)   Ohio Municipal Income Fund (18);
                 (ii)   Pennsylvania Municipal Income Fund (18);
                (iii)   California Municipal Income Fund (11);
                 (iv)   New York Municipal Income Fund (11);
                  (v)   Michigan Municipal Income Fund (11);
            (17)  Copy of Financial Data Schedules (22);
            (18)  With regard to Federated Pennsylvania Municipal Income Fund,
                  Federated Ohio Municipal Income Fund, Federated California
                  Municipal Income Fund and Federated New York Municipal Income
                  Fund, 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);
            (19) Conformed Copy of Power of Attorney; +

+     All exhibits are filed electronically.

1.   Response is incorporated by reference to Registrant's Initial Registration
     Statement on Form N-1A filed August 31, 1990. (File Nos. 33-36729 and
     811-6165)

11.  Response is incorporated by reference to Registrant's Post-Effective
     Amendment No. 11 on Form N-1A filed on April 28, 1993. (File Nos. 33-36729
     and 811-6165)

18.  Response is incorporated by reference to Registrant's Post-Effective
     Amendment No. 19 on Form N-1A filed on October 30, 1995. (File Nos.
     33-36729 and 811-6165)

21.  Response is incorporated by reference to Registrant's Post-Effective
     Amendment No. 23 on Form N-1A filed on October 15, 1997. (File Nos.
     33-36729 and 811-6165)

22.  Response is incorporated by reference to Registratnt's Post-Effective
     amendment No. 25 on Form N-1A filed on October 31, 1997. (File Nos.
     33-36729 and 811-6165)


<PAGE>




Item 25.    Persons Controlled by or Under Common Control with Registrant

            None

Item 26.    Number of Holders of Securities:

                                                Number of Record Holders
            Title of Class                       as of August 7, 1998
            Shares of Beneficial Interest
            (no par value)

            Federated California Municipal Income Fund
              Class A Shares (formerly, Class F Shares)     430
              Class B Shares                                132
            Federated Michigan Municipal Income Trust       386
            Federated New York Municipal Income Fund        477
            Federated Ohio Municipal Income Fund          1,774
            Federated Pennsylvania Municipal Income Fund
              Class A Shares                              6,093
              Class B Shares                                792

Item 27.    Indemnification: (1)

Item 28. Business and Other Connections of Investment Adviser:

(a)      For a description of the other business of the investment adviser, see
         the section entitled "TRUST INFORMATION -MANAGEMENT OF THE TRUST" 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 "MUNICIPAL SECURITIES INCOME
         TRUST MANAGEMENT." The remaining Trustee of the investment adviser, his
         position with the investment adviser, and, in parentheses, his
         principal occupation is: Mark D. Olson (Partner, Wilson, Halbrook &
         Bayard), 107 W. Market Street, Georgetown, Delaware 19947.

         The remaining Officers of the investment adviser are:

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

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

         Vice Presidents:                    Todd A. Abraham
                                             J. Scott Albrecht
                                             Arthur J. Barry
                                             Randall S. Bauer
                                             David A. Briggs
                                             Micheal W. Casey
                                             Kenneth J. Cody
                                             Alexandre de Bethmann
                                             Michael P. Donnelly
                                             Linda A. Duessel
                                             Donald T. Ellenberger
                                             Kathleen M. Foody-Malus
                                             Thomas M. Franks
                                             Edward C. Gonzales
                                             James E. Grefenstette
                                             Susan R. Hill
                                             Stephen A. Keen
                                             Robert K. Kinsey
                                             Robert M. Kowit
                                             Jeff A. Kozemchak
                                             Richard J. Lazarchic
                                             Steven Lehman
                                             Marian R. Marinack
                                             Charles A. Ritter
                                             Keith J. Sabol
                                             Scott B. Schermerhorn
                                             Frank Semack
                                             Aash M. Shah
                                             Christopher Smith
                                             Tracy P. Stouffer
                                             Gregg S. Tenser
                                             Edward J. Tiedge
                                             Paige M. Wilhelm
                                             Jolanta M. Wysocka

         Assistant Vice Presidents:          Nancy J. Belz
                                             Robert E. Cauley
                                             Lee R. Cunningham, II
                                             B. Anthony Delserone, Jr.
                                             Paul S. Drotch
                                             Salvatore A. Esposito
                                             Donna M. Fabiano
                                             John T. Gentry
                                             William R. Jamison
                                             Constantine Kartsonsas
                                             John C. Kerber
                                             Grant K. McKay
                                             Natalie F. Metz
                                             Joseph M. Natoli
                                             John Sheehy
                                             Michael W. Sirianni
                                             Gregg S. Tenser
                                             Leonardo A. Vila
                                             Lori A. Wolff

         Secretary:                          Stephen A. Keen

         Treasurer:                          Thomas R. Donahue

         Assistant Secretaries:              Thomas R. Donahue
                                             Richard B. Fisher
                                             Christine I. McGonigle

         Assistant Treasurer:                Richard B. Fisher

         The business address of each of the Officers of the investment adviser
         is Federated Investors Tower, Pittsburgh, Pennsylvania 15222-3779.
         These individuals are also officers of a majority of the investment
         advisers to the Funds listed in Part B of this Registration Statement.

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

Automated Government Money Trust; Blanchard Funds; Blanchard Precious Metals
Fund, Inc.; Cash Trust Series II; Cash Trust Series, Inc.; CCB Funds; DG
Investor Series; Edward D. Jones & Co. Daily Passport Cash Trust; Federated
Adjustable Rate U.S. Government Fund, Inc.; Federated American Leaders Fund,
Inc.; Federated ARMs Fund; Federated Core Trust; Federated Equity Funds;
Federated Equity Income Fund, Inc.; Federated Fund for U.S. Government
Securities, Inc.; Federated GNMA Trust; Federated Government Income Securities,
Inc.; Federated Government Trust; Federated High Income Bond Fund, Inc.;
Federated High Yield Trust; Federated Income Securities Trust; Federated Income
Trust; Federated Index Trust; Federated Institutional Trust; Federated Insurance
Series; Federated Master Trust; Federated Municipal Opportunities Fund, Inc.;
Federated Municipal Securities Fund, Inc.; Federated Municipal Trust; Federated
Short-Term Municipal Trust; Federated Short-Term U.S. Government Trust;
Federated Stock and Bond Fund, Inc.; Federated Stock Trust; Federated Tax-Free
Trust; Federated Total Return Series, Inc.; Federated U.S. Government Bond Fund;
Federated U.S. Government Securities Fund: 1-3 Years; Federated U.S. Government
Securities Fund: 2-5 Years; Federated U.S. Government Securities Fund: 5-10
Years; Federated Utility Fund, Inc.; Fixed Income Securities, Inc.; High Yield
Cash Trust; Independence One Mutual Funds; Intermediate Municipal Trust;
International Series, Inc.; Investment Series Funds, Inc.; Investment Series
Trust; Liberty U.S. Government Money Market Trust; Liquid Cash Trust; Managed
Series Trust; Marshall Funds, Inc.; Money Market Management, Inc.; Money Market
Obligations Trust; Money Market Obligations Trust II; Money Market Trust;
Municipal Securities Income Trust; Newpoint Funds; Peachtree Funds; Regions
Funds; RIGGS Funds; SouthTrust Funds; Star Funds; Targeted Duration Trust;
Tax-Free Instruments Trust; The Planters Funds; The Virtus Funds; The Wachovia
Funds; The Wachovia Municipal Funds; Tower Mutual Funds; Trust for Financial
Institutions; Trust for Government Cash Reserves; Trust for Short-Term U.S.
Government Securities; Trust for U.S. Treasury Obligations; Vision Group of
Funds, Inc.; and World Investment Series, Inc.

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

 (b)

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

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

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



<PAGE>


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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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



<PAGE>


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

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

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

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

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

Byron F. Bowman               Vice President, Secretary,           --
Federated Investors Tower     Federated Securities Corp.
Pittsburgh, PA 15222-3779

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

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

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

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

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

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

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

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

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

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



<PAGE>


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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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



<PAGE>


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

J. Michael Miller             Vice President,                      --
Federated Investors Tower     Federated Securities Corp.
Pittsburgh, PA 15222-3779

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

Robert D. Oehlschlager        Vice President,                      --
Federated Investors Tower     Federated Securities Corp.
Pittsburgh, PA 15222-3779

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

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

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

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

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

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

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

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

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

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

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

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



<PAGE>


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

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

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

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

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

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

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

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

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

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

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

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

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

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

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



<PAGE>


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

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

Leslie K. Platt               Assistant Secretary,                 --
Federated Investors Tower     Federated Securities Corp.
Pittsburgh, PA 15222-3779

    (c) Not applicable.

Item 30.    Location of Accounts and Records:

All accounts and records required to be maintained by Section 31(a) of the
Investment Company Act of 1940 and Rules 31a-1 through 31a-3 promulgated
thereunder are maintained at one of the following locations:

Registrant                             Federated Investors Tower
                                       1001 Liberty Avenue
                                       Pittsburgh, PA  15222-3779

Federated Shareholder
  Services Company                     Federated Investors Tower
("Transfer Agent and Dividend          1001 Liberty Avenue
Disbursing Agent")                     Pittsburgh, PA  15222-3779


Federated Services Company             Federated Investors Tower
("Administrator")                      1001 Liberty Avenue
                                       Pittsburgh, PA  15222-3779

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

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

Item 31.    Management Services:  Not applicable.

Item 32.    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.

            Registrant hereby undertakes to furnish each person to whom a
            prospectus is delivered with a copy of the Registrant's latest
            annual report to shareholders upon request and without charge.



<PAGE>


                                   SIGNATURES

    Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant, MUNICIPAL SECURITIES INCOME
TRUST, has duly caused this Amendment to its Registration Statement to be signed
on its behalf by the undersigned, thereto duly authorized, in the City of
Pittsburgh and Commonwealth of Pennsylvania, on the 28th day of August, 1998.

                  MUNICIPAL SECURITIES INCOME TRUST

                  BY: /s/ Nicholas J. Seitanakis
                  Nicholas J. Seitanakis, Assistant Secretary
                  Attorney in Fact for John F. Donahue
                  August 28, 1998

    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/ Nicholas J. Seitanakis    Attorney In Fact         August 28, 1998
    Nicholas J. Seitanakis        For the Persons
    ASSISTANT SECRETARY           Listed Below


    NAME                            TITLE

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

Richard B. Fisher*                President

J. Christopher Donahue*           Executive Vice President
                                  and Trustee

John W. McGonigle *               Treasurer and Executive
                                  Vice President
                                  (Principal Financial and
                                  Accounting Officer)

Thomas G. Bigley*                 Trustee

Nicholas P. Constantakis*         Trustee

John T. Conroy, Jr.*              Trustee

William J. Copeland*              Trustee

James E. Dowd*                    Trustee

Lawrence D. Ellis, M.D.*          Trustee

Edward L. Flaherty, Jr.*          Trustee

Peter E. Madden*                  Trustee

John E. Murray, Jr.*              Trustee

Wesley W. Posvar*                 Trustee

Marjorie P. Smuts*                Trustee







                                                    Exhibit 2(i) under Form N-1A
                                            Exhibit 3(b) under Item 601/Reg. S-K


                        Municipal Securities Income Trust

                                 Amendment No. 1
                                 to the By-Laws

                           Effective November 18, 1997





Delete Article III, Section 7 and replace with the following:



Action by Consent of the Board of Trustees, Executive Committee or Other
Committee. Subject to Article V, Section 2 of these By-Laws, any action required
or permitted to be taken at any meeting of the Trustees, Executive Committee or
any other duly appointed Committee may be taken without a meeting if consents in
writing setting forth such action are signed by all members of the Board or such
committee and such consents are filed with the records of the Trust. In the
event of the death, removal, resignation or incapacity of any Board or committee
member prior to that Trustee signing such consent, the remaining Board or
committee members may re-constitute themselves as the entire Board or committee
until such time as the vacancy is filled in order to fulfill the requirement
that such consents be signed by all members of the Board of committee.











                                                   Exhibit 2(ii) under Form N-1A
                                            Exhibit 3(b) under Item 601/Reg. S-K


                        Municipal Securities Income Trust

                                  Amendment #2
                                 to the By-Laws

                          (effective February 23, 1998)


Delete Sections 1, 2 and 3 of Article I, OFFICERS AND THEIR ELECTION, and
replace with:

      Section 1. Officers. The Officers of the Trust shall be a President, one
      or more Vice Presidents, a Treasurer, and a Secretary. The Board of
      Trustees, in its discretion, may also elect or appoint a Chairman of the
      Board of Trustees (who must be a Trustee) and other Officers or agents,
      including one or more Assistant Vice Presidents, one or more Assistant
      Secretaries, and one or more Assistant Treasurers. A Vice President, the
      Secretary or the Treasurer may appoint an Assistant Vice President, an
      Assistant Secretary or an Assistant Treasurer, respectively, to serve
      until the next election of Officers. Two or more offices may be held by a
      single person except the offices of President and Vice President may not
      be held by the same person concurrently. It shall not be necessary for any
      Trustee or any Officer to be a holder of shares in any Series or Class of
      the Trust.

      Section 2. Election of Officers. The Officers shall be elected annually by
      the Trustees. Each Officer shall hold office for one year and until the
      election and qualification of his successor, or until earlier resignation
      or removal. The Chairman of the Board of Trustees, if there is one, shall
      be elected annually by and from the Trustees, and serve until a successor
      is so elected and qualified, or until earlier resignation or removal.

      Section 3. Resignations and Removals and Vacancies. Any Officer of the
      Trust may resign at any time by filing a written resignation with the
      Board of Trustees (or Chairman of the Trustees, if there is one), with the
      President, or with the Secretary. Any such resignation shall take effect
      at the time specified therein or, if no time is specified, at the time of
      receipt. Unless otherwise specified therein, the acceptance of such
      resignation shall not be necessary to make it effective. Any Officer
      elected by the Board of Trustees or whose appointment has been ratified by
      the Board of Trustees may be removed with or without cause at any time by
      a majority vote of all of the Trustees. Any other employee of the Trust
      may be removed or dismissed at any time by the President. Any vacancy in
      any of the offices, whether by resignation, removal or otherwise, may be
      filled for the unexpired portion of the term by the President. A vacancy
      in the office of Assistant Vice President may be filled by a Vice
      President; in the office of Assistant Secretary by the Secretary; or in
      the office of Assistant Treasurer by the Treasurer. Any appointment to
      fill any vacancy shall serve subject to ratification by the Board of
      Trustees at its next regular meeting.









                                                  Exhibit 2(iii) under Form N-1A
                                            Exhibit 3(b) under Item 601/Reg. S-K

                        Municipal Securities Income Trust

                                  Amendment #3
                                 to the By-Laws

                          (effective February 27, 1998)


Delete Section 5 Proxies of Article IV Shareholders' Meetings, and replace with
the following:


      Section 5. Proxies. Any shareholder entitled to vote at any meeting of
      shareholders may vote either in person, by telephone, by electronic means
      including facsimile, or by proxy, but no proxy which is dated more than
      six months before the meeting named therein shall be accepted unless
      otherwise provided in the proxy. Every proxy shall be in writing,
      subscribed by the shareholder or his duly authorized agent or be in such
      other form as may be permitted by law, including documents conveyed by
      electronic transmission. Every proxy shall be dated, but need not be
      sealed, witnessed or acknowledged. The placing of a shareholder's name on
      a proxy or authorizing another to act as the shareholder's agent, pursuant
      to telephone or electronically transmitted instructions obtained in
      accordance with procedures reasonably designed to verify that such
      instructions have been authorized by such shareholder, shall constitute
      execution of a proxy by or on behalf of such shareholder. Where Shares are
      held of record by more than one person, any co-owner or co-fiduciary may
      execute the proxy or give authority to an agent, unless the Secretary of
      the Trust is notified in writing by any co-owner or co-fiduciary that the
      joinder of more than one is to be required. All proxies shall be filed
      with and verified by the Secretary or an Assistant Secretary of the Trust,
      or the person acting as Secretary of the Meeting. Unless otherwise
      specifically limited by their term, all proxies shall entitle the holders
      thereof to vote at any adjournment of such meeting but shall not be valid
      after the final adjournment of such meeting.










                                                   Exhibit 2(iv) under Form N-1A
                                            Exhibit 3(b) under Item 601/Reg. S-K



                        Municipal Securities Income Trust

                                  Amendment #4
                                 to the By-Laws

                            (effective May 12, 1998)

Strike Section 3 - Place of Meeting of Article IV - Shareholders' Meetings and
replace it with the following:

      Section 3. Place of Meeting. Meetings of the shareholders of the Trust or
      a particular Series or Class shall be held at such place within or without
      The Commonwealth of Massachusetts as may be fixed from time to time by
      resolution of the Trustees.

