File No. 333-_______
As filed with the SEC on _______, 2003
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM N-14
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
Pre-Effective Amendment No. __
Post-Effective Amendment No. __
(Check appropriate box or boxes)
FEDERATED TOTAL RETURN GOVERNMENT BOND FUND
(Exact Name of Registrant as Specified in Charter)
1-800-341-7400
(Area Code and Telephone Number)
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237-7000
(Address of Principal Executive Offices)
John W. McGonigle, Esquire
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, Pennsylvania 15222-3779
(Name and Address of Agent for Service)
Copies to:
Matthew G. Maloney, Esquire
Dickstein Shapiro Morin & Oshinsky LLP
2101 L Street, NW
Washington, DC 20037-1526
(202) 828-2218
Approximate Date of Proposed Public Offering: As soon as
practicable after this Registration Statement becomes effective
under the Securities Act of 1933, as amended.
No filing fee is due because Registrant is relying on Section 24(f) of the
Investment Company Act of 1940, as amended.
RIGGS FUNDS
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237-7010
Dear Shareholder,
The Board of Trustees of the Riggs Funds is pleased to submit to you a
proposed reorganization of Riggs Stock Fund, Riggs Small Company Stock Fund,
Riggs U.S. Government Securities Fund, Riggs Bond Fund, Riggs Short Term Tax
Free Bond Fund, Riggs Intermediate Tax Free Bond Fund, Riggs Prime Money Market
Fund and Riggs U.S. Treasury Money Market Fund (each a "Riggs Fund"; together
the "Riggs Funds") into Federated Capital Appreciation Fund, Federated Kaufmann
Fund, Federated Total Return Government Bond Fund, Federated Total Return Bond
Fund, Federated Short-Term Municipal Trust, Federated Intermediate Municipal
Trust, Automated Cash Management Trust and Automated Government Money Trust
(each a "Federated Fund"; together the "Federated Funds"), respectively. The
shareholders of each Riggs Fund will vote separately on the proposal to
reorganize their fund. If approved by shareholders of a Riggs Fund, the
shareholders of that Riggs Fund will receive shares of a comparable Federated
Fund. Riggs Investment Advisors Inc. is the investment adviser for the Riggs
Funds, and Federated Investment Management Company is the investment adviser for
the Federated Funds.
We are recommending the reorganization of the Riggs Funds and Federated
Funds because the long-term viability of the Riggs Funds is in jeopardy due to
its shrinking asset base caused by the current difficult market environment.
Both the Riggs Funds and Federated Funds have similar investment objectives, and
the combination of the two Fund groups would provide the Riggs Funds'
shareholders with the benefit of higher Fund asset levels and potentially lower
Fund expenses.
Your vote on this proposal is very important. Whether or not you plan to
attend the meeting, please vote your shares by mail. If you are a shareholder of
more than one Riggs Fund, you will receive more than one Prospectus/Proxy
Statement and Proxy Card and will need to vote the shares you hold of each Fund.
In addition, you may receive more than one Prospectus/Proxy Statement and Proxy
Card if you own shares through more than one financial intermediary or under a
different account registration.
Remember, your vote is important. PLEASE TAKE A MOMENT TO SIGN, DATE AND
RETURN YOUR PROXY CARD IN THE ENCLOSED POSTAGE-PAID RETURN ENVELOPE. Information
and direction for voting the proxy is included on the next page. IT IS VERY
IMPORTANT THAT YOUR VOTING INSTRUCTIONS BE RECEIVED PROMPTLY.
If you have any questions regarding the shareholder meeting, please feel
free to call a Riggs Client Service Representative at 1-800-934-3883.
Sincerely,
_______________
Peter J. Germain
President
_________, 2003
4
Riggs Funds
Prospectus and Proxy Statement - Please Vote!
TIME IS OF THE ESSENCE . . .VOTING ONLY TAKES A FEW MINUTES AND YOUR
PARTICIPATION IS IMPORTANT! ACT NOW TO HELP THE FUND AVOID ADDITIONAL EXPENSE.
The Riggs Funds will hold a special meeting of shareholders on September
25, 2003. It is important for you to vote on the issue described in this
Prospectus and Proxy Statement. We recommend that you read the Prospectus and
Proxy Statement in its entirety; the explanations will help you to decide on the
issue.
The following is an introduction to the process and the proposal.
Why am I being asked to vote?
Mutual funds are required to obtain shareholders' approval of certain types
of changes like the one described in this Prospectus and Proxy Statement. You
have a right to vote on such changes.
How do I vote my shares?
You may vote in person at the special meeting of shareholders or complete
and return the enclosed proxy card.
If you:
1. do not respond at all, we may contact you by telephone to request that
you cast your vote.
2. sign and return the proxy card without indicating a preference, your
vote will be cast "for" the proposal.
What is the issue?
The proposed reorganization of the Riggs Funds into the acquiring Federated
Funds.
Why is the reorganization being proposed?
The Board of Trustees and investment adviser of the Riggs Funds believe that the
Reorganization is in the best interest of the Riggs Funds and its shareholders.
Pronounced declines in the asset levels of the Riggs Funds during the past
few years have, in the opinion of the Riggs Funds' adviser, caused the long-term
viability of the Riggs Funds to become questionable. After considering available
alternatives, the adviser has recommended, and the Board of Trustees has
approved, the Reorganization of the Riggs Funds into the acquiring Federated
Funds. The Federated Funds have substantial management expertise and investment
flexibility that has produced a strong long-term performance record. The Riggs
investment adviser and the Board of Trustees have concluded that the best way to
provide improved performance to the Riggs Funds' shareholders is through the
proposed Reorganization.
When will this reorganization become effective?
The reorganization is currently anticipated to occur in September, assuming
shareholder approval is obtained. Shortly after the reorganization has been
approved, you will receive new account information on your new ownership in the
acquiring Federated Fund.
If I am a Riggs Fund shareholder, what do I have to do to become a
shareholder in the acquiring Federated Fund?
Riggs Fund shareholders are being asked to approve this reorganization through
voting at the Special Meeting of Riggs Fund shareholders, which is scheduled to
occur on September 25, 2003. Your vote is very important.
Shortly after the Riggs Fund shareholder approval of the reorganization,
Riggs Fund shareholders' accounts will be transferred to the acquiring Federated
Fund. You will not pay any sales charges in connection with the reorganization.
What will happen to my Riggs Fund account?
After the reorganization, Riggs Fund shareholders will be assigned a new
account with the acquiring Federated Fund, and their Riggs Fund accounts will be
closed. This process will occur automatically, with no action required by you.
There will be no change in the aggregate value of your account as a result of
the reorganization, although the number of shares and the net asset value per
share may change.
Will all of my current account options, such as systematic investment and
withdrawal programs, transfer over to the acquiring Federated Fund?
Various types of account servicing features will transfer automatically to
new Federated Fund accounts. Shortly after the reorganization, shareholders will
receive information that further describes these options, along with materials
concerning the acquiring Federated Fund's diversified product line and
shareholder services.
Will I incur taxes as a result of this reorganization?
This reorganization is expected to be a tax-free event. Generally,
shareholders will not incur capital gains or losses on the conversion from Riggs
Fund Shares into Federated Fund Shares as a result of this reorganization.
Shareholders will incur capital gains or losses if they sell their Riggs
Fund Shares before the reorganization becomes effective or sell/exchange their
Federated Fund Shares after the organization becomes effective. Shareholders
will also be responsible for tax obligations associated with monthly or periodic
dividend and capital gains distributions that occur prior to and after the
reorganization. Please note that retirement accounts generally are exempt from
such tax consequences.
Who do I call with questions about the Combined Proxy Statement and Prospectus?
Call your Investment Professional or a Riggs Client Service Representative.
Riggs' toll-free number is 1-800-934-3883.
After careful consideration, the Board of Trustees has unanimously approved
this proposal. The Board recommends that you read the enclosed materials
carefully and vote for the proposal.
RIGGS FUNDS
Riggs Stock Fund
Riggs Small Company Stock Fund
Riggs U.S. Government Securities Fund
Riggs Bond Fund
Riggs Short Term Tax Free Bond Fund
Riggs Intermediate Tax Free Bond Fund
Riggs Prime Money Market Fund
Riggs U.S. Treasury Money Market Fund
NOTICE OF SPECIAL MEETING OF SHAREHOLDERS
TO BE HELD SEPTEMBER 24, 2003
TO SHAREHOLDERS OF RIGGS STOCK FUND, RIGGS SMALL COMPANY STOCK FUND, RIGGS
U.S. GOVERNMENT SECURITIES FUND, RIGGS BOND FUND, RIGGS SHORT TERM TAX FREE BOND
FUND, RIGGS INTERMEDIATE TAX FREE BOND FUND, RIGGS PRIME MONEY MARKET FUND AND
RIGGS U.S. TREASURY MONEY MARKET FUND, PORTFOLIOS OF RIGGS FUNDS: A special
meeting of the shareholders of Riggs Stock Fund, Riggs Small Company Stock Fund,
Riggs U.S. Government Securities Fund, Riggs Bond Fund, Riggs Short Term Tax
Free Bond Fund, Riggs Intermediate Tax Free Bond Fund, Riggs Prime Money Market
Fund and Riggs U.S. Treasury Money Market Fund (collectively, the "Riggs
Funds"), will be held at 5800 Corporate Drive, Pittsburgh, Pennsylvania
15237-7010, at 2:00 p.m. (Eastern time), on September 24, 2003, for the
following purposes:
1. To approve or disapprove a proposed Agreement and Plan of Reorganization
pursuant to which Federated Capital Appreciation Fund, a portfolio of Federated
Equity Funds, would acquire all of the assets of Riggs Stock Fund in exchange
for Class A Shares of Federated Capital Appreciation Fund to be distributed pro
rata by Riggs Stock Fund to its shareholders, in complete liquidation and
termination of Riggs Stock Fund;
2. To approve or disapprove a proposed Agreement and Plan of Reorganization
pursuant to which Federated Kaufmann Fund, a portfolio of Federated Equity
Funds, would acquire all of the assets of Riggs Small Company Stock Fund in
exchange for Class A Shares of Federated Kaufmann Fund to be distributed pro
rata by Riggs Small Company Stock Fund to its shareholders, in complete
liquidation and termination of Riggs Small Company Stock Fund;
3. To approve or disapprove a proposed Agreement and Plan of Reorganization
pursuant to which Federated Total Return Government Bond Fund would acquire all
of the assets of Riggs U.S. Government Securities Fund in exchange for
Institutional Service Shares of Federated Total Return Government Bond Fund to
be distributed pro rata by Riggs U.S. Government Securities Fund to its
shareholders, in complete liquidation and termination of Riggs U.S. Government
Securities Fund;
4. To approve or disapprove a proposed Agreement and Plan of Reorganization
pursuant to which Federated Total Return Bond Fund, a portfolio of Federated
Total Return Series, Inc., would acquire all of the assets of Riggs Bond Fund in
exchange for Institutional Service Shares of Federated Total Return Bond Fund to
be distributed pro rata by Riggs Bond Fund to its shareholders, in complete
liquidation and termination of Riggs Bond Fund;
5. To approve or disapprove a proposed Agreement and Plan of Reorganization
pursuant to which Federated Short-Term Municipal Trust would acquire all of the
assets of Riggs Short Term Tax Free Bond Fund in exchange for Institutional
Service Shares of Federated Short-Term Municipal Trust to be distributed pro
rata by Riggs Short Term Tax Free Bond Fund to its shareholders, in complete
liquidation and termination of Riggs Short Term Tax Free Bond Fund;
6. To approve or disapprove a proposed Agreement and Plan of Reorganization
pursuant to which Federated Intermediate Municipal Trust, a portfolio of
Intermediate Municipal Trust, would acquire all of the assets of Riggs
Intermediate Tax Free Bond Fund in exchange for Shares of Federated Intermediate
Municipal Trust to be distributed pro rata by Riggs Intermediate Tax Free Bond
Fund to its shareholders, in complete liquidation and termination of Riggs
Intermediate Tax Free Bond Fund;
7. To approve or disapprove a proposed Agreement and Plan of Reorganization
pursuant to which Automated Cash Management Trust, a portfolio of Money Market
Obligations Trust, would acquire all of the assets of Riggs Prime Money Market
Fund in exchange for Institutional Service Shares of Automated Cash Management
Trust to be distributed pro rata by Riggs Prime Money Market Fund to its
shareholders, in complete liquidation and termination of Riggs Prime Money
Market Fund; and
8. To approve or disapprove a proposed Agreement and Plan of Reorganization
pursuant to which Automated Government Money Trust, a portfolio of Money Market
Obligations Trust, would acquire all of the assets of Riggs U.S. Treasury Money
Market Fund in exchange for Shares of Automated Government Money Trust to be
distributed pro rata by Riggs U.S. Treasury Money Market Fund to its
shareholders, in complete liquidation and termination of Riggs U.S. Treasury
Money Market Fund;
9. To transact such other business as may properly come before the special
meeting or any adjournment thereof.
The Board of Trustees has fixed August 14, 2003 as the record date for
determination of shareholders entitled to vote at the special meeting.
By Order of the Board of Trustees,
C. Grant Anderson
Assistant Secretary
_____________, 2003
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YOU CAN HELP RIGGS FUNDS AVOID THE NECESSITY AND EXPENSE OF SENDING FOLLOW-UP
LETTERS TO ENSURE A QUORUM BY PROMPTLY SIGNING AND RETURNING THE ENCLOSED PROXY
CARD. IF YOU ARE UNABLE TO ATTEND THE MEETING, PLEASE MARK, SIGN, DATE AND
RETURN THE ENCLOSED PROXY CARD SO THAT THE NECESSARY QUORUM MAY BE REPRESENTED
AT THE SPECIAL MEETING. THE ENCLOSED ENVELOPE REQUIRES NO POSTAGE IF MAILED IN
THE UNITED STATES.
- -------------------------------------------------------------------------------
PROSPECTUS/PROXY STATEMENT
_______________, 2003
Acquisition of the assets of
RIGGS STOCK FUND
a portfolio of Riggs Funds
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237-7010
Telephone No: 1-800-934-3883
By and in exchange for Class A Shares of
FEDERATED CAPITAL APPRECIATION FUND,
a portfolio of Federated Equity Funds
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237-7000
Telephone No: 1-800-341-7400
Acquisition of the assets of
RIGGS SMALL COMPANY STOCK FUND
a portfolio of Riggs Funds
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237-7010
Telephone No: 1-800-934-3883
By and in exchange for Class A Shares of
FEDERATED KAUFMANN FUND,
a portfolio of Federated Equity Funds
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237-7000
Telephone No: 1-800-341-7400
Acquisition of the assets of
RIGGS U.S. GOVERNMENT SECURITIES FUND
a portfolio of Riggs Funds
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237-7010
Telephone No: 1-800-934-3883
By and in exchange for Institutional Service Shares of
FEDERATED TOTAL RETURN GOVERNMENT BOND FUND
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237-7000
Telephone No: 1-800-341-7400
Acquisition of the assets of
RIGGS BOND FUND
a portfolio of Riggs Funds
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237-7010
Telephone No: 1-800-934-3883
By and in exchange for Institutional Service Shares of
FEDERATED TOTAL RETURN BOND FUND,
a portfolio of Federated Total Return Series, Inc.
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237-7000
Telephone No: 1-800-341-7400
Acquisition of the assets of
RIGGS SHORT TERM TAX FREE BOND FUND
a portfolio of Riggs Funds
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237-7010
Telephone No: 1-800-934-3883
By and in exchange for Institutional Service Shares of
FEDERATED SHORT-TERM MUNICIPAL TRUST
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237-7000
Telephone No: 1-800-341-7400
Acquisition of the assets of
RIGGS INTERMEDIATE TAX FREE BOND FUND
a portfolio of Riggs Funds
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237-7010
Telephone No: 1-800-934-3883
By and in exchange for Shares of
FEDERATED INTERMEDIATE MUNICIPAL TRUST,
a portfolio of Intermediate Municipal Trust
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237-7000
Telephone No: 1-800-341-7400
Acquisition of the assets of
RIGGS PRIME MONEY MARKET FUND
a portfolio of Riggs Funds
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237-7010
Telephone No: 1-800-934-3883
By and in exchange for Institutional Service Shares of
AUTOMATED CASH MANAGEMENT TRUST,
a portfolio of Money Market Obligations Trust
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237-7000
Telephone No: 1-800-341-7400
Acquisition of the assets of
RIGGS U.S. TREASURY MONEY MARKET FUND
a portfolio of Riggs Funds
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237-7010
Telephone No: 1-800-934-3883
By and in exchange for Shares of
AUTOMATED GOVERNMENT MONEY TRUST,
a portfolio of Money Market Obligations Trust
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237-7000
Telephone No: 1-800-341-7400
This Prospectus/Proxy Statement describes the proposal for the
reorganizations (the "Reorganizations") pursuant to separate Agreements and
Plans of Reorganization (together, the "Plans"), pursuant to which Riggs Stock
Fund, Riggs Small Company Stock Fund, Riggs U.S. Government Securities Fund,
Riggs Bond Fund, Riggs Short Term Tax Free Bond Fund, Riggs Intermediate Tax
Free Bond Fund, Riggs Prime Money Market Fund and Riggs U.S. Treasury Money
Market Fund (each a "Riggs Fund"; together the "Riggs Funds") would transfer all
their assets to Federated Capital Appreciation Fund, Federated Kaufmann Fund,
Federated Total Return Government Bond Fund, Federated Total Return Bond Fund,
Federated Short-Term Municipal Trust, Federated Intermediate Municipal Trust,
Automated Cash Management Trust and Automated Government Money Trust (each a
"Federated Fund"; together, the "Federated Funds"), respectively, in exchange
for shares of the respective Federated Fund (collectively, "Federated Fund
Shares"), which, in the case of Federated Capital Appreciation Fund and
Federated Kaufmann Fund, will consist of Class A Shares; in the case of
Federated Total Return Government Bond Fund, Federated Total Return Bond Fund,
Federated Short-Term Municipal Trust and Automated Cash Management Trust , will
consist of Institutional Service Shares; and in the case of Federated
Intermediate Municipal Trust and Automated Government Money Trust, will consist
of Shares. Shares of the respective Federated Fund will be distributed pro rata
by each Riggs Fund to its shareholders in complete liquidation and dissolution
of the Riggs Fund. As a result of the Reorganization, each owner of shares of a
Riggs Fund will become the owner of the applicable Federated Fund Shares having
a total net asset value equal to the total net asset value of his or her
holdings in the applicable Riggs Fund on the date of the Reorganization (the
"Closing Date"). The separate Plans of Reorganization are substantially
identical, and a form of such plans is attached as Exhibit A.
For a comparison of the investment policies of the Riggs Funds and the
Federated Funds with which your Riggs Fund would be combined, see "Summary -
Comparison of Investment Objectives, Policies, Limitations and Risks."
Information concerning Federated Fund Shares, as compared to shares of the Riggs
Funds, is included in this Prospectus/Proxy Statement in the sections entitled
"Summary - Comparative Fee Tables" and "Information About the Reorganizations -
Description of Federated Fund Shares and Capitalization."
This Prospectus/Proxy Statement should be retained for future reference. It
sets forth concisely the information about each Federated Fund that a
prospective investor should know before voting on the Reorganization. This
Prospectus/Proxy Statement is accompanied by the Prospectuses of Federated
Capital Appreciation Fund dated December 31, 2002; Federated Kaufmann Fund dated
December 31, 2002; Federated Total Return Government Bond Fund dated April 30,
2003; Federated Total Return Bond Fund dated January 31, 2003; Federated
Short-Term Municipal Trust dated August 31, 2002; Federated Intermediate
Municipal Trust dated July 31, 2003; Automated Cash Management Trust dated
September 30, 2002; or Automated Government Money Trust dated September 30,
2003, as applicable, each of which are incorporated herein by reference. This
Prospectus/Proxy Statement is also accompanied by the Prospectus of the Riggs
Funds dated June 30, 2003, and a Statement of Additional Information relating to
this Prospectus/Proxy Statement dated ____, 2003, which are incorporated herein
by reference. Statements of Additional Information for Federated Capital
Appreciation Fund dated December 31, 2002, revised April 7, 2003; Federated
Kaufmann Fund dated December 31, 2002; Federated Total Return Government Bond
Fund dated April 30, 2003; Federated Total Return Bond Fund dated January 31,
2003; Federated Short-Term Municipal Trust dated August 31, 2002; Federated
Intermediate Municipal Trust dated July 31, 2003; Automated Cash Management
Trust dated September 30, 2002; Automated Government Money Trust dated September
30, 2003; and a Statement of Additional Information for the Riggs Funds dated
June 30, 2003, have been filed with the Securities and Exchange Commission (the
"Commission") and are incorporated herein by reference. Further information
about Federated Capital Appreciation Fund's performance is contained in
Federated Capital Appreciation Fund's Annual Report for its fiscal year ended
October 31, 2002, and the Semi-Annual Report relating to the period ended April
30, 2003, each of which is incorporated herein by reference. Further information
about Federated Kaufmann Fund's performance is contained in Federated Kaufmann
Fund's Annual Report for its fiscal year ended October 31, 2002, and the
Semi-Annual Report relating to the period ended April 30, 2003, each of which is
incorporated herein by reference. Further information about Federated Total
Return Government Bond Fund's performance is contained in Federated Total Return
Government Bond Fund's Annual Report for its fiscal year ended February 28,
2003, which is incorporated herein by reference. Further information about
Federated Total Return Bond Fund's performance is contained in Federated Total
Return Bond Fund's Annual Report for its fiscal year ended November 30, 2002,
and the Semi-Annual Report relating to the period ended May 31, 2003, each of
which is incorporated herein by reference. Further information about Federated
Short-Term Municipal Trust's performance is contained in Federated Short-Term
Municipal Trust's Annual Report for its fiscal year ended June 30, 2002, and the
Semi-Annual Report relating to the period ended December 31, 2002, each of which
is incorporated herein by reference. Further information about Federated
Intermediate Municipal Trust's performance is contained in Federated
Intermediate Municipal Trust's Annual Report for its fiscal year ended May 31,
2003, which is incorporated herein by reference. Further information about
Automated Cash Management Trust's performance is contained in Automated Cash
Management Trust's Annual Report for its fiscal year ended July 31, 2002, and
the Semi-Annual Report relating to the period ended January 31, 2003, each of
which is incorporated herein by reference. Further information about Automated
Government Money Trust's performance is contained in Automated Government Money
Trust's Annual Report for its fiscal year ended July 31, 2002, and the
Semi-Annual Report relating to the period ended January 31, 2003, each of which
is incorporated herein by reference. Further information about the Riggs Funds'
performance is contained in the Riggs Funds' Annual Report for its fiscal year
ended April 30, 2003, which is incorporated herein by reference. Copies of these
materials and other information about the Federated Funds and Riggs Funds may be
obtained without charge by writing or by calling the Federated Funds or Riggs
Funds at the addresses and telephone numbers shown on the previous pages. THESE
SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE
COMMISSION, NOR HAS THE SECURITIES AND EXCHANGE COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS/PROXY STATEMENT. ANY REPRESENTATION TO
THE CONTRARY IS A CRIMINAL OFFENSE.
NO PERSON HAS BEEN AUTHORIZED TO GIVE ANY INFORMATION OR TO MAKE ANY
REPRESENTATIONS OTHER THAN THOSE CONTAINED IN THIS PROSPECTUS/PROXY STATEMENT
AND IN THE MATERIALS EXPRESSLY INCORPORATED HEREIN BY REFERENCE AND, IF GIVEN OR
MADE, SUCH OTHER INFORMATION OR REPRESENTATIONS MUST NOT BE RELIED UPON AS
HAVING BEEN AUTHORIZED BY THE FUNDS.
THE SHARES OFFERED BY THIS PROSPECTUS/PROXY STATEMENT ARE NOT DEPOSITS OR
OBLIGATIONS OF, OR GUARANTEED OR ENDORSED BY, ANY BANK. THESE SHARES ARE NOT
FEDERALLY INSURED BY, GUARANTEED BY, OBLIGATIONS OF OR OTHERWISE SUPPORTED BY
THE U.S. GOVERNMENT, THE FEDERAL DEPOSIT INSURANCE CORPORATION, THE FEDERAL
RESERVE BOARD OR ANY OTHER GOVERNMENTAL AGENCY. INVESTMENT IN THESE SHARES
INVOLVES INVESTMENT RISKS, INCLUDING POSSIBLE LOSS OF PRINCIPAL AMOUNT INVESTED.
TABLE OF CONTENTS
Page
SUMMARY 2
Reasons for the Proposed Reorganizations 2
Comparison of Investment Objectives, Policies and Risks 3
Investment Limitations-Each Federated Fund and Riggs Fund 7
Comparative Fee Tables 8
Comparison of Potential Risks and Rewards; Performance Information 26
Investment Advisers 62
Portfolio Managers 63
Advisory and Other Fees 65
Purchases, Redemptions and Exchange Procedures; Dividends and Distributions
68
INFORMATION ABOUT THE REORGANIZATIONS 71
Description of the Plans of Reorganization 71
Description of Federated Fund Shares and Capitalization 72
Federal Income Tax Consequences 74
Agreement Among Riggs Investment Advisors, Inc., Riggs National Corporation
and Federated Investors, Inc. 74
Reasons for the Reorganizations 75
Comparative Information on Shareholder Rights and Obligations 75
INFORMATION ABOUT THE FEDERATED FUNDS AND THE RIGGS FUNDS 78
Federated Funds 78
Riggs Funds 78
ABOUT THE PROXY SOLICITATION AND THE SPECIAL MEETING 78
Proxies, Quorum and Voting at the Special Meeting 79
Share Ownership of the Funds 80
OTHER MATTERS AND DISCRETION OF ATTORNEYS NAMED IN THE PROXY 83
AGREEMENT AND PLAN OF REORGANIZATION (Exhibit A) 84
MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE (Exhibit B) 95
SUMMARY
This summary is qualified in its entirety by reference to the additional
information contained elsewhere in this Prospectus/Proxy Statement, or
incorporated by reference into this Prospectus/Proxy Statement. A form of the
Plan is attached to this Prospectus/Proxy Statement as Exhibit A. For more
complete information, please read the Prospectuses of the Federated Fund and the
Riggs Funds, and the Statement of Additional Information relating to this
Prospectus/Proxy Statement, all of which accompany this Prospectus/Proxy
Statement.
Reasons for the Proposed ReorganizationS
The Board of Trustees ("Board" or "Trustees") of the Riggs Funds has voted
to recommend to holders of shares of each Riggs Fund the approval of the Plans
whereby (a) Federated Capital Appreciation Fund would acquire all of the assets
of Riggs Stock Fund in exchange for Federated Capital Appreciation Fund's Class
A Shares to be distributed pro rata by Riggs Stock Fund to its shareholders in
complete liquidation and dissolution of Riggs Stock Fund; (b) Federated Kaufmann
Fund would acquire all of the assets of Riggs Small Company Stock Fund in
exchange for Federated Kaufmann Fund's Class A Shares to be distributed pro rata
by Riggs Small Company Stock Fund to its shareholders in complete liquidation
and dissolution of Riggs Small Company Stock Fund; (c) Federated Total Return
Government Bond Fund would acquire all of the assets of Riggs U.S. Government
Securities Fund in exchange for Federated Total Return Government Bond Fund's
Institutional Service Shares to be distributed pro rata by Riggs U.S. Government
Securities Fund to its shareholders in complete liquidation and dissolution of
Riggs U.S. Government Securities Fund; (d) Federated Total Return Bond Fund
would acquire all of the assets of Riggs Bond Fund in exchange for Federated
Total Return Bond Fund's Institutional Service Shares to be distributed pro rata
by Riggs Bond Fund to its shareholders in complete liquidation and dissolution
of Riggs Bond Fund; (e) Federated Short-Term Municipal Trust would acquire all
of the assets of Riggs Short Term Tax Free Bond Fund in exchange for Federated
Short-Term Municipal Trust's Institutional Service Shares to be distributed pro
rata by Riggs Short Term Tax Free Bond Fund to its shareholders in complete
liquidation and dissolution of Riggs Short Term Tax Free Bond Fund; (f)
Federated Intermediate Municipal Trust would acquire all of the assets of Riggs
Intermediate Tax Free Bond Fund in exchange for Federated Intermediate Municipal
Trust's Shares to be distributed pro rata by Riggs Intermediate Tax Free Bond
Fund to its shareholders in complete liquidation and dissolution of Riggs
Intermediate Tax Free Bond Fund; (g) Automated Cash Management Trust would
acquire all of the assets of Riggs Prime Money Market Fund in exchange for
Automated Cash Management Trust's Institutional Service Shares to be distributed
pro rata by Riggs Prime Money Market Fund to its shareholders in complete
liquidation and dissolution of Riggs Prime Money Market Fund; and (h) Automated
Government Money Trust would acquire all of the assets of Riggs U.S. Treasury
Money Market Fund in exchange for Automated Government Money Trust's Shares to
be distributed pro rata by Riggs U.S. Treasury Money Market Fund to its
shareholders in complete liquidation and dissolution of Riggs U.S. Treasury
Money Market Fund. As a result of the Reorganizations, each shareholder of a
Riggs Fund will become the owner of the applicable Federated Fund Shares having
a total net asset value equal to the total net asset value of his or her
holdings in the applicable Riggs Fund on the date of the Reorganizations, i.e.,
the Closing Date.
The Board of the Riggs Funds, including the Trustees who are not
"interested persons" within the meaning of Section 2(a)(19) of the Investment
Company Act of 1940, as amended ("1940 Act"), has concluded that the
Reorganizations would be in the best interest of each Riggs Fund and its
existing shareholders, and that the interests of existing shareholders would not
be diluted as a result of the transactions contemplated by the Reorganizations.
Management of each Riggs Fund believes that the shareholders of each Riggs Fund
would benefit from the larger asset base and anticipated economies of scale that
are expected to result from the Reorganization.
As a condition to each Reorganization, the Federated Fund and the
corresponding Riggs Fund each will receive an opinion of counsel that the
Reorganization will be considered a tax-free "reorganization" under applicable
provisions of the Internal Revenue Code, as amended, so that no gain or loss
will be recognized by the Federated Fund, the corresponding Riggs Fund or the
Riggs Fund's shareholders. The tax basis of the Federated Fund Shares received
by the applicable Riggs Fund's shareholders will be the same as the tax basis of
their shares in the applicable Riggs Fund.
THE BOARD OF TRUSTEES OF THE RIGGS FUNDS UNANIMOUSLY RECOMMENDS THAT YOU VOTE
FOR
APPROVAL OF THE REORGANIZATION.
Comparison of Investment Objectives, Policies and Risks
FEDERATED CAPITAL APPRECIATION FUND - RIGGS STOCK FUND
The investment objectives of the Federated Fund and the Riggs Fund are
similar in that the Federated Fund seeks to provide capital appreciation, while
the Riggs Fund seeks to provide growth of capital and income.
Both Funds pursue their investment objective by investing primarily in
common stock. In addition, both Funds are "blend" Funds, in that they invest in
both the growth and value areas of the market. Growth stocks have the potential
to increase their earnings faster than the rest of the market, carry a higher
level of risk for the short-term and are generally priced higher relative to the
issuer's earnings, since the higher growth potential means paying a higher price
in the market. Value stocks are considered "bargains"; many have records of
consistently paying dividends to shareholders, and they are considered defensive
in that they often resist the fluctuations associated with growth stocks during
periods of volatility. However, the Funds differ in that the Riggs Fund invests
primarily in stock of large cap companies whose capitalizations are $5 billion
or more, while the Federated Fund invests primarily in stocks of large and
medium cap companies whose capitalizations are $500 million or more. Also, the
Federated Fund may, as a principal strategy, invest in American Depository
Receipts (ADRs) and securities issued in initial public offerings, while the
Riggs Fund may not.
Both Funds have stock market risk, which is posed by the fact that the
value of equity securities rises and falls over short or extended periods of
time. However, the risks for the Funds differ in that the Federated Fund also
has liquidity risk, which is posed by the fact that the medium capitalization
equity securities in which the Fund invests may be less readily marketable and
may be subject to greater fluctuation in price than other securities; risk
related to company size, which is posed by the fact that the medium
capitalization companies in which the Fund invests tend to have fewer
shareholders, less liquidity, more volatility, unproven track records, limited
product or service base and limited access to capital; and risk of investing in
ADRs, which is posed by the fact that the ADRs in which the Federated Fund
invests are issued by foreign companies, and therefore the Federated Fund's
share price may be more affected by foreign economic and political conditions,
taxation policies and accounting and auditing standards than would otherwise be
the case.
FEDERATED KAUFMANN FUND - RIGGS SMALL COMPANY STOCK FUND
The investment objectives of the Federated Fund and the Riggs Fund are
similar in that the Federated Fund seeks capital appreciation, while the Riggs
Fund seeks to provide long-term capital appreciation.
Both Funds pursue their investment objective by investing primarily in
common stocks. However, the Federated Fund invests primarily in both small and
medium capitalization companies, while the Riggs Fund invests primarily in
companies whose market capitalizations are less than $2 billion. In addition,
the Federated Fund may invest up to 25% of its assets in foreign securities,
while the Riggs Fund may not invest significantly in foreign securities. Also,
the Federated Fund uses the growth style of investing, whereas the Riggs Fund
uses a "blend" of the growth and value styles.
Both Funds have stock market risk, which is posed by the fact that the
value of equity securities rises and falls over short or extended periods of
time; liquidity risk, which is posed by the fact that the equity securities in
which the Fund invests may be less readily marketable and may be subject to
greater fluctuation in price than other securities; risk related to company
size, which is posed by mid and small market capitalization companies tending to
have fewer shareholders, less liquidity, more volatility, unproven track
records, limited product or service base and limited access to capital. However,
the risks for the Funds differ in that the Federated Fund also has risk related
to investing for growth, which is posed by the fact that due to their relatively
high valuations, growth stocks are typically more volatile than value stocks;
risk of foreign investing, which is posed by the fact that the foreign
securities in which the Federated Fund invests may be more affected by foreign
economic and political conditions, taxation policies and accounting and auditing
standards than could otherwise be the case; currency risk which is posed by the
fact that the foreign securities in which the Federated Fund invests are
normally denominated and traded in foreign currencies and, as a result, the
value of the Federated Fund's foreign investments may be affected favorably or
unfavorably by changes in currency exchange rates relative to the U.S. dollar.
FEDERATED TOTAL RETURN GOVERNMENT BOND FUND - RIGGS U.S. GOVERNMENT
SECURITIES FUND
The investment objectives of the Federated Fund and the Riggs Fund are
similar in that the Federated Fund seeks total return consistent with current
income, and the Riggs Fund seeks to achieve current income. The Federated Fund's
total return will consist of two components: (1) changes in the market value of
its portfolio securities (both realized and unrealized appreciation); and (2)
income received from its portfolio securities. The Federated Fund expects that
income will comprise the largest component of its total return.
Both Funds pursue their investment objective by investing at least 80% of
their net assets in U.S. government securities, consisting of U.S. Treasury and
government agency securities, including mortgage backed securities and
collateralized mortgage obligations (CMOs). However, the Riggs Fund may also
invest in non-governmental debt securities, such as investment grade securities
issued by corporations or banks; and privately issued CMOs. Also, with respect
to the Riggs Fund, under ordinary market conditions, the portfolio's average
duration will be equal to not less than 80%, nor more than 120%, of the duration
of the Merrill Lynch U.S. Treasury Agency Master Index, while the Federated Fund
has no stated average duration limits.
In selecting securities for the Funds, the advisers consider factors such
as current yield, capital appreciation potential, the anticipated level of
interest rates, and the maturity of the instrument relative to the maturity of
the entire Fund.
Both Funds have interest rate risk, which is posed by the fact that prices
of fixed income securities rise and fall inversely in response to interest rate
changes. In addition, this risk increases with the length of the maturity of the
debt. Generally, prices of fixed income securities fall when prices of interest
rates rise and vice versa; and prepayment risk, which is posed by the relative
volatility of mortgage backed securities. The likelihood of prepayments
increases in a declining interest rate environment and decreases in a rising
interest rate environment. This adversely affects the value of these securities.
However, the risks for the Funds differ in that the Riggs Fund also has
liquidity risk, which is posed by the fact that the fixed income securities in
which the Riggs Fund invests may be less readily marketable and may be subject
to greater fluctuation in price than other securities; and credit risk which is
the possibility that an issuer will default on a security by failing to pay
interest or principal when due.
FEDERATED TOTAL RETURN BOND FUND - RIGGS BOND FUND
The investment objectives of the Federated Fund and the Riggs Fund are
similar in that the Federated Fund seeks to provide total return, and the Riggs
Fund seeks to provide a high level of current income consistent with the
preservation of capital. The Federated Fund's total return will consist of two
components: (1) changes in the market value of its portfolio (both realized and
unrealized capital appreciation); and (2) income received from its portfolio
securities. The Federated Fund expects that income will comprise the largest
part of its total return.
Each Fund pursues its investment objective by investing primarily in a
diversified portfolio of fixed income securities consisting primarily of U.S.
Treasury and government agency securities, including mortgage backed securities
and CMOs; and corporate obligations rated BBB or higher by a national rating
agency. However, the Federated Fund may also invest a portion of its assets
(normally no more than 10%, but opportunistically up to 25%) in below-investment
grade securities and may invest up to 20% of its assets in unhedged, non-U.S.
dollar securities. Also, with respect to the Riggs Fund, under normal market
conditions, the portfolio's average duration will be equal to not less than 80%,
nor more than 120%, of the duration of the Lehman Brothers Government/Credit
(Total) Index, while the Federated Fund has no stated duration limits.
In selecting securities for the Funds, the advisers consider factors such
as current yield, capital appreciation potential, the anticipated level of
interest rates, and the maturity of the instrument relative to the maturity of
the entire Fund. In addition, the Funds may purchase only securities that meet
certain SEC requirements relating to maturity, diversification and credit
quality.
Both Funds have credit risk, which is the possibility that an issuer will
default on a security by failing to pay interest or principal when due; interest
rate risk, which is posed by the fact that prices of fixed income securities
rise and fall inversely in response to interest rate changes. In addition, this
risk increases with the length of the maturity of the debt. Generally, prices of
fixed income securities fall when interest rates rise and vice versa; and
prepayment risk, which is posed by the relative volatility of mortgage backed
securities. The likelihood of prepayments increases in a declining interest rate
environment and decreases in a rising interest rate environment. This adversely
affects the value of these securities. However, the risks for the Funds differ
in that the Federated Fund also has liquidity risk, which occur when the fixed
income securities in which the Federated Fund invests may be less readily
marketable and may be subject to greater fluctuation in price than other
securities; risk associated with noninvestment grade securities, which occur
because the Federated Fund may invest a portion of its assets in securities
rated below investment grade, which may be subject to greater interest rate,
credit and liquidity risks than investment grade securities; risk of foreign
investing, which is posed by the fact that the foreign securities in which the
Federated Fund invests may be more affected by foreign economic and political
conditions, taxation policies and accounting and auditing standards than would
otherwise be the case; and currency risk, which is posed by the fact that the
foreign securities in which the Fund invests are normally denominated and traded
in foreign currencies and, as a result, the value of the Fund's foreign
investments may be affected favorably or unfavorable by changes in currency
exchange rates relative to the U.S. dollar
FEDERATED SHORT-TERM MUNICIPAL TRUST - RIGGS SHORT TERM TAX FREE BOND FUND
The investment objectives of the Federated Fund and the Riggs Fund are
similar in that each Fund seeks dividend income which is exempt from federal
income tax. However, while 80% of the income which the Riggs Fund distributes
will be free from the federal alternative minimum tax (AMT), all of the income
of the Federated Fund may be subject to the federal AMT.
Both Funds invest primarily in tax exempt securities which are investment
grade at time of purchase. The Federated Fund has a dollar-weighted average
portfolio maturity of less than three years, while the average duration of the
Riggs Fund's portfolio is three years or less.
In selecting securities for the Funds, the advisers consider factors such
as current yield, capital appreciation potential, the anticipated level of
interest rates, and the maturity of the instrument relative to the maturity of
the entire Fund.
Both Funds have liquidity risk, which is posed by the fact that the fixed
income securities in which the Fund invests may be less readily marketable and
may be subject to greater fluctuation in price than other securities; credit
risk, which is posed by the possibility that an issuer will default on a
security by failing to pay interest or principal when due; and interest rate
risk, which is posed by the fact that prices of fixed income securities rise and
fall inversely in response to interest rate changes. In addition, this risk
increases with the length of the maturity of the debt. Generally, prices of
fixed income securities fall when interest rates rise and vice versa; call risk,
which is the possibility that an issuer may redeem a fixed income security
before maturity at a price below its current market price; tax risk, which posed
by the possibility that a municipal security may fail to meet certain legal
requirements which could cause the interest received and distributed by the Fund
to shareholders to be taxable; and sector risk, which is posed by the fact that
a substantial part of the Fund's portfolio could be comprised of securities
credit enhanced by insurance companies, banks or companies with similar
characteristics. As a result, the Fund will be more susceptible to any economic,
business, political or other developments which generally affect these entities.
FEDERATED INTERMEDIATE MUNICIPAL TRUST - RIGGS INTERMEDIATE TAX FREE BOND FUND
The investment objectives of the Federated Fund and the Riggs Fund are
similar in that each Fund seeks to provide current income exempt from federal
income tax. However, while 80% of the Riggs Fund will be free from the federal
AMT, all of the income distributed by the Federated Fund may be subject to the
federal AMT.
Both Funds invest primarily in tax exempt securities which are investment
grade at time of purchase. The Federated Fund has a dollar-weighted average
maturity of not less than three nor more than ten years, while the average
duration of the Riggs Fund's portfolio will be equal to not less than 80%, nor
more than 120%, of the Lehman Brothers 10 Year Municipal Bond Index; i.e., its
duration will range from three to ten years.
In selecting securities for the Funds, the advisers consider factors such
as current yield, capital appreciation potential, the anticipated level of
interest rates, and the maturity of the instrument relative to the maturity of
the entire Fund.
Both Funds have credit risk, which is posed by is the possibility that an
issuer will default on a security by failing to pay interest or principal when
due; interest rate risk, which is posed by the fact that prices of fixed income
securities rise and fall inversely in response to interest rate changes. In
addition, this risks increases with the length of the maturity of the debt; call
risk, which is the possibility that an issuer may redeem a fixed income security
before maturity at a price below its current market price; sector risk, which is
posed by the fact that if a substantial part of the Fund's portfolio could be
comprised of securities credit enhanced by banks, insurance companies or
companies with similar characteristics. As a result, the Fund will be more
susceptible to any economic, business, political, or other developments which
generally affect these issuers; liquidity risk, which is posed by the fact that
the fixed income securities in which the Fund invests may be less marketable and
may be subject to greater fluctuation in price than other securities; and tax
risk, which is posed by the possibility that a municipal security may fail to
meet certain legal requirements which may cause the interest received and
distributed by the Fund to shareholders to be taxable.
AUTOMATED CASH MANAGEMENT TRUST - RIGGS PRIME MONEY MARKET FUND
The investment objective of the Federated Fund and the Riggs Fund are
similar in that they both seek to provide current income consistent with
stability of principal and liquidity. Each fund pursues this goal by investing
in short-term, high-quality fixed income securities issued by banks,
corporations and the U.S. government maturing in 397 days or less. The Funds
will have a dollar-weighted average portfolio maturity of 90 days or less. The
securities in which each Fund invests must be rated in the highest short-term
category by two nationally recognized statistical rating organizations or be of
comparable quality to securities having such ratings.
In selecting securities for the Funds, the advisers consider factors such
as current yield, the anticipated level of interest rates, and the maturity of
the instrument relative to the maturity of the entire Fund. In addition, the
Funds may purchase only securities that meet certain SEC requirements relating
to maturity, diversification and credit quality.
Both Funds have credit risk, which is posed by the possibility that an
issuer will default on a security by failing to pay interest or principal when
due; interest rate risk, which is posed by the fact that prices of fixed income
securities rise and fall inversely in response to interest rate changes, which
risk increases with the length of the maturity of the debt; and sector risk,
which is posed by the fact that a substantial portion of the Fund's portfolio
may be comprised of securities credit enhanced by banks or companies with
similar characteristics. As a result, the Fund will be more susceptible to any
economic, business, political or other developments that generally affect these
entities. Although the each Fund seeks to preserve the value of its Shares at
$1.00 per share, it is possible to lose money by investing in a Fund.
AUTOMATED GOVERNMENT MONEY TRUST - RIGGS U.S. TREASURY MONEY MARKET FUND
The investment objective of the Federated Fund and the Riggs Fund are
similar in that they both seek to provide current income consistent with
stability of principal and liquidity. Each fund pursues this goal by investing
in short-term U.S. Treasury obligations maturing in 397 days or less and
repurchase agreements fully collateralized by U.S. Treasury obligations. Each
Fund will have a dollar-weighted average maturity of 90 days or less.
In selecting securities for the Funds, the advisers consider factors such
as current yield, the anticipated level of interest rates, and the maturity of
the instrument relative to the maturity of the entire Fund. In addition, the
Funds may purchase only securities that meet certain SEC requirements relating
to maturity, diversification and credit quality.
Both Funds have interest rate risk, which is the posed by the fact that
prices of fixed income securities rise and fall inversely in response to
interest rate changes. In addition, this risk increases with the length of the
maturity of debt. Although each Fund seeks to preserve the value of its Shares
at $1.00 per share, it is possible to lose money by investing in the Fund.
INVESTMENT LIMITATIONS - EACH FEDERATED FUND AND RIGGS FUND
In addition to the objectives and policies described above, each Federated
Fund and Riggs Fund is subject to certain investment limitations which are
substantially identical to one another, all as described in the Prospectuses and
Statements of Additional Information of Federated Capital Appreciation Fund
dated December 31, 2002 (Statement of Additional Information revised April 7,
2003); Federated Kaufmann Fund dated December 31, 2002; Federated Total Return
Government Bond Fund dated April 30, 2003; Federated Total Return Bond Fund
dated January 31, 2003; Federated Short-Term Municipal Trust dated August 31,
2002; Federated Intermediate Municipal Trust dated July 31, 2003; Automated Cash
Management Trust dated September 30, 2002; and Automated Government Money Trust
dated September 30, 2003, as applicable, and the Prospectuses and Statement of
Additional Information of the Riggs Funds dated June 30, 2003, which set forth
in full the investment objectives, policies and limitations of each Federated
Fund and Riggs Fund, all of which are incorporated by reference herein.
A full description of the risks inherent in the investment in each
Federated Fund and each Riggs Fund is also set forth their respective
Prospectuses and Statements of Additional Information of the same date.
Comparative Fee Tables
The Funds, like all mutual funds, incur certain expenses in their
operations. These expenses include management fees, as well as the costs of
maintaining accounts, administration, providing shareholder liaison and
distribution services and other activities. Set forth in the tables below is
information regarding the fees and expenses incurred by (i) Class R and Class Y
Shares of Riggs Stock Fund and Class A Shares of Federated Capital Appreciation
Fund as of April 30, 2003 and October 31, 2002, respectively, and pro forma fees
for Federated Capital Appreciation Fund's Class A Shares after giving effect to
the Reorganization; (ii) Class R and Class Y Shares of Riggs Small Company Stock
Fund and Class A Shares of Federated Kaufmann Fund as of April 30, 2003 and
October 31, 2002, respectively, and pro forma fees for Federated Kaufmann Fund's
Class A Shares after giving effect to the Reorganization; (iii) Class R and
Class Y Shares of Riggs U.S. Government Securities Fund and Institutional
Service Shares of Federated Total Return Government Bond Fund as of April 30,
2003 and February 28, 2003, respectively, and pro forma fees for Federated Total
Return Government Bond Fund's Institutional Service Shares after giving effect
to the Reorganization; (iv) Class R Shares of Riggs Bond Fund and Institutional
Service Shares of Federated Total Return Bond Fund as of April 30, 2003 and
November 30, 2002, respectively, and pro forma fees for Federated Total Return
Bond Fund's Institutional Service Shares after giving effect to the
Reorganization; (v) Class R Shares of Riggs Short Term Tax Free Bond Fund and
Institutional Service Shares of Federated Short-Term Municipal Trust as of April
30, 2003 and June 30, 2002, respectively, and pro forma fees for Federated
Short-Term Municipal Trust's Institutional Service Shares after giving effect to
the Reorganization; (vi) Class R Shares of Riggs Intermediate Tax Free Bond Fund
and Shares of Federated Intermediate Municipal Trust as of April 30, 2003 and
May 31, 2003, respectively, and pro forma fees for Federated Intermediate
Municipal Trust's Shares after giving effect to the Reorganization; (vii) Class
R and Class Y Shares of Riggs Prime Money Market Fund and Institutional Service
Shares of Automated Cash Management Trust as of June 30, 2003 and July 31, 2002,
respectively, and pro forma fees for Automated Cash Management Trust's
Institutional Service Shares after giving effect to the Reorganization; and
(viii) Class R and Class Y Shares of Riggs U.S. Treasury Money Market Fund and
Automated Government Money Trust's Shares as of April 30, 2003 and July 31,
2002, respectively, and pro forma fees in respect of Automated Government Money
Trust's Shares after giving effect to the Reorganization.
FEDERATED CAPITAL APPRECIATION FUND - RIGGS STOCK FUND
FEES AND EXPENSES
This table describes the fees and expenses that you may pay if you buy and
hold Riggs Stock Fund Class R Shares, Riggs Stock Fund Class Y Shares, Federated
Capital Appreciation Fund Class A Shares and Federated Capital Appreciation Fund
Class A Shares Pro Forma Combined.
Federated Federated Capital
Capital Appreciation Fund
Riggs Riggs Stock AppreciatioClass A
Stock Fund Fund Shares
Fund Class Y Class A Pro Forma
Class Shares Shares Combined
Shareholder Fees R
Shares
Fees Paid Directly From Your
Investment
Maximum Sales Charge (Load) Imposed None None 5.50% 5.50%
on Purchases (as a percentage of
offering price)
Maximum Deferred Sales Charge (Load)
(as a percentage of original 2.00% None None None
purchase price or redemption
proceeds, as applicable)
Maximum Sales Charge (Load) Imposed
on Reinvested Dividends (and other None None None None
Distributions)
(as a percentage of offering price)
Redemption Fee (as a percentage of None None None None
amount redeemed, if applicable)
Exchange Fee None None None None
Annual Fund Operating Expenses
(Before Waivers) 1
Expenses That are Deducted From Fund
Assets (as percentage of average net
assets)
Management Fee 0.75%2 0.75%2 0.75% 0.75%
Distribution (12b-1) Fee 0.25% None 0.25%3 0.25%4
Shareholder Services Fee 0.25%5 0.25%6 0.25% 0.25%
Other Expenses 0.89% 0.89% 0.23% 0.23%
Total Annual Fund Operating Expenses 2.14%7 1.89%7 1.48% 1.48%
1 With respect to Riggs Stock Fund
Class R Shares and Riggs Stock Fund
Class Y Shares, although not
contractually obligated to do so,
the adviser and shareholder services
provider expect to voluntarily waive
certain amounts. These are shown
below along with the net expenses
the Fund expects to pay for the
fiscal year ending April 30, 2004.
With respect to Federated Capital
Appreciation Fund Class A Shares,
although not contractually obligated
to do so, the distributor waived
certain amounts. These are shown
below along with the net expenses
the Fund actually paid for the
fiscal year ended October 31,
2002. With respect to Federated
Capital Appreciation Fund Class A
Shares Pro Forma Combined, although
not contractually obligated to do
so, the distributor expects to
voluntarily waive certain amounts.
These are shown below along with the
net expenses the Fund expects to pay
for the fiscal year ending October
31, 2003.
Total Waivers of Fund 0.46% 0.46% 0.25% 0.25%
Expenses
Total Actual Annual Fund Operating 1.68% 1.43% 1.23% 1.23%
Expenses (after waivers)
.....................................................
2 For Riggs Stock Fund, the adviser expects to voluntarily waive a portion
of the management fee. The adviser can terminate this anticipated voluntary
waiver at any time. The management fee paid by the Fund (after the anticipated
voluntary waiver) is expected to be 0.48% for the fiscal year ending April 30,
2004.
3 For Federated Capital Appreciation Fund, Class A Shares did not pay or
accrue the distribution (12b-1) fee for the fiscal year ended October 31, 2002.
Class A Shares have no present intention of paying or accruing the distribution
(12b-1) fee for the fiscal year ending October 31, 2003.
4 For Federated Capital Appreciation Fund Pro Forma Combined, Class A
Shares have no present intention of paying or accruing the distribution (12b-1)
fee for the fiscal year ending October 31, 2003.
5 For Riggs Stock Fund Class R Shares, a portion of the shareholder
services fee is expected to be voluntarily waived. This anticipated voluntary
waiver can be terminated at any time. The shareholder services fee to be paid by
the Fund's Class R Shares (after the anticipated voluntary waiver) is expected
to be 0.06% for the fiscal year ending April 30, 2004.
6 For Riggs Stock Fund Class Y Shares, a portion of the shareholder
services fee is expected to be voluntarily waived. This anticipated voluntary
waiver can be terminated at any time. The shareholder services fee to be paid by
the Fund's Class Y Shares (after the anticipated voluntary waiver) is expected
to be 0.06% for the fiscal year ending April 30, 2004.
7 With respect to Riggs Stock Fund Class R Shares and Riggs Stock Fund
Class Y Shares, total annual fund operating expenses have been restated to
reflect current fees.
EXAMPLE
This Example is intended to help you compare the cost of investing in Riggs
Stock Fund Class R Shares, Riggs Stock Fund Class Y Shares, Federated Capital
Appreciation Fund Class A Shares and the Federated Capital Appreciation Fund
Class A Shares Pro Forma Combined with the cost of investing in other mutual
funds.
The Example assumes that you invest $10,000 in each respective Fund's
Shares for the time periods indicated and then redeem all of your shares at the
end of those periods. The Example also assumes that your investment has a 5%
return each year and that each Fund's operating expenses are before waivers as
shown or estimated in the Table and remain the same. Although your actual costs
and returns may be higher or lower, based on these assumptions your costs would
be:
1 Year 3 Years 5 Years 10 Years
Riggs Stock Fund Class R
Expenses assuming redemption $ 417 $ 870 $ 1,349 $ 2,472
Expenses assuming no redemption $ 217 $ 670 $ 1,149 $ 2,472
Riggs Stock Fund Class Y Shares
Expenses assuming redemption $ 192 $ 594 $ 1,021 $ 2,212
Expenses assuming no redemption $ 192 $ 594 $ 1,021 $ 2,212
Federated Capital Appreciation Fund Class A
Shares ---------- --------------------
Expenses assuming redemption $ 692 $ 992 $ 1,314 $ 2,221
Expenses assuming no redemption $ 692 $ 992 $ 1,314 $ 2,221
Federated Capital Appreciation Fund Class A
Shares Pro Forma Combined ---------- --------------------
Expenses assuming redemption $ 692 $ 992 $ 1,314 $ 2,221
Expenses assuming no redemption $ 692 $ 992 $ 1,314 $ 2,221
FEDERATED KAUFMANN FUND - RIGGS SMALL COMPANY STOCK FUND
- --------------------------------------------------------------------------------------
FEES AND EXPENSES
This table describes the fees and expenses that you may pay if you buy and
hold Riggs Small Company Stock Fund Class R Shares, Riggs Small Company Stock
Fund Class Y Shares, Federated Kaufmann Fund Class A Shares and Federated
Kaufmann Fund Class A Shares Pro Forma Combined.
Riggs Riggs Federated
Small Federated Kaufmann
Small Company Kaufmann Fund Class
Stock Fund A Shares
Company Fund Class A Pro Forma
Stock Class Y Shares Combined
Shareholder Fees Fund Shares
Class
R
Shares
Fees Paid Directly From Your
Investment
Maximum Sales Charge (Load) None None 5.50% 5.50%
Imposed on Purchases (as a
percentage of offering price)
Maximum Deferred Sales Charge
(Load) (as a percentage of 2.00% None None None
original purchase price or
redemption proceeds, as
applicable)
Maximum Sales Charge (Load)
Imposed on Reinvested Dividends None None None None
(and other Distributions)
(as a percentage of offering
price)
Redemption Fee (as a percentage None None None None
of amount redeemed, if applicable)
Exchange Fee None None None None
Annual Fund Operating Expenses
(Before Waivers)1
Expenses That are Deducted From
Fund Assets (as percentage of
average net assets)
Management Fee 0.800%2 0.800%2 1.425%3 1.425%4
Distribution (12b-1) Fee 0.250% None 0.250%5 0.250%6
Shareholder Services Fee 0.250% 0.250% 0.250% 0.250%
Other Expenses 0.870% 0.870% 0.200% 0.200%
Total Annual Fund Operating 2.170%7 1.920%7 2.125% 2.125%
Expenses
1 With respect to Riggs Small
Company Stock Fund Class R Shares
and Riggs Small Company Stock
Fund Class Y Shares, although not
contractually obligated to do so,
the adviser expects to
voluntarily waive certain
amounts. These are shown below
along with the net expenses the
Fund expects to pay for the
fiscal year ending April 30,
2004. With respect to the
Federated Kaufmann Fund Class A
Shares, although not
contractually obligated to do so,
the adviser and distributor
voluntarily waived certain
amounts. These are shown below
along with the net expenses the
Fund actually paid for the fiscal
year ended October 31, 2002.
With respect to the Federated
Kaufmann Fund Class A Shares Pro
Forma Combined, although not
contractually obligated to do so,
the adviser expects to
voluntarily waive certain
amounts. These are shown below
along with the net expenses the
Fund expects to pay for the
fiscal year ending October 31,
2003.
Total Waivers of Fund 0.370% 0.370% 0.175% 0.175%
Expenses
Total Actual Annual Fund 1.800% 1.550% 1.950% 1.950%
Operating Expenses (after
waivers)
2 For Riggs Small Company Stock Fund, the adviser expects to voluntarily
waive a portion of the management fee. The adviser can terminate this
anticipated voluntary waiver at any time. The management fee paid by the Fund
(after the anticipated voluntary waiver) is expected to be 0.430% for the fiscal
year ending April 30, 2004.
3 For Federated Kaufmann Fund, the adviser voluntarily waived a portion of
the management fee. The adviser can terminate this voluntary waiver at any time.
The management fee paid by the Fund (after the voluntary waiver) was 1.275% for
the fiscal year ended October 31, 2002.
4 For Federated Kaufmann Fund Pro Forma Combined, the adviser expects to
voluntarily waive a portion of the management fee. The adviser can terminate
this anticipated voluntary waiver at any time. The management fee paid by the
Fund (after the anticipated voluntary waiver) is expected to be 1.275% for the
fiscal year ending October 31, 2003.
5 For Federated Kaufmann Fund Class A Shares, a portion of the distribution
(12b-1) fee has been voluntarily waived. This voluntary waiver can be terminated
at any time. The distribution (12b-1) fee paid by the Fund's Class A Shares
(after the voluntary waiver) was 0.225% for the fiscal year ended October 31,
2002.
6 For Federated Kaufmann Fund Class A Shares Pro Forma Combined, a portion
of the distribution (12b-1) fee is expected to be voluntarily waived. This
anticipated voluntary waiver can be terminated at any time. The distribution
(12b-1) fee paid by the Fund's Class A Shares (after the anticipated voluntary
waiver) is expected to be 0.225% for the fiscal year ending October 31, 2003.
7 With respect to Riggs Small Company Stock Fund Class R Shares and Riggs
Small Company Stock Fund Class Y Shares, total annual fund operating expenses
have been restated to reflect current fees.
EXAMPLE
This Example is intended to help you compare the cost of investing in the
Riggs Small Company Stock Fund Class R Shares, Riggs Small Company Stock Fund
Class Y Shares, Federated Kaufmann Fund Class A Shares and Federated Kaufmann
Fund Class A Shares Pro Forma Combined with the cost of investing in other
mutual funds.
The Example assumes that you invest $10,000 in each respective Fund's
Shares for the time periods indicated and then redeem all of your shares at the
end of those periods. The Example also assumes that your investment has a 5%
return each year and that each Fund's operating expenses are before waivers as
shown or estimated in the table and remain the same. Although your actual costs
and returns may be higher or lower, based on these assumptions your costs would
be:
1 Year 3 Years 5 Years 10 Years
Riggs Small Company Stock Fund Class R
Shares
Expenses assuming redemption $ 420 $ 879 $ 1,364 $ 2,503
Expenses assuming no redemption $ 220 $ 679 $ 1,164 $ 2,503
Riggs Small Company Stock Fund Class Y
Shares
Expenses assuming redemption $ 195 $ 603 $ 1,037 $ 2,243
Expenses assuming no redemption $ 195 $ 603 $ 1,037 $ 2,243
Federated Kaufmann Fund Class A Shares
Expenses assuming redemption $ 754 $ 1,179 $ 1,629 $ 2,872
Expenses assuming no redemption $ 754 $ 1,179 $ 1,629 $ 2,872
Federated Kaufmann Fund Class A Shares Pro
Forma Combined
Expenses assuming redemption $ 754 $ 1,179 $ 1,629 $ 2,872
Expenses assuming no redemption $ 754 $ 1,179 $ 1,629 $ 2,872
FEDERATED TOTAL RETURN GOVERNMENT BOND FUND - RIGGS U.S. GOVERNMENT
SECURITIES FUND
- -------------------------------------------------------------------------------
FEES AND EXPENSES
This table describes the fees and expenses that you may pay if you buy and
hold Riggs U.S. Government Securities Fund Class R Shares and Riggs U.S.
Government Securities Fund Class Y Shares, Federated Total Return Government
Bond Fund Institutional Service Shares and Federated Total Return Government
Bond Fund Institutional Service Shares Pro Forma Combined.
Federated Total
Riggs Riggs Federated Total Return
U.S. U.S. Return Government
Government Bond Fund
Government Government Bond Fund Institutional
Institutional Service
Securities Securities Service Shares Pro
Fund Fund Shares Forma
Shareholder Fees Class R Class Combined
Shares Y
Shares
Fees Paid Directly From Your
Investment
Maximum Sales Charge (Load) None None None None
Imposed on Purchases (as a
percentage of offering price)
Maximum Deferred Sales Charge
(Load) (as a percentage of 2.00% None None None
original purchase price or
redemption proceeds, as applicable)
Maximum Sales Charge (Load)
Imposed on Reinvested Dividends None None None None
(and other Distributions)
(as a percentage of offering price)
Redemption Fee (as a percentage of None None None None
amount redeemed, if applicable)
Exchange Fee None None None None
Annual Fund Operating Expenses
(Before Waivers and Reimbursement)
1
Expenses That are Deducted From
Fund Assets (as percentage of
average net assets)
Management Fee 0.75%2 0.75%2 0.50%3 0.50%4
Distribution (12b-1) Fee 0.25% None 0.25%5 0.25%6
Shareholder Services Fee 0.25%7 0.25%8 0.25% 0.25%
Other Expenses 0.53% 0.53% 0.27%9 0.27%10
Total Annual Fund Operating 1.78%11 1.53%11 1.27% 1.27%
Expenses
1 With respect to Riggs U. S.
Government Securities Fund Class R
Shares and Class Y Shares,
although not contractually
obligated to do so, the adviser
and shareholder services provider
expect to voluntarily waive
certain amounts. These are shown
below along with the net expenses
the Fund expects to pay for the
fiscal year ending April 30,
2004. With respect to Federated
Total Return Government Bond Fund
Institutional Service Shares,
although not contractually
obligated to do so, the adviser
and distributor waived and
reimbursed certain amounts. These
are shown below along with the net
expenses the Fund actually paid
for the fiscal year ended February
28, 2003. With respect to
Federated Total Return Government
Bond Fund Institutional Service
Shares Pro Forma Combined,
although not contractually
obligated to do so, the adviser
and distributor expect to waive
and reimburse certain amounts.
These are shown below along with
the net expenses the Fund expects
to pay for the fiscal year ending
February 28, 2004.
Total Waivers and Reimbursement of 0.81% 0.81% 0.67% 0.67%
Fund Expenses
Total Actual Annual Fund Operating 0.97% 0.72% 0.60% 0.60%
Expenses (after waivers and
reimbursement)............................
2 For Riggs U. S. Government Securities Fund, the Adviser expects to
voluntarily waive a portion of the management fee. The Adviser can terminate
this anticipated voluntary waiver at any time. The management fee paid by the
Fund (after the anticipated voluntary waiver) is expected to be 0.19% for the
fiscal year ending April 30, 2004.
3 For Federated Total Return Government Bond Fund, the Adviser voluntarily
waived a portion of the management fee. The Adviser can terminate this voluntary
waiver at any time. The management fee paid by the Fund (after the voluntary
waiver) was 0.02% for the fiscal year ended February 28, 2003.
4 For Federated Total Return Government Bond Fund Institutional Service
Shares Pro Forma Combined, the Adviser expects to voluntarily waive a portion of
the management fee. The Adviser can terminate this anticiapted voluntary waiver
at any time. The management fee paid by the Fund (after the anticipated
voluntary waiver) is expected to be 0.02% for the fiscal year ending February
28, 2004. . 5 For Federated Total Return Government Bond Fund Institutional
Service Shares, a portion of the distribution (12b-1) fee has been voluntarily
waived. This voluntary waiver can be terminated at any time. The distribution
(12b-1) fee paid by the Fund's Institutional Service Shares (after the voluntary
waiver) was 0.09% for the fiscal year ended February 28, 2003.
6 For Federated Total Return Government Bond Fund Institutional Service
Shares Pro Forma Combined, a portion of the distribution (12b-1) fee is expected
to be voluntarily waived. This anticipated voluntary waiver can be terminated at
any time. The distribution (12b-1) fee paid by the Fund's Institutional Service
Shares (after the anticipated voluntary waiver) is expected to be 0.09% for the
fiscal year ending February 28, 2004.
7 For Riggs U. S. Government Securities Fund Class R Shares, the
shareholder services fee is expected to be voluntarily waived. This anticipated
voluntary waiver can be terminated at any time. The shareholder services fee
paid by the Fund's Class R Shares (after the anticipated voluntary waiver) is
expected to be 0.00% for the fiscal year ending April 30, 2004.
8 For Riggs U. S. Government Securities Fund Class Y Shares, the
shareholder services fee is expected to be voluntarily waived. This anticipated
voluntary waiver can be terminated at any time. The shareholder services fee
paid by the Fund's Class Y Shares (after the anticipated voluntary wavier) is
expected to be 0.00% for the fiscal year ending April 30, 2004.
9 For Federated Total Return Government Bond Fund Institutional Service
Shares, the Adviser voluntarily reimbursed certain other operating expenses.
This voluntary reimbursement can be terminated at any time. Other operating
expenses paid by the Fund's Institutional Service Shares (after the voluntary
reimbursement) was 0.24% for the fiscal year ended February 28, 2003.
10 For Federated Total Return Government Bond Fund Institutional Service
Shares Pro Forma Combined, the Adviser expects to voluntarily reimburse certain
other operating expenses. This anticipated voluntary reimbursement can be
terminated at any time. Other operating expenses paid by the Fund's
Institutional Service Shares (after the anticipated voluntary reimbursement) are
expected to be 0.24% for the fiscal year ending February 28, 2004.
11 With respect to Riggs U. S. Government Securities Fund Class R and Class
Y Shares, Total Annual Fund Operating Expenses have been restated to reflect
current fees.
EXAMPLE
This Example is intended to help you compare the cost of investing in the
Riggs U.S. Government Securities Fund Class R and Class Y Shares, Federated
Total Return Government Bond Fund Institutional Service Shares and Total Return
Government Bond Fund Institutional Service Shares Pro Forma Combined with the
cost of investing in other mutual funds.
The Example assumes that you invest $10,000 in each respective Funds'
Shares for the time periods indicated and then redeem all of your shares at the
end of those periods. The Example also assumes that your investment has a 5%
return each year and that each Fund's operating expenses are before waivers as
shown or estimated in the Table and remain the same. Although your actual costs
and returns may be higher or lower, based on these assumptions your costs would
be:
1 Year 3 Years 5 Years 10 Years
Riggs U.S. Government Securities Fund Class
R
Expenses assuming redemption $ 381 $ 760 $ 1,164 $ 2,095
Expenses assuming no redemption $ 181 $ 560 $ 964 $ 2,095
Riggs U.S. Government Securities Fund Class
Y Shares
Expenses assuming redemption $ 156 $ 483 $ 834 $ 1,824
Expenses assuming no redemption $ 156 $ 483 $ 834 $ 1,824
Federated Total Return Government Bond Fund
Institutional Service Shares ---------- --------------------
Expenses assuming redemption $ 129 $ 403 $ 697 $ 1,534
Expenses assuming no redemption $ 129 $ 403 $ 697 $ 1,534
Federated Total Return Government Bond Fund
Institutional Service Shares Pro Forma ---------- --------------------
Combined
Expenses assuming redemption $ 129 $ 403 $ 697 $ 1,534
Expenses assuming no redemption $ 129 $ 403 $ 697 $ 1,534
- --------------------------------------------------------------------------------------
FEDERATED TOTAL RETURN BOND FUND - RIGGS BOND FUND
FEES AND EXPENSES
This table describes the fees and expenses that you may pay if you buy and
hold Riggs Bond Fund Class R Shares, Federated Total Return Bond Fund
Institutional Service Shares and Federated Total Return Bond Fund Institutional
Service Shares Pro Forma Combined.
Federated
Total Return
Federated Bond Fund
Riggs Total Return Institutional
Bond Bond Fund Service
Fund Institutional Shares
Shareholder Fees Class R Service Shares Pro Forma
Shares Combined
Fees Paid Directly From Your Investment
Maximum Sales Charge (Load) Imposed on None None None
Purchases (as a percentage of offering price)
Maximum Deferred Sales Charge (Load) (as a
percentage of original purchase price or 2.00% None None
redemption proceeds, as applicable)
Maximum Sales Charge (Load) Imposed on
Reinvested Dividends (and other None None None
Distributions)
(as a percentage of offering price)
Redemption Fee (as a percentage of amount None None None
redeemed, if applicable)
Exchange Fee None None None
Annual Fund Operating Expenses (Before
Waivers) 1
Expenses That are Deducted From Fund Assets
(as percentage of average net assets)
Management Fee 0.75%2 0.40%3 0.40%4
Distribution (12b-1) Fee 0.25%5 0.25%6 0.25%7
Shareholder Services Fee 0.25%8 0.25% 0.25%
Other Expenses 0.82% 0.18% 0.18%
Total Annual Fund Operating Expenses 2.07%9 1.08% 1.08%
1 With respect to Riggs Bond Fund Class R
Shares, although not contractually obligated
to do so, the adviser, distributor and
shareholder services provider expect to
voluntarily waive certain amounts. These
are shown below along with the net expenses
the Fund expects to pay for the fiscal year
ending April 30, 2004. With respect to
Federated Total Return Bond Fund
Institutional Service Shares, although not
contractually obligated to do so, the
adviser and distributor waived certain
amounts. These are shown below along with
the net expenses the Fund actually paid for
the fiscal year ended November 30, 2002.
With respect to Federated Total Return Bond
Fund Institutional Service Shares Pro Forma
Combined, although not contractually
obligated to do so, the adviser and
distributor expect to voluntarily waive
certain amounts. These are shown below along
with the net expenses the Fund expects to
pay for the fiscal year ending November 30,
2003.
Total Waivers of Fund 1.02% 0.43% 0.43%
Expenses..........................................................................................................
Total Actual Annual Fund Operating Expenses 1.05% 0.65% 0.65%
(after waivers)
.....................................................
2 For Riggs Bond Fund, the adviser expects to voluntarily waive a portion of
the management fee. The adviser can terminate this anticipated voluntary
waiver at any time. The management fee paid by the Fund (after the anticipated
voluntary waiver) is expected to be 0.13% for the fiscal year ending April 30,
2004.
3 For Federated Total Return Bond Fund, the adviser voluntarily waived a
portion of the management fee. The adviser can terminate this voluntary waiver
at any time. The management fee paid by the Fund (after the voluntary waiver)
was 0.17% for the fiscal year ended November 30, 2002.
4 For Federated Total Return Bond Fund Pro Forma Combined, the adviser expects
to voluntarily waive a portion of the management fee. The adviser can
terminate this anticipated voluntary waiver at any time. The management fee
paid by the Fund (after the anticipated voluntary waiver) is expected to be
0.17% for the fiscal year ending November 30, 2003.
5 For Riggs Bond Fund Class R Shares, the distribution (12b-1) fee is expected
to be voluntarily waived. This anticipated voluntary waiver can be terminated
at any time. The distribution (12b-1) fee paid by the Fund's Class R Shares
(after the anticipated voluntary waiver) is expected to be 0.00% for the
fiscal year ending April 30, 2004.
6 For Federated Total Return Bond Fund Institutional Service Shares, a portion
of the distribution (12b-1) fee has been voluntarily waived. This voluntary
waiver can be terminated at any time. The distribution (12b-1) fee paid by
the Fund's Institutional Service Shares (after the voluntary waiver) was 0.05%
for the fiscal year ended November 30, 2002.
