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Federated Insurance Series – ‘N-CSR’ for 12/31/16

On:  Thursday, 2/23/17, at 3:30pm ET   ·   Effective:  2/23/17   ·   For:  12/31/16   ·   Accession #:  1623632-17-369   ·   File #:  811-08042

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  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 2/23/17  Federated Insurance Series        N-CSR      12/31/16    3:6.0M                                   Federated Admin… Svcs/FAFederated Hermes Fund for U.S. Government Securities IIFederated Hermes Government Money Fund II Primary SharesService SharesFederated Hermes High Income Bond Fund II Primary SharesService SharesFederated Hermes Kaufmann Fund II Primary SharesService SharesFederated Hermes Managed Volatility Fund II Primary SharesFederated Hermes Quality Bond Fund II Primary SharesService SharesFederated Managed Tail Risk Fund II Primary SharesService Shares

Certified Annual Shareholder Report by a Management Investment Company   —   Form N-CSR
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: N-CSR       Certified Annual Shareholder Report by a            HTML   2.34M 
                          Management Investment Company                          
 2: EX-99.CERT302  Miscellaneous Exhibit                            HTML     13K 
 3: EX-99.CERT906  Miscellaneous Exhibit                            HTML      5K 


N-CSR   —   Certified Annual Shareholder Report by a Management Investment Company
Document Table of Contents

Page (sequential) | (alphabetic) Top
 
11st Page   -   Filing Submission
"Table of Contents
"Management's Discussion of Fund Performance
"Portfolio of Investments Summary Table
"Portfolio of Investments
"Financial Highlights
"Statement of Assets and Liabilities
"Statement of Operations
"Statement of Changes in Net Assets
"Notes to Financial Statements
"Report of Independent Registered Public Accounting Firm
"Shareholder Expense Example
"Board of Trustees and Trust Officers
"Evaluation and Approval of Advisory Contract
"Voting Proxies on Fund Portfolio Securities
"Quarterly Portfolio Schedule
"Portfolio of Investments Summary Tables
"Financial Highlights-Primary Shares
"Financial Highlights-Service Shares

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United States

Securities and Exchange Commission

Washington, D.C. 20549

 

Form N-CSR

Certified Shareholder Report of Registered Management Investment Companies

 

 

 

 

811-8042

 

(Investment Company Act File Number)

 

Federated Insurance Series

_______________________________________________________________

 

(Exact Name of Registrant as Specified in Charter)

 

 

 

Federated Investors Funds

4000 Ericsson Drive

Warrendale, Pennsylvania 15086-7561

(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: 12/31/16

 

 

Date of Reporting Period: 12/31/16

 

 

 

 

 

 

 

 

Item 1.Reports to Stockholders

 

 

 

 

Annual Shareholder Report
Share Class
Primary
Service
    
Federated Managed Tail Risk Fund II

A Portfolio of Federated Insurance Series

Dear Valued Shareholder,
I am pleased to present the Annual Shareholder Report for your fund covering the period from January 1, 2016 through December 31, 2016. This report includes Management's Discussion of Fund Performance, a complete listing of your fund's holdings, performance information and financial statements along with other important fund information.
In addition, our website, FederatedInvestors.com, offers easy access to Federated resources that include timely fund updates, economic and market insights from our investment strategists, and financial planning tools. We invite you to register to take full advantage of its capabilities.
Thank you for investing with Federated. I hope you find this information useful and look forward to keeping you informed.
Sincerely,
John B. Fisher, President

Not FDIC Insured • May Lose Value • No Bank Guarantee

CONTENTS

Table of Contents
Management's Discussion of Fund Performance (unaudited)
The total return of Federated Managed Tail Risk Fund II (the “Fund”), based on net asset value for the 12-month reporting period ended December 31, 2016, was -4.20% for the Primary Shares and -4.48% for the Service Shares. The total return of the S&P 500 Index (S&P 500),1 the Fund's broad-based securities market index, was 11.96% for the same period. The total returns of the MSCI All Country World Index2 (MSCI ACWI) and the Bloomberg Barclays U.S. Universal Index2 (BBUSUI) were 7.86% and 3.91%, respectively. Weighting these benchmarks (60% MSCI ACWI and 40% BBUSUI),2 the total return of the blended benchmark (“Blended Index”) was 6.42%. The Fund's total returns reflected actual cash flows, transaction costs and other expenses, which were not reflected in the total return of the Blended Index.
During the reporting period, the Fund's investment strategy was affected by: (a) the Fund's targeted neutral asset allocation; (b) tactical allocation relative to these neutral points; (c) the security selection of the underlying funds; and (d) the Fund's risk management overlay. The risk management overlay was the most significant factor affecting the Fund's performance relative to the Blended Index.
The following discussion will focus on the performance of the Fund's Primary Shares.
MARKET OVERVIEW
The reporting period started out with a -10.27% return over the 29 trading days from January 1, 2016 through February 11, 2016 due to fears of a recession brought about by weak results in industrial and energy sectors. However, the services sectors remained strong and provided the resilience necessary for the market to recover and strengthen, ending the year as far up as it was down in the beginning.
The U.K. referendum vote to exit the European Union (“Brexit”) at the end of June and fears of a contested U.S. presidential election leading into November caused brief pullbacks, on the order of -5%. However, in both cases, the pull-backs were transitory, and the market bounced back sharply. The market, as measured by the S&P 500, ended the year up 11.96%, and domestic small-caps, as measured by the Russell 2000® Index,3 were up 21.31%. The 50 basis point increase in target interest rates in December by the U.S. Federal Reserve caused a slight market decline of less than 2% into the end of the reporting period.
U.S. equities continued to outperform those of the rest of the world, as well as fixed income, with the S&P 500 outperforming the MSCI ACWI and the 2.65% return of the Bloomberg Barclays U.S. Aggregate Bond Index.4 Following the commodity rout of 2015, the commodity market strengthened considerably with improving economic conditions, as indicated by the strong 19.53% return of the DBIQ Optimum Yield Diversified Commodity Index.5 High-yield bond spreads declined substantially, and high-yield bonds, as measured by the BofA Merrill Lynch U.S. High Yield Index,6 returned 17.34%. Renewed inflation expectations following the election led to solid performance of the Treasury Inflation-Protected Securities (TIPS) asset class, as the total return of U.S. TIPS, as measured by the Bloomberg Barclays U.S. TIPS Index,7 was 4.68%.
Market volatility8 decreased slightly from a moderate level of 18.21 to a moderately low level of 14.04 during the reporting period, as measured by the Chicago Board Options Exchange (CBOE) Volatility Index (VIX),9 a measure of implied forward volatility of the S&P 500. However, it increased substantially during each of the market drawdown events mentioned earlier. During the recession fears, it reached a high of 28.14, during the Brexit vote, 25.76, and prior to the U.S. election, 22.51. With the exception of the market decline in January and February, these volatility increases were short-lived and receded quickly.
NEUTRAL ASSET ALLOCATION
The diversified10 neutral allocation, which was intended to provide resilience in down markets, was tilted away from fixed-income11 investments relative to the Blended Index. Also, the fixed-income portion of the Fund held TIPS, commodities and floating-rate notes for inflation protection. The diversified mix contributed positively to returns over the reporting period.
TACTICAL ALLOCATION
The Fund began the reporting period overweight in equities and quickly reduced the overweight during the initial drawdown, moving to an underweight position which was maintained for the bulk of the year. This tactical move negatively impacted Fund performance.
SECURITY SELECTION
Security selection negatively impacted Fund performance in the reporting period, with several underlying funds performing below their respective benchmarks.
Annual Shareholder Report
1

Table of Contents
RISK MANAGEMENT OVERLAY
The Fund uses an S&P 500 futures12 overlay to reduce the Fund's risk in markets with unusually high volatility. During the reporting period, the volatility of the market, as measured by the VIX, spiked three times: in January/February, June and October/November. During these times of heightened volatility, the Fund entered short positions to hedge the neutral weight equity. These negative positions negatively affected total return, as the market recovered quickly in each case. At the end of the reporting period, the Fund had no overlay position.
1 Please see the footnotes to the line graphs under “Fund Performance and Growth of a $10,000 Investment” below for the definition of, and more information about, the S& P 500.
2 Please see the footnotes to the line graphs under “Fund Performance and Growth of a $10,000 Investment” below for the definition of, and more information about, the Blended Index (60% MSCI ACWI and 40% BBUSUI). The Blended Index is being used for comparison purposes because, although it is not the Fund's broad-based securities market index, the Fund's Adviser believes it more closely reflects the market sectors in which the Fund invests.
3 The Russell 2000® Index measures the performance of the small-cap segment of the U.S. equity universe. The index is a subset of the Russell 3000® Index representing approximately 10% of the total market capitalization of that index. It includes approximately 2000 of the smallest securities based on a combination of their market cap and current index membership. The R2000 is constructed to provide a comprehensive and unbiased small-cap barometer and is completely reconstituted annually to ensure larger stocks do not distort the performance and characteristics of the true small-cap opportunity set.*
4 The Bloomberg Barclays U.S. Aggregate Bond Index measures the investment grade, U.S. dollar-denominated, fixed-rate taxable bond market, including Treasuries, government-related and corporate securities, mortgage-backed securities (agency fixed-rate and hybrid ARM pass-throughs), asset-backed securities and commercial mortgage-backed securities.*
5 The DBIQ Optimum Yield Diversified Commodity Index is based on 14 commodities drawn from the Energy, Precious Metals, Industrial Metals and Agriculture sectors.*
6 The BofA Merrill Lynch U.S. High Yield Index tracks the performance of U.S. dollar-denominated below investment-grade corporate debt publicly issued in the U.S. domestic market.*
7 The Bloomberg Barclays U.S. TIPS Index is a market value-weighted index that tracks inflation-protected securities issued by the U.S. Treasury.*
8 Volatility is a statistical measurement of the frequency and level of changes in the value of an asset, index or instrument without regard to the direction of those changes. Volatility may result from rapid and dramatic price swings.
9 The CBOE Volatility Index (VIX) is a key measure of market expectations of near-term volatility conveyed by S&P 500 stock index option prices.*
10 Diversification does not assure a profit nor protect against loss.
11 Bond prices are sensitive to changes in interest rates, and a rise in interest rates can cause a decline in their prices.
12 The Fund's use of derivative instruments involves risks different from, or possibly greater than, the risks associated with investing directly in securities and other traditional instruments.
* The index is unmanaged, and it is not possible to invest directly in an index.
Annual Shareholder Report
2

Table of Contents
FUND PERFORMANCE AND GROWTH OF A $10,000 INVESTMENT
The graph below illustrates the hypothetical investment of $10,0001 in the Federated Managed Tail Risk Fund II from December 31, 2006 to December 31, 2016, compared to the Standard & Poor's 500 Index (S&P 500),2 the Fund's broad-based securities market index, and a blended index comprised of 60% of the MSCI All Country World Index (MSCI ACWI) and 40% of the Bloomberg Barclays U.S. Universal Index (BBUSUI) (the “Blended Index”).3 The Average Annual Total Return table below shows returns for each class averaged over the stated periods.
Growth of a $10,000 Investment
Growth of $10,000 as of December 31, 2016
The Fund offers multiple share classes whose performance may be greater than or less than its other share class(es) due to differences in sales charges and expenses.
Average Annual Total Returns for the Period Ended 12/31/2016
  1 Year 5 Years 10 Years
Primary Shares -4.20% 2.67% 0.73%
Service Shares -4.48% 2.41% 0.50%
S&P 500 11.96% 14.66% 6.95%
Blended Index 6.42% 6.84% 4.31%
Performance data quoted represents past performance which is no guarantee of future results. Investment return and principal value will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Performance of a variable investment option changes over time and current performance may be lower or higher than what is stated. For current to the most recent month end performance, contact your insurance company. The performance information presented does not include the charges and expenses imposed by the insurance company under the variable insurance product contract. The inclusion of such charges would lower performance. Please refer to the variable insurance product prospectus for a complete listing of these expenses. Fund shares are available exclusively as a funding vehicle for life insurance companies writing variable life insurance policies and variable annuity contracts. Variable investment options are not obligations of or guaranteed by any bank and are not federally insured.
1 The Fund's performance assumes the reinvestment of all dividends and distributions. The S&P 500, the MSCI ACWI and the BBUSUI have been adjusted to reflect reinvestment of dividends on securities in the index.
2 The S&P 500 is a capitalization-weighted index of 500 stocks designed to measure performance of the broad domestic economy through changes in the aggregate market value of 500 stocks representing all major industries. The index is not adjusted to reflect sales loads, expenses or other fees that the Securities and Exchange Commission (SEC) requires to be reflected in the Fund's performance. The index is unmanaged and, unlike the Fund, is not affected by cash flows. It is not possible to invest directly in an index.
3 The MSCI ACWI captures large- and mid-cap representation across 23 developed markets and 23 emerging markets countries. The index covers approximately 85% of the global investable equity opportunity set. The BBUSUI covers USD-denominated taxable bonds that are rated either investment-grade or high-yield. Effective August 24, 2016, the name of the BBUSUI changed from “Barclays U.S. Universal Index” to “Bloomberg Barclays U.S. Universal Index.” The indexes are not adjusted to reflect sales loads, expenses or other fees that the SEC requires to be reflected in the Fund's performance. The indexes are unmanaged and, unlike the Fund, are not affected by cash flows. It is not possible to invest directly in an index.
Annual Shareholder Report
3

Table of Contents
Portfolio of Investments Summary Table (unaudited)
At December 31, 2016, the Fund's portfolio composition1 was as follows:
Portfolio Composition Percentage of
Total Net Assets
Securities Sold Short (3.4)%
Derivative Contracts—Short (notional value)2 (2.5)%
Domestic Equity Securities 37.5%
International Equity Securities 22.1%
U.S. Treasury Securities 9.2%
Domestic Fixed-Income Securities 5.2%
Trade Finance Agreements 5.0%
Asset-Backed Securities 2.2%
International Fixed-Income Securities 0.9%
Floating Rate Loan 0.4%
Non-Agency Mortgage-Backed Securities 0.4%
U.S. Government Agency Mortgage-Backed Securities 0.2%
Foreign Governments/Agencies 0.1%
Adjustment for Derivative Contracts (notional value)2 2.5%
Derivative Contracts3,4 0.0%
Other Security Types5 5.2%
Cash Equivalents6 12.7%
Other Assets and Liabilities—Net7 2.3%
TOTAL 100.0%
1 See the Fund's Prospectus for a description of the principal 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 this table, the affiliated investment company (other than an affiliated money market mutual 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 Represents the notional value of S&P 500 futures contracts held by the Federated Prudent Bear Fund and Federated Absolute Return Fund.
3 Based upon net unrealized appreciation (depreciation) or value of the derivative contracts as applicable. 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 unrealized appreciation (depreciation) or value may indicate. In many cases, the notional value or 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.
4 Represents less than 0.1%.
5 Other Security Types consist of exchange-traded funds and purchased options.
6 Cash Equivalents include any investments in money market mutual funds and/or overnight repurchase agreements.
7 Assets, other than investments in securities and derivative contracts, less liabilities. See Statement of Assets and Liabilities.
Annual Shareholder Report
4

Table of Contents
Portfolio of Investments
Shares or
Principal
Amount
    Value
    INVESTMENT COMPANIES—79.2%1  
51,306   Emerging Markets Core Fund $505,875
1,659,003   Federated Absolute Return Fund, Institutional Shares 15,727,343
77,949   Federated Bank Loan Core Fund 792,744
730,265   Federated Clover Small Value Fund, Institutional Shares 19,790,186
303,404   Federated Emerging Markets Equity Fund, Institutional Shares 2,557,699
833,185   Federated Equity Income Fund, Inc., Institutional Shares 19,163,261
242,358   Federated InterContinental Fund, Institutional Shares 10,530,445
798,016   Federated Intermediate Corporate Bond Fund, Institutional Shares 7,325,789
349,652   Federated International Leaders Fund, Class R6 Shares 10,248,296
2,977,505   Federated International Strategic Value Dividend Fund, Institutional Shares 10,212,842
744,525   Federated Kaufmann Large Cap Fund, Class R6 Shares 14,696,932
494,493   Federated Mortgage Core Portfolio 4,850,976
1,182,345   Federated Project and Trade Finance Core Fund 10,983,986
417,944   Federated Prudent Bear Fund, Institutional Shares 7,899,137
3,245,193   Federated Strategic Value Dividend Fund, Institutional Shares 19,179,089
980   Federated U.S. Gov't Securities Fund: 2-5 Years, Institutional Shares 10,652
232,162   High Yield Bond Portfolio 1,467,261
    TOTAL INVESTMENT COMPANIES
(IDENTIFIED COST $169,743,536)
155,942,513
    CORPORATE BONDS—1.2%  
$25,000   Abbott Laboratories, Sr. Unsecd. Note, 4.900%, 11/30/2046 25,709
30,000   ACE INA Holdings, Inc., 3.350%, 05/03/2026 30,379
25,000   Advance Auto Parts, Inc., 4.500%, 12/01/2023 25,860
150,000   American Honda Finance Co, Unsecd. Deb., Series MTN, 2.250%, 08/15/2019 151,450
60,000   Atmos Energy Corp., Sr. Unsecd. Note, 4.125%, 10/15/2044 59,703
75,000   Autodesk, Inc., Sr. Unsecd. Note, 4.375%, 06/15/2025 77,080
100,000   AutoZone, Inc., Sr. Unsecd. Note, 3.250%, 04/15/2025 98,192
50,000   Bank of America Corp., Sub. Note, Series L, 3.950%, 04/21/2025 49,798
20,000   BB&T Corp., Sr. Unsecd. Note, Series MTN, 2.250%, 02/01/2019 20,155
100,000   Becton Dickinson & Co., Sr. Unsecd. Note, 4.685%, 12/15/2044 104,003
30,000   Berkshire Hathaway, Inc., Sr. Unsecd. Note, 3.125%, 03/15/2026 29,797
100,000   Canadian Natural Resources Ltd., 3.900%, 02/01/2025 100,459
22,000   Carpenter Technology Corp., Sr. Unsecd. Note, 4.450%, 03/01/2023 21,060
30,000   Comerica, Inc., 3.800%, 07/22/2026 29,555
50,000 2,3 Embraer Overseas Ltd., Sr. Unsecd. Note, Series 144A, 5.696%, 09/16/2023 52,500
50,000   Energy Transfer Partners LP, Sr. Unsecd. Note, 4.050%, 03/15/2025 49,518
40,000   Energy Transfer Partners LP, Sr. Unsecd. Note, 4.900%, 02/01/2024 41,390
70,000   Enterprise Products Operating, Sr. Unsecd. Note, 3.950%, 02/15/2027 71,747
70,000   EverSource Energy, Sr. Unsecd. Note, 3.350%, 03/15/2026 69,248
70,000   Exelon Corp., Sr. Unsecd. Note, 3.400%, 04/15/2026 68,719
50,000   Exelon Generation Co. LLC, Sr. Unsecd. Note, 4.250%, 06/15/2022 51,762
20,000   Indiana Michigan Power Co., Sr. Unsecd. Note, Series K, 4.550%, 03/15/2046 20,786
40,000   Invesco Finance PLC, Sr. Unsecd. Note, 3.750%, 01/15/2026 40,525
40,000 2,3 Liberty Mutual Group, Inc., 4.850%, Series 144A, 08/01/2044 39,656
70,000   Liberty Property LP, Sr. Unsecd. Note, 3.750%, 04/01/2025 70,398
40,000   Masco Corp., Sr. Unsecd. Note, 4.375%, 04/01/2026 40,883
50,000   National Rural Utilities Cooperative Finance Corp., Sr. Sub., 5.250%, 04/20/2046 52,110
70,000   Newell Rubbermaid, Inc., Sr. Unsecd. Note, 4.200%, 04/01/2026 73,047
Annual Shareholder Report
5

Table of Contents
Shares or
Principal
Amount
    Value
    CORPORATE BONDS—continued  
$25,000   NextEra Energy Capital Holdings, Inc., Sr. Unsecd. Note, 2.700%, 09/15/2019 $25,321
40,000   O'Reilly Automotive, Inc., Sr. Unsecd. Note, 3.550%, 03/15/2026 39,759
100,000   Omnicom Group, Inc., Sr. Unsecd. Note, 3.600%, 04/15/2026 99,019
50,000   ProLogis LP, Sr. Unsecd. Note, 3.350%, 02/01/2021 51,459
10,000   Stryker Corp., Sr. Unsecd. Note, 3.500%, 03/15/2026 10,100
60,000   SunTrust Banks, Inc., Sr. Unsecd. Note, 2.900%, 03/03/2021 60,856
20,000   Textron, Inc., Sr. Unsecd. Note, 4.000%, 03/15/2026 20,034
25,000   Textron, Inc., Sr. Unsecd. Note, 4.300%, 03/01/2024 25,942
20,000   Total System Services, Inc., Sr. Unsecd. Note, 4.800%, 04/01/2026 21,561
25,000   Verisk Analytics, Inc., Sr. Unsecd. Note, 5.500%, 06/15/2045 26,635
125,000   Verizon Communications, Inc., Sr. Unsecd. Note, 5.150%, 09/15/2023 138,271
25,000   Viacom, Inc., Sr. Unsecd. Note, 3.875%, 04/01/2024 24,273
30,000   Visa, Inc., Sr. Unsecd. Note, 3.150%, 12/14/2025 30,124
50,000   Wells Fargo & Co., Sr. Unsecd. Note, 2.117%, 10/31/2023 50,658
90,000   Williams Partners LP, 4.900%, 01/15/2045 83,332
55,000   Worthington Industries, Inc., Sr. Unsecd. Note, 4.550%, 04/15/2026 54,475
    TOTAL CORPORATE BONDS
(IDENTIFIED COST $2,290,622)
2,327,308
    ASSET-BACKED SECURITIES—0.2%  
150,000   American Express Credit Account Master Trust 2014-1, Class A, 0.812%, 12/15/2021 150,286
90,000 2,3 Navistar Financial Dealer Note Master Trust 2016-1, Class A, 2.146%, 09/27/2021 90,110
150,000 2,3 Penarth Master Issuer 2015-1A, Class A1, 0.848%, 03/18/2019 149,995
42,000 2,3 PFS Financing Corp., 2016-BA, Class A, 1.870%, 10/15/2021 41,698
    TOTAL ASSET-BACKED SECURITIES
(IDENTIFIED COST $431,999)
432,089
    COMMERCIAL MORTGAGE-BACKED SECURITIES—0.3%  
60,000   Banc of America Commercial Mortgage Trust 2016-UBS10, Class A4, 3.170%, 07/15/2049 59,336
95,000   CD Commercial Mortgage Trust 2016-CD1, Class A4, 2.724%, 08/10/2049 91,188
50,000   Commercial Mortgage Trust 2015-DC1, Class AM, 3.724%, 02/10/2048 49,994
150,000   Federal Home Loan Mortgage Corp., 2.566%, 09/25/2020 152,995
100,000   JPMDB Commercial Mortgage Securities Trust 2016-C4, Class A3, 3.1413%, 12/15/2049 99,286
105,000   WF-RBS Commercial Mortgage Trust 2014-C25, Class B, 4.236%, 11/15/2047 106,784
    TOTAL COMMERCIAL MORTGAGE-BACKED SECURITIES
(IDENTIFIED COST $576,792)
559,583
    EXCHANGE-TRADED FUNDS—5.0%  
77,529   iShares Dow Jones U.S. Real Estate Index Fund 5,965,081
249,178 4 PowerShares DB Commodity Index Tracking Fund 3,946,980
    TOTAL EXCHANGE-TRADED FUNDS
(IDENTIFIED COST $12,078,957)
9,912,061
    U.S. TREASURY—6.1%  
104,829   U.S. Treasury Inflation-Protected Bond, 0.750%, 02/15/2042 99,312
429,073   U.S. Treasury Inflation-Protected Bond, 0.750%, 02/15/2045 404,441
43,866   U.S. Treasury Inflation-Protected Bond, 1.000%, 02/15/2046 44,060
854,931   U.S. Treasury Inflation-Protected Bond, 1.375%, 02/15/2044 933,644
1,407,648   U.S. Treasury Inflation-Protected Bond, 1.750%, 01/15/2028 1,570,764
1,678,225   U.S. Treasury Inflation-Protected Bond, 2.000%, 01/15/2026 1,889,501
750,175   U.S. Treasury Inflation-Protected Bond, 2.375%, 01/15/2025 860,988
186,884   U.S. Treasury Inflation-Protected Note, 0.125%, 01/15/2022 187,196
1,343,699   U.S. Treasury Inflation-Protected Note, 0.125%, 04/15/2018 1,355,352
452,099   U.S. Treasury Inflation-Protected Note, 0.125%, 04/15/2020 456,835
127,485   U.S. Treasury Inflation-Protected Note, 0.125%, 04/15/2021 128,262
Annual Shareholder Report
6

Table of Contents
Shares or
Principal
Amount
    Value
    U.S. TREASURY—continued  
$48,986   U.S. Treasury Inflation-Protected Note, 0.250%, 01/15/2025 $48,196
101,929   U.S. Treasury Inflation-Protected Note, 0.375%, 07/15/2025 101,392
366,224   U.S. Treasury Inflation-Protected Note, 0.625%, 01/15/2026 369,459
1,005,908   U.S. Treasury Inflation-Protected Note, Series A-2024, 0.625%, 01/15/2024 1,024,154
336,282   U.S. Treasury Inflation-Protected Note, Series D-2018, 1.375%, 07/15/2018 348,776
1,675,855   U.S. Treasury Inflation-Protected Note, Series D-2020, 1.250%, 07/15/2020 1,770,218
3,054   U.S. Treasury Inflation-Protected Note, Series D-2024, 0.125%, 07/15/2024 3,002
515,790   U.S. Treasury Inflation-Protected Note, Series X-2019, 0.125%, 04/15/2019 522,076
1,000   United States Treasury Bond, 3.000%, 11/15/2044 985
3,000   United States Treasury Bond, 3.000%, 11/15/2045 2,950
    TOTAL U.S. TREASURY
(IDENTIFIED COST $12,082,816)
12,121,563
    REPURCHASE AGREEMENT—9.2%  
18,033,000   Interest in $903,000,000 joint repurchase agreement 0.50%, dated 12/30/2016 under which Bank of America, N.A. will repurchase securities provided as collateral for $903,050,167 on 1/3/2017. The securities provided as collateral at the end of the period held with BNY Mellon as tri-party agent, were U.S. Government Agency securities maturing on 2/25/2044 and the market value of those underlying securities was $930,141,672.
(IDENTIFIED COST $18,033,000)
18,033,000
    TOTAL INVESTMENTS—101.2%
(IDENTIFIED COST $215,237,722)5
199,328,117
    OTHER ASSETS AND LIABILITIES - NET—(1.2)%6 (2,455,082)
    TOTAL NET ASSETS—100% $196,873,035
At December 31, 2016, the Fund had the following outstanding futures contracts:
Description Number of
Contracts
Notional
Value
Expiration
Date
Unrealized
Appreciation
(Depreciation)
4United States Treasury Long Bond Long Futures 6 $903,937 March 2017 $(8,256)
4United States Treasury Notes 2-Year Long Futures 48 $10,401,000 March 2017 $(9,338)
4United States Treasury Ultra Bond Long Futures 4 $641,000 March 2017 $(7,617)
4United States Treasury Notes 5-Year Short Futures 20 $2,353,281 March 2017 $10,729
4United States Treasury Notes 10-Year Short Futures 20 $2,485,625 March 2017 $10,313
NET UNREALIZED DEPRECIATION ON FUTURES CONTRACTS $(4,169)
Net Unrealized Depreciation on Futures Contracts is included in “Other Assets and Liabilities—Net.”
1 Affiliated holdings.
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 December 31, 2016, these restricted securities amounted to $373,959, which represented 0.2% 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 Trustees (the “Trustees”). At December 31, 2016, these liquid restricted securities amounted to $373,959, which represented 0.2% of total net assets.
4 Non-income-producing security.
5 The cost of investments for federal tax purposes amounts to $215,525,925.
6 Assets, other than investments in securities, less liabilities. See Statement of Assets and Liabilities.
Note: The categories of investments are shown as a percentage of total net assets at December 31, 2016. 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.). Also includes securities valued at amortized cost.
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.
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The following is a summary of the inputs used, as of December 31, 2016, in valuing the Fund's assets carried at fair value:
Valuation Inputs
  Level 1—
Quoted
Prices
Level 2—
Other
Significant
Observable
Inputs
Level 3—
Significant
Unobservable
Inputs
Total
Investment Companies1 $137,341,671 $$— $155,942,513
Debt Securities:        
Corporate Bonds 2,327,308 2,327,308
Asset-Backed Securities 432,089 432,089
Commercial Mortgage-Backed Securities 559,583 559,583
Exchange-Traded Funds 9,912,061 9,912,061
U.S. Treasury 12,121,563 12,121,563
Repurchase Agreement 18,033,000 18,033,000
TOTAL SECURITIES $147,253,732 $33,473,543 $— $199,328,117
Other Financial Instruments2        
Assets $21,042 $$— $21,042
Liabilities (25,211) (25,211)
TOTAL OTHER FINANCIAL INSTRUMENTS $(4,169) $$— $(4,169)
1 As permitted by U.S. generally accepted accounting principles (GAAP), Investment Companies valued at $18,600,842 are measured at fair value using the net asset value (NAV) per share practical expedient and have not been categorized in the chart above but are included in the Total column. The amount included herein is intended to permit reconciliation of the fair value classifications to the amounts presented on the Statement of Assets and Liabilities. The price of shares redeemed in Emerging Markets Core Fund, Federated Bank Loan Core Fund, Federated Mortgage Core Portfolio and High Yield Bond Portfolio is the next determined NAV after receipt of a shareholder redemption request. The price of shares redeemed of Federated Project and Trade Finance Core Fund may be determined as of the closing NAV of the fund up to twenty-four days after receipt of a shareholder redemption request.
2 Other financial instruments include futures contracts.
The following acronym is used throughout this portfolio:
MTN —Medium Term Note
See Notes which are an integral part of the Financial Statements
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Financial HighlightsPrimary Shares
(For a Share Outstanding Throughout Each Period)
Year Ended December 31 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $5.11 $5.55 $7.06 $6.25 $6.02
Income From Investment Operations:          
Net investment income 0.081 0.08 0.081 0.111 0.07
Net realized and unrealized gain (loss) on investments, futures contracts, written options and foreign currency transactions (0.29) (0.42) (0.13) 0.91 0.54
TOTAL FROM INVESTMENT OPERATIONS (0.21) (0.34) (0.05) 1.02 0.61
Less Distributions:          
Distributions from net investment income (0.09) (0.09) (0.12) (0.07) (0.03)
Distributions from net realized gain on investments, futures contracts and foreign currency transactions (0.01) (1.34) (0.14) (0.35)
TOTAL DISTRIBUTIONS (0.09) (0.10) (1.46) (0.21) (0.38)
Net Asset Value, End of Period $4.81 $5.11 $5.55 $7.06 $6.25
Total Return2 (4.20)% (6.29)% (0.97)% 16.45% 10.17%
Ratios to Average Net Assets:          
Net expenses 0.28% 0.28% 0.30% 0.50% 1.04%3
Net investment income 1.57% 1.54% 1.41% 1.62% 0.99%
Expense waiver/reimbursement4 0.69% 0.67% 0.61% 0.53% 0.01%
Supplemental Data:          
Net assets, end of period (000 omitted) $133,556 $141,823 $153,165 $169,658 $165,598
Portfolio turnover 21% 49% 39% 137% 103%
1 Per share numbers have been calculated using the average shares method.
2 Based on net asset value. Total returns do not reflect any additional fees or expenses that may be imposed by separate accounts of insurance companies or in connection with any variable annuity or variable life insurance contract.
3 The net expense ratio is calculated without reduction for expense offset arrangements. The net expense ratio is 1.04% for the year ended December 31, 2012, after taking into account these expense reductions.
4 This expense decrease is reflected in both the net expense and the net investment income ratios shown above.
See Notes which are an integral part of the Financial Statements
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Financial HighlightsService Shares
(For a Share Outstanding Throughout Each Period)
Year Ended December 31 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $5.10 $5.54 $7.07 $6.26 $6.02
Income From Investment Operations:          
Net investment income 0.061 0.07 0.081 0.141 0.06
Net realized and unrealized gain (loss) on investments, futures contracts, written options and foreign currency transactions (0.29) (0.42) (0.16) 0.86 0.55
TOTAL FROM INVESTMENT OPERATIONS (0.23) (0.35) (0.08) 1.00 0.61
Less Distributions:          
Distributions from net investment income (0.07) (0.08) (0.11) (0.05) (0.02)
Distributions from net realized gain on investments, futures contracts, written options and foreign currency transactions (0.01) (1.34) (0.14) (0.35)
TOTAL DISTRIBUTIONS (0.07) (0.09) (1.45) (0.19) (0.37)
Net Asset Value, End of Period $4.80 $5.10 $5.54 $7.07 $6.26
Total Return2 (4.48)% (6.43)% (1.33)% 16.11% 10.03%
Ratios to Average Net Assets:          
Net expenses 0.53% 0.53% 0.54% 0.75% 1.29%3
Net investment income 1.32% 1.29% 1.46% 2.01% 0.73%
Expense waiver/reimbursement4 0.69% 0.67% 0.63% 0.54% 0.01%
Supplemental Data:          
Net assets, end of period (000 omitted) $63,317 $69,876 $67,434 $10,101 $4,146
Portfolio turnover 21% 49% 39% 137% 103%
1 Per share numbers have been calculated using the average shares method.
2 Based on net asset value. Total returns do not reflect any additional fees or expenses that may be imposed by separate accounts of insurance companies or in connection with any variable annuity or variable life insurance contract.
3 The net expense ratio is calculated without reduction for expense offset arrangements. The net expense ratio is 1.29% for the year ended December 31, 2012, after taking into account these expense reductions.
4 This expense decrease is reflected in both the net expense and the net investment income ratios shown above.
See Notes which are an integral part of the Financial Statements
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Statement of Assets and Liabilities
Assets:    
Total investment in securities, at value including $155,942,513 of investment in affiliated holdings (Note 5) (identified cost $215,237,722)   $199,328,117
Cash   254
Restricted cash (Note 2)   42,150
Income receivable   84,034
Receivable for investments sold   2,156,860
Receivable for shares sold   25,995
Receivable for daily variation margin on futures contracts   6,054
TOTAL ASSETS   201,643,464
Liabilities:    
Payable for investments purchased $4,559,423  
Payable for shares redeemed 113,854  
Payable to adviser (Note 5) 650  
Payable for administrative fees (Note 5) 843  
Payable for distribution services fee (Note 5) 13,481  
Accrued expenses (Note 5) 82,178  
TOTAL LIABILITIES   4,770,429
Net assets for 40,994,291 shares outstanding   $196,873,035
Net Assets Consist of:    
Paid-in capital   $232,738,997
Net unrealized depreciation of investments and futures contracts   (15,913,774)
Accumulated net realized loss on investments, futures contracts, written options and foreign currency transactions   (23,021,579)
Undistributed net investment income   3,069,391
TOTAL NET ASSETS   $196,873,035
Net Asset Value, Offering Price and Redemption Proceeds Per Share    
Primary Shares:    
Net asset value per share ($133,555,758 ÷ 27,790,523 shares outstanding), no par value, unlimited shares authorized   $4.81
Service Shares:    
Net asset value per share ($63,317,277 ÷ 13,203,768 shares outstanding), no par value, unlimited shares authorized   $4.80
See Notes which are an integral part of the Financial Statements
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Statement of Operations
Investment Income:      
Dividends (including $3,056,347 received from affiliated holdings (Note 5))     $3,324,254
Interest     377,279
Investment income allocated from affiliated partnership (Note 5)     20,951
TOTAL INCOME     3,722,484
Expenses:      
Investment adviser fee (Note 5)   $1,507,149  
Administrative fee (Note 5)   157,178  
Custodian fees   17,512  
Transfer agent fee   20,804  
Directors'/Trustees' fees (Note 5)   2,856  
Auditing fees   28,390  
Legal fees   10,813  
Portfolio accounting fees   71,988  
Distribution services fee (Note 5)   163,763  
Printing and postage   109,464  
Miscellaneous (Note 5)   17,983  
EXPENSES BEFORE ALLOCATION   2,107,900  
Expenses allocated from affiliated partnership (Note 5)   240  
TOTAL EXPENSES   2,108,140  
Waiver and Reimbursements:      
Waiver/reimbursement of investment adviser fee (Note 5) $(1,379,391)    
Reimbursement of other operating expenses (Note 2) (1,067)    
TOTAL WAIVER AND REIMBURSEMENTS   (1,380,458)  
Net expenses     727,682
Net investment income     2,994,802
Realized and Unrealized Gain (Loss) on Investments, Futures Contracts, Written Options and Foreign Currency Transactions:      
Net realized loss on investments (including realized loss of $(2,975,694) on sales of investments in affiliated
holdings (Note 5))
    (13,229,787)
Net realized loss on futures contracts     (7,038,594)
Net realized gain on written options     1,715,498
Net realized loss on investments and foreign currency transactions allocated from affiliated partnership (Note 5)     (9,464)
Realized gain distribution from affiliated investment company shares (Note 5)     1,077,671
Net change in unrealized depreciation of investments and translation of assets and liabilities in foreign currency     5,139,832
Net change in unrealized appreciation of futures contracts     (21,474)
Net realized and unrealized loss on investments, futures contracts, written options and foreign currency transactions     (12,366,318)
Change in net assets resulting from operations     $(9,371,516)
See Notes which are an integral part of the Financial Statements
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Statement of Changes in Net Assets
Year Ended December 31 2016 2015
Increase (Decrease) in Net Assets    
Operations:    
Net investment income $2,994,802 $3,237,959
Net realized loss on investments including allocation from affiliated partnership, futures contracts, written options and foreign currency transactions (17,484,676) (2,667,509)
Net change in unrealized appreciation/depreciation of investments, futures contracts and translation of assets and liabilities in foreign currency 5,118,358 (14,801,139)
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS (9,371,516) (14,230,689)
Distributions to Shareholders:    
Distributions from net investment income    
Primary Shares (2,372,125) (2,454,018)
Service Shares (959,350) (1,109,052)
Distributions from net realized gain on investments, futures contracts and written options    
Primary Shares (205,639)
Service Shares (101,669)
CHANGE IN NET ASSETS RESULTING FROM DISTRIBUTIONS TO SHAREHOLDERS (3,331,475) (3,870,378)
Share Transactions:    
Proceeds from sale of shares 25,650,999 39,746,282
Net asset value of shares issued to shareholders in payment of distributions declared 3,331,475 3,870,379
Cost of shares redeemed (31,104,930) (34,416,079)
CHANGE IN NET ASSETS RESULTING FROM SHARE TRANSACTIONS (2,122,456) 9,200,582
Change in net assets (14,825,447) (8,900,485)
Net Assets:    
Beginning of period 211,698,482 220,598,967
End of period (including undistributed net investment income of $3,069,391 and $3,327,001, respectively) $196,873,035 $211,698,482
See Notes which are an integral part of the Financial Statements
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Notes to Financial Statements
1. ORGANIZATION
Federated Insurance Series (the “Trust”) is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company. The Trust consists of seven portfolios. The financial statements included herein are only those of Federated Managed Tail Risk Fund II (the “Fund”), a diversified portfolio. The financial statements of the other portfolios are presented separately. The assets of each portfolio are segregated and a shareholder's interest is limited to the portfolio in which shares are held. Each portfolio pays its own expenses. The Fund offers two classes of shares: Primary Shares and Service Shares. All shares of the Fund have equal rights with respect to voting, except on class-specific matters. Fund shares are available exclusively as a funding vehicle for life insurance companies writing variable life insurance policies and variable annuity contracts. The investment objective of the Fund is capital appreciation.
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 U.S. generally accepted accounting principles (GAAP).
Investment Valuation
In calculating its net asset value (NAV), the Fund generally values investments as follows:
Shares of other mutual funds or non-exchange-traded investment companies are valued based upon their reported NAVs.
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 are fair valued using price evaluations provided by a pricing service approved by the Trustees.
Derivative contracts listed on exchanges are valued at their reported settlement or closing price, except that options are valued at the mean of closing bid and asked quotations.
Over-the-counter (OTC) derivative contracts are fair valued using price evaluations provided by a pricing service approved by the Trustees.
For securities that are fair valued in accordance with procedures established by and under the general supervision of the Trustees, certain factors may be considered such as: the last traded or purchase price of the security, information obtained by contacting the issuer or dealers, analysis of the issuer's financial statements or other available documents, fundamental analytical data, the nature and duration of restrictions on disposition, the movement of the market in which the security is normally traded, public trading in similar securities or derivative contracts of the issuer or comparable issuers, movement of a relevant index, or other factors including but not limited to industry changes and relevant government actions.
If any price, quotation, price evaluation or other pricing source is not readily available when the NAV is calculated, if the Fund cannot obtain price evaluations from a pricing service or from more than one dealer for an investment within a reasonable period of time as set forth in the Fund's valuation policies and procedures, or if information furnished by a pricing service, in the opinion of the valuation committee (“Valuation Committee”), is deemed not representative of the fair value of such security, 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 obtain the fair value assigned to an investment if it sold the investment at approximately the time at which the Fund determines its NAV per share.
Fair Valuation and Significant Events Procedures
The Trustees have ultimate responsibility for determining the fair value of investments for which market quotations are not readily available. The Trustees have appointed a Valuation Committee comprised of officers of the Fund, Federated Global Investment Management Corp., Federated Investment Management Company and Federated Equity Management Company of Pennsylvania (collectively, the “Co-Advisers”) and certain of the Co-Adviser's affiliated companies to assist in determining fair value and in overseeing the calculation of the NAV. The Trustees have also authorized the use of pricing services recommended by the Valuation Committee to provide fair value evaluations of the current value of certain investments for purposes of calculating the NAV. The Valuation Committee employs various methods for reviewing third-party pricing-service evaluations including periodic reviews of third-party pricing services' policies, procedures and valuation methods (including key inputs, methods, models and assumptions), transactional back-testing, comparisons of evaluations of different pricing services, and review of price challenges by the Co-Advisers based on recent market activity. In the event that market quotations and price evaluations are not available for an investment, the Valuation Committee determines the fair value of the investment in accordance with procedures adopted by the Trustees. The Trustees periodically review and approve the fair valuations made by the Valuation Committee and any changes made to the procedures.
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 any U.S. Treasury and Agency securities, mortgage-backed securities and municipal securities. The Fund normally uses mid evaluations for any other types of fixed-income securities and any 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 Trustees.
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The Trustees also have adopted procedures requiring an investment to be priced at its fair value whenever the Co-Advisers determine 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 principally in foreign markets, significant trends in U.S. equity markets or in the trading of foreign securities index futures contracts;
Political or other developments affecting the economy or markets in which an issuer conducts its operations or its securities are traded;
Announcements concerning matters such as acquisitions, recapitalizations, litigation developments, or a natural disaster affecting the issuer's operations or regulatory changes or market developments affecting the issuer's industry.
The Trustees have adopted procedures whereby the Valuation Committee uses a pricing service to determine the fair value of equity securities traded principally in foreign markets when the Co-Advisers determine 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 in accordance with the fair valuation procedures approved by the Trustees. The Trustees have ultimate responsibility for any fair valuations made in response to a significant event.
Repurchase Agreements
The Fund may invest in repurchase agreements for short-term liquidity purposes. 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.
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 Co-Advisers 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.
Repurchase agreements are subject to Master Netting Agreements (MNA) which are agreements between the Fund and its counterparties that provide for the net settlement of all transactions and collateral with the Fund, through a single payment, in the event of default or termination. Amounts presented on the Portfolio of Investments and Statement of Assets and Liabilities are not net settlement amounts but gross. As indicated above, the cash or securities to be repurchased, as shown on the Portfolio of Investments, exceeds the repurchase price to be paid under the agreement reducing the net settlement amount to zero.
Investment Income, Gains and Losses, Expenses and Distributions
Investment transactions are accounted for on a trade-date basis. Realized gains and losses from investment transactions are recorded on an identified-cost basis. 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. Positive or negative inflation adjustments on Treasury Inflation-Protected Securities (TIPS) are included in interest income. Distributions of net investment income are declared and paid annually. Non-cash dividends included in dividend income, if any, are recorded at fair value. Amortization/accretion of premium and discount is included in investment income. Gains and losses realized on principal payment of mortgage-backed securities (paydown gains and losses) are classified as part of investment income. The Fund had invested in Emerging Markets Fixed Income Core Fund (EMCORE), a portfolio of Federated Core Trust II, L.P. which was a limited partnership established under the laws of the state of Delaware. The Fund recorded daily its proportionate share of income, expenses, realized and unrealized gains and losses from EMCORE. 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 Primary Shares and Service Shares may bear distribution services fees unique to those classes. The detail of total fund expense waiver and reimbursements of $1,380,458 is disclosed in various locations in this Note 2 and Note 5.
For the year ended December 31, 2016, the custodian reimbursed $1,067 of custody fees.
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.
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. As of and during the year ended December 31, 2016, the Fund did not have a liability for any uncertain tax positions. The Fund recognizes interest and penalties, if any, related to tax liabilities as income tax expense in the Statement of Operations. As of December 31, 2016, tax years 2013 through 2016 remain subject to examination by the Fund's major tax jurisdictions, which include the United States of America and the Commonwealth of Massachusetts.
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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.
Futures Contracts
The Fund purchases and sells financial futures contracts to seek to manage duration, market and yield curve risks. Upon entering into a financial futures contract with a broker, the Fund is required to deposit in a segregated account either a specified amount of cash, which is shown as Restricted Cash in the Statement of Assets and Liabilities, 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. There is minimal counterparty risk to the Fund since futures contracts are exchange traded and the exchange's clearinghouse, as counterparty to all exchange traded futures, guarantees the futures contracts against default.
Futures contracts outstanding at period end are listed after the Fund's Portfolio of Investments.
The average notional value of long and short futures contracts held by the Fund throughout the period was $7,440,990 and $22,948,317, respectively. This is based on amounts held as of each month-end throughout the fiscal period.
Option Contracts
The Fund buys or sells put and call options to increase return and to manage market risk. The seller (“writer”) of an option receives a payment or premium, from the buyer, which the writer keeps regardless of whether the buyer exercises the option. When the Fund writes a put or call option, an amount equal to the premium received is recorded as a liability and subsequently marked to market to reflect the current value of the option written. Premiums received from writing options which expire are treated as realized gains. The Fund, as a writer of an option, bears the market risk of an unfavorable change in the price of the underlying reference instrument. When the Fund purchases a put or call option, an amount equal to the premium paid is recorded as an increase to the cost of the investment and subsequently marked to market to reflect the current value of the option purchased. Premiums paid for purchasing options which expire are treated as realized losses. Premiums received/paid for writing/purchasing options which are exercised or closed are added to the proceeds or offset against amounts paid on the underlying reference instrument to determine the realized gain or loss. The risk associated with purchasing put and call options is limited to the premium paid. Options can trade on securities or commodities exchanges. In this case, the exchange sets all the terms of the contract except for the price. Most exchanges require investors to maintain margin accounts through their brokers to cover their potential obligations to the exchange. This protects investors against potential defaults by the counterparty.
The following is a summary of the Fund's written option activity:
Contracts Number of
Contracts
Premium
Outstanding at December 31, 2015 $
Contracts written 15,560 2,090,198
Contracts expired (10,235) (1,140,087)
Contracts bought back (5,325) (950,111)
Outstanding at December 31, 2016 $
The average market value of written options held by the Fund throughout the period was $139,642. This is based on amounts held as of each month-end throughout the fiscal period.
The average market value of purchased call and put options held by the Fund throughout the period was $97,316 and $744,941, respectively. This is based on amounts held as of each month-end throughout the fiscal period.
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 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.
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Additional Disclosure Related to Derivative Instruments
Fair Value of Derivative Instruments
  Asset
  Statement of
Assets and
Liabilities
Location
Fair
Value
Derivatives not accounted for as hedging instruments
under ASC Topic 815
   
