-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, DYTkE/zUI/vI/b+zBqtArV8c5pCEyBVo8Nq+19o8iIQwM+Mx6IbFmPzHyWCXeOXx BBVSv5w4288UhoasF0u0xA== 0001318148-08-001041.txt : 20080731 0001318148-08-001041.hdr.sgml : 20080731 20080731073624 ACCESSION NUMBER: 0001318148-08-001041 CONFORMED SUBMISSION TYPE: N-CSRS PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20080531 FILED AS OF DATE: 20080731 DATE AS OF CHANGE: 20080731 EFFECTIVENESS DATE: 20080731 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FEDERATED STOCK & BOND FUND INC /MD/ CENTRAL INDEX KEY: 0000013386 IRS NUMBER: 042221910 STATE OF INCORPORATION: MD FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: N-CSRS SEC ACT: 1940 Act SEC FILE NUMBER: 811-00001 FILM NUMBER: 08980423 BUSINESS ADDRESS: STREET 1: 5800 CORPORATE DRIVE CITY: PITTSBURGH STATE: PA ZIP: 15237-7000 BUSINESS PHONE: 8003417400 MAIL ADDRESS: STREET 1: 5800 CORPORATE DRIVE CITY: PITTSBURGH STATE: PA ZIP: 15237-7000 FORMER COMPANY: FORMER CONFORMED NAME: STOCK & BOND FUND INC DATE OF NAME CHANGE: 19950814 FORMER COMPANY: FORMER CONFORMED NAME: FEDERATED STOCK & BOND FUND INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: BOSTON FOUNDATION FUND INC DATE OF NAME CHANGE: 19850227 0000013386 S000009117 FEDERATED STOCK & BOND FUND INC /MD/ C000024797 Class A Shares FSTBX C000024798 Class B Shares FSBBX C000024799 Class C Shares FSBCX C000024800 Class K Shares FSBKX N-CSRS 1 form.htm Unassociated Document
United States
Securities and Exchange Commission
Washington, D.C.  20549

Form N-CSR
Certified Shareholder Report of Registered Management Investment Companies




811-1

(Investment Company Act File Number)


Federated Stock and Bond Fund, Inc.
_______________________________________________________________

(Exact Name of Registrant as Specified in Charter)



Federated Investors Funds
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237-7000
(Address of Principal Executive Offices)


(412) 288-1900
(Registrant's Telephone Number)


John W. McGonigle, Esquire
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, Pennsylvania 15222-3779
(Name and Address of Agent for Service)
(Notices should be sent to the Agent for Service)






Date of Fiscal Year End:  11/30/08


Date of Reporting Period:  Six months ended 5/31/08







Item 1.                      Reports to Stockholders

Federated
World-Class Investment Manager

Federated Stock and Bond Fund, Inc.

Established 1934



SEMI-ANNUAL SHAREHOLDER REPORT

May 31, 2008

Class A Shares
Class B Shares
Class C Shares
Class K Shares

FINANCIAL HIGHLIGHTS
SHAREHOLDER EXPENSE EXAMPLE
PORTFOLIO OF INVESTMENTS SUMMARY TABLES
PORTFOLIO OF INVESTMENTS
STATEMENT OF ASSETS AND LIABILITIES
STATEMENT OF OPERATIONS
STATEMENT OF CHANGES IN NET ASSETS
NOTES TO FINANCIAL STATEMENTS
EVALUATION AND APPROVAL OF ADVISORY CONTRACT
VOTING PROXIES ON FUND PORTFOLIO SECURITIES
QUARTERLY PORTFOLIO SCHEDULE

Not FDIC Insured * May Lose Value * No Bank Guarantee

Financial Highlights - Class A Shares

(For a Share Outstanding Throughout Each Period)

Six Months
Ended
(unaudited)

   
5/31/2008

Net Asset Value, Beginning of Period
$19.99
Income From Investment Operations:
Net investment income
0.26
Net realized and unrealized gain (loss) on investments, foreign currency transactions, futures contracts, options and swap contracts

(0.83
)
   TOTAL FROM INVESTMENT OPERATIONS

(0.57
)
Less Distributions:
Distributions from net investment income
(0.24 )
Distributions from net realized gain on investments, foreign currency transactions, futures contracts, options and swap contracts

(1.95
)
   TOTAL DISTRIBUTIONS

(2.19
)
Net Asset Value, End of Period

$17.23

Total Return 3

(3.15
)%
Ratios to Average Net Assets:



Net expenses

1.25
% 6,7
Net investment income

2.87
% 6
Expense waiver/reimbursement 8

0.12
% 6
Supplemental Data:



Net assets, end of period (000 omitted)

$179,448

Portfolio turnover

91
%

1 Beginning with the year ended November 30, 2006, the Fund was audited by KPMG LLP. The previous years were audited by another independent registered public accounting firm.

2 The Fund changed its fiscal year end from October 31 to November 30. This period represents the one-month period from November 1, 2003 to November 30, 2003.

3 Based on net asset value, which does not reflect the sales charge, redemption fee or contingent deferred sales charge, if applicable. Total returns for periods of less than one year are not annualized.

4 During the period, the Fund was reimbursed by an affiliated shareholder services provider, which had an impact of 0.01% and 0.02% on the total return for the years ended November 30, 2006 and 2005, respectively.

5 During the period, the Fund was reimbursed by the Adviser, which had an impact of less than 0.01% on the total return.

6 Computed on an annualized basis.

7 The net expense ratio is calculated without reduction for fees paid indirectly for directed brokerage arrangements. The net expense ratios are 1.25%, 1.24%, 1.16%, 1.16% and 1.29%, for the six months ended May 31, 2008 and for the years ended November 30, 2007, 2006, 2005 and 2004, respectively, 1.26% for the period ended November 30, 2003 and 1.31% for the year ended October 31, 2003 after taking into account these expense reductions.

8 This expense decrease is reflected in both the net expense and the net investment income ratios shown above.

9 Represents less than 0.01%.

See Notes which are an integral part of the Financial Statements

Year Ended November 30,

Period
Ended
Year
Ended
   
2007

   
2006
1
   
2005

   
2004

   
11/30/2003
2
   
10/31/2003

$20.55 $18.95 $18.38 $17.38 $17.32 $15.61
0.41 0.38 0.31 0.36 0.02 0.31


1.42


1.93


0.56


1.01


0.11


1.71


1.83


2.31


0.87


1.37


0.13


2.02

(0.40 ) (0.38 ) (0.30 ) (0.37 ) (0.07 ) (0.31 )


(1.99
)

(0.33
)

- --


- --


- --


- --


(2.39
)

(0.71
)

(0.30
)

(0.37
)

(0.07
)

(0.31
)

$19.99


$20.55


$18.95


$18.38


$17.38


$17.32


9.88
%

12.55
% 4

4.75
% 4,5

7.89
%

0.75
%

13.08
%



















1.25
% 7

1.17
% 7

1.16
% 7

1.29
% 7

1.26
% 6,7

1.31
% 7

2.07
%

1.90
%

1.63
%

1.72
%

1.64
% 6

1.89
%

0.10
%

0.12
%

0.08
%

0.01
%

0.01
% 6

0.00
% 9



















$195,687


$198,289


$234,204


$237,428


$226,701


$224,461


135
%

106
%

50
%

47
%

1
%

74
%

Financial Highlights - Class B Shares

(For a Share Outstanding Throughout Each Period)

Six Months
Ended
(unaudited)

   
5/31/2008

Net Asset Value, Beginning of Period
$19.96
Income From Investment Operations:
Net investment income
0.19
Net realized and unrealized gain (loss) on investments, foreign currency transactions, futures contracts, options and swap contracts

(0.83
)
   TOTAL FROM INVESTMENT OPERATIONS

(0.64
)
Less Distributions:
Distributions from net investment income
(0.17 )
Distributions from net realized gain on investments, foreign currency transactions, futures contracts, options and swap contracts

(1.95
)
   TOTAL DISTRIBUTIONS

(2.12
)
Net Asset Value, End of Period

$17.20

Total Return 3

(3.56
)%
Ratios to Average Net Assets:



Net expenses

2.05
% 5,6
Net investment income

2.10
% 5
Expense waiver/reimbursement 7

0.12
% 5
Supplemental Data:



Net assets, end of period (000 omitted)

$34,402

Portfolio turnover

91
%

1 Beginning with the year ended November 30, 2006, the Fund was audited by KPMG LLP. The previous years were audited by another independent registered public accounting firm.

2 The Fund changed its fiscal year end from October 31 to November 30. This period represents the one-month period from November 1, 2003 to November 30, 2003.

3 Based on net asset value, which does not reflect the sales charge, redemption fee or contingent deferred sales charge, if applicable. Total returns for periods of less than one year are not annualized.

4 During the period, the Fund was reimbursed by the Adviser, which had an impact of less than 0.01% on the total return.

5 Computed on an annualized basis.

6 The net expense ratio is calculated without reduction for fees paid indirectly for directed brokerage arrangements. The net expense ratios are 2.05%, 2.03%, 1.98%, 1.95% and 2.04%, for the six months ended May 31, 2008 and for the years ended November 30, 2007, 2006, 2005 and 2004, respectively, 2.01% for the period ended November 30, 2003 and 2.06% for the year ended October 31, 2003 after taking into account these expense reductions.

7 This expense decrease is reflected in both the net expense and the net investment income ratios shown above.

8 Represents less than 0.01%.

See Notes which are an integral part of the Financial Statements

Year Ended November 30,

Period
Ended
Year
Ended
   
2007

   
2006
1
   
2005

   
2004

   
11/30/2003
2
   
10/31/2003

$20.52 $18.93 $18.36 $17.36 $17.28 $15.58
0.25 0.20 0.14 0.23 0.01 0.19


1.43


1.94


0.58


1.00


0.11


1.70


1.68


2.14


0.72


1.23


0.12


1.89

(0.25 ) (0.22 ) (0.15 ) (0.23 ) (0.04 ) (0.19 )


(1.99
)

(0.33
)

- --


- --


- --


- --


(2.24
)

(0.55
)

(0.15
)

(0.23
)

(0.04
)

(0.19
)

$19.96


$20.52


$18.93


$18.36


$17.36


$17.28


9.05
%

11.59
%

3.95
% 4

7.08
%

0.68
%

12.22
%



















2.03
% 6

1.99
% 6

1.95
% 6

2.04
% 6

2.01
% 5,6

2.06
% 6

1.31
%

1.07
%

0.84
%

0.97
%

0.89
% 5

1.14
%

0.10
%

0.11
%

0.06
%

0.01
%

0.01
% 5

0.00
% 8



















$41,365


$50,182


$63,151


$73,911


$72,412


$71,836


135
%

106
%

50
%

47
%

1
%

74
%

Financial Highlights - Class C Shares

(For a Share Outstanding Throughout Each Period)

Six Months
Ended
(unaudited)

   
5/31/2008

Net Asset Value, Beginning of Period
$19.90
Income From Investment Operations:
Net investment income
0.19
Net realized and unrealized gain (loss) on investments, foreign currency transactions, futures contracts, options and swap contracts

(0.83
)
   TOTAL FROM INVESTMENT OPERATIONS

(0.64
)
Less Distributions:
Distributions from net investment income
(0.18 )
Distributions from net realized gain on investments, foreign currency transactions, futures contracts, options and swap contracts

(1.95
)
   TOTAL DISTRIBUTIONS

(2.13
)
Net Asset Value, End of Period

$17.13

Total Return 3

(3.59
)%
Ratios to Average Net Assets:



Net expenses

2.04
% 5,6
Net investment income

2.06
% 5
Expense waiver/reimbursement 7

0.10
% 5
Supplemental Data:



Net assets, end of period (000 omitted)

$26,550

Portfolio turnover

91
%

1 Beginning with the year ended November 30, 2006, the Fund was audited by KPMG LLP. The previous years were audited by another independent registered public accounting firm.

2 The Fund changed its fiscal year end from October 31 to November 30. This period represents the one-month period from November 1, 2003 to November 30, 2003.

3 Based on net asset value, which does not reflect the sales charge, redemption fee or contingent deferred sales charge, if applicable. Total returns for periods of less than one year are not annualized.

4 During the period, the Fund was reimbursed by the Adviser, which had an impact of less than 0.01% on the total return.

5 Computed on an annualized basis.

6 The net expense ratio is calculated without reduction for fees paid indirectly for directed brokerage arrangements. The net expense ratios are 2.04%, 2.00% 1.95%, 1.93% and 2.02%, for the six months ended May 31, 2008 and for the years ended November 30, 2007, 2006, 2005 and 2004, respectively, 2.01% for the period ended November 30, 2003 and 2.04% for the year ended October 31, 2003 after taking into account these expense reductions.

7 This expense decrease is reflected in both the net expense and the net investment income ratios shown above.

8 Represents less than 0.01%.

See Notes which are an integral part of the Financial Statements

Year Ended November 30,

Period
Ended
Year
Ended
   
2007

   
2006
1
   
2005

   
2004

   
11/30/2003
2
   
10/31/2003

$20.47 $18.88 $18.31 $17.32 $17.24 $15.54
0.26 0.22 0.17 0.23 0.01 0.19


1.42


1.94


0.56


1.00


0.11


1.70


1.68


2.16


0.73


1.23


0.12


1.89

(0.26 ) (0.24 ) (0.16 ) (0.24 ) (0.04 ) (0.19 )


(1.99
)

(0.33
)

- --


- --


- --


- --


(2.25
)

(0.57
)

(0.16
)

(0.24
)

(0.04
)

(0.19
)

$19.90


$20.47


$18.88


$18.31


$17.32


$17.24


9.05
%

11.69
%

3.98
% 4

7.09
%

0.68
%

12.25
%



















2.00
% 6

1.95
% 6

1.93
% 6

2.02
% 6

2.01
% 5,6

2.04
% 6

1.30
%

1.11
%

0.88
%

0.99
%

0.89
% 5

1.16
%

0.10
%

0.11
%

0.06
%

0.01
%

0.01
% 5

0.00
% 8



















$26,572


$27,033


$28,922


$26,704


$27,853


$27,731


135
%

106
%

50
%

47
%

1
%

74
%

Financial Highlights - Class K Shares

(For a Share Outstanding Throughout Each Period)

Six Months
Ended
(unaudited)

   
5/31/2008

Net Asset Value, Beginning of Period
$20.02
Income From Investment Operations:
Net investment income
0.22
Net realized and unrealized gain (loss) on investments, foreign currency transactions, futures contracts, options and swap contracts

(0.84
)
   TOTAL FROM INVESTMENT OPERATIONS

(0.62
)
Less Distributions:
Distributions from net investment income
(0.20 )
Distributions from net realized gain on investments, foreign currency transactions, futures contracts, options and swap contracts

(1.95
)
   TOTAL DISTRIBUTIONS

(2.15
)
Net Asset Value, End of Period

$17.25

Total Return 4

(3.42
)%
Ratios to Average Net Assets:



Net expenses

1.73
% 6,7
Net investment income

2.34
% 6
Expense waiver/reimbursement 8

0.10
% 6
Supplemental Data:



Net assets, end of period (000 omitted)

$18,066

Portfolio turnover

91
%

1 Beginning with the year ended November 30, 2006, the Fund was audited by KPMG LLP. The previous years were audited by another independent registered public accounting firm.

