-----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, Syji9x8jwsGNWumEynu24uSft8tyGogaSL85Nzcg2+ttbvrbkRJb5V3mvyYTEDOM LFYYFWNU80J1hnJek75HoQ== 0000201801-96-000002.txt : 19960429 0000201801-96-000002.hdr.sgml : 19960429 ACCESSION NUMBER: 0000201801-96-000002 CONFORMED SUBMISSION TYPE: 485BPOS PUBLIC DOCUMENT COUNT: 12 FILED AS OF DATE: 19960426 EFFECTIVENESS DATE: 19960426 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: FEDERATED MUNICIPAL SECURITIES FUND INC CENTRAL INDEX KEY: 0000201801 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 251304971 STATE OF INCORPORATION: MD FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 485BPOS SEC ACT: 1933 Act SEC FILE NUMBER: 002-57181 FILM NUMBER: 96551206 FILING VALUES: FORM TYPE: 485BPOS SEC ACT: 1940 Act SEC FILE NUMBER: 811-02677 FILM NUMBER: 96551207 BUSINESS ADDRESS: STREET 1: FEDERATED INVESTORS TWR CITY: PITTSBURGH STATE: PA ZIP: 15222 BUSINESS PHONE: 4122886520 MAIL ADDRESS: STREET 1: FEDERATED INVESTORS TWR CITY: PITTSBURGH STATE: PA ZIP: 15222-3779 FORMER COMPANY: FORMER CONFORMED NAME: LIBERTY MUNICIPAL SECURITIES FUND INC DATE OF NAME CHANGE: 19930517 FORMER COMPANY: FORMER CONFORMED NAME: FEDERATED TAX FREE INCOME FUND INC DATE OF NAME CHANGE: 19920703 485BPOS 1 1933 Act File No. 2-57181 1940 Act File No. 811-2677 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form N-1A REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 X Pre-Effective Amendment No. .......... Post-Effective Amendment No. 46 .......... X --- and/or REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 X Amendment No. 32 ......................... X FEDERATED MUNICIPAL SECURITIES FUND, INC. (formerly, Liberty Municipal Securities Fund, Inc.) (Exact Name of Registrant as Specified in Charter) Federated Investors Tower, Pittsburgh, Pennsylvania 15222-3779 (Address of Principal Executive Offices) (412) 288-1900 (Registrant's Telephone Number) John W. McGonigle, Esquire, Federated Investors Tower, Pittsburgh, Pennsylvania 15222-3779 (Name and Address of Agent for Service) It is proposed that this filing will become effective: X immediately upon filing pursuant to paragraph (b) on pursuant to paragraph (b) 60 days after filing pursuant to paragraph (a) (i) on pursuant to paragraph (a) (i). 75 days after filing pursuant to paragraph (a)(ii) on pursuant to paragraph (a)(ii) of Rule 485. ----------------- If appropriate, check the following box: This post-effective amendment designates a new effective date for a previously filed post-effective amendment. Registrant has filed with the Securities and Exchange Commission a declaration pursuant to Rule 24f-2 under the Investment Company Act of 1940, and: X filed the Notice required by that Rule on May 15, 1995; or intends to file the Notice required by that Rule on or about ; or ------------ during the most recent fiscal year did not sell any securities pursuant to Rule 24f-2 under the Investment Company Act of 1940, and, pursuant to Rule 24f-2(b)(2), need not file the Notice. CROSS-REFERENCE SHEET This Amendment to the Registration Statement of LIBERTY MUNICIPAL SECURITIES FUND, INC. , which is comprised of three classes of shares, Class A Shares (1); Class B Shares (2); and Class C Shares (3), is comprised of the following: PART A. INFORMATION REQUIRED IN A PROSPECTUS. Prospectus Heading (Rule 404(c) Cross Reference) Item 1. Cover Page...............Cover Page (1-3). Item 2. Synopsis.................Synopsis (1-3); Summary of Fund Expenses (1-3). Item 3. Condensed Financial Information..............Financial Highlights (1-3). Item 4. General Description of Registrant...............Performance Information (1-3); General Information (1-3); Liberty Family of Funds (1-3); Investment Information (1-3); Investment Objectives (1-3); Investment Policies (1-3); Portfolio Turnover (1-3); Investment Risks (1-3); Investment Limitations (1-3); Other Classes of Shares (1-3). Item 5. Management of the Fund...Fund Information (1-3); Management of the Fund (1-3); Distribution of Shares (1-3); Distribution Plan (2,3); Shareholder Services Plan (1-3); Other Payments to Financial Institutions (1-3); Administration of the Fund (1-3); Brokerage Transactions (1-3). Item 6. Capital Stock and Other Securities...............Dividends and Distributions (1-3); Shareholder Information (1-3); Voting Rights (1-3); Tax Information (1-3); Pennsylvania Corporate and Personal Property Taxes (1-3). Item 7. Purchase of Securities Being Offered..................Net Asset Value (1-3); How to Purchase Shares (1-3); Investing in Class A Shares (l); Investing in Class B Shares (2); Investing in Class C Shares (3); Reducing or Eliminating the Sales Load (l); Special Purchase Features (1-3); Exchange Privilege (1-3); Requirements for Exchange (1-3); Tax Consequences (1-3); Making an Exchange (1-3). Item 8. Redemption or Repurchase.How to Redeem Shares (1-3); Special Redemption Features (1-3); Contingent Deferred Sales Charge (1-3); Elimination of Contingent Deferred Sales Charge (1-3); Account and Share Information (1-3). Item 9. Pending Legal Proceedings None. PART B. INFORMATION REQUIRED IN A STATEMENT OF ADDITIONAL INFORMATION. Item 10. Cover Page...............Cover page (1-3). Item 11. Table of Contents........Table of Contents (1-3). Item 12. General Information and History..................General Information About the Fund (1-3). Item 13. Investment Objectives and Policies.................Investment Objective and Policies (1-3). Item 14. Management of the Fund...See Part A - Management of the Fund (1-3). Item 15. Control Persons and Principal Holders of Securities....Fund Ownership (1-3). Item 16. Investment Advisory and Other Services.................Investment Advisory Services (1-3); Administrative Services (1-3). Item 17. Brokerage Allocation.....Brokerage Transactions (1-3). Item 18. Capital Stock and Other Securities...............Not applicable. Item 19. Purchase, Redemption and Pricing of Securities Being Offered............Purchasing Shares (1-3); Distribution Plan (Class B Shares and Class C Shares Only) and Shareholder Services Plan (1-3); Determining Net Asset Value (1-3); Redeeming Shares (1-3). Item 20. Tax Status...............Tax Status (1-3). Item 21. Underwriters.............See Part A - Distribution of (Class A, B or C) Shares (1-3). Item 22. Calculation of Performance Data.....................Total Return (1-3); Yield (1-3); Tax- Equivalent Yield (1-3); Performance Comparisons (1-3). Item 23 Financial Statements.....Financial Statements (incorporated by reference into Part B, to Registrant's Annual Report dated March 31, 1995; File Nos. 2-57181 and 811-2677) (1-3). Incorporate by reference pursuant to Rule 411 under the Securities Act of 1933, Parts A and B of Post-Effective Amendment No. 45 filed May 25, 1995, in their entirety. PART C. OTHER INFORMATION. Item 24. Financial Statements and Exhibits: (a) Financial Statements. (Incorporated by reference to the Registrant's Annual Report dated March 3l, l995 pusuant to Rule 411 under the Securities Act of 1933.) (File Nos. 2-57181 and 811-2677); (b) Exhibits and Consents: (1) (i) Conformed copy of Articles of Incorporation of the Registrant; + (ii) Copy of amendment to Articles of Incorporation;+ (2) (i) Copy of By-Laws of the Registrant; + (ii) Copy of Amendment to By-Laws effective August 26, l987; (8) (iii) Copy of Amendment to By-Laws effective September 30, 1976; + (iv) Copy of Amendment to By-Laws effective February 17, 1984; + (v) Copy of Amendment to By-Laws effective February 21, 1985; + (vi) Copy of Amendment to By-Laws effective August 27, 1986; + (vii) Copy of Amendment to By-Laws effective February 2, 1987; + (3) Not applicable; (4) Copy of Specimen Certificate for Shares of Capital Stock of the Registrant; + (5) Conformed Copy of Investment Advisory Contract of the Registrant; (9) (6) (i) Conformed copy of Distributor's Contract of the Registrant; (12) (ii) Conformed copy of Exhibit D to the Distributor's Contract; (13) (iii) The Registrant hereby incorporates the conformed copy of the specimen Mutual Funds Sales and Service Agreement; Mutual Funds Service Agreement from Item 4(b)(6) of the Cash Trust Series II Registration Statement on Form N-1A, filed with the Commission on July 24, 1995. (File Numbers 33-38550 and 811-6269) (7) Not applicable; +All exhibits have been filed electronically. 8. Response is incorporated by reference to Registrant's Post-Effective Amendment No. 35 on Form N-1A filed July 27, 1989. (File Nos. 2-57181 and 811-2677) 9. Response is incorporated by reference to Registrant's Post-Effective Amendment No. 36 on Form N-1A filed July 17, 1990. (File Nos. 2-57181 and 811-2677) 12. Response is incorporated by reference to Registrant's Post-Effective Amendment No. 42 on Form N-1A filed May 25, 1994. (File Nos. 2-57181 and 811-2677) 13. Response is icorporated by reference to Registrant's Post-Effective Amendment No. 45 on Form N-1A filed May 25, 1995. (File Nos. 2-57181 and 811-2677) (8) Conformed Copy of Custodian Contract of the Registrant; (13) (9) (i) Conformed Copy of Agreement for Fund Accounting, Shareholder Recordkeeping and Custody Services Procurement; (13) (ii)The responses described in Item 24(b)(6) are hereby incorporated by reference. (10) Not applicable. (11) Conformed Copy of Consent of Independent Public Auditors; (13) (12) Not applicable; (13) Not applicable; (14) Not applicable; (15) (i) Copy of Distribution Plan of the Registrant; + (ii) The responses described in Item 24(b)(6) are hereby incorporated by reference. (16) Schedule for Computation of Fund Performance Data;+ (17) Copy of Financial Data Schedules; (13) (18) Not Applicable; (19) Conformed copy of Power of Attorney; (13) Item 25. Persons Controlled by or Under Common Control with Registrant: None. Item 26. Number of Holders of Securities: Number of Record Holders Title of Class as of March 29, 1996 Shares of capital stock ($0.0l per share par value) Class A Shares 24,250 Class B Shares 1,535 Class C Shares 699 Item 27. Indemnification:(ll) +All exhibits have been filed electronically. 