Interest rate contracts Receivable for daily variation
margin on futures contracts
$(4,169)*
* Includes cumulative net depreciation of futures contracts as reported in the footnotes to the Portfolio of Investments. Only the current day's variation margin is reported within the Statement of Assets and Liabilities.
The Effect of Derivative Instruments on the Statement of Operations for the Year Ended December 31, 2016
Amount of Realized Gain or (Loss) on Derivatives Recognized in Income
  Futures
Contracts
Purchased
Option
Contracts1
Written
Option
Contracts
Total
Interest rate contracts $(22,346) $$$(22,346)
Equity contracts (7,016,248) (10,288,208) 1,715,498 (15,588,958)
TOTAL $(7,038,594) $(10,288,208) $1,715,498 $(15,611,304)
    
Change in Unrealized Appreciation or (Depreciation) on Derivatives Recognized in Income
  Futures
Contracts
Purchased
Option
Contracts2
Total
Interest rate contracts $(21,474) $$(21,474)
Equity contracts (81,937) (81,937)
TOTAL $(21,474) $(81,937) $(103,411)
1 The net realized loss on Purchased Option Contracts is found within the Net realized loss on investments on the Statement of Operations.
2 The net change in unrealized appreciation of Purchased Option Contracts is found within the Net Change in unrealized depreciation of investments and translation of assets and liabilities in foreign currency on the Statement of Operations.
Other
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. The Fund applies Investment Company accounting and reporting guidance.
3. SHARES OF BENEFICIAL INTEREST
The following tables summarize share activity:
Year Ended December 31 2016 2015
Primary Shares: Shares Amount Shares Amount
Shares sold 2,955,103 $14,301,919 2,609,269 $13,934,238
Shares issued to shareholders in payment of distributions declared 492,142 2,372,125 480,951 2,659,658
Shares redeemed (3,387,677) (16,394,502) (2,968,731) (16,030,077)
NET CHANGE RESULTING FROM PRIMARY SHARE TRANSACTIONS 59,568 $279,542 121,489 $563,819
    
Year Ended December 31 2016 2015
Service Shares: Shares Amount Shares Amount
Shares sold 2,349,268 $11,349,080 4,739,241 $25,812,044
Shares issued to shareholders in payment of distributions declared 199,035 959,350 218,937 1,210,721
Shares redeemed (3,041,516) (14,710,428) (3,433,951) (18,386,002)
NET CHANGE RESULTING FROM SERVICE SHARE TRANSACTIONS (493,213) $(2,401,998) 1,524,227 $8,636,763
NET CHANGE RESULTING FROM TOTAL FUND SHARE TRANSACTIONS (433,645) $(2,122,456) 1,645,716 $9,200,582
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4. FEDERAL TAX INFORMATION
The timing and character of income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP. These differences are primarily due to differing treatments for discount accretion/premium amortization on debt securities, expired capital loss carryforwards, regulatory settlement proceeds, partnership income, short-term capital gain distributions from registered investment companies and TIPS deflation adjustments.
For the year ended December 31, 2016, permanent differences identified and reclassified among the components of net assets were as follows:
Increase (Decrease)
Paid-In Capital Undistributed
Net Investment
Income (Loss)
Accumulated
Net Realized
Gain (Loss)
$(6,189,760) $79,063 $6,110,697
Net investment income (loss), net realized gains (losses), and net assets were not affected by this reclassification.
The tax character of distributions as reported on the Statement of Changes in Net Assets for the years ended December 31, 2016 and 2015, was as follows:
  2016 2015
Ordinary income $3,331,475 $3,563,070
Long-term capital gains $$307,308
As of December 31, 2016, the components of distributable earnings on a tax basis were as follows:
Undistributed ordinary income $3,069,391
Net unrealized depreciation $(16,197,808)
Capital loss carryforwards and deferrals $(22,737,545)
The difference between book-basis and tax-basis net unrealized appreciation/depreciation is attributable to differing treatments for deferral of losses on wash sales, discount accretion/premium amortization on debt securities and partnership adjustments.
At December 31, 2016, the cost of investments for federal tax purposes was $215,525,925. The net unrealized depreciation of investments for federal tax purposes excluding any unrealized appreciation/depreciation resulting from: (a) the translation from FCs to U.S. dollars of assets and liabilities other than investments in securities and (b) futures contracts was $16,197,808. This consists of net unrealized appreciation from investments for those securities having an excess of value over cost of $2,234,743 and net unrealized depreciation from investments for those securities having an excess of cost over value of $18,432,551.
At December 31, 2016, the Fund had a capital loss carryforward of $22,737,545 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, thereby reducing 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, a net capital loss incurred in taxable years beginning on or before December 22, 2010, is characterized as short-term and may be carried forward for a maximum of eight tax years (“Carryforward Limit”), whereas a net capital loss incurred in taxable years beginning after December 22, 2010, retains its character as either short-term or long-term, does not expire and is required to be utilized prior to the losses which have a Carryforward Limit.
The following schedule summarizes the Fund's capital loss carryforwards and expiration years:
Expiration Year Short-Term Long-Term Total
No Expiration $14,760,742 $5,717,138 $20,477,880
2017 $2,259,665 NA $2,259,665
As a result of the tax-free transfer of assets from Federated Clover Value Fund II, certain capital loss carryforwards listed above may be limited.
Capital loss carryforwards of $6,189,290 expired during the year ended December 31, 2016.
As of December 31, 2016, for federal income tax purposes, the Fund has $2,829,392 in passive activity loss deferrals.
5. INVESTMENT ADVISER FEE AND OTHER TRANSACTIONS WITH AFFILIATES
Investment Adviser Fee
The co-advisory agreement between the Fund and the Co-Advisers provides for an annual fee equal to 0.75% of the Fund's average daily net assets. Subject to the terms described in the Expense Limitation note, the Co-Advisers may voluntarily choose to waive any portion of their fee. For the year ended December 31, 2016, the Co-Advisers voluntarily waived $460,216 of their fee.
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Administrative Fee
Federated Administrative Services (FAS), under the Administrative Services Agreement, provides the Fund with administrative personnel and services. For purposes of determining the appropriate rate breakpoint, “Investment Complex” is defined as all of the Federated Funds subject to a fee under the Administrative Services Agreement. The fee paid to FAS is based on the average daily net assets of the Investment Complex as specified below, plus certain out-of-pocket expenses:
Administrative Fee Average Daily Net Assets
of the Investment Complex
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
Subject to the terms described in the Expense Limitation note, FAS may voluntarily choose to waive any portion of its fee. For the year ended December 31, 2016, the annualized fee paid to FAS was 0.078% of average daily net assets of the Fund.
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 Primary Shares and Service 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
Primary Shares 0.25%
Service Shares 0.25%
Subject to the terms described in the Expense Limitation note, FSC may voluntarily choose to waive any portion of its fee. For the year ended December 31, 2016, distribution services fees for the Fund were as follows:
  Distribution Services
Fees Incurred
Service Shares $163,763
When FSC receives fees, it may pay some or all of them to financial intermediaries whose customers purchase shares. For the year ended December 31, 2016, FSC retained $62 of fees paid by the Fund. For the year ended December 31, 2016, the Fund's Primary Shares did not incur a distribution services fee; however, it may begin to incur this fee upon approval of the Trustees.
Expense Limitation
The Co-Advisers and certain of their affiliates (which may include FSC and FAS) on their own initiative have agreed to waive certain amounts of their respective fees and/or reimburse expenses. Effective May 1, 2016, total annual fund operating expenses (as shown in the financial highlights, excluding expenses allocated from affiliated partnerships, extraordinary expenses and proxy-related expenses paid by the Fund, if any) paid by the Fund's Primary Shares and Service Shares (after the voluntary waivers and/or reimbursements) will not exceed 0.27% and 0.52% (the “Fee Limit”), respectively, up to but not including the later of (the “Termination Date”): (a) May 1, 2017; or (b) the date of the Fund's next effective Prospectus. While the Co-Advisers and their applicable affiliates currently do not anticipate terminating or increasing these arrangements prior to the Termination Date, these arrangements may only be terminated or the Fee Limit increased prior to the Termination Date with the agreement of the Trustees.
General
Certain Officers and Trustees of the Fund are Officers and Directors or Trustees of certain of the above companies. To efficiently facilitate payment, Directors'/Trustees' fees and certain expenses related to conducting meetings of the Directors/Trustees and other miscellaneous expenses are paid by an affiliate of the Co-Advisers which in due course are reimbursed by the Fund. Such expenses may be included in Accrued and Miscellaneous Expenses on the Statement of Assets and Liabilities and Statement of Operations, respectively.
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Transactions Involving Affiliated Holdings
Affiliated holdings are investment companies which are managed by the Co-Advisers or an affiliate of the Co-Advisers. The Co-Advisers have agreed to reimburse the Fund for certain investment adviser fees as a result of transactions in other affiliated investment companies. For the year ended December 31, 2016, the Co-Advisers reimbursed $919,175. Transactions involving the affiliated holdings during the year ended December 31, 2016, were as follows:
  Balance of
Shares Held
12/31/2015
Purchases/
Additions
Sales/
Reductions
Balance of
Shares Held
12/31/2016
Value Dividend
Income/
Allocated
Investment
Income
Realized
Gain
Distributions/
Allocated
Net Realized
Gain (Loss)
*Emerging Markets Fixed Income Core Fund 14,715 10,784 (25,499) $$20,951 $(9,464)
Emerging Markets Core Fund 94,673 (43,367) 51,306 $505,875 $18,692 $4,075
Federated Absolute Return Fund, Institutional Shares 1,634,101 118,192 (93,290) 1,659,003 $15,727,343 $$
Federated Bank Loan Core Fund 42,894 49,360 (14,305) 77,949 $792,744 $34,175 $
Federated Clover Small Value Fund, Institutional Shares 931,097 96,534 (297,366) 730,265 $19,790,186 $160,675 $375,086
Federated Emerging Markets Equity Fund, Institutional Shares 360,692 17,949 (75,237) 303,404 $2,557,699 $21,646 $
Federated Equity Income Fund, Inc., Institutional Shares 1,102,122 178,028 (446,965) 833,185 $19,163,261 $421,391 $315,216
Federated InterContinental Fund, Institutional Shares 292,664 30,441 (80,747) 242,358 $10,530,445 $235,790 $
Federated Intermediate Corporate Bond Fund, Institutional Shares 994,351 367,933 (564,268) 798,016 $7,325,789 $300,748 $18,438
Federated International Leaders Fund, Class R6 Shares 423,226 56,606 (130,180) 349,652 $10,248,296 $251,968 $
Federated International Strategic Value Dividend Fund, Institutional Shares 3,721,372 220,096 (963,963) 2,977,505 $10,212,842 $336,996 $
Federated Kaufmann Large Cap Fund, Class R6 Shares 1,230,822 (486,297) 744,525 $14,696,932 $$
Federated Mortgage Core Portfolio 384,638 253,760 (143,905) 494,493 $4,850,976 $142,512 $
Federated Project and Trade Finance Core Fund 1,381,721 62,391 (261,767) 1,182,345 $10,983,986 $518,536 $
Federated Prudent Bear Fund, Institutional Shares 3,801,433 453,245 (3,836,734) 417,944 $7,899,137 $$
Federated Strategic Value Dividend Fund, Institutional Shares 2,447,987 1,135,091 (337,885) 3,245,193 $19,179,089 $491,599 $364,856
Federated U.S. Gov't Securities Fund: 2-5 Years, Institutional Shares 968 12 980 $10,652 $137 $
High Yield Bond Portfolio 289,163 86,166 (143,167) 232,162 $1,467,261 $121,482 $
TOTAL OF AFFILIATED TRANSACTIONS 19,053,966 3,231,261 (7,944,942) 14,340,285 $155,942,513 $3,077,298 $1,068,207
* At December 31, 2016, the security is no longer held in the Fund's portfolio of investments.
6. INVESTMENT TRANSACTIONS
Purchases and sales of investments, excluding long-term U.S. government securities and short-term obligations, for the year ended December 31, 2016, were as follows:
Purchases $30,012,273
Sales $54,651,941
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7. LINE OF CREDIT
The Fund participates with certain other Federated Funds, on a several basis, in an up to $500,000,000 unsecured, 364-day, committed, revolving line of credit (LOC) agreement. The LOC was made available to finance temporarily the repurchase or redemption of shares of the Fund, failed trades, payment of dividends, settlement of trades and for other short-term, temporary or emergency general business purposes. The Fund cannot borrow under the LOC if an inter-fund loan is outstanding. The Fund's ability to borrow under the LOC also is subject to the limitations of the Act and various conditions precedent that must be satisfied before the Fund can borrow. Loans under the LOC are charged interest at a fluctuating rate per annum equal to the highest, on any day, of (a) (i) the federal funds effective rate, (ii) the one month London Interbank Offer Rate (LIBOR), and (iii) 0.0%, plus (b) a margin. The LOC also requires the Fund to pay, quarterly in arrears and at maturity, its pro rata share of a commitment fee based on the amount of the lenders' commitment that has not been utilized. As of December 31, 2016, the Fund had no outstanding loans. During the year ended December 31, 2016, 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 Fund to borrow from other participating affiliated funds. As of December 31, 2016, there were no outstanding loans. During the year ended December 31, 2016, the program was not utilized.
9. REGULATORY UPDATES
On October 13, 2016, the SEC amended existing rules intended to modernize reporting and disclosure of information. These amendments relate to Regulation S-X which sets forth the form and content of financial statements. At this time, management is evaluating the implications of adopting these amendments and their impact on the financial statements and accompanying notes.
10. FEDERAL TAX INFORMATION (UNAUDITED)
Of the ordinary income distributions made by the Fund during the year ended December 31, 2016, 34.38% qualify for the dividend received deduction available to corporate shareholders.
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Report of Independent Registered Public Accounting Firm
TO THE BOARD OF TRUSTEES OF The FEDERATED INSURANCE SERIES AND SHAREHOLDERS OF FEDERATED MANAGED TAIL RISK FUND II:
We have audited the accompanying statement of assets and liabilities, including the portfolio of investments, of Federated Managed Tail Risk Fund II (the “Fund”), as of December 31, 2016, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended and the financial highlights for each of the years in the five-year period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2016, by correspondence with the transfer agent, custodian, and brokers or by other appropriate auditing procedures. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Federated Managed Tail Risk Fund II as of December 31, 2016, and the results of its operations for the year then ended, the changes in its net assets for each of the years in the two-year period then ended and the financial highlights for each of the years in the five year period then ended, in conformity with U.S. generally accepted accounting principles.
Boston, Massachusetts
February 15, 2017
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Shareholder Expense Example (unaudited)
As a shareholder of the Fund, you incur ongoing costs, including management fees and to the extent applicable, distribution (12b-1) fees and/or other service 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 funds used as variable investment options. It is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from July 1, 2016 to December 31, 2016.
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. 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.
  Beginning
Account Value
7/1/2016
Ending
Account Value
12/31/2016
Expenses Paid
During Period1
Actual:      
Primary Shares $1,000 $997.90 $1.41
Service Shares $1,000 $997.90 $2.66
Hypothetical (assuming a 5% return before expenses):      
Primary Shares $1,000 $1,023.73 $1.42
Service Shares $1,000 $1,022.47 $2.69
1 Expenses are equal to the Fund's annualized net expense ratios, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half-year period). The expenses shown in the table do not include the charges and expenses imposed by the insurance company under the variable insurance product contract. Please refer to the variable insurance product prospectus for a complete listing of these expenses. The annualized net expense ratios are as follows:
    
Primary Shares 0.28%
Service Shares 0.53%
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Board of Trustees and Trust Officers
The Board of Trustees is responsible for managing the Trust's business affairs and for exercising all the Trust's powers except those reserved for the shareholders. The following tables give information about each Trustee and the senior officers of the Fund. Where required, the tables separately list Trustees who are “interested persons” of the Fund (i.e., “Interested” Trustees) and those who are not (i.e., “Independent” Trustees). Unless otherwise noted, the address of each person listed is Federated Investors Tower, 1001 Liberty Avenue, Pittsburgh, PA 15222. The address of all Independent Trustees listed is 4000 Ericsson Drive, Warrendale, PA 15086-7561; Attention: Mutual Fund Board. As of December 31, 2016, the Trust comprised seven portfolio(s), and the Federated Fund Family consisted of 40 investment companies (comprising 124 portfolios). Unless otherwise noted, each Officer is elected annually. Unless otherwise noted, each Trustee oversees all portfolios in the Federated Fund Family and serves for an indefinite term. The Fund's Statement of Additional Information includes additional information about Trust Trustees and is available, without charge and upon request, by calling 1-800-341-7400.
Interested Trustees Background
Name
Birth Date
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years,
Other Directorships Held and Previous Position(s)
J. Christopher Donahue*
Birth Date: April 11, 1949
Trustee
Indefinite Term
Began serving: September 1993
Principal Occupations: Principal Executive Officer and President of certain of the Funds in the Federated Fund Family; Director or Trustee of the Funds in the Federated Fund Family; President, Chief Executive Officer and Director, Federated Investors, Inc.; Chairman and Trustee, Federated Investment Management Company; Trustee, Federated Investment Counseling; Chairman and Director, Federated Global Investment Management Corp.; Chairman, Federated Equity Management Company of Pennsylvania and Passport Research, Ltd. (investment advisory subsidiary of Federated); Trustee, Federated Shareholder Services Company; Director, Federated Services Company.
Previous Positions: President, Federated Investment Counseling; President and Chief Executive Officer, Federated Investment Management Company, Federated Global Investment Management Corp. and Passport Research, Ltd.
Thomas R. Donahue*
Birth Date: October 20, 1958
Trustee
Indefinite Term
Began serving: May 2016
Principal Occupations: Director or Trustee of certain of the funds in the Federated Fund Family; Chief Financial Officer, Treasurer, Vice President and Assistant Secretary, Federated Investors, Inc.; Chairman and Trustee, Federated Administrative Services; Chairman and Director, Federated Administrative Services, Inc.; Trustee and Treasurer, Federated Advisory Services Company; Director or Trustee and Treasurer, Federated Equity Management Company of Pennsylvania, Federated Global Investment Management Corp., Federated Investment Counseling, and Federated Investment Management Company; Director, MDTA LLC; Treasurer, Passport Research, LTD; Director, Executive Vice President and Assistant Secretary, Federated Securities Corp.; Director or Trustee and Chairman, Federated Services Company and Federated Shareholder Services Company; and Director and President, FII Holdings, Inc.
Previous Positions: Director, Federated Investors, Inc.; Assistant Secretary, Federated Investment Management Company, Federated Global Investment Management Company and Passport Research, LTD; Executive Vice President, Federated Securities Corp.; and Treasurer, FII Holdings, Inc.
* Family relationships and reasons for “interested” status: J. Christopher Donahue and Thomas R. Donahue are brothers. Both are “interested” due to their beneficial ownership of shares of Federated Investors, Inc. and the positions they hold with Federated and its subsidiaries. Thomas R. Donahue and J. Christopher Donahue are sons of John F. Donahue, Chairman Emeritus of the Federated Funds.
INDEPENDENT Trustees Background
Name
Birth Date
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years,
Other Directorships Held, Previous Position(s) and Qualifications
John T. Collins
Birth Date: January 24, 1947
Trustee
Indefinite Term
Began serving: October 2013
Principal Occupations: Director or Trustee of the Federated Fund Family; formerly, Chairman and CEO, The Collins Group, Inc. (a private equity firm) (Retired).
Other Directorships Held: Director, Current Chair of the Compensation Committee, KLX Corp.
Qualifications: Mr. Collins has served in several business and financial management roles and directorship positions throughout his career. Mr. Collins previously served as Chairman and CEO, The Collins Group, Inc. (a private equity firm). Mr. Collins serves as Chairman Emeriti, Bentley University. Mr. Collins previously served as Director and Audit Committee Member, Bank of America Corp.; Director, FleetBoston Financial Corp.; and Director, Beth Israel Deaconess Medical Center (Harvard University Affiliate Hospital).
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Name
Birth Date
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years,
Other Directorships Held, Previous Position(s) and Qualifications
G. Thomas Hough
Birth Date: February 28, 1955
Trustee
Indefinite Term
Began serving: August 2015
Principal Occupations: Director or Trustee of the Federated Fund Family; formerly, Vice Chair, Ernst & Young LLP (public accounting firm) (Retired).
Other Directorships Held: Director, Chair of the Audit Committee, Governance Committee, Publix Super Markets, Inc.; Director, Member of the Audit Committee and Technology Committee of Equifax, Inc.
Qualifications: Mr. Hough has served in accounting, business management and directorship positions throughout his career. Mr. Hough most recently held the position of Americas Vice Chair of Assurance with Ernst & Young LLP (public accounting firm). Mr. Hough is an Executive Committee member of the United States Golf Association, he serves on the President's Cabinet and Business School Board of Visitors for the University of Alabama and is on the Business School Board of Visitors for Wake Forest University.
Maureen Lally-Green
Birth Date: July 5, 1949
Trustee
Indefinite Term
Began serving: August 2009
Principal Occupations: Director or Trustee of the Federated Fund Family; Interim Dean of the Duquesne University School of Law; Adjunct Professor of Law, Duquesne University School of Law; formerly, Associate General Secretary and Director, Office of Church Relations, Diocese of Pittsburgh.
Other Directorships Held: Director, CONSOL Energy Inc.
Qualifications: Judge Lally-Green has served in various legal and business roles and directorship positions throughout her career. Judge Lally-Green previously served as: Associate General Secretary, Diocese of Pittsburgh; a member of the Superior Court of Pennsylvania; and as a Professor of Law, Duquesne University School of Law. Judge Lally-Green also currently holds the positions on either a public or not for profit Board of Directors as follows: Director and Chair, UPMC Mercy Hospital; Regent, St. Vincent Seminary; Director and Vice Chair, Our Campaign for the Church Alive!, Inc.; Director, Saint Vincent College; Member, Pennsylvania State Board of Education (public); and Director and Chair, Cardinal Wuerl North Catholic High School, Inc. Judge Lally-Green has held the positions of: Director, Auberle; Director, Epilepsy Foundation of Western and Central Pennsylvania; Director, Ireland Institute of Pittsburgh; Director, Saint Thomas More Society; Director, Catholic High Schools of the Diocese of Pittsburgh, Inc.; and Director, Pennsylvania Bar Institute.
Peter E. Madden
Birth Date: March 16, 1942
Trustee

Indefinite Term
Began serving: September 1993
Principal Occupation: Director or Trustee, and Chair of the Board of Directors or Trustees, of the Federated Fund Family; Retired.
Other Directorships Held: None.
Qualifications: Mr. Madden has served in several business management, mutual fund services and directorship positions throughout his career. Mr. Madden previously served as President, Chief Operating Officer and Director, State Street Bank and Trust Company (custodian bank) and State Street Corporation (financial services). He was Director, VISA USA and VISA International and Chairman and Director, Massachusetts Bankers Association. Mr. Madden served as Director, Depository Trust Corporation and Director, The Boston Stock Exchange. Mr. Madden also served as a Representative to the Commonwealth of Massachusetts General Court.
Charles F. Mansfield, Jr.
Birth Date: April 10, 1945
Trustee

Indefinite Term
Began serving: September 1999
Principal Occupations: Director or Trustee of the Federated Fund Family; Management Consultant.
Other Directorships Held: None.
Qualifications: Mr. Mansfield has served as a Marine Corps officer and in several banking, business management, educational roles and directorship positions throughout his long career. He remains active as a Management Consultant.
Thomas M. O'Neill
Birth Date: June 14, 1951
Trustee

Indefinite Term
Began serving: August 2006
Principal Occupations: Director or Trustee, Chair of the Audit Committee of the Federated Fund Family; Sole Proprietor, Navigator Management Company (investment and strategic consulting).
Other Directorships Held: None.
Qualifications: Mr. O'Neill has served in several business, mutual fund and financial management roles and directorship positions throughout his career. Mr. O'Neill serves as Director, Medicines for Humanity and Director, The Golisano Children's Museum of Naples, Florida. Mr. O'Neill previously served as Chief Executive Officer and President, Managing Director and Chief Investment Officer, Fleet Investment Advisors; President and Chief Executive Officer, Aeltus Investment Management, Inc.; General Partner, Hellman, Jordan Management Co., Boston, MA; Chief Investment Officer, The Putnam Companies, Boston, MA; Credit Analyst and Lending Officer, Fleet Bank; Director and Consultant, EZE Castle Software (investment order management software); and Director, Midway Pacific (lumber).
P. Jerome Richey
Birth Date: February 23, 1949
Trustee
Indefinite Term
Began serving: October 2013
Principal Occupations: Director or Trustee of the Federated Fund Family; Management Consultant; formerly, Senior Vice Chancellor and Chief Legal Officer, University of Pittsburgh and Executive Vice President and Chief Legal Officer, CONSOL Energy Inc.
Other Directorships Held: None.
Qualifications: Mr. Richey has served in several business and legal management roles and directorship positions throughout his career. Mr. Richey most recently held the positions of Senior Vice Chancellor and Chief Legal Officer, University of Pittsburgh. Mr. Richey previously served as Chairman of the Board, Epilepsy Foundation of Western Pennsylvania and Chairman of the Board, World Affairs Council of Pittsburgh. Mr. Richey previously served as Chief Legal Officer and Executive Vice President, CONSOL Energy Inc.; and Board Member, Ethics Counsel and Shareholder, Buchanan Ingersoll & Rooney PC (a law firm).
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Name
Birth Date
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years,
Other Directorships Held, Previous Position(s) and Qualifications
John S. Walsh
Birth Date: November 28, 1957
Trustee

Indefinite Term
Began serving: January 1999
Principal Occupations: Director or Trustee of the Federated Fund Family; President and Director, Heat Wagon, Inc. (manufacturer of construction temporary heaters); President and Director, Manufacturers Products, Inc. (distributor of portable construction heaters); President, Portable Heater Parts, a division of Manufacturers Products, Inc.
Other Directorships Held: None.
Qualifications: Mr. Walsh has served in several business management roles and directorship positions throughout his career. Mr. Walsh previously served as Vice President, Walsh & Kelly, Inc. (paving contractors).
OFFICERS
Name
Birth Date
Address
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years
and Previous Position(s)
John W. McGonigle
Birth Date: October 26, 1938
EXECUTIVE VICE PRESIDENT AND SECRETARY
Officer since: September 1993
Principal Occupations: Executive Vice President and Secretary of the Federated Fund Family; Vice Chairman, Executive Vice President, Secretary and Director, Federated Investors, Inc.
Previous Positions: Trustee, Federated Investment Management Company and Federated Investment Counseling; Director, Federated Global Investment Management Corp., Federated Services Company and Federated Securities Corp.
Lori A. Hensler
Birth Date: January 6, 1967
TREASURER
Officer since: April 2013
Principal Occupations: Principal Financial Officer and Treasurer of the Federated Fund Family; Senior Vice President, Federated Administrative Services; Financial and Operations Principal for Federated Securities Corp. and Edgewood Services, Inc.; and Assistant Treasurer, Federated Investors Trust Company. Ms. Hensler has received the Certified Public Accountant designation.
Previous Positions: Controller of Federated Investors, Inc.; Senior Vice President and Assistant Treasurer, Federated Investors Management Company; Treasurer, Federated Investors Trust Company; Assistant Treasurer, Federated Administrative Services, Federated Administrative Services, Inc., Federated Securities Corp., Edgewood Services, Inc., Federated Advisory Services Company, Federated Equity Management Company of Pennsylvania, Federated Global Investment Management Corp., Federated Investment Counseling, Federated Investment Management Company, Passport Research, Ltd., and Federated MDTA, LLC; Financial and Operations Principal for Federated Securities Corp., Edgewood Services, Inc. and Southpointe Distribution Services, Inc.
Peter J. Germain
Birth Date: September 3, 1959
CHIEF LEGAL OFFICER
Officer since: January 2005
Principal Occupations: Mr. Germain is Chief Legal Officer of the Federated Fund Family. He is General Counsel and Vice President, Federated Investors, Inc.; President, Federated Administrative Services and Federated Administrative Services, Inc.; Vice President, Federated Securities Corp.; Secretary, Federated Private Asset Management, Inc.; and Secretary, Retirement Plan Service Company of America. Mr. Germain joined Federated in 1984 and is a member of the Pennsylvania Bar Association.
Previous Positions: Deputy General Counsel, Special Counsel, Managing Director of Mutual Fund Services, Federated Investors, Inc.; Senior Vice President, Federated Services Company; and Senior Corporate Counsel, Federated Investors, Inc.
Richard B. Fisher
Birth Date: May 17, 1923
Vice President
Officer since: September 1993
Principal Occupations: Vice Chairman or Vice President of some of the Funds in the Federated Fund Family; Vice Chairman, Federated Investors, Inc.; Chairman, Federated Securities Corp.
Previous Positions: President and Director or Trustee of some of the Funds in the Federated Fund Family; Executive Vice President, Federated Investors, Inc.; Director and Chief Executive Officer, Federated Securities Corp.
John B. Fisher
Birth Date: May 16, 1956
President
Officer since: November 2004
Principal Occupations: Principal Executive Officer and President of certain of the Funds in the Federated Fund Family; Director or Trustee of certain of the Funds in the Federated Fund Family; Vice President, Federated Investors, Inc.; President, Director/Trustee and CEO, Federated Advisory Services Company, Federated Equity Management Company of Pennsylvania, Federated Global Investment Management Corp., Federated Investment Counseling, Federated Investment Management Company; President and CEO of Passport Research, Ltd.; President of some of the Funds in the Federated Fund Complex and Director, Federated Investors Trust Company.
Previous Positions: President and Director of the Institutional Sales Division of Federated Securities Corp.; President and Director of Federated Investment Counseling; Director, Edgewood Securities Corp.; Director, Federated Services Company; Director, Federated Investors, Inc.; Chairman and Director, Southpointe Distribution Services, Inc. and President, Technology, Federated Services Company.
Stephen Van Meter
Birth Date: June 5, 1975
CHIEF COMPLIANCE OFFICER AND SENIOR VICE PRESIDENT
Officer since: July 2015
Principal Occupations: Senior Vice President and Chief Compliance Officer of the Federated Fund Family; Vice President and Chief Compliance Officer of Federated Investors, Inc. and Chief Compliance Officer of certain of its subsidiaries. Mr. Van Meter joined Federated in October 2011. He holds FINRA licenses under Series 3, 7, 24 and 66.
Previous Positions: Mr. Van Meter previously held the position of Compliance Operating Officer, Federated Investors, Inc. Prior to joining Federated, Mr. Van Meter served at the United States Securities and Exchange Commission in the positions of Senior Counsel, Office of Chief Counsel, Division of Investment Management and Senior Counsel, Division of Enforcement.
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Name
Birth Date
Address
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years
and Previous Position(s)
Stephen F. Auth
Birth Date: September 13, 1956
101 Park Avenue
41st Floor
New York, NY 10178
CHIEF INVESTMENT OFFICER
Officer since: November 2002
Principal Occupations: Stephen F. Auth is Chief Investment Officer of various Funds in the Federated Fund Family; Executive Vice President, Federated Investment Counseling, Federated Global Investment Management Corp. and Federated Equity Management Company of Pennsylvania.
Previous Positions: Executive Vice President, Federated Investment Management Company and Passport Research, Ltd. (investment advisory subsidiary of Federated); Senior Vice President, Global Portfolio Management Services Division; Senior Vice President, Federated Investment Management Company and Passport Research, Ltd.; Senior Managing Director and Portfolio Manager, Prudential Investments.
Robert J. Ostrowski
Birth Date: April 26, 1963
Chief Investment Officer
Officer since: May 2004
Principal Occupations: Robert J. Ostrowski joined Federated in 1987 as an Investment Analyst and became a Portfolio Manager in 1990. He was named Chief Investment Officer of Federated's taxable fixed-income products in 2004 and also serves as a Senior Portfolio Manager. Mr. Ostrowski became an Executive Vice President of the Fund's Adviser in 2009 and served as a Senior Vice President of the Fund's Adviser from 1997 to 2009. Mr. Ostrowski has received the Chartered Financial Analyst designation. He received his M.S. in Industrial Administration from Carnegie Mellon University.
Deborah A. Cunningham
Birth Date: September 15, 1959
Chief Investment Officer
Officer since: June 2012
Principal Occupations: Deborah A. Cunningham was named Chief Investment Officer of Federated's money market products in 2004. She joined Federated in 1981 and has been a Senior Portfolio Manager since 1997 and an Executive Vice President of the Fund's Adviser since 2009. Ms. Cunningham has received the Chartered Financial Analyst designation and holds an M.S.B.A. in Finance from Robert Morris College.
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Evaluation and Approval of Advisory ContractMay 2016
Federated Managed Tail Risk Fund II (the “Fund”)
Following a review and recommendation of approval by the Fund's independent trustees, the Fund's Board of Trustees (the “Board”) reviewed and unanimously approved at its May 2016 meetings the continuation of the Fund's investment advisory contract, under which Federated Investment Management Company, Federated Equity Management Company of Pennsylvania and Federated Global Investment Management Corp. will serve as co-advisers to the Fund (“Co-Advisers”) for an additional one-year term. The Board's decision regarding the contract reflects the exercise of its business judgment after consideration of all of the information received on whether to continue the existing arrangements.
The 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 “Senior Officer's Evaluation”). The Board considered the Senior Officer's Evaluation, along with other information, in deciding to approve the investment advisory contract.
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 an adviser to a fund and its shareholders, including the performance and fees and expenses of the fund and of comparable funds; an adviser's cost of providing the services, including the profitability to an adviser of providing advisory services to a fund; the extent to which an adviser may realize “economies of scale” as a fund grows larger and, if such economies of scale exist, whether they have been shared with a fund and its shareholders or the family of funds; any “fall-out financial benefits” that accrue to an adviser because of its relationship with a fund (including research services received from brokers that execute fund trades and any fees paid to affiliates of an adviser for services rendered to a fund); comparative fee and expense structures, including a comparison of fees paid to an adviser with those paid by similar funds; and the extent of care, conscientiousness and independence with which board members perform their duties and their expertise, including whether they are fully informed about all facts the board deems relevant to its consideration of an adviser's services and fees. The Board noted that the Securities and Exchange Commission (“SEC”) disclosure requirements regarding the basis for the Board's approval of the Fund's investment advisory contract generally track the factors listed above. Consistent with these judicial decisions and SEC disclosure requirements, the Board also considered management fees charged to institutional and other clients of each Co-Adviser for what might be viewed as like services. The Board was aware of these factors and was guided by them in its review of the Fund's investment advisory contract to the extent it considered them to be appropriate and relevant, as discussed further below. Also, in weighing these factors, the Board considered the aggregate advisory fee paid by the Fund for the services of all Co-Advisers but also considered the allocation of that aggregate fee among the Co-Advisers and the rationale for that allocation.
The Board considered and weighed these circumstances in light of its substantial accumulated experience in governing the Fund and working with Federated Investors, Inc. and its affiliates (“Federated”) on matters relating to the Federated funds, and was assisted in its deliberations by independent legal counsel. Throughout the year, and in connection with its May meetings, the Board 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 substantial information in connection with the May meetings at which the Board's formal review of the investment advisory contract occurred. At the May meetings, in addition to meeting in separate sessions of the independent trustees without management present, senior management of the Co-Advisers also met with the independent trustees and their counsel to discuss the materials presented and any other matters thought relevant by the Co-Advisers or the trustees. Between regularly scheduled meetings, the Board also received information on particular matters as the need arose. Thus, the Board's consideration of the investment advisory contract included review of the Senior Officer's Evaluation, accompanying data and additional information covering such matters as: the Co-Advisers' 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 Co-Advisers and their affiliates. The Board also considered the preferences and expectations of Fund shareholders; the entrepreneurial risk assumed by the Co-Advisers in sponsoring the Fund; the continuing state of competition in the mutual fund industry and market
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practices; the range of comparable fees for similar funds in the mutual fund industry; the Fund's relationship to the Federated funds which include a comprehensive array of funds with different investment objectives, policies and strategies which are generally 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.
While mindful that courts have cautioned against giving such comparisons too much weight, the Board has found the use of comparisons of the Fund's fees and expenses to other mutual funds with comparable investment programs to be relevant to its deliberations. In this regard, the Board was presented with, and considered, information regarding the contractual advisory fee rates, total expense ratios and each element of the Fund's total expense ratio (i.e., gross and net advisory fees, custody fees, portfolio accounting fees and transfer agency fees) relative to the Fund's peers. The Board focused on comparisons with other similar mutual funds more heavily than non-mutual fund products or services because it is believed that 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 relevant indicator of what consumers have found to be reasonable in the precise marketplace in which the Fund competes.
The investment advisory contract between the Fund and the Co-Advisers provides for payment of a single advisory fee by the Fund for all services provided by the Co-Advisers. The investment advisory contract permits the Co-Advisers to allocate the advisory fee in a manner commensurate with the services they provide to the Fund. Throughout the year, and in connection with its May meetings, the Board considered the fee allocation and analyzed whether the allocation of fees among the Co-Advisers continued to be a reasonable proxy for and measurement of the level of resources and services provided by each Co-Adviser toward the management of the Fund.
The Board reviewed the contractual advisory fee rate, net advisory fee rate where partially waived and other expenses of the Fund and noted the position of the Fund's contractual advisory fee rate and other expenses relative to its peers. In this regard, the Board noted that the contractual advisory fee rate was above the median of the relevant peer group, but the Board noted the applicable waivers and reimbursements, and that the overall expense structure of the Fund remained competitive in the context of other factors considered by the Board.
By contrast, the Senior Officer has reviewed Federated's fees for providing advisory services to products outside the Federated funds (e.g., institutional and separate accounts and sub-adviser services). 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 and portfolio management techniques made necessary by different cash flows and different associated costs; and the time spent by portfolio managers and their teams, funds financial services, legal, compliance and risk management in reviewing securities pricing, addressing different administrative responsibilities, addressing different degrees of risk associated with management and a variety of different costs. The Senior Officer did not consider the fees for providing advisory services to these outside products to be determinative in judging the appropriateness of mutual fund advisory fees.
Following such evaluation, the Board concluded, within the context of its full deliberations, that the expenses of the Fund are reasonable and supported renewal of the investment advisory contract with respect to the Fund.
The Board considered the nature, extent and quality of the services provided to the Fund by the Co-Advisers and the resources of the Co-Advisers and their affiliates dedicated to the Fund. In particular, the Board considered the services provided by the Co-Advisers in the aggregate, to the extent that the Co-Advisers collaborate with respect to the implementation of the Fund's strategy, as well as separately, to the extent to which specific services provided by a Co-Adviser are distinguishable and subject to meaningful assessment. In this regard, the Board evaluated, among other things, the Co-Advisers' personnel, experience, track record, overall reputation and willingness to invest in personnel and infrastructure that benefit the Fund. In addition, the Board reviewed the qualifications, backgrounds and responsibilities of the portfolio management team primarily responsible for the day-to-day management of the Fund. The Board noted the compliance programs of and the compliance-related resources provided to the Fund by the Co-Advisers. The Fund's ability to deliver competitive performance when compared to its peer group was also deemed to be relevant by the Board as a useful indicator of how the Co-Advisers are executing the Fund's investment program, which in turn was one of the Board's considerations in reaching a conclusion that the nature, extent, and quality of the Co-Advisers' investment management services were such as to warrant continuation of the investment advisory contract.
In evaluating the Fund's investment performance, the Board considered performance results in light of the Fund's investment objective, strategies and risks, as disclosed in the Fund's prospectus. The Board particularly considered detailed investment reports on the Fund's performance provided to the Board throughout the year and in connection with the May meetings. The Senior Officer also reviewed information compiled by Federated, using data supplied by independent fund
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ranking organizations, regarding the performance of, and fees charged by, other mutual funds, noting his view that comparisons to fund peer groups may be helpful, though not conclusive, in judging the reasonableness of the proposed fees. The Board considered, in evaluating such comparisons, that in some cases individual funds may exhibit significant and unique differences in their objectives and management techniques when compared to other funds within an industry peer group.
The Fund's performance fell below the median of the relevant peer group for the one-year, three-year and five-year periods covered by the Senior Officer's Evaluation. The Board discussed the Fund's performance with the Co-Advisers and recognized the efforts being taken by the Co-Advisers in the context of the other factors considered relevant by the Board.
Following such evaluation, the Board concluded, within the context of its full deliberations, that the performance of the Fund supported renewal of the investment advisory contract with respect to the Fund.
The Board also received financial information about Federated, including information regarding the compensation and ancillary (or “fall-out”) benefits Federated derived from its relationships with the Federated funds. This information covered not only the fees under the investment 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 information also detailed 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. Moreover, the Board receives regular reporting as to the institution, adjustment or elimination of these voluntary waivers.
The Board considered Federated's previous reductions in contractual management fees to certain funds in response to the Senior Officer's recommendations.
Federated furnished information, 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, while these cost allocation reports apply consistent allocation processes, the inherent difficulties in allocating costs continues to cause the Senior Officer to question the precision of the process and to conclude that such reports may be unreliable, since a single change in an allocation estimate may dramatically alter the resulting estimate of cost and/or profitability of a fund and may produce unintended consequences. The allocation information, including the Senior Officer's view that fund-by-fund estimations may be unreliable, was considered in the analysis by the Board.
The Board and the Senior Officer also reviewed information compiled by Federated comparing profitability information for Federated to other publicly held fund management companies. In this regard, the Senior Officer concluded that Federated's profit margins did not appear to be excessive. The Senior Officer also noted that Federated appeared financially sound, with the resources to fulfill its obligations under its contracts with the Fund.
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 Co-Advisers have made significant and long-term investments in areas that support all of the Federated funds, such as personnel and processes for the portfolio management, shareholder services, compliance, internal audit, and risk management functions, as well as systems technology (including technology relating to cybersecurity), and that the benefits of these efforts (as well as any economies of scale, should they exist) were likely to be enjoyed by the fund family as a whole. The Board noted that the Co-Advisers' investments in these areas are extensive. In addition, the Board considered that Federated and its affiliates have frequently waived fees and/or reimbursed expenses and that this has allowed fund shareholders to share potential economies of scale from a fund's inception. Federated, as it does throughout the year, and again in connection with the Board's review, furnished information relative to revenue sharing or adviser paid fees. Federated and the Senior Officer noted that this information should be viewed to determine if there was an incentive to either not apply breakpoints or to apply breakpoints at higher levels and should not be viewed to determine the appropriateness of advisory fees, because it would represent marketing and distribution expenses. 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 a fund attains a certain size.
The Senior Officer noted that, subject to the comments and recommendations made within the Senior Officer's Evaluation, his observations and the information accompanying the Senior Officer's Evaluation supported a finding by the Board that the management fee for the Fund was reasonable. Under these circumstances, no changes were recommended to, and no objection was raised to the continuation of, the Fund's investment advisory contract.
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 investment advisory contract. In particular, the Board recognized that many shareholders have invested in the Fund on the strength of the Co-Advisers' industry standing and reputation and with the expectation that the Co-Advisers will have a continuing role in providing advisory services to the Fund. Thus, the Board's approval of the investment
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advisory contract reflected the fact that it is the shareholders who have effectively selected the Co-Advisers by virtue of having invested in the Fund. The Board concluded that, in light of the factors discussed above, including the nature, quality and scope of the services provided to the Fund by the Co-Advisers and their affiliates, continuation of the investment advisory contract was appropriate.
The Board based its decision to approve the investment advisory contract 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 continuation of the contract reflects its determination that Federated's performance and actions provided a satisfactory basis to support the decision to continue the existing arrangements.
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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 via the Proxy Voting Record (Form N-PX) link associated with the Fund and share class name at www.FederatedInvestors.com/FundInformation. 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 via the link to the Fund and share class name at www.FederatedInvestors.com/FundInformation.
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Variable investment options 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 variable investment options 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.
Federated Managed Tail Risk Fund II