Strike Section 5 - Place of Meeting of Article V - Trustees' Meetings and
replace it with the following:

      Section 5. Place of Meeting. Meetings of the Trustees shall be held at
      such place within or without The Commonwealth of Massachusetts as fixed
      from time to time by resolution of the Trustees, or as the person or
      persons requesting said meeting to be called may designate, but any
      meeting may adjourn to any other place.







                                                   Exhibit 6(iv) under Form N-1A
                                               Exhibit 1 under Item 601/Reg. S-K

                                    Exhibit O
                                     to the
                             Distributor's Contract

                        MUNICIPAL SECURITIES INCOME TRUST
                   Federated California Municipal Income Fund
                                 Class A Shares

      The following provisions are hereby incorporated and made part of the
Distributor's Contract dated September 9, 1991, between Municipal Securities
Income Trust and Federated Securities Corp. with respect to the Class of shares
set forth above.

1.    The Trust hereby appoints FSC to engage in activities principally intended
      to result in the sale of shares of the above-listed Class ("Shares").
      Pursuant to this appointment, FSC is authorized to select a group of
      financial institutions ("Financial Institutions") to sell Shares at the
      current offering price thereof as described and set forth in the
      respective prospectuses of the Trust.

2.    During the term of this Agreement, the Trust will pay FSC for services
      pursuant to this Agreement, a monthly fee computed at the annual rate of
      .25% of the average aggregate net asset value of the Shares held during
      the month. For the month in which this Agreement becomes effective or
      terminates, there shall be an appropriate proration of any fee payable on
      the basis of the number of days that the Agreement is in effect during the
      month.

3.    FSC may from time-to-time and for such periods as it deems appropriate
      reduce its compensation to the extent any Class' expenses exceed such
      lower expense limitation as FSC may, by notice to the Trust, voluntarily
      declare to be effective.

4.    FSC will enter into separate written agreements with various firms to
      provide certain of the services set forth in Paragraph 1 herein. FSC, in
      its sole discretion, may pay Financial Institutions a periodic fee in
      respect of Shares owned from time to time by their clients or customers.
      The schedules of such fees and the basis upon which such fees will be paid
      shall be determined from time to time by FSC in its sole discretion.

5.    FSC will prepare reports to the Board of Trustees of the Trust on a
      quarterly basis showing amounts expended hereunder including amounts paid
      to Financial Institutions and the purpose for such expenditures.



<PAGE>


      In consideration of the mutual covenants set forth in the Distributor's
Contract dated September 9, 1991 between Municipal Securities Income Trust and
Federated Securities Corp., Municipal Securities Income Trust executes and
delivers this Exhibit on behalf of Federated California Municipal Income Fund,
and with respect to the Class A Shares thereof, first set forth in this Exhibit.

            Witness the due execution hereof this 1st day of December, 1997.

                              MUNICIPAL SECURITIES INCOME TRUST



                              By:  /s/ Richard B. Fisher
                              Name:  Richard B. Fisher
                              Title:  President

                              FEDERATED SECURITIES CORP.


                              By:  /s/ Byron F. Bowman
                              Name:  Byron F. Bowman
                              Title:  Vice President












                                                    Exhibit 6(v) under Form N-1A
                                               Exhibit 1 under Item 601/Reg. S-K


                             DISTRIBUTOR'S CONTRACT

         AGREEMENT made this 24th day of October, 1997, by and between those
      Investment Companies on behalf of the Portfolios and Classes of Shares
      listed on Schedule A to Exhibit 1, as may be amended from time to time,
      having their principal place of business at Federated Investors Tower,
      Pittsburgh, Pennsylvania 15222-3779, and who have approved this form of
      Agreement, and FEDERATED SECURITIES CORP. ("FSC"), a Pennsylvania
      Corporation. Each of the Exhibits hereto is incorporated herein in its
      entirety and made a part hereof. In the event of any inconsistency between
      the terms of this Agreement and the terms of any applicable Exhibit, the
      terms of the applicable Exhibit shall govern.

         In consideration of the mutual covenants hereinafter contained, it is
hereby agreed by and between the parties hereto as follows:

1.   Each of the Investment Companies hereby appoint FSC as agent to sell and
     distribute shares of the Investment Companies which may be offered in one
     or more series (the "Funds") consisting of one or more classes (the
     "Classes") of shares (the "Shares"), as described and set forth on one or
     more exhibits to this Agreement, at the current offering price thereof as
     described and set forth in the current Prospectuses of the Funds. FSC
     hereby accepts such appointment and agrees to provide such other services
     for the Investment Companies, if any, and accept such compensation from the
     Investment Companies, if any, as set forth in the applicable exhibits to
     this Agreement.

2.   The sale of any Shares may be suspended without prior notice whenever in
     the judgment of the applicable Investment Company it is in its best
     interest to do so.

3.   Neither FSC nor any other person is authorized by the Investment Companies
     to give any information or to make any representation relative to any
     Shares other than those contained in the Registration Statement,
     Prospectuses, or Statements of Additional Information ("SAIs") filed with
     the Securities and Exchange Commission, as the same may be amended from
     time to time, or in any supplemental information to said Prospectuses or
     SAIs approved by the Investment Companies. FSC agrees that any other
     information or representations other than those specified above which it or
     any dealer or other person who purchases Shares through FSC may make in
     connection with the offer or sale of Shares, shall be made entirely without
     liability on the part of the Investment Companies. No person or dealer,
     other than FSC, is authorized to act as agent for the Investment Companies
     for any purpose. FSC agrees that in offering or selling Shares as agent of
     the Investment Companies, it will, in all respects, duly conform to all
     applicable state and federal laws and the rules and regulations of the
     National Association of Securities Dealers, Inc., including its Rules of
     Fair Practice. FSC will submit to the Investment Companies copies of all
     sales literature before using the same and will not use such sales
     literature if disapproved by the Investment Companies.

4.   This Agreement is effective with respect to each Class as of the date of
     execution of the applicable exhibit and shall continue in effect with
     respect to each Class presently set forth on an exhibit and any subsequent
     Classes added pursuant to an exhibit during the initial term of this
     Agreement for one year from the date set forth above, and thereafter for
     successive periods of one year if such continuance is approved at least
     annually by the Trustees/Directors of the Investment Companies including a
     majority of the members of the Board of Trustees/Directors of the
     Investment Companies who are not interested persons of the Investment
     Companies and have no direct or indirect financial interest in the
     operation of any Distribution Plan relating to the Investment Companies or
     in any related documents to such Plan ("Disinterested Trustees/Directors")
     cast in person at a meeting called for that purpose. If a Class is added
     after the first annual approval by the Trustees/Directors as described
     above, this Agreement will be effective as to that Class upon execution of
     the applicable exhibit and will continue in effect until the next annual
     approval of this Agreement by the Trustees/Directors and thereafter for
     successive periods of one year, subject to approval as described above.

5.   This Agreement may be terminated with regard to a particular Fund or Class
     at any time, without the payment of any penalty, by the vote of a majority
     of the Disinterested Trustees/Directors or by a majority of the outstanding
     voting securities of the particular Fund or Class on not more than sixty
     (60) days' written notice to any other party to this Agreement.

6.   This Agreement may not be assigned by FSC and shall automatically terminate
     in the event of an assignment by FSC as defined in the Investment Company
     Act of 1940, as amended, provided, however, that FSC may employ such other
     person, persons, corporation or corporations as it shall determine in order
     to assist it in carrying out its duties under this Agreement.

7.   FSC shall not be liable to the Investment Companies 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 by
     this Agreement.

8.   This Agreement may be amended at any time by mutual agreement in writing of
     all the parties hereto, provided that such amendment is approved by the
     Trustees/Directors of the Investment Companies including a majority of the
     Disinterested Trustees/Directors of the Investment Companies cast in person
     at a meeting called for that purpose.

9.   This Agreement shall be construed in accordance with and governed by the
     laws of the Commonwealth of Pennsylvania.

10.  (a) Subject to the conditions set forth below, the Investment Companies
     agree to indemnify and hold harmless FSC and each person, if any, who
     controls FSC within the meaning of Section 15 of the Securities Act of 1933
     and Section 20 of the Securities Act of 1934, as amended, against any and
     all loss, liability, claim, damage and expense whatsoever (including but
     not limited to any and all expenses whatsoever reasonably incurred in
     investigating, preparing or defending against any litigation, commenced or
     threatened, or any claim whatsoever) arising out of or based upon any
     untrue statement or alleged untrue statement of a material fact contained
     in the Registration Statement, any Prospectuses or SAIs (as from time to
     time amended and supplemented) or the omission or alleged omission
     therefrom of a material fact required to be stated therein or necessary to
     make the statements therein not misleading, unless such statement or
     omission was made in reliance upon and in conformity with written
     information furnished to the Investment Companies about FSC by or on behalf
     of FSC expressly for use in the Registration Statement, any Prospectuses
     and SAIs or any amendment or supplement thereof.

If   any action is brought against FSC or any controlling person thereof with
     respect to which indemnity may be sought against any Investment Company
     pursuant to the foregoing paragraph, FSC shall promptly notify the
     Investment Company in writing of the institution of such action and the
     Investment Company shall assume the defense of such action, including the
     employment of counsel selected by the Investment Company and payment of
     expenses. FSC or any such controlling person thereof shall have the right
     to employ separate counsel in any such case, but the fees and expenses of
     such counsel shall be at the expense of FSC or such controlling person
     unless the employment of such counsel shall have been authorized in writing
     by the Investment Company in connection with the defense of such action or
     the Investment Company shall not have employed counsel to have charge of
     the defense of such action, in any of which events such fees and expenses
     shall be borne by the Investment Company. Anything in this paragraph to the
     contrary notwithstanding, the Investment Companies shall not be liable for
     any settlement of any such claim of action effected without their written
     consent. The Investment Companies agree promptly to notify FSC of the
     commencement of any litigation or proceedings against the Investment
     Companies or any of their officers or Trustees/Directors or controlling
     persons in connection with the issue and sale of Shares or in connection
     with the Registration Statement, Prospectuses, or SAIs.

(b)  FSC agrees to indemnify and hold harmless the Investment Companies, each of
     its Trustees/Directors, each of its officers who have signed the
     Registration Statement and each other person, if any, who controls the
     Investment Companies within the meaning of Section 15 of the Securities Act
     of 1933, but only with respect to statements or omissions, if any, made in
     the Registration Statement or any Prospectus, SAI, or any amendment or
     supplement thereof in reliance upon, and in conformity with, information
     furnished to the Investment Companies about FSC by or on behalf of FSC
     expressly for use in the Registration Statement or any Prospectus, SAI, or
     any amendment or supplement thereof. In case any action shall be brought
     against any Investment Company or any other person so indemnified based on
     the Registration Statement or any Prospectus, SAI, or any amendment or
     supplement thereof, and with respect to which indemnity may be sought
     against FSC, FSC shall have the rights and duties given to the Investment
     Companies, and the Investment Companies and each other person so
     indemnified shall have the rights and duties given to FSC by the provisions
     of subsection (a) above.

(c)  Nothing herein contained shall be deemed to protect any person against
     liability to the Investment Companies or their shareholders to which such
     person would otherwise be subject by reason of willful misfeasance, bad
     faith or gross negligence in the performance of the duties of such person
     or by reason of the reckless disregard by such person of the obligations
     and duties of such person under this Agreement.

(d)  Insofar as indemnification for liabilities may be permitted pursuant to
     Section 17 of the Investment Company Act of 1940, as amended, for
     Trustees/Directors, officers, FSC and controlling persons of the Investment
     Companies by the Trustees/Directors pursuant to this Agreement, the
     Investment Companies are aware of the position of the Securities and
     Exchange Commission as set forth in the Investment Company Act Release No.
     IC-11330. Therefore, the Investment Companies undertakes that in addition
     to complying with the applicable provisions of this Agreement, in the
     absence of a final decision on the merits by a court or other body before
     which the proceeding was brought, that an indemnification payment will not
     be made unless in the absence of such a decision, a reasonable
     determination based upon factual review has been made (i) by a majority
     vote of a quorum of non-party Disinterested Trustees/Directors, or (ii) by
     independent legal counsel in a written opinion that the indemnitee was not
     liable for an act of willful misfeasance, bad faith, gross negligence or
     reckless disregard of duties. The Investment Companies further undertakes
     that advancement of expenses incurred in the defense of a proceeding (upon
     undertaking for repayment unless it is ultimately determined that
     indemnification is appropriate) against an officer, Trustees/Directors, FSC
     or controlling person of the Investment Companies will not be made absent
     the fulfillment of at least one of the following conditions: (i) the
     indemnitee provides security for his undertaking; (ii) the Investment
     Companies is insured against losses arising by reason of any lawful
     advances; or (iii) a majority of a quorum of non-party Disinterested
     Trustees/Directors or independent legal counsel in a written opinion makes
     a factual determination that there is reason to believe the indemnitee will
     be entitled to indemnification.


11.  If at any time the Shares of any Fund are offered in two or more Classes,
     FSC agrees to adopt compliance standards as to when a class of shares may
     be sold to particular investors.

12.  This Agreement will become binding on the parties hereto upon the execution
     of the attached exhibits to the Agreement.





<PAGE>


                                    Exhibit 1
                                     to the
                             Distributor's Contract

      The following provisions are hereby incorporated and made part of the
Distributor's Contract (the "Distributor's Contract") dated October 24, 1997,
between the Investment Companies and Federated Securities Corp. as principal
distributor (the "Principal Distributor") with respect to the Class B Shares of
the portfolios (the "Funds") set forth on the attached Schedule A. References
herein to this Distributor's Contract refer to the Distributor's Contract as
supplemented hereby and made applicable hereby to the Class B Shares of the
Funds. In the event of any inconsistency between the terms of this Exhibit and
the terms of the Distributor's Contract, the terms of this Exhibit will govern.
Once effective in respect of the Class of Shares of any Fund set forth above,
the Distributors Contract as amended by this Exhibit shall be effective in
respect of all shares of such class outstanding whether issued prior to or after
such effectiveness.

   1. The Investment Companies hereby appoints the Principal Distributor to
      engage in activities principally intended to result in the sale of Class B
      Shares ("Class B Shares") of each Fund. Pursuant to this appointment, the
      Principal Distributor is authorized to select a group of financial
      institutions ("Financial Institutions") to sell Class B Shares of a Fund
      at the current offering price thereof as described and set forth in the
      respective prospectuses of the Fund.

   2.    (a) In consideration of the Principal Distributor's services under this
         Distributor's Contract in respect of each Fund the Investment Companies
         on behalf of the Fund agree: (I) to pay the Principal Distributor or at
         its direction its "Allocable Portion" (as hereinafter defined) of a fee
         (the "Distribution Fee") equal to 0.75 of 1% per annum of the average
         daily net asset value of the Class B Shares of the Fund outstanding
         from time to time, and (II) to withhold from redemption proceeds in
         respect of Class B Shares of the Fund such Principal Distributor's
         Allocable Portion of the Contingent Deferred Sales Charges ("CDSCs")
         payable in respect of such redemption as provided in the Prospectus for
         the Fund and to pay the same over to such Principal Distributor or at
         its direction at the time the redemption proceeds in respect of such
         redemption are payable to the holder of the Class B Shares redeemed.

      (b)The Principal Distributor will be deemed to have performed all
         services required to be performed in order to be entitled to receive
         its Allocable Portion of the Distribution Fee payable in respect of the
         Class B Shares of a Fund upon the settlement of each sale of a
         "Commission Share" (as defined in the Allocation Schedule attached
         hereto as Schedule B) of the Fund taken into account in determining
         such Principal Distributor's Allocable Portion of such Distribution
         Fees.

      (c)Notwithstanding anything to the contrary set forth in this Exhibit,
         the Distributor's Contract or (to the extent waiver thereof is
         permitted thereby) applicable law, the Investment Companies' obligation
         to pay the Principal Distributor's Allocable Portion of the
         Distribution Fees payable in respect of the Class B Shares of a Fund
         shall not be terminated or modified for any reason (including a
         termination of this Distributor's Contract as it relates to Class B
         Shares of a Fund) except to the extent required by a change in the
         Investment Company Act of 1940 (the "Act") or the Conduct Rules of the
         National Association of Securities Dealers, Inc., in either case
         enacted or promulgated after May 1, 1997, or in connection with a
         "Complete Termination" (as hereinafter defined) of the Distribution
         Plan in respect of the Class B Shares of a Fund.

      (d)The Investment Companies will not take any action to waive or change
         any CDSC in respect of the Class B Shares of a Fund, except as provided
         in the Investment Companies' prospectus or statement of additional
         information as in effect as of the date hereof without the consent of
         the Principal Distributor and the permitted assigns of all or any
         portion of its right to its Allocable Portion of the CDSCs.