11. Response is incorporated by reference to Registrant's Post-Effective Amendment No. 38 on Form N-1A filed July 22, 1992. (File Nos. 2-57181 and 811-2677) 12. Response is incorporated by reference to Registrant's Post-Effective Amendment No. 42 on Form N-1A filed May 25, 1994. (File Nos. 2-57181 and 811-2677) 13. Response is icorporated by reference to Registrant's Post-Effective Amendment No. 45 on Form N-1A filed May 25, 1995. (File Nos. 2-57181 and 811-2677) Item 28. Business and Other Connections of Investment Adviser: (a) For a description of the other business of the investment adviser, see the section entitled "Fund Information - Management of the Fund" in Part A. The affiliations with the Registrant of four of the Directors and one of the Officers of the investment adviser are included in Part A of this Registration Statement under "Fund Management - Officers and Directors." The remaining Directors of the investment adviser, his position with the investment adviser, and, in parentheses, his principal occupation is: Mark D. Olson, Partner, Wilson, Halbrook & Bayard, 107 W. Market Street, Georgetown, Delaware 19947. The remaining Officers of the investment adviser are: William D. Dawson, III, Henry A. Frantzen, Mark L. Mallon, and J. Thomas Madden, Executive Vice Presidents; Henry J. Gailliot, Senior Vice President-Economist; Peter R. Anderson, Drew J. Collins, Jonathan C. Conley, Mark Durbiano, J. Alan Minteer, Mary Jo Ochson, and Robert J. Ostrowski, Senior Vice Presidents; J. Scott Albrecht, Joseph M. Balestrino, Randall A. Bauer, David F. Belton, David A. Briggs, Kenneth J. Cody, Deborah A. Cunningham, Michael P. Donnelly, Linda A. Duessel, Kathleen Foody-Malus, Thomas M. Franks, Edward C. Gonzales, Timothy E. Keefe, Stephen A. Keen, Mark S. Kopinski, Jeff A. Kozemchek, Marian R. Marinack, Susan M. Nason, Frederick L. Plautz, Jr., Charles A. Ritter, James D. Roberge, Frank Semack, William F. Stotz, Edward J. Tiedge, Sandra L. Weber,and Christopher H. Wiles, Vice Presidents; Thomas R. Donahue, Treasurer, and Stephen A. Keen, Secretary. The business address of each of the Officers of the investment adviser is Federated Investors Tower, Pittsburgh, PA 15222-3779. These individuals are also officers of a majority of the investment advisers to the Funds listed in Part B of this Registration Statement. Item 29. Principal Underwriters: (a) Federated Securities Corp., the Distributor for shares of the Registrant, also acts as principal underwriter for the following open-end investment companies: 111 Corcoran Funds; Annuity Management Series; Arrow Funds; Automated Government Money Trust; BayFunds; Blanchard Funds; Blanchard Precious Metals Fund, Inc.; Cash Trust Series II; Cash Trust Series, Inc.; DG Investor Series; Edward D. Jones & Co. Daily Passport Cash Trust; Federated Adjustable Rate U.S. Government Fund, Inc.; Federated American Leaders Fund, Inc.; Federated ARMs Fund; Federated Equity Funds; Federated Equity Income Fund, Inc.; Federated Fund for U.S. Government Securities, Inc.; Federated GNMA Trust; Federated Government Income Securities, Inc.; Federated Government Trust; Federated High Income Bond Fund, Inc.; Federated High Yield Trust; Federated Income Securities Trust; Federated Income Trust; Federated Index Trust; Federated Institutional Trust; Federated Insurance Series; Federated Master Trust; Federated Municipal Opportunities Fund, Inc.; Federated Municipal Securities Fund, Inc.; Federated Municipal Trust; Federated Short-Term Municipal Trust; Federated Short-Term U.S. Government Trust; Federated Stock and Bond Fund, Inc.; Federated Stock Trust; Federated Tax-Free Trust; Federated Total Return Series, Inc.; Federated U.S. Government Bond Fund; Federated U.S. Government Securities Fund: 1-3 Years; Federated U.S. Government Securities Fund: 2-5 Years; Federated U.S. Government Securities Fund: 5-10 Years; Federated Utility Fund, Inc.; First Priority Funds; Fixed Income Securities, Inc.; Fortress Utility Fund, Inc.; High Yield Cash Trust; Independence One Mutual Funds; Intermediate Municipal Trust; International Series, Inc.; Investment Series Funds, Inc.; Investment Series Trust; Liberty U.S. Government Money Market Trust; Liquid Cash Trust; Managed Series Trust; Marshall Funds, Inc.; Money Market Management, Inc.; Money Market Obligations Trust; Money Market Trust; Municipal Securities Income Trust; Newpoint Funds; Peachtree Funds; RIMCO Monument Funds; SouthTrust Vulcan Funds; Star Funds; Targeted Duration Trust; Tax-Free Instruments Trust; The Biltmore Funds; The Biltmore Municipal Funds; The Monitor Funds; The Planters Funds; The Starburst Funds; The Starburst Funds II; The Virtus Funds; Tower Mutual Funds; Trust for Financial Institutions; Trust for Government Cash Reserves; Trust for Short-Term U.S. Government Securities; Trust for U.S. Treasury Obligations; Vision Group of Funds, Inc.; andWorld Investment Series, Inc. Federated Securities Corp. also acts as principal underwriter for the following closed-end investment company: Liberty Term Trust, Inc.- 1999. (b) (1) (2) (3) Name and Principal Positions and Offices Positions and Offices Business Address With Underwriter With Registrant Richard B. Fisher Director, Chairman, Chief Vice President Federated Investors Tower Executive Officer, Chief Pittsburgh, PA 15222-3779 Operating Officer, Asst. Secretary, and Asst. Treasurer, Federated Securities Corp. Edward C. Gonzales Director, Executive ViceExecutive Vice Federated Investors Tower President, Federated, President Pittsburgh, PA 15222-3779 Securities Corp. John W. McGonigle Director, Federated Executive Vice Federated Investors Tower Securities Corp. President and Pittsburgh, PA 15222-3779 Secretary John B. Fisher President-Institutional Sales, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 James F. Getz President-Broker/Dealer, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 Mark R. Gensheimer Executive Vice President of -- Federated Investors Tower Bank/Trust, Federated Pittsburgh, PA 15222-3779 Securities Corp. Mark W. Bloss Senior Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 Richard W. Boyd Senior Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 Theodore Fadool, Jr. Senior Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 Bryant R. Fisher Senior Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 Christopher T. Fives Senior Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 James S. Hamilton Senior Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 James M. Heaton Senior Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 Keith Nixon Senior Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 Solon A. Person, IV Senior Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 Timothy C. Pillion Senior Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 Thomas E. Territ Senior Vice President, -- Federated Investors Tower Federated Securities Corp Pittsburgh, PA 15222-3779 John B. Bohnet Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 Byron F. Bowman Vice President, Secretary, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 Jane E. Broeren-Lambesis Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 Mary J. Combs Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 R. Edmond Connell, Jr. Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 Kevin J. Crenny Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 Daniel T. Culbertson Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 G. Michael Cullen Vice President, -- Federated Investors Tower Federated Securites Corp. Pittsburgh, PA 15222-3779 Laura M. Deger Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 Jill Ehrenfeld Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 Mark D. Fisher Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 Michael D. Fitzgerald Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 Joseph D. Gibbons Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 Craig S. Gonzales Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 Richard C. Gonzales Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 Scott A. Hutton Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 H. Joeseph Kenedy Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 William E. Kugler Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 Steven A. La Versa Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 Mark J. Miehl Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 Richard C. Mihm Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 J. Michael Miller Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 Michael P. O'Brien Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 Robert D. Oehlschlager Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 Robert F. Phillips Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 Eugene B. Reed Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 Paul V. Riordan Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 John C. Shelar, Jr. Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 David W. Spears Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 Jeffrey A. Stewart Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 Jamie M. Teschner Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 William C. Tustin Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 Paul A. Uhlman Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 Richard B. Watts Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 Michael P. Wolff Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 Charlene H. Jennings Assistant Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 J. Timothy Radcliff Assistant Vice President, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 Denis McAuley Treasurer, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 Thomas R. Donahue Asstistant Secretary, -- Federated Investors Tower Assistant Treasurer, Pittsburgh, PA 15222-3779 Federated Securities Corp. Joseph M. Huber Assistant Secretary, -- Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 David M. Taylor Assistant Secretary, Treasurer Federated Investors Tower Federated Securities Corp. Pittsburgh, PA 15222-3779 (c) Not applicable Item 30. Location of Accounts and Records: All accounts and records required to be maintained by Section 31(a) of the Investment Company Act of 1940 and Rules 31a-1 through 31a-3 promulgated thereunder are maintained at one of the following locations: Registrant Federated Investors Tower Pittsburgh, PA 15222-3779 Federated Services Company P.O. Box 8600 ("Transfer Agent and Dividend Boston, MA 02266-8600 Disbursing Agent") Federated Adminstrative ServicesFederated Investors Tower ("Adminstrator") Pittsburgh, PA 15222-3779 Federated Advisers Federated Investors Tower ("Adviser") Pittsburgh, PA 15222-3779 State Street Bank and Trust Company P.O. Box 8600 ("Custodian") Boston, MA 02266-8600 Item 31. Management Services: Not applicable. Item 32. Undertakings: Registrant hereby undertakes to furnish each person to whom a prospectus is delivered with a copy of the Registrant's latest annual report to shareholders, upon request and without charge. Registrant hereby undertakes to comply with the provisions of Section 16 (c) of the 1940 Act with respect to the removal of Directors and the calling of special shareholder meetings by shareholders. SIGNATURES Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant, FEDERATED MUNICIPAL SECURITIES FUND, INC. (formerly, Liberty Municipal Securities Fund, Inc.), certifies that it meets the requirements for effectiveness of this Amendment to its Registration Statement pursuant to Rule 485(b) under the Securities Act of 1933 and has duly caused this Amendment to its Registration Statement to be signed on its behalf by the undersigned, thereto duly authorized, in the City of Pittsburgh and Commonwealth of Pennsylvania, on the 25th day of May, 1996. FEDERATED MUNICIPAL SECURITIES FUND, INC., (formerly, Liberty Municipal Securities Fund, Inc.) BY: /s/Charles H. Field Charles H. Field, Assistant Secretary Attorney in Fact for John F. Donahue May 25, 1996 Pursuant to the requirements of the Securities Act of 1933, this Amendment to its Registration Statement has been signed below by the following person in the capacity and on the date indicated: NAME TITLE DATE By:/s/Charles H. Field Charles H. Field Attorney In Fact May 25, 1996 ASSISTANT SECRETARY For the Persons Listed Below NAME TITLE John F. Donahue* Chairman and Director (Chief Executive Officer) J. Christopher Donahue* President and Director David M. Taylor* Treasurer (Principal Financial and Accounting Officer) Thomas G. Bigley* Director John T. Conroy, Jr.