INSURANCE MANAGEMENT SERIES
485APOS, 1995-02-22
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                                          1933 Act File No. 33-69268
                                          1940 Act File No. 811-8042

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933             X

    Pre-Effective Amendment No.

    Post-Effective Amendment No.   4                                X

and/or

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940     X

    Amendment No.  5                                                X

INSURANCE MANAGEMENT SERIES

(Exact Name of Registrant as Specified in Charter)

Federated Investors Tower, Pittsburgh, Pennsylvania 15222-3779
(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   April 24, 1995  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.

Registrant has filed with the Securities and Exchange Commission a declaration 
pursuant to Rule 24f-2 under the Investment Company Act of 1940, and:

 X  filed the Notice required by that Rule on   February 15, 1995  ; or
    intends to file the Notice required by that Rule on or about ____________; 
    or
    during the most recent fiscal year did not sell any securities pursuant to 
    Rule 24f-2
    under the Investment Company Act of 1940, and, pursuant to Rule 
    24f-2(b)(2), need not file the Notice.


                              Copies To:

Matthew G. Maloney, Esquire
Dickstein, Shapiro & Morin, L.L.P.
2101 L Street, N.W.
Washington, D.C.  20037
CROSS REFERENCE SHEET


     This Amendment to the Registration Statement of Insurance Management 
Series, which
consists of six portfolios: (1) Equity Growth and Income Fund, (2) Utility 
Fund, (3) U.S.
Government Bond Fund, (4) Corporate Bond Fund, (5) Prime Money Fund, and 
(6) International
Equity Fund, relates only to Equity Growth and Income Fund, and is comprised 
of the following:

PART A.   INFORMATION REQUIRED IN A PROSPECTUS.

                                          Prospectus Heading
                                          (Rule 404(c) Cross Reference)

Item 1.     Cover Page                    (1-6) Cover Page.
Item 2.     Synopsis                      Not applicable.
Item 3.     Condensed Financial
             Information                  (1-4) Financial Highlights; (1-6) 
                                          Performance Information.
Item 4.     General Description of
             Registrant                   (1-6) General Information; (1-6) 
                                          Investment
                                          Information; (1-6) Investment 
                                          Objectives; (1-6)
                                          Investment Policies; (4,5) Investment 
                                          Risks; (1-
                                          6) Investment Limitations; (5) 
                                          Regulatory
                                          Compliance.
Item 5.     Management of the Fund        (1-6) Fund Information; (1-6) 
                                          Management of the
                                          Fund; (1-6) Distribution of Fund 
                                          Shares; (1-6)
                                          Administration of the Fund; (1-6) 
                                          Brokerage
                                          Transactions; (1-6) Expenses of the 
                                          Fund.
Item 6.     Capital Stock and Other
             Securities                   (1-6) Dividends; (1-6) Shareholder 
                                          Information;
                                          (1-6) Tax Information; (1-6) Federal 
                                          Taxes; (1-
                                          6) State and Local Taxes; (1-6) 
                                          Voting Rights.
Item 7.     Purchase of Securities Being
             Offered                      (1-6) Net Asset Value; (1-6) 
                                          Investing in the
                                          Fund; (1-6) Purchases and 
                                          Redemptions; (1-6)
                                          What Shares Cost.
Item 8.     Redemption or Repurchase      (1-6) Purchases and Redemptions.
Item 9.     Pending Legal Proceedings     None.

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

Item 10.    Cover Page                    (1-6) Cover Page.
Item 11.    Table of Contents             (1-6) Table of Contents.
Item 12.    General Information and
             History                      Not Applicable.
Item 13.    Investment Objectives and
             Policies                     (1-6) Investment Objectives and 
                                          Policies; (1-6)
                                          Investment Limitations.
Item 14.    Management of the Fund        (2-5) Fund Management; (1,6) Insurance
                                          Management Series Management; (1) 
                                          Trustees
                                          Compensation.
Item 15.    Control Persons and Principal
             Holders of Securities        (1-6) Fund Ownership.
Item 16.    Investment Advisory and Other
             Services                     (1-6) Investment Advisory Services; 
                                          (1-6)
                                          Administrative Services; (6) Transfer 
                                          Agent and
                                          Dividend Disbursing Agent.
Item 17.    Brokerage Allocation          (1-6) Brokerage Transactions.
Item 18.    Capital Stock and Other
             Securities                   Not Applicable.
Item 19.    Purchase, Redemption and Pricing
            of Securities Being Offered   (1-6) Purchasing Shares; (1-6) 
                                          Determining Net
                                          Asset Value.
Item 20.    Tax Status                    (1-6) Tax Status.
Item 21.    Underwriters                  Not Applicable.
Item 22.    Calculation of Performance
             Data                         (1-6) Total Return; (1-6) Yield; 
                                          (5) Effective
                                          Yield; (1-6) Performance Comparisons.
Item 23.    Financial Statements          (1-4) To be filed by amendment; 
                                          (5,6) To be
                                          filed with 4-6 month update.


Equity Growth and Income Fund
    (A Portfolio of Insurance Management Series)
    
    Prospectus

This Prospectus offers shares of the Equity Growth and Income Fund (the
"Fund"), which is a diversified investment portfolio in the Insurance
Management Series (the "Trust"), an open-end, diversified management
investment company. The primary investment objective of the Fund is to
achieve long-term growth of capital. The Fund's secondary objective is
to provide income. Shares of the Fund may be sold only to separate
accounts of insurance companies to serve as the investment medium for
variable life insurance policies and variable annuity contracts issued
by insurance companies.
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 through the variable annuity contracts and
variable life insurance policies offered by insurance companies which
provide for investment in the Fund. Keep this Prospectus for future
reference.
   
The Fund has also filed a Statement of Additional Information dated
April 30, 1995, with the Securities and Exchange Commission. 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 free of charge by calling 1-
800-235-4669. To obtain other information or to make inquiries about the
Fund, contact the Fund at the address listed in the back of this
prospectus.
    
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE
SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION
PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY
REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
FUND SHARES ARE AVAILABLE EXCLUSIVELY AS FUNDING VEHICLES FOR LIFE
INSURANCE COMPANIES WRITING VARIABLE ANNUITY CONTRACTS AND VARIABLE LIFE
INSURANCE POLICIES. THIS PROSPECTUS SHOULD BE ACCOMPANIED BY THE
PROSPECTUS FOR SUCH CONTRACTS.
   
Prospectus dated April 30, 1995
    
    General Information           2
    Investment Information        2
      Investment Objectives        2
      Investment Policies          2
      Investment Limitations       5
    Net Asset Value               5
    Investing in the Fund         6
      Purchases and Redemptions    6
      What Shares Cost             6
      Dividends                    6
    Fund Information              7
      Management of the Fund       7
      Distribution of Fund
       Shares                     8
      Brokerage Transactions       8
      Expenses of the Fund         9
    Shareholder Information       9
      Voting Rights                9
    Tax Information               9
      Federal Taxes                9
      State and Local Taxes       10
    Performance Information      10
    Appendix                     11
    Addresses                    14
     General Information
The Fund is a portfolio of the Trust which was established as a
Massachusetts business trust under a Declaration of Trust dated
September 15, 1993. The Declaration of Trust permits the Trust to offer
separate series of shares of beneficial interest in separate portfolios
of securities, including the Fund.
Shares of the Fund are sold only to insurance companies as funding
vehicles for variable annuity contracts and variable life insurance
policies issued by the insurance companies. Shares of the Fund are sold
at net asset value as described in the section entitled "What Shares
Cost." Shares of the Fund are redeemed at net asset value.
     Investment Information
     Investment Objectives
The primary investment objective of the Fund is to achieve long-term
growth of capital. The Fund's secondary objective is to provide income.
The investment objectives cannot be changed without the approval of the
Fund's shareholders. While there is no assurance that the Fund will
achieve its investment objectives, it endeavors to do so by following
the investment policies described in this Prospectus.
     Investment Policies
The Fund pursues its investment objectives by investing, under normal
circumstances, at least 65% of its total assets in common stock of "blue-
chip" companies. "Blue-chip" companies generally are top-quality,
established growth companies which, in the opinion of the investment
adviser, meet one or more of the following criteria:
        -  industry leader with proven management capabilities;
        -  historical and future earnings growth rate of approximately
          10% compounded annually;
        -  strong balance sheet with pension liabilities funded;
        -  products with brand recognition and consumer acceptance;
        -  growing consumer-based demand with limited government sales;
        -  ability to meet social, political, and environmental
          problems;
        -  vigorous research effort with continuing new product flow;
        -  low external capital requirements; and
        -  not an import competitive company but possessing
          international capabilities.
Unless indicated otherwise, the investment policies of the Fund may be
changed by the Board of Trustees ("Trustees") without the approval of
shareholders. Shareholders will be notified before any material change
in these policies becomes effective.
Acceptable Investments. The Fund's investment approach is based on the
conviction that over the long term the economy will continue to expand
and develop and that this economic growth will be reflected in the
growth of the revenues and earnings of blue-chip companies. Given these
long-term investment horizons, the Fund will attempt to hold its
portfolio securities throughout market cycles.
        Common Stocks. The Fund invests primarily in common stocks of
        blue-chip companies selected by the Fund's investment adviser
        based on the criteria set forth above and traditional research
        techniques and technical factors, including assessment of
        earnings and dividend growth prospects and of the risk and
        volatility of the company's industry. Other factors, such as
        product position or market share, will also be considered by
        the Fund's investment adviser.
           
        Convertible Securities. The Fund may invest in convertible
        securities and warrants of the blue-chip companies. Convertible
        securities are fixed-income securities which may be exchanged
        or converted into a predetermined number of the issuer's
        underlying common stock at the option of the holder during a
        specified time period. Convertible securities may take the form
        of convertible preferred stock, convertible bonds or
        debentures, units consisting of "usable" bonds and warrants or
        a combination of the features of several of these securities.
        The Fund invests in convertible bonds rated "B" or higher by
        Standard & Poor's Ratings Group ("S& P") or Moody Investors
        Service, Inc. ("Moody's") at the time of investment or, if
        unrated, of comparable quality.  If a convertible bond is rated
        below "B" according to the characteristics set forth hereafter
        after the Fund has purchased it, the Fund is not required to
        drop the convertible bond from the portfolio but will consider
        appropriate action. The investment characteristics of each
        convertible security vary widely, which allows convertible
        securities to be employed for different investment objectives.
        Convertible bonds and convertible preferred stocks are fixed-
        income securities that generally retain the investment
        characteristics of fixed-income securities until they have been
        converted but also react to movements in the underlying equity
        securities. The holder is entitled to receive the fixed-income
        of a bond or the dividend preference of a preferred stock until
        the holder elects to exercise the conversation privilege.
        Usable bonds are corporate bonds that can be used in whole or
        in part, customarily at full face value, in lieu of cash to
        purchase the issuer's common stock. When owned as part of a
        unit along with warrants, which are options to buy the common
        stock, they function as convertible bonds, except that the
        warrants generally will expire before the bond's maturity.
        Convertible securities are senior to equity securities and,
        therefore, have a claim to assets of the corporation prior to
        the holders of common stock in the case of liquidation.
        However, convertible securities are generally subordinated to
        similar nonconvertible securities of the same company. The
        interest income and dividends from convertible bonds and
        preferred stocks provide a stable stream of income with
        generally higher yields than common stocks, but lower than
        nonconvertible securities of similar quality. The Fund will
        exchange or convert the convertible securities held in its
        portfolio into shares of the underlying common stock in
        instances in which, in the investment adviser's opinion, the
        investment characteristics of the underlying common shares will
        assist the Fund in achieving its investment objective.
        Otherwise, the Fund will hold or trade the convertible
        securities. In selecting convertible securities for the Fund,
        the Fund's adviser evaluates the investment characteristics of
        the convertible security as a fixed-income instrument and the
        investment potential of the underlying equity security for
        capital appreciation. In evaluating these matters with respect
        to a particular convertible security, the Fund's adviser
        considers numerous factors, including the economic and
        political outlook, the value of the security relative to other
        investment alternatives, trends in the determinants of the
        issuer's profits, and the issuer's management capability and
        practices.
            