Federated Investors Funds
4000 Ericsson Drive
Warrendale, PA 15086-7561
Contact us at FederatedInvestors.com
or call 1-800-341-7400.
Federated Securities Corp., Distributor
CUSIP 313916835
CUSIP 313916819
G00433-19 (2/17)
Federated is a registered trademark of Federated Investors, Inc.
2017 ©Federated Investors, Inc.
Annual Shareholder Report
Federated Managed Volatility Fund II

A Portfolio of Federated Insurance Series

Dear Valued Shareholder,
I am pleased to present the Annual Shareholder Report for your fund covering the period from January 1, 2016 through December 31, 2016. This report includes Management's Discussion of Fund Performance, a complete listing of your fund's holdings, performance information and financial statements along with other important fund information.
In addition, our website, FederatedInvestors.com, offers easy access to Federated resources that include timely fund updates, economic and market insights from our investment strategists, and financial planning tools. We invite you to register to take full advantage of its capabilities.
Thank you for investing with Federated. I hope you find this information useful and look forward to keeping you informed.
Sincerely,
John B. Fisher, President

Not FDIC Insured • May Lose Value • No Bank Guarantee

CONTENTS

Table of Contents
Management's Discussion of Fund Performance (unaudited)
The total return of Federated Managed Volatility Fund II (the “Fund”), based on net asset value for the 12-month reporting period ended December 31, 2016, was 7.69%. The 7.69% total return for the reporting period consisted of 2.89% in price appreciation and 4.80% in reinvested dividends. For the same period, the Russell 1000® Value Index (R1000V) returned 17.34%, the Bloomberg Barclays High Yield 2% Issuer Capped Index (BBHY2%ICI) returned 17.13%, the Bloomberg Barclays Mortgage Backed Securities Index (BBMB) returned 1.67% and the Bloomberg Barclays Emerging Markets USD Aggregate Index (BBEMAI) returned 9.88%. Weighting these benchmarks (40% R1000V, 20% BBHY2%ICI, 20% BBMB and 20% BBEMAI), the blended index (“Blended Index”)1 return for the period was 12.68%. The Fund's total return for the most recently completed fiscal year reflected actual cash flows, transaction costs and other expenses, which are not reflected in the total return of the Blended Index.
The Fund's investment strategy focused on income-earning investments, specifically high-quality, dividend-paying stocks and fixed-income securities with high current yield through: (1) portfolio allocation; (2) sector and security selection for equities and; (3) sector and security selection for bonds to achieve the Fund's objectives of high current income and moderate capital appreciation.2
MARKET OVERVIEW
During the reporting period, equity markets marked all-time highs and endured heightened volatility on the heels of several major news stories both domestically and abroad. The first bout of volatility during the reporting period came late in 2015 as the Federal Reserve (the Fed) commenced the much awaited tightening cycle and raised the federal funds target rate by 25 basis points. As the reporting period progressed, investors anticipated anywhere between one and three additional rate hikes, though they saw none. Following the December tightening, equity markets suffered their worst start to a year on record. Despite this, equities rebounded and finished the quarter in positive territory. Looking abroad, the biggest international news story of the reporting period was the U.K.'s vote in late June to exit the European Union. The U.K. reached a surprising result as the “leave” vote won by a small majority, injecting fear and volatility into global markets. Markets quickly stabilized, once again, as stronger economic data and quantitative easing commitments from European and Japanese central banks calmed investors. As the reporting period came to a close, focus shifted to the U.S. presidential election. In a surprising result, Donald Trump defeated Hillary Clinton to become the President-elect. Equity markets responded in the final trading days of the reporting period by reaching all-time highs on the expectations that President-elect Trump will cut taxes and roll back regulation to jump start the economy.
The Standard & Poor's 500 Index3 (S&P 500) returned 11.96% for the reporting period. In general, value stocks outperformed growth stocks, while cyclical stocks outperformed defensive stocks. The S&P 500's weak performance in the Real Estate, Health Care and Consumer Staples sectors was overshadowed by stronger performance in the Energy, Telecom and Financials sectors.
On the fixed-income side, U.S. Treasury rates increased for all maturities across the yield curve. The largest yield increases occurred in the front-end of the yield curve. Specifically, interest rates for maturities of 3-months and 1-year increased by 33 and 21 basis points, respectively. Interest rates in the 5-year to 10-year part of the Treasury curve increased by approximately 17 basis points, while yields on the 30-year maturity increased by only five basis points. As a result, the U.S. Treasury curve experienced a “Bear Flattening” in 2016, which contributed to the outperformance by longer maturity bonds within their respective markets. Global investor demand for yield drove U.S. credit spreads tighter. The credit-sensitive U.S. fixed-income markets such as high-yield, investment-grade corporates and commercial mortgage-backed securities all outperformed the U.S. Treasury market on a total return and duration adjusted basis. The Bloomberg Barclays U.S. Treasury Index4 total return for the reporting period was 1.04%, compared to the Bloomberg BBHY2%ICI total return of 17.13%, the BBEMAI total return of 9.88%, and the BBMB total return of 1.67%. The fixed-income portfolio's blended benchmark's total return for the reporting period was 7.6%. In addition, lower quality credit outperformed higher quality credit.
PORTFOLIO ALLOCATION
During the reporting period, the Fund's portfolio was allocated between stocks and fixed-income securities in a manner reflecting the Fund's primary investment objective of income and its secondary objective of capital appreciation. Factors used in making this allocation were: (1) the Fund's ability to pay and maintain an attractive level of dividends; and (2) the expected relative total return of fixed-income securities and stocks. The allocation at the end of the reporting period on December 31, 2016, was 56.5% fixed-income securities, 38.1% stocks and 5.4% cash equivalents and other assets/liabilities.
Relative to the Blended Index, the Fund's allocation had a negative effect on Fund performance because fixed income underperformed equity securities.
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SECTOR AND SECURITY SELECTIONEQUITY
The equity component of the Fund contributed to the Fund's current income objective; however, it underperformed the R1000V benchmark during the reporting period. Fund management focused on realization of the Fund's income and total return objectives by purchasing and holding income-producing equity securities with favorable valuation levels. Relative to the equity component of blended index, stock selection and sector allocation both contributed negatively to the Fund's equity performance. Stock selection in the Consumer Staples and Materials sectors contributed positively to Fund's equity performance. This was offset by negative stock selection in the Energy and Health Care sectors. Sector selection in Financials and Telecom Services helped Fund performance relative to the R1000V but was offset by negative sector selection in Energy and Utilities.
During the reporting period, the Fund invested in S&P 500 futures contracts for volatility risk management purposes.5 The Fund responded to volatility spikes throughout the year by reducing the long futures positions, and increased the position as the spikes subsided. In January, the Fund responded to a major volatility spike, removing the long futures position and implementing a small short futures position. This short position remained through the end of April and was then replaced with a long position. The futures overlay remained long for the remainder of the year, ending the year at about +58%. The long futures exposure in the second half of the year was the major positive contributor to Fund performance for the reporting period. The realized, annualized daily volatility of the Fund during the reporting period was 8.25%, within the 8%-12% target range.
SECTOR AND SECURITY SELECTIONBONDS6
Sector was the largest positive contributor to the Fund's fixed-income performance in 2016. The overweight to the high-yield7 sector and the resulting underweight to the mortgage-backed securities (MBS)8 market were the primary drivers of the positive sector contribution. As discussed above, the return of the high-yield market outperformed the total return of the fixed-income blended index, while the return of the MBS market underperformed the total return of the fixed-income blended index. The large absolute total returns in the high-yield market were driven by the stabilization of commodity prices and the ensuing credit improvement in the commodity-sensitive Energy and Metals & Mining sectors. The rising rate environment in the second half of the year negatively impacted U.S. MBS returns during the reporting period.
Security selection was the largest negative contributor to performance due primarily to negative security selection in the high-yield portion of the portfolio. The underweight to the high-yield Energy and Metals & Mining sectors, which was a significant contributor to Fund performance in 2015, was a minor drag on Fund performance in 2016. However, the income from this high-yield sector contributed to the Fund's primary objective of income. Security selection in the MBS, emerging markets,9 and high-quality10 portfolios were positive contributors to performance.
The management of the Fund's interest rate exposure, which was less than the benchmark's duration11 over the course of the reporting period, had a slightly positive impact on performance. The Fund's yield curve positioning was immaterial to performance.
1 Please see the footnotes to the line graphs under “Fund Performance and Growth of a $10,000 Investment” below for the definition of, and more information about, the Blended Index.
2 There are no guarantees that dividend-paying stocks will continue to pay dividends. In addition, dividend-paying stocks may not experience the same capital appreciation potential as non-dividend-paying stocks. High-yield, lower-rated securities generally entail greater market, credit and liquidity risks than investment-grade securities and may include higher volatility and higher risk of default.
3 Please see the footnotes to the line graphs under “Fund Performance and Growth of a $10,000 Investment” below for the definition of, and more information about, the S& P 500 Index.
4 The Bloomberg Barclays U.S. Treasury Index measures U.S dollar-denominated, fixed-rate, nominal debt issued by the U.S. Treasury. The index is unmanaged, and it is not possible to invest directly in an index.
5 The Fund's use of derivative instruments involves risks different from, or possibly greater than, the risks associated with investing directly in securities or other traditional instruments.
6 Bond prices are sensitive to changes in interest rates and a rise in interest rates can cause a decline in their prices.
7 High-yield, lower-rated securities generally entail greater market, credit and liquidity risks than investment-grade securities and may include higher volatility and a higher risk of default.
8 The value of some mortgage-backed securities may be particularly sensitive to changes in the prevailing interest rates, and although the securities are generally supported by some form of government or private insurance, there is no assurance that private guarantors or insurers will meet their obligations.
9 International investing involves special risks including currency risk, increased volatility, political risks and differences in auditing and other financial standards. Prices of emerging markets securities can be significantly more volatile than the prices of securities in developed countries and currency risk and political risks are accentuated in emerging markets.
10 Investment-grade securities are securities that are rated at least “BBB- (minus)” or unrated securities of a comparable quality. Noninvestment-grade securities are securities that are not rated at least “BBB- (minus)” or unrated securities of a comparable quality. Credit ratings are an indication of the risk that a security will default. They do not protect a security from credit risk. Lower-rated bonds typically offer higher yields to help compensate investors for the increased risk associated with them. Among these risks are lower credit-worthiness, greater price volatility, more risk to principal and income than with higher-rated securities and increased possibilities of default.
11 Duration is a measure of a security's price sensitivity to changes in interest rates. Securities with longer durations are more sensitive to changes in interest rates than securities of shorter durations.
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Table of Contents
FUND PERFORMANCE AND GROWTH OF A $10,000 INVESTMENT
The graph below illustrates the hypothetical investment of $10,0001 in the Federated Managed Volatility Fund II from December 31, 2006 to December 31, 2016, compared to the Standard & Poor's 500 Index (S&P 500),2,3 the Russell 1000® Value Index (R1000V),3,4 both broad-based securities market indexes, and a blend of indexes comprised of 40% R1000V/20% Bloomberg Barclays Emerging Markets USD Aggregate Index (BBEMAI)/20% Bloomberg Barclays U.S. Corporate High Yield 2% Issuer Capped Index (BBHY2%ICI)/20% Bloomberg Barclays Mortgage Backed Securities Index (BBMB) (Blended Index).3,4 The Average Annual Total Return table below shows returns averaged over the stated periods.
GROWTH of a $10,000 Investment
Growth of $10,000 as of December 31, 2016
Average Annual Total Returns for the Period Ended 12/31/2016
  1 Year 5 Years 10 Years
Fund 7.69% 7.42% 5.96%
S&P 500 11.96% 14.66% 6.95%
R1000V 17.34% 14.80% 5.72%
Blended Index 12.68% 8.97% 6.30%
    
Performance data quoted represents past performance which is no guarantee of future results. Investment return and principal value will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Performance of a variable investment option changes over time and current performance may be lower or higher than what is stated. For current to the most recent month end performance, contact your insurance company. The performance information presented does not include the charges and expenses imposed by the insurance company under the variable insurance product contract. The inclusion of such charges would lower performance. Please refer to the variable insurance product prospectus for a complete listing of these expenses. Fund shares are available exclusively as a funding vehicle for life insurance companies writing variable life insurance policies and variable annuity contracts. Variable investment options are not obligations of or guaranteed by any bank and are not federally insured.
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Table of Contents
1 The Fund's performance assumes the reinvestment of all dividends and distributions. The S&P 500, R1000V and the Blended Index have been adjusted to reflect reinvestment of dividends on securities in the indexes.
2 The S&P 500 is a capitalization-weighted index of 500 stocks designed to measure performance of the broad domestic economy through changes in the aggregate market value of 500 stocks representing all major industries.
3 The S&P 500, R1000V and the Blended Index are not adjusted to reflect sales charges, expenses or other fees that the Securities and Exchange Commission (SEC) requires to be reflected in the Fund's performance. The indexes are unmanaged and, unlike the Fund, are not affected by cash flows. It is not possible to invest directly in an index.
4 The Russell 1000® Value Index measures the performance of the large-cap value segment of the U.S. equity universe. It includes those Russell 1000® Index companies with lower price-to-book ratios and lower expected growth values. The R1000V is constructed to provide a comprehensive and unbiased barometer for the large-cap value segment. The R1000V is completely reconstituted annually to ensure new and growing equities are included and that the represented companies continue to reflect value characteristics. The BBEMAI tracks total returns for external-currency-denominated debt instruments of the emerging markets. The BBHY2%ICI is an issuer-constrained version of the Bloomberg Barclays U.S. Corporate High-Yield Index that measures the market of USD-denominated, noninvestment-grade, fixed-rate, taxable corporate bonds. The index follows the same rules as the uncapped index but limits the exposure of each issuer to 2% of the total market value and redistributes any excess market value index-wide on a pro-rata basis. The BBMB covers agency mortgage-backed pass-through securities (both fixed-rate and hybrid ARM) issued by Ginnie Mae (GNMA), Fannie Mae (FNMA) and Freddie Mac (FHLMC). Effective August 24, 2016, the names of the “Barclays” indexes changed to “Bloomberg Barclays.”
Annual Shareholder Report
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Table of Contents
Portfolio of Investments Summary Tables (unaudited)
At December 31, 2016, the Fund's portfolio composition1 was as follows:
Portfolio Composition Percentage of
Total Net Assets
Domestic Equity Securities 34.4%
International Fixed-Income Securities 28.1%
Domestic Fixed-Income Securities 27.9%
International Equity Securities 3.6%
Derivative Contracts2 0.2%
Other Security Types3 0.2%
Cash Equivalents4 3.0%
Other Assets and Liabilities—Net5 2.6%
TOTAL 100.0%
At December 31, 2016, the Fund's sector composition6 for its equity securities was as follows:
Sector Composition
of Equity Holdings
Percentage of
Equity Securities
Financials 24.7%
Industrials 12.6%
Energy 11.9%
Health Care 11.6%
Information Technology 11.5%
Consumer Staples 7.0%
Consumer Discretionary 5.1%
Utilities 5.1%
Telecommunication Services 4.5%
Real Estate 3.2%
Materials 2.8%
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 this table, the affiliated investment company (other than an affiliated money market mutual 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) or value of the derivative contracts as applicable. 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 unrealized appreciation (depreciation) or value may indicate. In many cases, the notional value or 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 Other Security Types consist of purchased options.
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.
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.
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Table of Contents
Portfolio of Investments
Principal
Amount,
Contracts
or Shares
    Value
    COMMON STOCKS—38.0%  
    Consumer Discretionary—2.0%  
65,276   American Eagle Outfitters, Inc. $990,237
36,454   Goodyear Tire & Rubber Co. 1,125,335
8,103   Home Depot, Inc. 1,086,450
40,121   Honda Motor Co. Ltd., ADR 1,171,132
9,015   McDonald's Corp. 1,097,306
44,855   Regal Entertainment Group 924,013
28,138   TJX Cos., Inc. 2,114,008
14,714   Time Warner, Inc. 1,420,342
39,024   Twenty-First Century Fox, Inc. 1,094,233
    TOTAL 11,023,056
    Consumer Staples—2.7%  
16,096   Altria Group, Inc. 1,088,412
14,561   CVS Health Corp. 1,149,008
15,773   Colgate-Palmolive Co. 1,032,185
53,593   ConAgra Brands, Inc. 2,119,603
37,185   Energizer Holdings, Inc. 1,658,823
12,486   Ingredion, Inc. 1,560,251
13,063   Kraft Heinz Co./The 1,140,661
25,042   Smucker (J.M.) Co. 3,206,879
28,602   Wal-Mart Stores, Inc. 1,976,970
    TOTAL 14,932,792
    Energy—4.5%  
31,299   Anadarko Petroleum Corp. 2,182,479
28,364   BP PLC, ADR 1,060,246
59,951   Baker Hughes, Inc. 3,895,017
8,856   Chevron Corp. 1,042,351
21,265   ConocoPhillips 1,066,227
36,231   ENI S.p.A, ADR 1,168,088
26,848   EOG Resources, Inc. 2,714,333
113,784   Ensco PLC 1,105,981
18,282   Exxon Mobil Corp. 1,650,133
83,094   Frank's International N.V. 1,022,887
24,146   Helmerich & Payne, Inc. 1,868,901
76,874   Nabors Industries Ltd. 1,260,734
32,959   Oceaneering International, Inc. 929,773
13,356   Schlumberger Ltd. 1,121,236
62,259   Technip SA 1,109,455
13,229   Tesoro Petroleum Corp. 1,156,876
17,045   Valero Energy Corp. 1,164,514
    TOTAL 25,519,231
    Financials—9.4%  
37,176   Aflac, Inc. 2,587,450
46,405   Allstate Corp. 3,439,539
18,204   American Express Co. 1,348,552
55,734   BB&T Corp. 2,620,613
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Table of Contents
Principal
Amount,
Contracts
or Shares
    Value
    COMMON STOCKS—continued  
    Financials—continued  
162,145   Bank of America Corp. $3,583,404
64,149   Citigroup, Inc. 3,812,375
45,571   Discover Financial Services 3,285,213
43,853   East West Bancorp, Inc. 2,229,048
9,738   Goldman Sachs Group, Inc. 2,331,764
25,042   Hartford Financial Services Group, Inc. 1,193,251
52,718   JPMorgan Chase & Co. 4,549,036
35,143   Lazard Ltd., Class A 1,444,026
57,937   MetLife, Inc. 3,122,225
83,730   Morgan Stanley 3,537,592
89,496   Old Republic International Corp. 1,700,424
28,779   PNC Financial Services Group 3,365,992
66,120   Sun Life Financial Services of Canada 2,539,669
41,591   The Bank of New York Mellon Corp. 1,970,582
19,530   The Travelers Cos, Inc. 2,390,863
24,965   U.S. Bancorp 1,282,452
12,851   Zions Bancorporation 553,107
    TOTAL 52,887,177
    Health Care—4.4%  
27,290   Abbott Laboratories 1,048,209
27,048   AbbVie, Inc. 1,693,746
10,045   Aetna, Inc. 1,245,680
6,812   Allergan PLC 1,430,588
13,401   Amgen, Inc. 1,959,360
8,614   Anthem, Inc. 1,238,435
48,431   Baxter International, Inc. 2,147,431
28,690   Bristol-Myers Squibb Co. 1,676,644
23,154   Gilead Sciences, Inc. 1,658,058
50,822   GlaxoSmithKline PLC, ADR 1,957,155
23,588   Johnson & Johnson 2,717,574
66,182   Merck & Co., Inc. 3,896,134
31,636   Teva Pharmaceutical Industries, Ltd., ADR 1,146,805
7,161   UnitedHealth Group, Inc. 1,146,046
    TOTAL 24,961,865
    Industrials—4.8%  
26,566   Alaska Air Group, Inc. 2,357,201
39,130   Apogee Enterprises, Inc. 2,095,803
29,636   Delta Air Lines, Inc. 1,457,795
27,042   Eaton Corp. PLC 1,814,248
7,433   General Dynamics Corp. 1,283,382
15,709   Huntington Ingalls Industries, Inc. 2,893,441
25,858   Ingersoll-Rand PLC 1,940,384
25,195   Johnson Controls International PLC 1,037,782
7,673   L-3 Communications Holdings, Inc. 1,167,140
18,417   Manpower Group, Inc. 1,636,719
51,360   Masco Corp. 1,624,003
5,963   Northrop Grumman Corp. 1,386,875
13,993   Parker-Hannifin Corp. 1,959,020
31,245   Robert Half International, Inc. 1,524,131
Annual Shareholder Report
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Table of Contents
Principal
Amount,
Contracts
or Shares
    Value
    COMMON STOCKS—continued  
    Industrials—continued  
11,446   United Technologies Corp. $1,254,710
23,435   Waste Management, Inc. 1,661,776
    TOTAL 27,094,410
    Information Technology—4.4%  
18,565   Apple, Inc. 2,150,198
70,885   Applied Materials, Inc. 2,287,459
100,120   Cisco Systems, Inc. 3,025,626
74,501   Corning, Inc. 1,808,139
170,051   HP, Inc. 2,523,557
12,653   Harris Corp. 1,296,553
45,675   Hewlett Packard Enterprise Co. 1,056,920
18,788   Lam Research Corp. 1,986,455
22,451   Leidos Holdings, Inc. 1,148,144
24,315   Qualcomm, Inc. 1,585,338
24,126   TE Connectivity Ltd. 1,671,449
55,849   Texas Instruments, Inc. 4,075,302
    TOTAL 24,615,140
    Materials—1.0%  
47,794   CRH PLC ADR 1,643,158
21,083   Cabot Corp. 1,065,535
29,442   Domtar Corp. 1,149,121
35,638   Dow Chemical Co. 2,039,206
    TOTAL 5,897,020
    Real Estate—1.2%  
7,850   Coresite Realty Corp., REIT 623,055
12,419   Digital Realty Trust, Inc. 1,220,291
44,421   Duke Realty Corp. 1,179,822
64,311   General Growth Properties, Inc. 1,606,489
37,186   Retail Properties of America, Inc. 570,061
2,778   Simon Property Group, Inc. 493,567
9,040   Sun Communities, Inc. 692,554
7,986   Welltower, Inc. 534,503
    TOTAL 6,920,342
    Telecommunication Services—1.7%  
72,324   AT&T, Inc. 3,075,940
25,260   BCE, Inc. 1,092,242
57,041   CenturyLink, Inc. 1,356,435
76,238   Verizon Communications 4,069,585
    TOTAL 9,594,202
    Utilities—1.9%  
25,269   American Electric Power Co., Inc. 1,590,936
13,944   DTE Energy Co. 1,373,623
17,096   Dominion Resources, Inc. 1,309,383
18,639   Duke Energy Corp. 1,446,759
22,491   Exelon Corp. 798,205
12,237   NextEra Energy, Inc. 1,461,832
28,752   PPL Corp. 979,006
9,995   Sempra Energy 1,005,897
Annual Shareholder Report
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Table of Contents
Principal
Amount,
Contracts
or Shares
    Value
    COMMON STOCKS—continued  
    Utilities—continued  
19,846   Southern Co. $976,225
    TOTAL 10,941,866
    TOTAL COMMON STOCKS
(IDENTIFIED COST $193,157,822)
214,387,101
    ADJUSTABLE RATE MORTGAGE—0.0%  
11,729   Federal National Mortgage Association, 3.061%, 09/01/2037
(IDENTIFIED COST $11,814)
12,441
    ASSET-BACKED SECURITY—0.0%  
225,000   Santander Drive Auto Receivables Trust 2013-1, Class D, 2.270%, 01/15/2019
(IDENTIFIED COST $224,972)
225,758
    COLLATERALIZED MORTGAGE OBLIGATIONS—2.1%  
$1,275,000   Banc of America Commercial Mortgage Trust 2016-UBS10, Class A4, 3.170%, 07/15/2049 1,260,896
1,100,000   CD Commercial Mortgage Trust 2016-CD1, Class A4, 2.724%, 08/10/2049 1,055,854
55,000   Commercial Mortgage Pass-Through Certificates 2012-LC4, Class B, 4.934%, 12/10/2044 59,431
875,000   Deutsche Bank Commercial Mortgage Trust 2016-C3, Class A5, 2.890%, 09/10/2049 852,081
1,100,000   Federal Home Loan Mortgage Corp. REMIC K060, Class A2, 3.271%, 10/25/2026 1,130,488
389,843   Federal National Mortgage Association REMIC 2006-117, Class GF, 1.106%, 12/25/2036 388,095
331,499   Federal National Mortgage Association REMIC 2012-1, Class F, 1.206%, 02/25/2042 331,100
1,500,000   Federal National Mortgage Association REMIC 2016-M11, Class A2, 2.369%, 07/25/2026 1,421,497
980,000   GS Mortgage Securities Trust 2014-GC24, Class B, 4.508%, 09/10/2047 1,025,991
1,500,000   JPMDB Commercial Mortgage Securities Trust 2016-C4, Class A3, 3.141%, 12/15/2049 1,489,294
1,500,000   Morgan Stanley Capital I Trust 2016-UB12, Class A4, 3.351%, 12/15/2049 1,529,347
590,000 1,2 UBS-Barclays Commercial Mortgage Trust 2013-C6, Class B, 3.875%, 04/10/2046 607,713
495,000   WF-RBS Commercial Mortgage Trust 2014-C25, Class B, 4.236%, 11/15/2047 503,409
    TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS
(IDENTIFIED COST $11,981,090)
11,655,196
    COMMERCIAL MORTGAGE-BACKED SECURITIES—0.5%  
1,050,000 1,2 FREMF Mortgage Trust 2013-K25, Class B, 3.619%, 11/25/2045 1,066,080
790,000 1,2 FREMF Mortgage Trust 2015-K49, Class B, 3.721%, 10/25/2048 762,506
750,000   Federal Home Loan Mortgage Corp., 2.673%, 03/25/2026 734,716
    TOTAL COMMERCIAL MORTGAGE-BACKED SECURITIES
(IDENTIFIED COST $2,566,762)
2,563,302
    CORPORATE BONDS—14.4%  
    Aerospace/Defense—0.0%  
165,000 1,2 Embraer Overseas Ltd., Sr. Unsecd. Note, Series 144A, 5.696%, 09/16/2023 173,250
    Automotive—0.1%  
480,000 1,2 Hyundai Capital America, Sr. Unsecd. Note, Series 144A, 2.550%, 02/06/2019 482,878
    Banking—3.5%  
700,000   ADCB Finance Cayman, Ltd., Series EMTN, 4.500%, 03/06/2023 715,739
300,000 1,2 BBVA Bancomer SA Mexico, Jr. Sub. Note, Series 144A, 5.350%, 11/12/2029 277,500
200,000   BBVA Bancomer SA Texas, Sub. Note, Series REGS, 6.500%, 03/10/2021 216,400
200,000   Banco Bradesco (Cayman), Sub., Series REGS, 5.750%, 03/01/2022 207,196
100,000   Banco de Credito del Peru, Jr. Sub. Note, Series REGS, 9.750%, 11/06/2069 114,750
100,000   Banco de Credito del Peru, Series REGS, 6.125%, 04/24/2027 108,350
100,000   Banco Del Estado, Sr. Unsecd. Note, Series REGS, 4.125%, 10/07/2020 104,257
219,000   Banco Do Brasil S.A., 3.875%, 10/10/2022 204,218
100,000   Banco Do Brasil S.A., Jr. Sub. Note, Series REGS, 8.500% 10/29/2049 104,770
500,000   Banco Internacional del Peru, Sr. Unsecd. Note, Series REGS, 5.750%, 10/07/2020 542,500
150,000 1,2 Banco Macro SA, Sub. Note, Series 144A, 6.750%, 11/04/2026 142,500
200,000   Bangkok Bank PCL, Sr. Unsecd. Note, Series REGS, 3.875%, 09/27/2022 207,038
Annual Shareholder Report
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Table of Contents
Principal
Amount,
Contracts
or Shares
    Value
    CORPORATE BONDS—continued  
    Banking—continued  
$250,000   Bank of America Corp., Sr. Unsecd. Note, Series GMTN, 3.500%, 04/19/2026 $246,799
150,000   Bank of America Corp., Sub. Note, 6.500%, 09/15/2037 170,317
300,000   Bank of America Corp., Sub. Note, Series MTN, 4.000%, 01/22/2025 300,515
510,000 1,2 Bank of China Ltd., Series 144A, 5.000%, 11/13/2024 529,804
600,000   Bank of China Ltd., Sub. Note, Series REGS, 5.000%, 11/13/2024 623,299
200,000   BBVA Banco Continental, Series REGS, 5.000%, 08/26/2022 212,000
150,000   Caixa Economica Federal, Series REGS, 4.250%, 05/13/2019 150,188
200,000   CITIC Ltd., Sr. Unsecd. Note, Series EMTN, 6.875%, 01/21/2018 209,217
570,000   Citigroup, Inc., Sr. Unsecd. Note, 3.400%, 05/01/2026 554,141
250,000   Citizens Bank NA, Sr. Unsecd. Note, Series MTN, 2.550%, 05/13/2021 248,502
350,000   Compass Bank, Birmingham, Sub. Note, Series BKNT, 3.875%, 04/10/2025 333,230
300,000   Credit Bank of Moscow, Series REGS, 8.700%, 11/13/2018 308,601
200,000   DIB Sukuk Ltd., Sr. Unsecd. Note, Series EMTN, 2.921%, 06/03/2020 198,244
500,000   Emirates NBD Tier 1 Ltd., 5.750%, 05/29/2049 505,478
900,000   Export-Import Bank Korea, Sr. Unsecd. Note, 2.625%, 12/30/2020 898,320
1,000,000   Export-Import Bank of China/The via Avi Funding Co. Ltd., Sr. Unsecd. Note, Series REGS, 3.800%, 09/16/2025 1,011,296
750,000   Export-Import Bank of India, Sr. Unsecd. Note, Series EMTN, 3.875%, 10/02/2019 776,780
540,000   Export-Import Bank, Series EMTN, 4.000%, 08/07/2017 545,710
500,000   Goldman Sachs Group, Inc., Sr. Unsecd. Note, 6.250%, 02/01/2041 620,845
200,000   Huntington Bancshares, Inc., Sr. Unsecd. Note, 3.150%, 03/14/2021 202,848
250,000   ICICI Bank Ltd., Series REGS, 5.750%, 11/16/2020 272,792
500,000   Industrial & Commercial Bank of China, Sr. Unsecd. Note, Series MTN, 2.905%, 11/13/2020 499,739
400,000   Industrial and Commercial Bank of China Ltd., Jr. Sub. Note, Series REGS, 6.000%, 12/29/2049 420,648
200,000 1,2 Industrial Bank of Korea, Sr. Unsecd. Note, Series 144A, 2.000%, 04/23/2020 195,892
200,000   Industrial Bank of Korea, Sr. Unsecd. Note, Series REGS, 2.000%, 04/23/2020 195,737
300,000   Itau Unibanco Holding SA, Sub., Series REGS, 5.500%, 08/06/2022 304,890
300,000   Itau Unibanco Holding SA, Sub., Series REGS, 6.200%, 12/21/2021 317,772
850,000   J.P. Morgan Chase & Co., Sub. Note, 3.375%, 05/01/2023 847,278
200,000   Kookmin Bank, Series REGS, 1.625%, 07/14/2017 199,764
300,000   Korea Development Bank, Sr. Unsecd. Note, 2.250%, 05/18/2020 296,462
250,000   Morgan Stanley, Sr. Unsecd. Note, Series MTN, 6.250%, 08/09/2026 298,915
275,000   Morgan Stanley, Sub. Note, Series MTN, 4.100%, 05/22/2023 282,400
200,000 1,2 NongHyup Bank, Sr. Unsecd. Note, Series 144A, 2.250%, 09/19/2017 200,483
630,000 1,2 RSHB Capital S.A., Series 144A, 5.100%, 07/25/2018 644,633
250,000   Regions Financial Corp., Sr. Unsecd. Note, 3.200%, 02/08/2021 253,572
200,000   Sberbank (Sb Cap Sa), Sub., Series REGS, 5.250%, 05/23/2023 199,290
400,000 1,2 Sberbank of Russia, Sub. Note, Series 144A, 5.500%, 02/26/2024 407,500
400,000 1,2 T.C. Ziraat Bankasi A.S., Sr. Unsecd. Note, Series 144A, 4.750%, 04/29/2021 383,640
300,000 1,2 Turkiye Halk Bankasi AS, Sr. Unsecd. Note, Series 144A, 4.750%, 02/11/2021 281,134
500,000   Turkiye Is Bankasi (Isbank), Series REGS, 5.500%, 04/21/2019 506,294
230,000 1,2 Turkiye Vakiflar Bankasi, Sr. Unsecd. Note, Series 144A, 5.500%, 10/27/2021 219,075
200,000   VTB Bank (Vtb Capital Sa), Sr. Unsecd. Note, Series REGS, 6.875%, 05/29/2018 210,587
300,000   VTB Bank OJSC, Series REGS, 9.500%, 12/29/2049 322,761
300,000   Wells Fargo & Co., Sr. Unsecd. Note, 3.000%, 10/23/2026 285,591
250,000   Woori Bank, Sub. Note, Series REGS, 4.750%, 04/30/2024 252,986
    TOTAL 19,891,187
    Broadcast Radio & TV—0.0%  
100,000   Grupo Televisa S.A., Sr. Note, 8.500%, 03/11/2032 122,910
Annual Shareholder Report
10

Table of Contents
Principal
Amount,
Contracts
or Shares
    Value
    CORPORATE BONDS—continued  
    Building & Development—0.0%  
$100,000 1,2 Odebrecht SA, Company Guarantee, Series 144A, 7.500%, 09/29/2049 $61,000
    Building Materials—0.0%  
200,000   Turkiye Sise ve Cam Fabri, Sr. Unsecd. Note, Series REGS, 4.250%, 05/09/2020 195,775
    Capital Goods - Aerospace & Defense—0.1%  
400,000   Lockheed Martin Corp., Sr. Unsecd. Note, 2.900%, 03/01/2025 391,801
    Chemicals & Plastics—0.5%  
200,000   Albemarle Corp., 4.150%, 12/01/2024 204,519
200,000   Albemarle Corp., Sr. Unsecd. Note, 5.450%, 12/01/2044 215,225
200,000   Braskem Finance Ltd., Series REGS, 5.750%, 04/15/2021 211,500
200,000 1,2 Equate Petrochemical BV, Sr. Unsecd. Note, Series 144A, 3.000%, 03/03/2022 191,206
200,000 1,2 Eurochem Global Investment, Sr. Unsecd. Note, Series 144A, 3.800%, 04/12/2020 199,500
250,000 1,2 Groupe Office Cherifien des Phosphates SA, Sr. Unsecd. Note, Series 144A, 5.625%, 04/25/2024 259,489
200,000   PTT Global Chemical PCL, Series REGS, 4.250%, 09/19/2022 207,832
500,000   Sinochem Offshore Capital Co. Ltd., Sr. Unsecd. Note, Series REGS, 3.250%, 04/29/2019 508,047
250,000   Sinochem Overseas Capital Co. Ltd., Company Guarantee, Series REGS, 4.500%, 11/12/2020 261,741
450,000   Valspar Corp., Sr. Unsecd. Note, 4.400%, 02/01/2045 408,869
    TOTAL 2,667,928
    Communications - Cable & Satellite—0.1%  
250,000   CCO Safari II LLC, 6.484%, 10/23/2045 289,527
300,000   Time Warner Cable, Inc., Company Guarantee, 5.500%, 09/01/2041 305,497
    TOTAL 595,024
    Communications - Media & Entertainment—0.4%  
300,000   CBS Corp., 4.900%, 08/15/2044 300,870
250,000   Discovery Communications , Sr. Unsecd. Note, 4.900%, 03/11/2026 263,383
1,400,000   Viacom, Inc., Sr. Unsecd. Note, 5.850%, 09/01/2043 1,374,299
300,000   WPP Finance 2010, Sr. Unsecd. Note, 5.125%, 09/07/2042 300,624
    TOTAL 2,239,176
    Communications - Telecom Wireless—0.2%  
300,000   American Tower Corp., Sr. Unsecd. Note, 5.000%, 02/15/2024 323,130
360,000   Crown Castle International Corp., Sr. Unsecd. Note, 3.700%, 06/15/2026 353,539
300,000   Proven Honour Capital, Sr. Unsecd. Note, 4.125%, 05/19/2025 300,438
    TOTAL 977,107
    Communications - Telecom Wirelines—0.2%  
700,000   AT&T, Inc., Sr. Unsecd. Note, 5.150%, 03/15/2042 698,551
500,000   Verizon Communications, Inc., Sr. Unsecd. Note, 6.550%, 09/15/2043 625,590
    TOTAL 1,324,141
    Consumer Cyclical - Automotive—0.1%  
170,000   Ford Motor Co., Sr. Unsecd. Note, 4.750%, 01/15/2043 161,695
350,000   General Motors Co., Sr. Unsecd. Note, 5.200%, 04/01/2045 337,984
    TOTAL 499,679
    Consumer Cyclical - Household and Leisure Products—0.1%  
400,000   Arcelik AS, Sr. Unsecd. Note, Series REGS, 5.000%, 04/03/2023 381,453
    Consumer Non-Cyclical - Food/Beverage—0.3%  
100,000 1,2 BFF International Ltd., Sr. Unsecd. Note, Series 144A, 7.250%, 01/28/2020 106,500
100,000   Cosan Overseas Ltd., 8.250%, 11/29/2049 100,200
200,000 1,2 Danone SA, Sr. Unsecd. Note, Series 144A, 2.947%, 11/02/2026 190,592
200,000 1,2 Grupo Bimbo SAB de CV, Sr. Unsecd. Note, Series 144A, 3.875%, 06/27/2024 199,378
200,000   Grupo Bimbo SAB de CV, Sr. Unsecd. Note, Series REGS, 3.875%, 06/27/2024 199,378
Annual Shareholder Report
11

Table of Contents
Principal
Amount,
Contracts
or Shares
    Value
    CORPORATE BONDS—continued  
    Consumer Non-Cyclical - Food/Beverage—continued  
$150,000   Kraft Heinz Foods Co., Sr. Unsecd. Note, 3.000%, 06/01/2026 $140,902
140,000   Kraft Heinz Foods Co., Sr. Unsecd. Note, 4.375%, 06/01/2046 132,003
200,000 1,2 Minerva Luxembourg SA, Sr. Unsecd. Note, Series 144A, 6.500%, 09/20/2026 193,500
150,000   Molson Coors Brewing Co., Sr. Unsecd. Note, 3.000%, 07/15/2026 141,875
140,000 1,2 Mondelez International Holdings Netherlands BV, Sr. Unsecd. Note, Series 144A, 2.000%, 10/28/2021 134,148
    TOTAL 1,538,476
    Consumer Non-Cyclical - Health Care—0.1%  
200,000   Agilent Technologies, Inc., Sr. Unsecd. Note, 3.875%, 07/15/2023 205,835
350,000   Zimmer Holdings, Inc., Sr. Unsecd. Note, 3.550%, 04/01/2025 341,057
    TOTAL 546,892
    Consumer Non-Cyclical - Pharmaceuticals—0.1%  
100,000   Abbott Laboratories, Sr. Unsecd. Note, 3.750%, 11/30/2026 99,459
100,000   Abbott Laboratories, Sr. Unsecd. Note, 4.900%, 11/30/2046 102,836
100,000   Teva Pharmaceutical Finance, Sr. Unsecd. Note, 2.200%, 07/21/2021 95,684
100,000   Teva Pharmaceutical Finance, Sr. Unsecd. Note, 3.150%, 10/01/2026 92,244
175,000   Teva Pharmaceutical Industries Ltd., Sr. Unsecd. Note, 2.950%, 12/18/2022 168,662
    TOTAL 558,885
    Consumer Non-Cyclical - Tobacco—0.1%  
280,000   Reynolds American, Inc., Sr. Unsecd. Note, 7.000%, 08/04/2041 335,805
    Electric Power—0.0%  
200,000   TNB Global Ventures Capital Bhd, Sr. Unsecd. Note, Series EMTN, 3.244%, 10/19/2026 186,701
    Energy - Independent—0.3%  
300,000   Anadarko Petroleum Corp., Sr. Unsecd. Note, 5.550%, 03/15/2026 335,940
400,000   Canadian Natural Resources Ltd., Sr. Unsecd. Note, 3.800%, 04/15/2024 398,797
300,000   EOG Resources, Inc., Sr. Unsecd. Note, 4.150%, 01/15/2026 314,104
200,000   Hess Corp., Sr. Unsecd. Note, 3.500%, 07/15/2024 192,586
300,000   Marathon Oil Corp., Sr. Unsecd. Note, 3.850%, 06/01/2025 291,058
    TOTAL 1,532,485
    Energy - Integrated—0.2%  
110,000   BP Capital Markets PLC, 3.119%, 05/04/2026 107,405
500,000   CNPC General Capital Ltd., Sr. Unsecd. Note, Series EMTN, 2.700%, 11/25/2019 506,305
300,000   Husky Energy, Inc., Sr. Unsecd. Note, 3.950%, 04/15/2022 311,697
90,000   Shell International Finance BV, Sr. Unsecd. Note, 2.875%, 05/10/2026 86,988
75,000   Shell International Finance BV, Sr. Unsecd. Note, 4.000%, 05/10/2046 71,751
    TOTAL 1,084,146
    Energy - Midstream—0.3%  
175,000   Energy Transfer Partners , Sr. Unsecd. Note, 4.050%, 03/15/2025 173,315
300,000   Enterprise Products Operating LLC, Sr. Unsecd. Note, 3.950%, 02/15/2027 307,486
400,000   Kinder Morgan Energy Partners LP, Sr. Unsecd. Note, 6.375%, 03/01/2041 434,603
200,000 1,2 Southern Gas Corridor CJSC, Unsecd. Note, Series 144A, 6.875%, 03/24/2026 215,800
200,000   Williams Partners LP, Sr. Unsecd. Note, 3.900%, 01/15/2025 196,241
200,000   Williams Partners LP, Sr. Unsecd. Note, 4.125%, 11/15/2020 207,956
    TOTAL 1,535,401
    Energy - Oil Field Services—0.1%  
400,000   Weatherford International Ltd., 7.000%, 03/15/2038 335,000
    Energy - Refining—0.2%  
200,000   HollyFrontier Corp., Sr. Unsecd. Note, 5.875%, 04/01/2026 204,478
300,000 1,2 Koc Holding A.S., Sr. Unsecd. Note, Series 144A, 5.250%, 03/15/2023 296,853
Annual Shareholder Report
12