* Director William J. Copeland* Director James E. Dowd* Director Lawrence D. Ellis, M.D.* Director Edward L. Flaherty, Jr.* Director Peter E. Madden* Director Gregor F. Meyer* Director John E. Murray, Jr.* Director Wesley W. Posvar* Director Marjorie P. Smuts* Director EX-99.ARTOFINCORP 2 ARTICLES OF INCORPORATION OF FEDERATED TAX-FREE INCOME FUND, INC. FIRST: The undersigned, John W. McGonigle, whose post office address is 421 Seventh Avenue, Pittsburgh, Pennsylvania, 15219, being at least twenty- one years of age, does under and by virtue of the General Laws of the State of Maryland authorizing the formation of corporations, hereby form a corporation. SECOND: The name of the Corporation is FEDERATED TAX-FREE INCOME FUND, INC. THIRD: The purpose for which the Corporation is formed is to act as an open-act investment company of the management type registered as such with the Securities and Exchange Commission pursuant to the Investment Company Act of 1940 and to exercise and generally to enjoy all of the powers, rights and privileges granted to, or conferred upon, corporations by the General Laws of the State of Maryland now or hereafter in force. FOURTH: The post office address of the principal office and the office of the resident agent of the Corporation in the State of Maryland is First Maryland Building, 24 South Charles Street, Baltimore, Maryland, 21201. The resident agent of the Corporation in the State of Maryland is THE CORPORATION TRUST INCORPORATION, which is a corporation organized and existing under the laws of the State of Maryland. FIFTH: The total number of shares of stock which the Corporation shall have authority to issue is 100,000,000 shares of Capital Stock, all of one class, of the par value of $0.01 per share, and of the aggregate par value of $1,000,000. SIXTH: 1. The number of Directors of the Corporation shall be three, or such other number as may be from time to time fixed in the manner provided by the By-Laws of the Corporation but shall never be less than three (3). 2. The names of the Directors who shall act until the first Annual Meeting or until their successors are duly chosen and qualify are: JOHN F. DONAHUE RICHARD B. FISHER GLEN R. JOHNSON SEVENTH: The Board of Directors is empowered to authorize the issuance from time to time of shares of Capital Stock of the Corporation, whether now or hereafter authorized; provided, however, that the consideration per share to be received by the Corporation upon the issuance or sale of any shares of its Capital Stock shall be the net asset value per share determined in accordance with the requirements of the Investment Company Act of 1940 and the applicable rules and regulations of the Securities and Exchange Commission (or any succeeding governmental authority) and in conformity with generally accepted accounting practices and principles. EIGHTH: (a) To the extent the Corporation has funds or property legally available therefor, each stockholder of the Corporation shall have the right at such times as may be permitted by the Corporation, but no less frequently than once each week, to require the Corporation to redeem all or any part of his shares at a redemption price equal to the net asset value per share of the Capital Stock next determined after the shares are tendered for redemption; said determination of the net asset value per share to be made in accordance with the requirements of the Investment Company Act of 1940 and the applicable rules and regulations of the Securities and Exchange Commission (or any succeeding governmental authority) and in conformity with generally accepted accounting practices and principles. Notwithstanding the foregoing, the Corporation may postpone payment or deposit of the redemption price and may suspend the right of the holders of Capital Stock to require the Corporation to redeem shares of such Capital Stock during any period when (i) the New York Stock Exchange is closed for other than weekends and holidays; (ii) The Securities and Exchange Commission has by order permitted such suspension; (iii) an emergency as defined by rules of the Securities and Exchange Commission exists, making disposal or portfolio securities or valuation of net assets of the Corporation not reasonably practicable; or (iv) trading on the New York Stock Exchange is restricted under conditions set forth in the rules and regulations of the Securities and Exchange Commission. (b) The Corporation shall have the right, exercisable at the discretion of the Board of Directors, to redeem shares of any shareholder for their then current net asset value per share if at such time the shareholder owns shares having an aggregate net asset value of less than $1,000.00. NINTH: The following provisions are hereby adopted for the purpose of defining, limiting and regulating the powers of the Corporation and of the Directors and Stockholders: 1. No Stockholder of the Corporation shall have any pre- emptive or preferential right of subscription to any shares of any class of the stock of the Corporation whether now or hereafter authorized. The Board of Directors may issue shares of the Capital Stock of the Corporation without offering the same either in whole or in part to the Stockholders. 2. Capital Stock of the Corporation may be purchased, held and disposed of by the Officers and Directors of the Corporation, by partnerships of which any such Officer or Director may be a member and by corporations of which any Officer or Director of the Corporation may be an officer or director. Except as above set forth, or authorized by the Securities and Exchange Commission, the Officers and Directors of the Corporation and partnerships or corporations which are affiliates of the Officers or Directors may not deal with the Corporation as principals in the purchase or sale of any securities or other property. 3. The Corporation may enter into exclusive or non-exclusive underwriting contracts or contracts for the sale of its shares and may also enter into contracts for investment advisory, management and administrative services. The terms and conditions, methods of authorizations, renewal, amendment and termination of the aforesaid contracts shall be as determined at the discretion of the Board of Directors; subject, however, to the provisions of the Charter of the Corporation, the By-Laws of the Corporation, applicable state law, and the Investment Company Act of 1940 and the rules and regulations of the Securities and Exchange Commission. 4. Except as otherwise provided by law or by the Charter of the Corporation, no contract or other transaction between the Corporation and any person, partnership or corporation and no act of the Corporation shall in any way be affected or invalidated by the fact that any Officer or Director of the Corporation is pencuniarily or otherwise interested therein or is such person or a member, officer or director of such partnership or other corporation, provided that the fact of such interest shall be known to the Board of Directors of the Corporation. Specifically, but without limitation of the foregoing, the Corporation may: (a) Enter into a written underwriting contract, management contract or contracts for research and advisory services with Federated Research Corp., or its parent, affiliates or subsidiaries thereof, or their respective successors, or otherwise do business with such corporation, notwithstanding the fat that one or more of the Directors of the Corporation and some or all of its Officers are, have been, or may become Directors, Officers, Employees or Stockholders of Federated research Corp. or its parent, affiliates or subsidiaries or successors, and in the absence of actual fraud the Corporation may deal freely with Federated Research Corp. or its parent, affiliates, subsidiaries or successors, and neither such underwriting contract, management contract or contract for research and advisory services nor any other contract or transaction between the Corporation and Federated Research Corp. or its parent, affiliates, subsidiaries or successors shall be invalidated or in anywise affected thereby, nor shall any Director or Officer of the Corporation be liable to the Corporation or to any other person for any loss incurred under or by reason of any such contract or transaction. Anything to the foregoing notwithstanding, no officer or director or underwriter of or investment adviser of the Corporation shall be protected against any liability to the Corporation or to its security holders to which he would otherwise be subject by reason of willful misfeasance, bad faith, gross negligence or reckless disregard of the duties involved in the conduct of his office. 5. No Officer or Director of the Corporation or of any investment advisory company or management company, nor the Corporation itself, nor such investment advisory or management company or underwriter of the Corporation shall take long or short positions in respect of any shares of the capital stock issued by the Corporation; provided, however, that such prohibition shall not present: (a) Any underwriter from purchasing from the Corporation shares of capital stock issued by the Corporation, provided that orders to purchase from the Corporation are entered with the Corporation by such underwriter either for investment or upon receipt by it of purchase orders for shares of stock of the Corporation, and provided such purchases are not in excess of purchase orders received by such underwriter; (b) The Corporation or any distributor or underwriter from maintaining a market for shares of capital stock issued by the Corporation; (c) The purchase from the Corporation of shares of capital stock of the Corporation by the Officers or Directors of the Corporation or of any investment advisory, management company or underwriter or distributor of the Corporation at the prices available to the public or as authorized by the Securities and Exchange Commission at the moment of such purchase. 