        Bank Instruments and Securities of Other Investment Companies.
        Primarily to manage short-term cash, the Fund may also invest
        in certificates of deposit, demand and time deposits, bankers'
        acceptances, deposit notes, and other instruments of domestic
        and foreign banks and other deposit institutions ("Bank
        Instruments") and securities of other investment companies.
Repurchase Agreements. The Fund will engage in repurchase agreements.
Repurchase agreements are arrangements in which banks, broker/dealers,
and other recognized financial institutions sell U.S. government
securities or other securities to the Fund and agree at the time of sale
to repurchase them at a mutually agreed upon time and price. The Fund or
its custodian will take possession of the securities subject to
repurchase agreements and these securities will be marked to market
daily. 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 found by the Fund's adviser to be creditworthy
pursuant to guidelines established by the Trustees.
Restricted and Illiquid Securities. As a matter of investment practice,
the Fund may invest up to 15% of its total assets in restricted
securities. This restriction is not applicable to commercial paper
issued under Section 4(2) of the Securities Act of 1933. 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 on resale under federal securities law. To the extent
restricted securities are deemed to be illiquid, the Fund will limit
their purchase, including non-negotiable time deposits, repurchase
agreements providing for settlement in more than seven days after
notice, over-the-counter options, and certain restricted securities
determined by the Trustees not to be liquid, to 15% of the net assets of
the Fund.
When-Issued and Delayed Delivery Transactions. The Fund may purchase
portfolio 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. In when-issued
and delayed delivery transactions, the Fund relies on the seller to
complete the transaction. The seller's failure to complete the
transaction may cause the Fund to miss a price or yield considered to
the advantageous.
Lending of Portfolio Securities. In order to generate additional income,
the Fund may lend portfolio securities on a short-term or long-term
basis, or both, up to one-third of the value of its total assets to
broker/dealers, banks, or other institutional borrowers of securities.
This is a fundamental policy which may not be changed without the
approval of shareholders. The Fund will only enter into loan
arrangements with broker/dealers, banks, or other institutions which the
adviser has determined are creditworthy under guidelines established by
the Trustees, and will receive collateral in the form of cash or U.S.
government securities equal to at least 100% of the value of the
portfolio securities loaned at all times.
Temporary Investments. For defensive purposes only, the Fund may also
invest temporarily in cash and cash items during times of unusual market
conditions and to maintain liquidity. Cash items may include short-term
obligations such as:
        -  commercial paper rated A-1 or A-2 by S&P, Prime-1 or Prime-2
          by Moody's, or F-1 or F-2 by Fitch;
        -  securities issued and/or guaranteed as to the payment of
          principal and interest by the U.S. government or its agencies
          and instrumentalities; and
        -  repurchase agreements.
Variable Asset Regulations. The Fund is also subject to variable
contract asset regulations prescribed by the U.S. Treasury Department
under Section 817(h) of the Internal Revenue Code. After a one year
start-up period, the regulations generally require that, as of the end
of each calendar quarter or within 30 days thereafter, no more than 55%
of the total assets of the Fund may be represented by any one
investment, no more than 70% of the total assets of the Fund may be
represented by any two investments, no more than 80% of the total assets
of the Fund may be represented by any three investments, and no more
than 90% of the total assets of the Fund may be represented by any four
investments. In applying these diversification rules, all securities of
the same issuer, all interests in the same real property project, and
all interests in the same commodity are each treated as a single
investment. In the case of government securities, each government agency
or instrumentality shall be treated as a separate issuer. If the Fund
fails to achieve the diversification required by the regulations, unless
relief is obtained from the Internal Revenue Service, the contracts
invested in the Fund will not be treated as annuity, endowment, or life
insurance contracts.
The Fund will be operated at all times so as to comply with the
foregoing diversification requirements.
State Insurance Regulations. The Fund is intended to be a funding
vehicle for variable annuity contracts and variable life insurance
policies offered by certain insurance companies. The contracts will seek
to be offered in as many jurisdictions as possible. Certain states have
regulations concerning, among other things, the concentration of
investments, sales and purchases of futures contracts, and short sales
of securities. If applicable, the Fund may be limited in its ability to
engage in such investments and to manage its portfolio with desired
flexibility. The Fund will operate in material compliance with the
applicable insurance laws and regulations of each jurisdiction in which
contracts will be offered by the insurance companies which invest in the
Fund.
     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
          money and engage in reverse repurchase agreements in amounts
          up to one-third of the value of its total assets and pledge
          up to 15% of its total assets to secure such borrowings.
The above investment limitation 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.
The Fund will not:
        -  invest more than 10% of its total assets in securities of
          other investment companies.
     Net Asset Value
The net asset value per share of the Fund fluctuates. It is determined
by dividing the sum of the market value of all securities and other
assets of the Fund, less liabilities, by the number of shares
outstanding.
     Investing in the Fund
     Purchases and Redemptions
Shares of the Fund are not sold directly to the general public. The
Fund's shares are used solely as the investment vehicle for separate
accounts of insurance companies offering variable annuity contracts and
variable life insurance policies. The use of Fund shares as investments
for both variable annuity contracts and variable life insurance policies
is referred to as "mixed funding." The use of Fund shares as investments
by separate accounts of unaffiliated life insurance companies is
referred to as "shared funding."
The Fund intends to engage in mixed funding and shared funding in the
future. Although the Fund does not currently foresee any disadvantage to
contract owners due to differences in redemption rates, tax treatment,
or other considerations, resulting from mixed funding or shared funding,
the Trustees of the Fund will closely monitor the operation of mixed
funding and shared funding and will consider appropriate action to avoid
material conflicts and take appropriate action in response to any
material conflicts which occur. Such action could result in one or more
participating insurance companies withdrawing their investment in the
Fund.
Shares of the Fund are purchased or redeemed on behalf of participating
insurance companies at the next computed net asset value after an order
is received on days on which the New York Stock Exchange is open.
     What Shares Cost
Shares of the Fund are sold and redeemed at the net asset value
calculated at 4:00 p.m. (Eastern time), Monday through Friday. The Fund
reserves the right to reject any purchase request.
Net asset value of shares of the Fund will not be calculated 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 on which no shares are tendered for redemption and
no orders to purchase shares are received; and (iii) the following
holidays: New Year's Day, Presidents' Day, Good Friday, Memorial Day,
Independence Day, Labor Day, Thanksgiving Day and Christmas Day.
Purchase orders from separate accounts investing in the Fund which are
received by the insurance companies by 4:00 p.m. (Eastern time), will be
computed at the net asset value of the Fund determined on that day, as
long as such purchase orders are received by the Fund in proper form and
in accordance with applicable procedures by 8:00 a.m. (Eastern time) on
the next business day and as long as federal funds in the amount of such
orders are received by the Fund on the next business day. It is the
responsibility of each insurance company which invests in the Fund to
properly transmit purchase orders and federal funds in accordance with
the procedures described above.
     Dividends
Dividends on shares of the Fund are declared and paid quarterly.
Shares of the Fund will begin earning dividends if owned on the
applicable record date. Dividends of the Fund are automatically
reinvested in additional shares of the Fund on payment dates at the ex-
dividend date net asset value.
     Fund Information
     Management of the Fund
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 Trust's powers except those reserved for
the shareholders. The Executive Committee of the Board of Trustees
handles the Board's 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, 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.75 of 1% 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 and
        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. All of the Class A (voting)
        shares of Federated Investors are owned by a trust, the
        trustees of which are John F. Donahue, Chairman and Trustee of
        Federated Investors, Mr. Donahue's wife, and Mr. Donahue's son,
        J. Christopher Donahue, who is President and Trustee of
        Federated Investors.
        Federated Advisers and other subsidiaries of Federated
        Investors 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. Total assets under management or
        administration by these and other subsidiaries of Federated
        Investors are approximately $70 billion. Federated Investors,
        which was founded in 1956 as Federated Investors, Inc.,
        develops and manages mutual funds primarily for the financial
        industry. Federated Investors' track record of competitive
        performance and its disciplined, risk averse investment
        philosophy serve approximately 3,500 client institutions
        nationwide. Through these same client institutions, individual
        shareholders also have access to this same level of investment
        expertise.
        Peter R. Anderson has been the Fund's portfolio manager since
        the Fund commenced operations. Mr. Anderson joined Federated
        Investors in 1972 as, and is presently, a Senior Vice President
        of the Fund's investment adviser. Mr. Anderson is a Chartered
        Financial Analyst and received his M.B.A. in Finance from the
        University of Wisconsin.
           
        Frederick L. Plautz has been the Fund's co-portfolio manager
        since December 1994.  Mr. Plautz joined Federated Investors in
        1990 and has been a Vice President of the Fund's investment
        adviser since October 1994.  Prior to this, Mr. Plautz served
        as an Assistant Vice President of the investment adviser.  Mr.
        Plautz was a portfolio manager at Banc One Asset Management
        Corp. from 1986 until 1990.  Mr. Plautz received his M.S. in
        Finance from the University of Wisconsin.
            