Table of Contents
Principal
Amount,
Contracts
or Shares
    Value
    CORPORATE BONDS—continued  
    Energy - Refining—continued  
$300,000   Marathon Petroleum Corp., Sr. Unsecd. Note, 3.625%, 09/15/2024 $296,413
220,000   Phillips 66, Sr. Unsecd. Note, 4.875%, 11/15/2044 232,784
300,000   Valero Energy Corp., Sr. Unsecd. Note, 3.650%, 03/15/2025 297,683
    TOTAL 1,328,211
    Farming & Agriculture—0.2%  
1,000,000 1,2 Kazagro National Management Holding., Series 144A, 4.625%, 05/24/2023 936,920
300,000   Uralkali, Series REGS, 3.723%, 04/30/2018 300,065
    TOTAL 1,236,985
    Finance—0.3%  
350,000 1,2 Africa Finance Corp., Sr. Unsecd. Note, Series 144A, 4.375%, 04/29/2020 359,800
300,000 1,2 Corp Financi De Desarrol, Sr. Unsecd. Note, Series 144A, 4.750%, 07/15/2025 312,375
200,000   ICD Sukuk Co. Ltd., Sr. Unsecd. Note, 3.508%, 05/21/2020 199,353
650,000   MAF Global Securities, 7.125%, 10/29/2049 684,338
200,000   Sukuk Funding No3 Ltd., 4.348%, 12/03/2018 206,308
    TOTAL 1,762,174
    Financial Institution - Broker/Asset Mgr/Exchange—0.2%  
200,000   Jefferies Group LLC, Sr. Unsecd. Note, 6.500%, 01/20/2043 206,126
200,000   Jefferies Group, Inc., Sr. Unsecd. Note, 6.250%, 01/15/2036 204,258
165,000   Raymond James Financial, Sr. Unsecd. Note, 3.625%, 09/15/2026 161,000
400,000   Stifel Financial Corp., Sr. Unsecd. Note, 3.500%, 12/01/2020 401,162
    TOTAL 972,546
    Financial Institution - Finance Companies—0.1%  
170,000   AerCap Ireland Capital Ltd., Sr. Unsecd. Note, 3.950%, 02/01/2022 171,912
200,000   GE Capital International, Sr. Unsecd. Note, 3.373%, 11/15/2025 203,265
    TOTAL 375,177
    Financial Institution - Insurance - Health—0.0%  
250,000   Aetna, Inc., Sr. Unsecd. Note, 3.200%, 06/15/2026 247,452
    Financial Institution - Insurance - Life—0.2%  
350,000   Aflac, Inc., Sr. Unsecd. Note, 3.625%, 06/15/2023 362,225
350,000   Lincoln National Corp., Sr. Unsecd. Note, 4.200%, 03/15/2022 370,520
300,000   Prudential Financial, Inc., Sr. Unsecd. Note, Series MTN, 4.600%, 05/15/2044 312,835
    TOTAL 1,045,580
    Financial Institution - Insurance - P&C—0.1%  
200,000 1,2 Liberty Mutual Group, Inc., Series 144A, 4.850%, 08/01/2044 198,280
500,000 1,2 Nationwide Mutual Insurance Co., Sub. Note, Series 144A, 9.375%, 08/15/2039 758,523
    TOTAL 956,803
    Financial Institution - REIT - Apartment—0.1%  
350,000   UDR, Inc., 3.750%, 07/01/2024 354,733
    Financial Institution - REIT - Healthcare—0.1%  
300,000   Health Care REIT, Inc., Sr. Unsecd. Note, 4.950%, 01/15/2021 323,579
    Financial Institution - REIT - Office—0.1%  
350,000   Alexandria Real Estate Equities, Inc., Sr. Unsecd. Note, 3.900%, 06/15/2023 355,458
    Financial Institution - REIT - Other—0.0%  
250,000   WP Carey, Inc., Sr. Unsecd. Note, 4.600%, 04/01/2024 253,471
    Financial Intermediaries—0.1%  
200,000   ADIB Capital Invest 1 Ltd., 6.375%, 10/29/2049 207,880
200,000 1,2 Investcorp SA, Series 144A, 8.250%, 11/01/2017 206,749
    TOTAL 414,629
Annual Shareholder Report
13

Table of Contents
Principal
Amount,
Contracts
or Shares
    Value
    CORPORATE BONDS—continued  
    Food & Drug Retailers—0.0%  
$200,000 1,2 Cencosud SA, Sr. Unsecd. Note, Series 144A, 4.875%, 01/20/2023 $205,808
    Government Agency—0.1%  
200,000 1,2 Banco Nacional de Desenvolvimento Economico e Social, Sr. Unsecd. Note, Series 144A, 6.369%, 06/16/2018 208,956
100,000   Banco Nacional de Desenvolvimento Economico e Social, Sr. Unsecd. Note, Series REGS, 6.500%, 06/10/2019 106,220
    TOTAL 315,176
    Industrial Products & Equipment—0.0%  
200,000   Cemex Finance LLC, Series REGS, 6.000%, 04/01/2024 206,000
    Metals & Mining—0.7%  
110,000   Anglogold Ashanti Holdings PLC, Sr. Unsecd. Note, 5.125%, 08/01/2022 109,764
100,000 1,2 CSN Islands XII Corp., Sr. Unsecd. Note, Series 144A, 7.000%, 09/29/2049 51,250
100,000   CSN Resources SA, Sr. Unsecd. Note, Series REGS, 6.500%, 07/21/2020 73,750
200,000   Chinalco Capital Holdings, Sr. Unsecd. Note, 4.000%, 08/25/2021 196,953
200,000   Codelco, Inc., Series REGS, 3.000%, 07/17/2022 193,843
200,000 1,2 Codelco, Inc., Sr. Unsecd. Note, Series 144A, 4.875%, 11/04/2044 197,379
100,000 1,2 Codelco, Inc., Sr. Unsecd. Note, Series 144A, 6.150%, 10/24/2036 113,935
600,000   Evraz Group SA, Sr. Unsecd. Note, Series REGS, 6.500%, 04/22/2020 629,724
200,000   Fresnillo PLC, Series REGS, 5.500%, 11/13/2023 210,000
150,000 1,2 GTL Trade Finance, Inc., Sr. Unsecd. Note, Series 144A, 5.893%, 04/29/2024 150,000
200,000   Gerdau Trade, Inc., Sr. Unsecd. Note, Series REGS, 4.750%, 04/15/2023 192,000
200,000 1,2 Polyus Gold International, Sr. Unsecd. Note, Series 144A, 4.699%, 03/28/2022 197,500
250,000 1,2 Reliance Industries Ltd., Sr. Unsecd. Note, Series 144A, 4.875%, 02/10/2045 240,249
200,000   Severstal OAO Via Steel Capital SA, Sr. Unsecd. Note, Series REGS, 5.900%, 10/17/2022 215,435
200,000   Severstal OAO Via Steel Capital SA, Sr. Unsecd. Note, Series REGS, 6.700%, 10/25/2017 207,158
200,000   Southern Copper Corp, Sr. Unsecd. Note, 5.250%, 11/08/2042 183,921
75,000   Southern Copper Corp., Sr. Unsecd. Note, 3.875%, 04/23/2025 74,117
275,000   Vale Overseas Ltd., 4.375%, 01/11/2022 270,875
50,000   Vale Overseas Ltd., 6.875%, 11/21/2036 49,500
147,000   Vale Overseas Ltd., Sr. Unsecd. Note, 5.875%, 06/10/2021 154,350
90,000   Vale Overseas Ltd., Sr. Unsecd. Note, 6.250%, 08/10/2026 93,825
40,000   Vale Overseas Ltd., Sr. Unsecd. Note, 8.250%, 01/17/2034 44,300
150,000   Vale SA, 5.625%, 09/11/2042 133,500
200,000   Vedanta Resources PLC, Sr. Unsecd. Note, Series REGS, 7.125%, 05/31/2023 196,250
    TOTAL 4,179,578
    Oil & Gas—2.1%  
390,335 3,4,5 Afren PLC, Series 144A, 6.625%, 12/09/2020 0
195,167 3,4,5,6 Afren PLC, Series REGS, 11.500%, 02/01/2016 0
1,000,000   CNOOC Finance 2014 ULC, 4.250%, 04/30/2024 1,024,797
200,000   China Oil & Gas Group Ltd., Sr. Unsecd. Note, 5.000%, 05/07/2020 202,600
150,000   Ecopetrol SA, Sr. Unsecd. Note, 4.125%, 01/16/2025 140,850
190,000   Ecopetrol SA, Sr. Unsecd. Note, 5.375%, 06/26/2026 189,525
100,000   Ecopetrol SA, Sr. Unsecd. Note, 5.875%, 05/28/2045 86,900
117,000   Ecopetrol SA, Sr. Unsecd. Note, 5.875%, 09/18/2023 124,137
400,000 1,2 Gazprom OAO, Series 144A, 3.850%, 02/06/2020 406,622
400,000   Gazprom Via Gaz Capital, Sr. Unsecd. Note, Series REGS, 4.950%, 07/19/2022 413,120
300,000 1,2 KazMunaiGaz Finance Sub B.V., Company Guarantee, Series 144A, 6.375%, 04/09/2021 326,379
400,000   Korea National Oil Corp., Sr. Unsecd. Note, Series REGS, 3.250%, 07/10/2024 400,216
200,000   Lukoil International Finance BV, Series REGS, 4.563%, 04/24/2023 202,318
143,000   Odebrecht Drill VIII/IX, Series REGS, 6.350%, 06/30/2021 65,423
374,000   ONGC Videsh Ltd., 3.750%, 05/07/2023 371,211
Annual Shareholder Report
14

Table of Contents
Principal
Amount,
Contracts
or Shares
    Value
    CORPORATE BONDS—continued  
    Oil & Gas—continued  
$200,000   PTT Exploration and Production Public Co., Sub. Note, Series REGS, 4.875%, 12/29/2049 $202,553
150,000   Pemex Project Funding Master Trust, Sr. Unsecd. Note, 6.625%, 06/15/2038 145,875
200,000 1,2 Pertamina Persero PT, Series 144A, 4.300%, 05/20/2023 199,668
200,000   Pertamina Persero PT, Sr. Unsecd. Note, Series REGS, 5.625%, 05/20/2043 185,016
150,000   Petrobras Global Finance BV, Sr. Unsecd. Note, 3.000%, 01/15/2019 146,580
200,000   Petrobras Global Finance BV, Sr. Unsecd. Note, 5.625%, 05/20/2043 148,840
250,000   Petrobras Global Finance BV, Sr. Unsecd. Note, 6.850%, 06/05/2115 203,750
300,000   Petrobras Global Finance, Sr. Unsecd. Note, 8.375%, 05/23/2021 324,000
100,000   Petrobras Global Finance, Sr. Unsecd. Note, 8.375%, 12/10/2018 107,728
200,000   Petrobras Global Finance, Sr. Unsecd. Note, 8.750%, 05/23/2026 216,250
30,000   Petrobras International Finance Co., 6.875%, 01/20/2040 25,896
150,000   Petrobras International Finance Co., Company Guarantee, 6.750%, 01/27/2041 126,750
58,000   Petrobras International Finance Co., Company Guarantee, 7.875%, 03/15/2019 62,312
300,000   Petrobras International Finance Co., Sr. Unsecd. Note, 5.375%, 01/27/2021 294,150
400,000   Petrobras International Finance Co., Sr. Unsecd. Note, 5.750%, 01/20/2020 406,000
150,000 1,2 Petroleos De Venezuela S.A., 1st Lien, Series 144A, 8.500%, 10/27/2020 112,125
850,000   Petroleos de Venezuela, S.A., Sr. Unsecd. Note, Series REGS, 6.000%, 11/15/2026 329,375
520,000   Petroleos de Venezuela, S.A., Unsecd. Note, Series REGS, 6.000%, 05/16/2024 201,500
103,000   Petroleos Mexicanos, 3.500%, 07/18/2018 104,184
200,000   Petroleos Mexicanos, 5.500%, 06/27/2044 167,440
150,000   Petroleos Mexicanos, 6.500%, 06/02/2041 141,232
200,000   Petroleos Mexicanos, Sr. Unsecd. Note, 4.500%, 01/23/2026 182,700
450,000   Petroleos Mexicanos, Sr. Unsecd. Note, 4.875%, 01/18/2024 437,449
800,000   Petroleos Mexicanos, Sr. Unsecd. Note, 4.875%, 01/24/2022 804,400
650,000   Petroleos Mexicanos, Sr. Unsecd. Note, 6.375%, 01/23/2045 594,750
70,000 1,2 Petroleos Mexicanos, Sr. Unsecd. Note, Series 144A, 6.875%, 08/04/2026 74,025
100,000   Petroleum Co. of Trinidad, Sr. Unsecd. Note, Series REGS, 9.750%, 08/14/2019 108,111
100,000   Petronas Capital Ltd., Sr. Unsecd. Note, Series REGS, 4.500%, 03/18/2045 100,958
200,000   Puma International Financing SA, Series REGS, 6.750%, 02/01/2021 206,467
800,000   Sinopec Group Overseas Development 2015 Ltd., Sr. Unsecd. Note, Series REGS, 3.250%, 04/28/2025 767,383
396,000   Sinopec Group Overseas Development 2016 Ltd., Sr. Unsecd. Note, Series REGS, 3.500%, 05/03/2026 384,135
200,000 1,2 Sinopec Group Overseas Development, Sr. Unsecd. Note, Series 144A, 2.000%, 09/29/2021 190,985
320,000 1,2 YPF Sociedad Anonima, Sr. Unsecd. Note, Series 144A, 8.500%, 03/23/2021 344,032
    TOTAL 12,000,717
    Paper Products—0.0%  
50,000   Fibria Overseas Finance, Sr. Unsecd. Note, 5.250%, 05/12/2024 50,125
    Real Estate—0.2%  
200,000   Alpha Star Holding Ltd., 4.970%, 04/09/2019 196,436
300,000   China Overseas Finance Cayman V Ltd., Sr. Unsecd. Note, Series A, 3.950%, 11/15/2022 302,897
200,000   Country Garden Holdings, Sr. Unsecd. Note, 7.500%, 03/09/2020 213,337
400,000   Franshion Brilliant Ltd., 5.750%, 03/19/2019 421,200
200,000   Wanda Properties International, Sr. Unsecd. Note, 7.250%, 01/29/2024 214,416
    TOTAL 1,348,286
    Refining—0.1%  
275,000 1,2 Compania General de Combustibles, Sr. Unsecd. Note, Series 144A, 9.500%, 11/07/2021 278,025
144,737   EP PetroEcuador (Noble), Sec. Fac. Bond, 6.627%, 09/24/2019 146,003
    TOTAL 424,028
    Retailers—0.1%  
200,000   JD.com, Inc., Sr. Unsecd. Note, 3.875%, 04/29/2026 191,625
Annual Shareholder Report
15

Table of Contents
Principal
Amount,
Contracts
or Shares
    Value
    CORPORATE BONDS—continued  
    Retailers—continued  
$200,000   Saci Falabella, Series REGS, 3.750%, 04/30/2023 $199,071
    TOTAL 390,696
    Software & Services—0.1%  
500,000 1,2 Tencent Holdings Ltd., Sr. Unsecd. Note, Series 144A, 3.800%, 02/11/2025 506,711
    Sovereign—0.0%  
223,437   Angola, Government of, Sr. Unsecd. Note, 7.000%, 08/16/2019 226,045
    State/Provincial—0.5%  
600,000 1,2 Buenos Aires, City of, Sr. Unsecd. Note, Series 144A, 8.950%, 02/19/2021 672,000
900,000   Provincia De Buenos Aires, Series REGS, 10.875%, 01/26/2021 1,032,750
900,000   Provincia De Buenos Aires, Series REGS, 9.375%, 09/14/2018 990,000
150,000 1,2 Provincia De Buenos Aires, Sr. Unsecd. Note, Series 144A, 5.750%, 06/15/2019 156,405
250,000 1,2 Provincia De Buenos Aires, Sr. Unsecd. Note, Series 144A, 7.875%, 06/15/2027 246,550
    TOTAL 3,097,705
    Steel—0.1%  
450,000 1,2 OJSC Novo (Steel Funding), Sr. Unsecd. Note, Series 144A, 4.500%, 06/15/2023 448,744
    Technology—0.3%  
70,000 1,2 Diamond 1 Finance Corp./Diamond 2 Finance Corp., Term Loan—1st Lien, Series 144A, 4.420%, 06/15/2021 72,442
260,000 1,2 Diamond 1 Finance Corp./Diamond 2 Finance Corp., Term Loan—1st Lien, Series 144A, 6.020%, 06/15/2026 281,792
125,000   Equifax, Inc., Sr. Unsecd. Note, 2.300%, 06/01/2021 122,423
230,000   Fidelity National Information, Sr. Unsecd. Note, 5.000%, 10/15/2025 250,867
500,000   Lenovo Group Ltd., Sr. Unsecd. Note, 4.700%, 05/08/2019 522,073
100,000   Microsoft Corp., Sr. Unsecd. Note, 2.400%, 08/08/2026 94,499
200,000   Microsoft Corp., Sr. Unsecd. Note, 3.950%, 08/08/2056 188,991
245,000   Microsoft Corp., Sr. Unsecd. Note, 4.000%, 02/12/2055 231,830
    TOTAL 1,764,917
    Technology Services—0.1%  
300,000   Alibaba Group Holding Ltd., Sr. Unsecd. Note, 3.600%, 11/28/2024 297,542
    Telecommunications & Cellular—0.3%  
180,000   America Movil S.A.B. de C.V., 6.125%, 11/15/2037 204,646
200,000   America Movil S.A.B. de C.V., Company Guarantee, 5.000%, 03/30/2020 214,055
200,000 1,2 Digicel Ltd., Sr. Unsecd. Note, Series 144A, 6.000%, 04/15/2021 181,842
200,000 1,2 GTH Finance B.V., Sr. Unsecd. Note, Series 144A, 7.250%, 04/26/2023 215,146
200,000 1,2 MTN Mauritius Investment, Sr. Unsecd. Note, Series 144A, 5.373%, 02/13/2022 203,341
200,000   Mobile Telesys (Mts Int), Sr. Unsecd. Note, Series REGS, 5.000%, 05/30/2023 205,637
200,000 1,2 Telefonica Chile SA, Sr. Unsecd. Note, Series 144A, 3.875%, 10/12/2022 201,551
200,000 1,2 Turkcell Iletisim Hizmetleri A.S., Unsecd. Note, Series 144A, 5.750%, 10/15/2025 194,990
    TOTAL 1,621,208
    Transportation—0.0%  
200,000 1,2 DP World Ltd., Series 144A, 6.850%, 07/02/2037 214,195
    Transportation - Railroads—0.1%  
175,000   Burlington Northern Santa Fe Corp., Sr. Unsecd. Note, 3.000%, 04/01/2025 174,521
350,000   Kansas City Southern Industries, Sr. Unsecd. Note, 3.125%, 06/01/2026 333,523
    TOTAL 508,044
    Transportation - Services—0.2%  
480,000 1,2 Enterprise Rent-A-Car USA Finance Co., Sr. Unsecd. Note, Series 144A, 4.500%, 02/15/2045 458,616
200,000 1,2 Global Ports (Finance) PLC, Sr. Unsecd. Note, Series 144A, 6.500%, 09/22/2023 200,599
250,000 1,2 Penske Truck Leasing Co. LP & PTL Finance Corp., Sr. Unsecd. Note, Series 144A, 3.375%, 02/01/2022 252,156
Annual Shareholder Report
16

Table of Contents
Principal
Amount,
Contracts
or Shares
    Value
    CORPORATE BONDS—continued  
    Transportation - Services—continued  
$250,000   Ryder System, Inc., Sr. Unsecd. Note, Series MTN, 3.450%, 11/15/2021 $256,168
    TOTAL 1,167,539
    Utilities—0.9%  
200,000   Centrais Eletricas Brasileiras SA, Sr. Unsecd. Note, Series REGS, 6.875%, 07/30/2019 210,250
350,000   Comision Fed de Electric, Sr. Unsecd. Note, Series REGS, 4.875%, 01/15/2024 349,562
675,000 1,2 Electricite de France SA, Jr. Sub. Note, Series 144A, 5.625%, 12/29/2049 642,093
200,000   Empresa Nacional de Telec, Sr. Unsecd. Note, Series REGS, 4.875%, 10/30/2024 200,649
200,000 1,2 Enel Finance International SA, Company Guarantee, Series 144A, 6.000%, 10/07/2039 223,800
65,000   Enersis Americas SA, Sr. Unsecd. Note, 4.000%, 10/25/2026 62,157
400,000   Eskom Holdings Ltd., Sr. Unsecd. Note, Series REGS, 5.750%, 01/26/2021 401,966
250,000   Exelon Corp., Sr. Unsecd. Note, 3.400%, 04/15/2026 245,425
150,000 1,2 Fortis, Inc., Sr. Unsecd. Note, Series 144A, 3.055%, 10/04/2026 140,370
490,000   Israel Electric Corp. Ltd., Series REGS, 7.250%, 01/15/2019 531,390
100,000   Majapahit Holding BV, Company Guarantee, Series REGS, 7.750%, 01/20/2020 112,500
200,000   Majapahit Holding BV, Series REGS, 7.875%, 06/29/2037 237,260
300,000   NTPC Ltd., Series EMTN, 4.375%, 11/26/2024 304,881
400,000   NextEra Energy Capital Holdings, Inc., Sr. Unsecd. Note, 3.625%, 06/15/2023 406,837
300,000   PPL Capital Funding, Inc., Sr. Unsecd. Note, 3.100%, 05/15/2026 287,158
500,000 1,2 Saudi Electricity Global , Sr. Unsecd. Note, Series 144A, 5.060%, 04/08/2043 485,715
250,000   Southern Co., Sr. Unsecd. Note, 3.250%, 07/01/2026 243,440
    TOTAL 5,085,453
    TOTAL CORPORATE BONDS
(IDENTIFIED COST $81,103,789)
81,342,415
    FOREIGN GOVERNMENTS/AGENCIES—4.2%  
    Sovereign—4.2%  
300,000 1,2 Armenia, Government of, Sr. Unsecd. Note, Series 144A, 6.000%, 09/30/2020 309,150
400,000   Azerbaijan, Government of, Sr. Unsecd. Note, Series REGS, 4.750%, 03/18/2024 397,000
200,000   Bahrain, Government of, Series REGS, 5.500%, 03/31/2020 208,320
200,000 1,2 Bahrain, Government of, Sr. Unsecd. Note, Series 144A, 7.000%, 10/12/2028 204,320
500,000   Brazil, Government of, Sr. Secd. Note, 5.625%, 02/21/2047 438,750
700,000   Brazil, Government of, Sr. Unsecd. Note, 6.000%, 04/07/2026 724,500
330,000 1,2 Cameroon, Government of, Sr. Unsecd. Note, Series 144A, 9.500%, 11/19/2025 354,770
250,000   Chile, Government of, 3.625%, 10/30/2042 232,375
400,000   Colombia, Government of, Sr. Unsecd. Note, 4.375%, 07/12/2021 419,000
500,000   Colombia, Government of, Sr. Unsecd. Note, 4.500%, 01/28/2026 515,000
300,000   Colombia, Government of, Sr. Unsecd. Note, 5.000%, 06/15/2045 284,625
500,000   Costa Rica, Government of, Series REGS, 4.375%, 04/30/2025 443,710
300,000   Croatia, Government of, Sr. Unsecd. Note, Series REGS, 5.500%, 04/04/2023 316,536
250,000 1,2 Dominican Republic, Government of, Series 144A, 5.875%, 04/18/2024 250,640
200,000 1,2 Dominican Republic, Government of, Sr. Unsecd. Note, Series 144A, 5.500%, 01/27/2025 192,852
200,000   Ecuador, Government of, Series REGS, 7.950%, 06/20/2024 191,000
200,000   Egypt, Government of, Note, Series REGS, 5.750%, 04/29/2020 201,380
150,000 1,2 El Salvador, Government of, 6.375%, Series 144A, 01/18/2027 138,000
200,000 1,2 Gabon, Government of, Unsecd. Note, Series 144A, 6.950%, 06/16/2025 186,958
200,000   Georgia, Government of, Bond, Series REGS, 6.875%, 04/12/2021 217,740
200,000 1,2 Ghana, Government of, Sr. Unsecd. Note, Series 144A, 9.250%, 09/15/2022 213,802
200,000   Guatemala, Government of, Sr. Unsecd. Note, Series REGS, 5.750%, 06/06/2022 214,846
200,000   Honduras, Government of, Series REGS, 8.750%, 12/16/2020 222,680
156,000   Hungary, Government of, 4.125%, 02/19/2018 159,592
Annual Shareholder Report
17

Table of Contents
Principal
Amount,
Contracts
or Shares
    Value
    FOREIGN GOVERNMENTS/AGENCIES—continued  
    Sovereign—continued  
780,000 1,2 Indonesia, Government of, Series 144A, 3.375%, 04/15/2023 $760,874
800,000   Indonesia, Government of, Series REGS, 5.375%, 10/17/2023 866,450
200,000 1,2 Indonesia, Government of, Sr. Unsecd. Note, Series 144A, 4.550%, 03/29/2026 201,000
400,000   Indonesia, Government of, Sr. Unsecd. Note, Series REGS, 5.250%, 01/17/2042 403,125
400,000 1,2 Indonesia, Government of, Unsecd. Note, Series 144A, 4.350%, 09/10/2024 401,520
400,000   Israel, Government of, Sr. Unsecd. Note, 2.875%, 03/16/2026 390,863
392,000   Ivory Coast, Government of, Sr. Unsecd. Note, Series REGs, 5.750%, 12/31/2032 362,298
200,000   Jamaica, Government of, Sr. Unsecd. Note, 6.750%, 04/28/2028 219,000
250,000 1,2 Kazakhstan, Government of, Company Guarantee, Series 144A, 6.375%, 10/06/2020 269,129
300,000   Kenya, Government of, Series REGS, 6.875%, 06/24/2024 282,866
300,000   Mexico, Government of, 4.125%, 01/21/2026 297,600
500,000   Mexico, Government of, Note, 5.125%, 01/15/2020 536,750
700,000   Mexico, Government of, Series MTN, 4.750%, 03/08/2044 636,300
500,000   Mexico, Government of, Sr. Secd. Note, 4.350%, 01/15/2047 428,750
200,000   Mexico, Government of, Sr. Unsecd. Note, 3.600%, 01/30/2025 192,800
200,000   Mexico, Government of, Sr. Unsecd. Note, 4.600%, 01/23/2046 179,500
200,000   Nigeria, Government of, Series REGS, 5.125%, 07/12/2018 203,090
200,000 1,2 Pakistan, Government of, Unsecd. Note, Series 144A, 6.750%, 12/03/2019 211,430
700,000   Panama, Government of, Sr. Unsecd. Note, 3.750%, 03/16/2025 694,750
200,000 1,2 Paraguay, Government of, Series 144A, 6.100%, 08/11/2044 203,000
100,000   Peru, Government of, Bond, 8.750%, 11/21/2033 146,000
300,000   Peru, Government of, Sr. Unsecd. Note, 4.125%, 08/25/2027 311,625
200,000   Peru, Government of, Sr. Unsecd. Note, 5.625%, 11/18/2050 226,500
600,000   Philippines, Government of, Sr. Unsecd. Note, 3.950%, 01/20/2040 590,707
400,000   Philippines, Government of, Sr. Unsecd. Note, 4.000%, 01/15/2021 425,436
400,000   Romania, Government of, Series REGS, 4.375%, 08/22/2023 411,600
200,000 1,2 Russia, Government of, Sr. Unsecd. Note, Series 144A, 4.750%, 05/27/2026 204,690
500,000 1,2 Saudi Arabia, Government , Sr. Unsecd. Note, Series 144A, 3.250%, 10/26/2026 474,012
600,000 1,2 Serbia, Government of, Series 144A, 7.250%, 09/28/2021 669,000
400,000   South Africa, Government of, 5.875%, 05/30/2022 435,512
300,000 1,2 Sri Lanka, Government of, Series 144A, 6.000%, 01/14/2019 308,432
300,000   Sri Lanka, Government of, Sr. Unsecd. Note, Series REGS, 5.875%, 07/25/2022 294,681
1,025,000   Turkey, Government of, Sr. Unsecd. Note, 4.250%, 04/14/2026 911,119
300,000   Turkey, Government of, Sr. Unsecd. Note, 4.875%, 04/16/2043 241,650
140,000 1,2 Ukraine, Government of, Unsecd. Note, Series 144A, 7.750%, 09/01/2020 138,048
110,000 1,2 Ukraine, Government of, Unsecd. Note, Series 144A, 7.750%, 09/01/2021 107,411
110,000 1,2 Ukraine, Government of, Unsecd. Note, Series 144A, 7.750%, 09/01/2022 106,472
110,000 1,2 Ukraine, Government of, Unsecd. Note, Series 144A, 7.750%, 09/01/2024 104,500
110,000 1,2 Ukraine, Government of, Unsecd. Note, Series 144A, 7.750%, 09/01/2025 103,301
110,000 1,2 Ukraine, Government of, Unsecd. Note, Series 144A, 7.750%, 09/01/2027 102,148
300,000   Ukraine, Government of, Unsecd. Note, Series REGS, 7.750%, 09/01/2026 280,650
220,000 1,2 Ukraine, Government of, Unsecd. Note, Series GDP., 1.000%, 05/31/2040 66,194
300,000   Uruguay, Government of, 4.375%, 10/27/2027 300,765
400,000   Uruguay, Government of, Sr. Unsecd. Note, 5.100%, 06/18/2050 360,000
1,600,000   Venezuela, Government of, 7.000%, 03/31/2038 672,000
250,000   Venezuela, Government of, Sr. Unsecd. Note, Series REGS, 6.000%, 12/09/2020 120,625
200,000   Vietnam, Government of, Sr. Unsecd. Note, Series REGS, 4.800%, 11/19/2024 196,971
300,000 1,2 Zambia, Government of, Series 144A, 8.970%, 07/30/2027 296,250
    TOTAL FOREIGN GOVERNMENTS/AGENCIES (IDENTIFIED COST $23,597,196) 23,384,940
Annual Shareholder Report
18

Table of Contents
Principal
Amount,
Contracts
or Shares
    Value
    MORTGAGE-BACKED SECURITIES—18.9%  
    Federal Home Loan Mortgage Corporation—5.8%  
$3,143,004   Federal Home Loan Mortgage Corp. Pool A88745, 4.500%, 30 Year, 10/01/2037 $3,398,600
483,542   Federal Home Loan Mortgage Corp. Pool A95704, 3.500%, 30 Year, 12/01/2040 497,385
456,323   Federal Home Loan Mortgage Corp. Pool G08554, 3.500%, 30 Year, 10/01/2043 469,315
1,085,804   Federal Home Loan Mortgage Corp. Pool G08563, 4.000%, 30 Year, 01/01/2044 1,144,802
844,829   Federal Home Loan Mortgage Corp. Pool G08567, 4.000%, 30 Year, 01/01/2044 887,302
1,554,501   Federal Home Loan Mortgage Corp. Pool G08608, 3.000%, 30 Year, 09/01/2044 1,546,425
4,725,886   Federal Home Loan Mortgage Corp. Pool G08705, 3.000%, 30 Year, 05/01/2046 4,696,902
2,791,983   Federal Home Loan Mortgage Corp. Pool G08710, 3.000%, 30 Year, 06/01/2046 2,774,860
1,707,382   Federal Home Loan Mortgage Corp. Pool G18579, 3.500%, 15 Year, 12/01/2030 1,790,683
2,778,575   Federal Home Loan Mortgage Corp. Pool G60440, 3.500%, 30 Year, 03/01/2046 2,859,419
8,171   Federal Home Loan Mortgage Corp. Pool J07260, 4.500%, 15 Year, 03/01/2023 8,635
990,584   Federal Home Loan Mortgage Corp. Pool Q19607, 4.000%, 30 Year, 07/01/2043 1,044,408
296,644   Federal Home Loan Mortgage Corp. Pool Q21934, 4.000%, 30 Year, 09/01/2043 312,762
3,480,558   Federal Home Loan Mortgage Corp. Pool Q39440, 4.000%, 30 Year, 03/01/2046 3,661,520
1,867,563   Federal Home Loan Mortgage Corp. Pool Q40598, 3.000%, 30 Year, 05/01/2046 1,856,110
2,694,651   Federal Home Loan Mortgage Corp. Pool V82514, 3.500%, 30 Year, 07/01/2046 2,760,844
2,964,707   Federal Home Loan Mortgage Corp. Pool V82653, 3.500%, 30 Year, 10/01/2046 3,045,872
    TOTAL 32,755,844
    Government National Mortgage Association—0.8%  
11,587   Government National Mortgage Association Pool 2796, 7.000%, 08/20/2029 13,532
5,775   Government National Mortgage Association Pool 3040, 7.000%, 02/20/2031 6,769
16,494   Government National Mortgage Association Pool 3188, 6.500%, 01/20/2032 19,027
22,995   Government National Mortgage Association Pool 3239, 6.500%, 05/20/2032 27,007
1,198,259   Government National Mortgage Association Pool MA2445, 3.500%, 30 Year, 12/20/2044 1,245,722
1,448,691   Government National Mortgage Association Pool MA2520, 3.000%, 30 Year, 01/20/2045 1,470,138
1,470,828   Government National Mortgage Association Pool MA2521, 3.500%, 30 Year, 01/20/2045 1,529,087
    TOTAL 4,311,282
    Federal National Mortgage Association—12.3%  
1,416,765   Federal National Mortgage Association Pool AH2899, 4.500%, 30 Year, 01/01/2041 1,549,080
1,322,330   Federal National Mortgage Association Pool AL4168, 2.500%, 15 Year, 09/01/2028 1,336,587
2,590,857   Federal National Mortgage Association Pool AO7977, 3.000%, 15 Year, 06/01/2027 2,674,351
55,198   Federal National Mortgage Association Pool AO8829, 3.500%, 30 Year, 07/01/2042 56,886
1,389,980   Federal National Mortgage Association Pool AS2979, 3.000%, 15 Year, 08/01/2029 1,430,648
1,262,902   Federal National Mortgage Association Pool AS4301, 4.000%, 30 Year, 01/01/2045 1,329,846
1,730,240   Federal National Mortgage Association Pool AS4314, 2.500%, 15 Year, 01/01/2030 1,736,999
2,645,523   Federal National Mortgage Association Pool AS5102, 3.000%, 15 Year, 06/01/2030 2,720,858
3,220,533   Federal National Mortgage Association Pool AS5693, 3.000%, 30 Year, 08/01/2045 3,204,556
4,106,360   Federal National Mortgage Association Pool AS6222, 4.000%, 30 Year, 11/01/2045 4,324,029
2,391,574   Federal National Mortgage Association Pool AS7375, 3.000%, 30 Year, 06/01/2046 2,378,215
2,954,004   Federal National Mortgage Association Pool AS7492, 4.000%, 30 Year, 07/01/2046 3,107,127
1,938,747   Federal National Mortgage Association Pool AS7582, 3.000%, 30 Year, 07/01/2046 1,927,918
1,944,015   Federal National Mortgage Association Pool AS7698, 2.500%, 15 Year, 08/01/2031 1,948,571
1,957,314   Federal National Mortgage Association Pool AS7796, 3.000%, 30 Year, 08/01/2046 1,946,381
777,185   Federal National Mortgage Association Pool AW2446, 3.500%, 30 Year, 05/01/2044 799,009
1,539,268   Federal National Mortgage Association Pool AX0833, 3.500%, 30 Year, 09/01/2044 1,585,377
3,478,714   Federal National Mortgage Association Pool AZ9565, 3.500%, 30 Year, 12/01/2045 3,566,613
4,270,961   Federal National Mortgage Association Pool BA3989, 3.500%, 30 Year, 02/01/2046 4,378,879
4,209,575   Federal National Mortgage Association Pool BC0575, 3.500%, 30 Year, 12/01/2045 4,315,941
1,927,569   Federal National Mortgage Association Pool BC5622, 3.500%, 30 Year, 05/01/2046 1,976,425
Annual Shareholder Report
19

Table of Contents
Principal
Amount,
Contracts
or Shares
    Value
    MORTGAGE-BACKED SECURITIES—continued  
    Federal National Mortgage Association—continued  
$2,785,480   Federal National Mortgage Association Pool BC5660, 3.500%, 30 Year, 07/01/2046 $2,856,298
1,510,800   Federal National Mortgage Association Pool BC6063, 2.500%, 15 Year, 06/01/2031 1,514,341
1,956,739   Federal National Mortgage Association Pool BC8059, 3.500%, 30 Year, 05/01/2046 2,006,334
3,212,293   Federal National Mortgage Association Pool BC9762, 3.000%, 30 Year, 06/01/2046 3,194,349
1,905,380   Federal National Mortgage Association Pool BC9803, 2.500%, 15 Year, 06/01/2031 1,909,846
1,923,695   Federal National Mortgage Association Pool BD1880, 2.500%, 15 Year, 06/01/2031 1,928,203
3,994,038   Federal National Mortgage Association Pool BE2909, 3.500%, 30 Year, 12/01/2046 4,099,327
1,859,880   Federal National Mortgage Association Pool MA2644, 2.500%, 15 Year, 06/01/2031 1,864,239
1,871,245   Federal National Mortgage Association Pool MA2684, 3.000%, 15 Year, 07/01/2031 1,920,438
    TOTAL 69,587,671
    TOTAL MORTGAGE-BACKED SECURITIES
(IDENTIFIED COST $109,139,909)
106,654,797
    PURCHASED PUT OPTIONS—0.2%  
1,450   SPDR S&P 500 ETF Trust, Strike Price: $215.00; Expiration Date: 1/20/2017 91,350
2,000   SPDR S&P 500 ETF Trust, Strike Price: $220.00; Expiration Date: 3/17/2017 901,000
    TOTAL PURCHASED PUT OPTIONS
(IDENTIFIED COST $1,079,459)
992,350
    PURCHASED CALL OPTION—0.0%  
3,750   CBUE SPY Volatility Index, Strike Price: $18.00; Expiration Date: 1/18/2017
(IDENTIFIED COST $385,000)
253,125
    U.S. TREASURY—0.5%  
2,600,000   United States Treasury Note, 0.500%, 01/31/2017
(IDENTIFIED COST $2,600,102)
2,599,695
    INVESTMENT COMPANY—16.0%  
13,177,127 7 Federated High Income Bond Fund II, Primary Shares
(IDENTIFIED COST $85,779,746)
90,131,545
    REPURCHASE AGREEMENT—2.7%  
15,410,000   Interest in $903,000,000 joint repurchase agreement 0.50%, dated 12/30/2016 under which Bank of America, N.A. will repurchase securities provided as collateral for $903,050,167 on 1/3/2017. The securities provided as collateral at the end of the period held with BNY Mellon as tri-party agent, were U.S. Government Agency securities maturing on 2/25/2044 and the market value of those underlying securities was $930,141,672.
(IDENTIFIED COST $15,410,000)
15,410,000
    TOTAL INVESTMENTS—97.5%
(IDENTIFIED COST $527,037,661)8
549,612,665
    OTHER ASSETS AND LIABILITIES-NET—2.5%9 14,132,343
    TOTAL NET ASSETS—100% $563,745,008
At December 31, 2016, the Fund had the following outstanding futures contracts:
Description Number of
Contracts
Notional Value Expiration Date Unrealized
Appreciation
3S&P 500 Index Long Futures 585 $327,044,250
March 2017
$685,474
3United States Treasury Notes 2-Year Long Futures 100 $21,668,750
March 2017
$49,766
3United States Treasury Long Bond Short Futures 3 $451,969
March 2017
$3,516
3United States Treasury Notes 10-Year Short Futures 212 $26,347,625
March 2017
$77,707
3United States Treasury Ultra Bond Short Future 65 $10,416,250
March 2017
$101,718
UNREALIZED APPRECIATION ON FUTURES CONTRACTS $918,181
Annual Shareholder Report
20

Table of Contents
At December 31, 2016, the Fund had the following open swap contracts:
Credit Default Swap
Counterparty
Reference
Entity
Buy/
Sell
Pay/ Receive
Fixed Rate
Expiration
Date
Implied Credit
Spread at
12/31/201610
Notional
Amount
Market
Value
Upfront
Premiums
Paid/
(Received)
Unrealized
Appreciation
OTC Swaps:                  
Barclays Capital, Inc. CDX Index EM Series 26
Buy
1.00% 12/20/2021 2.38% $4,500,000 $281,250 $280,206 $1,044
Barclays Capital, Inc. Russian Federation Bond
Sell
1.00% 12/20/2021 1.82% $200,000 $(7,302) $(10,900) $3,598
TOTAL SWAP CONTRACTS $273,948 $269,306 $4,642
At December 31, 2016, the Fund had the following outstanding written options contracts:
Security Expiration
Date
Exercise Price Contracts Value
3CBOE SPX Volatility Index (Call Option) January 2017 $25.00 3,750 $(84,375)
3SPDR S&P 500 ETF Trust (Put Option) January 2017 $205.00 1,450 $(25,375)
3SPDR S&P 500 ETF Trust (Put Option) March 2017 $210.00 2,000 $(466,000)
(Premiums Received $659,783) $(575,750)
Net Unrealized Appreciation/(Depreciation) on Futures Contracts, Swap Contracts and Written Option Contracts is included in “Other Assets and Liabilities—Net.”
1 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 December 31, 2016, these restricted securities amounted to $27,069,100, which represented 4.8% of total net assets.
2 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 Trustees (the “Trustees”). At December 31, 2016, these liquid restricted securities amounted to $27,069,100, which represented 4.8% of total net assets.
3 Non-income-producing security.
4 Issuer in default.
5 Market quotations and price evaluations are not available. Fair value determined in accordance with procedures established by and under the general supervision of the Trustees.
6 Principal amount and interest were not paid upon final maturity.
7 Affiliated holding.
8 The cost of investments for federal tax purposes amounts to $529,536,388.
9 Assets, other than investments in securities, less liabilities. See Statement of Assets and Liabilities.
10 Implied credit spreads, represented in absolute terms, utilized in determining the market value of credit default swap agreements serve as an indicator of the current status of the payment/performance risk and represent the likelihood or risk of default for the credit derivative. The implied credit spread of a particular referenced entity reflects the cost of buying/selling protection and may include upfront payments required to be made to enter into the agreement. Wider credit spreads represent a deterioration of the referenced entity's credit soundness and a greater likelihood or risk of default or other credit event occuring as defined under the terms of the agreement. A credit spread identified as “Defaulted” indicates a credit event has occurred for the referenced entity or obligation.
Note: The categories of investments are shown as a percentage of total net assets at December 31, 2016.
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.). Also includes securities valued at amortized cost.
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.
Annual Shareholder Report
21

Table of Contents
The following is a summary of the inputs used, as of December 31, 2016, in valuing the Fund's assets carried at fair value:
Valuation Inputs        
  Level 1—
Quoted
Prices
Level 2—
Other
Significant
Observable
Inputs
Level 3—
Significant
Unobservable
Inputs
Total
Equity Securities:        
Common Stocks        
 Domestic $191,789,655 $$— $191,789,655
 International 22,597,446 22,597,446
Debt Securities:        
Adjustable Rate Mortgages 12,441 12,441
Asset-Backed Securities 225,758 225,758
Collateralized Mortgage Obligations 11,655,196 11,655,196
Commercial Mortgage-Backed Securities 2,563,302 2,563,302
Corporate Bonds 81,342,415 01 81,342,415
Foreign Governments/Agencies 23,384,940 23,384,940
Mortgage-Backed Securities 106,654,797 106,654,797
U.S. Treasury 2,599,695 2,599,695
Purchased Put Options 992,350 992,350
Purchased Call Option 253,125 253,125
Investment Company 90,131,545 90,131,545
Repurchase Agreement 15,410,000 15,410,000
TOTAL SECURITIES $305,764,121 $243,848,544 $0 $549,612,665
Other Financial Instruments:2        
Assets $918,181 $281,250 $— $1,199,431
Liabilities (575,750) (7,302) (583,052)
TOTAL OTHER FINANCIAL INSTRUMENTS $342,431 $273,948 $— $616,379
1 Includes $11,827 of securities transferred from Level 2 to Level 3 because fair value was determined using valuation techniques utilizing unobservable market data due to observable market data being unavailable. Transfer shown represents the value of the securities at the beginning of the period.
2 Other financial instruments include futures contracts, swap contracts and written option contracts.
    