6. The Corporation shall indemnify its officers, directors, employees and agents and any person who serves at the request of the Corporation as a Director, Officer, employee, or agent of another corporation, partnership, joint venture, trust or other enterprise to the extent permitted by Maryland law as amended from time to time, provided, however, that no officer or director shall be protected against any liability to the Corporation or its stockholders to which he would otherwise be subject by reason of willful misfeasance, bad faith, gross negligence or reckless disregard of the duties involved in the conduct of his office. 7. The Board of Directors shall, subject to the laws of Maryland, have power to determine, from time to time, whether and to what extent and at what times and places and under what conditions and regulations any accounts and books of the Corporation, or any of them, shall be open to the inspection of Stockholders. 8. Notwithstanding any provisions of law requiring a greater proportion than a majority of the votes of all classes or of any class of stock entitled to be cast, to take or authorize any action, the Corporation may take or authorize any such action upon the concurrence of a majority of the aggregate number of the votes entitled to be cast thereon. 9. The Corporation reserves the right from time to time to make any amendment of its Charter now or hereafter authorized by law, including any amendment which alters the contract rights, as expressly set forth in its Charter, of any outstanding capital stock, except that no action affecting the validity or accessibility of such shares shall be taken without the unanimous approval of the outstanding shares of Capital Stock. 10. In addition to the powers and authority conferred upon them by the Charter of the Corporation or by law, the Board of Directors may exercise all such powers and authority and do all such acts and things as may be exercised or done by the Corporation, subject, nevertheless, to the provisions of applicable state law and the Charter and By-Laws of the Corporation. TENTH: The Corporation acknowledges that it is adopting its corporation name through permission of Federated Investors, Inc., a Pennsylvania corporation, and agrees that Federated Investors, Inc. reserves to itself and any successor to its business the right to withdraw from the Corporation the use of the name "Federated" or any similar name to any other investment company or business enterprise. ELEVENTH: In addition to the powers and authority conferred upon them by the Charter of the Corporation or by law, the Board of Directors may exercise all such powers and authority and do all such acts and things as may be exercised or done by the Corporation, subject, nevertheless, to the provisions of applicable state law and the Charter and By-Laws of the Corporation. TWELFTH: The duration of the Corporation shall be perpetual. IN WITNESS WHEREOF, I have signed these Articles of Incorporation of the 7th day of September, 1976. /s/ John W. McGonigle EX-99.AMENDTOAOI 3 FEDERATED TAX-FREE INCOME FUND, INC. ARTICLE OF AMENDMENT (Under Sections 11-12) FEDERATED TAX-FREE INCOME FUND, INC., a Maryland corporation having its principal office in Baltimore City, Maryland (hereinafter called the "Corporation"), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: The Charter of the Corporation is hereby amended as follows: 1. By striking out Article FIFTH and substituting in its place the following: "FIFTH: The total number of shares of stock which the Corporation shall have authority to issue is 1,000,000,000 shares of Capital Stock, all of one class, of the par value of $0.01 per share, and of the aggregate par value of $10,000,000." Prior to the amendment, the total number of shares of stock which the Corporation had authority to issue was 100,000,000 shares, all of one class, of the par value of $0.01 per share, and of the aggregate par value of $1,000,000. 2. By adding the following subparagraphs (c) and (d) to Article EIGHT: "(c) Each share of Capital Stock of the Corporation is subject to redemption by the Corporation at the redemption price computer in the manner set forth in subparagraph (a) of Article EIGHT of these Articles of Incorporation at any time if the Board of Directors, in its sole discretion, determines that failure to so redeem may result in the Corporation being classified as a personal holding company as defined in the Internal Revenue Code. ("d) Transfers of Capital Stock will be recorded in the stock transfer records of the Corporation at the request of the holders thereof at any time during normal business hours of the Corporation unless the Board of Directors of the Corporation determines, in its sole discretion, that allowing such transfer may result in the Corporation being classified as a personal holding company as defined in the Internal Revenue Code." 3. By adding the following paragraph 11 to Article NINTH: "11. The Board of Directors is expressly authorized to determine in accordance with generally accepted accounting principles and practices what constitutes net profits, earnings, surplus or net assets in excess of capital, and to determine what accounting periods shall be used by the Corporation for any purpose, whether annual or any other period, including daily; to set apart out of any funds of the Corporation such reserves for such purposes as it shall determine and to abolish the same; to declare and pay dividends and distributions in cash, securities or other property from surplus or any funds legally available therefor, at such intervals (which may be as frequently as daily) or on such other periodic basis, as it shall determine; to declare such dividends or distributions by means of a formula or other method of determination, at meetings held less frequently than the frequency of the effectiveness of such declarations; to establish payment dates for dividends or any other distributions on any basis, including dates occurring less frequently than the effectiveness off declarations thereof; and to provide for the payment of declared dividends on a date earlier or later than the specified payment date in the case of stockholders of the Corporation redeeming their entire ownership of shares of the Corporation." SECOND: The Board of Directors of the Corporation at a meeting duly convened and held on September 28, 1976, adopted a resolution in which was set forth the foregoing amendments to the Charter declaring that said amendments of the Charter were advisable and directing that they be submitted for action thereon at a Special Meeting of Stockholders of the Corporation to be held on September 29, 1976, or at any adjournment or adjournments thereof. THIRD: Notice setting forth the said amendment of the Charter and stating that the purpose of the meeting of the stockholders would be to take action thereon, was given, as required by law, to all stockholders entitled to vote thereon, was given, as required by law, to all stockholders entitled to vote thereon; and like notice was given to all stockholders of the Corporation not entitled to vote thereon, whose contract rights as expressly set forth in the Charter would be altered by the amendment. FOURTH: The amendment of the Charter of the Corporation as herein set forth was approved by the Stockholders of the Corporation at a Special Meeting of the Stockholders held on September 29, 1976, by all the votes entitled to be cast thereon as required by the Charter. FIFTH: The amendment of the Charter of the Corporation as hereinabove set forth has been duly advised by the Board of Directors and approved by the Stockholders of the Corporation. IN WITNESS WHEREOF, FEDERATED TAX-FREE INCOME FUND, INC. has caused these presents to be signed in its name and on its behalf by its President or one of its Vice Presidents and its corporate seal to be hereunto affixed and attested by its Secretary or one of its Assistant Secretaries on September 30, 1976. FEDERATED TAX-FREE INCOME FUND, INC. By: /s/ Glen R. Johnson President Attest: /s/ John W. McGonigle Secretary EX-99.BY-LAWS 4 BY-LAWS FEDERATED TAX-FREE INCOME FUND, INC. ARTICLE I MEETING OF STOCKHOLDERS Section 1. ANNUAL MEETINGS. The Annual Meeting of Stockholders of the Corporation shall be held on the fourth Tuesday of September in each year unless such day is a legal holiday in which case the meeting shall be held at the same time on the next succeeding business day which is not a legal holiday. The business to be transacted at the Annual Meeting shall include the election of Directors, consideration and action upon the reports of Officers and Directors, and any other business within the power of the Corporation. Section 2. SPECIAL MEETINGS. Special Meetings of Stockholders may be called by the President of the Board of Directors or by the Board of Directors; and shall be called by the Chairman, President, Secretary or any Directors at the request in writing of the holders of not less than 25% of the outstanding voting shares of the Corporation. Any such request shall state the purposes of the proposed meeting. Section 3. PLACE OF MEETINGS. All meetings of the Stockholders shall be held at the office of the Corporation in Pittsburgh, Pennsylvania, or at such other places within or without the State of Maryland as may be fixed by the party or parties making the call as stated in the notice thereof. Section 4. NOTICE. Not less than ten or more than ninety days before the date of every Annual or Special Meeting of Stockholders the Secretary or an Assistant Secretary shall give to each Stockholder of record notice of such meeting by mail, telegraph, cable or radio. Such notice shall be deemed to have been given when deposited in the mail or with a telegraph or cable or radio. Such notice shall be deemed to have been given when deposited in the mail or with a telegraph or cable office or radio station for transmission to the Stockholder at his address appearing on the books of the Corporation. It shall not be necessary to set forth the business proposed to be transacted in the notice of any Annual Meeting except that any