     Distribution of Fund Shares
Federated Securities Corp. is the principal distributor for shares of
the Fund. Federated Securities Corp. is located at Federated Investors
Tower, Pittsburgh, Pennsylvania 15222-3779. 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 Administrative Services, a subsidiary
of Federated Investors, provides administrative personnel and services
(including certain legal and financial reporting services) necessary to
operate the Fund. Federated Administrative Services provides these at an
annual rate which relates to the average aggregate daily net assets of
all funds advised by subsidiaries of Federated Investors ("Federated
Funds") as specified below:
                  Maximum                       Average Aggregate Daily Net
                  Administrative Fee            Assetsof the Federated Funds
                  0.15 of 1%                    on the first $250 million
                  0.125 of 1%                   on the next $250 million
                  0.10 of 1%                    on the next $250 million
                  0.075 of 1%                   on assets in excess of $750
million
The administrative fee received during any fiscal year shall be at least
$125,000 per portfolio and $30,000 per each additional class of shares.
Federated Administrative Services may choose voluntarily to waive a
portion of its fee.
Custodian. State Street Bank and Trust Company, P.O. Box 8604, Boston,
Massachusetts 02266-8604, is custodian for the securities and cash of
the Fund.
Transfer Agent and Dividend Disbursing Agent. Federated Services
Company, Pittsburgh, Pennsylvania, a subsidiary of Federated Investors,
is the transfer agent for shares of the Fund and dividend disbursing
agent for the Fund.
Legal Counsel. Legal counsel for the Fund is provided by Houston,
Houston & Donnelly, Pittsburgh, Pennsylvania, and Dickstein, Shapiro &
Morin, Washington, D.C.
Independent Auditors. The independent auditors for the Fund are Deloitte
& Touche, Boston, Massachusetts.
     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 utilize those who are recognized dealers in specific portfolio
instruments, except when a better price and execution of the order can
be obtained elsewhere. In selecting among firms believed to meet these
criteria, the adviser may give consideration to those firms which have
sold or are selling shares of the other funds distributed by Federated
Securities Corp. The adviser makes decisions on portfolio transactions
and selects brokers and dealers subject to review by the Trustees.
     Expenses of the Fund
The Fund pays all of its own expenses and its allocable share of Trust
expenses. These expenses may include, but are not limited to, the cost
of: organizing the Trust and continuing its existence; Trustees' fees;
investment advisory and administrative services; printing prospectuses
and other documents for contract holders; registering the Trust, the
Fund, and shares of the Fund; taxes and commissions; issuing,
purchasing, repurchasing, and redeeming shares; custodians, transfer
agents, dividend disbursing agents, contract holders servicing agents,
and registrars; printing, mailing, auditing, accounting, and legal
expenses; reports to contract holders and governmental agencies;
meetings of Trustees and contract holders and proxy solicitations
therefor; insurance; association membership dues; and such nonrecurring
and extraordinary items as may arise. However, the investment adviser
may voluntarily reimburse some expenses.
     Shareholder Information
     Voting Rights
The insurance company separate accounts, as shareholders of the Fund,
will vote the Fund shares held in their separate accounts at meetings of
the shareholders. Voting will be in accordance with instructions
received from contract owners of the separate accounts, as more fully
outlined in the prospectus of the separate account.
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 in the Trust have equal voting rights except
that only shares of the Fund are entitled to vote on matters affecting
only the Fund. As a Massachusetts business trust, the Trust is not
required to hold annual shareholder meetings. Shareholder approval will
be sought only for certain changes in the Trust or the Fund's operation
and for the election of Trustees in certain circumstances.
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 outstanding shares of all series of the Trust.
     Tax Information
     Federal Taxes
The Fund will pay no federal income tax because the Fund expects to meet
requirements of the Internal Revenue 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.
The Fund intends to comply with the variable asset diversification
regulations which are described earlier in this Prospectus. If the Fund
fails to comply with these regulations, contracts invested in the Fund
shall not be treated as annuity, endowment, or life insurance contracts
under the Internal Revenue Code.
Contract owners should review the applicable contract prospectus for
information concerning the federal income tax treatment of their
contracts and distributions from the Fund to the separate accounts.
     State and Local Taxes
Contract owners are urged to consult their own tax advisers regarding
the status of their contracts under state and local tax laws.
     Performance Information
From time to time the Fund advertises total return and 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 gain 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 Securities and Exchange Commission) 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 yield does not necessarily reflect income
actually earned by the Fund and, therefore, may not correlate to the
dividends or other distributions paid to shareholders. Performance
information will not reflect the charges and expenses of a variable
annuity or variable life insurance contract. Because shares of the Fund
can only be purchased by a separate account of an insurance company
offering such a contract, you should review the performance figures of
the contract in which you are invested, which performance figures will
accompany any advertisement of the Fund's performance.
From time to time, the Fund may advertise its performance using certain
financial publications and/or compare its performance to certain
indices.
     Appendix
Standard & Poor's Corporate Bond Ratings Definitions
AAA--Debt rated AAA has the highest rating assigned by Standard &
Poor's. 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, B, CCC, and CC--Debt rated BB, B, CCC and CC is regarded, on
balance, as predominantly speculative with respect to capacity to pay
interest and repay principal in accordance with the terms of the
obligation. BB indicates the lowest degree of speculation and CC the
highest degree of speculation. While such debt will likely have some
quality and protective characteristics, these are outweighed by large
uncertainties of major risk exposures to adverse conditions.
C--The rating C is reserved for income bonds on which no interest is
being paid.
D--Debt rated D is in default, and payment of interest and/or repayment
of principal is in arrears.
Moody's Investors Service, Inc., Corporate 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 edge." 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 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 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.
Fitch Investors Service, Inc., 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.
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
obligor's 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 or 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 Corporation Commercial Paper Ratings
A-1--This designation indicates that the degree of safety regarding
timely payment is either overwhelming or very strong. Those issues
determined to possess overwhelming safety characteristics are denoted
with a plus (+) sign designation.
A-2--Capacity for timely payment on issues with this designation is
strong.
However, the relative degree of safety is not as high as 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: 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;
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.
Fitch Investors Service, Inc., Commercial Paper Ratings
Fitch-1--(Highest Grade) Commercial paper assigned this rating is
regarded as having the strongest degree of assurance for timely payment.
Fitch-2Very Good Grade) Issues assigned this rating reflect an assurance
of timely payment only slightly less in degree than the strongest
issues.
     Addresses
     Insurance Management Series
           Equity Growth and Income Fund Federated Investors Tower
                                         Pittsburgh, Pennsylvania 15222-
     3779
     
     Distributor
           Federated Securities Corp.    Federated Investors Tower
                                         Pittsburgh, Pennsylvania 15222-
     3779
     
     Investment Adviser
           Federated Advisers            Federated Investors Tower
                                         Pittsburgh, Pennsylvania 15222-
     3779
     
     Custodian
           State Street Bank and         P.O. Box 8604
           Trust Company                 Boston, Massachusetts 02266-
     8604
     
     Transfer Agent and Dividend Disbursing Agent
           Federated Services Company    Federated Investors Tower
                                         Pittsburgh, Pennsylvania 15222-
     3779
     
     Legal Counsel
           Houston, Houston & Donnelly   2510 Centre City Tower
                                         Pittsburgh, Pennsylvania 15222
     
     Legal Counsel
           Dickstein, Shapiro & Morin    2101 L Street, N.W.
                                         Washington, D.C. 20037
     
     Independent Auditors
           Deloitte & Touche             125 Summer Street
                                         Boston, Massachusetts 02110-
     1617
     
                                             
                                             
                                             Equity Growth and
                                             Income Fund
                                             Prospectus
                                             
                                              A Diversified Portfolio of
                                              Insurance Management Series
                                              An Open-End, Management
                                              Investment Company
                                              
                                                 
                                              April 30, 1995
                                                  
     


    FEDERATED SECURITIES CORP.

    Distributor
    A subsidiary of Federated
    Investors
    Federated Investors Tower
    Pittsburgh, PA  15222-3779
       
    458043502
    3113010A (4/95)
        




Equity Growth and Income Fund

(A Portfolio of Insurance Management Series)
Statement of Additional Information










       
    This Statement of Additional Information should be read with the
    prospectus of the Equity Growth and Income Fund (the "Fund") dated
    April 30, 1995. This Statement is not a prospectus itself. To
    receive a copy of the prospectus, write or call the Fund.
        
    Federated Investors Tower
    Pittsburgh, Pennsylvania 15222-3779
       
    Statement dated April 30, 1995
        
   
FEDERATED SECURITIES CORP.
Distributor
A subsidiary of FEDERATED
INVESTORS
    Investment Objectives and
      Policies                     1
      Types of Investments         1
    Investment Limitations        3
    Insurance Management Series
      Management                   5
      Fund Ownership               9
      Trustees Compensation       10
      Trustee Liability           10
    Investment Advisory Services 11
      Adviser to the Fund         11
      Advisory Fees               11
    Administrative Services      11
    Brokerage Transactions       11
    Determining Net Asset Value  12
      Determining Value of
       Securities                12
    Massachusetts Partnership
      Law                         12
    Tax Status                   12
      The Fund's Tax Status       12
      Shareholder's Tax Status    13
    Total Return                 13
    Yield                        13
    Performance Comparisons      13
     Investment Objectives and Policies
The primary investment objective of the Fund is to achieve long-term
growth of capital. The Fund's secondary objective is to provide income.
The investment objectives cannot be changed without approval of
shareholders.
     Types of Investments
The Fund invests, under normal circumstances, at least 65% of its total
assets in common stock of "blue-chip" companies, as defined in the
Prospectus. The Fund may also invest in other securities of these
companies, U.S. government securities, repurchase agreements, and bank
instruments. The following supplements the discussion of acceptable
investments in the Prospectus.
      Convertible Securities
       
      As with all fixed-income securities, various market forces
      influence the market value of convertible securities, including
      changes in the level of interest rates. As the level of interest
      rates increases, the market value of convertible securities may
      decline and, conversely, as interest rates decline, the market
      value of convertible securities may increase. The unique
      investment characteristics of convertible securities, the right to
      be exchanged for the issuer's common stock, causes the market
      value of convertible securities to increase when the underlying
      common stock increases. However, since securities prices
      fluctuate, there can be no assurance of capital appreciation, and
      most convertible securities will not reflect quite as much capital
      appreciation as their underlying common stocks. When the
      underlying common stock is experiencing a decline, the value of
      the convertible security tends to decline to a level approximating
      the yield-to-maturity basis of straight nonconvertible debt of
      similar quality, often called "investment value," and may not
      experience the same decline as the underlying common stock.
      Many convertible securities sell at a premium over their
      conversion values (i.e., the number of shares of common stock to
      be received upon conversion multiplied by the current market price
      of the stock). This premium represents the price investors are
      willing to pay for the privilege of purchasing a fixed-income
      security with a possibility of capital appreciation due to the
      conversion privilege. If this appreciation potential is not
      realized, the premium may not be recovered.
        
