SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

Filed by the Registrant [X]
Filed by a Party other than the Registrant [ ]

Check the appropriate box:

[ ] Preliminary Proxy Statement
[ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-
6(e)(2))
[X ] Definitive Proxy Statement
[ ] Definitive Additional Materials
[ ] Soliciting Material Pursuant to Sec. 240.14a-12

FEDERATED PREMIER INTERMEDIATE MUNICIPAL INCOME FUND
(Name of Registrant as Specified In Its Charter)

N/A
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

[X] No fee required.
[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.

1. Title of each class of securities to which transaction applies:
2. Aggregate number of securities to which transaction applies:
3. Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (set forth the amount on which
the filing fee is calculated and state how it was determined):
4. Proposed maximum aggregate value of transaction:
5. Total fee paid:

[ ] Fee paid previously with preliminary proxy materials.
[ ] Check box if any part of the fee is offset as provided by Exchange Act
Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid
previously. Identify the previous filing by registration statement number, or
the Form or Schedule and the date of its filing.

1) Amount Previously Paid:
____________________________________________________________

2) Form, Schedule or Registration Statement No.:
____________________________________________________________

3) Filing Party:
____________________________________________________________

4) Date Filed:
____________________________________________________________

Federated Premier Municipal Income Fund
Federated Premier Intermediate Municipal Income Fund

PROXY STATEMENT - PLEASE VOTE!

TIME IS OF THE ESSENCE . . . VOTING ONLY TAKES A FEW MINUTES AND YOUR
PARTICIPATION IS IMPORTANT! ACT NOW TO HELP AVOID ADDITIONAL EXPENSE.

Federated Premier Municipal Income Fund and Federated Premier Intermediate
Municipal Income Fund (the "Funds") will hold a joint annual meeting of
shareholders on September 21, 2007. IT IS IMPORTANT FOR YOU TO VOTE. We
recommend that you read the Proxy Statement in its entirety.

WHY AM I BEING ASKED TO VOTE?
The Funds' Common Shares are listed on the New York Stock Exchange. The rules
of the Exchange require that the Funds hold an annual meeting each year for the
election of Trustees.

WHAT AM I BEING ASKED TO VOTE ON?
The proposals include:

{circle}The election of four Class I Trustees by each Fund's Common and
Preferred Shareholders. The Board of Trustees (the "Board) has nominated
John F. Donahue, Thomas G. Bigley, John T. Conroy, Jr. and Thomas M.
O'Neill for these positions.

{circle}The election of two Trustees by each Fund's Preferred Shareholders
only. The Board has nominated Peter E. Madden and John S. Walsh for
these positions.

HOW DO I VOTE MY SHARES?
To vote, you may complete and return the enclosed proxy card, or vote in person
at the meeting. 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 election of the nominees
named in this Proxy Statement.

WHOM DO I CALL IF I HAVE QUESTIONS ABOUT THE PROXY STATEMENT?
Call your Investment Professional or a Federated Client Service Representative.
Federated's toll-free number is 1-800-730-6001.

After careful consideration, the Board of Trustees has unanimously approved
these nominees. The Board recommends that you read the enclosed materials
carefully and vote FOR the election of the nominees.

FEDERATED PREMIER MUNICIPAL INCOME FUND
FEDERATED PREMIER INTERMEDIATE MUNICIPAL INCOME FUND

NOTICE OF JOINT ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD SEPTEMBER 21, 2007

The Joint Annual Meeting of the shareholders of FEDERATED PREMIER
MUNICIPAL INCOME FUND and FEDERATED PREMIER INTERMEDIATE MUNICIPAL INCOME FUND
(THE "FUNDS") will be held at 5800 Corporate Drive, Pittsburgh, Pennsylvania
15237-7000, at 2:00 p.m. (Eastern time), on SEPTEMBER 21, 2007 for the following
purposes:

(1) TO ELECT FOUR CLASS I TRUSTEES OF EACH FUND (COMMON AND
PREFERRED SHAREHOLDERS).

(2) TO ELECT TWO TRUSTEES OF EACH FUND (PREFERRED SHAREHOLDERS
ONLY).

(3) TO TRANSACT SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE
THE MEETING OR ANY ADJOURNMENT THEREOF.

The Board of Trustees has fixed July 11, 2007, as the record date for
determination of shareholders entitled to vote at the meeting.

By Order of theTrustees

John W. McGonigle
Secretary

JULY 25, 2007

PLEASE SIGN, DATE AND RETURN THE ENCLOSED PROXY CARD
PROMPTLY.

YOU CAN HELP THE FUNDS AVOID THE NECESSITY AND EXPENSE
OF SENDING FOLLOW-UP LETTERS TO ENSURE A QUORUM BY
PROMPTLY 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 ANNUAL
MEETING. THE ENCLOSED ENVELOPE REQUIRES NO POSTAGE IF
MAILED IN THE UNITED STATES.

TABLE OF CONTENTS

ABOUT THE PROXY SOLICITATION AND THE JOINT ANNUAL MEETING.....................1

PROPOSAL #1 - ELECTION OF FOUR CLASS I TRUSTEES (COMMON AND PREFERRED
SHAREHOLDERS).................................................................2

PROPOSAL #2 - ELECTION OF TWO TRUSTEES (PREFERRED SHAREHOLDERS ONLY)..........3

INFORMATION ABOUT THE FUNDS...................................................4

PROXIES, QUORUM AND VOTING AT THE JOINT ANNUAL MEETING........................4
ABOUT THE TRUSTEES............................................................5
BOARD OF TRUSTEES.............................................................5
SHARE OWNERSHIP OF THE FUNDS.................................................10
MEETINGS OF THE BOARD........................................................11
COMMITTEES OF THE BOARD......................................................11
SHAREHOLDER COMMUNICATIONS...................................................12
OFFICERS OF THE FUNDS........................................................13

INDEPENDENT AUDITORS.........................................................14

SECTION 16(A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE......................17

SHAREHOLDER PROPOSALS FOR 2008 ANNUAL MEETING................................17

OTHER MATTERS AND DISCRETION OF ATTORNEYS NAMED IN THE PROXY.................17

AUDIT COMMITTEE REPORT................................................EXHIBIT A

PROXY STATEMENT

FEDERATED PREMIER MUNICIPAL INCOME FUND
FEDERATED PREMIER INTERMEDIATE MUNICIPAL INCOME FUND
Federated Investors Funds
5800 Corporate Drive
Pittsburgh, PA 15237-7000

ABOUT THE PROXY SOLICITATION AND THE JOINT ANNUAL MEETING

The enclosed proxy is solicited on behalf of the Boards of Trustees (each a
"Board" or "Trustees") of Federated Premier Municipal Income Fund and Federated
Premier Intermediate Municipal Income Fund (each a "Fund" and collectively, the
"Funds"). The proxies will be voted at the Joint Annual Meeting of Shareholders
of the Funds to be held on September 21, 2007, at 5800 Corporate Drive,
Pittsburgh, Pennsylvania, at 2:00 p.m. local time (the "Joint Annual Meeting").