proposal to amend the Charter of the Corporation shall be set forth in such notice. Notice of a Special Meeting shall state the purpose of purposes for which it is called. Section 5. QUORUM. At all meetings of the Stockholders the presence in person or by proxy of Stockholders entitled to cast a majority in number of votes shall be necessary to constitute a quorum for the transaction of business. In the absence of a quorum at any meeting a majority of those Stockholders present in person or by proxy may adjourn the meeting from time to time to be held at the same place without further notice than by announcement to be given at the meeting until a quorum, as above defined, shall be present, whereupon any business may be transacted which might have been transacted at the meeting originally called had the same been held at the time so called. Section 6. VOTING. At all meetings of Stockholders each Stockholder of the Corporation shall be entitled to one vote or fraction thereof for each share of voting stock standing in his name on the books of the Corporation on the date for the determination of Stockholders entitled to vote as such meeting. Section 7. PROXIES. Any Stockholder entitled to vote at any meeting of Stockholders may vote either in person or by proxy, but no proxy which is dated more than eleven months before the meeting named therein shall be accepted. Every proxy shall be accepted. Every proxy shall be in writing subscribed by the Stockholder or his duly authorized attorney and dated, but need not be sealed, witnessed or acknowledged. All proxies shall be filed with and verified by the Secretary, or an Assistant Secretary of the Corporation of if the meeting shall so decide, by the Secretary of the Meeting. Section 8. INFORMAL ACTION BY STOCKHOLDERS. Any action required or permitted to be taken at any meeting of Stockholders may be taken without a meeting, if a consent in writing, setting forth such action, is signed by all the Stockholders entitled to vote the records of the Corporation. ARTICLE II BOARD OF DIRECTORS Section 1. POWERS. The Board of Directors shall have control and management of the affairs, business and properties of the Corporation. They shall have and exercise in the name of the Corporation and on behalf of the Corporation all the rights and privileges legally exercisable by the Corporation except as otherwise provided by law, the Charter, or these By- Laws. Section 2. NUMBER, QUALIFICATIONS, MANNER OF ELECTION AND TERM OF OFFICE. The number of Directors of the Corporation shall be as fixed from time to time by a majority of the entire Board of Directors but shall be no less than three nor more than twenty. Directors need not be Stockholders. The Board of Directors may from time to time by a majority of the entire Board increase or decrease the number of Directors to such number as they deem expedient not to be less than three nor more than twenty, however, and fill the vacancies so created. The term of office of a Director shall not be affected by any decrease in the number of Directors made by the Board pursuant to the foregoing authorization. Until the first Annual Meeting of Stockholders or until successors are duly elected and qualify, the Board of Directors shall consists of the persons named as such in the Charter. The Members of the Board of Directors shall be elected by the Stockholders at the Annual Meeting of Stockholders. Each Director shall hold office until the Annual Meeting next held after his election and until the election and qualification of his successor. Section 3. PLACE OF MEETING. The Board of Directors may hold its meetings at such place or places within or without the State of Maryland as the Board may from time to time determine. Section 4. ANNUAL MEETINGS. The Board of Directors shall meet for the election of Officers and any other business as promptly as may conveniently be done after the adjournment of the Annual Meeting of Stockholders. Section 5. REGULAR MEETINGS. Regular meetings of the Board of Directors shall be held at such intervals and on such dates as the Board may from time to time designate. Section 6. SPECIAL MEETINGS. Special meetings of the Board of Directors may be held at such times and at such places as may be designated at the call of such meetings. Special meetings shall be called by the Secretary or Assistant Secretary at the request of the Chairman, President or any Director. Section 7. NOTICE. The Secretary or Assistant Secretary shall give, at least two days before the meeting, notice of each meeting of the Board of Directors, whether Annual, Regular or Special, to each member of the Board by mail, telegram or telephone to his last know address. It shall not be necessary to state the purpose or business to be transacted in the notice of any Annual or Regular meeting. The notice of a Special Meeting shall state the purpose or purposes for which it is called. Personal attendance at any meeting by a Director other than to protest the validity of said meeting shall constitute a waiver of the foregoing requirement of notice. Section 8. CONDUCT OF MEETINGS AND BUSINESS. The Board of Directors may adopt such rules and regulations for the conduct of their meetings and the management of the affairs of the Corporation as they may deem proper and not inconsistent with applicable law, the Charter of the Corporation or these By-Laws. Section 9. QUORUM. A majority of the total membership of the Board of Directors shall constitute a quorum at any meeting of the Board of Directors. The action of a majority of Directors present at any meeting at which a quorum is present shall be the action of the Board of Directors unless the concurrence of a greater proportion is required for such action by statute, the Charter of the Corporation, or these By-Laws. In the absence of a quorum at any meeting a majority of Directors present may adjourn the meeting from day to day or for such longer periods as they may designate without notice other than by announcement at the meeting. Section 10. RESIGNATIONS. Any Director of the Corporation may resign at any time by mailing or delivering, or transmitting by radio, telegraph or cable, written notice to the Chairman of the Board of Directors or to the Secretary of the Corporation. The resignation of any Director shall take effect at the time specified therein, and, unless otherwise specified therein, the acceptable of such resignation shall not be necessary to make it effective. Section 11. REMOVAL. At any meeting of Stockholders duly called for the purpose any Director may by the vote of a majority of all of the shares of stock outstanding and entitled to vote be removed from office. At the same meeting the vacancy in the Board of Directors may be filled by the election of a Director to serve for the remainder of the term and until the election and qualification of his successor. Section 12. VACANCIES. Except as otherwise provided by law, any vacancy occurring in the Board of Directors for any cause other than by reason of an increase in the number of Directors may be filled by a majority of the remaining members of the Board of Directors although such majority is less than a quorum and any vacancy occurring by reason of an increase in the number of Directors may be filled by action of a majority of the entire Board of Directors, provided, however, that upon the death, resignation or removal during any consecutive period of twelve months of more than one-half of the Directors holding office at the beginning of such period, a Shareholders' Meeting shall be called forthwith for the purpose of electing an entire new Board, including the vacancies filled pursuant to this Section of the By- Laws. A Director elected by the Board to fill a vacancy shall be elected to hold office until the next Annual Meeting of Stockholders may, at any time during the term of such Director elected to fill a vacancy, elect some other person to fill said vacancy and thereupon the election by the Board shall be superseded and such election by the Stockholders shall be deemed a filling of the vacancy and not a removal and may be made at any meeting called for such purpose. Section 13. COMPENSATION OF DIRECTORS. The Directors shall not receive any stated salary for their services as Directors, but by Resolution of the Board of Directors a fixed fee and expenses of attendance may be allowed for attendance at each Meeting. Nothing herein contained shall be construed to preclude any Director from serving the Corporation in any other capacity, as an officer, Agent or otherwise, and receiving compensation therefor. Section 14. INFORMAL ACTION BY DIRECTORS. Any action required or permitted to be taken at any Annual, Regular or Special Meeting of the Board of Directors may be taken without a meeting if a written consent to such action is signed by all members of the Board and such written consent is filed with the minutes of proceedings of the Board. Section 15. POWER TO DECLARE DIVIDENDS. The Board of Directors is expressly authorized to determine in accordance with generally accepted accounting principles and practices what constitutes net profits, earnings, surplus or net assets in excess of capital, and to determine what accounting periods shall be used by the Corporation for any purpose, whether annual or any other period, including daily; to set apart out of any funds of the Corporation such reserves for such purposes as it shall determine and to abolish the same; to declare and pay dividends and distributions by means of a formula other method of determination, at meetings held less frequently than the frequency of the effectiveness of such declarations; to establish payment dates for dividends or any other distributions on any basis, including dates occurring less frequently than the effectiveness of declarations thereof; and to provide for the payment of declared dividends on a date earlier or later than the specified payment date in the case of stockholders of the Corporation redeeming their entire ownership of shares of the Corporation. ARTICLE III EXECUTIVE AND OTHER COMMITTEES Section 1. APPOINTMENT AND TERM OF OFFICE OF EXECUTIVE COMMITTEE. The Board of Directors, by resolution passed by a vote of at least a majority of the entire Board, may appoint an Executive Committee, which shall consist of Two (2) or more Directors; which number shall include the Chairman of the Board of Directors who shall, ex officio, be a member thereof, to serve at the pleasure of the Board. Section 2. VACANCIES IN EXECUTIVE COMMITTEE. Vacancies occurring in the Executive Committee from any cause shall be filled by the Board of Directors at any Meeting thereof by a vote of the