2 The Fund changed its fiscal year end from October 31 to November 30. This period represents the one-month period from November 1, 2003 to November 30, 2003.

3 Reflects operations for the period from April 8, 2003 (start of performance) to October 31, 2003.

4 Based on net asset value, which does not reflect the sales charge, redemption fee or contingent deferred sales charge, if applicable. Total returns for periods of less than one year are not annualized.

5 During the period, the Fund was reimbursed by the Adviser, which had an impact of less than 0.01% on the total return.

6 Computed on an annualized basis.

7 The net expense ratio is calculated without reduction for fees paid indirectly for directed brokerage arrangements. The net expense ratios are 1.73%, 1.70%, 1.67%, 1.65% and 1.74%, for the six months ended May 31, 2008 and for the years ended November 30, 2007, 2006, 2005 and 2004, respectively, 1.78% and 1.81% for the periods ended November 30, 2003 and October 31, 2003, respectively, after taking into account these expense reductions.

8 This expense decrease is reflected in both the net expense and the net investment income ratios shown above.

9 Represents less than 0.01%.

10 Represents less than $1,000.

11 Portfolio turnover is calculated at the Fund level. Percentage indicated was calculated for the year ended October 31, 2003.

See Notes which are an integral part of the Financial Statements

Year Ended November 30,

Period
Ended
Period
Ended
   
2007

   
2006
1
   
2005

   
2004

   
11/30/2003
2
   
10/31/2003
3
$20.57 $18.98 $18.40 $17.38 $17.32 $15.61
0.33 0.28 0.25 0.29 0.01 0.10


1.43


1.94


0.53


1.03


0.10


1.71


1.76


2.22


0.78


1.32


0.11


1.81

(0.32 ) (0.30 ) (0.20 ) (0.30 ) (0.05 ) (0.10 )


(1.99
)

(0.33
)

- --


- --


- --


- --


(2.31
)

(0.63
)

(0.20
)

(0.30
)

(0.05
)

(0.10
)

$20.02


$20.57


$18.98


$18.40


$17.38


$17.32


9.44
%

11.98
%

4.27
% 5

7.64
%

0.64
%

11.64
%



















1.70
% 7

1.68
% 7

1.65
% 7

1.74
% 7

1.78
% 6,7

1.81
% 6,7

1.55
%

1.42
%

1.31
%

2.52
%

1.14
% 6

1.39
% 6

0.10
%

0.11
%

0.05
%

0.01
%

0.01
% 6

0.00
% 6,9



















$16,070


$10,234


$1,048


$65


$0
10

$0
10

135
%

106
%

50
%

47
%

1
%

74
% 11

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase or redemption payments; and (2) ongoing costs, including management fees and to the extent applicable, distribution (12b-1) fees and/or shareholder services fees and other Fund expenses. This Example is intended to help you to understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. It is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from December 1, 2007 to May 31, 2008.

ACTUAL EXPENSES

The first section of the table below provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you incurred over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first section under the heading entitled "Expenses Paid During Period" to estimate the expenses attributable to your investment during this period.

HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES

The second section of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. Thus, you should not use the hypothetical account values and expenses to estimate the actual ending account balance or your expenses for the period. Rather, these figures are required to be provided to enable you to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs, such as sales charges (loads) on purchase or redemption payments. Therefore, the second section of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.


   
Beginning
Account Value
12/1/2007

   
Ending
Account Value
5/31/2008

   
Expenses Paid
During Period 1

Actual:






Class A Shares

$1,000

$ 968.50

$ 6.15
Class B Shares

$1,000

$ 964.40

$ 10.07
Class C Shares

$1,000

$ 964.10

$ 10.02
Class K Shares

$1,000

$ 965.80

$ 8.50
Hypothetical (assuming a 5% return before expenses):






Class A Shares

$1,000

$1,018.75

$ 6.31
Class B Shares

$1,000

$1,014.75

$10.33
Class C Shares

$1,000

$1,014.80

$10.28
Class K Shares

$1,000

$1,016.35

$ 8.72

1 Expenses are equal to the Fund's annualized net expense ratios, multiplied by the average account value over the period, multiplied by 183/366 (to reflect the one-half year period). The annualized net expense ratios are as follows:

Class A Shares
   
1.25%
Class B Shares

2.05%
Class C Shares

2.04%
Class K Shares

1.73%

Portfolio of Investments Summary Tables

At May 31, 2008, the Fund's portfolio composition 1 was as follows:

Sector
   
Percentage of
Total Net Assets

Domestic Equity Securities

51.7
%
Mortgage-Backed Securities

21.9
%
Corporate Debt Securities

11.2
%
International Equity Securities

7.7
%
U.S. Treasury and Agency Securities

3.4
%
Asset-Backed Securities

1.7
%
Foreign Debt Securities

0.5
%
Derivative Contracts 2,3

(0.0
)%
Cash Equivalents 4

5.0
%
Other Assets and Liabilities--Net 5

(3.1
)%
   TOTAL

100.0
%

1 See the Fund's Prospectus and Statement of Additional Information for a description of the types of securities in which the Fund invests. As of the date specified above, the Fund owned shares of one or more affiliated investment companies. For purposes of these tables, the affiliated investment company (other than an affiliated money market fund) is not treated as a single portfolio security, but rather the Fund is treated as owning a pro rata portion of each security and each other asset and liability owned by the affiliated investment company. Accordingly, the percentages of total net assets shown in the table will differ from those presented on the Portfolio of Investments.

2 Based upon net unrealized appreciation (depreciation) on and value of the derivative contracts. Derivative contracts may consist of futures, forwards, options and swaps. The impact of a derivative contract on the Fund's performance may be larger than its net unrealized appreciation (depreciation) or value may indicate. In many cases, the notional value or notional principal amount of a derivative contract may provide a better indication of the contract's significance to the portfolio. More complete information regarding the Fund's direct investments in derivative contracts, including unrealized appreciation (depreciation), value and notional values or amounts of such contracts, can be found in the table at the end of the Portfolio of Investments included in this report.

3 Represents less than 0.1%.

4 Cash Equivalents include any investments in money market mutual funds and/or overnight repurchase agreements.

5 Assets, other than investments in securities and derivative contracts, less liabilities. See Statement of Assets and Liabilities.

At May 31, 2008, the Fund's sector composition 6 for its equity securities was as follows:

Sector Composition
   
Percentage of
Equity Securities

Information Technology

14.8%
Energy

14.7%
Industrials

14.2%
Consumer Staples

14.1%
Health Care

12.6%
Financials

12.3%
Consumer Discretionary

7.1%
Materials

4.9%
Utilities

2.9%
Telecommunication Services

2.4%
   TOTAL

100.0%

6 Sector classifications are based upon, and individual portfolio securities are assigned to, the classifications of the Global Industry Classification Standard (GICS) except that the adviser assigns a classification to securities not classified by the GICS and to securities for which the adviser does not have access to the classification made by the GICS.

Portfolio of Investments

May 31, 2008 (unaudited)

Shares
   

   

Value in
U.S. Dollars


STOCKS--51.6%
COMMON STOCKS--51.6%
Consumer Discretionary--3.4%
16,400 Best Buy Co., Inc.
$ 765,716
25,000 Home Depot, Inc.
684,000
142,900 Mattel, Inc.
2,878,006
49,650 McDonald's Corp.
2,945,238
43,200 Walt Disney Co.


1,451,520

   TOTAL


8,724,480

Consumer Staples--7.9%
27,400 Kellogg Co.
1,419,594
107,000 Kroger Co.
2,957,480
6,085 Nestle SA
2,992,144
32,700 1 Philip Morris International Inc.
1,721,982
30,400 Procter & Gamble Co.
2,007,920
100,378 Unilever N.V., ADR
3,288,383
105,200 Wal-Mart Stores, Inc.


6,074,248

   TOTAL


20,461,751

Energy--7.7%
20,300 Apache Corp.
2,721,418
46,000 Exxon Mobil Corp.
4,082,960
22 1 NRG Energy, Inc.
915
68,900 1 Nabors Industries Ltd.
2,896,556
22,800 1 Petroleo Brasileiro SA, ADR
1,607,400
22,800 Schlumberger Ltd.
2,305,764
66,900 1 Weatherford International, Inc.
3,052,647
53,225 XTO Energy, Inc.


3,386,175

   TOTAL


20,053,835

Financials--5.5%
16,200 Goldman Sachs Group, Inc.
2,857,842
36,100 Hartford Financial Services Group, Inc.
2,565,627
85,300 JPMorgan Chase & Co.
3,667,900
62,300 Morgan Stanley
2,755,529
44,600 U.S. Bancorp
1,480,274
37,800 Wells Fargo & Co.


1,042,146

   TOTAL


14,369,318

Shares
   

   

Value in
U.S. Dollars


STOCKS--continued
COMMON STOCKS--continued
Health Care--7.3%
12,300 Abbott Laboratories
$ 693,105
35,800 Baxter International, Inc.
2,187,380
34,373 Bayer AG
3,048,119
33,700 Becton, Dickinson & Co.
2,845,965
25,400 1 Genentech, Inc.
1,800,098
27,700 Johnson & Johnson
1,848,698
28,300 1 Myriad Genetics, Inc.
1,370,286
26,000 1 Waters Corp.
1,599,520
76,400 Wyeth


3,397,508

   TOTAL


18,790,679

Industrials--7.5%
5,100 1 First Solar, Inc.
1,364,454
26,800 1 Foster Wheeler Ltd.
2,041,356
70,100 General Electric Co.
2,153,472
31,000 Lockheed Martin Corp.
3,392,640
59,100 Norfolk Southern Corp.
3,982,158
41,200 Northrop Grumman Corp.
3,108,952
18,600 Raytheon Co.
1,187,796
30,100 United Parcel Service, Inc.


2,137,702

   TOTAL


19,368,530

Information Technology--8.4%
25,600 1 Apple, Inc.
4,832,000
85,300 1 Cisco Systems, Inc.
2,279,216
27,100 Hewlett-Packard Co.
1,275,326
70,000 Intel Corp.
1,622,600
161,200 Microsoft Corp.
4,565,184
5,800 Nintendo Corp. Ltd.
3,191,045
1,257 1 Nortel Networks Corp.
10,358
116,100 1 Oracle Corp.
2,651,724
28,100 Qualcomm, Inc.


1,363,974

   TOTAL


21,791,427

Materials--1.9%
10,800 Freeport-McMoRan Copper & Gold, Inc.
1,249,668
16,100 Monsanto Co.
2,051,140
20,600 Nucor Corp.


1,540,880

   TOTAL


4,841,688

Shares or
Principal
Amount

   

   

Value in
U.S. Dollars


STOCKS--continued
COMMON STOCKS--continued
Telecommunication Services--0.8%
50,900 Verizon Communications

$
1,958,123

Utilities--1.2%
40,000 FirstEnergy Corp.