      Warrants
      Warrants are basically options to purchase common stock at a
      specific price (usually at a premium above the market value of the
      optioned common stock at issuance) valid for a specific period of
      time. Warrants may have a life ranging from less than a year to
      twenty years or may be perpetual. However, most warrants have
      expiration dates after which they are worthless. In addition, if
      the market price of the common stock does not exceed the warrant's
      exercise price during the life of the warrant, the warrant will
      expire as worthless. Warrants have no voting rights, pay no
      dividends, and have no rights with respect to the assets of the
      corporation issuing them. The percentage increase or decrease in
      the market price of the warrant may tend to be greater than the
      percentage increase or decrease in the market price of the
      optioned common stock.
      U.S. Government Obligations
      The types of U.S. government obligations in which the Fund may
      invest generally include direct obligations of the U.S. Treasury
      (such as U.S. Treasury bills, notes, and bonds) and obligations
      issued and/or guaranteed by the U.S. government agencies or
      instrumentalities. These securities are backed by:
      -  the full faith and credit of the U.S. Treasury;
      -  the issuer's right to borrow from the U.S. Treasury;
      -  the discretionary authority of the U.S. government to purchase
        certain obligations of agencies or instrumentalities; or
      -  the credit of the agency or instrumentality issuing the
        obligations.
      Examples of agencies and instrumentalities which may not always
      receive financial support from the U.S. government are:
      -  Federal Farm Credit System;
      -  Federal Home Loan Bank System;
      -  Student Loan Marketing Association;
      -  Federal National Mortgage Association; and
      -  Federal Home Loan Mortgage Corporation.
      Bank Instruments
      The Fund only invests in Bank Instruments (as defined in the
      prospectus) either issued by an institution having capital,
      surplus, and undivided profits over $100 million or insured by the
      Bank Insurance Fund or the Savings Association Insurance Fund,
      both of which are administered by the Federal Deposit Insurance
      Corporation. Bank Instruments may include Eurodollar Certificates
      of Deposit, Yankee Certificates of Deposit, and Eurodollar Time
      Deposits. Institutions issuing Eurodollar instruments are not
      necessarily subject to the same regulatory requirements that apply
      to domestic banks, such as reserve requirements, loan limitations,
      examinations, accounting, auditing, recordkeeping and the public
      availability of information.
     When-Issued and Delayed Delivery Transactions
These transactions are made to secure what is considered to be an
advantageous price and yield for the Fund. 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 price.
No fees or other expenses, other than normal transactions costs, are
incurred. However, liquid assets of the Fund sufficient to make payment
for the securities to be purchased are segregated at the trade date.
These securities are marked to market daily and maintained until the
transaction is settled. The Fund may engage in these transactions to an
extent that would cause the segregation of an amount up to 20% of its
total assets.
     Lending of Portfolio Securities
In order to generate additional income, the Fund may lend its portfolio
securities, up to one-third of the value of its total assets, to
broker/dealers, banks, or other institutional borrowers of securities.
The collateral received when the Fund lends portfolio securities must be
valued daily and, should the market value of the loaned securities
increase, the borrower must furnish additional collateral to the Fund.
During the time portfolio securities are on loan, the borrower pays the
Fund any dividends or interest paid on such securities. Loans are
subject to termination at the option of the Fund or the borrower. The
Fund may pay reasonable administrative and custodial fees in connection
with a loan and may pay a negotiated portion of the interest earned on
the cash or equivalent collateral to the borrower or placing broker. The
Fund does not have the right to vote securities on loan, but would
terminate the loan and regain the right to vote if that were considered
important with respect to the investment.
     Reverse Repurchase Agreements
The Fund may enter into reverse repurchase agreements. These
transactions are 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.
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
Securities in the Fund's portfolio will be sold whenever the Fund's
investment adviser believes it is appropriate to do so in light of the
Fund's investment objectives, without regard to the length of time a
particular security may have been held. 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 period from February 10,
1994 (date of initial public investment), to March 31, 1994, the
portfolio turnover rate of the Fund was 6%.
     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 portfolio
      securities.
      Issuing Senior Securities and Borrowing Money
      The Fund will not issue senior securities except that the Fund may
      borrow money directly or through reverse repurchase agreements as
      a temporary, extraordinary, or emergency measure 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, and then only in
      amounts not in excess of one-third of the value of its total
      assets; provided that, while borrowings and reverse repurchase
      agreements outstanding exceed 5% of the Fund's total assets, any
      such borrowings will be repaid before additional investments are
      made. The Fund will not borrow money or engage in reverse
      repurchase agreements for investment leverage purposes.
      Pledging Assets
      The Fund will not mortgage, pledge, or hypothecate any assets
      except to secure permitted borrowings. In those cases, it may
      pledge assets having a market value not exceeding the lesser of
      the dollar amounts borrowed or 15% of its total assets at the time
      of the pledge.
      Concentration of Investments
      The Fund will not purchase securities if, as a result of such
      purchase, 25% or more of its total assets would be invested in any
      one industry. However, the Fund may at any time invest 25% or more
      of its total assets in cash or cash items and securities issued
      and/or guaranteed by the U.S. government, its agencies or
      instrumentalities.
      Investing in Commodities
      The Fund will not purchase or sell commodities, commodity
      contracts, or commodity futures contracts.
      Investing in Real Estate
      The Fund will not purchase or sell real estate, including limited
      partnership interests in real estate, although it may invest in
      securities of companies whose business involves the purchase or
      sale of real estate or in securities secured by real estate or
      interests in real estate.
      Lending Cash or Securities
      The Fund will not lend any of its assets, except portfolio
      securities up to one-third of its total assets. This shall not
      prevent the Fund from purchasing or holding corporate or U.S.
      government bonds, debentures, notes, certificates of indebtedness
      or other debt securities of an issuer, entering into repurchase
      agreements, or engaging in other transactions which are permitted
      by the Fund's investment objectives and policies or the Trust's
      Declaration of Trust.
      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 objectives, policies, and limitations.
      Diversification of Investments
      With respect to 75% of its total assets, the Fund will not
      purchase the securities of any one issuer (other than cash, cash
      items, or securities issued and/or guaranteed by the U.S.
      government, its agencies or instrumentalities, and repurchase
      agreements collateralized by such securities) if, as a result,
      more than 5% of its total assets would be invested in the
      securities of that issuer.
      In addition, the Fund will not purchase more than 10% of any class
      of the outstanding voting securities of any one issuer. For these
      purposes, the Fund considers common stock and all preferred stock
      of an issuer each as a single class, regardless of priorities,
      series, designations, or other differences.
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 changes in these limitations become effective.
      Investing in Restricted Securities
      The Fund will not invest more than 15% of its total assets in
      securities subject to restrictions on resale under the Securities
      Act of 1933, except for commercial paper issued under Section 4(2)
      of the Securities Act of 1933 and certain other restricted
      securities which meet the criteria for liquidity as established by
      the Trustees.
      Investing in Illiquid Securities
      The Fund will not invest more than 15% of its net assets in
      illiquid securities, including, among others, repurchase
      agreements providing for settlement more than seven days after
      notice, and certain restricted securities not determined by the
      Trustees to be liquid.
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 of total or net assets
will not result in a violation of such restriction.
The Fund has no present intention to borrow money 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 and loan having capital, surplus,
and undivided profits in excess of $100,000,000 at the time of
investment to be "cash items."
   
     Insurance Management Series Management
Officers and Trustees are listed with their addresses, present
positions with Insurance Management Series, and principal occupations.

     John F. Donahue@*
     Federated Investors Tower
Pittsburgh, PA
Birthdate:  July 28, 1924
Chairman and Trustee
Chairman and Trustee, Federated Investors, Federated Advisers, Federated
Management, and Federated Research; Chairman and Director, Federated
Research Corp.; Chairman, Passport Research, Ltd.; Director, AEtna Life
and Casualty Company; Chief Executive Officer and Director, Trustee, or
Managing General Partner of the Funds. Mr. Donahue is the father of J.
Christopher Donahue, President and Trustee of the Trust.

     Thomas G. Bigley
     28th Floor, One Oxford Centre
Pittsburgh, PA
Birthdate:  February 3, 1934
Trustee
Director, Oberg Manufacturing Co.; Chairman of the Board, Children's
Hospital of Pittsburgh; Director, Trustee, or Managing General Partner
of the Funds; formerly, Senior Partner, Ernst & Young LLP.

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

     William J. Copeland
     One PNC Plaza - 23rd Floor
Pittsburgh, PA
Birthdate:  July 4, 1918
Trustee
Director and Member of the Executive Committee, Michael Baker, Inc.;
Director, Trustee, or Managing General Partner of the Funds; formerly,
Vice Chairman and Director, PNC Bank, N.A., and PNC Bank Corp. and
Director, Ryan Homes, Inc.


     James E. Dowd
     571 Hayward Mill Road
Concord, MA
Birthdate:  May 18, 1922
Trustee
Attorney-at-law; Director, The Emerging Germany Fund, Inc.; Director,
Trustee, or Managing General Partner of the Funds; formerly, Director,
Blue Cross of Massachusetts, Inc.

     Lawrence D. Ellis, M.D.
     3471 Fifth Avenue, Suite 1111
Pittsburgh, PA
Birthdate:  October 11, 1932
Trustee
Professor of Medicine and Member, Board of Trustees, University of
Pittsburgh; Medical Director, University of Pittsburgh Medical Center -
Downtown; Member, Board of Directors, University of Pittsburgh Medical
Center; formerly, Hematologist, Oncologist, and Internist, Presbyterian
and Montefiore Hospitals; Director, Trustee, or Managing General Partner
of the Funds.

     Edward L. Flaherty, Jr.@
     Henny, Koehuba, Meyer and Flaherty
     Two Gateway Center - Suite 674
Pittsburgh, PA
Birthdate:  June 18, 1924
Trustee
Attorney-at-law; Partner, Henny, Koehuba, Meyer and Flaherty; Director,
Eat'N Park Restaurants, Inc., and Statewide Settlement Agency, Inc.;
Director, Trustee, or Managing General Partner of the Funds; formerly,
Counsel, Horizon Financial, F.A., Western Region.

     Peter E. Madden
     225 Franklin Street
Boston, MA
Birthdate:  April 16, 1942
Trustee
Consultant; State Representative, Commonwealth of Massachusetts;
Director, Trustee, or Managing General Partner of the Funds; formerly,
President, State Street Bank and Trust Company and State Street Boston
Corporation and Trustee, Lahey Clinic Foundation, Inc.


     Gregor F. Meyer
     Henny, Koehuba, Meyer and Flaherty
     Two Gateway Center - Suite 674
Pittsburgh, PA
Birthdate:  October 6, 1926
Trustee
Attorney-at-law; Partner, Henny, Koehuba, Meyer and Flaherty; Chairman,
Meritcare, Inc.; Director, Eat'N Park Restaurants, Inc.; Director,
Trustee, or Managing General Partner of the Funds; formerly, Vice
Chairman, Horizon Financial, F.A.

     John E. Murray, Jr., J.D., S.J.D.
     President
     Duquesne University
     Pittsburgh, PA
     Birthdate:  December 20, 1932
     Trustee
     President, Law Professor, Duquesne University; Consulting
     Partner, Mollica, Murray and Hogue; Director, Trustee or
     Managing General Partner of the Funds.

     Wesley W. Posvar
     1202 Cathedral of Learning
     University of Pittsburgh
Pittsburgh, PA
Birthdate:  September 14, 1925
Trustee
Professor, Foreign Policy and Management Consultant; Trustee, Carnegie
Endowment for International Peace, RAND Corporation, Online Computer
Library Center, Inc., and U.S. Space Foundation; Chairman, Czecho Slovak
Management Center; Director, Trustee, or Managing General Partner of the
Funds; President Emeritus, University of Pittsburgh; formerly, Chairman,
National Advisory Council for Environmental Policy and Technology.

     Marjorie P. Smuts
     4905 Bayard Street
Pittsburgh, PA
Birthdate:  June 21,1935
Trustee
Public relations/marketing consultant; Director, Trustee, or Managing
General Partner of the Funds.


     J. Christopher Donahue *
     Federated Investors Tower
Pittsburgh, PA
Birthdate:  April 11, 1949
President and Trustee
President and Trustee, Federated Investors, Federated Advisers,
Federated Management, and Federated Research; President and Director,
Federated Research Corp.; President, Passport Research, Ltd.; Trustee,
Federated Administrative Services, Federated Services Company, and
Federated Shareholder Services; President or Vice President of the
Funds; Director, Trustee, or Managing General Partner of some of the
Funds. Mr. Donahue is the son of John F. Donahue, Chairman and Trustee
of the Trust.

     Richard B. Fisher
     Federated Investors Tower
Pittsburgh, PA
Birthdate:  May 17, 1923
Vice President
Executive Vice President and Trustee, Federated Investors; Director,
Federated Research Corp.; Chairman and Director, Federated Securities
Corp.; President or Vice President of some of the Funds; Director or
Trustee of some of the Funds.