The Joint Annual Meeting is scheduled as a joint meeting of the respective
holders of common shares (the "Common Shareholders") and preferred shares (the
"Preferred Shareholders" and, together, the "Shareholders") of the two Funds
because the Shareholders of the Funds are expected to consider and vote on
similar matters. Shareholders of each Fund will vote separately on the Proposals
set forth herein and on any other matters that may arise for that Fund, and an
unfavorable vote on the Proposals by the Shareholders of one Fund will not
affect the implementation of the Proposals by the other Fund if the Proposals
are approved by the Shareholders of the other Fund.

The cost of the solicitation, including the printing and mailing of proxy
materials, will be borne by the Funds. In addition to solicitations through the
mail, proxies may be solicited by officers, employees, and agents of the Funds.
Such persons will receive no additional compensation for making such
solicitations. In the unlikely event that quorum is not reached in a timely
manner, the Funds may also employ Broadridge Financial Solutions, Inc. as a
proxy solicitor pursuant to its standard contract, the cost of which will be
borne by the Funds and is estimated to be approximately $3,500 per Fund.
Solicitations by such persons may be by telephone, facsimile, electronic mail,
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. The Funds will 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 purposes of the Joint Annual Meeting are set forth in the accompanying
Notice. The Trustees know of no business that will be presented for
consideration at the Joint Annual Meeting other than that mentioned in the
Notice. Should other business properly be brought before the Joint Annual
Meeting, proxies will be voted in accordance with the best judgment of the
persons named as proxies. This Proxy Statement and the enclosed proxy cards are
expected to first be mailed on or about July 25, 2007 to shareholders of record
at the close of business on July 11, 2007 (the "Record Date"). On the Record
Date, the Funds had outstanding the following numbers of shares:

Common Preferred
Shares Shares

Federated Premier Municipal Income Fund 6,130,037 2,147
Federated Premier Intermediate Municipal Income Fund 6,946,981 2,441

The classes of Fund shares listed in the table above are the only classes of
shares currently authorized by each Fund.

The Funds' Annual Report, which includes audited financial statements for the
fiscal year ended November 30, 2006, was mailed to shareholders on or about
January 29, 2007. A copy of the Annual Report will be furnished, without charge,
to any shareholder of either Fund upon request by calling 1-800-730- 6001. The
Funds' semi-annual report, which includes unaudited financial statements for the
six months ended May 31, 2007, accompanies this proxy statement. The most recent
shareholder reports also can be accessed from the "Products" section of the
Federated Investors website at FEDERATEDINVESTORS.COM. The Funds' principal
executive offices are located at 5800 Corporate Drive, Pittsburgh, Pennsylvania
15237-7000. The Funds' toll-free telephone number is 1-800-730-6001. Federated
Investment Management Company (the "Adviser") serves as the investment adviser
for each Fund and Federated Administrative Services (the "Administrator") serves
as the administrator for each Fund. The address for both the Adviser and the
Administrator is Federated Investors Tower, Pittsburgh, Pennsylvania 15222-3779.

PROPOSAL #1 - ELECTION OF FOUR CLASS I TRUSTEES
(COMMON AND PREFERRED SHAREHOLDERS)

In accordance with each Fund's Amended and Restated Agreement and Declaration of
Trust (each a "Declaration"), the Trustees elected by the Common and Preferred
shareholders of each Fund have been divided into the following three classes
(each a "Class"): Class I, whose term will expire at the Funds' 2007 annual
meeting of shareholders; Class II, whose term will expire at the Funds' 2008
annual meeting of shareholders; and Class III, whose term will expire at the
Funds' 2009 annual meeting of shareholders. At each annual meeting, successors
to the Class of Trustees whose term expires at that annual meeting shall be
elected for a three-year term. Accordingly, shareholders will vote to elect
Class I Trustees at the Joint Annual Meeting to serve for an approximately
three-year term until the 2010 annual meeting and until their successors shall
be duly elected and shall qualify.

The following table summarizes, for both Funds, the nominees who will stand for
election by both the Common and Preferred shareholders at the Joint Annual
Meeting, the respective Class of Trustees to which they have been designated and
the expiration of their respective terms if elected:

Trustee Class Expiration of Term if Elected*

John F. Donahue Class I 2010 Annual Meeting
Thomas G. Bigley Class I 2010 Annual Meeting
John T. Conroy, Jr. Class I 2010 Annual Meeting
Thomas M. O'Neill Class I 2010 Annual Meeting

* A Trustee elected at an annual meeting shall hold office until the annual
meeting for the year in which his term expires and until his successor shall be
elected and shall qualify, subject, however, to prior death, resignation,
retirement, disqualification or removal from office.

The persons named as proxies intend to vote in favor of the election of John F.
Donahue, Thomas G. Bigley, John T. Conroy, Jr. and Thomas M. O'Neill as Class I
Trustees of each Fund. All of the nominees are presently serving as Trustees.
Please see "Information about the Funds" for current biographical information
about Messrs. J. F. Donahue, Bigley, Conroy and O'Neill.

IN THE ELECTION OF THE CLASS I TRUSTEES, THE HOLDERS OF EACH FUND'S COMMON
SHARES AND PREFERRED SHARES WILL VOTE TOGETHER AS A SINGLE CLASS, WITH EACH
SHARE ENTITLED TO ONE VOTE. IN THE ELECTION OF CLASS I TRUSTEES FOR EACH FUND,
THE FOUR NOMINEES RECEIVING THE HIGHEST NUMBERS OF VOTES WILL BE ELECTED.

THE BOARD OF TRUSTEES OF THE FUNDS UNANIMOUSLY RECOMMENDS THAT SHAREHOLDERS VOTE
"FOR" THE ELECTION OF THESE NOMINEES.

PROPOSAL #2 - ELECTION OF TWO TRUSTEES (PREFERRED SHAREHOLDERS ONLY)

In accordance with each Fund's Declaration, at each annual meeting the holders
of the Fund's Preferred Shares, voting separately as a class, are entitled to
elect two Trustees. The two Trustees elected by the Preferred Shareholders at
each annual meeting serve for an approximately one-year term until the next
annual meeting and until their successors shall be duly elected and shall
qualify. The Common Shareholders of the Funds do not have the right to vote with
respect to the election of these two Trustees.

The following table summarizes, for both Funds, the nominees who will stand for
election by the Funds' Preferred shareholders at the Joint Annual Meeting and
the expiration of their respective terms if elected:

Trustee Expiration of Term if Elected*

Peter E. Madden 2008 Annual Meeting
John S. Walsh 2008 Annual Meeting

The persons named as proxies intend to vote in favor of the election of Peter E.
Madden and John S. Walsh as Trustees of each Fund. Both of the nominees are
presently serving as Trustees. Please see "Information about the Funds" for
current biographical information about Messrs. Madden and Walsh

IN THE ELECTION OF THE TWO TRUSTEES TO BE ELECTED BY THE PREFERRED SHAREHOLDERS,
THE HOLDERS OF EACH FUND'S PREFERRED SHARES WILL VOTE SEPARATELY AS A CLASS,
WITH EACH SHARE BEING ENTITLED TO ONE VOTE. IN THE ELECTION OF THESE TRUSTEES
FOR EACH FUND, THE TWO NOMINEES RECEIVING THE HIGHEST NUMBERS OF VOTES WILL BE
ELECTED.