3,148,400

   TOTAL COMMON STOCKS
(IDENTIFIED COST $119,622,209)



133,508,231

ASSET-BACKED SECURITIES--1.7%
$ 50,517 2,3 125 Home Loan Owner Trust 1998-1A B1, 9.76%, 2/15/2029
40,413
800,000 Banc of America Commercial Mortgage, Inc. 2007-1 A2, 5.381%, 1/15/2049
793,059
250,000 Banc of America Commercial Mortgage, Inc. 2007-4 A4, 5.745%, 2/10/2051
248,221
21,111 Chase Funding Mortgage Loan Asset-Backed Certificates 2003-6 1A3, 3.34%, 5/25/2026
20,266
800,000 Citigroup/Deutsche Bank Commercial Mortgage 2007-CD5, Series 2007-CD5, 5.886%, 11/15/2044
796,607
900,000 Credit Suisse Mortgage Capital Certificate 2006-C4 AAB, 5.439%, 9/15/2039
889,822
350,000 LB-UBS Commercial Mortgage Trust 2008-C1, Series 2008C1, 6.150%, 04/15/2041
357,298
400,000 Merrill Lynch/Countrywide Commercial Mortgage 2007-6, Series 2007-6, 5.331%, 03/12/2051
395,558
400,000 Merrill Lynch/Countrywide Commercial Mortgage 2007-6, Series 2007-6, 5.485%, 03/12/2051
388,457
100,000 Merrill Lynch Mortgage Trust 2008-C1, Series 2008-C1, 6.266%, 02/12/2051
96,250
315,000 Morgan Stanley Capital I 2006-IQ12 A4, 5.332%, 12/15/2043


305,384

   TOTAL ASSET-BACKED SECURITIES
(IDENTIFIED COST $4,402,928)



4,331,335

COLLATERALIZED MORTGAGE OBLIGATIONS--0.7%
550,000 CS First Boston Mortgage Securities Corp. 2005-C6 A2FX, 5.207%, 12/15/2040
550,918
800,000 Citigroup/Deutsche Bank Commercial Mortgage 2007-CD4 A3, 5.293%, 12/11/2049
771,331
250,000 JP Morgan Chase Commercial Mortgage Securities 2007-CB19 A2, 5.747%, 2/12/2049
250,474
6,911 2,3 SMFC Trust Asset-Backed Certificates, 1997-A B1-4, 7.549%, 1/28/2027
4,492
310,109 Wells Fargo Mortgage Backed Securities Trust 2003-18 Series 2003-18, Class A1, 5.50%, 12/25/2033


293,359

   TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS (IDENTIFIED COST $1,934,580)


1,870,574

Principal
Amount

   

   

Value in
U.S. Dollars


CORPORATE BONDS--6.1%
Basic Industry - Chemicals--0.1%
$ 40,000 Du Pont (E.I.) de Nemours & Co., 5.00%, 01/15/2013
$ 40,482
100,000 Praxair, Inc., 4.625%, 03/30/2015
97,201
50,000 RPM International, Inc., 6.50%, 02/15/2018
50,262
35,000 Rohm & Haas Co., 6.00%, 09/15/2017


34,496

   TOTAL


222,441

Basic Industry - Metals & Mining--0.2%
80,000 Alcan, Inc., 5.00%, 06/01/2015
76,083
70,000 Alcoa, Inc., Note, 5.55%, 02/01/2017
66,660
50,000 BHP Finance (USA), Inc., 5.00%, 12/15/2010
50,522
120,000 Newmont Mining Corp., Company Guarantee, 5.875%, 04/01/2035
101,997
100,000 2,3 Xstrata Finance Canada Ltd., Unsecd. Note, 5.50%, 11/16/2011


99,089

   TOTAL


394,351

Basic Industry - Paper--0.1%
200,000 Louisiana-Pacific Corp., 8.875%, 08/15/2010
199,097
150,000 Pope & Talbot, Inc., 8.375%, 6/1/2013
17,625
100,000 Weyerhaeuser Co., Deb., 7.375%, 03/15/2032


99,800

   TOTAL


316,522

Capital Goods - Aerospace & Defense--0.1%
50,000 2,3 BAE Systems Holdings, Inc., 5.20%, 08/15/2015
47,617
25,000 Lockheed Martin Corp., Sr. Note, 4.121%, 03/14/2013
24,266
100,000 Raytheon Co., Unsecd. Note, 5.375%, 04/01/2013


102,118

   TOTAL


174,001

Capital Goods - Diversified Manufacturing--0.2%
20,000 Dover Corp., Note, 5.45%, 03/15/2018
19,654
250,000 General Electric Co., Note, 5.00%, 02/01/2013
253,042
140,000 2,3 Hutchison Whampoa Ltd., 6.50%, 02/13/2013
145,202
90,000 2,3 Textron Financial Corp., Jr. Sub. Note, 6.00%, 02/15/2067


71,487

   TOTAL


489,385

Capital Goods - Environmental--0.0%
100,000 Waste Management, Inc., 7.375%, 08/01/2010


104,973

Capital Goods - Packaging--0.0%
40,000 Pactiv Corp., 6.40%, 1/15/2018


38,596

Principal
Amount

   

   

Value in
U.S. Dollars


CORPORATE BONDS--continued
Communications - Media & Cable--0.2%
$ 75,000 AT&T Broadband, Company Guarantee, 8.375%, 3/15/2013
$ 83,346
100,000 Comcast Corp., 7.05%, 03/15/2033
103,646
100,000 Comcast Corp., Company Guarantee, 6.50%, 01/15/2017
102,624
110,000 Cox Communications, Inc., Unsecd. Note, 4.625%, 01/15/2010
109,205
50,000 Time Warner Cable, Inc., Sr. Unsecd. Note, 5.850%, 05/01/2017


48,066

   TOTAL


446,887

Communications - Telecom Wireless--0.2%
130,000 AT&T Wireless Services, Inc., 8.75%, 03/01/2031
156,920
75,000 AT&T Wireless Services, Inc., Sr. Note, 7.875%, 03/01/2011
80,454
90,000 America Movil S.A.B. de C.V., Note, 5.750%, 01/15/2015
89,793
20,000 Vodafone Group PLC, 5.350%, 02/27/2012
20,248
90,000 Vodafone Group PLC, Note, 5.625%, 02/27/2017


88,882

   TOTAL


436,297

Communications - Telecom Wirelines--0.1%
30,000 Embarq Corp., 6.738%, 06/01/2013
29,509
40,000 Telefonica SA, Company Guarantee, 7.045%, 06/20/2036
42,294
100,000 Telefonica SA, Sr. Note, 5.855%, 02/04/2013
101,084
40,000 Verizon Communications, Inc., 6.100%, 04/15/2018


41,107

   TOTAL


213,994

Consumer Cyclical - Automotive--0.1%
70,000 DaimlerChrysler North America Holding Corp., 6.50%, 11/15/2013
73,103
100,000 DaimlerChrysler North America Holding Corp., Note, 4.875%, 06/15/2010
100,600
130,000 2,3 Nissan Motor Acceptance Corp., Sr. Unsecd. Note, 5.625%, 03/14/2011


129,257

   TOTAL


302,960

Consumer Cyclical - Entertainment--0.1%
80,000 International Speedway Corp., 5.40%, 04/15/2014
78,482
20,000 International Speedway Corp., 4.20%, 04/15/2009
20,041
75,000 Time Warner, Inc., 5.50%, 11/15/2011
74,375
100,000 Walt Disney Co., Note, 5.70%, 07/15/2011


104,237

   TOTAL


277,135

Consumer Cyclical - Lodging--0.0%
50,000 Wyndham Worldwide Corp., Sr. Unsecd. Note, 6.00%, 12/01/2016


44,424

Principal
Amount

   

   

Value in
U.S. Dollars


CORPORATE BONDS--continued
Consumer Cyclical - Retailers--0.2%
$ 208,675 2,3 CVS Caremark Corp., Pass Thru Cert., 5.298%, 01/11/2027
$ 191,537
60,000 Costco Wholesale Corp., 5.30%, 03/15/2012
61,888
20,000 JC Penney Corp., Inc., Sr. Unsecd. Note, 5.750%, 02/15/2018
18,226
70,000 Target Corp., Note, 5.875%, 07/15/2016
70,710
40,000 Wal-Mart Stores, Inc., 6.200%, 04/15/2038


39,395

   TOTAL


381,756

Consumer Non-Cyclical - Food/Beverage--0.2%
70,000 Bottling Group LLC, Note, 5.50%, 04/01/2016
70,289
60,000 General Mills, Inc., Note, 5.70%, 02/15/2017
60,596
125,000 Kraft Foods, Inc., Note, 5.25%, 10/01/2013
122,595
50,000 PepsiCo, Inc., 4.65%, 2/15/2013
50,635
90,000 2,3 SABMiller PLC, Note, 6.20%, 07/01/2011


91,801

   TOTAL


395,916

Consumer Non-Cyclical - Health Care--0.1%
60,000 Medtronic, Inc., Note, Series B, 4.375%, 09/15/2010
60,816
75,000 Quest Diagnostics, Inc., Sr. Unsecd. Note, 6.40%, 07/01/2017
73,914
50,000 UnitedHealth Group, Inc., Bond, 6.00%, 02/15/2018


48,757

   TOTAL


183,487

Consumer Non-Cyclical - Pharmaceuticals--0.1%
40,000 Abbott Laboratories, 5.15%, 11/30/2012
41,088
110,000 Lilly (Eli) & Co., Bond, 5.200%, 03/15/2017
109,354
100,000 Genentech, Inc., Note, 4.75%, 07/15/2015


98,624

   TOTAL


249,066

Consumer Non-Cyclical - Products--0.0%
45,000 Philips Electronics NV, 5.75%, 03/11/2018


44,446

Consumer Non-Cyclical - Supermarkets--0.0%
25,000 Kroger Co., Bond, 6.90%, 04/15/2038
25,719
50,000 Sysco Corp., Sr. Unsecd. Note, 4.20%, 02/12/2013


48,886

   TOTAL


74,605

Energy - Independent--0.1%
120,000 Anadarko Petroleum Corp., Sr. Unsecd. Note, 5.95%, 09/15/2016
121,119
120,000 Canadian Natural Resources Ltd., 4.90%, 12/01/2014
114,814
25,000 Pemex Project Funding Master, 5.75%, 12/15/2015
25,948
55,860 2,3 Ras Laffan Liquified Nat, 3.437%, 9/15/2009
55,769
20,000 XTO Energy, Inc., 6.75%, 08/01/2037
20,223
25,000 XTO Energy, Inc., Sr. Unsecd. Note, 6.25%, 08/01/2017


25,512

   TOTAL


363,385

Principal
Amount

   

   

Value in
U.S. Dollars


CORPORATE BONDS--continued
Energy - Integrated--0.3%
$ 60,000 Conoco, Inc., Sr. Note, 6.95%, 4/15/2029
$ 65,689
100,000 ConocoPhillips Australia Funding Co., 5.50%, 04/15/2013
103,579
500,000 Husky Oil Ltd., Company Guarantee, 8.90%, 8/15/2028
505,153
35,000 Petro-Canada, Deb., 7.00%, 11/15/2028
35,069
66,670 2,3 Qatar Petroleum, 5.579%, 5/30/2011
67,764
100,000 2,3 StatoilHydro ASA, 5.125%, 04/30/2014


99,938

   TOTAL


877,192

Energy - Oil Field Services--0.1%
70,000 Enbridge, Inc., Sr. Note, 5.60%, 04/01/2017
67,741
50,000 Noble Drilling Corp., Sr. Note, 7.50%, 3/15/2019
56,440
25,000 Weatherford International Ltd., 6.00%, 03/15/2018
25,133
20,000 Weatherford International Ltd., 7.00%, 03/15/2038


20,787

   TOTAL


170,101

Financial Institution - Banking--1.2%
100,000 Bank of America Corp., Sub. Note, 7.40%, 1/15/2011
105,844
100,000 2,3 Barclays Bank PLC, 5.926%, 12/31/2049
86,041
120,000 Capital One Capital IV, 6.745%, 02/17/2037
95,866
80,000 Citigroup, Inc., Note, 5.125%, 05/05/2014
79,214
100,000 Credit Suisse First Boston USA, Inc., Sr. Note, 5.50%, 08/16/2011
102,423
200,000 First Union Institutional, Bond, 8.04%, 12/1/2026
198,458
100,000 HSBC Finance Capital Trust IX, Note, 5.911%, 11/30/2035
85,715
160,000 HSBC Finance Corp., 4.750%, 04/15/2010
160,290
200,000 HSBC Finance Corp., 5.000%, 06/30/2015
192,224
60,000 HSBC USA, Inc., Sub. Note, 6.625%, 3/01/2009
61,270
75,000 Household Finance Corp., Unsecd. Note, 4.75%, 7/15/2013
71,293
250,000 JPMorgan Chase & Co., Sub. Note, 5.125%, 09/15/2014
246,197
250,000 Marshall & Ilsley Bank, Milwaukee, Sr. Note, 4.40%, 03/15/2010
249,073
100,000 Northern Trust Corp., Sr. Note, 5.30%, 08/29/2011
100,987
100,000 PNC Funding Corp., Sr. Note, 5.125%, 12/14/2010
101,290
15,000 PNC Funding Corp., Sub. Note, 5.625%, 02/01/2017
14,163
70,000 Popular North America, Inc., 5.65%, 04/15/2009
68,533
477,778 2,3 Regional Diversified Funding, 9.25%, 3/15/2030
528,073
100,000 Sovereign Bancorp, Inc., Sr. Note, 4.80%, 09/01/2010
93,400
100,000 U.S. Bank, N.A., 6.30%, 02/04/2014
105,650
Principal
Amount

   

   

Value in
U.S. Dollars


CORPORATE BONDS--continued
Financial Institution - Banking--continued
$ 100,000 Wachovia Bank N.A., Sub. Note, 4.875%, 02/01/2015
$ 94,804
140,000 Wachovia Corp., 5.75%, 02/01/2018
135,703
200,000 Washington Mutual Bank, 5.125%, 01/15/2015
164,934
100,000 Zions Bancorp, Sub. Note, 5.50%, 11/16/2015


83,104

   TOTAL


3,224,549

Financial Institution - Brokerage--0.5%
220,000 Blackrock, Inc., 6.25%, 09/15/2017
221,125
40,000 Eaton Vance Corp., 6.50%, 10/02/2017
40,915
100,000 2,3 FMR Corp., 4.75%, 03/01/2013
97,976
50,000 Goldman Sachs Group, Inc., 6.125%, 02/15/2033
45,976
100,000 Goldman Sachs Group, Inc., 6.60%, 01/15/2012
104,731
150,000 Goldman Sachs Group, Inc., Sr. Note, 6.15%, 04/01/2018
149,155
190,000 Invesco Ltd., Note, 4.50%, 12/15/2009
187,761
25,000 Janus Capital Group, Inc., Sr. Note, 6.25%, 06/15/2012
24,329
30,000 Janus Capital Group, Inc., Sr. Note, 6.70%, 06/15/2017
28,699
60,000 Lehman Brothers Holdings, Inc., Sub. Deb., 6.50%, 07/19/2017
55,257
60,000 Lehman Brothers Holdings, Inc., Sub. Deb., 6.875%, 07/17/2037
52,394
60,000 Lehman Brothers Holdings, Note, 4.80%, 3/13/2014
54,519
30,000 Merrill Lynch & Co., Inc., Sr. Unsecd. Note, 6.05%, 08/15/2012
29,808
100,000 Morgan Stanley Group, Inc., 5.30%, 03/01/2013
99,389
75,000 Morgan Stanley, Note, 3.875%, 01/15/2009
75,258
100,000 Morgan Stanley, Sr. Unsecd. Note, 6.625%, 04/01/2018
99,274
30,000 Nuveen Investments, 5.500%, 09/15/2015
21,450
30,000 Nuveen Investments, 5.00%, 9/15/2010