     Edward C. Gonzales
     Federated Investors Tower
Pittsburgh, PA
Birthdate:  October 22, 1930
Vice President and Treasurer
Vice President, Treasurer, and Trustee, Federated Investors; Vice
President and Treasurer, Federated Advisers, Federated Management,
Federated Research, Federated Research Corp., and Passport Research,
Ltd.; Executive Vice President, Treasurer, and Director, Federated
Securities Corp.; Trustee, Federated Services Company and Federated
Shareholder Services; Chairman, Treasurer, and Trustee, Federated
Administrative Services; Trustee or Director of some of the Funds; Vice
President and Treasurer of the Funds.

     John W. McGonigle
     Federated Investors Tower
Pittsburgh, PA
Birthdate:  October 26, 1938
Vice President and Secretary
Vice President, Secretary, General Counsel, and Trustee, Federated
Investors; Vice President, Secretary, and Trustee, Federated Advisers,
Federated Management, and Federated Research; Vice President and
Secretary, Federated Research Corp. and Passport Research, Ltd.;
Trustee, Federated Services Company; Executive Vice President,
Secretary, and Trustee, Federated Administrative Services; Secretary and
Trustee, Federated Shareholder Services; Executive Vice President and
Director, Federated Securities Corp.; Vice President and Secretary of
the Funds.

      *  This Trustee is deemed to be an "interested person" as defined
         in the Investment Company Act of 1940, as amended.
      @  Member of the Executive Committee. The Executive Committee of
         the Board of Trustees handles the responsibilities of the Board
         of Trustees between meetings of the Board.
As used in the table above, "The Funds" and "Funds" mean the following
investment companies: American Leaders Fund, Inc.; Annuity Management
Series; Arrow Funds; Automated Cash Management Trust; Automated
Government Money Trust;  California Municipal Cash Trust; Cash Trust
Series II; Cash Trust Series, Inc.; DG Investor Series; Edward D. Jones
& Co. Daily Passport Cash Trust; Federated ARMs Fund; Federated Exchange
Fund, Ltd.; Federated GNMA Trust; Federated Government Trust; Federated
Growth Trust; Federated High Yield Trust; Federated Income Securities
Trust; Federated Income Trust; Federated Index Trust; Federated
Institutional Trust; Federated Intermediate Government Trust; Federated
Master Trust; Federated Municipal Trust; Federated Short-Intermediate
Government Trust;  Federated Short-Term U.S. Government Trust; Federated
Stock Trust; Federated Tax-Free Trust; Federated U.S. Government Bond
Fund; First Priority Funds; Fixed Income Securities, Inc.; Fortress
Adjustable Rate U.S. Government Fund, Inc.; Fortress Municipal Income
Fund, Inc.; Fortress Utility Fund, Inc.; Fund for U.S. Government
Securities, Inc.; Government Income Securities, Inc.; High Yield Cash
Trust; Insight Institutional Series, Inc.; Intermediate Municipal Trust;
International Series, Inc.; Investment Series Funds, Inc.; Investment
Series Trust; Liberty Equity Income Fund, Inc.; Liberty High Income Bond
Fund, Inc.; Liberty Municipal Securities Fund, Inc.; Liberty U.S.
Government Money Market Trust; Liberty Term Trust, Inc. - 1999; Liberty
Utility Fund, Inc.; Liquid Cash Trust; Managed Series Trust; The
Medalist Funds; Money Market Management, Inc.; Money Market Obligations
Trust; Money Market Trust; Municipal Securities Income Trust; Newpoint
Funds; New York Municipal Cash Trust; 111 Corcoran Funds; Peachtree
Funds; The Planters Funds; RIMCO Monument Funds; The Shawmut Funds;
Short-Term Municipal Trust; Star Funds; The Starburst Funds; The
Starburst Funds II; Stock and Bond Fund, Inc.; Sunburst Funds; Targeted
Duration Trust; Tax-Free Instruments Trust; Trademark Funds; Trust for
Financial Institutions; Trust For Government Cash Reserves; Trust for
Short-Term U.S. Government Securities; Trust for U.S. Treasury
Obligations; World Investment Series, Inc.
    
     Fund Ownership
Officers and Trustees own less than 1% of the Fund's outstanding shares.
        
     Trustees Compensation
     
                      AGGREGATE
NAME ,              COMPENSATION
POSITION WITH            FROM              TOTAL COMPENSATION PAID
TRUST                  TRUST*#               FROM FUND COMPLEX +
     
John F. Donahue,     $0          $0 for the Trust and
Trustee and Chairman             69 other investment companies in the Fund
Complex
Thomas G. Bigley,    $252        $20,688 for the Trust and
Trustee                          50 other investment companies in the Fund
Complex

John T. Conroy, Jr., $276        $117,202 for the Trust and
Trustee                          65 other investment companies in the Fund
Complex
William J. Copeland, $276        $117,202 for the Trust and
Trustee                          65 other investment companies in the Fund
Complex
J. Christopher Donahue,          $0 $0 for the Trust and
Trustee and President               15 other investment companies in the Fund
Complex
James E. Dowd,       $276        $117,202 for the Trust and
Trustee                          65 other investment companies in the Fund
Complex
Lawrence D. Ellis, M.D.,         $252     $106,460 for the Trust and
Trustee                          65 other investment companies in the Fund
Complex
Edward L. Flaherty, Jr.,         $276     $117,202 for the Trust and
Trustee                          65 other investment companies in the Fund
Complex
Peter E. Madden,     $100        $90,563 for the Trust and
Trustee                          65 other investment companies in the Fund
Complex
Gregor F. Meyer,     $252        $106.460 for the Trust and
Trustee                          65 other investment companies in the Fund
Complex
John E. Murray, Jr.  $0          $0 for the Trust and
Trustee                          69 other investment companies in the Fund
Complex
Wesley W. Posvar,    $252        $106,460 for the Trust and
Trustee                          65 other investment companies in the Fund
Complex
Marjorie P. Smuts,   $252        $106.460 for the Trust and
Trustee                          65 other investment companies in the Fund
Complex
     
*Information is furnished for the fiscal year ended December 31, 1994.
#The aggregate compensation is provided for the Trust which is comprised
of six portfolios.
+The information is provided for 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
Pursuant to an investment advisory contract with the Trust, the Fund's
investment adviser is Federated Advisers (the "Adviser"). It is a
subsidiary of Federated Investors. All the Class A (voting) shares of
Federated Investors are owned by a trust, the trustees of which are John
F. Donahue, his wife, and his son, J. Christopher Donahue. John F.
Donahue is Chairman and Trustee of Federated Advisers, Chairman and
Trustee, Federated Investors, and Chairman and Trustee of the Trust.
John A. Staley, IV, is President and Trustee of Federated Advisers, Vice
President and Trustee, Federated Investors, Executive Vice President,
Federated Securities Corp., and Vice President of the Trust. J.
Christopher Donahue is Trustee, Federated Advisers, President and
Trustee, Federated Investors, President and Trustee, Federated
Administrative Services, Trustee, Federated Services Company, and
President and Trustee of the Trust. John W. McGonigle is Vice President,
Secretary and Trustee of Federated Advisers, Trustee, Vice President,
Secretary and General Counsel, Federated Investors, Executive Vice
President, Secretary and Trustee, Federated Administrative Services,
Trustee, Federated Services Company, Executive Vice President and
Director, Federated Securities Corp., and Vice President and Secretary
of the Trust.
The Adviser shall not be liable to the Fund or any shareholder for any
losses that may be sustained in the purchase, holding, or sale of any
security or for anything done or omitted by it, except acts or omissions
involving willful misfeasance, bad faith, gross negligence, or reckless
disregard of the duties imposed upon it by its contract with the Trust.
     Advisory Fees
For its advisory services, Federated Advisers receives an annual
investment advisory fee as described in the prospectus.
For the period from February 10, 1994 (date of initial public
investment), to March 31, 1994, the Adviser earned advisory fees from
the Fund of $502, all of which were waived.
     Administrative Services
Federated Administrative Services, a subsidiary of Federated Investors,
provides administrative personnel and services to the Fund for a fee as
described in the prospectus. For the period ended March 31, 1994, the
Fund did not incur any costs for administrative services. John A.
Staley, IV, an officer of the Trust, and Dr. Henry J. Gailliot, an
officer of Federated Advisers, the Adviser to the Fund, each hold
approximately 15% and 20%, respectively, of the outstanding common stock
and serve as directors of Commercial Data Services, Inc., a company
which provides computer processing services to Federated Administrative
Services.
     Brokerage Transactions
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.
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.
Research services provided by brokers may be used by the Adviser or by
affiliates of Federated Investors in advising Federated funds 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.
For the period from February 10, 1994 (date of initial public
investment), to March 31, 1994, the Fund paid $668 in brokerage
commissions on brokerage transactions.
     Purchasing Shares
Shares of the Fund are sold at their net asset value without a sales
charge on days the New York Stock Exchange is open for business. The
procedure for purchasing shares of the Fund is explained in the
prospectus under "Purchases and Redemptions" and "What Shares Cost."
     Determining Net Asset Value
Net asset value generally changes each day. The days on which net asset
value is calculated by the Fund are described in the prospectus.
     Determining Value of Securities
The values of the Fund's portfolio securities are determined as follows:
        -  for equity securities and bonds and other fixed income
          securities, according to the last sale price on a national
          securities exchange, if available;
        -  in the absence of recorded sales for equity securities,
          according to the mean between the last closing bid and asked
          prices;
        -  for bonds and other fixed income securities, at the last sale
          price on a national securities exchange, if available;
          otherwise, as determined by an independent pricing service;
        -  for unlisted equity securities, the latest mean prices;
        -  for short-term obligations, according to the mean between bid
          and asked prices as furnished by an independent pricing
          service; or
        -  for all other securities, at fair value as determined in good
          faith by the Board of Trustees.
     Massachusetts Partnership Law
Under certain circumstances, shareholders of the Fund may be held liable
as partners under Massachusetts law for obligations of the Fund. To
protect shareholders of the Fund, the Fund has filed legal documents
with Massachusetts that expressly disclaim the liability of shareholders
for acts or obligations of the Fund. These documents require notice of
this disclaimer to be given in each agreement, obligation, or instrument
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
itself 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 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:
        -  derive at least 90% of its gross income from dividends,
          interest, and gains from the sale of securities;
        -  derive less than 30% of its gross income from the sale of
          securities held less than three months;
        -  invest in securities within certain statutory limits; and
        -  distribute to its shareholders at least 90% of its net income
          earned during the year.
     Shareholder's Tax Status
The Fund intends to comply with the variable asset diversification
regulations which are described in the prospectus and this Statement. If
the Fund fails to comply with these regulations, contracts invested in
the Fund shall not be treated as annuity, endowment, or life insurance
contracts under the Internal Revenue Code.
Contract owners should review the contract prospectus for information
concerning the federal income tax treatment of their contracts and
distributions from the Fund to the separate accounts.
     Total Return
The Fund's cumulative total return for the period from February 10, 1994
(date of initial public investment), to March 31, 1994, was (5.00%).
Cumulative total return reflects a Fund's total performance over a
specific period of time. The Fund's cumulative total return is
representative of only two months of Fund activity.
The average annual total return for 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, adjusted over the period by any additional shares, assuming the
quarterly reinvestment of all dividends and distributions. You should
review the performance figures for your insurance contract, which
figures reflect the applicable charges and expenses of the contract.
Such performance figures will accompany any advertisement of the Fund's
performance.
     Yield
The yield for the Fund for the thirty-day period ended March 31, 1994
was 2.17%.
The yield for 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 offering price per
share 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
the Fund 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. Also, the yield does not
reflect the charges and expenses of an insurance contract. You should
review the performance figures for your insurance contract, which
figures reflect the applicable charges and expenses of the contract.
Such performance figures will accompany any advertisement of the Fund's
performance.
     Performance Comparisons
The Fund's performance depends upon such variables as:
        -  portfolio quality;
        -  average portfolio maturity;
        -  type of instruments in which the portfolio is invested;
        -  changes in interest rates and market value of portfolio
          securities;
        -  changes in Fund expenses; and
        -  the relative amount of the Fund's cash flow.
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:
        -  Lipper Analytical Services, Inc., ranks funds in various fund
          categories by making comparative calculations using total
          return. Total return assumes the reinvestment of all income
          dividends and capital gains distributions, if any. From time
          to time, the Fund will quote its Lipper ranking in the growth
          and income funds category in advertising and sales
          literature.
        -  Dow Jones Industrial Average (``DJIA''), is an unmanaged
          index representing share prices of major industrial
          corporations, public utilities, and transportation companies.
          Produced by the Dow Jones & Company, it is cited as a
          principal indicator of market conditions.
        -  Standard & Poor's Daily Stock Price Index Of 500 Common
          Stocks, a composite index of common stocks in industry,
          transportation, and financial and public utility companies,
          can be used to compare to the total returns of funds whose
          portfolios are invested primarily in common stocks. In
          addition, the Standard & Poor's index assumes reinvestment of
          all dividends paid by stocks listed on its index. Taxes due
          on any of these distributions are not included, nor are
          brokerage or other fees calculated in the Standard & Poor's
          figures.
        -  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 sales literature for the Fund may quote total returns
which are calculated on non-standardized base periods. These total
returns also represent the historic change in the value of an investment
in the Fund based on quarterly reinvestment of dividends over a
specified period of time.
From time to time as it deems appropriate, the Fund may advertise its
performance using charts, graphs, and descriptions, compared to
federally insured bank products, including certificates of deposit and
time deposits and to money market funds using the Lipper Analytical
Services money market instruments average.
   