THE BOARD OF TRUSTEES OF THE FUNDS UNANIMOUSLY RECOMMENDS THAT SHAREHOLDERS VOTE
"FOR" THE ELECTION OF THESE NOMINEES.

INFORMATION ABOUT THE FUNDS

PROXIES, QUORUM AND VOTING AT THE JOINT ANNUAL MEETING

In each election of Trustees, the qualified nominees receiving the highest
numbers of votes cast by the shareholders entitled to vote in such election at a
meeting at which a quorum is present, up to the number of Trustees to be elected
in such election, shall be elected.

Only shareholders of record on the Record Date are entitled to vote at the
Joint Annual Meeting. Each Common and Preferred Share of the Funds is entitled
to one vote on all matters to be voted on by that class of shares. Fractional
shares are entitled to proportionate shares of one vote. Shareholders do not
have cumulative voting rights in the election of Trustees.

Any person giving a proxy has the power to revoke it any time prior to its
exercise by executing a later dated proxy or a written notice of revocation and
submitting it to the Secretary of the Fund. In addition, although mere
attendance at the Joint Annual Meeting will not revoke a proxy, a shareholder
present at the Joint Annual Meeting may withdraw his or her proxy and vote in
person. All properly executed and unrevoked proxies received in time for the
Joint Annual 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 nominees named
in this Proxy Statement.

All nominees named above have consented to continue to serve if elected.
If any nominee named above shall by reason of death or for any other reason
become unavailable as a candidate at the Annual Meeting, votes pursuant to the
enclosed proxy will be cast for a substitute candidate selected by the
Nominating Committee of the Board. The Board has no reason to believe that any
nominee will become unavailable for election as a Trustee.

In order to hold each Fund's annual meeting, a "quorum" of shareholders
must be present. Holders of one-third of the total number of outstanding
Preferred Shares of the Fund, present in person or by proxy, shall be required
to constitute a quorum for the purpose of voting on the election of the two
Trustees to be elected separately by the Preferred Shareholders. Holders of
one-third of the total number of outstanding Common and Preferred Shares of the
Fund, present in person or by proxy, shall be required to constitute a quorum
for the purpose of voting on the election of the Class I Trustees and any other
matter which is properly presented for action by the shareholders at a Fund's
annual meeting.

If a quorum is not present for any proposal, the persons named as proxies
may vote those proxies which have been received in favor of one or more
adjournments of the Joint Annual Meeting to permit further solicitations of
proxies with respect to such proposal(s). All such adjournments will require
the affirmative vote of a majority of the shares present in person or by proxy
and entitled to vote on the proposal at the session of the Joint Annual Meeting
to be adjourned. A shareholder vote may be taken on the proposals in this Proxy
Statement prior to any such adjournment if sufficient votes to constitute a
quorum have been received.

ABOUT THE TRUSTEES

The following table provides a complete listing of the Funds' Board of
Trustees. Only Messrs. J.F. Donahue, Bigley, Conroy, O'Neill, Madden and Walsh
are nominees for election at the Joint Annual Meeting.

BOARD OF TRUSTEES

The Board is responsible for managing the Funds' business affairs and for
exercising all the Funds' powers except those reserved for the shareholders. The
following tables give information about each Board member and the senior
officers of the Funds. Where required, the tables separately list Board members
who are "interested persons" of the Funds (i.e., "Interested" Board members) and
those who are not (i.e., "Independent" Board members). Unless otherwise noted,
the address of each person listed is Federated Investors Tower, 1001 Liberty
Avenue, Pittsburgh, PA. As of December 31, 2006, the Federated Fund Complex
consisted of 45 investment companies (comprising 148 portfolios). Unless
otherwise noted, each Officer is elected annually. Unless otherwise noted, each
Board member oversees all portfolios in the Federated Fund Complex and, except
with respect to the Funds, serves for an indefinite term.

INTERESTED TRUSTEES BACKGROUND AND COMPENSATION

NAME PRINCIPAL OCCUPATION(S) FOR PAST FIVE YEARS, OTHER DIRECTORSHIPS HELD AGGREGATE TOTAL
BIRTH DATE AND PREVIOUS POSITION(S) COMPENSATION COMPENSATION
ADDRESS FROM FROM FUNDS
POSITIONS FEDERATED AND
HELD WITH PREMIER FEDERATED
FUNDS MUNICIPAL FUND COMPLEX
DATE SERVICE INCOME FUND (CALENDAR
BEGAN (FPMIF) AND YEAR 2006) YEAR OF
FEDERATED TERM
PREMIER EXPIRATION
INTERMEDIATE
MUNICIPAL
INCOME FUND
(FPIMIF)
(PAST FISCAL
YEAR)

JOHN F. PRINCIPAL OCCUPATIONS: Director or Trustee of the Federated Fund $0 $0 2010
DONAHUE* Complex; Chairman and Director, Federated Investors, Inc.; Chairman
Birth Date: of the Federated Fund Complex's Executive Committee.
July 28,
1924 PREVIOUS POSITIONS: Chairman of the Federated Fund Complex; Trustee,
TRUSTEE Federated Investment Management Company and Chairman and Director,
Began Federated Investment Counseling.
serving:
December
2002

J. PRINCIPAL OCCUPATIONS: Principal Executive Officer and President of $0 $0 2008
CHRISTOPHER the Federated Fund Complex; Director or Trustee of some of the Funds
DONAHUE* in the Federated Fund Complex; President, Chief Executive Officer and
Birth Date: Director, Federated Investors, Inc.; Chairman and Trustee, Federated
April 11, Investment Management Company; Trustee, Federated Investment
1949 Counseling; Chairman and Director, Federated Global Investment
PRESIDENT Management Corp.; Chairman, Federated Equity Management Company of
AND TRUSTEE Pennsylvania, and Passport Research, Ltd. (Investment advisory
Began subsidiary of Federated); Trustee, Federated Shareholder Services
serving: Company; Director, Federated Services Company.
December
2002 PREVIOUS POSITIONS: President, Federated Investment Counseling;
President and Chief Executive Officer, Federated Investment
Management Company, Federated Global Investment Management Corp. and
Passport Research, Ltd.

LAWRENCE D. PRINCIPAL OCCUPATIONS: Director or Trustee of the Federated Fund $1,087.61 $180,000 2009
ELLIS, M.D.* Complex; Professor of Medicine, University of Pittsburgh; Medical (FPMIF)
Birth Date: Director, University of Pittsburgh Medical Center Downtown; $1,099.63
October 11, Hematologist, Oncologist and Internist, University of Pittsburgh (FPIMIF)
1932 Medical Center.
3471 Fifth
Avenue OTHER DIRECTORSHIPS HELD: Member, National Board of Trustees,
Suite 1111 Leukemia Society of America.
Pittsburgh,
PA PREVIOUS POSITIONS: Trustee, University of Pittsburgh; Director,
TRUSTEE University of Pittsburgh Medical Center.
Began
serving:
December
2002

* Family relationships and reasons for "interested" status: John F. Donahue is
the father of J. Christopher Donahue; both are "interested" due to the
positions they hold with Federated Investors, Inc. (Federated) and its
subsidiaries. Lawrence D. Ellis, M.D. is "interested" because his son-in-law is
employed by Federated Securities Corp., the principal underwriter for mutual
funds in the Federated Fund Complex.