7 For Federated Total Return Bond Fund Institutional Service Shares Pro Forma
Combined, a portion of the distribution (12b-1) fee is expected to be
voluntarily waived. This anticipated voluntary waiver can be terminated at
any time. The distribution (12b-1) fee paid by the Fund's Institutional
Service Shares (after the anticipated voluntary waiver) is expected to be
0.05% for the fiscal year ending November 30, 2003.
8 For Riggs Bond Fund Class R Shares, a portion of the shareholder services
fee is expected to be voluntarily waived. This anticipated voluntary waiver
can be terminated at any time. The shareholder services fee paid by the Fund's
Class R Shares (after the anticipated voluntary waiver) is expected to be
0.10% for the fiscal year ending April 30, 2004.
9 For Riggs Bond Fund Class R Shares, total annual fund operating expenses
have been restated to reflect current fees.
EXAMPLE
This Example is intended to help you compare the cost of investing in Riggs
Bond Fund Class R Shares, Federated Total Return Bond Fund Institutional Service
Shares and Federated Total Return Bond Fund Institutional Service Shares Pro
Forma Combined with the cost of investing in other mutual funds.
The Example assumes that you invest $10,000 in each respective Fund's
Shares for the time periods indicated and then redeem all of your shares at the
end of those periods. The Example also assumes that your investment has a 5%
return each year and that each Fund's operating expenses are before waivers as
shown or estimated in the Table and remain the same. Although your actual costs
and returns may be higher or lower, based on these assumptions your costs would
be:
1 Year 3 Years 5 Years 10 Years
Riggs Bond Fund Class R Shares
Expenses assuming redemption $ 410 $ 849 $ 1,314 $ 2,400
Expenses assuming no redemption $ 210 $ 649 $ 1,114 $ 2,400
Federated Total Return Bond Fund
Institutional Service Shares
Expenses assuming redemption $ 110 $ 343 $ 595 $ 1,317
Expenses assuming no redemption $ 110 $ 343 $ 595 $ 1,317
Federated Total Return Bond Fund
Institutional Service Shares Pro
Forma Combined
Expenses assuming redemption $ 110 $ 343 $ 595 $ 1,317
Expenses assuming no redemption $ 110 $ 343 $ 595 $ 1,317
FEDERATED SHORT-TERM MUNICIPAL TRUST - RIGGS SHORT TERM TAX FREE BON D FUND
- --------------------------------------------------------------------------------
FEES AND EXPENSES
This table describes the fees and expenses that you may pay if you buy and
hold Riggs Short Term Tax Free Bond Fund, Federated Short-Term Municipal Trust
Institutional Service Shares and Federated Short-Term Municipal Trust
Institutional Service Shares Pro Forma Combined.
Federated
Short-Term
Riggs Short Federated Municipal
Term Tax Short-Term Trust-
Free Bond Municipal Institutional
Fund Trust- Service
Class R Institutional Shares Pro
Shareholder Fees Shares Service Shares Forma
combined
Fees Paid Directly From Your Investment
Maximum Sales Charge (Load) Imposed on None None None
Purchases (as a percentage of offering
price)
Maximum Deferred Sales Charge (Load) (as a
percentage of original purchase price or 2.00% None None
redemption proceeds, as applicable)
Maximum Sales Charge (Load) Imposed on
Reinvested Dividends (and other None None None
Distributions)
(as a percentage of offering price)
Redemption Fee (as a percentage of amount None None None
redeemed, if applicable)
Exchange Fee None None None
Annual Fund Operating Expenses (Before
Voluntary Waivers) 1
Expenses That are Deducted From Fund
Assets (as percentage of average net
assets)
Management Fee 0.75%2 0.40%3 0.40%4
Distribution (12b-1) Fee 0.25%5 0.25%6 0.25%7
Shareholder Services Fee 0.25%8 0.25% 0.25%
Other Expenses 0.45% 0.19% 0.19%
Total Annual Fund Operating Expenses 1.70% 1.09% 1.09%
Total Contractual Waivers of Fund Expenses 0.00% 0.12% 0.12%
Total Annual Fund Operating Expenses 1.70% 0.97% 0.97%
(after contractual waiver)
1 With respect to Riggs Short Term Tax
Free Bond Fund, although not contractually
obligated to do so, the adviser,
distributor and shareholder services
provider expect to voluntarily waive
certain amounts. These are shown below
along with the net expenses the Fund
expects to pay for the fiscal year ending
April 30, 2004. With respect to Federated
Short-Term Municipal Trust Institutional
Service Shares, although not contractually
obligated to do so, the distributor
voluntarily waived certain amounts. These
are shown below along with the net
expenses the Fund actually paid for the
fiscal year ended June 30, 2002. With
respect to Federated Short-Term Municipal
Trust Institutional Service Shares Pro
Forma Combined, although not contractually
obligated to do so, the distributor
expects to voluntarily waive certain
amounts. These are shown below along with
the net expenses the Fund expects to pay
for the fiscal year ending June 30, 2003.
Total Waivers of Fund Expenses 0.72% 0.25% 0.25%
Total Actual Annual Fund Operating 0.98%9 0.72% 0.72%
Expenses (after voluntary waivers)
.....................................................
2 For Riggs Short Term Tax Free Bond Fund, the advisor expects to
voluntarily waived a portion of the management fee. The advisor can terminate
this anticipated voluntary waiver at anytime. The management fee paid by the
Fund (after the anticipated voluntary waiver) is expected to be 0.43% for the
fiscal year ended April 30, 2004.
3 For Federated Short-Term Municipal Trust Institutional Service Shares,
pursuant to the investment advisory contract, the advisor waived a portion of
the management fee. The management fee paid for by the Fund (after the
contractual waiver) was 0.28% for the fiscal year ended June 30, 2002.
Shareholders must approve any changes to the contractual waiver.
4 For Federated Short-Term Municipal Trust Institutional Service Shares Pro
Forma Combined, pursuant to the investment advisory contract, the advisor
expects to contractually waive a portion of the management fee. The management
fee paid by the Fund (after the contractual waiver) is expected to be 0.28% for
the fiscal year ended June 30, 2003. Shareholders must approve any changes to
the contractual waiver.
5 For Riggs Short Term Tax Free Bond Fund Class R Shares, the distribution
(12b-1) fee is expected to be voluntarily waived. This anticipated voluntary
waiver can be terminated at any time. The distribution (12b-1) fee paid by the
Fund's Class R Shares (after the anticipated voluntary waiver) is expected to be
0.00% for the fiscal year ending April 30, 2004.
6 For Federated Short-Term Municipal Trust Institutional Service Shares,
the distribution (12b-1) fee has been voluntarily waived. This voluntary waiver
can be terminated at any time. The distribution (12b-1) fee paid by the Fund's
Institutional Service Shares (after the voluntary waiver) was 0.00% for the
fiscal year ended June 30, 2002.
7 For Federated Short-Term Municipal Trust Institutional Service Shares Pro
Forma Combined, the distribution (12b-1) fee is expected to be voluntarily
waived. This anticipated voluntary waiver can be terminated at any time. The
distribution (12b-1) fee paid by the Federated Short-Term Municipal Trust
Institutional Service Shares Pro Forma Combined (after the anticipated voluntary
waiver) is expected to be 0.00% for the fiscal year ending June 30, 2003.
8 For Riggs Short Term Tax Free Bond Fund Class R Shares, a portion of the
shareholder services fee is expected to be voluntarily waived. This anticipated
voluntary waiver can be terminated at any time. The shareholder services fees
paid by the Fund's Class R Shares (after the anticipated voluntary waiver) is
expected to be 0.10% for the fiscal year ending April 30, 2004.
9 For Riggs Short Term Tax Free Bond Fund, total fund annual operating
expenses have been restated to reflect current fees.
EXAMPLE
This Example is intended to help you compare the cost of investing in the
Riggs Short Term Tax Free Bond Fund, the Federated Short-Term Municipal Trust
Institutional Service Shares, and the Federated Short-Term Municipal Trust
Institutional Service Shares Pro Forma Combined with the cost of investing in
other mutual funds.
The Example assumes that you invest $10,000 in each respective Fund's
Shares for the time periods indicated and then redeem all of your shares at the
end of those periods. The Example also assumes that your investment has a 5%
return each year and that each Fund's operating expenses are before waivers as
shown or estimated in the Table and remain the same. Although your actual costs
and returns may be higher or lower, based on these assumptions your costs would
be:
1 Year 3 Years 5 Years 10 Years
Riggs Short Term Tax Free Bond Fund
Expenses assuming redemption $ 373 $ 736 $ 1,123 $ 2,009
Expenses assuming no redemption $ 173 $ 536 $ 923 $ 2,009
Federated Short-Term Municipal
Trust-Institutional Shares
Expenses assuming redemption $ 99 $ 309 $ 536 $ 1,190
Expenses assuming no redemption $ 99 $ 309 $ 536 $ 1,190
Federated Short-Term Municipal Trust
- -Institutional Shares Pro Forma Combined
Expenses assuming redemption $ 99 $ 309 $ 536 $ 1,190
Expenses assuming no redemption $ 99 $ 309 $ 536 $ 1,190
FEDERATED INTERMEDIATE MUNICIPAL TRUST - RIGGS INTERMEDIATE TAX FREE BOND FUND
- -------------------------------------------------------------------------------
FEES AND EXPENSES
This table describes the fees and expenses that you may pay if you buy and
hold Shares of Riggs Intermediate Tax Free Bond Fund, Federated Intermediate
Municipal Trust and Federated Intermediate Municipal Trust Pro Forma Combined.
Riggs Federated Federated
Intermediate
IntermediateIntermediate Municipal
Tax Municipal Trust Pro
Free Trust Forma
Bond Combined
Shareholder Fees Fund
Fees Paid Directly From Your Investment
Maximum Sales Charge (Load) Imposed on None None None
Purchases (as a percentage of offering price)
Maximum Deferred Sales Charge (Load) (as a
percentage of original purchase price or 2.00% None None
redemption proceeds, as applicable)
Maximum Sales Charge (Load) Imposed on
Reinvested Dividends (and other None None None
Distributions)
(as a percentage of offering price)
Redemption Fee (as a percentage of amount None None None
redeemed, if applicable)
Exchange Fee None None None
Annual Fund Operating Expenses (Before
Waivers)1
Expenses That are Deducted From Fund Assets
(as percentage of average net assets)
Management Fee 0.75%2 0.40%3 0.40%4
Distribution (12b-1) Fee 0.25%5 None None
Shareholder Services Fee 0.25%6 0.25%7 0.25%8
Other Expenses 0.51% 0.18% 0.18%
Total Annual Fund Operating Expenses 1.76%9 0.83% 0.83%
1 With respect to Riggs Intermediate Tax Free
Bond Fund, although not contractually
obligated to do so, the adviser, distributor
and shareholder services provider expect to
voluntarily waive certain amounts. These are
shown below along with the net expenses the
Fund expects to pay for the fiscal year
ending April 30, 2004. With respect to
Federated Intermediate Municipal Trust,
although not contractually obligated to do
so, the adviser and shareholder services
provider voluntarily waived certain amounts.
These are shown below along with the net
expenses the Fund actually paid for the
fiscal year ended May 31, 2003. With respect
to Federated Intermediate Municipal Trust Pro
Forma Combined, although not contractually
obligated to do so, the adviser and
shareholder services provider expect to
voluntarily waive certain amounts. These are
shown below along with the net expenses the
Fund expects to pay for the fiscal year
ending May 31, 2004.
Total Waivers of Fund Expenses 0.78% 0.23% 0.23%
Total Actual Annual Fund Operating Expenses 0.98% 0.60% 0.60%
(after waivers)
2 For Riggs Intermediate Tax Free Bond Fund, the adviser expects to
voluntarily waive a portion of the management fee. The adviser can terminate
this anticipated voluntary waiver at any time. The management fee paid by the
Fund (after the anticipated voluntary waiver) is expected to be 0.37% for the
fiscal year ending April 30, 2004.
3 For Federated Intermediate Municipal Trust, the adviser voluntarily
waived a portion of the management fee. The adviser can terminate this voluntary
waiver at any time. The management fee paid by the Fund (after the voluntary
waiver) was 0.36% for the fiscal year ended May 31, 2003.
4 For Federated Intermediate Municipal Trust Pro Forma Combined, the
adviser expects to voluntarily waive a portion of the management fee. The
adviser can terminate this anticipated voluntary waiver at any time. The
management fee paid by the Fund (after the anticipated voluntary waiver) is
expected to be 0.36% for the fiscal year ending May 31, 2004.
5 For Riggs Intermediate Tax Free Bond Fund, the distribution (12b-1) fee
is expected to be voluntarily waived. This anticipated voluntary waiver can be
terminated at any time. The distribution (12b-1) fee paid by the Fund (after the
anticipated voluntary waiver) is expected to be 0.00% for the fiscal year ending
April 30, 2004.
6 For Riggs Intermediate Tax Free Bond Fund, a portion of the shareholder
services fee is expected to be voluntarily waived. This anticipated voluntary
waiver can be terminated at any time. The shareholder services fee paid by the
Fund (after the anticipated voluntary waiver) is expected to be 0.10% for the
fiscal year ending April 30, 2004.
7 For Federated Intermediate Municipal Trust, a portion of the shareholder
services fee has been voluntarily waived. This voluntary waiver can be
terminated at any time. The shareholder services fee paid by the Fund (after the
voluntary waiver) was 0.06% for the fiscal year ended May 31, 2003.
8 For Federated Intermediate Municipal Trust Pro Forma Combined, a portion
of the shareholder services fee is expected to be voluntarily waived. This
anticipated voluntary waiver can be terminated at any time. The shareholder
services fee paid by the Fund (after the anticipated voluntary waiver) is
expected to be 0.06% for the fiscal year ending May 31, 2004.
9 With respect to Riggs Intermediate Tax Free Bond Fund, Total Annual Fund
Operating Expenses have been restated to reflect current fees.
EXAMPLE
This Example is intended to help you compare the cost of investing in the
Riggs Intermediate Tax Free Bond Fund, Federated Intermediate Municipal Trust
and Federated Intermediate Municipal Trust Pro Forma Combined with the cost of
investing in other mutual funds.
The Example assumes that you invest $10,000 in each Fund's Shares for the
time periods indicated and then redeem all of your Shares at the end of those
periods. The Example also assumes that your investment has a 5% return each year
and that each Fund's operating expenses are before waivers as shown or estimated
in the table and remain the same. Although your actual costs and returns may be
higher or lower, based on these assumptions your costs would be:
1 Year 3 Years 5 Years 10 Years
Riggs Intermediate Tax Free Bond Fund
Expenses assuming redemption $ 379 $ 754 $ 1,154 $ 2,073
Expenses assuming no redemption $ 179 $ 554 $ 954 $ 2,073
Federated Intermediate Municipal Trust
Expenses assuming redemption $ 85 $ 265 $ 460 $ 1,025
Expenses assuming no redemption $ 85 $ 265 $ 460 $ 1,025
Federated Intermediate Municipal Trust Pro
Forma Combined
Expenses assuming redemption $ 85 $ 265 $ 460 $ 1,025
Expenses assuming no redemption $ 85 $ 265 $ 460 $ 1,025
- --------------------------------------------------------------------------------
AUTOMATED CASH MANAGEMENT TRUST - RIGGS PRIME MONEY MARKET FUND
FEES AND EXPENSES
This table describes the fees and expenses that you may pay if you buy and
hold Riggs Prime Money Market Fund Class R Shares, Riggs Prime Money Market Fund
Class Y Shares, Automated Cash Management Trust Institutional Service Shares and
Automated Cash Management Trust Institutional Service Shares Pro Forma Combined.
Riggs Riggs Automated
Prime Prime Automated Cash
Money Money Cash Management
Market Market Management Trust
Fund Fund Trust Institutional
Class R Class Y InstitutionalService
Shareholder Fees Shares Shares Service Shares
Shares Pro Forma
Combined
Fees Paid Directly From Your
Investment
Maximum Sales Charge (Load) None None None None
Imposed on Purchases (as a
percentage of offering price)
Maximum Deferred Sales Charge
(Load) (as a percentage of None None None None
original purchase price or
redemption proceeds, as
applicable)
Maximum Sales Charge (Load)
Imposed on Reinvested Dividends None None None None
(and other Distributions)
(as a percentage of offering
price)
Redemption Fee (as a percentage None None None None
of amount redeemed, if
applicable)
Exchange Fee None None None None
Annual Fund Operating Expenses
(Before Waivers)1
Expenses That are Deducted From
Fund Assets (as percentage of
average net assets)
Management Fee 0.50%2 0.50%2 0.50%3 0.50%4
Distribution (12b-1) Fee 0.50%5 None None None
Shareholder Services Fee 0.25%6 0.25%7 0.25%8 0.25%9
Other Expenses 0.25% 0.25% 0.15% 0.15%
Total Annual Fund Operating 1.50%10 1.00%10 0.90% 0.90%
Expenses
1 With respect to Riggs Prime
Money Market Fund Class R
Shares and Riggs Prime Money
Market Fund Class Y Shares,
although not contractually
obligated to do so, the
adviser, distributor and
shareholder services provider
expects to voluntarily waive
certain amounts. These are
shown below along with the net
expenses the Fund expects to
pay for the fiscal year ending
April 30, 2004. With respect
to Automated Cash Management
Trust Institutional Service
Shares, although not
contractually obligated to do
so, the adviser and shareholder
services provider waived
certain amounts. These are
shown below along with the net
expenses the Fund actually paid
for the fiscal year ended July
31, 2002. With respect to
Automated Cash Management Trust
Institutional Service Shares
Pro Forma Combined, although
not contractually obligated to
do so, the adviser and
shareholder services provider
expect to voluntarily waive
certain amounts. These are
shown below along with the net
expenses the Fund expects to
pay for the fiscal year ending
July 31, 2003.
Total Waivers of Fund 0.42% 0.27% 0.26% 0.26%
Expenses
Total Actual Annual Fund 1.08% 0.73% 0.64% 0.64%
Operating Expenses (after
waivers)
2 For Riggs Prime Money Market Fund, the adviser expects to voluntarily
waive a portion of the management fee. The adviser can terminate this
anticipated voluntary waiver at any time. The management fee paid by the Fund
(after the anticipated voluntary waiver) is expected to be 0.48% for the fiscal
year ending April 30, 2004.
3 For Automated Cash Management Trust, the adviser voluntarily waived a
portion of the management fee. The adviser can terminate this voluntary waiver
at any time. The management fee paid by the Fund (after the voluntary waiver)
was 0.25% for the fiscal year ended July 31, 2002.
4 For Automated Cash Management Trust Pro Forma Combined, the adviser
expects to voluntarily waive a portion of the management fee. The adviser can
terminate this anticipated voluntary waiver at any time. The management fee paid
by the Fund (after the anticipated voluntary waiver) is expected to be 0.25% for
the fiscal year ending July 31, 2003.
5 For Riggs Prime Money Market Fund Class R Shares, a portion of the
distribution (12b-1) fee is expected to be voluntarily waived. This anticipated
voluntary waiver can be terminated at any time. The distribution (12b-1) fee
paid by the Fund's Class R Shares (after the anticipated voluntary waiver) is
expected to be 0.25% for the fiscal year ending April 30, 2004.
6 For Riggs Prime Money Market Fund Class R Shares, a portion of the
shareholder services fee is expected to be voluntarily waived. This anticipated
voluntary waiver can be terminated at any time. The shareholder services fee
paid by the Fund's Class R Shares (after the anticipated voluntary waiver) is
expected to be 0.10% for the fiscal year ending April 30, 2004.
7 For Riggs Prime Money Market Fund Class Y Shares, the shareholder
services fee is expected to be voluntarily waived. This anticipated voluntary
waiver can be terminated at any time. The shareholder services fee paid by the
Fund's Class Y Shares (after the anticipated voluntary waiver) is expected to be
0.00% for the fiscal year ending April 30, 2004.
8 For Automated Cash Management Trust Institutional Service Shares, a
portion of the shareholder services fee has been voluntarily waived. This
voluntary waiver can be terminated at any time. The shareholder services fee
paid by the Fund's Institutional Service Shares (after the voluntary waiver) was
0.24% for the fiscal year ended July 31, 2002.
9 For Automated Cash Management Trust Institutional Services Shares Pro
Forma Combined, a portion of the shareholder services fee is expected to be
voluntarily waived. This anticipated voluntary waiver can be terminated at any
time. The shareholder services fee paid by the Fund's Institutional Service
Shares (after the anticipated voluntary waiver) is expected to be 0.24% for the
fiscal year ending July 31, 2003.
10 For Riggs Prime Money Market Fund Class R Shares and Riggs Prime Money
Market Fund Class Y Shares, total annual fund operating expenses have been
restated to reflect current fees.
EXAMPLE
This Example is intended to help you compare the cost of investing in Riggs
Prime Money Market Fund Class R Shares, Riggs Prime Money Market Fund Class Y
Shares, Automated Cash Management Trust Institutional Service Shares and
Automated Cash Management Trust Institutional Service Shares Pro Forma Combined
with the cost of investing in other mutual funds.
The Example assumes that you invest $10,000 in each respective Fund's
Shares for the time periods indicated and then redeem all of your shares at the
end of those periods. The Example also assumes that your investment has a 5%
return each year and that each Fund's operating expenses are before waivers as
shown or estimated in the Table and remain the same. Although your actual costs
and returns may be higher or lower, based on these assumptions your costs would
be:
1 Year 3 Years 5 Years 10 Years
Riggs Prime Money Market Fund Class R Shares $ 153 $ 474 $ 818 $ 1,791
Riggs Prime Money Market Fund Class Y Shares $ 102 $ 318 $ 552 $ 1,225
Automated Cash Management Trust $ 92 $ 287 $ 498 $ 1,108
Institutional Service Shares
Automated Cash Management Trust $ 92 $ 287 $ 498 $ 1,108
Institutional Service Shares Pro Forma
Combined
AUTOMATED GOVERNMENT MONEY TRUST - RIGGS U.S. TREASURY MONEY MARKET FUND
- --------------------------------------------------------------------------------
FEES AND EXPENSES
This table describes the fees and expenses that you may pay if you buy and
hold Riggs U.S. Treasury Money Market Fund Class R Shares, Riggs U.S. Treasury
Money Market Fund Class Y Shares, Automated Government Money Trust and Automated
Government Money Trust Pro Forma Combined.
Riggs Riggs
U.S. U.S. Automated
Treasury Treasury Automated Government
Money Money Government Money Trust
Market Money Pro Forma
Market Fund Trust Combined
Shareholder Fees Fund Class Y
Class Shares
R
Shares
Fees Paid Directly From Your
Investment
Maximum Sales Charge (Load) Imposed None None None None
on Purchases (as a percentage of
offering price)
Maximum Deferred Sales Charge (Load)
(as a percentage of original None None None None
purchase price or redemption
proceeds, as applicable)
Maximum Sales Charge (Load) Imposed
on Reinvested Dividends (and other None None None None
Distributions)
(as a percentage of offering price)
Redemption Fee (as a percentage of None None None None
amount redeemed, if applicable)
Exchange Fee None None None None
Annual Fund Operating Expenses
(Before Waivers)1
Expenses That are Deducted From Fund
Assets (as percentage of average net
assets)
Management Fee 0.50%2 0.50%2 0.50%3 0.50%4
Distribution (12b-1) Fee 0.50%5 None None None
Shareholder Services Fee 0.25%6 0.25%7 0.25%8 0.25%9
Other Expenses 0.38% 0.38% 0.11%10 0.11%11
Total Annual Fund Operating Expenses 1.63%12 1.13%12 0.86% 0.86%
1 With respect to Riggs U.S.
Treasury Money Market Fund Class R
Shares and Riggs U.S. Treasury Money
Market Fund Class Y Shares, although
not contractually obligated to do
so, the adviser, distributor and
shareholder services provider expect
to voluntarily waive certain
amounts. These are shown below
along with the net expenses the Fund
expects to pay for the fiscal year
ending April 30, 2004. With respect
to Automated Government Money Trust,
although not contractually obligated
to do so, the adviser, shareholder
services provider and transfer and
dividend disbursing agent waived
certain amounts. These are shown
below along with the net expenses
the Fund actually paid for the
fiscal year ended July 31, 2002.
With respect to Automated Government
Money Trust Pro Forma Combined,
although not contractually obligated
to do so, the adviser, shareholder
services provider and transfer and
dividend disbursing agent expect to
voluntarily waive certain amounts.
These are shown below along with the
net expenses the Fund expects to pay
for the fiscal year ending July 31,
2003.
Total Waivers of Fund 0.72% 0.34% 0.27% 0.27%
Expenses
Total Actual Annual Fund Operating 0.91% 0.79% 0.59% 0.59%
Expenses (after waivers)
2 For Riggs U.S. Treasury Money Market Fund, the adviser expects to
voluntarily waive a portion of the management fee. The adviser can terminate
this anticipated voluntary waiver at any time. The management fee paid by the
Fund (after the anticipated voluntary waiver) is expected to be 0.41% for the
fiscal year ending April 30, 2004.
3 For Automated Government Money Trust, the adviser voluntarily waived a
portion of the management fee. The adviser can terminate this voluntary waiver
at any time. The management fee paid by the Fund (after the voluntary waiver)
was 0.25% for the fiscal year ended July 31, 2002.
4 For Automated Government Money Trust Pro Forma Combined, the adviser
expects to voluntarily waive a portion of the management fee. The adviser can
terminate this anticipated voluntary waiver at any time. The management fee paid
by the Fund (after the anticipated voluntary waiver) is expected to be 0.25% for
the fiscal year ending July 31, 2003.
5 For Riggs U.S. Treasury Money Market Fund Class R Shares, a portion of
the distribution (12b-1) fee is expected to be voluntarily waived. This
anticipated voluntary waiver can be terminated at any time. The distribution
(12b-1) fee paid by the Fund's Class R Shares (after the anticipated voluntary
waiver) is expected to be 0.02% for the fiscal year ending April 30, 2004.
6 For Riggs U.S. Treasury Money Market Fund Class R Shares, a portion of
the shareholder services fee is expected to be voluntarily waived. This
anticipated voluntary waiver can be terminated at any time. The shareholder
services fee paid by the Fund's Class R Shares (after the anticipated voluntary
waiver) is expected to be 0.10% for the fiscal year ending April 30, 2004.
7 For Riggs U.S. Treasury Money Market Fund Class Y Shares, a portion of
the shareholder services fee is expected to be voluntarily waived. This
anticipated voluntary waiver can be terminated at any time. The shareholder
services fee paid by the Fund's Class Y Shares (after the anticipated voluntary
waiver) is expected to be 0.00% for the fiscal year ending April 30, 2004.
8 For Automated Government Money Trust, a portion of the shareholder
services fee has been voluntarily waived. This voluntary waiver can be
terminated at any time. The shareholder services fee paid by the Fund (after the
voluntary waiver) was 0.24% for the fiscal year ended July 31, 2002.
9 For Automated Government Money Trust Pro Forma Combined, a portion of the
shareholder services fee is expected to be voluntarily waived. This anticipated
voluntary waiver can be terminated at any time. The shareholder services fee
paid by the Fund (after the anticipated voluntary waiver) is expected to be
0.24% for the fiscal year ended July 31, 2003.
10 For Automated Government Money Trust, the transfer and dividend
disbursing agent voluntarily waived certain operating expenses of the Fund. This
voluntarily waiver can be terminated at any time. Total other expenses paid by
the Fund (after the voluntary waiver) were 0.10% for the fiscal year ended July
31, 2002.
11 For Automated Government Money Trust Pro Forma Combined, the transfer
and dividend disbursing agent expects to voluntarily waive certain operating
expenses of the Fund. This anticipated voluntarily waiver can be terminated at
any time. Total other expenses paid by the Fund (after the anticipated voluntary
waiver) are expected to be 0.10% for the fiscal year ended July 31, 2003.
12 For Riggs U.S. Treasury Money Market Fund Class R Shares and Riggs U.S.
Treasury Money Market Fund Class Y Shares, total annual fund operating expenses
have been restated to reflect current fees.
EXAMPLE
This Example is intended to help you compare the cost of investing in the
Riggs U.S. Treasury Money Market Fund Class R Shares, Riggs U.S. Treasury Money
Market Fund Class Y Shares, Automated Government Money Trust and Automated
Government Money Trust Pro Forma Combined with the cost of investing in other
mutual funds.
The Example assumes that you invest $10,000 in each respective Fund's
Shares for the time periods indicated and then redeem all of your shares at the
end of those periods. The Example also assumes that your investment has a 5%
return each year and that each Fund's operating expenses are before waivers as
shown or estimated in the table and remain the same. Although your actual costs
and returns may be higher or lower, based on these assumptions your costs would
be:
1 Year 3 Years 5 Years 10 Years
Riggs U.S. Treasury Money Market Fund Class $ 166 $ 514 $ 887 $ 1,933
R Shares
Riggs U.S. Treasury Money Market Fund Class $ 115 $ 359 $ 622 $ 1,375
Y Shares
Automated Government Money Trust $ 88 $ 274 $ 477 $ 1,061
Automated Government Money Trust Pro Forma $ 88 $ 274 $ 477 $ 1,061
Combined
Comparison of Potential Risks and Rewards; Performance Information
- -------------------------------------------------------------------------------
......The bar charts and tables below compare the potential risks and
rewards of investing in each Federated Fund and Riggs Fund. The bar charts
provide an indication of the risks of investing in each Fund by showing changes
in each Fund's performance from year to year. The tables show how each Fund's
average annual total returns for the one year, five years and ten years (or
start of performance) compare to the returns of a broad-based market index. The
figures assume reinvestment of dividends and distributions. Attached as Exhibit
B to this Prospectus/Proxy Statement are a Management's Discussion of Fund
Performance and a line graph for the most recent fiscal year of each Riggs Fund
and each Federated Fund (with the exception of money market funds).
FEDERATED CAPITAL APPRECIATION FUND - RIGGS STOCK FUND
federated capital appreciation fund-class a shares
Risk/Return Bar Chart and Table
Federated Capital Appreciation Fund-Class A Shares
The performance information shown below will help you analyze the Fund's
investment risks in light of its historical returns. The bar chart shows the
variability of the Fund's Class A Shares total returns on a calendar
year-by-year basis. The Average Annual Total Return table shows returns averaged
over the stated periods, and includes comparative performance information. The
Fund's performance will fluctuate, and past performance (before and after taxes)
is no guarantee of future results.
[GRAPHIC ILLUSTRATION-FEDERATED CAPITAL APPRECIATION FUND-CLASS A SHARES]
The graphic presentation displayed here consists of a bar chart
representing the annual total returns of the Federated Capital Appreciation
Fund's Class A Shares as of the calendar year-end for each of ten years.
The `y' axis reflects the "% Total Return" beginning with "-30.00%" and
increasing in increments of 10.00% up to 50.00%.
The `x' axis represents calculation periods (from the earliest calendar
year end of the Fund's start of business) through the calendar year ended 2002.
The chart features ten distinct vertical bars, each shaded in light gray, and
each visually representing by height the total return percentages for the
calendar year stated directly at its base. The calculated total return
percentage for the Fund for each calendar year is stated directly at the
top/bottom of each respective bar, for the calendar years 1993 through 2002. The
percentages noted are 11.31%, (0.30)%, 37.17%, 18.39%, 30.62%, 20.07%, 43.39%,
(3.76)%, (6.19)% and (18.76)%, respectively.
The total returns shown in the bar chart do not reflect the payment of any
sales charges or recurring shareholder account fees. If these charges or fees
had been included, the returns shown would have been lower.
The Fund's total return for the six-month period from January 1, 2003 to
June 30, 2003 was 9.14%.
Within the period shown in the bar chart, the Fund's Class A Shares highest
quarterly return was 27.57% (quarter ended December 31, 1999). Its lowest
quarterly return was (17.40)% (quarter ended September 30, 2002).
Average Annual Total Return Table
The Average Annual Total Returns for the Fund's Class A Shares are reduced to
reflect applicable sales charges. Return Before Taxes is shown. In addition,
Return After Taxes is shown for the Fund's Class A Shares to illustrate the
effect of federal taxes on Fund returns. Actual after-tax returns depends on
each investor's personal tax situation, and are likely to differ from those
shown. The table also shows returns for the Standard & Poor's 500 Index (S&P
500), a broad-based market index and the Lipper Multi Cap Core Funds Average
(LMCCFA), an average of funds with similar objectives. Index and average
returns do not reflect taxes, sales charges, expenses or other fees that the
SEC requires to be reflected in the Fund's performance. Indexes and averages
are unmanaged, and it is not possible to invest directly in an index or
average.
(For the periods ended December 31, 2002)
1 Year 5 Years 10 Years
- --------------------------------------------------------------------------------
Class A
Shares:
- --------------------------------------------------------------------------------
- ---------------------------------
Return Before Taxes (23.22)% 3.60% 10.88%
- --------------------------------------------------------------------------------
- ---------------------------------
Return After Taxes on (23.36)% 2.77% 9.31%
Distributions1
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Return After Taxes on Distributions
and Sale of Fund Shares1 (14.25)% 2.89% 8.68%
- --------------------------------------------------------------------------------
S&P 500 (22.10)% (0.59)% 9.34%
- --------------------------------------------------------------------------------
LMCCFA (23.96)% (1.46)% 7.39%
- --------------------------------------------------------------------------------
1 After-tax returns are calculated using a standard set of assumptions. The
stated returns assume the highest historical federal income and capital gains
tax rates. Return After Taxes on Distributions assumes a continued investment
in the Fund and shows the effect of taxes on Fund distributions. Return After
Taxes on Distributions and Sale of Fund Shares assumes all shares were
redeemed at the end of each measurement period, and shows the effect of any
taxable gain (or offsetting loss) on redemption, as well as the effects of
taxes on Fund distributions. These after-tax returns do not reflect the
effect of any applicable state and local taxes. After-tax returns for Class B,
Class C and Class F Shares will differ from those shown above for Class A
Shares. After-tax returns are not relevant to investors holding Shares
through tax-deferred programs, such as IRA or 401(k) plans.
riggs stock fund-class r shares
Risk/Return Bar Chart and Table
Riggs Stock Fund-Class R Shares
The performance information shown below will help you analyze the Fund's
investment risks in light of its historical returns. The bar chart shows the
variability of the Fund's Class R Shares total returns on a calendar
year-by-year basis. The Average Annual Total Return table shows returns
averaged over the stated periods, and includes comparative performance
information. The Fund's performance will fluctuate, and past performance
(before and after taxes) is no guarantee of future results.
[GRAPHIC ILLUSTRATION-RIGGS STOCK FUND-CLASS R SHARES]
The graphic presentation displayed here consists of a bar chart
representing the annual total returns of the Riggs Stock Fund's Class R Shares
as of the calendar year-end for each of ten years.
The `y' axis reflects the "% Total Return" beginning with "-40.00%" and
increasing in increments of 10.00% up to 50.00%.
The `x' axis represents calculation periods (from the earliest calendar
year end of the Fund's start of business) through the calendar year ended 2002.
The chart features ten distinct vertical bars, each shaded in light gray, and
each visually representing by height the total return percentages for the
calendar year stated directly at its base. The calculated total return
percentage for the Fund for each calendar year is stated directly at the
top/bottom of each respective bar, for the calendar years 1993 through 2002. The
percentages noted are 18.51%, 3.44%, 37.59%, 19.90%, 27.82%, 16.50%, (0.47)%,
(5.21)%, (15.85)% and (24.74)%, respectively.
The total returns shown in the bar chart for the Fund's Class R Shares do not
reflect the payment of any sales charges or recurring shareholder account fees.
If these charges or fees had been included, the returns shown would have been
lower.
The Fund's Class R Shares total return for the six-month period from January 1,
2003 to June 30, 2003 was 12.60%.
Within the period shown in the bar chart, the Fund's Class R Shares highest
quarterly return was 22.00% (quarter ended December 31, 1998). Its lowest
quarterly return was (17.49)% (quarter ended September 30, 2001).
Average Annual Total Return
Table
The Average Annual Total Returns for the Fund's Class R Shares are reduced to
reflect applicable sales charges. Return Before Taxes is shown. In addition,
Return After Taxes is shown for Class R Shares to illustrate the effect of
federal taxes on Fund returns. Actual after-tax returns depend on each
investor's personal tax situation, and are likely to differ from those shown.
The table also shows returns for the Standard & Poor's 500 Index (S&P 500), a
broad-based market index. Index returns do not reflect taxes, sales charges,
expenses or other fees that the SEC requires to be reflected in the Fund's
performance. Indexes are unmanaged and it is not possible to invest directly
in an index.
(For the periods ended December 31, 2002)
1 Year 5 Years 10 Years
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
Class R Shares
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
Return Before Taxes (26.25)% (7.21)% 6.05%
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
Return After Taxes on (26.25)% (9.28)% 3.13%
Distributions1
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
Return After Taxes on Distributions
and Sale of Fund Shares1 (16.12)% (4.98)% 4.92%
- -------------------------------------------------------------------------------
S&P 500 (22.10)% (0.59)% 9.34%
- -------------------------------------------------------------------------------
1 After-tax returns are calculated using a standard set of assumptions. The
stated returns assume the highest historical federal income and capital gains
tax rates. Return After Taxes on Distributions assumes a continued investment
in the Fund and shows the effect of taxes on Fund distributions. Return After
Taxes on Distributions and Sale of Fund Shares assumes all Shares were
redeemed at the end of each measurement period, and shows the effect of any
taxable gain (or offsetting loss) on redemption, as well as the effects of
taxes on Fund distributions. These after-tax returns do not reflect the
effect of any applicable state and local taxes. After-tax returns are not
relevant to investors holding shares through tax-deferred programs, such as
IRA or 401(k) plans.
RIGGS STOCK FUND-CLASS Y SHARES
Risk/Return Bar Chart and Table
Riggs Stock Fund-Class Y Shares
The performance information shown below will help you analyze the Fund's
investment risks in light of its historical returns. The bar chart shows the
variability of the Fund's Class Y Shares total returns on a calendar
year-by-year basis. The Average Annual Total Return table shows returns
averaged over the stated periods, and includes comparative performance
information. The Fund's performance will fluctuate, and past performance
(before and after taxes) is no guarantee of future results.
[GRAPHIC ILLUSTRATION-RIGGS STOCK FUND-CLASS Y SHARES]
The graphic presentation displayed here consists of a bar chart
representing the annual total returns of the Riggs Stock Fund's Class Y Shares
as of the calendar year-end for each of three years.
The `y' axis reflects the "% Total Return" beginning with "-30.00%" and
increasing in increments of 5.00% up to 0.00%.
The `x' axis represents calculation periods (from the earliest calendar
year end of the Fund's start of business) through the calendar year ended 2002.
The chart features three distinct vertical bars, each shaded in light gray, and
each visually representing by height the total return percentages for the
calendar year stated directly at its base. The calculated total return
percentage for the Fund for each calendar year is stated directly at the bottom
of each respective bar, for the calendar years 2000 through 2002. The
percentages noted are (4.78)%, (15.57)% and (24.43)%, respectively.
The Fund's Class Y Shares are sold without a sales charge (load). The total
returns shown in the bar chart are based upon net asset value. The Fund's Class
Y Shares total return for the six-month period from January 1, 2003 to June 30,
2003 was 12.74%.
Within the period shown in the bar chart, the Fund's Class Y Shares highest
quarterly return was 9.76% (quarter ended December 31, 2001). Its lowest
quarterly return was (17.37)% (quarter ended September 30, 2001).
Average Annual Total Return Table
Return Before Taxes is shown. In addition, Return After Taxes is shown for
Class Y Shares to illustrate the effect of federal taxes on Fund returns. Actual
after-tax returns depend on each investor's personal tax situation, and are
likely to differ from those shown. The table also shows returns for the Standard
& Poor's 500 Index (S&P 500), a broad-based market index. Index returns do not
reflect taxes, sales charges, expenses or other fees that the SEC requires to be
reflected in the Fund's performance. Indexes are unmanaged and it is not
possible to invest directly in an index.
(For the periods ended December 31, 2002)
1 Year Start of Performance1
- -------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class Y Shares
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Return Before Taxes (24.43)% (14.31)%
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Return After Taxes on Distributions2 (24.43)% (15.73)%
-----------------------
- ------------------------------------------------------------------------------
Return After Taxes on Distributions
and Sale of Fund Shares2 (15.00)% (10.59)%
- ------------------------------------------------------------------------------
- -------------------------------------
S&P 500 (22.10)% (13.41)%
- ------------------------------------------------------------------------------
1 The Fund's Class Y Shares start of performance date was December 20, 1999.
2 After-tax returns are calculated using a standard set of assumptions. The
stated returns assume the highest historical federal income and capital gains
tax rates. Return After Taxes on Distributions assumes a continued
investment in the Fund and shows the effect of taxes on Fund distributions.
Return After Taxes on Distributions and Sale of Fund Shares assumes all
Shares were redeemed at the end of each measurement period, and shows the
effect of any taxable gain (or offsetting loss) on redemption, as well as the
effects of taxes on Fund distributions. These after-tax returns do not
reflect the effect of any applicable state and local taxes. After-tax
returns are not relevant to investors holding shares through tax-deferred
programs, such as IRA or 401(k) plans.
FEDERATED KAUFMANN FUND - RIGGS sMALL cOMPANY STOCK FUND
FEDERATED KAUFMANN FUND
Risk/Return Bar Chart and Table
Federated Kaufmann Fund - Class A Shares
The performance information shown below will help you analyze the Fund's
investment risks in light of it historical returns. The bar chart shows the
variability of the Fund's Class A Shares total returns on a calendar
year-by-year basis. The Average Annual Total Return table shows returns averaged
over the stated periods, and includes comparative performance information. The
Fund's performance will fluctuate, and past performance (before and after taxes)
is no guarantee of future results.
[GRAPHIC ILLUSTRATION-FEDERATED KAUFMANN FUND-CLASS A SHARES]
The graphic presentation displayed here consists of a bar chart
representing the annual total returns of the Federated Kaufmann Fund's Class A
Shares as of the calendar year-end for each of ten years.
The `y' axis reflects the "% Total Return" beginning with "-30.00%" and
increasing in increments of 10.00% up to 40.00%.
The `x' axis represents calculation periods (from the earliest calendar
year end of the Fund's start of business) through the calendar year ended 2002.
The chart features ten distinct vertical bars, each shaded in light gray, and
each visually representing by height the total return percentages for the
calendar year stated directly at its base. The calculated total return
percentage for the Fund for each calendar year is stated directly at the
top/bottom of each respective bar, for the calendar years 1993 through 2002. The
percentages noted are 17.86%, 8.68%, 36.51%, 20.58%, 12.75%, 0.43%, 25.66%,
10.55%, 7.78% and (21.41)%, respectively.
The Fund is the successor to the Kaufmann Fund, Inc. (Kaufmann Fund)
pursuant to a reorganization that took place on April 23, 2001. Prior to that
date, the Fund's Class A Shares had no investment operations. Accordingly, the
performance information provided is historical information of the Kaufmann Fund.
The total returns shown in the bar chart for the Fund's Class A Shares do
not reflect the payment of any sales charges or recurring shareholder account
fees. If these charges or fees had been included, the returns shown would have
been lower.
The Fund's Class A Shares total return for the six-month period from
January 1, 2003 to June 30, 2003 was 21.16%.
Within the periods shown in the chart, the Fund's Class A Shares highest
quarterly return was 35.47% (quarter ended December 31, 1999). Its lowest
quarterly return was (18.76)% (quarter ended September 30, 1998).
Average Annual Total Return Table
The Average Annual Total Return for the Fund's Class A Shares are reduced
to reflect applicable sales charges. Returns Before Taxes is shown. In addition,
Return After Taxes is shown for Class A Shares to illustrate the effect of
federal taxes on Fund returns. Actual after-tax returns depend on each
investor's personal tax situation, and are likely to differ from those shown.
The table also shows returns for the Russell Mid-Cap Growth Index (RMGI) and the
Lipper Mid-Cap Growth Index (LMCGI), a broad-based market index. Index returns
do not reflect taxes, sales charges, expenses or other fees that the Securities
Exchange Commission requires to be reflected in the Fund's performance. Indexes
are unmanaged, and it is not possible to invest directly in an index.
(For the periods ended December 31, 2002)
1 Year 5 Years 10 Years
- -------------------------------------------------------------------------------
- ----------------------------------------------------
Class A Shares1 :
- -------------------------------------------------------------------------------
- ----------------------------------------------------
Return Before Taxes (25.73)% 2.23% 10.21%
- -------------------------------------------------------------------------------
- ----------------------------------------------------
Return After Taxes on Distributions 2 (25.73)% (0.94)% 8.20%
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
Return After Taxes on Distributions
and Sale of Fund Shares 2 (15.80)% 1.60% 8.51%
- -------------------------------------------------------------------------------
RMGI (27.41)% (1.82)% 6.71%
- ------------------------------------------------------------------------------
LMCGI (28.47)% (1.49)% 6.41%
- -------------------------------------------------------------------------------
1 The Fund's Class A Shares total return for the period prior to April 23,
2001 are those of Kaufmann Fund, but have been adjusted to reflect the sales
charges and expenses applicable to the Fund's Class A Shares.
2 After-tax returns are calculated using a standard set of assumptions. The
stated returns assume the highest historical federal income and capital gains
tax rates. Return After Taxes on Distributions assumes a continued investment
in the Fund and shows the effect of taxes on Fund distributions. Returns
After Taxes on Distributions and Sale of Fund Shares assumes all shares were
redeemed at the end of each measurement period, and shows the effect of any
taxable gain (or offsetting loss) on redemption, as well as the effects of
taxes on Fund distributions. These after-tax returns do not reflect the
effect of any applicable state and local taxes. After-tax returns are not
relevant to investors holding Shares through tax-deferred programs, such as
IRA or 401 (k) plans.
riggs small company stock fund-class r shares
Risk/Return Bar Chart and Table
Riggs Small Company Stock Fund-Class R Shares
The performance information shown below will help you analyze the Fund's
investment risks in light of its historical returns. The bar chart shows the
variability of the Fund's Class R Shares total returns on a calendar
year-by-year basis. The Average Annual Total Return table shows returns
averaged over the stated periods, and includes comparative performance
information. The Fund's performance will fluctuate, and past performance
(before and after taxes) is no guarantee of future results.
[GRAPHIC ILLUSTRATION-RIGGS SMALL COMPANY STOCK FUND-CLASS R SHARES]
The graphic presentation displayed here consists of a bar chart
representing the annual total returns of the Riggs Small Company Stock Fund's
Class R Shares as of the calendar year-end for each of seven years.
The `y' axis reflects the "% Total Return" beginning with "-20.00%" and
increasing in increments of 10.00% up to 50.00%.
The `x' axis represents calculation periods (from the earliest calendar
year end of the Fund's start of business) through the calendar year ended 2002.
The chart features seven distinct vertical bars, each shaded in light gray, and
each visually representing by height the total return percentages for the
calendar year stated directly at its base. The calculated total return
percentage for the Fund for each calendar year is stated directly at the
top/bottom of each respective bar, for the calendar years 1996 through 2002. The
percentages noted are 21.92%, 38.90%, (10.44)%, (0.24)%, 1.27%, 13.12% and
(14.27)%, respectively.
The Fund's Class R Shares total return for the six-month period from January
1, 2003 to June 30, 2003 was 18.86%.
Within the period shown in the bar chart, the Fund's Class R Shares highest
quarterly return was 24.61% (quarter ended December 31, 2001). Its lowest
quarterly return was (29.19)% (quarter ended September 30, 1998).
Average Annual Total Return Table
The Average Annual Total Returns for the Fund's Class R Shares are reduced to
reflect applicable sales charges. Return Before Taxes is shown. In
addition, Return After Taxes is shown for Class R Shares to illustrate the
effect of federal taxes on Fund returns. Actual after-tax returns depend on
each investor's personal tax situation, and are likely to differ from those
shown. The table also shows returns for the Russell 2000 Index (RUS2), a
broad-based market index. Index returns do not reflect taxes, sales charges,
expenses or other fees that the SEC requires to be reflected in the Fund's
performance. Indexes are unmanaged and it is not possible to invest directly
in an index.
(For the periods ended December 31, 2002)
1 Year 5 Years Start of
Performance1
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
Class R Shares
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
Return Before Taxes (15.96)% (2.86)% 8.15%
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
Return After Taxes on (16.26)% (4.93)% 5.42%
Distributions2
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
Return After Taxes on
Distributions
and Sale of Fund Shares2 (9.51)% (3.09)% 5.61%
- -------------------------------------------------------------------------------
RUS2 (20.48)% (1.36)% 6.86%
- -------------------------------------------------------------------------------
1 The Fund's Class R Shares start of performance date was February 27, 1995.
2 After-tax returns are calculated using a standard set of assumptions. The
stated returns assume the highest historical federal income and capital gains
tax rates. Return After Taxes on Distributions assumes a continued
investment in the Fund and shows the effect of taxes on Fund distributions.
Return After Taxes on Distributions and Sale of Fund Shares assumes all
Shares were redeemed at the end of each measurement period, and shows the
effect of any taxable gain (or offsetting loss) on redemption, as well as the
effects of taxes on Fund distributions. These after-tax returns do not
reflect the effect of any applicable state and local taxes. After-tax
returns are not relevant to investors holding shares through tax-deferred
programs, such as IRA or 401(k) plans.
riggs small company stock fund-class y shares
Risk/Return Bar Chart and Table
Riggs Small Company Stock Fund-Class Y Shares
The performance information shown below will help you analyze the Fund's
investment risks in light of its historical returns. The bar chart shows the
variability of the Fund's Class Y Shares total returns on a calendar
year-by-year basis. The Average Annual Total Return table shows returns
averaged over the stated periods, and includes comparative performance
information. The Fund's performance will fluctuate, and past performance
(before and after taxes) is no guarantee of future results.
[GRAPHIC ILLUSTRATION-RIGGS SMALL COMPANY STOCK FUND-CLASS Y SHARES]
The graphic presentation displayed here consists of a bar chart
representing the annual total returns of the Riggs Small Company Stock Fund's
Class Y Shares as of the calendar year-end for each of three years.
The `y' axis reflects the "% Total Return" beginning with "-20.00%" and
increasing in increments of 5.00% up to 30.00%.
The `x' axis represents calculation periods (from the earliest calendar
year end of the Fund's start of business) through the calendar year ended 2002.
The chart features three distinct vertical bars, each shaded in light gray, and
each visually representing by height the total return percentages for the
calendar year stated directly at its base. The calculated total return
percentage for the Fund for each calendar year is stated directly at the
top/bottom of each respective bar, for the calendar years 2000 through 2002. The
percentages noted are 1.67%, 13.80% and (14.05)%, respectively.
The Fund's Class Y Shares are sold without a sales charge (load). The total
returns shown in the bar chart are based upon net asset value.
The Fund's Class Y Shares total return for the six-month period from January
1, 2003 to June 30, 2003 was 19.01%.
Within the period shown in the bar chart, the Fund's Class Y Shares highest
quarterly return was 24.69% (quarter ended December 31, 2001). Its lowest
quarterly return was (19.26)% (quarter ended September 30, 2001).
Average Annual Total Return Table
Return Before Taxes is shown. In addition, Return After Taxes is shown for
Class Y Shares to illustrate the effect of federal taxes on Fund returns.
Actual after-tax returns depend on each investor's personal tax situation, and
are likely to differ from those shown. The table also shows returns for the
Russell 2000 Index (RUS2), a broad-based market index. Index returns do not
reflect taxes, sales charges, expenses or other fees that the SEC requires to
be reflected in the Fund's performance. Indexes are unmanaged and it is not
possible to invest directly in an index.
(For the periods ended December 31, 2002)
1 Year Start of Performance1
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Class Y Shares
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Return Before Taxes (14.05)% 1.86%
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Return After Taxes on (14.35)% (0.18)%
Distributions2
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Return After Taxes on
Distributions
and Sale of Fund Shares2 (8.34)% 0.59%
- --------------------------------------------------------------------------------
RUS2 (20.48)% (5.06)%
- --------------------------------------------------------------------------------
1 The Fund's Class Y Shares start of performance date was December 20, 1999.
2 After-tax returns are calculated using a standard set of assumptions. The
stated returns assume the highest historical federal income and capital gains
tax rates. Return After Taxes on Distributions assumes a continued
investment in the Fund and shows the effect of taxes on Fund distributions.
Return After Taxes on Distributions and Sale of Fund Shares assumes all
Shares were redeemed at the end of each measurement period, and shows the
effect of any taxable gain (or offsetting loss) on redemption, as well as the
effects of taxes on Fund distributions. These after-tax returns do not
reflect the effect of any applicable state and local taxes. After-tax
returns are not relevant to investors holding shares through tax-deferred
programs, such as IRA or 401(k) plans.
FEDERATED TOTAL RETURN GOVERNMENT BOND FUND - RIGGS U.S. GOVERNMENT
SECURITIES FUND
Federated total return government bond fund-institutional service shares
Risk/Return Bar Chart and Table
Federated Total Return Government Bond Fund-Institutional Service Shares
The performance information shown below will help you analyze the Fund's
investment risks in light of its historical returns. The bar chart shows the
variability of the Fund's Institutional Service Shares total returns on a
calendar year-by-year basis. The Average Annual Total Return table shows
returns averaged over the stated periods, and includes comparative
performance information. The Fund's performance will fluctuate, and past
performance (before and after taxes) is no guarantee of future results.
[GRAPHIC ILLUSTRATION-FEDERATED TOTAL RETURN GOVERNMENT BOND FUND-INSTITUTIONAL
SERVICE SHARES]
The graphic presentation displayed here consists of a bar chart
representing the annual total returns of the Federated Total Return Government
Bond Fund's Institutional Service Shares as of the calendar year-end for each of
seven years.
The `y' axis reflects the "% Total Return" beginning with "-6.00%" and
increasing in increments of 2.00% up to 16.00%.
The `x' axis represents calculation periods (from the earliest calendar
year end of the Fund's start of business) through the calendar year ended 2002.
The chart features seven distinct vertical bars, each shaded in light gray, and
each visually representing by height the total return percentages for the
calendar year stated directly at its base. The calculated total return
percentage for the Fund for each calendar year is stated directly at the
top/bottom of each respective bar, for the calendar years 1996 through 2002. The
percentages noted are 1.54%, 9.29%, 10.74%, (4.16)%, 13.16%, 7.07% and 11.94%,
respectively.
The Fund's Institutional Service Shares are sold without a sales charge
(load). The total returns displayed above are based upon net asset value.
The Fund's Institutional Service Shares total return for the three-month period
from January 1, 2003 to June 30, 2003 was 3.67%.
Within the periods shown in the bar chart, the Fund's Institutional Service
Shares highest quarterly return was 7.37% (quarter ended September 30, 1998).
Its lowest quarterly return was (2.93)% (quarter ended March 31, 1996).
Average Annual Total Return Table
Return Before Taxes is shown. In addition, Return After Taxes is shown for
the Fund's Institutional Service Shares to illustrate the effect of federal
taxes on Fund returns. Actual after-tax returns depend on each investor's
personal tax situation, and are likely to differ from those shown. The table
also shows returns for the Lehman Brothers Government Bond Index (LBGB), an
index composed of U.S. government and government agency bonds. Total returns
for the index shown do not reflect taxes, sales charges, expenses or other
fees that the SEC requires to be reflected in the Fund's performance. The
index is unmanaged, and it is not possible to invest directly in an index.
(For the periods ended December 31, 2002)
Start of
Fund 1 Year 5 Years Performance1
- -------------------------------------------------------------------------------
---------------------------------------------
Return Before Taxes 11.94% 7.56% 7.26%
- -------------------------------------------------------------------------------
- ----------------------------------
Return After Taxes on 9.89% 5.32% 4.98%
Distributions2
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
Return After Taxes on Distributions and 7.26% 4.94% 4.69%
Sale of Fund Shares2
- -------------------------------------------------------------------------------
LBGB 11.50% 7.77% 7.76%
- -------------------------------------------------------------------------------
1 The Fund's Institutional Service Shares start of performance date was October
19, 1995.
2 After-tax returns are calculated using a standard set of assumptions. The
stated returns assume the highest historical federal income and capital gains
tax rates. Return After Taxes on Distributions assumes a continued investment
in the Fund and shows the effect of taxes on Fund distributions. Return After
Taxes on Distributions and Sale of Fund Shares assumes all shares were redeemed
at the end of each measurement period, and shows the effect of any taxable gain
(or offsetting loss) on redemption, as well as the effects of taxes on Fund
distributions. These after-tax returns do not reflect the effect of any
applicable state and local taxes. After-tax returns are not relevant to
investors holding shares through tax-deferred programs, such as IRA or 401(k)
plans.
riggs u.s. government securities fund-class r shares
Risk/Return Bar Chart and Table
Riggs U.S. Government Securities Fund-Class R Shares
The performance information shown below will help you analyze the Fund's
investment risks in light of its historical returns. The bar chart shows the
variability of the Fund's Class R Shares total returns on a calendar
year-by-year basis. The Average Annual Total Return table shows returns
averaged over the stated periods, and includes comparative performance
information. The Fund's performance will fluctuate, and past performance
(before and after taxes) is no guarantee of future results.
[GRAPHIC ILLUSTRATION-RIGGS U.S. GOVERNMENT SECURITIES FUND-CLASS R SHARES]
The graphic presentation displayed here consists of a bar chart
representing the annual total returns of the Riggs U.S. Government Securities
Fund's Class R Shares as of the calendar year-end for each of ten years.
The `y' axis reflects the "% Total Return" beginning with "-10.00%" and
increasing in increments of 5.00% up to 35.00%.
The `x' axis represents calculation periods (from the earliest calendar
year end of the Fund's start of business) through the calendar year ended 2002.
The chart features ten distinct vertical bars, each shaded in light gray, and
each visually representing by height the total return percentages for the
calendar year stated directly at its base. The calculated total return
percentage for the Fund for each calendar year is stated directly at the
top/bottom of each respective bar, for the calendar years 1993 through 2002. The
percentages noted are 11.06%, (4.39)%, 17.28%, 1.81%, 8.74%, 8.88%, (2.20)%,
11.80%, 5.51% and 9.94%, respectively.
The total returns shown in the bar chart for the Fund's Class R Shares do
not reflect the payment of any sales charges or recurring shareholder
account fees. If these charges or fees had been included, the returns shown
would have been lower.
The Fund's Class R Shares total return for the six-month period from January
1, 2003 to June 30, 2003 was 2.55%.
Within the period shown in the bar chart, the Fund's Class R Shares highest
quarterly return was 6.49% (quarter ended June 30, 1995). Its lowest
quarterly return was (3.03)% (quarter ended March 31, 1994).
Average Annual Total Return Table
The Average Annual Total Returns for the Fund's Class R Shares are reduced
to reflect applicable sales charges. Return Before Taxes is shown. In
addition, Return After Taxes is shown for Class R Shares to illustrate the
effect of federal taxes on Fund returns. Actual after-tax returns depend on
each investor's personal tax situation, and are likely to differ from those
shown. The table also shows returns for the Merrill Lynch U.S. Treasury
Agency Master Index (MLTAM), a broad based market index. Index returns do
not reflect taxes, sales charges, expenses or other fees that the SEC
requires to be reflected in the Fund's performance. Indexes are unmanaged
and it is not possible to invest directly in an index.
(For the periods ended December 31, 2002)
1 Year 5 Years 10 Years
- ---------------------------------------------------------------------------
- ---------------------------------------------------------------------------
Class R Shares
- ---------------------------------------------------------------------------
- ---------------------------------------------------------------------------
Return Before Taxes 7.94% 6.36% 6.65%
- ---------------------------------------------------------------------------
- ---------------------------------------------------------------------------
Return After Taxes on 5.93% 4.21% 4.15%
Distributions1
- ---------------------------------------------------------------------------
- ---------------------------------------------------------------------------
Return After Taxes on Distributions
and Sale of Fund Shares1 4.81% 4.01% 4.05%
- ---------------------------------------------------------------------------
MLTAM 11.30% 7.73% 7.54%
- ---------------------------------------------------------------------------
1 After-tax returns are calculated using a standard set of assumptions. The
stated returns assume the highest historical federal income and capital
gains tax rates. Return After Taxes on Distributions assumes a continued
investment in the Fund and shows the effect of taxes on Fund distributions.
Return After Taxes on Distributions and Sale of Fund Shares assumes all
Shares were redeemed at the end of each measurement period, and shows the
effect of any taxable gain (or offsetting loss) on redemption, as well as
the effects of taxes on Fund distributions. These after-tax returns do not
reflect the effect of any applicable state and local taxes. After-tax
returns are not relevant to investors holding shares through tax-deferred
programs, such as IRA or 401(k) plans.
riggs u.s. government securities fund-class y shares
Risk/Return Bar Chart and Table
Riggs U. S. Government Securities Fund-Class Y Shares
The performance information shown below will help you analyze the Fund's
investment risks in light of its historical returns. The bar chart shows the
variability of the Fund's Class Y Shares total returns on a calendar
year-by-year basis. The Average Annual Total Return table shows returns averaged
over the stated periods, and includes comparative performance information. The
Fund's performance will fluctuate, and past performance (before and after taxes)
is no guarantee of future results.
[GRAPHIC ILLUSTRATION-RIGGS U.S. GOVERNMENT SECURITIES FUND-CLASS Y SHARES]
The graphic presentation displayed here consists of a bar chart
representing the annual total returns of the Riggs U.S. Government Securities
Fund's Class Y Shares as of the calendar year-end for each of three years.
The `y' axis reflects the "% Total Return" beginning with "0.00%" and
increasing in increments of 3.00% up to 15.00%.
The `x' axis represents calculation periods (from the earliest calendar
year end of the Fund's start of business) through the calendar year ended 2002.
The chart features three distinct vertical bars, each shaded in light gray, and
each visually representing by height the total return percentages for the
calendar year stated directly at its base. The calculated total return
percentage for the Fund for each calendar year is stated directly at the top of
each respective bar, for the calendar years 2000 through 2002. The percentages
noted are 12.08%, 5.78% and 10.21%, respectively.
The Fund's Class Y Shares are sold without a sales charge (load). The total
returns shown in the bar chart are based upon net asset value.
The Fund's Class Y Shares total return for the six-month period from January 1,
2003 to June 30, 2003 was 2.68%.
Within the period shown in the bar chart, the Fund's Class Y Shares highest
quarterly return was 5.01% (quarter ended September 30, 2002). Its lowest
quarterly return was (0.62)% (quarter ended March 31, 2002).
Average Annual Total Return Table
Return Before Taxes is shown. In addition, Return After Taxes is shown for
Class Y Shares to illustrate the effect of federal taxes on Fund returns.
Actual after-tax returns depend on each investor's personal tax situation,
and are likely to differ from those shown. The table also shows returns for
the Merrill Lynch U.S. Treasury Agency Master Index (MLTAM), a broad based
market index. Index returns do not reflect taxes, sales charges, expenses or
other fees that the SEC requires to be reflected in the Fund's performance.
Indexes are unmanaged and it is not possible to invest directly in an index.
(For the periods ended December 31, 2002)
1 Year Start of Performance1
- --------------------------------------------------------------------------------
- ---------------------------------------------------------
Class Y Shares
- ---------------------------------------------------------
- --------------------------------------------------------------------------------
Return Before Taxes 10.21% 9.13%
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Return After Taxes on Distributions2 8.10% 6.91%
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Return After Taxes on Distributions
and Sale of Fund Shares2 6.21% 6.23%
- --------------------------------------------------------------------------------
-----------------------
MLTAM 11.30% 10.39%
- --------------------------------------------------------------------------------
1 The Fund's Class Y Shares start of performance date was December 20, 1999.
2 After-tax returns are calculated using a standard set of assumptions. The
stated returns assume the highest historical federal income and capital gains
tax rates. Return After Taxes on Distributions assumes a continued
investment in the Fund and shows the effect of taxes on Fund distributions.
Return After Taxes on Distributions and Sale of Fund Shares assumes all
Shares were redeemed at the end of each measurement period, and shows the
effect of any taxable gain (or offsetting loss) on redemption, as well as the
effects of taxes on Fund distributions. These after-tax returns do not
reflect the effect of any applicable state and local taxes. After-tax
returns are not relevant to investors holding shares through tax-deferred
programs, such as IRA or 401(k) plans.
FEDERATED TOTAL RETURN BOND FUND - RIGGS BOND FUND
federated total return bond fund-institutional service shares
Risk/Return Bar Chart and Table
Federated Total Return Bond Fund-Institutional Service
Shares
The performance information shown below will help you analyze the Fund's
investment risks in light of its historical returns. The bar chart shows the
variability of the Fund's Institutional Service Shares total returns on a
calendar year-by-year basis. The Average Annual Total Return table shows
returns averaged over the stated periods, and includes comparative
performance information. The Fund's performance will fluctuate, and past
performance (before and after taxes) is no guarantee of future results.
[GRAPHIC ILLUSTRATION-FEDERATED TOTAL RETURN BOND FUND-INSTITUTIONAL
SERVICE SHARES]
The graphic presentation displayed here consists of a bar chart
representing the annual total returns of the Federated Total Return Bond Fund's
Institutional Service Shares as of the calendar year-end for each of six years.
The `y' axis reflects the "% Total Return" beginning with "-2.00%" and
increasing in increments of 2.00% up to 12.00%.
The `x' axis represents calculation periods (from the earliest calendar
year end of the Fund's start of business) through the calendar year ended 2002.
The chart features six distinct vertical bars, each shaded in light gray, and
each visually representing by height the total return percentages for the
calendar year stated directly at its base. The calculated total return
percentage for the Fund for each calendar year is stated directly at the
top/bottom of each respective bar, for the calendar years 1997 through 2002. The
percentages noted are 10.25%, 8.91%, (1.15)%, 10.94%, 7.77% and 8.80%,
respectively.
The Fund's Institutional Service Shares are sold without a sales charge
(load). The total returns in the bar chart above are based upon net asset value.
The Fund's Institutional Service Shares total return for the six months
period from January 1, 2003 to June 30, 2003 was 4.11%.
Within the periods shown in the bar chart, the Fund's Institutional Service
Shares highest quarterly return was 4.47% (quarter ended September 30, 1998).
Its lowest quarterly return was (0.95%) (quarter ended June 30, 1999).
Average Annual Total Return Table
Return Before Taxes is shown. In addition, Return After Taxes is shown for
Institutional Service Shares to illustrate the effect of federal taxes on
Fund returns. Actual after-tax returns depend upon each investor's personal
tax situation, and are likely to differ from those shown. The table also
shows returns for the Lehman Brothers Aggregate Bond Index (LBAB), a
broad-based market index. The LBAB is an unmanaged index composed of
securities from the Lehman Brothers Government/Credit Total Index, Mortgage
Backed Securities Index and the Asset Backed Securities Index. Total return
comprises price appreciation/depreciation and income as a percentage of the
original investment. The index is rebalanced monthly by market
capitalization. Index returns do not reflect taxes, sales charges, expenses
or other fees that the SEC requires to be reflected in the Fund's
performance. Indexes are unmanaged, and it is not possible to invest
directly in an index.
(For the periods ended December 31,
2002)
Start of
1 Year 5 Years Performance1
- ----------------------------------------------------------------------------
Institutional Service Shares
- ----------------------------------------------------------------------------
- ----------------------------------------------------------------------------
Return Before Taxes 8.80% 6.97% 7.70%
- ----------------------------------------------------------------------------
- ----------------------------------------------------------------------------
Return After Taxes on Distributions2 6.43% 4.45% 5.12%
- ----------------------------------------------------------------------------
- ----------------------------------------------------------------------------
Return After Taxes on Distributions
and Sale of Fund Shares2 5.33% 4.31% 4.89%
------------------------------------
- ----------------------------------------------------------------------------
LBAB 10.25% 7.55% 8.08%
- ----------------------------------------------------------------------------
1 The Fund's Institutional Service Shares start of performance date was
October 1, 1996.
2 After-tax returns are calculated using a standard set of assumptions. The
stated returns assume
the highest historical federal income and capital gains tax rates. Return
After Taxes on Distributions assumes a continued investment in the Fund and
shows the effect of taxes on Fund distributions. Returns After Taxes on
Distributions and Sale of Fund Shares assumes all shares were redeemed at
the end of each measurement period, and shows the effect of any taxable gain
(or offsetting loss) on redemption, as well as the effects of taxes on Fund
distributions. These after-tax returns do not reflect the effect of any
applicable state and local taxes. After-tax returns are not relevant to
investors holding shares through tax-deferred program, such as IRA or 401(k)
plans.
riggs bond fund-class r shares
Risk/Return Bar Chart and Table
Riggs Bond Fund-Class R Shares
The performance information shown below will help you analyze the Fund's
investment risks in light of its historical returns. The bar chart shows the
variability of the Fund's Class R Shares total returns on a calendar
year-by-year basis. The Average Annual Total Return table shows returns
averaged over the stated periods, and includes comparative performance
information. The Fund's performance will fluctuate, and past performance
(before and after taxes) is no guarantee of future results.
[GRAPHIC ILLUSTRATION-RIGGS BOND FUND-CLASS R SHARES]
The graphic presentation displayed here consists of a bar chart
representing the annual total returns of the Riggs Bond Fund's Class R Shares as
of the calendar year-end for each of three years.
The `y' axis reflects the "% Total Return" beginning with "0.00%" and
increasing in increments of 2.00% up to 14.00%.
The `x' axis represents calculation periods (from the earliest calendar
year end of the Fund's start of business) through the calendar year ended 2002.
The chart features three distinct vertical bars, each shaded in light gray, and
each visually representing by height the total return percentages for the
calendar year stated directly at its base. The calculated total return
percentage for the Fund for each calendar year is stated directly at the top of
each respective bar, for the calendar years 2000 through 2002. The percentages
noted are 11.58%, 5.85% and 9.89%, respectively.
The total returns shown in the bar chart for the Fund's Class R Shares do
not reflect the payment of any sales charges or recurring shareholder account
fees. If these charges or fees had been included, the returns shown would have
been lower.
The Fund's Class R Shares total return for the six-month period from
January 1, 2003 to June 30, 2003 was 3.24%.
Within the period shown in the bar chart, the Fund's Class R Shares highest
quarterly return was 4.86% (quarter ended September 30, 2002). Its lowest
quarterly return was (0.78)% (quarter ended December 31, 2001).
Average Annual Total Return
Table
The Average Annual Total Returns for the Fund's Class R Shares are reduced
to reflect applicable sales charges. Return Before Taxes is shown. In
addition, Return After Taxes is shown for Class R Shares to illustrate the
effect of federal taxes on Fund returns. Actual after-tax returns depend
on each investor's personal tax situation, and are likely to differ from
those shown. The table also shows returns for the Lehman Brothers
Government Credit (Total) Index (LBGCT), a broad-based market index.
Index returns do not reflect taxes, sales charges, expenses or other fees
that the SEC requires to be reflected in the Fund's performance. Indexes
are unmanaged, and it is not possible to invest directly in an index.
(For the periods ended December 31, 2002)
1 Year Start of Performance1
- --------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
Class R Shares:
- -------------------------------------------------------------------------------
----------------------------------------
Return Before Taxes 7.89% 8.30%
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
Return After Taxes on Distributions2 5.76% 6.06%
- -------------------------------------------------------------------------------
Return After Taxes on Distributions
and Sale of Fund Shares2 4.78% 5.54%
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
LBGCT 11.04% 10.12%
- -------------------------------------------------------------------------------
1 The Fund's Class R Shares start of performance date was December 20,
1999.
2 After-tax returns are calculated using a standard set of assumptions.
The stated returns assume the highest historical federal income and
capital gains tax rates. Return After Taxes on Distributions assumes a
continued investment in the Fund and shows the effect of taxes on Fund
distributions. Return After Taxes on Distributions and Sale of Fund
Shares assumes all Shares were redeemed at the end of each measurement
period, and shows the effect of any taxable gain (or offsetting loss) on
redemption, as well as the effects of taxes on Fund distributions. These
after-tax returns do not reflect the effect of any applicable state and
local taxes. After-tax returns are not relevant to investors holding
Shares through tax-deferred programs, such as IRA or 401(k) plans.
FEDERATED SHORT-TERM MUNICIPAL TRUST - RIGGS SHORT TERM TAX FREE BOND FUND
federated short-term municipal trust-institutional service shares
Risk/Return Bar Chart and Table
Federated Short-Term Municipal Trust-Institutional Service Shares
The performance information shown below will help you analyze the Fund's
Institutional Service Shares investment risks in light of its historical
returns. The bar chart shows the variability of the Fund's Institutional
Service Shares total returns on a calendar year-by-year basis. The Average
Annual Total Return table shows returns averaged over the stated periods, and
includes comparative performance information. The Fund's performance will
fluctuate, and past performance (before and after taxes) is no guarantee of
future results.
[GRAPHIC ILLUSTRATION-FEDERATED SHORT-TERM MUNICIPAL TRUST-INSTITUTIONAL SERVICE
SHARES]
The graphic presentation displayed here consists of a bar chart
representing the annual total returns of the Federated Short-Term Municipal
Trust's Institutional Service Shares as of the calendar year-end for each of
nine years.