458043502
3113010B (4/95)
    

PART C.   OTHER INFORMATION.

Item 24.    Financial Statements and Exhibits:
                  (a)   Financial Statements:  (1-4) To be filed by
amendment;                          (5-6) To be filed with 4-6 month update;
                  (b)   Exhibits:
                  (1)    Conformed copy of Amended and Restated
                           Declaration of Trust; (3)
                  (2)    Copy of By-Laws; (2)
                  (3)    Not Applicable;
                  (4)    (i)     Copy of Specimen Certificate for Shares
               of
                                 Beneficial Interest of Equity Growth
               and               Income Fund; (2)
                           (ii)  Copy of Specimen Certificate for Shares
               of                Beneficial Interest of Utility Fund;
               (2)
                          (iii)  Copy of Specimen Certificate for Shares
               of                Beneficial Interest of U.S. Government
               Bond Fund; (2)
                           (iv)  Copy of Specimen Certificate for Shares
               of                Beneficial Interest of Corporate Bond
               Fund; (2)
                            (v)  Copy of Specimen Certificate for Shares
               of                Beneficial Interest of Prime Money
               Fund;                   (2)
                           (vi)  Copy of Specimen Certificate for Shares
               of Beneficial Interest of International
               Equity Fund; (4)
                  (5)    Conformed copy of Investment Advisory
                              Contract; (3)
                            (i)  Form of Exhibit F to Investment
               Advisory Contract; +
                  (6)    Conformed copy of Distributor's Contract; (3)
                  (7)    Not Applicable;
                  (8)    Conformed copy of the Custodian Agreement; (2)
                  (9)    Conformed copy of Agreement for Fund
               Accounting, Shareholder Recordkeeping and
               Custody Services Procurement; (3)
                  (10)   Conformed copy of Opinion and Consent of
                           Counsel as to legality of shares being
                           registered; (2)
                  (11)   Not Applicable;
                  (12)   Not Applicable;
                  (13)   Conformed copy of Initial Capital
                           Understanding; (2)
                  (14)   Not Applicable;
                  (15)   Not Applicable;

+     All exhibits have been filed electronically.
(1)   Response is incorporated by reference to Registrant's Pre-Effective
      Amendment No. 1 on Form N-1A filed December 10, 1993. (File Nos. 33-
      69268 and 811-8042)
(2)   Response is incorporated by reference to Registrant's Post-Effective
      Amendment No. 1 on Form N-1A filed April 29, 1994. (File Nos. 33-69268
      and 811-8042)
(3)   Response is incorporated by reference to Registrant's Post-Effective
      Amendment No. 2 on Form N-1A filed August 23, 1994. (File Nos. 33-69268
      and 811-8042)
(4)   Response is incorporated by reference to Registrant's Post-Effective
      Amendment No. 3 on Form N-1A filed January 19, 1995. (File Nos. 33-
      69268 and 811-8042O)
                  (16)    (i)    Copy of Equity Growth and Income Fund
               Schedule for Computation of Fund
               Performance Data; (3)
                            (ii) Copy of Utility Fund Schedule for
               Computation of Fund Performance Data; (3)
                           (iii) Copy of U.S. Government Bond Fund
               Schedule                for Computation of Fund
               Performance                   Data;(3)
                            (iv) Copy of Corporate Bond Fund Schedule
               for               Computation of Fund Performance Data;
               (2)
                     (17)    (i) Copy of Financial Data Schedule of
               Equity                  Growth and Income Fund; +
                            (ii) Copy of Financial Data Schedule of
               Utility                 Fund; +
                           (iii) Copy of Financial Data Schedule of U.S.
               Government Bond Fund; +
                            (iv) Copy of Financial Data Schedule of
               Corporate Bond Fund; +
                             (v) Copy of Financial Data Schedule of
               Prime                   Money Fund; +
                  (18)   Not applicable
                  (19)   Conformed copy of Power of Attorney; +

Item 25.    Persons Controlled by or Under Common Control with Registrant:

            None

+     All exhibits have been filed electronically.
(1)   Response is incorporated by reference to Registrant's Pre-Effective
      Amendment No. 1 on Form N-1A filed December 10, 1993. (File Nos. 33-
      69268 and 811-8042)
(2)   Response is incorporated by reference to Registrant's Post-Effective
      Amendment No. 1 on Form N-1A filed April 29, 1994. (File Nos. 33-69268
      and 811-8042)
(3)   Response is incorporated by reference to Registrant's Post-Effective
      Amendment No. 2 on Form N-1A filed August 23, 1994. (File Nos. 33-69268
      and 811-8042)
(4)   Response is incorporated by reference to Registrant's Post-Effective
      Amendment No. 3 on Form N-1A filed January 19, 1995. (File Nos. 33-
      69268 and 811-8042O)

Item 26.    Number of Holders of Securities:

                                                Number of Record Holders
            Title of Class                        as of January 6, 1995

            Shares of beneficial interest
            (no par value)

                 Equity Growth and Income Fund            4
                 Utility Fund                             6
                 U.S. Government Bond Fund                8
                 Corporate Bond Fund                      6
                 Prime Money Fund                         4
                 International Equity Fund                0

Item 27.    Indemnification: (1)

Item 28.    Business and Other Connections of Investment Adviser:
            For a description of the other business of the investment
            adviser, see the section entitled "Fund Information - Management
            of the Fund" in Part A.  The affiliations with the Registrant of
            four of the Trustees and one of the Officers of the investment
            adviser are included in Part B of this Registration Statement
            under "Insurance Management Series 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, Holbrook and Bayard), 107 W.
            Market Street, Georgetown, Delaware 19447.

            The remaining Officers of the investment adviser are:  William D.
            Dawson, III, J. Thomas Madden, and Mark L. Mallon, Executive Vice
            Presidents; Henry J. Gailliot, Senior Vice President-Economist;
            Peter R. Anderson, Gary J. Madich, and J. Alan Minteer, Senior
            Vice Presidents; J. Scott Albrecht, Randall A. Bauer, Jonathan C.
            Conley, Deborah A. Cunningham, Michael P. Donnelly, Mark E.
            Durbiano, Kathleen M. Foody-Malus, Thomas M. Franks, Edward C.
            Gonzales, Jeff A. Kozemchak, Marian R. Marinack, John W.
            McGonigle, Gregory M. Melvin, Susan M. Nason, Mary Jo Ochson,
            Robert J. Ostrowski, Frederick L. Plautz, Jr., Charles A. Ritter,
            James D. Roberge, and Christopher H. Wiles, Vice Presidents;
            Edward C. Gonzales, Treasurer; and John W. McGonigle, Secretary.
            The business address of each of the Officers of the investment
            adviser is Federated Investors Tower, Pittsburgh, PA  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.

Item 29.    Principal Underwriters:

      (a)   Federated Securities Corp., the Distributor for shares of the
                Registrant, also acts as principal underwriter for the
                following open-end investment companies:  Alexander Hamilton
                Funds; American Leaders Fund, Inc.; Annuity Management
                Series; Arrow Funds; Automated Cash Management Trust;
                Automated Government Money Trust; BayFunds;  The Biltmore
                Funds; The Biltmore Municipal Funds; California Municipal
                Cash Trust; Cash Trust Series, Inc.; Cash Trust Series II;
                DG Investor Series; Edward D. Jones & Co. Daily Passport
                Cash Trust; Federated ARMs Fund;  Federated Exchange Fund,
                Ltd.; Federated GNMA Trust; Federated Government Trust;
                Federated Growth Trust; Federated High Yield Trust;
                Federated Income Securities Trust; Federated Income Trust;
                Federated Index Trust; Federated Institutional Trust;
                Federated Intermediate Government Trust; Federated Master
                Trust; Federated Municipal Trust; Federated Short-
                Intermediate Government Trust; Federated Short-Term U.S.
                Government Trust; Federated Stock Trust; Federated Tax-Free
                Trust; Federated U.S. Government Bond Fund; First Priority
                Funds; First Union Funds; Fixed Income Securities, Inc.;
                Fortress Adjustable Rate U.S. Government Fund, Inc.;
                Fortress Municipal Income Fund, Inc.; Fortress Utility Fund,
                Inc.; Fountain Square Funds; Fund for U.S. Government
                Securities, Inc.; Government Income Securities, Inc.; High
                Yield Cash Trust; Independence One Mutual Funds; Insight
                Institutional Series, Inc.; Intermediate Municipal Trust;
                International Series Inc.; Investment Series Funds, Inc.;
                Investment Series Trust; Liberty Equity Income Fund, Inc.;
                Liberty High Income Bond Fund, Inc.; Liberty Municipal
                Securities Fund, Inc.; Liberty U.S. Government Money Market
                Trust; Liberty Utility Fund, Inc.; Liquid Cash Trust;
                Managed Series Trust; Marshall Funds, Inc.; Money
                Market Management, Inc.; The Medalist Funds; Money Market
                Obligations Trust; Money Market Trust; The Monitor Funds;
                Municipal Securities Income Trust; Newpoint Funds; New York
                Municipal Cash Trust; 111 Corcoran Funds; Peachtree Funds;
                The Planters Funds; RIMCO Monument Funds; The Shawmut Funds;
                Short-Term Municipal Trust; SouthTrust Vulcan Funds; Star
                Funds; The Starburst Funds; The Starburst Funds II; Stock
                and Bond Fund, Inc.; Sunburst Funds; Targeted Duration
                Trust; Tax-Free Instruments Trust; Tower Mutual Funds;
                Trademark 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 Fiduciary Funds, Inc.; 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 Underwriter          With Registrant

Richard B. Fisher              Director, Chairman, Chief    Vice President
Federated Investors Tower      Executive Officer, Chief
Pittsburgh, PA 15222-3779      Operating Officer, and
                               Asst. Treasurer, Federated
                               Securities Corp.