INDEPENDENT TRUSTEES BACKGROUND AND COMPENSATION

NAME PRINCIPAL OCCUPATION(S) FOR PAST FIVE YEARS, OTHER DIRECTORSHIPS HELD AGGREGATE TOTAL
BIRTH DATE AND PREVIOUS POSITION(S) COMPENSATION COMPENSATION
ADDRESS FROM FROM FUNDS
POSITIONS FEDERATED AND
HELD WITH PREMIER FEDERATED
FUNDS MUNICIPAL FUND COMPLEX
DATE SERVICE INCOME FUND (CALENDAR
BEGAN (FPMIF) AND YEAR 2006)
FEDERATED YEAR OF
PREMIER TERM
INTERMEDIATE EXPIRATION
MUNICIPAL
INCOME FUND
(FPIMIF)
(PAST FISCAL
YEAR)

THOMAS G. PRINCIPAL OCCUPATION: Director or Trustee of the Federated Fund $1,196.38 $198,000 2010
BIGLEY Complex. (FPMIF)
Birth Date: $1,209.57
February 3, OTHER DIRECTORSHIPS HELD: Director, Member of Executive Committee, (FPIMIF)
1934 Children's Hospital of Pittsburgh; Director, University of
15 Old Pittsburgh.
Timber Trail
Pittsburgh, PREVIOUS POSITION: Senior Partner, Ernst & Young LLP.
PA
TRUSTEE
Began
serving:
December
2002

JOHN T. PRINCIPAL OCCUPATIONS: Director or Trustee of the Federated Fund $1,196.38 $198,000 2010
CONROY, JR. Complex; Chairman of the Board, Investment Properties Corporation; (FPMIF)
Birth Date: Partner or Trustee in private real estate ventures in Southwest $1,209.57
June 23, Florida. (FPIMIF)
1937
Investment PREVIOUS POSITIONS: President, Investment Properties Corporation;
Properties Senior Vice President, John R. Wood and Associates, Inc., Realtors;
Corporation President, Naples Property Management, Inc. and Northgate Village
3838 North Development Corporation.
Tamiami
Trail
Suite 402
Naples, FL
TRUSTEE
Began
serving:
December
2002

NICHOLAS P. PRINCIPAL OCCUPATION: Director or Trustee of the Federated Fund $1,196.38 $198,000 2008
CONSTANTAKIS Complex. (FPMIF)
Birth Date: $1,209.57
September 3, OTHER DIRECTORSHIPS HELD: Director and Member of the Audit Committee, (FPIMIF)
1939 Michael Baker Corporation (engineering and energy services
175 worldwide).
Woodshire
Drive PREVIOUS POSITION: Partner, Andersen Worldwide SC.
Pittsburgh,
PA
TRUSTEE
Began
serving:
December
2002

JOHN F. PRINCIPAL OCCUPATION: Director or Trustee of the Federated Fund $1,087.61 $180,000 2008
CUNNINGHAM Complex; Director, QSGI, Inc. (technology services company). (FPMIF)
Birth Date: $1,099.63
March 5, OTHER DIRECTORSHIPS HELD: Chairman, President and Chief Executive (FPIMIF)
1943 Officer, Cunningham & Co., Inc. (strategic business consulting);
353 El Trustee Associate, Boston College.
Brillo Way
Palm Beach, PREVIOUS POSITIONS: Director, Redgate Communications and EMC
FL Corporation (computer storage systems); Chairman of the Board and
TRUSTEE Chief Executive Officer, Computer Consoles, Inc.; President and Chief
Began Operating Officer, Wang Laboratories; Director, First National Bank
serving: of Boston; Director, Apollo Computer, Inc.
December
2002

PETER E. PRINCIPAL OCCUPATION: Director or Trustee of the Federated Fund $1,087.61 $180,000 2008
MADDEN Complex. (FPMIF)
Birth Date: $1,099.63
March 16, OTHER DIRECTORSHIPS HELD: Board of Overseers, Babson College (FPIMIF)
1942
One Royal PREVIOUS POSITIONS: Representative, Commonwealth of Massachusetts
Palm Way General Court; President, State Street Bank and Trust Company and
100 Royal State Street Corporation (retired); Director, VISA USA and VISA
Palm Way International; Chairman and Director, Massachusetts Bankers
Palm Beach, Association; Director, Depository Trust Corporation; Director, The
FL Boston Stock Exchange.
TRUSTEE
Began
serving:
December
2002

CHARLES F. PRINCIPAL OCCUPATIONS: Director or Trustee of the Federated Fund $1,196.38 $198,000 2009
MANSFIELD, Complex; Management Consultant. (FPMIF)
JR. $1,209.57
Birth Date: PREVIOUS POSITIONS: Chief Executive Officer, PBTC International Bank; (FPIMIF)
April 10, Partner, Arthur Young & Company (now Ernst & Young LLP); Chief
1945 Financial Officer of Retail Banking Sector, Chase Manhattan Bank;
80 South Senior Vice President, HSBC Bank USA (formerly, Marine Midland Bank);
Road Vice President, Citibank; Assistant Professor of Banking and Finance,
Westhampton Frank G. Zarb School of Business, Hofstra University; Executive Vice
Beach, NY President, DVC Group, Inc. (marketing, communications and technology)
TRUSTEE
Began
serving:
December
2002

JOHN E. PRINCIPAL OCCUPATIONS: Director or Trustee, and Chairman of the Board $1,413.64 $234,000 2009
MURRAY, JR., of Directors or Trustees, of the Federated Fund Complex; Chancellor (FPMIF)
J.D., S.J.D. and Law Professor, Duquesne University; Partner, Murray, Hogue and $1,429.22
Birth Date: Lannis. (FPIMIF)
December 20,
1932 OTHER DIRECTORSHIPS HELD: Director, Michael Baker Corp. (engineering,
Chancellor, construction, operations and technical services).
Duquesne
University PREVIOUS POSITIONS: President, Duquesne University; Dean and
Pittsburgh, Professor of Law, University of Pittsburgh School of Law; Dean and
PA Professor of Law, Villanova University School of Law.
TRUSTEE
Began
serving:
December
2002

THOMAS M. PRINCIPAL OCCUPATIONS: Director or Trustee of the Federated Fund $271.75 $45,000 2010
O'NEILL Complex; Managing Director and Partner, Navigatory Management (FPMIF)
Birth Date: Company, L.P. (investment and strategic consulting). $274.77
June 14, (FPIMIF)
1951 OTHER DIRECTORSHIPS HELD: Director, Midway Pacific (lumber); Board of
95 Standish Overseers, Children's Hospital of Boston; Visiting Committee on
Street Athletics, Harvard College.
P.O. Box
2779 PREVIOUS POSITIONS: Chief Executive Officer and President, Managing
Duxbury, MA Director and Chief Investment Officer, Fleet Investment Advisors;
TRUSTEE President and Chief Executive Officer, Aeltus Investment Management,
Began Inc.; General Partner, Hellman, Jordan Management Co., Boston, MA;
serving: Chief Investment Officer, The Putnam Companies, Boston, MA; and
October 2006 Credit Analyst and Lending Officer, Fleet Bank.
MARJORIE P. PRINCIPAL OCCUPATIONS: Director or Trustee of the Federated Fund $1,087.61 $180,000 2008
SMUTS Complex. (FPMIF)
Birth Date: $1,099.63
June 21, PREVIOUS POSITIONS: Public Relations/Marketing Consultant/Conference (FPIMIF)
1935 Coordinator; National Spokesperson, Aluminum Company of America;
4905 Bayard television producer; President, Marj Palmer Assoc.; Owner, Scandia
Street Bord.
Pittsburgh,
PA
TRUSTEE
Began
serving:
December
2002