26,400

   TOTAL


1,414,416

Financial Institution - Finance Noncaptive--0.2%
100,000 American International Group, Inc., Sr. Note, 4.70%, 10/01/2010
99,359
100,000 Berkshire Hathaway, Inc., Company Guarantee, 4.85%, 01/15/2015
100,175
80,000 Capmark Financial Group, Inc., Company Guarantee, Series WI, 6.30%, 05/10/2017
58,792
50,000 General Electric Capital Corp., 5.625%, 05/01/2018
49,540
30,000 General Electric Capital Corp., Note, Series MTN, 6.75%, 03/15/2032
30,627
75,000 General Electric Capital, Note, 6.125%, 2/22/2011
78,497
30,000 Heller Financial, Inc., Note, 7.375%, 11/01/2009
31,447
80,000 International Lease Finance Corp., 4.875%, 09/01/2010


79,261

   TOTAL


527,698

Principal
Amount

   

   

Value in
U.S. Dollars


CORPORATE BONDS--continued
Financial Institution - Insurance - Health--0.0%
$ 50,000 CIGNA Corp., 6.35%, 03/15/2018

$
50,079

Financial Institution - Insurance - Life--0.5%
100,000 AXA-UAP, Sub. Note, 8.60%, 12/15/2030
109,291
300,000 2,3 Pacific LifeCorp., Bond, 6.60%, 9/15/2033
293,752
40,000 Prudential Financial, Inc., 6.625%, 12/01/2037
38,913
750,000 2,3 Union Central Life Ins Co, Note, 8.20%, 11/1/2026


811,747

   TOTAL


1,253,703

Financial Institution - Insurance - P&C--0.1%
80,000 ACE INA Holdings, Inc., Sr. Note, 5.70%, 02/15/2017
78,561
80,000 CNA Financial Corp., 6.50%, 08/15/2016
78,530
15,000 Chubb Corp., Sr. Note, 5.75%, 05/15/2018
14,802
50,000 Horace Mann Educators Corp., Sr. Note, 6.85%, 04/15/2016
52,412
100,000 2,3 Liberty Mutual Group, Inc., Unsecd. Note, 5.75%, 03/15/2014
96,525
10,000 The Travelers Cos., Inc., Sr. Unsecd. Note, 5.50%, 12/01/2015


9,834

   TOTAL


330,664

Financial Institution - REITs--0.1%
40,000 Equity One, Inc., Bond, 6.00%, 09/15/2017
34,779
40,000 Liberty Property LP, 6.625%, 10/01/2017
38,003
45,000 Mack-Cali Realty Corp., Note, 7.25%, 3/15/2009
45,603
120,000 Prologis, Sr. Note, 5.50%, 04/01/2012
117,820
60,000 Simon Property Group, Inc, Note, 7.75%, 1/20/2011
62,476
50,000 Simon Property Group, Inc., 6.35%, 08/28/2012


51,138

   TOTAL


349,819

Foreign-Local-Government--0.0%
50,000 Quebec, Province of, Note, Series MTNA, 7.035%, 3/10/2026


58,770

Municipal Services--0.1%
140,000 2,3 Army Hawaii Family Housing, 5.524%, 6/15/2050
117,524
100,000 2,3 Camp Pendleton & Quantico Housing LLC, 5.572%, 10/01/2050


84,997

   TOTAL


202,521

Sovereign--0.1%
100,000 Corp Andina De Fomento, Bond, 7.375%, 01/18/2011
107,145
30,000 United Mexican States, Series MTNA, 6.75%, 09/27/2034


32,430

   TOTAL


139,575

Principal
Amount

   

   

Value in
U.S. Dollars


CORPORATE BONDS--continued
Technology--0.2%
$ 50,000 Cisco Systems, Inc., Note, 5.25%, 02/22/2011
$ 51,422
20,000 Cisco Systems, Inc., Sr. Unsecd. Note, 5.500%, 02/22/2016
20,245
40,000 Dell Computer Corp., Deb., 7.10%, 04/15/2028
41,184
60,000 Dun & Bradstreet Corp., Sr. Unsecd. Note, 5.50%, 03/15/2011
59,630
80,000 Fiserv, Inc., Sr. Note, 6.80%, 11/20/2017
80,604
50,000 Harris Corp., 5.95%, 12/01/2017
49,391
50,000 Hewlett-Packard Co., Note, 5.40%, 03/01/2017
49,574
100,000 Oracle Corp., Sr. Unsecd. Note, Series WI, 5.00%, 01/15/2011


102,134

   TOTAL


454,184

Transportation - Airlines--0.0%
100,000 Southwest Airlines Co., Deb., 7.375%, 03/01/2027


101,014

Transportation - Railroads--0.1%
100,000 Burlington Northern Santa Fe Corp., 4.875%, 01/15/2015
94,544
50,000 Norfolk Southern Corp., Note, 6.75%, 02/15/2011
51,974
50,000 Union Pacific Corp., 4.875%, 01/15/2015
47,999
45,000 Union Pacific Corp., Bond, 6.625%, 2/01/2029


45,199

   TOTAL


239,716

Transportation - Services--0.0%
75,000 2,3 Enterprise Rent-A-Car USA Finance Co., 6.375%, 10/15/2017


67,884

Utility - Electric--0.3%
50,000 Cleveland Electric Illuminating Co., Sr. Unsecd. Note, 5.95%, 12/15/2036
42,882
50,000 Commonwealth Edison Co., 1st Mtg. Bond, 5.80%, 03/15/2018
49,170
40,000 Consolidated Edison Co., Sr. Unsecd. Note, 5.50%, 09/15/2016
40,190
100,000 Duke Capital Corp., Sr. Note, 6.25%, 02/15/2013
101,670
100,000 Exelon Generation Co. LLC, 6.95%, 06/15/2011
104,116
110,000 2,3 Great River Energy, 1st Mtg. Note, 5.829%, 07/01/2017
107,758
120,000 MidAmerican Energy Co., 4.65%, 10/01/2014
115,997
30,000 Northern States Power Co., MN, 1st Mtg. Bond, 5.25%, 3/01/2018
29,713
60,000 PPL Energy Supply LLC, Sr. Unsecd. Note, 6.00%, 12/15/2036
49,381
100,000 Union Electric Co., 6.00%, 04/01/2018
99,071
80,000 Virginia Electric & Power Co., Sr. Unsecd. Note, 5.10%, 11/30/2012


80,845

   TOTAL


820,793

Utility - Natural Gas Distributor--0.1%
210,000 Atmos Energy Corp., 4.00%, 10/15/2009


207,752

Principal
Amount

   

   

Value in
U.S. Dollars


CORPORATE BONDS--continued
Utility - Natural Gas Pipelines--0.1%
$ 60,000 Kinder Morgan Energy Partners LP, 6.75%, 3/15/2011
$ 62,239
100,000 Kinder Morgan Energy Partners LP, Sr. Unsecd. Note, 5.80%, 03/15/2035


87,524

   TOTAL


149,763

   TOTAL CORPORATE BONDS
(IDENTIFIED COST $16,181,882)



15,794,820

CORPORATE NOTES--2.4%
6,000,000 2,3 Merrill Lynch & Co., Inc., Commodity-Linked Note, 3.11%, 09/11/2008
6,003,420
125,000 Telecom Italia Capital, Note, 4.875%, 10/01/2010


124,402

   TOTAL CORPORATE NOTES
(IDENTIFIED COST $6,124,978)



6,127,822

GOVERNMENT AGENCIES--2.8%
2,550,000 4 Federal Home Loan Mortgage Corp., 4.625%, 10/25/2012
2,612,290
415,000 Federal Home Loan Mortgage Corp., 6.250%, 7/15/2032
468,940
4,000,000 Federal National Mortgage Association, 2.750%, 4/11/2011
3,917,344
100,000 Federal National Mortgage Association, 4.500%, 6/1/2010
102,444
40,000 Federal National Mortgage Association, 7.125%, 1/15/2030


49,389

   TOTAL GOVERNMENT AGENCIES
(IDENTIFIED COST $7,173,772)



7,150,407

GOVERNMENTS/AGENCIES--0.0%
Sovereign--0.0%
75,000 United Mexican States, 6.625%, 03/03/2015
(IDENTIFIED COST $76,869)


81,109

MORTGAGE-BACKED SECURITIES--0.5%
11,847 Federal Home Loan Mortgage Corp. Pool C00592, 7.000%, 3/1/2028
12,481
9,475 Federal Home Loan Mortgage Corp. Pool C00896, 7.500%, 12/1/2029
10,028
22,970 Federal Home Loan Mortgage Corp. Pool C17281, 6.500%, 11/1/2028
23,938
20,912 Federal Home Loan Mortgage Corp. Pool C19588, 6.500%, 12/1/2028
21,793
7,932 Federal Home Loan Mortgage Corp. Pool C25621, 6.500%, 5/1/2029
8,266
33,936 Federal Home Loan Mortgage Corp. Pool C76361, 6.000%, 2/1/2033
34,649
96,356 Federal Home Loan Mortgage Corp. Pool E01545, 5.000%, 15 Year, 1/1/2019
96,505
16,303 Federal Home Loan Mortgage Corp. Pool E20252, 7.000%, 15 Year, 7/1/2011
16,726
2,144 Federal Home Loan Mortgage Corp. Pool E77591, 6.500%, 7/1/2014
2,229
24,223 Federal Home Loan Mortgage Corp. Pool E99510, 5.500%, 9/1/2018
24,648
27,996 Federal Home Loan Mortgage Corp. Pool G01444, 6.500%, 8/1/2032
29,141
37,864 Federal Home Loan Mortgage Corp. Pool M90876, 4.000%, 11/1/2008
37,865
19,163 Federal National Mortgage Association Pool 251697, 6.500%, 30 Year, 5/1/2028
19,807
Principal
Amount

   

   

Value in
U.S. Dollars


MORTGAGE-BACKED SECURITIES--continued
$ 42,119 Federal National Mortgage Association Pool 252334, 6.500%, 30 Year, 2/1/2029
$ 43,303
106,827 Federal National Mortgage Association Pool 254720, 4.500%, 5/1/2018
105,003
102,567 Federal National Mortgage Association Pool 254802, 4.500%, 7/1/2018
100,816
44,234 Federal National Mortgage Association Pool 254905, 6.000%, 10/1/2033
45,092
91,977 Federal National Mortgage Association Pool 255075, 5.500%, 2/1/2024
92,044
108,644 Federal National Mortgage Association Pool 255079, 5.000%, 2/1/2019
108,879
4,279 Federal National Mortgage Association Pool 303168, 9.500%, 30 Year, 2/1/2025
4,798
2,307 Federal National Mortgage Association Pool 323159, 7.500%, 4/1/2028
2,435
19,029 Federal National Mortgage Association Pool 323640, 7.500%, 4/1/2029
20,090
1,090 Federal National Mortgage Association Pool 323970, 7.000%, 15 Year, 10/1/2014
1,131
48,896 Federal National Mortgage Association Pool 428865, 7.000%, 6/1/2028
51,452
4,663 Federal National Mortgage Association Pool 443215, 6.000%, 10/1/2028
4,768
1,579 Federal National Mortgage Association Pool 511365, 7.000%, 8/1/2029
1,662
471 Federal National Mortgage Association Pool 514184, 7.500%, 9/1/2029
498
94,793 Federal National Mortgage Association Pool 545993, 6.000%, 11/1/2032
96,691
37,349 Federal National Mortgage Association Pool 555272, 6.000%, 3/1/2033
38,097
83,702 Federal National Mortgage Association Pool 713974, 5.500%, 7/1/2033
83,445
110,311 Federal National Mortgage Association Pool 721502, 5.000%, 7/1/2033
106,954
1,691 Government National Mortgage Association Pool 352214, 7.000%, 4/15/2023
1,786
9,147 Government National Mortgage Association Pool 451522, 7.500%, 30 Year, 10/15/2027
9,773
20,465 Government National Mortgage Association Pool 462556, 6.500%, 2/15/2028
21,193
507 Government National Mortgage Association Pool 462739, 7.500%, 5/15/2028
542
1,237 Government National Mortgage Association Pool 464835, 6.500%, 9/15/2028
1,281
12,537 Government National Mortgage Association Pool 469699, 7.000%, 11/15/2028
13,305
16,322 Government National Mortgage Association Pool 486760, 6.500%, 12/15/2028
16,903
2,910 Government National Mortgage Association Pool 780339, 8.000%, 30 Year, 12/15/2023
3,105
20,965 Government National Mortgage Association Pool 780453, 7.500%, 30 Year, 12/15/2025
22,244
18,242 Government National Mortgage Association Pool 780584, 7.000%, 30 Year, 6/15/2027


19,360

   TOTAL MORTGAGE-BACKED SECURITIES
(IDENTIFIED COST $1,355,570)



1,354,726

Principal
Amount
or Shares

   

   

Value in
U.S. Dollars


U.S. TREASURY--0.6%
$ 465,093 U.S. Treasury Inflation Protected Note, 2.500%, 7/15/2016
$ 504,553
1,000,000 United States Treasury Note, 3.875%, 9/15/2010


1,025,624

   TOTAL U.S. TREASURY
(IDENTIFIED COST $1,494,087)



1,530,177

EXCHANGE-TRADED MUTUAL FUND--0.5%
8,778 iShares MSCI Emerging Market
(IDENTIFIED COST $1,310,590)


1,326,970

MUTUAL FUNDS--33.6% 5
62,987 Emerging Markets Fixed Income Core Fund
1,389,873
293,895 Federated InterContinental Fund, Institutional Shares
19,170,767
5,360,629 Federated Mortgage Core Portfolio
52,963,017
822,405 High Yield Bond Portfolio
5,329,183
7,946,445 6 Prime Value Obligations Fund, Institutional Shares, 2.70%


7,946,445

   TOTAL MUTUAL FUNDS
(IDENTIFIED COST $85,285,839)



86,799,285

   TOTAL INVESTMENTS--100.5%
(IDENTIFIED COST $244,963,258) 7



259,875,456

   OTHER ASSETS AND LIABILITIES - NET--(0.5)% 8


(1,408,872
)
   TOTAL NET ASSETS--100%

$
258,466,584

At May 31, 2008, the Fund had the following outstanding foreign exchange contract:

Settlement Date
   
Foreign Currency
Units to
Deliver/Receive

   
In Exchange
For

   
Contracts
at Value

   
Unrealized
Appreciation

Contract Purchased:








6/2/2008

114,586 Swiss Franc

$109,536

$109,941

$405

At May 31, 2008, the Fund had the following outstanding futures contracts:


Description
   
Number of
Contracts

   
Notional
Value

   
Expiration
Date

   
Unrealized
Appreciation/
(Depreciation)


1

U.S. Treasury Notes 5-Year Long Futures

65

$7,145,938

September 2008

$(78,435
)
1

U.S. Treasury Notes 10-Year Long Futures

50

$5,620,313

September 2008

$(91,194
)
1
U.S. Treasury Bonds Long Futures

20

$2,270,000

September 2008

$(51,165
)
1

U.S. Treasury Notes 2-Year Short Futures

65

$13,690,625

September 2008

$41,409

  
   NET UNREALIZED DEPRECIATION ON FUTURES CONTRACTS
  
  

$(179,385
)

At May 31, 2008, the Fund had the following open swap contracts:

Credit
Default Swap Counterparty

   
Reference Entity
   
Buy/Sell
   
Pay/Receive
Fixed Rate

   
Expiration
Date

   
Notional
Amount

   
Value

Merrill Lynch 9

Series 9 Investment
Grade Index

Sell

0.60%

12/20/2012

$10,000,000

$(181,034
)
Lehman Brothers 9

Series 10 Investment
Grade Index

Buy

1.55%

6/20/2013

$ 5,000,000

$ 132,696

   TOTAL VALUE OF CREDIT DEFAULT SWAPS
  
  
  
  
  
  

$ (48,338
)

Net Unrealized Appreciation/Depreciation on the Foreign Exchange Contract, Futures Contracts and Value of Swap Contracts is included in "Other Assets and Liabilities - Net."