majority of the entire Board. Section 3. EXECUTIVE COMMITTEE TO REPORT TO BOARD. All action by the Executive Committee shall be reported to the Board of Directors at its Meeting next succeeding such action. Section 4. PROCEDURE OF EXECUTIVE COMMITTEE. The Executive Committee shall fix its own rules of procedure not inconsistent with these By-Laws or with any directions of the Board of Directors. It shall meet at such times and places and upon such notice as shall be provided by such rules or by resolution of the Board of Directors. The presence of a majority shall constitute a quorum for the transaction of business, and in every case an affirmative vote of a majority of all the members of the Committee present shall be necessary for the taking of any action. Section 5. POWERS OF EXECUTIVE COMMITTEE. During the intervals between the Meetings of the Board of Directors the Executive Committee, except as limited by the By-Laws of the Corporation or by specific directions of the Board of Directors, shall possess any may exercise all the powers of the Board of Directors in the management and direction of the business and conduct of the affairs of the Corporation in such manner as the Executive Committee shall deem for the best interests of the Corporation, and shall have power to authorize the Seal of the Corporation to be affixed to all instruments and documents requiring same. Notwithstanding the foregoing, the Executive Committee shall not have the power to elect Directors, increase or decrease the number of Directors, elect or remove any Officer, declare dividends, issue stock or recommend to Stockholders any action requiring Stockholder approval. Section 6. OTHER COMMITTEES. From time to time the Board of Directors may appoint any other Committee or Committees for any purpose or purposes to the extent lawful, which shall have such powers as shall be specified in the resolution of appointment. Section 7. COMPENSATION. The members of any duly appointed Committee shall receive such compensation and/or fees as from time to time may be fixed by the Board of Directors. Section 8. INFORMAL ACTION BY EXECUTIVE COMMITTEE OR OTHER COMMITTEES. Any action required or permitted to be taken at any meeting of the Executive Committee or any other duly appointed Committee may be taken without a meeting if written consent to such action is signed by all Members of such Committee and such written consent is filed with the minutes of the proceedings of such Committee. Section 9. ADVISORY BOARD. The Directors may appoint an Advisory Board to consist in the first instance of not less than three (3) members. Members of such Advisory Board shall not be Directors or Officers and need not be Stockholders. Members of this Board shall hold office for such period as the Directors may by resolution provide. Any Member of such Board may resign there-from by written instrument signed by him which shall take effect upon delivery to the Directors. The Advisory Board shall have no legal powers and shall not perform functions of Directors in any manner, said Board being intended to act merely in an advisory capacity. Such Advisory Board shall meet at such times and upon such notice as the Board of Directors may by resolution provide. The compensation of the Members of the Advisory Board, if any, shall be as determined by the Board of Directors. ARTICLE IV OFFICERS Section 1. GENERAL PROVISIONS. The Officers of the Corporation shall be a Chairman of the Board of Directors, a President, one or more Vice Presidents, a Treasurer and a Secretary. The Board of Directors shall elect the Chairman of the Board of Directors and President and elect or appoint such other officers or agents as the business of the Corporation may require including one or more Assistant Vice Presidents, one or more Assistant Secretaries and one or more Assistant Treasurers. The same person may hold any two offices except those of President and Vice President. Section 2. ELECTION, TERM OF OFFICE AND QUALIFICATIONS. The Officers shall be elected annually by the Board of Directors at its Annual Meeting following the Annual Meeting of Stockholders. Each Officer shall hold office until the Annual Meeting in the next year and until the election and qualification of his successor. Any vacancy in any of the offices may be filled for the unexpired portion of the term by the Board of Directors at any Regular or Special Meeting of the Board. The Chairman of the Board of Directors and the President shall be chosen from among the Directors. The Board of Directors may elect or appoint additional Officers or agent at any Regular or Special Meeting of the Board. The Chairman of the Board of Directors and the President shall be chosen from among the Directors. The Board of Directors may elect or appoint additional Officers or agents at any Regular or Special Meeting of the Board. Section 3. REMOVAL. Any Officer elected by the Board of Directors may be removed with or without cause at any time upon a vote of the majority of the entire Board of Directors. Any other employee of the Corporation may be removed or dismissed at any time by the Chairman of the Board of Directors. Section 4. RESIGNATIONS. Any Officer may resign at any time by giving written notice to the Board of Directors. Any such resignation shall take effect at the date of receipt of each notice or at any later time specified therein, and unless otherwise specified therein, the acceptance of such resignation shall not be necessary to make it effective. Section 5. VACANCIES. A vacancy in any Office because of death, resignation, removal, disqualification or any other cause shall be filled for the unexpired portion of the term in the manner prescribed in these By-Laws for regular election or appointment to such Office. Section 6. CHAIRMAN OF THE BOARD OF DIRECTORS. The Chairman of the Board of Directors shall be the chief executive officer of the Corporation. He shall, unless other provisions are made therefor by the Board of Executive Committee, employ and define the duties of all employees of the Corporation, shall have the power to discharge any such employees, shall exercise general supervision over the affairs of the Corporation and shall perform such other duties as may be assigned to him from time to time by the Board of Directors. He shall preside at the meetings of Stockholders and of the Board of Directors. Section 7. PRESIDENT. The President, in the absence of the Chairman of the Board of Directors, shall perform all duties and may exercise any of the powers of the Chairman of the Board of Directors subject to the control of the Board. He shall counsel and advise the Chairman of the Board on matters importance and shall perform such other duties as may be assigned to him from time to time by the Board of Directors. In the absence of the Chairman of the Board of Directors, the President shall preside at all meetings of Stockholders and of the Board of Directors. Section 8. VICE PRESIDENT. The Vice President (or more than one, the senior Vice President) in the absence of the President shall perform all duties and may exercise any of the powers of the President subject to the control of the Board. Each Vice President shall perform such other duties as may be assigned to him from time to time by the Board of Directors or the Executive Committee. Section 9. SECRETARY. The Secretary shall keep or cause to be kept in books provided for the purpose the Minutes of the Meetings of the Stockholders, and of the Board of Directors; shall see that all Notices are duly given in accordance with the provisions of these By-Laws and as required by Law; shall be custodian of the records and of the Seal of the Corporation and see that the Seal is affixed to all Documents the execution of which on behalf of the Corporation under its Seal is duly authorized; shall keep directly or through a transfer agent a register of the post office address of each Stockholder, and make all proper changes in such register, retaining and filing his authority for such entries shall see that the books, reports, statements, certificates and all other documents and records required by law are properly kept and filed; and in general shall perform all duties incident to the Office of Secretary and such other duties as may, from time to time, be assigned to him by the Board of Directors or the Executive Committee. Section 10. TREASURER. The Treasurer shall have supervision of the custody of the funds and securities of the Corporation, subject to the Charter of the Corporation and applicable law. He shall submit to the Annual Meeting of Stockholders a statement of the financial condition of the Corporation and whenever required by the Board of Directors shall make and render a statement of the accounts of the Corporation and such other statements as may be required. He shall cause to be kept in books of the Corporation a full and accurate account of all monies received and paid out for the account of the Corporation. He shall perform such other duties as may be from time to time assigned to him by the Board of Directors or by the Executive Committee. Section 11. ASSISTANT VICE PRESIDENT. The Assistant Vice President or Vice President of the Corporation shall have such authority and perform such duties as may be assigned to them by the Board of Directors, the Executive Committee, or the President of the Corporation. Section 12. ASSISTANT SECRETARIES AND ASSISTANT TREASURERS. The Assistant Secretary or Secretaries and the Assistant Treasurer or Treasurers shall perform the duties of the Secretary and of the Treasurer respectively, in the absence of those Officers and shall have such further powers and perform such other duties as may be assigned to them respectively by the Board of Directors or the Executive Committee or by the President. Section 13. SALARIES. The salaries of the Officers shall be fixed from time to time by the Board of Directors. No officer shall be prevented from receiving such salary by reason of the fact that he is also a Director of the Corporation. ARTICLE V SHARES AND THEIR TRANSFER Section 1. CERTIFICATES. All certificates of stock shall be signed by the Chairman, President or any Vice President and by the Treasurer or Secretary or any Assistant Treasurer or Assistant Secretary and sealed with the seal of the Corporation. The signatures may be either manual or facsimile signatures and the seal may be either facsimile or any other form of Seal. Certificates for shares for which the Corporation has appointed an independent Transfer Agent and Registrar shall not be valid unless countersigned by such Transfer Agent and registered by such Registrar. In case any Officer who