The following acronyms are used throughout this portfolio:
ADR —American Depositary Receipt
ETF —Exchange - Traded Fund
FREMF —Freddie Mac Multifamily
MTN —Medium Term Note
REMIC —Real Estate Mortgage Investment Conduit
SPDR —Standard & Poor's Depositary Receipt
See Notes which are an integral part of the Financial Statements
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Financial Highlights
(For a Share Outstanding Throughout Each Period)
Year Ended December 31 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $9.29 $10.54 $11.30 $9.56 $9.22
Income From Investment Operations:          
Net investment income1 0.34 0.44 0.54 0.50 0.44
Net realized and unrealized gain (loss) on investments, futures contracts, written options, swap contracts and foreign currency transactions 0.34 (1.20) (0.12) 1.54 0.77
TOTAL FROM INVESTMENT OPERATIONS 0.68 (0.76) 0.42 2.04 1.21
Less Distributions:          
Distributions from net investment income (0.45) (0.44) (0.38) (0.30) (0.29)
Distributions from net realized gain on investments, futures contracts, written options, swap contracts and foreign currency transactions (0.05) (0.80) (0.58)
TOTAL DISTRIBUTIONS (0.45) (0.49) (1.18) (0.30) (0.87)
Net Asset Value, End of Period $9.52 $9.29 $10.54 $11.30 $9.56
Total Return2 7.69% (7.64)% 4.01% 21.74% 13.55%
Ratios to Average Net Assets:          
Net expenses 0.79%3 0.75%3 0.76% 0.82% 0.82%
Net investment income 3.72% 4.38% 4.99% 4.80% 4.75%
Expense waiver/reimbursement4 0.14% 0.16% 0.15% 0.16% 0.16%
Supplemental Data:          
Net assets, end of period (000 omitted) $563,745 $631,701 $652,011 $451,067 $235,409
Portfolio turnover 90% 97% 54% 52% 27%
Portfolio turnover (excluding purchases and sales from dollar-roll transactions) 90% 97% 54% 52% 27%
1 Per share numbers have been calculated using the average shares method.
2 Based on net asset value. Total returns do not reflect any additional fees or expenses that may be imposed by separate accounts of insurance companies or in connection with any variable annuity or variable life insurance contract.
3 The net expense ratio is calculated without reduction for expense offset arrangements. The net expense ratios 0.79% and 0.75% for the years ended December 31, 2016 and 2015, respectively, after taking into account these expense reductions.
4 This expense decrease is reflected in both the net expense and the net investment income ratios shown above.
See Notes which are an integral part of the Financial Statements
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Statement of Assets and Liabilities
Assets:    
Total investment in securities, at value including $90,131,545 of investment in an affiliated holding (Note 5) (identified cost $527,037,661)   $549,612,665
Cash   12,056
Cash denominated in foreign currencies (identified cost $37,441)   36,438
Restricted cash (Note 2)   14,545,034
Income receivable   2,055,218
Swaps, at value (premium paid $280,206)   281,250
Receivable for investments sold   3,178
Receivable for shares sold   235,845
Receivable for periodic payments from swap contracts   67
TOTAL ASSETS   566,781,751
Liabilities:    
Payable for investments purchased $358,349  
Payable for shares redeemed 494,111  
Written options outstanding, at value (premium $659,783) 575,750  
Payable for daily variation margin on futures contracts 1,430,392  
Swaps, at value (premium received $10,900) 7,302  
Payable for periodic payments to swap contracts 1,500  
Payable to adviser (Note 5) 20,223  
Payable for administrative fees (Note 5) 3,103  
Accrued expenses (Note 5) 146,013  
TOTAL LIABILITIES   3,036,743
Net assets for 59,219,472 shares outstanding   $563,745,008
Net Assets Consist of:    
Paid-in capital   $595,763,204
Net unrealized appreciation of investments, futures contracts, written options, swap contracts and translation of assets and liabilities in foreign currency   23,580,602
Accumulated net realized loss on investments, futures contracts, written options, swap contracts and foreign currency transactions   (78,374,836)
Undistributed net investment income   22,776,038
TOTAL NET ASSETS   $563,745,008
Net Asset Value, Offering Price and Redemption Proceeds Per Share:    
$563,745,008 ÷ 59,219,472 shares outstanding, no par value, unlimited shares authorized   $9.52
See Notes which are an integral part of the Financial Statements
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Statement of Operations
Investment Income:      
Dividends (including $10,650,197 received from an affiliated holding (Note 5) and net of foreign taxes withheld of $77,372)     $17,548,749
Interest     9,291,185
TOTAL INCOME     26,839,934
Expenses:      
Investment adviser fee (Note 5)   $4,463,891  
Administrative fee (Note 5)   590,528  
Custodian fees   83,714  
Transfer agent fee   50,197  
Directors'/Trustees' fees (Note 5)   6,182  
Auditing fees   32,270  
Legal fees   14,265  
Portfolio accounting fees   177,197  
Printing and postage   92,464  
Miscellaneous (Note 5)   25,856  
TOTAL EXPENSES   5,536,564  
Reimbursements and Reduction:      
Reimbursement of investment adviser fee (Note 5) $(766,120)    
Reimbursement of other operating expenses (Note 2) (61,431)    
Fees paid indirectly from directed brokerage arrangements (Note 6) (2,244)    
TOTAL REIMBURSEMENTS AND REDUCTION   (829,795)  
Net expenses     4,706,769
Net investment income     22,133,165
Realized and Unrealized Gain (Loss) on Investments, Futures Contracts, Written Options, Swap Contracts and Foreign Currency Transactions:      
Net realized loss on investments (including realized loss of $(8,072,911) on sales of investments in an affiliated holding (Note 5)) and foreign currency transactions     (20,374,487)
Net realized loss on futures contracts     (4,384,391)
Net realized gain on written options     5,673,048
Net realized loss on swap contracts     (45,534)
Net change in unrealized depreciation of investments and translation of assets and liabilities in foreign currency     38,312,035
Net change in unrealized depreciation of futures contracts     1,256,238
Net change in unrealized appreciation of written options     84,033
Net change in unrealized appreciation of swap contracts     (38,625)
Net realized and unrealized gain on investments, futures contracts, written options, swap contracts and foreign currency transactions     20,482,317
Change in net assets resulting from operations     $42,615,482
See Notes which are an integral part of the Financial Statements
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Statement of Changes in Net Assets
Year Ended December 31 2016 2015
Increase (Decrease) in Net Assets    
Operations:    
Net investment income $22,133,165 $29,675,358
Net realized loss on investments, futures contracts, written options, swap contracts and foreign currency transactions (19,131,364) (56,511,585)
Net change in unrealized appreciation/depreciation of investments, futures contracts, written options, swap contracts and translation of assets and liabilities in foreign currency 39,613,681 (27,842,566)
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS 42,615,482 (54,678,793)
Distributions to Shareholders:    
Distributions from net investment income (29,859,782) (28,593,501)
Distributions from net realized gain on investments (3,066,670)
CHANGE IN NET ASSETS RESULTING FROM DISTRIBUTIONS TO SHAREHOLDERS (29,859,782) (31,660,171)
Share Transactions:    
Proceeds from sale of shares 65,300,190 182,578,967
Net asset value of shares issued to shareholders in payment of distributions declared 29,859,782 31,660,171
Cost of shares redeemed (175,871,264) (148,210,146)
CHANGE IN NET ASSETS RESULTING FROM SHARE TRANSACTIONS (80,711,292) 66,028,992
Change in net assets (67,955,592) (20,309,972)
Net Assets:    
Beginning of period 631,700,600 652,010,572
End of period (including undistributed net investment income of $22,776,038 and $29,723,581, respectively) $563,745,008 $631,700,600
See Notes which are an integral part of the Financial Statements
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Notes to Financial Statements
1. ORGANIZATION
Federated Insurance Series (the “Trust”) is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company. The Trust consists of seven portfolios. The financial statements included herein are only those of Federated Managed Volatility Fund II (the “Fund”), a diversified portfolio. The financial statements of the other portfolios are presented separately. The assets of each portfolio are segregated and a shareholder's interest is limited to the portfolio in which shares are held. Each portfolio pays its own expenses. Fund shares are available exclusively as a funding vehicle for life insurance companies writing variable life insurance policies and variable annuity contracts. The investment objective of the Fund is to achieve high current income and moderate capital appreciation. Federated Global Investment Management Corp., Federated Investment Management Company and Federated Equity Management Company of Pennsylvania (collectively, the “Co-Advisers”) are each registered as a “commodity pool operator” with respect to operation of the Fund.
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 U.S. generally accepted accounting principles (GAAP).
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 are fair valued using price evaluations provided by a pricing service approved by the Trustees.
Shares of other mutual funds or non-exchange-traded investment companies are valued based upon their reported NAVs.
Derivative contracts listed on exchanges are valued at their reported settlement or closing price, except that options are valued at the mean of closing bid and asked quotations.
Over-the-counter (OTC) derivative contracts are fair valued using price evaluations provided by a pricing service approved by the Trustees.
For securities that are fair valued in accordance with procedures established by and under the general supervision of the Trustees, certain factors may be considered such as: the last traded or purchase price of the security, information obtained by contacting the issuer or dealers, analysis of the issuer's financial statements or other available documents, fundamental analytical data, the nature and duration of restrictions on disposition, the movement of the market in which the security is normally traded, public trading in similar securities or derivative contracts of the issuer or comparable issuers, movement of a relevant index, or other factors including but not limited to industry changes and relevant government actions.
If any price, quotation, price evaluation or other pricing source is not readily available when the NAV is calculated, if the Fund cannot obtain price evaluations from a pricing service or from more than one dealer for an investment within a reasonable period of time as set forth in the Fund's valuation policies and procedures, or if information furnished by a pricing service, in the opinion of the valuation committee (“Valuation Committee”), is deemed not representative of the fair value of such security, 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 obtain the fair value assigned to an investment if it sold the investment at approximately the time at which the Fund determines its NAV per share.
Fair Valuation and Significant Events Procedures
The Trustees have ultimate responsibility for determining the fair value of investments for which market quotations are not readily available. The Trustees have appointed a Valuation Committee comprised of officers of the Fund, the Co-Advisers and certain of the Co-Adviser's affiliated companies to assist in determining fair value and in overseeing the calculation of the NAV. The Trustees have also authorized the use of pricing services recommended by the Valuation Committee to provide fair value evaluations of the current value of certain investments for purposes of calculating the NAV. The Valuation Committee employs various methods for reviewing third-party pricing-service evaluations including periodic reviews of third-party pricing services' policies, procedures and valuation methods (including key inputs, methods, models and assumptions), transactional back-testing, comparisons of evaluations of different pricing services, and review of price challenges by the Co-Advisers based on recent market activity. In the event that market quotations and price evaluations are not available for an investment, the Valuation Committee determines the fair value of the investment in accordance with procedures adopted by the Trustees. The Trustees periodically review and approve the fair valuations made by the Valuation Committee and any changes made to the procedures.
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 any U.S. Treasury and Agency securities, mortgage-backed securities and municipal securities. The Fund normally uses mid evaluations for any other types of fixed-income securities and any 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 Trustees.
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The Trustees also have adopted procedures requiring an investment to be priced at its fair value whenever the Co-Advisers determine 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 principally in foreign markets, significant trends in U.S. equity markets or in the trading of foreign securities index futures contracts;
Political or other developments affecting the economy or markets in which an issuer conducts its operations or its securities are traded;
Announcements concerning matters such as acquisitions, recapitalizations, litigation developments, or a natural disaster affecting the issuer's operations or regulatory changes or market developments affecting the issuer's industry.
The Trustees have adopted procedures whereby the Valuation Committee uses a pricing service to determine the fair value of equity securities traded principally in foreign markets when the Co-Advisers determine 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 in accordance with the fair valuation procedures approved by the Trustees. The Trustees have ultimate responsibility for any fair valuations made in response to a significant event.
Repurchase Agreements
The Fund may invest in repurchase agreements for short-term liquidity purposes. 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.
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 Co-Advisers 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.
Repurchase agreements are subject to Master Netting Agreements (MNA) which are agreements between the Fund and its counterparties that provide for the net settlement of all transactions and collateral with the Fund, through a single payment, in the event of default or termination. Amounts presented on the Portfolio of Investments and Statement of Assets and Liabilities are not net settlement amounts but gross. As indicated above, the cash or securities to be repurchased, as shown on the Portfolio of Investments, exceeds the repurchase price to be paid under the agreement reducing the net settlement amount to zero.
Investment Income, Gains and Losses, Expenses and Distributions
Investment transactions are accounted for on a trade-date basis. Realized gains and losses from investment transactions are recorded on an identified-cost basis. 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. Positive or negative inflation adjustments on Treasury Inflation-Protected Securities (TIPS) are included in interest income. Distributions of net investment income are declared and paid annually. Non-cash dividends included in dividend income, if any, are recorded at fair value. Amortization/accretion of premium and discount is included in investment income. Gains and losses realized on principal payment of mortgage-backed securities (paydown gains and losses) are classified as part of investment income. The detail of the total fund expense reimbursements and reduction of $829,795 is disclosed in various locations in this Note 2, Note 5 and Note 6.
During the year ended December 31, 2016, the custodian reimbursed $61,431 of custody fees.
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. As of and during the year ended December 31, 2016, the Fund did not have a liability for any uncertain tax positions. The Fund recognizes interest and penalties, if any, related to tax liabilities as income tax expense in the Statement of Operations. As of December 31, 2016, tax years 2013 through 2016 remain subject to examination by the Fund's major tax jurisdictions, which include the United States of America and the Commonwealth of Massachusetts.
The Fund may be subject to taxes imposed by governments of countries in which it invests. Such taxes are generally based on either income or gains earned or repatriated. The Fund accrues and applies such taxes to net investment income, net realized gains and net unrealized gains as income and/or gains are earned.
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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.
The Fund may transact in To Be Announced Securities (TBAs). As with other delayed-delivery transactions, a seller agrees to issue TBAs at a future date. However, the seller does not specify the particular securities to be delivered. Instead, the Fund agrees to accept any security that meets specified terms such as issuer, interest rate and terms of underlying mortgages. The Fund records TBAs on the trade date utilizing information associated with the specified terms of the transaction as opposed to the specific mortgages. TBAs are marked to market daily and begin earning interest on the settlement date. Losses may occur due to the fact that the actual underlying mortgages received may be less favorable than those anticipated by the Fund.
Dollar-Roll Transactions
The Fund engages in dollar-roll transactions in which the Fund sells mortgage-backed securities with a commitment to buy similar (same type, coupon and maturity), but not identical mortgage-backed securities on a future date. Both securities involved are TBA mortgage-backed securities. The Fund treats dollar-roll transactions as purchases and sales. Dollar-rolls are subject to interest rate risks and credit risks.
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, currency and other swap agreements. 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.
The Fund uses credit default swaps to increase income and to manage country, currency, duration, individual security, market, sector/asset class and yield curve risks. 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. In connection with these agreements, securities may be identified as collateral in accordance with the terms of the respective swap agreements to provide assets of value and recourse in the event of default or bankruptcy/insolvency. Recovery values are assumed by market makers considering either industry standard recovery rates or entity specific factors and considerations until a credit event occurs. If a credit event has occurred, the recovery value is typically determined by a facilitated auction whereby a minimum number of allowable broker bids, together with a specific valuation method, are used to calculate the settlement value. 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 December 31, 2016 is $200,000. The Fund's maximum risk of loss from counterparty credit risk, either as the protection buyer or as the protection seller, is the fair value of the contract. This risk is mitigated by having a master netting arrangement between the Fund and the counterparty and by the posting of collateral by the counterparty to the Fund to cover the Fund's exposure to the counterparty.
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.
Certain swap contracts are subject to MNA. Amounts presented on the Portfolio of Investments and Statement of Assets and Liabilities are not net settlement amounts but gross. The cash or securities deposited in a segregated account, offsets the amount due to the broker reducing the net settlement amount to zero.
Certain swap contracts may be centrally cleared (“centrally cleared swaps”), whereby all payments made or received by the Fund pursuant to the contract are with a central clearing party (CCP) rather than the counterparty. The CCP guarantees the performance of the parties to the contract. Upon entering into centrally cleared swaps, the Fund is required to deposit with the CCP, either in cash or securities, an amount of initial margin determined by the CCP, which is subject to adjustment. For centrally cleared swaps, the daily change in valuation is recorded as a receivable or payable for variation margin and settled in cash with the CCP daily. In the case of centrally cleared swaps, counterparty risk is minimal due to protections provided by the CCP.
Swap, at value at period end, including net unrealized appreciation/depreciation, are listed after the Fund's Portfolio of Investments.
The average notional amount of swap contracts held by the Fund throughout the period was $6,545,615. This is based on amounts held as of each month-end throughout the fiscal period.
Futures Contracts
The Fund purchases and sells financial futures contracts to seek to manage duration, market and yield curve risks. Upon entering into a financial futures contract with a broker, the Fund is required to deposit in a segregated account a specified amount of U.S. government securities or cash which is shown as Restricted cash in the Statement of Assets and Liabilities. 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. There is minimal counterparty risk to the Fund since futures contracts are exchange traded and the exchange's clearinghouse, as counterparty to all exchange traded futures, guarantees the futures contracts against default.
Futures contracts outstanding at period end are listed after the Fund's Portfolio of Investments.
The average notional value of long and short futures contracts held by the Fund throughout the period was $154,541,443 and $71,173,866, respectively. This is based on amounts held as of each month-end throughout the fiscal period.
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Foreign Exchange Contracts
The Fund enters into foreign exchange contracts to manage currency risk. 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.
At December 31, 2016, the Fund had no outstanding foreign exchange contracts.
The average value at settlement date payable and receivable of foreign exchange contracts sold by the Fund throughout the period was $147. This is based on the contracts held as of each month-end throughout the fiscal period.
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 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.
Option Contracts
The Fund buys or sells put and call options to seek to manage market risk. The seller (“writer”) of an option receives a payment or premium, from the buyer, which the writer keeps regardless of whether the buyer exercises the option. When the Fund writes a put or call option, an amount equal to the premium received is recorded as a liability and subsequently marked to market to reflect the current value of the option written. Premiums received from writing options which expire are treated as realized gains. The Fund, as a writer of an option, bears the market risk of an unfavorable change in the price of the underlying reference instrument. When the Fund purchases a put or call option, an amount equal to the premium paid is recorded as an increase to the cost of the investment and subsequently marked to market to reflect the current value of the option purchased. Premiums paid for purchasing options which expire are treated as realized losses. Premiums received/paid for writing/purchasing options which are exercised or closed are added to the proceeds or offset against amounts paid on the underlying reference instrument to determine the realized gain or loss. The risk associated with purchasing put and call options is limited to the premium paid. Options can trade on securities or commodities exchanges. In this case, the exchange sets all the terms of the contract except for the price. Most exchanges require investors to maintain margin accounts through their brokers to cover their potential obligations to the exchange. This protects investors against potential defaults by the counterparty.
The following is a summary of the Fund's written option activity:
Contracts Number of
Contracts
Premium
Outstanding at December 31, 2015 $
Contracts written 129,110 10,165,470
Contracts exercised (84,750)
Contracts expired (37,160) (2,557,043)
Contracts bought back (6,948,644)
Outstanding at December 31, 2016 7,200 $659,783
Purchased option contracts outstanding at period-end are listed in the Fund's Portfolio of Investments and written option contracts outstanding at period end are listed after the Fund's Portfolio of Investments.
The average market value of purchased call and put options held by the Fund throughout the period was $861,884 and $535,733, respectively. This is based on amounts held as of each month-end throughout the fiscal period.
The average market value of written call and put options held by the Fund throughout the period was $101,952 and $337,540, respectively. This is based on amounts held as of each month-end throughout the fiscal period.
Restricted Securities
The Fund may purchase securities which are considered restricted. 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 Trustees. The Fund will not incur any registration costs upon such resales. The Fund's restricted securities, like other securities, are priced in accordance with procedures established by and under the general supervision of the Trustees.
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Additional information on restricted securities, excluding securities purchased under Rule 144A that have been deemed liquid by the Trustees, if applicable, held at December 31, 2016, is as follows:
Security Acquisition Date Cost Market Value
Afren PLC, Series 144A, 6.625%, 12/09/2020 11/26/2013 1/30/2014 $389,786 $0
Additional Disclosure Related to Derivative Instruments
Fair Value of Derivative Instruments
  Asset Liability
  Statement of
Assets and
Liabilities
Location
Fair
Value
Statement of
Assets and
Liabilities
Location
Fair
Value
Derivatives not accounted for as hedging
instruments under ASC Topic 815
       
Interest rate contracts     Written option contracts
outstanding at value
$575,750
      Payable for daily variation margin on futures contracts $(232,707)*
Equity contracts Total investments in
securities at value-options
$1,245,475 Payable for daily variation margin on futures contracts $(685,474)*
Credit contracts Swaps, at value $281,250 Swaps, at value $7,302
Total derivatives not accounted for as hedging
instruments under ASC Topic 815
  $1,526,725   $(335,129)
* Includes cumulative appreciation/depreciation of futures contracts as reported in the footnotes to the Portfolio of Investments. Only the current day's variation margin is reported within the Statement of Assets and Liabilities.
The Effect of Derivative Instruments on the Statement of Operations for the Year Ended December 31, 2016
Amount of Realized Gain or (Loss) on Derivatives Recognized in Income
  Credit
Default
Swaps
Futures
Contracts
Forward
Exchange
Contracts1
Purchased
Options1
Written
Option
Contracts
Total
Interest rate contracts $$(2,049,644) $$$$(2,049,644)
Foreign exchange contracts $$$6,398 $$$6,398
Credit contracts $(45,534) $$$$$(45,534)
Equity contracts $$(2,334,747) $$(12,118,655) $5,673,048 $(8,780,354)
TOTAL $(45,534) $(4,384,391) $6,398 $(12,118,655) $5,673,048 $(10,869,134)
    
Change in Unrealized Appreciation or (Depreciation) on Derivatives Recognized in Income
  Credit
Default
Swaps
Futures
Contracts
Purchased
Options2
Written
Option
Contracts
Total
Interest rate contracts $$260,676 $$$260,676
Credit contracts $(38,625) $$$$(38,625)
Equity contracts $$995,562 $(113,581) $84,033 $966,014
TOTAL $(38,625) $1,256,238 $(113,581) $84,033 1,188,065
1 The net realized gain (loss) on Forward Exchange Contracts and Purchased Options is found within the net realized loss on investments and foreign currency transactions on the Statement of Operations.
2 The net change in unrealized appreciation/depreciation of Purchased Options is found within the Net Change in unrealized depreciation of investments and translation of assets and liabilities in foreign currency on the Statement of Operations.
Other
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. The Fund applies Investment Company accounting and reporting guidance.
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3. SHARES OF BENEFICIAL INTEREST
The following table summarizes share activity:
Year Ended December 31 2016 2015
Shares sold 7,258,508 18,131,684
Shares issued to shareholders in payment of distributions declared 3,404,764 3,088,797
Shares redeemed (19,435,105) (15,116,917)
NET CHANGE RESULTING FROM FUND SHARE TRANSACTIONS (8,771,833) 6,103,564
4. FEDERAL TAX INFORMATION
The timing and character of income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP. These differences are primarily due to differing treatments for defaulted securities, discount accretion/premium amortization on debt securities, foreign currency transactions, return of capital adjustments, expired capital loss carryforwards and income and gain/loss realized on swaps.
For the year ended December 31, 2016, permanent differences identified and reclassified among the components of net assets were as follows:
Increase (Decrease)
Paid-In Capital Undistributed
Net Investment
Income (Loss)
Accumulated
Net Realized
Gain (Loss)
$(1,610,539) $779,074 $831,465
Net investment income (loss), net realized gains (losses) and net assets were not affected by this reclassification.
The tax character of distributions as reported on the Statement of Changes in Net Assets for the years ended December 31, 2016 and 2015, was as follows:
  2016 2015
Ordinary income $29,859,782 $28,593,501
Long-term capital gains $$3,066,670
As of December 31, 2016, the components of distributable earnings on a tax basis were as follows:
Undistributed ordinary income $22,790,117
Net unrealized appreciation $20,227,805
Capital loss carryforwards $(75,036,118)
The difference between book-basis and tax-basis net unrealized appreciation/depreciation is attributable to differing treatments for defaulted securities, deferral of losses on wash sales and discount accretion/premium amortization on debt securities.
At December 31, 2016, the cost of investments for federal tax purposes was $529,536,388. The net unrealized appreciation of investments for federal tax purposes excluding any unrealized appreciation/depreciation resulting from (a) futures contracts; (b) the translation from FCs to U.S. dollars of assets and liabilities other than investments in securities; (c) outstanding foreign currency commitments; and (d) swap contracts was $20,076,277. This consists of net unrealized appreciation from investments for those securities having an excess of value over cost of $30,138,319 and net unrealized depreciation from investments for those securities having an excess of cost over value of $10,062,042.
At December 31, 2016, the Fund had a capital loss carryforward of $75,036,118 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, thereby reducing 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, a net capital loss incurred in taxable years beginning on or before December 22, 2010, is characterized as short-term and may be carried forward for a maximum of eight tax years (“Carryforward Limit”), whereas a net capital loss incurred in taxable years beginning after December 22, 2010, retains its character as either short-term or long-term, does not expire and is required to be utilized prior to the losses which have a Carryforward Limit.
The following schedule summarizes the Fund's capital loss carryforwards and expiration years:
Expiration Year Short-Term Long-Term Total
No Expiration $49,871,144 $23,983,592 $73,854,736
2017 $1,181,382 NA $1,181,382
Capital loss carryforwards of $1,610,350 expired during the year ended December 31, 2016.
5. INVESTMENT ADVISER FEE AND OTHER TRANSACTIONS WITH AFFILIATES
Investment Adviser Fee
The co-advisory agreement between the Fund and the Co-Advisers provides for an annual fee equal to 0.75% of the Fund's average daily net assets. Subject to the terms described in the Expense Limitation note, the Co-Advisers may voluntarily choose to waive any portion of their fee.
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Administrative Fee
Federated Administrative Services (FAS), under the Administrative Services Agreement, provides the Fund with administrative personnel and services. For purposes of determining the appropriate rate breakpoint, “Investment Complex” is defined as all of the Federated Funds subject to a fee under the Administrative Services Agreement. The fee paid to FAS is based on the average daily net assets of the Investment Complex as specified below, plus certain out-of-pocket expenses:
Administrative Fee Average Daily Net Assets
of the Investment Complex
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
In addition to the fees described above, the Fund agrees to pay FAS an annual Administrative Service Charge of $125,000 for administrative and compliance services related to commodities Futures Trading Commission Rule 4.5. Subject to the terms described in the Expense Limitation note, FAS may voluntarily choose to waive any portion of its fee. For the year ended December 31, 2016, the annualized fee paid to FAS was 0.099% of average daily net assets of the Fund.
Expense Limitation
The Co-Advisers and certain of their affiliates (which may include FAS) on their own initiative have agreed to waive certain amounts of their respective fees and/or reimburse expenses. Effective May 1, 2016, total annual fund operating (as shown in the financial highlights, excluding expenses allocated from affiliated partnerships, extraordinary expenses and proxy related expenses paid by the Fund, if any) paid by the Fund (after the voluntary waivers and/or reimbursements) will not exceed 0.85% (the “Fee Limit”), up to but not including the later of (the “Termination Date”): (a) May 1, 2017; or (b) the date of the Fund's next effective Prospectus. While the Co-Advisers and their applicable affiliates currently do not anticipate terminating or increasing these arrangements prior to the Termination Date, these arrangements may only be terminated or the Fee Limit increased prior to the Termination Date with the agreement of the Trustees.
Interfund Transactions
During the year ended December 31, 2016, the Fund engaged in purchase and sale transactions with funds that have a common investment adviser (or affiliated investment advisers), common Directors/Trustees and/or common Officers. These purchase and sale transactions complied with Rule 17a-7 under the Act and amounted to $10,842,537, and $19,840,824, respectively.
General
Certain Officers and Trustees of the Fund are Officers and Directors or Trustees of certain of the above companies. To efficiently facilitate payment, Directors'/Trustees' fees and certain expenses related to conducting meetings of the Directors/Trustees and other miscellaneous expenses are paid by an affiliate of the Co-Advisers which in due course are reimbursed by the Fund. Such expenses may be included in Accrued and Miscellaneous Expenses on the Statement of Assets and Liabilities and Statement of Operations, respectively.
Transactions Involving Affiliated Holdings
Affiliated holdings are investment companies which are managed by the Co-Advisers or an affiliate of the Co-Advisers. The Co-Advisers have agreed to reimburse the Fund for certain investment adviser fees as a result of transactions in other affiliated investment companies. For the year ended December 31, 2016, the Co-Advisers reimbursed $766,120. Transactions involving the affiliated holding during the year ended December 31, 2016, were as follows:
  Balance of
Shares Held
12/31/2015
Purchases/
Additions
Sales/
Reductions
Balance of
Shares Held
12/31/2016
Value Dividend
Income
Federated High Income Bond Fund II Primary Shares 26,738,569 2,170,999 (15,732,442) 13,177,126 $90,131,545 $10,650,197
6. EXPENSE REDUCTION
The Fund directs portfolio trades to a broker that in turn pays a portion of the Fund's operating expenses. For the year ended December 31, 2016, the Fund's expenses were reduced by $2,244 under these arrangements.
7. INVESTMENT TRANSACTIONS
Purchases and sales of investments, excluding long-term U.S. government securities and short-term obligations, for the year ended December 31, 2016, were as follows:
Purchases $405,292,031
Sales $582,162,375
8. CONCENTRATION OF RISK
The Fund invests in securities of non-U.S. issuers. Political or economic developments may have an effect on the liquidity and volatility of portfolio securities and currency holdings.
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At December 31, 2016, the diversification of countries was as follows:
Country Percentage of
Net Assets
United States 79.6%
China 1.7%
Brazil 1.3%
Mexico 1.2%
Russia 1.0%
Other1 12.7%
1 Countries representing less than 1.0% have been aggregated under the designation “Other.”
9. LINE OF CREDIT
The Fund participates with certain other Federated Funds, on a several basis, in an up to $500,000,000 unsecured, 364-day, committed, revolving line of credit (LOC) agreement. The LOC was made available to finance temporarily the repurchase or redemption of shares of the Fund, failed trades, payment of dividends, settlement of trades and for other short-term, temporary or emergency general business purposes. The Fund cannot borrow under the LOC if an inter-fund loan is outstanding. The Fund's ability to borrow under the LOC also is subject to the limitations of the Act and various conditions precedent that must be satisfied before the Fund can borrow. Loans under the LOC are charged interest at a fluctuating rate per annum equal to the highest, on any day, of (a) (i) the federal funds effective rate, (ii) the one month London Interbank Offer Rate (LIBOR), and (iii) 0.0%, plus (b) a margin. The LOC also requires the Fund to pay, quarterly in arrears and at maturity, its pro rata share of a commitment fee based on the amount of the lenders' commitment that has not been utilized. As of December 31, 2016, the Fund had no outstanding loans. During the year ended December 31, 2016, the Fund did not utilize the LOC.
10. 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 Fund to borrow from other participating affiliated funds. As of December 31, 2016, there were no outstanding loans. During the year ended December 31, 2016, the program was not utilized.
11. REGULATORY UPDATES
On October 13, 2016, the SEC amended existing rules intended to modernize reporting and disclosure of information. These amendments relate to Regulation S-X which sets forth the form and content of financial statements. At this time, management is evaluating the implications of adopting these amendments and their impact on the financial statements and accompanying notes.
12. FEDERAL TAX INFORMATION (UNAUDITED)
Of the ordinary income distributions made by the Fund during the year ended December 31, 2016, 24.14% qualify for the dividend received deduction available to corporate shareholders.
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Report of Independent Registered Public Accounting Firm
TO THE BOARD OF TRUSTEES OF The FEDERATED INSURANCE SERIES AND SHAREHOLDERS OF FEDERATED MANAGED VOLATILITY FUND II:
We have audited the accompanying statement of assets and liabilities, including the portfolio of investments, of Federated Managed Volatility Fund II (the “Fund”), as of December 31, 2016, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended and the financial highlights for each of the years in the five-year period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2016, by correspondence with the transfer agent, custodian, and brokers or by other appropriate auditing procedures. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Federated Managed Volatility Fund II as of December 31, 2016, and the results of its operations for the year then ended, the changes in its net assets for each of the years in the two-year period then ended and the financial highlights for each of the years in the five-year period then ended, in conformity with U.S. generally accepted accounting principles.
Boston, Massachusetts
February 15, 2017
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Shareholder Expense Example (unaudited)
As a shareholder of the Fund, you incur ongoing costs, including management fees and to the extent applicable, distribution (12b-1) fees and/or other service 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 funds used as variable investment options. It is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from July 1, 2016 to December 31, 2016.
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. 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.
  Beginning
Account Value
7/1/2016
Ending
Account Value
12/31/2016
Expenses Paid
During Period1
Actual $1,000 $1,066.10 $4.10
Hypothetical (assuming a 5% return before expenses) $1,000 $1,021.17 $4.01
1 Expenses are equal to the Fund's annualized net expense ratio of 0.79%, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half-year period). The expenses shown in the table do not include the charges and expenses imposed by the insurance company under the variable insurance product contract. Please refer to the variable insurance product prospectus for a complete listing of these expenses.
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Board of Trustees and Trust Officers
The Board of Trustees is responsible for managing the Trust's business affairs and for exercising all the Trust's powers except those reserved for the shareholders. The following tables give information about each Trustee and the senior officers of the Fund. Where required, the tables separately list Trustees who are “interested persons” of the Fund (i.e., “Interested” Trustees) and those who are not (i.e., “Independent” Trustees). Unless otherwise noted, the address of each person listed is Federated Investors Tower, 1001 Liberty Avenue, Pittsburgh, PA 15222. The address of all Independent Trustees listed is 4000 Ericsson Drive, Warrendale, PA 15086-7561; Attention: Mutual Fund Board. As of December 31, 2016, the Trust comprised seven portfolio(s), and the Federated Fund Family consisted of 40 investment companies (comprising 124 portfolios). Unless otherwise noted, each Officer is elected annually. Unless otherwise noted, each Trustee oversees all portfolios in the Federated Fund Family and serves for an indefinite term. The Fund's Statement of Additional Information includes additional information about Trust Trustees and is available, without charge and upon request, by calling 1-800-341-7400.
Interested Trustees Background
Name
Birth Date
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years,
Other Directorships Held and Previous Position(s)
J. Christopher Donahue*
Birth Date: April 11, 1949
Trustee
Indefinite Term
Began serving: September 1993
Principal Occupations: Principal Executive Officer and President of certain of the Funds in the Federated Fund Family; Director or Trustee of the Funds in the Federated Fund Family; President, Chief Executive Officer and Director, Federated Investors, Inc.; Chairman and Trustee, Federated Investment Management Company; Trustee, Federated Investment Counseling; Chairman and Director, Federated Global Investment Management Corp.; Chairman, Federated Equity Management Company of Pennsylvania and Passport Research, Ltd. (investment advisory subsidiary of Federated); Trustee, Federated Shareholder Services Company; Director, Federated Services Company.
Previous Positions: President, Federated Investment Counseling; President and Chief Executive Officer, Federated Investment Management Company, Federated Global Investment Management Corp. and Passport Research, Ltd.
Thomas R. Donahue*
Birth Date: October 20, 1958
Trustee
Indefinite Term
Began serving: May 2016
Principal Occupations: Director or Trustee of certain of the funds in the Federated Fund Family; Chief Financial Officer, Treasurer, Vice President and Assistant Secretary, Federated Investors, Inc.; Chairman and Trustee, Federated Administrative Services; Chairman and Director, Federated Administrative Services, Inc.; Trustee and Treasurer, Federated Advisory Services Company; Director or Trustee and Treasurer, Federated Equity Management Company of Pennsylvania, Federated Global Investment Management Corp., Federated Investment Counseling, and Federated Investment Management Company; Director, MDTA LLC; Treasurer, Passport Research, LTD; Director, Executive Vice President and Assistant Secretary, Federated Securities Corp.; Director or Trustee and Chairman, Federated Services Company and Federated Shareholder Services Company; and Director and President, FII Holdings, Inc.
Previous Positions: Director, Federated Investors, Inc.; Assistant Secretary, Federated Investment Management Company, Federated Global Investment Management Company and Passport Research, LTD; Executive Vice President, Federated Securities Corp.; and Treasurer, FII Holdings, Inc.
* Family relationships and reasons for “interested” status: J. Christopher Donahue and Thomas R. Donahue are brothers. Both are “interested” due to their beneficial ownership of shares of Federated Investors, Inc. and the positions they hold with Federated and its subsidiaries. Thomas R. Donahue and J. Christopher Donahue are sons of John F. Donahue, Chairman Emeritus of the Federated Funds.
INDEPENDENT Trustees Background
Name
Birth Date
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years,
Other Directorships Held, Previous Position(s) and Qualifications
John T. Collins
Birth Date: January 24, 1947
Trustee
Indefinite Term
Began serving: October 2013
Principal Occupations: Director or Trustee of the Federated Fund Family; formerly, Chairman and CEO, The Collins Group, Inc. (a private equity firm) (Retired).
Other Directorships Held: Director, Current Chair of the Compensation Committee, KLX Corp.
Qualifications: Mr. Collins has served in several business and financial management roles and directorship positions throughout his career. Mr. Collins previously served as Chairman and CEO, The Collins Group, Inc. (a private equity firm). Mr. Collins serves as Chairman Emeriti, Bentley University. Mr. Collins previously served as Director and Audit Committee Member, Bank of America Corp.; Director, FleetBoston Financial Corp.; and Director, Beth Israel Deaconess Medical Center (Harvard University Affiliate Hospital).
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Name
Birth Date
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years,
Other Directorships Held, Previous Position(s) and Qualifications
G. Thomas Hough
Birth Date: February 28, 1955
Trustee
Indefinite Term
Began serving: August 2015
Principal Occupations: Director or Trustee of the Federated Fund Family; formerly, Vice Chair, Ernst & Young LLP (public accounting firm) (Retired).
Other Directorships Held: Director, Chair of the Audit Committee, Governance Committee, Publix Super Markets, Inc.; Director, Member of the Audit Committee and Technology Committee of Equifax, Inc.
Qualifications: Mr. Hough has served in accounting, business management and directorship positions throughout his career. Mr. Hough most recently held the position of Americas Vice Chair of Assurance with Ernst & Young LLP (public accounting firm). Mr. Hough is an Executive Committee member of the United States Golf Association, he serves on the President's Cabinet and Business School Board of Visitors for the University of Alabama and is on the Business School Board of Visitors for Wake Forest University.
Maureen Lally-Green
Birth Date: July 5, 1949
Trustee
Indefinite Term
Began serving: August 2009
Principal Occupations: Director or Trustee of the Federated Fund Family; Interim Dean of the Duquesne University School of Law; Adjunct Professor of Law, Duquesne University School of Law; formerly, Associate General Secretary and Director, Office of Church Relations, Diocese of Pittsburgh.
Other Directorships Held: Director, CONSOL Energy Inc.
Qualifications: Judge Lally-Green has served in various legal and business roles and directorship positions throughout her career. Judge Lally-Green previously served as: Associate General Secretary, Diocese of Pittsburgh; a member of the Superior Court of Pennsylvania; and as a Professor of Law, Duquesne University School of Law. Judge Lally-Green also currently holds the positions on either a public or not for profit Board of Directors as follows: Director and Chair, UPMC Mercy Hospital; Regent, St. Vincent Seminary; Director and Vice Chair, Our Campaign for the Church Alive!, Inc.; Director, Saint Vincent College; Member, Pennsylvania State Board of Education (public); and Director and Chair, Cardinal Wuerl North Catholic High School, Inc. Judge Lally-Green has held the positions of: Director, Auberle; Director, Epilepsy Foundation of Western and Central Pennsylvania; Director, Ireland Institute of Pittsburgh; Director, Saint Thomas More Society; Director, Catholic High Schools of the Diocese of Pittsburgh, Inc.; and Director, Pennsylvania Bar Institute.
Peter E. Madden
Birth Date: March 16, 1942
Trustee

Indefinite Term
Began serving: September 1993
Principal Occupation: Director or Trustee, and Chair of the Board of Directors or Trustees, of the Federated Fund Family; Retired.
Other Directorships Held: None.
Qualifications: Mr. Madden has served in several business management, mutual fund services and directorship positions throughout his career. Mr. Madden previously served as President, Chief Operating Officer and Director, State Street Bank and Trust Company (custodian bank) and State Street Corporation (financial services). He was Director, VISA USA and VISA International and Chairman and Director, Massachusetts Bankers Association. Mr. Madden served as Director, Depository Trust Corporation and Director, The Boston Stock Exchange. Mr. Madden also served as a Representative to the Commonwealth of Massachusetts General Court.
Charles F. Mansfield, Jr.
Birth Date: April 10, 1945
Trustee

Indefinite Term
Began serving: September 1999
Principal Occupations: Director or Trustee of the Federated Fund Family; Management Consultant.
Other Directorships Held: None.
Qualifications: Mr. Mansfield has served as a Marine Corps officer and in several banking, business management, educational roles and directorship positions throughout his long career. He remains active as a Management Consultant.
Thomas M. O'Neill
Birth Date: June 14, 1951
Trustee

Indefinite Term
Began serving: August 2006
Principal Occupations: Director or Trustee, Chair of the Audit Committee of the Federated Fund Family; Sole Proprietor, Navigator Management Company (investment and strategic consulting).
Other Directorships Held: None.
Qualifications: Mr. O'Neill has served in several business, mutual fund and financial management roles and directorship positions throughout his career. Mr. O'Neill serves as Director, Medicines for Humanity and Director, The Golisano Children's Museum of Naples, Florida. Mr. O'Neill previously served as Chief Executive Officer and President, Managing Director and Chief Investment Officer, Fleet Investment Advisors; President and Chief Executive Officer, Aeltus Investment Management, Inc.; General Partner, Hellman, Jordan Management Co., Boston, MA; Chief Investment Officer, The Putnam Companies, Boston, MA; Credit Analyst and Lending Officer, Fleet Bank; Director and Consultant, EZE Castle Software (investment order management software); and Director, Midway Pacific (lumber).
P. Jerome Richey
Birth Date: February 23, 1949
Trustee
Indefinite Term
Began serving: October 2013
Principal Occupations: Director or Trustee of the Federated Fund Family; Management Consultant; formerly, Senior Vice Chancellor and Chief Legal Officer, University of Pittsburgh and Executive Vice President and Chief Legal Officer, CONSOL Energy Inc.
Other Directorships Held: None.
Qualifications: Mr. Richey has served in several business and legal management roles and directorship positions throughout his career. Mr. Richey most recently held the positions of Senior Vice Chancellor and Chief Legal Officer, University of Pittsburgh. Mr. Richey previously served as Chairman of the Board, Epilepsy Foundation of Western Pennsylvania and Chairman of the Board, World Affairs Council of Pittsburgh. Mr. Richey previously served as Chief Legal Officer and Executive Vice President, CONSOL Energy Inc.; and Board Member, Ethics Counsel and Shareholder, Buchanan Ingersoll & Rooney PC (a law firm).
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Name
Birth Date
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years,
Other Directorships Held, Previous Position(s) and Qualifications
John S. Walsh
Birth Date: November 28, 1957
Trustee