The `y' axis reflects the "% Total Return" beginning with "-1.00%" and
increasing in increments of 1.00% up to 9.00%.
The `x' axis represents calculation periods (from the earliest calendar
year end of the Fund's start of business) through the calendar year ended 2002.
The chart features nine distinct vertical bars, each shaded in light gray, and
each visually representing by height the total return percentages for the
calendar year stated directly at its base. The calculated total return
percentage for the Fund for each calendar year is stated directly at the
top/bottom of each respective bar, for the calendar years 1994 through 2002. The
percentages noted are (0.13)%, 7.82%, 3.75%, 4.23%, 4.58%, 1.23%, 4.84%, 5.24%
and 4.86%, respectively.
The Fund's Institutional Service Shares are sold without a sales charge
(load). The total returns shown in the bar chart above are based upon net
asset value.
The Fund's Institutional Service Shares total return for the six month period
from January 1, 2003 to June 30, 2003 was 1.69%.
Within the periods shown in the bar chart, the Fund's Institutional Service
Shares highest quarterly return was 3.02% (quarter ended March 31, 1995).
Its lowest quarterly return was (0.65)% ( quarter ended March 31, 1994).
Average Annual Total Return Table
Return Before Taxes is shown. In addition, Return After Taxes is shown for the
Fund's Institutional Service Shares to illustrate the effect of federal taxes
on Fund returns. Actual after-tax returns depend on each investor's personal
tax situation, and are likely to differ from those shown. The table also shows
returns for the Lehman Brothers 1-Year Municipal Index (LB1MI) and Lehman
Brothers 3-Year Municipal Index (LB3MI), broad based market indexes. Index
returns do not reflect taxes, sales charges, expenses or other fees that the
SEC requires to be reflected in the Fund's performance. Indexes are unmanaged,
and it is not possible to invest directly in an index.
(For the periods ended December 31, 2002)
Start of
1 Year 5 Year Performance1
- -------------------------------------------------------------------------------
Fund
- ------------------------------ ------------------------------------------
- ------------------------------------- ---------------
Return Before Taxes 4.86% 4.14% 4.01%
- ------------------------------------- ------------------------------
------------------------------------------
Return After Taxes on Distributions 4.86% 4.14% 4.01%
2
- -------------------------------------------------------------------------------
------------------------------
Return after Taxes on Distributions and Sale of
Fund Shares 2 4.21% 4.08% 3.99%
- -------------------------------------------------------------------------------
--------------------
LB1MI 3.81% 4.52% 4.44%
- -------------------------------------------------------------------------------
- ------------------------------------- ------------------------------
LB3MI 6.72% 5.33% 5.09%
- -------------------------------------------------------------------------------
1 The Fund's Institutional Service Shares start of performance date was
September 1, 1993.
2 After-tax returns are calculated using a standard set of assumptions.
The stated returns assume the highest historical federal income and
capital gains tax rates. Return After Taxes on Distributions assumes a
continued investment in the Fund and shows the effect of taxes on Fund
distributions. Return After Taxes on Distributions and Sale of Fund
Shares assumes all Shares were redeemed at the end of each measurement
period, and shows the effect of any taxable gain (or offsetting loss) on
redemption, as well as the effects of taxes on Fund distributions.
These after-tax returns do not reflect the effect of any applicable
state and local taxes. After-tax returns are not relevant to investors
holding Shares through tax-deferred programs, such as IRA or 401(k)
plans.
riggs short term tax free bond fund-class r shares
Risk/Return Bar Chart and Table
Riggs Short Term Tax Free Bond Fund-Class R Shares
(formerly Riggs Intermediate Tax Free
Bond Fund)
The performance information shown below will help you analyze the Fund's
investment risks in light of its historical returns. The bar chart shows the
variability of the Fund's Class R Shares total returns on a calendar
year-by-year basis. The Average Annual Total Return table shows returns
averaged over the stated periods, and includes comparative performance
information. The Fund's performance will fluctuate, and past performance
(before and after taxes) is no guarantee of future results.
[GRAPHIC ILLUSTRATION-RIGGS SHORT TERM TAX FREE BOND FUND-CLASS R SHARES]
The graphic presentation displayed here consists of a bar chart
representing the annual total returns of the Riggs Short Term Tax Free Bond
Fund's Class R Shares as of the calendar year-end for each of three years.
The `y' axis reflects the "% Total Return" beginning with "0.00%" and
increasing in increments of 1.00% up to 8.00%.
The `x' axis represents calculation periods (from the earliest calendar
year end of the Fund's start of business) through the calendar year ended 2002.
The chart features three distinct vertical bars, each shaded in light gray, and
each visually representing by height the total return percentages for the
calendar year stated directly at its base. The calculated total return
percentage for the Fund for each calendar year is stated directly at the top of
each respective bar, for the calendar years 2000 through 2002. The percentages
noted are 6.89%, 4.71% and 7.33%, respectively.
The total returns shown in the bar chart for the Fund's Class R Shares do
not reflect the payment of any sales charges or recurring shareholder account
fees. If these charges or fees had been included, the returns shown would have
been lower.
The Fund's Class R Shares total return for the six-month period from
January 1, 2003 to June 30, 2003 was 1.08%.
Within the period shown in the bar chart, the Fund's Class R Shares highest
quarterly return was 3.56% (quarter ended September 30, 2002). Its lowest
quarterly return was (0.18)% (quarter ended December 31, 2001).
Average Annual Total Return Table
The Average Annual Total Returns for the Fund's Class R Shares are
reduced to reflect applicable sales charges. Return Before Taxes is
shown. In addition, Return After Taxes is shown for Class R Shares to
illustrate the effect of federal taxes on Fund returns. Actual
after-tax returns depend on each investor's personal tax situation, and
are likely to differ from those shown. The table also shows returns
for the Lehman Brothers 3 Year Municipal Bond Index (LB3MB) and the
Lehman Brothers 5 Year Municipal Bond Index (LB5MB), both broad-bases
market indexes. The Fund has elected as its benchmark from the LB5MB to
the LB3MB. The LB3MB is more representative of the securities typically
held by the Fund. Index returns do not reflect taxes, sales charges,
expenses or other fees that the SEC requires to be reflected in the
Fund's performance. Indexes are unmanaged, and it is not possible to
invest directly in an index.
(For the periods ended December 31, 2002)
1 Year Start of Performance1
- ---------------------------------------------------------------------------
- --------------------------------------------------------------------------
Class R Shares:
- --------------------------------------------------------------------------
----------------------------------------
Return Before Taxes 5.33% 5.73%
- --------------------------------------------------------------------------
- --------------------------------------------------------------------------
Return After Taxes on 5.09% 5.64%
Distributions2
- --------------------------------------------------------------------------
Return After Taxes on Distributions
and Sale of Fund Shares2 4.95% 5.41%
- --------------------------------------------------------------------------
- --------------------------------------------------------------------------
LB3MB 6.72% 6.39%
- --------------------------------------------------------------------------
- --------------------------------------------------------------------------
LB5MB 9.27% 7.53%
- --------------------------------------------------------------------------
1 The Fund's Class R Shares start of performance date was December 20,
1999.
2 After-tax returns are calculated using a standard set of
assumptions. The stated returns assume the highest historical federal
income and capital gains tax rates. Return After Taxes on
Distributions assumes a continued investment in the Fund and shows the
effect of taxes on Fund distributions. Return After Taxes on
Distributions and Sale of Fund Shares assumes all Shares were redeemed
at the end of each measurement period, and shows the effect of any
taxable gain (or offsetting loss) on redemption, as well as the effects
of taxes on Fund distributions. These after-tax returns do not reflect
the effect of any applicable state and local taxes. After-tax returns
are not relevant to investors holding Shares through tax-deferred
programs, such as IRA or 401(k) plans.
FEDERATED INTERMEDIATE MUNICIPAL TRUST - RIGGS INTERMEDIATE TAX FREE BOND FUND
federated intermediate municipal trust
Risk/Return Bar Chart and Table
Federated Intermediate Municipal Trust
The performance information shown below will help you analyze the Fund's
investment risks in light of its historical returns. The bar chart shows the
variability of the Fund's total returns on a calendar year-by-year basis.
The Average Annual Total Return table shows returns averaged over the stated
periods, and includes comparative performance information. The Fund's
performance will fluctuate, and past performance (before and after taxes) is
no guarantee of future results.
[GRAPHIC ILLUSTRATION-FEDERATED INTERMEDIATE MUNICIPAL TRUST]
The graphic presentation displayed here consists of a bar chart
representing the annual total returns of the Federated Intermediate Municipal
Trust as of the calendar year-end for each of ten years.
The `y' axis reflects the "% Total Return" beginning with "-6.00%" and
increasing in increments of 2.00% up to 14.00%.
The `x' axis represents calculation periods (from the earliest calendar
year end of the Fund's start of business) through the calendar year ended 2002.
The chart features ten distinct vertical bars, each shaded in light gray, and
each visually representing by height the total return percentages for the
calendar year stated directly at its base. The calculated total return
percentage for the Fund for each calendar year is stated directly at the
top/bottom of each respective bar, for the calendar years 1993 through 2002. The
percentages noted are 9.72%, (3.79)%, 11.56%, 3.98%, 6.85%, 5.24%, (2.57)%,
8.86%, 4.17% and 8.03%, respectively.
The Fund's shares are sold without a sales charge (load). The total returns
shown in the bar chart above are based upon net asset value.
The Fund's total return for the six-month period from January 1, 2003 to
June 30, 2003 was 2.97%.
Within the period shown in the bar chart, the Fund's highest quarterly
return was 4.55% (quarter ended March 31, 1995). Its lowest quarterly return was
(3.85)% (quarter ended March 31, 1994).
Average Annual Total Return Table
Return Before Taxes is shown. In addition, Return After Taxes is shown for the
Fund to illustrate the effect of federal taxes on Fund returns. Actual after
- -tax returns depend on each investor's personal tax situation, and are likely to
differ from those shown. The table also shows returns for the Lehman Brothers 7
Year General Obligation Municipal Bond Index (LB7GO), a broad-based market
index, and the Lipper Intermediate Municipal Debt Funds Average (LIMDFA). The
LB7GO is an unmanaged index of municipal bonds, issued after January 1, 1991,
with a minimum credit rating of at least Baa, which have been issued as part of
a deal of at least $50 million, have a maturity value of at least $5 million and
a maturity range of six to eight years. As of January 1996, the index also
includes zero coupon bonds and bonds subject to AMT. The LIMDFA represents the
average of the total returns reported by all mutual funds designated by Lipper,
Inc. as falling into the category. Index and average returns do not reflect
taxes, sales charges, expenses and other fees that the SEC requires to be
reflected in the Fund's performance. Indexes and averages are unmanaged, and it
is not possible to invest directly in an index or average.
(For the periods ended December 31, 2002)
1 Year 5 Years 10 Years
- --------------------------------------------------------------------------------
- ----------------------------------
- --------------------------------------------------------------------------------
Returns Before Taxes 8.03% 4.68% 5.10%
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Returns After Taxes on Distributions1 8.03% 4.68% 5.10%
- --------------------------------------------------------------------------------
----------------------------------------------
Returns after Taxes on
Distributions
and Sale of Fund Shares1 6.70% 4.67% 5.07%
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
LB7GO 9.99% 5.99% 6.36%
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
LIMDFA 8.53% 5.09% 5.73%
- --------------------------------------------------------------------------------
1 After-tax returns are calculated using a standard set of assumptions. The
stated returns assume the highest historical federal income and capital gains
tax rates. Return After Taxes on Distributions assumes a continued investment
in the Fund and shows the effect of taxes on Fund distributions. Return After
Taxes on Distributions and Sale of Fund Shares assumes all shares were redeemed
at the end of each measurement period, and shows the effect of any taxable gain
(or offsetting loss) on redemption, as well as the effects of taxes on Fund
distributions. These after-tax returns do not reflect the effect of any
applicable state and local taxes. After-tax returns are not relevant to
investors holding Shares through tax-deferred programs, such as IRA or 401(k)
plans.
riggs intermediate tax free bond fund-class r shares
Risk/Return Bar Chart and Table
Riggs Intermediate Tax Free Bond Fund-Class R Shares
(formerly, Riggs Long Term Tax Free Bond Fund)
The performance information shown below will help you analyze the Fund's
investment risks in light of its historical returns. The bar chart shows the
variability of the Fund's Class R Shares total returns on a calendar
year-by-year basis. The Average Annual Total Return table shows returns
averaged over the stated periods, and includes comparative performance
information. The Fund's performance will fluctuate, and past performance
(before and after taxes) is no guarantee of future results.
[GRAPHIC ILLUSTRATION-RIGGS INTERMEDIATE TAX FREE BOND FUND-CLASS R SHARES]
The graphic presentation displayed here consists of a bar chart
representing the annual total returns of the Riggs Intermediate Tax Free Bond
Fund's Class R Shares as of the calendar year-end for each of three years.
The `y' axis reflects the "% Total Return" beginning with "0.00%" and
increasing in increments of 2.00% up to 12.00%.
The `x' axis represents calculation periods (from the earliest calendar
year end of the Fund's start of business) through the calendar year ended 2002.
The chart features three distinct vertical bars, each shaded in light gray, and
each visually representing by height the total return percentages for the
calendar year stated directly at its base. The calculated total return
percentage for the Fund for each calendar year is stated directly at the top of
each respective bar, for the calendar years 2000 through 2002. The percentages
noted are 9.64%, 3.89% and 9.92%, respectively.
The total returns shown in the bar chart for the Fund's Class R Shares do
not reflect the payment of any sales charges or recurring shareholder account
fees. If these charges or fees had been included, the returns shown would have
been lower.
The Fund's Class R Shares total return for the six-month period from
January 1, 2003 to June 30, 2003 was 3.29%.
Within the period shown in the bar chart, the Fund's highest quarterly
return was 5.57% (quarter ended September 30, 2002). Its lowest quarterly return
was (0.62)% (quarter ended December 31, 2001).
Average Annual Total Return
Table
The Average Annual Total Returns for the Fund's Class R Shares are reduced
to reflect applicable sales charges. Return Before Taxes is shown. In
addition, Return After Taxes is shown for Class R Shares to illustrate the
effect of federal taxes on Fund returns. Actual after-tax returns depend
on each investor's personal tax situation, and are likely to differ from
those shown. The table also shows returns for the Lehman Brothers 10 Year
Municipal Bond Index (LB10MB), a broad-based market index. Index returns
do not reflect taxes, sales charges, expenses or other fees that the SEC
requires to be reflected in the Fund's performance. Indexes are
unmanaged, and it is not possible to invest directly in an index.
(For the periods ended December 31, 2002)
1 Year Start of Performance1
- -----------------------------------------------------------------------------
- -----------------------------------------------------------------------------
Class R Shares:
- -----------------------------------------------------------------------------
-------------------------------------------
Return Before Taxes 7.92% 7.10%
- -----------------------------------------------------------------------------
- -----------------------------------------------------------------------------
Return After Taxes on 7.58% 6.87%
Distributions2
- -----------------------------------------------------------------------------
Return After Taxes on Distributions
and Sale of Fund Shares2 6.63% 6.54%
- -----------------------------------------------------------------------------
- -----------------------------------------------------------------------------
LB10MB 10.17% 8.21%
- -----------------------------------------------------------------------------
1 The Fund's Class R Shares start of performance date was December 20,
1999.
2 After-tax returns are calculated using a standard set of assumptions.
The stated returns assume the highest historical federal income and
capital gains tax rates. Return After Taxes on Distributions assumes a
continued investment in the Fund and shows the effect of taxes on Fund
distributions. Return After Taxes on Distributions and Sale of Fund
Shares assumes all Shares were redeemed at the end of each measurement
period, and shows the effect of any taxable gain (or offsetting loss) on
redemption, as well as the effects of taxes on Fund distributions. These
after-tax returns do not reflect the effect of any applicable state and
local taxes. After-tax returns are not relevant to investors holding
Shares through tax-deferred programs, such as IRA or 401(k) plans.
AUTOMATED CASH MANAGEMENT TRUST - RIGGS PRIME MONEY MARKET FUND
automated cash management trust-institutional service shares
Risk/Return Bar Chart and Table
Automated Cash Management Trust -Institutional Service Shares
The performance information shown below will help you analyze the Fund's
investment risks in light of it historical returns. The bar chart shows the
variability of the Fund's Institutional Shares total returns on a calendar
year-by-year basis. The Average Annual Total Return table shows returns averaged
over the stated periods, and includes comparative performance information. The
Fund's performance will fluctuate, and past performance (before and after taxes)
is no guarantee of future results.
[GRAPHIC ILLUSTRATION-AUTOMATED CASH MANAGEMENT TRUST-INSTITUTIONAL SERVICE
SHARES]
The graphic presentation displayed here consists of a bar chart
representing the annual total returns of the Automated Cash Management Trust's
Institutional Service Shares as of the calendar year-end for each of ten years.
The `y' axis reflects the "% Total Return" beginning with "0.00%" and
increasing in increments of 1.00% up to 7.00%.
The `x' axis represents calculation periods (from the earliest calendar
year end of the Fund's start of business) through the calendar year ended 2002.
The chart features ten distinct vertical bars, each shaded in light gray, and
each visually representing by height the total return percentages for the
calendar year stated directly at its base. The calculated total return
percentage for the Fund for each calendar year is stated directly at the top of
each respective bar, for the calendar years 1993 through 2002. The percentages
noted are 2.79%,. 3.91%, 5.61%, 5.04%, 5.18%, 5.13%, 4.77%, 6.02%, 3.83% and
1.36%, respectively.
Historically, the Fund has maintained a constant $1.00 NAV per Share. The bar
chart shows the variability of the Fund's Institutional Service Shares total
returns on a calendar year-end basis.
The Fund's Institutional Service Shares are sold without a sales charge (load).
The total returns displayed above are based upon NAV.
The Fund's Institutional Service Shares total return for the six-month
period from January 1, 2003 to June 30, 2003 was 0.39%.
Within the periods shown in the Chart, the Fund's Institutional Service Shares
highest quarterly return was 1.55% (quarter ended December 31, 2000). Its lowest
quarterly return was 0.28% (quarter ended December 31, 2002).
Average Annual Total Return Table
The following table represents the Fund's Institutional Service Shares Average
Annual Total Returns for the calendar periods ending December 31, 2002.
- --------------------------------------------
Calendar Period Fund
- --------------------------------------------
- --------------------------------------------
1 Year 1.36%
- --------------------------------------------
- --------------------------------------------
5 Years 4.21%
- --------------------------------------------
- --------------------------------------------
10 Years 4.36%
- --------------------------------------------
The Fund's Institutional Service Shares 7-Day Net Yield as of December 31, 2002
was 0.93%.
Investors may call the Fund at 1-800-341-7400 to acquire the current 7-Day Net
Yield.
Past performance is no guarantee of future results. This information
provides you with historical performance information so that you can analyze
whether the Fund's investment risks are balanced by its potential returns.
riggs prime money market fund-class r shares
Risk/Return Bar Chart and Table
Riggs Prime Money Market Fund-Class R Shares
[GRAPHIC ILLUSTRATION-RIGGS PRIME MONEY MARKET FUND-CLASS R SHARES]
The graphic presentation displayed here consists of a bar chart
representing the annual total returns of the Riggs Prime Money Market Fund's
Class R Shares as of the calendar year-end for each of seven years.
The `y' axis reflects the "% Total Return" beginning with "0.00%" and
increasing in increments of 1.00% up to 8.00%.
The `x' axis represents calculation periods (from the earliest calendar
year end of the Fund's start of business) through the calendar year ended 2002.
The chart features seven distinct vertical bars, each shaded in light gray, and
each visually representing by height the total return percentages for the
calendar year stated directly at its base. The calculated total return
percentage for the Fund for each calendar year is stated directly at the top of
each respective bar, for the calendar years 1996 through 2002. The percentages
noted are 4.58%, 4.83%, 4.73%, 4.26%, 5.42%, 3.18% and 0.82%, respectively.
Historically, the Fund has maintained a constant $1.00 net asset value per
Share. The bar chart shows the variability of the Fund's Class R Shares total
returns on a calendar year-end basis.
The Fund's Class R Shares are sold without a sales charge (load). The total
returns displayed above are based upon net asset value.
The Fund's Class R Shares total return for the six-month period from January
1, 2003 to June 30, 2003 was 0.38%.
Within the period shown in the bar chart, the Fund's Class R Shares highest
quarterly return was 1.43% (quarter ended December 31, 2000). Its lowest
quarterly return was 0.15% (quarter ended December 31, 2002).
Average Annual Total Return Table
The following table represents the Fund's Class R Shares Average Annual
Total Returns
(For the calendar periods ended December 31, 2002)
Calendar Period Class R Shares
- ----------------------------------------------
1 Year 0.82%
- ----------------------------------------------
- ----------------------------------------------
5 Years 3.67%
- ----------------------------------------------
- ----------------------------------------------
Start of Performance1 3.93%
- ----------------------------------------------
1 The Fund's Class R Shares start of performance dates was December 12,
1995.
The Fund's Class R Shares 7-Day Net Yield as of December 31, 2002 was
0.37%. You may call the Fund at (202) 835-5300 or outside the Washington
D.C. metropolitan area toll-free 1-800-934-3883 for current 7-Day Net Yield.
Past performance is no guarantee of future results. This information
provides you with historical performance information so that you can
analyze whether the Fund's investment risks are balanced by its potential
returns.
riggs prime money market fund-class y shares
Risk/Return Bar Chart and Table
Riggs Prime Money Market Fund-Class Y Shares
[GRAPHIC ILLUSTRATION-RIGGS PRIME MONEY MARKET FUND-CLASS Y SHARES]
The graphic presentation displayed here consists of a bar chart
representing the annual total returns of the Riggs Prime Money Market Fund's
Class Y Shares as of the calendar year-end for each of ten years.
The `y' axis reflects the "% Total Return" beginning with "0.00%" and
increasing in increments of 1.00% up to 8.00%.
The `x' axis represents calculation periods (from the earliest calendar
year end of the Fund's start of business) through the calendar year ended 2002.
The chart features ten distinct vertical bars, each shaded in light gray, and
each visually representing by height the total return percentages for the
calendar year stated directly at its base. The calculated total return
percentage for the Fund for each calendar year is stated directly at the top of
each respective bar, for the calendar years 1993 through 2002. The percentages
noted are 3.12%, 4.01%, 5.68%, 5.10%, 5.22%, 4.99%, 4.61%, 5.79%, 3.54% and
1.17%, respectively.
Historically, the Fund has maintained a constant $1.00 net asset value per
Share. The bar chart shows the variability of the Fund's Class Y Shares total
returns on a calendar year-end basis.
The Fund's Class Y Shares are sold without a sales charge (load). The total
returns displayed above are based upon net asset value.
The Fund's Class Y Shares total return for the six-month period from January 1,
2003 to June 30, 2003 was 0.56%.
Within the period shown in the bar chart, the Fund's Class Y Shares highest
quarterly return was 1.52% (quarter ended December 31, 2000). Its lowest
quarterly return was 0.24% (quarter ended December 31, 2002).
Average Annual Total Return Table
The following table represents the Fund's Class Y Shares Average Annual Total
Returns
(For the calendar periods ended December 31, 2002)
Calendar Period Class Y Shares
- ----------------------------------------------------
1 Year 1.17%
- ----------------------------------------------------
- ----------------------------------------------------
5 Year 4.01%
- ----------------------------------------------------
- ----------------------------------------------------
10 Years 4.31%
- ----------------------------------------------------
The Fund's Class Y Shares 7-Day Net Yield as of December 31, 2002 was 0.72%.
You may call the Fund at (202) 835-5300 or outside the Washington D.C.
metropolitan area toll-free 1-800-934-3883 for current 7-Day Net Yield. Past
performance is no guarantee of future results. This information provides you
with historical performance information so that you can analyze whether the
Fund's investment risks are balanced by its potential returns.
AUTOMATED GOVERNMENT MONEY TRUST - RIGGS U.S. TREASURY MONEY MARKET FUND
automated government money trust
Risk/Return Bar Chart and Table
Automated Government Money Trust
The performance information shown below will help you analyze the Fund's
investment risks in light of it historical returns. The bar chart shows the
variability of the Fund's total returns on a calendar year-by-year basis. The
Average Annual Total Return table shows returns averaged over the stated
periods, and includes comparative performance information. The Fund's
performance will fluctuate, and past performance (before and after taxes) is no
guarantee of future results.
[GRAPHIC ILLUSTRATION-AUTOMATED GOVERNMENT MONEY TRUST]
The graphic presentation displayed here consists of a bar chart representing
the annual total returns of the Automated Government Money Trust as of the
calendar year-end for each of ten years.
The `y' axis reflects the "% Total Return" beginning with "0.00%" and
increasing in increments of 1.00% up to 7.00%.
The `x' axis represents calculation periods (from the earliest calendar year
end of the Fund's start of business) through the calendar year ended 2002. The
chart features ten distinct vertical bars, each shaded in light gray, and each
visually representing by height the total return percentages for the calendar
year stated directly at its base. The calculated total return percentage for
the Fund for each calendar year is stated directly at the top of each
respective bar, for the calendar years 1993 through 2002. The percentages
noted are 2.70%, 3.70%, 5.50%, 4.93%, 5.07%, 4.96%, 4.49%, 5.75%, 3.48% and
1.34%, respectively.
Historically, the Fund has maintained a constant $1.00 NAV per Share. The bar
chart shows the variability of the Fund's total returns on a calendar year-end
basis.
The Fund's Shares are sold without a sales charge (load). The total returns
displayed above are based upon NAV.
The Fund's total return for the six-month period from January 1, 2003 to June
30, 2003 was 0.37%
Within the periods shown in the chart, the Fund's highest quarterly return was
1.50% (quarter ended December 31, 2000). Its lowest quarterly return was 0.26%
(quarter ended December 31, 2002).
Average Annual Total Return Table
The following table represents the Fund's Shares Average Annual Total Return
for the calendar periods ending December 31, 2002.
- -------------------------------------------------
Calendar Period Fund
- -------------------------------------------------
- -------------------------------------------------
1 Year 1.34%
- -------------------------------------------------
- -------------------------------------------------
5 Years 3.99%
- -------------------------------------------------
- -------------------------------------------------
10 Years 4.18%
- -------------------------------------------------
The Fund's 7-Day Net Yield as of December 31, 2002 was 0.80%.
You may call the Fund at 1-800-341-7400 to acquire the current
7-Day Net Yield.
Past performance is no guarantee of future results. This information provides
you with historical performance information so that you can analyze whether the
Fund's investment risks are balanced by its potential returns.
Riggs u.s. treasury money market fund-class r shares
Risk/Return Bar Chart and Table
Riggs U.S. Treasury Money Market Fund-Class R Shares
[GRAPHIC ILLUSTRATION-RIGGS U.S. TREASURY MONEY MARKET FUND-CLASS R SHARES]
The graphic presentation displayed here consists of a bar chart
representing the annual total returns of the Riggs U.S. Treasury Money Market
Fund's Class R Shares as of the calendar year-end for each of four years.
The `y' axis reflects the "% Total Return" beginning with "0.00%" and
increasing in increments of 1.00% up to 7.00%.
The `x' axis represents calculation periods (from the earliest calendar
year end of the Fund's start of business) through the calendar year ended 2002.
The chart features four distinct vertical bars, each shaded in light gray, and
each visually representing by height the total return percentages for the
calendar year stated directly at its base. The calculated total return
percentage for the Fund for each calendar year is stated directly at the top of
each respective bar, for the calendar years 1999 through 2002. The percentages
noted are 3.89%, 5.19%, 2.99% and 0.65%, respectively.
Historically, the Fund has maintained a constant $1.00 net asset value per
Share. The bar chart shows the variability of the Fund's Class R Shares total
returns on a calendar year-end basis.
The Fund's Class R Shares are sold without a sales charge (load). The total
returns displayed above are based upon net asset value.
The Fund's Class R Shares total return for the six-month period from January 1,
2003 to June 30, 2003 was 0.15%.
Within the period shown in the bar chart, the Fund's Class R Shares highest
quarterly return was 1.36% (quarter ended December 31, 2000). Its lowest
quarterly return was 0.12% (quarter ended December 31, 2002).
Average Annual Total Return Table
The following table represents the Fund's Class R Shares Average Annual Total
Returns
(For the calendar periods ended December 31, 2002)
Calendar Period Class R Shares
- --------------------------------------------------------------
1 Year 0.65%
- --------------------------------------------------------------
Start of Performance1 3.29%
- --------------------------------------------------------------
1 The Fund's Class R Shares start of performance date was July 7, 1998.
The Fund's Class R Shares 7-Day Net Yield as of December 31, 2002 was 0.44%.
You may call the Fund at (202) 835-5300 or outside the Washington D.C.
metropolitan area toll-free 1-800-934-3883 for current 7-Day Net Yield.
Past performance is no guarantee of future results. This information provides
you with historical performance information so that you can analyze whether the
Fund's investment risks are balanced by its potential returns.
riggs u.s. treasury money market fund-class y shares
Risk/Return Bar Chart and Table
Riggs U.S. Treasury Money Market Fund-Class Y Shares
[GRAPHIC ILLUSTRATION-RIGGS U.S. TREASURY MONEY MARKET FUND-CLASS Y SHARES]
The graphic presentation displayed here consists of a bar chart
representing the annual total returns of the Riggs U.S. Treasury Money Market
Fund's Class Y Shares as of the calendar year-end for each of ten years.
The `y' axis reflects the "% Total Return" beginning with "0.00%" and
increasing in increments of 1.00% up to 8.00%.
The `x' axis represents calculation periods (from the earliest calendar
year end of the Fund's start of business) through the calendar year ended 2002.
The chart features ten distinct vertical bars, each shaded in light gray, and
each visually representing by height the total return percentages for the
calendar year stated directly at its base. The calculated total return
percentage for the Fund for each calendar year is stated directly at the top of
each respective bar, for the calendar years 1993 through 2002. The percentages
noted are 2.60%, 3.55%, 5.40%, 4.85%, 5.00%, 4.75%, 4.24%, 5.56%, 3.35% and
0.97%, respectively.
Historically, the Fund has maintained a constant $1.00 net asset value per
Share. The bar chart shows the variability of the Fund's Class Y Shares
total returns on a calendar year-end basis.
The Fund's Class Y Shares are sold without a sales charge (load). The total
returns displayed above are based upon net asset value. The Fund's Class Y
Shares total return for the six-month period from January 1, 2003 to June 30,
2003 was 0.21%.
Within the period shown in the bar chart, the Fund's Class Y Shares highest
quarterly return was 1.45% (quarter ended December 31, 2000). Its lowest
quarterly return was 0.18% (quarter ended December 31, 2002).
Average Annual Total Return Table
The following table represents the Fund's Class Y Shares Average Annual Total
(For the calendar periods ended December 31, 2002)
Calendar Period Class Y Shares
- ---------------------------------------------
1 Year 0.97%
- ---------------------------------------------
5 Years 3.76%
- ---------------------------------------------
10 Years 4.02%
- ---------------------------------------------
The Fund's Class Y Shares 7-Day Net Yield as of December 31, 2002 was 0.54%.
You may call the Fund at (202) 835-5300 or outside the Washington D.C.
metropolitan area toll-free 1-800-934-3883 for current 7-Day Net Yield.
Past performance is no guarantee of future results. This information
provides you with historical performance information so that you can analyze
whether the Fund's investment risks are balanced by its potential returns.
Investment Advisers
The Board of Trustees governs the Riggs Funds. The Board selects and
oversees the adviser, Riggs Investment Advisors Inc. ("RIA"), a subsidiary of
Riggs National Corporation, who manages the Funds' assets, including buying and
selling portfolio securities. RIA is registered as an investment adviser under
the Investment Advisers Act of 1940 (the "Advisers Act"). The address of RIA is
800 17th Street, N.W., Washington, D.C. 20006.
The Adviser or its affiliates have advised the Riggs Funds since September
1991, and as of April 30, 2003, provide investment advice for assets of over
$1.9 billion. RIA has a varied client base of approximately 200 other
relationships including corporate pension plans, foundations, endowments, and
associations.
A Board of Trustees or a Board of Directors governs each Federated Fund.
This Board selects and oversees the adviser, Federated Investment Management
Company ("FIMC"), a subsidiary of Federated Investors, Inc. ("Federated"), who
manages the Fund's assets, including buying and selling portfolio securities.
FIMC is registered as an investment adviser under the Advisers Act. The address
of FIMC is Federated Investors Tower, 1001 Liberty Avenue, Pittsburgh, PA
15222-3779.
FIMC and other subsidiaries of Federated advise approximately 138 mutual
funds and a variety of separate accounts, which totaled approximately $195
billion in assets as of December 31, 2002. Federated was established in 1955 and
is one of the largest mutual fund investment managers in the United States with
approximately 1,700 employees. More than 5,000 investment professionals make
Federated funds available to their customers.
Portfolio Managers
Federated Capital Appreciation Fund
David P. Gilmore has been the Fund's Portfolio Manager since September
2000. He is Vice President of Federated Equity Funds. Mr. Gilmore joined
Federated in August 1997 as an Investment Analyst. He was promoted to Senior
Investment Analyst in July 1999 and became an Assistant Vice President of the
Fund's Adviser in July 2000. Mr. Gilmore was a Senior Associate with Coopers &
Lybrand from January 1992 to May 1995. Mr. Gilmore is a Chartered Financial
Analyst and attended the University of Virginia, where he earned his M.B.A.,
from September 1995 to May 1997. Mr. Gilmore has a B.S. from Liberty University.
Linda A. Duessel has been the Fund's Portfolio Manager since November 2001.
Ms. Duessel joined Federated in 1991and has been a Portfolio Manager since 1995.
She became a Senior Vice President of the Fund's Adviser in January 2000 and
served as a Vice President of the Fund's Adviser from 1995 through 1999. Ms.
Duessel was a Senior Investment Analyst and an Assistant Vice President of the
Fund's Adviser from 1991 until 1995. Ms. Duessel is a Chartered Financial
Analyst and received her M.S. in Industrial Administration from Carnegie Mellon
University.
Federated Kaufmann Fund
Lawrence Auriana has been the Fund's portfolio manager since April 2001. He
is Co-Head of Investment Area. Mr. Auriana was the portfolio manager of the
Fund's predecessor, the Kaufmann Fund, from 1985 to 2001. From 1984 to 2001, he
was the President and Treasurer of Edgemont Asset Management Corp., the adviser
to the Kaufmann Fund. Mr. Auriana has been engaged in the securities business
since 1965.
Hans P. Utsch has been the Fund's portfolio manager since April 2001. He is
Co-Head of Investment Area. Mr. Utsch was the portfolio manager of the Fund's
predecessor, the Kaufmann Fund, from 1985 to 2001. From 1984 to 2001, he was
Chairman of the Board and Secretary of Edgemont Asset Management Corp., the
adviser to the Kaufmann Fund. Mr. Utsch has been engaged in the securities
business since 1962.
Federated Total Return Government Bond Fund
Susan M. Nason has been the Fund's Portfolio Manager since its inception.
She is Vice President of the Trust. Ms. Nason joined Federated in 1987 and has
been a Senior Portfolio Manager and Senior Vice President of the Fund's Adviser
since 1997. Ms. Nason served as a Portfolio Manager and Vice President of FIMC
from 1993 to 1997. Ms. Nason is a Chartered Financial Analyst and received her
M.S.I.A. concentrating in Finance from Carnegie Mellon University.
Todd A. Abraham has been the Fund's Portfolio Manager since February 2003.
Mr. Abraham has been a Portfolio Manager since 1995 and a Vice President of FIMC
since 1997. Mr. Abraham joined Federated in 1993 as an Investment Analyst and
served as Assistant Vice President from 1995 to 1997. Mr. Abraham served as a
Portfolio Analyst at Ryland Mortgage Co. from 1992 to 1993. Mr. Abraham is a
Chartered Financial Analyst and received his M.B.A. in Finance from Loyola
College.
Federated Total Return Bond Fund
Joseph M. Balestrino has been the Fund's Portfolio Manager since September
1996. He is Vice President of Federated Total Return Series, Inc. Mr. Balestrino
joined Federated in 1986 and has been a Senior Portfolio Manager and Senior Vice
President of FIMC since 1998. He was a Portfolio Manager and a Vice President of
FIMC from 1995 to 1998. Mr. Balestrino served as a Portfolio Manager and an
Assistant Vice President of FIMC from 1993 to 1995. Mr. Balestrino is a
Chartered Financial Analyst and received his Master's Degree in Urban and
Regional Planning from the University of Pittsburgh.
Mark E. Durbiano has been the Fund's Portfolio Manager since inception. Mr.
Durbiano joined Federated in 1982 and has been a Senior Portfolio Manager and a
Senior Vice President of FIMC since 1996. From 1988 through 1995, Mr. Durbiano
was a Portfolio Manager and a Vice President of FIMC. Mr. Durbiano is a
Chartered Financial Analyst and received his M.B.A. in Finance from the
University of Pittsburgh.
Donald T. Ellenberger has been the Fund's Portfolio Manager since November
1997. Mr. Ellenberger joined Federated in 1996 as a Portfolio Manager and a Vice
President of a Federated advisory subsidiary. He has been a Vice President of
FIMC since 1997. From 1986 to 1996, he served as a Trader/Portfolio Manager for
Mellon Bank, N.A. Mr. Ellenberger received his M.B.A. in Finance from Stanford
University.
Christopher J. Smith has been the Fund's Portfolio Manager since June 2000.
Mr. Smith joined Federated in 1995 as a Portfolio Manager and a Vice President
of a Federated advisory subsidiary. He has been a Vice President of FIMC since
1997. He was an Assistant Vice President of Provident Life & Accident Insurance
Company from 1987 through 1994. Mr. Smith is a Chartered Financial Analyst. He
received his M.A. in Economics and Finance from the University of Kentucky.
Federated Short-Term Municipal Trust
Jeff A. Kozemchak has been the Fund's Portfolio Manager since June 1996. He
is Vice President of the Fund. Mr. Kozemchak joined Federated in 1987 and has
been a Senior Portfolio Manager since 1996 and a Senior Vice President of FIMC
since 1999. He was a Portfolio Manager until 1996 and a Vice President of FIMC
from 1993 to 1998. Mr. Kozemchak is a Chartered Financial Analyst and received
his M.S. in Industrial Administration from Carnegie Mellon University in 1987.
Mary Jo Ochson has been the Fund's Portfolio Manager since January 1997.
Ms. Ochson joined Federated in 1982 and has been a Senior Portfolio Manager and
a Senior Vice President of FIMC since 1996. From 1988 through 1995, Ms. Ochson
served as a Portfolio Manager and a Vice President of FIMC. Ms. Ochson is a
Chartered Financial Analyst and received her M.B.A. in Finance from the
University of Pittsburgh.
Federated Intermediate Municipal Trust
J. Scott Albrecht has been the Fund's Portfolio Manager since July 1995. He
is Vice President of Intermediate Municipal Trust. Mr. Albrecht joined Federated
in 1989. He has been a Senior Portfolio Manager since 1997 and a Vice President
of FIMC since 1994. He was a Portfolio Manager from 1994 to 1996. Mr. Albrecht
is a Chartered Financial Analyst and received his M.S. in Public Management from
Carnegie Mellon University.
Mary Jo Ochson has been the Fund's Portfolio Manager since July 1997. Ms.
Ochson joined Federated in 1982 and has been a Senior Portfolio Manager and a
Senior Vice President of FIMC since 1996. From 1988 through 1995, Ms. Ochson
served as a Portfolio Manager and a Vice President of FIMC. Ms. Ochson is a
Chartered Financial Analyst and received her M.B.A. in Finance from the
University of Pittsburgh.
Advisory and Other Fees
The annual investment advisory fee for each Federated Fund and each Riggs
Fund, as a percentage of the each Federated Fund's and each Riggs Fund's daily
net assets, is as follows:
- -------------------------------------------------------------------------------
FEDERATED FUNDS ADVISORY RIGGS FUNDS ADVISORY
FEES FEE
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
Federated Capital 0.75% Riggs Stock Fund 0.75%
Appreciation Fund
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
Federated Kaufmann Fund 1.425% Riggs Small Company Stock 0.80%
Fund
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
Federated Total Return 0.50% Riggs U.S. Government 0.75%
Government Bond Fund Securities Fund
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
Federated Total Return Bond 0.40% Riggs Bond Fund 0.75%
Fund
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
Federated Short-Term 0.40% Riggs Short Term Tax Free 0.75%
Municipal Trust Bond Fund
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
Federated Intermediate 0.40% Riggs Intermediate Tax 0.75%
Municipal Trust Free Bond Fund
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
Automated Cash Management 0.50% Riggs Prime Money Market 0.50%
Trust Fund
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
Automated Government Money 0.50% Riggs U.S. Treasury Money 0.50%
Trust Market Fund
- -------------------------------------------------------------------------------
Both the investment adviser to the Federated Funds, FIMC, and the
investment adviser to the Riggs Funds, RIA, may voluntarily choose to waive a
portion of its advisory fee or reimburse other expenses of the respective Fund
advised by FIMC or RIA. These voluntary waivers or reimbursements may be
terminated by FIMC and RIA, respectively, at any time in each adviser's
discretion.
Federated Services Company ("FServ"), an affiliate of FIMC, provides
certain administrative personnel and services necessary to operate the Federated
Funds. FServ provides these services at an annual rate based upon the average
daily net assets advised by FIMC and its affiliates. The rate charged ranges
from 0.150% to 0.075%. FServ's minimum annual administrative fee with respect to
Federated Capital Appreciation Fund, Federated Kaufmann Fund, Federated Total
Return Government Bond Fund, Federated Total Return Bond Fund, Federated
Short-Term Municipal Trust and Automated Cash Management Trust is $125,000 per
portfolio plus $30,000 for each additional class of shares; and the minimum fee
for Federated Intermediate Municipal Trust and Automated Government Money Trust
is $125,000 per portfolio. FServ may choose to voluntarily waive a portion of
its fee. FServ and Riggs Bank, N.A., an affiliate of RIA, serve as
co-administrators to the Riggs Funds and provide certain administrative
personnel and services necessary to operate the Riggs Funds. The
co-administrators provide these services at an annual rate based upon the
average aggregate net assets of the Riggs Funds. For FServ, the rate charged is
based on a scale that ranges from 0.125% to 0.075% of the average daily net
assets. In addition, FServ receives additional compensation from the Riggs Funds
for serving as Riggs Funds' transfer agent. For Riggs Bank, N.A., the rate
charged for co-administrative services is 0.02% of the average daily net assets
of the Riggs Funds. There is no minimum fee chargeable to each Riggs Fund. FServ
and Riggs Bank, N.A. may each voluntarily choose to waive a portion of its fee.
Administrative Fee Expenses
- --------------------------------------------------------------------------------
Fund (Fiscal Year End) Amount/ Fund (Fiscal Year End) Amount/
Percentage of Percentage
Average Daily of Average
Net Assets Daily Net
Assets
- ------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------
Federated Capital $1,189,539/ Riggs Stock Fund $60,192/
Appreciation Fund (October 0.075% (April 30, 2003) 0.16%
31, 2002)
- ------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------
Federated Kaufmann Fund $2,736,022/ Riggs Small Company $52,635/
(October 31, 2002) 0.075% Stock Fund (April 30, 0.16%
2003)
- ------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------
Federated Total Return $155,000/ Riggs U.S. Government $120,097/
Government Bond Fund 0.10% Securities Fund (April 0.16%
(February 28, 2003) 30, 2003)
- ------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------
Federated Total Return Bond $497,702/ Riggs Bond Fund(April $41,952/
Fund (November 30, 2002) 0.075% 30, 2003) 0.16%
- ------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------
Federated Short-Term $163,792/ Riggs Short Term Tax $84,679/
Municipal Trust (June 30, 0.075% Free Bond Fund (April 0.16%
2002) 30, 2003)
- ------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------
Federated Intermediate $125,000/ Riggs Intermediate Tax $71,058/
Municipal Trust (May 31, 0.076% Free Bond Fund (April 0.16%
2002) 30, 2003)
- ------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------
Automated Cash Management $3,321,590/ Riggs Prime Money $372,180/
Trust (July 31, 2002) 0.075% Market Fund (April 30, 0.16%
2003)
- ------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------
Automated Government Money $1,269,366/ Riggs U.S. Treasury $144,244/
Trust (July 31, 2002) 0.075% Money Market Fund 0.16%
(April 30, 2003)
- ------------------------------------------------------------------------------------
Each Federated Fund and each Riggs Fund has entered into a Shareholder
Services Agreement under which it may make payments up to 0.25% of the average
daily net asset value of its Shares to obtain certain personal services for
shareholders and the maintenance of shareholder accounts. The Shareholder
Services Agreements provide that Federated Shareholder Services Company
("FSSC"), an affiliate of FIMC, either will perform shareholder services
directly or will select financial institutions to perform such services.
Financial institutions will receive fees based upon shares owned by their
clients or customers.
Federated Securities Corp. ("FSC"), an affiliate of FIMC, is the principal
distributor for Shares of both the Federated Funds and Riggs Funds. Federated
Capital Appreciation Fund, Federated Kaufmann Fund, Federated Total Return
Government Bond Fund, Federated Total Return Bond Fund, Federated Short-Term
Municipal Trust; and Class R Shares of the Riggs Funds have adopted a Rule 12b-1
Distribution Plan (the "Distribution Plan") pursuant to which each such Fund may
pay a fee to the distributor in an amount computed at an annual rate of 0.25%
(0.50% for Class R Shares of Riggs Prime Money Market Fund and Riggs U.S.
Treasury Money Market Fund) of the average daily net assets of the Fund to
finance any activity which is principally intended to result in the sale of
Shares subject to the Distribution Plan. Federated Capital Appreciation Fund,
Federated Kaufmann Fund, Federated Total Return Government Bond Fund, Federated
Total Return Bond Fund, Federated Short-Term Municipal Trust; and Class R Shares
of the Riggs Funds do not anticipate making or accruing payments under the
Distribution Plan in the immediate future. Federated Intermediate Municipal
Trust, Automated Cash Management Trust, Automated Government Money Trust; and
Class Y Shares of the Riggs Funds do not have a Rule 12b-1 Plan in effect and,
accordingly, do not, nor does FSC, compensate brokers and dealers for sales and
administrative services performed in connection with sales Shares of the Funds
pursuant to a plan of distribution adopted pursuant to Rule 12b-1.
FSC and FSSC, from their own assets, may pay financial institutions
supplemental fees as financial assistance for providing substantial sales
services, distribution-related support services or shareholder services with
respect to the Federated Funds. Such assistance will be predicated upon the
amount of shares the financial institution sells or may sell, and/or upon the
type and nature of sales or marketing support furnished by the financial
institution. Any payments made by FSC may be reimbursed by FIMC or its
affiliates.
The total annual operating expenses for Class A Shares of Federated Capital
Appreciation Fund were 1.23% of average daily net assets (after waivers) for the
fiscal year ended October 31, 2002. Without such waivers, the expense ratio of
Class A Shares of Federated Capital Appreciation Fund would have been 1.48%, or
higher by 0.25%, of average daily net assets. The total annual operating
expenses for Class R Shares of Riggs Stock Fund were 1.68% of average daily net
assets (after waivers) for the fiscal year ended April 30, 2003. Without such
waivers, the expense ratio of Class R Shares of Riggs Stock Fund would have been
1.68%, or higher by 0.00%, of average daily net assets. The total annual
operating expenses for Class Y Shares of Riggs Stock Fund were 1.43% of average
daily net assets (after waivers) for the fiscal year ended April 30, 2003.
Without such waivers, the expense ratio of Class Y Shares of Riggs Stock Fund
would have been 1.43%, or higher by 0.00% of average daily net assets.
The total annual operating expenses for Class A Shares of Federated
Kaufmann Fund were 1.95% of average daily net assets (after waivers) for the
fiscal year ended October 31, 2002. Without such waivers, the expense ratio of
Class A Shares of Federated Kaufmann Fund would have been 2.125%, or higher by
0.175%, of average daily net assets. The total annual operating expenses for
Class R Shares of Riggs Small Company Stock Fund were 1.70% of average daily net
assets (after waivers) for the fiscal year ended April 30, 2003. Without such
waivers, the expense ratio of Class R Shares of Riggs Small Company Stock Fund
would have been 1.70%, or higher by 0.00%, of average daily net assets. The
total annual operating expenses for Class Y Shares of Riggs Small Company Stock
Fund were 1.45% of average daily net assets (after waivers) for the fiscal year
ended April 30, 2003. Without such waivers, the expense ratio of Class Y Shares
of Riggs Small Company Stock Fund would have been 1.45%, or higher by 0.00%, of
average daily net assets.
The total annual operating expenses for the Institutional Service Shares of
Federated Total Return Government Bond Fund were 0.60% of average daily net
assets (after waivers) for the fiscal year ended February 28, 2003. Without such
waivers, the expense ratio of the Institutional Service Shares of Federated
Total Return Government Bond Fund would have been 1.27%, or higher by 0.67%, of
average daily net assets. The total annual operating expenses for Class R Shares
of Riggs U.S. Government Securities Fund were 0.96% of average daily net assets
(after waivers) for the fiscal year ended April 30, 2003. Without such waivers,
the expense ratio of Class R Shares of Riggs U.S. Government Securities Fund
would have been 1.51%, or higher by 0.55%, of average daily net assets. The
total annual operating expenses for Class Y Shares of Riggs U.S. Government
Securities Fund were 0.71% of average daily net assets (after waivers) for the
fiscal year ended April 30, 2003. Without such waivers, the expense ratio of
Class Y Shares of Riggs U.S. Government Securities Fund would have been 1.26%,
or higher by 0.55%, of average daily net assets.
The total annual operating expenses for the Institutional Service Shares of
Federated Total Return Bond Fund were 0.65% of average daily net assets (after
waivers) for the fiscal year ended November 30, 2002. Without such waivers, the
expense ratio of the Institutional Service Shares of Federated Total Return Bond
Fund would have been 1.08%, or higher by 0.43%, of average daily net assets. The
total annual operating expenses for Class R Shares of Riggs Bond Fund were 0.94%
of average daily net assets (after waivers) for the fiscal year ended April 30,
2003. Without such waivers, the expense ratio of Class R Shares of Riggs Bond
Fund would have been 1.62%, or higher by 0.68%, of average daily net assets.
The total annual operating expenses for the Institutional Service Shares of
Federated Short-Term Municipal Trust were 0.72% of average daily net assets
(after waivers) for the fiscal year ended June 30, 2002. Without such waivers,
the expense ratio of the Institutional Service Shares of Federated Short-Term
Municipal Trust would have been 0.97%, or higher by 0.25%, of average daily net
assets. The total annual operating expenses for Class R Shares of Riggs Short
Term Tax Free Bond Fund were 0.94% of average daily net assets (after waivers)
for the fiscal year ended April 30, 2003. Without such waivers, the expense
ratio of Class R Shares of Riggs Short Term Tax Free Bond Fund would have been
1.52%, or higher by 0.58%, of average daily net assets.
The total annual operating expenses for the Institutional Shares of
Federated Intermediate Municipal Trust were 0.60% of average daily net assets
(after waivers) for the fiscal year ended May 31, 2003. Without such waivers,
the expense ratio of the Institutional Service Shares of Federated Intermediate
Municipal Trust would have been 0.83%, or higher by 0.23%, of average daily net
assets. The total annual operating expenses for Class R Shares of Riggs
Intermediate Tax Free Bond Fund were 0.94% of average daily net assets (after
waivers) for the fiscal year ended April 30, 2003. Without such waivers, the
expense ratio of Class R Shares of Riggs Intermediate Tax Free Bond Fund would
have been 1.54%, or higher by 0.60%, of average daily net assets.
The total annual operating expenses for the Institutional Service Shares of
Automated Cash Management Trust were 0.64% of average daily net assets (after
waivers) for the fiscal year ended July 31, 2002. Without such waivers, the
expense ratio of the Institutional Service Shares of Automated Cash Management
Trust would have been 0.90%, or higher by 0.26%, of average daily net assets.
The total annual operating expenses for Class R Shares of Riggs Prime Money
Market Fund were 1.07% of average daily net assets (after waivers) for the
fiscal year ended April 30, 2003. Without such waivers, the expense ratio of
Class R Shares of Riggs Prime Money Market Fund would have been 1.47%, or higher
by 0.40%, of average daily net assets. The total annual operating expenses for
Class Y Shares of Riggs Prime Money Market Fund were 0.72% of average daily net
assets (after waivers) for the fiscal year ended April 30, 2003. Without such
waivers, the expense ratio of Class Y Shares of Riggs Prime Money Market Fund
would have been 0.97%, or higher by 0.25%, of average daily net assets.
The total annual operating expenses for Automated Government Money Trust
were 0.59% of average daily net assets (after waivers) for the fiscal year ended
July 31, 2002. Without such waivers, the expense ratio of Automated Government
Money Trust would have been 0.86%, or higher by 0.27%, of average daily net
assets. The total annual operating expenses for Class R Shares of Riggs U.S.
Treasury Money Market Fund were 1.01% of average daily net assets (after
waivers) for the fiscal year ended April 30, 2003. Without such waivers, the
expense ratio of Class R Shares of Riggs U.S. Treasury Money Market Fund would
have been 1.49%, or higher by 0.48%, of average daily net assets. The total
annual operating expenses for Class Y Shares of Riggs U.S. Treasury Money Market
Fund were 0.76% of average daily net assets (after waivers) for the fiscal year
ended April 30, 2003. Without such waivers, the expense ratio of Class Y Shares
of Riggs U.S. Treasury Money Market Fund would have been 1.01%, or higher by
0.25%, of average daily net assets.
Purchases, Redemptions and Exchange Procedures; Dividends and Distributions
The transfer agent and dividend disbursing agent for the Funds is the same,
FSSC. Procedures for the purchase, exchange, and redemption of the Federated
Funds' Shares are substantially identical to the procedures applicable to the
purchase, exchange, and redemption of the Riggs Funds' Shares. Reference is made
to the Prospectuses of the Federated Funds and the Prospectuses of the Riggs
Funds for a complete description of the purchase, exchange, and redemption
procedures applicable to purchases, exchanges, and redemptions of the Federated
Funds' and Riggs Funds' Shares, respectively, each of which is incorporated by
reference thereto. Set forth below is a brief description of the significant
purchase, exchange, and redemption procedures applicable to the Federated Funds'
Shares and Riggs Funds' Shares.
Purchases
The maximum front-end sales charge with respect to purchases of shares of
each Federated Fund is as follows: Federated Capital Appreciation Fund (Class A
Shares) and Federated Kaufmann Fund (Class A Shares), 5.50%; Federated Total
Return Government Bond Fund (Institutional Service Shares), Federated Total
Return Bond Fund (Institutional Service Shares), Federated Short-Term Municipal
Trust (Institutional Service Shares), Federated Intermediate Municipal Trust
(Shares), Automated Cash Management Trust (Institutional Service Shares) and
Automated Government Money Trust (Shares), none. Shareholders of Riggs Funds
will not be charged front-end sales charges in connection with the
Reorganization.
The Federated Funds are subject to the following investment minimums:
Federated Capital Appreciation Fund (Class A Shares), initial investment $1,500
($250 for retirement plans), subsequent investment $100 ($100 for retirement
plans and $50 for systematic investment plans); Federated Kaufmann Fund (Class A
Shares), initial investment $1,500 ($250 for retirement plans), subsequent
investment $100 ($100 for retirement plans and $50 for systematic investment
plans); Federated Total Return Government Bond Fund (Institutional Service
Shares), Federated Total Return Bond Fund (Institutional Service Shares),
Federated Short-Term Municipal Trust (Institutional Service Shares), Federated
Intermediate Municipal Trust (Shares), Automated Cash Management Trust
(Institutional Service Shares) and Automated Government Money Trust (Shares),
initial investment $25,000, subsequent investment, none. Initial investment
minimums of the Federated Funds will be waived for the purposes of the
Reorganization. Purchases of shares of Federated Funds may be made through an
investment professional, directly from the Fund or through an exchange from
another Federated mutual fund. Purchases through investment professionals may be
subject to higher or lower minimum investment requirements
Class R Shares and Class Y Shares of each Riggs Fund are sold at net asset
value, without any front-end load. Class R Shares, however, are subject to a
2.00% contingent deferred sales load ("CDSC") if redeemed within five years of
purchase, as described under the subheading "Redemptions" below. Class R Shares
of each Riggs Fund are subject to the following investment minimums: initial
investment outside of Automated Investment Programs $1,000 ($500 for Individual
Retirement Accounts); subsequent investment $100 ($50 for Individual Retirement
Accounts). Within Automatic Investments Programs, the minimum investment
requirements would be specified in the Riggs Bank, N.A. or RSI Service
Agreement. Class Y Shares of each Riggs Fund are subject to the following
investment minimums: initial investment $100,000; subsequent investment $100.
Purchases of Class R Shares of Riggs Funds may be made through RSI, Riggs Bank,
N.A., a Riggs-affiliated broker/dealer or through an exchange from another Riggs
Fund. Purchases of Class Y Shares of Riggs Funds may be made through RSI or
Riggs Bank, N.A. Riggs Funds reserve the right to reject any purchase request.
Purchase orders for Federated Funds and Riggs Funds are effected at the
offering price next calculated after receipt of the order. The net asset value
per share for Federated Kaufmann Fund, Federated Capital Appreciation Fund,
Federated Total Return Government Bond Fund, Federated Total Return Bond Fund,
Federated Short-Term Municipal Trust, Federated Intermediate Municipal Trust,
Riggs Stock Fund, Riggs, Small Company Stock Fund, Riggs U.S. Government
Securities Fund, Riggs Bond Fund, Riggs Short Term Tax Free Bond Fund and Riggs
Intermediate Tax Free Bond Fund is calculated as of the close of trading
(normally 4:00 p.m. Eastern time) on the New York Stock Exchange (the "NYSE") on
each day on which the NYSE is open for business. The net asset value per share
for Automated Cash Management Trust and Automated Government Money Trust is
calculated as of 5:00 p.m. (Eastern time) each day the NYSE is open. The net
asset value per share for Riggs Prime Money Market Fund and Riggs U.S. Treasury
Money Market Fund is calculated as of 12:00 noon and 4:00 p.m. (Eastern time)
each day the NYSE is open.
The Federated Capital Appreciation Fund and Federated Kaufmann Fund also
provide the following purchase options: by a Systematic Investment Program
established with the Fund; through a depository institution that is an automated
clearing house (ACH) member and through a Retirement Account. Federated Total
Return Government Bond Fund, Federated Total Return Bond Fund, Federated
Short-Term Municipal Trust and Federated Intermediate Municipal Trust also
provide the following purchase option: through a depository institution that is
an ACH member. Automated Cash Management Trust also provides the following
purchase options: by Automatic Investments; Invest-By-Phone; Direct Deposit; by
a Systematic Investment Program established with the Fund; and through a
depository institution that is an ACH member. Automated Government Money Trust
also provides the following purchase options: by Automatic Investments; and
through a depository institution that is an ACH member. Class R Shares of the
Riggs Funds also provide the following purchase options: through Automatic
Investing Programs offered through Riggs Bank; by a Systematic Investment
Program established with the Fund; through a depository institution that is an
ACH member; and through Retirement Investments. Class Y Shares of the Riggs
Funds also provide the following purchase options: by a Systematic Investment
Program established with the Fund; through a depository institution that is an
ACH member; and through Retirement Investments.
Exchanges
Class A Shares of Federated Capital Appreciation Fund and Class A Shares of
Federated Kaufmann Fund may be exchanged at net asset value for Class A Shares
of other funds for which FIMC (or its affiliates) serves as adviser. Class A
Shares of Federated Capital Appreciation Fund and Federated Kaufmann Fund may be
exchanged through an investment professional if you purchased shares through an
investment professional or directly from the Fund if you purchased shares
directly from the Fund. The exchange is subject to any initial or subsequent
minimum investment amounts of the fund into which the exchange is being made,
and is treated as a sale of your shares for federal income tax purposes. Class R
Shares of the Riggs Funds may be exchanged at net asset value for Class R Shares
of Riggs Funds (with the exception of Riggs Prime Money Market Fund and Riggs
U.S. Treasury Money Market Fund, unless the Riggs Prime Money Market Fund's or
Riggs U.S. Treasury Money Market Fund's Shares were acquired in exchange for
Class R of a Fund which is not a Money Market Fund). Class R Shares may be
exchanged through an investment professional if you purchased shares through an
investment professional, directly from the Fund if you purchased shares directly
from the Fund, or through RSI. The exchange is subject to any initial or
subsequent minimum investment amounts of the fund into which the exchange is
being made, and is treated as a sale of your shares for federal income tax
purposes. Class R Shares of the Riggs Funds may be exchanged through RSI for
Class R Shares of another Riggs Fund. The exchange is subject to any initial or
subsequent minimum investment amounts of the fund into which the exchange is
being made, and is treated as a sale of your shares for federal income tax
purposes.
Redemptions
Redemptions of Class A Shares of Federated Capital Appreciation Fund and
Federated Kaufmann Fund; Institutional Service Shares of Federated Total Return
Government Bond Fund, Federated Total Return Bond Fund, Federated Short-Term
Municipal Trust and Automated Cash Management Trust; and Shares of Federated
Intermediate Municipal Trust and Automated Government Money Trust may be made
through an investment professional, by telephone or by mailing a written
request. Shares are redeemed at their net asset value next determined after the
redemption request is received in proper form on each day on which the Fund
computes its net asset value less, in the case of Class A Shares of Federated
Capital Appreciation Fund and Federated Kaufmann Fund, a CDSC of 0.75% of the
redemption amount with respect to Class A Shares redeemed up to 24 months after
purchase under certain investment programs where an investment professional
received an advance payment on the transaction. Class A Shares received by Riggs
Fund shareholders in the Reorganizations will not be subject to this CDSC, but
the CDSC may apply on future purchases of Class A Shares depending upon the
nature of the arrangement under which such shares are purchased. Proceeds
normally are wired or mailed within one business day after receiving a request
in proper form, although payment may be delayed up to seven days. Federated
Funds offer the following redemption options: an electronic transfer to your
account at a financial institution that is an ACH member, or wire payment to
your account at a domestic commercial bank that is a Federal Reserve System
member.
Redemptions of Class R Shares or Class Y Shares of the Riggs Funds may be
made through Riggs Bank for its trust customers or through RSI by telephone or
by mailing a written request. Class R Shares of the Riggs Funds are redeemed at
the net asset value next determined after the redemption request is received in
proper form on each day that the Funds compute their net asset value, less in
the case of Class R Shares (except Class R Shares of Riggs Prime Money Market
Fund and Riggs U.S. Treasury Money Market Fund, unless the Riggs Prime Money
Market Fund's or Riggs U.S. Treasury Money Market Fund's Shares were acquired in
exchange for Class R Shares of a Fund which is not a Money Market Fund) a CDSC
applicable to shares redeemed within five years of purchase equal to 2.00% on
the lesser of the net asset value of the redeemed shares at the time of purchase
or the net asset value of the redeemed shares at the time of redemption.
Proceeds normally are wired or mailed within one business day after receiving a
request in proper form, although payment may be delayed up to seven days. Riggs
Funds offers the following redemption options: an electronic transfer to your
account at a financial institution that is an ACH member, or wire payment to
your account at a domestic commercial bank that is a Federal Reserve System
member.
Dividends and Other Distributions
With respect to Federated Capital Appreciation Fund and Federated Kaufmann
Fund, dividends are declared and paid annually. With respect to Riggs Stock Fund
and Riggs Small Company Stock Fund, dividends are declared and paid quarterly,
and capital gain distributions, if any, at least annually. With respect to the
Federated Total Return Government Bond Fund, Federated Total Return Bond Fund,
Federated Short-Term Municipal Trust, Federated Intermediate Municipal Trust,
Automated Cash Management Trust, Automated Government Money Trust, Riggs U.S.
Government Securities Fund, Riggs Bond Fund, Riggs Short Term Tax Free Bond
Fund, Intermediate Tax Free Bond Fund, Riggs Prime Money Market Fund and Riggs
U.S. Treasury Money Market Fund, dividends are declared daily and paid monthly.
With respect to all Federated Funds and all Riggs Funds, capital gains
distributions, if any, are paid at least annually. Unless a shareholder
otherwise instructs, dividends and/or capital gain distributions will be
reinvested automatically in additional shares at net asset value.
INFORMATION ABOUT THE REORGANIZATIONS
Description of the Plans of Reorganization
The following summary is qualified in its entirety by reference to the form
of Plan found in Exhibit A. Each Plan provides for the Reorganization to occur
on the Closing Date, which is expected to be on or about September 26, 2003. The
Plans provide that all of the assets of each Riggs Fund will be transferred to
the corresponding Federated Fund at 4:00 p.m. Eastern time on the Closing Date
of the Reorganization. In exchange for the transfer of these assets, each
Federated Fund will simultaneously issue a number of full and fractional
Federated Fund Shares to the corresponding Riggs Fund equal in value to the
aggregate net asset value of the corresponding Riggs Fund calculated at the time
of the Reorganization.
Following the transfer of assets in exchange for the respective Federated
Fund Shares, each corresponding Riggs Fund will distribute all the Federated
Fund Shares pro rata to its shareholders of record in complete liquidation.
Shareholders of each Riggs Fund owning shares at the time of the Reorganization
will receive a number of the corresponding Federated Fund Shares with the same
aggregate value as the shareholder had in the Riggs Fund immediately before the
Reorganization. Such distribution will be accomplished by the establishment of
accounts in the names of each Riggs Fund's shareholder on the share records of
the corresponding Federated Fund's transfer agent. Each account will receive the
respective pro rata number of full and fractional Federated Fund Shares due to
the shareholder of the corresponding Riggs Fund. The Riggs Funds will then be
terminated. The Federated Funds do not issue share certificates to shareholders.
Federated Fund Shares to be issued will have no preemptive or conversion rights.
No sales charges will be imposed in connection with the receipt of such shares
by Riggs Funds' shareholders.
The Plans contain customary representations, warranties and conditions.
Each Plan provides that the consummation of the Reorganization with respect to
the Riggs Fund and the corresponding Federated Fund is conditioned upon, among
other things: (i) approval of the Reorganization by the applicable Riggs Fund's
shareholders; and (ii) the receipt by the Riggs Fund and the Federated Fund of a
tax opinion to the effect that the Reorganization will be tax-free to the Riggs
Fund and its shareholders, and the Federated Fund. Any Plan may be terminated
if, before the Closing Date, any of the required conditions have not been met,
the representations and warranties are not true, or the Board of Trustees of the
Riggs Funds, Federated Equity Funds, Federated Total Return Government Bond
Fund, Federated Short-Term Municipal Trust, Intermediate Municipal Trust or
Money Market Obligations Trust, and the Board of Directors of Federated Total
Return Series, Inc., as the case may be, determines that the Reorganization is
not in the best interest of the shareholders of the Riggs Fund or the
corresponding Federated Fund, respectively.
Costs of Reorganization. The expenses of each Reorganization will be paid
by FIMC and/or RIA. Reorganization expenses include, without limitation: (a)
expenses associated with the preparation and filing of this Prospectus/Proxy
Statement; (b) postage; (c) printing; (d) accounting fees; (e) legal fees
incurred by each Fund; (f) solicitation costs; and (g) other related
administrative or operational costs. Any registration or licensing fee will be
borne by the Federated Fund incurring such fee.
Description of Federated Fund Shares and Capitalization
Federated Fund Shares to be issued to shareholders of the Riggs Funds under
the Plans will be fully paid and non-assessable when issued, transferable
without restriction and will have no preemptive or conversion rights. Reference
is hereby made to the Prospectus of each Federated Fund provided herewith for
additional information about Federated Fund Shares.
The following tables show the capitalization of each Federated Fund and the
corresponding Riggs Fund as of July 15, 2003, and on a pro forma basis as of
that date to:
FEDERATED CAPITAL APPRECIATION FUND - RIGGS STOCK FUND
- -----------------------------------------------------------------------------------------
Riggs Stock Riggs Stock Federated Federated
Fund-Class R Fund-Class Y Capital Capital
Shares Shares Appreciation Appreciation
Fund-Class A Fund-Class A
Shares Shares Pro
Forma Combined
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Net Assets $14,596,246 $5,380,483 $1,946,803,407 $1,966,780,136
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Net Asset Value $6.73 $6.80 $21.58 $21.58
Per Share
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Shares Outstanding 2,167,463 791,370 90,195,114 91,139,024
- -----------------------------------------------------------------------------------------
FEDERATED KAUFMANN FUND - RIGGS SMALL COMPANY STOCK FUND
- -----------------------------------------------------------------------------------------
Riggs Small Riggs Small Federated Federated
Company Stock Company Stock Kaufmann Kaufmann
Fund-Class R Fund-Class Y Fund-Class A Fund-Class A
Shares Shares Shares Shares Pro
Forma Combined
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Net Assets $12,948,174 $14,885,675 $808,636,673 836,470,522
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Net Asset Value $12.53 $12.71 $4.41 $4.41
Per Share
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Shares Outstanding 1,033,567 1,171,505 183,206,752 189,675,855
- -----------------------------------------------------------------------------------------
FEDERATED TOTAL RETURN GOVERNMENT BOND FUND - RIGGS U.S. GOVERNMENT SECURITIES FUND
- -----------------------------------------------------------------------------------------
Riggs U.S. Riggs U.S. Federated Total Federated Total
Government Government Return Government Return Government
Securities Securities Bond Bond
Fund-Class R Fund-Class Y Fund-Institutional Fund-Institutional
Shares Shares Service Shares Service Shares Pro
Forma Combined
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Net Assets $15,542,163 $17,402,863 $46,546,655 $79,491,681
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Net Asset Value $10.36 $10.36 $11.12 $11.12
Per Share
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Shares Outstanding 1,500,782 1,679,004 4,184,689 7,148,532
- -----------------------------------------------------------------------------------------
FEDERATED TOTAL RETURN BOND FUND - RIGGS BOND FUND
- -----------------------------------------------------------------------------------------
Riggs Bond Federated Total Return Federated Total Return
Fund-Class R Bond Fund-Institutional Bond Fund-Institutional
Shares Service Shares Service Shares Pro Forma
Combined
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Net Assets $17,634,868 $412,099,932 $429,734,800
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Net Asset Value $10.98 $10.83 $10.83
Per Share
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Shares Outstanding 1,606,405 38,050,050 39,680,037
- -----------------------------------------------------------------------------------------
FEDERATED SHORT-TERM MUNICIPAL TRUST - RIGGS SHORT TERM TAX FREE BOND FUND
- -----------------------------------------------------------------------------------------
Riggs Short Term Federated Short-Term Federated Short-Term
Tax Free Bond Municipal Municipal
Fund-Class R Trust-Institutional Trust-Institutional
Shares Service Shares Service Shares Pro Forma
Combined
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Net Assets $42,159,837 $24,128,938 $66,288,775
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Net Asset Value $10.46 $10.45 $10.45
Per Share
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Shares Outstanding 4,030,262 2,310,094 6,343,423
- -----------------------------------------------------------------------------------------
FEDERATED INTERMEDIATE MUNICIPAL TRUST - RIGGS INTERMEDIATE TAX FREE BOND FUND
- -----------------------------------------------------------------------------------------
Riggs Intermediate Federated Federated Capital
Tax Free Bond Intermediate Appreciation Fund-Shares
Fund-Class R Shares Municipal Trust- Pro Forma Combined
Shares
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Net Assets $35,427,461 $156,850,946 $192,278,407
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Net Asset Value $10.75 $10.66 $10.66
Per Share
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Shares Outstanding 3,296,928 14,712,219 18,037,374
- -----------------------------------------------------------------------------------------
AUTOMATED CASH MANAGEMENT TRUST - RIGGS PRIME MONEY MARKET FUND
- -----------------------------------------------------------------------------------------
Riggs Prime Riggs Prime Automated Cash Automated Cash
Money Market Money Market Management Management
Fund-Class R Fund-Class Y Trust-InstitutionTrust-Institutional
Shares Shares Service Shares Service Shares Pro
Forma Combined
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Net Assets $34,465,993 $175,937,900 $1,833,879,326 $2,044,283,219
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Net Asset Value $1.00 $1.00 $1.00 $1.00
Per Share
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Shares Outstanding 34,416,085 175,973,669 1,833,885,820 2,044,275,574
- -----------------------------------------------------------------------------------------
AUTOMATED GOVERNMENT MONEY TRUST - RIGGS U.S. TREASURY MOENY MARKET FUND
- -----------------------------------------------------------------------------------------
Riggs U.S. Riggs U.S. Automated Automated
Treasury Money Treasury Money Government Government Money
Market Fund Market Money Trust-Shares Pro
Fund-Class R Fund-Class Y Trust-Shares Forma Combined
Shares Shares
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Net Assets $25,946,424 $54,603,698 $1,106,845,626 $1,187,395,748
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Net Asset Value $1.00 $1.00 $1.00 $1.00
Per Share
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Shares Outstanding 25,947,324 54,604,426 1,106,774,083 1,187,325,833
- -----------------------------------------------------------------------------------------
Federal Income Tax Consequences
As a condition to each Reorganization, the Federated Fund and the
corresponding Riggs Fund will receive an opinion of counsel, to the effect that,
on the basis of the existing provisions of the Internal Revenue Code of 1986, as
amended (the "Code"), current administrative rules and court decisions, for
federal income tax purposes:
o the Reorganization as set forth in the Plan will constitute a
"reorganization" under section 368(a) (1) of the Code, and the Federated
Fund and the corresponding Riggs Fund each will be a "party to a
reorganization" within the meaning of section 368(b) of the Code;
o no gain or loss will be recognized by the Federated Fund upon its receipt
of the corresponding Riggs Fund's assets solely in exchange for the
Federated Fund Shares;
o no gain or loss will be recognized by the Riggs Fund upon transfer of its
assets to the corresponding Federated Fund solely in exchange for the
Federated Fund Shares or upon the distribution of the Federated Fund Shares
to the Riggs Fund's shareholders in exchange for their Riggs Fund Shares;
o no gain or loss will be recognized by shareholders of the Riggs Fund upon
exchange of their Riggs Fund Shares for the corresponding Federated Fund
Shares;
o the tax basis of the assets of the Riggs Fund acquired by the Federated
Fund will be the same as the tax basis of such assets to the Riggs Fund
immediately prior to the Reorganization;
o the aggregate tax basis of the Federated Fund Shares received by each
shareholder of the corresponding Riggs Fund pursuant to the Reorganization
will be the same as the aggregate tax basis of the shares of the Riggs Fund
held by such shareholder immediately prior to the Reorganization;
o the holding period of the Riggs Fund's assets in the hands of the
corresponding Federated Fund will include the period during which those
assets were held by the Riggs Fund; and
o the holding period of the Federated Fund Shares received by each
shareholder of the corresponding Riggs Fund pursuant to the Plan will
include the period during which the shares of the Riggs Fund exchanged
therefor were held by such shareholder, provided the shares of the Riggs
Fund were held as capital assets on the date of the Reorganization.