      (e)Notwithstanding anything to the contrary set forth in this Exhibit,
         the Distributor's Contract, or (to the extent waiver thereof is
         permitted thereby) applicable law, neither the termination of the
         Principal Distributor's role as principal distributor of the Class B
         Shares of a Fund, nor the termination of this Distributor's Contract
         nor the termination of the Distribution Plan will terminate such
         Principal Distributor's right to its Allocable Portion of the CDSCs in
         respect of the Class B Shares of a Fund.

      (f)Notwithstanding anything to the contrary in this Exhibit, the
         Distributor's Contract, or (to the extent waiver thereof is permitted
         thereby) applicable law, the Principal Distributor may assign, sell or
         pledge (collectively, a "Transfer") its rights to its Allocable Portion
         of the Distribution Fees and CDSCs earned by it (but not its
         obligations to the Investment Companies under this Distributor's
         Contract) in respect of the Class B Shares of a Fund to raise funds to
         make the expenditures related to the distribution of Class B Shares of
         the Fund and in connection therewith upon receipt of notice of such
         Transfer, the Investment Companies shall pay, or cause to be paid to
         the assignee, purchaser or pledgee (collectively with their subsequent
         transferees, "Transferees") such portion of the Principal Distributor's
         Allocable Portion of the Distribution Fees and CDSCs in respect of the
         Class B Shares of the Fund so Transferred. Except as provided in (c)
         above and notwithstanding anything to the contrary set forth elsewhere
         in this Exhibit, the Distributor's Contract, or (to the extent waiver
         thereof is permitted thereby) applicable law, to the extent the
         Principal Distributor has Transferred its rights thereto to raise funds
         as aforesaid, the Investment Companies' obligation to pay to the
         Principal Distributor's Transferees the Principal Distributor's
         Allocable Portion of the Distribution Fees payable in respect of the
         Class B Shares of each Fund shall be absolute and unconditional and
         shall not be subject to dispute, offset, counterclaim or any defense
         whatsoever, including without limitation, any of the foregoing based on
         the insolvency or bankruptcy of the Principal Distributor (it being
         understood that such provision is not a waiver of the Investment
         Companies' right to pursue such Principal Distributor and enforce such
         claims against the assets of such Principal Distributor other than the
         Distributor's right to the Distribution Fees, CDSCs and servicing fees,
         in respect of the Class B Shares of any Fund which have been so
         transferred in connection with such Transfer). The Fund agrees that
         each such Transferee is a third party beneficiary of the provisions of
         this clause (f) but only insofar as those provisions relate to
         Distribution Fees and CDSCs transferred to such Transferee.

      (g)For purposes of this Distributor's Contract, the term Allocable
         Portion of Distribution Fees payable in respect of the Class B Shares
         of any Fund shall mean the portion of such Distribution Fees allocated
         to such Principal Distributor in accordance with the Allocation
         Schedule attached hereto as Schedule B.

      (h)For purposes of this Distributor's Contract, the term "Complete
         Termination" of the Plan in respect of any Fund means a termination of
         the Plan involving the complete cessation of the payment of
         Distribution Fees in respect of all Class B Shares of such Fund, and
         the termination of the distribution plans and the complete cessation of
         the payment of distribution fees pursuant to every other Distribution
         Plan pursuant to rule 12b-1 of the Investment Companies in respect of
         such Fund and any successor Fund or any Fund acquiring a substantial
         portion of the assets of such Fund and for every future class of shares
         which has substantially similar characteristics to the Class B Shares
         of such Fund including the manner of payment and amount of sales
         charge, contingent deferred sales charge or other similar charges borne
         directly or indirectly by the holders of such shares.

   3. The Principal Distributor may enter into separate written agreements with
      various firms to provide certain of the services set forth in Paragraph 1
      herein. The Principal Distributor, in its sole discretion, may pay
      Financial Institutions a lump sum fee on the settlement date for the sale
      of each Class B Share of the Fund to their clients or customers for
      distribution of such share. The schedules of fees to be paid such firms or
      Financial Institutions and the basis upon which such fees will be paid
      shall be determined from time to time by the Principal Distributor in its
      sole discretion.

   4. The Principal Distributor will prepare reports to the Board of
      Trustees/Directors of the Investment Companies on a quarterly basis
      showing amounts expended hereunder including amounts paid to Financial
      Institutions and the purpose for such expenditures.

      In consideration of the mutual covenants set forth in the Distributor's
Contract between the Investment Companies and the Principal Distributor, the
Principal Distributor and the Investment Companies hereby execute and deliver
this Exhibit with respect to the Class B Shares of the Fund.



<PAGE>


      Witness the due execution hereof this 24th day of October, 1997.


ATTEST:                          INVESTMENT COMPANIES (listed on Schedule A)

By: /s/ S. Elliott Cohan         By: /s/ John W. McGonigle
Title: Assistant Secretary`      Title: Executive Vice President


ATTEST:                          FEDERATED SECURITIES CORP.


By:  /s/ Leslie K. Platt         By: /s/ Byron F. Bowman
Title: Assistant Secretary       Title: Vice President



<PAGE>


                                   Schedule A

Date:  10/24/97      DISTRIBUTOR'S CONTRACT



                     Federated American Leaders Fund, Inc.
                        Class B Shares

                     Federated Equity Funds
                        Federated Aggressive Growth Fund
                        Class B Shares

                        Federated Growth Strategies Fund
                        Class B Shares

                        Federated Small Cap Strategies Fund
                        Class B Shares

                        Federated Capital Appreciation Fund
                        Class B Shares

                     Federated Equity Income Fund, Inc.
                        Class B Shares

                     Federated Fund for U.S. Government Securities, Inc.
                        Class B Shares

                     Federated Government Income Securities, Inc.
                        Class B Shares

                     Federated High Income Bond Fund, Inc.
                        Class B Shares

                     Federated Municipal Opportunities Fund, Inc.
                        Class B Shares

                     Federated Municipal Securities Fund, Inc.
                        Class B Shares

                     Federated Stock and Bond Fund, Inc.
                        Class B Shares

                     Federated Utility Fund, Inc.
                        Class B Shares

                     Fixed Income Securities, Inc.
                        Federated Strategic Income Fund
                        Class B Shares

                     International Series, Inc.
                        Federated International Equity Fund
                        Class B Shares

                        Federated International Income Fund
                        Class B Shares



<PAGE>


                     Investment Series Funds, Inc.
                        Federated Bond Fund
                        Class B Shares

                     Liberty U.S. Government Money Market Trust
                        Class B Shares

                     Municipal Securities Income Trust
                        Federated Pennsylvania Municipal Income Fund
                        Class B Shares

                     World Investment Series, Inc.
                        Federated World Utility Fund
                        Class B Shares

                        Federated Asia Pacific Growth Fund
                        Class B Shares

                        Federated Emerging Markets Fund
                        Class B Shares

                        Federated European Growth Fund
                        Class B Shares

                        Federated International Small Company Fund
                        Class B Shares

                        Federated Latin American Growth Fund
                        Class B Shares

                        Federated International High Income Fund
                        Class B Shares

                        Federated International Growth Fund
                        Class B Shares


The following Funds were added as of December 1, 1997:

                     Municipal Securities Income Trust
                        Federated California Municipal Income Fund
                        Class B Shares

                     World Investment Series, Inc.
                        Federated Global Equity Income Fund
                        Class B Shares


The following Funds were added as of March 1, 1998:

                     Federated Stock Trust
                        Class B Shares




<PAGE>


The following Funds were added as of June 1, 1998:

                     World Investment Series, Inc.
                        Federated Global Financial Services Fund
                        Class B Shares














                                                   Exhibit 9(ii) under Form N-1A
                                              Exhibit 10 under Item 601/Reg. S-K


                   PRINCIPAL SHAREHOLDER SERVICER'S AGREEMENT


     THIS AGREEMENT, is made as of the 24th day of October, 1997, by and between
those Investment Companies on behalf of the Portfolios (individually referred to
herein as a "Fund" and collectively as "Funds") and Classes of Shares
("Classes") listed on Schedule A to Exhibit 1, as may be amended from time to
time, having their principal office and place of business at Federated Investors
Tower, Pittsburgh, Pennsylvania 15222-3779, and who have approved this form of
Agreement and Federated Securities Corp. as the principal shareholder servicer
(the "Principal Servicer"). Each of the Exhibits hereto is incorporated herein
in its entirety and made a part hereof. In the event of any inconsistency
between the terms of this Agreement and the terms of any applicable Exhibit, the
terms of the applicable Exhibit shall govern.

     In consideration of the mutual covenants hereinafter contained it is hereby
agreed by and between the parties hereto as follows.

1.   The Investment Companies hereby appoint the Principal Servicer as their
     agent to select, negotiate and contract for the performance of and arrange
     for the rendition of personal services to shareholders and/or the
     maintenance of accounts of shareholders of each Class of the Funds as to
     which this Agreement is made applicable (The Principal Servicer's duties
     hereunder are referred to as "Services"). The Principal Servicer hereby
     accepts such appointment and agrees to perform or cause to be performed the
     Services in respect of the Classes of the Funds to which this Agreement has
     been made applicable by an Exhibit. The Principal Servicer agrees to cause
     to be provided shareholder services which, in its best judgment (subject to
     supervision and control of the Investment Companies' Boards of Trustees or
     Directors, as applicable), are necessary or desirable for shareholders of
     the Funds. The Principal Servicer further agrees to provide the Investment
     Companies, upon request, a written description of the shareholder services
     for which the Principal Servicer is arranging hereunder.

2.    During the term of this Agreement, each Investment Company will pay the
      Principal Servicer and the Principal Servicer agrees to accept as full
      compensation for its services rendered hereunder a fee as set forth on the
      Exhibit applicable to the Class of each Fund subject to this Agreement.

      For the payment period in which this Agreement becomes effective or
      terminates with respect to any Class of a Fund, there shall be an
      appropriate proration of the monthly fee on the basis of the number of
      days that this Agreement is in effect with respect to such Class of the
      Fund during the month.

3.    This Agreement is effective with respect to each Class of a Fund as of the
      date of execution of the applicable Exhibit and shall continue in effect
      for one year from the date of its execution, and thereafter for successive
      periods of one year only if the form of this Agreement is approved at
      least annually by the Board of each Investment Company, including a
      majority of the members of the Board of the Investment Company who are not
      interested persons of the Investment Company ("Independent Board Members")
      cast in person at a meeting called for that purpose.

4. Notwithstanding paragraph 3, this Agreement may be terminated with regard to
a particular Class of a Fund as follows:

      (a)  at any time, without the payment of any penalty, by the vote of a
           majority of the Independent Board Members of any Investment Company
           or by a vote of a majority of the outstanding voting securities of
           any Fund as defined in the Investment Company Act of 1940 on sixty
           (60) days' written notice to the parties to this Agreement;

      (b) automatically in the event of the Agreement's assignment as defined in
the Investment Company Act of 1940; and

5.    The Principal Servicer agrees to arrange to obtain any taxpayer
      identification number certification from each shareholder of the Funds to
      which it provides Services that is required under Section 3406 of the
      Internal Revenue Code, and any applicable Treasury regulations, and to
      provide each Fund or its designee with timely written notice of any
      failure to obtain such taxpayer identification number certification in
      order to enable the implementation of any required backup withholding.

6.   The Principal Servicer shall not be liable for any error of judgment or
     mistake of law or for any loss suffered by any Investment Company in
     connection with the matters to which this Agreement relates, except a loss
     resulting from willful misfeasance, bad faith or gross negligence on its
     part in the performance of its duties or from reckless disregard by it of
     its obligations and duties under this Agreement. the Principal Servicer
     shall be entitled to rely on and may act upon advice of counsel (who may be
     counsel for such Investment Company) on all matters, and shall be without
     liability for any action reasonably taken or omitted pursuant to such
     advice. Any person, even though also an officer, trustee, partner, employee
     or agent of the Principal Servicer, who may be or become a member of such
     Investment Company's Board, officer, employee or agent of any Fund, shall
     be deemed, when rendering services to such Fund or acting on any business
     of such Fund (other than services or business in connection with the duties
     of the Principal Servicer hereunder) to be rendering such services to or
     acting solely for such Fund and not as an officer, trustee, partner,
     employee or agent or one under the control or direction of the Principal
     Servicer even though paid by the Principal Servicer.

      This Section 6 shall survive termination of this Agreement.

7.    No provision of this Agreement may be changed, waived, discharged or
      terminated orally, but only by an instrument in writing signed by the
      party against which an enforcement of the change, waiver, discharge or
      termination is sought.

8.    The Principal Servicer is expressly put on notice of the limitation of
      liability as set forth in the Declaration of Trust of each Investment
      Company that is a Massachusetts business trust and agrees that the
      obligations assumed by each such Investment Company pursuant to this
      Agreement shall be limited in any case to such Investment Company and its
      assets and that the Principal Servicer shall not seek satisfaction of any
      such obligations from the shareholders of such Investment Company, the
      Trustees, Officers, Employees or Agents of such Investment Company, or any
      of them.

9.    The execution and delivery of this Agreement have been authorized by the
      Directors of the Principal Servicer and signed by an authorized officer of
      the Principal Servicer, acting as such, and neither such authorization by
      such Directors nor such execution and delivery by such officer shall be
      deemed to have been made by any of them individually or to impose any
      liability on any of them personally, and the obligations of this Agreement
      are not binding upon any of the Directors or shareholders of the Principal
      Servicer, but bind only the property of the Principal Servicer as provided
      in the Articles of Incorporation of the Principal Servicer.

10.   Notices of any kind to be given hereunder shall be in writing (including
      facsimile communication) and shall be duly given if delivered to any
      Investment Company at the following address: Federated Investors Tower,
      Pittsburgh, PA 15222-3779, Attention: President and if delivered to the
      Principal Servicer at Federated Investors Tower, Pittsburgh, PA
      15222-3779, Attention: President.

11.   This Agreement constitutes the entire agreement between the parties hereto
      and supersedes any prior agreement with respect to the subject hereof
      whether oral or written. If any provision of this Agreement shall be held
      or made invalid by a court or regulatory agency decision, statute, rule or
      otherwise, the remainder of this Agreement shall not be affected thereby.
      Subject to the provisions of Sections 3 and 4, hereof, this Agreement
      shall be binding upon and shall inure to the benefit of the parties hereto
      and their respective successors and shall be governed by Pennsylvania law;
      provided, however, that nothing herein shall be construed in a manner
      inconsistent with the Investment Company Act of 1940 or any rule or
      regulation promulgated by the Securities and Exchange Commission
      thereunder.

12.   This Agreement may be executed by different parties on separate
      counterparts, each of which, when so executed and delivered, shall be an
      original, and all such counterparts shall together constitute one and the
      same instrument.

13.   This Agreement shall not be assigned by any party without the prior
      written consent of the Principal Servicer in the case of assignment by any
      Investment Company, or of the Investment Companies in the case of
      assignment by the Principal Servicer, except that any party may assign to
      a successor all of or a substantial portion of its business to a party
      controlling, controlled by, or under common control with such party.
      Nothing in this Section 13 shall prevent the Principal Servicer from
      delegating its responsibilities to another entity to the extent provided
      herein.

      IN WITNESS WHEREOF, the parties hereto have caused this instrument to be
executed by their officers designated below as of the day and year first above
written.



                                      Investment Companies (listed on Schedule
A)


Attest:        /s/ S. Elliott Cohan         By:   /s/ John W. McGonigle
Title:  Assistant Secretary           Title:   Executive Vice President


                                      Federated Securities Corp.


Attest:         /s/ Leslie K. Platt         By: /s/ Byron F. Bowman
Title:          Assistant Secretary         Title:  Vice President



<PAGE>


                                    Exhibit 1
                                     to the
                   Principal Shareholder Servicer's Agreement
                          Related to Class B Shares of
                                    the Funds

      The following provisions are hereby incorporated and made part of the
Principal Shareholder Servicer's Agreement (the "Principal Shareholder
Servicer's Agreement") as of the 24th day of October, 1997, by and between those
Investment Companies on behalf of the Portfolios (individually referred to
herein as a "Fund" and collectively as "Funds") and Classes of Shares
("Classes") listed on Schedule A to Exhibit 1, as may be amended from time to
time, having their principal office and place of business at Federated Investors
Tower, Pittsburgh, Pennsylvania 15222-3779, and who have approved this form of
Agreement and Federated Securities Corp. as the principal shareholder servicer
(the "Principal Servicer"). Each of the Exhibits hereto is incorporated herein
in its entirety and made a part hereof. In the event of any inconsistency
between the terms of this Exhibit and the terms of the Principal Shareholder
Servicer's Agreement, the terms of this Exhibit shall govern.