has signed any certificate ceases to be an Officer of the Corporation before the certificate is issued, the certificate may nevertheless be issued by the Corporation with the same effect as if the Officer had not ceased to be such Officer as of the date of its issuance. Stock certificates shall in such form not inconsistent with law or the Charter or shall be in such form not inconsistent with law or the Charter or these By-Laws as may be determined by the Board of Directors. Section 2. TRANSFER OF SHARES. Shares of stock shall be transferable on the books of the Corporation by the holder thereof in person or by duly authorized attorney upon surrender of the certificate representing the shares to be transferred properly endorsed. Section 3. CLOSING OF TRANSFER BOOKS AND FIXING RECORD DATE. The Board of Directors may fix in advance a date as the record date for the purpose of determining Stockholders entitled to notice of or to vote at any Meeting of Stockholders to receive payment of any dividend. Such date shall in any case not be more than 60 days and in case of a Meeting of Stockholders not less than 10 days prior to the date on which the particular action requiring such determination of Stockholders is to be taken. In lieu of fixing a record date the Board of Directors may provide that the stock transfer books of the Corporation shall be closed for a state period not be exceed in any case 20 days. If the stock transfer books are closed for the purpose of determining Stockholders entitled to notice of or to vote at a Meeting of Stockholders such books shall be closed for at least 10 days immediately preceding such meeting. Section 4. LOST, DESTROYED OR MUTILATED CERTIFICATES. In case any certificate of stock is lost, mutilated or destroyed The Board of Directors may issue a new certificate in place thereof upon indemnity to the Corporation against loss and upon such other terms and conditions as the Board may deem advisable. Section 5. TRANSFER AGENT AND REGISTRAR: REGULATIONS. The Board of Directors shall have power and authority to make all such rules and regulations as they may deem expedient concerning the issuance, transfer and registration of certificates of stock and may appoint a Transfer Agent and/or Registrar of certificates of stock, and may require all such stock certificates to bear the signature of such Transfer Agent and/or of such Registrar. ARTICLE VI AGREEMENTS, CHECKS, DRAFTS, ENDORSEMENTS, ECT. Section 1. AGREEMENTS, ECT. The Board of Directors or the Executive Committee may authorize any Officer or Officers, or Agent or Agents of the Corporation to enter into any Agreement or execute and deliver any instrument in the name of and on behalf of the Corporation, and such authority may be general or confined to specific instances; and, unless so authorized by the Board of Directors or by the Executive Committee or by these By-Laws, no Officer, Agent or Employee shall have any power or authority to bind the Corporation by any Agreement or engagement or to pledge its credit or to render it liable pecuniarily for any purpose or to any amount. Section 2. CHECKS, DRAFTS, ECT. All checks, drafts, or orders for the payment of money, notes and other evidences of indebtedness shall be signed by such Officer or Officers, Employee or Employees, or Agent or Agents as shall be from time to time designate by the Board of Directors or the Executive Committee, or as may be specified in or pursuant to the agreement between the Corporation and the Bank or Trust Company appointed as custodian, pursuant to the provisions of the Charter of the Corporation. Section 3. ENDORSEMENTS, ASSIGNMENTS AND TRANSFER OF SECURITIES. All endorsements, assignments, stock powers or other instruments of transfer of securities standing in the name of the Corporation or its nominee or directions for the transfer of securities belonging to the Corporation shall be made by such Officer or Officers, Employee or Employees, or Agent or Agents as may be authorized by the Board of Directors or the Executive Committee. Section 4. EVIDENCE OF AUTHORITY. Anyone dealing with the Corporation shall be fully justified in relying on a copy of a resolution of the Board of Directors or of any Committee thereof empowered to act in the premises which is certified as true by the Secretary or an Assistant Secretary under the seal of the Corporation. Section 5. DESIGNATION OF A CUSTODIAN. The Corporation shall place and at all times maintain in the custody of a Custodian all funds, securities and similar investments owned by the Corporation, with the exception of securities loaned under a properly authorized Securities Loan Agreement. The Custodian shall be a bank having not less than $2,000,000 aggregate capital, surplus and undivided profits and shall be appointed from time to time by the Board of Directors, which shall fix its remuneration. Section 6. ACTION UPON TERMINATION OF A CUSTODIAN AGREEMENT. Upon termination of a Custodian Agreement or inability of the Custodian to continue to serve, the Board of Directors shall promptly appoint a successor custodian, but in the event that no successor custodian can be found who has the required qualifications and is willing to serve, the Board of Directors shall call as promptly as possible a special meeting of the stockholders to determine whether the Corporation shall function without a custodian or shall be liquidated. If so directed by vote of the holders of a majority of the outstanding shares of stock of the Corporation, the Custodian shall deliver and pay over all property of the Corporation held by it as specified in such vote. Section 7. WHEN TO DETERMINE NET ASSET VALUE. The net asset value per share of the outstanding shares of Capital Stock of the Corporation shall be determined at such times as the Board of Directors shall prescribe, provided that such net asset value shall be determined at least weekly. ARTICLE VII BOOKS AND RECORDS Section 1. LOCATION. The books and records of the Corporation, including the stock ledger or ledgers, may be kept in or outside the State of Maryland at such office or agency of the Corporation as may be from time to time determined by the Board of Directors. ARTICLE VIII MISCELLANEOUS Section 1. SEAL. The Seal of the Corporation shall be a disk inscribed with the words "FEDERATED TAX-FREE INCOME FUND, INC. - Incorporated Maryland 1976." Section 2. FISCAL YEAR. The Fiscal Year of the Corporation shall end on the last day of May in each year. Section 3. WAIVER OF NOTICE. Whenever under the provisions of these By-Laws or of any law, the Stockholders or Directors or Members of the Executive Committee or other Committee are authorized to hold any meeting after notice or after the lapse of any prescribed period of time, such meeting may be held without notice or without such lapse of time by written waiver of notice signed by every person entitled to notice, or if every person entitled to notice shall be present at such meeting. ARTICLE IX AMENDMENTS Section 1. The Board of Directors shall have the power, at any Regular or Special Meeting, if notice thereof be included in the notice of such Special Meeting, to alter, amend or repeal any By-Laws of the Corporation and to make new By-Laws. Section 2. The Stockholders shall have the power, at any Annual Meeting or at any Special Meeting if notice thereof be included in the notice of such Special Meeting, to alter, amend or repeal any By-Laws of the Corporation or EX-99.AMENDTOBYLAW 5 FEDERATED TAX-FREE INCOME FUND, INC. AMENDMENT TO BY-LAWS (Effective September 30, 1976) ARTICLE I MEETING OF STOCKHOLDERS Section 1. ANNUAL MEETINGS. The Annual Meeting of Stockholders of the Corporation shall be held on the fourth Tuesday of January in each year unless such day is a legal holiday in which case the meeting shall be held at the same time on the next succeeding business day which is not a legal holiday. The business to be transacted at the Annual Meeting shall include the election of Directors, consideration and action upon the reports of Officers and Directors, and any other business within the power of the corporation. ARTICLE VIII MISCELLANEOUS Section 2. FISCAL YEAR. The Fiscal Year of the Corporation shall end EX-99.AMENDTOBYLAW 6 FEDERATED TAX-FREE INCOME FUND, INC. AMENDMENT TO BY-LAWS (Effective February 17, 1984) ARTICLE III EXECUTIVE AND OTHER COMMITTEES Section 1. APPOINTMENT AND TERM OF OFFICE OF EXECUTIVE COMMITTEE. The Board of Directors, by resolution passed by a vote of at least a majority of the entire Board, may appoint an Executive Committee, which shall consist of two (2) or more Directors. ARTICLE IV OFFICERS Section 2. ELECTION, TERM OF OFFICE AND QUALIFICATION. The Officers shall be elected annually by the Board of Directors at its Annual Meeting following the Annual Meeting of Shareholders. Each Officer shall hold office until the Annual Meeting in the next year and until the election and qualification of his successor. Any vacancy in any of the offices may be filled for the unexpired portion of the term by the Board of Directors may elect or appoint additional Officers or agents at any Regular or Special Meeting of the Board. Section 6. CHAIRMAN OF THE BOARD OF DIRECTORS. The Chairman of the Board of Directors shall be the chief executive officer of the Corporation. He shall, unless other provisions are made therefor by the Board of Executive Committee, employ and define the duties of all employees of the Corporation, shall have the power to discharge any such employees, shall exercise general supervision over the affairs of the Corporation and shall perform such other duties as may be assigned to him from time to time by the Board of Directors. He shall preside at the meeting of Shareholders and the Board of Directors. Section 7. PRESIDENT. The President, in the absence of the Chairman of the Board of Directors, shall perform all duties and may exercise any of the powers of the Chairman of the Board of Directors subject to the control of the Board. He shall counsel and advise the Chairman of the Board of matters of major importance and shall perform such other duties as may be assigned to him from time to time by the Board of Directors. In the absence of the Chairman of the Board of Directors, the President shall preside at all EX-99.AMENDTOBYLAW 7 FEDERATED TAX-FREE INCOME FUND, INC. Amendment to By-Laws (Effective February 21, 1995) ARTICLE VIII MISCELLANEOUS Section 2. FISCAL YEAR. The Fiscal Year of the Corporation EX-99.AMENDTOBYLAW 8 FEDERATED TAX-FREE INCOME FUND, INC. AMENDMENT TO BY-LAWS (Effective August 27, 1986) ARTICLE I MEETING OF STOCKHOLDERS Section 1. ANNUAL MEETINGS. The Annual Meeting of Stockholders of the