The foregoing opinion may state that no opinion is expressed as to the
effect of the Reorganizations on the Federated Funds, the Riggs Funds or the
Riggs Funds' shareholders with respect to any asset as to which unrealized gain
or loss is required to be recognized for federal income tax purposes at the end
of a taxable year (or on the termination or transfer thereof) under a
mark-to-market system of accounting.
Shareholders of the Riggs Funds should consult their tax advisors regarding
the effect, if any, of the Reorganizations in light of their individual
circumstances. Because the foregoing discussion only relates to the federal
income tax consequences of the Reorganizations, those shareholders also should
consult their tax advisors about state and local tax consequences, if any, of
the Reorganizations.
Agreement Among Riggs Investment Advisors Inc., Riggs National Corporation and
Federated Investors, Inc.
Riggs Bank N.A. ("Riggs Bank"), RIA and Federated have entered into a
definitive agreement (the "Fund Purchase Agreement") regarding the sale by RIA
of certain of its assets to Federated, Riggs Bank's and RIA's cooperation in the
reorganization of the Riggs Funds and related matters. Pursuant to the
agreement, RIA will receive from Federated a lump sum payment on the closing
date of the Reorganization based primarily upon the net assets of the Riggs
Funds, as well as installment payments subsequent to that date. The installment
payments will be based upon the amount of certain classes of assets maintained
in certain Federated mutual funds by Riggs Fund shareholders following the
Reorganization. Consummation of the agreement is conditioned upon, among other
things, shareholders of the Riggs Funds approving the Reorganization.
Also in connection with the Reorganization, it is expected that Riggs Bank
or one of its subsidiaries will enter into an agreement with subsidiaries of
Federated pursuant to which Riggs Bank or one of its subsidiaries would be
entitled to receive servicing and/or account administration fees on shareholder
accounts in certain Federated mutual funds for which Riggs Bank or one of its
subsidiaries provides services. For more information with respect to applicable
arrangements for the payment of servicing and/or account administration fees,
see "Comparative Fee Tables" and "Advisory and Other Fees" herein.
Reasons for the ReorganizationS
Pronounced declines in the asset levels of the Riggs Funds during the past
few years have, in the opinion of RIA, caused the long-term viability of the
Riggs Funds to become questionable. Accordingly, RIA has over the past several
months actively pursued alternatives which would allow Riggs Funds shareholders
to continue their original investment objectives through a tax-free combination
of their Riggs Fund with a comparable portfolio of another fund group. After
extensive discussions between representatives of RIA and FServ, RIA determined
to recommend to the Board of Riggs Funds and the Federated Funds to consider and
approve the Reorganizations as being in the best interest of Riggs Fund
Shareholders.
The Board of Trustees met on July 10, 2003 to receive information
concerning the Riggs Funds, to review this information and to consider the terms
of the proposed Reorganizations. After consultation with legal counsel, the
Board of Trustees, including the trustees who are not "interested persons"
(within the meaning of the 1940 Act), unanimously approved the Plans and
recommended their approval by the shareholders of the Riggs Funds. In approving
the Reorganizations, the Board of Trustees determined that participation in the
Reorganizations is in the best interests of the Riggs Funds and that the
interests of the shareholders of the Riggs Funds would not be diluted as a
result of the Reorganizations. In approving the Plans, the Board of Trustees
considered a number of factors, including the following:
- - the terms and conditions of the Plans;
- - the compatibility of the Funds' objectives, limitations, and policies;
- - performance history of the Riggs Funds and the Federated Funds;
- - historic expenses ratios of the Riggs Funds and the Federated Funds on a
comparative basis and projected pro forma estimated expense ratios for the
Federated Funds;
- - possible economies of scale to be gained from the Reorganization;
- - the fact that the Reorganization is expected to be free from federal taxes;
and
- - the agreement by FIMC and/or RIA, or their respective affiliates, to bear
the expenses of the Reorganizations incurred by the Riggs Funds.
BASED ON THIS INFORMATION, THE BOARD RECOMMENDS THAT THE SHAREHOLDERS
OF EACH RIGGS
FUND APPROVE THE REORGANIZATION.
Comparative Information on Shareholder Rights and Obligations
GENERAL. Both the Federated Funds and Riggs Funds are open-end, diversified
series of management investment companies registered under the 1940 Act, which
continuously offer to sell shares at their current net asset value. Each of
Federated Funds and the Riggs Funds is a series of a business trust pursuant to
a Declaration of Trust under the laws of the Commonwealth of Massachusetts,
except that Federated Total Return Bond Fund is organized as a Maryland
corporation pursuant to its Articles of Incorporation under the laws of the
State of Maryland. Each of the Federated Funds and the Riggs Funds is governed
by its respective Declaration of Trust/Articles of Incorporation, Bylaws and
Board of Trustees/Directors, in addition to applicable state and federal law.
The rights of shareholders of the Federated Funds and shareholders of the Riggs
Funds as set forth in the applicable Declaration of Trust/Articles of
Incorporation and Bylaws are substantially identical. Set forth below is a brief
summary of the significant rights of shareholders of the Federated Funds and
shareholders of the Riggs Funds.
SHARES OF THE FEDERATD FUNDS AND THE RIGGS FUNDS. The Federated Funds are
authorized to issue an unlimited number of shares of beneficial interest, which
have no par value. The Board of Federated Equity Funds has established four
classes of shares of Federated Capital Appreciation Fund and Federated Kaufmann
Fund, known has Class A Shares, Class B Shares, Class C Shares and Class K
Shares. The Board of Federated Short-Term Municipal Trust has established two
classes of shares, known as Institutional Shares and Institutional Service
Shares. The Board of Intermediate Municipal Trust has established one class of
Shares of Federated Intermediate Municipal Trust. The Board of Federated Total
Return Government Bond Fund has established two classes of shares, known as
Institutional Shares and Institutional Service Shares. The Board of Federated
Total Return Series, Inc. has established six classes of shares of Federated
Total Return Bond Fund, known as Class A Shares, Class B Shares, Class C Shares,
Class K Shares, Institutional Shares and Institutional Service Shares. The Board
of Money Market Obligations Trust has established three classes of shares of
Automated Cash Management Trust, known as Institutional Shares, Institutional
Service Shares and Cash II Shares, and one class of Shares of Automated
Government Money Trust. The Riggs Funds are authorized to issue an unlimited
number of shares of beneficial interest, which have no par value. The Board of
Riggs Funds has established two classes of shares of Riggs Stock Fund, Riggs
Small Company Stock Fund, Riggs U.S. Government Securities Fund, Riggs Prime
Money Market Fund and Riggs U.S. Treasury Money Market Fund, known as Class R
Shares and Class Y Shares. The Board of Riggs Funds has established one class of
shares of Riggs Bond Fund, Riggs Short Term Tax Free Bond Fund and Riggs
Intermediate Tax Free Bond Fund, known as Class R Shares. Issued and outstanding
shares of both of the Federated Funds and Riggs Funds are fully paid and
non-assessable, and freely transferable.
VOTING RIGHTS. Neither the Federated Funds nor Riggs Funds is required to
hold annual meetings of shareholders, except as required under the 1940 Act.
Shareholder approval is necessary only for certain changes in operations or the
election of trustees under certain circumstances. Each of the Federated Funds
and the Riggs Funds requires that a special meeting of shareholders be called
for any permissible purpose upon the written request of the holders of at least
10% of the outstanding shares of the series or class of the Federated Funds or
the Riggs Funds, as the case may be, entitled to vote. Each share of each
Federated Fund and each Riggs Fund gives the shareholder one vote in trustee
elections and other matters submitted to shareholders for vote. All shares of
each portfolio or class in each of the Federated Funds and the Riggs Funds have
equal voting rights with other portfolios or classes within the business trust
or corporation (referred to as the "Riggs Trust" or a "Federated Entity") of
which they are a series, except that in matters affecting only a particular
portfolio or class, only shares of that portfolio or class are entitled to vote.
TRUSTEES/DIRECTORS. The Declarations of Trust/Articles of Incorporation for
the Federated Entities and the Declaration of Trust for the Riggs Trust each
provide that the term of office of each Trustee/Director shall be for the
lifetime of the applicable Federated Trust or the Riggs Trust, as the case may
be, or the earlier of his or her death, resignation, retirement, removal or
mental or physical incapacity. A Trustee/Director of either Federated Entity or
the Riggs Funds may be removed by : (i) written instrument signed by at least
two-thirds of the Trustees/Directors, (ii) a majority vote of the
Trustees/Directors if the Trustee/Director has become mentally or physically
incapacitated or (iii) a vote of two-thirds of the outstanding shares at any
special meeting of shareholders. A vacancy on the Board may be filled by the
Trustees/Directors remaining in office. A meeting of shareholders will be
required for the purpose of electing additional Trustees/Directors whenever
fewer than a majority of the Trustees/Directors then in office were elected by
shareholders.
LIABILITY OF TRUSTEES/DIRECTORS AND OFFICERS. Under the Declarations of
Trust/Articles of Incorporation for the Federated Entities and the Declaration
of Trust for the Riggs Trust, a Trustee/Director or officer will be personally
liable only for his or her own willful misfeasance, bad faith, gross negligence
or reckless disregard of the duties involved in the conduct of his or her
office. The Bylaws for the Federated Entities and the Bylaws for the Riggs Trust
each further provide that Trustees and officers will be indemnified by the
applicable Federated Entity or the Riggs Funds, as the case may be, to the
fullest extent permitted by law against liability and against all expenses of
litigation unless the person's conduct is determined to constitute willful
misfeasance, bad faith, gross negligence or reckless disregard of the person's
duties.
SHAREHOLDER LIABILITY. Under certain circumstances, shareholders of any of
the Federated Funds may be held personally liable as partners under
Massachusetts law or Maryland law, as applicable, for obligations of the
applicable Federated Entity on behalf of the applicable Federated Fund. To
protect its shareholders, each Federated Fund has filed legal documents with the
Commonwealth of Massachusetts or State of Maryland, as applicable, that
expressly disclaim the liability of its shareholders for such acts or
obligations of the applicable Federated Entity. These documents require that
notice of this disclaimer be given in each agreement, obligation or instrument
that the applicable Federated Entity or its Trustees/Directors enter into or
sign.
In the unlikely event a shareholder is held personally liable for a
Federated Entity's obligations on behalf of a Federated Fund, the Federated
Entity is required to use its property to protect or compensate the shareholder.
On request, such Federated Entity will defend any claim made and pay any
judgment against a shareholder for any act or obligation on behalf of such
Federated Fund. Therefore, financial loss resulting from liability as a
shareholder will occur only if such Federated Entity itself cannot meet its
obligations to indemnify shareholders and pay judgments against them from assets
of such Federated Fund.
Shareholders of the Riggs Funds have the same potential liability under
Massachusetts law.
TERMINATION. In the event of the termination of any Federated Entity or any
portfolio or class of such Federated Entity or of the termination of the Riggs
Trust or any portfolio or class of the Riggs Trust, the shareholders of the
respective portfolio or class are entitled to receive, when and as declared by
its Trustees/Directors, the excess of the assets belonging to the respective
portfolio or class over the liabilities belonging to the respective portfolio or
class. In either case, the assets belonging to the portfolio or class will be
distributed among the shareholders in proportion to the number of shares of the
respective portfolio or class held by them.
INFORMATION ABOUT THE FEDERATED FUNDS AND RIGGS FUNDS
FEDERATED FUNDS
Each Federated Trust, on behalf of the applicable Federated Fund, is
subject to the informational requirements of the Securities Act of 1933, as
amended, the Securities Exchange Act of 1934, as amended, and the 1940 Act, and
in accordance therewith files reports and other information with the Securities
and Exchange Commission. Reports, proxy and information statements, and other
information filed by such Federated Trust, on behalf of such Federated Fund, can
be obtained by calling or writing such Federated Trust and can also be inspected
and copied by the public at the public reference facilities maintained by the
Securities and Exchange Commission in Washington, DC located at Room 1024, 450
Fifth Street, N.W., Washington, DC 20549 and at certain of its regional offices
located at Room 1204, Everett McKinley Dirksen Building, 219 South Dearborn
Street, Chicago, IL 60604 and 233 Broadway, New York, NY 10007. Copies of such
material can be obtained at prescribed rates from the Public Reference Branch,
Office of Consumer Affairs and Information Services, Securities and Exchange
Commission, Washington, DC 20549, or obtained electronically from the Securities
and Exchange Commission's Internet Web site (http://www.sec.gov).
This Prospectus/Proxy Statement, which constitutes part of a Registration
Statement filed by each Federated Trust, on behalf of the applicable Federated
Fund, with the Securities and Exchange Commission under the Securities Act of
1933, as amended, omits certain of the information contained in the Registration
Statement. Reference is hereby made to the Registration Statement and to the
exhibits thereto for further information with respect to the applicable
Federated Trust, the applicable Federated Fund and the shares offered hereby.
Statements contained herein concerning the provisions of documents are
necessarily summaries of such documents, and each such statement is qualified in
its entirety by reference to the copy of the applicable documents filed with the
Securities and Exchange Commission.
Riggs Funds
Each Riggs Fund is subject to the informational requirements of the
Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as
amended, and the 1940 Act, and in accordance therewith files reports and other
information with the Securities and Exchange Commission. Reports, the proxy and
information statements, and other information filed by the Riggs Funds can be
obtained by calling or writing the Riggs Funds and can also be inspected and
copied by the public at the public reference facilities maintained by the
Securities and Exchange at the addresses listed in the previous section, or
obtained electronically from the Securities and Exchange Commission's Internet
Web site (http://www.sec.gov).
ABOUT THE PROXY SOLICITATION AND THE SPECIAL MEETING
Proxies are being solicited by the Board of the Riggs Funds, on behalf of
its portfolios, the Riggs Funds. The proxies will be voted at the special
meeting of shareholders of the Riggs Funds to be held on September 24, 2003 at
5800 Corporate Drive, Pittsburgh, Pennsylvania 15237-7000, at 2:00 p.m. (such
special meeting and any adjournment or postponement thereof are referred to as
the "Special Meeting").
The cost of the solicitation, including the printing and mailing of proxy
materials, will be borne by FIMC and/or RIA. In addition to solicitations
through the mail, proxies may be solicited by officers, employees, and agents of
FIMC, or, if necessary, a communications firm retained for this purpose. Such
solicitations may be by telephone, telegraph, through the Internet or otherwise.
Any telephonic solicitations will follow procedures designed to ensure accuracy
and prevent fraud, including requiring identifying shareholder information,
recording the shareholder's instructions, and confirming to the shareholder
after the fact. Shareholders who communicate proxies by telephone or by other
electronic means have the same power and authority to issue, revoke, or
otherwise change their voting instructions as shareholders submitting proxies in
written form. FIMC and/or RIA may reimburse custodians, nominees, and
fiduciaries for the reasonable costs incurred by them in connection with
forwarding solicitation materials to the beneficial owners of shares held of
record by such persons.
The purpose of the Special Meeting is set forth in the accompanying Notice.
The Trustees know of no business other than that mentioned in the Notice that
will be presented for consideration at the Special Meeting. Should other
business properly be brought before the Special Meeting, proxies will be voted
in accordance with the best judgment of the persons named as proxies. This
Prospectus/Proxy Statement and the enclosed proxy card are expected to be mailed
on or about August 25, 2003 to shareholders of record at the close of business
on August 14, 2003 (the "Record Date").
Annual and semi-annual reports of Federated Capital Appreciation Fund,
which includes audited financial statements for the fiscal year ended October
31, 2002 and unaudited financial statements for the period ended April 30, 2003,
respectively; annual and semi-annual reports of Federated Kaufmann Fund, which
includes audited financial statements for the fiscal year ended October 31, 2002
and unaudited financial statements for the period ended April 30, 2003,
respectively; annual report of Federated Total Return Government Bond Fund,
which includes audited financial statements for the fiscal year ended February
28, 2003; annual and semi-annual reports of Federated Total Return Bond Fund,
which includes audited financial statements for the fiscal year ended November
30, 2002 and unaudited financial statements for the period ended May 31, 2003,
respectively; annual and semi-annual reports of Federated Short-Term Municipal
Trust, which includes audited financial statements for the fiscal year ended
June 30, 2002 and unaudited financial statements for the period ended December
31, 2002, respectively; the annual report of Federated Intermediate Municipal
Trust, which includes the audited financial statements for the fiscal year ended
May 31, 2003 ; annual and semi-annual reports of Automated Cash Management
Trust, which includes the audited financial statements for the fiscal year ended
July 31, 2002 and the unaudited financial statements for the period ended
January 31, 2003, respectively; annual and semi-annual reports of Automated
Government Money Trust, which includes audited financial statements for the
fiscal year ended July 31, 2002 and unaudited financial statements for the
period ended January 31, 2003; and the annual report of Riggs Funds, which
includes audited financial statements for the fiscal year ended April 30, 2003,
were previously mailed to shareholders. The Federated Funds or Riggs Funds, as
the case may be, will promptly provide, without charge and upon request, to each
person to whom this Prospectus/Proxy Statement is delivered, a copy of the
annual reports and/or the semi-annual reports for the Federated Funds and the
Riggs Funds. Requests for annual reports or semi-annual reports for the
Federated Funds and the Riggs Funds may be made by writing to the Federated
Funds' or the Riggs Funds' principal executive offices or by calling the
Federated Funds or the Riggs Funds. The principal executive offices of both the
Federated Funds and Riggs Funds are located at 5800 Corporate Drive, Pittsburgh,
Pennsylvania 15237-7000. The Federated Funds' toll-free telephone number is
1-800-341-7400, and the Riggs Funds' toll-free telephone number is
1-800-934-3883.
Proxies, Quorum and Voting at the Special Meeting
Only shareholders of record on the Record Date will be entitled to vote at
the Special Meeting. Each share of the Funds is entitled to one vote. Fractional
shares are entitled to proportionate shares of one vote. The votes of
shareholders of the Federated Funds are not being solicited since their approval
is not required in order to effect each Reorganization.
Any person giving a proxy has the power to revoke it any time prior to its
exercise by executing a superseding proxy or by submitting a written notice of
revocation to the Secretary of the Riggs Funds. In addition, although mere
attendance at the Special Meeting will not revoke a proxy, a shareholder present
at the Special Meeting may withdraw his or her proxy and vote in person. All
properly executed and unrevoked proxies received in time for the Special Meeting
will be voted in accordance with the instructions contained in the proxies. If
no instruction is given on the proxy, the persons named as proxies will vote the
shares represented thereby in favor of the matter set forth in the attached
Notice.
Each Riggs Fund will vote separately on the approval of each Plan. In order
to hold the Special Meeting with respect to a Riggs Fund, a "quorum" of
shareholders of that Fund must be present. Holders of greater than fifty percent
(50%) of the total number of outstanding shares of the applicable Riggs Fund,
present in person or by proxy, shall be required to constitute a quorum for the
purpose of voting on the proposal relating to that Fund.
Shareholder approval with respect to a Riggs Fund requires the affirmative
vote of more than 50% of the outstanding shares of each of such Riggs Fund. In
the event that shareholders of one Riggs Fund do not approve the Plan,
Reorganizations will proceed with respect to the Riggs Funds that have approved
the Plan, subject to the other conditions contained in the Plan having been met.
For purposes of determining a quorum for transacting business at the
Special Meeting, abstentions and broker "non-votes" (that is, proxies from
brokers or nominees indicating that such persons have not received instructions
from the beneficial owner or other persons entitled to vote shares on a
particular matter with respect to which the brokers or nominees do not have
discretionary power) will be treated as shares that are present but which have
not been voted. For this reason, abstentions and broker non-votes will have the
effect of a "no" vote for purposes of obtaining the requisite approval of each
proposal.
If a quorum is not present, the persons named as proxies may vote those
proxies that have been received to adjourn the Special Meeting to a later date.
In the event that a quorum is present but sufficient votes in favor of the
proposal have not been received, the persons named as proxies may propose one or
more adjournments of the Special Meeting to permit further solicitations of
proxies with respect to the proposal. All such adjournments will require the
affirmative vote of a majority of the shares present in person or by proxy at
the session of the Special Meeting to be adjourned. The persons named as proxies
will vote AGAINST an adjournment those proxies that they are required to vote
against the proposal, and will vote in FAVOR of such an adjournment all other
proxies that they are authorized to vote. A shareholder vote may be taken on the
proposal in this Proxy Statement and Prospectus prior to any such adjournment if
sufficient votes have been received for approval.
Share Ownership of the Funds
Officers and Trustees of Riggs Funds own less than 1% of the Riggs Stock Fund's
outstanding Shares.
At the close of business on the Record Date, the following persons owned, to the
knowledge of management, more than 5% of the outstanding Class R Shares of Riggs
Stock Fund:
[To be supplied]
At the close of business on the Record Date, the following persons owned, to the
knowledge of management, more than 5% of the outstanding Class Y Shares of Riggs
Stock Fund:
[To be supplied]
Officers and Trustees of the Federated Equity Funds own less than 1% of
Federated Capital Appreciation Fund's outstanding Shares.
At the close of business on the Record Date, the following person owned, to
the knowledge of management, more than 5% of the outstanding Class A Shares of
Federated Capital Appreciation Fund:
[To be supplied]
Officers and Trustees of the Riggs Funds own less than 1% of Riggs Small Company
Stock Fund's outstanding Shares.
At the close of business on the Record Date, the following person owned, to the
knowledge of management, more than 5% of the outstanding Class R Shares of Riggs
Small Company Stock Fund:
[To be supplied]
At the close of business on the Record Date, the following person owned, to the
knowledge of management, more than 5% of the outstanding Class Y Shares of Riggs
Small Company Stock Fund:
[To be supplied]
Officers and Trustees of the Federated Equity Funds own less than 1% of
Federated Kaufmann Fund's outstanding Shares.
At the close of business on the Record Date, the following person owned, to
the knowledge of management, more than 5% of the outstanding Class A Shares of
Federated Kaufmann Fund:
[To be supplied]
Officers and Trustees of the Riggs Funds own less than 1% of the Riggs U.S.
Government Securities Fund's outstanding Shares.
At the close of business on the Record Date, the following person owned, to the
knowledge of management, more than 5% of the outstanding Class R Shares of Riggs
U.S. Government Securities Fund:
[To be supplied]
At the close of business on the Record Date, the following person owned, to the
knowledge of management, more than 5% of the outstanding Class Y Shares of Riggs
U.S. Government Securities Fund:
[To be supplied]
Officers and Trustees of Federated Total Return Government Bond Fund own
less than 1% of the Fund's outstanding Shares.
At the close of business on the Record Date, the following person owned, to the
knowledge of management, more than 5% of the outstanding Institutional Service
Shares of Federated Total Return Government Bond Fund:
[To be supplied]
Officers and Trustees of the Riggs Funds own less than 1% of the Riggs Bond
Fund's outstanding Shares.
At the close of business on the Record Date, the following person owned, to
the knowledge of management, more than 5% of the outstanding Class R Shares of
Riggs Bond Fund:
[To be supplied]
Officers and Trustees of the Federated Total Return Bond Series, Inc. own
less than 1% of Federated Total Return Bond Fund's Shares.
At the close of business on the Record Date, the following person owned, to the
knowledge of management, more than 5% of the outstanding Institutional Service
Shares of Federated Total Return Bond Fund:
[To be supplied]
Officers and Trustees of the Riggs Funds own less than 1% of the Riggs
Short Term Tax Free Bond Fund's outstanding Shares.
At the close of business on the Record Date, the following person owned, to
the knowledge of management, more than 5% of the outstanding Class R Shares of
Riggs Short Term Tax Free Bond Fund:
[To be supplied]
Officers and Trustees of Federated Short-Term Municipal Trust. own less
than 1% of the Fund's Shares.
At the close of business on the Record Date, the following person owned, to the
knowledge of management, more than 5% of the outstanding Institutional Service
Shares of Federated Short-Term Municipal Trust.
[To be supplied]
Officers and Trustees of the Riggs Funds own less than 1% of the Riggs
Intermediate Tax Free Bond Fund's outstanding Shares.
At the close of business on the Record Date, the following person owned, to the
knowledge of management, more than 5% of the outstanding Class R Shares of Riggs
Intermediate Tax Free Bond Fund:
[To be supplied]
Officers and Trustees of the Intermediate Municipal Trust own less than 1%
of the Federated Intermediate Municipal Trust's outstanding Shares.
At the close of business on the Record Date, the following person owned, to the
knowledge of management, more than 5% of the outstanding Institutional Shares of
Federated Intermediate Municipal Trust:
[To be supplied]
Officers and Trustees of the Riggs Funds own less than 1% of the Riggs
Prime Money Market Fund's outstanding Shares.
At the close of business on the Record Date, the following person owned, to the
knowledge of management, more than 5% of the outstanding Class R Shares of Riggs
Prime Money Market Fund:
[To be supplied]
At the close of business on the Record Date, the following person owned, to the
knowledge of management, more than 5% of the outstanding Class Y Shares of Riggs
Prime Money Market Fund:
[To be supplied]
Officers and Trustees of the Money Market Obligations Trust own less than
1% of the Automated Cash Management Trust's outstanding Shares.
At the close of business on the Record Date, the following person owned, to the
knowledge of management, more than 5% of the outstanding Institutional Service
Shares of Automated Cash Management Trust:
[To be supplied]
Officers and Trustees of the Riggs Funds own less than 1% of the Riggs U.S.
Treasury Money Market Fund's outstanding Shares.
At the close of business on the Record Date, the following person owned, to the
knowledge of management, more than 5% of the outstanding Class R Shares of Riggs
U.S. Treasury Money Market Fund:
[To be supplied]
At the close of business on the Record Date, the following person owned, to the
knowledge of management, more than 5% of the outstanding Class Y Shares of Riggs
U.S. Treasury Money Market Fund:
[To be supplied]
Officers and Trustees of the Money Market Obligations Trust own less than
1% of the Automated Government Money Trust's outstanding Shares.
At the close of business on the Record Date, the following person owned, to the
knowledge of management, more than 5% of the outstanding Shares of Automated
Government Money Trust:
[To be supplied]
OTHER MATTERS AND DISCRETION OF ATTORNEYS NAMED IN THE PROXY
The Riggs Funds are not required, and do not intend, to hold regular annual
meetings of shareholders. Shareholders wishing to submit proposals for
consideration for inclusion in a Prospectus/Proxy Statement for the next meeting
of shareholders should send their written proposals to Riggs Funds, 5800
Corporate Drive, Pittsburgh, Pennsylvania 15237-7010, so that they are received
within a reasonable time before any such meeting.
No business other than the matters described above is expected to come
before the Special Meeting, but should any other matter requiring a vote of
shareholders arise, including any question as to an adjournment or postponement
of the Special Meeting, the persons named on the enclosed proxy card will vote
on such matters according to their best judgment in the interests of the Riggs
Funds.
- --------------------------------------------------------------------------------
SHAREHOLDERS ARE REQUESTED TO COMPLETE, DATE AND SIGN THE ENCLOSED PROXY
CARD AND RETURN IT IN THE ENCLOSED ENVELOPE, WHICH NEEDS NO POSTAGE IF MAILED
IN THE UNITED STATES.
- --------------------------------------------------------------------------------
By Order of the Board of Trustees,
C. Grant Anderson
Assistant Secretary
__________, 2003
EXHIBIT A
AGREEMENT AND PLAN OF REORGANIZATION
AGREEMENT AND PLAN OF REORGANIZATION dated __________, 2003 (the
"Agreement"), by and between, Federated Total Return Government Bond Fund, a
Massachusetts business trust, (the "Acquiring Fund"), and Riggs Funds, a
Massachusetts business trust ("Riggs Funds"), on behalf of its portfolio, Riggs
U.S. Government Securities Fund (the "Acquired Fund").
This Agreement is intended to be and is adopted as a plan of reorganization
and liquidation within the meaning of Section 368 of the United States Internal
Revenue Code of 1986, as amended (the "Code"). The reorganization (the
"Reorganization") will consist of the transfer of all of the assets of the
Acquired Fund in exchange solely for Institutional Service Shares of the
Acquiring Fund (the "Acquiring Fund Shares") and the distribution, after the
Closing Date hereinafter referred to, of the Acquiring Fund Shares as provided
herein, all upon the terms and conditions hereinafter set forth in this
Agreement.
WHEREAS, the Acquired Fund is a separate series of Riggs Funds,
respectively; the Acquiring Fund and Riggs Funds are each a registered open-end
management investment company; and the Acquired Fund owns securities in which
the Acquiring Fund is permitted to invest;
WHEREAS, each of the Acquired Fund and the Acquiring Fund is authorized to
issue their shares of beneficial interest;
WHEREAS, the Board of Trustees, including a majority of the Trustees who
are not "interested persons" (as defined under the Investment Company Act of
1940, as amended (the "1940 Act")), of the Acquiring Fund has determined that
the exchange of all of the assets of the Acquired Fund for Acquiring Fund Shares
is in the best interests of the Acquiring Fund shareholders and that the
interests of the existing shareholders of the Acquiring Fund would not be
diluted as a result of this transaction; and
WHEREAS, the Board of Trustees, including a majority of the Trustees who
are not "interested persons" (as defined under the 1940 Act), of Riggs Funds has
determined that the exchange of all of the assets of the Acquired Fund for
Acquiring Fund Shares is in the best interests of the Acquired Fund shareholders
and that the interests of the existing shareholders of the Acquired Fund would
not be diluted as a result of this transaction;
NOW THEREFORE, in consideration of the premises and of the covenants and
agreements hereinafter set forth, the parties agree as follows:
1. TRANSFER OF ASSETS OF THE ACQUIRED FUND IN EXCHANGE FOR ACQUIRING FUND
SHARES AND LIQUIDATION OF THE ACQUIRED FUND
1.1 Subject to the terms and conditions contained herein, the Acquired Fund
agrees to assign, transfer and convey to the Acquiring Fund all of the assets of
the Acquired Fund, including all securities and cash, and the Acquiring Fund
agrees in exchange therefor to deliver to the Acquired Fund the number of
Acquiring Fund Shares, including fractional Acquiring Fund Shares, determined as
set forth in paragraph 2.3. Such transaction shall take place at the Closing
(the "Closing") on the closing date (the "Closing Date") provided for in
paragraph 3.1. In lieu of delivering certificates for the Acquiring Fund Shares,
the Acquiring Fund shall credit the Acquiring Fund Shares to the Acquired Fund's
account on the stock record books of the Acquiring Fund and shall deliver a
confirmation thereof to the Acquired Fund.
1.2 The Acquired Fund will discharge all of its liabilities and
obligations prior to the Closing Date.
1.3 Delivery of the assets of the Acquired Fund to be transferred shall be
made on the Closing Date and shall be delivered to State Street Bank and Trust
Company, the Acquiring Fund's custodian (the "Custodian"), for the account of
the Acquiring Fund, together with proper instructions and all necessary
documents to transfer such assets to the account of the Acquiring Fund, free and
clear of all liens, encumbrances, rights, restrictions and claims. All cash
delivered shall be in the form of currency and immediately available funds
payable to the order of the Custodian for the account of the Acquiring Fund.
1.4 The Acquired Fund will pay or cause to be paid to the Acquiring Fund
any dividends or interest received on or after the Closing Date with respect to
assets transferred to the Acquiring Fund hereunder. The Acquired Fund will
transfer to the Acquiring Fund any distributions, rights or other assets
received by the Acquired Fund after the Closing Date as distributions on or with
respect to the securities transferred. Such assets shall be deemed included in
assets transferred to the Acquiring Fund on the Closing Date and shall not be
separately valued.
1.5 As soon after the Closing Date as is conveniently practicable, the
Acquired Fund will liquidate and distribute pro rata to the Acquired Fund's
shareholders of record, determined as of the close of business on the Closing
Date (the "Acquired Fund Shareholders"), the Acquiring Fund Shares received by
the Acquired Fund pursuant to paragraph 1.1. Such liquidation and distribution
will be accomplished by the transfer of the Acquiring Fund Shares then credited
to the account of the Acquired Fund on the books of the Acquiring Fund to open
accounts on the share record books of the Acquiring Fund in the names of the
Acquired Fund Shareholders and representing the respective pro rata number of
the Acquiring Fund Shares due such shareholders. All issued and outstanding
Class R Shares and Class Y Shares of the Acquired Fund ("Acquired Fund Shares")
will simultaneously be canceled on the books of the Acquired Fund. Share
certificates representing interests in the Acquired Fund will represent a number
of Acquiring Fund Shares after the Closing Date as determined in accordance with
Section 2.3. The Acquiring Fund shall not issue certificates representing the
Acquiring Fund Shares in connection with such exchange. After the Closing Date,
the Acquired Fund shall not conduct any business except in connection with its
termination.
1.6 Ownership of Acquiring Fund Shares will be shown on the books of the
Acquiring Fund's transfer agent. Acquiring Fund Shares will be issued in the
manner described in the Acquiring Fund's current prospectus and statement of
additional information.
1.7 Any transfer taxes payable upon issuance of the Acquiring Fund Shares
in a name other than the registered holder of the Acquired Fund Shares on the
books of the Acquired Fund as of that time shall, as a condition of such
issuance and transfer, be paid by the person to whom such Acquiring Fund Shares
are to be issued and transferred.
1.8 Any reporting responsibility of the Acquired Fund is and shall remain
the responsibility of the Acquired Fund up to and including the Closing Date and
such later dates, with respect to liquidation and termination of the Acquired
Fund, on which the Acquired Fund is liquidated and terminated.
2. VALUATION
2.1 The value of the Acquired Fund's net assets to be acquired by the
Acquiring Fund hereunder shall be the value of such assets computed as of the
close of the New York Stock Exchange (normally 4:00 p.m., Eastern time) on the
Closing Date (such time and date being hereinafter called the "Valuation Date"),
using the valuation procedures set forth in the Acquiring Fund's then-current
prospectus or statement of additional information. The Acquiring Fund and
Acquired Fund agree to use all commercially reasonable efforts to resolve any
material differences between the prices of portfolio securities determined in
accordance with the pricing policies and procedures of the Acquiring Fund and
those determined in accordance with the pricing policies and procedures of the
Acquired Fund. Where a pricing difference results from a difference in pricing
methodology, the parties will eliminate such difference by using the Acquiring
Fund's methodology in valuing the Acquired Fund's assets.
2.2 The net asset value of an Acquiring Fund Share shall be the net asset
value per share computed as of the close of the New York Stock Exchange
(normally 4:00 p.m. Eastern time) on the Valuation Date, using the valuation
procedures set forth in the Acquiring Fund's then-current prospectus or
statement of additional information.
2.3 The number of Acquiring Fund Shares (including fractional shares, if
any to be rounded to the third decimal place) to be issued by the Acquiring Fund
in exchange for the Acquired Fund's net assets shall be determined by dividing
the aggregate net asset value of each class of the Acquired Fund Shares
determined using the same valuation procedures referred to in paragraph 2.1 by
the net asset value per share of the Acquiring Fund Shares determined in
accordance with paragraph 2.2.
2.4 All computations of value shall be made in accordance with the
regular practices of the Acquiring Fund.
3. CLOSING AND CLOSING DATE
3.1 The Closing Date shall be _________, 2003 or such later date as the
parties may mutually agree. All acts taking place at the Closing Date shall be
deemed to take place simultaneously as of the close of business on the Closing
Date unless otherwise provided. The Closing shall be held at 4:00 p.m. (Eastern
time) at the offices of Federated Services Company, Federated Investors Tower,
Pittsburgh, PA 15222-3779, or such other time and/or place as the parties may
mutually agree.
3.2 If on the Valuation Date (a) the primary trading market for portfolio
securities of the Acquiring Fund or the Acquired Fund shall be closed to trading
or trading thereon shall be restricted; or (b) trading or the reporting of
trading shall be disrupted so that accurate appraisal of the value of the net
assets of the Acquiring Fund or the Acquired Fund is impracticable, the Closing
Date shall be postponed until the first business day after the day when trading
shall have been fully resumed and reporting shall have been restored.
3.3 Federated Services Company, as transfer agent for the Acquired Fund and
the Acquiring Fund, shall deliver at the Closing a certificate of an authorized
officer stating that its records contain the names and addresses of the Acquired
Fund Shareholders and the number and percentage ownership of outstanding shares
owned by each such shareholder immediately prior to the Closing. The Acquiring
Fund shall issue and deliver a confirmation evidencing the Acquiring Fund Shares
to be credited on the Closing Date to the Secretary of the Acquired Fund, or
provide evidence satisfactory to the Acquired Fund that the Acquiring Fund
Shares have been credited to the Acquired Fund's account on the books of the
Acquiring Fund. At the Closing, each party shall deliver to the other such bills
of sale, checks, assignments, assumption agreements, share certificates, if any,
receipts or other documents as such other party or its counsel may reasonably
request.
4. REPRESENTATIONS AND WARRANTIES
4.1 Riggs Funds, on behalf of itself and the Acquired Fund, represents and
warrants to the Acquiring Fund, as follows:
(a) Riggs Funds is a business trust duly organized, validly existing and in
good standing under the laws of the Commonwealth of Massachusetts and has
power to own all of its properties and assets and to carry out this
Agreement. The Acquired Fund is a duly established and designated series of
Riggs Funds.
(b) Riggs Funds is registered under the 1940 Act, as an open-end, management
investment company, and such registration has not been revoked or rescinded
and is in full force and effect.
(c) Riggs Funds is not, and the execution, delivery and performance of this
Agreement will not result, in material violation of its Declaration of
Trust or By-Laws or of any agreement, indenture, instrument, contract,
lease or other undertaking to which the Acquired Fund is a party or by
which it is bound or result in the acceleration of any obligation, or the
imposition of any penalty, under any agreement, judgment or decree to which
the Acquired Fund is a party or by which it is bound.
(d) The Acquired Fund has no material contracts or other commitments
outstanding (other than this Agreement) which will result in liability to
it after the Closing Date.
(e) No litigation or administrative proceeding or investigation of or before
any court or governmental body is currently pending or to its knowledge
threatened against the Acquired Fund or any of its properties or assets
which, if adversely determined, would materially and adversely affect its
financial condition or the conduct of its business. The Acquired Fund knows
of no facts which might form the basis for the institution of such
proceedings, and is not a party to or subject to the provisions of any
order, decree or judgment of any court or governmental body which
materially and adversely affects its business or its ability to consummate
the transactions herein contemplated.
(f) The current prospectus and statement of additional information of the
Acquired Fund conform in all material respects to the applicable
requirements of the Securities act of 1933, as amended (the "1933 Act"),
and the 1940 Act and the rules and regulations of the Securities and
Exchange Commission (the "Commission") thereunder and do not include any
untrue statement of a material fact or omit to state any material fact
required to be stated therein or necessary to make the statements therein,
in light of the circumstances under which they were made, not misleading.
(g) The statements of assets and liabilities, including portfolios of
investments, of the Acquired Fund at April 30, 2003 and 2002, and the
related statements of operations, statements of changes in net assets and
financial highlights for the years then ended, have been audited by KPMG
LLP, independent accountants. Such audited statements have been prepared in
accordance with generally accepted accounting principles, consistently
applied, and such statements (copies of which have been furnished to the
Acquiring Fund) fairly reflect the financial condition of the Acquired Fund
as of such dates, and there are no known contingent liabilities of the
Acquired Fund as of such dates not disclosed therein.
(h) Since April 30, 2003, there has not been any material adverse change in the
Acquired Fund's financial condition, assets, liabilities or business other
than changes occurring in the ordinary course of business, or any
incurrence by the Acquired Fund of indebtedness maturing more than one year
from the date such indebtedness was incurred, except as otherwise disclosed
to and accepted by the Acquiring Fund.
(i) At the Closing Date, all Federal and other tax returns and reports of the
Acquired Fund required by law to have been filed by such date shall have
been filed, and all Federal and other taxes shall have been paid so far as
due, or provision shall have been made for the payment thereof, and to the
best of the Acquired Fund's knowledge no such return is currently under
audit and no assessment has been asserted with respect to such returns.
(j) For each fiscal year of its operation, the Acquired Fund has met the
requirements of Subchapter M of the Code for qualification and treatment as
a regulated investment company.
(k) All Acquired Funds Shares are, and at the Closing Date will be, duly and
validly issued and outstanding, fully paid and non-assessable. All of the
Acquired Fund Shares will, at the time of the Closing, be held by the
persons and in the amounts set forth in the records of the transfer agent
as provided in paragraph 3.3. The Acquired Fund does not have outstanding
any options, warrants or other rights to subscribe for or purchase any of
the Acquired Fund Shares, nor is there outstanding any security convertible
into any of the Acquired Fund Shares.
(l) On the Closing Date, the Acquired Fund will have full right, power and
authority to sell, assign, transfer and deliver the assets to be
transferred by it hereunder.
(m) The execution, delivery and performance of this Agreement has been duly
authorized by all necessary action on the part of the Trustees of the Riggs
Funds, this Agreement will constitute the valid and legally binding
obligation of the Acquired Fund enforceable in accordance with its terms,
subject to the effect of bankruptcy, insolvency, reorganization,
moratorium, fraudulent conveyance and other similar laws relating to or
affecting creditors' rights generally and court decisions with respect
thereto, and to general principles of equity and the discretion of the
court (regardless of whether the enforceability is considered in a
proceeding in equity or at law).
(n) The prospectus/proxy statement of the Acquired Fund (the "Prospectus/Proxy
Statement") to be included in the Registration Statement referred to in
paragraph 5.5 (other than information therein that relates to the Acquiring
Fund) will, on the effective date of the Registration Statement and on the
Closing Date, not contain any untrue statement of a material factor or omit
to state a material fact required to be stated therein or necessary to make
the statements therein, in light of the circumstances under which such
statements were made, not misleading.
(o) Federated Investors, Inc. and Riggs Investment Advisors, Inc. have agreed
to assume the expense of the Reorganization including accountants' fees,
legal fees, transfer taxes (if any), the fees of banks and transfer agents
and the costs of preparing, printing, copying and mailing proxy
solicitation materials to the Acquired Fund Shareholders and the costs of
holding the Special Meeting of Shareholders.
4.2 The Acquiring Fund represents and warrants to Riggs Funds, on behalf of the
Acquired Fund, as follows:
(a) The Acquiring Fund is a business trust duly organized, validly existing and
in good standing under the laws of the Commonwealth of Massachusetts and
has the power to carry on its business as it is now being conducted and to
carry out this Agreement.
(b) The Acquiring Fund is registered under the 1940 Act as an open-end,
management investment company, and such registration has not been revoked
or rescinded and is in full force and effect.
(c) The current prospectus and statement of additional information of the
Acquiring Fund conform in all material respects to the applicable
requirements of the 1933 Act and the 1940 Act and the rules and regulations
of the Commission thereunder and do not include any untrue statement of a
material fact or omit to state any material fact required to be stated
therein or necessary to make the statements therein, in light of the
circumstances under which they were made, not misleading.
(d) The Acquiring Fund is not, and the execution, delivery and performance of
this Agreement will not result, in material violation of its Declaration of
Trust or By-Laws or of any agreement, indenture, instrument, contract,
lease or other undertaking to which the Acquiring Fund is a party or by
which it is bound or result in the acceleration of any obligation, or the
imposition of any penalty under any agreement, judgement or decree to which
the Acquiring Fund is a party or by which it is bound.
(e) No litigation or administrative proceeding or investigation of or before
any court or governmental body is currently pending or to its knowledge
threatened against the Acquiring Fund or any of its properties or assets
which, if adversely determined, would materially and adversely affect its
financial condition or the conduct of its business. The Acquiring Fund
knows of no facts which might form the basis for the institution of such
proceedings, and is not a party to or subject to the provisions of any
order, decree or judgment of any court or governmental body which
materially and adversely affects its business or its ability to consummate
the transactions contemplated herein.
(f) The statements of assets and liabilities, including portfolios of
investments, of the Acquiring Fund at February 28, 2003 and 2002, and
related statements of operations, statements of changes in net assets and
financial highlights for the years then ended, have been audited by Ernst
and Young LLP, independent auditors. Such audited statements have been
prepared in accordance with generally accepted accounting principles,
consistently applied, and such statements (copies of which have been
furnished to the Acquired Fund) fairly reflect the financial condition of
the Acquiring Fund as of such date and there are no known contingent
liabilities of the Acquiring Fund as of such dates not disclosed therein.
(g) Since February 28, 2003, there has not been any material adverse change in
the Acquiring Fund's financial condition, assets, liabilities or business
other than changes occurring in the ordinary course of business, or any
incurrence by the Acquiring Fund of any indebtedness, except as otherwise
disclosed to and accepted by the Acquired Fund.
(h) At the Closing Date, all Federal and other tax returns and reports of the
Acquiring Fund required by law then to be filed shall have been filed, and
all Federal and other taxes shown as due on said returns and reports shall
have been paid or provision shall have been made for the payment thereof.
(i) For each fiscal year of its operation, the Acquiring Fund has met the
requirements of Subchapter M of the Code for qualification and treatment as
a regulated investment company.
(j) All Acquiring Fund Shares are, and at the Closing Date will be, duly and
validly issued and outstanding, fully paid and non-assessable. The
Acquiring Fund does not have outstanding any options, warrants or other
right to subscribe for or purchase any of the Acquiring Fund Shares, nor is
there outstanding any security convertible into any Acquiring Fund Shares.
(k) The execution, delivery and performance of this Agreement will have been
duly authorized prior to the Closing Date by all necessary action, if any,
on the part of the Acquiring Fund's Trustees, and this Agreement will
constitute the valid and legally binding obligation of the Acquiring Fund
enforceable in accordance with its terms, subject to the effect of
bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance
and other similar laws relating to or affecting creditors' rights generally
and court decisions with respect thereto, and to general principles of
equity and the discretion of the court (regardless of whether the
enforceability is considered in a proceeding in equity or at law).
(l) The Prospectus/Proxy Statement to be included in the Registration Statement
(only insofar as it relates to the Acquiring Fund) will, on the effective
date of the Registration Statement and on the Closing Date, not contain any
untrue statement of a material fact or omit to state a material fact
required to be stated therein or necessary to make the statements therein,
in light of the circumstances under which such statements were made, not
misleading.
(m) Federated Investors, Inc. and Riggs Investment Advisors, Inc. have agreed
to assume the expenses of the Reorganization including accountants' fees,
legal fees, transfer taxes (if any), the fees of banks and transfer agents
and the costs of preparing, printing, copying and mailing proxy
solicitation materials to the Acquired Fund Shareholders and the costs of
holding the Special Meeting of Shareholders.
(n) No consideration other than Acquiring Fund Shares will be issued in
exchange for the assets of the Acquired Fund in the Reorganization.
(o) No governmental consents, approvals, authorizations or filings are required
under the 1933 Act, the Securities Exchange Act of 1934 (the "1934 Act"),
or the 1940 Act for the execution or performance of this Agreement by the
Acquiring Fund, on behalf of the Acquiring Fund, except for (a) the filing
with the SEC of the Registration Statement; and (b) such consents,
approvals, authorizations, and filings as may have been made or received or
as may be required subsequent to the Closing.
5. COVENANTS OF THE ACQUIRING FUND AND THE ACQUIRED FUND
5.1 The Acquiring Fund and the Acquired Fund each will operate its business in
the ordinary course between the date hereof and the Closing Date, it being
understood that such ordinary course of business will include customary
dividends and distributions.
5.2 Riggs Funds will call a meeting of the Acquired Fund Shareholders to
consider and act upon this Agreement and to take all other action necessary
to obtain approval of the transactions contemplated herein.
5.3 Subject to the provisions of this Agreement, the Acquiring Fund and the
Acquired Fund will each take, or cause to be taken, all action, and do or
cause to be done, all things reasonably necessary, proper or advisable to
consummate and make effective the transactions contemplated by this
Agreement.
5.4 As promptly as practicable, but in any case within sixty days after the
Closing Date, the Acquired Fund shall furnish to the Acquiring Fund, in
such form as is reasonably satisfactory to the Acquiring Fund, a statement
of the earnings and profits of the Acquired Fund for Federal income tax
purposes which will be carried over to the Acquiring Fund as a result of
Section 381 of the Code and which will be certified by the Acquired Fund's
President and its Treasurer.
5.5 The Acquired Fund will provide the Acquiring Fund with information
reasonably necessary for the preparation of a Prospectus/Proxy Statement,
referred to in paragraph 4.1(n), all to be included in a Registration
Statement on Form N-14 of the Acquiring Fund (the "Registration
Statement"), in compliance with the 1933 Act, the 1934 Act, and the 1940
Act in connection with the meetings of the Acquired Fund Shareholders to
consider approval of this Agreement and the transactions contemplated
herein.
5.6 The Acquiring Fund agrees to use all reasonable efforts to obtain the
approvals and authorizations required by the 1933 Act, the 1940 Act and
such of the state Blue Sky or securities laws as it may deem appropriate in
order to continue its operations after the Closing Date.
5.7 On or before the Valuation Date, the Acquired Fund shall have declared and
paid a dividend or dividends, with a record date and ex-dividend date on or
before the Valuation Date, which, together with all previous dividends,
shall have the effect of distributing to its shareholders all of its
investment company taxable income (computed without regard to any deduction
for dividends paid), if any, plus the excess of its interest income, if
any, excludible from gross income under Section 103(a) of the Code over its
deductions disallowed under Section 265 and 171(a)(2) of the Code for all
taxable periods or years ending on or the Closing Date, and all of its net
capital gain realized (after reduction for any capital loss carryforward),
if any, in all taxable periods or years ending on or before the Closing
Date.
6. CONDITIONS PRECEDENT TO OBLIGATIONS OF THE ACQUIRING FUND.
The obligations of the Acquiring Fund to complete the transactions provided
for herein shall be subject, at its election, to the performance by the Acquired
Fund of all the obligations to be performed by it hereunder on or before the
Closing Date and, in addition thereto, the following conditions:
6.1 All representations and warranties of the Acquired Fund contained in this
Agreement shall be true and correct in all material respects as of the date
hereof and, except as they may be affected by the transactions contemplated
by this Agreement, as of the Closing Date with the same force and effect as
if made on and as of the Closing Date.
6.2 The Acquired Fund shall have delivered to the Acquiring Fund a statement of
the Acquired Fund's assets, together with a list of the Acquired Fund's
portfolio securities showing the tax costs of such securities by lot and
the holding periods of such securities, as of the Closing Date, certified
by the Treasurer of the Acquired Fund.
6.3 The Acquired Fund shall have delivered to the Acquiring Fund on the Closing
Date a certificate executed in its name by its President or Vice President
and its Treasurer or Assistant Treasurer, in form and substance
satisfactory to the Acquiring Fund, to the effect that the representations
and warranties of the Acquired Fund made in this Agreement are true and
correct at and as of the Closing Date, except as they may be affected by
the transactions contemplated by this Agreement, and as to such other
matters as the Acquiring Fund shall reasonably request.
7. CONDITIONS PRECEDENT TO OBLIGATIONS OF THE ACQUIRED FUND.
The obligations of the Acquired Fund to consummate the transactions
provided herein shall be subject, at its election, to the performance by the
Acquiring Fund of all the obligations to be performed by it hereunder on or
before the Closing Date and, in addition thereto, the following conditions:
7.1 All representations and warranties of the Acquiring Fund contained in this
Agreement shall be true and correct in all material respects as of the date
hereof and, except as they may be affected by the transactions contemplated
by this Agreement, as of the Closing Date with the same force and effect as
if made on and as of the Closing Date.
7.2 The Acquiring Fund shall have delivered to the Acquired Fund on the Closing
Date a certificate executed in its name by its President or Vice President
and its Treasurer or Assistant Treasurer, in form and substance reasonably
satisfactory to the Acquired Fund, to the effect that the representations
and warranties of the Acquiring Fund made in this Agreement are true and
correct at and as of the Closing Date, except as they may be affected by
the transactions contemplated by this Agreement, and as to such other
matters as the Acquired Fund shall reasonably request.
8. FURTHER CONDITIONS PRECEDENT TO THE OBLIGATIONS OF THE ACQUIRING FUND AND
THE ACQUIRED FUND.
If any of the conditions set forth below do not exist on or before the
Closing Date with respect to the Acquired Fund or the Acquiring Fund, the other
party to this Agreement shall, at its option, not be required to consummate the
transactions contemplated by this Agreement.
8.1 The Agreement and the transactions contemplated herein shall have been
approved by the requisite vote of the holders of the outstanding shares of
the Acquired Fund in accordance with the provisions of Riggs Funds'
Declaration of Trust.
8.2 On the Closing Date, no action, suit or other proceeding shall be pending
before any court or governmental agency in which it is sought to restrain
or prohibit, or obtain damages or other relief in connection with, this
Agreement or the transactions contemplated herein.
8.3 All consents of other parties and all other consents, orders and permits of
Federal, state and local regulatory authorities (including those of the
Commission and of state Blue Sky and securities authorities) deemed
necessary by the Acquiring Fund or the Acquired Fund to permit
consummation, in all material respects, of the transactions contemplated
hereby shall have been obtained, except where failure to obtain any such
consent, order or permit would not involve a risk of a material adverse
effect on the assets or properties of the Acquiring Fund or the Acquired
Fund, provided that either party hereto may for itself waive any of such
conditions.
8.4 The Registration Statement shall have become effective under the 1933 Act
and no stop orders suspending the effectiveness thereof shall have been
issued and, to the best knowledge of the parties hereto, no investigation
or proceeding for that purpose shall have been instituted or be pending,
threatened or contemplated under the 1933 Act.
8.5 The parties shall have received an opinion of Dickstein Shapiro Morin &
Oshinsky LLP substantially to the effect that for Federal income tax
purposes:
(a) The transfer of all of the Acquired Fund assets to the Acquiring Fund
solely in exchange for the Acquiring Fund Shares and the distribution of
the Acquiring Fund Shares to the shareholders of the Acquired Fund in
dissolution and liquidation of the Acquired Fund will constitute a
"reorganization" within the meaning of Section 368(a) (1) of the Code, and
the Acquiring Fund and the Acquired Fund each will be a "party to a
reorganization" within the meaning of Section 368(b) of the Code.
(b) No gain or loss will be recognized by the Acquiring Fund upon the receipt
of the assets of the Acquired Fund solely in exchange for the Acquiring
Fund Shares.
(c) No gain or loss will be recognized by the Acquired Fund upon the transfer
of the Acquired Fund assets to the Acquiring Fund solely in exchange for
the Acquiring Fund Shares or upon the distribution (whether actual or
constructive) of the Acquiring Fund Shares to the Acquired Fund
Shareholders in exchange for their shares of the Acquired Fund Shares.
(d) No gain or loss will be recognized by any Acquired Fund Shareholder upon
the exchange of its Acquired Fund Shares for Acquiring Fund Shares.
(e) The aggregate tax basis of the Acquiring Fund Shares received by each
Acquired Fund Shareholder pursuant to the Reorganization will be the same
as the aggregate tax basis of the Acquired Fund Shares held by it
immediately prior to the Reorganization. The holding period of the
Acquiring Fund Shares received by each Acquired Fund Shareholder will
include the period during which the Acquired Fund Shares exchanged therefor
were held by such shareholder, provided the Acquired Fund Shares are held
as capital assets at the time of the Reorganization
(f) The tax basis of the Acquired Fund's assets acquired by the Acquiring Fund
will be the same as the tax basis of such assets to the Acquired Fund
immediately prior to the Reorganization. The holding period of the assets
of the Acquired Fund in the hands of the Acquiring Fund will include the
period during which those assets were held by the Acquired Fund.
8.6 The foregoing opinion may state that no opinion as to the effect of the
Reorganization on the Acquiring Fund, the Acquired Fund or any Acquired
Fund Shareholder with respect to any asset as to which any unrealized gain
or loss is required to be recognized for federal income tax purposes at the
end of a taxable year (or on the termination or transfer thereof) under a
mark-to-market system of accounting.
9. TERMINATION OF AGREEMENT.
9.1 This Agreement and the transactions contemplated hereby with respect to the
Reorganization may be terminated and abandoned by resolution of the Board
of Trustees of the Acquiring Fund or Riggs Funds at any time prior to the
Closing Date if circumstances should develop that, in the opinion of either
of the parties' Board of Trustees, make proceeding with the Agreement with
respect to the Reorganization inadvisable.
9.2 If this Agreement is terminated and the exchange contemplated hereby is
abandoned pursuant to the provisions of this Section 9, this Agreement
shall become void and have no effect, without any liability on the part of
any party hereto or the trustees, officers or shareholders of the Acquiring
Fund or Riggs Funds, in respect of this Agreement.
10. WAIVER.
At any time prior to the Closing Date, any of the foregoing conditions may
be waived by the Board of Trustees of the Acquiring Fund or Riggs Funds, if, in
the judgment of either, such waiver will not have a material adverse effect on
the benefits intended under this Agreement to the shareholders of the Acquiring
Fund or of the Acquired Fund, as the case may be.
11. MISCELLANEOUS.
11.1 None of the representations and warranties included or provided for herein
shall survive consummation of the transactions contemplated hereby.
11.2 This Agreement contains the entire agreement and understanding between the
parties hereto with respect to the subject matter hereof, and merges and
supersedes all prior discussions, agreements, and understandings of every
kind and nature between them relating to the subject matter hereof. Neither
party shall be bound by any condition, definition, warranty or
representation, other than as set forth or provided in this Agreement or as
may be set forth in a later writing signed by the party to be bound
thereby.
11.3 This Agreement shall be governed and construed in accordance with the
internal laws of the Commonwealth of Massachusetts, without giving effect
to principles of conflict of laws.
11.4 This Agreement may be executed in any number of counterparts, each of
which, when executed and delivered shall be deemed to be an original.
11.5 This Agreement shall bind and inure to the benefit of the parties hereto
and their respective successors and assigns, but no assignment or transfer
hereof of any rights or obligations hereunder shall be made by any party
without the written consent of the other party. Nothing herein expressed or
implied is intended or shall be construed to confer upon or give any
person, firm or corporation, other than the parties hereto and their
respective successors and assigns, any rights or remedies under or by
reason of this Agreement.
11.6 It is expressly agreed that the obligations of the Acquiring Fund shall not
be binding upon any of the Acquiring Fund Trustees, shareholders, nominees,
officers, agents or employees of the Acquiring Fund personally, but shall
bind only the trust property of the Acquiring Fund as provided in the
Declaration of Trust of the Acquiring Fund. The execution and delivery of
this Agreement have been authorized by the Trustees of the Acquiring Fund
and signed by authorized officers of the Acquiring Fund acting as such.
Neither the authorization of such Trustees nor the execution and delivery
by such officers shall be deemed to have been made by any of them
individually or to impose any liability on any of them personally, but
shall bind only the trust property of the Acquiring Fund as provided in the
Acquiring Fund's Declaration of Trust.
11.7 It is expressly agreed that the obligations of the Acquired Fund hereunder
shall not be binding upon any of the Riggs Funds' Trustees, shareholders,
nominees, officers, agents or employees of Riggs Funds personally, but
shall bind only the trust property of the Acquired Fund, as provided in the
Declaration of Trust of Riggs Funds. The execution and delivery of this
Agreement have been authorized by the Trustees of Riggs Funds on behalf of
the Acquired Fund and signed by authorized officers of Riggs Fund, acting
as such. Neither the authorization by such Trustees nor the execution and
delivery of such officers shall be deemed to have been made by any of them
individually or to impose any liability on any of them personally, but
shall bind only the trust property of the Acquired Fund as provided in the
Riggs Funds' Declaration of Trust.
11.8 The obligations of the Acquired Fund and the Acquiring Fund hereunder shall
be enforceable against the assets held with respect to the Acquired Fund or
Acquiring Fund only and not against any other series of Riggs Funds or the
Acquiring Fund, as the case may be, or against Riggs Funds or the Acquiring
Fund generally.
IN WITNESS WHEREOF, each of the Acquired Fund and the Acquiring Fund, and
with respect to sections 4.1(o) and 4.2(m) hereof, Federated Investors, Inc. and
Riggs Investment Advisors, Inc., has caused this Agreement and Plan of
Reorganization to be executed and attested on its behalf by its duly authorized
representatives as of the date first above written.
Acquired Fund:
RIGGS FUNDS
on behalf of its Portfolio,
RIGGS U.S. GOVERNMENT SECURITIES FUND
Attest:
By:
Assistant Secretary
Name:
Title:
Acquiring Fund:
FEDERATED TOTAL RETURN GOVERNMENT BOND FUND
Attest:
By:
Assistant Secretary
Name:
Title:
FEDERATED INVESTORS, INC.
with respect to the Agreement described in
Sections 4.1(o) and 4.2(m) of the Agreement
Attest:
By:
Assistant Secretary
Name:
Title:
RIGGS INVESTMENT ADVISORS, INC.
with respect to the Agreement described in
Sections 4.1(o) and 4.2(m) of the Agreement
Attest:
By:
Assistant Secretary
Name:
Title:
EXHIBIT B
MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE
FEDERATED CAPITAL APPRECIATION FUND
Annual Report October 31, 2002
David P. Gilmore
Vice President
Federated Investment Management Company
Investment Review
Q. How would you characterize the investment environment for stocks over the
past 12 months?
A. Economic recovery in the United States has been less sure-footed than many
analysts had expected, and it certainly has occurred more slowly than
investors have hoped. After a period of positive returns late in 2001 and
early this year, especially for small- and mid-cap stocks, equities resumed
their downward trend. Hopes of stronger earnings growth faded mid-year due
to corporate earnings warnings. Any economic improvements that did occur
were overshadowed by news of corporate fraud and accounting scandals as
well as terrorism fears and concerns about conflicts with Iraq. Against
this backdrop, the third quarter of 2002 was the thirteenth-worst quarter
on record since 1924 for the S&P 500 Index, which returned (17.00)% for the
quarter.1
Overall, no equity class was immune to deeper bear market losses, and
stocks at all capitalization levels, in both the growth and value camps,
delivered negative performances. Later in the fund's fiscal year, larger
companies and growth stocks fared somewhat better than others, potentially
reflecting a change in the market leadership that has favored smaller companies
and the value style of investing since the stock bubble burst in the spring of
2000. Sectors that performed well on a relative basis included Health Care,
Consumer Staples and Financials. Telecommunication Services, Information
Technology and Materials were the worst performers.
Q. How did Federated Capital Appreciation Fund perform during this reporting
period, and what factors influenced performance?
A. For the 12-month reporting period ended October 31, 2002, the fund's Class
A, B and C shares produced total returns of (13.10)%, (13.76)%, and
(13.73)%, respectively, based on net asset value. The fund's benchmark, the
S&P 500 Index, returned (15.11)%during the reporting period. Although the
fund's returns were negative, Federated Capital Appreciation Fund
outperformed its peer group as measured by the Lipper Multi-Cap Core Funds
Average,2 which produced a total return of (14.82)% for the same period.
Earlier this year, our underweighted position in the Information Technology
and Telecommunications Services sectors, together with stock selection in Health
Care, Industrials and Information Technology, drove fund performance.
Additionally, our initial overweighted position in Energy proved to be a good
move for the fund. Stocks within the Consumer Discretionary and Consumer Staples
areas, however, along with our Financials sector underweighting held back
returns somewhat. Top-performing holdings for the fund included Abbott
Laboratories, Omnicom Group, Inc., Zimmer Holdings, Inc., Pharmacia Corp. and
Mylan Laboratories. Positions that impacted the fund negatively included
Microsoft Corp., St. Jude Medical, Inc., Bowater, Inc. and MeadWestvaco Corp.
As you may recall, the split between value and growth holdings in Federated
Capital Appreciation Fund ranges between 60%-40% either way. We have been adding
recently to the growth portion of our portfolio as the risk/reward in these
securities has been looking more attractive. As of October 31, 2002, the fund
held 44% of its assets in value stocks and the remaining 56% in growth stocks.
Q. What industry sectors have you underweighted and overweighted in the fund?
A. Earlier this year, we trimmed our exposure in Health Care, Utilities and
Energy. We used proceeds from those sales to take advantage of attractive
opportunities in Financials, Technology and Telecommunications, after
having been underweight in those areas during the first half of the fund's
fiscal year. We continued to add to our regional Bell carrier
exposure--bringing the fund to its first overweight position in the
Telecommunications sector in two years--on the belief that there is value
to be recognized in this sector. We also have maintained a significant
emphasis on pharmaceuticals companies, which generally have low valuations
at this time, but we have little exposure to retail stocks given concerns
about consumer spending.
Q. What were the fund's top ten holdings and industry weightings?
A. The top ten holdings and sector weightings as of October 31, 2002 were as
follows:
Security Name Security Sector Percentage of
Net Assets
Microsoft Corp. Information Technology 2.7%
Pfizer, Inc. Health Care 2.3%
Pharmacia Corp. Health Care 2.0%
Abbott Laboratories Health Care 1.9%
Bear Stearns Cos., Inc. Financials 1.9%
Block (H&R), Inc. Industrials 1.8%
Citigroup, Inc. Financials 1.8%
Exxon Mobil Corp. Energy 1.8%
Wells Fargo & Co. Financials 1.8%
Coca-Cola Co. Consumer Staples 1.7%
TOTAL 19.7%
Percentage of Percentage of
Sector Net Assets S&P 500 Index
Health Care 19.5% 14.9%
Financials 15.7% 20.6%
Industrials 12.3% 11.4%
Information Technology 11.7% 14.3%
Consumer Staples 11.4% 9.8%
Consumer Discretionary 9.2% 13.6%
Energy 6.7% 5.8%
Telecommunication Services 5.2% 4.4%
Utilities 3.1% 2.6%
Materials 2.6% 2.6%
Other 2.6% --
Q. What were some of the fund's recent purchases?
A. Purchases of special note made during the reporting period include the
following:
Lincoln National Corp. (0.7%of net assets): We used proceeds from our sale
of Metropolitan Life Insurance to buy this leading life insurer at near-book
value. The company has a leading franchise in the variable annuity market which
we believe is under appreciated. It also is right-sizing its cost structure and
cleaning up its balance sheet.
UST, Inc. (0.8% of net assets) is the leader in moist, smokeless tobacco,
and the stock currently provides yields of over 7% without the litigation risk
that plagues the cigarette manufacturers.
Wal-Mart Stores, Inc. (1.3% of net assets) is the world's largest retailer
(7% market share) and has plenty of room to grow as it expands its "supercenter"
format and international operations. Strong cost controls and a low pricing
strategy make the company less vulnerable to a potential slowdown in consumer
spending.
Verizon Communications, Inc. (1.7% of net assets) is a regional Bell
carrier well positioned to grow faster in a deregulated market as it enters the
long distance market. A strong wireless operation has helped to mitigate
wireline cannibalization, and strong free cash flow has enabled Verizon to pay a
healthy 4% dividend. 1 The S&P 500 Index is an unmanaged capitalization-weighted
index of 500 stocks designed to measure performance of the broad domestic
economy through changes in the aggregate market value of 500 stocks representing
all major industries. Investments cannot be made in an index. 2 Lipper figures
represent the average total returns reported by all mutual funds designated by
Lipper Inc. as falling into the respective categories indicated. Lipper figures
do not reflect sales charges.
FEDERATED CAPITAL APPRECIATION FUND-CLASS A SHARES
GROWTH OF A $10,000 INVESTMENT
The graph below illustrates the hypothetical investment of $10,0001 in the
Federated Capital Appreciation Fund (Class A Shares) (the "Fund") from October
31, 1992 to October 31, 2002 compared to the Standard and Poor's 500 Index (S&P
500)2 and the Lipper Multi Cap Core Funds Average (LMCCFA).3
[GRAPHIC ILLUSTRATION--FEDERATED CAPITAL APPRECIATION FUND-CLASS
A SHARES]
The graphic presentation here displayed consists of a line
graph. The corresponding components of the line graph are listed
underneath. The Class A Shares of Federated Capital Appreciation
Fund (the "Fund") is represented by a solid line. The Standard &
Poor's 500 Index ("S&P 500") is represented by a dotted line and
the Lipper Multi Cap Core Funds Average "LMCCFA") is represented
by a broken line. The line graph is a visual representation of a
comparison of change in value of a $10,000 hypothetical
investment in the Class A Shares of the Fund, the S&P 500 and the
LMCCFA. The "x" axis reflects computation periods from 10/31/1992
to 10/31/2002. The "y" axis reflects the cost of the investment.
The right margin reflects the ending value of the hypothetical
investment in the Fund's Class A Shares, as compared to the S&P
500 and the LMCCFA. The ending values were $31,769, $25,655 and
$22,952, respectively.
Average Annual Total Return4 for the Period Ended October 31, 2002
1 Year (17.89)%
5 Years 4.21%
10 Years 11.62%
Start of Performance (1/1/1977) 12.68%
Past performance is no guarantee of future results. Returns shown do not
reflect the deduction of taxes that a shareholder would pay on Fund
distributions or the redemption of Fund shares. For after-tax returns, visit
www.federatedinvestors.com. Investment return and principal value will fluctuate
so that an investors shares when redeemed, may be worth more or less than their
original cost. Mutual funds are not obligations of or guaranteed by any bank and
are not federally insured.
1 Represents a hypothetical investment of $10,000 in the Fund with no sales
load. Effective November 14, 1995, the maximum sales charge was 5.50%
($10,000 investment minus $550 sales charge = $9,450). Effective January 1,
1996, the fiscal year end of this Fund was changed from December 31 to
October 31. The Fund's performance assumes the reinvestment of all
dividends and distributions. The S&P 500 and the LMCCFA have been adjusted
to reflect reinvestment of dividends on securities in the index and the
average.
2 The S&P 500 is not adjusted to reflect sales charges, expenses, or other
fees that the Securities and Exchange Commission (SEC) requires to be
reflected in the Fund's performance. The index is unmanaged.
3 The LMCCFA represents the average of the total returns reported by all of
the mutual funds designated by Lipper Analytical Services, Inc. as falling
into the category indicated, and is not adjusted to reflect any sales
charges. However, these total returns are reported net of expenses or other
fees that the SEC requires to be reflected in a fund's performance.
4 Total returns quoted reflect all applicable sales charges.
FEDERATED KAUFMANN FUND
Annual Report October 31, 2002
Lawrence Auriana
Portfolio Co-Manager Federated Investment Management Company
Hans Utsch
Portfolio Co-Manager Federated Investment Management Company
Investment Review
Dear Shareholder:
We are pleased to report that, despite a highly difficult stock market, the
Federated Kaufmann Fund (the "Fund") outperformed its peer group by a wide
margin. The Fund's total returns, based on net asset value were (8.90)%1 for
Class A Shares, and (9.20)%1 for Class B and Class C Shares for the 12 months
ended October 31, 2002, compared with a decline of (20.60)% for the Lipper
Multi-Cap Growth Index (LMCGI).2
The following graphs illustrate a hypothetical investment of $10,0001 in
the Fund for the 15-year period ended October 31, 2002, compared to the Russell
Mid-Cap Growth Index (RMGI)3 and the LMCGI.
The Fund is the successor to The Kaufmann Fund, Inc. (Kaufmann Fund)
pursuant to a reorganization on April 23, 2001. Prior to that date, the Fund's
Class A, B, and C Shares had no investment operations.
Accordingly, the performance information provided is historical information
of the Kaufmann Fund, but has been adjusted to reflect the sales charges and
expenses applicable to the Fund's Class A, B, and C Shares. The Fund's
performance assumes the reinvestment of all dividends and distributions.