Indefinite Term
Began serving: January 1999
Principal Occupations: Director or Trustee of the Federated Fund Family; President and Director, Heat Wagon, Inc. (manufacturer of construction temporary heaters); President and Director, Manufacturers Products, Inc. (distributor of portable construction heaters); President, Portable Heater Parts, a division of Manufacturers Products, Inc.
Other Directorships Held: None.
Qualifications: Mr. Walsh has served in several business management roles and directorship positions throughout his career. Mr. Walsh previously served as Vice President, Walsh & Kelly, Inc. (paving contractors).
OFFICERS
Name
Birth Date
Address
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years
and Previous Position(s)
John W. McGonigle
Birth Date: October 26, 1938
EXECUTIVE VICE PRESIDENT AND SECRETARY
Officer since: September 1993
Principal Occupations: Executive Vice President and Secretary of the Federated Fund Family; Vice Chairman, Executive Vice President, Secretary and Director, Federated Investors, Inc.
Previous Positions: Trustee, Federated Investment Management Company and Federated Investment Counseling; Director, Federated Global Investment Management Corp., Federated Services Company and Federated Securities Corp.
Lori A. Hensler
Birth Date: January 6, 1967
TREASURER
Officer since: April 2013
Principal Occupations: Principal Financial Officer and Treasurer of the Federated Fund Family; Senior Vice President, Federated Administrative Services; Financial and Operations Principal for Federated Securities Corp. and Edgewood Services, Inc.; and Assistant Treasurer, Federated Investors Trust Company. Ms. Hensler has received the Certified Public Accountant designation.
Previous Positions: Controller of Federated Investors, Inc.; Senior Vice President and Assistant Treasurer, Federated Investors Management Company; Treasurer, Federated Investors Trust Company; Assistant Treasurer, Federated Administrative Services, Federated Administrative Services, Inc., Federated Securities Corp., Edgewood Services, Inc., Federated Advisory Services Company, Federated Equity Management Company of Pennsylvania, Federated Global Investment Management Corp., Federated Investment Counseling, Federated Investment Management Company, Passport Research, Ltd., and Federated MDTA, LLC; Financial and Operations Principal for Federated Securities Corp., Edgewood Services, Inc. and Southpointe Distribution Services, Inc.
Peter J. Germain
Birth Date: September 3, 1959
CHIEF LEGAL OFFICER
Officer since: January 2005
Principal Occupations: Mr. Germain is Chief Legal Officer of the Federated Fund Family. He is General Counsel and Vice President, Federated Investors, Inc.; President, Federated Administrative Services and Federated Administrative Services, Inc.; Vice President, Federated Securities Corp.; Secretary, Federated Private Asset Management, Inc.; and Secretary, Retirement Plan Service Company of America. Mr. Germain joined Federated in 1984 and is a member of the Pennsylvania Bar Association.
Previous Positions: Deputy General Counsel, Special Counsel, Managing Director of Mutual Fund Services, Federated Investors, Inc.; Senior Vice President, Federated Services Company; and Senior Corporate Counsel, Federated Investors, Inc.
Richard B. Fisher
Birth Date: May 17, 1923
Vice President
Officer since: September 1993
Principal Occupations: Vice Chairman or Vice President of some of the Funds in the Federated Fund Family; Vice Chairman, Federated Investors, Inc.; Chairman, Federated Securities Corp.
Previous Positions: President and Director or Trustee of some of the Funds in the Federated Fund Family; Executive Vice President, Federated Investors, Inc.; Director and Chief Executive Officer, Federated Securities Corp.
John B. Fisher
Birth Date: May 16, 1956
President
Officer since: November 2004
Principal Occupations: Principal Executive Officer and President of certain of the Funds in the Federated Fund Family; Director or Trustee of certain of the Funds in the Federated Fund Family; Vice President, Federated Investors, Inc.; President, Director/Trustee and CEO, Federated Advisory Services Company, Federated Equity Management Company of Pennsylvania, Federated Global Investment Management Corp., Federated Investment Counseling, Federated Investment Management Company; President and CEO of Passport Research, Ltd.; President of some of the Funds in the Federated Fund Complex and Director, Federated Investors Trust Company.
Previous Positions: President and Director of the Institutional Sales Division of Federated Securities Corp.; President and Director of Federated Investment Counseling; Director, Edgewood Securities Corp.; Director, Federated Services Company; Director, Federated Investors, Inc.; Chairman and Director, Southpointe Distribution Services, Inc. and President, Technology, Federated Services Company.
Stephen Van Meter
Birth Date: June 5, 1975
CHIEF COMPLIANCE OFFICER AND SENIOR VICE PRESIDENT
Officer since: July 2015
Principal Occupations: Senior Vice President and Chief Compliance Officer of the Federated Fund Family; Vice President and Chief Compliance Officer of Federated Investors, Inc. and Chief Compliance Officer of certain of its subsidiaries. Mr. Van Meter joined Federated in October 2011. He holds FINRA licenses under Series 3, 7, 24 and 66.
Previous Positions: Mr. Van Meter previously held the position of Compliance Operating Officer, Federated Investors, Inc. Prior to joining Federated, Mr. Van Meter served at the United States Securities and Exchange Commission in the positions of Senior Counsel, Office of Chief Counsel, Division of Investment Management and Senior Counsel, Division of Enforcement.
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Name
Birth Date
Address
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years
and Previous Position(s)
Stephen F. Auth
Birth Date: September 13, 1956
101 Park Avenue
41st Floor
New York, NY 10178
CHIEF INVESTMENT OFFICER
Officer since: November 2002
Principal Occupations: Stephen F. Auth is Chief Investment Officer of various Funds in the Federated Fund Family; Executive Vice President, Federated Investment Counseling, Federated Global Investment Management Corp. and Federated Equity Management Company of Pennsylvania.
Previous Positions: Executive Vice President, Federated Investment Management Company and Passport Research, Ltd. (investment advisory subsidiary of Federated); Senior Vice President, Global Portfolio Management Services Division; Senior Vice President, Federated Investment Management Company and Passport Research, Ltd.; Senior Managing Director and Portfolio Manager, Prudential Investments.
Robert J. Ostrowski
Birth Date: April 26, 1963
Chief Investment Officer
Officer since: May 2004
Principal Occupations: Robert J. Ostrowski joined Federated in 1987 as an Investment Analyst and became a Portfolio Manager in 1990. He was named Chief Investment Officer of Federated's taxable fixed-income products in 2004 and also serves as a Senior Portfolio Manager. Mr. Ostrowski became an Executive Vice President of the Fund's Adviser in 2009 and served as a Senior Vice President of the Fund's Adviser from 1997 to 2009. Mr. Ostrowski has received the Chartered Financial Analyst designation. He received his M.S. in Industrial Administration from Carnegie Mellon University.
Deborah A. Cunningham
Birth Date: September 15, 1959
Chief Investment Officer
Officer since: June 2012
Principal Occupations: Deborah A. Cunningham was named Chief Investment Officer of Federated's money market products in 2004. She joined Federated in 1981 and has been a Senior Portfolio Manager since 1997 and an Executive Vice President of the Fund's Adviser since 2009. Ms. Cunningham has received the Chartered Financial Analyst designation and holds an M.S.B.A. in Finance from Robert Morris College.
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Evaluation and Approval of Advisory ContractMay 2016
Federated Managed Volatility Fund II (the “Fund”)
Following a review and recommendation of approval by the Fund's independent trustees, the Fund's Board of Trustees (the “Board”) reviewed and unanimously approved at its May 2016 meetings the continuation of the Fund's investment advisory contract, under which Federated Global Investment Management Corp., Federated Equity Management Company of Pennsylvania and Federated Investment Management Company will serve as co-advisers to the Fund (“Co-Advisers”) for an additional one-year term. The Board's decision regarding the contract reflects the exercise of its business judgment after consideration of all of the information received on whether to continue the existing arrangements.
The 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 “Senior Officer's Evaluation”). The Board considered the Senior Officer's Evaluation, along with other information, in deciding to approve the investment advisory contract.
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 an adviser to a fund and its shareholders, including the performance and fees and expenses of the fund and of comparable funds; an adviser's cost of providing the services, including the profitability to an adviser of providing advisory services to a fund; the extent to which an adviser may realize “economies of scale” as a fund grows larger and, if such economies of scale exist, whether they have been shared with a fund and its shareholders or the family of funds; any “fall-out financial benefits” that accrue to an adviser because of its relationship with a fund (including research services received from brokers that execute fund trades and any fees paid to affiliates of an adviser for services rendered to a fund); comparative fee and expense structures, including a comparison of fees paid to an adviser with those paid by similar funds; and the extent of care, conscientiousness and independence with which board members perform their duties and their expertise, including whether they are fully informed about all facts the board deems relevant to its consideration of an adviser's services and fees. The Board noted that the Securities and Exchange Commission (“SEC”) disclosure requirements regarding the basis for the Board's approval of the Fund's investment advisory contract generally track the factors listed above. Consistent with these judicial decisions and SEC disclosure requirements, the Board also considered management fees charged to institutional and other clients of each Co-Adviser for what might be viewed as like services. The Board was aware of these factors and was guided by them in its review of the Fund's investment advisory contract to the extent it considered them to be appropriate and relevant, as discussed further below. Also, in weighing these factors, the Board considered the aggregate advisory fee paid by the Fund for the services of all Co-Advisers but also considered the allocation of that aggregate fee among the Co-Advisers and the rationale for that allocation.
The Board considered and weighed these circumstances in light of its substantial accumulated experience in governing the Fund and working with Federated Investors, Inc. and its affiliates (“Federated”) on matters relating to the Federated funds, and was assisted in its deliberations by independent legal counsel. Throughout the year, and in connection with its May meetings, the Board 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 substantial information in connection with the May meetings at which the Board's formal review of the investment advisory contract occurred. At the May meetings, in addition to meeting in separate sessions of the independent trustees without management present, senior management of the Co-Advisers also met with the independent trustees and their counsel to discuss the materials presented and any other matters thought relevant by the Co-Advisers or the trustees. Between regularly scheduled meetings, the Board also received information on particular matters as the need arose. Thus, the Board's consideration of the investment advisory contract included review of the Senior Officer's Evaluation, accompanying data and additional information covering such matters as: the Co-Advisers' 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 Co-Advisers and their affiliates. The Board also considered the preferences and expectations of Fund shareholders; the entrepreneurial risk assumed by the Co-Advisers in sponsoring the Fund; the continuing state of competition in the mutual fund industry and market
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practices; the range of comparable fees for similar funds in the mutual fund industry; the Fund's relationship to the Federated funds which include a comprehensive array of funds with different investment objectives, policies and strategies which are generally 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.
While mindful that courts have cautioned against giving such comparisons too much weight, the Board has found the use of comparisons of the Fund's fees and expenses to other mutual funds with comparable investment programs to be relevant to its deliberations. In this regard, the Board was presented with, and considered, information regarding the contractual advisory fee rates, total expense ratios and each element of the Fund's total expense ratio (i.e., gross and net advisory fees, custody fees, portfolio accounting fees and transfer agency fees) relative to the Fund's peers. The Board focused on comparisons with other similar mutual funds more heavily than non-mutual fund products or services because it is believed that 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 relevant indicator of what consumers have found to be reasonable in the precise marketplace in which the Fund competes.
The investment advisory contract between the Fund and the Co-Advisers provides for payment of a single advisory fee by the Fund for all services provided by the Co-Advisers. The investment advisory contract permits the Co-Advisers to allocate the advisory fee in a manner commensurate with the services they provide to the Fund. Throughout the year, and in connection with its May meetings, the Board considered the fee allocation and analyzed whether the allocation of fees among the Co-Advisers continued to be a reasonable proxy for and measurement of the level of resources and services provided by each Co-Adviser toward the management of the Fund.
The Board reviewed the contractual advisory fee rate and other expenses of the Fund and noted the position of the Fund's contractual advisory fee rate and other expenses relative to its peers. In this regard, the Board noted that the contractual advisory fee rate was above the median of the relevant peer group, but the Board noted the applicable waivers and reimbursements and that the overall expense structure of the Fund remained competitive in the context of other factors considered by the Board.
By contrast, the Senior Officer has reviewed Federated's fees for providing advisory services to products outside the Federated funds (e.g., institutional and separate accounts and sub-adviser services). 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 and portfolio management techniques made necessary by different cash flows and different associated costs; and the time spent by portfolio managers and their teams, funds financial services, legal, compliance and risk management in reviewing securities pricing, addressing different administrative responsibilities, addressing different degrees of risk associated with management and a variety of different costs. The Senior Officer did not consider the fees for providing advisory services to these outside products to be determinative in judging the appropriateness of mutual fund advisory fees.
Following such evaluation, the Board concluded, within the context of its full deliberations, that the expenses of the Fund are reasonable and supported renewal of the investment advisory contract with respect to the Fund.
The Board considered the nature, extent and quality of the services provided to the Fund by the Co-Advisers and the resources of the Co-Advisers and their affiliates dedicated to the Fund. In particular, the Board considered the services provided by the Co-Advisers in the aggregate, to the extent that the Co-Advisers collaborate with respect to the implementation of the Fund's strategy, as well as separately, to the extent to which specific services provided by a Co-Adviser are distinguishable and subject to meaningful assessment. In this regard, the Board evaluated, among other things, the Co-Advisers' personnel, experience, track record, overall reputation and willingness to invest in personnel and infrastructure that benefit the Fund. In addition, the Board reviewed the qualifications, backgrounds and responsibilities of the portfolio management team primarily responsible for the day-to-day management of the Fund. The Board noted the compliance programs of and the compliance-related resources provided to the Fund by the Co-Advisers. The Fund's ability to deliver competitive performance when compared to its peer group was also deemed to be relevant by the Board as a useful indicator of how the Co-Advisers are executing the Fund's investment program, which in turn was one of the Board's considerations in reaching a conclusion that the nature, extent, and quality of the Co-Advisers' investment management services were such as to warrant continuation of the investment advisory contract.
In evaluating the Fund's investment performance, the Board considered performance results in light of the Fund's investment objective, strategies and risks, as disclosed in the Fund's prospectus. The Board particularly considered detailed investment reports on the Fund's performance provided to the Board throughout the year and in connection with the May meetings. The Senior Officer also reviewed information compiled by Federated, using data supplied by independent fund
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ranking organizations, regarding the performance of, and fees charged by, other mutual funds, noting his view that comparisons to fund peer groups may be helpful, though not conclusive, in judging the reasonableness of the proposed fees. The Board considered, in evaluating such comparisons, that in some cases individual funds may exhibit significant and unique differences in their objectives and management techniques when compared to other funds within an industry peer group.
For the periods covered by the Senior Officer's Evaluation, the Fund's performance for the three-year and five-year periods was above the median of the relevant peer group, and the Fund's performance fell below the median of the relevant peer group for the one-year period. The Board discussed the Fund's performance with the Co-Advisers and recognized the efforts being taken by the Co-Advisers in the context of the other factors considered relevant by the Board.
Following such evaluation, the Board concluded, within the context of its full deliberations, that the performance of the Fund supported renewal of the investment advisory contract with respect to the Fund.
The Board also received financial information about Federated, including information regarding the compensation and ancillary (or “fall-out”) benefits Federated derived from its relationships with the Federated funds. This information covered not only the fees under the investment 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 information also detailed 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. Moreover, the Board receives regular reporting as to the institution, adjustment or elimination of these voluntary waivers.
The Board considered Federated's previous reductions in contractual management fees to certain funds in response to the Senior Officer's recommendations.
Federated furnished information, 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, while these cost allocation reports apply consistent allocation processes, the inherent difficulties in allocating costs continues to cause the Senior Officer to question the precision of the process and to conclude that such reports may be unreliable, since a single change in an allocation estimate may dramatically alter the resulting estimate of cost and/or profitability of a fund and may produce unintended consequences. The allocation information, including the Senior Officer's view that fund-by-fund estimations may be unreliable, was considered in the analysis by the Board.
The Board and the Senior Officer also reviewed information compiled by Federated comparing profitability information for Federated to other publicly held fund management companies. In this regard, the Senior Officer concluded that Federated's profit margins did not appear to be excessive. The Senior Officer also noted that Federated appeared financially sound, with the resources to fulfill its obligations under its contracts with the Fund.
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 Co-Advisers have made significant and long-term investments in areas that support all of the Federated funds, such as personnel and processes for the portfolio management, shareholder services, compliance, internal audit, and risk management functions, as well as systems technology (including technology relating to cybersecurity), and that the benefits of these efforts (as well as any economies of scale, should they exist) were likely to be enjoyed by the fund family as a whole. The Board noted that the Co-Advisers' investments in these areas are extensive. In addition, the Board considered that Federated and its affiliates have frequently waived fees and/or reimbursed expenses and that this has allowed fund shareholders to share potential economies of scale from a fund's inception. Federated, as it does throughout the year, and again in connection with the Board's review, furnished information relative to revenue sharing or adviser paid fees. Federated and the Senior Officer noted that this information should be viewed to determine if there was an incentive to either not apply breakpoints or to apply breakpoints at higher levels and should not be viewed to determine the appropriateness of advisory fees, because it would represent marketing and distribution expenses. 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 a fund attains a certain size.
The Senior Officer noted that, subject to the comments and recommendations made within the Senior Officer's Evaluation, his observations and the information accompanying the Senior Officer's Evaluation supported a finding by the Board that the management fee for the Fund was reasonable. Under these circumstances, no changes were recommended to, and no objection was raised to the continuation of, the Fund's investment advisory contract.
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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 investment advisory contract. In particular, the Board recognized that many shareholders have invested in the Fund on the strength of the Co-Advisers' industry standing and reputation and with the expectation that the Co-Advisers will have a continuing role in providing advisory services to the Fund. Thus, the Board's approval of the investment advisory contract reflected the fact that it is the shareholders who have effectively selected the Co-Advisers by virtue of having invested in the Fund. The Board concluded that, in light of the factors discussed above, including the nature, quality and scope of the services provided to the Fund by the Co-Advisers and their affiliates, continuation of the investment advisory contract was appropriate.
The Board based its decision to approve the investment advisory contract 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 continuation of the contract reflects its determination that Federated's performance and actions provided a satisfactory basis to support the decision to continue the existing arrangements.
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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 via the Proxy Voting Record (Form N-PX) link associated with the Fund and share class name at www.FederatedInvestors.com/FundInformation. 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 via the link to the Fund and share class name at www.FederatedInvestors.com/FundInformation.
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Variable investment options 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 variable investment options 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.
Federated Managed Volatility Fund II

Federated Investors Funds
4000 Ericsson Drive
Warrendale, PA 15086-7561
Contact us at FederatedInvestors.com
or call 1-800-341-7400.
Federated Securities Corp., Distributor
CUSIP 313916108
G00845-01 (2/17)
Federated is a registered trademark of Federated Investors, Inc.
2017 ©Federated Investors, Inc.
Annual Shareholder Report
Share Class
Primary
Service
    
Federated High Income Bond Fund II

A Portfolio of Federated Insurance Series

Dear Valued Shareholder,
I am pleased to present the Annual Shareholder Report for your fund covering the period from January 1, 2016 through December 31, 2016. This report includes Management's Discussion of Fund Performance, a complete listing of your fund's holdings, performance information and financial statements along with other important fund information.
In addition, our website, FederatedInvestors.com, offers easy access to Federated resources that include timely fund updates, economic and market insights from our investment strategists, and financial planning tools. We invite you to register to take full advantage of its capabilities.
Thank you for investing with Federated. I hope you find this information useful and look forward to keeping you informed.
Sincerely,
John B. Fisher, President

Not FDIC Insured • May Lose Value • No Bank Guarantee

CONTENTS

Table of Contents
Management's Discussion of Fund Performance (unaudited)
The total return of Federated High Income Bond Fund II (the “Fund”), based on net asset value for the 12-month reporting period ended December 31, 2016, was 14.82% for the Primary Shares and 14.53% for the Service Shares. The total return of the Fund's Primary Shares consisted of 7.27% current income and 7.55% of appreciation in the net asset value of the Fund's shares. The total return of the Bloomberg Barclays U.S. Corporate High Yield 2% Issuer Capped Index (BBHY2%ICI),1 a broad-based securities market index, was 17.13% during the same period. The total return of the Lipper Variable Underlying High Yield Funds Average (LVHYFA),2 a peer group for the Fund, was 13.08% during the same period. The Fund's and LVHYFA's total returns for the most recently completed fiscal year reflected actual cash flows, transaction costs and other expenses which were not reflected in the total return of the BBHY2%ICI.
During the reporting period, the most significant factors affecting the Fund's performance relative to the BBHY2%ICI were: (1) the allocation among industry sectors; and (2) the selection of individual securities.
The following discussion will focus on the performance of the Fund's Primary Shares.
MARKET OVERVIEW
The total return for the high-yield3 market for the reporting period was attractive on both an absolute as well as a relative basis. For example, the BBHY2%ICI, which returned 17.13% for the period, substantially outperformed the Bloomberg Barclays U.S. Aggregate Bond Index,4 a measure of high-quality bond5 performance, which returned 2.65% for the period. The major factor that drove the performance of the high-yield market was the global rebound in commodity prices. For example, the price of West Texas Intermediate crude oil (WTI) began the year at $44.59 a barrel, hit a low of $35.73 in late January 2016 before rebounding to end the year at $53.72. The rebound in commodity prices led to a substantial rebound in the bonds of commodity-oriented companies as the Independent Energy, Oil Field Service and Metals sectors were the best performing sectors of 2016 after being the worst performing sectors of 2015. Also contributing to the high-yield market's strong performance was continued solid growth of the U.S. economy. While geopolitical events such as the U.K. referendum to leave the European Union, unrest in Syria and the contentious U.S. presidential election threatened to derail the market's recovery, fundamental credit stability and strength in commodities overwhelmed these concerns. While default rates rose to their highest level since the financial crisis, they were driven by commodity issues which had depreciated in price substantially in 2015 and in many cases actually rose in price in 2016 despite their default. In addition, default rates did not reach the levels projected by many for 2016. The impact of these events can be seen in the spread between high-yield bonds and U.S. Treasury securities with comparable maturities which, according to the Credit Suisse High Yield Bond Index,6 began the reporting period at 753 basis points and ended the reporting period at 472 basis points.
Within the high-yield market, major industry sectors that substantially outperformed the overall BBHY2%ICI included: Metals & Mining, Independent Energy, Oil Field Services, Midstream and Industrial Other. Major industry sectors that substantially underperformed the overall BBHY2%ICI included: Pharmaceuticals, Leisure, Home Construction, Healthcare and Transportation Services. From a credit quality perspective, the “CCC”-rated sector returned 31.46% while the “B”-rated and “BB”-rated sectors returned 15.80% and 12.78%, respectively.
Sector Allocation
The Fund was negatively impacted by its sector allocation during the reporting period. The Fund was underweight, relative to the BBHY2%ICI, the strong-performing Metals & Mining, Independent Energy and Oil Field Services industry sectors. The Fund's overweight in the underperforming Healthcare, Packaging and Pharmaceutical sectors also negatively impacted performance. Given the strong overall market performance, the portfolio's cash holding was also a drag on performance. The Fund did benefit from its underweight to the poor-performing Financial and Home Construction sectors and its overweight to the strong-performing Midstream sector.
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Security Selection
The Fund was positively affected by its security selection during the reporting period. The Fund benefited from strong security selection in the Technology and Wireless Telecommunication sectors. Also, strong security selection in the Healthcare, Pharmaceutical and Packaging sectors helped offset some of the negative impact from being overweight these weak-performing sectors. The Fund's holdings in the Industrial-Other and Gaming sector underperformed and negatively affected Fund performance. Specific Fund holdings that substantially outperformed the BBHY2%ICI included: Chesapeake Energy, Legacy Reserves, Syniverse Holdings, Oasis Petroleum and Advanced Micro Devices. Specific Fund holdings that substantially underperformed the BBHY2%ICI included: Intelsat Luxembourg, Community Health Systems, Valeant Pharmaceuticals, Endo Finance LLC and Hertz Corp.
1 Please see the footnotes to the line graphs below for definitions of, and further information about, the BBHY2%ICI.
2 Please see the footnotes to the line graphs below for definitions of, and further information about, the LVHYFA.
3 High-yield, lower-rated securities generally entail greater market, credit and liquidity risks than investment-grade securities and may include higher volatility and a higher risk of default.
4 The Bloomberg Barclays U.S. Aggregate Bond Index is a broad-based index that measures the investment grade, U.S. dollar-denominated, fixed-rate taxable bond market.*
5 Bond prices are sensitive to changes in interest rates, and a rise in interest rates can cause a decline in their prices.
6 Credit Suisse High Yield Bond Index serves as a benchmark to evaluate the performance of low-quality bonds. Low-quality is defined as those bonds in the range from “BB” to “CCC” and defaults.*
* The index is unmanaged, and it is not possible to invest directly in an index.
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FUND PERFORMANCE AND GROWTH OF A $10,000 INVESTMENT
The graph below illustrates the hypothetical investment of $10,0001 in the Federated High Income Bond Fund II from December 31, 2006 to December 31, 2016, compared to the Bloomberg Barclays U.S. Corporate High Yield 2% Issuer Capped Index (BBHY2%ICI)2 and the Lipper Variable Underlying High Yield Funds Average (LVHYFA).3 The Average Annual Total Return table below shows returns for each class averaged over the stated periods.
Growth of a $10,000 Investment
Growth of $10,000 as of December 31, 2016
Average Annual Total Returns for the Period Ended 12/31/2016
  1 Year 5 Years 10 Years
Primary Shares 14.82% 7.11% 7.12%
Service Shares 14.53% 6.84% 6.87%
BBHY2%ICI 17.13% 7.36% 7.55%
LVHYFA 13.08% 6.20% 6.06%
Performance data quoted represents past performance which is no guarantee of future results. Investment return and principal value will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Performance of a variable investment option changes over time and current performance may be lower or higher than what is stated. For current to the most recent month end performance, contact your insurance company. The performance information presented does not include the charges and expenses imposed by the insurance company under the variable insurance product contract. The inclusion of such charges would lower performance. Please refer to the variable insurance product prospectus for a complete listing of these expenses. Fund shares are available exclusively as a funding vehicle for life insurance companies writing variable life insurance policies and variable annuity contracts. Variable investment options are not obligations of or guaranteed by any bank and are not federally insured.
1 The Fund's performance assumes the reinvestment of all dividends and distributions. The BBHY2%ICI and the LVHYFA have been adjusted to reflect reinvestment of dividends on securities in the index and average.
2 The BBHY2%ICI is an issuer-constrained version of the Bloomberg Barclays U.S. Corporate High Yield Index that measures the market of USD-denominated, noninvestment-grade, fixed-rate, taxable corporate bonds. The index follows the same rules as the uncapped index but limits the exposure of each issuer to 2% of the total market value and redistributes any excess market value index-wide on a pro-rata basis. Effective August 24, 2016, the name of the BBHY2%ICI changed from “Barclays U.S. Corporate High Yield 2% Issuer Capped Index” to “Bloomberg Barclays U.S. Corporate High Yield 2% Issuer Capped Index.” The BBHY2%ICI is not adjusted to reflect sales charges, expenses or other fees that the Securities and Exchange Commission (SEC) requires to be reflected in the Fund's performance. The index is unmanaged and unlike the Fund, is not affected by cash flows. It is not possible to invest directly in an index.
3 Lipper figures represent the average of the total returns reported by all funds designated by Lipper, Inc., as falling into the respective category and is not adjusted to reflect any sales charges. The Lipper figures in the Growth of $10,000 line graph are based on historical return information published by Lipper and reflect the return of the funds comprising the category in the year of publication. Because the funds designated by Lipper as falling into the category can change over time, the Lipper figures in the line graph may not match the Lipper figures in the Average Annual Total Returns table, which reflect the return of the funds that currently comprise the category.
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Portfolio of Investments Summary Table (unaudited)
At December 31, 2016, the Fund's index classification1 was as follows:
Index Classification Percentage of
Total Net Assets
Health Care 11.3%
Technology 10.7%
Cable Satellite 7.2%
Midstream 6.9%
Independent Energy 6.4%
Media Entertainment 6.2%
Packaging 5.4%
Wireless Communications 4.8%
Pharmaceuticals 3.7%
Other2 34.0%
Cash Equivalents3 1.8%
Other Assets and Liabilities – Net4 1.6%
TOTAL 100.0%
1 Index classifications are based upon, and individual portfolio securities are assigned to, the classifications and sub-classifications of the Bloomberg Barclays U.S. Corporate High Yield 2% Issuer Capped Index (BBHY2%ICI). Individual portfolio securities that are not included in the BBHY2%ICI are assigned to an index classification by the Fund's Adviser.
2 For purposes of this table, index classifications which constitute less than 3.5% of the Fund's total net assets have been aggregated under the designation “Other.”
3 Cash Equivalents include any investments in money market mutual funds and/or overnight repurchase agreements.
4 Assets, other than investments in securities, less liabilities. See Statement of Assets and Liabilities.
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Portfolio of Investments
Principal
Amount
or Shares
    Value
    CORPORATE BONDS—96.6%  
    Aerospace/Defense—0.9%  
$325,000 1,2 Engility Corp., Sr. Unsecd. Note, Series 144A, 8.875%, 9/1/2024 $341,656
825,000   TransDigm, Inc., Sr. Sub. Note, 6.00%, 7/15/2022 862,125
375,000   TransDigm, Inc., Sr. Sub. Note, 6.50%, 5/15/2025 394,219
400,000   TransDigm, Inc., Sr. Sub. Note, 6.50%, 7/15/2024 420,500
200,000 1,2 TransDigm, Inc., Sr. Unsecd. Note, Series 144A, 6.375%, 6/15/2026 206,400
    TOTAL 2,224,900
    Automotive—3.1%  
475,000 1,2 Adient Global Holdings Ltd., Sr. Unsecd. Note, Series 144A, 4.875%, 8/15/2026 466,688
250,000 1,2 Allison Transmission, Inc., Sr. Unsecd. Note, Series 144A, 5.00%, 10/1/2024 253,125
475,000 1,2 BCD Acquisition, Inc., Series 144A, 9.625%, 9/15/2023 510,625
125,000 1,2 Cooper-Standard Automotive, Inc., Sr. Unsecd. Note, Series 144A, 5.625%, 11/15/2026 123,906
650,000 1,2 Dana Financing Lux Sarl, Series 144A, 6.50%, 6/1/2026 680,875
1,150,000 1,2 Gates Global LLC, Series 144A, 6.00%, 7/15/2022 1,130,450
200,000   Goodyear Tire & Rubber Co., Sr. Unsecd. Note, 5.00%, 5/31/2026 199,588
150,000   Goodyear Tire & Rubber Co., Sr. Unsecd. Note, 5.125%, 11/15/2023 155,250
650,000 1,2 International Automotive Components, Sr. Secd. Note, Series 144A, 9.125%, 6/1/2018 630,500
625,000 1,2 J.B. Poindexter & Co., Inc., Sr. Unsecd. Note, Series 144A, 9.00%, 4/1/2022 659,375
675,000   MPG Holdco I, Inc., Sr. Unsecd. Note, 7.375%, 10/15/2022 708,750
200,000 1,2 Schaeffler Verwaltung ZW, Series 144A, 4.50%, 9/15/2023 196,000
850,000 1,2 Schaeffler Verwaltung ZW, Series 144A, 4.75%, 9/15/2026 822,375
575,000 1,2 TI Group Auto Systems LLC, Sr. Unsecd. Note, Series 144A, 8.75%, 7/15/2023 603,750
300,000 1,2 ZF North America Capital, Inc., Series 144A, 4.75%, 4/29/2025 306,375
    TOTAL 7,447,632
    Building Materials—1.6%  
175,000   Allegion PLC, Sr. Unsecd. Note, 5.875%, 9/15/2023 186,375
450,000 1,2 American Builders & Contractors Supply Co., Inc., Series 144A, 5.625%, 4/15/2021 465,750
75,000 1,2 American Builders & Contractors Supply Co., Inc., Sr. Unsecd. Note, Series 144A, 5.75%, 12/15/2023 77,438
275,000   Beacon Roofing Supply, Inc., 6.375%, 10/1/2023 294,767
225,000 1,2 Building Materials Corp. of America, Sr. Unsecd. Note, Series 144A, 6.00%, 10/15/2025 237,937
300,000 1,2 HD Supply, Inc., Series 144A, 5.75%, 4/15/2024 317,460
450,000 1,2 Masonite International Corp., Sr. Unsecd. Note, Series 144A, 5.625%, 3/15/2023 466,875
550,000 1,2 NCI Building System, Inc., Sr. Unsecd. Note, Series 144A, 8.25%, 1/15/2023 596,750
325,000   Ply Gem Industries, Inc., 6.50%, 2/1/2022 338,406
900,000 1,2 RSI Home Products, Inc., Series 144A, 6.50%, 3/15/2023 945,000
    TOTAL 3,926,758
    Cable Satellite—7.2%  
375,000 1,2 Altice US Finance I Corp., Series 144A, 5.375%, 7/15/2023 390,469
225,000 1,2 Altice US Finance I Corp., Series 144A, 5.50%, 5/15/2026 230,063
225,000 1,2 Altice US Finance I Corp., Sr. Unsecd. Note, Series 144A, 7.75%, 7/15/2025 248,625
775,000   CCO Holdings LLC/Cap Corp., 5.75%, 9/1/2023 811,812
175,000 1,2 CCO Holdings LLC/Cap Corp., Series 144A, 5.375%, 5/1/2025 180,688
500,000 1,2 CCO Holdings LLC/Cap Corp., Series 144A, 5.75%, 2/15/2026 518,750
400,000 1,2 CCO Holdings LLC/Cap Corp., Sr. Unsecd. Note, Series 144A, 5.875%, 5/1/2027 416,000
250,000   Cablevision Systems Corp., Sr. Unsecd. Note, 5.875%, 9/15/2022 244,375
1,225,000 1,2 Cequel Communications Holdings, Sr. Unsecd. Note, Series 144A, 5.125%, 12/15/2021 1,252,562
650,000   Charter Communications Holdings II, 5.75%, 1/15/2024 680,875
Annual Shareholder Report
5

Table of Contents
Principal
Amount
or Shares
    Value
    CORPORATE BONDS—continued  
    Cable Satellite—continued  
$125,000   Charter Communications Holdings II, 6.625%, 1/31/2022 $129,688
1,225,000   DISH DBS Corp., 5.875%, 7/15/2022 1,292,375
450,000   DISH DBS Corp., Sr. Unsecd. Note, 5.875%, 11/15/2024 464,737
100,000   DISH DBS Corp., Sr. Unsecd. Note, 7.75%, 7/1/2026 113,000
675,000   Intelsat (Luxembourg) S. A., 7.75%, 6/1/2021 224,438
375,000   Intelsat (Luxembourg) S. A., Sr. Unsecd. Note, 8.125%, 6/1/2023 119,063
300,000 1,2 Intelsat Jackson Holdings S.A., Series 144A, 8.00%, 2/15/2024 309,750
950,000   Intelsat Jackson Holdings S.A., Sr. Unsecd. Note, 5.50%, 8/1/2023 644,860
975,000   Intelsat Jackson Holdings S.A., Sr. Unsecd. Note, 7.50%, 4/1/2021 748,312
625,000 1,2 Neptune Finco Corp., Sr. Unsecd. Note, Series 144A, 10.125%, 1/15/2023 723,437
625,000 1,2 Neptune Finco Corp., Sr. Unsecd. Note, Series 144A, 10.875%, 10/15/2025 745,312
450,000 1,2 Neptune Finco Corp., Sr. Unsecd. Note, Series 144A, 6.625%, 10/15/2025 492,750
125,000 1,2 Sirius XM Radio, Inc., Series 144A, 4.625%, 5/15/2023 124,219
400,000 1,2 Sirius XM Radio, Inc., Series 144A, 6.00%, 7/15/2024 419,000
675,000 1,2 Sirius XM Radio, Inc., Sr. Unsecd. Note, Series 144A, 5.375%, 4/15/2025 673,312
500,000 1,2 Sirius XM Radio, Inc., Sr. Unsecd. Note, Series 144A, 5.375%, 7/15/2026 490,000
250,000 1,2 Unitymedia Hessen GmbH & Co. KG/Unitymedia NRW GmbH, Series 144A, 5.00%, 1/15/2025 250,000
950,000 1,2 Unitymedia Hessen GmbH & Co. KG/Unitymedia NRW GmbH, Series 144A, 5.50%, 1/15/2023 992,750
275,000 1,2 Unitymedia KabelBW GmbH, Series 144A, 6.125%, 1/15/2025 283,938
375,000 1,2 Virgin Media Secured Finance PLC, Series 144A, 5.25%, 1/15/2026 371,719
200,000 1,2 Virgin Media Secured Finance PLC, Series 144A, 5.50%, 8/15/2026 200,000
900,000 1,2 Virgin Media Secured Finance PLC, Series 144A, 6.375%, 4/15/2023 939,375
275,000 1,2 Virgin Media, Inc., Sr. Unsecd. Note, Series 144A, 5.75%, 1/15/2025 276,719
725,000 1,2 Ziggo Finance BV, Sec. Fac. Bond, Series 144A, 5.50%, 1/15/2027 708,542
300,000 1,2 Ziggo Finance BV, Sr. Unsecd. Note, Series 144A, 5.875%, 1/15/2025 301,500
200,000 1,2 Ziggo Finance BV, Sr. Unsecd. Note, Series 144A, 6.00%, 1/15/2027 194,500
    TOTAL 17,207,515
    Chemicals—2.4%  
200,000 1,2 Axalta Coating Systems LLC, Sr. Unsecd. Note, Series 144A, 4.875%, 8/15/2024 200,500
675,000 1,2 Compass Minerals International, Inc., Series 144A, 4.875%, 7/15/2024 641,250
525,000 1,2 Eco Services Operations LLC, Sr. Unsecd. Note, Series 144A, 8.50%, 11/1/2022 560,438
875,000   Hexion U.S. Finance Corp., 6.625%, 4/15/2020 778,750
350,000   Hexion U.S. Finance Corp., Sr. Secd. Note, 8.875%, 2/1/2018 350,000
725,000   Huntsman International LLC, Sr. Unsecd. Note, 5.125%, 11/15/2022 743,125
200,000 1,2 PQ Corp., Series 144A, 6.75%, 11/15/2022 214,500
1,975,000 1,2 Platform Specialty Products Corp., Sr. Unsecd. Note, Series 144A, 6.50%, 2/1/2022 1,999,687
300,000 1,2 WR Grace & Co.- Conn., Sr. Unsecd. Note, Series 144A, 5.625%, 10/1/2024 316,125
    TOTAL 5,804,375
    Construction Machinery—0.1%  
125,000 1,2 Cloud Crane LLC, Series 144A, 10.125%, 8/1/2024 134,063
175,000 1,2 Ritchie Bros. Auctioneers, Inc., Sr. Unsecd. Note, Series 144A, 5.375%, 1/15/2025 178,937
    TOTAL 313,000
    Consumer Cyclical Services—1.2%  
525,000 1,2 Garda World Security Corp., Series 144A, 7.25%, 11/15/2021 490,875
475,000 1,2 Garda World Security Corp., Series 144A, 7.25%, 11/15/2021 444,125
1,000,000 1,2 Hearthside Group Holdings LLC, Series 144A, 6.50%, 5/1/2022 998,750
275,000   ServiceMaster Co., Sr. Unsecd. Note, 7.10%, 3/1/2018 288,063
250,000   ServiceMaster Co., Sr. Unsecd. Note, 7.45%, 8/15/2027 264,375
Annual Shareholder Report
6

Table of Contents
Principal
Amount
or Shares
    Value
    CORPORATE BONDS—continued  
    Consumer Cyclical Services—continued  
$400,000 1,2 ServiceMaster Co., Sr. Unsecd. Note, Series 144A, 5.125%, 11/15/2024 $407,000
    TOTAL 2,893,188
    Consumer Products—2.4%  
900,000   FGI Operating Co. LLC/FGI Finance, Inc., 7.875%, 5/1/2020 769,500
1,150,000 1,2 First Quality Finance Co., Inc., Series 144A, 4.625%, 5/15/2021 1,144,250
475,000 1,2 Party City Holdings, Inc., Sr. Unsecd. Note, Series 144A, 6.125%, 8/15/2023 498,750
1,225,000 1,2 Prestige Brands Holdings, Inc., Series 144A, 5.375%, 12/15/2021 1,267,875
275,000 1,2 Prestige Brands, Inc., Sr. Unsecd. Note, Series 144A, 6.375%, 3/1/2024 290,125
50,000 1,2 Scotts Miracle-Gro Co., Sr. Unsecd. Note, Series 144A, 5.25%, 12/15/2026 50,125
550,000   Spectrum Brands, Inc., 5.75%, 7/15/2025 573,375
300,000   Spectrum Brands, Inc., 6.125%, 12/15/2024 318,000
450,000   Springs Industries, Inc., 6.25%, 6/1/2021 468,000
250,000   Tempur Sealy International, Inc., Sr. Unsecd. Note, 5.50%, 6/15/2026 251,875
100,000 1,2 Valvoline Finco Two LLC, Sr. Unsecd. Note, Series 144A, 5.50%, 7/15/2024 103,750
    TOTAL 5,735,625
    Diversified Manufacturing—1.6%  
925,000 1,2 Entegris, Inc., Series 144A, 6.00%, 4/1/2022 965,469
350,000 1,2 Gardner Denver, Inc., Series 144A, 6.875%, 8/15/2021 350,000
750,000 1,2 Hamilton Sundstrand Corp., Series 144A, 7.75%, 12/15/2020 628,125
500,000 1,2 Milacron LLC, Series 144A, 7.75%, 2/15/2021 516,250
1,225,000   WESCO Distribution, Inc., Sr. Unsecd. Note, 5.375%, 12/15/2021 1,270,937
    TOTAL 3,730,781
    Financial Institutions—3.0%  
1,675,000   Ally Financial, Inc., Sr. Sub. Note, 5.75%, 11/20/2025 1,677,094
200,000   Ally Financial, Inc., Sr. Unsecd. Note, 4.625%, 5/19/2022 202,750
525,000 1,2 Hub Holdings LLC/Hub Hol, Sr. Unsecd. Note, Series 144A, 8.125%, 7/15/2019 526,312
1,725,000 1,2 Hub International Ltd., Sr. Unsecd. Note, Series 144A, 7.875%, 10/1/2021 1,826,620
150,000   Navient Corp., Sr. Unsecd. Note, 5.50%, 1/25/2023 146,062
1,175,000   Navient Corp., Sr. Unsecd. Note, 5.875%, 10/25/2024 1,122,125
100,000   Navient Corp., Sr. Unsecd. Note, 6.625%, 7/26/2021 106,000
150,000   Navient Corp., Sr. Unsecd. Note, 7.25%, 9/25/2023 154,500
1,400,000 1,2 Quicken Loans, Inc., Series 144A, 5.75%, 5/1/2025 1,368,500
    TOTAL 7,129,963
    Food & Beverage—2.2%  
250,000 1,2 AdvancePierre Foods Holdings, Inc., Sr. Unsecd. Note, Series 144A, 5.50%, 12/15/2024 252,970
1,100,000 1,2 Anna Merger Sub, Inc., Series 144A, 7.75%, 10/1/2022 929,500
525,000 1,2 Aramark Services, Inc., Sr. Unsecd. Note, Series 144A, 5.125%, 1/15/2024 542,719
375,000 1,2 Lamb Weston Holdings, Inc., Sr. Unsub., Series 144A, 4.875%, 11/1/2026 371,953
125,000 1,2 Performance Food Group, Inc., Series 144A, 5.50%, 6/1/2024 126,250
75,000   Pinnacle Foods Finance LLC/Pinnacle Foods Finance Corp., Sr. Unsecd. Note, 5.875%, 1/15/2024 79,875
600,000 1,2 Post Holdings, Inc., Sr. Unsecd. Note, Series 144A, 5.00%, 8/15/2026 576,000
525,000 1,2 Post Holdings, Inc., Sr. Unsecd. Note, Series 144A, 7.75%, 3/15/2024 585,375
900,000 1,2 Post Holdings, Inc., Sr. Unsecd. Note, Series 144A, 8.00%, 7/15/2025 1,012,500
775,000 1,2 U.S. Foodservice, Inc., Sr. Unsecd. Note, Series 144A, 5.875%, 6/15/2024 804,062
    TOTAL 5,281,204
    Gaming—3.4%  
200,000 1,2 Boyd Gaming Corp., Series 144A, 6.375%, 4/1/2026 216,400
800,000   Boyd Gaming Corp., Sr. Unsecd. Note, 6.875%, 5/15/2023 863,000
675,000 1,2 Chester Downs & Marina, Series 144A, 9.25%, 2/1/2020 651,375
Annual Shareholder Report
7