JOHN S. PRINCIPAL OCCUPATIONS: Director or Trustee of the Federated Fund $1,087.61 $180,000 2008
WALSH Complex; President and Director, Heat Wagon, Inc. (manufacturer of (FPMIF)
Birth Date: construction temporary heaters); President and Director, $1,099.63
November 28, Manufacturers Products, Inc. (distributor of portable construction (FPIMIF)
1957 heaters); President, Portable Heater Parts, a division of
2604 William Manufacturers Products, Inc.
Drive
Valparaiso, PREVIOUS POSITION: Vice President, Walsh & Kelly, Inc.
IN
TRUSTEE
Began
serving:
December
2002

JAMES F. PRINCIPAL OCCUPATIONS: Director or Trustee of the Federated Fund $813.65 $134,416 2009
WILL Complex; Prior to June 2006, Vice Chancellor and President, Saint (FPMIF)
Birth Date: Vincent College. $822.56
October 12, (FPIMIF)
1938 OTHER DIRECTORSHIP HELD: Trustee, Saint Vincent College; Alleghany
721 E. Corporation.
McMurray
Road PREVIOUS POSITIONS: Chairman, President and Chief Executive Officer,
McMurray, PA Armco, Inc.; President and Chief Executive Officer, Cyclops
TRUSTEE Industries; President and Chief Operating Officer, Kaiser Steel
Began Coporation.
serving:
April 2006

BOARD OWNERSHIP OF SHARES IN THE FUNDS AND IN THE FEDERATED FAMILY OF INVESTMENT
COMPANIES

INTERESTED DOLLAR DOLLAR AGGREGATE DOLLAR
BOARD MEMBER NAME RANGE OF RANGE OF RANGE OF SHARES
SHARES SHARES OWNED OWNED IN FEDERATED
OWNED IN FPIMIF FAMILY OF INVESTMENT
IN FPMIF (AS OF COMPANIES (AS OF
(AS OF JULY 11, DECEMBER 31, 2006)
JULY 11, 2007)
2007)

John F. Donahue None None Over $100,000
J. Christopher Over $50,001-$100,000 Over $100,000
Donahue $100,000
Lawrence D. Ellis, None None Over $100,000
M.D.

INDEPENDENT
BOARD MEMBER NAME
Thomas G. Bigley None None Over $100,000
John T. Conroy, Jr. None None Over $100,000
Nicholas P. None None Over $100,000
Constantakis
John F. Cunningham None None Over $100,000
Peter E. Madden None None Over $100,000
Charles F. None None Over $100,000
Mansfield, Jr.
John E. Murray, Jr., None None Over $100,000
J.D., S.J.D.
Marjorie P. Smuts None None Over $100,000
John S. Walsh None None Over $100,000
James F. Will None None None

SHARE OWNERSHIP OF THE FUNDS
As of July 11, 2007, J. Christopher Donahue, President and Trustee of the Funds,
owned 6,800 Common Shares of Federated Premier Municipal Income Fund and 6,800
Common Shares of Federated Premier Intermediate Municipal Income Fund.

As of July 11, 2007, Mary Jo Ochson, Chief Investment Officer of tax-exempt
fixed income products and Vice President of the Funds, owned 100 Common Shares
of Federated Premier Municipal Income Fund and 1,500 Common Shares of Federated
Premier Intermediate Municipal Income Fund.

As of July 11, 2007, no other officer or Trustee of the Funds beneficially owned
any shares of either Fund. The officers and Trustees of the Funds collectively
own less than 1% of each class of each 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 a class of the outstanding shares
of a Fund:

Cede & Co., New York, NY was the record owner of approximately 6,079,334 Common
Shares (99.1%) of Federated Premier Municipal Income Fund.

Cede & Co., New York, NY was the record owner of approximately 6,924,300 Common
Shares (99.6%) of Federated Premier Intermediate Municipal Income Fund.

MEETINGS OF THE BOARD

The Board of each Fund met six times during fiscal 2006. Each Trustee
attended at least 75% of the total number of meetings in fiscal 2006 of the
Board and of any committees of the Board on which the Trustee served held during
the period of the Trustee's service.

COMMITTEES OF THE BOARD

EXECUTIVE COMMITTEE

The Executive Committee of each Fund currently consists of John F.
Donahue, John E. Murray, Jr. and John S. Walsh. In between meetings of the full
Board, the Executive Committee generally may exercise all the powers of the full
Board in the management and direction of the business and conduct of the affairs
of each Fund in such manner as the Executive Committee shall deem to be in the
best interests of the Fund. However, the Executive Committee cannot elect or
remove Board members, increase or decrease the number of Trustees, elect or
remove any Officer, declare dividends, issue shares or recommend to shareholders
any action requiring shareholder approval. In fiscal 2006, the Executive
Committee met on two occasions.

AUDIT COMMITTEE

The Audit Committee of each Fund currently consists of Thomas G. Bigley,
John T. Conroy, Jr., Nicholas P. Constantakis and Charles F. Mansfield, Jr.
Mr. Constantakis is Chairman of the Audit Committee and Mr. Mansfield is Vice
Chairman. The Board has adopted a written charter for the Audit Committee, a
copy of which is available under "Fund Governance" in the "Products" section of
Federated's website at FederatedInvestors.com. The Board has determined that
the members of the Audit Committee are "independent," as defined by the listing
standards of the New York Stock Exchange.

The purpose of the Funds' Audit Committees is to oversee the accounting
and financial reporting process of the Funds, their internal control over
financial reporting, and the quality, integrity and independent audit of the
Funds' financial statements. The Audit Committee also oversees or assists the
Board with the oversight of compliance with legal requirements relating to those
matters, approves the engagement and reviews the qualifications, independence
and performance of the Funds' independent auditors, acts as a liaison between
the independent auditors and the Board and reviews the Funds' internal audit
function. In discharging its responsibilities, the Audit Committee is entitled
to rely upon the reports, findings and representations of the Funds' auditors,
legal counsel and responsible officers. In fiscal 2006, the Audit Committee met
on nine occasions.

A report of the Audit Committee is attached as Exhibit A to this Proxy
Statement.