Corporation shall be held on the fourth Tuesday of October in each year unless such day is a legal holiday in which case the meeting shall be held at the same time on the next succeeding business day which is not a legal holiday. The business to be transacted at the Annual Meeting shall include the election of Directors, consideration and action upon the reports of Officers and Directors, and any other business within the power of the Corporation. EX-99.AMENDTOBYLAW 9 Amendment to By-Laws FEDERATED TAX-FREE INCOME FUND, INC. Effective February 2, 1987 ARTICLE IV OFFICERS Section 6. CHAIRMAN OF THE BOARD OF DIRECTORS. The Chairman of the Board of Directors shall be the chief executive officer of the corporation. He shall, unless other provisions are made therefor by the Board or Executive Committee, employ and define the duties of all employees of the Corporation, shall have the power to discharge any such employees, shall exercise general supervision over the affairs of the Corporation and shall perform such other duties as may be assigned to him from time to time by the Board of Directors. In the absence of the Chairman of the Board of Directors, the President or an officer or Director appointed by the Chairman, shall preside at all meetings of shareholders. Section 7. PRESIDENT. The President, in the absence of the Chairman of the Board of Directors, shall perform all duties and may exercise any of the powers of the Chairman of the Board of Directors subject to the control of the Board. He shall counsel and advise the Chairman of the Board on matters of major importance and shall perform such other duties as may be assigned to him from time to time by the Board of Directors. EX-99.STOCKCERT 10 FEDERATED TAX-FREE INCOME FUND, INC. INCORPORATED UNDER THE LAWS OF THE STATE OF MARYLAND ACCOUNT No. ALPHA CODE SEE REVERSE FOR CERTAIN ABBREVIATIONS THIS IS TO CERTIFY that is the owner of FULLY-PAID AND NON-ASSESSABLE SHARES OF CAPITAL STOCK, PAR VALUE $0.01 OF FEDERATED TAX-FREE INCOME FUND, INC. hereinafter called the "Corporation", transferable on the books of the Corporation by the owner in person or by duly authorized attorney upon surrender of this certificate properly endorsed. The shares represented hereby are issued and shall be held subject to the provision of the Charter and By-Laws of the Corporation and all amendments thereto, all of which the holder by acceptance hereof assents. The Certificate is not valid unless countersigned and registered by a Transfer Agent and Registrar. IN WITNESS WHEREOF, the Corporation has caused this Certificate to be signed in its name by its proper officers and to be sealed with its Corporate Seal. Dated: /s/ Edward C. Gonzales /s/ John F. Donahue Treasurer Chairman (CORPORATE SEAL) Countersigned and Registered: STATE STREET BANK AND TRUST COMPANY (Boston) Transfer Agent and Registrar By SPECIMEN Authorized Signature The following abbreviations, when used in the inscription on the face of this certificate, shall be construed as though they were written out in full according to applicable laws or regulations: TEN COM -- as tenants in common TEN ENT -- as tenants by the entireties JT TEN -- as joint tenants with right of survivorship and not as tenants in common UNIF FIGT MIN ACT -- Custodian (Cust) (Minor) under Uniform Gifts to Minors Act (State) Additional abbreviations may also be used though not in the above list. For value received, hereby sell, assign, and transfer unto ------------ Please insert Social Security or other Identifying number of Assignee - ------------------------------------------------------------- (Please print or typewrite name and address, including Zip Code, of Assignee) ============================================================= shares of the capital - ------------------------------------------------------ stock represented by the within Certificate, and do hereby irrevocably constitute and appoint -------------------------------------------------- Attorney so transfer the said on the books of the within named Corporation with fullpower of substitution in the premises Dated: --====================== NOTICE: The signature to this assignment must correspond with the name as written upon the face of the certificate in every particular, without alteration EX-99.DISTPLAN 11 Exhibit 15(i) under form N-1A Exhibit 1 under Item 601/Reg. S-K PLAN This Plan (the "Plan") is proposed among FEDERATED TAX-FREE INCOME FUND, INC. (the "Fund"), a Massachusetts business trust, FEDERATED RESEARCH CORP. (the "Adviser"), a Connecticut corporation which proposes to act as investment adviser to the Fund, and FEDERATED SECURITIES CORP. ("FSC"), a Pennsylvania corporation which acts as the Principal Distributor of Fund shares. 1. The Securities and Exchange Commission adopted Rule 12b-1 under the Investment Company Act of 1940 (the "act"), regulating the circumstances under which an investment company may bear expenses associated with the distribution of its shares ("shares"). Legal counsel to the Fund's Trustees who are not interested persons of the Fund and have no direct or indirect financial interest in the operation of the Plan or in any related documents to this Plan ("Disinterested Trustees") has advised that to may payments as contemplated herein, would require the adoption of an appropriate plan pursuant to Rule 12b-1 to avoid the risk that such payments might be held to violate the Act. 2. This plan is designed to: (a) stimulate other persons, including financial institutions ("Administrators") to provide administrative support services to the Fund and its shareholders; and (b) stimulate broker-dealers ("Distributors") to sell shares and provide administrative support services to the Fund and its shareholders. Distributors and Administrators shall be paid periodically a fee in respect of shares of the fund owned from time to time by their clients or customers. The schedules of such fees and the basis upon which such fees will be paid shall be determined from time to time by the Fund's Board of Trustees; provided that such fees shall be paid out of the advisory fee paid by the Fund to the Adviser, the Adviser's past profits or any other source available to the Adviser; and provided further that the indirect cost to the Fund shall not exceed the advisory fee paid by the Fund to the Adviser. The Adviser agrees that it will reimburse FSC such amounts paid to Distributors and Administrators pursuant to this paragraph. 3. Any such payment made to Distributors will be made by FSC pursuant to the terms of the "Administrative Support and Distributor's Contract" and the "Dealer Agreement" which are related documents to the Plan. 4. FSC has the right (i) to select, in its sole discretion, the Distributors and Administrators to participate in the Plan, and (ii) to terminate without cause and in its sole discretion any Dealer Agreement or Rule 12b-1 Agreement. 5. Quarterly in each year that this Plan remains in effect, FSC shall prepare and furnish to the Board of Trustees of the Fund, and the Board of Trustees shall review, a written report of the amounts expended under the Plan and the purpose for which such expenditures were made. 6. This plan shall become effective upon approval by majority votes of (a) the Fund's Board of Trustees; (b) the Disinterested trustees of the Fund, cast in person at a meeting called for the purpose of voting on the Plan; and (c) the outstanding voting securities of the Fund, as defined in Section 2(a)(42) of the Act. 7. This Plan shall remain in effect for one year from its execution and may be continued thereafter if this Plan is approved at least annually by a majority of the Fund's Board of Trustees and a majority of the Disinterested Trustees, cast in person at a meeting called for the purpose of voting on such Plan. 8. All material amendments to this Plan must be approved by a vote of the Board of Trustees of the Fund and of the Disinterested Trustees, cast in person at a meeting called for the purpose of voting on it. 9. This Plan may not be amended in order to increase materially the costs which the Fund may bear for distribution pursuant to the Plan without being approved by a majority vote of the outstanding voting securities of the Fund as defined in Section 2(a)(42) of the Act. 10. This Plan may be terminated at any time by: (a) a majority vote of the Disinterested Trustees or (b) a vote of a majority of the outstanding voting securities of the Fund as defined in Section 2(a)(42) of the Act, or (c) by FSC or the Adviser on 60 days' notice to the Fund. 11. While this Plan shall be in effect, the selection and nomination of Disinterested Trustees of the Fund shall be committed to the discretion of the Disinterested Trustees then in office. 12. All agreements with any person relating to the implementation of this Plan shall be in writing and any agreement related to this Plan shall be subject to termination, without penalty, pursuant to the provisions of paragraph 10 herein. 13. FSC and Adviser are hereby expressly put on notice of the limitation of liability as set forth in Article XI of the Declaration of Trust and agree that the obligations assumed by the Fund pursuant to this agreement shall be limited in any case to the Fund and its assets and FSC and Adviser shall not seek satisfaction of any such obligation from the shareholders of the Fund, the Trustees, officers, employees or agents of the Fund, or any of them. This Plan shall be construed in accordance with and governed by the laws of the Commonwealth of Pennsylvania. IN WITNESS WHEREOF, the parties have caused this Plan to be executed on their behalf by their duly authorized officers and their corporate seals to be affixed hereto this 28th day of April, 1983. FEDERATED RESEARCH CORP. By: /s/ /s/ John W. McGonigle FEDERATED SECURITIES CORP. By: /s/ Richard B. Fisher FEDERATED TAX-FREE INCOME FUND, INC. EX-99.COMPOFYIELD 12 Exhibit 16 under Form N-1A Exhibit 99 under Item 601/Reg. S-K DAILY DIVIDEND MUNICIPAL FUND FEDERATED TAX-FREE INCOME FUND (now, Federated Municipal Securities Fund, Inc.; formerly, Liberty Municipal Securities Fund, Inc.) Computation of Yield AS OF 7/13/88 (Revised from Rule 485(a) filing of June 8, 1988) Interest Income for the 30 Days Ended 7/13/88 $2,745,337.00 Net Expenses for the Period $324,863.00 Average Daily Shares Outstanding and Entitled to Receive Dividends 40,380,637.000 Maximum Offering Price per Share as of 7/13/88 $10.57 YIELD = 2[( $2,745,337.00 - $324,863.00) +1)^6-1]= 6.90% * 40,380,637.000 * $10.57 Tax Equivalent Yield = 6.90% = 9.59 ** 1.00 - 0.28 * Income is 100% tax-exempt ** Calculation assumes a 28% tax rate, the -----END PRIVACY-ENHANCED MESSAGE-----