Table of Contents
Principal
Amount
or Shares
    Value
    CORPORATE BONDS—continued  
    Gaming—continued  
$325,000   GLP Capital LP/GLP Financing II, Inc., Sr. Unsecd. Note, 5.375%, 4/15/2026 $339,755
600,000   MGM Mirage, Inc., 7.75%, 3/15/2022 691,500
675,000   MGM Resorts International, 6.00%, 3/15/2023 730,687
150,000   MGM Resorts International, Sr. Unsecd. Note, 4.625%, 9/1/2026 145,125
100,000 1,2 MGP Escrow Issuer LLC/MGP Escrow Co-Issuer, Inc., Series 144A, 5.625%, 5/1/2024 105,000
650,000 1,2 Mohegan Tribal Gaming Authority, Sr. Unsecd. Note, 7.875%, 10/15/2024 665,438
900,000   Penn National Gaming, Inc., 5.875%, 11/1/2021 942,750
650,000 1,2 Pinnacle Entertainment, Inc., Series 144A, 5.625%, 5/1/2024 653,250
575,000 1,2 Rivers Pittsburgh LP, Series 144A, 6.125%, 8/15/2021 589,375
1,225,000 1,2 Seminole Hard Rock Entertainment, Inc./Seminole Hard Rock International LLC, Series 144A, 5.875%, 5/15/2021 1,218,875
400,000 1,2 Seminole Tribe of Florida, Bond, Series 144A, 7.804%, 10/1/2020 400,000
    TOTAL 8,212,530
    Health Care—11.3%  
350,000   Acadia Healthcare Co., Inc., Sr. Unsecd. Note, 5.625%, 2/15/2023 351,750
625,000   Acadia Healthcare Co., Inc., Sr. Unsecd. Note, 6.50%, 3/1/2024 640,625
1,025,000 1,2 Air Medical Group Holdings, Inc., Sr. Unsecd. Note, Series 144A, 6.375%, 5/15/2023 989,125
425,000   Amsurg Corp., Sr. Unsecd. Note, 5.625%, 7/15/2022 439,769
725,000   CHS/Community Health Systems, Inc., 5.125%, 8/1/2021 674,250
1,625,000   CHS/Community Health Systems, Inc., Sr. Unsecd. Note, 6.875%, 2/1/2022 1,137,500
200,000   DaVita HealthCare Partners, Inc., 5.00%, 5/1/2025 197,250
750,000   DaVita HealthCare Partners, Inc., 5.125%, 7/15/2024 749,531
400,000   Emdeon, Inc., 11.00%, 12/31/2019 413,100
300,000 1,2 Emdeon, Inc., Sr. Unsecd. Note, Series 144A, 6.00%, 2/15/2021 314,250
1,225,000 1,2 Envision Healthcare Holdings, Inc., Series 144A, 5.125%, 7/1/2022 1,226,531
1,675,000   HCA, Inc., 5.00%, 3/15/2024 1,727,344
525,000   HCA, Inc., 5.875%, 2/15/2026 542,063
350,000   HCA, Inc., 5.875%, 5/1/2023 372,750
2,025,000   HCA, Inc., Sr. Unsecd. Note, 5.375%, 2/1/2025 2,032,594
725,000   HCA, Inc., Term Loan—1st Lien, 5.25%, 4/15/2025 758,531
1,250,000   Iasis Healthcare, Sr. Unsecd. Note, 8.375%, 5/15/2019 1,093,750
425,000   LifePoint Health, Inc., 5.875%, 12/1/2023 431,375
225,000   LifePoint Health, Inc., Sr. Unsecd. Note, 5.50%, 12/1/2021 234,141
275,000 1,2 LifePoint Health, Inc., Sr. Unsecd. Note, Series 144A, 5.375%, 5/1/2024 270,050
200,000 1,2 MEDNAX, Inc., Sr. Unsecd. Note, Series 144A, 5.25%, 12/1/2023 206,500
1,425,000 1,2 MPH Acquisition Holdings LLC, Series 144A, 7.125%, 6/1/2024 1,503,517
275,000 1,2 New Amethyst Corp., Sr. Unsecd. Note, Series 144A, 6.25%, 12/1/2024 290,813
2,325,000 1,2 Ortho-Clinical Diagnostics, Inc., Series 144A, 6.625%, 5/15/2022 2,069,250
500,000 1,2 SteriGenics Nordion Topc, Sr. Unsecd. Note, Series 144A, 8.125%, 11/1/2021 498,750
1,350,000 1,2 Sterigenics-Nordion Holdings LLC, Sr. Unsecd. Note, Series 144A, 6.50%, 5/15/2023 1,377,000
1,000,000 1,2 Surgical Care Affiliates, Inc., Sr. Unsecd. Note, Series 144A, 6.00%, 4/1/2023 1,037,500
650,000 1,2 Team Health, Inc., Sr. Unsecd. Note, Series 144A, 7.25%, 12/15/2023 741,000
675,000   Teleflex, Inc., Sr. Unsecd. Note, 5.25%, 6/15/2024 696,094
1,525,000   Tenet Healthcare Corp., 8.125%, 4/1/2022 1,446,462
550,000   Tenet Healthcare Corp., Note, 4.375%, 10/1/2021 544,500
925,000   Tenet Healthcare Corp., Sr. Unsecd. Note, 6.75%, 6/15/2023 816,312
125,000 1,2 Tenet Healthcare Corp., Term Loan—2nd Lien, Series 144A, 7.50%, 1/1/2022 130,625
875,000 1,2 Vizient, Inc., Sr. Unsecd. Note, Series 144A, 10.375%, 3/1/2024 993,125
    TOTAL 26,947,727
Annual Shareholder Report
8

Table of Contents
Principal
Amount
or Shares
    Value
    CORPORATE BONDS—continued  
    Independent Energy—6.4%  
$675,000   Antero Resources Corp., 6.00%, 12/1/2020 $695,284
675,000 1,2 Antero Resources Corp., Sr. Unsecd. Note, Series 144A, 5.00%, 3/1/2025 663,532
325,000   Antero Resources Finance Corp., 5.375%, 11/1/2021 333,531
125,000 1,2 Callon Petroleum Corp., Sr. Unsecd. Note, Series 144A, 6.125%, 10/1/2024 129,375
825,000   Carrizo Oil & Gas, Inc., Sr. Unsecd. Note, 7.50%, 9/15/2020 855,937
375,000 1,2 Chesapeake Energy Corp., Series 144A, 8.00%, 12/15/2022 406,594
700,000   Chesapeake Energy Corp., Sr. Unsecd. Note, 6.875%, 11/15/2020 703,500
125,000 1,2 Chesapeake Energy Corp., Sr. Unsecd. Note, Series 144A, 8.00%, 1/15/2025 127,969
625,000   Continental Resources, Inc., 4.50%, 4/15/2023 615,625
125,000 1,2 Crownrock LP/Crownrock F, Series 144A, 7.125%, 4/15/2021 130,625
250,000 1,2 Crownrock LP/Crownrock F, Unsecd. Note, Series 144A, 7.75%, 2/15/2023 271,250
200,000 1,2 Diamondback Energy, Inc., Sr. Unsecd. Note, Series 144A, 4.75%, 11/1/2024 197,000
275,000 1,2 EP Energy LLC/Everest Acquisition Finance, Inc., Sec. Fac. Bond, Series 144A, 8.00%, 11/29/2024 296,917
250,000   EP Energy LLC/Everest Acquisition Finance, Inc., Sr. Unsecd. Note, 6.375%, 6/15/2023 198,750
175,000   EP Energy LLC/Everest Acquisition Finance, Inc., Sr. Unsecd. Note, 7.75%, 9/1/2022 142,625
350,000 1,2 Gulfport Energy Corp., Sr. Unsecd. Note, Series 144A, 6.00%, 10/15/2024 357,875
250,000 1,2 Gulfport Energy Corp., Sr. Unsecd. Note, Series 144A, 6.375%, 5/15/2025 253,800
375,000 1,2 Halcon Resources Corp., Series 144A, 8.625%, 2/1/2020 391,875
225,000   Laredo Petroleum, 5.625%, 1/15/2022 227,813
225,000   Laredo Petroleum, Sr. Unsecd. Note, 6.25%, 3/15/2023 234,000
350,000   Laredo Petroleum, Sr. Unsecd. Note, 7.375%, 5/1/2022 364,437
100,000   Legacy Reserves, 6.625%, 12/1/2021 68,995
1,125,000   Northern Oil and Gas, Inc., Sr. Note, 8.00%, 6/1/2020 939,375
325,000   Oasis Petroleum, Inc., 6.875%, 1/15/2023 334,750
525,000   Oasis Petroleum, Inc., Company Guarantee, 6.50%, 11/1/2021 537,469
150,000   PDC Energy, Inc., 7.75%, 10/15/2022 160,500
100,000 1,2 PDC Energy, Inc., Sr. Unsecd. Note, Series 144A, 6.125%, 9/15/2024 102,750
100,000 1,2 Parsley Energy LLC/Parsley Finance Corp., Series 144A, 6.25%, 6/1/2024 105,730
125,000 1,2 Parsley Energy LLC/Parsley Finance Corp., Sr. Unsecd. Note, Series 144A, 5.375%, 1/15/2025 126,050
200,000   QEP Resources, Inc., Sr. Unsecd. Note, 5.25%, 5/1/2023 201,500
200,000   QEP Resources, Inc., Sr. Unsecd. Note, 6.875%, 3/1/2021 213,500
200,000   RSP Permian, Inc., Sr. Unsecd. Note, 6.625%, 10/1/2022 212,500
250,000 1,2 RSP Permian, Inc., Sr. Unsecd. Note, Series 144A, 5.25%, 1/15/2025 251,875
300,000   Range Resources Corp., Sr. Unsecd. Note, 4.875%, 5/15/2025 292,125
50,000 1,2 Range Resources Corp., Sr. Unsecd. Note, Series 144A, 5.00%, 3/15/2023 49,625
150,000 1,2 Range Resources Corp., Sr. Unsecd. Note, Series 144A, 5.00%, 8/15/2022 149,813
675,000   Rice Energy, Inc., Sr. Unsecd. Note, 6.25%, 5/1/2022 696,937
350,000   SM Energy Co., Sr. Unsecd. Note, 5.00%, 1/15/2024 331,625
325,000   SM Energy Co., Sr. Unsecd. Note, 5.625%, 6/1/2025 315,250
300,000   SM Energy Co., Sr. Unsecd. Note, 6.50%, 1/1/2023 306,375
50,000   SM Energy Co., Sr. Unsecd. Note, 6.75%, 9/15/2026 51,750
650,000   Southwestern Energy Co., Sr. Unsecd. Note, 4.10%, 3/15/2022 617,370
75,000   WPX Energy, Inc., Sr. Unsecd. Note, 5.25%, 9/15/2024 73,125
125,000   WPX Energy, Inc., Sr. Unsecd. Note, 6.00%, 1/15/2022 128,750
150,000   WPX Energy, Inc., Sr. Unsecd. Note, 8.25%, 8/1/2023 168,375
1,150,000   Whiting Petroleum Corp., Sr. Unsecd. Note, 6.25%, 4/1/2023 1,155,750
    TOTAL 15,190,178
    Industrial - Other—1.5%  
275,000   Anixter, Inc., 5.50%, 3/1/2023 286,344
Annual Shareholder Report
9

Table of Contents
Principal
Amount
or Shares
    Value
    CORPORATE BONDS—continued  
    Industrial - Other—continued  
$900,000 1,2 Belden, Inc., Sr. Sub., Series 144A, 5.25%, 7/15/2024 $909,000
350,000 1,2 Belden, Inc., Sr. Sub., Series 144A, 5.50%, 9/1/2022 362,250
400,000 1,2 Cleaver-Brooks, Inc., Series 144A, 8.75%, 12/15/2019 418,500
1,275,000 1,2 Hillman Group, Inc., Unsecd. Note, Series 144A, 6.375%, 7/15/2022 1,204,875
425,000 1,2 Unifrax Investment Corp., Series 144A, 7.50%, 2/15/2019 425,000
    TOTAL 3,605,969
    Leisure—0.5%  
225,000 1,2 AMC Entertainment Holdings, Inc., Sr. Sub. Note, Series 144A, 5.875%, 11/15/2026 230,625
775,000 1,3,4,5,6 Hard Rock Park Operations LLC, Sr. Secd. Note, Series 144A, 7.40%, 4/1/2012 0
175,000 1,2 Live Nation Entertainment, Inc., Sr. Unsecd. Note, Series 144A, 4.875%, 11/1/2024 175,875
350,000   Regal Cinemas, Inc., 5.75%, 2/1/2025 357,000
400,000   Regal Entertainment Group, Sr. Unsecd. Note, 5.75%, 3/15/2022 420,000
    TOTAL 1,183,500
    Lodging—0.1%  
150,000   RHP Hotel Property/RHP Finance Corp., Sr. Unsecd. Note, 5.00%, 4/15/2023 152,250
    Media Entertainment—6.2%  
625,000   AMC Networks, Inc., Sr. Unsecd. Note, 5.00%, 4/1/2024 628,906
150,000   CBS Outdoor Americas Capital LLC/Corp., Sr. Unsecd. Note, 5.625%, 2/15/2024 156,938
275,000   CBS Outdoor Americas Capital LLC/Corp., Sr. Unsecd. Note, 5.875%, 3/15/2025 289,094
275,000 1,2 CBS Radio, Inc., Sr. Unsecd. Note, Series 144A, 7.25%, 11/1/2024 288,062
900,000   Clear Channel Communications, Inc., Company Guarantee, 9.00%, 3/1/2021 669,375
200,000 1,2 Clear Channel International BV, Sr. Unsecd. Note, Series 144A, 8.75%, 12/15/2020 211,500
275,000   Clear Channel Worldwide, Series A, 6.50%, 11/15/2022 276,375
475,000   Clear Channel Worldwide, Series B, 6.50%, 11/15/2022 488,062
750,000 1,2 EMI Music Publishing Group North America Holdings, Inc., Series 144A, 7.625%, 6/15/2024 813,750
700,000   Gannett Co., Inc., 6.375%, 10/15/2023 743,330
100,000 1,2 Gannett Co., Inc., Sr. Unsecd. Note, Series 144A, 5.50%, 9/15/2024 101,375
275,000 1,2 Gray Television, Inc., Sr. Unsecd. Note, Series 144A, 5.125%, 10/15/2024 266,750
400,000 1,2 Gray Television, Inc., Sr. Unsecd. Note, Series 144A, 5.875%, 7/15/2026 398,000
1,100,000   Lin Television Corp., Sr. Unsecd. Note, 5.875%, 11/15/2022 1,124,750
250,000   Match Group, Inc., Sr. Unsecd. Note, 6.375%, 6/1/2024 264,688
700,000   Match Group, Inc., Sr. Unsecd. Note, 6.75%, 12/15/2022 741,125
325,000 1,2 McGraw Hill Global Education Holdings LLC, Sr. Unsecd. Note, Series 144A, 7.875%, 5/15/2024 328,656
650,000 1,2 Nexstar Escrow Corp., Sr. Unsecd. Note, Series 144A, 5.625%, 8/1/2024 646,750
900,000 1,2 Nielsen Finance LLC/Nielsen Finance Co., Series 144A, 5.00%, 4/15/2022 919,125
500,000 1,2 Radio One, Inc., Series 144A, 7.375%, 4/15/2022 497,500
700,000 1 Radio One, Inc., Series 144A, 9.25%, 2/15/2020 638,751
1,100,000 1,2 Sinclair Television Group, Series 144A, 5.625%, 8/1/2024 1,127,500
75,000 1,2 Sinclair Television Group, Sr. Unsecd. Note, Series 144A, 5.125%, 2/15/2027 71,625
125,000 1,2 Sinclair Television Group, Sr. Unsecd. Note, Series 144A, 5.875%, 3/15/2026 125,781
1,175,000 1,2 Southern Graphics Systems, Inc., Series 144A, 8.375%, 10/15/2020 1,198,500
550,000 1 Townsquare Media, Inc., Sr. Unsecd. Note, Series 144A, 6.50%, 4/1/2023 527,312
1,125,000   Tribune Media Co., Sr. Unsecd. Note, 5.875%, 7/15/2022 1,146,094
150,000 1,2 WMG Acquisition Corp., Sec. Fac. Bond, Series 144A, 4.875%, 11/1/2024 150,000
75,000 1,2 WMG Acquisition Corp., Series 144A, 5.00%, 8/1/2023 75,563
    TOTAL 14,915,237
    Metals & Mining—2.1%  
850,000   ArcelorMittal SA, 6.125%, 6/1/2025 935,000
700,000   Freeport-McMoRan, Inc., Sr. Unsecd. Note, 3.875%, 3/15/2023 645,750
Annual Shareholder Report
10

Table of Contents
Principal
Amount
or Shares
    Value
    CORPORATE BONDS—continued  
    Metals & Mining—continued  
$1,275,000   Freeport-McMoRan, Inc., Sr. Unsecd. Note, 5.40%, 11/14/2034 $1,077,375
75,000 1,2 HudBay Minerals, Inc., Sr. Unsecd. Note, Series 144A, 7.25%, 1/15/2023 77,813
150,000 1,2 HudBay Minerals, Inc., Sr. Unsecd. Note, Series 144A, 7.625%, 1/15/2025 156,282
100,000   Steel Dynamics, Inc., Sr. Unsecd. Note, 5.25%, 4/15/2023 105,250
875,000   Steel Dynamics, Inc., Sr. Unsecd. Note, 5.50%, 10/1/2024 929,687
175,000   Teck Resources Ltd., Sr. Unsecd. Note, 6.00%, 8/15/2040 167,125
450,000   Teck Resources Ltd., Sr. Unsecd. Note, 6.125%, 10/1/2035 439,875
375,000 1,2 Teck Resources Ltd., Sr. Unsecd. Note, Series 144A, 8.50%, 6/1/2024 433,125
    TOTAL 4,967,282
    Midstream—6.9%  
725,000   Access Midstream Partners LP, Sr. Note, 4.875%, 5/15/2023 738,686
125,000   Access Midstream Partners LP, Sr. Unsecd. Note, 4.875%, 3/15/2024 126,262
103,000   AmeriGas Financial Corp., Sr. Unsecd. Note, 7.00%, 5/20/2022 108,601
350,000   AmeriGas Partners LP, Sr. Unsecd. Note, 5.50%, 5/20/2025 354,812
225,000   AmeriGas Partners LP, Sr. Unsecd. Note, 5.625%, 5/20/2024 231,188
550,000   AmeriGas Partners LP, Sr. Unsecd. Note, 5.875%, 8/20/2026 561,000
350,000 1,2 Antero Midstream Partners LP, Sr. Unsecd. Note, Series 144A, 5.375%, 9/15/2024 357,875
500,000   Atlas Pipeline Partners LP, 5.875%, 8/1/2023 492,500
300,000 1,2 Cheniere Corpus Christi Holdings LLC, Series 144A, 7.00%, 6/30/2024 326,250
600,000 1,2 Cheniere Corpus Christi Holdings LLC, Term Loan—1st Lien, Series 144A, 5.875%, 3/31/2025 614,436
375,000   Chesapeake Midstream Partners L.P., Sr. Unsecd. Note, 6.125%, 7/15/2022 386,788
1,075,000   Energy Transfer Equity LP, 5.875%, 1/15/2024 1,115,312
300,000   Ferrellgas LP/ Ferrellgas Finance Corp., Sr. Unsecd. Note, 6.75%, 6/15/2023 296,250
500,000   Ferrellgas, L.P., Sr. Unsecd. Note, 6.50%, 5/1/2021 497,500
825,000   Ferrellgas, L.P., Sr. Unsecd. Note, 6.75%, 1/15/2022 820,875
450,000 1,2 Holly Energy Partners LP, Series 144A, 6.00%, 8/1/2024 471,375
675,000   Holly Energy Partners LP, Sr. Unsecd. Note, 6.50%, 3/1/2020 696,937
575,000   MPLX LP, Sr. Unsecd. Note, Series WI, 4.875%, 6/1/2025 591,451
250,000   Regency Energy Partners LP, 4.50%, 11/1/2023 253,778
200,000   Regency Energy Partners LP, 5.50%, 4/15/2023 207,500
125,000   Sabine Pass LNG LP, 5.625%, 2/1/2021 134,375
500,000   Sabine Pass LNG LP, 5.625%, 3/1/2025 536,875
325,000   Sabine Pass LNG LP, 5.625%, 4/15/2023 346,937
300,000   Sabine Pass LNG LP, 6.25%, 3/15/2022 330,000
450,000 1,2 Sabine Pass LNG LP, Sec. Fac. Bond, Series 144A, 5.00%, 3/15/2027 455,625
550,000   Suburban Propane Partners LP, 5.50%, 6/1/2024 559,625
448,000   Suburban Propane Partners LP, 7.375%, 8/1/2021 464,800
275,000   Suburban Propane Partners LP, Sr. Unsecd. Note, 5.75%, 3/1/2025 280,500
925,000   Summit Midstream Holdings LLC, 5.50%, 8/15/2022 906,500
275,000   Summit Midstream Holdings LLC, Sr. Unsecd. Note, 7.50%, 7/1/2021 290,125
125,000 1,2 Targa Resources Partners LP/ Targa Resources Partners Finance Corp., Sr. Unsecd. Note, Series 144A, 5.125%, 2/1/2025 124,531
275,000 1,2 Targa Resources Partners LP/ Targa Resources Partners Finance Corp., Sr. Unsecd. Note, Series 144A, 5.375%, 2/1/2027 273,625
300,000   Tesoro Logistics LP, Sr. Unsecd. Note, 5.25%, 1/15/2025 307,500
425,000   Tesoro Logistics LP, Sr. Unsecd. Note, 6.125%, 10/15/2021 447,312
475,000   Tesoro Logistics LP, Sr. Unsecd. Note, 6.25%, 10/15/2022 505,875
325,000   Tesoro Logistics LP, Sr. Unsecd. Note, 6.375%, 5/1/2024 349,375
675,000   Western Refining Logistics LP/WNRL Finance Corp., Sr. Unsecd. Note, 7.50%, 2/15/2023 732,375
275,000   Williams Cos., Inc., Sr. Unsecd. Note, 4.55%, 6/24/2024 274,313
    TOTAL 16,569,644
Annual Shareholder Report
11

Table of Contents
Principal
Amount
or Shares
    Value
    CORPORATE BONDS—continued  
    Oil Field Services—0.7%  
$450,000   CGG SA, Sr. Unsecd. Note, 6.875%, 1/15/2022 $209,250
250,000 1,2 Precision Drilling Corp., Sr. Unsecd. Note, Series 144A, 7.75%, 12/15/2023 265,000
250,000 1,2 Tervita Escrow Corp., Term Loan—2nd Lien, Series 144A, 7.625%, 12/1/2021 255,625
350,000   Weatherford International Ltd., 7.00%, 3/15/2038 293,125
475,000   Weatherford International Ltd., Sr. Unsecd. Note, 8.25%, 6/15/2023 484,500
50,000 1,2 Weatherford International Ltd., Sr. Unsecd. Note, Series 144A, 9.875%, 2/15/2024 53,405
100,000   Weatherford International, Inc., Sr. Unsecd. Note, 6.80%, 6/15/2037 82,500
    TOTAL 1,643,405
    Packaging—5.4%  
400,000 1,2 ARD Finance SA, Series 144A, 7.125%, 9/15/2023 396,500
575,000 1,2 Ardagh Packaging Finance PLC, Series 144A, 6.75%, 1/31/2021 595,125
300,000 1,2 Ardagh Packaging Finance PLC, Sr. Unsecd. Note, Series 144A, 6.00%, 6/30/2021 306,375
1,350,000 1,2 Ardagh Packaging Finance PLC/Ardagh Holdings, Sr. Unsecd. Note, Series 144A, 7.25%, 5/15/2024 1,427,625
450,000   Ball Corp., Sr. Unsecd. Note, 5.25%, 7/1/2025 471,938
850,000   Berry Plastics Corp., 5.125%, 7/15/2023 869,125
750,000   Berry Plastics Corp., 5.50%, 5/15/2022 783,750
150,000   Berry Plastics Corp., Term Loan—2nd Lien, 6.00%, 10/15/2022 159,375
1,300,000 1,2 Bway Holding Co., Series 144A, 9.125%, 8/15/2021 1,378,000
1,125,000 1,2 Multi-Color Corp., Series 144A, 6.125%, 12/1/2022 1,181,250
750,000 1,2 Owens-Brockway Glass Container, Inc., Series 144A, 5.375%, 1/15/2025 758,437
200,000 1,2 Owens-Brockway Glass Container, Inc., Series 144A, 6.375%, 8/15/2025 211,375
775,000   Reynolds Group Issuer, Inc./LLC/LU, 5.75%, 10/15/2020 800,187
525,000 1,2 Reynolds Group Issuer, Inc./LLC/LU, Series 144A, 7.00%, 7/15/2024 558,797
390,143   Reynolds Group, 8.25%, 2/15/2021 402,937
300,000   Reynolds Group, Sr. Unsecd. Note, 7.95%, 12/15/2025 319,500
525,000 1,2 Sealed Air Corp., Series 144A, 5.25%, 4/1/2023 547,313
375,000 1,2 Sealed Air Corp., Sr. Unsecd. Note, Series 144A, 5.125%, 12/1/2024 387,188
1,250,000 1,2 Signode Industrial Group, Series 144A, 6.375%, 5/1/2022 1,262,500
    TOTAL 12,817,297
    Paper—0.4%  
250,000   Clearwater Paper Corp., Sr. Note, 4.50%, 2/1/2023 246,250
625,000 1,2 Clearwater Paper Corp., Sr. Unsecd. Note, Series 144A, 5.375%, 2/1/2025 620,313
    TOTAL 866,563
    Pharmaceuticals—3.7%  
875,000 1,2 ENDO Finance LLC/ENDO Finco, Inc., Sr. Unsecd. Note, Series 144A, 6.00%, 7/15/2023 772,187
600,000 1,2 ENDO Finance LLC/ENDO Finco, Inc., Sr. Unsecd. Note, Series 144A, 6.50%, 2/1/2025 502,500
700,000   Grifols Worldwide Operations Ltd., Sr. Unsecd. Note, 5.25%, 4/1/2022 728,000
400,000 1,2 IMS Health, Inc., Sr. Unsecd. Note, Series 144A, 5.00%, 10/15/2026 402,000
1,875,000 1,2 Jaguar Holding Co. II/Pharmaceutical Product Development LLC, Sr. Unsecd. Note, Series 144A, 6.375%, 8/1/2023 2,010,937
1,225,000   Mallinckrodt International Finance SA/Mallinckrodt CB LLC, Sr. Unsecd. Note, 4.75%, 4/15/2023 1,071,875
675,000 1,2 Mallinckrodt International Finance SA/Mallinckrodt CB LLC, Sr. Unsecd. Note, Series 144A, 5.50%, 4/15/2025 607,500
225,000 1,2 Mallinckrodt International Finance SA/Mallinckrodt CB LLC, Sr. Unsecd. Note, Series 144A, 5.625%, 10/15/2023 210,938
300,000 1,2 Valeant Pharmaceuticals International, Inc., Series 144A, 5.625%, 12/1/2021 234,000
375,000 1,2 Valeant Pharmaceuticals International, Inc., Series 144A, 7.50%, 7/15/2021 319,219
200,000 1,2 Valeant Pharmaceuticals International, Inc., Sr. Unsecd. Note, Series 144A, 5.50%, 3/1/2023 151,000
1,325,000 1,2 Valeant Pharmaceuticals International, Inc., Sr. Unsecd. Note, Series 144A, 6.125%, 4/15/2025 1,000,375
175,000 1,2 Valeant Pharmaceuticals International, Inc., Sr. Unsecd. Note, Series 144A, 7.25%, 7/15/2022 143,938
1,050,000 1,2 Vrx Escrow Corp., Series 144A, 5.875%, 5/15/2023 798,000
    TOTAL 8,952,469
Annual Shareholder Report
12

Table of Contents
Principal
Amount
or Shares
    Value
    CORPORATE BONDS—continued  
    Refining—0.9%  
$825,000   CVR Refining LLC/Coffeyville Finance, Inc., 6.50%, 11/1/2022 $822,938
500,000   Northern Tier Energy LLC/Northern Tier Fin Corp., Bond, 7.125%, 11/15/2020 521,875
850,000   Tesoro Petroleum Corp., 5.125%, 4/1/2024 873,375
    TOTAL 2,218,188
    Restaurants—0.9%  
1,375,000 1,2 1011778 BC Unltd. Liability Co./New Red Finance, Inc., Series 144A, 6.00%, 4/1/2022 1,440,312
250,000 1,2 Yum! Brands, Inc., Sr. Unsecd. Note, Series 144A, 5.00%, 6/1/2024 255,938
500,000 1,2 Yum! Brands, Inc., Sr. Unsecd. Note, Series 144A, 5.25%, 6/1/2026 508,750
    TOTAL 2,205,000
    Retailers—1.2%  
1,500,000 1,2 Argos Merger Sub, Inc., Sr. Unsecd. Note, Series 144A, 7.125%, 3/15/2023 1,533,750
225,000 1,2 Neiman-Marcus Group, Inc., Series 144A, 8.75%, 10/15/2021 160,312
200,000 1,2 Penney (J.C.) Co., Inc., Series 144A, 5.875%, 7/1/2023 206,750
925,000 1,2 Rite Aid Corp., Sr. Unsecd. Note, Series 144A, 6.125%, 4/1/2023 997,844
    TOTAL 2,898,656
    Supermarkets—0.4%  
400,000 1,2 Albertsons Cos. LLC/SAFEW, Sr. Unsecd. Note, Series 144A, 5.75%, 3/15/2025 397,000
625,000 1,2 Albertsons Cos. LLC/SAFEW, Sr. Unsecd. Note, Series 144A, 6.625%, 6/15/2024 653,125
    TOTAL 1,050,125
    Technology—10.7%  
100,000   Advanced Micro Devices, Inc., 7.00%, 7/1/2024 104,250
1,325,000 1,2 BMC Software, Inc., Series 144A, 8.125%, 7/15/2021 1,244,672
1,025,000   CDW LLC/CDW Finance, Sr. Unsecd. Note, 5.50%, 12/1/2024 1,053,187
825,000 1,2 CommScope Technologies Finance LLC, Series 144A, 6.00%, 6/15/2025 878,625
175,000 1,2 Diamond 1 Finance Corp./Diamond 2 Finance Corp., Sr. Secd. Note, Series 144A, 5.875%, 6/15/2021 186,197
800,000 1,2 Diamond 1 Finance Corp./Diamond 2 Finance Corp., Sr. Unsecd. Note, Series 144A, 7.125%, 6/15/2024 888,277
1,050,000 1,2 Ensemble S Merger Sub, Inc., Sr. Unsecd. Note, Series 144A, 9.00%, 9/30/2023 1,118,250
100,000 1,2 First Data Corp., Series 144A, 5.00%, 1/15/2024 100,907
550,000 1,2 First Data Corp., Series 144A, 5.375%, 8/15/2023 572,000
1,850,000 1,2 First Data Corp., Series 144A, 5.75%, 1/15/2024 1,915,915
600,000 1,2 First Data Corp., Sr. Unsecd. Note, Series 144A, 7.00%, 12/1/2023 640,500
1,075,000 1,2 Inception Merger Sub, Inc., Sr. Unsecd. Note, Series 144A, 8.625%, 11/15/2024 1,140,521
1,325,000 1,2 Infor Software Parent, Inc., Series 144A, 7.125%, 5/1/2021 1,364,750
1,300,000   Infor US, Inc., 6.50%, 5/15/2022 1,358,500
1,050,000 1,2 Italics Merger Sub, Inc., Sr. Unsecd. Note, Series 144A, 7.125%, 7/15/2023 1,005,375
625,000 1,2 JDA Escrow LLC/JDA Bond Finance, Inc., Series 144A, 7.375%, 10/15/2024 649,219
525,000 1,2 MSCI, Inc., Series 144A, 5.75%, 8/15/2025 559,125
275,000 1,2 Micron Technology, Inc., Sr. Unsecd. Note, Series 144A, 5.25%, 1/15/2024 275,000
375,000 1,2 Micron Technology, Inc., Sr. Unsecd. Note, Series 144A, 5.25%, 8/1/2023 378,281
475,000 1,2 Microsemi Corp., Sr. Unsecd. Note, Series 144A, 9.125%, 4/15/2023 555,750
575,000   NCR Corp., 6.375%, 12/15/2023 619,563
475,000   NCR Corp., Sr. Unsecd. Note, 5.00%, 7/15/2022 486,875
175,000   NCR Corp., Sr. Unsecd. Note, 5.875%, 12/15/2021 183,969
875,000 1,2 Nuance Communications, Inc., Series 144A, 5.375%, 8/15/2020 900,703
700,000 1,2 Nuance Communications, Inc., Sr. Unsecd. Note, Series 144A, 5.625%, 12/15/2026 690,025
250,000 1,2 Nuance Communications, Inc., Sr. Unsecd. Note, Series 144A, 6.00%, 7/1/2024 258,750
150,000   PTC, Inc., Sr. Unsecd. Note, 6.00%, 5/15/2024 157,875
825,000   Qorvo, Inc., Sr. Unsecd. Note, 7.00%, 12/1/2025 917,812
625,000 1,2 Riverbed Technology, Inc., Sr. Unsecd. Note, Series 144A, 8.875%, 3/1/2023 665,625
Annual Shareholder Report
13

Table of Contents
Principal
Amount
or Shares
    Value
    CORPORATE BONDS—continued  
    Technology—continued  
$525,000   SS&C Technologies Holdings, Inc., 5.875%, 7/15/2023 $546,656
725,000 1,2 Sabre GLBL, Inc., Series 144A, 5.375%, 4/15/2023 743,125
450,000 1,2 Sensata Technologies B.V., Series 144A, 5.625%, 11/1/2024 470,813
225,000 1,2 Sensata Technologies UK Financing Co. PLC, Sr. Unsecd. Note, Series 144A, 6.25%, 2/15/2026 236,250
1,000,000 1,2 Solera LLC/Solera Finance, Inc., Series 144A, 10.50%, 3/1/2024 1,130,000
325,000   Syniverse Holdings, Inc., Company Guarantee, 9.125%, 1/15/2019 286,000
150,000 1,2 Versum Materials, Inc., Sr. Unsecd. Note, Series 144A, 5.50%, 9/30/2024 153,750
950,000   Zebra Technologies Corp., Sr. Note, 7.25%, 10/15/2022 1,037,875
    TOTAL 25,474,967
    Transportation Services—1.0%  
200,000   Avis Budget Group, Inc., Sr. Unsecd. Note, 5.50%, 4/1/2023 197,250
200,000 1,2 Avis Budget Group, Inc., Sr. Unsecd. Note, Series 144A, 5.25%, 3/15/2025 187,250
750,000 1,2 Avis Budget Group, Inc., Sr. Unsecd. Note, Series 144A, 6.375%, 4/1/2024 752,812
1,250,000   HDTFS, Inc., 6.25%, 10/15/2022 1,178,125
125,000 1,2 Hertz Corp., Sr. Unsecd. Note, Series 144A, 5.50%, 10/15/2024 109,844
    TOTAL 2,425,281
    Utility - Electric—2.0%  
1,450,000   Calpine Corp., 5.75%, 1/15/2025 1,406,500
675,000 1,2 Enviva Partners LP/Enviva Partners Finance Corp., Sr. Unsecd. Note, Series 144A, 8.50%, 11/1/2021 705,375
11,439 1 FPL Energy National Wind, Note, Series 144A, 6.125%, 3/25/2019 11,496
650,000   NRG Energy, Inc., 6.25%, 5/1/2024 635,375
175,000   NRG Energy, Inc., Sr. Unsecd. Note, 6.625%, 3/15/2023 176,313
104,000   NRG Energy, Inc., Sr. Unsecd. Note, 7.875%, 5/15/2021 108,940
525,000 1,2 NRG Energy, Inc., Sr. Unsecd. Note, Series 144A, 6.625%, 1/15/2027 498,750
225,000 1,2 NRG Energy, Inc., Sr. Unsecd. Note, Series 144A, 7.25%, 5/15/2026 225,000
675,000 1,2 TerraForm Power Operating LLC, Sr. Unsecd. Note, Series 144A, 6.375%, 2/1/2023 686,812
200,000 1,2 TerraForm Power Operating LLC, Sr. Unsecd. Note, Series 144A, 6.625%, 6/15/2025 208,000
    TOTAL 4,662,561
    Wireless Communications—4.8%  
700,000 1,2 Altice Luxembourg SA, Series 144A, 7.75%, 5/15/2022 749,000
825,000 1,2 Altice Luxembourg SA, Sr. Unsecd. Note, Series 144A, 7.625%, 2/15/2025 869,344
850,000 1,2 Digicel Ltd., Sr. Unsecd. Note, Series 144A, 8.25%, 9/30/2020 733,524
225,000   MetroPCS Wireless, Inc., 6.125%, 1/15/2022 237,938
50,000   MetroPCS Wireless, Inc., 6.731%, 4/28/2022 52,375
250,000   MetroPCS Wireless, Inc., Sr. Note, 6.625%, 11/15/2020 255,938
825,000   MetroPCS Wireless, Inc., Sr. Note, 6.836%, 4/28/2023 885,844
1,400,000 1,2 Numericable-SFR SAS, Series 144A, 7.375%, 5/1/2026 1,435,000
350,000   Sprint Capital Corp., Company Guarantee, 6.875%, 11/15/2028 346,500
875,000   Sprint Corp., 7.125%, 6/15/2024 903,437
1,550,000   Sprint Corp., 7.875%, 9/15/2023 1,658,500
475,000   Sprint Corp., Sr. Unsecd. Note, 7.625%, 2/15/2025 500,531
975,000   Sprint Nextel Corp., Sr. Unsecd. Note, 6.00%, 11/15/2022 984,750
375,000   T-Mobile USA, Inc., 6.625%, 4/1/2023 398,437
275,000   T-Mobile USA, Inc., Sr. Unsecd. Note, 6.00%, 3/1/2023 291,156
225,000   T-Mobile USA, Inc., Sr. Unsecd. Note, 6.375%, 3/1/2025 241,031
550,000   T-Mobile USA, Inc., Sr. Unsecd. Note, 6.50%, 1/15/2024 591,250
325,000   T-Mobile USA, Inc., Sr. Unsecd. Note, 6.50%, 1/15/2026 352,219
    TOTAL 11,486,774
Annual Shareholder Report
14