The equity markets continue to be challenged by economic, budgetary and
geopolitical uncertainties and, in addition, by growing investor distrust of
corporate managements. In such an environment, we believe that it is especially
important to genuinely know the managements and understand the business models,
competitive advantages and corporate cultures of the companies in which one
invests. Fortunately, this has been the essence of Federated Kaufmann's
investment process for over 15 years and, we believe, the basis for our superior
long-term performance.
The biggest gainers over the reporting period have all been profitable,
well-managed, fast-growing companies including: PETsMART, Inc. (pet superstores,
9.0% of net assets), Lincare Holdings, Inc. (home respiratory therapy, 5.6% of
net assets), Concord EFS, Inc. (electronic fund transfer services, 1.2% of net
assets) and Affiliated Computer Services, Inc. (data processing services, 2.9%
of net assets).
These investments have something else in common. They are in businesses
that we have come to know well after many years of observation and study. For
example, we started buying PETsMART, Inc. in 1998, having followed it since 1993
when it went public. We first bought Lincare Holdings, Inc. in 1992, and we
initially bought Concord EFS, Inc. and Affiliated Computer Services, Inc. in
1994.
Of course, we are always establishing new positions in companies that we
believe--based on fundamental research, personal contacts with management,
customers and competitors--have excellent growth prospects, strong franchises,
superior returns on capital, solid balance sheets and, above all, great
management. Recently, for example, the Fund bought shares of Inveresk Research
Group, Inc. and Advance Auto Parts, Inc. on their initial public offerings. The
decision to add these positions to our portfolio was based, to a large extent,
on years of buying and selling stocks of other companies in similar businesses.
We believe our many years of experience give us an information advantage in our
stock selection.
Our investment strategy has not changed: We continue to focus on individual
companies (not market sectors) that have strengthening fundamentals for both
near-term and long-term growth in sales and earnings. While many of the elements
necessary for an economic recovery appear to be in place, there is a good
likelihood that the pace of recovery will continue to be relatively modest. In
such a case, companies with strong growth prospects should become relatively
more valuable because they will be harder to find.
The Fund's underweight in the Technology sectors helped the Fund outperform
its benchmark over the reporting period. In these sectors, we are patiently
waiting either for prices to correct or for business fundamentals to catch up to
prices. Once the supply and demand disturbances of the last few years begin to
be resolved, we think some of the great companies that we have followed for
years, and know well, should present attractive investment opportunities.
Looking ahead, we are optimistic that the U.S. economy may be coming off a
bottom. Many of our portfolio holdings have the potential to benefit from an
economic upturn, and they are dominant competitors.
In summary, we are pleased with the fund's portfolio and despite the many
economic and geopolitical uncertainties affecting the market, our intensive
company-specific fieldwork has been turning up attractive new investment
opportunities.
As always, we thank you for your support and look forward to serving you
for many years to come.
Sincerely yours,
Hans Utsch Lawrence Auriana
Portfolio Co-Manager Portfolio Co-Manager
December 16, 2002
1 Past performance is no guarantee of future results. Investment return and
principal value will fluctuate so that an investor's shares, when redeemed,
may be worth more or less than the original cost. Total returns for the
period, based on offering price, (i.e., less any sales charge or redemption
fee) for Class A , B, and C Shares were (13.91)%, (13.79)%, and (10.03)%,
respectively. Current performance information is available at our Web sites
www.federatedinvestors.com or by calling 1-800-341-7400.
2 Lipper figures represent the average of the total returns reported by all
mutual funds designated by Lipper, Inc. as falling into the category
indicated. Lipper figures do not reflect sales charges.
3 The RMGI measures the performance of those Russell mid-cap companies with
higher price-to-book ratios and higher forecasted growth values. The stocks
are also members of the Russell 1000 Growth Index. Investments cannot be
made in an index.
FEDERATED KAUFMANN FUND--CLASS A SHARES
Growth of a $10,0000 Investment
[GRAPHIC ILLUSTRATION--FEDERATED KAUFMANN FUND-CLASS A SHARES]
The graphic presentation here displayed consists of a line graph. The
corresponding components of the line graph are listed underneath. The Class A
Shares of Federated Kaufmann Fund (the "Fund") is represented by a solid line.
The Russell Mid-Cap Growth Index ("RMGI") is represented by a dotted line and
the Lipper MultiCap Growth Index ("LMCGI") is represented by a broken line. The
line graph is a visual representation of a comparison of change in value of a
$10,000 hypothetical investment in the Class A Shares of the Fund, the RMGI and
the LMCGI. The "x" axis reflects computation periods from 10/31/1987 to
10/31/2002. The "y" axis reflects the cost of the investment. The right margin
reflects the ending value of the hypothetical investment in the Fund's Class A
Shares, as compared to the RMGI and the LMCGI. The ending values were $113,861,
$45,732 and $41,254, respectively.
Average Annual Total Return for the Period Ended 10/31/2002
5 10 15
1 Year 2 Years Years Years Years
Federated Kaufmann Fund -- Class A
Shares2 (8.90)% (9.20)% 3.81% 12.83% 17.92%
Russell Mid-Cap Growth Index3 (17.62)%(31.34)%(1.62)% 7.43% 10.50%
Lipper Multi-Cap Growth Index3 (20.60)%(32.16)%(2.75)% 7.19% 9.91%
Past performance is no guarantee of future results. Returns shown do not
reflect the deduction of taxes that a shareholder would pay on Fund
distributions or the redemption of Fund shares. For after-tax returns, visit
www.federatedinvestors.com. Investment return and principal value will
fluctuate, so that when an investor's shares, when redeemed, may be worth more
or less than original cost. Mutual funds are not obligations of or guaranteed by
any bank and are not federally insured.
1 Represent a hypothetical investment of $10,000 in the Fund after deducting
the maximum sales charge of 5.50% ($10,000 investment minus $550 sales
charge = $9,450). The Fund's performance assumes the reinvestment of all
dividends and distributions. The RMGI and the LMCGI have been adjusted to
reflect reinvestment of all dividends on securities in the index.
2 Performance shown is for the Fund's Class A Shares at net asset value.
Based on the maximum sales charge of 5.50%, the Fund's Class A Shares'
average annual 1-year, 2-year, 5-year, 10-year and 15-year total returns
were (13.91)%, (11.73)%, 2.64%, 12.20% and 17.48%, respectively. Additional
classes of shares are available. Performance for these classes will vary
due to differences in charges and expenses.
3 The RMGI and the LMCGI are not adjusted to reflect sales charges, expenses,
or other fees that the Securities and Exchange Commission (SEC) requires to
be reflected in the Fund's performance. These indexes are unmanaged.
FEDERATED TOTAL RETURN GOVERNMENT BOND FUND
MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE
Annual Report for the 12 Months Ended February 28, 2003
Investment Review
Federated Total Return Government Bond Fund invests in U.S. government
securities that include U.S. Treasury, agency and mortgage-backed securities.
The fund's average duration is managed within 20% of the duration of the Lehman
Brothers Government Bond Index (LBGB).1
U.S. government bonds were top performers again during the fund's annual
reporting period as economic growth was dampened by corporate scandals, equity
market declines and the war on terrorism. Treasury yields moved higher early in
the reporting period as the economy showed signs of recovery and the Federal
Reserve Board (the "Fed") shifted from its easing bias in effect since December
2000 to a neutral bias in March 2002. Yields of 5-year and 10-year Treasury
notes rose from 4.19% and 4.88%, respectively, at the end of February 2002 to
4.84% and 5.43% in late March/early April 2002.
However, corporate accounting scandals and equity market declines fueled a
flight to quality into U.S. government securities, especially the front end of
the yield curve, during the summer. Also, geopolitical uncertainty was on the
rise due to the looming war with Iraq and escalating tensions with North Korea.
These factors, combined with weaker economic data in the latter half of the
reporting period, drove market speculation of a double-dip recession. Heightened
geopolitical risks and weaker economic data prompted the Fed to lower the
federal funds target rate to 1.25% in early November 2002 after leaving the rate
unchanged at 1.75% all year. The Treasury yield curve steepened significantly as
shorter-term yields declined more than longer-term yields and yields of 5-year
and 10-year Treasury notes fell to 2.66% and 3.69%, respectively, by the end of
February 2003.
Almost one third of the fund was invested in government agency securities
and one fourth in government mortgage backed securities during much of the
reporting period. The fund's agency and mortgage backed positions were reduced
late in the reporting period as a result of agency and mortgage backed
securities outperforming Treasury securities on a duration--adjusted basis
during the reporting period. At the end of February 2003, 26% of the fund was
invested in government agency securities and 18% was invested in government
mortgage backed securities, and the fund's average duration was within its
neutral range at 4.7 years. The fund's net total return for the year ended
February 28, 2003 was 11.81% for the Institutional Shares versus 11.26% for the
LBGB.2
1 Duration is a measure of a security's price sensitivity to changes in
interest rates. Securities with longer durations are more sensitive to
changes in interest rates than securities of shorter durations. LBGB is a
material value weighted index of U.S. government and government agency
securities with maturities of one year or more. This index is unmanaged,
and investments cannot be made in an index.
2 Past performance is no guarantee of future results. Investment return and
principal value will fluctuate, so that an investor's shares, when
redeemed, may be worth more or less than their original cost. Current
performance information is available at our website
www.federatedinvestors.com or by calling 1-800-341-7400.
FEDERATED TOTAL RETURN GOVERNMENT BOND FUND-INSTITUTIONAL SERVICE SHARES
Growth of a $25,000 Investment in Federated Total Return Government Bond Fund
The graph below illustrates the hypothetical investment of $25,0001 in the
Federated Total Return Government Bond Fund (Institutional Service Shares) (the
"Fund") from October 19, 1995 (start of performance) to February 28, 2003,
compared to the Lehman Brothers Government Bond Index (LBGB).2
[GRAPHIC ILLUSTRATION--FEDERATED TOTAL RETURN GOVERNMENT BOND FUND-INSTITUTIONAL
SERVICE SHARES]
The graphic presentation here displayed consists of a line graph. The
corresponding components of the line graph are listed underneath. The
Institutional Service Shares of Federated Total Return Government Bond
Fund (the "Fund") is represented by a solid line. The Lehman Brothers
Government Bond Index ("LBGB) is represented by a dotted line. The
line graph is a visual representation of a comparison of change in
value of a $25,000 hypothetical investment in the Institutional
Service Shares of the Fund and the LBGB. The "x" axis reflects
computation periods from 10/19/1995 to 2/28/2003. The "y" axis
reflects the cost of the investment. The right margin reflects the
ending value of the hypothetical investment in the Fund's
Institutional Service Shares, as compared to the LBGB. The ending
values were $42,085 and 43,393, respectively.
Average Annual Total Returns for the Period Ended 2/28/2003
1 Year 11.48%
5 Years 7.59%
Start of Performance (10/19/1995) 7.33%
Past performance is no guarantee of future results. The line graph and
table do not reflect the deduction of taxes that a shareholder would pay on Fund
distributions or the redemption of Fund shares. For after-tax returns, visit
www.federatedinvestors.com. Investment return and principal value will fluctuate
so that an investor's shares, when redeemed, may be worth more or less than
their original cost. Mutual funds are not obligations of or guaranteed by any
bank and are not federally insured.
This report must be preceded or accompanied by the Fund's prospectus dated
April 30, 2003, and, together with financial statements contained therein,
constitutes the Fund's annual report.
1 The Fund's performance assumes the reinvestment of all dividends and
distributions. The LBGB has been adjusted to reflect reinvestment of
dividends on securities in the index.
2 The LBGB is not adjusted to reflect sales charges, expenses, or other fees
that the SEC requires to be reflected in the Fund's performance. The index
is unmanaged.
FEDERATED TOTAL RETURN BOND FUND
6TH ANNUAL REPORT
November 30, 2002
Joseph M. Balestrino
Senior Vice President
Federated Investment Management Corporation
Investment Review
[Shareholders' Note: The fund is co-managed by a team of portfolio
managers, in addition to lead manager Joseph M. Balestrino, who are experts in
key bond market sectors: U.S. government--Christopher J. Smith, Vice President,
Federated Investment Management Corp.; high-yield corporate bonds--Mark E.
Durbiano, Senior Vice President, Federated Investment Management Corp.; and
Donald T. Ellenberger, Vice President, Federated Investment Management Corp.]
The 12-month reporting period ended November 30, 2002 was positive for all
high-quality, fixed-income investors. Interest rates fell across the entire
majority spectrum, most notably in the two- to five-year maturity range. In
general, the bond market could be characterized as exhibiting a significant
"flight to quality" impact, specifically related to an assortment of terrorist
activities, corporate accounting scandals, earnings shortfalls and intermittent
economic indicator weakness. In such an uncertain environment, investor demand
for high-quality debt securities stayed at a high level for much of the past
year. Further augmenting the safety-conscious investor pattern was the fact that
the Federal Reserve Board (the "Fed") lowered the federal funds target rate
twice over the past 12 months in a continued effort to help stimulate the U.S.
economy. Despite all of the financial market's volatility and seemingly negative
corporate developments, it must be noted that most economic indicators had
improved from the beginning to the end of the fund's reporting period. The most
notable were improvements in manufacturing, jobless claims, commodity prices and
year-over-year earnings' rates.
Overall, the fund had a good year in terms of performance. Institutional
Shares and Institutional Service Shares posted total returns of 6.10% and 5.79.
This exceeded the 5.33% average return of its peers in the Lipper Investment
Grade Debt Funds category.1 However, over the reporting period the fund
underperformed the 7.32% return for its benchmark, Lehman Brothers Aggregate
Bond Index.2
The past year was not one of significant portfolio composition adjustments.
The fund's duration,3 or sensitivity to interest rate movements, was generally
maintained within a range of 95-105% of the Lehman Brothers Aggregate Bond Index
duration. In addition, quality parameters were also maintained with a fairly
constant overweight to the higher yielding corporate bond sector. Thus, the
portfolio generated an income flow well in excess of either the Lehman Index or
the Lipper peer group category.
1 Lipper figures represent the average of the total returns reported by all
of the mutual funds designated by Lipper, Inc. as falling into the category
indicated. Lipper returns do not take sales charges into account.
2 Lehman Brothers Aggregate Bond Index is an unmanaged index composed of
securities from the Lehman Brothers Government/Corporate Bond Index,
Mortgage-Backed Securities Index, and the Asset-Backed Securities Index.
Total return comprises price appreciation/depreciation and income as a
percentage of the original amount invested. Indexes are unmanaged and are
rebalanced monthly by market capitalization. Investments cannot be made in
an index.
3 Duration is a measure of a security's price sensitivity to changes in
interest rates. Securities with longer durations are more sensitive to
change in interest rates than securities of shorter durations.
FEDERATED TOTAL RETURN BOND FUND-INSTITUTIONAL SERVICE SHARES
GROWTH OF A $25,000 INVESTMENT
The graph below illustrates the hypothetical investment of $25,0001 in the
Federated Total Return Bond Fund (Institutional Service Shares) (the "Fund")
from October 1, 1996 (start of performance) to November 30, 2002 compared to the
Lehman Brothers Aggregate Bond Index (LBAB).2
[GRAPHIC ILLUSTRATION--FEDERATED TOTAL RETURN BOND FUND-INSTITUTIONAL
SERVICE SHARES]
The graphic presentation here displayed consists of a line graph. The
corresponding components of the line graph are listed underneath. The
Institutional Service Shares of Federated Total Return Bond Fund (the
"Fund") is represented by a solid line. The Lehman Brothers Aggregate
Bond Index ("LBAB") is represented by a dotted line. The line graph is
a visual representation of a comparison of change in value of a $25,000
hypothetical investment in the Institutional Service Shares of the Fund
and the LBAB. The "x" axis reflects computation periods from 10/1/1996
to 11/30/2002. The "y" axis reflects the cost of the investment. The
right margin reflects the ending value of the hypothetical investment
in the Fund's Institutional Service Shares, as compared to the LBAB.
The ending values were $38,946 and $39,800, respectively.
Average Annual Total Returns for the Year Ended 11/30/2002
1 Year 5.79%
5 Years 6.74%
Start of Performance (10/1/1996) 7.45%
Past performance is no guarantee of future results. Returns shown do not
reflect the deduction of taxes that a shareholder would pay on Fund
distributions or the redemption of Fund shares. For after-tax returns, visit
www.federatedinvestors.com. Investment return and principal value will
fluctuate, so that an investor's shares, when redeemed, may be worth more or
less than their original cost. Mutual funds are not obligations of or guaranteed
by any bank and are not federally insured.
1 The Fund's performance assumes the reinvestment of all dividends and
distributions. The LBAB has been adjusted to reflect reinvestment of
dividends on securities in the index.
2 The LBAB is not adjusted to reflect sales charges, expenses, or other fees
that the SEC requires to be reflected in the Fund's performance. The index
is unmanaged.
FEDERATED SHORT-TERM MUNICIPAL TRUST
MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE
Annual Report for the 12 Months Ended June 30, 2002
Investment Review
Jeff A. Kozemchak, CFA, Vice President, Federated Investment Management Company
PERFORMANCE
For the twelve months ended June 30, 2002, Federated Short-Term Municipal
Trust produced a total return of 4.63%1 for Institutional Shares (IS) and 4.37%1
for Institutional Service Shares (ISS), as tax-exempt dividend income was
enhanced by price appreciation due to falling interest rates. These returns
handily exceeded the Lipper Short-Term Municipal Debt Funds average total return
of 3.96% over the period.2 For the one-year, five-year, and ten-year periods
ended June 30, 2002, the fund had the following rankings in the Lipper
Short-Term Municipal Debt Funds category: 7th (IS) and 14th (ISS) out of 40
funds; 6th (IS) and 13th (ISS) out of 26 funds; and 4th (IS) out of 7 funds. The
fund's one-year total returns are equivalent to taxable total returns of 7.05%
(IS) and 6.63% (ISS) for investors in the highest federal tax bracket. These
total returns significantly exceeded those of taxable money market funds over
the one-year period.3
Nevertheless, the fund is managed predominately for tax-exempt income,4
with a secondary goal of minimizing the fluctuation of principal value. The fund
produced income dividends exempt from federal regular income taxes of
approximately $0.3876 per share (IS) and $0.3618 per share (ISS). These
dividends are equivalent to annualized tax-free distribution rates of 3.74% (IS)
and 3.50% (ISS). For investors at the highest federal tax bracket, these
distributions are comparable to tax-equivalent distribution rates of 6.09% (IS)
and 5.70% (ISS).
The fund's 30-day net distribution yield on June 30, 2002, was 3.44% (IS)
and 3.19% (ISS).5 The fund's 30-day SEC yield on June 30, 2002 was 2.66% (IS)
and 2.41% (ISS).6 After a period of sharply declining interest rates, the fund's
yield remains significantly above similar maturity and quality municipal bonds
that are currently being issued in the market. For example, a "AAA" rated 2-year
maturity municipal bond issued on June 30, 2002 had a yield of only 1.97%,
illustrating the attractiveness of the fund's income stream.
MARKET OVERVIEW
Mixed economic data, continued geopolitical distress, and a bear market in
equities has resulted in a flight to quality that has helped to make municipal
bonds the preferred sector for high net worth investors. The corporate and high
yield bond markets continued to suffer from a weakening economy, earnings
reliability, and management credibility problems. While not immune to economic
slowdowns and the impact on state and local governments, the effects of a
recession and the impact on credit quality in the municipal market have been
rather muted, especially when compared with the corporate bond market. As a
result, flows into municipal bond funds, including Federated Short-Term
Municipal Trust, have been consistently positive. The increased level of demand
from both retail and institutional sources has helped the municipal bond market
perform well relative to other fixed income asset classes.
In the latter half of 2001, the Federal Reserve Board (the "Fed") eased six
times, moving the federal funds target rate from 4.00% to 1.75%. As a result,
short-term interest rates fell rapidly during 2001, but exhibited moderate
volatility in early 2002 as the market expected an economic recovery that failed
to materialize. Interest rates for 2-year municipal bonds are now at their
lowest point in the past decade. Interest rates as measured by the 2-year,
AAA-rated, municipal bond started the period at a high of 3.15%, declined to
2.25% by early November, traded in range between 2.10% and 2.85% from December
through March, but steadily moved lower to end the period at 1.97%. In this
interest rate environment, bonds on the short-end of the curve performed very
well on a risk-adjusted basis relative to their longer-term counterparts, as the
yield curve steepened significantly as short-term bond yields fell.
FUND STRATEGY
Because short-term rates were falling rapidly and the fund's yield
generally was higher than the yields of direct market securities over the
reporting period, investors found the fund to be an attractive investment versus
direct securities.
Because high-quality bonds perform best in a bull markets for bonds
(declining interest rates) and a slowing economy, our new purchases for the fund
mainly concentrated on quality and liquidity. However, because the fund is
managed primarily to maximize the distribution of tax-exempt income, we also
purchased a number of attractively priced higher yielding short-term bonds in
the healthcare, utilities, paper, oil and refining, and transportation sectors.
At the end of the reporting period, the fund had over 70% of its assets in
issues rated "A" or better. The average rating of the fund's portfolio was "AA".
For the first nine months of the reporting period, the duration of the fund
ranged from 2.0 to 2.4 years, slightly longer than our Lipper peer group.7 In
the final three months, we shortened the duration to 1.75 years after interest
rates had fallen considerably.
MARKET OUTLOOK
We anticipate a continuation of slow economic growth into the second half
of 2002, and for the Fed to leave the federal funds target rate unchanged for
the remainder of the year. As a result, the municipal yield curve should remain
rather steep, providing incentive for management to move out of overnight
vehicles into short and short-intermediate bonds for incremental return. We
expect issuance will continue to surge as low interest rates and the need to fix
state and local budget deficits persists. At the same time, turmoil in the
equity and corporate bond markets make municipals an attractive choice for
investors seeking lower volatility in their portfolios. As always, we will
continue to watch, with great interest, market developments in order to best
serve our municipal clients.
1 Past performance is no guarantee of future results. Investment return and
principal value will fluctuate, so that an investor's shares, when
redeemed, may be worth more or less than their original cost. Current
performance information is available at our website
www.federatedinvestors.com or by calling 1-800-341-7400.
2 Lipper figures represent the average of the total returns reported by all
of the mutual funds designated by Lipper, Inc. as falling into the
respective categories indicated. These figures do not reflect sales
charges.
3 Unlike money market funds, which seek to maintain a $1.00 share price, the
fund's share price fluctuates in value.
4 Income may be subject to the federal alternative minimum tax and state and
local taxes.
5 The 30-day distribution rate reflects actual distributions made to
shareholders. It is calculated by dividing the monthly annualized dividend
plus short-term capital gains, if any, by the average 30-day offering
price.
6 The 30-day SEC yield is calculated by dividing the net investment income
per share for the 30 days ended on the date of calculation by the maximum
offering price per share on that date. The figure is compounded and
annualized.
7 Duration is a measure of a security's price sensitivity to changes in
interest rates. Securities with longer durations are more sensitive to
changes in interest rates than securities of shorter durations.
FEDERATED SHORT-TERM MUNICIPAL TRUST-INSTITUTIONAL SERVICE SHARES
Growth of $25,000 Invested in Federated Short-Term Municipal Trust The
graph below illustrates the hypothetical investment of $25,0001 in the Federated
Short-Term Municipal Trust (Institutional Service Shares) (the "Fund") from
September 1, 1993 (start of performance) to June 30, 2002, compared with the
Lehman Brothers 1-Year Municipal Index (LB1MI),2 and the Lehman Brothers 3-Year
Municipal Index (LB3MI).2
[GRAPHIC ILLUSTRATION--FEDERATED SHORT-TERM MUNICIPAL TRUST-INSTITUTIONAL
SERVICE SHARES]
The graphic presentation here displayed consists of a line graph. The
corresponding components of the line graph are listed underneath. The
Institutional Service Shares of Federated Short-Term Municipal Trust
(the "Fund") is represented by a solid line. The Lehman Brothers 1-Year
Municipal Index ("LB1MI") is represented by a dotted line and Lehman
Brothers 3-Year Municipal Index ("LB3MI") is represented by a broken
line. The line graph is a visual representation of a comparison of
change in value of a $25,000 hypothetical investment in the
Institutional Service Shares of the Fund, the LB1MI and the LB3MI. The
"x" axis reflects computation periods from 9/1/1993 to 6/30/2002. The
"y" axis reflects the cost of the investment. The right margin reflects
the ending value of the hypothetical investment in the Fund's
Institutional Service Shares, as compared to the LB1MI and the LB3MI.
The ending values were $35,269, $38,913 and $37,161, respectively.
Average Annual Total Return for the Period Ended 6/30/2002
1 Year 4.37%
5 Years 4.18%
Start of Performance (9/1/1993) 3.97%
Past performance is no guarantee of future results. The line graph and
table do not reflect the deduction of taxes that a shareholder would pay on Fund
distributions or the redemption of Fund shares. For after-tax returns, visit
www.federatedinvestors.com. Investment return and principal value will
fluctuate, so that an investor's shares, when redeemed, may be worth more or
less than their original cost. Mutual funds are not obligations of or guaranteed
by any bank and are not federally insured.
This report must be preceded or accompanied by the Fund's prospectus dated
August 31, 2002, and, together with financial statements contained therein,
constitutes the Fund's annual report.
1 Represents a hypothetical investment of $25,000 in the Fund. The Fund's
performance assumes the reinvestment of all dividends and distributions.
The LB1MI and LB3MI have been adjusted to reflect reinvestment of dividends
on securities in the indexes.
2 The LB1MI and LB3MI are not adjusted to reflect sales charges, expenses, or
other fees that the Securities and Exchange Commission (SEC) requires to be
reflected in the Fund's performance. These indexes are unmanaged and
investments cannot be made in an index.
FEDERATED INTERMEDIATE MUNICIPAL TRUST
MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE
Annual Report for the 12 Months Ended May 31, 2002
Investment Review
MARKET ENVIRONMENT
Mixed economic data and continued geopolitical distress has resulted in a
flight to quality that has helped to make municipal bonds the preferred sector
for all types of investors. As a result, flows into municipal bond funds have
been consistently positive. The increased level of demand from both retail and
institutional sources has helped the municipal bond market to perform well
relative to other fixed income asset classes. The municipal yield curve
steepened as the Federal Reserve Board (the "Fed") appeared to be in no hurry to
change interest rate policy and demand for short-term debt continued unabated.
The 5, 10 and 30-year AAA municipal bond yields changed by, minus 76 basis
points, minus 45 basis points and minus 15 basis points, respectively. General
obligation debt (states, counties and cities) came under increased ratings
pressure as budget shortfalls resulted from the recession's effects on sales and
income taxes. Municipal Bond yields, as represented by the Bond Buyer 40
Municipal Index,1 declined moderately over the period from 5.44% at the
beginning of April to 5.28% at the end of June.
PERFORMANCE
The fund's total return over the reporting period was 5.93%.2 The
portfolio's positioning in intermediate maturities with convex structures had a
positive impact as interest rates declined. Sector exposure to hospital and
industrial development debt also provided positive incremental return over the
period.
STRATEGY REVIEW
The fund attempts to maximize tax-exempt income3 within specific risk
parameters. Incremental return is provided to the portfolio by making relative
value decisions involving credit spreads relationships to benchmarks, yield
curve positioning, state and sector allocations, and appropriate bond structures
(coupon and callability).
Strategy has involved maintaining fund duration at a neutral weighting to
the respective benchmark. A combination of low absolute interest rates, clear
signs of the emerging economic recovery and municipal bond valuations that are
fair value to treasury and corporate bonds, make a neutral duration4 position
prudent. Total return should be driven by income generation at this stage of the
business cycle and less so by price return. The municipal yield curve's current
steepness provides attractive yields and the best opportunity to roll down the
curve in the 2012 to 2016 year maturity range. This is the portion of the yield
curve where purchases have been concentrated. Credit spreads should narrow as
the economic recovery accelerates. As a result, the purchase of lower quality
municipal debt (A and BBB rated) is being undertaken.
OUTLOOK
A delay in the Fed's expected action on interest rates means the municipal
yield curve should remain steep in the short term. This provides an opportunity
for leveraged trades to outperform as short-term interest rates remain
significantly below long term interest rates. Issuance will continue to surge as
low interest rates and the need to fix state and local budget deficits persists.
Numerous state and local governments will have to work through budget shortfalls
resulting from regional economic slowdown and the resulting increases in
short-term and long-term debt. This reality will continue to put pressure on the
yields at which states like New York and California are able to borrow. The
forecasts for municipal debt issuance have been increased for the remainder of
2002. The low level of interest rates and deepening state budget problems should
lead to continued heavy issuance. This could result in pressure on municipal
bond prices if the demand for tax-exempt debt is unable to be accommodative.
1 The Bond Buyer Index is comprised of 40 actively quoted and traded
municipal bonds.
2 Past performance is no guarantee of future results. Investment return and
principal value will fluctuate, so that an investor's shares, when
redeemed, may be worth more or less than their original cost. Current
performance information is available at our website
www.federatedinvestors.com or by calling 1-800-341-7400.
3 Income may be subject to the federal alternative minimum tax and state and
local taxes.
4 Duration is a measure of a security's price sensitivity to changes in
interest rates. Securities with longer durations are more sensitive to
changes in interest rates than securities of shorter durations.
FEDERATED INTERMEDIATE MUNICIPAL TRUST
Growth of $25,000 Invested in Federated Intermediate Municipal Trust
The graph below illustrates the hypothetical investment of $25,0001 in the
Federated Intermediate Municipal Trust (the "Fund") from May 31, 1992 to May 31,
2002 compared to the Lehman Brothers 7 Year General Obligation Municipal Bond
Index (LB7GO)2 and the Lipper Intermediate Municipal Debt Funds Average
(LIMDFA).3
[GRAPHIC ILLUSTRATION-FEDERATED INTERMEDIATE MUNICIPAL TRUST]
The graphic presentation here displayed consists of a line graph. The
corresponding components of the line graph are listed underneath.
Federated Intermediate Municipal Trust (the "Fund") is represented by
a solid line. The Lehman Brothers 7 Year General Obligation Municipal
Bond Index ("LB7GO") is represented by a dotted line and the Lipper
Intermediate Municipal Debt Funds Average ("LIMDFA") is represented by
a broken line. The line graph is a visual representation of a
comparison of change in value of a $25,000 hypothetical investment in
the Shares of the Fund, the LB7GO and the LIMDFA. The "x" axis
reflects computation periods from 5/31/1992 to 5/31/2002. The "y" axis
reflects the cost of the investment. The right margin reflects the
ending value of the hypothetical investment in the Fund's Shares, as
compared to the LB7GO and the LIMDFA. The ending values were $41,562,
$46,919 and 42,565, respectively.
Average Annual Total Return for the Period Ended 5/31/2002
1 Year 5.93%
5 Years 4.83%
10 Years 5.21%
Start of Performance (12/26/1985) 5.87%
Past performance is no guarantee of future results. The line graph and
table do not reflect the deduction of taxes that a shareholder may pay on the
redemption of Fund shares. For after-tax returns, visit
www.federatedinvestors.com. Your investment return and principal value will
fluctuate, so when shares are redeemed, they may be worth more or less than
their original cost. Mutual funds are not obligations of or guaranteed by any
bank and are not federally insured.
This report must be preceded or accompanied by the Fund's prospectus dated
July 31, 2002, and together with financial statements contained therein,
constitutes the Fund's annual report.
1 Represents a hypothetical investment of $25,000 in the Fund. The Fund's
performance assumes the reinvestment of all dividends and distributions.
The LB7GO and LIMDFA have been adjusted to reflect reinvestment of
dividends on securities in the index and average.
2 The LB7GO is an unmanaged index of municipal bonds, issued after January 1,
1991, with a minimum credit rating of at least Baa, which have been issued
as part of a deal of at least $50 million, a maturity value of at least $5
million and a maturity range of six to eight years. As of January 1996, the
index also includes zero coupon bonds and bonds subject to the Alternative
Minimum Tax. It is not adjusted to reflect sales charges, expenses, or
other fees that the Securities and Exchange Commission ("SEC") requires to
be reflected in the Fund's performance. This index is unmanaged.
3 The LIMDFA represents the average of the total returns reported by all of
the mutual funds designated by Lipper, Inc. as falling into the respective
category, and is not adjusted to reflect any sales charges. However, these
total returns are reported net of expenses and other fees that the SEC
requires to be reflected in the Fund's performance.
RIGGS FUNDS
INVESTMENT REVIEW
RIGGS STOCK FUND
RIGGS SMALL COMPANY STOCK FUND1
We maintained our investment strategy in the extremely volatile environment
that persisted in the year ended April 30, 2003. We remained extremely close to
our benchmark's sector weighting and were focused on individual stock selection
to add alpha to the portfolio. We continued to emphasize those companies that
have solid revenue and earnings growth, strong management teams and had good
relative multiples. During the reporting period, large cap stocks outperformed
small cap stocks for the first time since 1999, reflecting a flight to quality
and avoidance of the most economically sensitive segments of the market.
The Riggs Stock Fund generated a return of (13.72)%2 (Class Y Shares) for
the year ended April 30, 2003, performing similarly to the total return of our
benchmark, the Standard & Poor's 500 Index (S&P 500)3, which lost 13.31%. Stock
selection contributed most to the relative performance, as we maintained sector
weights close to those of the benchmark. The Fund benefited from strong stock
selection in Consumer Discretionary, Energy and Technology, while the selection
in Health Care and Utility detracted it.
In the Consumer Discretionary category, our overweight position in The Gap,
Inc. and Clear Channel Communications, Inc. added value to the portfolio. Gap
has been restructuring successfully, its new merchandise assortment that
includes Old Navy has been well received, and its strategy to frequently change
store displays became a reason for shoppers to visit Gap stores more often.
Clear Channel Communications benefited from the strong improvement in radio
advertising. In the Energy sector, our position in Halliburton Company had a
positive effect on the portfolio. Halliburton moved closer to a settlement on
its asbestos exposure, while executing in an improved environment for oil and
gas exploration and oil well services. In the Technology sector, our position in
Hewlett-Packard Co. added value to the portfolio. Hewlett-Packard continued to
deliver gains from synergies achieved thorough its merger with Compaq, with
strong products and performance in the printer segment, which has benefited from
the growing digital imaging market. Our holdings of Cigna and El Paso in the
Health Care and Utility sectors, respectively, adversely affected our
performance.
Despite generating negative returns for the year ended April 30, 2003, the
Riggs Small Company Stock Fund significantly outperformed its benchmark, the
Russell 2000 Index4, with a return of (11.65)%2 (Class Y Shares), compared to
(20.75)% for the benchmark. Stock selection contributed most to the relative
performance, as we maintained sector weights close to those of the benchmark.
The Fund benefited from strong stock selection in the Industrial, Health Care
and Financial sectors, while selection in Technology adversely affected the
relative returns.
In the Industrial sector our positions in Mesa Air Group, Inc. and Wabash
National Corp. added strongly to the relative performance of the portfolio. As a
low cost operator, Mesa Air continued to gain share, particularly as its code
share partners were able to avoid liquidation. Wabash has been executing its
restructuring plan successfully, cutting costs heavily and moving to divest its
non-core divisions. In the Health Care sector, our holding of Owens and Minor,
Inc. added value to our performance. Owens and Minor is a distributor of medical
supplies; the firm is growing by supplying more of non-commodity type and high
tech supplies with better revenues and margins. In the Financial sector, our
position in First Bancorp contributed positively to the relative performance of
the portfolio. First Bancorp has gained from strong loan growth, increased
market share, and improved diversification of its portfolio. In the Technology
sector, our holding of Axcelis Technologies, Inc. adversely affected our
relative performance, as demand from its semiconductor customers fell more
sharply than expected.
Both the Riggs Stock Fund and the Riggs Small Company Stock Fund benefited
from the settlement of class action lawsuits, the proceeds of which were
received in April 2003. The lawsuits related to two of the Funds' holdings were
in the late 1990s.
RIGGS U.S. GOVERNMENT SECURITIES FUND
The Riggs U.S. Government Securities Fund produced a total return of 9.56%2
(Class Y Shares) for the twelve-month period ended April 30, 2003, compared to
an 11.09% return for the Merrill Lynch U.S. Treasury Agency Master Index7 over
the same period. During the reporting period the yield curve steepened by 86
basis points, with the middle of the yield curve outperforming the longer-dated
maturities. The Treasury and Mortgage sectors were the worst performing during
the reporting period, while the Commercial Mortgage Backed Securities (CMBS) and
Corporate sectors were the best performing. The Fund's duration6 underweight
relative to its index caused a drag on the Fund's performance. Additionally, the
Fund's overweight in mortgage bonds hurt the Fund's relative performance as
rates declined and prepayments accelerated during the reporting period.
RIGGS BOND FUND
The Riggs Bond Fund produced a total return of 9.84%2 for the twelve-month
period ended April 30, 2003, compared to a 12.43% return for the Lehman Brothers
Government Credit Total Index5 over the same period. During the reporting period
the yield curve steepened by 86 basis points, with the middle of the yield curve
outperforming the longer-dated maturities. The Treasury and Mortgage sectors
were the worst performing during the reporting period, while the CMBS and
Corporate sectors were the best performing. The Fund's duration6 underweight
relative to its index caused a drag on the Fund's performance. Additionally, the
Fund's higher credit quality hurt the Fund's relative performance, as BBB rated
corporate bonds were stellar performers.
RIGGS SHORT TERM TAX FREE BOND FUND8
The Riggs Short Term Tax Free Bond Fund produced a total return of 5.78%2
for the twelve-month period ended April 30, 2003, compared to a 5.82% return for
the Lehman Brothers 3 Year Municipal Bond Index.9 During the reporting period
the tax-exempt yield curve steepened by 71 basis points, with the longer
maturities outperforming the shorter-dated maturities. The Hospital and
Education sectors were the best performing during the reporting period, while
the Housing and Industrial Development Revenue Bond (IDRB) sectors were the
worst performing. Demand for municipals was robust, as investors were willing to
pay very aggressive levels for lower rated credits and specialty states. The
Fund's neutral positioning regarding maturity and its focus on higher quality
credits produced returns that were in line with that of the index.4
RIGGS INTERMEDIATE TAX FREE BOND FUND8
The Riggs Intermediate Tax Free Bond Fund produced a total return of 9.43%2
for the twelve-month period ended April 30, 2003, compared to an 8.50% return
for the Lehman Brothers 10 Year Municipal Bond Index.10 During the reporting
period the tax-exempt yield curve steepened by 71 basis points, with the longer
maturities outperforming the shorter-dated maturities. The Hospital and
Education sectors were the best performing during the reporting period, while
the Housing and the IDRB sectors were the worst performing. Demand for
municipals was robust, as investors were willing to pay very aggressive levels
for lower-rated credits and specialty states. The Fund's overweight in longer
maturities constituted the bulk of its outperformance versus its index.
1 Small company stocks may be less liquid and subject to greater price
volatility than large capitalization stocks.
2 Past performance is no guarantee of future results. Investment return and
principal value will fluctuate, so than an investor's shares, when
redeemed, may be worth more or less than their original cost. Yields will
vary. Current performance information is available by calling
1-800-934-3883.
3 The S&P 500 is an unmanaged capitalization-weighted index of 500 stocks
designed to measure performance of the broad domestic economy through
changes in the aggregate market value of 500 stocks representing all major
industries. Investments cannot be made in an index.
4 The Russell 2000 Index measures the performance of the 2,000 smallest
companies in the Russell 3000 Index, which represents approximately 10% of
the total market capitalization of the Russell 3000 Index. The index is
unmanaged, and investments cannot be made in an index.
5 The Lehman Brothers Government Credit Total Index is comprised of
approximately 5,000 issues which include: non-convertible bonds publicly
issued by the U.S. government or its agencies; corporate bonds guaranteed
by the U.S. government and quasi-federal corporations; and publicly issued,
fixed rate, non-convertible domestic bonds of companies in industry, public
utilities, and finance. The average maturity of these bonds approximates
nine years. Tracked by Lehman Brothers, Inc., the index calculates total
returns for one month, three-month, twelve-month, and ten-year periods and
year-to-date. The index is unmanaged, and investments cannot be made in an
index.
6 Duration is a measure of a security's price sensitivity to changes in
interest rates. Securities with longer durations are more sensitive to
changes in interest rates than securities of shorter durations.
7 The Merrill Lynch U.S. Treasury Agency Master Index is an unmanaged index
comprised of long-term bonds publicly issued by the U.S. government or its
agencies. Investments cannot be made in an index.
8 Income may be subject to the federal alternative minimum tax and state and
local taxes.
9 The Lehman Brothers 3 Year Municipal Bond Index is an unmanaged index of
municipal bonds issued after January 1, 1991 with a minimum credit rating
of at least Baa, been issued as part of a deal of at least $50 million,
have a maturity value of at least $5 million and a maturity range of 1-5
years. As of January 1996 the index also includes zero coupon bonds and
bonds subject to Alternative Minimum Tax. Investments cannot be made in an
index.
10 The Lehman Brothers 10 Year Municipal Bond Index is an unmanaged index of
municipal bonds issued after January 1, 1991 with a minimum credit rating
of at least Baa, been issued as part of a deal of at least $50 million,
have a maturity value of at least $3 million and a maturity range of 10
years or greater. As of January 1996 the index also includes zero coupon
bonds and bonds subject to Alternative Minimum Tax. Investments cannot be
made in an index.
Riggs Stock Fund
Class R Shares
Growth of $10,000 Invested in Riggs Stock Fund, Class R Shares
The graph below illustrates the hypothetical investment of $10,000* in
Riggs Stock Fund, Class R Shares (the "Fund") from April 30, 1993 to April 30,
2003 compared to the Standard and Poor's 500 Index (S&P 500).**
[GRAPHIC ILLUSTRATION--RIGGS STOCK FUND-CLASS R SHARES]
The graphic presentation here displayed consists of a line graph. The
corresponding components of the line graph are listed underneath. The Class R
Shares of Riggs Stock Fund (the "Fund") is represented by a solid diamond line.
The Standard & Poor's 500 Index ("S&P 500") is represented by a dotted square
line. The line graph is a visual representation of a comparison of change in
value of a $10,000 hypothetical investment in the Class R Shares of the Fund and
the S&P 500. The "x" axis reflects computation periods from 4/30/1993 to
4/30/2003. The "y" axis reflects the cost of the investment. The right margin
reflects the ending value of the hypothetical investment in the Fund's Class R
Shares, as compared to the S&P 500. The ending values were $18,668 and $25,218,
respectively.
AVERAGE ANNUAL TOTAL RETURNS*** FOR THE PERIOD ENDED APRIL 30, 2003
1 Year (15.58)%
5 Years (8.39)%
10 Years 6.44%
Past performance is no guarantee of future results. Returns shown do not
reflect the deduction of taxes that a shareholder would pay on Fund
distributions or the redemption of Fund Shares. Investment return and principal
value will fluctuate, so that an investor's shares, when redeemed, may be worth
more or less than their original cost. Mutual funds are not obligations of or
guaranteed by any bank and are not federally insured.
* Represents a hypothetical investment of $10,000 in the Fund after
deducting the maximum sales charge in effect May 11, 1992 of 3.50% ($10,000
investment minus $350 sales charge = $9,650). Effective December 18, 1995, the
maximum sales charge increased to 5.75%. Effective July 1, 1998, the front end
sales charge was eliminated, and a contingent deferred sales charge of 2.00% for
newly purchased Class R Shares was implemented. The Fund's performance assumes
the reinvestment of all dividends and distributions. The S&P 500 has been
adjusted to reflect reinvestment of dividends on securities in the index.
** The S&P 500 is not adjusted to reflect sales charges, expenses, or other
fees that the Securities and Exchange Commission requires to be reflected in the
Fund's performance. The index is unmanaged.
*** Total returns quoted reflect all applicable sales charges and
contingent deferred sales charges.
Riggs Stock Fund
Class Y Shares
Growth of $10,000 Invested in Riggs Stock Fund, Class Y Shares
The graph below illustrates the hypothetical investment of $10,000* in
Riggs Stock Fund, Class Y Shares (the "Fund") from December 20, 1999 (start of
performance) to April 30, 2003 compared to the Standard and Poor's 500 Index
(S&P 500).**
[GRAPHIC ILLUSTRATION--RIGGS STOCK FUND-CLASS Y SHARES]
The graphic presentation here displayed consists of a line graph. The
corresponding components of the line graph are listed underneath. The Class Y
Shares of Riggs Stock Fund (the "Fund") is represented by a solid diamond line.
The Standard & Poor's 500 Index ("S&P 500") is represented by a dotted square
line. The line graph is a visual representation of a comparison of change in
value of a $10,000 hypothetical investment in the Class Y Shares of the Fund and
the S&P 500. The "x" axis reflects computation periods from 12/20/1999 to
4/30/2003. The "y" axis reflects the cost of the investment. The right margin
reflects the ending value of the hypothetical investment in the Fund's Class Y
Shares, as compared to the S&P 500. The ending values were $6,691 and $6,763,
respectively.
AVERAGE ANNUAL TOTAL RETURNS FOR THE PERIOD ENDED APRIL 30, 2003
1 Year (13.72)%
Start of Performance (12/20/1999) (11.27)%
Past performance is no guarantee of future results. Returns shown do not
reflect the deduction of taxes that a shareholder would pay on Fund
distributions or the redemption of Fund Shares. Investment return and principal
value will fluctuate, so that an investor's shares, when redeemed, may be worth
more or less than their original cost. Mutual funds are not obligations of or
guaranteed by any bank and are not federally insured.
* Represents a hypothetical investment of $10,000 in the Fund. The Fund's
performance assumes the reinvestment of all dividends and distributions.
The S&P 500 has been adjusted to reflect reinvestment of dividends on
securities in the index.
** The S&P 500 is not adjusted to reflect sales charges, expenses, or other
fees that the Securities and Exchange Commission requires to be reflected
in the Fund's performance. The index is unmanaged.
Riggs Small Company Stock Fund
Class R Shares
Growth of $10,000 Invested in Riggs Small Company Stock Fund, Class R Shares
The graph below illustrates the hypothetical investment of $10,000* in
Riggs Small Company Stock Fund, Class R Shares (the "Fund") from February 27,
1995 (start of performance) to April 30, 2003 compared to the Russell 2000 Index
(RUS2).**
[GRAPHIC ILLUSTRATION--RIGGS SMALL COMPANY STOCK FUND-CLASS R SHARES]
The graphic presentation here displayed consists of a line graph. The
corresponding components of the line graph are listed underneath. The Class R
Shares of Riggs Small Company Stock Fund (the "Fund") is represented by a solid
diamond line. The Russell 200 Index ("RUS2") is represented by a dotted square
line. The line graph is a visual representation of a comparison of change in
value of a $10,000 hypothetical investment in the Class R Shares of the Fund and
the RUS2. The "x" axis reflects computation periods from 2/27/1995 to 4/30/2003.
The "y" axis reflects the cost of the investment. The right margin reflects the
ending value of the hypothetical investment in the Fund's Class R Shares, as
compared to the RUS2. The ending values were $18,921 and $17,481, respectively.
AVERAGE ANNUAL TOTAL RETURNS*** FOR THE PERIOD ENDED APRIL 30, 2003
1 Year (13.67)%
5 Years (4.94)%
Start of Performance (2/27/1995) 8.59%
Past performance is no guarantee of future results. Returns shown do not
reflect the deduction of taxes that a shareholder would pay on Fund
distributions or the redemption of Fund Shares. Investment return and principal
value will fluctuate, so that an investor's shares, when redeemed, may be worth
more or less than their original cost. Mutual funds are not obligations of or
guaranteed by any bank and are not federally insured.
* Represents a hypothetical investment of $10,000 in the Fund after deducting
the maximum sales charge in effect February 27, 1995 of 3.50% ($10,000
investment minus $350 sales charge = $9,650). Effective December 18, 1995,
the maximum sales charge increased to 5.75%. Effective July 1, 1998, the
front end sales charge was eliminated, and a contingent deferred sales
charge of 2.00% for newly purchased Class R Shares was implemented. The
Fund's performance assumes the reinvestment of all dividends and
distributions. The RUS2 has been adjusted to reflect reinvestment of
dividends on securities in the index.
** The RUS2 is not adjusted to reflect sales charges, expenses, or other fees
that the Securities and Exchange Commission requires to be reflected in the
Fund's performance. The index is unmanaged.
*** Total returns quoted reflect all applicable sales charges and contingent
deferred sales charges.
Riggs Small Company Stock Fund
Class Y Shares
Growth of $10,000 Invested in Riggs Small Company Stock Fund, Class Y Shares
The graph below illustrates the hypothetical investment of $10,000* in
Riggs Small Company Stock Fund, Class Y Shares (the "Fund") from December 20,
1999 (start of performance) to April 30, 2003 compared to the Russell 2000 Index
(RUS2).**
[GRAPHIC ILLUSTRATION--RIGGS SMALL COMPANY STOCK FUND-CLASS Y SHARES]
The graphic presentation here displayed consists of a line graph. The
corresponding components of the line graph are listed underneath. The Class Y
Shares of Riggs Small Company Stock Fund (the "Fund") is represented by a solid
diamond line. The Russell 2000 Index ("RUS2") is represented by a dotted square
line. The line graph is a visual representation of a comparison of change in
value of a $10,000 hypothetical investment in the Class Y Shares of the Fund and
the RUS2. The "x" axis reflects computation periods from 12/20/1999 to
4/30/2003. The "y" axis reflects the cost of the investment. The right margin
reflects the ending value of the hypothetical investment in the Fund's Class Y
Shares, as compared to the RUS2. The ending values were $11,233 and $8,952,
respectively.
AVERAGE ANNUAL TOTAL RETURNS FOR THE PERIOD ENDED APRIL 30, 2003
1 Year (11.65)%
Start of Performance (12/20/1999) 3.52%
Past performance is no guarantee of future results. Returns shown do not
reflect the deduction of taxes that a shareholder would pay on Fund
distributions or the redemption of Fund Shares. Investment return and principal
value will fluctuate, so that an investor's shares, when redeemed, may be worth
more or less than their original cost. Mutual funds are not obligations of or
guaranteed by any bank and are not federally insured.
* Represents a hypothetical investment of $10,000 in the Fund. The Fund's
performance assumes the reinvestment of all dividends and distributions.
The RUS2 has been adjusted to reflect reinvestment of dividends on
securities in the index.
** The RUS2 is not adjusted to reflect sales charges, expenses, or other fees
that the Securities and Exchange Commission requires to be reflected in the
Fund's performance. The index is unmanaged.
Riggs U.S. Government Securities Fund
Class R Shares
Growth of $10,000 Invested in Riggs U.S. Government Securities Fund, Class
R Shares
The graph below illustrates the hypothetical investment of $10,000* in
Riggs U.S. Government Securities Fund, Class R Shares (the "Fund") from April
30, 1993 to April 30, 2003 compared to the Merrill Lynch U.S. Treasury Agency
Master Index (MLTAM).**
[GRAPHIC ILLUSTRATION--RIGGS U.S. GOVERNMENT SECURITIES FUND-CLASS R SHARES]
The graphic presentation here displayed consists of a line graph. The
corresponding components of the line graph are listed underneath. The Class R
Shares of Riggs U.S. Government Securities Fund (the "Fund") is represented by a
solid diamond line. The Merrill Lynch U.S. Treasury Agency Master Index
("MLTAM") is represented by a dotted square line. The line graph is a visual
representation of a comparison of change in value of a $10,000 hypothetical
investment in the Class R Shares of the Fund and the MLTAM. The "x" axis
reflects computation periods from 4/30/1993 to 4/30/2003. The "y" axis reflects
the cost of the investment. The right margin reflects the ending value of the
hypothetical investment in the Fund's Class R Shares, as compared to the MLTAM.
The ending values were $18,269 and $19,903, respectively.
AVERAGE ANNUAL TOTAL RETURNS*** FOR THE PERIOD ENDED APRIL 30, 2003
1 Year 7.29%
5 Years 6.23%
10 Years 6.21%
Past performance is no guarantee of future results. Returns shown do not
reflect the deduction of taxes that a shareholder would pay on Fund
distributions or the redemption of Fund Shares. Investment return and principal
value will fluctuate, so that an investor's shares, when redeemed, may be worth
more or less than their original cost. Mutual funds are not obligations of or
guaranteed by any bank and are not federally insured.
* Represents a hypothetical investment of $10,000 in the Fund after deducting
the maximum sales charge in effect May 11, 1992 of 3.50% ($10,000
investment minus $350 sales charge = $9,650). Effective December 18, 1995,
the maximum sales charge increased to 4.75%. Effective July 1, 1998, the
front-end sales charge was eliminated, and a contingent deferred sales
charge of 2.00% for newly purchased Class R Shares was implemented. The
Fund's performance assumes the reinvestment of all dividends and
distributions. The MLTAM has been adjusted to reflect reinvestment of
dividends on securities in the index.
** The MLTAM is not adjusted to reflect sales charges, expenses, or other fees
that the Securities and Exchange Commission requires to be reflected in the
Fund's performance. MLTAM is an unmanaged index comprised of long-term
bonds publicly issued by the U.S. government or its agencies. Investments
cannot be made in an index.
*** Total returns quoted reflect all applicable sales charges and contingent
deferred sales charges.
Riggs U.S. Government Securities Fund
Class Y Shares
Growth of $10,000 Invested in Riggs U.S. Government Securities Fund, Class
Y Shares
The graph below illustrates the hypothetical investment of $10,000* in
Riggs U.S. Government Securities Fund, Class Y Shares (the "Fund") from December
20, 1999 (start of performance) to April 30, 2003 compared to the Merrill Lynch
U.S. Treasury Agency Master Index (MLTAM).**
[GRAPHIC ILLUSTRATION--RIGGS U.S. GOVERNMENT SECURITIES FUND-CLASS Y SHARES]
The graphic presentation here displayed consists of a line graph. The
corresponding components of the line graph are listed underneath. The Class Y
Shares of Riggs U.S. Government Securities Fund (the "Fund") is represented by a
solid diamond line. The Merrill Lynch U.S. Treasury Agency Master Index
("MLTAM") is represented by a dotted square line. The line graph is a visual
representation of a comparison of change in value of a $10,000 hypothetical
investment in the Class Y Shares of the Fund and the MLTAM. The "x" axis
reflects computation periods from 12/20/1999 to 4/30/2003. The "y" axis reflects
the cost of the investment. The right margin reflects the ending value of the
hypothetical investment in the Fund's Class Y Shares, as compared to the MLTAM.
The ending values were $13,196 and $13,660, respectively.
AVERAGE ANNUAL TOTAL RETURNS FOR THE PERIOD ENDED APRIL 30, 2003
1 Year 9.56%
Start of Performance (12/20/1999) 8.60%
Past performance is no guarantee of future results. Returns shown do not
reflect the deduction of taxes that a shareholder would pay on Fund
distributions or the redemption of Fund Shares. Investment return and principal
value will fluctuate, so that an investor's shares, when redeemed, may be worth
more or less than their original cost. Mutual funds are not obligations of or
guaranteed by any bank and are not federally insured.
* Represents a hypothetical investment of $10,000 in the Fund. The Fund's
performance assumes the reinvestment of all dividends and distributions.
The MLTAM has been adjusted to reflect reinvestment of dividends on
securities in the index.
** The MLTAM is not adjusted to reflect sales charges, expenses, or other fees
that the Securities and Exchange Commission requires to be reflected in the
Fund's performance. The index is unmanaged.
Riggs Bond Fund
Class R Shares
Growth of $10,000 Invested in Riggs Bond Fund, Class R Shares
The graph below illustrates the hypothetical investment of $10,000* in
Riggs Bond Fund, Class R Shares (the "Fund") from December 20, 1999 (start of
performance) to April 30, 2003 compared to the Lehman Brothers Government Credit
Total Index (LBGCT).**
[GRAPHIC ILLUSTRATION--RIGGS BOND FUND-CLASS R SHARES]
The graphic presentation here displayed consists of a line graph. The
corresponding components of the line graph are listed underneath. The Class R
Shares of Riggs Bond Fund (the "Fund") is represented by a solid diamond line.
The Lehman Brothers Government Credit Total Index ("LBGCT") is represented by a
dotted square line. The line graph is a visual representation of a comparison of
change in value of a $10,000 hypothetical investment in the Class R Shares of
the Fund and the LBGCT. The "x" axis reflects computation periods from
12/20/1999 to 4/30/2003. The "y" axis reflects the cost of the investment. The
right margin reflects the ending value of the hypothetical investment in the
Fund's Class R Shares, as compared to the LBGCT. The ending values were $12,940
and $13,759, respectively.
AVERAGE ANNUAL TOTAL RETURNS*** FOR THE PERIOD ENDED APRIL 30, 2003
1 Year 7.84%
Start of Performance (12/20/1999) 7.97%
Past performance is no guarantee of future results. Returns shown do not
reflect the deduction of taxes that a shareholder would pay on Fund
distributions or the redemption of Fund Shares. Investment return and principal
value will fluctuate, so that an investor's shares, when redeemed, may be worth
more or less than their original cost. Mutual funds are not obligations of or
guaranteed by any bank and are not federally insured.
* Represents a hypothetical investment of $10,000 in the Fund. The ending
value of the Fund reflects a 2.00% contingent deferred sales charge on any
redemption less than five years from the purchase date. The Fund's
performance assumes the reinvestment of all dividends and distributions.
The LBGCT has been adjusted to reflect reinvestment of dividends on
securities in the index.
** The LBGCT is not adjusted to reflect sales charges, expenses, or other fees
that the Securities and Exchange Commission requires to be reflected in the
Fund's performance. LBGCT is comprised of approximately 5,000 issues which
include: non-convertible bonds publicly issued by the U.S. government or
its agencies; corporate bonds guaranteed by the U.S. government and
quasifederal corporations; and publicly issued, fixed rate, non-convertible
domestic bonds of companies in industry, public utilities, and finance. The
average maturity of these bonds approximates nine years. Tracked by Lehman
Brothers, Inc., the index calculates total returns for one month,
three-month, twelve-month, and ten-year periods and year-to-date. The index
is unmanaged, and investments cannot be made in an index. *** Total returns
quoted reflect all applicable sales charges and contingent deferred sales
charges.
Riggs Short Term Tax Free Bond Fund
Class R Shares
Growth of $10,000 Invested in Riggs Short Term Tax Free Bond Fund, Class R
Shares
The graph below illustrates the hypothetical investment of $10,000* in
Riggs Short Term Tax Free Bond Fund, Class R Shares (the "Fund") from December
20, 1999 (start of performance) to April 30, 2003 compared to the Lehman
Brothers 3 Year Municipal Bond Index (LB3MB)** and the Lehman Brothers 5 Year
Municipal Bond Index (LB5MB).***
[GRAPHIC ILLUSTRATION--RIGGS SHORT TERM TAX FREE BOND FUND-CLASS R SHARES]
The graphic presentation here displayed consists of a line graph. The
corresponding components of the line graph are listed underneath. The Class R
Shares of Riggs Short Term Tax Free Bond Fund (the "Fund") is represented by a
solid diamond line. The Lehman Brothers 3 year Municipal Bond Index ("LB3MB") is
represented by a dotted square line and the Lehman Brothers 5 Year Municipal
Bond Index is represented by a dotted circle line. The line graph is a visual
representation of a comparison of change in value of a $10,000 hypothetical
investment in the Class R Shares of the Fund, the LB3MB and the LB5MB. The "x"
axis reflects computation periods from 12/20/1999 to 4/30/2003. The "y" axis
reflects the cost of the investment. The right margin reflects the ending value
of the hypothetical investment in the Fund's Class R Shares, as compared to the
LB3MB and the LB5 MB. The ending values were $11,892, $12,200 and $12,659,
respectively.
AVERAGE ANNUAL TOTAL RETURNS+ FOR THE PERIOD ENDED APRIL 30, 2003
1 Year 3.78%
Start of Performance (12/20/1999) 5.29%
Past performance is no guarantee of future results. Returns shown do not
reflect the deduction of taxes that a shareholder would pay on Fund
distributions or the redemption of Fund Shares. Investment return and principal
value will fluctuate, so that an investor's shares, when redeemed, may be worth
more or less than their original cost. Mutual funds are not obligations of or
guaranteed by any bank and are not federally insured.
* Represents a hypothetical investment of $10,000 in the Fund. The ending
value of the Fund reflects a 2.00% contingent deferred sales charge on any
redemption less than five years from the purchase date. The Fund's
performance assumes the reinvestment of all dividends and distributions.
The LB3MB and LB5MB have been adjusted to reflect reinvestment of dividends
on securities in the index.
** The LB3MB is not adjusted to reflect sales charges, expenses, or other fees
that the Securities and Exchange Commission (SEC) requires to be reflected
in the Fund's performance. The LB3MB is an unmanaged index of municipal
bonds issued after January 1, 1991 with a minimum credit rating of at least
Baa, been issued as part of a deal of at least $50 million, have a maturity
value of at least $5 million and a maturity range of 1-5 years. As of
January 1996, the index also includes zero coupon bonds and bonds subject
to the Alternative Minimum Tax. Investments cannot be made in an index. The
Fund has elected to change its benchmark from the LB5MB to the LB3MB. The
LB3MB is more representative of the securities typically held by the Fund.
*** The LB5MB is not adjusted to reflect sales charges, expenses, or other fees
that the SEC requires to be reflected in the Fund's performance. LB5MB is
an unmanaged index of municipal bonds issued after January 1, 1991 with a
minimum credit rating of at least Baa, been issued as part of a deal of at
least $50 million, have a maturity value of at least $3 million and a
maturity range of 1-9.99 years. As of January 1996, the index also includes
zero coupon bonds and bonds subject to Alternative Minimum Tax. Investments
cannot be made in an index. + Total returns quoted reflect all applicable
sales charges and contingent deferred sales charges.
Riggs Intermediate Tax Free Bond Fund
Class R Shares
Growth of $10,000 Invested in Riggs Intermediate Tax Free Bond Fund, Class
R Shares
The graph below illustrates the hypothetical investment of $10,000* in
Riggs Intermediate Tax Free Bond Fund, Class R Shares (the "Fund") from December
20, 1999 (start of performance) to April 30, 2003 compared to the Lehman
Brothers 10 Year Municipal Bond Index (LB10MB).**
[GRAPHIC ILLUSTRATION--RIGGS INTERMEDIATE TAX FREE BOND FUND-CLASS R SHARES]
The graphic presentation here displayed consists of a line graph. The
corresponding components of the line graph are listed underneath. The Class R
Shares of Riggs Intermediate Tax Free Bond Fund (the "Fund") is represented by a
solid diamond line. The Lehman Brothers 10 Year Municipal Bond Index ("LB10MB")
is represented by a dotted square line. The line graph is a visual
representation of a comparison of change in value of a $10,000 hypothetical
investment in the Class R Shares of the Fund and the LB10MB. The "x" axis
reflects computation periods from 12/20/1999 to 4/30/2003. The "y" axis reflects
the cost of the investment. The right margin reflects the ending value of the
hypothetical investment in the Fund's Class R Shares, as compared to the LB10MB.
The ending values were $12,550 and $12,952, respectively.
AVERAGE ANNUAL TOTAL RETURNS*** FOR THE PERIOD ENDED APRIL 30, 2003
1 Year 7.43%
Start of Performance (12/20/1999) 6.99%
Past performance is no guarantee of future results. Returns shown do not
reflect the deduction of taxes that a shareholder would pay on Fund
distributions or the redemption of Fund Shares. Investment return and principal
value will fluctuate, so that an investor's shares, when redeemed, may be worth
more or less than their original cost. Mutual funds are not obligations of or
guaranteed by any bank and are not federally insured.
* Represents a hypothetical investment of $10,000 in the Fund. The ending
value of the Fund reflects a 2.00% contingent deferred sales charge on any
redemption less than five years from the purchase date. The Fund's
performance assumes the reinvestment of all dividends and distributions.
The LB10MB has been adjusted to reflect reinvestment of dividends on
securities in the index.
** The LB10MB is not adjusted to reflect sales charges, expenses, or other
fees that the Securities and Exchange Commission requires to be reflected
in the Fund's performance. LB10MB is an unmanaged index of municipal bonds
issued after January 1, 1991 with a minimum credit rating of at least Baa,
been issued as part of a deal of at least $50 million, have a maturity
value of at least $3 million and a maturity range of 10 years or greater.
As of January 1996 the index also includes zero coupon bonds and bonds
subject to Alternative Minimum Tax. Investments cannot be made in an index.
*** Total returns quoted reflect all applicable sales charges and contingent
deferred sales charges.
STATEMENT OF ADDITIONAL INFORMATION
___________, 2003
Acquisition of the assets of
RIGGS STOCK FUND,
a portfolio of Riggs Funds
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237-7010
Telephone No: 1-800-934-3883
By and in exchange for Class A Shares of
FEDERATED CAPITAL APPRECIATION FUND,
a portfolio of Federated Equity Funds
Federated Investors Funds
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237-7000
Telephone No: 1-800-341-7400
Acquisition of the assets of
RIGGS SMALL COMPANY STOCK FUND,
a portfolio of Riggs Funds
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237-7010
Telephone No: 1-800-934-3883
By and in exchange for Class A Shares of
FEDERATED KAUFMANN FUND,
a portfolio of Federated Equity Funds
Federated Investors Funds
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237-7000
Telephone No: 1-800-341-7400
Acquisition of the assets of
RIGGS U.S. GOVERNMENT SECURITIES FUND,
a portfolio of Riggs Funds
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237-7010
Telephone No: 1-800-934-3883
By and in exchange for Institutional Service Shares of
FEDERATED TOTAL RETURN GOVERNMENT BOND FUND,
Federated Investors Funds
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237-7000
Telephone No: 1-800-341-7400
Acquisition of the assets of
RIGGS BOND FUND,
a portfolio of Riggs Funds
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237-7010
Telephone No: 1-800-934-3883
By and in exchange for Institutional Service Shares of
FEDERATED TOTAL RETURN BOND FUND,
a portfolio of Federated Total Return Series, Inc.
Federated Investors Funds
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237-7000
Telephone No: 1-800-341-7400
Acquisition of the assets of
RIGGS SHORT TERM TAX FREE BOND FUND,
a portfolio of Riggs Funds
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237-7010
Telephone No: 1-800-934-3883
By and in exchange for Institutional Service Shares of
FEDERATED SHORT-TERM MUNICIPAL TRUST,
Federated Investors Funds
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237-7000
Telephone No: 1-800-341-7400
Acquisition of the assets of
RIGGS INTERMEDIATE TAX FREE BOND FUND,
a portfolio of Riggs Funds
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237-7010
Telephone No: 1-800-934-3883
By and in exchange for Shares of
FEDERATED INTERMEDIATE MUNICIPAL TRUST,
a portfolio of Intermediate Municipal Trust
Federated Investors Funds
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237-7000
Telephone No: 1-800-341-7400
Acquisition of the assets of
RIGGS PRIME MONEY MARKET FUND,
a portfolio of Riggs Funds
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237-7010
Telephone No: 1-800-934-3883
By and in exchange for Institutional Service Shares of
AUTOMATED CASH MANAGEMENT TRUST,
a portfolio of Money Market Obligations Trust
Federated Investors Funds
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237-7000
Telephone No: 1-800-341-7400
Acquisition of the assets of
RIGGS U.S. TREASURY MONEY MARKET FUND,
a portfolio of Riggs Funds
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237-7010
Telephone No: 1-800-934-3883
By and in exchange for Shares of
AUTOMATED GOVERNMENT MONEY TRUST,
a portfolio of Money Market Obligations Trust
Federated Investors Funds
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237-7000
Telephone No: 1-800-341-7400
This Statement of Additional Information, dated _____, 2003, is not a
prospectus. A Combined Prospectus and Proxy Statement, dated ____, 2003, related
to the above-referenced matter may be obtained from Federated Equity Funds, on
behalf of Federated Capital Appreciation Fund and Federated Kaufmann Fund,
Federated Total Return Government Bond Fund, Federated Total Return Series,
Inc., on behalf of Federated Total Return Bond Fund, Federated Short-Term
Municipal Trust, Intermediate Municipal Trust, on behalf of Federated
Intermediate Municipal Trust, and Money Market Obligations Trust, on behalf of
Automated Cash Management Trust and Automated Government Money Trust, at
Federated Investors Funds, 5800 Corporate Drive, Pittsburgh, Pennsylvania
15237-7000. This Statement of Additional Information should be read in
conjunction with such Combined Prospectus and Proxy Statement.
TABLE OF CONTENTS
1. Statement of Additional Information of Federated Capital Appreciation Fund,
a portfolio of Federated Equity Funds, dated December 31, 2002, revised
April 7, 2003.
2. Statement of Additional Information of Federated Kaufmann Fund, a portfolio
of Federated Equity Funds, dated December 31, 2002.
3. Statement of Additional Information of Federated Total Return Government
Bond Fund dated April 30, 2003.
4. Statement of Additional Information of Federated Total Return Bond Fund, a
portfolio of Federated Total Return Series, Inc., dated January 31, 2002.
5. Statement of Additional Information of Federated Short-Term Municipal
Trust, dated August 31, 2002.
6. Statement of Additional Information of Federated Intermediate Municipal
Trust, a portfolio of Intermediate Municipal Trust, dated July 31, 2003.
7. Statement of Additional Information of Automated Cash Management Trust, a
portfolio of Money Market Obligations Trust, dated September 30, 2002.
8. Statement of Additional Information of Automated Government Money Trust, a
portfolio of Money Market Obligations Trust, dated September 30, 2002.
9. Statement of Additional Information of Riggs Funds, dated April 30, 2003.
10. Audited Financial Statements of Federated Capital Appreciation Fund, a
portfolio of Federated Equity Funds, dated October 31, 2002.
11. Audited Financial Statements of Federated Kaufmann Fund, a portfolio of
Federated Equity Funds, dated October 31, 2002.
12. Audited Financial Statements of Federated Total Return Government Bond Fund
dated February 28, 2003.
13. Audited Financial Statements of Federated Total Return Bond Fund, a
portfolio of Federated Total Return Series, Inc., dated November 30, 2002.
14. Audited Financial Statements of Federated Short-Term Municipal Trust, dated
June 30, 2002.
15. Audited Financial Statements of Federated Intermediate Municipal Trust, a
portfolio of Intermediate Municipal Trust, dated May 31, 2003.
16. Audited Financial Statements of Automated Cash Management Trust, a
portfolio of Money Market Obligations Trust, dated July 31, 2002.
17. Audited Financial Statements of Automated Government Money Trust, a
portfolio of Money Market Obligations Trust, dated July 31, 2002.
18. Audited Financial Statements of Riggs Funds, dated April 30, 2003.
19. Unaudited Financial Statements of Federated Capital Appreciation Fund, a
portfolio of Federated Equity Funds, dated April 30, 2003.
20. Unaudited Financial Statements of Federated Kaufmann Fund, a portfolio of
Federated Equity Funds, dated April 30, 2003.
21. Unaudited Financial Statements of Federated Total Return Bond Fund, a
portfolio of Federated Total Return Series, Inc., dated May 31, 2003.
22. Unaudited Financial Statements of Federated Short-Term Municipal Trust,
dated December 31, 2002.
23. Unaudited Financial Statements of Automated Cash Management Trust, a
portfolio of Money Market Obligations Trust, dated January 31, 2003.
24. Unaudited Financial Statements of Automated Government Money Trust, a
portfolio of Money Market Obligations Trust, dated January 31, 2003.
25. Pro Forma Financial Information for the acquisition:
A. Acquisition of Riggs U.S. Government Securities Fund by Federated
Total Return Government Bond Fund.
B. Acquisition of Riggs Short Term Tax Free Bond Fund by Federated
Short-Term Municipal Trust.
C. Acquisition of Riggs Intermediate Tax Free Bond Fund by Federated
Intermediate Municipal Trust.
Pursuant to Item 14(a) of Form N-14, the pro forma financial statements required
by Rule 11-01 of Regulation S-X are not prepared for the following
reorganizations because the net asset value of the company being acquired does
not exceed ten percent of the Acquiring Fund's net asset value, measured as of
____, 2003:
A. Acquisition of Riggs Stock Fund by Federated Capital Appreciation
Fund.
B. Acquisition of Riggs Small Company Stock Fund by Federated
Kaufmann Fund.
C. Acquisition of Riggs Bond Fund by Federated Total Return Bond
Fund.
D. Acquisition of Riggs Prime Money Market Fund by Automated Cash
Management Trust
E. Acquisition of Riggs U.S. Treasury Money Market Fund by Automated
Government Money Trust.
INFORMATION INCORPORATED BY REFERENCE
The Statement of Additional Information of Federated Capital Appreciation
Fund, a portfolio of Federated Equity Funds, is incorporated by reference to
Federated Equity Funds' Post-Effective Amendment No. 57 to its Registration
Statement on Form N-1A (File No. 2-91090), which was filed with the Securities
and Exchange Commission on or about December 26, 2002. A copy may be obtained
from the Fund at 1-800-341-7400.
The Statement of Additional Information of Federated Kaufmann Fund, a
portfolio of Federated Equity Funds, is incorporated by reference to Federated
Equity Funds' Post-Effective Amendment No. 57 to its Registration Statement on
Form N-1A (File No. 2-91090), which was filed with the Securities and Exchange
Commission on or about December 26, 2002. A copy may be obtained from the Fund
at 1-800-341-7400.