1 Non-income producing security.

2 Denotes a restricted security that either: (a) cannot be offered for public sale without first being registered, or being able to take advantage of an exemption from registration, under the Securities Act of 1933; or (b) is subject to a contractual restriction on public sales. At May 31, 2008, these restricted securities amounted to $9,340,063, which represented 3.6% of total net assets.

3 Denotes a restricted security that may be resold without restriction to "qualified institutional buyers" as defined in Rule 144A under the Securities Act of 1933 and that the Fund has determined to be liquid under criteria established by the Fund's Board of Directors (the "Directors"). At May 31, 2008, these liquid restricted securities amounted to $9,340,063, which represented 3.6% of total net assets.

4 Pledged as collateral to ensure the Fund is able to satisfy the obligations of its outstanding futures contracts.

5 Affiliated companies.

6 7-Day net yield.

7 The cost of investments for federal tax purposes amounts to $244,974,212.

8 Assets, other than investments in securities, less liabilities. See Statement of Assets and Liabilities.

9 Net premiums received by the Fund amount to $135,575.

Note: The categories of investments are shown as a percentage of total net assets at May 31, 2008.

Various inputs are used in determining the value of the Fund's investments. These inputs are summarized in the three broad levels listed below:

Level 1 - quoted prices in active markets for identical securities

Level 2 - other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.)

Level 3 - significant unobservable inputs (including the Fund's own assumptions in determining the fair value of investments)

The inputs or methodology used for valuing securities are not an indication of the risk associated with investing in those securities.

The following is a summary of the inputs used, as of May 31, 2008, in valuing the Fund's assets carried at fair value:

Valuation Inputs
   
Investments
in Securities

   
Other Financial
Instruments*


Level 1 - Quoted Prices

$221,634,486

$(178,980
)
Level 2 - Other Significant Observable Inputs

38,240,970

(48,338
)
Level 3 - Significant Unobservable Inputs

- --

- --

   TOTAL

$259,875,456

$(227,318
)

* Other Financial Instruments include a foreign exchange contract, futures contracts and swap contracts.

The following acronyms are used throughout this portfolio:

ADR - --American Depositary Receipt
MTN - --Medium Term Note
REITs - --Real Estate Investment Trusts

See Notes which are an integral part of the Financial Statements

Statement of Assets and Liabilities

May 31, 2008 (unaudited)

Assets:
      
Total investments in securities, at value including $86,799,285 of investments in affiliated issuers (Note 5) (identified cost $244,963,258)
$ 259,875,456
Cash
51
Income receivable
621,570
Receivable for daily variation margin
20,781
Receivable for investments sold
7,665,843
Receivable for shares sold
195,048
Receivable for foreign exchange contracts





405

   TOTAL ASSETS





268,379,154

Liabilities:
Payable for investments purchased
$ 9,310,547
Payable for shares redeemed
300,516
Income distribution payable
63,448
Swaps, at value (premium received of $135,575)
48,338
Payable for Directors'/Trustees' fees
370
Payable for distribution services fee (Note 5)
46,414
Payable for shareholder services fee (Note 5)
48,146
Accrued expenses


94,791




   TOTAL LIABILITIES





9,912,570

Net assets for 15,012,738 shares outstanding




$
258,466,584

Net Assets Consist of:
Paid-in capital
$ 246,998,886
Net unrealized appreciation of investments, translation of assets and liabilities in foreign currency, futures contracts and swap contracts


14,794,871
Accumulated net realized loss on investments, foreign currency transactions, futures contracts, options and swap contracts
(3,763,891 )
Undistributed net investment income





436,718

   TOTAL NET ASSETS




$
258,466,584

Statement of Assets and Liabilities-continued

Net Asset Value, Offering Price and Redemption Proceeds Per Share
      
Class A Shares:
Net asset value per share ($179,447,903 ÷ 10,415,754 shares outstanding), $0.001 par value, 750,000,000 shares authorized





$17.23

Offering price per share (100/94.50 of $17.23) 1





$18.23

Redemption proceeds per share





$17.23

Class B Shares:
Net asset value per share ($34,402,097 ÷ 2,000,228 shares outstanding), $0.001 par value, 500,000,000 shares authorized





$17.20

Offering price per share





$17.20

Redemption proceeds per share (94.50/100 of $17.20) 1





$16.25

Class C Shares:
Net asset value per share ($26,550,450 ÷ 1,549,556 shares outstanding), $0.001 par value, 500,000,000 shares authorized





$17.13

Offering price per share





$17.13

Redemption proceeds per share (99.00/100 of $17.13) 1





$16.96

Class K Shares:
Net asset value per share ($18,066,134 ÷ 1,047,200 shares outstanding), $0.001 par value, 250,000,000 shares authorized





$17.25

Offering price per share





$17.25

Redemption proceeds per share





$17.25

1 See "What Do Shares Cost?" in the Prospectus.

See Notes which are an integral part of the Financial Statements

Statement of Operations

Six Months Ended May 31, 2008 (unaudited)

Investment Income:
         
Dividends (including $2,900,038 received from affiliated issuers (Note 5) and net of foreign taxes withheld of $18,167)
$ 4,515,357
Interest
843,909
Investment income allocated from affiliated partnership (Note 5)










57,413

   TOTAL INCOME










5,416,679

Expenses:
Investment adviser fee (Note 5)
$ 934,939
Administrative personnel and services fee (Note 5)
134,999
Custodian fees
17,056
Transfer and dividend disbursing agent fees and
expenses--Class A Shares
158,653
Transfer and dividend disbursing agent fees and
expenses--Class B Shares
39,194
Transfer and dividend disbursing agent fees and
expenses--Class C Shares
23,751
Transfer and dividend disbursing agent fees and
expenses--Class K Shares
30,303
Directors'/Trustees' fees
7,266
Auditing fees
12,835
Legal fees
9,829
Portfolio accounting fees
60,169
Distribution services fee--Class B Shares (Note 5)
138,622
Distribution services fee--Class C Shares (Note 5)
96,436
Distribution services fee--Class K Shares (Note 5)
41,595
Shareholder services fee--Class A Shares (Note 5)
219,338
Shareholder services fee--Class B Shares (Note 5)
46,207
Shareholder services fee--Class C Shares (Note 5)
31,273
Account administration--Class A Shares
2,379
Share registration costs
33,031
Printing and postage
33,899
Insurance premiums
2,463
Taxes
10,177
Miscellaneous






4,880





Expenses before allocation






2,089,294





Expenses allocated from affiliated partnership






468





   TOTAL EXPENSES






2,089,762





Statement of Operations-continued

Waivers, Reimbursements and Expense Reduction (Note 5):
         
Waiver/reimbursement of investment adviser fee
$ (101,835 )
Waiver of administrative personnel and services fee
(26,185 )
Reimbursement of transfer and dividend disbursing agent fees and expenses--Class A Shares
(20,066 )
Reimbursement of transfer and dividend disbursing agent fees and expenses--Class B Shares
(3,731 )
Reimbursement of transfer and dividend disbursing agent fees and expenses--Class C Shares
(145 )
Fees paid indirectly from directed brokerage arrangements


(3,146
)








   TOTAL WAIVERS, REIMBURSEMENTS AND EXPENSE REDUCTION





$
(155,108
)




Net expenses









$
1,934,654

Net investment income










3,482,025

Realized and Unrealized Gain (Loss) on Investments, Foreign Currency Transactions, Futures Contracts and Swap Contracts:
Net realized loss on investments and foreign currency transactions (including realized loss of $870,056 on sales of investments in affiliated issuers (Note 5)
(659,252 )
Net realized loss on futures contracts
(6,743 )
Net realized loss on swap contracts
(1,510,241 )
Net realized loss allocated from partnership
(2,283 )
Realized gain distributions from affiliated investment company shares
3,037,079
Net change in unrealized appreciation of investments and translation of assets and liabilities in foreign currency







(13,516,292
)
Net change in unrealized appreciation on futures contracts
(190,287 )
Net change in unrealized depreciation of swap contracts










163,498

Net realized and unrealized loss on investments, foreign currency transactions, futures contracts and swap contracts










(12,684,521
)
Change in net assets resulting from operations









$
(9,202,496
)

See Notes which are an integral part of the Financial Statements

Statement of Changes in Net Assets


   

Six Months
Ended
(unaudited)
5/31/2008


   


Year Ended
11/30/2007


Increase (Decrease) in Net Assets
Operations:
Net investment income
$ 3,482,025 $ 5,180,723
Net realized gain (loss) on investments, including allocation from partnership, foreign currency transactions, futures contracts and swap contracts
(2,178,519 ) 26,300,316
Realized gain distributions from affiliated investment company shares
3,037,079 969,148
Net change in unrealized appreciation/depreciation of investments, translation of assets and liabilities in foreign currency, futures contracts and swap contracts


(13,543,081
)


(6,633,044
)
   CHANGE IN NET ASSETS RESULTING FROM OPERATIONS


(9,202,496
)


25,817,143

Distributions to Shareholders:
Distributions from net investment income
Class A Shares
(2,460,066 ) (3,993,440 )
Class B Shares
(351,180 ) (574,648 )
Class C Shares
(248,757 ) (344,061 )
Class K Shares
(183,582 ) (213,036 )
Distributions from net realized gains on investments and foreign currency transactions and swap contracts
Class A Shares
(18,997,902 ) (19,147,426 )
Class B Shares
(3,970,711 ) (4,766,903 )
Class C Shares
(2,615,521 ) (2,577,998 )
Class K Shares


(1,610,546
)


(1,017,268
)
   CHANGE IN NET ASSETS RESULTING FROM DISTRIBUTIONS TO SHAREHOLDERS


(30,438,265
)


(32,634,780
)
Share Transactions:
Proceeds from sale of shares
30,568,372 52,577,275
Net asset value of shares issued to shareholders in payment of distributions declared
28,639,153 30,402,512
Cost of shares redeemed


(40,793,776
)


(82,206,153
)
   CHANGE IN NET ASSETS RESULTING FROM SHARE TRANSACTIONS


18,413,749



773,634

Change in net assets


(21,227,012
)


(6,004,003
)
Net Assets:
Beginning of period


279,693,596



285,737,599

End of period (including undistributed net investment income of $436,718 and $198,278, respectively)

$
258,466,584


$
279,693,596

See Notes which are an integral part of the Financial Statements

Notes to Financial Statements

May 31, 2008 (unaudited)

1. ORGANIZATION

Federated Stock and Bond Fund, Inc. (the "Fund") is registered under the Investment Company Act of 1940, as amended (the "Act"), as a diversified, open-end management investment company. The Fund offers four classes of shares: Class A Shares, Class B Shares, Class C Shares and Class K Shares. All shares of the Fund have equal rights with respect to voting, except on class-specific matters. The primary investment objective of the Fund is to provide relative safety of capital with the possibility of long-term growth of capital and income. Consideration is also given to current income.

2. SIGNIFICANT ACCOUNTING POLICIES

The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of its financial statements. These policies are in conformity with generally accepted accounting principles (GAAP) in the United States of America.

Investment Valuation

In calculating its net asset value (NAV), the Fund generally values investments as follows:

  • Equity securities listed on an exchange or traded through a regulated market system are valued at their last reported sale price or official closing price in their principal exchange or market.
  • Fixed-income securities acquired with remaining maturities greater than 60 days are fair valued using price evaluations provided by a pricing service approved by the Directors.
  • Fixed-income securities acquired with remaining maturities of 60 days or less are valued at their cost (adjusted for the accretion of any discount or amortization of any premium).
  • Shares of other mutual funds are valued based upon their reported NAVs.
  • Derivative contracts listed on exchanges are valued at their reported settlement or closing price.
  • Over-the-counter (OTC) derivative contracts are fair valued using price evaluations provided by a pricing service approved by the Directors.

If the Fund cannot obtain a price or price evaluation from a pricing service for an investment, the Fund may attempt to value the investment based upon the mean of bid and asked quotations or fair value the investment based on price evaluations, from one or more dealers. If any price, quotation, price evaluation or other pricing source is not readily available when the NAV is calculated, the Fund uses the fair value of the investment determined in accordance with the procedures described below. There can be no assurance that the Fund could purchase or sell an investment at the price used to calculate the Fund's NAV.