Edward C. Gonzales             Director, Executive Vice     Vice President and
Federated Investors Tower      President, and Treasurer,    Treasurer
Pittsburgh, PA 15222-3779      Federated Securities
                               Corp.

John W. McGonigle              Director, Executive Vice     Vice President and
Federated Investors Tower      President, and Assistant     Secretary
Pittsburgh, PA 15222-3779      Secretary, Federated
                               Securities Corp.

John B. Fisher                 President-Institutional Sales,     --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

James F. Getz                  President-Broker/Dealer,           --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Mark R. Gensheimer             Executive Vice President of        --
Federated Investors Tower      Bank/Trust
Pittsburgh, PA 15222-3779      Federated Securities Corp.

Mark W. Bloss                  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
         (1)                           (2)                       (3)
Name and Principal             Positions and Offices      Positions and Offices
 Business Address                 With Underwriter          With Registrant

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

H. Joseph Kennedy              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

Timothy C. Pillion             Senior Vice President,             --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Richard W. Boyd                Vice President,                    --
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

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

Laura M. Deger                 Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

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

Michael D. Fitzgerald          Vice President,
Federated Investors Tower      Federated Securities Corp.         --
Pittsburgh, PA 15222-3779
         (1)                           (2)                       (3)
Name and Principal             Positions and Offices      Positions and Offices
 Business Address                 With Underwriter          With Registrant

Joseph D. Gibbons              Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

David C. Glabicki              Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Richard C. Gonzales            Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Newton Heston, III             Vice President                     --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Scott A. Hutton                Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

William J. Kerns               Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

William E. Kugler              Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Stephen A. La Versa            Vice President                     --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA  15222-3779

Dennis M. Laffey               Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Francis J. Matten, Jr.         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

J. Michael Miller              Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

R. Jeffrey Niss                Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Michael P. O'Brien             Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779
         (1)                           (2)                       (3)
Name and Principal             Positions and Offices      Positions and Offices
 Business Address                 With Underwriter          With Registrant

Robert D. Oehlschlager         Vice President,
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Solon A. Person, IV            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

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

Charles A. Robison             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

Jeffrey A. Stewart             Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Thomas E. Territ               Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Jamie M. Teschner              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

Richard B. Watts               Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Charles H. Field               Assistant Vice President,          --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Philip C. Hetzel               Assistant Vice President,          --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Ernest L. Linane               Assistant Vice President,          --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779
         (1)                           (2)                       (3)
Name and Principal             Positions and Offices      Positions and Offices
 Business Address                 With Underwriter          With Registrant

S. Elliott Cohan               Secretary, Federated         Assistant
Federated Investors Tower      Securities Corp.             Secretary
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
                                      Pittsburgh, PA 15222-3779
       
       Federated Services Company     Federated Investors Tower
       Transfer Agent, Dividend       Pittsburgh, PA 15222-3779
       Disbursing Agent and
       Portfolio Recordkeeper
       
       Federated Administrative       Federated Investors Tower
       Services                       Pittsburgh, PA 15222-3779
       Administrator
       
       Federated Advisers             Federated Investors Tower
       Investment Adviser             Pittsburgh, PA 15222-3779
       
       State Street Bank and          P.O. Box 8604
       Trust Company                  Boston, Massachusetts 02266-8604
       Custodian
       
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, a copy of the Registrant's latest annual
            report to shareholders, upon request and without charge.

            Registrant hereby undertakes to file a post-effective amendment
            on behalf of Prime Money Fund, using financial statements for
            Prime Money Fund, which need not be certified, within four to six
            months from the effective date of Post-Effective Amendment No. 2.

            Registrant hereby undertakes to file a post-effective amendment
            on behalf of International Equity Fund, using financial
            statements for International Equity Fund, which need not be
            certified, within four to six months from the effective date of
            Post-Effective Amendment No. 3.

SIGNATURES

    Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant, INSURANCE MANAGEMENT
SERIES, 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 22st day
of February, 1995.

INSURANCE MANAGEMENT SERIES

                  BY: /s/G. Andrew Bonnewell
                  G. Andrew Bonnewell, Assistant Secretary
                  Attorney in Fact for John F. Donahue
                  February 22, 1995


    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/G. Andrew Bonnewell
    G. Andrew Bonnewell          Attorney In Fact           February 22, 1995
    ASSISTANT SECRETARY          For the Persons
                                 Listed Below

    NAME                                  TITLE

John F. Donahue*                     Chairman and Trustee
                                     (Chief Executive Officer)

J. Christopher Donahue*              President and Trustee

Edward C. Gonzales*                  Vice President and Treasurer
                                     (Principal Financial and
                                     Accounting Officer)

Thomas G. Bigley*                    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

Gregor F. Meyer*                     Trustee

John E. Murray, Jr.*                 Trustee

Wesley W. Posvar*                    Trustee

Marjorie P. Smuts*                   Trustee

* By Power of Attorney



Exhibit 19 on 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 (SEE BELOW*) and the
Assistant General Counsel of Federated Investors, 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 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 attorney-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 attorney-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       February 21, 1995
John F. Donahue                     (Chief Executive
                                    Officer)



/s/J. Christopher Donahue           President and Trustee       February 21,1995
J. Christopher Donahue



/s/Edward C. Gonzales               Vice President and         February 21, 1995
Edward C. Gonzales                  Treasurer(Principal
                                    Financial and Accounting
                                    Officer)


/s/Thomas G. Bigley                 Trustee                    February 21, 1995
Thomas G. Bigley



/s/John T. Conroy, Jr.              Trustee                    February 21, 1995
John T. Conroy, Jr.



/s/William J. Copeland              Trustee                    February 21, 1995
William J. Copeland

*INSURANCE MANAGEMENT SERIES
SIGNATURES                          TITLE                                   DATE



/s/James E. Dowd                    Trustee                    February 21, 1995
James E. Dowd



/s/Lawrence D. Ellis, M.D.          Trustee                    February 21, 1995
Lawrence D. Ellis, M.D.



/s/Edward L. Flaherty, Jr.          Trustee                    February 21, 1995
Edward L. Flaherty, Jr.



/s/Peter E. Madden                  Trustee                    February 21, 1995
Peter E. Madden



/s/Gregor F. Meyer                  Trustee                    February 21, 1995
Gregor F. Meyer



/s/John E. Murray, Jr.              Trustee                    February 21, 1995
John E. Murray, Jr.



/s/Wesley W. Posvar                 Trustee                    February 21, 1995
Wesley W. Posvar



/s/Marjorie P. Smuts                Trustee                    February 21, 1995
Marjorie P. Smuts




Sworn to and subscribed before me this   21st   day of   February  ,
1995




/s/Marie M. Hamm
Marie M. Hamm
Notary Public


<TABLE> <S> <C>

       
<S>                             <C>

<ARTICLE>                       6
<SERIES>
     <NUMBER>                   1
     <NAME>                     Insurance Management Series
                                Corporate Bond Fund

<PERIOD-TYPE>                   12-MOS
<FISCAL-YEAR-END>               Dec-31-1994
<PERIOD-END>                    Dec-31-1994
<INVESTMENTS-AT-COST>           1,628,898
<INVESTMENTS-AT-VALUE>          1,463,750
<RECEIVABLES>                   52,793
<ASSETS-OTHER>                  1,882
<OTHER-ITEMS-ASSETS>            0
<TOTAL-ASSETS>                  1,518,425
<PAYABLE-FOR-SECURITIES>        0
<SENIOR-LONG-TERM-DEBT>         0
<OTHER-ITEMS-LIABILITIES>       61,482
<TOTAL-LIABILITIES>             61,482
<SENIOR-EQUITY>                 0
<PAID-IN-CAPITAL-COMMON>        1,636,503
<SHARES-COMMON-STOCK>           164,270
<SHARES-COMMON-PRIOR>           0
<ACCUMULATED-NII-CURRENT>       0
<OVERDISTRIBUTION-NII>          2,064
<ACCUMULATED-NET-GAINS>         (12,348)
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        (165,148)
<NET-ASSETS>                    1,456,943
<DIVIDEND-INCOME>               0
<INTEREST-INCOME>               126,422
<OTHER-INCOME>                  0
<EXPENSES-NET>                  5,411
<NET-INVESTMENT-INCOME>         121,011
<REALIZED-GAINS-CURRENT>        (12,348)
<APPREC-INCREASE-CURRENT>       (165,148)
<NET-CHANGE-FROM-OPS>           (56,485)
<EQUALIZATION>                  0
<DISTRIBUTIONS-OF-INCOME>       121,011
<DISTRIBUTIONS-OF-GAINS>        0
<DISTRIBUTIONS-OTHER>           2,064
<NUMBER-OF-SHARES-SOLD>         257,641
<NUMBER-OF-SHARES-REDEEMED>     95,666
<SHARES-REINVESTED>             2,295
<NET-CHANGE-IN-ASSETS>          1,456,943
<ACCUMULATED-NII-PRIOR>         0
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR>         0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>           7,966
<INTEREST-EXPENSE>              0
<GROSS-EXPENSE>                 138,363
<AVERAGE-NET-ASSETS>            1,252,723
<PER-SHARE-NAV-BEGIN>           10.000
<PER-SHARE-NII>                 0.750
<PER-SHARE-GAIN-APPREC>         (1.120)
<PER-SHARE-DIVIDEND>            0.750
<PER-SHARE-DISTRIBUTIONS>       0.000
<RETURNS-OF-CAPITAL>            0.010
<PER-SHARE-NAV-END>             8.870
<EXPENSE-RATIO>                 41
<AVG-DEBT-OUTSTANDING>          0
<AVG-DEBT-PER-SHARE>            0.000
        


</TABLE>

<TABLE> <S> <C>

       
<S>                             <C>

<ARTICLE>                       6
<SERIES>
     <NUMBER>                   2
     <NAME>                     Insurance Management Series
                                Equity Growth and Income Fund