The Statement of Additional Information of Federated Total Return
Government Bond Fund is incorporated by reference to Federated Total Return
Government Bond Fund's Post-Effective Amendment No. 11 to its Registration
Statement on Form N-1A (File No. 33-60411), which was filed with the Securities
and Exchange Commission on or about April 30, 2003 . A copy may be obtained from
the Fund at 1-800-341-7400.
The Statement of Additional Information of Federated Total Return Bond
Fund, a portfolio Federated Total Return Series Inc., is incorporated by
reference to Federated Total Return Series Inc.'s Post-Effective Amendment No.
35 to its Registration Statement on Form N-1A (File No. 2-98237), which was
filed with the Securities and Exchange Commission on or about July 29, 2002. A
copy may be obtained from the Fund at 1-800-341-7400.
The Statement of Additional Information of Federated Short-Term Municipal
Trust is incorporated by reference to the Federated Short-Term Municipal Trust's
Post-Effective Amendment No. 40 to its Registration Statement on Form N-1A (File
No. 2-72277), which was filed with the Securities and Exchange Commission on or
about August 28, 2002. A copy may be obtained from the Fund at 1-800-341-7400.
The Statement of Additional Information of Federated Intermediate Municipal
Trust, a portfolio of Intermediate Municipal Trust, is incorporated by reference
to Intermediate Municipal Trust's Post-Effective Amendment No. 35 to its
Registration Statement on Form N-1A (File No. 2-98237), which was filed with the
Securities and Exchange Commission on or about July 29, 2002. A copy may be
obtained from the Fund at 1-800-341-7400.
The Statement of Additional Information of Automated Cash Management Trust,
a portfolio of Money Market Obligations Trust, is incorporated by reference to
Money Market Obligations Trust's Post-Effective Amendment No. 58 to its
Registration Statement on Form N-1A (File No. 33-31602), which was filed with
the Securities and Exchange Commission on or about September 30, 2002. A copy
may be obtained from the Fund at 1-800-341-7400.
The Statement of Additional Information of Automated Government Money
Trust, a portfolio of Money Market Obligations Trust, is incorporated by
reference to Money Market Obligations Trust's Post-Effective Amendment No. 58 to
its Registration Statement on Form N-1A (File No. 33-31602), which was filed
with the Securities and Exchange Commission on or about September 30, 2002. A
copy may be obtained from the Fund at 1-800-341-7400.
The Statement of Additional Information of Riggs Funds, is incorporated by
reference to the Riggs Fund's Post-Effective Amendment No. 23 to its
Registration Statement on Form N-1A (File No. 33-40428), which was filed with
the Securities and Exchange Commission on or about June 27, 2003. A copy may be
obtained from the Fund at 1-800-934-3883.
The audited financial statements of Federated Capital Appreciation Fund,
dated October 31, 2002, are incorporated by reference to the Annual Report to
shareholders of Federated Capital Appreciation Fund, which was filed with the
Securities and Exchange Commission pursuant to Section 30(b) of the Investment
Company Act of 1940, as amended, on or about December 26, 2002.
The audited financial statements of Federated Kaufmann Fund, dated October
31, 2002, are incorporated by reference to the Annual Report to shareholders of
Federated Kaufmann Fund, which was filed with the Securities and Exchange
Commission pursuant to Section 30(b) of the Investment Company Act of 1940, as
amended, on or about December 26, 2002.
The audited financial statements of Federated Total Return Government Bond
Fund, dated February 28, 2003, are incorporated by reference to the Annual
Report to shareholders of Federated Total Return Government Bond Fund, which was
filed with the Securities and Exchange Commission pursuant to Section 30(b) of
the Investment Company Act of 1940, as amended, on or about April 30, 2003.
The audited financial statements of Federated Total Return Bond Fund, dated
November 30, 2002, are incorporated by reference to the Annual Report to
shareholders of Federated Total Return Bond Fund, which was filed with the
Securities and Exchange Commission pursuant to Section 30(b) of the Investment
Company Act of 1940, as amended, on or about January 28, 2003.
The audited financial statements of Federated Short-Term Municipal Trust,
dated June 30, 2002, are incorporated by reference to the Annual Report to
shareholders of Federated Short-Term Municipal Trust, which was filed with the
Securities and Exchange Commission pursuant to Section 30(b) of the Investment
Company Act of 1940, as amended, on or about August 26, 2002.
The audited financial statements of Federated Intermediate Municipal Trust,
dated May 31, 2003, are incorporated by reference to the Annual Report to
shareholders of Federated Intermediate Municipal Trust, which was filed with the
Securities and Exchange Commission pursuant to Section 30(b) of the Investment
Company Act of 1940, as amended, on or about July 30, 2002.
The audited financial statements of Automated Cash Management Trust, dated
July 31, 2002, are incorporated by reference to the Annual Report to
shareholders of Automated Cash Management Trust, which was filed with the
Securities and Exchange Commission pursuant to Section 30(b) of the Investment
Company Act of 1940, as amended, on or about September 30, 2002.
The audited financial statements of Automated Government Money Trust, dated
July 31, 2002, are incorporated by reference to the Annual Report to
shareholders of Automated Government Money Trust, which was filed with the
Securities and Exchange Commission pursuant to Section 30(b) of the Investment
Company Act of 1940, as amended, on or about October 1, 2002.
The audited financial statements of Riggs Funds, dated April 30, 2003, are
incorporated by reference to the Annual Report to shareholders of Riggs Funds,
which was filed with the Securities and Exchange Commission pursuant to Section
30(b) of the Investment Company Act of 1940, as amended, on or about June 27,
2003.
The unaudited financial statements of Federated Capital Appreciation Fund,
dated April 30, 2003 are incorporated by reference to the Semi-Annual Report to
shareholders of Growth Strategies Fund, which was filed with the Securities and
Exchange Commission pursuant to Section 30(b) of the Investment Company Act of
1940, as amended, on or about June __, 2003.
The unaudited financial statements of Federated Kaufmann Fund, dated April
30, 2003 are incorporated by reference to the Semi-Annual Report to shareholders
of Federated Kaufmann Fund, which was filed with the Securities and Exchange
Commission pursuant to Section 30(b) of the Investment Company Act of 1940, as
amended, on or about June 27, 2003.
The unaudited financial statements of Federated Total Return Bond Fund,
dated May 31, 2003 are incorporated by reference to the Semi-Annual Report to
shareholders of Federated Total Return Bond Fund, which was filed with the
Securities and Exchange Commission pursuant to Section 30(b) of the Investment
Company Act of 1940, as amended, on or about July 28, 2003
The unaudited financial statements of Federated Short-Term Municipal Trust
dated December 31, 2002 are incorporated by reference to the Semi-Annual Report
to shareholders of Federated Short-Term Municipal Trust, which was filed with
the Securities and Exchange Commission pursuant to Section 30(b) of the
Investment Company Act of 1940, as amended, on or about February 27, 2003.
The unaudited financial Statements of Automated Cash Management Trust,
dated January 31, 2003 are incorporated by reference to the Semi-Annual Report
to shareholders of Automated Cash Management Trust, which was filed with the
Securities and Exchange Commission pursuant to Section 30(b) of the Investment
Company Act of 1940, as amended, on or about March 28, 2003.
The unaudited financial Statements of Automated Government Money Trust,
dated April 30, 2002 are incorporated by reference to the Semi-Annual Report to
shareholders of Automated Government Money Trust, which was filed with the
Securities and Exchange Commission pursuant to Section 30(b) of the Investment
Company Act of 1940, as amended, on or about March 28, 2003.
The unaudited financial Statements of Riggs Funds, dated April 30, 2003 are
incorporated by reference to the Semi-Annual Report to shareholders of Automated
Government Money Trust, which was filed with the Securities and Exchange
Commission pursuant to Section 30(b) of the Investment Company Act of 1940, as
amended, on or about December 27, 2002.
Riggs U.S. Government Securities Fund
Federated Total Return Government Bond Fund
Notes to Pro Forma Financial Statements
Year Ended April 30, 2003
and Year Ended February 28, 2003
Basis of Combination
The accompanying unaudited Pro Forma Combining Portfolios of Investments,
Statements of Assets and Liabilities and Statements of Operations ("Pro Forma
Financial Statements") reflect the accounts of Federated Total Return Government
Bond Fund and Riggs U.S. Government Securities Fund, collectively ("the Funds"),
for the year ended February 28, 2003 and April 30, 2003, respectively. These
statements have been derived from the books and records utilized in calculating
daily net asset values at February 28, 2003 and April 30, 2003, respectively.
The Pro Forma Financial Statements should be read in conjunction with the
historical financial statements of the Funds which have been incorporated by
reference in the Statement of Additional Information. The Funds follow generally
accepted accounting principles applicable to management investment companies
which are disclosed in the historical financial statements of each fund.
The Pro Forma Financial Statements give effect to the proposed exchange of
assets of Federated Total Return Government Bond Fund for shares of Riggs U.S.
Government Securities Fund. Under generally accepted accounting principles,
Federated Total Return Government Bond Fund will be the surviving entity for
accounting purposes with its historical cost of investment securities and
results of operations being carried forward.
The Pro Forma Financial Statements have been adjusted to reflect the
anticipated advisory fee arrangement for the surviving entity. Certain other
operating costs have also been adjusted to reflect anticipated expenses of the
combined entity. Other costs, which may change as a result of the
reorganization, are currently undeterminable.
For the year ended February 28, 2003, Federated Total Return Government
Bond Fund paid investment advisory fees computed at the annual rate of 0.50% as
a percentage of average daily net assets. For the year ended April 30, 2003,
Riggs U.S. Government Securities Fund paid investment advisory fees computed at
the annual rate of 0.75% as a percentage of average daily net assets.
Shares of Beneficial Interest
The Pro Forma net asset value per share assumes the issuance of 3,963,710
Institutional Service Shares of Federated Total Return Bond Fund in exchange for
1,693,689 Class R Shares of Riggs U.S. Government Securities Fund and 2,583,333
Class Y Shares of Riggs U.S. Government Securities Fund which would have been
issued at February 28, 2003 and April 30, 2003, respectively, in connection with
the proposed reorganization.
Pro Forma Combining Portfolio of Investments
Riggs U.S. Federated Riggs U.S. Federated
Government Total Return Government Total Return
Securities Government Securities Government
Fund Bond Fund Pro Forma Fund Bond Fund Pro Forma
April 30, 2003 February 28, Combined April 30, 2003 February 28, 2003 Combined
2003
- -----------------------------------------------------------------------------------------------------------------------------
Principal Amount Market
or Shares Value
- -----------------------------------------------------------------------------------------------------------------------------
ASSET-BACKED SECURITIES - 0.1%
- --------------------------------------------------------------------------
-------------------------
$318,800 - 318,800 EQCC Home Equity Loan 324,423 - $ 324,423
Trust 1997-3, Class A8,
6.41%, 12/15/2004
(IDENTIFIED COST
$318,748)
----------------------------------------------------------------------------
COLLATERALIZED MORTGAGE OBLIGATIONS - 0.1%
- --------------------------------------------------------------------------
Finance - 0.1%
- --------------------------------------------------------------------------
115,080 - 115,080 Federal National 131,074 - 131,074
Mortgage Association,
Series 1988-16, Class
B, 9.50%, 6/25/2018
43,598 - 43,598 Federal National 49,757 - 49,757
Mortgage Association,
Series 1989-35, Class
G, 9.50%, 7/25/2019
-----------------------------------------
-----------------------------------
TOTAL COLLATERALIZED 180,831 - 180,831
MORTGAGE OBLIGATIONS
(IDENTIFIED COST
$169,897)
----------------------------------------------------------------------------
MORTGAGE BACKED SECURITIES - 4.1%
- --------------------------------------------------------------------------
Federal Home Loan Mortgage Corp. - 0.1%
- --------------------------------------------------------------------------
-------------------------
291,786 - 291,786 6.50%, 7/1/2004 295,870 - 295,870
----------------------------------------------------------------------------
Federal National Mortgage Association - 0.1%
- --------------------------------------------------------------------------
112,440 - 112,440 7.50%, 6/1/2012 120,719 - 120,719
----------------------------------------------------------------------------
Government National Mortgage Association - 3.9%
- --------------------------------------------------------------------------
1,360,537 - 1,360,537 6.50%, 5/15/2028 1,433,240 - 1,433,240
2,883,883 - 2,883,883 6.50%, 10/15/2031 3,033,820 - 3,033,820
3,571,169 - 3,571,169 7.00%, 8/15/2027 3,797,810 - 3,797,810
3,527 - 3,527 7.50%, 6/15/2026 3,780 - 3,780
12,069 - 12,069 7.50%, 10/15/2026 12,933 - 12,933
731,044 - 731,044 7.50%, 10/15/2027 782,117 - 782,117
486,665 - 486,665 8.00%, 10/15/2027 528,572 - 528,572
-----------------------------------------
-----------------------------------
Total 9,592,272 - 9,592,272
----------------------------------------------------------------------------
-----------------------------------
TOTAL MORTGAGE BACKED 10,008,861 - 10,008,861
SECURITIES (IDENTIFIED
COST $9,561,037)
----------------------------------------------------------------------------
U.S. TREASURY OBLIGATIONS - 44.4%
- --------------------------------------------------------------------------
U.S. Treasury Bonds - 17.8%
- --------------------------------------------------------------------------
325,000 - 325,000 12.00%, 8/15/2013 468,000 - 468,000
- 2,200,000 2,200,000 11.250%, 2/15/2015 - 3,709,398 3,709,398
- 3,700,000 3,700,000 7.250%, 5/15/2016 - 4,819,842 4,819,842
- 2,050,000 2,050,000 8.750%, 5/15/2017 - 3,013,828 3,013,828
350,000 - 350,000 7.875%, 2/15/2021 483,602 - 483,602
- 1,000,000 1,000,000 8.125%, 5/15/2021 - 1,432,030 1,432,030
1,800,000 - 1,800,000 18.00%, 11/15/2021 2,523,654 - 2,523,654
250,000 1,800,000 2,050,000 7.250%, 8/15/2022 327,773 2,388,654 2,716,427
- 6,000,000 6,000,000 6.250%, 8/15/2023 - 7,191,540 7,191,540
1,000,000 4,000,000 5,000,000 17.125%, 2/15/2023 1,297,340 5,248,120 6,545,460
245,000 - 245,000 16.50%, 11/15/2026 300,240 - 300,240
219,000 - 219,000 16.125%, 11/15/2027 257,461 - 257,461
63,000 - 63,000 6.125%, 8/15/2029 74,438 - 74,438
216,000 9,000,000 9,216,000 15.375%, 2/15/2031 235,676 9,977,310 10,212,986
-------------------------------------------------------------
---------------
Total 5,968,184 37,780,722 43,748,906
----------------------------------------------------------------------------
U.S. Treasury Notes - 26.1%
- --------------------------------------------------------------------------
- 5,000,000 5,000,000 1.625%, 1/31/2005 - 5,012,500 5,012,500
1,000 - 1,000 16.50%, 5/15/2005 1,100 - 1,100
600,000 4,000,000 4,600,000 17.000%, 7/15/2006 690,282 4,636,240 5,326,522
- 3,100,000 3,100,000 6.500%, 10/15/2006 - 3,562,086 3,562,086
- 5,500,000 5,500,000 3.500%, 11/15/2006 - 5,745,795 5,745,795
- 2,000,000 2,000,000 6.250%, 2/15/2007 - 2,296,880 2,296,880
- 2,000,000 2,000,000 6.625%, 5/15/2007 - 2,337,820 2,337,820
- 1,000,000 1,000,000 5.500%, 2/15/2008 - 1,131,720 1,131,720
- 2,750,000 2,750,000 4.750%, 11/15/2008 - 3,014,688 3,014,688
- 2,800,000 2,800,000 5.500%, 5/15/2009 - 3,189,816 3,189,816
- 2,000,000 2,000,000 6.000%, 8/15/2009 - 2,336,560 2,336,560
5,109,000 7,000,000 12,109,000 14.875%, 2/15/2012 5,540,097 7,674,870 13,214,967
- 15,109,650 15,109,650 3.000%, 7/15/2012 - 16,769,294 16,769,294
-----------------------------------------
-----------------------------------
Total 6,231,479 57,708,269 63,939,748
----------------------------------------------------------------------------
U.S. Treasury Strips - 0.5%
- --------------------------------------------------------------------------
3,404,445 - 3,404,445 7.25%, 8/15/2022 (held 1,255,287 - 1,255,287
as collateral for
securities lending)
-----------------------------------------
-----------------------------------
TOTAL U.S. TREASURY 13,454,950 95,488,991 108,943,941
OBLIGATIONS (IDENTIFIED
COST $99,450,219)
----------------------------------------------------------------------------
U.S. GOVERNMENT AGENCY OBLIGATIONS - 29.6%
- --------------------------------------------------------------------------
Federal Agricultural Mortgage Association - 0.8%
- --------------------------------------------------------------------------
1,700,000 - 1,700,000 8.07%, 4/16/2007 2,042,220 - 2,042,220
----------------------------------------------------------------------------
Federal Home Loan Bank - 9.4%
- --------------------------------------------------------------------------
- 7,000,000 7,000,000 7.250%, 2/15/2007 - 8,216,110 8,216,110
- 3,000,000 3,000,000 6.730%, 6/22/2009 - 3,558,330 3,558,330
- 900,000 900,000 6.500%, 11/13/2009 - 1,055,646 1,055,646
- 1,300,000 1,300,000 7.375%, 2/12/2010 - 1,595,269 1,595,269
- 4,450,000 4,450,000 7.625%, 5/14/2010 - 5,553,244 5,553,244
- - 2,500,000 2,500,000 6.875%, 8/13/2010 - 3,008,275 3,008,275
-------------------------------------------------------------
-----------------------------------
Total - 22,986,874 22,986,874
----------------------------------------------------------------------------
Federal Home Loan Mortgage Corp. - 8.8%
- --------------------------------------------------------------------------
1,000,000 - 1,000,000 7.375%, 5/15/2003 1,002,419 - 1,002,419
3,000,000 - 3,000,000 13.25%, 1/15/2004 3,045,450 - 3,045,450
- 6,000,000 6,000,000 5.250%, 1/15/2006 - 6,519,180 6,519,180
8,249,000 - 8,249,000 15.50%, 7/15/2006 9,076,870 - 9,076,870
900,000 - 900,000 6.943%, 3/21/2007 1,047,029 - 1,047,029
- 70,000 70,000 6.750%, 9/15/2029 - 85,187 85,187
2,070,949 - 2,070,949 6.00%-8.50%, 800,494 - 800,494
5/15/2008-2/1/2033
(held as collateral for
securities lending)
-------------------------------------------------------------
-----------------------------------
Total 14,972,262 6,604,367 21,576,629
----------------------------------------------------------------------------
Federal National Mortgage Association - 10.1%
- --------------------------------------------------------------------------
- 8,900,000 8,900,000 6.500%, 8/15/2004 - 9,548,988 9,548,988
- - 11,000,000 11,000,000 5.500%, 3/15/2011 - 12,231,010 12,231,010
2,000,000 - 2,000,000 6.00%, 5/15/2011 2,276,260 - 2,276,260
1,848,725 - 1,848,725 5.00%-10.75%, 760,154 - 760,154
11/25/2007-1/18/2027
(held as collateral for
securities lending)
-------------------------------------------------------------
-----------------------------------
Total 3,036,414 21,779,998 24,816,412
----------------------------------------------------------------------------
Student Loan Marketing Association - 0.5%
- --------------------------------------------------------------------------
1,000,000 - 1,000,000 7.30%, 8/1/2012 1,236,970 - 1,236,970
----------------------------------------------------------------------------
-----------------------------------
TOTAL U.S. GOVERNMENT 21,287,866 51,371,239 72,659,105
AGENCY OBLIGATIONS
(IDENTIFIED COST
$65,805,864)
----------------------------------------------------------------------------
REPURCHASE AGREEMENTS - 5.8%
- --------------------------------------------------------------------------
1,806,000 - 1,806,000 Repurchase agreement 1,806,000 - 1,806,000
with PaineWebber Group,
Inc., dated 4/30/2003
due 5/1/2003 at 1.23%,
collateralized by U.S.
Treasury obligations
with various maturity
to 5/15/2006
(repurchase proceeds
$1,806,062)
12,352,586 - 12,352,586 Morgan Stanley, Inc., 12,352,586 - 12,352,586
1.35%, dated 4/30/2003
due 5/1/2003 at 1.35%,
collateralized by U. S.
government agency
obligations with
various maturities to
2/1/2037 (repurchase
proceeds $12,353,049)
(held as collateral for
securities lending)
----------------------------------------------------------------------------
---------------------------------------------------
TOTAL REPURCHASE 14,158,586 - 14,158,586
AGREEMENTS (IDENTIFIED
COST $14,158,586)
----------------------------------------------------------------------------
-------------------------
MUTUAL FUNDS - 21.5%
- --------------------------------------------------------------------------
- 3,551,210 3,551,210 Federated Mortgage Core - 36,719,513 36,719,513
Portfolio
- 16,028,105 16,028,105 Government Obligations - 16,028,105 16,028,105
Fund
----------------------------------------------------------------------------
---------------------------------------------------
TOTAL MUTUAL FUNDS - 52,747,618 52,747,618
(IDENTIFIED COST
$51,223,780)
----------------------------------------------------------------------------
----------------------------------------------------------------------------
TOTAL INVESTMENTS - $ 59,415,517 $ 199,607,848 $ 259,023,365
105.6% (IDENTIFIED COST
$240,688,131)2
----------------------------------------------------------------------------
OTHER ASSETS AND (14,781,135) 993,255 (13,787,880)
LIABILITIES - NET (5.6)%
TOTAL NET ASSETS - 100% $ 44,634,382 $ 200,601,103 $ 245,235,485
----------------------------------------------------------------------------
1 Certain principal amounts on loan to broker.
2 The cost of investments for federal tax purposes amounts to $241,057,984.
Note: The categories of investments are shown as a percentage of pro forma
combined total net assets as shown on the Pro Forma Combining Statement of
Assets and Liabilities.
See Notes which are an integral part of the Financial Statements
Riggs U. S. Government Securities Fund
Federated Total Return Government Bond Fund
Pro Forma Combining Statements of Assets and Liabilities
Federated
Total
Riggs Return
U. S. Government
Government
Securities Bond Fund Pro Forma Pro Forma
Fund
April 30, February Adjustment Combined
2003 28, 2003
---------------------------------------------------------
Assets:
- --------------------------
Investments in $ $ 244,864,779
securities, at value 45,256,931 199,607,848 -
- --------------------------
- --------------------------
Investments in
repurchase agreements 14,158,586 - - 14,158,586
------------ ------------- -------------- ------------
259,023,365
59,415,517 199,607,848 -
- --------------------------
Cash
6,506 - - 6,506
- --------------------------
Income receivable
518,578 1,129,687 - 1,648,265
- --------------------------
Receivable for shares
sold 1,711 204,897 - 206,608
- --------------------------
Receivable for
Investments sold - - - -
- --------------------------
Expense Reimbursement
from Advisor - - - -
- --------------------------
Prepaid Expenses
14,923 - - 14,923
- --------------------------
Other Assets
- - - -
- -------------------------- ------------ ------------- -------------- ------------
Total assets 260,899,667
59,957,235 200,942,432 -
- -------------------------- ------------ ------------- -------------- ------------
Liabilities:
- --------------------------
Income distributions
payable 126,094 178,591 304,685
- --------------------------
Payable for investments
purchased - - - -
- --------------------------
Payable upon return of
securities loaned 15,168,521 - 15,168,521
- --------------------------
Payable for shares
redeemed 16,683 128,192 - 144,875
- --------------------------
Payable to bank -
- 31 31
- --------------------------
Accrued Expenses
11,555 34,515 - 46,070
- -------------------------- ------------ ------------- -------------- ------------
Total liabilities
15,322,853 341,329 - 15,664,182
- -------------------------- ------------ ------------- -------------- ------------
Net Assets $ $ $ - $245,235,485
44,634,382 200,601,103
- -------------------------- ------------ ------------- -------------- ------------
Net Assets Consists of:
- --------------------------
Paid in capital $ $ $ -
39,911,064 188,797,841 228,708,905
- --------------------------
Net unrealized
appreciation
(depreciation)
of investments
3,516,568 14,818,666 - 18,335,234
- --------------------------
Accumulated net realized
gain (loss) on
investments
1,208,672 (2,999,626) - (1,790,954)
- --------------------------
Undistributed net
investment income (net
operating loss)
(1,922) (15,778) - (17,700)
- -------------------------- ------------ ------------- --------------
------------
Total Net Assets $ $ $ - $245,235,485
44,634,382 200,601,103
- -------------------------- ------------ ------------- -------------- ------------
Net Assets:
Class R Shares $ $ $(17,674,706) $ -
17,674,706 - (a)
------------ ------------- -------------- ------------
Class Y Shares $ $ $ $ -
26,959,676 - (26,959,676)
(a)
------------ ------------- -------------- ------------
------------ ------------- -------------- ------------
Institutional Shares $ $ $156,974,877
- 156,974,877 $
-
------------ ------------- -------------- ------------
------------
Institutional Service $ $ $ 44,634,382 $88,260,608
Shares - 43,626,226 (a)
------------ ------------- -------------- ------------
Shares Outstanding:
Class R Shares 1,693,689 -
(1,693,689) -
(a)
------------- -------------- ------------
------------
Class Y Shares 2,583,333
- (2,583,333) -
(a)
------------ ------------- -------------- ------------
Institutional Shares
- 13,942,017 - 13,942,017
------------ ------------- -------------- ------------
------------ -------------
Institutional Service
Shares 3,874,710 3,963,710 7,838,420
(a)
------------ ------------- -------------- ------------
Net Asset Value,
Offering Price and
Redemption Proceeds
Per Shares:
Net Asset Value Per Share
Class R Shares $ $ $ - $ -
10.44 -
------------ ------------- -------------- ------------
Class Y Shares $ $ $ - $ -
10.44 -
------------ ------------- -------------- ------------
Institutional Shares $ $ 11.26 $ - $ 11.26
-
------------ ------------- -------------- ------------
Institutional Service $ $ 11.26 $ - $ 11.26
Shares -
------------ ------------- -------------- ------------
Redemption Proceeds Per
Share*
Class R Shares $ ** $ $ - $ -
10.23 -
------------ ------------- -------------- ------------
Class Y Shares $ $ $ - $ -
10.44 -
------------ ------------- -------------- ------------
Institutional Service $ $ $ - $ -
Shares - -
------------ ------------- -------------- ------------
Investments, at $ $ $ - $
identified cost 55,898,949 184,789,182 240,688,131
------------ ------------- -------------- ------------
(a) Adjustment to reflect share balance and combined net asset value as a
result of the combination.
* See "What Do Shares Cost" in the Prospectus.
**Computation of offering price per share
98/100 of net asset value.
See Notes to Pro Forma Financial
Statements
Riggs U. S. Government Securities Fund
Federated Total Return Government Bond Fund
Pro Forma Combining Statements of Operations
Federated
Total
Riggs Return
U. S. Government
Government
Securities Bond Fund Pro Forma Pro
Fund Forma
April 30, February Combined
2003 28, 2003 Adjustment
-------------------------------------------------------------
Investment Income:
Dividends $ $ $ - $2,035,278
- 2,035,278
Interest
3,659,058 5,795,026 - 9,454,084
-------------------------- ------------ --------------
Total investment
income 3,659,058 7,830,304 - 11,489,362
Expenses:
Investment advisory fee (a)
562,956 748,968 (85,747) 1,226,177
Administrative personnel (b)
and services fee 120,097 155,000 (120,097) 155,000
Custodian fees (c)
15,012 10,606 (15,012) 10,606
Transfer and dividend
disbursing agent
fees and expenses (d)
9,154 66,507 (9,154) 66,507
Director's/Trustee's fees (e)
820 12,100 (820) 12,100
Auditing fees (f)
17,484 23,893 (17,484) 23,893
Legal fees (g)
3,024 3,723 (3,024) 3,723
Portfolio accounting fees (h)
1,883 61,705 (1,883) 61,705
Distribution service fee (i)
- - Class R Shares 50,086 - (50,086) -
Distribution service fee (i)
- - Class Y Shares 50,086 - (50,086) -
Distribution service fee (j)
- - Institutional Service - 94,225 126,427 220,652
Shares
Shareholder services (k)
fees - Class Y Shares 137,566 - (137,566) -
Shareholder services (l)
fees - Institutional - 280,259 112,178 392,437
Shares
Shareholder services
fees - Institutional - 94,225 126,427 (l) 220,652
Service Shares
Share registration costs (m)
21,439 43,328 (21,439) 43,328
Printing and postage (n)
6,508 21,232 (6,508) 21,232
Insurance premiums (o)
1,425 1,092 (1,425) 1,092
Miscellaneous (p)
930 8,315 (930) 8,315
-------------------------- ------------
------------ --------------
Total expenses
998,470 1,625,178 (156,229) 2,467,419
-------------------------- ------------ --------------
--------------
Waivers and
Reimbursements:
Waiver of investment
adviser fee (300,243) (720,443) (156,444) (q) (1,177,130)
Waiver of distribution
fees - Institutional - (60,304) (80,913) (r) (141,217)
Service Shares
Waiver of shareholder
services fee - Class R (30,052) - 30,052 (s) -
Shares
Waiver of shareholder
services fee - Class Y (82,540) - 82,540 (s) -
Shares
Waiver of shareholder
services fee - - (235,417) (94,230) (t) (329,647)
Institutional Shares
Waiver of transfer agent
fee-Institutional Shares - (2,068) (828) (u) (2,896)
Waiver of transfer agent
fee-Institutional - (758) (831) (u) (1,589)
Service Shares
Reimbursement of
investment adviser fee - (6,552) (263) (v) (6,815)
Reimbursement of other
operating expenses - (29,858) (31,451) (w) (61,309)
-------------------------- ------------
--------------
Total waivers and
reimbursements (412,835) (1,055,400) (45,063) (402,256)
-------------------------- ------------ --------------
--------------
Net expenses
585,635 569,778 2,065,163
-------------------------- ------------ --------------
--------------
Net investment $ $ $ $9,424,199
income/(net operating ,073,423 7,260,526 156,229
loss)
-------------------------- ------------ --------------
Realized and Unrealized
Gain (Loss) on
Investments and Foreign
Currency Transactions:
Net realized loss on
investments 3,099,217 (59,506) 3,039,711
Net change in unrealized
appreciation
(depreciation) on
investments
1,125,114 9,383,896 10,509,010
-------------------------- ------------ --------------
Net realized and
unrealized gain (loss) 4,224,331 9,324,390 - 13,548,721
on investments
-------------------------- ------------ --------------
Change in net $ $ $22,972,920
assets resulting from 7,297,754 16,584,916 -
operations
-------------------------- ------------ --------------
See Legend to Pro Forma Adjustments on the
following page
See Notes to Pro Forma Financial Statements
Riggs U.S. Government Securities Fund
Federated Total Return Government Bond Fund
Notes to Pro Forma Combining Statements of Operations
Year Ended April 30, 2003
and February 28, 2003
(a) Federated Investment Management Company (the "Adviser") receives for its
services an annual investment advisory fee equal to 0.50% of the Federated
Total Return Government Bond Fund's average daily net assets. The Adviser
may voluntarily choose to waive a portion of its fee. The Adviser can
modify or terminate this voluntary waiver at any time.
(b) Federated Services Company ("FServ") provides the Fund with administrative
personnel and services necessary to operate the Fund. The fee paid to FServ
is based on a scale that ranges from 0.15% to 0.075% of the average
aggregate daily net assets of all funds advised by subsidiaries of
Federated investors, Inc., subject to a $125,000 minimum per portfolio and
$30,000 per each additional class.
(c) Adjustment to reflect the custodian fees reductions due to the combining of
two portfolios into one.
(d) FServ through its subsidiary, Federated Shareholder Services Company,
serves as transfer and dividend disbursing agent for the Funds. The fee
paid to FServ is based on the number of share classes and accounts per fund
on the level of average aggregate net assets of the Trust for the period.
The adjustment is due to the combining of two portfolios into one.
(e) Adjustment to reflect the Director's fee reductions due to the combining of
two portfolios into one.
(f) Adjustment to reflect the Audit fee reductions due to the combining of two
portfolios into one.
(g) Adjustment to reflect the Legal Fee reductions due to the combining of two
portfolios into one.
(h) Adjustment to reflect the Portfolio Accounting Fee reductions due to the
combining of two portfolios into one.
(i) Adjustment to reflect the elimination of the Riggs U.S. Government
Securities12b-1 fee for Class R Shares and Class Y Shares due to the
combining of two portfolios into one.
(j) Adjustment to reflect the distribution (12b-1) accrual of 0.25% due to the
combining of two portfolios into one.
(k) Adjustment to reflect the elimination of the Riggs U.S. Government
Securities shareholder services fee for Class Y Shares due to the combining
of two portfolios into one.
(l) Adjustment to reflect the shareholder services fee accrual of 0.25% due to
the combining of two portfolios into one.
(m) Adjustment to reflect the Share registration costs reductions due to the
combining of two portfolios into one.
(n) Adjustment to reflect the printing and postage expense reduction due to
combining of two portfolios into one.
(o) Adjustment to reflect the insurance premium expense reduction due to
combining of two portfolios into one.
(p) Miscellaneous expenses are reduced to reflect estimated savings to be
realized by combining two portfolios into one.
(q) Adjustment to reflect waiver of investment adviser fee being brought in
line based on the combined net assets of funds.
(r) Adjustment to reflect waiver of distribution (12b-1) fee being brought in
line based on the combined net assets of funds.
(s) Adjustment to reflect the elimination of shareholder services fee waiver
for RiggsU.S. Government Securities Fund, Class R Shares and Class Y Shares
which is no longer applicable due to the combining of two portfolios into
one.
(t) Adjustment to reflect waiver of shareholder services fee being brought in
line based on the net assets of funds.
(u) Adjustment to reflect waiver of transfer agent fee being brought in line
based on the net assets of funds.
(v) Adjustment to reflect reimbursement of the investment adviser fee being
brought in line based on the net assets of funds.
(w) Adjustment to reflect reimbursement of other operating expenses being
brought in line based on the net assets of funds.
Riggs Short Term Tax Free Bond Fund
Federated Short-Term Municipal Trust
Notes to Pro Forma Financial Statements
Year Ended April 30, 2003 and June 30, 2002
Basis of Combination
The accompanying unaudited Pro Forma Combining Portfolios of Investments,
Statements of Assets and Liabilities and Statements of Operations ("Pro Forma
Financial Statements") reflect the accounts of Federated Short-Term Municipal
Trust and Riggs Short Term Tax Free Bond Fund, collectively ("the Funds"), for
the year ended June 30, 2002, and April 30, 2003, respectively. These statements
have been derived from the books and records utilized in calculating daily net
asset values at June 30, 2002 and April 30, 2003, respectively.
The Pro Forma Financial Statements should be read in conjunction with the
historical financial statements of the Funds which have been incorporated by
reference in the Statement of Additional Information. The Funds follow generally
accepted accounting principles applicable to management investment companies
which are disclosed in the historical financial statements of each fund.
The Pro Forma Financial Statements give effect to the proposed exchange of
assets of Federated Short-Term Municipal Trust for shares of Riggs Short Term
Tax Free Bond Fund. Under generally accepted accounting principles, Federated
Short-Term Municipal Trust will be the surviving entity for accounting purposes
with its historical cost of investment securities and results of operations
being carried forward.
The Pro Forma Financial Statements have been adjusted to reflect the
anticipated advisory fee arrangement for the surviving entity. Certain other
operating costs have also been adjusted to reflect anticipated expenses of the
combined entity. Other costs, which may change as a result of the
reorganization, are currently undeterminable.
For the year ended June 30, 2002, Federated Short-Term Municipal Trust paid
investment advisory fees computed at the annual rate of 0.40% as a percentage of
average daily net assets. For the year ended April 30, 2003, Riggs Short Term
Tax Free Bond Fund paid investment advisory fees computed at the annual rate of
0.75% as a percentage of average daily net assets.
Shares of Beneficial Interest
The Pro Forma net asset value per share assumes the issuance of 4,190,384
Institutional Service Shares of Federated Short-Term Municipal Trust in exchange
for 4,133,706 Class R Shares of Riggs Short Term Tax Free Bond Fund which would
have been issued at June 30, 2002 and April 30, 2003, respectively, in
connection with the proposed reorganization.
Pro Forma Combining Portfolio of Investments
Riggs Riggs
Short Term Federated Short Term Federated
Tax Free Short-Term Tax Free Short-Term
Bond Fund Municipal Pro Forma Bond Fund Municipal Trust Pro Forma
Trust
April 30, 2003 June 30, Combined April 30, 2003 June 30, 2002 Combined
2002
Principal
Amount
or Shares Value Value Value
Long-Term
Municipals--14.9%
Arizona--0.4%
1,000,000 - 1,000,000 Maricopa County, AZ, $1,064,580 - $1,064,580
Unified School
District No. 97, GO
UT, 5.20% (FGIC
LOC)/(Original Issue
Yield: 5.30%),
7/1/2007
Delaware--0.2%
500,000 - 500,000 Delaware State, 519,610 - 519,610
(Series B), 5.00%
(Original Issue Yield:
4.80%), 5/1/2004
Florida--0.4%
1,000,000 - 1,000,000 Volusia County, FL, 1,048,310 - 1,048,310
School District, GO
UT, 5.00% (FGIC
LOC)/(Original Issue
Yield: 3.35%), 8/1/2004
Georgia--0.4%
1,000,000 - 1,000,000 Henry County, GA, 1,032,080 - 1,032,080
School District, GO
UT, 3.75% (Original
Issue Yield: 3.58%),
8/1/2004
950,000 - 950,000 Georgia Municipal 1,008,349 - 1,008,349
Electric Authority,
Refunding Revenue
Bonds (Series Z),
5.10% (FSA
LOC)/(Original Issue
Yield: 5.15%), 1/1/2005
Total 2,040,429 - 2,040,429
Hawaii--0.7%
2,000,000 - 2,000,000 Hawaii State, GO UT 2,254,560 - 2,254,560
(Series CB) Refunding
Bonds, 5.75% (Original
Issue Yield: 5.90%),
1/1/2007
- Illinois--1.7% -
1,000,000 - 1,000,000 Chicago, IL, O'Hare 1,091,660 - 1,091,660
International Airport,
(Series A), 6.375%
(MBIA LOC)/(Original
Issue Yield: 6.735%),
1/1/2012
1,000,000 - 1,000,000 Chicago, IL, O'Hare 1,101,950 - 1,101,950
International Airport,
Revenue Bonds (Series
A), 5.375% (AMBAC
LOC)/(Original Issue
Yield: 5.50%), 1/1/2007
1,550,000 - 1,550,000 Chicago, IL, GO UT 1,674,713 - 1,674,713
Refunding Bonds, 6.30%
(AMBAC LOC)/(Original
Issue Yield: 6.40%),
1/1/2005
1,000,000 - 1,000,000 Lake County, IL, 1,024,610 - 1,024,610
(Series A) Water &
Sewer Refunding
Revenue Bonds, 5.50%
(AMBAC LOC)/(Original
Issue Yield: 5.65%),
12/1/2009
Total 4,892,933 - 4,892,933
Kansas--0.4%
1,000,000 - 1,000,000 Johnson County, KS, 1,013,990 - 1,013,990
Unified School
District No. 233, GO
UT, 5.25% (FGIC
LOC)/(Original Issue
Yield: 5.30%), 9/1/2017
- Massachusetts--0.4%
1,000,000 - 1,000,000 Lawrence, MA, GO UT, 1,126,400 - 1,126,400
5.50% (AMBAC
LOC)/(Original Issue
Yield: 4.71%),
2/1/2011
- Michigan--1.1%
1,000,000 - 1,000,000 Forest Hills, MI, 1,041,290 - 1,041,290
Public School, GO UT,
5.25% (Original Issue
Yield: 4.55%), 5/1/2004
1,090,000 - 1,090,000 Grandville, MI, Public 1,098,720 - 1,098,720
Schools District,
2.00%, 5/1/2004
865,000 - 865,000 Michigan State 933,430 - 933,430
Building Authority,
(Series I) Health,
Hospital, Nursing Home
Improvement Revenue
Bonds, 5.40% (Original
Issue Yield: 5.50%),
10/1/2005
Total 3,073,440 - 3,073,440
Nevada--0.4%
1,000,000 - 1,000,000 Washoe County, NV, 1,068,220 - 1,068,220
Hospital Facilities,
Revenue Bonds, 6.00%
(AMBAC LOC)/(Original
Issue Yield: 6.10%),
6/1/2009
- New Jersey--0.4%
1,000,000 - 1,000,000 New Jersey State, GO 1,063,570 - 1,063,570
UT, 6.50% (Original
Issue Yield: 4.95%),
7/15/2004
- New Mexico--0.4%
1,000,000 - 1,000,000 Santa Fe, NM, 1,121,070 - 1,121,070
Community College
District, GO UT, 5.45%
(Original Issue Yield:
5.55%), 8/1/2010
- North Carolina--0.8%
1,200,000 - 1,200,000 North Carolina State, 1,300,104 - 1,300,104
(Series A), 5.00%
(Original Issue Yield:
4.40%), 9/1/2005
1,000,000 - 1,000,000 North Carolina State, 1,098,130 - 1,098,130
GO UT Bonds, 5.00%,
5/1/2011
Total 2,398,234 - 2,398,234
Ohio--0.2%
450,000 - 450,000 Ohio State, GO UT, 468,972 - 468,972
4.00%, 9/15/2012
- Rhode Island--0.5%
1,435,000 - 1,435,000 Rhode Island Housing & 1,488,425 - 1,488,425
Mortgage Finance
Corp., (Series A)
Refunding Revenue
Bonds, 5.45% (AMBAC
LOC), 7/1/2004
- Texas--3.1%
1,000,000 - 1,000,000 Austin, TX, Hotel 1,116,580 - 1,116,580
Occupancy, 5.625%
(AMBAC LOC)/(Original
Issue Yield: 5.71%),
11/15/2019
1,000,000 - 1,000,000 Dallas-Fort Worth, TX, 1,032,530 - 1,032,530
Regional Airport,
Refunding Revenue
Bond, (Series A),
7.75% (FGIC LOC),
11/1/2003
1,195,000 - 1,195,000 Fort Worth, TX, ISD, 1,255,360 - 1,255,360
GO UT, 4.25% (PSFG
LOC)/(Original Issue
Yield: 2.10%),
2/15/2005
1,000,000 - 1,000,000 Harris County, TX, GO 1,104,280 - 1,104,280
LT Correctional
Facility Improvement
Bonds, 5.50% (Original
Issue Yield: 5.55%),
10/1/2011
1,000,000 - 1,000,000 Johnson County, TX, GO 1,061,040 - 1,061,040
UT, 5.00% (FSA
LOC)/(Original Issue
Yield: 4.85%),
2/15/2016
1,000,000 - 1,000,000 North Texas Tollway 1,090,870 - 1,090,870
Authority Dallas,
(Series A), 5.10%
(FGIC LOC)/(Original
Issue Yield: 5.20%),
1/1/2013
335,000 - 335,000 San Antonio, TX, 390,811 - 390,811
Electric & Gas,
Revenue Bonds, 5.50%
(Original Issue Yield:
5.625%), 2/1/2007
(@101)
130,000 - 130,000 San Antonio, TX, 144,078 - 144,078
Electric & Gas,
Revenue Bonds, 5.50%
(Original Issue Yield:
5.625%), 2/1/2015
535,000 - 535,000 San Antonio, TX, 606,112 - 606,112
Electric & Gas,
Revenue Bonds, 5.50%
(Original Issue Yield:
5.625%), 2/1/2015
1,000,000 - 1,000,000 Spring Texas ISD, 1,070,920 - 1,070,920
5.25%, 2/15/2019
Total 8,872,581 - 8,872,581
Utah--0.7%
580,000 - 580,000 Intermountain Power 590,718 - 590,718
Agency, UT, (Series
B), 5.25% (Original
Issue Yield: 5.79%),
7/1/2017
420,000 - 420,000 Intermountain Power 431,050 - 431,050
Agency, UT, (Series
B), 5.25% (Original
Issue Yield: 5.79%),
7/1/2017
440,000 - 440,000 Intermountain Power 451,365 - 451,365
Agency, UT, (Series
C), 5.00% (Original
Issue Yield: 4.70%),
7/1/2004
560,000 - 560,000 Intermountain Power 574,823 - 574,823
Agency, UT, (Series
C), 5.00% (Original
Issue Yield: 4.999%),
7/1/2004
Total 2,047,956 - 2,047,956
Virginia--0.2%
605,000 - 605,000 Chesapeake, VA, IDA, 642,940 - 642,940
Public Facility Lease
Revenue Bonds, 5.40%
(MBIA LOC)/(Original
Issue Yield: 5.50%),
6/1/2005
Washington--0.8% -
1,000,000 - 1,000,000 Snohomish County, WA, 1,099,220 - 1,099,220
School District No. 6,
UT GO Refunding Bonds,
5.45% (FGIC INS),
12/1/2005
1,000,000 - 1,000,000 Washington State Public 1,079,590 - 1,079,590
Power Supply System,
(Series B), 5.40%
(Energy Northwest,
WA)/(Original Issue
Yield: 5.45%), 7/1/2005
Total 2,178,810 - 2,178,810
West Virginia--0.4%
1,000,000 - 1,000,000 West Virginia State, GO 1,041,630 - 1,041,630
UT, 5.00% (Original
Issue Yield: 3.45%),
6/1/2004
- Wisconsin--1.0% -
1,315,000 - 1,315,000 Milwaukee, WI, (Series 1,327,808 - 1,327,808
Y), 4.00%, 9/1/2003
1,300,000 - 1,300,000 Wisconsin State, 1,391,975 - 1,391,975
(Series F), 5.00%
(Original Issue Yield:
3.10%), 5/1/2005
Total 2,719,783 - 2,719,783
Total Long-Term 42,146,443 - 42,146,443
Municipals (identified
cost $40,448,012)
Short-Intermediate Municipal Securities--75.7%
Alabama--3.5%
- 978,032 978,032 (1) Birmingham, AL, - 1,019,119 1,019,119
Fire Equipment Lease
Obligation No. 2,
5.60%, 11/5/2004
- 860,000 860,000 Huntsville, AL Health - 890,023 890,023
Care Authority, Revenue
Bonds , 4.75%
(Huntsville Hospital
System), 6/1/2004
- 3,280,000 3,280,000 Huntsville, AL, GO UT - 3,297,023 3,297,023
Warrants , 5.375%,
12/1/2003
- 1,275,000 1,275,000 Lauderdale County & - 1,390,260 1,390,260
Florence, AL Health
Care Authority, Revenue
Bonds (Series 2000A),
5.50% (Coffee Health
Group), 7/1/2006
- 1,190,000 1,190,000 Lauderdale County & - 1,285,474 1,285,474
Florence, AL Health
Care Authority, Revenue
Bonds Series 2000A),
5.50% (Coffee Health
Group), 7/1/2005
- 2,000,000 2,000,000 Mobile, AL IDB, (Series - 2,000,840 2,000,840
1994A), 3.25% TOBs
(International Paper
Co.), Optional Tender
12/1/2002
Total - 9,882,739 9,882,739
Alaska--3.2% -
- 3,000,000 3,000,000 Alaska State Housing - 3,250,470 3,250,470
Finance Corp., State
Capital Project Revenue
Bonds (Series 2001A),
5.00%, 12/1/2006
- 1,260,000 1,260,000 Anchorage, AK, UT GO - 1,317,695 1,317,695
Bonds (Series B), 5.00%
(FGIC INS), 12/1/2003
- 3,500,000 3,500,000 Valdez, AK Marine - 3,505,460 3,505,460
Terminal, (Series
1994B), 3.10% TOBs
(Phillips
Transportation Alaska,
Inc.)/(Phillips
Petroleum Co. GTD),
Optional Tender 1/1/2003
- 1,000,000 1,000,000 Valdez, AK Marine - 998,800 998,800
Terminal, (Series
1994C), 2.90% TOBs
(Phillips
Transportation Alaska,
Inc.)/(Phillips
Petroleum Co. GTD),
Optional Tender 1/1/2003
Total - 9,072,425 9,072,425
Arizona--2.7% -
- 3,000,000 3,000,000 Arizona State - 3,103,920 3,103,920
Transportation Board,
Transportation Excise
Tax Revenue Bonds
(Series 2000), 5.00%
(Maricopa County, AZ
Regional Area Road
Fund), 7/1/2003
- 1,500,000 1,500,000 Maricopa County, AZ - 1,501,770 1,501,770
Pollution Control
Corp., (Series 1994E),
3.75% TOBs (Arizona
Public Service Co.),
Mandatory Tender
4/8/2003
- 2,000,000 2,000,000 Maricopa County, AZ - 1,994,540 1,994,540
Pollution Control
Corp., Refunding
Revenue Bonds (Series
1994B), 3.30% TOBs
(Arizona Public Service
Co.), Mandatory Tender
11/1/2002
- 1,000,000 1,000,000 Maricopa County, AZ, - 1,000,000 1,000,000
IDA, 2.00% CP (American
Water Capital Corp.),
Mandatory Tender
9/5/2002
Total - 7,600,230 7,600,230
Arkansas--0.6% -
- 1,000,000 1,000,000 Arkansas Development - 1,000,030 1,000,030
Finance Authority,
Exempt Facilities
Revenue Bonds, 3.50%
TOBs (Waste Management,
Inc. GTD), Mandatory
Tender 8/1/2002
- 677,922 677,922 Arkansas Development - 666,221 666,221
Finance Authority, SFM
Revenue Bonds (Series
1997A-R), 6.50% (MBIA
INS), 2/1/2011
Total - 1,666,251 1,666,251
California--0.7% -
- 1,000,000 1,000,000 California Statewide - 1,003,000 1,003,000
Communities Development
Authority, Revenue
Bonds (Series 2002C),
3.70% TOBs (Kaiser
Permanente), Mandatory
Tender 2/1/2005
- 1,000,000 1,000,000 California Statewide - 1,023,650 1,023,650
Communities Development
Authority, Revenue
Bonds (Series 2002D),
4.35% TOBs (Kaiser
Permanente), Mandatory
Tender 2/1/2007
Total - 2,026,650 2,026,650
Colorado--0.8% -
- 415,000 415,000 Colorado HFA, SFM - 434,576 434,576
Revenue Bond, (Series
C-1), 7.65%, 12/1/2025
- 142,000 142,000 Colorado HFA, SFM - 143,123 143,123
Program Senior Bonds,
(Series 1998C-2),
4.50%, 11/1/2005
- 105,000 105,000 Colorado HFA, SFM - 105,870 105,870
Program Subordinate
Bonds, (Series 1998B),
4.625%, 11/1/2005
- 500,000 500,000 Colorado Health - 501,330 501,330
Facilities Authority,
Hospital Refunding
Revenue Bonds, 4.50%
(Parkview Medical
Center), 9/1/2002
- 500,000 500,000 Colorado Health Facilities Authority, 509,565
Hospital Refunding Revenue Bonds,
4.75% (Parkview Medical Center),
9/1/2003
- - 509,565
- 640,000 640,000 Colorado Health - 662,419 662,419
Facilities Authority,
Hospital Refunding
Revenue Bonds, 5.00%
(Parkview Medical
Center), 9/1/2004
Total - 2,356,883 2,356,883
District Of
Columbia--0.4%
- 1,200,000 1,200,000 District of Columbia, - 1,234,332 1,234,332
Revenue Bonds (Series
1999), 5.30% TOBs (819
7th Street, LLC
Issue)/(Branch Banking
& Trust Co.,
Winston-Salem LOC),
Mandatory Tender
10/1/2004
Florida--2.3%
- 995,000 995,000 Florida Housing Finance - 1,028,711 1,028,711
Corp., Homeowner
Mortgage Revenue Bonds,
(Series 2), 4.75% (MBIA
INS), 7/1/2019
- 1,300,000 1,300,000 Florida State Board of - 1,372,462 1,372,462
Education Capital
Outlay, UT GO Bonds
(Series 2001E), 5.00%
(Florida State),
6/1/2004
- 500,000 500,000 Miami Beach, FL Health - 469,690 469,690
Facilities Authority,
Hospital Revenue Bonds
(Series 2001B), 5.50%
TOBs (Mt. Sinai Medical
Center, FL) 5/15/2005
- 1,885,000 1,885,000 Miami-Dade County, FL - 2,065,922 2,065,922
School District, COPS
(Series A), 5.25%,
10/1/2006
- 1,600,000 1,600,000 Palm Beach County, FL - 1,692,480 1,692,480
Health Facilities
Authority, Hospital
Refunding Revenue Bonds
(Series 2001), 5.00%
(BRCH Corp. Obligated
Group), 12/1/2004
Total - 6,629,265 6,629,265
Georgia--0.6%
- 1,700,000 1,700,000 Decatur - 1,700,068 1,700,068
County-Bainbridge, GA
IDA, Revenue Bonds ,
4.00% TOBs (John B.
Sanifilippo &
Son)/(LaSalle Bank,
N.A. LOC), Mandatory
Tender 6/1/2006
- Illinois--4.3%
- 1,585,000 1,585,000 Broadview, IL, Tax - 1,585,238 1,585,238
Increment Financing
Revenue Bonds, 4.40%,
7/1/2002
- 45,000 45,000 Chicago, IL SFM, - 46,170 46,170
Collateralized SFM
Revenue Bonds, (Series
A-1), 4.85% (GNMA COL),
3/1/2015
- 1,030,000 1,030,000 Illinois Health - 1,062,239 1,062,239
Facilities Authority,
Revenue Bonds, (Series
1998), 5.25% (Centegra
Health System), 9/1/2003
- 1,000,000 1,000,000 Illinois Health - 1,003,660 1,003,660
Facilities Authority,
Revenue Refunding Bonds
(Series A), 4.80%
(Advocate Health Care
Network)/(Original
Issue Yield: 4.90%),
8/15/2002
- 2,000,000 2,000,000 Illinois Health - 2,061,100 2,061,100
Facilities Authority,
Revenue Refunding Bonds
(Series A), 5.00%
(Advocate Health Care
Network), 8/15/2003
- 1,000,000 1,000,000 Illinois State, UT GO - 1,080,500 1,080,500
Bonds (First Series of
December 2000), 5.50%,
12/1/2004
- 2,000,000 2,000,000 Illinois State, UT GO - 2,078,460 2,078,460
Bonds (Series 2000),
5.25%, 8/1/2003
- 3,050,000 3,050,000 Will & Kendall - 3,397,456 3,397,456
Counties, IL Community
Consolidated School
District No. 202, UT GO
Bonds , 5.50%,
12/30/2007
Total - 12,314,823 12,314,823
Indiana--1.1%
- 1,000,000 1,000,000 Indiana Development - 1,006,620 1,006,620
Finance Authority,
Refunding Revenue Bonds
(Series 1998A), 4.75%
TOBs (Southern Indiana
Gas & Electric Co.),
Mandatory Tender
3/1/2006
- 1,200,000 1,200,000 Indiana Health Facility - 1,268,376 1,268,376
Financing Authority,
Health System Revenue
Bonds (Series 2001),
5.00% (Sisters of St.
Francis Health
Services), 11/1/2004
- 760,000 760,000 Indiana State HFA, SFM - 783,636 783,636
Revenue Bonds, (Series
C-3), 4.75%, 1/1/2029
Total - 3,058,632 3,058,632
Iowa--0.7%
- 1,880,000 1,880,000 Iowa Finance Authority, - 1,994,454 1,994,454
Iowa State Revolving
Fund Revenue Bonds
(Series 2001), 5.00%,
8/1/2004
- Kansas--2.2% -
- 2,000,000 2,000,000 Burlington, KS, (Series - 2,002,820 2,002,820
B), 3.25% TOBs (Kansas
City Power And Light
Co.), Optional Tender
8/30/2002
- 2,000,000 2,000,000 La Cygne, KS, - 2,026,600 2,026,600
Environmental
Improvement Revenue
Refunding Bonds,
(Series 1994), 3.90%
TOBs (Kansas City Power
And Light Co.),
Mandatory Tender
9/1/2004
- 265,000 265,000 Sedgwick & Shawnee - 269,979 269,979
Counties, KS, SFM
Revenue Bonds,
Mortgage-Backed
Securities Program,
(Series 1998 A-1),
4.70% (GNMA
Collateralized Home
Mortgage Program COL),
12/1/2008
- 1,640,000 1,640,000 Sedgwick & Shawnee - 1,708,732 1,708,732
Counties, KS, SFM
Revenue Bonds,
Mortgage-Backed
Securities Program,
(Series 1998 A-1),
5.00% (GNMA
Collateralized Home
Mortgage Program COL),
6/1/2013
- 340,000 340,000 Sedgwick & Shawnee - 346,501 346,501
Counties, KS, SFM
Revenue Bonds (Series
2001B-1), 4.00% (GNMA
Collateralized Home
Mortgage Program GTD),
12/1/2013
- Total - 6,354,632 6,354,632
- Louisiana--4.2%
- 1,000,000 1,000,000 Calcasieu Parish, LA, - 1,037,500 1,037,500
IDB, PCR Refunding
Bonds, (Series 2001),
4.80% (Occidental
Petroleum Corp.),
12/1/2006
- 2,200,000 2,200,000 Lake Charles, LA Harbor - 2,281,246 2,281,246
& Terminal District,
Port Facilities Revenue
Refunding Bond,
Trunkline Lining Co
Project, 7.75% (Duke
Energy Corp.), 8/15/2022
- 1,935,000 1,935,000 Louisiana Agricultural - 2,005,182 2,005,182
Finance Authority,
Revenue Bonds, 5.20%
(Louisiana-Pacific
Corp.)/(Hibernia
National Bank LOC),
5/1/2004
- 2,000,000 2,000,000 Louisiana State Energy - 2,038,400 2,038,400
& Power Authority,
Refunding Revenue Bonds
(Series 2000), 5.25%
(Rodemacher Unit No. 2
Project), 1/1/2003
- 2,500,000 2,500,000 St. Charles Parish, LA, - 2,537,775 2,537,775
PCR Refunding Bonds
(Series 1999-C), 5.35%
TOBs (Entergy
Louisiana, Inc.),
Mandatory Tender
10/1/2003
- 2,000,000 2,000,000 St. Charles Parish, LA, - 2,005,320 2,005,320
PCR Refunding Revenue
Bonds (Series 1999A),
4.90% TOBs (Entergy
Louisiana, Inc.),
Mandatory Tender
6/1/2005
Total - 11,905,423 11,905,423
Maryland--0.4% -
- 1,000,000 1,000,000 Prince Georges County, - 1,002,650 1,002,650
MD, IDRB (Series 1993),
4.25% TOBs
(International Paper
Co.), Optional Tender
7/15/2002
- Massachusetts--1.3% -
- 2,495,000 2,495,000 Massachusetts HEFA, - 2,564,810 2,564,810
Revenue Bonds (Series
1999A), 5.25% (Caritas
Christi Obligated
Group), 7/1/2004
- 1,060,000 1,060,000 Massachusetts HEFA, - 1,105,548 1,105,548
Revenue Bonds (Series
C), 5.00% (Milton
Hospital), 7/1/2004
Total - 3,670,358 3,670,358
Michigan--2.5% -
- 2,500,000 2,500,000 Michigan Municipal Bond - 2,752,450 2,752,450
Authority, Revenue
Bonds, 5.25% (Clean
Water Revolving Fund),
10/1/2007
- 1,005,000 1,005,000 Michigan State Hospital - 1,027,040 1,027,040
Finance Authority,
Hospital Revenue &
Refunding Bonds (Series
1998A), 4.70% (Hackley
Hospital Obligated
Group), 5/1/2004
- 1,265,000 1,265,000 Michigan State Hospital - 1,320,913 1,320,913
Finance Authority,
Refunding Revenue Bonds
(Series A), 5.50%
(Trinity Healthcare
Credit Group), 12/1/2003
- 1,000,000 1,000,000 Michigan State Hospital - 1,067,540 1,067,540
Finance Authority,
Refunding Revenue Bonds
(Series A), 5.50%
(Trinity Healthcare
Credit Group), 12/1/2004
- 820,000 820,000 Michigan State Hospital - 847,806 847,806
Finance Authority,
Revenue & Refunding
Bonds (Series 1998A),
4.40% (McLaren Health
Care Corp.)/(Original
Issue Yield: 4.45%),
6/1/2004
Total - 7,015,749 7,015,749
Missouri--1.1%
- 1,500,000 1,500,000 Missouri Highways & - 1,606,065 1,606,065
Transportation
Commission, State Road
Bonds (Series 2000A),
5.25%, 2/1/2005
- 1,500,000 1,500,000 Missouri Highways & - 1,627,275 1,627,275
Transportation
Commission, State Road
Bonds (Series 2000A),
5.25%, 2/1/2006
Total - 3,233,340 3,233,340
Nebraska--0.5% -
- 1,500,000 1,500,000 Nebraska Public Power - 1,528,245 1,528,245
District, Construction
Notes, 3.50%, 12/1/2003
- New Mexico--0.4% -
- 1,245,000 1,245,000 Santa Fe Solid Waste - 1,274,756 1,274,756
Management Agency, NM,
Facility Revenue Bonds
(Series 1996), 5.00%,
6/1/2003
- New York--3.9%
- 4,000,000 4,000,000 New York City, NY, UT - 4,078,400 4,078,400
GO Bonds (Series
1991B), 7.50% (Original
Issue Yield: 7.70%),
2/1/2003
- 1,000,000 1,000,000 New York City, NY, UT - 1,067,420 1,067,420
GO Bonds (Series D),
5.00%, 8/1/2006
- 1,000,000 1,000,000 New York City, NY, UT - 1,065,670 1,065,670
GO Bonds (Series E),
5.00%, 8/1/2007
- 2,360,000 2,360,000 New York State Mortgage - 2,441,491 2,441,491
Agency, Homeowner
Mortgage Revenue Bonds,
(Series 71), 4.75%,
10/1/2021
- 1,000,000 1,000,000 New York State Thruway - 1,059,340 1,059,340
Authority, Highway and
Bridge Transportation
Fund Revenue Bd.,
(Series B-1), 5.50%
(MBIA INS), 4/1/2004
- 1,185,000 1,185,000 Niagara Falls, NY City - 1,225,053 1,225,053
School District, COPS
(Series 1998), 5.625%,
6/15/2003
Total - 10,937,374 10,937,374
North Carolina--1.8% -
- 2,000,000 2,000,000 North Carolina Eastern - 2,029,000 2,029,000
Municipal Power Agency,
Revenue Refunding Bonds
(Series C), 5.125%
(Original Issue Yield:
5.25%), 1/1/2003
- 1,000,000 1,000,000 North Carolina Eastern - 1,034,880 1,034,880
Municipal Power Agency,
Revenue Refunding Bonds
(Series C), 5.25%
(Original Issue Yield:
5.40%), 1/1/2004
- 1,100,000 1,100,000 North Carolina HFA, SFM - 1,114,003 1,114,003
Revenue Bonds (Series
1997TT), 4.90%, 9/1/2024
- 1,000,000 1,000,000 North Carolina - 1,018,390 1,018,390
Municipal Power Agency
No. 1, Revenue
Refunding Bonds, 5.90%
(Catawba
Electric)/(Original
Issue Yield: 5.95%),
1/1/2003
Total - 5,196,273 5,196,273
Ohio--5.7% -
- 1,000,000 1,000,000 Beavercreek, OH Local - 1,034,180 1,034,180
School District,
Special TANs, 4.25%,
12/1/2004
- 1,170,000 1,170,000 Franklin County, OH, - 1,188,346 1,188,346
Revenue Refunding
Bonds, 4.35% (Capitol
South Community Urban
Redevelopment Corp.),
6/1/2003
- 3,000,000 3,000,000 Hamilton County, OH, - 3,031,710 3,031,710
Local Cooling
Facilities Revenue
Bonds (Series 1998),
4.90% TOBs
(Trigen-Cinergy
Solutions of Cincinnati
LLC)/(Cinergy Corp.
GTD), Mandatory Tender
6/1/2004
- 1,750,000 1,750,000 Knox County, OH, - 1,817,357 1,817,357
Hospital Facilities
Revenue Refunding Bonds
(Series 1998), 4.30%
(Knox Community
Hospital)/(Radian Asset
Assurance
INS)/(Original Issue
Yield: 4.40%), 6/1/2004
- 1,500,000 1,500,000 Mahoning County, OH - 1,501,095 1,501,095
Hospital Facilities,
Adjustable Rate Demand
Health Care Facilities
Revenue Refunding Bonds
(Series 2002), 4.00%
TOBs (Copeland Oaks
Project), Mandatory
Tender 3/31/2005
- 610,000 610,000 Ohio HFA Multifamily - 627,281 627,281
Housing, Residential
Mortgage Revenue Bonds
(Series 1997D-1), 4.85%
(GNMA COL), 3/1/2015
- 1,350,000 1,350,000 Ohio HFA Multifamily - 1,369,197 1,369,197
Housing, Residential
Mortgage Revenue Bonds
(Series 1998A-1), 4.60%
(GNMA COL), 9/1/2026
- 1,000,000 1,000,000 Ohio State Air Quality - 1,000,000 1,000,000
Development Authority,
Refunding Revenue Bonds
(Series 2002A), 3.85%
TOBs (Pennsylvania
Power Co.), Mandatory
Tender 7/1/2003
- 1,000,000 1,000,000 Ohio State Air Quality - 1,000,460 1,000,460
Development Authority,
Revenue Bonds (Series
2001A), 3.70% TOBs
(Cincinnati Gas and
Electric Co.),
Mandatory Tender
8/1/2002
- 1,000,000 1,000,000 Ohio State Water - 1,002,710 1,002,710
Development Authority
Pollution Control
Facilities, Refunding
Revenue Bonds (Series
B), 4.40% TOBs (Ohio
Edison Co.), Mandatory
Tender 12/1/2003
- 1,500,000 1,500,000 Ohio State Water - 1,501,710 1,501,710
Development Authority,
Refunding Facility PCR
Bonds, 4.30% TOBs (Ohio
Edison Co.), Mandatory
Tender 6/1/2003
- 1,000,000 1,000,000 University of - 1,097,260 1,097,260
Cincinnati, OH, General
Receipts Revenue Bonds
(Series A), 5.50%,
6/1/2006
Total - 16,171,306 16,171,306
Oklahoma--3.4%
- 3,335,000 3,335,000 Oklahoma HFA, SFM - 3,570,885 3,570,885
Revenue Bonds (Series
1998D-2), 6.25% (GNMA
Collateralized Home
Mortgage Program COL),
9/1/2029
- 2,000,000 2,000,000 Tulsa, OK International - 2,057,200 2,057,200
Airport, General
Revenue Bonds, 5.00%
(FGIC INS), 6/1/2003
- 2,000,000 2,000,000 Tulsa, OK International - 2,098,560 2,098,560
Airport, General
Revenue Bonds, 5.00%
(FGIC INS), 6/1/2004
- 2,000,000 2,000,000 Tulsa, OK Municipal - 1,910,060 1,910,060
Airport, Transportation
Refunding Revenue Bonds
(Series 2000A), 5.80%
TOBs (American
Airlines, Inc.),
Mandatory Tender
12/1/2004
Total - 9,636,705 9,636,705
Oregon--0.7%
- 1,000,000 1,000,000 Clackamas County, OR - 1,049,590 1,049,590
Hospital Facilities
Authority, Revenue
Refunding Bonds (Series
2001), 5.00% (Legacy
Health System), 5/1/2004
- 1,000,000 1,000,000 Clackamas County, OR - 1,065,850 1,065,850
Hospital Facilities
Authority, Revenue
Refunding Bonds (Series
2001), 5.00% (Legacy
Health System), 5/1/2006
Total - 2,115,440 2,115,440
Pennsylvania--7.4%
- 5,000,000 5,000,000 Montgomery County, PA - 5,221,950 5,221,950
IDA, PCR Refunding
Bonds (Series 1999A),
5.20% TOBs (Peco Energy
Co.), Mandatory Tender
10/1/2004
- 3,000,000 3,000,000 Northampton County, PA - 3,000,000 3,000,000
IDA, 2.10% CP (American
Water Capital Corp.),
Mandatory Tender
7/24/2002
- 1,500,000 1,500,000 Pennsylvania EDFA, - 1,544,325 1,544,325
Resource Recovery
Refunding Revenue Bonds
(Series B), 6.75%
(Northampton
Generating), 1/1/2007
- 2,500,000 2,500,000 Pennsylvania State - 2,511,925 2,511,925
Higher Education
Assistance Agency,
(Series 2002 A), 2.35%
TOBs (FSA
INS)/(Bayerische
Landesbank
Girozentrale, Lloyds
TSB Bank PLC, London,
State Street Bank and
Trust Co. and
Westdeutsche Landesbank
Girozentrale LIQs),
Optional Tender 7/1/2003
- 200,000 200,000 Pennsylvania State - 214,820 214,820
Higher Education
Facilities Authority,
Revenue Bonds (Series
2001A), 5.75% (UPMC
Health System),
1/15/2007
- 1,000,000 1,000,000 Pennsylvania State - 1,072,140 1,072,140
Higher Education
Facilities Authority,
Revenue Bonds (Series
2001A), 5.75% (UPMC
Health System),
1/15/2008
- 1,250,000 1,250,000 Pennsylvania State - 1,372,550 1,372,550
Turnpike Commission,
Turnpike Refunding
Revenue Bonds (Series
2001S), 5.50%, 6/1/2006
- 2,000,000 2,000,000 Pennsylvania State - 2,099,820 2,099,820
University, Revenue
Refunding Bonds, 5.00%,
3/1/2004
- 2,010,036 2,010,036 Philadelphia, PA - 2,141,793 2,141,793
Municipal Authority,
Equipment Revenue Bonds
(Series 1997A), 5.297%
(Philadelphia, PA Gas
Works)/(AMBAC INS),
10/1/2004
- 1,000,000 1,000,000 Sayre, PA, Health Care - 1,068,260 1,068,260
Facilities Authority,
Revenue Bonds (Series
2002A), 5.50% (Guthrie
Healthcare System),
12/1/2005
- 640,000 640,000 Scranton-Lackawanna, PA - 671,494 671,494
Health & Welfare
Authority, Revenue
Bonds , 7.125% (Allied
Services Rehabilitation
Hospitals, PA),
7/15/2005
Total - 20,919,077 20,919,077
Rhode Island--2.2%
- 1,498,000 1,498,000 Cranston, RI, 3.75% - 1,501,985 1,501,985
BANs, 11/14/2002
- 2,775,000 2,775,000 Johnston, RI, (2002 - 2,799,087 2,799,087
Series), 3.00% BANs,
6/19/2003
- 600,000 600,000 Rhode Island State - 616,926 616,926
Health and Educational
Building Corp.,
Hospital Financing
Revenue Bonds (Series
2002), 5.00% (Lifespan
Obligated Group),
8/15/2005
- 650,000 650,000 Rhode Island State - 671,990 671,990
Health and Educational
Building Corp.,
Hospital Financing
Revenue Bonds (Series
2002), 5.25% (Lifespan
Obligated Group),
8/15/2006
- 700,000 700,000 Rhode Island State - 727,909 727,909
Health and Educational
Building Corp.,
Hospital Financing
Revenue Bonds (Series
2002), 5.50% (Lifespan
Obligated Group),
8/15/2007
Total - 6,317,897 6,317,897
South Carolina--0.4%
- 1,000,000 1,000,000 Piedmont Municipal - 1,045,040 1,045,040
Power Agency, SC,
Refunding Electric
Revenue Bonds (Series
2002A) , 5.00%, 1/1/2004
- South Dakota--0.5%
- 1,240,000 1,240,000 South Dakota State - 1,317,103 1,317,103
Health & Educational
Authority, Refunding
Revenue Bonds , 5.25%
(Sioux Valley Hospital
& Health System),
11/1/2005
- 0 Tennessee--3.9%
- 485,000 485,000 Clarksville, TN Natural - 487,275 487,275
Gas Acquisition Corp.,
Gas Refunding Revenue
Bonds, 4.00% (Dominion
Resources, Inc.),
11/1/2002
- 490,000 490,000 Clarksville, TN Natural - 497,316 497,316
Gas Acquisition Corp.,
Gas Refunding Revenue
Bonds, 4.50% (Dominion
Resources, Inc.),
5/1/2003
- 500,000 500,000 Clarksville, TN Natural - 513,050 513,050
Gas Acquisition Corp.,
Gas Refunding Revenue
Bonds, 5.00% (Dominion
Resources, Inc.),
11/1/2003
- 1,000,000 1,000,000 Metropolitan Government - 1,030,560 1,030,560
Nashville & Davidson
County, TN HEFA,
Multifamily Housing
Revenue Bonds, 5.20%
TOBs (American Housing
Corp.)/(FNMA LOC),
Mandatory Tender
2/1/2006
- 1,995,000 1,995,000 Metropolitan Government - 2,117,114 2,117,114
Nashville & Davidson
County, TN HEFA,
Refunding Revenue Bonds
(Series B), 4.50%
(Vanderbilt
University), 10/1/2005
- 2,085,000 2,085,000 Metropolitan Government - 2,222,381 2,222,381
Nashville & Davidson
County, TN HEFA,
Refunding Revenue Bonds
(Series B), 4.50%
(Vanderbilt
University), 10/1/2006
- 2,000,000 2,000,000 Metropolitan Government - 2,264,000 2,264,000
Nashville & Davidson
County, TN HEFA,
Revenue Bonds, 6.875%
(Meharry Medical
College)/(Original
Issue Yield: 7.27%),
12/1/2024
- 2,000,000 2,000,000 Metropolitan Government - 2,003,200 2,003,200
Nashville & Davidson
County, TN IDB, Revenue
Bonds, 4.10% TOBs
(Waste Management,
Inc.), Mandatory Tender
8/1/2004
Total - 11,134,896 11,134,896
Texas--5.5%
- 3,000,000 3,000,000 Brazos River Authority, - 3,046,320 3,046,320
TX, (Series 1995B),
5.05% TOBs (TXU
Electric Co.),
Mandatory Tender
6/19/2006
- 1,000,000 1,000,000 Brazos River Authority, - 981,530 981,530
TX, Revenue Refunding
Bonds (Series 1999C),
5.20% TOBs (Reliant
Energy, Inc.),
Mandatory Tender
12/1/2002
- 1,370,000 1,370,000 Gregg County, TX HFDC, - 1,418,964 1,418,964
Hospital Revenue Bonds
(Series 2002A), 5.50%
(Good Shepherd Medical
Center), 10/1/2005
- 2,000,000 2,000,000 Gulf Coast, TX Waste - 2,009,600 2,009,600
Disposal Authority,
Environmental
Facilities Refunding
Revenue Bonds , 4.20%
(Occidental Petroleum
Corp.), 11/1/2006
- 2,070,000 2,070,000 Lewisville, TX, - 2,156,257 2,156,257
Combination Contract
Revenue & Special
Assessment Bonds
(Series 1997), 4.95%
(United States Treasury
GTD), 5/1/2021
- 3,000,000 3,000,000 Matagorda County, TX - 2,997,930 2,997,930
Navigation District
Number One, PCR
Refunding Bonds (Series
1999A), 3.75% TOBs
(Central Power & Light
Co.), Mandatory Tender
11/1/2003
- 1,000,000 1,000,000 North Central Texas - 1,037,630 1,037,630
HFDC, Hospital Revenue
Refunding Bonds (Series
2002), 4.00%
(Children's Medical
Center of
Dallas)/(AMBAC INS),
8/15/2004
- 750,000 750,000 Sabine River Authority, - 754,650 754,650
TX, PCR Revenue
Refunding Bonds (Series
2001C), 4.00% TOBs (TXU
Electric Co.),
Mandatory Tender
11/1/2003
- 1,130,000 1,130,000 Tarrant County, TX Jr. - 1,179,867
College District,
Refunding LT GO Bonds
(Series 2001A), 4.75%, - 1,179,867
2/15/2004
Total - 15,582,748 15,582,748
Utah--0.6% -
- 1,650,000 1,650,000 Alpine, UT School - 1,788,484 1,788,484
District, UT GO Bonds,
5.25%, 3/15/2006
- Virginia--0.7% -
- 2,000,000 2,000,000 Louisa, VA IDA, Solid - 2,002,780 2,002,780
Waste & Sewage Disposal
Revenue Bonds (Series
2000A), 3.15% TOBs
(Virginia Electric &
Power Co.), Mandatory
Tender 4/1/2003
- Washington--4.0%
- 1,155,000 1,155,000 Clark County, WA Public - 1,237,421 1,237,421
Utilities District No.