Fair Valuation and Significant Events Procedures

The Directors have authorized the use of pricing services to provide evaluations of the current fair value of certain investments for purposes of calculating the NAV. Factors considered by pricing services in evaluating an investment include the yields or prices of investments of comparable quality, coupon, maturity, call rights and other potential prepayments, terms and type, reported transactions, indications as to values from dealers, and general market conditions. Some pricing services provide a single price evaluation reflecting the bid-side of the market for an investment (a "bid" evaluation). Other pricing services offer both bid evaluations and price evaluations indicative of a price between the prices bid and asked for the investment (a "mid" evaluation). The Fund normally uses bid evaluations for U.S. Treasury and Agency securities, mortgage-backed securities and municipal securities. The Fund normally uses mid evaluations for other types of fixed-income securities and OTC derivative contracts. In the event that market quotations and price evaluations are not available for an investment, the fair value of the investment is determined in accordance with procedures adopted by the Directors.

The Directors also have adopted procedures requiring an investment to be priced at its fair value whenever the Adviser determines that a significant event affecting the value of the investment has occurred between the time as of which the price of the investment would otherwise be determined and the time as of which the NAV is computed. An event is considered significant if there is both an affirmative expectation that the investment's value will change in response to the event and a reasonable basis for quantifying the resulting change in value. Examples of significant events that may occur after the close of the principal market on which a security is traded, or after the time of a price evaluation provided by a pricing service or a dealer, include:

  • With respect to securities traded in foreign markets, significant trends in U.S. equity markets or in the trading of foreign securities index futures or options contracts;
  • With respect to price evaluations of fixed-income securities determined before the close of regular trading on the NYSE, actions by the Federal Reserve Open Market Committee and other significant trends in U.S. fixed-income markets;
  • Political or other developments affecting the economy or markets in which an issuer conducts its operations or its securities are traded; and
  • Announcements concerning matters such as acquisitions, recapitalizations, litigation developments, a natural disaster affecting the issuer's operations or regulatory changes or market developments affecting the issuer's industry.

The Directors have approved the use of a pricing service to determine the fair value of equity securities traded principally in foreign markets when the Adviser determines that there has been a significant trend in the U.S. equity markets or in index futures trading. For other significant events, the Fund may seek to obtain more current quotations or price evaluations from alternative pricing sources. If a reliable alternative pricing source is not available, the Fund will determine the fair value of the investment using another method approved by the Directors.

Repurchase Agreements

It is the policy of the Fund to require the other party to a repurchase agreement to transfer to the Fund's custodian or sub-custodian eligible securities or cash with a market value (after transaction costs) at least equal to the repurchase price to be paid under the repurchase agreement. The eligible securities are transferred to accounts with the custodian or sub-custodian in which the Fund holds a "securities entitlement" and exercises "control" as those terms are defined in the Uniform Commercial Code. The Fund has established procedures for monitoring the market value of the transferred securities and requiring the transfer of additional eligible securities if necessary to equal at least the repurchase price. These procedures also allow the other party to require securities to be transferred from the account to the extent that their market value exceeds the repurchase price or in exchange for other eligible securities of equivalent market value.

With respect to agreements to repurchase U.S. government securities and cash items, the Fund treats the repurchase agreement as an investment in the underlying securities and not as an obligation of the other party to the repurchase agreement. Other repurchase agreements are treated as obligations of the other party secured by the underlying securities. Nevertheless, the insolvency of the other party or other failure to repurchase the securities may delay the disposition of the underlying securities or cause the Fund to receive less than the full repurchase price. Under the terms of the repurchase agreement, any amounts received by the Fund in excess of the repurchase price and related transaction costs must be remitted to the other party.

The Fund may enter into repurchase agreements in which eligible securities are transferred into joint trading accounts maintained by the custodian or sub-custodian for investment companies and other clients advised by the Fund's Adviser and its affiliates. The Fund will participate on a pro rata basis with the other investment companies and clients in its share of the securities transferred under such repurchase agreements and in its share of proceeds from any repurchase or other disposition of such securities.

Investment Income, Gains and Losses, Expenses and Distributions

Interest income and expenses are accrued daily. Dividend income and distributions to shareholders are recorded on the ex-dividend date. Foreign dividends are recorded on the ex-dividend date or when the Fund is informed of the ex-dividend date. Inflation adjustments on Treasury Inflation-Protected Securities are included in interest income. Distributions of net investment income are declared and paid quarterly. Non-cash dividends included in dividend income, if any, are recorded at fair value. Investment income, realized and unrealized gains and losses, and certain fund-level expenses are allocated to each class based on relative average daily net assets, except that Class A Shares, Class B Shares, Class C Shares and Class K Shares may bear distribution services fees, shareholder services fees, account administration fees and certain transfer and dividend disbursing agent fees unique to those classes. The Fund may also invest in Emerging Markets Fixed Income Core Fund (EMCORE), a portfolio of Federated Core Trust II, L.P., which is a limited partnership established under the laws of the state of Delaware. The Fund records daily its proportionate share of income, expenses, realized and unrealized gains and losses from EMCORE. Dividends are declared separately for each class. No class has preferential dividend rights; differences in per share dividend rates are generally due to differences in separate class expenses.

Premium and Discount Amortization/Paydown Gains and Losses

All premiums and discounts on fixed-income securities are amortized/accreted for financial statement purposes. Gains and losses realized on principal payment of mortgage-backed securities (paydown gains and losses) are classified as part of investment income.

Federal Taxes

It is the Fund's policy to comply with the Subchapter M provision of the Internal Revenue Code (the "Code") and to distribute to shareholders each year substantially all of its income. Accordingly, no provision for federal income tax is necessary. The Fund adopted the provisions of Financial Accounting Standards Board (FASB) Interpretation No. 48 (FIN 48), "Accounting for Uncertainty in Income Taxes," on December 1, 2007. As of and during the six months ended May 31, 2008, the Fund did not have a liability for any unrecognized tax expenses. The Fund recognizes interest and penalties, if any, related to tax liabilities as income tax expense in the Statement of Operations. As of May 31, 2008, tax years 2004 through 2007 remain subject to examination by the Fund's major tax jurisdictions, which include the United States of America, the state of Maryland and the Commonwealth of Pennsylvania.

Withholding taxes and where appropriate, deferred withholding taxes on foreign interest, dividends and capital gains have been provided for in accordance with the applicable country's tax rules and rates.

Other Taxes

As an open-end management investment company incorporated in the state of Maryland but domiciled in Pennsylvania, the Fund is subject to the Pennsylvania Franchise Tax. This franchise tax is assessed annually on the value of the Fund, as represented by average net assets for the tax year.

When-Issued and Delayed Delivery Transactions

The Fund may engage in when-issued or delayed delivery transactions. The Fund records when-issued securities on the trade date and maintains security positions such that sufficient liquid assets will be available to make payment for the securities purchased. Securities purchased on a when-issued or delayed delivery basis are marked to market daily and begin earning interest on the settlement date. Losses may occur on these transactions due to changes in market conditions or the failure of counterparties to perform under the contract.

Swap Contracts

Swap contracts involve two parties that agree to exchange the returns (or the differential in rates of return) earned or realized on particular predetermined investments, instruments, indices or other measures. The gross returns to be exchanged or "swapped" between parties are generally calculated with respect to a "notional amount" for a predetermined period of time. The Fund may enter into interest rate, total return, credit default, foreign exchange and other swap agreements. Total return swap agreements involve the commitment to pay or receive an amount generally determined by reference to an interest rate in exchange for a specific market-linked return, based on notional amounts. To the extent that the total return of the security or index underlying the transactions exceeds or falls short of the offsetting interest rate based obligation, the Fund receives or makes a payment to the counterparty. The "buyer" in a credit default swap is obligated to pay the "seller" a periodic stream of payments over the term of the contract provided that no event of default on an underlying reference obligation has occurred. If an event of default occurs, the seller must pay the buyer the full notional value, or the "par value," of the reference obligation in exchange for the reference obligation. The Fund may be either the buyer or seller in a credit default swap transaction. The maximum amount of the payment that may occur, as a result of a credit event payable by the protection seller, is equal to the notional amount of the underlying index or security. The Fund's maximum exposure to loss of the notional value of credit default swaps outstanding at May 31, 2008 is $10,000,000.

Risks may arise upon entering into swap agreements from the potential inability of the counterparties to meet the terms of their contract from unanticipated changes in the value of the swap agreement.

Upfront payments received or paid by the Fund will be reflected as an asset or liability on the Statement of Assets and Liabilities. Changes in the value of swap contracts are included in Swaps, at value on the Statement of Assets and Liabilities, and periodic payments are reported as Net realized gain (loss) on swap contracts in the Statement of Operations. For the six months ended May 31, 2008, the Fund had net realized losses on swap contracts of $1,510,241.

Swap contracts outstanding at period end are listed after the Fund's portfolio of investments.

Futures Contracts

The Fund purchases and sells financial futures contracts to manage cashflows, enhance yield and to potentially reduce transaction costs. Upon entering into a financial futures contract with a broker, the Fund is required to deposit in a segregated account a specified amount of cash or U.S. government securities. Futures contracts are valued daily and unrealized gains or losses are recorded in a "variation margin" account. Daily, the Fund receives from or pays to the broker a specified amount of cash based upon changes in the variation margin account. When a contract is closed, the Fund recognizes a realized gain or loss. Futures contracts have market risks, including the risk that the change in the value of the contract may not correlate with the changes in the value of the underlying securities. For the six months ended May 31, 2008, the Fund had net realized losses on futures contracts of $6,743.

Futures contracts outstanding at period end are listed after the Fund's portfolio of investments.

Foreign Exchange Contracts

The Fund may enter into foreign exchange contracts for the delayed delivery of securities or foreign currency exchange transactions. The Fund may enter into foreign exchange contracts to protect assets against adverse changes in foreign currency exchange rates or exchange control regulations. Purchased contracts are used to acquire exposure to foreign currencies, whereas, contracts to sell are used to hedge the Fund's securities against currency fluctuations. Risks may arise upon entering into these transactions from the potential inability of counterparties to meet the terms of their commitments and from unanticipated movements in security prices or foreign exchange rates. The foreign exchange contracts are adjusted by the daily exchange rate of the underlying currency and any gains or losses are recorded for financial statement purposes as unrealized until the settlement date.

Foreign exchange contracts outstanding at period end are listed after the Fund's portfolio of investments.

Foreign Currency Translation

The accounting records of the Fund are maintained in U.S. dollars. All assets and liabilities denominated in foreign currencies (FCs) are translated into U.S. dollars based on the rates of exchange of such currencies against U.S. dollars on the date of valuation. Purchases and sales of securities, income and expenses are translated at the rate of exchange quoted on the respective date that such transactions are recorded. The Fund does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss from investments.

Reported net realized foreign exchange gains or losses arise from sales of portfolio securities, sales and maturities of short-term securities, sales of FCs, currency gains or losses realized between the trade and settlement dates on securities transactions, the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Fund's books, and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities other than investments in securities at fiscal year end, resulting from changes in the exchange rate.

Restricted Securities

Restricted securities are securities that either: (a) cannot be offered for public sale without first being registered, or being able to take advantage of an exemption from registration, under the Securities Act of 1933; or (b) are subject to contractual restrictions on public sales. In some cases, when a security cannot be offered for public sale without first being registered, the issuer of the restricted security has agreed to register such securities for resale, at the issuer's expense, either upon demand by the Fund or in connection with another registered offering of the securities. Many such restricted securities may be resold in the secondary market in transactions exempt from registration. Restricted securities may be determined to be liquid under criteria established by the Directors. The Fund will not incur any registration costs upon such resales. The Fund's restricted securities are valued at the price provided by dealers in the secondary market or, if no market prices are available, at the fair value as determined in accordance with procedures established by and under the general supervision of the Directors.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts of assets, liabilities, expenses and revenues reported in the financial statements. Actual results could differ from those estimated.

Other

Investment transactions are accounted for on a trade-date basis. Realized gains and losses from investment transactions are recorded on an identified cost basis.

3. CAPITAL STOCK

The following tables summarize capital stock activity:



Six Months Ended
5/31/2008



Year Ended
11/30/2007

Class A Shares:
   
Shares

   

Amount

   
Shares

   

Amount

Shares sold
956,477 $ 16,729,294 1,580,674 $ 30,902,949
Shares issued to shareholders in payment of distributions declared
1,132,736 20,233,569 1,152,486 21,607,700
Shares redeemed

(1,460,381
)


(25,535,635
)

(2,594,906
)


(50,350,695
)
   NET CHANGE RESULTING FROM CLASS A SHARE TRANSACTIONS

628,832


$
11,427,228


138,254


$
2,159,954



Six Months Ended
5/31/2008



Year Ended
11/30/2007

Class B Shares:
   
Shares

   

Amount

   
Shares

   

Amount

Shares sold
173,953 $ 3,067,557 296,020 $ 5,773,666
Shares issued to shareholders in payment of distributions declared
228,712 4,083,749 266,434 4,971,550
Shares redeemed

(474,539
)


(8,279,639
)

(935,354
)


(18,128,500
)
   NET CHANGE RESULTING FROM CLASS B SHARE TRANSACTIONS

(71,874
)

$
(1,128,333
)

(372,900
)

$
(7,383,284
)


Six Months Ended
5/31/2008



Year Ended
11/30/2007

Class C Shares:
   
Shares

   

Amount

   
Shares

   

Amount

Shares sold
318,612 $ 5,493,472 404,964 $ 7,827,822
Shares issued to shareholders in payment of distributions declared
142,200 2,528,310 139,389 2,593,829
Shares redeemed

(246,546
)


(4,244,681
)

(529,929
)


(10,294,215
)
   NET CHANGE RESULTING FROM CLASS C SHARE TRANSACTIONS

214,266


$
3,777,101


14,424


$
127,436



Six Months Ended
5/31/2008



Year Ended
11/30/2007

Class K Shares:
   
Shares

   

Amount

   
Shares

   

Amount

Shares sold
303,255 $ 5,278,049 416,417 $ 8,072,838
Shares issued to shareholders in payment of distributions declared
100,225 1,793,525 65,500 1,229,433
Shares redeemed

(158,955
)


(2,733,821
)

(176,680
)


(3,432,743
)
   NET CHANGE RESULTING FROM CLASS K SHARE TRANSACTIONS

244,525


$
4,337,753


305,237


$
5,869,528

   NET CHANGE RESULTING FROM SHARE TRANSACTIONS

1,015,749


$
18,413,749


85,015


$
773,634

4. FEDERAL TAX INFORMATION

At May 31, 2008, the cost of investments for federal tax purposes was $244,974,212. The net unrealized appreciation of investments for federal tax purposes excluding any unrealized appreciation/depreciation resulting from changes in foreign currency exchange rates, futures contracts and swap contracts was $14,901,244. This consists of net unrealized appreciation from investments for those securities having an excess of value over cost of $17,451,964 and net unrealized depreciation from investments for those securities having an excess of cost over value of $2,550,720.