NOMINATING COMMITTEE

The Nominating Committee of each Fund currently consists of all of the
Fund's Independent Trustees, as identified above. Dr. Murray serves as Chairman
of the Nominating Committee. The Board has adopted a written charter for the
Nominating Committee, a copy of which is available under "Fund Governance" in
the "Products" section of Federated's website at FEDERATEDINVESTORS.COM. The
Board has determined that all members of the Nominating Committee are
"independent," as defined by the listing standards of the New York Stock
Exchange. The Nominating Committee was established in May 2004 and met on one
occasion during fiscal 2006.

The responsibilities of the Nominating Committee are to select and
nominate persons for election to the Board as and when vacancies occur or are
reasonably anticipated. The Committee's nominees are presented to the Board for
election, or nomination for election by the shareholders, as the case may be.
The Committee will consider candidates recommended to the Committee by
Independent Trustees of the Fund, officers or employees of any of the Fund's
agents or service providers, counsel to the Fund or shareholders of the Fund.
In identifying and evaluating candidates for consideration, the Committee will
consider such factors as it deems appropriate. These factors will ordinarily
include integrity, intelligence, collegiality, judgment, diversity, skill,
business and other experience, qualification as an "Independent Trustee," the
existence of material relationships which may create the appearance of a lack of
independence, financial or accounting knowledge and experience, dedication and
willingness to devote the time and attention necessary to fulfill Board
responsibilities.

Any shareholder who desires to have an individual considered for
nomination by the Committee must submit a recommendation in writing to the
Secretary of the Fund, at the Fund's address appearing on page 1. The
recommendation should include the name and address of both the shareholder and
the candidate and detailed information concerning the candidate's qualifications
and experience.

The Committee does not at this time have a formal process for identifying
and evaluating nominees for Trustee. However, it is not anticipated that the
process for evaluating a nominee would differ based on whether the nominee is
recommended by a shareholder.

SHAREHOLDER COMMUNICATIONS

A shareholder who wishes to communicate with the Board, a Committee of the
Board or any individual Trustee or group of Trustees may do so by sending the
communication in writing, addressed to the Board, the Committee, the individual
Trustee or group of Trustees, c/o the Secretary of the Fund, at the Fund's
address appearing on page 1.

The Funds do not have a policy regarding attendance by Board members at
annual meetings, and it is not anticipated that any members of the Board will
attend the Joint Annual Meeting. No member of the Board attended the annual
meeting in 2006.

OFFICERS OF THE FUNDS

The executive officers of the Funds are elected annually by the Board of
Trustees. Each officer holds the office until qualification of his successor.
The names and birthdates of the executive officers of the Funds and their
principal occupations during the last five years are as follows:

OFFICERS*

NAME PRINCIPAL OCCUPATION(S) AND PREVIOUS POSITION(S)
BIRTH DATE
ADDRESS
POSITIONS
HELD WITH
FUNDS
DATE
SERVICE
BEGAN

JOHN W. PRINCIPAL OCCUPATIONS: Executive Vice President and Secretary of the Federated Fund Complex; Vice Chairman,
MCGONIGLE Executive Vice President, Secretary and Director, Federated Investors, Inc.
Birth Date:
October 26, PREVIOUS POSITIONS: Trustee, Federated Investment Management Company and Federated Investment Counseling; Director,
1938 Federated Global Investment Management Corp., Federated Services Company and Federated Securities Corp.
EXECUTIVE
VICE
PRESIDENT
AND
SECRETARY
Began
serving:
December
2002

RICHARD A. PRINCIPAL OCCUPATIONS: Principal Financial Officer and Treasurer of the Federated Fund Complex; Senior Vice
NOVAK President, Federated Administrative Services; Financial and Operations Principal for Federated Securities Corp.,
Birth Date: Edgewood Services, Inc. and Southpointe Distribution Services, Inc.
December
25, 1963 PREVIOUS POSITIONS: Controller of Federated Investors, Inc.; Vice President, Finance of Federated Services Company;
TREASURER held various financial management positions within The Mercy Hospital of Pittsburgh; Auditor, Arthur Andersen & Co.
Began
serving:
January
2006

RICHARD B. PRINCIPAL OCCUPATIONS: Vice Chairman or Vice President of some of the Funds in the Federated Fund Complex; Vice
FISHER Chairman, Federated Investors, Inc.; Chairman, Federated Securities Corp.
Birth Date:
May 17, PREVIOUS POSITIONS: President and Director or Trustee of some of the Funds in the Federated Fund Complex; Executive
1923 Vice President, Federated Investors, Inc. and Director and Chief Executive Officer, Federated Securities Corp.
VICE
CHAIRMAN
Began
serving:
December
2002

BRIAN P. PRINCIPAL OCCUPATIONS: Senior Vice President and Chief Compliance Officer of the Federated Fund Complex; Vice
BOUDA President and Chief Compliance Officer of Federated Investors, Inc.; and Chief Compliance Officer of its
Birth Date: subsidiaries. Mr. Bouda joined Federated in 1999 and is a member of the American Bar Association and the State Bar
February Association of Wisconsin.
28, 1947
CHIEF
COMPLIANCE
OFFICER AND
SENIOR VICE
PRESIDENT
Began
serving:
August 2004

MARY JO PRINCIPAL OCCUPATIONS: Mary Jo Ochson has been the Funds' Portfolio Manager since December 2002. Ms. Ochson was
OCHSON named Chief Investment Officer of tax-exempt fixed income products in 2004 and is Vice President of the Funds. Ms.
Birth Date: Ochson joined Federated in 1982 and has been a Senior Portfolio Manager and a Senior Vice President of the Funds'
September Adviser since 1996. Ms. Ochson is a Chartered Financial Analyst and received her M.B.A. in Finance from the
12, 1953 University of Pittsburgh.
CHIEF
INVESTMENT
OFFICER,
TAX-FREE
FIXED
INCOME, AND
VICE
PRESIDENT
Began
serving:
December
2002

* Officers do not receive any compensation from the Funds.

INDEPENDENT AUDITORS

Ernst & Young LLP has been selected as the independent auditors to audit
the financial statements of the Funds for fiscal 2007. Ernst & Young LLP
audited the financial statements of the Funds in fiscal 2006. It is not
expected that a representative of Ernst & Young LLP will be present at the Joint
Annual Meeting to make a statement or respond to appropriate questions.
The following table shows the fees billed by Ernst & Young LLP for the
Funds' last two fiscal years for services to each Fund and to the Adviser and
its affiliates that provide ongoing services to the Funds:

YEAR ENDED NOVEMBER 30, 2006 YEAR ENDED NOVEMBER 30, 2005

AUDIT AUDIT- TAX ALL AUDIT AUDIT- TAX ALL
FEES RELATED FEES OTHER FEES RELATED FEES OTHER
FEES FEES FEES (2) FEES
(1) (2)
Federated Premier Municipal Income Fund $28,000 $-- $-- $20,000 $25,895 $81 $-- $20,000
Federated Premier Intermediate Municipal Income Fund $28,000 $-- $-- $20,000 $25,895 $81 $-- $20,000
Federated Investment Management Company and its affiliates that provide N/A $-- $-- $-- N/A $111,153 $-- $--
ongoing services to the Funds

___
(1)These services consisted of quarterly reviews of the Preferred Shares asset
maintenance test calculations.

(2)These services consisted of transfer agent testing (direct to funds) and
review of Sarbanes Oxley Section 302 procedures.