001, Generating System
Revenue Refunding Bonds
(Series 2000), 5.50%,
1/1/2005
- 2,065,000 2,065,000 Clark County, WA Public - 2,244,676 2,244,676
Utilities District No.
001, Generating System
Revenue Refunding Bonds
(Series 2000), 5.50%,
1/1/2006
- 1,310,000 1,310,000 Spokane, WA, Refunding - 1,456,248 1,456,248
UT GO Bonds , 5.50%,
12/15/2007
- 1,400,000 1,400,000 Tacoma, WA Solid Waste - 1,423,548 1,423,548
Utility, (Series B)
Revenue Refunding
Bonds, 5.50% (AMBAC
INS), 12/1/2002
- 280,000 280,000 Tacoma, WA Solid Waste - 284,777 284,777
Utility, (Series B)
Revenue Refunding
Bonds, 5.50% (AMBAC
INS), 12/1/2002
- 2,500,000 2,500,000 Washington State Public - 2,594,200 2,594,200
Power Supply System,
Nuclear Project No. 2
Revenue Refunding Bond,
(Series 1997B), 5.50%
(Energy Northwest, WA),
7/1/2003
2,000,000 2,000,000 Washington State, - 2,162,020 2,162,020
Refunding UT GO Bonds ,
5.25%, 9/1/2005
Total - 11,402,890 11,402,890
Wisconsin--0.6%
- 1,500,000 1,500,000 Wisconsin State HEFA, - 1,586,206 1,586,206
Revenue Bonds (Series
2002A), 5.00% (Ministry
Health Care), 2/15/2005
Wyoming--0.8%
- 2,150,000 2,150,000 Albany County, WY, - 2,172,209 2,172,209
Pollution Control
Revenue Bonds (Series
1985), 3.30% TOBs
(Union Pacific Railroad
Co.)/(Union Pacific
Corp. GTD), Optional
Tender 12/1/2002
Total Short- - 214,848,333 214,848,332
Intermediate Municipal
Securities (identified
cost $210,531,118)
Short-Term Municipal securities--8.9%
Arizona--0.8%
- 1,200,000 1,200,000 Prescott, AZ IDA, - 1,200,000 1,200,000
(Series A) Weekly VRDNs
(Prescott Convention
Center,
Inc.)/(Household
Finance Corp. GTD)
- 1,200,000 1,200,000 Prescott, AZ IDA, - 1,200,000 1,200,000
(Series B) Weekly VRDNs
(Prescott Convention
Center)/(Household
Finance Corp. GTD)
Total - 2,400,000 2,400,000
- Georgia--0.4%
- 1,000,000 1,000,000 Bibb County, GA - 1,000,000 1,000,000
Development Authority,
(Series 1991IR-1)
Weekly VRDNs
(Temple-Inland, Inc.)
Mississippi--2.9%
- 8,100,000 8,100,000 Jackson County, MS Port - 8,100,000 8,100,000
Facility Daily VRDNs
(ChevronTexaco Corp.
GTD)
New York--0.5%
- 1,500,000 1,500,000 New York State Energy - 1,500,000 1,500,000
Research & Development
Authority, Poll Ctrl
Revenue Adj Rate Bonds
(1988 Series A) Daily
VRDNs (Niagara Mohawk
Power Corp.)/(JPMorgan
Chase Bank LOC)
Tennessee--0.4% -
- 1,000,000 1,000,000 Carter County, TN IDB, - 1,000,000 1,000,000
(Series 1983) Weekly
VRDNs (Inland Container
Corp.)/(Temple-Inland,
Inc. GTD)
Texas--3.7%
- 10,500,000 10,500,000 Harris County, TX HFDC, - 10,500,000 10,500,000
(Series 1994) Daily
VRDNs (Methodist
Hospital, Harris
County, TX)
Washington--0.3%
- 800,000 800,000 Port Grays Harbor, WA - 800,000
Industrial Development
Corp., Solid Waste
Disposal Revenue Bonds
(Series 1993) Weekly
VRDNs (Weyerhaeuser
Co.)
Total Short-Term Municipal securities 25,300,000
(identified cost $25,300,000)
Mutual Fund--0.2%
670,489 670,489 SEI Tax Exempt Money 670,489
Market Fund (at net
asset value)
Total Investments $42,816,932 $240,148,333
(identified cost
$276,949,619) (2)
1 Denotes a restricted security which is subject to resale under Federal
Securities laws. These securities amounted to $2,026,638 for the Federated
Short-Term Municipal Trust Pro Forma Combined which represents 0.4% of net
assets.
2 The cost of investments for Federal Tax purposes amounts to $276,911,006
for the Federated Short-Term Municipal Trust Pro Forma Combined.
The following acronyms are used
throughout this portfolio:
AMBAC --American Municipal Bond Assurance
Corporation
AMT --Alternative Minimum
Tax
BANs --Bond Anticipation
Notes
COL --COL
COPs --Certificates of
Participation
CP --Commercial Paper
EDFA --Economic Development
Financing Authority
FGIC --Financial Guaranty Insurance
Company
FNMA --Federal National
Mortgage Association
FSA --Financial Security
Assurance
GNMA --Government National Mortgage
Association
GO --General Obligation
GTD --Guaranteed
HEFA --Health and Education
Facilities Authority
HFA --Housing Finance
Authority
HFDC --Health Facility Development
Corporation
IDA --Industrial
Development Authority
IDB --Industrial
Development Bond
IDRB --Industrial
Development Revenue
Bond
IFA --Industrial Finance
Authority
INS --Insured
LIQs --Liquidity Agreements
LOC --Letter of Credit
LT --Limited Tax
MBIA --Municipal Bond
Investors Assurance
PCR --Pollution Control
Revenue
PSFG --Permanent School
Fund Guarantee
SFM --Single Family
Mortgage
TOBs --Tender Option Bonds
UT --Unlimited Tax
VRDNs --Variable Rate Demand
Notes
Note: The categories of investments are shown as a percentage of pro forma
combined total net assets as shown on the Pro Forma Combining Statements of
Assets and Liabilities.
Riggs Short Term Tax Free Bond Fund
Federated Short-Term Municipal Trust
(Annual)
Pro Forma Combining Statements of Assets and Liabilities
Riggs
Short Term Federated
Tax Free Short-Term
Bond Fund Municipal Pro Forma Pro Forma
Trust
Assets: April 30, 2003 June 30, 2002 Adjustment Combined
- -------------------------- ---------------- --------------- ---------------------------
- --------------------------
Investments in $ $
securities, at value 42,816,932 240,148,333 - 282,965,265
- --------------------------
Cash
2,261 16,784 - 19,045
- --------------------------
Income receivable
662,995 2,811,259 - 3,474,254
- --------------------------
Receivable for shares
sold - 339,604 - 339,604
- --------------------------
Receivable for
Investments sold - 610,000 - 610,000
- --------------------------
---------------- --------------- ---------- ---------------
Total assets
43,482,188 243,925,980 - 287,408,168
- -------------------------- ---------------- --------------- ---------- ---------------
Liabilities:
- --------------------------
Payable for investments
purchased - 3,022,069 - 3,022,069
- --------------------------
Income distribution
payable 101,015 371,717 - 472,732
- --------------------------
Payable for shares
redeemed - 107,315 - 107,315
- --------------------------
Accrued expenses
10,701 13,178 - 23,879
- -------------------------- ---------------- --------------- ---------- ---------------
Total liabilities
111,716 3,514,279 - 3,625,995
- -------------------------- ---------------- --------------- ---------- ---------------
Net Assets $ $ $ $
43,370,472 240,411,701 - 283,782,173
- -------------------------- ---------------- --------------- ---------- ---------------
Net Assets Consists of:
- --------------------------
Paid in capital $ $ $
40,946,423 241,532,571 - 282,478,994
- --------------------------
Net unrealized
appreciation
of investments
1,698,431 4,317,215 - 6,015,646
- --------------------------
Accumulated net realized
gain (loss) on
investments
725,564 (5,438,008) - (4,712,444)
- --------------------------
Accumulated
undistributed net
investment
income/
(Distributions in excess
of net
investment income)
54 (77) - (23)
- -------------------------- ---------------- --------------- ---------- ---------------
Total Net Assets $ $ $ $
43,370,472 240,411,701 - 283,782,173
- -------------------------- ---------------- --------------- ---------- ---------------
---------------- --------------- ---------------
Class R Shares $ $ ($43,370,4(a) $
43,370,472 - -
---------------- --------------- ---------- ---------------
---------------- --------------- ----------
Institutional Shares $ $ $ $211,834,535
- 211,834,535 -
---------------- --------------- ---------- ---------------
---------------- ---------------
Institutional Service $ $ $43,370,47(a) $71,947,638
Shares - 28,577,166
---------------- --------------- ---------- ---------------
Net Asset Value,
Offering Price and
Redemption Proceeds
Per Share
- --------------------------
Net Asset Value and
Offering Price Per Share
Class R Shares $ $
10.49 -
- -------------------------- ---------------- --------------- ---------- ---------------
Institutional Shares $ $ $
- 10.35 10.35
- -------------------------- ---------------- --------------- ---------- ---------------
Institutional $ $ $
Service Shares - 10.35 10.35
- -------------------------- ---------------- --------------- ---------- ---------------
Redemption Proceeds Per
Share*
- -------------------------- ---------------- --------------- ---------- ---------------
Class R Shares $ ** $ $
10.28 - -
- -------------------------- ---------------- --------------- ---------- ---------------
Institutional Shares $
10.35
- -------------------------- ---------------- --------------- ---------- ---------------
Institutional $
Service Shares 10.35
- -------------------------- ---------------- --------------- ---------- ---------------
Shares Outstanding:
- -------------------------- ---------------- --------------- ---------- ---------------
Class R Shares (a)
4,133,706 - (4,133,706) -
- -------------------------- ---------------- --------------- ---------- ---------------
----------
Institutional Shares 20,473,034
- 20,473,034
- -------------------------- ---------------- --------------- ---------- ---------------
----------
Institutional (a) 6,952,183
Service Shares - 2,761,799 4,190,384
- -------------------------- ---------------- --------------- ---------- ---------------
Investments, at $ $ $ $
identified cost 41,118,501 235,831,118 - 276,949,619
- -------------------------- ---------------- --------------- ---------- ---------------
(a) Adjustment to reflect share balance and combined net asset value as a result of
the combination.
* See "What Do Shares Cost" in the Prospectus
** Computation offering price per share
98/100 of net asset value.
(See Notes to Pro Forma Financial Statements)
Riggs Short Term Tax Free Bond Fund
Federated Short-Term Municipal Trust
Pro Forma Combining Statements of Operations
--------------------------------------------------------
Riggs
Short Term
Tax Free Federated
Bond Fund Short-Term
Fund Municipal Pro Forma Pro Forma
Trust
April 30, June 30, Adjustment Combined
2003 2002
----------- ------------- ------------------------------
Investment Income:
Interest
2,426,029 9,192,484 - 11,618,513
----------- ------------- ------------ ---------------
Total Investment Income
2,426,029 9,192,484 - 11,618,513
Expenses:
Investment advisory fee
396,933 871,572 (133,377) (a) 1,135,128
Administrative personnel and
services fee 84,679 163,792 (35,634) (b) 212,837
Custodian fees
10,585 11,264 (10,585) (c) 11,264
Transfer and dividend
disbursing agent fees and 435 54,322 (435) (d) 54,322
expenses
Directors' fees
1,287 11,589 (1,287) (e) 11,589
Auditing fees
17,075 12,900 (17,075) (f) 12,900
Legal fees
4,234 3,514 (4,234) (g) 3,514
Portfolio accounting fees
4,647 78,569 (4,647) (h) 78,569
Shareholder services fee -
Class R Shares 132,311 -
(132,311) (i) -
Shareholder services fee -
Institutional Service Shares - 59,968
119,901 (j) 179,869
Shareholder services fee -
Institutional Shares - 484,764
- 484,764
Distribution services fee -
Class R Shares 132,311 - (132,311) (k) -
Distribution services fee -
Institutional Service Shares - 59,968
119,901 (l) 179,869
Share registration costs (m)
13,465 43,675 (13,465) 43,675
Printing and postage
3,603 26,568 (3,603) (n) 26,568
Insurance premiums
1,272 1,141 (1,272) (o) 1,141
Miscellaneous
129 10,391 (129) (p) 10,391
----------- ------------- ------------ ---------------
------------ ---------------
Total expenses
802,966 1,893,997 (250,563) 2,446,400
----------- ------------- ------------ ---------------
Waivers:
Waiver of investment adviser (260,224) (q)
fee (92,878) 40,942 (312,160)
Waiver of transfer and
dividend disbursing agent - (4,879)
fees and expenses - (4,879)
Waiver of shareholder
services fee - Class R Shares (79,387) - 79,387 (r)
-
Waiver of shareholder
services fee - Institutional - (484,764)
Shares - (484,764)
Waiver of distribution
services fee - Class R Shares (132,311) - (s) -
132,311
Waiver of distribution
services fee - Institutional - 59,968 (t) 179,869
Service Shares 119,901
----------- ------------- ------------ ---------------
Total waivers (304,576) (689,899) 372,541 (621,934)
----------- ------------- ------------ ---------------
----------- ------------- ------------ ---------------
Net expenses 498,390 1,204,098 121,978 1,824,466
----------- ------------- ------------ ---------------
----------- ------------- ------------ ---------------
Net investment 1,927,639 7,988,386 (121,978) 9,794,047
income
----------- ------------- ------------ ---------------
Realized and Unrealized Gain
(Loss) on Investments:
Net realized gain (loss) on
investments 1,037,551 (315,236) - 722,315
Net change in unrealized
appreciation
on investments
111,300 1,883,229 - 1,994,529
----------- ------------- ------------ ---------------
Net realized and
unrealized gain on 1,148,851 1,567,993
investments - 2,716,844
----------- ------------- ------------ ---------------
------------
Change in net $ $ $ 12,510,891
assets resulting from 3,076,490 9,556,379 (121,978)
operations
----------- ------------- ------------ ---------------
Riggs Short Term Tax Free Bond Fund
Federated Short-Term Municipal Trust
Notes to Pro Forma Combining Statements of Operations
Year Ended April 30, 2003 and June 30, 2002
(a) Federated Investment Management Company (the "Adviser") receives for its
services an annual investment advisory fee equal to 0.40% of the Federated
Short-Term Municipal Trust's average daily net assets. The Adviser may
voluntarily choose to waive a portion of its fee. The Adviser can modify or
terminate this voluntary waiver at any time.
(b) Federated Services Company ("FServ") provides the Fund with administrative
personnel and services necessary to operate the Fund. The fee paid to FServ
is based on a scale of 0.15% to 0.075% of the average aggregate daily net
assets of all funds advised by subsidiaries of Federated Investors, Inc.,
subject to a $125,000 minimum per portfolio and $30,000 per each additional
class.
(c) Adjustment to reflect the custodian fees reductions due to the combining of
two portfolios into one.
(d) FServ through its subsidiary, Federated Shareholder Services Company,
serves as transfer and dividend disbursing agent for the Funds. The fee
paid to FServ is based on the number of share classes and accounts per fund
on the level of average aggregate net assets of the Trust for the period.
The adjustment is due to the combining of two portfolios into one.
(e) Adjustment to reflect the Directors Fee due to the combining of two
portfolios into one.
(f) Adjustment to reflect the Audit Fee due to the combining of two portfolios
into one.
(g) Adjustment to reflect the Legal fee due to the combining of two portfolios
into one.
(h) Adjustment to reflect the Portfolio Accounting Fee due to the combining of
two portfolios into one.
(i) Adjustment to reflect the elimination of the Riggs Short Term Tax Free Bond
Fund Shareholder Service Fee for Class R Shares due to the combining of two
portfolios into one.
(j) Adjustment to reflect the Shareholder Service Fee for Institutional Service
Shares accrual of 0.25% of average net assets due to the combining of two
portfolios into one.
(k) Adjustment to reflect the elimination of the Riggs Short Term Tax Free Bond
Fund Distribution Service Fee (12B-1) for Class R Shares due to the
combining of two portfolios into one.
(l) Adjustment to reflect the Distribution Service Fee (12B-1) for
Institutional Service Shares accrual of 0.25% of average net assets due to
the combining of two portfolios into one.
(m) Adjustment to reflect the Share registration costs due to the combining of
two portfolios into one.
(n) Adjustment to reflect the printing and postage expense reductions due to
the combining two portfolios into one.
(o) Adjustment to reflect the Insurance premium expense reduction due to the
combining two portfolios into one.
(p) Miscellaneous expenses are reduced to reflect estimated savings to be
realized by combining two portfolios into one.
(q) Adjustment to reflect waiver of investment adviser fee being brought in
line based on the combined average net assets of funds.
(r) Adjustment to reflect elimination of shareholder service fee waiver for
Riggs Short Term Tax Free Bond Fund Class R Shares which is no longer
applicable due to the combining of two portfolios into one.
(s) Adjustment to reflect elimination of distribution service fee (12B-1)
waiver for Riggs Short Term Tax Free Bond Fund Class R Shares which is no
longer applicable due to the combining of two portfolios into one.
(t) Adjustment to reflect waiver of distribution fee (12B-1) for the
Institutional Service Shares being brought in line based on the combined
average net assets of funds.
Riggs Short Term Tax Free Bond Fund
Federated Short-Term Municipal Trust
Notes to Pro Forma Financial Statements
Year Ended October 31, 2002 and December 31, 2002
Basis of Combination
The accompanying unaudited Pro Forma Combining Portfolios of Investments,
Statements of Assets and Liabilities and Statements of Operations ("Pro Forma
Financial Statements") reflect the accounts of Federated Short-Term Municipal
Trust and Riggs Short Term Tax Free Bond Fund, collectively ("the Funds"), for
the year ended December 31, 2002, and October 31, 2002, respectively. These
statements have been derived from the books and records utilized in calculating
daily net asset values at June 30, 2002 and April 30, 2003, respectively.
The Pro Forma Financial Statements should be read in conjunction with the
historical financial statements of the Funds which have been incorporated by
reference in the Statement of Additional Information. The Funds follow generally
accepted accounting principles applicable to management investment companies
which are disclosed in the historical financial statements of each fund.
The Pro Forma Financial Statements give effect to the proposed exchange of
assets of Federated Short-Term Municipal Trust for shares of Riggs Short Term
Tax Free Bond Fund. Under generally accepted accounting principles, Federated
Short-Term Municipal Trust will be the surviving entity for accounting purposes
with its historical cost of investment securities and results of operations
being carried forward.
The Pro Forma Financial Statements have been adjusted to reflect the
anticipated advisory fee arrangement for the surviving entity. Certain other
operating costs have also been adjusted to reflect anticipated expenses of the
combined entity. Other costs, which may change as a result of the
reorganization, are currently undeterminable.
For the year ended December 31, 2002, Federated Short-Term Municipal Trust
paid investment advisory fees computed at the annual rate of 0.40% as a
percentage of average daily net assets. For the year ended October 31, 2002,
Riggs Short Term Tax Free Bond Fund paid investment advisory fees computed at
the annual rate of 0.75% as a percentage of average daily net assets.
Shares of Beneficial Interest
The Pro Forma net asset value per share assumes the issuance of 5,117,414
Institutional Service Shares of Federated Short-Term Municipal Trust in exchange
for 5,057,977 Class R Shares of Riggs Short Term Tax Free Bond Fund which would
have been issued at December 31, 2002 and October 31, 2002, respectively, in
connection with the proposed reorganization.
Pro Forma Combining Portfolio of Investments
Riggs Riggs
Short Term Federated Short Term Federated
Tax Free Short-Term Tax Free Short-Term
Bond Fund Municipal Pro Forma Bond Fund Municipal Pro Forma
Trust Trust
October 31, December Combined October 31, December 31, Combined
2002 31, 2002 2002 2002
Principal
Amount
or Shares Value Value Value
Long-Term
Municipals--12.9%
Arizona--0.3%
1,000,000 - 1,000,000 Maricopa County, AZ, 1,069,280 - 1,069,280
Unified School District
No. 97, GO UT, 5.20%
(FGIC INS)/(Original
Issue Yield: 5.30%),
7/1/2007
Georgia--0.3%
950,000 - 950,000 Georgia Municipal 1,013,470 - 1,013,470
Electric Authority,
Refunding Revenue Bonds
(Series Z), 5.10% (FSA
INS)/(Original Issue
Yield: 5.15%), 1/1/2005
Hawaii--0.6%
2,000,000 - 2,000,000 Hawaii State, GO UT 2,235,020 - 2,235,020
(Series CB), Refunding
Bonds, 5.75% (Original
Issue Yield: 5.90%),
1/1/2007
Illinois--1.6%
1,000,000 - 1,000,000 Chicago, IL, O'Hare 1,095,550 - 1,095,550
International Airport
(Series A), 6.375%
(MBIA INS)/(Original
Issue Yield: 6.735%),
1/1/2012
1,000,000 - 1,000,000 Chicago, IL, O'Hare 1,096,590 - 1,096,590
International Airport,
Revenue Bonds (Series
A), 5.375% (AMBAC
INS)/(Original Issue
Yield: 5.50%), 1/1/2007
1,000,000 - 1,000,000 Chicago, IL, Public 1,026,900 - 1,026,900
Building Commission,
Revenue Bonds (Series
C), 5.80% (Park
District) /(FGIC
INS)/(Original Issue
Yield: 5.886%), 1/1/2013
1,550,000 - 1,550,000 Chicago, IL, GO UT 1,689,035 - 1,689,035
Refunding Bonds, 6.30%
(AMBAC INS)/(Original
Issue Yield: 6.40%),
1/1/2005
1,000,000 - 1,000,000 Lake County, IL, 1,036,050 - 1,036,050
(Series A) Water &
Sewer Refunding Revenue
Bonds, 5.50% (AMBAC
INS)/(Original Issue
Yield: 5.65%), 12/1/2009
Total 5,944,125 - 5,944,125
Kansas--0.3%
1,000,000 - 1,000,000 Johnson County, KS, 1,030,200 - 1,030,200
Unified School District
No. 233, GO UT, 5.25%
(FGIC INS)/(Original
Issue Yield: 5.30%),
9/1/2017
Louisiana--0.5%
2,000,000 - 2,000,000 Louisiana PFA, 2,024,580 - 2,024,580
Refunding Revenue
Bonds, 5.95% (AXA LOC),
6/15/2019
Massachusetts--0.6%
1,000,000 - 1,000,000 Lawrence, MA, GO UT, 1,107,790 - 1,107,790
5.50% (AMBAC
INS)/(Original Issue
Yield: 4.71%), 2/1/2015
1,000,000 - 1,000,000 Massachusetts State 1,037,470 - 1,037,470
Special Obligation
Revenue, (Series A),
5.00%, 6/1/2017
- Total 2,145,260 - 2,145,260
Michigan--1.1%
1,000,000 - 1,000,000 Central Michigan 1,023,140 - 1,023,140
University, Refunding
Revenue Bond, 6.00%
(MBIA INS)/(Original
Issue Yield: 6.40%),
10/1/2013
865,000 - 865,000 Michigan State Building 935,299 - 935,299
Authority (Series I)
Health, Hospital,
Nursing Home
Improvement Revenue
Bonds, 5.40% (Original
Issue Yield: 5.50%),
10/1/2005
1,000,000 - 1,000,000 Oxford, MI, Area 1,089,170 - 1,089,170
Community Schools, GO
UT, 5.50% (Q-SBLF INS),
5/1/2017
1,000,000 - 1,000,000 Wyoming, MI, Public 1,050,340 - 1,050,340
Schools, GO UT, 5.25%
(Original Issue Yield:
5.425%), 5/1/2017
Total 4,097,949 - 4,097,949
Minnesota--0.7%
1,000,000 - 1,000,000 Hopkins, MN, ISD, No. 1,068,250 - 1,068,250
270, GO UT, 5.00% (FGIC
INS), 2/1/2015
1,500,000 - 1,500,000 Minnesota State, GO UT, 1,622,625 - 1,622,625
5.00% (Original Issue
Yield: 4.37%),
10/1/2014
(10/1/2011@100)
Total 2,690,875 - 2,690,875
Nevada--0.6%
1,000,000 - 1,000,000 Clark County, NV, 1,098,350 - 1,098,350
School District, GO LT
(Series B), 5.50% (FGIC
INS), 6/15/2015
1,000,000 - 1,000,000 Washoe County, NV, 1,074,590 - 1,074,590
Hospital Facilities,
Revenue Bonds, 6.00%
(AMBAC INS)/(Original
Issue Yield: 6.10%),
6/1/2009
Total 2,172,940 - 2,172,940
New Jersey--0.3%
1,000,000 - 1,000,000 West Deptford Township, 1,073,200 - 1,073,200
GO, 5.375% (FGIC INS),
9/1/2018
New Mexico--0.3%
1,000,000 - 1,000,000 Santa Fe, NM Community 1,096,220 - 1,096,220
College District, GO
UT, 5.45% (Original
Issue Yield: 5.55%),
8/1/2010
North Carolina--0.3%
1,000,000 - 1,000,000 North Carolina State, 1,077,110 - 1,077,110
GO UT Bonds, 5.00%,
5/1/2011
Rhode Island--0.4%
1,435,000 - 1,435,000 Rhode Island Housing & 1,493,218 - 1,493,218
Mortgage Finance Corp.
(Series A), Refunding
Revenue Bonds, 5.45%
(AMBAC INS), 7/1/2004
Texas--2.8%
1,000,000 - 1,000,000 Austin, TX, Hotel 1,083,440 - 1,083,440
Occupancy, 5.625%
(AMBAC INS)/(Original
Issue Yield: 5.71%),
11/15/2019
1,000,000 - 1,000,000 Dallas-Fort Worth, TX, 1,058,780 - 1,058,780
Regional Airport,
Refunding Revenue Bond,
(Series A), 7.75% (FGIC
INS), 11/1/2003
1,000,000 - 1,000,000 Harris County, TX, GO 1,098,890 - 1,098,890
LT Correctional
Facility Improvement
Bonds, 5.50% (Original
Issue Yield: 5.55%),
10/1/2011
1,000,000 - 1,000,000 Houston, TX, (Series 1,071,310 - 1,071,310
A), 5.375% (FSA
INS)/(Original Issue
Yield: 4.83%), 3/1/2017
1,000,000 - 1,000,000 Johnson County, TX, GO 1,043,020 - 1,043,020
UT, 5.00% (FSA
INS)/(Original Issue
Yield: 4.85%), 2/15/2016
1,000,000 - 1,000,000 North Texas Tollway 1,069,410 - 1,069,410
Authority, Dallas,
(Series A), 5.10% (FGIC
INS)/(Original Issue
Yield: 5.20%), 1/1/2013
535,000 - 535,000 San Antonio, TX, 601,078 - 601,078
Electric & Gas, Revenue
Bond, 5.500%, 2/1/2015
335,000 - 335,000 San Antonio, TX, 371,525 - 371,525
Electric & Gas, Revenue
Bonds, 5.50% (Original
Issue Yield: 5.625%),
2/1/2015 (2/1/2007 @101)
130,000 - 130,000 San Antonio, TX, 140,682 - 140,682
Electric & Gas, Revenue
Bonds, 5.500%, 2/15/2015
1,000,000 - 1,000,000 Spring TX, ISD, 5.25%, 1,038,930 - 1,038,930
2/15/2019
820,000 - 820,000 Texas Water Development 834,768 - 834,768
Board, Revenue Bond,
3.95% (AMBAC INS),
8/15/2003
1,000,000 - 1,000,000 Travis Country, TX, GO 1,083,940 - 1,083,940
UT, 5.25%, 3/1/2015
Total 10,495,773 - 10,495,773
Utah--0.6%
420,000 - 420,000 Intermountain Power 437,060 - 437,060
Agency, Utah, (Series
B), 5.25% (Original
Issue Yield: 5.79%),
7/1/2017
580,000 - 580,000 Intermountain Power 588,810 - 588,810
Agency, Utah, (Series
B), 5.25% (Original
Issue Yield: 5.79%),
7/1/2017
440,000 - 440,000 Intermountain Power 457,296 - 457,296
Agency, Utah, (Series
C), 5.00% (Original
Issue Yield: 4.70%),
7/1/2004
560,000 - 560,000 Intermountain Power 583,050 - 583,050
Agency, Utah, (Series
C), 5.00% (Original
Issue Yield: 4.999%),
7/1/2004
Total 2,066,216 - 2,066,216
Virginia--0.2%
605,000 - 605,000 Chesapeake, VA, IDA, 648,633 - 648,633
Public Facility Lease
Revenue Bonds, 5.40%
(MBIA INS)/(Original
Issue Yield: 5.50%),
6/1/2005
Washington--0.9%
1,000,000 - 1,000,000 Kitsap County, WA, 1,099,260 - 1,099,260
School District No.
400, GO UT, 5.50%
(Original Issue Yield:
4.97%), 12/1/2015
1,000,000 - 1,000,000 Snohomish County, WA, 1,097,920 - 1,097,920
School District No. 6,
GO UT Refunding Bonds,
5.45% (FGIC INS),
12/1/2005
1,000,000 - 1,000,000 Washington State Public 1,078,220 - 1,078,220
Power Supply System
(Series B), 5.40%
(Energy Northwest,
WA)/(Original Issue
Yield: 5.45%), 7/1/2005
Total 3,275,400 - 3,275,400
Wisconsin--0.4%
1,315,000 - 1,315,000 Milwaukee, WI, (Series 1,340,800 - 1,340,800
Y), 4.00%, 9/1/2003
Wyoming--0.3%
1,000,000 - 1,000,000 Wyoming Building Corp., 1,065,270 - 1,065,270
Correctional Facility
Improvement Revenue
Bonds, 5.00% (Original
Issue Yield: 5.05%),
10/1/2013
Total Long-Term 48,055,539 48,055,539
Municipals (identified
cost $45,854,319)
SHORT-INTERMEDIATE MUNICIPAL
SECURITIES--79.8%
Alabama--4.1%
- 2,000,000 2,000,000 Alabama State Public - 2,218,420 2,218,420
School & College
Authority, Revenue
Bonds, 5.00%, 2/1/2007
- 3,040,000 3,040,000 Alabama State Public - 3,387,563 3,387,563
School & College
Authority, Revenue
Bonds, 5.00%, 2/1/2008
- 502,335 502,335 (1) Birmingham, AL, - 526,638 526,638
Fire Equipment Lease
Obligation No. 2,
5.60%, 11/5/2004
- 2,760,000 2,760,000 DCH Health Care - 2,836,148 2,836,148
Authority, Health Care
Facilities Revenue
Bonds, 3.50%, 6/1/2005
- 860,000 860,000 Huntsville, AL, Health - 887,210 887,210
Care Authority, Revenue
Bonds, 4.75%
(Huntsville Hospital
System), 6/1/2004
- 1,190,000 1,190,000 Lauderdale County & - 1,294,875 1,294,875
Florence, AL, Health
Care Authority, Revenue
Bonds (Series 2000A),
5.50% (Coffee Health
Group)/(MBIA INS),
7/1/2005
- 1,275,000 1,275,000 Lauderdale County & - 1,415,314 1,415,314
Florence, AL, Health
Care Authority, Revenue
Bonds (Series 2000A),
5.50% (Coffee Health
Group)/(MBIA INS),
7/1/2006
- 2,500,000 2,500,000 Mobile, AL, IDB (Series - 2,500,775 2,500,775
1994A), 3.20% TOBs
(International Paper
Co.), Optional Tender
6/1/2003
Total - 15,066,943 15,066,943
Alaska--2.5%
- 3,000,000 3,000,000 Alaska State Housing - 3,328,770 3,328,770
Finance Corp., State
Capital Project Revenue
Bonds (Series 2001A),
5.00% (MBIA INS),
12/1/2006
- 1,260,000 1,260,000 Anchorage, AK, UT GO - 1,304,213 1,304,213
Bonds (Series B), 5.00%
(FGIC INS), 12/1/2003
- 3,500,000 3,500,000 Valdez, AK, Marine - 3,552,745 3,552,745
Terminal (1994 Series
B), 3.10% TOBs
(Phillips
Transportation Alaska,
Inc.)/(Phillips
Petroleum Co. GTD),
Mandatory Tender
1/1/2003
- 1,000,000 1,000,000 Valdez, AK, Marine - 1,013,150 1,013,150
Terminal (1994 Series
C), 2.90% TOBs
(Phillips
Transportation Alaska,
Inc.)/(Phillips
Petroleum Co. GTD),
Mandatory Tender
1/1/2003
Total - 9,198,878 9,198,878
Arizona--1.8%
- 3,000,000 3,000,000 Arizona State - 3,058,560 3,058,560
Transportation Board,
Transportation Excise
Tax Revenue Bonds
(Series 2000), 5.00%
(Maricopa County, AZ
Regional Area Road
Fund), 7/1/2003
- 1,500,000 1,500,000 Maricopa County, AZ, - 1,505,400 1,505,400
Pollution Control Corp.
(Series 1994E), 3.75%
TOBs (Arizona Public
Service Co.), Mandatory
Tender 4/8/2003
- 2,000,000 2,000,000 Salt River Project, AZ, - 2,218,580 2,218,580
Agricultural
Improvement & Power
District, Electric
System Refunding
Revenue Bonds (Series
2002D), 5.00%, 1/1/2007
Total - 6,782,540 6,782,540
Arkansas--1.3%
- 1,000,000 1,000,000 Arkansas Development - 999,580 999,580
Finance Authority,
Exempt Facilities
Revenue Bonds, 3.50%
TOBs (Waste Management,
Inc. GTD), Mandatory
Tender 8/1/2003
- 530,000 530,000 Arkansas Development - 542,619 542,619
Finance Authority, SFM
Revenue Bonds (Series
1997A-R), 6.50% (MBIA
INS), 2/1/2011
- 1,420,000 1,420,000 Pulaski County, AR, - 1,459,618 1,459,618
Hospital Refunding
Revenue Bonds (Series
2002B), 4.00% (Arkansas
Children's Hospital),
3/1/2005
- 1,595,000 1,595,000 Pulaski County, AR, - 1,677,621 1,677,621
Hospital Refunding
Revenue Bonds (Series
2002B), 4.75% (Arkansas
Children's Hospital),
3/1/2008
Total - 4,679,438 4,679,438
California--0.9%
- 1,000,000 1,000,000 California State - 1,076,260 1,076,260
Department of Water
Resources Power Supply
Program, Power Supply
Revenue Bonds (Series
A), 5.50%, 5/1/2005
- 1,000,000 1,000,000 California Statewide - 1,031,280 1,031,280
Communities Development
Authority, Revenue
Bonds (Series 2002C),
3.70% TOBs (Kaiser
Permanente), Mandatory
Tender 2/1/2005
- 1,000,000 1,000,000 California Statewide - 1,054,520 1,054,520
Communities Development
Authority, Revenue
Bonds (Series 2002D),
4.35% TOBs (Kaiser
Permanente), Mandatory
Tender 2/1/2007
Total - 3,162,060 3,162,060
Colorado--1.5%
- 325,000 325,000 Colorado HFA, SFM - 333,037 333,037
Revenue Bond (Series
C-1), 7.65%, 12/1/2025
- 17,000 17,000 Colorado HFA, SFM - 17,139 17,139
Senior Bonds (Series
1998C-2), 4.50%,
11/1/2005
- 75,000 75,000 Colorado HFA, SFM - 75,630 75,630
Subordinate Bonds
(Series 1998B), 4.625%,
11/1/2005
- 500,000 500,000 Colorado Health - 506,670 506,670
Facilities Authority,
Hospital Refunding
Revenue Bonds, 4.75%
(Parkview Medical
Center), 9/1/2003
- 640,000 640,000 Colorado Health - 660,819 660,819
Facilities Authority,
Hospital Refunding
Revenue Bonds, 5.00%
(Parkview Medical
Center), 9/1/2004
- 3,810,000 3,810,000 Countrydale, CO, - 3,845,966 3,845,966
Metropolitan District,
LT GO Refunding Bonds,
3.50% TOBs (Compass
Bank, Birmingham LOC),
Mandatory Tender
12/1/2007
Total - 5,439,261 5,439,261
Delaware--1.8%
- 6,000,000 6,000,000 Delaware State, UT GO - 6,640,920 6,640,920
Bonds (Series 2002A),
5.00%, 7/1/2006
- District Of -
Columbia--0.3%
- 1,130,000 1,130,000 District of Columbia, - 1,168,318 1,168,318
Revenue Bonds (Series
1999), 5.30% TOBs (819
7th Street, LLC
Issue)/(Branch Banking
& Trust Co.,
Winston-Salem LOC),
Mandatory Tender
10/1/2004
Florida--2.6%
- 880,000 880,000 Florida Housing Finance - 922,390 922,390
Corp., Homeowner
Mortgage Revenue Bonds
(Series 2), 4.75% (MBIA
INS), 7/1/2019
- 1,300,000 1,300,000 Florida State Board of - 1,368,432 1,368,432
Education Capital
Outlay, UT GO Bonds
(Series 2001E), 5.00%
(Florida State),
6/1/2004
- 1,000,000 1,000,000 Highlands County, FL, - 1,021,390 1,021,390
Health Facilities
Authority, Hospital
Revenue Bonds (Series
2002B), 3.50%
(Adventist Health
System), 11/15/2004
- 2,000,000 2,000,000 Highlands County, FL, - 2,035,040 2,035,040
Health Facilities
Authority, Hospital
Revenue Bonds, 3.35%
TOBs (Adventist Health
System), Mandatory
Tender 9/1/2005
- 500,000 500,000 Miami Beach, FL, Health - 472,600 472,600
Facilities Authority,
Hospital Revenue Bonds
(Series 2001B), 5.50%
TOBs (Mt. Sinai Medical
Center, FL), Mandatory
Tender 5/15/2005
- 1,885,000 1,885,000 Miami-Dade County, FL, - 2,107,750 2,107,750
School District, COPs
(Series A), 5.25%,
10/1/2006
- 1,600,000 1,600,000 Palm Beach County, FL, - 1,691,504 1,691,504
Health Facilities
Authority, Hospital
Refunding Revenue Bonds
(Series 2001), 5.00%
(BRCH Corporation
Obligated Group),
12/1/2004
Total - 9,619,106 9,619,106
Georgia--3.0%
- 3,000,000 3,000,000 Burke County, GA, - 3,000,000 3,000,000
Development Authority
(Georgia Power Co.),
Auction Note (Series
2002), 2/20/2003
- 3,000,000 3,000,000 Burke County, GA, - 3,000,000 3,000,000
Development Authority
(Georgia Power Co.),
SAVRS (Series 1994),
2/20/2003
- 1,700,000 1,700,000 Decatur - 1,701,241 1,701,241
County-Bainbridge, GA,
IDA, Revenue Bonds,
4.00% TOBs (John B.
Sanifilippo &
Son)/(Lasalle Bank,
N.A. LOC), Mandatory
Tender 6/1/2006
- 3,000,000 3,000,000 Municipal Electric - 3,363,630 3,363,630
Authority of Georgia,
Combustion Turbine
Project Revenue Bonds
(Series 2002A), 5.00%
(MBIA INS), 11/1/2008
Total - 11,064,871 11,064,871
Illinois--4.0%
- 2,000,000 2,000,000 Chicago, IL, Gas Supply - 2,000,080 2,000,080
Revenue (Series B),
1.95% TOBs (Peoples Gas
Light & Coke Co.),
Optional Tender
1/23/2003
- 1,030,000 1,030,000 Illinois Health - 1,050,981 1,050,981
Facilities Authority,
Revenue Bonds (Series
1998), 5.25% (Centegra
Health System), 9/1/2003
- 2,000,000 2,000,000 Illinois Health - 2,040,460 2,040,460
Facilities Authority,
Revenue Refunding Bonds
(Series A), 5.00%
(Advocate Health Care
Network), 8/15/2003
- 1,000,000 1,000,000 Illinois State, UT GO - 1,078,110 1,078,110
Bonds (First Series of
December 2000), 5.50%,
12/1/2004
- 3,000,000 3,000,000 Illinois State, UT GO - 3,338,280 3,338,280
Bonds (First Series of
July 2002), 5.00% (MBIA
INS), 7/1/2007
- 2,000,000 2,000,000 Illinois State, UT GO - 2,047,760 2,047,760
Bonds (Series 2000),
5.25%, 8/1/2003
- 3,050,000 3,050,000 Will & Kendall - 3,486,181 3,486,181
Counties, IL Community
Consolidated School
District No. 202, UT GO
Bonds, 5.50% (FSA INS),
12/30/2007
Total - 15,041,852 15,041,852
Indiana--1.1%
- 1,000,000 1,000,000 Indiana Development - 1,032,460 1,032,460
Finance Authority,
Refunding Revenue Bonds
(Series 1998A), 4.75%
TOBs (Southern Indiana
Gas & Electric Co.),
Mandatory Tender
3/1/2006
- 1,200,000 1,200,000 Indiana Health Facility - 1,268,352 1,268,352
Financing Authority,
Health System Revenue
Bonds (Series 2001),
5.00% (Sisters of St.
Francis Health
Services, Inc.),
11/1/2004
- 1,000,000 1,000,000 Indiana Health Facility - 1,116,730 1,116,730
Financing Authority,
Revenue Bonds (Series
2002G), 5.50%
(Ascension Health
Credit Group),
11/15/2007
- 665,000 665,000 Indiana State HFA, SFM - 687,524 687,524
Revenue Bonds (Series
C-3), 4.75%, 1/1/2029
Total - 4,105,066 4,105,066
Iowa--0.5%
- 1,880,000 1,880,000 Iowa Finance Authority, - 1,988,250 1,988,250
Iowa State Revolving
Fund Revenue Bonds
(Series 2001), 5.00%,
8/1/2004
Kansas--1.6%
- 2,000,000 2,000,000 Burlington, KS, - 2,070,320 2,070,320
Refunding Revenue Bonds
(Series 1998B), 4.75%
TOBs (Kansas City Power
And Light Co.),
Mandatory Tender
10/1/2007
- 2,000,000 2,000,000 La Cygne, KS, - 2,043,860 2,043,860
Environmental
Improvement Revenue
Refunding Bonds (Series
1994), 3.90% TOBs
(Kansas City Power And
Light Co.), Mandatory
Tender 9/1/2004
- 1,370,000 1,370,000 Sedgwick & Shawnee - 1,445,994 1,445,994
Counties, KS, SFM
Revenue Bonds,
Mortgage-Backed
Securities Program
(Series 1998 A-1),
5.00% (GNMA COL Home
Mortgage Program COL),
6/1/2013
- 235,000 235,000 Sedgwick & Shawnee - 239,413 239,413
Counties, KS, SFM
Revenue Bonds (Series
2001B-1), 4.00% (GNMA
COL Home Mortgage
Program GTD), 12/1/2013
Total - 5,799,587 5,799,587
Louisiana--3.7%
- 1,000,000 1,000,000 Calcasieu Parish, LA, - 1,060,440 1,060,440
IDB, Pollution Control
Revenue Refunding
Bonds, Series 2001,
4.80% (Occidental
Petroleum Corp.),
12/1/2006
- 2,200,000 2,200,000 Lake Charles, LA, - 2,300,320 2,300,320
Harbor & Terminal
District, Port
Facilities Revenue
Refunding Bond,
Trunkline Lining Co
Project, 7.75% (Duke
Energy Corp.),
8/15/2022, Callable @
103, 1/31/2003
- 1,935,000 1,935,000 Louisiana Agricultural - 2,014,857 2,014,857
Finance Authority,
Revenue Bonds, 5.20%
(Louisiana-Pacific
Corp.)/(Hibernia
National Bank LOC),
5/1/2004
- 1,750,000 1,750,000 Louisiana Public - 1,942,570 1,942,570
Facilities Authority,
Revenue Bonds (Series
2002), 5.00% (Ochsner
Clinic Foundation
Project)/(MBIA INS),
5/15/2008
- 2,000,000 2,000,000 Louisiana State Energy - 2,000,000 2,000,000
& Power Authority,
Refunding Revenue Bonds
(Series 2000), 5.25%
(Rodemacher Unit No. 2
Project), 1/1/2003
- 2,500,000 2,500,000 St. Charles Parish, LA, - 2,504,525 2,504,525
PCR Refunding Bonds
(Series 1999-C), 5.35%
TOBs (Entergy
Louisiana, Inc.),
Mandatory Tender
10/1/2003
- 2,000,000 2,000,000 St. Charles Parish, LA, - 2,015,100 2,015,100
PCR Refunding Revenue
Bonds (Series 1999A),
4.90% TOBs (Entergy
Louisiana, Inc.),
Mandatory Tender
6/1/2005
Total - 13,837,812 13,837,812
Maryland--0.3%
- 1,000,000 1,000,000 Prince Georges County, - 1,001,700 1,001,700
MD, IDRB (Series 1993),
3.10% TOBs
(International Paper
Co.), Optional Tender
7/15/2003
Massachusetts--2.0%
- 1,500,000 1,500,000 Commonwealth of - 1,671,705 1,671,705
Massachusetts,
Construction Loan LT GO
Bonds (Series 2001C),
5.00%, 12/1/2010
- 2,000,000 2,000,000 Commonwealth of - 2,247,620 2,247,620
Massachusetts,
Construction Loan UT GO
Bonds (Series 2002D),
5.25%, 8/1/2007
- 2,495,000 2,495,000 Massachusetts HEFA, - 2,569,526 2,569,526
Revenue Bonds (Series
1999A), 5.25% (Caritas
Christi Obligated
Group), 7/1/2004
- 1,060,000 1,060,000 Massachusetts HEFA, - 1,100,132 1,100,132
Revenue Bonds (Series
C), 5.00% (Milton
Hospital), 7/1/2004
Total - 7,588,983 7,588,983
Michigan--4.5%
- 1,250,000 1,250,000 Detroit, MI, Capital - 1,388,813 1,388,813
Improvement LT GO Bonds
(Series 2002A), 5.00%
(MBIA INS), 4/1/2007
- 1,000,000 1,000,000 Michigan Municipal Bond - 1,135,040 1,135,040
Authority, Refunding
Revenue Bonds (Series
2002), 5.25% (Clean
Water Revolving Fund),
10/1/2008
- 2,500,000 2,500,000 Michigan Municipal Bond - 2,831,775 2,831,775
Authority, Revenue
Bonds, 5.25% (Clean
Water Revolving Fund),
10/1/2007
- 1,450,000 1,450,000 Michigan Municipal Bond - 1,637,891 1,637,891
Authority, Revenue
Bonds, 5.25% (Drinking
Water Revolving Fund),
10/1/2007
- 4,000,000 4,000,000 Michigan Public Power - 4,275,240 4,275,240
Agency, Belle River
Project Refunding
Revenue Bonds (Series
2002A), 5.00%, 1/1/2005
- 1,250,000 1,250,000 Michigan Public Power - 1,365,737 1,365,737
Agency, Belle River
Project Refunding
Revenue Bonds (Series
2002A), 5.00% (MBIA
INS), 1/1/2006
- 1,005,000 1,005,000 Michigan State Hospital - 1,026,497 1,026,497
Finance Authority,
Hospital Revenue &
Refunding Bonds (Series
1998A), 4.70% (Hackley
Hospital Obligated
Group), 5/1/2004
- 1,265,000 1,265,000 Michigan State Hospital - 1,309,402 1,309,402
Finance Authority,
Refunding Revenue Bonds
(Series A), 5.50%
(Trinity Healthcare
Credit Group), 12/1/2003
- 1,000,000 1,000,000 Michigan State Hospital - 1,069,090 1,069,090
Finance Authority,
Refunding Revenue Bonds
(Series A), 5.50%
(Trinity Healthcare
Credit Group), 12/1/2004
- 820,000 820,000 Michigan State Hospital - 847,552 847,552
Finance Authority,
Revenue & Refunding
Bonds (Series 1998A),
4.40% (McLaren Health
Care Corp.)/(Original
Issue Yield: 4.45%),
6/1/2004
Total - 16,887,037 16,887,037
Missouri--1.7%
- 895,000 895,000 Cape Girardeau County, - 934,863 934,863
MO, IDA, Health Care
Facilities Revenue
Bonds, Series A, 4.50%
(St. Francis Medical
Center, MO), 6/1/2006
- 1,500,000 1,500,000 Missouri Highways & - 1,618,185 1,618,185
Transportation
Commission, State Road
Bonds (Series 2000A),
5.25%, 2/1/2005
- 1,500,000 1,500,000 Missouri Highways & - 1,655,850 1,655,850
Transportation
Commission, State Road
Bonds (Series 2000A),
5.25%, 2/1/2006
- 2,000,000 2,000,000 Missouri State HEFA, - 2,181,380 2,181,380
Revenue Bonds (Series
2002A), 5.00% (SSM
Health Care Credit
Group), 6/1/2007
Total - 6,390,278 6,390,278
Nebraska--0.9%
- 1,500,000 1,500,000 Nebraska Public Power - 1,529,550 1,529,550
District, Construction
Notes, 3.50%, 12/1/2003
- 1,665,000 1,665,000 Nebraska Public Power - 1,769,745 1,769,745
District, General
Revenue Bonds (Series
2002B), 4.00% (AMBAC
INS), 1/1/2006
Total - 3,299,295 3,299,295
New Mexico--0.2%
- 635,000 635,000 Santa Fe Solid Waste - 643,573 643,573
Management Agency, NM,
Facility Revenue Bonds
(Series 1996), 5.00%,
6/1/2003
New York--4.4%
- 3,000,000 3,000,000 Metropolitan - 3,357,720 3,357,720
Transportation
Authority, NY,
Dedicated Tax Fund
Revenue Bonds (Series
2002A), 5.00% (FSA
INS), 11/15/2007
- 1,250,000 1,250,000 Metropolitan - 1,418,425 1,418,425
Transportation
Authority, NY,
Dedicated Tax Fund
Revenue Bonds (Series
2002A), 5.25% (FSA
INS), 11/15/2008
- 705,000 705,000 New York City, NY, UT - 708,398 708,398
GO Bonds (Series
1991B), 7.50% (Original
Issue Yield: 7.70%),
2/1/2003
- 1,000,000 1,000,000 New York City, NY, UT - 1,072,370 1,072,370
GO Bonds (Series D),
5.00%, 8/1/2006
- 1,000,000 1,000,000 New York City, NY, UT - 1,073,060 1,073,060
GO Bonds (Series E),
5.00%, 8/1/2007
- 1,960,000 1,960,000 New York State Mortgage - 2,079,599 2,079,599
Agency, Homeowner
Mortgage Revenue Bonds,
Series 71, 4.75%,
10/1/2021
- 1,000,000 1,000,000 New York State Thruway - 1,053,110 1,053,110
Authority, Highway and
Bridge Transportation
Fund Revenue Bd.
(Series B-1), 5.50%
(MBIA INS), 4/1/2004
- 2,000,000 2,000,000 New York State Thruway - 2,194,120 2,194,120
Authority, Local
Highway & Bridge
Service Contract
Revenue Bonds (Series
2002), 5.00%, 4/1/2006
- 2,000,000 2,000,000 New York State Thruway - 2,216,960 2,216,960
Authority, Local
Highway & Bridge
Service Contract
Revenue Bonds (Series
2002), 5.00%, 4/1/2007
- 1,185,000 1,185,000 Niagara Falls, NY, City - 1,206,472 1,206,472
School District,
Certificates of
Participation (Series
1998), 5.625%, 6/15/2003
Total - 16,380,234 16,380,234
North Carolina--1.4%
- 2,000,000 2,000,000 North Carolina Eastern - 2,000,000 2,000,000
Municipal Power Agency,
Revenue Refunding Bonds
(Series C), 5.125%
(Original Issue Yield:
5.25%), 1/1/2003
- 1,000,000 1,000,000 North Carolina Eastern - 1,034,340 1,034,340
Municipal Power Agency,
Revenue Refunding Bonds
(Series C), 5.25%
(Original Issue Yield:
5.40%), 1/1/2004
- 1,100,000 1,100,000 North Carolina HFA, SFM - 1,114,410 1,114,410
Revenue Bonds (Series
1997TT), 4.90%, 9/1/2024
- 1,000,000 1,000,000 North Carolina - 1,000,000 1,000,000
Municipal Power Agency
No. 1, Revenue
Refunding Bonds, 5.90%
(Catawba
Electric)/(Original
Issue Yield: 5.95%),
1/1/2003
Total - 5,148,750 5,148,750
Ohio--6.3%
- 1,000,000 1,000,000 Beavercreek, OH, Local - 1,042,820 1,042,820
School District,
Special Tax
Anticipation Notes,
4.25%, 12/1/2004
- 1,170,000 1,170,000 Franklin County, OH, - 1,181,571 1,181,571
Revenue Refunding
Bonds, 4.35% (Capitol
South Community Urban
Redevelopment Corp.),
6/1/2003
- 3,000,000 3,000,000 Hamilton County, OH, - 3,025,200 3,025,200
Local Cooling
Facilities Revenue
Bonds (Series 1998),
4.90% TOBs
(Trigen-Cinergy
Solutions of Cincinnati
LLC)/(Cinergy Corp.
GTD), Mandatory Tender
6/1/2004
- 1,750,000 1,750,000 Knox County, OH, - 1,817,025 1,817,025
Hospital Facilities
Revenue Refunding Bonds
(Series 1998), 4.30%
(Knox Community
Hospital)/(Radian Asset
Assurance
INS)/(Original Issue
Yield: 4.40%), 6/1/2004
- 1,500,000 1,500,000 Mahoning County, OH, - 1,501,380 1,501,380
Hospital Facilities,
Adjustable Rate Demand
Health Care Facilities
Revenue Refunding Bonds
(Series 2002), 4.00%
TOBs (Copeland Oaks
Project)/(Skybank LOC),
Mandatory Tender
3/31/2005
- 530,000 530,000 Ohio HFA Multifamily - 545,052 545,052
Housing, Residential
Mortgage Revenue Bonds
(Series 1997D-1), 4.85%
(GNMA COL Home Mortgage
Program COL), 3/1/2015
- 980,000 980,000 Ohio HFA Multifamily - 995,621 995,621
Housing, Residential
Mortgage Revenue Bonds
(Series 1998A-1), 4.60%
(GNMA COL Home Mortgage
Program COL), 9/1/2026
- 1,000,000 1,000,000 Ohio State Air Quality - 1,001,570 1,001,570
Development Authority,
Refunding Revenue Bonds
(Series 2002A), 3.85%
TOBs (Pennsylvania
Power Co.), Mandatory
Tender 7/1/2003
- 1,000,000 1,000,000 Ohio State Water - 996,570 996,570
Development Authority
Pollution Control
Facilities, Refunding
Revenue Bonds (Series
1999B), 4.50% TOBs
(Toledo Edison Co.),
Mandatory Tender
9/1/2005
- 1,000,000 1,000,000 Ohio State Water - 1,017,040 1,017,040
Development Authority
Pollution Control
Facilities, Refunding
Revenue Bonds (Series
B), 4.40% TOBs (Ohio
Edison Co.), Mandatory
Tender 12/1/2003
- 1,000,000 1,000,000 Ohio State Water - 998,110 998,110
Development Authority,
PCR Bonds (Series A),
3.40% TOBs (Cleveland
Electric Illuminating
Co.), Mandatory Tender
10/1/2004
- 1,500,000 1,500,000 Ohio State Water - 1,500,960 1,500,960
Development Authority,
Refunding Facility PCR
Bonds, 4.30% TOBs (Ohio
Edison Co.), Mandatory
Tender 6/1/2003
- 6,000,000 6,000,000 Ohio State, Higher - 6,733,800 6,733,800
Education Capital
Facilities UT GO Bonds
(Series II-A), 5.00%,
12/1/2008
- 1,000,000 1,000,000 University of - 1,119,060 1,119,060
Cincinnati, OH, General
Receipts Revenue Bonds
(Series A), 5.50% (FGIC
INS), 6/1/2006
Total - 23,475,779 23,475,779
Oklahoma--1.9%
- 2,845,000 2,845,000 Oklahoma HFA, SFM - 3,073,766 3,073,766
Revenue Bonds (Series
1998D-2), 6.25% (GNMA
COL Home Mortgage
Program COL), 9/1/2029
- 2,000,000 2,000,000 Tulsa, OK, - 2,029,900 2,029,900
International Airport,
General Revenue Bonds,
5.00% (FGIC INS),
6/1/2003
- 2,000,000 2,000,000 Tulsa, OK, - 2,094,020 2,094,020
International Airport,
General Revenue Bonds,
5.00% (FGIC INS),
6/1/2004
Total - 7,197,686 7,197,686
Oregon--0.8%
- 1,000,000 1,000,000 Clackamas County, OR, - 1,043,640 1,043,640
Hospital Facilities
Authority, Revenue
Refunding Bonds (Series
2001), 5.00% (Legacy
Health System), 5/1/2004
- 1,000,000 1,000,000 Clackamas County, OR, - 1,083,420 1,083,420
Hospital Facilities
Authority, Revenue
Refunding Bonds (Series
2001), 5.00% (Legacy
Health System), 5/1/2006
- 750,000 750,000 Port of Portland, OR, - 750,555 750,555
3.00% TOBs (Union
Pacific Railroad
Co.)/(Union Pacific
Corp. GTD), Optional
Tender 12/1/2003
Total - 2,877,615 2,877,615
Pennsylvania--4.7%
- 5,000,000 5,000,000 Montgomery County, PA, - 5,228,500 5,228,500
IDA, PCR Refunding
Bonds (Series 1999A),
5.20% TOBs (Peco Energy
Co.), Mandatory Tender
10/1/2004
- 1,500,000 1,500,000 Pennsylvania EDFA, - 1,542,060 1,542,060
Resource Recovery
Refunding Revenue Bonds
(Series B), 6.75%
(Northampton
Generating), 1/1/2007
- 2,500,000 2,500,000 Pennsylvania State - 2,509,450 2,509,450
Higher Education
Assistance Agency
(Series 2002 A), 2.35%
TOBs (FSA
INS)/(Bayerische
Landesbank
Girozentrale, Lloyds
TSB Bank PLC, London,
State Street Bank and
Trust Co. and WestLB AG
LIQs), Optional Tender
7/1/2003
- 200,000 200,000 Pennsylvania State - 220,420 220,420
Higher Education
Facilities Authority,
Revenue Bonds (Series
2001A), 5.75% (UPMC
Health System),
1/15/2007
- 1,000,000 1,000,000 Pennsylvania State - 1,106,510 1,106,510
Higher Education
Facilities Authority,
Revenue Bonds (Series
2001A), 5.75% (UPMC
Health System),
1/15/2008
- 1,250,000 1,250,000 Pennsylvania State - 1,397,938 1,397,938
Turnpike Commission,
Turnpike Refunding
Revenue Bonds (Series
2001S), 5.50%, 6/1/2006
- 2,000,000 2,000,000 Pennsylvania State - 2,088,360 2,088,360
University, Revenue
Refunding Bonds, 5.00%,
3/1/2004
- 1,628,765 1,628,765 Philadelphia, PA, - 1,731,214 1,731,214
Municipal Authority,
Equipment Revenue Bonds
(Series 1997A), 5.297%
(Philadelphia, PA Gas
Works)/(AMBAC INS),
10/1/2004
- 1,000,000 1,000,000 Sayre, PA, Health Care - 1,070,390 1,070,390
Facilities Authority,
Revenue Bonds (Series
2002A), 5.50% (Guthrie
Healthcare System, PA),
12/1/2005
- 640,000 640,000 Scranton-Lackawanna, - 669,197 669,197
PA, Health & Welfare
Authority, Revenue
Bonds, 7.125% (Allied
Services Rehabilitation
Hospitals, PA),
7/15/2005
Total - 17,564,039 17,564,039
Rhode Island--1.3%
- 2,775,000 2,775,000 Johnston, RI (2002 - 2,790,956 2,790,956
Series), 3.00% BANs,
6/19/2003
- 600,000 600,000 Rhode Island State - 623,562 623,562
Health and Educational
Building Corp.,
Hospital Financing
Revenue Bonds (Series
2002), 5.00% (Lifespan
Obligated Group),
8/15/2005
- 650,000 650,000 Rhode Island State - 681,025 681,025
Health and Educational
Building Corp.,
Hospital Financing
Revenue Bonds (Series
2002), 5.25% (Lifespan
Obligated Group),
8/15/2006
- 700,000 700,000 Rhode Island State - 740,243 740,243
Health and Educational
Building Corp.,
Hospital Financing
Revenue Bonds (Series
2002), 5.50% (Lifespan
Obligated Group),
8/15/2007
Total - 4,835,786 4,835,786
South Carolina--0.9%
- 1,000,000 1,000,000 Piedmont Municipal - 1,037,410 1,037,410
Power Agency, SC,
Refunding Electric
Revenue Bonds (Series
2002A) , 5.00%, 1/1/2004
- 1,000,000 1,000,000 Richland County, SC, - 994,420 994,420
Environmental
Improvement Revenue
Refunding Bonds (Series
2002A), 4.25%
(International Paper
Co.), 10/1/2007
- 1,100,000 1,100,000 South Carolina State - 1,209,560 1,209,560
Public Service
Authority, UT GO
Refunding Bonds (Series
D), 5.00% (Santee
Cooper), 1/1/2007
Total - 3,241,390 3,241,390
South Dakota--0.4%
- 1,240,000 1,240,000 South Dakota State - 1,335,889 1,335,889
Health & Educational
Authority, Refunding
Revenue Bonds, 5.25%
(Sioux Valley Hospital
& Health System),
11/1/2005
Tennessee--2.9%
- 490,000 490,000 Clarksville, TN, - 493,866 493,866
Natural Gas Acquisition
Corp., Gas Refunding
Revenue Bonds, 4.50%
(Dominion Resources,
Inc.), 5/1/2003
- 500,000 500,000 Clarksville, TN, - 511,735 511,735
Natural Gas Acquisition
Corp., Gas Refunding
Revenue Bonds, 5.00%
(Dominion Resources,
Inc.), 11/1/2003
- 1,000,000 1,000,000 Metropolitan Government - 1,083,990 1,083,990
Nashville & Davidson
County, TN, HEFA,
Multifamily Housing
Revenue Bonds, 5.20%
TOBs (American Housing
Corp.)/(FNMA LOC),
Mandatory Tender
2/1/2006
- 1,995,000 1,995,000 Metropolitan Government - 2,147,757 2,147,757
Nashville & Davidson
County, TN, HEFA,
Refunding Revenue Bonds
(Series B), 4.50%
(Vanderbilt
University), 10/1/2005
- 2,085,000 2,085,000 Metropolitan Government - 2,275,903 2,275,903
Nashville & Davidson
County, TN, HEFA,
Refunding Revenue Bonds
(Series B), 4.50%
(Vanderbilt
University), 10/1/2006
- 2,000,000 2,000,000 Metropolitan Government - 2,244,720 2,244,720
Nashville & Davidson
County, TN, HEFA,
Revenue Bonds , 6.875%
(Meharry Medical
College)/(Original
Issue Yield: 7.27%),
12/1/2024
- 2,000,000 2,000,000 Metropolitan Government - 2,009,080 2,009,080
Nashville & Davidson
County, TN, IDB,
Revenue Bonds , 4.10%
TOBs (Waste Management,
Inc.), Mandatory Tender
8/1/2004
Total - 10,767,051 10,767,051
Texas--8.9%
- 5,000,000 5,000,000 Austin, TX, Water and - 5,644,050 5,644,050
Wastewater System,
Refunding Revenue Bonds
(Series 2002A), 5.25%
(AMBAC INS), 11/15/2007
- 3,000,000 3,000,000 Brazos River Authority, - 2,875,140 2,875,140
TX (Series 1995B),
5.05% TOBs (TXU
Energy), Mandatory
Tender 6/19/2006
- 1,370,000 1,370,000 Gregg County, TX, HFDC, - 1,417,690 1,417,690
Hospital Revenue Bonds
(Series 2002A), 5.50%
(Good Shepherd Medical
Center), 10/1/2005
- 2,000,000 2,000,000 Gulf Coast, TX, Waste - 2,059,360 2,059,360
Disposal Authority,
Environmental
Facilities Refunding
Revenue Bonds , 4.20%
(Occidental Petroleum
Corp.), 11/1/2006
- 2,265,000 2,265,000 Gulf Coast, TX, Waste - 2,525,113 2,525,113
Disposal Authority,
Revenue Bonds (Series
2002), 5.00% (Bayport
Area System)/(AMBAC
INS), 10/1/2007
- 2,070,000 2,070,000 Lewisville, TX, - 2,132,141 2,132,141
Combination Contract
Revenue & Special
Assessment Bonds
(Series 1997), 4.95%
(United States Treasury
GTD), 5/1/2021
- 3,000,000 3,000,000 Matagorda County, TX, - 2,968,080 2,968,080
Navigation District
Number One, PCR
Refunding Bonds (Series
1999A), 3.75% TOBs
(Central Power & Light
Co.), Mandatory Tender
11/1/2003
- 1,000,000 1,000,000 North Central Texas - 1,040,150 1,040,150
HFDC, Hospital Revenue
Refunding Bonds (Series
2002), 4.00%
(Children's Medical
Center of
Dallas)/(AMBAC INS),
8/15/2004
- 750,000 750,000 Sabine River Authority, - 739,320 739,320
TX, PCR Revenue
Refunding Bonds (Series
2001C), 4.00% TOBs (TXU
Energy), Mandatory
Tender 11/1/2003
- 750,000 750,000 San Antonio, TX, - 843,863 843,863
Electric & Gas,
Refunding Revenue Bonds
(Series 2002), 5.25%,
2/1/2008
- 1,130,000 1,130,000 Tarrant County, TX, Jr. - 1,175,087 1,175,087
College District,
Refunding LT GO Bonds
(Series 2001A), 4.75%,
2/15/2004
- 2,700,000 2,700,000 Texas State Public - 2,994,759 2,994,759
Finance Authority,
Refunding UT GO Bonds
(Series 2001A), 5.00%
(Texas State), 10/1/2006
- 6,000,000 6,000,000 Texas Turnpike - 6,681,000 6,681,000
Authority, Second Tier
Bond Anticipation Notes
(Series 2002), 5.00%,
6/1/2008
Total - 33,095,753 33,095,753
Utah--0.5% -
- 1,650,000 1,650,000 Alpine, UT, School - 1,822,904 1,822,904
District, UT GO Bonds,
5.25%, 3/15/2006
Virginia--0.8%
- 1,000,000 1,000,000 Chesterfield County, - 1,030,050 1,030,050
VA, IDA, PCR Bonds,
4.95% (Virginia
Electric & Power Co.),
12/1/2007
- 2,000,000 2,000,000 Louisa, VA, IDA, Solid - 2,006,400 2,006,400
Waste & Sewage Disposal
Revenue Bonds (Series
2000A), 3.15% TOBs
(Virginia Electric &
Power Co.), Mandatory
Tender 4/1/2003
Total - 3,036,450 3,036,450
Washington--3.2%
- 1,155,000 1,155,000 Clark County, WA, - 1,246,765 1,246,765
Public Utilities
District No. 001,
Generating System
Revenue Refunding Bonds
(Series 2000), 5.50%
(FSA INS), 1/1/2005
- 2,065,000 2,065,000 Clark County, WA, - 2,283,663 2,283,663
Public Utilities
District No. 001,
Generating System
Revenue Refunding Bonds
(Series 2000), 5.50%
(FSA INS), 1/1/2006
- 1,310,000 1,310,000 Spokane, WA, Refunding - 1,494,972 1,494,972
UT GO Bonds , 5.50%
(MBIA INS), 12/15/2007
- 2,500,000 2,500,000 Washington State Public - 2,552,975 2,552,975
Power Supply System,
Nuclear Project No. 2
Revenue Refunding Bond
(Series 1997B), 5.50%
(Energy Northwest, WA),
7/1/2003
- 2,000,000 2,000,000 Washington State, - 2,186,760 2,186,760
Refunding UT GO Bonds,
5.25%, 9/1/2005
- 2,000,000 2,000,000 Washington State, - 2,099,420 2,099,420
Various Purpose
Refunding UT GO Bonds
(Series 2002R), 3.50%
(MBIA INS), 1/1/2007
Total - 11,864,555 11,864,555
Wisconsin--0.7%
- 1,000,000 1,000,000 Pleasant Prairie, WI, - 1,040,950 1,040,950
Water & Sewer System,
BANs, 4.00%, 10/1/2007
- 1,500,000 1,500,000 Wisconsin State HEFA, - 1,600,935 1,600,935
Revenue Bonds (Series
2002A), 5.00% (Ministry
Health Care)/(MBIA
INS), 2/15/2005
Total - 2,641,885 2,641,885
Wyoming--0.6%
- 2,150,000 2,150,000 Albany County, WY, - 2,151,591 2,151,591
Pollution Control
Revenue Bonds (Series
1985), 3.00% TOBs
(Union Pacific Railroad
Co.)/(Union Pacific
Corp. GTD), Optional
Tender 12/1/2003
Total Short-Intermediate Municipal 296,843,125 296,843,125
Securities (identified cost
$289,599,841)
Short-Term Municipal
securities--5.3%
Arizona--0.9%
- 1,000,000 1,000,000 Maricopa County, AZ, - 1,000,000 1,000,000
IDA, 1.85% CP (American
Water Capital Corp.),
Mandatory Tender
1/24/2003
- 1,200,000 1,200,000 Prescott, AZ, IDA - 1,200,000 1,200,000
(Series A), Weekly
VRDNs (Prescott
Convention Center,
Inc.)/(Household
Finance Corp. GTD)
- 1,200,000 1,200,000 Prescott, AZ, IDA - 1,200,000 1,200,000
(Series B), Weekly
VRDNs (Prescott
Convention Center,
Inc.)/(Household
Finance Corp. GTD)
Total - 3,400,000 3,400,000
- Georgia--0.7%
- 1,000,000 1,000,000 Bibb County, GA, - 1,000,000 1,000,000
Development Authority
(Series 1991IR-1),
Weekly VRDNs
(Temple-Inland, Inc.)