At November 30, 2007, the Fund had a capital loss carryforward of $2,372,592 which will reduce the Fund's taxable income arising from future net realized gains on investments, if any, to the extent permitted by the Code and thus will reduce the amount of distributions to shareholders which would otherwise be necessary to relieve the Fund of any liability for federal income tax. Pursuant to the Code, such capital loss carryforward will expire as follows:

Expiration Year
   
Expiration Amount
2009

$1,127,965
2010

$1,244,627

As a result of the tax-free transfer of assets from Vintage Balanced Fund, certain capital loss carryforwards listed above may be limited.

5. INVESTMENT ADVISER FEE AND OTHER TRANSACTIONS WITH AFFILIATES

Investment Adviser Fee

Federated Global Investment Management Corp. is the Fund's investment adviser (the "Adviser"). The advisory agreement between the Fund and the Adviser provides for an annual fee equal to: (a) a maximum of 0.55% of the average daily net assets of the Fund; and (b) 4.50% of the gross income of the Fund, excluding gains or losses. Subject to the terms described in the Expense Limitation note, the Adviser may voluntarily choose to waive any portion of its fee. The Adviser can modify or terminate this voluntary waiver at any time at its sole discretion. For the six months ended May 31, 2008, the Adviser voluntarily waived $7,788 of its fee. In addition, an affiliate of the adviser reimbursed $23,942 of transfer and dividend disbursing agent fees and expenses.

Prior to August 17, 2007, the Fund's investment adviser was Federated Equity Management Company of Pennsylvania (FEMCOPA). The advisory agreement between the Fund and FEMCOPA provided for an annual fee equal to: (a) a maximum of 0.55% of the average daily net assets of the Fund; and (b) 4.50% of the gross income of the Fund, excluding gains or losses.

Certain of the Fund's assets are managed by Federated Investment Management Company (FIMCO) and FEMCOPA (the "Sub-Advisers"). Under the terms of a sub-adviser agreement between the Adviser and the Sub-Advisers, the Sub-Advisers receive an allocable portion of the Fund's adviser fee. The fee is paid by the Adviser out of its resources and is not an incremental Fund expense. For the period ended May 31, 2008, FIMCO and FEMCOPA earned fees of $126,008 and $290,217, respectively.

Administrative Fee

Federated Administrative Services (FAS), under the Administrative Services Agreement, provides the Fund with administrative personnel and services. The fee paid to FAS is based on the average aggregate daily net assets of certain Federated funds as specified below:

Administrative Fee
   
Average Aggregate Daily Net Assets
of the Federated Funds

0.150%

on the first $5 billion
0.125%

on the next $5 billion
0.100%

on the next $10 billion
0.075%

on assets in excess of $20 billion

The administrative fee received during any fiscal year shall be at least $150,000 per portfolio and $40,000 per each additional class of Shares. Subject to the terms described in the Expense Limitation note, FAS may voluntarily choose to waive any portion of its fee. FAS can modify or terminate this voluntary waiver at any time at its sole discretion. For the six months ended May 31, 2008, the net fee paid to FAS was 0.083% of average daily net assets of the Fund. FAS waived $26,185 of its fee.

Distribution Services Fee

The Fund has adopted a Distribution Plan (the "Plan") pursuant to Rule 12b-1 under the Act. Under the terms of the Plan, the Fund will compensate Federated Securities Corp. (FSC), the principal distributor, from the daily net assets of the Fund's Class B Shares, Class C Shares and Class K Shares to finance activities intended to result in the sale of these shares. The Plan provides that the Fund may incur distribution expenses at the following percentages of average daily net assets annually, to compensate FSC:

Share Class Name
   
Percentage of Average Daily
Net Assets of Class

Class B Shares

0.75%
Class C Shares

0.75%
Class K Shares

0.50%

Subject to the terms described in the Expense Limitation note, FSC may voluntarily choose to waive any portion of its fee. FSC can modify or terminate this voluntary waiver at any time at its sole discretion. When FSC receives fees, it may pay some or all of them to financial intermediaries whose customers purchase shares. For the six months ended May 31, 2008, FSC retained $9,272 of fees paid by the Fund.

Sales Charges

For the six months ended May 31, 2008, FSC retained $6,730 in sales charges from the sale of Class A Shares. FSC also retained $773 relating to redemptions of Class C Shares. See "What Do Shares Cost?" in the Prospectus.

Shareholder Services Fee

The Fund may pay fees (Service Fees) up to 0.25% of the average daily net assets of the Fund's Class A Shares, Class B Shares and Class C Shares to financial intermediaries or to Federated Shareholder Services Company (FSSC) for providing services to shareholders and maintaining shareholder accounts. Financial intermediaries may include a company affiliated with management of Federated Investors, Inc. A financial intermediary affiliated with management of Federated Investors, Inc. received $850 of Service Fees for the six months ended May 31, 2008. Subject to the terms described in the Expense Limitation note, FSSC may voluntarily reimburse the Fund for shareholder services fees. This voluntary reimbursement can be modified or terminated at any time. For the six months ended May 31, 2008, FSSC received $20,016 of fees paid by the Fund.

Expense Reduction

The Fund directs portfolio trades to a broker that in turn pays a portion of the Fund's operating expenses. For the six months ended May 31, 2008, the Fund's expenses were reduced by $3,146 under these arrangements.

Expense Limitation

The Adviser and its affiliates (which may include FSC, FAS and FSSC) have voluntarily agreed to waive their fees and/or reimburse expenses so that the total operating expenses (as shown in the financial highlights, but excluding expenses allocated from affiliated partnerships) paid by the Fund's Class A Shares, Class B Shares, Class C Shares and Class K Shares (after the voluntary waivers and reimbursements) will not exceed 1.25%, 2.05%, 2.05% and 1.75%, respectively, for the fiscal year ending November 30, 2008. Although these actions are voluntary, the Adviser and its affiliates have agreed to continue these waivers and/or reimbursements at least through January 31, 2009.

General

Certain of the Officers and Directors of the Fund are Officers and Directors or Trustees of the above companies.

Transactions with Affiliated Companies

Affiliated holdings are mutual funds which are managed by the Adviser or an affiliate of the Adviser. The Adviser has agreed to reimburse the Fund for certain investment adviser fees as a result of transactions in other affiliated mutual funds. For the six months ended May 31, 2008, the Adviser reimbursed $94,047. Transactions with affiliated companies during the six months ended May 31, 2008 were as follows:

Affiliates
   
Balance of
Shares Held
11/30/2007

   
Purchases/
Additions

   
Sales/
Reductions

   
Balance of
Shares Held
5/31/2008

   
Value
   
Dividend
Income/
Allocated
Investment
Income

Emerging Markets Fixed Income Core Fund

53,583

51,285

41,881

62,987

$1,389,873

$57,413
Federated InterContinental Fund, Institutional Shares

107,198

398,312

211,615

293,895

19,170,767

100,583
Federated International Capital Appreciation Fund, Class A Shares

1,482,445

- --

1,482,445

- --

- --

934,311
Federated Mortgage Core Portfolio

4,796,682

1,551,050

987,103

5,360,629

52,963,017

1,421,107
High Yield Bond Portfolio

349,707

651,598

178,900

822,405

5,329,183

201,116
Prime Value Obligations Fund, Institutional Shares

5,528,188

116,727,873

114,309,616

7,946,445

7,946,445

242,921
   TOTAL OF AFFILIATED TRANSACTIONS





$86,799,285

$2,957,451

6. INVESTMENT TRANSACTIONS

Purchases and sales of investments, excluding long-term U.S. government securities and short-term obligations, for the six months ended May 31, 2008, were as follows:

Purchases
   
$
214,034,689
Sales

$
223,163,741

7. LINE OF CREDIT

The Fund participates in a $100,000,000 unsecured, uncommitted revolving line of credit (LOC) agreement with PNC Bank. The LOC was made available for extraordinary or emergency purposes, primarily for financing redemption payments. Borrowings are charged interest at a rate of 0.65% over the federal funds rate. As of May 31, 2008, there were no outstanding loans. During the six months ended May 31, 2008, the Fund did not utilize the LOC.

8. INTERFUND LENDING

Pursuant to an Exemptive Order issued by the Securities and Exchange Commission (SEC), the Fund, along with other funds advised by subsidiaries of Federated Investors, Inc., may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from other participating affiliated funds. As of May 31, 2008, there were no outstanding loans. During the six months ended May 31, 2008, the program was not utilized.

9. LEGAL PROCEEDINGS

Since October 2003, Federated Investors, Inc. and related entities (collectively, "Federated"), and various Federated funds ("Funds") have been named as defendants in several class action lawsuits now pending in the United States District Court for the District of Maryland. The lawsuits were purportedly filed on behalf of people who purchased, owned and/or redeemed shares of Federated-sponsored mutual funds during specified periods beginning November 1, 1998. The suits are generally similar in alleging that Federated engaged in illegal and improper trading practices including market timing and late trading in concert with certain institutional traders, which allegedly caused financial injury to the mutual fund shareholders. These lawsuits began to be filed shortly after Federated's first public announcement that it had received requests for information on shareholder trading activities in the Funds from the SEC, the Office of the New York State Attorney General ("NYAG") and other authorities. In that regard, on November 28, 2005, Federated announced that it had reached final settlements with the SEC and the NYAG with respect to those matters. As Federated previously reported in 2004, it has already paid approximately $8.0 million to certain funds as determined by an independent consultant. As part of these settlements, Federated agreed to pay for the benefit of fund shareholders additional disgorgement and a civil money penalty in the aggregate amount of an additional $72 million. Federated entities have also been named as defendants in several additional lawsuits that are now pending in the United States District Court for the Western District of Pennsylvania, alleging, among other things, excessive advisory and Rule 12b-1 fees. The Board of the Funds retained the law firm of Dickstein Shapiro LLP to represent the Funds in these lawsuits. Federated and the Funds, and their respective counsel have been defending this litigation, and none of the Funds remains a defendant in any of the lawsuits (though some could potentially receive any recoveries as nominal defendants). Additional lawsuits based upon similar allegations may be filed in the future. The potential impact of these lawsuits, all of which seek unquantified damages, attorneys' fees and expenses, and future potential similar suits is uncertain. Although we do not believe that these lawsuits will have a material adverse effect on the Funds, there can be no assurance that these suits, the ongoing adverse publicity and/or other developments resulting from the regulatory investigations will not result in increased Fund redemptions, reduced sales of Fund shares, or other adverse consequences for the Funds.

10. RECENT ACCOUNTING PRONOUNCEMENTS

In September 2006, FASB released Statement on Financial Accounting Standards No. 157, "Fair Value Measurements" (FAS 157), which is effective for fiscal years beginning after November 15, 2007. FAS 157 defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. Management has concluded that the adoption of FAS 157 is not expected to have a material impact on the Fund's net assets or results of operations.

In addition, in March 2008, FASB released Statement of Financial Accounting Standards No. 161, "Disclosures about Derivative Instruments and Hedging Activities" ("FAS 161"). FAS 161 requires qualitative disclosures about objectives and strategies for using derivatives, quantitative disclosures about fair value amounts of gains and losses on derivative instruments and disclosures about credit-risk-related contingent features in derivative agreements. FAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. At this time, management is evaluating the implications of adopting FAS 161 and its impact on the financial statements and the accompanying notes.

Evaluation and Approval of Advisory Contract - May 2008

FEDERATED STOCK AND BOND FUND, INC. (THE "FUND")

The Fund's Board reviewed the Fund's investment advisory and subadvisory contracts at meetings held in May 2008. The Board's decision regarding these contracts reflects the exercise of its business judgment on whether to continue the existing arrangements.

In this connection, the Federated funds' Board had previously appointed a Senior Officer, whose duties include specified responsibilities relating to the process by which advisory fees are to be charged to a Federated fund. The Senior Officer has the authority to retain consultants, experts, or staff as may be reasonably necessary to assist in the performance of his duties, reports directly to the Board, and may be terminated only with the approval of a majority of the independent members of the Board. The Senior Officer prepared and furnished to the Board an independent, written evaluation that covered topics discussed below. The Board considered that evaluation, along with other information, in deciding to approve the advisory and subadvisory contracts.

During its review of these contracts, the Board considered compensation and benefits received by the Adviser and subadviser. This included the fees received for services provided to the Fund by other entities in the Federated organization and research services received by the Adviser from brokers that execute Federated fund trades, as well as advisory fees. The Board is also familiar with and considered judicial decisions concerning allegedly excessive investment advisory fees, which have indicated that the following factors may be relevant to an Adviser's fiduciary duty with respect to its receipt of compensation from a fund: the nature and quality of the services provided by the Adviser, including the performance of the fund; the Adviser's cost of providing the services; the extent to which the Adviser may realize "economies of scale" as a fund grows larger; any indirect benefits that may accrue to the Adviser and its affiliates as a result of the Adviser's relationship with a fund; performance and expenses of comparable funds; and the extent to which the independent Board members are fully informed about all facts the Board deems relevant bearing on the Adviser's services and fees. The Board further considered management fees (including any components thereof) charged to institutional and other clients of the Adviser and subadviser for what might be viewed as like services, and the cost to the Adviser and its affiliates of supplying services pursuant to the management fee agreements, excluding any intra-corporate profit and profit margins of the Adviser and its affiliates for supplying such services. The Board was aware of these factors and was guided by them in its review of the Fund's advisory and subadvisory contracts to the extent it considered them to be appropriate and relevant, as discussed further below.

