Exhibit 17

KNOW ALL PERSONS BY THESE PRESENTS that the  undersigned  shareholders  of the
Vintage Balanced Fund (the "Fund"),  a portfolio of Vintage Mutual Funds, Inc.
(the  "Trust"),  hereby  appoint  Patricia  Bonavia,  Jeff  Lorenzen  and  Amy
Mitchell  and  each of them,  true and  lawful  attorneys,  with the  power of
substitution  of each, to vote all shares of the Fund which the undersigned is
entitled  to  vote  at the  Special  Meeting  of  Shareholders  (the  "Special
Meeting")  to be  held on  ________________,  at  _______________________,  at
________, and at any adjournment thereof.

The attorneys named will vote the shares represented by this proxy in accordance
with the choices made on this ballot. If no choice is indicated as to the item,
this proxy will be voted affirmatively on the matter. Discretionary authority is
hereby conferred as to all other matters as may properly come before the Special
Meeting or any adjournment thereof.

THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS OF THE TRUST. THIS
PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED BY THE
UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE VOTED "FOR"
THE PROPOSAL.

PROPOSAL: To approve or disapprove a proposed Agreement and Plan of
          Reorganization pursuant to which Federated Stock & Bond Fund, Inc.
          would acquire all of the assets of Vintage Balanced Fund in exchange
          for Class A Shares of Federated Stock & Bond Fund, Inc. to be
          distributed pro rata by Vintage Balanced Fund to its shareholders, in
          complete liquidation and termination of Vintage Balanced Fund; and


a. FOR [ ]

b. AGAINST [ ]

c. ABSTAIN [ ]


II. YOUR VOTE IS IMPORTANT

                        Please complete, sign and return this card as soon as
                        possible.


                                                Dated

                                                Signature


Please sign this proxy exactly as your name appears on the books of the Trust.
Joint owners should each sign personally. Directors and other fiduciaries should
indicate the capacity in which they sign, and where more than one name appears,
a majority must sign. If a corporation, this signature should be that of an
authorized officer who should state his or her title.