Indiana--1.5%
- 5,400,000 5,400,000 Indiana Health Facility - 5,400,000 5,400,000
Financing Authority
(Series 2000B), Daily
VRDNs (Clarian Health
Partners,
Inc.)/(JPMorgan Chase
Bank LIQ)
New York--0.8%
- 1,400,000 1,400,000 New York City, NY, - 1,400,000 1,400,000
Transitional Finance
Authority, New York
City Recovery Bonds
(2003 Subseries 1-D),
Daily VRDNs (Landesbank
Hessen-Thueringen,
Frankfurt LIQ)
- 1,500,000 1,500,000 (1)(2) Triborough - 1,500,000 1,500,000
Bridge & Tunnel
Authority, NY, Trust
Receipt (Series 2000
FR/RI-N15), Weekly
VRDNs (Bank of New York
LIQ)
Total - 2,900,000 2,900,000
North Carolina--0.5%
- 1,700,000 1,700,000 Martin County, NC, IFA - 1,700,000 1,700,000
(Series 1993), Weekly
VRDNs (Weyerhaeuser Co.)
- Ohio--0.5%
- 1,900,000 1,900,000 Franklin County, OH, - 1,900,000 1,900,000
Mortgage Revenue
(Series 2000F), Weekly
VRDNs (Trinity
Healthcare Credit
Group)/(JPMorgan Chase
Bank LIQ)
Tennessee--0.3%
- 1,000,000 1,000,000 Carter County, TN, IDB - 1,000,000 1,000,000
(Series 1983), Weekly
VRDNs (Inland Container
Corp.)/(Temple-Inland,
Inc. GTD)
Texas--0.4%
- 1,600,000 1,600,000 Harris County, TX, HFDC - 1,600,000 1,600,000
(Series 2002), Daily
VRDNs (Methodist
Hospital, Harris
County, TX)
Washington--0.2%
- 800,000 800,000 Port Grays Harbor, WA, - 800,000 800,000
Industrial Development
Corp., Solid Waste
Disposal Revenue Bonds
(Series 1993), Weekly
VRDNs (Weyerhaeuser Co.)
Total Short-Term Municipal Securities 19,700,000 19,700,000
(identified cost $19,700,000)
Mutual Funds--0.4%
1,094,427 - SEI Tax Exempt Money 1,094,427 - 1,094,427
Market Fund
500,000 - SEI Tax Exempt Money 500,000 - 500,000
Market Fund, Series A
Total Mutual Funds (at 1,594,427 1,594,427
net asset value)
Total Investments $49,649,966 $316,543,125 $366,193,091
(identified cost
$356,748,587) (3)
1 Denotes a restricted security which is subject to resale under Federal
Securities laws. These securities amounted to $2,026,638 for the Federated
Short-Term Municipal Trust Pro Forma Combined which represents 0.5% of net
assets. Included in these amounts, securities which have been deemed liquid
amounted to $1,500,000 which represents 0.4% of net assets.
2 Denotes a restricted security that has been deemed liquid by criteria
approved by the Fund's Board of Trustees.
3 The cost of investments for Federal Tax purposes amounts to $356,685,668
for the Federated Short-Term Municipal Trust Pro Forma Combined. The
following acronyms are used throughout this portfolio:
AMBAC --American Municipal Bond
Assurance Corporation
AMT --Alternative Minimum
Tax
BANs --Bond Anticipation
Notes
COL --COL
COPs --Certificates of
Participation
CP --Commercial Paper
EDFA --Economic Development
Financing Authority
FGIC --Financial Guaranty
Insurance Company
FNMA --Federal National
Mortgage Association
FSA --Financial Security
Assurance
GNMA --Government National
Mortgage Association
GO --General Obligation
GTD --Guaranteed
HEFA --Health and Education
Facilities Authority
HFA --Housing Finance
Authority
HFDC --Health Facility
Development Corporation
IDA --Industrial Development
Authority
IDB --Industrial
Development Bond
IDRB --Industrial Development
Revenue Bond
IFA --Industrial Finance
Authority
INS --Insured
LIQs --Liquidity Agreements
LOC --Letter of Credit
LT --Limited Tax
MBIA --Municipal Bond
Investors Assurance
PCR --Pollution Control
Revenue
PFA --Public Facility
Authority
Q--SBLF --Qualified State Loan
Bond Fund
SFM --Single Family
Mortgage
TOBs --Tender Option Bonds
UT --Unlimited Tax
VRDNs --Variable Rate
Demand Notes
Note: The categories of investments are shown as a percentage of pro forma
combined total net assets as shown on the Pro Forma Combining Statements of
Assets and Liabilities.
See Notes which are an integral part of the Financial Statements
Riggs Short Term Tax Free Bond Fund
Federated Short-Term Municipal Trust
Pro Forma Combining Statements of Assets and Liabilities
(Semi-Annual)
- -----------------------------------------------------------------------------------------
Riggs
Short Term Federated
Tax Free Short-Term
Bond Fund Municipal Trust Pro Forma Pro Forma
October 31, December 31, Adjustment Combined
2002 2002
--------------- ---------------- ----------------------------
Assets:
- ------------------------
Investments in $ $
securities, at value 49,649,966 316,543,125 - 366,193,091
- ------------------------
Cash
9,997 72,290 - 82,287
- ------------------------
Income receivable
812,190 3,495,283 - 4,307,473
- ------------------------
Receivable for
Investments sold 3,140,300 340,000 - 3,480,300
- ------------------------
--------------- ---------------- ----------- --------------
Total assets
53,612,453 320,450,698 - 374,063,151
- ------------------------ --------------- ---------------- ----------- --------------
Liabilities:
- ------------------------
Payable for
investments purchased - - - -
- ------------------------
Income distribution
payable 167,881 795,955 - 963,836
- ------------------------
Payable for shares
redeemed - 1,314,268 - 1,314,268
- ------------------------
Accrued expenses
18,771 5,703 - 24,474
- ------------------------ --------------- ---------------- ----------- --------------
Total liabilities
186,652 2,115,926 - 2,302,578
- ------------------------ --------------- ---------------- ----------- --------------
Net Assets $ $ $ $
53,425,801 318,334,772 - 371,760,573
- ------------------------ --------------- ---------------- ----------- --------------
Net Assets Consists of:
- ------------------------
Paid in capital $ $ $
50,668,847 317,048,148 - 367,716,995
- ------------------------
Net unrealized
appreciation
of investments
2,201,220 7,243,284 - 9,444,504
- ------------------------
Accumulated net
realized gain (loss)
on investments
565,133 (5,956,693) - (5,391,560)
- ------------------------
Accumulated
undistributed net
investment income/
(Distributions in
excess of net
investment income)
(9,399) 33 - (9,366)
- ------------------------ --------------- ---------------- ----------- --------------
Total Net Assets $ $ $ $
53,425,801 318,334,772 - 371,760,573
- ------------------------ --------------- ---------------- ----------- --------------
--------------- ---------------- --------------
Class R Shares $ $ ($53,425,80(a) $
53,425,801 - -
--------------- ---------------- ----------- --------------
--------------- ----------------
Institutional Shares $ $ $ $289,196,338
- 289,196,338 -
--------------- ---------------- ----------- --------------
--------------- ----------------
Institutional Service $ $ $53,425,801(a) $82,564,235
Shares - 29,138,434
--------------- ---------------- ----------- --------------
Net Asset Value,
Offering Price and
Redemption Proceeds
Per Share
- ------------------------
Net Asset Value and
Offering Price Per Share
Class R Shares $ $
10.56 -
- ------------------------ --------------- ---------------- ----------- --------------
Institutional $ $ $
Shares - 10.44 10.44
- ------------------------ --------------- ---------------- ----------- --------------
Institutional $ $ $
Service Shares - 10.44 10.44
- ------------------------ --------------- ---------------- ----------- --------------
Redemption Proceeds
Per Share*
- ------------------------ --------------- ---------------- ----------- --------------
Class R Shares $ $ $
10.35 ** - -
- ------------------------ --------------- ---------------- ----------- --------------
Institutional $ $ $
Shares - 10.44 10.44
- ------------------------ --------------- ---------------- ----------- --------------
Institutional $ $ $
Service Shares - 10.44 10.44
- ------------------------ --------------- ---------------- ----------- --------------
Shares Outstanding:
- ------------------------ --------------- ---------------- ----------- --------------
Class R Shares (a)
5,057,977 - (5,057,977) -
- ------------------------ --------------- ---------------- ----------- --------------
-----------
Institutional 27,705,105
Shares - 27,705,105
- ------------------------ --------------- ---------------- ----------- --------------
-----------
Institutional (a) 7,908,920
Service Shares - 2,791,506 5,117,414
- ------------------------ --------------- ---------------- ----------- --------------
Investments, at $ $ $ $
identified cost 47,448,746 309,299,841 - 356,748,587
- ------------------------ --------------- ---------------- ----------- --------------
(a) Adjustment to reflect share balance and combined net asset value
as a result of the combination.
* See "What Do Shares Cost" in the Prospectus.
** Computation of offering price per share 98/100 of net asset value.
(See Notes to Pro Forma Financial Statements)
Riggs Short Term Tax Free Bond Fund
Federated Short-Term Municipal
Trust
Pro Forma Combining Statements
of Operations
-----------------------------------------------------
Riggs
Short Term Federated
Tax Free Short-Term
Bond Fund Municipal Pro Pro
Trust Forma Forma
October 31, 2002 December Adjustment Combined
31, 2002
----------------------------- ----------------------
Investment Income:
Dividends
-
Interest
2,754,115 10,041,995 - 12,796,110
----------------------------- -------- ---------
Total Investment Income
2,754,115 10,041,995 - 12,796,110
Expenses:
Investment advisory fee
420,952 1,055,635 10,455 (a) 1,487,042
Administrative personnel and
services fee 89,803 198,146 (9,129) (b) 278,820
Custodian fees
11,226 11,630 (11,226)(c) 11,630
Transfer and dividend
disbursing agent fees and 8,038 62,221 (8,038) (d) 62,221
expenses
Directors' fees
804 11,810 (804) (e) 11,810
Auditing fees
15,906 8,658 (15,906)(f) 8,658
Legal fees
3,095 4,431 (3,095) (g) 4,431
Portfolio accounting fees
6,876 95,541 (6,876) (h) 95,541
Shareholder services fee -
Class R Shares 140,317 - (140,317(i) -
Shareholder services fee -
Institutional Service Shares - 75,036 131,375 (j) 206,411
Shareholder services fee -
Institutional Shares - 584,736 - 584,736
Distribution services fee -
Class R Shares 140,317 - (140,317(k) -
Distribution services fee -
Institutional Service Shares - 75,036 131,375 (l) 206,411
Share registration costs
16,920 42,890 (16,920)(m) 42,890
Printing and postage
2,862 31,500 (2,862) (n) 31,500
Insurance premiums
1,057 1,086 (1,057) (o) 1,086
Miscellaneous
1,097 7,445 (1,097) (p) 7,445
----------------------------- -------- ---------
-------- ---------
Total expenses
859,270 2,265,801 (84,439) 3,040,632
----------------------------- -------- ---------
Waivers:
Waiver of investment adviser (291,499) (q)
fee (107,027) (10,411) (408,937)
Waiver of transfer and (9,015)
dividend disbursing agent - - (9,015)
fees and expenses
Waiver of shareholder services (r)
fee - Class R Shares (84,191) (84,191) (168,382)
Waiver of shareholder services (584,736)
fee - Institutional Shares - - (584,736)
Waiver of distribution (s)
services fee - Class R Shares (140,317) - (140,317) (280,634)
Waiver of distribution service (75,036) (t)
fee - Institutional Service - (131,375) (206,411)
Shares
----------------------------- -------- ---------
Total waivers (331,535) (960,286) (366,294) (1,658,115)
----------------------------- -------- ---------
----------------------------- -------- ---------
Net expenses 527,735 1,305,515 (450,733) 1,382,517
----------------------------- -------- ---------
----------------------------- -------- ---------
Net investment 2,226,380 8,736,480 450,733 11,413,593
income
----------------------------- -------- ---------
Realized and Unrealized Gain (Loss) on
Investments:
Net realized gain (loss) on
investments 468,672 (386,121) - 82,551
Net change in unrealized
appreciation
on investments
46,027 4,448,006 - 4,494,033
----------------------------- -------- ---------
Net realized and
unrealized gain (loss) on 514,699 4,061,885 - 4,576,584
investments
----------------------------- -------- ---------
--------
Change in net assets $ 2,741,079 $ $450,733
resulting from operations 12,798,365 $15,990,177
----------------------------- -------- ---------
Riggs Short Term Bond Fund
Federated Short-Term Municipal Trust
Notes to Pro Forma Combining Statements of Operations
Year Ended October 31, 2002 and December 31, 2002
(a) Federated Investment Management Company (the "Adviser") receives for
its services an annual investment advisory fee equal to 0.40% of the Federated
Short-Term Municipal Trust's average daily net assets. The Adviser may
voluntarily choose to waive a portion of its fee. The Adviser can modify or
terminate this voluntary waiver at any time.
(b) Federated Services Company ("FServ") provides the Fund with
administrative personnel and services necessary to operate the Fund. The fee
paid to FServ is based on a scale of 0.15% to 0.075% of the average aggregate
daily net assets of all funds advised by subsidiaries of Federated Investors,
Inc., subject to a $125,000 minimum per portfolio and $30,000 per each
additional class.
(c) Adjustment to reflect the custodian fees reductions due to the
combining of two portfolios into one.
(d) FServ through its subsidiary, Federated Shareholder Services Company,
serves as transfer and dividend disbursing agent for the Funds. The fee paid to
FServ is based on the number of share classes and accounts per fund on the level
of average aggregate net assets of the Trust for the period.
(e) Adjustment to reflect the Directors Fee due to the combining of two
portfolios into one.
(f) Adjustment to reflect the Audit Fee due to the combining of two
portfolios into one.
(g) Adjustment to reflect the Legal fee due to the combining of two
portfolios into one.
(h) Adjustment to reflect the Portfolio Accounting Fee due to the combining
of two portfolios into one.
(i) Adjustment to reflect the elimination of the Riggs Short Term Tax Free
Bond Fund Shareholder Service Fee for Class R Shares due to the combining of two
portfolios into one.
(j) Adjustment to reflect the Shareholder Service Fee for Institutional
Service Shares accrual of 0.25% of average net assets due to the combining of
two portfolios into one.
(k) Adjustment to reflect the elimination of the Riggs Short Term Tax Free
Bond Fund Distribution Service Fee (12B-1) for Class R Shares due to the
combining of two portfolios into one.
(l) Adjustment to reflect the Distribution Service Fee (12B-1) for
Institutional Service Shares accrual of 0.25% of average net assets due to the
combining of two portfolios into one.
(m) Adjustment to reflect the Share registration costs due to the combining
of two portfolios into one.
(n) Adjustment to reflect the printing and postage expense reductions due
to the combining two portfolios into one.
(o) Adjustment to reflect the Insurance premium expense reduction due to
the combining two portfolios into one.
(p) Miscellaneous expenses are reduced to reflect estimated savings to be
realized by combining two portfolios into one.
(q) Adjustment to reflect waiver of investment adviser fee being brought in
line based on the combined average net assets of funds.
(r) Adjustment to reflect elimination of shareholder service fee waiver for
Riggs Short Term Tax Free Bond Fund Class R Shares which is no longer applicable
due to the combining of two portfolios into one.
(s) Adjustment to reflect elimination of distribution service fee (12B-1)
waiver for Riggs Short Term Tax Free Bond Fund Class R Shares which is no longer
applicable due to the combining of two portfolios into one.
(t) Adjustment to reflect waiver of distribution fee (12B-1) for the
Institutional Service Shares being brought in line based on the combined average
net assets of funds.
Riggs Intermediate Tax Free Bond Fund
Federated Intermediate Municipal Trust
Notes to Pro Forma Financial Statements
Year Ended April 30, 2003 and Year Ended May 31, 2003
Basis of Combination
The accompanying unaudited Pro Forma Combining Portfolios of Investments,
Statements of Assets and Liabilities and Statements of Operations ("Pro Forma
Financial Statements") reflect the accounts of Riggs Intermediate Tax Free Bond
Fund and Federated Intermediate Municipal Trust, collectively ("the Funds"), for
the year ended April 30, 2003 and May 31, 2003, respectively. These statements
have been derived from the books and records utilized in calculating daily net
asset values at April 30, 2003 and May 31, 2003, respectively.
The Pro Forma Financial Statements should be read in conjunction with the
historical financial statements of the Funds which have been incorporated by
reference in the Statement of Additional Information. The Funds follow generally
accepted accounting principles applicable to management investment companies
which are disclosed in the historical financial statements of each fund.
The Pro Forma Financial Statements give effect to the proposed exchange of
assets of Riggs Intermediate Tax Free Bond Fund for shares of Federated
Intermediate Municipal Trust. Under generally accepted accounting principles,
Federated Intermediate Municipal Trust will be the surviving entity for
accounting purposes with its historical cost of investment securities and
results of operations being carried forward.
The Pro Forma Financial Statements have been adjusted to reflect the
anticipated advisory fee arrangement for the surviving entity. Certain other
operating costs have also been adjusted to reflect anticipated expenses of the
combined entity. Other costs, which may change as a result of the
reorganization, are currently undeterminable.
For the year ended April 30, 2003, Riggs Intermediate Tax Free Bond Fund
paid investment advisory fees computed at the annual rate of 0.75% as a
percentage of average daily net assets. For the year ended May 31, 2003,
Federated Intermediate Municipal Trust paid investment advisory fees computed at
the annual rate of 0.40% as a percentage of average daily net assets.
Shares of Beneficial Interest
The Pro Forma net asset value per share assumes the issuance of 3,413,633
Class IS Shares of Federated Intermediate Municipal Trust in exchange for
3,423,124 Class R Shares of Riggs Intermediate Tax Free Bond Fund which would
have been issued at May 31, 2003 and April 30, 2003, respectively, in connection
with the proposed reorganization.
Pro Forma Combining Portfolio of Investments
Riggs Federated Riggs Federated
Intermediate Intermediate Intermediate Intermediate
Tax Free Municipal Tax Free Municipal
Bond Fund Trust Pro Forma Bond Fund Trust Pro Forma
April 30,2003 May 31,2003 Combined April 30,2003 May 31,2003 Combined
------------------------------------------------------------------------------------------------------
Long-Term Municipals -
98.2%
Alabama -- 1.7%
--------------------------
$ 1,000,000 - Alabama State Public $ - $
1,000,000 School & College 1,099,110 1,099,110
Authority, Refunding
Revenue Bonds, 5.125%
(FSA LOC)/(Original
Issue Yield: 4.78%),
11/1/2014
--------------------------
--------------------------
- Courtland, AL IDB, - 1,032,780
1,000,000 1,000,000 Environmental 1,032,780
Improvement Refunding
Revenue Bonds, 5.00%
(International Paper
Co.), 11/1/2013
--------------------------
--------------------------
1,115,000 - University of Alabama, 1,222,386 - 1,222,386
1,115,000 Refunding Revenue Bonds,
5.00% (FGIC
LOC)/(Original Issue
Yield: 4.53%), 10/1/2013
--------------------------
-------------------------------------------------------------------------
Total 2,321,496 3,354,276
1,032,780
-------------------------------------------------------------------------
Alaska -- 2.3%
--------------------------
- Alaska State Housing - 4,267,920 4,267,920
4,000,000 4,000,000 Finance Corp., General
Mortgage Revenue Bonds
(Series A), 5.65% (MBIA
INS), 12/1/2012
--------------------------
--------------------------
275,000 - 275,000 Alaska State Housing 287,427 - 287,427
Finance Corp., Revenue
Bonds (Series 1),
Veterans Mortgage
Program, 6.30% (GNMA
LOC), 12/1/2009
--------------------------
-------------------------------------------------------------------------
Total 287,427 4,555,347
4,267,920
-------------------------------------------------------------------------
Arizona -- 4.8%
--------------------------
- 1,800,000 1,800,000 Arizona Student Loan - 1,996,722 1,996,722
Acquisition Authority,
Student Loan Revenue
Refunding Bonds (Series
1999A-1), 5.50%, 5/1/2012
--------------------------
--------------------------
- 2,200,000 2,200,000 Arizona Student Loan - 2,434,894 2,434,894
Acquisition Authority,
Student Loan Revenue
Refunding Bonds (Series
1999A-1), 5.60%, 5/1/2013
--------------------------
--------------------------
- 2,000,000 2,000,000 Maricopa County, AZ, - 2,064,740 2,064,740
IDA, Solid Waste
Disposal Revenue Bonds,
4.80% TOBs (Waste
Management, Inc.),
Mandatory Tender
12/1/2004
--------------------------
--------------------------
- 2,500,000 2,500,000 Salt River Project, AZ - 2,873,650 2,873,650
Agricultural Improvement
& Power District,
Refunding Revenue Bonds
(Series 2002A), 5.25%,
1/1/2015
--------------------------
-------------------------------------------------------------------------
Total - 9,370,006
9,370,006
-------------------------------------------------------------------------
Arkansas -- 1.0%
--------------------------
- 2,000,000 2,000,000 Pope County, AR, - 2,061,800 2,061,800
Refunding Revenue Bonds,
5.05% TOBs (Entergy
Arkansas, Inc.),
Mandatory Tender 9/1/2005
-------------------------------------------------------------------------
California -- 4.2%
--------------------------
- 1,000,000 1,000,000 California State - 1,164,980 1,164,980
Department of Water
Resources Power Supply
Program, Power Supply
Revenue Bonds (Series
A), 5.50%, 5/1/2012
--------------------------
--------------------------
- 335,000 335,000 California State - 403,494 403,494
Department of Water
Resources, Revenue
Refunding Bonds, 5.50%,
12/1/2010
--------------------------
--------------------------
- 1,000,000 1,000,000 California State, - 1,109,190 1,109,190
Refunding UT GO Bonds,
5.00%, 2/1/2009
--------------------------
--------------------------
- 1,000,000 1,000,000 California Statewide - 1,065,310 1,065,310
Communities Development
Authority, Revenue Bonds
(Series 2002D), 4.35%
TOBs (Kaiser
Permanente), Mandatory
Tender 2/1/2007
--------------------------
--------------------------
- 4,000,000 4,000,000 Los Angeles, CA - 4,543,120 4,543,120
Department of Water &
Power, Revenue Bonds
(Series 2001A), 5.25%
(Los Angeles, CA
Department of Water &
Power (Electric/Power
System)), 7/1/2015
--------------------------
-------------------------------------------------------------------------
Total - 8,286,094
8,286,094
-------------------------------------------------------------------------
Colorado -- 0.2%
--------------------------
- 340,000 340,000 Colorado HFA, SFM - 346,790 346,790
Revenue Bonds (Series
1997C-3), 6.75%, 5/1/2017
-------------------------------------------------------------------------
Connecticut -- 0.0%
--------------------------
25,000 - 25,000 Madison, CT, GO UT, 26,485 - 26,485
4.875% (FGIC
LOC)/(Original Issue
Yield: 5.00%), 12/15/2010
-------------------------------------------------------------------------
District of Columbia --
2.6%
--------------------------
500,000 - 500,000 District of Columbia, 563,915 - 563,915
Carnegie Endowment
Revenue Bonds, 5.75%
(Original Issue Yield:
5.75%), 11/15/2010
--------------------------
--------------------------
1,000,000 - 1,000,000 District of Columbia, 1,127,980 - 1,127,980
Refunding Revenue Bonds,
5.50% (Catholic
University of
America)/(AMBAC LOC),
10/1/2012
--------------------------
--------------------------
- 3,000,000 3,000,000 District of Columbia, - 3,489,990 3,489,990
Revenue Bonds, 5.75%
(Catholic University of
America)/(AMBAC INS),
10/1/2017
--------------------------
-------------------------------------------------------------------------
Total 1,691,895 5,181,885
3,489,990
-------------------------------------------------------------------------
Florida -- 0.4%
--------------------------
- 790,000 790,000 Lee County, FL HFA, SFM - 859,623 859,623
Revenue Bonds (Series
1998A-2), 6.30% (GNMA
COL), 3/1/2029
-------------------------------------------------------------------------
Georgia -- 1.2%
--------------------------
- 1,035,000 1,035,000 Cartersville, GA - 1,150,661 1,150,661
Development Authority
Waste & Wastewater
Facilities Refunding
Revenue Bonds, 5.10%
(Anheuser-Busch Cos.,
Inc.), 2/1/2012
--------------------------
--------------------------
55,000 - 55,000 Municipal Electric 65,485 - 65,485
Authority of Georgia,
(Series Y), PRF Revenue
Bonds, 6.40%, 1/1/2009
--------------------------
--------------------------
945,000 - 945,000 Municipal Electric 1,098,213 - 1,098,213
Authority of Georgia,
(Series Y), 6.40%,
1/12009
--------------------------
-------------------------------------------------------------------------
Total 1,163,698 2,314,359
1,150,661
-------------------------------------------------------------------------
Idaho -- 0.3%
--------------------------
- 510,000 510,000 Idaho Housing Agency, - 540,075 540,075
SFM Revenue Bonds
(Series D-2) Subordinate
Bonds, 5.25%, 7/1/2011
-------------------------------------------------------------------------
Illinois -- 3.2%
--------------------------
300,000 - 300,000 Chicago, IL Metropolitan 334,143 - 334,143
Water Reclamation
District, GO UT
Refunding Bonds, 5.20%
(Original Issue Yield:
5.25%), 12/1/2013
--------------------------
--------------------------
1,000,000 - 1,000,000 Illinois Department 1,130,690 - 1,130,690
Central Management
Services, COP, 5.50%
(MBIA LOC)/(Original
Issue Yield: 5.55%),
7/1/2013
--------------------------
--------------------------
- 1,260,000 1,260,000 Illinois Health - 1,498,770 1,498,770
Facilities Authority,
Revenue Refunding Bonds
(Series A), 5.70%
(Advocate Health Care
Network)/(United States
Treasury GTD)/(Original
Issue Yield: 5.75%),
8/15/2011
--------------------------
--------------------------
- 2,540,000 2,540,000 Illinois Health - 2,798,851 2,798,851
Facilities Authority,
Revenue Refunding Bonds
(Series B), 5.70%
(Advocate Health Care
Network)/(United States
Treasury GTD)/(Original
Issue Yield: 5.75%),
8/15/2011
--------------------------
--------------------------
500,000 - 500,000 Metropolitan Pier & 601,355 - 601,355
Exposition Authority,
IL, Dedicated State Tax
Refunding Revenue Bonds,
6.75% (Original Issue
Yield: 6.85%), 6/1/2010
--------------------------
-------------------------------------------------------------------------
Total 2,066,188 6,363,809
4,297,621
-------------------------------------------------------------------------
Indiana -- 3.5%
--------------------------
1,000,000 - 1,000,000 Central High School 1,138,230 - 1,138,230
Building Corp., IN,
Refunding Revenue Bonds,
5.50%, 8/1/2010
--------------------------
--------------------------
- 500,000 500,000 Indiana Development - 514,380 514,380
Finance Authority,
Environmental
Improvement Revenue
Bonds, 5.25% TOBs (USX
Corp.), Mandatory Tender
12/2/2011
--------------------------
--------------------------
- 4,800,000 4,800,000 Indiana Health Facility - 5,259,888 5,259,888
Financing Authority,
Hospital Revenue Bonds
(Series 1996A), 5.50%
(Clarian Health
Partners,
Inc.)/(Original Issue
Yield: 5.65%), 2/15/2010
--------------------------
-------------------------------------------------------------------------
Total 1,138,230 6,912,498
5,774,268
-------------------------------------------------------------------------
Kansas -- 0.2%
--------------------------
- 305,000 305,000 Sedgwick County, KS, SFM - 309,746 309,746
Revenue Bonds (Series
1997A-2), 6.50% (GNMA
COL), 12/1/2016
-------------------------------------------------------------------------
Louisiana -- 2.1%
--------------------------
- 1,000,000 1,000,000 De Soto Parish, LA - 1,045,470 1,045,470
Environmental
Improvement Authority,
PCR Bonds (Series
2002A), 5.00%
(International Paper
Co.), 10/1/2012
--------------------------
--------------------------
- 1,000,000 1,000,000 Lake Charles, LA Harbor - 1,012,530 1,012,530
& Terminal District,
Revenue Bonds, 5.50%
(Reynolds Metals Co.),
5/1/2006
--------------------------
--------------------------
- 2,000,000 2,000,000 St. Charles Parish, LA, - 2,039,340 2,039,340
PCR Refunding Revenue
Bonds (Series 1999A),
4.90% TOBs (Entergy
Louisiana, Inc.),
Mandatory Tender 6/1/2005
--------------------------
-------------------------------------------------------------------------
Total - 4,097,340
4,097,340
-------------------------------------------------------------------------
Michigan -- 12.0%
- 1,000,000 1,000,000 Cornell Township MI, - 1,020,450 1,020,450
Economic Development
Corp., Refunding Revenue
Bonds, 5.875%
(MeadWestvaco Corp.),
5/1/2018
--------------------------
1,000,000 - 1,000,000 Lincoln Park, MI, School 1,165,590 - 1,165,590
District, GO UT, 7.00%
(FGIC LOC)/(Original
Issue Yield: 5.95%),
5/1/2020
--------------------------
--------------------------
1,000,000 - 1,000,000 Michigan Municipal Bond 1,159,850 - 1,159,850
Authority, Refunding
Revenue Bonds, 5.375%,
10/1/2018
--------------------------
--------------------------
1,025,000 - 1,025,000 Michigan Municipal Bond 1,222,620 - 1,222,620
Authority, Water Utility
Improvements, 5.875%
(Original Issue Yield:
5.40%), 10/1/2017
--------------------------
--------------------------
- 1,000,000 1,000,000 Michigan State Hospital - 1,115,370 1,115,370
Finance Authority,
Hospital Refunding
Revenue Bonds, 5.25%
(Sparrow Obligated
Group, MI), 11/15/2011
--------------------------
--------------------------
- 4,000,000 4,000,000 Michigan State Hospital - 4,248,280 4,248,280
Finance Authority,
Revenue & Refunding
Bonds (Series 1998A),
5.10% (McLaren Health
Care Corp.)/(Original
Issue Yield: 5.15%),
6/1/2013
--------------------------
--------------------------
- 5,000,000 5,000,000 Michigan State Hospital - 5,825,900 5,825,900
Finance Authority,
Revenue Bonds (Series
1999A), 6.00% (Ascension
Health Credit
Group)/(MBIA INS),
11/15/2011
--------------------------
--------------------------
- 3,705,000 3,705,000 Michigan State Housing - 3,979,726 3,979,726
Development Authority,
(Series B) Rental
Housing Revenue Bonds,
5.65% (MBIA INS),
10/1/2007
--------------------------
--------------------------
- 3,605,000 3,605,000 Michigan State Housing - 3,875,267 3,875,267
Development Authority,
(Series B), Rental
Housing Revenue Bonds,
5.65% (MBIA INS),
4/1/2007
--------------------------
-------------------------------------------------------------------------
Total 3,548,060 20,064,993 23,613,053
-------------------------------------------------------------------------
Minnesota -- 0.5%
--------------------------
1,000,000 - 1,000,000 Minneapolis Special 1,088,940 - 1,088,940
School District No. 001,
MN, (Series B) COP
School Improvement
Bonds, 5.125%, 2/1/2014
-------------------------------------------------------------------------
Missouri -- 6.9%
--------------------------
870,000 - 870,000 Missouri State 945,577 - 945,577
Environmental
Improvement & Energy
Authority, PRF Revenue
Bonds, 6.00%, 1/1/2016
--------------------------
--------------------------
130,000 - 130,000 Missouri State 140,041 - 140,041
Environmental
Improvement & Energy
Authority, Refunding
Revenue Bonds, 6.00%,
1/1/2016
--------------------------
--------------------------
- 5,000,000 5,000,000 Missouri State HEFA, - 5,326,850 5,326,850
Health Facilities
Revenue Bonds (Series
A), 6.00% (BJC Health
System, MO)/(United
States Treasury
GTD)/(Original Issue
Yield: 6.05%), 5/15/2005
--------------------------
--------------------------
- 5,000,000 5,000,000 Missouri State HEFA, - 5,317,600 5,317,600
Health Facilities
Revenue Bonds (Series
A), 6.10% (BJC Health
System, MO)/(United
States Treasury
GTD)/(Original Issue
Yield: 6.15%), 5/15/2006
--------------------------
--------------------------
- 740,000 740,000 Missouri State Housing - 784,837 784,837
Development Commission,
SFM Loan Revenue Bonds
(Series 1998B), 5.20%,
9/1/2012
--------------------------
--------------------------
1,000,000 - 1,000,000 Taney County, MO, 1,114,140 - 1,114,140
Reorganized School
District Number R-V, GO
UT, 5.80%, 3/1/2017
--------------------------
-------------------------------------------------------------------------
Total 2,199,758 11,429,287 13,629,045
-------------------------------------------------------------------------
----------------
Nevada -- 0.6%
--------------------------
- 1,100,000 1,100,000 Clark County, NV, - 1,136,894 1,136,894
Industrial Development
Revenue Bonds (Series
2003C), 5.45% TOBs
(Southwest Gas Corp.),
Mandatory Tender 3/1/2013
-------------------------------------------------------------------------
New York -- 10.5%
--------------------------
- 1,500,000 1,500,000 Hempstead, NY IDA, - 1,575,315 1,575,315
Resource Recovery
Refunding Revenue Bonds
(Series 2001), 5.00%
TOBs (American Ref-Fuel
Co. of Hempstead),
Mandatory Tender 6/1/2010
--------------------------
--------------------------
- 2,000,000 2,000,000 Metropolitan - 2,352,140 2,352,140
Transportation
Authority, NY, Service
Contract Refunding
Revenue Bonds (Series
2002A), 5.50%, 1/1/2015
--------------------------
--------------------------
- 1,000,000 1,000,000 New York City, NY IDA, - 1,116,360 1,116,360
Civic Facility Revenue
Bonds (Series 2002A),
5.50% (Lycee Francais de
New York
Project)/(American
Capital Access INS),
6/1/2015
--------------------------
--------------------------
- 4,500,000 4,500,000 New York City, NY, UT GO - 5,251,950 5,251,950
Bonds (Series 1999G),
6.00% (AMBAC INS),
10/15/2007
--------------------------
--------------------------
- 1,000,000 1,000,000 New York City, NY, UT GO - 1,110,220 1,110,220
Bonds (Series 2002E),
5.25%, 8/1/2007
--------------------------
--------------------------
- 1,000,000 1,000,000 New York City, NY, UT GO - 1,122,230 1,122,230
Bonds (Series 2002F),
5.25%, 8/1/2009
--------------------------
--------------------------
- 2,500,000 2,500,000 New York State - 2,631,450 2,631,450
Environmental Facilities
Corp., State Water
Pollution Control Bonds
(Series 1994E), 6.15%
(Original Issue Yield:
6.25%), 6/15/2004
--------------------------
--------------------------
- 4,000,000 4,000,000 New York State Thruway - 4,227,160 4,227,160
Authority, Highway &
Bridge Trust Fund
Revenue Bonds (Series
B), 5.625% (FGIC
INS)/(Original Issue
Yield: 5.75%), 4/1/2005
--------------------------
--------------------------
- 1,250,000 1,250,000 Suffolk County, NY IDA, - 1,213,400 1,213,400
Industrial Development
Revenue Bonds (Series
1998), 5.30%
(Nissequogue Cogen
Partners
Facility)/(Original
Issue Yield: 5.325%),
1/1/2013
--------------------------
-------------------------------------------------------------------------
Total - 20,600,225 20,600,225
-------------------------------------------------------------------------
North Carolina -- 2.9%
--------------------------
- 1,000,000 1,000,000 North Carolina Eastern - 1,105,000 1,105,000
Municipal Power Agency,
Power System Refunding
Revenue Bonds (Series
2003A), 5.50%, 1/1/2012
--------------------------
--------------------------
1,000,000 - 1,000,000 North Carolina Eastern 1,204,760 - 1,204,760
Municipal Power Agency,
Refunding Revenue Bonds,
6.00% (AMBAC LOC),
1/1/2018
--------------------------
--------------------------
- 2,000,000 2,000,000 North Carolina Municipal - 2,333,220 2,333,220
Power Agency No. 1,
Catawba Electric Revenue
Refunding Bonds, 7.25%
(Catawba Electric),
1/1/2007
--------------------------
--------------------------
- 1,000,000 1,000,000 North Carolina Municipal - 1,139,630 1,139,630
Power Agency No. 1,
Electric Revenue Bonds
(Series 2003A), 5.50%
(Catawba Electric),
1/1/2012
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Total 1,204,760 5,782,610
4,577,850
-------------------------------------------------------------------------
----------------
North Dakota -- 0.6%
--------------------------
1,055,000 - 1,055,000 North Dakota State 1,171,862 - 1,171,862
Building Authority,
(Series B) Refunding
Revenue Bonds, 5.00%
(AMBAC LOC), 12/1/2010
-------------------------------------------------------------------------
Ohio -- 2.9%
--------------------------
- 3,195,000 3,195,000 Lucas County, OH HDA, - 3,574,374 3,574,374
Hospital Revenue
Refunding Bonds (Series
1996), 5.50% (ProMedica
Healthcare Obligated
Group)/(MBIA
INS)/(Original Issue
Yield: 5.75%), 11/15/2008
--------------------------
--------------------------
- 1,000,000 1,000,000 Montgomery County, OH - 1,104,860 1,104,860
Revenue Bonds, 5.50%
(Catholic Health
Initiatives), 9/1/2016
--------------------------
--------------------------
- 1,000,000 1,000,000 Ohio State Air Quality - 1,054,120 1,054,120
Development Authority,
PCR Refunding Bonds
(Series 2002A), 6.00%
(Cleveland Electric
Illuminating Co.),
12/1/2013
--------------------------
-------------------------------------------------------------------------
Total - 5,733,354
5,733,354
-------------------------------------------------------------------------
Pennsylvania -- 5.8%
--------------------------
- 805,000 805,000 (1) Allegheny County, PA - 758,672 758,672
IDA, Cargo Facilities
Lease Revenue Bonds
(Series 1999), 6.00%
(AFCO Cargo PIT LLC
Project), 9/1/2009
--------------------------
--------------------------
- 1,000,000 1,000,000 New Wilmington, PA - 1,030,540 1,030,540
Municipal Authority,
College Revenue Bonds,
5.30% (Westminster
College)/(Original Issue
Yield: 5.40%), 3/1/2018
--------------------------
--------------------------
1,000,000 - 1,000,000 Pennsylvania 1,104,090 - 1,104,090
Intergovernmental Coop
Authority, Special Tax,
5.25% (FGIC
LOC)/(Original Issue
Yield: 5.012%), 6/15/2015
--------------------------
--------------------------
- 1,210,000 1,210,000 Pennsylvania State - 1,362,133 1,362,133
Higher Education
Facilities Authority,
Revenue Bonds (Series
2001A), 5.75% (UPMC
Health System), 1/15/2012
--------------------------
--------------------------
- 5,000,000 5,000,000 Philadelphia, PA - 5,327,750 5,327,750
Hospitals & Higher
Education Facilities
Authority, Health System
Revenue Bonds (Series
1997A), 5.00% (Jefferson
Health System)/(Original
Issue Yield: 5.40%),
5/15/2012
--------------------------
--------------------------
- 1,605,000 1,605,000 Sayre, PA, Health Care - 1,828,721 1,828,721
Facilities Authority,
Revenue Bonds (Series
2002A), 6.00% (Guthrie
Healthcare System, PA),
12/1/2012
--------------------------
-------------------------------------------------------------------------
Total 1,104,090 10,307,816 11,411,906
-------------------------------------------------------------------------
Rhode Island -- 0.6%
--------------------------
- 1,000,000 1,000,000 Rhode Island Economic - 1,152,970 1,152,970
Development Corp.,
Revenue Note Obligations
(2000 Senior Obligation
Series), 5.75%
(Providence Place Mall
Project)/(Radian Asset
Assurance INS), 7/1/2010
-------------------------------------------------------------------------
South Carolina -- 0.6%
--------------------------
1,000,000 - 1,000,000 Beaufort County, SC 1,122,700 - 1,122,700
School District, GO,
5.50%, 3/1/2016
-------------------------------------------------------------------------
----------------
South Dakota -- 0.6%
--------------------------
1,000,000 - 1,000,000 Pierre, SD, School 1,142,470 - 1,142,470
District, GO UT, 5.70%
(FSA LOC)/(Original
Issue Yield: 5.70%),
8/1/2017
-------------------------------------------------------------------------
Tennessee -- 5.2%
--------------------------
- 2,000,000 2,000,000 Memphis-Shelby County, - 2,191,520 2,191,520
TN Airport Authority,
Special Facilities
Refunding Revenue Bonds,
5.00% (FedEx Corp.),
9/1/2009
--------------------------
--------------------------
1,000,000 - 1,000,000 Metropolitan Government 1,082,880 - 1,082,880
Nashville & Davidson
County, TN, GO UT,
5.125% (Original Issue
Yield: 5.125%),
5/15/2009 (@101)
--------------------------
--------------------------
- 4,000,000 4,000,000 Shelby County, TN, - 4,582,880 4,582,880
Public Improvement UT GO
School Bonds (Series A),
5.50%, 4/1/2017
--------------------------
--------------------------
- 500,000 500,000 Sullivan County, TN - 570,015 570,015
Health Educational &
Housing Facilities
Board, Hospital Revenue
Bonds, 6.25% (Wellmont
Health System), 9/1/2010
--------------------------
--------------------------
- 500,000 500,000 Sullivan County, TN - 568,660 568,660
Health Educational &
Housing Facilities
Board, Hospital Revenue
Bonds, 6.25% (Wellmont
Health System), 9/1/2011
--------------------------
--------------------------
- 1,000,000 1,000,000 Sullivan County, TN - 1,139,460 1,139,460
Health Educational &
Housing Facilities
Board, Hospital Revenue
Bonds, 6.25% (Wellmont
Health System), 9/1/2012
--------------------------
-------------------------------------------------------------------------
Total 1,082,880 10,135,415
9,052,535
-------------------------------------------------------------------------
Texas -- 7.3%
--------------------------
1,000,000 - 1,000,000 Bell County, TX, HFDC, 1,086,320 - 1,086,320
Refunding Revenue Bonds,
5.375% (FSA LOC),
12/1/2013
--------------------------
--------------------------
- 1,000,000 1,000,000 Brazos River Authority, - 1,055,540 1,055,540
TX, PCR Refunding Bonds
(Series 2003A), 6.75%
TOBs (TXU Energy),
Mandatory Tender 4/1/2013
--------------------------
--------------------------
500,000 - 500,000 Carroll, TX, ISD, GO UT 534,070 - 534,070
Refunding Bonds (Series
A), 5.00% (Original
Issue Yield: 5.02%),
2/15/2016
--------------------------
--------------------------
1,000,000 - 1,000,000 El Paso, TX, GO LT 1,088,050 - 1,088,050
(Series 1998), 5.125%
(FGIC LOC)/(Original
Issue Yield: 5.25%),
8/15/2015
--------------------------
--------------------------
1,000,000 - 1,000,000 Fort Worth, TX, Water & 1,138,600 - 1,138,600
Sewer, Revenue Bonds,
5.75% (Original Issue
Yield: 5.52%), 2/15/2017
--------------------------
--------------------------
- 2,000,000 2,000,000 North Central Texas - 2,265,280 2,265,280
HFDC, Hospital Revenue
Refunding Bonds (Series
2002), 5.50% (Children's
Medical Center of
Dallas)/(AMBAC INS),
8/15/2017
--------------------------
--------------------------
- 1,000,000 1,000,000 Sabine River Authority, - 1,022,730 1,022,730
TX, PCR Revenue
Refunding Bonds (Series
2001A), 5.50% TOBs (TXU
Energy), Mandatory
Tender 11/1/2011
--------------------------
--------------------------
- 1,000,000 1,000,000 San Antonio, TX Water - 1,158,060 1,158,060
System, Revenue
Refunding Bonds (Series
2002), 5.50% (FSA INS),
5/15/2016
--------------------------
--------------------------
- 3,760,000 3,760,000 Texas State Department - 3,979,697 3,979,697
of Housing & Community
Affairs, SFM Revenue
Bonds (Series B), 5.45%
(MBIA INS), 3/1/2015
--------------------------
--------------------------
1,000,000 - 1,000,000 Travis Country, TX, GO 1,108,310 - 1,108,310
UT, 5.25%, 3/1/2015
--------------------------
-------------------------------------------------------------------------
Total 4,955,350 14,436,657
9,481,307
-------------------------------------------------------------------------
Utah -- 1.1%
--------------------------
1,050,000 - 1,050,000 Salt Lake County, UT, 1,113,116 - 1,113,116
Municipal Building
Authority, Refunding
Revenue Bonds, 5.20%
(AMBAC LOC)/(Original
Issue Yield: 5.33%),
10/15/2011 (@100)
--------------------------
--------------------------
- 1,000,000 1,000,000 Utah County, UT IDA, - 1,026,870 1,026,870
Environmental
Improvement Revenue
Bonds, 5.05% TOBs
(Marathon Oil Corp.),
Mandatory Tender
11/1/2011
--------------------------
-------------------------------------------------------------------------
Total 1,113,116 2,139,986
1,026,870
-------------------------------------------------------------------------
Virginia -- 1.7%
--------------------------
- 1,000,000 1,000,000 Chesapeake, VA IDA, PCR - 1,054,500 1,054,500
Bonds, 5.25% (Virginia
Electric & Power Co.),
2/1/2008
--------------------------
--------------------------
- 2,000,000 2,000,000 Greater Richmond - 2,279,480 2,279,480
Convention Center
Authority, VA, Hotel Tax
Revenue Bonds, 5.50%
(Convention Center
Expansion Project),
6/15/2008
--------------------------
-------------------------------------------------------------------------
Total - 3,333,980
3,333,980
-------------------------------------------------------------------------
Washington -- 6.4%
--------------------------
1,000,000 - 1,000,000 Clark County, WA, GO UT 1,096,930 - 1,096,930
Refunding Bonds, 5.25%,
6/1/2015
--------------------------
--------------------------
1,000,000 - 1,000,000 Seattle, WA, (Series F) 1,085,680 - 1,085,680
GO UT, 5.25% (Original
Issue Yield: 5.02%),
12/15/2018
--------------------------
--------------------------
- 4,500,000 4,500,000 Washington Health Care - 4,916,745 4,916,745
Facilities Authority,
Revenue Bonds (Series
1996), 5.375% (Kadlec
Medical Center,
Richland)/(AMBAC
INS)/(Original Issue
Yield: 5.63%), 12/1/2010
--------------------------
--------------------------
1,000,000 - 1,000,000 Washington State, 1,063,030 - 1,063,030
(Series B), GO UT, 5.00%
(Original Issue Yield:
5.20%), 1/1/2017
--------------------------
--------------------------
- 2,000,000 2,000,000 Washington State Public - 2,047,980 2,047,980
Power Supply System,
(Nuclear Project No. 3)
Refunding & Revenue
Bonds (Series B), 5.70%
(Energy Northwest,
WA)/(Original Issue
Yield: 5.793%), 7/1/2010
--------------------------
--------------------------
- 2,000,000 2,000,000 Washington State Public - 2,326,440 2,326,440
Supply System, (Nuclear
Project No. 2) Refunding
Revenue Bonds (Series
1997A), 6.00% (Energy
Northwest, WA)/(AMBAC
INS), 7/1/2007
--------------------------
-------------------------------------------------------------------------
Total 3,245,640 12,536,805
9,291,165
-------------------------------------------------------------------------
Wisconsin -- 4.0%
--------------------------
50,000 - 50,000 Appleton, WI, 55,709 - 55,709
Waterworks, Refunding
Revenue Bonds, 5.375%
(FGIC LOC)/(Original
Issue Yield: 4.75%),
1/1/2015
--------------------------
--------------------------
1,000,000 - 1,000,000 Menomonee Falls, WI, 1,113,220 - 1,113,220
Sewage System, (Series
A) Revenue Bonds, 5.65%
(AMBAC LOC)/(Original
Issue Yield: 5.70%),
5/1/2016
--------------------------
--------------------------
1,000,000 - 1,000,000 Milwaukee County, WI, 1,074,180 - 1,074,180
(Series A), 5.00%
(Original Issue Yield:
4.87%), 10/1/2016
--------------------------
--------------------------
- 980,000 980,000 Wisconsin State HEFA, - 1,113,917 1,113,917
Refunding Bonds, 6.00%
(Wheaton Franciscan
Services), 8/15/2014
--------------------------
--------------------------
- 3,000,000 3,000,000 Wisconsin State - 3,324,450 3,324,450
Petroleum Inspection
Fee, Revenue Bonds
(Series 2000A), 6.00%,
7/1/2011
--------------------------
--------------------------
1,000,000 - 1,000,000 Wisconsin State 1,128,230 - 1,128,230
Transportation, (Series
A), 5.50% (FGIC
LOC)/(Original Issue
Yield: 5.25%), 7/1/2015
--------------------------
-------------------------------------------------------------------------
Total 3,371,339 7,809,706
4,438,367
-------------------------------------------------------------------------
Wyoming -- 0.3%
--------------------------
500,000 - 500,000 Laramie County, WY, 545,840 - 545,840
School District No. 2,
GO UT, 5.90% (MBIA
LOC)/(Original Issue
Yield: 5.90%), 6/1/2012
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Total Long-Term 35,592,224 157,512,327 193,104,551
Municipals (identified
cost $178,453,556)
-----------------------------------------------
Short-Term Municipals -
0.6%
New York -- 0.1%
--------------------------
- 200,000 200,000 New York State Dormitory - 200,000 200,000
Authority, (Series
1990B) Daily VRDNs
(Cornell
University)/(J.P. Morgan
Chase Bank LIQ)
-------------------------------------------------------------------------
Utah -- 0.5%
--------------------------
- 1,000,000 1,000,000 Emery County, UT, - 1,000,000 1,000,000
(Series 1994) Daily
VRDNs
(Pacificorp)/(AMBAC
INS)/(Bank of Novia
Scotia, Toronto LIQ)
-------------------------------------------------------------------------
-------------------------- -------------------------------
Total Short-Term - 1,200,000 1,200,000
Municipals (at amortized
cost)
-------------------------------------------------------------------------
Mutual Fund -- 0.5%
--------------------------
944,014 - 944,014 SEI Tax Exempt Money 944,014 - 944,014
Market Fund (at net
asset value)
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Total Investments -- 36,536,238 158,712,327 195,248,565
99.3% (identified cost
$180,597,570)(2)
-------------------------------------------------------------------------
--------------------------
Other Assets and 391,914 970,666 1,362,580
Liabilities -- Net --
0.7%
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Total Net Assets -- 100% $36,928,152 $159,682,993 $ 196,611,145
--------------------------===============================================
Securities that are subject to alternative minimum tax (AMT) represent 7.6%
of the portfolio based upon total market value.
(1) Denotes a restricted security which is subject to restrictions on
resale under federal securities laws. This security has been deemed liquid based
upon criteria approved by the Fund's Board of Trustees. At May 31, 2003, this
security amounted to $758,672, which represents 0.5% of total net assets
(2) The cost of investments for federal tax purposes amounts to
$180,592,245.
The following acronyms are used throughout this
portfolio:
AMBAC -- American Municipal Bond Assurance
Corporation
AMT -- Alternative Minimum Tax
COL -- Collateralized
COP -- Certificate of Participation
FGIC -- Financial Guaranty Insurance Company
FSA -- Financial Security Assurance
GNMA -- Government National Mortgage Association
GO -- General
Obligation
GTD -- Guaranteed
HDA -- Hospital Development Authority
HEFA -- Health and Education Facilities
Authority
HFA -- Housing Finance Authority
HFDC -- Health Facility Development Corporation
IDA -- Industrial Development Authority
IDB -- Industrial Development Bond
INS --
Insured
ISD -- Independent School District
LIQ -- Liquidity
Agreement
LOC -- Letter of
Credit
LT -- Limited Tax
MBIA -- Municipal Bond Investors Assurance
PCR -- Pollution Control Revenue
PRF -- Pre-refunded
SFM -- Single Family Mortgage
TOBs -- Tender Option Bonds
UT -- Unlimited Tax
VRDNs -- Variable Rate Demand Notes
Note: The categories of investments are shown as a percentage of pro forma
combined total net assets shown on the Pro Forma Combining Statement of Assets
and Liabilities.
See Notes which are an integral part of the Financial Statements.
Riggs Intermediate Tax Free Bond Fund
Federated Intermediate Municipal Trust
Pro Forma Combining Statements of Assets and
Liabilities
Riggs Federated
Intermediate Intermediate
Tax Free Municipal
Bond Fund Trust Pro Pro Forma
Forma
April 30, May 31, Adjustment Combined
2003 2003
----------- ----------- --------- -----------
Assets:
- ------------------------------
Investments in securities, $ $
at value 36,536,238 158,712,327 - 195,248,565
- ------------------------------
Cash
1,993 20,892 - 22,885
- ------------------------------
Income receivable
510,536 2,103,521 - 2,614,057
- ------------------------------
Receivable for shares sold
- 134,431 - 134,431
- ------------------------------
Receivable for Investments
sold - 60,000 - 60,000
- ------------------------------ ----------- ----------- --------- -----------
Total assets
37,048,767 161,031,171 - 198,079,938
- ------------------------------ ----------- ----------- --------- -----------
Liabilities:
- ------------------------------
Payable for investments
purchased - - - -
- ------------------------------
Payable for shares redeemed
- 926,610 - 926,610
- ------------------------------
Income distribution payable
113,215 407,113 - 520,328
- ------------------------------
Accrued expenses
7,400 14,455 - 21,855
- ------------------------------ ----------- ----------- --------- -----------
Total liabilities
120,615 1,348,178 - 1,468,793
- ------------------------------ ----------- ----------- --------- -----------
Net Assets $ $ $ $
36,928,152 159,682,993 - 196,611,145
- ------------------------------ ----------- ----------- --------- -----------
Net Assets Consists of:
- ------------------------------
Paid in capital $ $ $
33,393,781 154,116,825 - 187,510,606
- ------------------------------
- ----------------------------------
Net unrealized appreciation of
investments 3,128,206 11,522,789 - 14,650,995
- ----------------------------------
Accumulated net realized gain
(loss) on investments 394,105 (5,956,606) - (5,562,501)
- ----------------------------------
Undistributed (distributions in
excess of) net
investment income
12,060 (15) - 12,045
- ------------------------------ ----------- -----------
--------- -----------
Total Net Assets $ $ $ $
36,928,152 159,682,993 - 196,611,145
- ------------------------------ ----------- ----------- --------- -----------
Net Assets:
Class R Shares $ $ $ (a) $
36,928,152 - (36,928,152) -
----------- ----------- --------- -----------
Class IS Shares $ $ (a) $
- 159,682,993 $36,928,152 196,611,145
----------- ----------- --------- -----------
Shares Outstanding:
----------- ----------- --------- -----------
Class R Shares $ $ $ (a) $
3,423,124 - (3,423,124) -
----------- ----------- --------- -----------
-----------
Class IS Shares $ $ $ (a) $
- 14,761,493 3,413,633 18,175,126
- ------------------------------ ----------- ----------- --------- -----------
Net Asset Value Per Share and Offering
Price Per Share
Class R Shares $ $ $ $
10.79 - - -
----------- ----------- --------- -----------
Class IS Shares $ $ $ $
- 10.82 - 10.82
----------- ----------- --------- -----------
Redemption Proceeds Per
Share *
Class R Shares $ $ $ $
10.57 ** - - -
----------- ----------- --------- -----------
Class IS Shares $ $ $ $
- 10.82 - 10.82
----------- ----------- --------- -----------
Investments, at identified $ $ $ $
cost 33,408,032 147,189,538 - 180,597,570
- ------------------------------ ----------- ----------- --------- -----------
(a) Adjustment to reflect share balance and combined net asset value as a result of
the combination.
* See "What Do Shares Cost?" in the
Prospectus.
** Computation of offering price per share: 98/100 of net
assets value.
(See Notes to Pro Forma Financial
Statements)
Riggs Intermediate Tax Free Bond Fund
Federated Intermediate Municipal Trust
Pro Forma Combining Statements of Operations
--------------------------------------------------------
Riggs Federated
IntermediateIntermediate
Tax Free Municipal
Bond Fund Trust Pro Forma Pro Forma
April 30, May 31, 2003 Adjustment Combined
2003
--------------------------------------------------------
Investment Income:
Interest $ $ $ - $
2,116,548 8,248,341 10,364,889
----------- ---------- ------------ ------------
Expenses:
Investment adviser fee
333,085 662,072 (208,712) (a) 786,445
Administrative personnel and
services fee 71,058 125,000 (71,058) (b) 125,000
Custodian fees
8,882 6,358 (8,882) (c) 6,358
Transfer and dividend
disbursing agent
fees and expenses
1,042 42,069 (1,042) (d) 42,069
Trustees' fees
945 10,336 (945) (e) 10,336
Auditing fees
17,055 15,132 (17,055) (f) 15,132
Legal fees
4,403 3,887 (4,403) (g) 3,887
Portfolio accounting fees
6,849 57,031 (6,849) (h) 57,031
Distribution services fee -
Class R Shares 111,028 - (111,028) (i) -
Shareholder services fee -
Class R Shares 111,028 - (111,028) (j) -
Shareholder services fee -
Class IS Shares - 413,795 77,733 (k) 491,528
Share registration costs
15,328 21,377 (15,328) (l) 21,377
Printing and postage
3,099 16,491 (3,099) (m) 16,491
Insurance premiums
1,304 1,413 (1,304) (n) 1,413
Miscellaneous
586 7,136 (586) (o) 7,136
----------- ---------- ------------ ------------
------------ ------------
Total expenses
685,692 1,382,097 (483,586) 1,584,203
----------- ---------- ------------ ------------
------------
Waivers and Reimbursements --
Waiver of investment
adviser fee (88,822) (61,356) 71,534 (p) (78,644)
Waiver of transfer and
dividend disbursing agent fees - (5,038) (860) (q) (5,898)
Waiver of distribution
service fee - Class R Shares (111,028) - 111,028 (r) -
Waiver of shareholder
services fee - Class R Shares (66,617) - 66,617 (s) -
Waiver of shareholder
services fee - Class IS Shares - (314,484) (59,077) (t) (373,561)
----------- ---------- ------------ ------------
Total Waivers and
Reimbursements (266,467) (380,878) 189,242 (458,103)
----------- ---------- ------------ ------------
------------
Net Expenses
419,225 1,001,219 (294,344) 1,126,100
----------- ---------- ------------ ------------
------------
Net operating loss $ $ $ $
1,697,323 7,247,122 294,344 9,238,789
----------- ---------- ------------ ------------
Realized and Unrealized Loss on
Investments and
Foreign Currency
Transactions:
Net realized gain on
investments 725,283 564,629 - 1,289,912
Net change in unrealized
appreciation of investments 1,634,114 4,645,915 - 6,280,029
----------- ---------- ------------ ------------
Net realized and
unrealized gain (loss) on 2,359,397 5,210,544 - 7,569,941
investments
----------- ---------- ------------ ------------
------------
Change in net assets $ $ $
resulting from operations 4,056,720 $12,457,666 294,344 16,808,730
----------- ---------- ------------ ------------
(See Legend to Pro Forma Adjustments on the
following page)
(See Notes to Pro Forma
Financial Statements)
Riggs Intermediate Tax Free Bond Fund
Federated Intermediate Municipal Trust
Notes to Pro Forma Combining Statements of Operations
Year Ended April 30, 2003
and May 31, 2003
(a) Federated Investment Management Company (the "Adviser") receives for
its services an annual investment advisory fee equal to 0.40% of the Federated
Intermediate Municipal Trust's average daily net assets. The Adviser may
voluntarily choose to waive a portion of its fee. The Adviser can modify or
terminate this voluntary waiver at any time.
(b) Federated Services Company ("FServ") provides the Fund with
administrative personnel and services necessary to operate the Fund. The fee
paid to FServ is based on a scale that ranges from 0.15% to 0.075% of the
average aggregate daily net assets of all funds advised by subsidiaries of
Federated investors, Inc., subject to a $125,000 minimum per portfolio and
$30,000 per each additional class.
(c) Adjustment to reflect the custodian fees reductions due to the
combining of two portfolios into one.
(d) FServ through its subsidiary, Federated Shareholder Services Company,
serves as transfer and dividend disbursing agent for the Funds. The fee paid to
FServ is based on the number of share classes and accounts per fund on the level
of average aggregate net assets of the Trust for the period. The adjustment is
due to the combining of two portfolios into one.
(e) Adjustment to reflect the Trustees' fee reductions due to the combining
of two portfolios into one.
(f) Adjustment to reflect the Audit fee reductions due to the combining of
two portfolios into one.
(g) Adjustment to reflect the Legal Fee reductions due to the combining of
two portfolios into one.
(h) Adjustment to reflect the Portfolio Accounting Fee reductions due to
the combining of two portfolios into one.
(i) Adjustment to reflect the elimination of the Riggs Intermediate Tax
Free Bond Fund 12b-1 fee for Class R Shares due to the combining of two
portfolios into one.
(j) Adjustment to reflect the elimination of the Riggs Intermediate Tax
Free Bond Fund shareholder services fee for Class R Shares due to the combining
of the two portfolios into one.
(k) Adjustment to reflect the shareholder services fee accrual of 0.25% due
to the combining of two portfolios into one.
(l) Adjustment to reflect the Share registration costs reductions due to
the combining of two portfolios into one.
(m) Adjustment to reflect the printing and postage expense reduction due to
combining of two portfolios into one.
(n) Adjustment to reflect the insurance premium expense reduction due to
combining of two portfolios into one.
(o) Miscellaneous expenses are reduced to reflect estimated savings to be
realized by combining two portfolios into one.
(p) Adjustment to reflect waiver of investment adviser fee being brought in
line based on the combined net assets of funds.
(q) Adjustment to reflect waiver of transfer and dividend disbursing agent
fee being brought in line based on the net assets of funds.
(r) Adjustment to reflect the elimination of the waiver of distribution
(12b-1) fee for Riggs Intermediate Tax Free Bond Fund Class R Shares which is no
longer applicable due to the combining of two portfolios into one.
(s) Adjustment to reflect the elimination of shareholder services fee
waiver for Riggs Intermediate Tax Free Bond Fund Class R Shares which is no
longer applicable due to the combining of two portfolios into one.
(t) Adjustment to reflect waiver of shareholder services fee being brought
in line based on the net assets of funds.
RIGGS FUNDS
Riggs Stock Fund
Riggs Small Company Stock Fund
Riggs U.S. Government Securities Fund
Riggs Bond Fund
Riggs Short Term Tax Free Bond Fund
Riggs Intermediate Tax Free Bond Fund
Riggs Prime Money Market Fund
Riggs U.S. Treasury Money Market Fund
Investment Adviser
RIGGS INVESTMENT ADVISORS INC.
808 17th Street, N.W.
Washington, DC 20006-3950
Distributor
FEDERATED SECURITIES CORP.
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
Administrator
FEDERATED ADMINISTRATIVE SERVICES
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
PART C. OTHER INFORMATION.
Item 15. Indemnification:
Indemnification is provided to Trustees and officers of Federated Total
Return Government Fund (the "Registrant") pursuant to the Registrant's
Declaration of Trust and Bylaws, except where such indemnification is not
permitted by law. However, the Declaration of Trust and Bylaws do not protect
the Trustees or officers from liability based on willful misfeasance, bad faith,
gross negligence or reckless disregard of the duties involved in the conduct of
their office. Trustees and officers of the Registrant are insured against
certain liabilities, including liabilities arising under the Securities Act of
1933 (the "Act").
Insofar as indemnification for liabilities arising under the Act may be
permitted to Trustees, officers, and controlling persons of the Registrant by
the Registrant pursuant to the Declaration of Trust or otherwise, the Registrant
has been advised that in the opinion of the Securities and Exchange Commission,
such indemnification is against public policy as expressed in the Act and is,
therefore, unenforceable. In the event that a claim for indemnification against
such liabilities (other than the payment by the Registrant of expenses incurred
or paid by Trustees, officers, or controlling persons of the Registrant in
connection with the successful defense of any act, suit, or proceeding) is
asserted by such Trustees, officers, or controlling persons in connection with
the shares being registered, the Registrant will, unless in the opinion of its
counsel the matter has been settled by controlling precedent, submit to a court
of appropriate jurisdiction the question whether such indemnification by it is
against public policy as expressed in the Act and will be governed by the final
adjudication of such issue.
Insofar as indemnification for liabilities may be permitted pursuant to
Section 17 of the 1940 Act for Trustees, officers, or controlling persons of the
Registrant by the Registrant pursuant to the Declaration of Trust or otherwise,
the Registrant is aware of the position of the Securities and Exchange
Commission as set forth in Investment Company Act Release No. IC-11330.
Therefore, the Registrant undertakes that in addition to complying with the
applicable provisions of the Declaration of Trust or otherwise, in the absence
of a final decision on the merits by a court or other body before which the
proceeding was brought, that an indemnification payment will not be made unless
in the absence of such a decision, a reasonable determination based upon factual
review has been made (i) by a majority vote of a quorum of non-party Trustees
who are not interested persons of the Registrant or (ii) by independent legal
counsel in a written opinion that the indemnitee was not liable for an act of
willful misfeasance, bad faith, gross negligence, or reckless disregard of
duties. The Registrant further undertakes that advancement of expenses incurred
in the defense of a proceeding (upon undertaking for repayment unless it is
ultimately determined that indemnification is appropriate) against an officer,
Trustee, or controlling person of the Registrant will not be made absent the
fulfillment of at least one of the following conditions: (i) the indemnitee
provides security for his undertaking; (ii) the Registrant is insured against
losses arising by reason of any lawful advances; or (iii) a majority of a quorum
of disinterested non-party Trustees or independent legal counsel in a written
opinion makes a factual determination that there is reason to believe the
indemnitee will be entitled to indemnification.
Item 16. Exhibits
1. Conformed copy of Declaration of Trust of the Registrant; (1)
1.2 Conformed copy of Amendment No. 1 to the Declaration of Trust of the
Registrant; (2)
1.3 Conformed Copy of Amendment Nos. 2-3 to the Declaration of Trust of the
Registrant; (8)
2. Copy of By-Laws of the Registrant; (1)
2.1 Copy of Amendment No. 1 to the By-Laws of the Registrant; (5)
2.2 Copy of Amendment No. 2 to the By-Laws of the Registrant; (5)
2.3 Copy of Amendment No. 3 to the By-Laws of the Registrant; (5)
2.4 Copy of Amendment No. 4 to the By-Laws of the Registrant; (9)
3. Not Applicable
4. Agreement and Plan of Reorganization is included as Exhibit 1 to the
Combined Proxy Statement and Prospectus of the Registration Statement*
5. Copy of Specimen Certificate of Shares of Beneficial Interest of the
Registrant's Institutional Shares; (2)
5.1 Copy of Specimen Certificate of Shares of Beneficial Interest of the
Registrant's Institutional Service Shares; (2)
6. Conformed copy of Investment Advisory Contract of the Registrant; (2)
6.1 Conformed copy of an Amendment to the Investment Advisory Contract of the
Registrant; (8)
7. Conformed copy of Distributor's Contract of the Registrant; (3)
7.1 Conformed copy of an Amendment to the Distributor's Contract of the
Registrant; (8)
8. Not applicable;
9. Conformed copy of Custodian Contract of the Registrant; (2)
9.1 Conformed copy of Custodian Fee Schedule; (4)
10. Conformed copy of Distribution Plan of the Registrant; (2)
11. Form of Opinion and Consent of Counsel regarding the legality of Shares
being issued; *
12. Form of Opinion regarding tax consequences of Reorganization; *
13. Conformed copy of Amended and Restated Agreement for Fund Accounting
Services, Administrative Services, Shareholder Transfer Agency Services and
Custody Services Procurement; (5)
13.1 Conformed copy of Amendment to the Agreement for Fund Accounting Services,
Administrative Services, Shareholder Transfer Agency Services and Custody
Services Procurement; (8)
13.2 Conformed copy of Second Amended and Restated Shareholder Services
Agreement; (8)
13.3 The Registrant hereby incorporates the conformed copy of the Shareholder
Services Sub-Contract between Fidelity and Federated Shareholder Services
from Item 24(b)(9)(iii) of the Federated GNMA Trust Registration Statement
on Form N-1A, filed with the Commission on March 26, 1996.(File Nos.
2-75670 and 811-3375).
14. Conformed copy of Consent of Independent Auditors of Total Return
Government Bond Fund, Ernst & Young LLP; (to be filed by amendment)
14.2 Conformed copy of Consent of Independent Auditors of Riggs Funds, KPMG LLP;
(to be filed by amendment)
15. Not Applicable
16. Conformed copy of Power of Attorney of the Registrant; (7)
_____________________
* All exhibits have been filed electronically.
1. Response is incorporated by Reference to the Registrant's Initial
Registration Statement on Form N-1A filed June 20, 1995. (File Nos.
33-60411 and 811-07309).
2. Response is incorporated by Reference to the Registrant's Pre-Effective
Amendment No. 1 on Form N-1A filed September 12, 1995. (File Nos. 33-60411
and 811-07309).
3. Response is incorporated by Reference to Registrant's Post-Effective
Amendment No. 2 on Form N-1A filed April 30, 1996. (File Nos. 33-60411 and
811-07309).
4. Response is incorporated by Reference to the Registrant's Post-Effective
Amendment No. 4 on Form N-1A filed April 24, 1998. (File Nos. 33-60411 and
811-07309).
5. Response is incorporated by Reference to the Registrant's Post-Effective
Amendment No. 5 on Form N-1A filed February 26, 1999. (File Nos. 33-60411
and 811-07309).
7. Response is incorporated by Reference to the Registrant's Post-Effective
Amendment No. 9 on Form N-1A filed April 26, 2001. (File Nos. 33-60411 and
811-07309).
8. Response is incorporated by Reference to the Registrant's Post-Effective
Amendment No. 10 on Form N-1A filed April 24, 2002. (File Nos. 33-60411 and
811-07309).
9. Response is incorporated by Reference to the Registrant's Post-Effective
Amendment No. 11 on Form N-1A filed April 28, 2003. (File Nos. 33-60411 and
811-07309).
Item 17. Undertakings
(1) The undersigned Registrant agrees that prior to any public reoffering
of the securities registered through the use of a prospectus which is a part of
this Registration Statement by any person or party who is deemed to be an
underwriter within the meaning of Rule 145(c) of the Securities Act of 1933, the
reoffering prospectus will contain the information called for by the applicable
registration form for reofferings by persons who may be deemed underwriters, in
addition to the information called for by the other items of the applicable
form.
(2) The undersigned Registrant agrees that every prospectus that is filed
under paragraph (1) above will be filed as a part of an amendment to the
Registration Statement and will not be used until the amendment is effective,
and that, in determining any liability under the Securities Act of 1933, each
post-effective amendment shall be deemed to be a new Registration Statement for
the securities offered therein, and the offering of the securities at that time
shall be deemed to be the initial bona fide offering of them.
(3) The undersigned Registrant agrees to file by Post-Effective Amendment
the opinion of counsel regarding the tax consequences of the proposed
reorganization required by Item 16(12) of Form N-14 within a reasonable time
after receipt of such opinion.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, the
Registrant, FEDERATED TOTAL RETURN GOVERNMENT BOND FUND, has duly caused its
Registration Statement on Form N-14 to be signed on its behalf by the
undersigned, thereto duly authorized, in the City of Pittsburgh and Commonwealth
of Pennsylvania, on the 21st day of July, 2003.
FEDERATED TOTAL RETURN GOVERNMENT BOND FUND
BY: /s/ Andrew P. Cross
Andrew P. Cross, Assistant Secretary
July 21, 2003
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 Andrew P. Cross Attorney In Fact July 21, 2003
Andrew P. Cross For the Persons
ASSISTANT SECRETARY Listed Below
NAME TITLE
John F. Donahue* Chairman and Trustee
J. Christopher Donahue* President and Trustee
(Principal Executive Officer)
Richard J. Thomas* Treasurer
(Principal Financial Officer)
William D. Dawson, III* Chief Investment Officer
Thomas G. Bigley* Trustee
John T. Conroy, Jr.* Trustee
Nicholas P. Constantakis* Trustee
John F. Cunningham* Trustee
Lawrence D. Ellis, M.D.* Trustee
Peter E. Madden* Trustee
Charles F. Mansfield, Jr.* Trustee
John E. Murray, Jr., J.D., S.J.D.* Trustee
Marjorie P. Smuts* Trustee
John S. Walsh* Trustee
*By Power of Attorney