The Audit Committee is required to pre-approve audit and non-audit
services performed by the independent auditor in order to assure that the
provision of such services does not impair the auditor's independence. Unless a
type of service to be provided by the independent auditor has received general
pre-approval, it will require specific pre-approval by the Audit Committee. Any
proposed services exceeding pre-approved cost levels will require specific pre-
approval by the Audit Committee.
Certain services have the general pre-approval of the Audit Committee.
The term of the general pre-approval is 12 months from the date of pre-approval,
unless the Audit Committee specifically provides for a different period. The
Audit Committee will annually review the services that may be provided by the
independent auditor without obtaining specific pre-approval from the Audit
Committee and may grant general pre-approval for such services. The Audit
Committee will revise the list of general pre-approved services from time to
time, based on subsequent determinations. The Audit Committee will not delegate
to management its responsibilities to pre-approve services performed by the
independent auditor.
The Audit Committee has delegated pre-approval authority to its Chairman.
The Chairman will report any pre-approval decisions to the Audit Committee at
its next scheduled meeting. The Committee will designate another member with
such pre-approval authority when the Chairman is unavailable.

AUDIT SERVICES
The annual audit services engagement terms and fees are subject to the
specific pre-approval of the Audit Committee. The Audit Committee must approve
any changes in terms, conditions and fees resulting from changes in audit scope,
registered investment company structure or other matters.
In addition to the annual audit services engagement specifically approved
by the Audit Committee, the Audit Committee may grant general pre-approval for
other audit services, which are those services that only the independent auditor
reasonably can provide. The Audit Committee has pre-approved certain audit
services; all other audit services must be specifically pre-approved by the
Audit Committee.

AUDIT-RELATED SERVICES
Audit-related services are assurance and related services that are
reasonably related to the performance of the audit or review of the Funds'
financial statements or that are traditionally performed by the independent
auditor. The Audit Committee believes that the provision of audit-related
services does not impair the independence of the auditor, and has pre-approved
certain audit-related services; all other audit-related services must be
specifically pre-approved by the Audit Committee.

TAX SERVICES
The Audit Committee believes that the independent auditor can provide tax
services to the Funds such as tax compliance, tax planning and tax advice
without impairing the auditor's independence. However, the Audit Committee will
not permit the retention of the independent auditor in connection with a
transaction initially recommended by the independent auditor, the purpose of
which may be tax avoidance and the tax treatment of which may not be supported
in the Internal Revenue Code and related regulations. The Audit Committee has
pre-approved certain tax services; all tax services involving large and complex
transactions must be specifically pre-approved by the Audit Committee.

ALL OTHER SERVICES
With respect to the provision of services other than audit, review or
attest services the pre-approval requirement is waived if:

(1) The aggregate amount of all such services provided constitutes
no more than five percent of the total amount of revenues paid
to the auditor by the Fund during the fiscal year in which the
services are provided;
(2) Such services were not recognized by the Fund, the Adviser,
and any entity controlling, controlled by, or under common
control with the Adviser that provides ongoing services to the
Fund at the time of the engagement to be non-audit services;
and
(3) Such services are promptly brought to the attention of the
Audit Committee of the Fund and approved prior to the
completion of the audit by the Audit Committee or by one or
more members of the Audit Committee to whom authority to grant
such approvals has been delegated by the Audit Committee.

The Audit Committee may grant general pre-approval to those permissible
non-audit services classified as all other services that it believes are routine
and recurring services, and would not impair the independence of the auditor.

The SEC's rules and relevant guidance should be consulted to determine the
precise definitions of prohibited non-audit services and the applicability of
exceptions to certain of the prohibitions.

PRE-APPROVAL FEE LEVELS
Pre-approval fee levels for all services to be provided by the independent
auditor are established annually by the Audit Committee. Any proposed services
exceeding these levels will require specific pre-approval by the Audit
Committee.

PROCEDURES
Requests or applications to provide services that require specific
approval by the Audit Committee are submitted to the Audit Committee by both the
independent auditor and the Principal Accounting Officer and/or Internal
Auditor, and must include a joint statement as to whether, in their view, the
request or application is consistent with the SEC's rules on auditor
independence.

The percentages of services in the Audit Related Fees, Tax Fees and All
Other Fees categories in the table above that were approved by the Audit
Committee pursuant to Section 2-01(c)(7)(i)(C) of Regulation S-X were as
follows:

Federated Premier Municipal Income Fund:

2006- 0%

2005- 0%

Federated Premier Intermediate Municipal Income Fund:

2006- 0%

2005- 0%

Federated Investment Management Company and affiliates:

2006- 0%

2005- 0%

Non-Audit Fees billed to the Funds, the Funds' investment adviser, and
certain entities controlling, controlled by or under common control with the
investment adviser:

Fiscal year ended 2006 - $177,119

Fiscal year ended 2005 - $202,136

The Funds' Audit Committee has considered that the provision of non-audit
services that were rendered to the Adviser, and any entity controlling,
controlled by, or under common control with the Adviser that provides ongoing
services to the Funds that were not pre-approved pursuant to paragraph
(c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the
principal accountant's independence.

SECTION 16(A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

Section 16(a) of the Securities Exchange Act of 1934 (the "Exchange Act")
and Section 30(h) of the Investment Company Act of 1940 require that each Fund's
Trustees and officers, the Funds' investment advisor and its affiliated persons,
and beneficial owners of more than 10% of any class of a Fund's outstanding
securities ("Reporting Persons") file reports with the Securities and Exchange
Commission with respect to changes in their beneficial ownership of securities
of the Fund. Based solely upon a review of the copies of such filings and
written representations from certain Reporting Persons received by the Funds,
the Funds believe that all Reporting Persons complied with all Section 16(a)
filing requirements in the fiscal year ended November 30, 2006 with the
following exception: Initial Statements of Beneficial Ownership of Securities
(Form 3) for Richard A. Novak, Treasurer of the Funds, were not filed in a
timely fashion.

SHAREHOLDER PROPOSALS FOR 2008 ANNUAL MEETING

Shareholder proposals intended for inclusion pursuant to Rule 14a-8 under
the Exchange Act in a Fund's proxy statement for its 2008 annual meeting of
shareholders must be received by the Funds, at the address indicated on page 1
of this Proxy Statement, not later than March 21, 2008. In order for a proposal
made outside of Rule 14a-8 under the Exchange Act to be considered "timely"
within the meaning of Rule 14a-4(c) under the Exchange Act, such proposal must
be received by the Funds at such address not later than June 6, 2008.

OTHER MATTERS AND DISCRETION OF ATTORNEYS NAMED IN THE PROXY

No business other than the matters described above is expected to come
before the Joint Annual Meeting, but should any other matter requiring a vote of
shareholders arise, including any question as to an adjournment or postponement
of the Joint Annual Meeting, the persons named on the enclosed proxy card will
vote on such matters according to their best judgment in the interests of the
Funds.