   1. Each Investment Company hereby appoints the Principal Servicer to arrange
      for the rendition of the shareholder services in respect of Class B Shares
      ("Class B Shares") of each Fund. Pursuant to this appointment, the
      Principal Servicer is authorized to select various companies including but
      not limited to Federated Shareholder Services ("Companies or a Company ")
      to provide such services.

   2.    (a) In consideration of the Principal Servicer's Services under this
         Agreement in respect of the Class B Shares each Fund agrees to pay the
         Principal Servicer or at its direction its "Allocable Portion" (as
         hereinafter defined) of a fee (the "Servicing Fee") equal to 0.25 of 1%
         per annum of the average daily net asset value of the Class B Shares of
         the Fund outstanding from time to time, provided however, that in the
         event the Fund operates as a fund of funds (a "FOF Fund") by investing
         the proceeds of the issuance of its Class B Shares in Class A Shares of
         another fund (the "Other Fund") and the Principal Shareholder Servicer
         receives a servicing fee in respect of the Class A Shares of the Other
         Fund so acquired by the FOF Fund, the Servicing Fee payable in respect
         of such Class B Shares of the FOF Fund will be reduced by the amount of
         the servicing fee actually received by the Principal Shareholder
         Servicer or its assign from the Other Fund in respect of the Class A
         Shares of the Other Fund acquired with the proceeds of such Class B
         Shares of the FOF Fund.

      (b)(i) The Principal Servicer will be deemed to have fully earned its
         Allocable Portion (computed as of any date) of the Servicing Fee
         payable in respect of the Class B Shares of a Fund (and to have
         satisfied its obligation to arrange for shareholder services in respect
         of such Class B Shares) on the date it has arranged for shareholder
         services to be performed by Federated Shareholder Services by payment
         of the lump sum contemplated by Alternative A to Exhibit 1 to the
         Shareholder Services Agreement among the Principal Servicer, Federated
         Shareholder Services and the Fund dated as of the date hereof (the
         "Shareholder Services Agreement") to Federated Shareholder Services
         (whose obligations are fully supported by its parent company) in
         respect of each "Commission Share" (as defined in the Allocation
         Schedule attached hereto in Schedule B) of the Fund, taken into account
         in determining such Principal Servicer's Allocable Portion of such
         Servicing Fees as of such date. The Principal Servicer shall not be
         deemed to have any other duties in respect of the Shares and its
         Allocable Portion of the Servicing Fees to which the preceding sentence
         applies and such arrangements shall be deemed a separate and distinct
         contractual arrangement from that described in clause (ii).

         (ii) The Principal Servicer will be deemed to have fully earned any
         Servicing Fees not included in its Allocable Portion (i.e., those
         attributable to Shares in respect of which Alternative A under Exhibit
         1 to the Shareholder Services Agreement is not applicable) as such
         services are performed in respect of such Shares.

      (c)Notwithstanding anything to the contrary set forth in this Exhibit,
         the Principal Shareholder Agreement, or (to the extent waiver thereof
         is permitted thereby) applicable law, each Investment Company's
         obligation to pay the Principal Servicer's Allocable Portion of the
         Servicing Fees payable in respect of the Class B Shares of a Fund shall
         not be terminated or modified for any reason (including a termination
         of this Principal Shareholder Servicer's Agreement as it relates to the
         Fund) except to the extent required by a change in the Investment
         Company Act of 1940 (the "Act") or the Conduct Rules of the National
         Association of Securities Dealers, Inc., in either case enacted or
         promulgated after May 1, 1997, or in connection with a "Complete
         Termination" (as hereinafter defined) in respect of the Class B Shares
         of such Fund.

      (d)Notwithstanding anything to the contrary in this Exhibit, the
         Principal Shareholder Agreement, or (to the extent waiver thereof is
         permitted thereby) applicable law, the Principal Servicer may assign,
         sell or pledge (collectively, "Transfer") its rights to its Allocable
         Portion of the Servicing Fees (but not its obligations to the
         Investment Companies under this Principal Shareholder Servicer's
         Agreement) in respect of the Class B Shares of a Fund to raise funds to
         make the expenditures related to the Services and in connection
         therewith upon receipt of notice of such Transfer, the Investment
         Company shall pay to the assignee, purchaser or pledgee (collectively
         with their subsequent transferees, "Transferees") such portion of the
         Principal Servicer's Allocable Portion of the Servicing Fees in respect
         of the Class B Shares of the Fund so Transferred. Except as provided in
         (c) above and notwithstanding anything to the contrary set forth
         elsewhere in this Exhibit, the Principal Shareholder Agreement, or (to
         the extent waiver thereof is permitted thereby) applicable law, to the
         extent the Principal Servicer has Transferred its rights thereto to
         raise funds as aforesaid, the Investment Companies' obligation to pay
         to the Principal Servicer's Transferees the Principal Servicer's
         Allocable Portion of the Servicing Fees payable in respect of the Class
         B Shares of each Fund shall be absolute and unconditional and shall not
         be subject to dispute, offset, counterclaim or any defense whatsoever,
         including without limitation, any of the foregoing based on the
         insolvency or bankruptcy of the Principal Servicer, Federated
         Shareholder Services (or its parent) or the failure of Federated
         Shareholder Services (or its parent) to perform its Irrevocable Service
         Commitment (it being understood that such provision is not a waiver of
         the Investment Companies' right to pursue such Principal Servicer and
         enforce such claims against the assets of such Principal Servicer other
         than the Principal Servicer's right to the Distribution Fees, Servicing
         Fees and CDSCs in respect of the Class B Shares of the Fund which have
         been so transferred in connection with such Transfer). The Fund agrees
         that each such Transferee is a third party beneficiary of the
         provisions of this clause (d) but only insofar as those provisions
         relate to Servicing Fees transferred to such Transferee.

      (e)For purposes of this Principal Shareholder Servicer's Agreement, the
         term Allocable Portion of Servicing Fees payable in respect of the
         Class B Shares of any Fund shall mean the portion of such Servicing
         Fees allocated to such Principal Servicer in accordance with the
         Allocation Schedule attached hereto as Schedule B.

      (f)For purposes of this Principal Shareholder Servicer's Contract, the
         term "Complete Termination" of shareholder servicing arrangements in
         respect of Class B Shares of a Fund means a termination of shareholder
         servicing arrangements involving the complete cessation of payments of
         Servicing Fees in respect of all Class B Shares, and the complete
         cessation of payments of servicing fees for every existing and future
         class of shares of the Fund and any successor Fund or any Fund
         acquiring a substantial portion of the assets of the Fund ,which has
         substantially similar characteristics to the Class B Shares taking into
         account the manner and amount of sales charge, servicing fee,
         contingent deferred sales charge or other similar charge borne directly
         or indirectly by the holders of such shares.

   3. The Principal Servicer may enter into separate written agreements with
      Companies to provide the services set forth in Paragraph 1 herein. The
      schedules of fees to be paid such Companies and the basis upon which such
      fees will be paid shall be determined from time to time by the Principal
      Servicer in its sole discretion.

   4. The Principal Servicer will prepare reports to the Board of
      Trustees/Directors of the Investment Companies on a quarterly basis
      showing amounts expended hereunder including amounts paid to Companies and
      the purpose for such expenditures.

      In consideration of the mutual covenants set forth in the Principal
Shareholder Servicer's Contract, the Principal Servicer and the Investment
Companies hereby execute and deliver this Exhibit with respect to the Class B
Shares of each Fund.



<PAGE>


      Witness the due execution hereof this 24th day of October, 1997.


ATTEST:                          INVESTMENT COMPANIES (listed on Schedule A)

By: /s/ S. Elliott Cohan         By:  /s/ John W. McGonigle
Title:  Assistant Secretary      Title: Executive Vice President


ATTEST:                          FEDERATED SECURITIES CORP.


By:  /s/ Leslie K. Platt         By: /s/ Byron F. Bowman
Title: Assistant Secretary       Title: Vice President



<PAGE>


                                   Schedule A

Date: 10/24/97       PRINCIPAL SHAREHOLDER SERVICER'S AGREEMENT



                     Federated American Leaders Fund, Inc.
                        Class B Shares

                     Federated Equity Funds
                        Federated Aggressive Growth Fund
                        Class B Shares

                        Federated Growth Strategies Fund
                        Class B Shares

                        Federated Small Cap Strategies Fund
                        Class B Shares

                        Federated Capital Appreciation Fund
                        Class B Shares

                     Federated Equity Income Fund, Inc.
                        Class B Shares

                     Federated Fund for U.S. Government Securities, Inc.
                        Class B Shares

                     Federated Government Income Securities, Inc.
                        Class B Shares

                     Federated High Income Bond Fund, Inc.
                        Class B Shares

                     Federated Municipal Opportunities Fund, Inc.
                        Class B Shares

                     Federated Municipal Securities Fund, Inc.
                        Class B Shares

                     Federated Stock and Bond Fund, Inc.
                        Class B Shares

                     Federated Utility Fund, Inc.
                        Class B Shares

                     Fixed Income Securities, Inc.
                        Federated Strategic Income Fund
                        Class B Shares

                     International Series, Inc.
                        Federated International Equity Fund
                        Class B Shares

                        Federated International Income Fund
                        Class B Shares



<PAGE>


                     Investment Series Funds, Inc.
                        Federated Bond Fund
                        Class B Shares

                     Liberty U.S. Government Money Market Trust
                        Class B Shares

                     Municipal Securities Income Trust
                        Federated Pennsylvania Municipal Income Fund
                        Class B Shares

                     World Investment Series, Inc.
                        Federated World Utility Fund
                        Class B Shares

                        Federated Asia Pacific Growth Fund
                        Class B Shares

                        Federated Emerging Markets Fund
                        Class B Shares

                        Federated European Growth Fund
                        Class B Shares

                        Federated International Small Company Fund
                        Class B Shares

                        Federated Latin American Growth Fund
                        Class B Shares

                        Federated International High Income Fund
                        Class B Shares

                        Federated International Growth Fund
                        Class B Shares


The following Funds were added as of December 1, 1997:

                     Municipal Securities Income Trust
                        Federated California Municipal Income Fund
                        Class B Shares

                     World Investment Series, Inc.
                        Federated Global Equity Income Fund
                        Class B Shares


The following Funds were added as of March 1, 1998:

                     Federated Stock Trust
                        Class B Shares




<PAGE>


The following Funds were added as of June 1, 1998:

                     World Investment Series, Inc.
                        Federated Global Financial Services Fund
                        Class B Shares












                                                  Exhibit 9(iii) under Form N-1A
                                              Exhibit 10 under Item 601/Reg. S-K


                         SHAREHOLDER SERVICES AGREEMENT


     THIS AGREEMENT, is made as of the 24th day of October, 1997, by and between
those Investment Companies on behalf of the Portfolios (individually referred to
herein as a "Fund" and collectively as "Funds") and Classes of Shares
("Classes") listed on Schedule A to Exhibit 1, as it may be amended from time to
time, having their principal office and place of business at Federated Investors
Tower, Pittsburgh, PA 15222-3779 and who have approved this form of Agreement
and Federated Securities Corp.("FSC"), a Pennsylvania Corporation, having its
principal office and place of business at Federated Investors Tower, Pittsburgh,
Pennsylvania 15222-3779 and Federated Shareholder Services, a Delaware business
trust, having its principal office and place of business at Federated Investors
Tower, Pittsburgh, Pennsylvania 15222-3779 ("FSS"). Each of the Exhibits hereto
is incorporated herein in its entirety and made a part hereof. In the event of
any inconsistency between the terms of this Agreement and the terms of any
applicable Exhibit, the terms of the applicable Exhibit shall govern.

1.   FSC as Principal Servicer (Principal Servicer") hereby contracts with FSS
     to render or cause to be rendered personal services to shareholders and/or
     the maintenance of accounts of shareholders of each Class of the Funds to
     which this Agreement is made applicable by an Exhibit hereto ("Services").
     In addition to providing Services directly to shareholders of the Funds,
     FSS is hereby appointed the Investment Companies' agent to select,
     negotiate and subcontract for the performance of Services. FSS hereby
     accepts such appointment. FSS agrees to provide or cause to be provided
     Services which, in its best judgment (subject to supervision and control of
     the Investment Companies' Boards of Trustees or Directors, as applicable),
     are necessary or desirable for shareholders of the Funds. FSS further
     agrees to provide the Investment Companies, upon request, a written
     description of the Services which FSS is providing hereunder. The
     Investment Companies, on behalf of the Funds and each Class subject hereto
     consents to the appointment of FSS to act in its capacity as described
     herein and agrees to look solely to FSS for performance of the Services.

2.   The term of the undertaking of FSS to render services hereunder in respect
     of any Class of any Fund and the manner and amount of compensation to be
     paid in respect thereof shall be specified in respect of each Class of the
     Funds to which this Agreement is made applicable by an Exhibit hereto. FSS
     agrees to look solely to the Principal Servicer for its compensation
     hereunder.

3.   This Agreement shall become effective in respect of any Class of Shares of
     a Fund upon execution of an Exhibit relating to such Class of the Fund.
     Once effective in respect of any Class of shares, this Agreement shall
     continue in effect for one year from the date of its execution, and
     thereafter for successive periods of one year only if the form of this
     Agreement is approved at least annually by the Board of each Investment
     Company, including a majority of the members of the Board of the Investment
     Company who are not interested persons of the Investment Company
     ("Independent Board Members") cast in person at a meeting called for that
     purpose.

4. Notwithstanding paragraph 3, this Agreement may be terminated as follows:

     (a)  By any Investment Company as to any Fund at any time, without the
          payment of any penalty, by the vote of a majority of the Independent
          Board Members of any Investment Company or by a vote of a majority of
          the outstanding voting securities of any Fund as defined in the
          Investment Company Act of 1940 on sixty (60) days' written notice to
          the parties to this Agreement;

     (b)  automatically in the event of the Agreement's assignment as defined in
          the Investment Company Act of 1940; and

5.   FSS agrees to obtain any taxpayer identification number certification from
     each shareholder of the Funds to which it provides Services that is
     required under Section 3406 of the Internal Revenue Code, and any
     applicable Treasury regulations, and to provide each Investment Company or
     its designee with timely written notice of any failure to obtain such
     taxpayer identification number certification in order to enable the
     implementation of any required backup withholding.

6.   FSS shall not be liable for any error of judgment or mistake of law or for
     any loss suffered by any Investment Company in connection with the matters
     to which this Agreement relates, except a loss resulting from willful
     misfeasance, bad faith or gross negligence on its part in the performance
     of its duties or from reckless disregard by it of its obligations and
     duties under this Agreement. FSS shall be entitled to rely on and may act
     upon advice of counsel (who may be counsel for such Investment Company) on
     all matters, and shall be without liability for any action reasonably taken
     or omitted pursuant to such advice. Any person, even though also an
     officer, trustee, partner, employee or agent of FSS, who may be or become a
     member of such Investment Company's Board, officer, employee or agent of
     any Investment Company, shall be deemed, when rendering services to such
     Investment Company or acting on any business of such Investment Company
     (other than services or business in connection with the duties of FSS
     hereunder) to be rendering such services to or acting solely for such
     Investment Company and not as an officer, trustee, partner, employee or
     agent or one under the control or direction of FSS even though paid by FSS.

      This Section 6 shall survive termination of this Agreement.

7.    No provision of this Agreement may be changed, waived, discharged or
      terminated orally, but only by an instrument in writing signed by the
      party against which an enforcement of the change, waiver, discharge or
      termination is sought.

8.    FSS is expressly put on notice of the limitation of liability as set forth
      in the Declaration of Trust of each Investment Company that is a
      Massachusetts business trust and agrees that the obligations assumed by
      each such Investment Company pursuant to this Agreement shall be limited
      in any case to such Investment Company and its assets and that FSS shall
      not seek satisfaction of any such obligations from the shareholders of
      such Investment Company, the Trustees, Officers, Employees or Agents of
      such Investment Company, or any of them.

9.    The execution and delivery of this Agreement have been authorized by the
      Trustees of FSS and signed by an authorized officer of FSS, acting as
      such, and neither such authorization by such Trustees nor such execution
      and delivery by such officer shall be deemed to have been made by any of
      them individually or to impose any liability on any of them personally,
      and the obligations of this Agreement are not binding upon any of the
      Trustees or shareholders of FSS, but bind only the trust property of FSS
      as provided in the Declaration of Trust of FSS.



<PAGE>


10.   Notices of any kind to be given hereunder shall be in writing (including
      facsimile communication) and shall be duly given if delivered to any
      Investment Company at the following address: Federated Investors Tower,
      Pittsburgh, PA 15222-3779, Attention: President and if delivered to FSS at
      Federated Investors Tower, Pittsburgh, PA 15222-3779, Attention:
      President.