The Board considered and weighed these circumstances in light of its substantial accumulated experience in governing the Fund and working with Federated on matters relating to the Federated funds, and was assisted in its deliberations by independent legal counsel. Throughout the year, the Board has requested and received substantial and detailed information about the Fund and the Federated organization that was in addition to the extensive materials that comprise and accompany the Senior Officer's evaluation. Federated provided much of this information at each regular meeting of the Board, and furnished additional reports in connection with the particular meeting at which the Board's formal review of the advisory and subadvisory contracts occurred. Between regularly scheduled meetings, the Board also received information on particular matters as the need arose. Thus, the Board's consideration of the advisory and subadvisory contracts included review of the Senior Officer's evaluation, accompanying data and additional reports covering such matters as: the Adviser's and subadviser's investment philosophy, revenue, profitability, personnel and processes; investment and operating strategies; the Fund's short- and long-term performance (in absolute terms, both on a gross basis and net of expenses, as well as in relationship to its particular investment program and certain competitor or "peer group" funds and/or other benchmarks, as appropriate), and comments on the reasons for performance; the Fund's investment objectives; the Fund's expenses (including the advisory fee itself and the overall expense structure of the Fund, both in absolute terms and relative to similar and/or competing funds, with due regard for contractual or voluntary expense limitations); the use and allocation of brokerage commissions derived from trading the Fund's portfolio securities (if any); and the nature, quality and extent of the advisory and other services provided to the Fund by the Adviser and its affiliates. The Board also considered the preferences and expectations of Fund shareholders and their relative sophistication; the continuing state of competition in the mutual fund industry and market practices; the range of comparable fees for similar funds in the mutual fund industry; the Fund's relationship to the Federated family of funds which include a comprehensive array of funds with different investment objectives, policies and strategies which are available for exchange without the incurrence of additional sales charges; compliance and audit reports concerning the Federated funds and the Federated companies that service them (including communications from regulatory agencies), as well as Federated's responses to any issues raised therein; and relevant developments in the mutual fund industry and how the Federated funds and/or Federated are responding to them. The Board's evaluation process is evolutionary. The criteria considered and the emphasis placed on relevant criteria change in recognition of changing circumstances in the mutual fund marketplace.

With respect to the Fund's performance and expenses in particular, the Board has found the use of comparisons to other mutual funds with comparable investment programs to be particularly useful, given the high degree of competition in the mutual fund business. The Board focused on comparisons with other similar mutual funds more heavily than non-mutual fund products or services because, simply put, they are more relevant. For example, other mutual funds are the products most like the Fund, they are readily available to Fund shareholders as alternative investment vehicles, and they are the type of investment vehicle in fact chosen and maintained by the Fund's investors. The range of their fees and expenses therefore appears to be a generally reliable indication of what consumers have found to be reasonable in the precise marketplace in which the Fund competes. The Fund's ability to deliver competitive performance when compared to its peer group was a useful indicator of how the Adviser is executing the Fund's investment program, which in turn assisted the Board in reaching a conclusion that the nature, extent, and quality of the Adviser's investment management services were such as to warrant continuation of the advisory contract. In this regard, the Senior Officer has reviewed Federated's fees for providing advisory services to products outside the Federated family of funds (e.g., institutional and separate accounts). He concluded that mutual funds and institutional accounts are inherently different products. Those differences include, but are not limited to, different types of targeted investors; being subject to different laws and regulations; different legal structures; different average account sizes; different associated costs; and different portfolio management techniques made necessary by different cash flows. The Senior Officer did not consider these fee schedules to be significant in determining the appropriateness of mutual fund advisory contracts.

The Senior Officer reviewed reports compiled by Federated, using data supplied by independent fund ranking organizations, regarding the performance of, and fees charged by, other mutual funds, noting his view that comparisons to fund peer groups are highly important in judging the reasonableness of proposed fees.

For both the one- and three-year periods ending December 31, 2007, the Fund's performance was above the median of the relevant peer group.

The Board also received financial information about Federated, including reports on the compensation and benefits Federated derived from its relationships with the Federated funds. These reports covered not only the fees under the advisory contracts, but also fees received by Federated's subsidiaries for providing other services to the Federated funds under separate contracts (e.g., for serving as the Federated funds' administrator). The reports also discussed any indirect benefit Federated may derive from its receipt of research services from brokers who execute Federated fund trades. In addition, the Board considered the fact that, in order for a fund to be competitive in the marketplace, Federated and its affiliates frequently waived fees and/or reimbursed expenses and have disclosed to fund investors and/or indicated to the Board their intention to do so in the future, where appropriate.

Federated furnished reports, requested by the Senior Officer, that reported revenues on a fund-by-fund basis and made estimates of the allocation of expenses on a fund-by-fund basis, using allocation methodologies specified by the Senior Officer. The Senior Officer noted that, although they may apply consistent allocation processes, the inherent difficulties in allocating costs (and the unavoidable arbitrary aspects of that exercise) and the lack of consensus on how to allocate those costs may render such allocation reports unreliable. The allocation reports were considered in the analysis by the Board but were determined to be of limited use.

The Board and the Senior Officer also reviewed a report compiled by Federated comparing profitability information for Federated to other publicly held fund management companies. In this regard, the Senior Officer noted the limited availability of such information, but nonetheless concluded that Federated's profit margins did not appear to be excessive and the Board agreed.

The Senior Officer's evaluation also discussed the notion of possible realization of "economies of scale" as a fund grows larger. The Board considered in this regard that the Adviser has made significant and long-term investments in areas that support all of the Federated funds, such as personnel and processes for the portfolio management, compliance, and risk management functions; and systems technology; and that the benefits of these efforts (as well as any economies, should they exist) were likely to be enjoyed by the fund complex as a whole. Finally, the Board also noted the absence of any applicable regulatory or industry guidelines on this subject, which (as discussed in the Senior Officer's evaluation) is compounded by the lack of any common industry practice or general pattern with respect to structuring fund advisory fees with "breakpoints" that serve to reduce the fee as the fund attains a certain size. The Senior Officer did not recommend institution of breakpoints in pricing Federated's fund advisory services at this time.

It was noted in the materials for the Board meeting that for the Fund's most recently completed fiscal year, the Fund's investment advisory fee, after waivers and expense reimbursements, if any, was above the median of the relevant peer group. The Board reviewed the fees and other expenses of the Fund with the Adviser and was satisfied that the overall expense structure of the Fund remained competitive. The Board will continue to monitor advisory fees and other expenses borne by the Fund.

The Senior Officer's evaluation noted his belief that the information and observations contained in his evaluation supported a finding that the proposed management fees are reasonable, and that Federated appeared to provide appropriate administrative services to the Fund for the fees paid. Under these circumstances, no changes were recommended to, and no objection was raised to, the continuation of the Fund's advisory and subadvisory contracts. The Board concluded that the nature, quality and scope of services provided the Fund by the Adviser and its affiliates were satisfactory.

In its decision to continue an existing investment advisory contract, the Board was mindful of the potential disruptions of the Fund's operations and various risks, uncertainties and other effects that could occur as a result of a decision to terminate or not renew an advisory contract. In particular, the Board recognized that most shareholders have invested in the Fund on the strength of the Adviser's industry standing and reputation and with the expectation that the Adviser will have a continuing role in providing advisory services to the Fund. Thus, the Board's approval of the advisory contract reflected the fact that it is the shareholders who have effectively selected the Adviser by virtue of having invested in the Fund.

The Board based its decision to approve the advisory and subadvisory contracts on the totality of the circumstances and relevant factors and with a view to past and future long-term considerations. Not all of the factors and considerations identified above were necessarily relevant to the Fund, nor did the Board consider any one of them to be determinative. With respect to the factors that were relevant, the Board's decision to approve the contract reflects its determination that Federated's performance and actions provided a satisfactory basis to support the decision to continue the existing arrangements.

Voting Proxies on Fund Portfolio Securities

A description of the policies and procedures that the Fund uses to determine how to vote proxies, if any, relating to securities held in the Fund's portfolio is available, without charge and upon request, by calling 1-800-341-7400. A report on "Form N-PX" of how the Fund voted any such proxies during the most recent 12-month period ended June 30 is available from Federated's website at FederatedInvestors.com. To access this information from the "Products" section of the website, click on the "Prospectuses and Regulatory Reports" link under "Related Information," then select the appropriate link opposite the name of the Fund; or select the name of the Fund and from the Fund's page, click on the "Prospectuses and Regulatory Reports" link. Form N-PX filings are also available at the SEC's website at www.sec.gov.

Quarterly Portfolio Schedule

The Fund files with the SEC a complete schedule of its portfolio holdings, as of the close of the first and third quarters of its fiscal year, on "Form N-Q." These filings are available on the SEC's website at www.sec.gov and may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. (Call 1-800-SEC-0330 for information on the operation of the Public Reference Room.) You may also access this information from the "Products" section of Federated's website at FederatedInvestors.com by clicking on "Portfolio Holdings" under "Related Information," then selecting the appropriate link opposite the name of the Fund; or select the name of the Fund and from the Fund's page, click on the "Portfolio Holdings" link.

Mutual funds are not bank deposits or obligations, are not guaranteed by any bank and are not insured or guaranteed by the U.S. government, the Federal Deposit Insurance Corporation, the Federal Reserve Board or any other government agency. Investment in mutual funds involves investment risk, including the possible loss of principal.

This report is authorized for distribution to prospective investors only when preceded or accompanied by the Fund's prospectus, which contains facts concerning its objective and policies, management fees, expenses and other information.

IMPORTANT NOTICE ABOUT FUND DOCUMENT DELIVERY

In an effort to reduce costs and avoid duplicate mailings, the Fund intends to deliver a single copy of certain documents to each household in which more than one shareholder of the Fund resides (so-called "householding"), as permitted by applicable rules. The Fund's "householding" program covers its/their Prospectus and Statement of Additional Information, and supplements to each, as well as Semi-Annual and Annual Shareholder Reports and any Proxies or information statements. Shareholders must give their written consent to participate in the "householding" program. The Fund is 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 Fund gives notice of its intent to "household" at least sixty (60) days before it begins "householding" and (iii) none of the shareholders in the household have notified the Fund or its 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 Fund at 1-800-341-7400.

Federated Securities Corp., Distributor

Cusip 313911109
Cusip 313911208
Cusip 313911307
Cusip 313911406

8080105 (7/08)

Federated is a registered mark of Federated Investors, Inc. 2008 (c)Federated Investors, Inc.


Item 2.                      Code of Ethics

Not Applicable
 
Item 3.                      Audit Committee Financial Expert

Not Applicable
 
Item 4.                      Principal Accountant Fees and Services

Not Applicable

Item 5.                      Audit Committee of Listed Registrants

Not Applicable

Item 6.                      Schedule of Investments

Not Applicable

Item 7.
Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies

 
Not Applicable

Item 8.
Portfolio Managers of Closed-End Management Investment Companies

 
Not Applicable

Item 9.
Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers

 
Not Applicable

Item 10.                      Submission of Matters to a Vote of Security Holders

Not Applicable

Item 11.                      Controls and Procedures

(a) The registrant’s President and Treasurer have concluded that the
registrant’s disclosure controls and procedures (as defined in rule 30a-3(c) under the Act) are effective in design and operation and are sufficient to form the basis of the certifications required by Rule 30a-(2) under the Act, based on their evaluation of these disclosure controls and procedures within 90 days of the filing date of this report on Form N-CSR.

(b) There were no changes in the registrant’s internal control over financial reporting (as defined in rule 30a-3(d) under the Act) during the last fiscal quarter that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 12.                      Exhibits













SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Registrant
Federated Stock and Bond Fund, Inc.
   
By
/S/ Richard A. Novak
 
Richard A. Novak
 
Principal Financial Officer
   
Date
July 22, 2008


Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.


By
/S/ J. Christopher Donahue
 
J. Christopher Donahue
 
Principal Executive Officer
   
Date
July 21, 2008
   
   
By
/S/ Richard A. Novak
 
Richard A. Novak
 
Principal Financial Officer
   
Date
July 22, 2008


EX-99.CERT 2 cert302.htm Unassociated Document

N-CSR Item 12(a)(2) - Exhibits: Certifications


I, J. Christopher Donahue, certify that:

1.  
I have reviewed this report on Form N-CSR of Federated Stock and Bond Fund, Inc. ("registrant");

2.  
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.  
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

4.  
The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

a.  
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b.  
designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c.  
evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

d.  
disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.  
The registrant's other certifying officers and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a.  
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

b.  
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.




Date: July 21, 2008
/S/ J. Christopher Donahue
J. Christopher Donahue
President - - Principal Executive Officer




N-CSR Item 12(a)(2) - Exhibits: Certifications


I, Richard A. Novak, certify that:

1.  
I have reviewed this report on Form N-CSR of Federated Stock and Bond Fund, Inc. ("registrant");

2.  
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.  
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

4.  
The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

a.  
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b.  
designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c.  
evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

d.  
disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.  
The registrant's other certifying officers and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a.  
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

b.  
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.




Date: July 22, 2008
/S/ Richard A. Novak
Richard A. Novak
Treasurer - - Principal Financial Officer




EX-99.906CERT 3 cert906.htm Unassociated Document

N-CSR Item 12(b) - Exhibits: Certifications

SECTION 906 CERTIFICATION

Pursuant to 18 U.S.C.§ 1350, the undersigned officers of Federated Stock and Bond Fund, Inc. (the “Registrant”), hereby certify, to the best of our knowledge, that the Registrant’s Report on Form N-CSR for the period ended May 31, 2008 (the “Report”) fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities and Exchange Act of 1934 and that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant.


Dated: July 21, 2008

/s/ J. Christopher Donahue
Name: J. Christopher Donahue
Title: President, Principal Executive Officer



Dated: July 22, 2008

/s/ Richard A. Novak
Name: Richard A. Novak
Title: Treasurer, Principal Financial Officer

This certification is being furnished solely pursuant to 18 U.S.C.§ 1350 and is not being filed as part of the Report or as a separate disclosure document.
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