<PERIOD-TYPE>                   12-Mos
<FISCAL-YEAR-END>               Dec-31-1994
<PERIOD-END>                    Dec-31-1994
<INVESTMENTS-AT-COST>           3,385,320
<INVESTMENTS-AT-VALUE>          3,383,969
<RECEIVABLES>                   73,055
<ASSETS-OTHER>                  2,466
<OTHER-ITEMS-ASSETS>            0
<TOTAL-ASSETS>                  3,459,490
<PAYABLE-FOR-SECURITIES>        1,044,687
<SENIOR-LONG-TERM-DEBT>         0
<OTHER-ITEMS-LIABILITIES>       14,773
<TOTAL-LIABILITIES>             1,059,460
<SENIOR-EQUITY>                 0
<PAID-IN-CAPITAL-COMMON>        2,415,073
<SHARES-COMMON-STOCK>           246,391
<SHARES-COMMON-PRIOR>           0
<ACCUMULATED-NII-CURRENT>       495
<OVERDISTRIBUTION-NII>          0
<ACCUMULATED-NET-GAINS>         (14,187)
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        (1,351)
<NET-ASSETS>                    2,400,030
<DIVIDEND-INCOME>               0
<INTEREST-INCOME>               18,307
<OTHER-INCOME>                  0
<EXPENSES-NET>                  3,165
<NET-INVESTMENT-INCOME>         15,142
<REALIZED-GAINS-CURRENT>        (14,187)
<APPREC-INCREASE-CURRENT>       (1,351)
<NET-CHANGE-FROM-OPS>           (396)
<EQUALIZATION>                  0
<DISTRIBUTIONS-OF-INCOME>       14,647
<DISTRIBUTIONS-OF-GAINS>        0
<DISTRIBUTIONS-OTHER>           0
<NUMBER-OF-SHARES-SOLD>         334,265
<NUMBER-OF-SHARES-REDEEMED>     88,626
<SHARES-REINVESTED>             752
<NET-CHANGE-IN-ASSETS>          2,400,030
<ACCUMULATED-NII-PRIOR>         0
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR>         0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>           4,397
<INTEREST-EXPENSE>              0
<GROSS-EXPENSE>                 152,194
<AVERAGE-NET-ASSETS>            643,626
<PER-SHARE-NAV-BEGIN>           10.000
<PER-SHARE-NII>                 0.190
<PER-SHARE-GAIN-APPREC>         (0.260)
<PER-SHARE-DIVIDEND>            0.190
<PER-SHARE-DISTRIBUTIONS>       0.000
<RETURNS-OF-CAPITAL>            0.000
<PER-SHARE-NAV-END>             9.740
<EXPENSE-RATIO>                 54
<AVG-DEBT-OUTSTANDING>          0
<AVG-DEBT-PER-SHARE>            0.000
        



</TABLE>

<TABLE> <S> <C>

       
<S>                             <C>

<ARTICLE>                       6
<SERIES>
     <NUMBER>                   3
     <NAME>                     Insurance Management Series
                                U.S. Government  Bond Fund

<PERIOD-TYPE>                   12-MOS
<FISCAL-YEAR-END>               Dec-31-1994
<PERIOD-END>                    Dec-31-1994
<INVESTMENTS-AT-COST>           1,249,854
<INVESTMENTS-AT-VALUE>          1,249,854
<RECEIVABLES>                   3,063
<ASSETS-OTHER>                  5,735
<OTHER-ITEMS-ASSETS>            0
<TOTAL-ASSETS>                  1,258,652
<PAYABLE-FOR-SECURITIES>        0
<SENIOR-LONG-TERM-DEBT>         0
<OTHER-ITEMS-LIABILITIES>       14,888
<TOTAL-LIABILITIES>             14,888
<SENIOR-EQUITY>                 0
<PAID-IN-CAPITAL-COMMON>        1,243,770
<SHARES-COMMON-STOCK>           124,552
<SHARES-COMMON-PRIOR>           0
<ACCUMULATED-NII-CURRENT>       0
<OVERDISTRIBUTION-NII>          0
<ACCUMULATED-NET-GAINS>         (6)
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        0
<NET-ASSETS>                    1,243,764
<DIVIDEND-INCOME>               0
<INTEREST-INCOME>               20,839
<OTHER-INCOME>                  0
<EXPENSES-NET>                  2,077
<NET-INVESTMENT-INCOME>         18,762
<REALIZED-GAINS-CURRENT>        (6)
<APPREC-INCREASE-CURRENT>       0
<NET-CHANGE-FROM-OPS>           18,756
<EQUALIZATION>                  0
<DISTRIBUTIONS-OF-INCOME>       18,762
<DISTRIBUTIONS-OF-GAINS>        0
<DISTRIBUTIONS-OTHER>           0
<NUMBER-OF-SHARES-SOLD>         152,142
<NUMBER-OF-SHARES-REDEEMED>     38,790
<SHARES-REINVESTED>             1,200
<NET-CHANGE-IN-ASSETS>          1,143,762
<ACCUMULATED-NII-PRIOR>         0
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR>         0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>           2,605
<INTEREST-EXPENSE>              0
<GROSS-EXPENSE>                 144,800
<AVERAGE-NET-ASSETS>            506,576
<PER-SHARE-NAV-BEGIN>           9.990
<PER-SHARE-NII>                 0.270
<PER-SHARE-GAIN-APPREC>         0.000
<PER-SHARE-DIVIDEND>            0.270
<PER-SHARE-DISTRIBUTIONS>       0.000
<RETURNS-OF-CAPITAL>            0.000
<PER-SHARE-NAV-END>             9.990
<EXPENSE-RATIO>                 48
<AVG-DEBT-OUTSTANDING>          0
<AVG-DEBT-PER-SHARE>            0.000
        


</TABLE>

<TABLE> <S> <C>

       
<S>                             <C>

<ARTICLE>                       6
<SERIES>
     <NUMBER>                   4
     <NAME>                     UTILITY FUND


<PERIOD-TYPE>                   12-MOS
<FISCAL-YEAR-END>               Dec-31-1994
<PERIOD-END>                    Dec-31-1994
<INVESTMENTS-AT-COST>           1,047,237
<INVESTMENTS-AT-VALUE>          1,039,219
<RECEIVABLES>                   51,623
<ASSETS-OTHER>                  1,037
<OTHER-ITEMS-ASSETS>            0
<TOTAL-ASSETS>                  1,091,879
<PAYABLE-FOR-SECURITIES>        100,142
<SENIOR-LONG-TERM-DEBT>         0
<OTHER-ITEMS-LIABILITIES>       17,567
<TOTAL-LIABILITIES>             117,709
<SENIOR-EQUITY>                 0
<PAID-IN-CAPITAL-COMMON>        993,053
<SHARES-COMMON-STOCK>           104,906
<SHARES-COMMON-PRIOR>           0
<ACCUMULATED-NII-CURRENT>       16
<OVERDISTRIBUTION-NII>          0
<ACCUMULATED-NET-GAINS>         (10,881)
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        (8,018)
<NET-ASSETS>                    974,170
<DIVIDEND-INCOME>               12,736
<INTEREST-INCOME>               2,123
<OTHER-INCOME>                  0
<EXPENSES-NET>                  1,652
<NET-INVESTMENT-INCOME>         13,207
<REALIZED-GAINS-CURRENT>        (10,881)
<APPREC-INCREASE-CURRENT>       (8,018)
<NET-CHANGE-FROM-OPS>           (5,692)
<EQUALIZATION>                  0
<DISTRIBUTIONS-OF-INCOME>       13,191
<DISTRIBUTIONS-OF-GAINS>        0
<DISTRIBUTIONS-OTHER>           0
<NUMBER-OF-SHARES-SOLD>         126,510
<NUMBER-OF-SHARES-REDEEMED>     22,611
<SHARES-REINVESTED>             1,007
<NET-CHANGE-IN-ASSETS>          974,170
<ACCUMULATED-NII-PRIOR>         0
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR>         0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>           2,077
<INTEREST-EXPENSE>              0
<GROSS-EXPENSE>                 153,493
<AVERAGE-NET-ASSETS>            297,346
<PER-SHARE-NAV-BEGIN>           9.480
<PER-SHARE-NII>                 0.340
<PER-SHARE-GAIN-APPREC>         (0.190)
<PER-SHARE-DIVIDEND>            0.340
<PER-SHARE-DISTRIBUTIONS>       0.000
<RETURNS-OF-CAPITAL>            0.000
<PER-SHARE-NAV-END>             9.290
<EXPENSE-RATIO>                 60
<AVG-DEBT-OUTSTANDING>          0
<AVG-DEBT-PER-SHARE>            0.000
        


</TABLE>

<TABLE> <S> <C>

       
<S>                             <C>

<ARTICLE>                       6
<SERIES>
     <NUMBER>                   5
     <NAME>                     Insurance Management Series
                                Prime Money Fund

<PERIOD-TYPE>                   1-MO
<FISCAL-YEAR-END>               Dec-31-1994
<PERIOD-END>                    Dec-31-1994
<INVESTMENTS-AT-COST>           570,731
<INVESTMENTS-AT-VALUE>          570,731
<RECEIVABLES>                   7
<ASSETS-OTHER>                  0
<OTHER-ITEMS-ASSETS>            0
<TOTAL-ASSETS>                  570,738
<PAYABLE-FOR-SECURITIES>        0
<SENIOR-LONG-TERM-DEBT>         0
<OTHER-ITEMS-LIABILITIES>       18,470
<TOTAL-LIABILITIES>             18,470
<SENIOR-EQUITY>                 0
<PAID-IN-CAPITAL-COMMON>        552,268
<SHARES-COMMON-STOCK>           552,268
<SHARES-COMMON-PRIOR>           0
<ACCUMULATED-NII-CURRENT>       0
<OVERDISTRIBUTION-NII>          0
<ACCUMULATED-NET-GAINS>         0
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        0
<NET-ASSETS>                    552,268
<DIVIDEND-INCOME>               0
<INTEREST-INCOME>               2,909
<OTHER-INCOME>                  0
<EXPENSES-NET>                  460
<NET-INVESTMENT-INCOME>         2,449
<REALIZED-GAINS-CURRENT>        0
<APPREC-INCREASE-CURRENT>       0
<NET-CHANGE-FROM-OPS>           2,449
<EQUALIZATION>                  0
<DISTRIBUTIONS-OF-INCOME>       2,449
<DISTRIBUTIONS-OF-GAINS>        0
<DISTRIBUTIONS-OTHER>           0
<NUMBER-OF-SHARES-SOLD>         1,276,510
<NUMBER-OF-SHARES-REDEEMED>     726,733
<SHARES-REINVESTED>             2,491
<NET-CHANGE-IN-ASSETS>          552,268
<ACCUMULATED-NII-PRIOR>         0
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR>         0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>           287
<INTEREST-EXPENSE>              0
<GROSS-EXPENSE>                 41,695
<AVERAGE-NET-ASSETS>            511,724
<PER-SHARE-NAV-BEGIN>           1.000
<PER-SHARE-NII>                 0.010
<PER-SHARE-GAIN-APPREC>         0.000
<PER-SHARE-DIVIDEND>            0.010
<PER-SHARE-DISTRIBUTIONS>       0.000
<RETURNS-OF-CAPITAL>            0.000
<PER-SHARE-NAV-END>             1.000
<EXPENSE-RATIO>                 80
<AVG-DEBT-OUTSTANDING>          0
<AVG-DEBT-PER-SHARE>            0.000
        


</TABLE>

                                                  Exhibit (5)(i) on Form N-1A
                                          Exhibit (10) under Item 601/Reg. S-K


                                   EXHIBIT F
                                    to the
                         Investment Advisory Contract

                           International Equity Fund



      For all services rendered by Adviser hereunder, the above-named Fund of
the Trust shall pay to Adviser and Adviser agrees to accept as full
compensation for all services rendered hereunder, an annual investment
advisory fee equal to 1% of the average daily net assets of the Fund.

      The portion of the fee based upon the average daily net assets of the
Fund shall be accrued daily at the rate of 12/365th of 1% applied to the daily
net assets of the Fund.

      The advisory fee so accrued shall be paid to Adviser daily.

      Witness the due execution hereof this __ day of ______, 19__.



Attest:                                FEDERATED ADVISERS




                                          By:
                       Secretary
                                       Executive Vice President



Attest:                                   INSURANCE MANAGEMENT SERIES



                                          By:
             Assistant Secretary
                                       Vice President






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