11.   This Agreement constitutes the entire agreement between the parties hereto
      and supersedes any prior agreement with respect to the subject hereof
      whether oral or written. If any provision of this Agreement shall be held
      or made invalid by a court or regulatory agency decision, statute, rule or
      otherwise, the remainder of this Agreement shall not be affected thereby.
      Subject to the provisions of Sections 3 and 4, hereof, this Agreement
      shall be binding upon and shall inure to the benefit of the parties hereto
      and their respective successors and shall be governed by Pennsylvania law;
      provided, however, that nothing herein shall be construed in a manner
      inconsistent with the Investment Company Act of 1940 or any rule or
      regulation promulgated by the Securities and Exchange Commission
      thereunder.

12.   This Agreement may be executed by different parties on separate
      counterparts, each of which, when so executed and delivered, shall be an
      original, and all such counterparts shall together constitute one and the
      same instrument.

13.   This Agreement shall not be assigned by any party without the prior
      written consent of the parties hereto. Nothing in this Section 13 shall
      prevent FSS from delegating its responsibilities to another entity to the
      extent provided herein.

      IN WITNESS WHEREOF, the parties hereto have caused this instrument to be
executed by their officers designated below as of the day and year first above
written.



                                      Investment Companies (listed on Schedule
A)


Attest: /s/ S. Elliott Cohan          By: /s/ John W. McGonigle
Title:   Assistant Secretary          Title:   Executive Vice President


                                      Federated Shareholder Services


Attest:/s/ Leslie K. Platt            By:   /s/ Byron F. Bowman
Title:   Assistant Secretary          Title:             Vice President


                                      Federated Securities Corp.


Attest: /s/ Leslie K. Platt           By:  /s/ Byron F. Bowman
Title:   Assistant Secretary          Title:             Vice President


<PAGE>


                                    EXHIBIT 1
                        TO SHAREHOLDER SERVICES AGREEMENT
                              FOR CLASS B SHARES OF
                            THE INVESTMENT COMPANIES

      1. The Shareholder Services Agreement for Shares of the Investment
Companies on behalf of the portfolios (individually referred to as a "Fund" and
collectively as "Funds") and the classes of shares ("Classes") listed on the
attached Schedule A dated October 24, 1997 among Federated Securities Corp.
("Principal Servicer"), Federated Shareholder Services ("Class Servicer") and
the Investment Companies is hereby made applicable on the terms set forth herein
to the Class B Shares of the above-referenced Funds. In the event of any
inconsistency between the terms of this Exhibit and the Shareholder Services
Agreement, the terms of this Exhibit shall govern.

      2. In connection with the Services to be rendered to holders of Class B
Shares of each Fund, the Principal Servicer and Class Servicer agree that the
Principal Servicer shall retain and compensate the Class Servicer for its
Services in respect of the Class B Shares of the Fund on one of the following
alternative basis as the Principal Servicer shall elect:

            ALTERNATIVE A3: The Principal Servicer shall pay the Class Servicer
      a dollar amount as set forth on Schedule A per Class B Commission Share
      (as defined in the Principal Shareholder Servicer's Agreement) of the
      Fund. Class Servicer agrees that upon receipt of such payment (which shall
      be deemed to be full and adequate consideration for an irrevocable service
      commitment (the "Irrevocable Service Commitment") of Class Servicer
      hereunder), Class Servicer shall be unconditionally bound and obligated to
      either: (1) provide the Services in respect of such Commission Share and
      all other Shares derived therefrom via reinvestment of dividends, free
      exchanges or otherwise for so long as the same is outstanding or (2) in
      the event the Class Servicer for the Class B Shares is terminated by the
      Investment Company, to arrange for a replacement Class Servicer
      satisfactory to the Investment Company to perform such services, at no
      additional cost to the Fund.

            ALTERNATIVE B4: If Alternative A is not elected, the Principal
      Servicer shall pay the Class Servicer twenty five basis points (0.25%) per
      annum on the average daily net asset value of each Class B Share of the
      Fund monthly in arrears. The Class Servicer agrees that such payment is
      full and adequate consideration for the Services to be rendered by it to
      the holder of such Class B Share.

      3. In the event pursuant to paragraph 2 above, Alternative A has been
elected and the Class Servicer is terminated as Class Servicer for the Class B
Shares of the Fund, the Class Servicer agrees to pay to any successor Class
Servicer for the Class B Shares of the Fund any portion of the excess, if any,
of (A) the Servicing Fees received by it hereunder in respect of Class B Shares
of the Fund plus interest thereon at the percent as set forth on Schedule A per
annum minus (B) the costs it incurred hereunder in respect of the Class B Shares
of the Fund prior to such termination.

            IN WITNESS WHEREOF, the parties hereto have caused this instrument
to be executed by their officers designated below as of the day and year first
above written.


Attest:                               FEDERATED SECURITIES CORP.


By: /s/ Leslie K. Platt               By:  /s/ Byron F. Bowman
Title:   Assistant Secretary          Title:             Vice President

Attest:                               FEDERATED SHAREHOLDER SERVICES


By:/s/ Leslie K. Platt                By:   /s/ Byron F. Bowman
Title:   Assistant Secretary          Title:             Vice President

Attest:                               INVESTMENT COMPANIES
                                      (listed on Schedule A)


By: /s/ S. Elliott Cohan              By: /s/ John W. McGonigle
Title:   Assistant Secretary          Title:   Executive Vice President



<PAGE>


                                   Schedule A

Date:   10/24/97     SHAREHOLDER SERVICES AGREEMENT



                     Federated American Leaders Fund, Inc.
                        Class B Shares

                     Federated Equity Funds
                        Federated Aggressive Growth Fund
                        Class B Shares

                        Federated Growth Strategies Fund
                        Class B Shares

                        Federated Small Cap Strategies Fund
                        Class B Shares

                        Federated Capital Appreciation Fund
                        Class B Shares

                     Federated Equity Income Fund, Inc.
                        Class B Shares

                     Federated Fund for U.S. Government Securities, Inc.
                        Class B Shares

                     Federated Government Income Securities, Inc.
                        Class B Shares

                     Federated High Income Bond Fund, Inc.
                        Class B Shares

                     Federated Municipal Opportunities Fund, Inc.
                        Class B Shares

                     Federated Municipal Securities Fund, Inc.
                        Class B Shares

                     Federated Stock and Bond Fund, Inc.
                        Class B Shares

                     Federated Utility Fund, Inc.
                        Class B Shares

                     Fixed Income Securities, Inc.
                        Federated Strategic Income Fund
                        Class B Shares

                     International Series, Inc.
                        Federated International Equity Fund
                        Class B Shares

                        Federated International Income Fund
                        Class B Shares



<PAGE>


                     Investment Series Funds, Inc.
                        Federated Bond Fund
                        Class B Shares

                     Liberty U.S. Government Money Market Trust
                        Class B Shares

                     Municipal Securities Income Trust
                        Federated Pennsylvania Municipal Income Fund
                        Class B Shares

                     World Investment Series, Inc.
                        Federated World Utility Fund
                        Class B Shares

                        Federated Asia Pacific Growth Fund
                        Class B Shares

                        Federated Emerging Markets Fund
                        Class B Shares

                        Federated European Growth Fund
                        Class B Shares

                        Federated International Small Company Fund
                        Class B Shares

                        Federated Latin American Growth Fund
                        Class B Shares

                        Federated International High Income Fund
                        Class B Shares

                        Federated International Growth Fund
                        Class B Shares


The following Funds were added as of December 1, 1997:

                     Municipal Securities Income Trust
                        Federated California Municipal Income Fund
                        Class B Shares

                     World Investment Series, Inc.
                        Federated Global Equity Income Fund
                        Class B Shares


The following Funds were added as of March 1, 1998:

                     Federated Stock Trust
                        Class B Shares




<PAGE>


The following Funds were added as of June 1, 1998:

                     World Investment Series, Inc.
                        Federated Global Financial Services Fund
                        Class B Shares











                                                   Exhibit 9(iv) under Form N-1A
                                              Exhibit 10 under Item 601/Reg. S-K

                               AMENDED & RESTATED
                                    AGREEMENT
                                       for
                            FUND ACCOUNTING SERVICES,
                            ADMINISTRATIVE SERVICES,
                            TRANSFER AGENCY SERVICES
                                       and
                          CUSTODY SERVICES PROCUREMENT

         AGREEMENT made as of March 1, 1996, and amended and restated as of
      September 1, 1997, by and between those investment companies listed on
      Exhibit 1 as may be amended from time to time, having their principal
      office and place of business at Federated Investors Tower, Pittsburgh, PA
      15222-3779 (the "Investment Company"), on behalf of the portfolios
      (individually referred to herein as a "Fund" and collectively as "Funds")
      of the Investment Company, and FEDERATED SERVICES COMPANY, a Pennsylvania
      corporation, having its principal office and place of business at
      Federated Investors Tower, Pittsburgh, Pennsylvania 15222-3779 on behalf
      of itself and its subsidiaries (the "Company").

         WHEREAS, the Investment Company is registered as an open-end management
      investment company under the Investment Company Act of 1940, as amended
      (the "1940 Act"), with authorized and issued shares of capital stock or
      beneficial interest ("Shares");

         WHEREAS, the Investment Company may desire to retain the Company as
      fund accountant to provide fund accounting services (as herein defined)
      including certain pricing, accounting and recordkeeping services for each
      of the Funds, including any classes of shares issued by any Fund
      ("Classes") if so indicated on Exhibit 1, and the Company desires to
      accept such appointment;

         WHEREAS, the Investment Company may desire to appoint the Company as
      its administrator to provide it with administrative services (as herein
      defined), if so indicated on Exhibit, and the Company desires to accept
      such appointment;

         WHEREAS, the Investment Company may desire to appoint the Company as
      its transfer agent and dividend disbursing agent to provide it with
      transfer agency services (as herein defined) if so indicated on Exhibit 1,
      and agent in connection with certain other activities, and the Company
      desires to accept such appointment; and

         WHEREAS, the Investment Company may desire to appoint the Company as
      its agent to select, negotiate and subcontract for custodian services from
      an approved list of qualified banks if so indicated on Exhibit 1, and the
      Company desires to accept such appointment; and

         NOW THEREFORE, in consideration of the premises and mutual covenants
      herein contained, and intending to be legally bound hereby, the parties
      hereto agree as follows:

SECTION ONE: Fund Accounting.

Article 1.  Appointment.
         The Investment Company hereby appoints the Company to provide certain
      pricing and accounting services to the Funds, and/or the Classes, for the
      period and on the terms set forth in this Agreement. The Company accepts
      such appointment and agrees to furnish the services herein set forth in
      return for the compensation as provided in Article 3 of this Section.

Article 2.  The Company's Duties.
         Subject to the supervision and control of the Investment Company's
      Board of Trustees or Directors ("Board"), the Company will assist the
      Investment Company with regard to fund accounting for the Investment
      Company, and/or the Funds, and/or the Classes, and in connection therewith
      undertakes to perform the following specific services;

A.   Value the assets of the Funds using: primarily, market quotations,
     including the use of matrix pricing, supplied by the independent pricing
     services selected by the Company in consultation with the adviser, or
     sources selected by the adviser, and reviewed by the board; secondarily, if
     a designated pricing service does not provide a price for a security which
     the Company believes should be available by market quotation, the Company
     may obtain a price by calling brokers designated by the investment adviser
     of the fund holding the security, or if the adviser does not supply the
     names of such brokers, the Company will attempt on its own to find brokers
     to price those securities; thirdly, for securities for which no market
     price is available, the Pricing Committee of the Board will determine a
     fair value in good faith. Consistent with Rule 2a-4 of the 40 Act,
     estimates may be used where necessary or appropriate. The Company's
     obligations with regard to the prices received from outside pricing
     services and designated brokers or other outside sources, is to exercise
     reasonable care in the supervision of the pricing agent. The Company is not
     the guarantor of the securities prices received from such agents and the
     Company is not liable to the Fund for potential errors in valuing a Fund's
     assets or calculating the net asset value per share of such Fund or Class
     when the calculations are based upon such prices. All of the above sources
     of prices used as described are deemed by the Company to be authorized
     sources of security prices. The Company provides daily to the adviser the
     securities prices used in calculating the net asset value of the fund, for
     its use in preparing exception reports for those prices on which the
     adviser has comment. Further, upon receipt of the exception reports
     generated by the adviser, the Company diligently pursues communication
     regarding exception reports with the designated pricing agents;

   B.   Determine the net asset value per share of each Fund and/or Class, at
        the time and in the manner from time to time determined by the Board and
        as set forth in the Prospectus and Statement of Additional Information
        ("Prospectus") of each Fund;

   C.   Calculate the net income of each of the Funds, if any;

   D. Calculate realized capital gains or losses of each of the Funds resulting
from sale or disposition of assets, if any;

   E.   Maintain the general ledger and other accounts, books and financial
        records of the Investment Company, including for each Fund, and/or
        Class, as required under Section 31(a) of the 1940 Act and the Rules
        thereunder in connection with the services provided by the Company;

   F.   Preserve for the periods prescribed by Rule 31a-2 under the 1940 Act the
        records to be maintained by Rule 31a-1 under the 1940 Act in connection
        with the services provided by the Company. The Company further agrees
        that all such records it maintains for the Investment Company are the
        property of the Investment Company and further agrees to surrender
        promptly to the Investment Company such records upon the Investment
        Company's request;

   G.   At the request of the Investment Company, prepare various reports or
        other financial documents in accordance with generally accepted
        accounting principles as required by federal, state and other applicable
        laws and regulations; and

   H. Such other similar services as may be reasonably requested by the
Investment Company.

   The foregoing, along with any additional services that the Company shall
agree in writing to perform for the Investment Company under this Section One,
shall hereafter be referred to as "Fund Accounting Services."

Article 3.  Compensation and Allocation of Expenses.
   A.   The Funds will compensate the Company for Fund Accounting Services in
        accordance with the fees agreed upon from time to time between the
        parties hereto. Such fees do not include out-of-pocket disbursements of
        the Company for which the Funds shall reimburse the Company.
        Out-of-pocket disbursements shall include, but shall not be limited to,
        the items agreed upon between the parties from time to time.

   B.   The Fund and/or the Class, and not the Company, shall bear the cost of:
        custodial expenses; membership dues in the Investment Company Institute
        or any similar organization; transfer agency expenses; investment
        advisory expenses; Prospectuses, reports and notices; administrative
        expenses; interest on borrowed money; brokerage commissions; taxes and
        fees payable to federal, state and other governmental agencies; fees of
        Trustees or Directors of the Investment Company; independent auditors
        expenses; legal and audit department expenses billed to the Company for
        work performed related to the Investment Company, the Funds, or the
        Classes; law firm expenses; organizational expenses; or other expenses
        not specified in this Article 3 which may be properly payable by the
        Funds and/or Classes.

   C.   The compensation and out-of-pocket expenses attributable to the Fund
        shall be accrued by the Fund and shall be paid to the Company no less
        frequently than monthly, and shall be paid daily upon request of the
        Company. The Company will maintain detailed information about the
        compensation and out-of-pocket expenses by Fund and Class.

   D.   Any schedule of compensation agreed to hereunder, as may be adjusted
        from time to time, shall be dated and signed by a duly authorized
        officer of the Investment Company and/or the Funds and a duly authorized
        officer of the Company.

   E.   The fee for the period from the effective date of this Agreement with
        respect to a Fund or a Class to the end of the initial month shall be
        prorated according to the proportion that such period bears to the full
        month period. Upon any termination of this Agreement before the end of
        any month, the fee for such period shall be prorated according to the
        proportion which such period bears to the full month period. For
        purposes of determining fees payable to the Company, the value of the
        Fund's net assets shall be computed at the time and in the manner
        specified in the Fund's Prospectus.

   F.   The Company, in its sole discretion, may from time to time subcontract
        to, employ or associate with itself such person or persons as the
        Company may believe to be particularly suited to assist it in performing
        Fund Accounting Services. Such person or persons may be affiliates of
        the Company, third-party service providers, or they may be officers and
        employees who are employed by both the Company and the Investment
        Company; provided, however, that the Company shall be as fully
        responsible to each Fund for the acts and omissions of any such
        subcontractor as it is for its own acts and omissions. The compensation
        of such person or persons shall be paid by the Company and no obligation
        shall be incurred on behalf of the Investment Company, the Funds, or the
        Classes in such respect.

SECTION TWO:  ADMINISTRATIVE SERVICES.

Article 4.  Appointment.

   The Investment Company hereby appoints the Company as Administrator for the
period on the terms and conditions set forth in this Agreement. The Company
hereby accepts such appointment and agrees to furnish the services set forth in
Article 5 of this Agreement in return for the compensation set forth in Article
9 of this Agreement.

Article 5.  The Company's Duties.

