FUNDMANAGER PORTFOLIOS
24F-2NT, 1998-12-29
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                   FORM 24F-2

                        ANNUAL NOTICE OF SECURITIES SOLD
                             PURSUANT TO RULE 24F-2

             READ INSTRUCTIONS AT END OF FORM BEFORE PREPARING FORM.
                              PLEASE PRINT OR TYPE.

1.      Name and address of issuer:
                               FundManager Trust

                              Federated Investors
                           Federated Investors Tower

                      Pittsburgh, Pennsylvania 15222-3779

2.      The name of each  series or class of  securities  for which this Form is
        filed  (If the  Form is  being  filed  for all  series  and  classes  of
        securities  of the  issuer,  check  the box but do not  list  series  or
        classes): [ ]

3.      Investment Company Act File Number:  811-08992

        Securities Act File Number:          33-89754

4(a). Last day of fiscal year for which this Form is filed: SEPTEMBER 30, 1998

4(b).   [   ] Check box if this Form is being filed late (i.e., more than 90
        calendar days after the end of the issuer's fiscal year).  (See

        Instruction A.2)

NOTE:  IF THE FORM IS BEING FILED LATE, INTEREST MUST BE PAID ON THE
REGISTRATION FEE DUE.

4(c).  [ ] Check box if this is the last  time the  issuer  will be filing  this
Form.


<PAGE>


5. Calculation of registration fee:

        (i)    Aggregate sale price of securities sold during

               the fiscal year pursuant to section 24(f):    $    81,260,213
                                                              --------------

        (ii)   Aggregate price of securities redeemed or
               repurchased during the fiscal year:          $77,284,812

        (iii)  Aggregate price of securities  redeemed or repurchased during any
               PRIOR  fiscal year ending no earlier  than  October 11, 1995 that
               were not previously used to reduce  registration  fees payable to
               the Commission: $ 13,656,796

        (iv)   Total available redemption credits [add Items 5(ii)
               and 5(iii)]:                                --$   90,941,608
                                                           -------------

        (v)    Net sales -- if Item 5(i) is greater than Item 5(iv)
               [subtract Item 5(iv) from Item 5(i)]:             $       0
                                                                  --------

        (vi)   Redemption  credits  available for use in future years -- if Item
               5(i) is less than  Item  5(iv)  [subtract  Item  5(iv)  from Item
               5(i)]: $(9,681,395)

        (vii)  Multiplier for determining registration fee

               (See Instruction C.9):                            x    0.000278

        (viii) Registration fee due [multiply Item 5(v) by Item

               5(vii)] (enter "0" if no fee is due):         =$     0
                                                               ------
6.      Prepaid Shares

        If the  response to item 5(i) was  determined  by deducting an amount of
        securities  that  were  registered  under  the  Securities  Act of  1933
        pursuant to rule 24e-2 as in effect before [effective date of rescisison
        of rule 24e-2],  then report the amount of securities  (number of shares
        or other units)  deducted  here:  -0-. If there is a number of shares or
        other units that were registered pursuant to rule 24e-2 remaining unsold
        at the end of the  fiscal  year for which  this  form is filed  that are
        available for use by the issuer in future fiscal years,  then state that
        number here: -0-.

7.      Interest  due -- if this Form is being filed more than 90 days after the
        end of the issuer's fiscal year (see Instruction D):

        +$------------
8.      Total of the amount of the registration fee due plus any interest due
        [line 5(viii) plus
        line 7]:
        =$                       -0-

9.      Date  the  registration  fee and any  interest  payment  was sent to the
        Commission's lockbox depository:

        Method of Delivery:
               [   ]  Wire Transfer
               [   ]  Mail or other means


<PAGE>



                                   SIGNATURES

This           Form has been signed below by the following  persons on behalf of
               the issuer and in the capacities and on the dates indicated.

By (Signature and Title)*                                   CW

                      RICHARD J. THOMAS, TREASURER

Date:

*       Please print the name and title of the signing officer below the
signature.


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