SHAREHOLDERS ARE REQUESTED TO VOTE BY TELEPHONE OR 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 Trustees

John W. McGonigle
Secretary
July 25, 2007

FEDERATED PREMIER MUNICIPAL INCOME FUND
FEDERATED PREMIER INTERMEDIATE MUNICIPAL INCOME FUND

INVESTMENT ADVISER
FEDERATED INVESTMENT MANAGEMENT COMPANY
Federated Investors Tower
Pittsburgh, Pennsylvania 15222-3779

ADMINISTRATOR
FEDERATED ADMINISTRATIVE SERVICES
Federated Investors Tower
Pittsburgh, Pennsylvania 15222-3779

IMPORTANT NOTICE ABOUT FUND DOCUMENT DELIVERY

In an effort to reduce costs and avoid duplicate mailings, the Funds intend to
deliver a single copy of certain documents to each household in which more than
one shareholder of the Funds resides (so-called "householding"), as permitted by
applicable rules. The Funds' "householding" program covers their Semi-Annual and
Annual Shareholder Reports and any proxy or information statements. Shareholders
must give their written consent to participate in the "householding" program.
The Funds are also permitted to treat a shareholder as having given consent
("implied consent") if (i) shareholders with the same last name, or believed to
be members of the same family, reside at the same street address or receive mail
at the same post office box, (ii) the Funds give notice of their intent to
"household" at least sixty (60) days before they begin "householding" and (iii)
none of the shareholders in the household have notified the Funds or their agent
of the desire to "opt out" of "householding." Shareholders who have granted
written consent, or have been deemed to have granted implied consent, can revoke
that consent and opt out of "householding" at any time: shareholders who
purchased shares through an intermediary should contact their representative;
other shareholders may call the Funds at 1-800-730-6001.

EXHIBIT A
(approved by the Board of Trustees on May 18, 2007)

AUDIT COMMITTEE REPORT
The Audit Committee oversees each Fund's financial reporting process on
behalf of the Board of Trustees. The Committee operates pursuant to a written
charter adopted by the Board. The Board of Trustees, in its business judgment,
has determined that all members of the Audit Committee are "independent" as
defined in the listing standards of the New York Stock Exchange.

The Funds' management has the primary responsibility for the preparation,
presentation and integrity of the Funds' financial statements and the adequacy
of their internal controls. The independent registered public accounting firm
is responsible for planning and carrying out an audit in accordance with
standards of the Public Company Accounting Oversight Board (United States) and
expressing an opinion based on the audit as to whether each Fund's audited
financial statements fairly present its financial position, results of
operations and changes in net assets in conformity with generally accepted
accounting principles.

In the performance of its oversight function, the Audit Committee has
reviewed each Fund's audited financial statements for the year ended November
30, 2006 and has discussed the financial statements with management and with
Ernst & Young LLP, the Funds' independent registered public accounting firm for
2006. The Audit Committee has received from the independent registered public
accounting firm written disclosures pursuant to Statement on Auditing Standards
No. 61, Communication with Audit Committees, and has discussed those matters
with the independent registered public accounting firm. The Audit Committee has
also received from the independent registered public accounting firm the written
disclosures and the letter required by Independence Standards Board Standard No.
1, Independence Discussions with Audit Committees and has discussed with the
independent registered public accounting firm its independence. The Audit
Committee considered whether the provision of non-audit services by the
independent registered public accounting firm is compatible with maintaining the
independent registered public accounting firm's independence.

Based on the reviews and discussions described above, the Audit Committee
authorized the inclusion of each Fund's audited financial statements in the
Funds' Annual Report for the fiscal year ended November 30, 2006 filed with the
Securities and Exchange Commission.

Respectfully submitted:
Nicholas P. Constantakis, Audit Committee Chairman
Charles F. Mansfield, Jr., Audit Committee Vice Chairman
Thomas G. Bigley, Audit Committee Member
John T. Conroy, Jr., Audit Committee Member

Cusip 31423M105
Cusip 31423M204
Cusip 31423P108
Cusip 31423P207
35225 (7/07)

FEDERATED PREMIER INTERMEDIATE MUNICIPAL INCOME FUND

COMMON SHARES

PROXY FOR ANNUAL MEETING OF SHAREHOLDERS TO BE HELD SEPTEMBER 21, 2007

The undersigned hereby appoints Alecia A. Allison, Erin J. Dugan, Catherine C.
Ryan, Mark R. Thompson and Leslie K. Ross, or any one of them, true and lawful
attorneys and proxies, with the power of substitution, to vote all shares of
Federated Premier Intermediate Municipal Income Fund which the undersigned is
entitled to vote at the Annual Meeting of Shareholders to be held on September
21, 2007, at 5800 Corporate Drive, Pittsburgh, Pennsylvania, at 2:00 p.m., and
at any adjournment thereof.

THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES OF THE FUND. THIS
PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED. IF NO
DIRECTION IS MADE, THIS PROXY WILL BE VOTED "FOR" THE PROPOSAL.

A vote FOR the proposal includes discretionary authority to vote for a
substitute if a nominee listed becomes unable or unwilling to serve.
Discretionary authority is hereby conferred as to all other matters as may
properly come before the Annual Meeting or any adjournment thereof.

TO ELECT FOUR CLASS I TRUSTEES OF THE FUND. NOMINEES: JOHN F.
DONAHUE, THOMAS G. BIGLEY, JOHN T. CONROY, JR. AND THOMAS M. O'NEILL
FOR all nominees [ ]
WITHHOLD AUTHORITY
TO VOTE for all nominees [ ]
FOR ALL EXCEPT* [ ]
*(Instruction: to withhold authority to vote for an
individual nominee(s), write the name(s) of the nominee(s)
on the line below.

_________________________________________

YOUR VOTE IS IMPORTANT
Please complete, sign and return
____________________________
this card as soon as possible. Date
Mark with an X in the box.
____________________________
Signature

____________________________
Signature (Joint Owners)

Please sign exactly as your name appears on the books of the Fund. FOR JOINT
ACCOUNTS, EACH JOINT OWNER SHOULD SIGN. When signing as attorney, executor,
administrator, trustee, etc., please give your full title as such. If a
corporation, please sign full corporate name by President or other authorized
officer and give full title. If a partnership, please sign in partnership name
by authorized person and give full title.

FEDERATED PREMIER INTERMEDIATE MUNICIPAL INCOME FUND

PREFERRED SHARES

PROXY FOR ANNUAL MEETING OF SHAREHOLDERS TO BE HELD SEPTEMBER 21, 2007

A vote FOR a proposal includes discretionary authority to vote for a substitute
if a nominee listed becomes unable or unwilling to serve. Discretionary
authority is hereby conferred as to all other matters as may properly come
before the Annual Meeting or any adjournment thereof.

_________________________________________

TO ELECT TWO TRUSTEES OF THE FUND. NOMINEES: PETER E. MADDEN AND
JOHN S. WALSH
FOR all nominees [ ]
WITHHOLD AUTHORITY
TO VOTE for all nominees [ ]
FOR ALL EXCEPT* [ ]
*(Instruction: to withhold authority to vote for an
individual nominee(s), write the name(s) of the nominee(s)
on the line below.

_________________________________________

YOUR VOTE IS IMPORTANT
Please complete, sign and return
____________________________
this card as soon as possible. Date
Mark with an X in the box.
____________________________
Signature

____________________________
Signature (Joint Owners)