   As Administrator, and subject to the supervision and control of the Board and
in accordance with Proper Instructions (as defined hereafter) from the
Investment Company, the Company will provide facilities, equipment, and
personnel to carry out the following administrative services for operation of
the business and affairs of the Investment Company and each of its portfolios:

   A.   prepare, file, and maintain the Investment Company's governing documents
        and any amendments thereto, including the Charter (which has already
        been prepared and filed), the By-laws and minutes of meetings of the
        Board and Shareholders;

   B.   prepare and file with the Securities and Exchange Commission and the
        appropriate state securities authorities the registration statements for
        the Investment Company and the Investment Company's shares and all
        amendments thereto, reports to regulatory authorities and shareholders,
        prospectuses, proxy statements, and such other documents all as may be
        necessary to enable the Investment Company to make a continuous offering
        of its shares;

   C.   prepare, negotiate, and administer contracts (if any) on behalf of the
        Investment Company with, among others, the Investment Company's
        investment advisers and distributors, subject to any applicable
        restrictions of the Board or the 1940 Act;

D.   calculate performance data of the Investment Company for dissemination to
     information services covering the investment company industry;

   E.   prepare and file the Investment Company's tax returns;

   F.   coordinate the layout and printing of publicly disseminated
prospectuses and reports;

   G. perform internal audit examinations in accordance with a charter to be
adopted by the Company and the Investment Company;

   H.   assist with the design, development, and operation of the Investment
Company and the Funds;

   I.   provide individuals reasonably acceptable to the Board for nomination,
        appointment, or election as officers of the Investment Company, who will
        be responsible for the management of certain of the Investment Company's
        affairs as determined by the Investment Company's Board; and

   J.   consult with the Investment Company and its Board on matters concerning
the Investment Company and its affairs.

   The foregoing, along with any additional services that the Company shall
agree in writing to perform for the Investment Company under this Section Two,
shall hereafter be referred to as "Administrative Services."

Article 6.  Records.

   The Company shall create and maintain all necessary books and records in
accordance with all applicable laws, rules and regulations, including but not
limited to records required by Section 31(a) of the Investment Company act of
1940 and the rules thereunder, as the same may be amended from time to time,
pertaining to the Administrative Services performed by it and not otherwise
created and maintained by another party pursuant to contract with the Investment
Company. Where applicable, such records shall be maintained by the Company for
the periods and in the places required by Rule 31a-2 under the 1940 Act. The
books and records pertaining to the Investment Company which are in the
possession of the Company shall be the property of the Investment Company. The
Investment Company, or the Investment Company's authorized representatives,
shall have access to such books and records at all times during the Company's
normal business hours. Upon the reasonable request of the Investment Company,
copies of any such books and records shall be provided promptly by the Company
to the Investment Company or the Investment Company's authorized
representatives.

Article 7.  Duties of the Fund.

      The Fund assumes full responsibility for the preparation, contents and
distribution of its own offering document and for complying with all applicable
requirements the 1940 Act, the Internal Revenue Code, and any other laws, rules
and regulations of government authorities having jurisdiction. Article 8.
Expenses.

   The Company shall be responsible for expenses incurred in providing office
space, equipment, and personnel as may be necessary or convenient to provide the
Administrative Services to the Investment Company, including the compensation of
the Company employees who serve as trustees or directors or officers of the
Investment Company. The Investment Company shall be responsible for all other
expenses incurred by the Company on behalf of the Investment Company, including
without limitation postage and courier expenses, printing expenses, travel
expenses, registration fees, filing fees, fees of outside counsel and
independent auditors, or other professional services, organizational expenses,
insurance premiums, fees payable to persons who are not the Company's employees,
trade association dues, and other expenses properly payable by the Funds and/or
the Classes.

Article 9.  Compensation.

   For the Administrative Services provided, the Investment Company hereby
agrees to pay and the Company hereby agrees to accept as full compensation for
its services rendered hereunder an administrative fee at an annual rate per
Fund, as specified below.

   The compensation and out of pocket expenses attributable to the Fund shall be
accrued by the Fund and paid to the Company no less frequently than monthly, and
shall be paid daily upon request of the Company. The Company will maintain
detailed information about the compensation and out of pocket expenses by the
Fund.
            Max. Admin.           Average Daily Net Assets
                Fee                    of the Funds
               .150%               on the first $250 million
               .125%               on the next $250 million
               .100%               on the next $250 million
               .075%               on assets in excess of $750 million
       (Average Daily Net Asset break-points are on a complex-wide basis)

   However, in no event shall the administrative fee received during any year of
the Agreement be less than, or be paid at a rate less than would aggregate
$125,000 per Fund and $30,000 per Class. The minimum fee set forth above in this
Article 9 may increase annually upon each March 1 anniversary of this Agreement
over the minimum fee during the prior 12 months, as calculated under this
agreement, in an amount equal to the increase in Pennsylvania Consumer Price
Index (not to exceed 6% annually) as last reported by the U.S. Bureau of Labor
Statistics for the twelve months immediately preceding such anniversary.

Article 10.  Responsibility of Administrator.

A.   The Company shall not be liable for any error of judgment or mistake of law
     or for any loss suffered by the Investment Company in connection with the
     matters to which this Agreement relates, except a loss resulting from
     willful misfeasance, bad faith or gross negligence on its part in the
     performance of its duties or from reckless disregard by it of its
     obligations and duties under this Agreement. The Company shall be entitled
     to rely on and may act upon advice of counsel (who may be counsel for the
     Investment Company) on all matters, and shall be without liability for any
     action reasonably taken or omitted pursuant to such advice. Any person,
     even though also an officer, director, trustee, partner, employee or agent
     of the Company, who may be or become an officer, director, trustee,
     partner, employee or agent of the Investment Company, shall be deemed, when
     rendering services to the Investment Company or acting on any business of
     the Investment Company (other than services or business in connection with
     the duties of the Company hereunder) to be rendering such services to or
     acting solely for the Investment Company and not as an officer, director,
     trustee, partner, employee or agent or one under the control or direction
     of the Company even though paid by the Company.

B.   The Company shall be kept indemnified by the Investment Company and be
     without liability for any action taken or thing done by it in performing
     the Administrative Services in accordance with the above standards. In
     order that the indemnification provisions contained in this Article 10
     shall apply, however, it is understood that if in any case the Investment
     Company may be asked to indemnify or hold the Company harmless, the
     Investment Company shall be fully and promptly advised of all pertinent
     facts concerning the situation in question, and it is further understood
     that the Company will use all reasonable care to identify and notify the
     Investment Company promptly concerning any situation which presents or
     appears likely to present the probability of such a claim for
     indemnification against the Investment Company. The Investment Company
     shall have the option to defend the Company against any claim which may be
     the subject of this indemnification. In the event that the Investment
     Company so elects, it will so notify the Company and thereupon the
     Investment Company shall take over complete defense of the claim, and the
     Company shall in such situation initiate no further legal or other expenses
     for which it shall seek indemnification under this Article. The Company
     shall in no case confess any claim or make any compromise in any case in
     which the Investment Company will be asked to indemnify the Company except
     with the Investment Company's written consent.

SECTION THREE: Transfer Agency Services.

Article 11.  Terms of Appointment.
         Subject to the terms and conditions set forth in this Agreement, the
      Investment Company hereby appoints the Company to act as, and the Company
      agrees to act as, transfer agent and dividend disbursing agent for each
      Fund's Shares, and agent in connection with any accumulation, open-account
      or similar plans provided to the shareholders of any Fund
      ("Shareholder(s)"), including without limitation any periodic investment
      plan or periodic withdrawal program.

Article 12.  Duties of the Company.
         The Company shall perform the following services in accordance with
      Proper Instructions as may be provided from time to time by the Investment
      Company as to any Fund:

   A.   Purchases

        (1)   The Company shall receive orders and payment for the purchase of
              shares and promptly deliver payment and appropriate documentation
              therefore to the custodian of the relevant Fund, (the
              "Custodian"). The Company shall notify the Fund and the Custodian
              on a daily basis of the total amount of orders and payments so
              delivered.

        (2)   Pursuant to purchase orders and in accordance with the Fund's
              current Prospectus, the Company shall compute and issue the
              appropriate number of Shares of each Fund and/or Class and hold
              such Shares in the appropriate Shareholder accounts.

        (3)   In the event that any check or other order for the purchase of
              Shares of the Fund and/or Class is returned unpaid for any reason,
              the Company shall debit the Share account of the Shareholder by
              the number of Shares that had been credited to its account upon
              receipt of the check or other order, promptly mail a debit advice
              to the Shareholder, and notify the Fund and/or Class of its
              action. In the event that the amount paid for such Shares exceeds
              proceeds of the redemption of such Shares plus the amount of any
              dividends paid with respect to such Shares, the Fund and/the Class
              or its distributor will reimburse the Company on the amount of
              such excess.

   B.   Distribution

(1)  Upon notification by the Funds of the declaration of any distribution to
     Shareholders, the Company shall act as Dividend Disbursing Agent for the
     Funds in accordance with the provisions of its governing document and the
     then-current Prospectus of the Fund. The Company shall prepare and mail or
     credit income, capital gain, or any other payments to Shareholders. As the
     Dividend Disbursing Agent, the Company shall, on or before the payment date
     of any such distribution, notify the Custodian of the estimated amount
     required to pay any portion of said distribution which is payable in cash
     and request the Custodian to make available sufficient funds for the cash
     amount to be paid out. The Company shall reconcile the amounts so requested
     and the amounts actually received with the Custodian on a daily basis. If a
     Shareholder is entitled to receive additional Shares by virtue of any such
     distribution or dividend, appropriate credits shall be made to the
     Shareholder's account; and

(2)  The Company shall maintain records of account for each Fund and Class and
     advise the Investment Company, each Fund and Class and its Shareholders as
     to the foregoing.

   C.   Redemptions and Transfers

        (1)   The Company shall receive redemption requests and redemption
              directions and, if such redemption requests comply with the
              procedures as may be described in the Fund Prospectus or set forth
              in Proper Instructions, deliver the appropriate instructions
              therefor to the Custodian. The Company shall notify the Funds on a
              daily basis of the total amount of redemption requests processed
              and monies paid to the Company by the Custodian for redemptions.

        (2)   At the appropriate time upon receiving redemption proceeds from
              the Custodian with respect to any redemption, the Company shall
              pay or cause to be paid the redemption proceeds in the manner
              instructed by the redeeming Shareholders, pursuant to procedures
              described in the then-current Prospectus of the Fund.

        (3)   If any certificate returned for redemption or other request for
              redemption does not comply with the procedures for redemption
              approved by the Fund, the Company shall promptly notify the
              Shareholder of such fact, together with the reason therefor, and
              shall effect such redemption at the price applicable to the date
              and time of receipt of documents complying with said procedures.

(4)  The Company shall effect transfers of Shares by the registered owners
     thereof.

(5)  The Company shall identify and process abandoned accounts and uncashed
     checks for state escheat requirements on an annual basis and report such
     actions to the Fund.

   D.   Recordkeeping

        (1)   The Company shall record the issuance of Shares of each Fund,
              and/or Class, and maintain pursuant to applicable rules of the
              Securities and Exchange Commission ("SEC") a record of the total
              number of Shares of the Fund and/or Class which are authorized,
              based upon data provided to it by the Fund, and issued and
              outstanding. The Company shall also provide the Fund on a regular
              basis or upon reasonable request with the total number of Shares
              which are authorized and issued and outstanding, but shall have no
              obligation when recording the issuance of Shares, except as
              otherwise set forth herein, to monitor the issuance of such Shares
              or to take cognizance of any laws relating to the issue or sale of
              such Shares, which functions shall be the sole responsibility of
              the Funds.

        (2)   The Company shall establish and maintain records pursuant to
              applicable rules of the SEC relating to the services to be
              performed hereunder in the form and manner as agreed to by the
              Investment Company or the Fund to include a record for each
              Shareholder's account of the following:

              (a) Name, address and tax identification number (and whether such
number has been certified);

              (b)   Number of Shares held;

              (c) Historical information regarding the account, including
dividends paid and date and price for all transactions;

              (d) Any stop or restraining order placed against the account;

              (e)   Information with respect to withholding in the case of a
                    foreign account or an account for which withholding is
                    required by the Internal Revenue Code;

              (f)   Any dividend reinvestment order, plan application, dividend
                    address and correspondence relating to the current
                    maintenance of the account;

              (g) Certificate numbers and denominations for any Shareholder
holding certificates;

              (h) Any information required in order for the Company to perform
the calculations contemplated or required by this Agreement.

(3)  The Company shall preserve any such records required to be maintained
     pursuant to the rules of the SEC for the periods prescribed in said rules
     as specifically noted below. Such record retention shall be at the expense
     of the Company, and such records may be inspected by the Fund at reasonable
     times. The Company may, at its option at any time, and shall forthwith upon
     the Fund's demand, turn over to the Fund and cease to retain in the
     Company's files, records and documents created and maintained by the
     Company pursuant to this Agreement, which are no longer needed by the
     Company in performance of its services or for its protection. If not so
     turned over to the Fund, such records and documents will be retained by the
     Company for six years from the year of creation, during the first two of
     which such documents will be in readily accessible form. At the end of the
     six year period, such records and documents will either be turned over to
     the Fund or destroyed in accordance with Proper Instructions.

   E.   Confirmations/Reports

        (1) The Company shall furnish to the Fund periodically the following
information:

              (a)   A copy of the transaction register;

              (b)   Dividend and reinvestment blotters;

              (c)   The total number of Shares issued and outstanding in each
                    state for "blue sky" purposes as determined according to
                    Proper Instructions delivered from time to time by the Fund
                    to the Company;

              (d)   Shareholder lists and statistical information;

              (e)   Payments to third parties relating to distribution
                    agreements, allocations of sales loads, redemption fees, or
                    other transaction- or sales-related payments;

              (f) Such other information as may be agreed upon from time to
                  time.

        (2)   The Company shall prepare in the appropriate form, file with the
              Internal Revenue Service and appropriate state agencies, and, if
              required, mail to Shareholders, such notices for reporting
              dividends and distributions paid as are required to be so filed
              and mailed and shall withhold such sums as are required to be
              withheld under applicable federal and state income tax laws, rules
              and regulations.

        (3)   In addition to and not in lieu of the services set forth above,
              the Company shall:

          (a)  Perform all of the customary services of a transfer agent,
               dividend disbursing agent and, as relevant, agent in connection
               with accumulation, open-account or similar plans (including
               without limitation any periodic investment plan or periodic
               withdrawal program), including but not limited to: maintaining
               all Shareholder accounts, mailing Shareholder reports and
               Prospectuses to current Shareholders, withholding taxes on
               accounts subject to back-up or other withholding (including
               non-resident alien accounts), preparing and filing reports on
               U.S. Treasury Department Form 1099 and other appropriate forms
               required with respect to dividends and distributions by federal
               authorities for all Shareholders, preparing and mailing
               confirmation forms and statements of account to Shareholders for
               all purchases and redemptions of Shares and other conformable
               transactions in Shareholder accounts, preparing and mailing
               activity statements for Shareholders, and providing Shareholder
               account information; and

          (b)  provide a system which will enable the Fund to monitor the total
               number of Shares of each Fund (and/or Class) sold in each state
               ("blue sky reporting"). The Fund shall by Proper Instructions (i)
               identify to the Company those transactions and assets to be
               treated as exempt from the blue sky reporting for each state and
               (ii) verify the classification of transactions for each state on
               the system prior to activation and thereafter monitor the daily
               activity for each state. The responsibility of the Company for
               each Fund's (and/or Class's) state blue sky registration status
               is limited solely to the recording of the initial classification
               of transactions or accounts with regard to blue sky compliance
               and the reporting of such transactions and accounts to the Fund
               as provided above.

   F.   Other Duties

        (1)   The Company shall answer correspondence from Shareholders
              relating to their Share accounts and such other correspondence
              as may from time to time be addressed to the Company;

        (2)   The Company shall prepare Shareholder meeting lists, mail proxy
              cards and other material supplied to it by the Fund in connection
              with Shareholder meetings of each Fund; receive, examine and
              tabulate returned proxies, and certify the vote of the
              Shareholders;

        (3)   The Company shall establish and maintain faclities and procedures
              for safekeeping of check forms and facsimile signature imprinting
              devices, if any; and for the preparation or use, and for keeping
              account of, such forms and devices.

   The foregoing, along with any additional services that the Company shall
agree in writing to perform for the Investment Company under this Section Three,
shall hereafter be referred to as "Transfer Agency Services."





<PAGE>


Article 13.  Duties of the Investment Company.
   A.   Compliance

        The Investment Company or Fund assume full responsibility for the
        preparation, contents and distribution of their own and/or their
        classes' Prospectus and for complying with all applicable requirements
        of the Securities Act of 1933, as amended (the "1933 Act"), the 1940 Act
        and any laws, rules and regulations of government authorities having
        jurisdiction.

