VIRTUS FUNDS
497, 1995-03-14
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NVESTMENT SHARES
TRUST SHARES
Supplement to Prospectus dated January 31, 1995 as supplemented on February 15, 
1995

1.	Please delete the section entitled "Investing in Securities of Other 
Investment Companies" on page 16 of the prospectus, and replace it with the 
following:  "Investing in Securities of Other Investment Companies 
The Funds may invest in the securities of other investment companies, but 
will not own more than 3% of the total outstanding voting stock of any 
investment company, invest more than 5% of total assets in any one investment 
company, or invest more than 10% of total assets in investment companies in 
general.  The Funds will invest in other investment companies primarily for 
the purpose of investing short-term cash which has not yet been invested in 
other portfolio instruments.  It should be noted that investment company 
would be subject to certain duplicate expenses, particularly transfer agent 
and custodian fees.  The adviser will waive its investment advisory fee on 
assets invested in securities of open-end investment companies."
2.	Please delete the last sentence of the third paragraph under the heading 
entitled "Synopsis" on page 1, and replace it with the following:
"The Funds are advised by Virtus Capital Management, Inc." 
3.	Effective March 6, 1995, a new portfolio of the Trust, The Strategic Stock 
Fund, will offer a single class of shares.  The Fund is designed for 
institutional and retail customers of Signet Bank and its affiliates as a 
convenient means of accumulating an interest in a professionally managed, 
diversified portfolio investing primarily in common stocks of large, medium 
and small capitalization companies.  The shares will be offered pursuant to a 
separate prospectus.

March 15, 1995

	FEDERATED SECURITIES CORP.	
		
Distributor
A subsidiary of Federated Investors
Federated Investors Tower
Pittsburgh, PA  15222-3779
G00564-09 (3/95) 

TRUST SHARES
Supplement to Prospectus dated January 31, 1995 as supplemented on February 1995


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