   Distributions

        The Fund shall promptly inform the Company of the declaration of any
dividend or distribution on account of any Fund's shares.

Article 14.  Compensation and Expenses.
   A.   Annual Fee

        For performance by the Company pursuant to Section Three of this
        Agreement, the Investment Company and/or the Fund agree to pay the
        Company an annual maintenance fee for each Shareholder account as agreed
        upon between the parties and as may be added to or amended from time to
        time. Such fees may be changed from time to time subject to written
        agreement between the Investment Company and the Company. Pursuant to
        information in the Fund Prospectus or other information or instructions
        from the Fund, the Company may sub-divide any Fund into Classes or other
        sub-components for recordkeeping purposes. The Company will charge the
        Fund the same fees for each such Class or sub-component the same as if
        each were a Fund.

   B.   Reimbursements

        In addition to the fee paid under Article 7A above, the Investment
        Company and/or Fund agree to reimburse the Company for out-of-pocket
        expenses or advances incurred by the Company for the items agreed upon
        between the parties, as may be added to or amended from time to time. In
        addition, any other expenses incurred by the Company at the request or
        with the consent of the Investment Company and/or the Fund, will be
        reimbursed by the appropriate Fund.

   C.   Payment

        The compensation and out-of-pocket expenses shall be accrued by the Fund
        and shall be paid to the Company no less frequently than monthly, and
        shall be paid daily upon request of the Company. The Company will
        maintain detailed information about the compensation and out-of-pocket
        expenses by Fund and Class.

   D.   Any schedule of compensation agreed to hereunder, as may be adjusted
        from time to time, shall be dated and signed by a duly authorized
        officer of the Investment Company and/or the Funds and a duly authorized
        officer of the Company.

SECTION FOUR: Custody Services Procurement.

Article 15.  Appointment.
         The Investment Company hereby appoints Company as its agent to evaluate
      and obtain custody services from a financial institution that (i) meets
      the criteria established in Section 17(f) of the 1940 Act and (ii) has
      been approved by the Board as eligible for selection by the Company as a
      custodian (the "Eligible Custodian"). The Company accepts such
      appointment.

Article 16.  The Company and Its Duties.
         Subject to the review, supervision and control of the Board, the
Company shall:

     A.   evaluate and obtain custody services from a financial institution that
          meets the criteria established in Section 17(f) of the 1940 Act and
          has been approved by the Board as being eligible for selection by the
          Company as an Eligible Custodian;

     B.   negotiate and enter into agreements with Eligible Custodians for the
          benefit of the Investment Company, with the Investment Company as a
          party to each such agreement. The Company may, as paying agent, be a
          party to any agreement with any such Eligible Custodian;

     C.   establish procedures to monitor the nature and the quality of the
          services provided by Eligible Custodians;

     D.   monitor and evaluate the nature and the quality of services provided
          by Eligible Custodians;

     E.   periodically provide to the Investment Company (i) written reports on
          the activities and services of Eligible Custodians; (ii) the nature
          and amount of disbursements made on account of the each Fund with
          respect to each custodial agreement; and (iii) such other information
          as the Board shall reasonably request to enable it to fulfill its
          duties and obligations under Sections 17(f) and 36(b) of the 1940 Act
          and other duties and obligations thereof;

     F.   periodically provide recommendations to the Board to enhance Eligible
          Custodian's customer services capabilities and improve upon fees being
          charged to the Fund by Eligible Custodian; and

         The foregoing, along with any additional services that Company shall
      agree in writing to perform for the Fund under this Section Four, shall
      hereafter be referred to as "Custody Services Procurement."

Article 17.  Fees and Expenses.
   A.   Annual Fee

        For the performance of Custody Services Procurement by the Company
        pursuant to Section Four of this Agreement, the Investment Company
        and/or the Fund agree to compensate the Company in accordance with the
        fees agreed upon from time to time.

   B.   Reimbursements

        In addition to the fee paid under Section 11A above, the Investment
        Company and/or Fund agree to reimburse the Company for out-of-pocket
        expenses or advances incurred by the Company for the items agreed upon
        between the parties, as may be added to or amended from time to time. In
        addition, any other expenses incurred by the Company at the request or
        with the consent of the Investment Company and/or the Fund, will be
        reimbursed by the appropriate Fund.

   C.   Payment

        The compensation and out-of-pocket expenses shall be accrued by the Fund
        and shall be paid to the Company no less frequently than monthly, and
        shall be paid daily upon request of the Company. The Company will
        maintain detailed information about the compensation and out-of-pocket
        expenses by Fund.

   D.   Any schedule of compensation agreed to hereunder, as may be adjusted
        from time to time, shall be dated and signed by a duly authorized
        officer of the Investment Company and/or the Funds and a duly authorized
        officer of the Company.

Article 18.  Representations.
         The Company represents and warrants that it has obtained all required
      approvals from all government or regulatory authorities necessary to enter
      into this arrangement and to provide the services contemplated in Section
      Four of this Agreement.

SECTION FIVE: General Provisions.

Article 19.  Proper Instructions.

         As used throughout this Agreement, a "Proper Instruction" means a
      writing signed or initialed by one or more person or persons as the Board
      shall have from time to time authorized. Each such writing shall set forth
      the specific transaction or type of transaction involved. Oral
      instructions will be deemed to be Proper Instructions if (a) the Company
      reasonably believes them to have been given by a person previously
      authorized in Proper Instructions to give such instructions with respect
      to the transaction involved, and (b) the Investment Company, or the Fund,
      and the Company promptly cause such oral instructions to be confirmed in
      writing. Proper Instructions may include communications effected directly
      between electro-mechanical or electronic devices provided that the
      Investment Company, or the Fund, and the Company are satisfied that such
      procedures afford adequate safeguards for the Fund's assets. Proper
      Instructions may only be amended in writing.

Article 20.  Assignment.
         Except as provided below, neither this Agreement nor any of the rights
      or obligations under this Agreement may be assigned by either party
      without the written consent of the other party.

   A. This Agreement shall inure to the benefit of and be binding upon the
parties and their respective permitted successors and assigns.

   B.   With regard to Transfer Agency Services, the Company may without further
        consent on the part of the Investment Company subcontract for the
        performance of Transfer Agency Services with

        (1)   its subsidiary, Federated Shareholder Service Company, a Delaware
              business trust, which is duly registered as a transfer agent
              pursuant to Section 17A(c)(1) of the Securities Exchange Act of
              1934, as amended, or any succeeding statute ("Section 17A(c)(1)");
              or

        (2)   such other provider of services duly registered as a transfer
              agent under Section 17A(c)(1) as Company shall select.

        The Company shall be as fully responsible to the Investment Company for
        the acts and omissions of any subcontractor as it is for its own acts
        and omissions.

   C.   With regard to Fund Accounting Services, Administrative Services and
        Custody Procurement Services, the Company may without further consent on
        the part of the Investment Company subcontract for the performance of
        such services with Federated Administrative Services, a wholly-owned
        subsidiary of the Company.

   D.   The Company shall upon instruction from the Investment Company
        subcontract for the performance of services under this Agreement with an
        Agent selected by the Investment Company, other than as described in B.
        and C. above; provided, however, that the Company shall in no way be
        responsible to the Investment Company for the acts and omissions of the
        Agent.

Article 21.  Documents.
   A.   In connection with the appointment of the Company under this Agreement,
        the Investment Company shall file with the Company the following
        documents:

        (1)   A copy of the Charter and By-Laws of the Investment Company and
              all amendments thereto;

        (2) A copy of the resolution of the Board of the Investment Company
            authorizing this Agreement;

        (3)   Printed documentation from the recordkeeping system representing
              outstanding Share certificates of the Investment Company or
              the Funds;

        (4) All account application forms and other documents relating to
            Shareholders accounts; and

        (5) A copy of the current Prospectus for each Fund.

   B. The Fund will also furnish from time to time the following documents:

        (1)   Each resolution of the Board of the Investment Company
              authorizing the original issuance of each Fund's, and/or
              Class's Shares;

        (2)   Each Registration Statement filed with the SEC and amendments
              thereof and orders relating thereto in effect with respect to
              the sale of Shares of any Fund, and/or Class;

        (3)   A certified copy of each amendment to the governing document and
              the By-Laws of the Investment Company;

        (4)   Certified copies of each vote of the Board authorizing officers to
              give Proper Instructions to the Custodian and agents for fund
              accountant, custody services procurement, and shareholder
              recordkeeping or transfer agency services;

        (5)   Such other certifications, documents or opinions which the
              Company may, in its discretion, deem necessary or appropriate in
              the proper performance of its duties; and

        (6) Revisions to the Prospectus of each Fund.

Article 22.  Representations and Warranties.
   A.   Representations and Warranties of the Company

        The Company represents and warrants to the Fund that:

     (1)  it is a corporation duly organized and existing and in good standing
          under the laws of the Commonwealth of Pennsylvania;

     (2)  It is duly qualified to carry on its business in each jurisdiction
          where the nature of its business requires such qualification, and in
          the Commonwealth of Pennsylvania;

     (3)  it is empowered under applicable laws and by its Articles of
          Incorporation and By-Laws to enter into and perform this Agreement;

     (4)  all requisite corporate proceedings have been taken to authorize it to
          enter into and perform its obligations under this Agreement;

     (5)  it has and will continue to have access to the necessary facilities,
          equipment and personnel to perform its duties and obligations under
          this Agreement;

     (6)  it is in compliance with federal securities law requirements and in
          good standing as an administrator and fund accountant; and

   B.   Representations and Warranties of the Investment Company

        The Investment Company represents and warrants to the Company that:

     (1)  It is an investment company duly organized and existing and in good
          standing under the laws of its state of organization;

     (2)  It is empowered under applicable laws and by its Charter and By-Laws
          to enter into and perform its obligations under this Agreement;

     (3)  All corporate proceedings required by said Charter and By-Laws have
          been taken to authorize it to enter into and perform its obligations
          under this Agreement;

     (4)  The Investment Company is an open-end investment company registered
          under the 1940 Act; and

     (5)  A registration statement under the 1933 Act will be effective, and
          appropriate state securities law filings have been made and will
          continue to be made, with respect to all Shares of each Fund being
          offered for sale.

Article 23.  Standard of Care and Indemnification.
   A.   Standard of Care

        With regard to Sections One, Three and Four, the Company shall be held
        to a standard of reasonable care in carrying out the provisions of this
        Contract. The Company shall be entitled to rely on and may act upon
        advice of counsel (who may be counsel for the Investment Company) on all
        matters, and shall be without liability for any action reasonably taken
        or omitted pursuant to such advice, provided that such action is not in
        violation of applicable federal or state laws or regulations, and is in
        good faith and without negligence.

   B.   Indemnification by Investment Company

        The Company shall not be responsible for and the Investment Company or
        Fund shall indemnify and hold the Company, including its officers,
        directors, shareholders and their agents, employees and affiliates,
        harmless against any and all losses, damages, costs, charges, counsel
        fees, payments, expenses and liabilities arising out of or attributable
        to:

        (1)   The acts or omissions of any Custodian, Adviser, Sub-adviser or
              other party contracted by or approved by the Investment Company
              or Fund,

        (2)   The reliance on or use by the Company or its agents or
              subcontractors of information, records and documents in proper
              form which

              (a)   are received by the Company or its agents or subcontractors
                    and furnished to it by or on behalf of the Fund, its
                    Shareholders or investors regarding the purchase, redemption
                    or transfer of Shares and Shareholder account information;

              (b) are received by the Company from independent pricing services
                  or sources for use in valuing the assets of the Funds; or

              (c)   are received by the Company or its agents or subcontractors
                    from Advisers, Sub-advisers or other third parties
                    contracted by or approved by the Investment Company of Fund
                    for use in the performance of services under this Agreement;

              (d) have been prepared and/or maintained by the Fund or its
                  affiliates or any other person or firm on behalf of the
                  Investment Company.

        (3)   The reliance on, or the carrying out by the Company or its agents
              or subcontractors of Proper Instructions of the Investment
              Company or the Fund.

        (4)   The offer or sale of Shares in violation of any requirement under
              the federal securities laws or regulations or the securities laws
              or regulations of any state that such Shares be registered in such
              state or in violation of any stop order or other determination or
              ruling by any federal agency or any state with respect to the
              offer or sale of such Shares in such state.

              Provided, however, that the Company shall not be protected by this
              Article 23.B. from liability for any act or omission resulting
              from the Company's willful misfeasance, bad faith, negligence or
              reckless disregard of its duties or failure to meet the standard
              of care set forth in 23.A. above.

   C.   Reliance

        At any time the Company may apply to any officer of the Investment
        Company or Fund for instructions, and may consult with legal counsel
        with respect to any matter arising in connection with the services to be
        performed by the Company under this Agreement, and the Company and its
        agents or subcontractors shall not be liable and shall be indemnified by
        the Investment Company or the appropriate Fund for any action reasonably
        taken or omitted by it in reliance upon such instructions or upon the
        opinion of such counsel provided such action is not in violation of
        applicable federal or state laws or regulations. The Company, its agents
        and subcontractors shall be protected and indemnified in recognizing
        stock certificates which are reasonably believed to bear the proper
        manual or facsimile signatures of the officers of the Investment Company
        or the Fund, and the proper countersignature of any former transfer
        agent or registrar, or of a co-transfer agent or co-registrar.

   D.   Notification

        In order that the indemnification provisions contained in this Article
        23 shall apply, upon the assertion of a claim for which either party may
        be required to indemnify the other, the party seeking indemnification
        shall promptly notify the other party of such assertion, and shall keep
        the other party advised with respect to all developments concerning such
        claim. The party who may be required to indemnify shall have the option
        to participate with the party seeking indemnification in the defense of
        such claim. The party seeking indemnification shall in no case confess
        any claim or make any compromise in any case in which the other party
        may be required to indemnify it except with the other party's prior
        written consent.

Article 24.  Term and Termination of Agreement.
         This Agreement shall be effective from September 1, 1997, and shall
      continue until February 28, 2003 (`Term"). Thereafter, the Agreement will
      continue for 18 month terms. The Agreement can be terminated by either
      party upon 18 months notice to be effective as of the end of such 18 month
      period. In the event, however, of willful misfeasance, bad faith,
      negligence or reckless disregard of its duties by the Company, the
      Investment Company has the right to terminate the Agreement upon 60 days
      written notice, if Company has not cured such willful misfeasance, bad
      faith, negligence or reckless disregard of its duties within 60 days. The
      termination date for all original or after-added Investment companies
      which are, or become, a party to this Agreement. shall be coterminous.
      Investment Companies that merge or dissolve during the Term, shall cease
      to be a party on the effective date of such merger or dissolution.

         Should the Investment Company exercise its rights to terminate, all
      out-of-pocket expenses associated with the movement of records and
      materials will be borne by the Investment Company or the appropriate Fund.
      Additionally, the Company reserves the right to charge for any other
      reasonable expenses associated with such termination. The provisions of
      Articles 10 and 23 shall survive the termination of this Agreement.

Article 25.  Amendment.
         This Agreement may be amended or modified by a written agreement
executed by both parties.

Article 26.  Interpretive and Additional Provisions.
         In connection with the operation of this Agreement, the Company and the
      Investment Company may from time to time agree on such provisions
      interpretive of or in addition to the provisions of this Agreement as may
      in their joint opinion be consistent with the general tenor of this
      Agreement. Any such interpretive or additional provisions shall be in a
      writing signed by both parties and shall be annexed hereto, provided that
      no such interpretive or additional provisions shall contravene any
      applicable federal or state regulations or any provision of the Charter.
      No interpretive or additional provisions made as provided in the preceding
      sentence shall be deemed to be an amendment of this Agreement.

Article 27.  Governing Law.
         This Agreement shall be construed and the provisions hereof interpreted
      under and in accordance with the laws of the Commonwealth of Massachusetts

Article 28.  Notices.
         Except as otherwise specifically provided herein, Notices and other
      writings delivered or mailed postage prepaid to the Investment Company at
      Federated Investors Tower, Pittsburgh, Pennsylvania, 15222-3779, or to the
      Company at Federated Investors Tower, Pittsburgh, Pennsylvania,
      15222-3779, or to such other address as the Investment Company or the
      Company may hereafter specify, shall be deemed to have been properly
      delivered or given hereunder to the respective address.

Article 29.  Counterparts.
      This Agreement may be executed simultaneously in two or more counterparts,
 each of which shall be deemed an original. Article 30. Limitations of Liability
 of Trustees and Shareholders of the Company.
         The execution and delivery of this Agreement have been authorized by
      the Trustees of the Company and signed by an authorized officer of the
      Company, acting as such, and neither such authorization by such Trustees
      nor such execution and delivery by such officer shall be deemed to have
      been made by any of them individually or to impose any liability on any of
      them personally, and the obligations of this Agreement are not binding
      upon any of the Trustees or Shareholders of the Company, but bind only the
      appropriate property of the Fund, or Class, as provided in the Declaration
      of Trust.

Article 31.  Merger of Agreement.
         This Agreement constitutes the entire agreement between the parties
      hereto and supersedes any prior agreement with respect to the subject
      hereof whether oral or written.

Article 32.  Successor Agent.
         If a successor agent for the Investment Company shall be appointed by
      the Investment Company, the Company shall upon termination of this
      Agreement deliver to such successor agent at the office of the Company all
      properties of the Investment Company held by it hereunder. If no such
      successor agent shall be appointed, the Company shall at its office upon
      receipt of Proper Instructions deliver such properties in accordance with
      such instructions.

         In the event that no written order designating a successor agent or
      Proper Instructions shall have been delivered to the Company on or before
      the date when such termination shall become effective, then the Company
      shall have the right to deliver to a bank or trust company, which is a
      "bank" as defined in the 1940 Act, of its own selection, having an
      aggregate capital, surplus, and undivided profits, as shown by its last
      published report, of not less than $2,000,000, all properties held by the
      Company under this Agreement. Thereafter, such bank or trust company shall
      be the successor of the Company under this Agreement.

Article 33.  Force Majeure.
         The Company shall have no liability for cessation of services hereunder
      or any damages resulting therefrom to the Fund as a result of work
      stoppage, power or other mechanical failure, natural disaster,
      governmental action, communication disruption or other impossibility of
      performance.

Article 34.  Assignment; Successors.
         This Agreement shall not be assigned by either party without the prior
      written consent of the other party, except that either party may assign
      all of or a substantial portion of its business to a successor, or to a
      party controlling, controlled by, or under common control with such party.
      Nothing in this Article 34 shall prevent the Company from delegating its
      responsibilities to another entity to the extent provided herein.

Article 35.  Severability.
         In the event any provision of this Agreement is held illegal, void or
unenforceable, the balance shall remain in effect.

Article 36. Limitations of Liability of Trustees and Shareholders of the
Investment Company.
         The execution and delivery of this Agreement have been authorized by
      the Trustees of the Investment Company and signed by an authorized officer
      of the Investment Company, acting as such, and neither such authorization
      by such Trustees nor such execution and delivery by such officer shall be
      deemed to have been made by any of them individually or to impose any
      liability on any of them personally, and the obligations of this Agreement
      are not binding upon any of the Trustees or Shareholders of the Investment
      Company, but bind only the property of the Fund, or Class, as provided in
      the Declaration of Trust.



         IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
      executed in their names and on their behalf under their seals by and
      through their duly authorized officers, as of the day and year first above
      written.



                                          INVESTMENT COMPANIES (listed on
                                          Exhibit 1)


                                          By:  /s/ S. Elliott Cohan
                                          Name:  S. Elliott Cohan
                                          Title:  Assistant Secretary

                                          FEDERATED SERVICES COMPANY

                                          By: /s/ Thomas J. Ward
                                          Name:  Thomas J. Ward
                                          Title:  Secretary


<PAGE>


                              EXHIBIT 1

CONTRACT
DATE        INVESTMENT COMPANY

3/1/96            Municipal Securities Income Trust
3/1/96                  Federated California Municipal Income Fund
                  (formerly California Municipal Income Fund chg. 3/31/96)
12/1/97                 Class B Shares
3/1/96                        Class A Shares
                        (formerly Class F. Shares - chg. 12/1/97)
                        (formerly Fortress Shares chg. 3/31/96)
3/1/96                  Federated Michigan Intermediate Municipal Trust
                  (formerly Michigan Intermediate Municipal Trust chg. 3/31/96)
3/1/96                  Federated New York Municipal Income Fund
                  (formerly New York Municipal Income Fund chg. 3/31/96)
3/1/96                        Class F Shares
                        (formerly Fortress Shares chg. 3/31/96)
3/1/96                  Federated Ohio Municipal Income Fund
                  (formerly Ohio Municipal Income Fund chg. 3/31/96)
3/1/96                        Class F Shares
                        (formerly Fortress Shares chg. 3/31/96)
3/1/96                  Federated Pennsylvania Municipal Income Fund
                  (formerly Pennsylvania Municipal Income Fund chg. 3/31/96)
3/1/96                        Class A Shares
3/4/97                        Class B Shares









                                                 Exhibit 15(iii) under Form N-1A
                                               Exhibit 1 under Item 601/Reg. S-K

                                    EXHIBIT B
                                     to the
                                Distribution Plan

                        Municipal Securities Income Trust
                   Fedreated California Municipal Income Fund
                                 Class A Shares


         This Distribution Plan is adopted by between Municipal Securities
      Income Trust with respect to the Class of Shares of the Federated
      California Municipal Income Fund set forth above.

         In compensation for the services provided pursuant to this Plan, FSC
      will be paid a monthly fee computed at the annual rate of .25% of the
      average aggregate net asset value of the Class A Shares of Federated
      California Municipal Income Fund held during the month.

         Witness the due execution hereof this 1st day of December, 1997.



                                    Municipal Securities Income Trust


                                    By: /s/ John W. McGonigle
                                    Name:  John W. McGonigle
                                    Title:  Executive Vice President









                                                  Exhibit 15(iv) under Form N-1A
                                               Exhibit 1 under Item 601/Reg. S-K


                                    Exhibit 1
                                Amendment to the
                              Distribution Plan for
                            the Investment Companies
                                 Class B Shares


      1. This amendment to the Distribution Plan, ("Plan") is adopted by the
Board of Trustees/Directors of the Investment Companies with respect to the
Class of Shares of the portfolios ("Funds") of the Investment Companies set
forth on the attached Schedule A as to which the Plan has been adopted. This
Exhibit is hereby incorporated into the Plan in its entirety and made a part
thereof. In the event of any inconsistency between the terms of this Exhibit and
the terms of the Plan, the terms of this Exhibit shall govern. References herein
to the Plan shall mean the Plan as amended by this Exhibit. The terms of the
Plan as amended when effective in respect of the Class of Shares set forth above
shall apply to all amounts payable to the Principal Distributor in respect of
such Class of Shares whether arising out of sales of such Class of Shares before
or after such effective date.

      2. In compensation for the services provided pursuant to this Plan, the
Investment Companies on behalf of the Fund shall pay the Principal Distributor
its "Allocable Portion" (as defined in its Distributor's Contract as it relates
to the Class B Shares of the Fund) of a fee (the "Distribution Fee") computed at
the annual rate of 0.75 of 1% per annum on the average daily aggregate net asset
value of the Class B Shares of those Funds listed on Schedule A outstanding,
which fee shall be paid monthly in arrears.

      3. The Distributor's Contract in respect of the Class B Shares of each
Fund set forth above shall provide that: (I) the Principal Distributor in
respect of such Distributor's Contract will be deemed to have performed all
services required to be performed in order to be entitled to receive its
Allocable Portion of the Distribution Fees payable in respect of the Class B
Shares of such Fund upon the settlement date of each sale of a "Commission
Share" (as defined below) of such Fund taken into account in determining such
Principal Distributor's Allocable Portion of such Distribution Fees; (II) the
Investment Companies' obligation to pay such Principal Distributor its Allocable
Portion of the Distribution Fees payable in respect of the Class B Shares of
such Fund shall not be terminated or modified for any reason (including a
termination of the Distributor's Contract between such Principal Distributor and
such Fund) except to the extent required by a change in the Act or the Conduct
Rules of the National Association of Securities Dealers, Inc., in each case
enacted or promulgated after May 1, 1997, or in connection with a "Complete
Termination" (as hereinafter defined) of this Plan in respect of the Class B
Shares of such Fund; (III) the Investment Companies will not take any action to
waive or change any CDSC in respect of the Class B Shares of such Fund, except
as provided in the Funds' prospectus or statement of additional information
without the consent of the Principal Distributor and its assigns; (IV) neither
the termination of such Principal Distributor's role as Principal Distributor of
the Class B Shares of such Fund, nor the termination of such Distributor's
Contract nor the termination of this Plan will terminate such Principal
Distributor's right to its Allocable Portion of the CDSCs; and (V) such
Principal Distributor may assign, sell or pledge (collectively, "Transfer") its
rights to its Allocable Portion of the Distribution Fees and CDSCs (but not such
Principal Distributor's obligations to the Investment Companies under the
Distributor's Contract) to raise funds to make the expenditures related to the
distribution of Class B Shares of such Fund and in connection therewith, upon
receipt of notice of such Transfer, the Investment Companies shall pay to the
assignee, purchaser or pledgee (collectively with their subsequent transferees,
"Transferees") or third party beneficiaries such portion of the Principal
Distributor's Allocable Portion of the Distribution Fees or CDSCs in respect of
the Class B Shares of such Fund so sold or pledged and except as provided in
(II) above and notwithstanding anything of the contrary set forth in this
Exhibit or the Plan or in the Distributor's Contract, to the extent the
Principal Distributor has Transferred its right thereto as aforesaid, the
Investment Companies' obligation to pay to the Principal Distributor's
Transferee such Principal Distributor's Allocable Portion of the Distribution
Fees and CDSCs payable in respect of the Class B Shares of such Fund shall be
absolute and unconditional and shall not be subject to dispute, offset,
counterclaim or any defense whatsoever, including without limitation, any of the
foregoing based on the insolvency or bankruptcy of the Principal Distributor (it
being understood that such provision is not a waiver of the Investment
Companies' right to pursue such Principal Distributor and enforce such claims
against the assets of such Principal Distributor other than its right to the
Distribution Fees, CDSCs and servicing fees, in respect of the Class B Shares of
any Fund transferred in connection with such Transfer. For purposes of this
Plan, the term Allocable Portion of Distribution Fees or CDSCs payable in
respect of the Class B Shares of any Fund as applied to any Principal
Distributor shall mean the portion of such Distribution Fees or CDSCs payable in
respect of such Fund allocated to such Principal Underwriter in accordance with
the Allocation Schedule (as defined in the Distributor's Contract as it relates
to the Class B Shares of the Fund)). For purposes of this Plan, the term
"Complete Termination" of this Plan in respect of any Fund means a termination
of this Plan involving the complete cessation of the payment of Distribution
Fees in respect of all Class B Shares of such Fund, and the termination of the
distribution plans and the complete cessation of the payment of distribution
fees pursuant to every other Distribution Plan pursuant to rule 12b-1 of the
Investment Companies in respect of such Fund and any successor Fund or any Fund
acquiring a substantial portion of the assets of such Fund and for every future
class of shares which has substantially similar characteristics to the Class B
Shares of such Fund taking into account the manner of payment and amount of
sales charge, contingent deferred sales charge or other similar charges borne
directly or indirectly by the holders of such shares.


            Witness the due execution hereof this execution date.

                                    Investment Companies (listed on Schedule A)


                                    By: /s/ John W. McGonigle
                                    Title:  Executive Vice President
                                    Date: October 24,1997



<PAGE>


                                   Schedule A

Date:  10/24/97      DISTRIBUTION PLAN



                     Federated American Leaders Fund, Inc.
                        Class B Shares

                     Federated Equity Funds
                        Federated Aggressive Growth Fund
                        Class B Shares

                        Federated Growth Strategies Fund
                        Class B Shares

                        Federated Small Cap Strategies Fund
                        Class B Shares

                        Federated Capital Appreciation Fund
                        Class B Shares

                     Federated Equity Income Fund, Inc.
                        Class B Shares

                     Federated Fund for U.S. Government Securities, Inc.
                        Class B Shares

                     Federated Government Income Securities, Inc.
                        Class B Shares

                     Federated High Income Bond Fund, Inc.
                        Class B Shares

                     Federated Municipal Opportunities Fund, Inc.
                        Class B Shares

                     Federated Municipal Securities Fund, Inc.
                        Class B Shares

                     Federated Stock and Bond Fund, Inc.
                        Class B Shares

                     Federated Utility Fund, Inc.
                        Class B Shares

                     Fixed Income Securities, Inc.
                        Federated Strategic Income Fund
                        Class B Shares

                     International Series, Inc.
                        Federated International Equity Fund
                        Class B Shares

                        Federated International Income Fund
                        Class B Shares



<PAGE>


                     Investment Series Funds, Inc.
                        Federated Bond Fund
                        Class B Shares

                     Liberty U.S. Government Money Market Trust
                        Class B Shares

                     Municipal Securities Income Trust
                        Federated Pennsylvania Municipal Income Fund
                        Class B Shares

                     World Investment Series, Inc.
                        Federated World Utility Fund
                        Class B Shares

                        Federated Asia Pacific Growth Fund
                        Class B Shares

                        Federated Emerging Markets Fund
                        Class B Shares

                        Federated European Growth Fund
                        Class B Shares

                        Federated International Small Company Fund
                        Class B Shares

                        Federated Latin American Growth Fund
                        Class B Shares

                        Federated International High Income Fund
                        Class B Shares

                        Federated International Growth Fund
                        Class B Shares


The following Funds were added as of December 1, 1997:

                     Municipal Securities Income Trust
                        Federated California Municipal Income Fund
                        Class B Shares

                     World Investment Series, Inc.
                        Federated Global Equity Income Fund
                        Class B Shares


The following Funds were added as of March 1, 1998:

                     Federated Stock Trust
                        Class B Shares




<PAGE>


The following Funds were added as of June 1, 1998:

                     World Investment Series, Inc.
                        Federated Global Financial Services Fund
                        Class B Shares









                                                      Exhibit 19 under Form N-1A
                                              Exhibit 24 under Item 601/Reg. S-K


                                POWER OF ATTORNEY


      Each person whose signature appears below hereby constitutes and appoints
the Secretary and Assistant Secretary of MUNICIPAL SECURITIES INCOME TRUST and
the Deputy General Counsel of Federated Services Company, and each of them,
their true and lawful attorneys-in-fact and agents, with full power of
substitution and resubstitution for them and in their names, place and stead, in
any and all capacities, to sign any and all documents to be filed with the
Securities and Exchange Commission pursuant to the Securities Act of 1933, the
Securities Exchange Act of 1934 and the Investment Company Act of 1940, by means
of the Securities and Exchange Commission's electronic disclosure system known
as EDGAR; and to file the same, with all exhibits thereto and other documents in
connection therewith, with the Securities and Exchange Commission, granting unto
said attorneys-in-fact and agents, and each of them, full power and authority to
sign and perform each and every act and thing requisite and necessary to be done
in connection therewith, as fully to all intents and purposes as each of them
might or could do in person, hereby ratifying and confirming all that said
attorneys-in-fact and agents, or any of them, or their or his substitute or
substitutes, may lawfully do or cause to be done by virtue thereof.


SIGNATURES                          TITLE                                 DATE



/s/John F. Donahue                  Chairman and Trustee        August 3, 1998
John F. Donahue                       (Chief Executive Officer)



/s/Richard B. Fisher                President                   August 3, 1998
Richard B. Fisher



/s/J. Christopher Donahue           Executive Vice President    August 3, 1998
J. Christopher Donahue              and Trustee



/s/John W. McGonigle                Treasurer, Executive        August 3, 1998
John W. McGonigle                   Vice President and Secretary
                                    (Principal Financial and
                                        Accounting Officer)



/s/Thomas G. Bigley                 Trustee                     August 3, 1998
Thomas G. Bigley



/s/Nicholas P. Constantakis         Trustee                     August 3, 1998
Nicholas P. Constantakis




<PAGE>


SIGNATURES                          TITLE                                 DATE



/s/John T. Conroy, Jr.              Trustee                     August 3, 1998
John T. Conroy, Jr.



/s/William J. Copeland              Trustee                     August 3, 1998
William J. Copeland



/s/James E. Dowd                    Trustee                     August 3, 1998
James E. Dowd



/s/Lawrence D. Ellis, M.D.          Trustee                     August 3, 1998
Lawrence D. Ellis, M.D.



/s/Edward L. Flaherty, Jr.          Trustee                     August 3, 1998
Edward L. Flaherty, Jr.



/s/Peter E. Madden                  Trustee                     August 3, 1998
Peter E. Madden



/s/John E. Murray, Jr.              Trustee                     August 3, 1998
John E. Murray, Jr.



/s/Wesley W. Posvar                 Trustee                     August 3, 1998
Wesley W. Posvar



/s/Marjorie P. Smuts                Trustee                     August 3, 1998
Marjorie P. Smuts




Sworn to and subscribed before me this   3   day of  August         , 1998

/s/Cheri S. Good
Cheri S. Good
Notarial Seal
Cheri S. Good, Notary Public
Pittsburgh, Allegheny County
My Commission Expires Nov. 19, 2001
Member, Pennsylvania Association of Notaries






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