Table of Contents
Principal
Amount
or Shares
    Value
    CORPORATE BONDS—continued  
    Wireline Communications—0.4%  
$11,000   Level 3 Communications, Inc., Sr. Unsecd. Note, 5.75%, 12/1/2022 $11,330
850,000   Level 3 Financing, Inc., Sr. Unsecd. Note, 5.375%, 5/1/2025 869,125
    TOTAL 880,455
    TOTAL CORPORATE BONDS
(IDENTIFIED COST $230,297,358)
231,020,999
    REPURCHASE AGREEMENT—1.8%  
4,368,000   Interest in $903,000,000 joint repurchase agreement 0.50%, dated 12/30/2016 under which Bank of America, N.A. will repurchase securities provided as collateral for $903,050,167 on 1/3/2017. The securities provided as collateral at the end of the period held with BNY Mellon as tri-party agent, were U.S. Government Agency securities maturing on 2/25/2044 and the market value of those underlying securities was $930,141,672.
(IDENTIFIED COST $4,368,000)
4,368,000
    TOTAL INVESTMENTS—98.4%
(IDENTIFIED COST $234,665,358)7
235,388,999
    OTHER ASSETS AND LIABILITIES-NET—1.6%8 3,863,723
    TOTAL NET ASSETS—100% $239,252,722
1 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 December 31, 2016, these restricted securities amounted to $128,066,801, which represented 53.5% of total net assets.
2 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 Trustees (the “Trustees”). At December 31, 2016, these liquid restricted securities amounted to $126,889,242, which represented 53.0% of total net assets.
3 Non-income-producing security.
4 Issuer in default.
5 Market quotations and price evaluations are not available. Fair value determined in accordance with procedures established by and under the general supervision of the Trustees.
6 Principal amount and interest were not paid upon final maturity.
7 The cost of investments for federal tax purposes amounts to $235,068,870.
8 Assets, other than investments in securities, less liabilities. See Statement of Assets and Liabilities.
Note: The categories of investments are shown as a percentage of total net assets at December 31, 2016.
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.). Also includes securities valued at amortized cost.
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 December 31, 2016, in valuing the Fund's assets carried at fair value:
Valuation Inputs        
  Level 1—
Quoted
Prices
Level 2—
Other
Significant
Observable
Inputs
Level 3—
Significant
Unobservable
Inputs
Total
Debt Securities:        
Corporate Bonds $— $231,020,999 $0 $231,020,999
Repurchase Agreement 4,368,000 4,368,000
TOTAL SECURITIES $— $235,388,999 $0 $235,388,999
See Notes which are an integral part of the Financial Statements
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Financial HighlightsPrimary Shares
(For a Share Outstanding Throughout Each Period)
Year Ended December 31 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $6.36 $6.91 $7.15 $7.17 $6.76
Income From Investment Operations:          
Net investment income1 0.37 0.37 0.39 0.44 0.49
Net realized and unrealized gain (loss) on investments 0.53 (0.53) (0.20) 0.04 0.46
TOTAL FROM INVESTMENT OPERATIONS 0.90 (0.16) 0.19 0.48 0.95
Less Distributions:          
Distributions from net investment income (0.42) (0.39) (0.43) (0.50) (0.54)
Net Asset Value, End of Period $6.84 $6.36 $6.91 $7.15 $7.17
Total Return2 14.82% (2.57)% 2.69% 6.99% 14.70%
Ratios to Average Net Assets:          
Net expenses 0.72% 0.77% 0.77% 0.79% 0.77%
Net investment income 5.74% 5.55% 5.60% 6.21% 7.14%
Expense waiver/reimbursement3 0.06% 0.00%4
Supplemental Data:          
Net assets, end of period (000 omitted) $190,070 $267,448 $287,649 $246,994 $205,500
Portfolio turnover 26% 33% 33% 32% 33%
1 Per share numbers have been calculated using the average shares method.
2 Based on net asset value. Total returns do not reflect any additional fees or expenses that may be imposed by separate accounts of insurance companies or in connection with any variable annuity or variable life insurance contract.
3 This expense decrease is reflected in both the net expense and the net investment income ratios shown above.
4 Represents less than 0.01%.
See Notes which are an integral part of the Financial Statements
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Financial HighlightsService Shares
(For a Share Outstanding Throughout Each Period)
Year Ended December 31 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $6.33 $6.87 $7.11 $7.13 $6.73
Income From Investment Operations:          
Net investment income1 0.35 0.35 0.38 0.42 0.47
Net realized and unrealized gain (loss) on investments 0.53 (0.52) (0.21) 0.04 0.45
TOTAL FROM INVESTMENT OPERATIONS 0.88 (0.17) 0.17 0.46 0.92
Less Distributions:          
Distributions from net investment income (0.40) (0.37) (0.41) (0.48) (0.52)
Net Asset Value, End of Period $6.81 $6.33 $6.87 $7.11 $7.13
Total Return2 14.53% (2.72)% 2.42% 6.73% 14.31%
Ratios to Average Net Assets:          
Net expenses 0.96% 1.01% 1.02% 1.04% 1.02%
Net investment income 5.48% 5.29% 5.35% 5.97% 6.88%
Expense waiver/reimbursement3 0.08% 0.00%4
Supplemental Data:          
Net assets, end of period (000 omitted) $49,183 $44,179 $57,999 $64,085 $76,202
Portfolio turnover 26% 33% 33% 32% 33%
1 Per share numbers have been calculated using the average shares method.
2 Based on net asset value. Total returns do not reflect any additional fees or expenses that may be imposed by separate accounts of insurance companies or in connection with any variable annuity or variable life insurance contract.
3 This expense decrease is reflected in both the net expense and the net investment income ratios shown above.
4 Represents less than 0.01%.
See Notes which are an integral part of the Financial Statements
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Statement of Assets and Liabilities
Assets:    
Total investment in securities, at value (identified cost $234,665,358)   $235,388,999
Cash   256
Income receivable   3,922,828
Receivable for shares sold   150,670
TOTAL ASSETS   239,462,753
Liabilities:    
Payable for shares redeemed $105,786  
Payable to adviser (Note 5) 7,841  
Payable for administrative fees (Note 5) 1,023  
Payable for custodian fees 4,403  
Payable for transfer agent fee 5,250  
Payable for legal fees 3,906  
Payable for portfolio accounting fees 55,227  
Payable for distribution services fee (Note 5) 10,364  
Payable for printing and postage 3,673  
Payable for insurance premiums 4,013  
Accrued expenses (Note 5) 8,545  
TOTAL LIABILITIES   210,031
Net assets for 34,992,419 shares outstanding   $239,252,722
Net Assets Consist of:    
Paid-in capital   $253,832,332
Net unrealized appreciation of investments   723,641
Accumulated net realized loss on investments   (31,346,818)
Undistributed net investment income   16,043,567
TOTAL NET ASSETS   $239,252,722
Net Asset Value, Offering Price and Redemption Proceeds Per Share    
Primary Shares:    
$190,070,119 ÷ 27,772,666 shares outstanding, no par value, unlimited shares authorized   $6.84
Service Shares:    
$49,182,603 ÷ 7,219,753 shares outstanding, no par value, unlimited shares authorized   $6.81
See Notes which are an integral part of the Financial Statements
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Statement of Operations
Investment Income:    
Interest   $17,696,878
Expenses:    
Investment adviser fee (Note 5) $1,644,459  
Administrative fee (Note 5) 214,367  
Custodian fees 17,019  
Transfer agent fee 26,645  
Directors'/Trustees' fees (Note 5) 3,600  
Auditing fees 30,671  
Legal fees 10,303  
Portfolio accounting fees 130,045  
Distribution services fee (Note 5) 115,520  
Printing and postage 57,903  
Miscellaneous (Note 5) 15,685  
TOTAL EXPENSES 2,266,217  
Reimbursement:    
Reimbursement of other operating expenses (Note 2) (176,900)  
Net expenses   2,089,317
Net investment income   15,607,561
Realized and Unrealized Gain (Loss) on Investments:    
Net realized loss on investments   (8,204,574)
Net change in unrealized depreciation of investments   31,500,381
Net realized and unrealized gain on investments   23,295,807
Change in net assets resulting from operations   $38,903,368
See Notes which are an integral part of the Financial Statements
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Statement of Changes in Net Assets
Year Ended December 31 2016 2015
Increase (Decrease) in Net Assets    
Operations:    
Net investment income $15,607,561 $19,117,014
Net realized loss on investments (8,204,574) (2,643,998)
Net change in unrealized appreciation/depreciation of investments 31,500,381 (25,064,392)
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS 38,903,368 (8,591,376)
Distributions to Shareholders:    
Distributions from net investment income    
Primary Shares (17,147,041) (16,404,431)
Service Shares (2,684,113) (3,072,404)
CHANGE IN NET ASSETS RESULTING FROM DISTRIBUTIONS TO SHAREHOLDERS (19,831,154) (19,476,835)
Share Transactions:    
Proceeds from sale of shares 49,995,887 81,191,609
Net asset value of shares issued to shareholders in payment of distributions declared 19,831,154 9,473,444
Cost of shares redeemed (161,273,539) (96,618,194)
CHANGE IN NET ASSETS RESULTING FROM SHARE TRANSACTIONS (91,446,498) (5,953,141)
Change in net assets (72,374,284) (34,021,352)
Net Assets:    
Beginning of period 311,627,006 345,648,358
End of period (including undistributed net investment income of $16,043,567 and $19,823,889, respectively) $239,252,722 $311,627,006
See Notes which are an integral part of the Financial Statements
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Notes to Financial Statements
1. ORGANIZATION
Federated Insurance Series (the “Trust”) is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company. The Trust consists of seven portfolios. The financial statements included herein are only those of Federated High Income Bond Fund II (the “Fund”), a diversified portfolio. The financial statements of the other portfolios are presented separately. The assets of each portfolio are segregated and a shareholder's interest is limited to the portfolio in which shares are held. Each portfolio pays its own expenses. The Fund offers two classes of shares: Primary Shares and Service Shares. All shares of the Fund have equal rights with respect to voting, except on class-specific matters. Fund shares are available exclusively as a funding vehicle for life insurance companies writing variable life insurance policies and variable annuity contracts. The investment objective of the Fund is to seek high 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 U.S. generally accepted accounting principles (GAAP).
Investment Valuation
In calculating its net asset value (NAV), the Fund generally values investments as follows:
Fixed-income securities are fair valued using price evaluations provided by a pricing service approved by the Trustees.
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.
Shares of other mutual funds or non-exchange-traded investment companies are valued based upon their reported NAVs.
Derivative contracts listed on exchanges are valued at their reported settlement or closing price, except that options are valued at the mean of closing bid and asked quotations.
Over-the-counter (OTC) derivative contracts are fair valued using price evaluations provided by a pricing service approved by the Trustees.
For securities that are fair valued in accordance with procedures established by and under the general supervision of the Trustees, certain factors may be considered such as: the last traded or purchase price of the security, information obtained by contacting the issuer or dealers, analysis of the issuer's financial statements or other available documents, fundamental analytical data, the nature and duration of restrictions on disposition, the movement of the market in which the security is normally traded, public trading in similar securities or derivative contracts of the issuer or comparable issuers, movement of a relevant index, or other factors including but not limited to industry changes and relevant government actions.
If any price, quotation, price evaluation or other pricing source is not readily available when the NAV is calculated, if the Fund cannot obtain price evaluations from a pricing service or from more than one dealer for an investment within a reasonable period of time as set forth in the Fund's valuation policies and procedures, or if information furnished by a pricing service, in the opinion of the valuation committee (“Valuation Committee”), is deemed not representative of the fair value of such security, 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 obtain the fair value assigned to an investment if it sold the investment at approximately the time at which the Fund determines its NAV per share.
Fair Valuation and Significant Events Procedures
The Trustees have ultimate responsibility for determining the fair value of investments for which market quotations are not readily available. The Trustees have appointed a Valuation Committee comprised of officers of the Fund, Federated Investment Management Company (“Adviser”) and certain of the Adviser's affiliated companies to assist in determining fair value and in overseeing the calculation of the NAV. The Trustees have also authorized the use of pricing services recommended by the Valuation Committee to provide fair value evaluations of the current value of certain investments for purposes of calculating the NAV. The Valuation Committee employs various methods for reviewing third-party pricing service evaluations including periodic reviews of third-party pricing services' policies, procedures and valuation methods (including key inputs, methods, models and assumptions), transactional back-testing, comparisons of evaluations of different pricing services, and review of price challenges by the Adviser based on recent market activity. In the event that market quotations and price evaluations are not available for an investment, the Valuation Committee determines the fair value of the investment in accordance with procedures adopted by the Trustees. The Trustees periodically review and approve the fair valuations made by the Valuation Committee and any changes made to the procedures.
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 any U.S. Treasury and Agency securities, mortgage-backed securities and municipal securities. The Fund normally uses mid evaluations for any other types of fixed-income securities and any 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 Trustees.
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The Trustees 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 principally in foreign markets, significant trends in U.S. equity markets or in the trading of foreign securities index futures contracts;
Political or other developments affecting the economy or markets in which an issuer conducts its operations or its securities are traded;
Announcements concerning matters such as acquisitions, recapitalizations, litigation developments, or a natural disaster affecting the issuer's operations or regulatory changes or market developments affecting the issuer's industry.
The Trustees have adopted procedures whereby the Valuation Committee uses 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 in accordance with the fair valuation procedures approved by the Trustees. The Trustees have ultimate responsibility for any fair valuations made in response to a significant event.
Repurchase Agreements
The Fund may invest in repurchase agreements for short-term liquidity purposes. 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.
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.
Repurchase agreements are subject to Master Netting Agreements (MNA) which are agreements between the Fund and its counterparties that provide for the net settlement of all transactions and collateral with the Fund, through a single payment, in the event of default or termination. Amounts presented on the Portfolio of Investments and Statement of Assets and Liabilities are not net settlement amounts but gross. As indicated above, the cash or securities to be repurchased, as shown on the Portfolio of Investments, exceeds the repurchase price to be paid under the agreement reducing the net settlement amount to zero.
Investment Income, Gains and Losses, Expenses and Distributions
Investment transactions are accounted for on a trade-date basis. Realized gains and losses from investment transactions are recorded on an identified-cost basis. 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. Distributions of net investment income, if any, are declared and paid annually. Non-cash dividends included in dividend income, if any, are recorded at fair value. Amortization/accretion of premium and discount is included in investment income. 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 Service Shares may bear distribution services fees unique to that class. The detail of the total fund expense reimbursement of $176,900 is disclosed in this Note 2.
For the year ended December 31, 2016, the custodian reimbursed $176,900 of custody fees.
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.
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. As of and during the year ended December 31, 2016, the Fund did not have a liability for any uncertain tax positions. The Fund recognizes interest and penalties, if any, related to tax liabilities as income tax expense in the Statement of Operations. As of December 31, 2016, tax years 2013 through 2016 remain subject to examination by the Fund's major tax jurisdictions, which include the United States of America and the Commonwealth of Massachusetts.
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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.
Restricted Securities
The Fund may purchase securities which are considered restricted. 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 Trustees. The Fund will not incur any registration costs upon such resales. The Fund's restricted securities, like other securities, are priced in accordance with procedures established by and under the general supervision of the Trustees.
Additional information on restricted securities, excluding securities purchased under Rule 144A that have been deemed liquid by the Trustees, if applicable, held at December 31, 2016, is as follows:
Security Acquisition Date Cost Market Value
FPL Energy National Wind, Note, Series 144A, 6.125%, 3/25/2019 2/16/2005 $11,439 $11,496
Hard Rock Park Operations LLC, Sr. Secd. Note, Series 144A, 7.40%, 4/1/2012 3/23/2006 $737,477 $0
Radio One, Inc., Series 144A, 9.25%, 2/15/2020 02/10/2014 $716,250 $638,751
Townsquare Media, Inc., Sr. Unsecd. Note, Series 144A, 6.50%, 4/1/2023 04/01/2015 $550,000 $527,312
Other
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. The Fund applies Investment Company accounting and reporting guidance.
3. SHARES OF BENEFICIAL INTEREST
The following tables summarize share activity:
Year Ended December 31 2016 2015
Primary Shares: Shares Amount Shares Amount
Shares sold 5,623,772 $36,762,619 10,351,120 $69,968,422
Shares issued to shareholders in payment of distributions declared 2,770,120 17,147,041 958,240 6,401,040
Shares redeemed (22,695,504) (146,842,193) (10,865,623) (72,747,658)
NET CHANGE RESULTING FROM PRIMARY SHARE TRANSACTIONS (14,301,612) $(92,932,533) 443,737 $3,621,804
    
Year Ended December 31 2016 2015
Service Shares: Shares Amount Shares Amount
Shares sold 2,046,961 $13,233,268 1,679,673 $11,223,187
Shares issued to shareholders in payment of distributions declared 435,026 2,684,113 461,322 3,072,404
Shares redeemed (2,247,018) (14,431,346) (3,593,865) (23,870,536)
NET CHANGE RESULTING FROM SERVICE SHARE TRANSACTIONS 234,969 $1,486,035 (1,452,870) $(9,574,945)
NET CHANGE RESULTING FROM TOTAL FUND SHARE TRANSACTIONS (14,066,643) $(91,446,498) (1,009,133) $(5,953,141)
4. FEDERAL TAX INFORMATION
The timing and character of income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP. These differences are due to differing treatments for discount accretion/premium amortization on debt securities and reinstated interest on a defaulted security.
For the year ended December 31, 2016, permanent differences identified and reclassified among the components of net assets were as follows:
Increase (Decrease)
Undistributed Net
Investment Income (Loss)
Accumulated Net
Realized Gain (Loss)
$443,271 $(443,271)
Net investment income (loss), net realized gains (losses), and net assets were not affected by this reclassification.
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The tax character of distributions as reported on the Statement of Changes in Net Assets for the years ended December 31, 2016 and 2015, was as follows:
  2016 2015
Ordinary income $19,831,154 $19,476,835
As of December 31, 2016, the components of distributable earnings on a tax-basis were as follows:
Undistributed ordinary income $16,049,317
Unrealized appreciation $320,129
Capital loss carryforwards $(30,949,056)
The difference between book-basis and tax-basis net unrealized appreciation/depreciation is attributable in part to differing treatments for defaulted securities and discount accretion/premium amortization on debt securities.
At December 31, 2016, the cost of investments for federal tax purposes was $235,068,870. The net unrealized appreciation of investments for federal tax purposes was $320,129. This consists of net unrealized appreciation from investments for those securities having an excess of value over cost of $7,346,537 and net unrealized depreciation from investments for those securities having an excess of cost over value of $7,026,408.
At December 31, 2016, the Fund had a capital loss carryforward of $30,949,056 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, thereby reducing 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, a net capital loss incurred in taxable years beginning on or before December 22, 2010, is characterized as short-term and may be carried forward for a maximum of eight tax years (“Carryforward Limit”), whereas a net capital loss incurred in taxable years beginning after December 22, 2010, retains its character as either short-term or long-term, does not expire and is required to be utilized prior to the losses which have a Carryforward Limit.
The following schedule summarizes the Fund's capital loss carryforwards and expiration years:
Expiration Year Short-Term Long-Term Total
No Expiration $$12,251,083 $12,251,083
2017 $9,764,569 NA $9,764,569
2018 $8,933,404 NA $8,933,404
The Fund used capital loss carryforwards of $649,768 to offset capital gains realized during the year ended December 31, 2016.
5. INVESTMENT ADVISER FEE AND OTHER TRANSACTIONS WITH AFFILIATES
Investment Adviser Fee
The advisory agreement between the Fund and the Adviser provides for an annual fee equal to 0.60% of the Fund's average daily net assets.
Administrative Fee
Federated Administrative Services (FAS), under the Administrative Services Agreement, provides the Fund with administrative personnel and services. For purposes of determining the appropriate rate breakpoint, “Investment Complex” is defined as all of the Federated Funds subject to a fee under the Administrative Services Agreement. The fee paid to FAS is based on the average daily net assets of the Investment Complex as specified below, plus certain out-of-pocket expenses:
Administrative Fee Average Daily Net Assets
of the Investment Complex
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
For the year ended December 31, 2016, the annualized fee paid to FAS was 0.078% of average daily net assets of the Fund.
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 Service Shares to finance activities intended to result in the sale of these shares. The Plan provides that the Fund may incur distribution expenses at 0.25% of average daily net assets annually, to compensate FSC. For the year ended December 31, 2016, distribution services fees for the Fund were as follows:
  Distribution Services
Fees Incurred
Service Shares $115,520
When FSC receives fees, it may pay some or all of them to financial intermediaries whose customers purchase shares. For the year ended December 31, 2016, FSC did not retain any fees paid by the Fund.
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Interfund Transactions
During the year ended December 31, 2016, the Fund engaged in sale transactions with funds that have a common investment adviser (or affiliated investment advisers), common Directors/Trustees and/or common Officers. These sale transactions complied with Rule 17a-7 under the Act and amounted to $12,834,625.
General
Certain Officers and Trustees of the Fund are Officers and Directors or Trustees of certain of the above companies. To efficiently facilitate payment, Directors'/Trustees' fees and certain expenses related to conducting meetings of the Directors/Trustees and other miscellaneous expenses are paid by an affiliate of the Adviser which in due course are reimbursed by the Fund. Such expenses may be included in Accrued and Miscellaneous Expenses on the Statement of Assets and Liabilities and Statement of Operations, respectively.
6. INVESTMENT TRANSACTIONS
Purchases and sales of investments, excluding long-term U.S. government securities and short-term obligations, for the year ended December 31, 2016, were as follows:
Purchases $70,073,929
Sales $165,570,735
7. LINE OF CREDIT
The Fund participates with certain other Federated Funds, on a several basis, in an up to $500,000,000 unsecured, 364-day, committed, revolving line of credit (LOC) agreement. The LOC was made available to finance temporarily the repurchase or redemption of shares of the Fund, failed trades, payment of dividends, settlement of trades and for other short-term, temporary or emergency general business purposes. The Fund cannot borrow under the LOC if an inter-fund loan is outstanding. The Fund's ability to borrow under the LOC also is subject to the limitations of the Act and various conditions precedent that must be satisfied before the Fund can borrow. Loans under the LOC are charged interest at a fluctuating rate per annum equal to the highest, on any day, of (a) (i) the federal funds effective rate, (ii) the one month London Interbank Offer Rate (LIBOR), and (iii) 0.0%, plus (b) a margin. The LOC also requires the Fund to pay, quarterly in arrears and at maturity, its pro rata share of a commitment fee based on the amount of the lenders' commitment that has not been utilized. As of December 31, 2016, there were no outstanding loans. During the year ended December 31, 2016, 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 Fund to borrow from other participating affiliated funds. As of December 31, 2016, there were no outstanding loans. During the year ended December 31, 2016, the program was not utilized.
9. REGULATORY UPDATES
On October 13, 2016, the SEC amended existing rules intended to modernize reporting and disclosure of information. These amendments relate to Regulation S-X which sets forth the form and content of financial statements. At this time, management is evaluating the implications of adopting these amendments and their impact on the financial statements and accompanying notes.
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Report of Independent Registered Public Accounting Firm
TO THE BOARD OF TRUSTEES OF The FEDERATED INSURANCE SERIES AND SHAREHOLDERS OF FEDERATED HIGH INCOME BOND FUND II:
We have audited the accompanying statement of assets and liabilities, including the portfolio of investments, of Federated High Income Bond Fund II (the “Fund”), as of December 31, 2016, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended and the financial highlights for each of the years in the five-year period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2016, by correspondence with the custodian and brokers. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Federated High Income Bond Fund II as of December 31, 2016, and the results of its operations for the year then ended, the changes in its net assets for each of the years in the two-year period then ended and the financial highlights for each of the years in the five-year period then ended, in conformity with U.S. generally accepted accounting principles.
Boston, Massachusetts
February 15, 2017
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Shareholder Expense Example (unaudited)
As a shareholder of the Fund, you incur ongoing costs, including management fees and to the extent applicable, distribution (12b-1) fees and/or other service 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 variable investment options. It is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from July 1, 2016 to December 31, 2016.
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. 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.
  Beginning
Account Value
7/1/2016
Ending
Account Value
12/31/2016
Expenses Paid
During Period1
Actual:      
Primary Shares $1,000 $1,065.40 $3.43
Service Shares $1,000 $1,064.10 $4.67
Hypothetical (assuming a 5% return before expenses):      
Primary Shares $1,000 $1,021.82 $3.35
Service Shares $1,000 $1,020.61 $4.57
1 Expenses are equal to the Fund's annualized net expense ratios, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half-year period). The expenses shown in the table do not include the charges and expenses imposed by the insurance company under the variable insurance product contract. Please refer to the variable insurance product prospectus for a complete listing of these expenses. The annualized net expense ratios are as follows:
    
Primary Shares 0.66%
Service Shares 0.90%
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Board of Trustees and Trust Officers
The Board of Trustees is responsible for managing the Trust's business affairs and for exercising all the Trust's powers except those reserved for the shareholders. The following tables give information about each Trustee and the senior officers of the Fund. Where required, the tables separately list Trustees who are “interested persons” of the Fund (i.e., “Interested” Trustees) and those who are not (i.e., “Independent” Trustees). Unless otherwise noted, the address of each person listed is Federated Investors Tower, 1001 Liberty Avenue, Pittsburgh, PA 15222. The address of all Independent Trustees listed is 4000 Ericsson Drive, Warrendale, PA 15086-7561; Attention: Mutual Fund Board. As of December 31, 2016, the Trust comprised seven portfolio(s), and the Federated Fund Family consisted of 40 investment companies (comprising 124 portfolios). Unless otherwise noted, each Officer is elected annually. Unless otherwise noted, each Trustee oversees all portfolios in the Federated Fund Family and serves for an indefinite term. The Fund's Statement of Additional Information includes additional information about Trust Trustees and is available, without charge and upon request, by calling 1-800-341-7400.
Interested Trustees Background
Name
Birth Date
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years,
Other Directorships Held and Previous Position(s)
J. Christopher Donahue*
Birth Date: April 11, 1949
Trustee
Indefinite Term
Began serving: September 1993
Principal Occupations: Principal Executive Officer and President of certain of the Funds in the Federated Fund Family; Director or Trustee of the Funds in the Federated Fund Family; President, Chief Executive Officer and Director, Federated Investors, Inc.; Chairman and Trustee, Federated Investment Management Company; Trustee, Federated Investment Counseling; Chairman and Director, Federated Global Investment Management Corp.; Chairman, Federated Equity Management Company of Pennsylvania and Passport Research, Ltd. (investment advisory subsidiary of Federated); Trustee, Federated Shareholder Services Company; Director, Federated Services Company.
Previous Positions: President, Federated Investment Counseling; President and Chief Executive Officer, Federated Investment Management Company, Federated Global Investment Management Corp. and Passport Research, Ltd.
Thomas R. Donahue*
Birth Date: October 20, 1958
Trustee
Indefinite Term
Began serving: May 2016
Principal Occupations: Director or Trustee of certain of the funds in the Federated Fund Family; Chief Financial Officer, Treasurer, Vice President and Assistant Secretary, Federated Investors, Inc.; Chairman and Trustee, Federated Administrative Services; Chairman and Director, Federated Administrative Services, Inc.; Trustee and Treasurer, Federated Advisory Services Company; Director or Trustee and Treasurer, Federated Equity Management Company of Pennsylvania, Federated Global Investment Management Corp., Federated Investment Counseling, and Federated Investment Management Company; Director, MDTA LLC; Treasurer, Passport Research, LTD; Director, Executive Vice President and Assistant Secretary, Federated Securities Corp.; Director or Trustee and Chairman, Federated Services Company and Federated Shareholder Services Company; and Director and President, FII Holdings, Inc.
Previous Positions: Director, Federated Investors, Inc.; Assistant Secretary, Federated Investment Management Company, Federated Global Investment Management Company and Passport Research, LTD; Executive Vice President, Federated Securities Corp.; and Treasurer, FII Holdings, Inc.
* Family relationships and reasons for “interested” status: J. Christopher Donahue and Thomas R. Donahue are brothers. Both are “interested” due to their beneficial ownership of shares of Federated Investors, Inc. and the positions they hold with Federated and its subsidiaries. Thomas R. Donahue and J. Christopher Donahue are sons of John F. Donahue, Chairman Emeritus of the Federated Funds.
INDEPENDENT Trustees Background
Name
Birth Date
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years,
Other Directorships Held, Previous Position(s) and Qualifications
John T. Collins
Birth Date: January 24, 1947
Trustee
Indefinite Term
Began serving: October 2013
Principal Occupations: Director or Trustee of the Federated Fund Family; formerly, Chairman and CEO, The Collins Group, Inc. (a private equity firm) (Retired).
Other Directorships Held: Director, Current Chair of the Compensation Committee, KLX Corp.
Qualifications: Mr. Collins has served in several business and financial management roles and directorship positions throughout his career. Mr. Collins previously served as Chairman and CEO, The Collins Group, Inc. (a private equity firm). Mr. Collins serves as Chairman Emeriti, Bentley University. Mr. Collins previously served as Director and Audit Committee Member, Bank of America Corp.; Director, FleetBoston Financial Corp.; and Director, Beth Israel Deaconess Medical Center (Harvard University Affiliate Hospital).
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Name
Birth Date
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years,
Other Directorships Held, Previous Position(s) and Qualifications
G. Thomas Hough
Birth Date: February 28, 1955
Trustee
Indefinite Term
Began serving: August 2015
Principal Occupations: Director or Trustee of the Federated Fund Family; formerly, Vice Chair, Ernst & Young LLP (public accounting firm) (Retired).
Other Directorships Held: Director, Chair of the Audit Committee, Governance Committee, Publix Super Markets, Inc.; Director, Member of the Audit Committee and Technology Committee of Equifax, Inc.
Qualifications: Mr. Hough has served in accounting, business management and directorship positions throughout his career. Mr. Hough most recently held the position of Americas Vice Chair of Assurance with Ernst & Young LLP (public accounting firm). Mr. Hough is an Executive Committee member of the United States Golf Association, he serves on the President's Cabinet and Business School Board of Visitors for the University of Alabama and is on the Business School Board of Visitors for Wake Forest University.
Maureen Lally-Green
Birth Date: July 5, 1949
Trustee
Indefinite Term
Began serving: August 2009
Principal Occupations: Director or Trustee of the Federated Fund Family; Interim Dean of the Duquesne University School of Law; Adjunct Professor of Law, Duquesne University School of Law; formerly, Associate General Secretary and Director, Office of Church Relations, Diocese of Pittsburgh.
Other Directorships Held: Director, CONSOL Energy Inc.
Qualifications: Judge Lally-Green has served in various legal and business roles and directorship positions throughout her career. Judge Lally-Green previously served as: Associate General Secretary, Diocese of Pittsburgh; a member of the Superior Court of Pennsylvania; and as a Professor of Law, Duquesne University School of Law. Judge Lally-Green also currently holds the positions on either a public or not for profit Board of Directors as follows: Director and Chair, UPMC Mercy Hospital; Regent, St. Vincent Seminary; Director and Vice Chair, Our Campaign for the Church Alive!, Inc.; Director, Saint Vincent College; Member, Pennsylvania State Board of Education (public); and Director and Chair, Cardinal Wuerl North Catholic High School, Inc. Judge Lally-Green has held the positions of: Director, Auberle; Director, Epilepsy Foundation of Western and Central Pennsylvania; Director, Ireland Institute of Pittsburgh; Director, Saint Thomas More Society; Director, Catholic High Schools of the Diocese of Pittsburgh, Inc.; and Director, Pennsylvania Bar Institute.
Peter E. Madden
Birth Date: March 16, 1942
Trustee

Indefinite Term
Began serving: September 1993
Principal Occupation: Director or Trustee, and Chair of the Board of Directors or Trustees, of the Federated Fund Family; Retired.
Other Directorships Held: None.
Qualifications: Mr. Madden has served in several business management, mutual fund services and directorship positions throughout his career. Mr. Madden previously served as President, Chief Operating Officer and Director, State Street Bank and Trust Company (custodian bank) and State Street Corporation (financial services). He was Director, VISA USA and VISA International and Chairman and Director, Massachusetts Bankers Association. Mr. Madden served as Director, Depository Trust Corporation and Director, The Boston Stock Exchange. Mr. Madden also served as a Representative to the Commonwealth of Massachusetts General Court.
Charles F. Mansfield, Jr.
Birth Date: April 10, 1945
Trustee

Indefinite Term
Began serving: September 1999
Principal Occupations: Director or Trustee of the Federated Fund Family; Management Consultant.
Other Directorships Held: None.
Qualifications: Mr. Mansfield has served as a Marine Corps officer and in several banking, business management, educational roles and directorship positions throughout his long career. He remains active as a Management Consultant.
Thomas M. O'Neill
Birth Date: June 14, 1951
Trustee

Indefinite Term
Began serving: August 2006
Principal Occupations: Director or Trustee, Chair of the Audit Committee of the Federated Fund Family; Sole Proprietor, Navigator Management Company (investment and strategic consulting).
Other Directorships Held: None.
Qualifications: Mr. O'Neill has served in several business, mutual fund and financial management roles and directorship positions throughout his career. Mr. O'Neill serves as Director, Medicines for Humanity and Director, The Golisano Children's Museum of Naples, Florida. Mr. O'Neill previously served as Chief Executive Officer and President, Managing Director and Chief Investment Officer, Fleet Investment Advisors; President and Chief Executive Officer, Aeltus Investment Management, Inc.; General Partner, Hellman, Jordan Management Co., Boston, MA; Chief Investment Officer, The Putnam Companies, Boston, MA; Credit Analyst and Lending Officer, Fleet Bank; Director and Consultant, EZE Castle Software (investment order management software); and Director, Midway Pacific (lumber).
P. Jerome Richey
Birth Date: February 23, 1949
Trustee
Indefinite Term
Began serving: October 2013
Principal Occupations: Director or Trustee of the Federated Fund Family; Management Consultant; formerly, Senior Vice Chancellor and Chief Legal Officer, University of Pittsburgh and Executive Vice President and Chief Legal Officer, CONSOL Energy Inc.
Other Directorships Held: None.
Qualifications: Mr. Richey has served in several business and legal management roles and directorship positions throughout his career. Mr. Richey most recently held the positions of Senior Vice Chancellor and Chief Legal Officer, University of Pittsburgh. Mr. Richey previously served as Chairman of the Board, Epilepsy Foundation of Western Pennsylvania and Chairman of the Board, World Affairs Council of Pittsburgh. Mr. Richey previously served as Chief Legal Officer and Executive Vice President, CONSOL Energy Inc.; and Board Member, Ethics Counsel and Shareholder, Buchanan Ingersoll & Rooney PC (a law firm).
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Name
Birth Date
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years,
Other Directorships Held, Previous Position(s) and Qualifications
John S. Walsh
Birth Date: November 28, 1957
Trustee

Indefinite Term
Began serving: January 1999
Principal Occupations: Director or Trustee of the Federated Fund Family; President and Director, Heat Wagon, Inc. (manufacturer of construction temporary heaters); President and Director, Manufacturers Products, Inc. (distributor of portable construction heaters); President, Portable Heater Parts, a division of Manufacturers Products, Inc.
Other Directorships Held: None.
Qualifications: Mr. Walsh has served in several business management roles and directorship positions throughout his career. Mr. Walsh previously served as Vice President, Walsh & Kelly, Inc. (paving contractors).
OFFICERS
Name
Birth Date
Address
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years
and Previous Position(s)
John W. McGonigle
Birth Date: October 26, 1938
EXECUTIVE VICE PRESIDENT AND SECRETARY
Officer since: September 1993
Principal Occupations: Executive Vice President and Secretary of the Federated Fund Family; Vice Chairman, Executive Vice President, Secretary and Director, Federated Investors, Inc.
Previous Positions: Trustee, Federated Investment Management Company and Federated Investment Counseling; Director, Federated Global Investment Management Corp., Federated Services Company and Federated Securities Corp.
Lori A. Hensler
Birth Date: January 6, 1967
TREASURER
Officer since: April 2013
Principal Occupations: Principal Financial Officer and Treasurer of the Federated Fund Family; Senior Vice President, Federated Administrative Services; Financial and Operations Principal for Federated Securities Corp. and Edgewood Services, Inc.; and Assistant Treasurer, Federated Investors Trust Company. Ms. Hensler has received the Certified Public Accountant designation.
Previous Positions: Controller of Federated Investors, Inc.; Senior Vice President and Assistant Treasurer, Federated Investors Management Company; Treasurer, Federated Investors Trust Company; Assistant Treasurer, Federated Administrative Services, Federated Administrative Services, Inc., Federated Securities Corp., Edgewood Services, Inc., Federated Advisory Services Company, Federated Equity Management Company of Pennsylvania, Federated Global Investment Management Corp., Federated Investment Counseling, Federated Investment Management Company, Passport Research, Ltd., and Federated MDTA, LLC; Financial and Operations Principal for Federated Securities Corp., Edgewood Services, Inc. and Southpointe Distribution Services, Inc.
Peter J. Germain
Birth Date: September 3, 1959
CHIEF LEGAL OFFICER
Officer since: January 2005
Principal Occupations: Mr. Germain is Chief Legal Officer of the Federated Fund Family. He is General Counsel and Vice President, Federated Investors, Inc.; President, Federated Administrative Services and Federated Administrative Services, Inc.; Vice President, Federated Securities Corp.; Secretary, Federated Private Asset Management, Inc.; and Secretary, Retirement Plan Service Company of America. Mr. Germain joined Federated in 1984 and is a member of the Pennsylvania Bar Association.
Previous Positions: Deputy General Counsel, Special Counsel, Managing Director of Mutual Fund Services, Federated Investors, Inc.; Senior Vice President, Federated Services Company; and Senior Corporate Counsel, Federated Investors, Inc.
Richard B. Fisher
Birth Date: May 17, 1923
VICE PRESIDENT
Officer since: September 1993
Principal Occupations: Vice Chairman or Vice President of some of the Funds in the Federated Fund Family; Vice Chairman, Federated Investors, Inc.; Chairman, Federated Securities Corp.
Previous Positions: President and Director or Trustee of some of the Funds in the Federated Fund Family; Executive Vice President, Federated Investors, Inc.; Director and Chief Executive Officer, Federated Securities Corp.
John B. Fisher
Birth Date: May 16, 1956
PRESIDENT
Officer since: November 2004
Principal Occupations: Principal Executive Officer and President of certain of the Funds in the Federated Fund Family; Director or Trustee of certain of the Funds in the Federated Fund Family; Vice President, Federated Investors, Inc.; President, Director/Trustee and CEO, Federated Advisory Services Company, Federated Equity Management Company of Pennsylvania, Federated Global Investment Management Corp., Federated Investment Counseling, Federated Investment Management Company; President and CEO of Passport Research, Ltd.; President of some of the Funds in the Federated Fund Complex and Director, Federated Investors Trust Company.
Previous Positions: President and Director of the Institutional Sales Division of Federated Securities Corp.; President and Director of Federated Investment Counseling; Director, Edgewood Securities Corp.; Director, Federated Services Company; Director, Federated Investors, Inc.; Chairman and Director, Southpointe Distribution Services, Inc. and President, Technology, Federated Services Company.
Stephen Van Meter
Birth Date: June 5, 1975
CHIEF COMPLIANCE OFFICER AND SENIOR VICE PRESIDENT
Officer since: July 2015
Principal Occupations: Senior Vice President and Chief Compliance Officer of the Federated Fund Family; Vice President and Chief Compliance Officer of Federated Investors, Inc. and Chief Compliance Officer of certain of its subsidiaries. Mr. Van Meter joined Federated in October 2011. He holds FINRA licenses under Series 3, 7, 24 and 66.
Previous Positions: Mr. Van Meter previously held the position of Compliance Operating Officer, Federated Investors, Inc. Prior to joining Federated, Mr. Van Meter served at the United States Securities and Exchange Commission in the positions of Senior Counsel, Office of Chief Counsel, Division of Investment Management and Senior Counsel, Division of Enforcement.
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Name
Birth Date
Address
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years
and Previous Position(s)
Stephen F. Auth
Birth Date: September 13, 1956
101 Park Avenue
41st Floor
New York, NY 10178
CHIEF INVESTMENT OFFICER
Officer since: November 2002
Principal Occupations: Stephen F. Auth is Chief Investment Officer of various Funds in the Federated Fund Family; Executive Vice President, Federated Investment Counseling, Federated Global Investment Management Corp. and Federated Equity Management Company of Pennsylvania.
Previous Positions: Executive Vice President, Federated Investment Management Company and Passport Research, Ltd. (investment advisory subsidiary of Federated); Senior Vice President, Global Portfolio Management Services Division; Senior Vice President, Federated Investment Management Company and Passport Research, Ltd.; Senior Managing Director and Portfolio Manager, Prudential Investments.
Robert J. Ostrowski
Birth Date: April 26, 1963
Chief Investment Officer
Officer since: May 2004
Principal Occupations: Robert J. Ostrowski joined Federated in 1987 as an Investment Analyst and became a Portfolio Manager in 1990. He was named Chief Investment Officer of Federated's taxable fixed-income products in 2004 and also serves as a Senior Portfolio Manager. Mr. Ostrowski became an Executive Vice President of the Fund's Adviser in 2009 and served as a Senior Vice President of the Fund's Adviser from 1997 to 2009. Mr. Ostrowski has received the Chartered Financial Analyst designation. He received his M.S. in Industrial Administration from Carnegie Mellon University.
Deborah A. Cunningham
Birth Date: September 15, 1959
Chief Investment Officer
Officer since: June 2012
Principal Occupations: Deborah A. Cunningham was named Chief Investment Officer of Federated's money market products in 2004. She joined Federated in 1981 and has been a Senior Portfolio Manager since 1997 and an Executive Vice President of the Fund's Adviser since 2009. Ms. Cunningham has received the Chartered Financial Analyst designation and holds an M.S.B.A. in Finance from Robert Morris College.
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Evaluation and Approval of Advisory ContractMay 2016
Federated High Income Bond Fund II (the “Fund”)
Following a review and recommendation of approval by the Fund's independent trustees, the Fund's Board of Trustees (the “Board”) reviewed and unanimously approved at its May 2016 meetings the continuation of the Fund's investment advisory contract for an additional one-year term. The Board's decision regarding the contract reflects the exercise of its business judgment after consideration of all of the information received on whether to continue the existing arrangements.
The 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 “Senior Officer's Evaluation”). The Board considered the Senior Officer's Evaluation, along with other information, in deciding to approve the investment advisory contract.
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 an adviser to a fund and its shareholders, including the performance and fees and expenses of the fund and of comparable funds; an adviser's cost of providing the services, including the profitability to an adviser of providing advisory services to a fund; the extent to which an adviser may realize “economies of scale” as a fund grows larger and, if such economies of scale exist, whether they have been shared with a fund and its shareholders or the family of funds; any “fall-out financial benefits” that accrue to an adviser because of its relationship with a fund (including research services received from brokers that execute fund trades and any fees paid to affiliates of an adviser for services rendered to a fund); comparative fee and expense structures, including a comparison of fees paid to an adviser with those paid by similar funds; and the extent of care, conscientiousness and independence with which board members perform their duties and their expertise, including whether they are fully informed about all facts the board deems relevant to its consideration of an adviser's services and fees. The Board noted that the Securities and Exchange Commission (“SEC”) disclosure requirements regarding the basis for the Board's approval of the Fund's investment advisory contract generally track the factors listed above. Consistent with these judicial decisions and SEC disclosure requirements, the Board also considered management fees charged to institutional and other clients of Federated Investment Management Company (the “Adviser”) for what might be viewed as like services. The Board was aware of these factors and was guided by them in its review of the Fund's investment advisory contract 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 Investors, Inc. and its affiliates (“Federated”) on matters relating to the Federated funds, and was assisted in its deliberations by independent legal counsel. Throughout the year, and in connection with its May meetings, the Board 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 substantial information in connection with the May meetings at which the Board's formal review of the investment advisory contract occurred. At the May meetings in addition to meeting in separate sessions of the independent trustees without management present, senior management of the Adviser also met with the independent trustees and their counsel to discuss the materials presented and any other matters thought relevant by the Adviser or the trustees. Between regularly scheduled meetings, the Board also received information on particular matters as the need arose. Thus, the Board's consideration of the investment advisory contract included review of the Senior Officer's Evaluation, accompanying data and additional information covering such matters as: the Adviser'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; the entrepreneurial risk assumed by the Adviser in sponsoring the Fund; 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 funds which include a comprehensive array of funds with different investment objectives, policies and strategies which are generally available for exchange without the incurrence of additional sales charges; compliance and audit reports concerning the Federated funds and the Federated
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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.
While mindful that courts have cautioned against giving such comparisons too much weight, the Board has found the use of comparisons of the Fund's fees and expenses to other mutual funds with comparable investment programs to be relevant to its deliberations. In this regard, the Board was presented with, and considered, information regarding the contractual advisory fee rates, total expense ratios and each element of the Fund's total expense ratio (i.e., gross and net advisory fees, custody fees, portfolio accounting fees and transfer agency fees) relative to the Fund's peers. The Board focused on comparisons with other similar mutual funds more heavily than non-mutual fund products or services because it is believed that 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 relevant indicator of what consumers have found to be reasonable in the precise marketplace in which the Fund competes.
The Board reviewed the contractual advisory fee rate and other expenses of the Fund and noted the position of the Fund's contractual advisory fee rate and other expenses relative to its peers. In this regard, the Board noted that the contractual advisory fee rate was above the median of the relevant peer group, but the Board noted the applicable waivers and reimbursements, and that the overall expense structure of the Fund remained competitive in the context of other factors considered by the Board.
By contrast, the Senior Officer has reviewed Federated's fees for providing advisory services to products outside the Federated funds (e.g., institutional and separate accounts and sub-adviser services). 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 and portfolio management techniques made necessary by different cash flows and different associated costs; and the time spent by portfolio managers and their teams, funds financial services, legal, compliance and risk management in reviewing securities pricing, addressing different administrative responsibilities, addressing different degrees of risk associated with management and a variety of different costs. The Senior Officer did not consider the fees for providing advisory services to these outside products to be determinative in judging the appropriateness of mutual fund advisory fees.
The Senior Officer noted that the services, administrative responsibilities and risks associated with such relationships are quite different than serving as a primary adviser to a fund.
Following such evaluation, the Board concluded, within the context of its full deliberations, that the expenses of the Fund are reasonable and supported renewal of the investment advisory contract with respect to the Fund.
The Board considered the nature, extent and quality of the services provided to the Fund by the Adviser and the resources of the Adviser and its affiliates dedicated to the Fund. In this regard, the Board evaluated, among other things, the Adviser's personnel, experience, track record, overall reputation and willingness to invest in personnel and infrastructure that benefit the Fund. In addition, the Board reviewed the qualifications, backgrounds and responsibilities of the portfolio management team primarily responsible for the day-to-day management of the Fund. The Board noted the compliance programs of and the compliance-related resources provided to the Fund by the Adviser. The Fund's ability to deliver competitive performance when compared to its peer group was also deemed to be relevant by the Board as a useful indicator of how the Adviser is executing the Fund's investment program, which in turn was one of the Board's considerations 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 investment advisory contract.
In evaluating the Fund's investment performance, the Board considered performance results in light of the Fund's investment objective, strategies and risks, as disclosed in the Fund's prospectus. The Board particularly considered detailed investment reports on the Fund's performance provided to the Board throughout the year and in connection with the May meetings. The Senior Officer also reviewed information 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 may be helpful, though not conclusive, in judging the reasonableness of the proposed fees. The Board considered, in evaluating such comparisons, that in some cases individual funds may exhibit significant and unique differences in their objectives and management techniques when compared to other funds within an industry peer group.
For the one-year, three-year and five-year periods covered by the Senior Officer's Evaluation, the Fund's performance was above the median of the relevant peer group.
Following such evaluation, the Board concluded, within the context of its full deliberations, that the performance of the Fund supported renewal of the investment advisory contract with respect to the Fund.
Annual Shareholder Report
33

Table of Contents
The Board also received financial information about Federated, including information regarding the compensation and ancillary (or “fall-out”) benefits Federated derived from its relationships with the Federated funds. This information covered not only the fees under the investment 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 information also detailed 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. Moreover, the Board receives regular reporting as to the institution, adjustment or elimination of these voluntary waivers. The Board considered Federated's previous reductions in contractual management fees to certain funds in response to the Senior Officer's recommendations.
Federated furnished information, 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, while these cost allocation reports apply consistent allocation processes, the inherent difficulties in allocating costs continues to cause the Senior Officer to question the precision of the process and to conclude that such reports may be unreliable, since a single change in an allocation estimate may dramatically alter the resulting estimate of cost and/or profitability of a fund and may produce unintended consequences. The allocation information, including the Senior Officer's view that fund-by-fund estimations may be unreliable, was considered in the analysis by the Board.
The Board and the Senior Officer also reviewed information compiled by Federated comparing profitability information for Federated to other publicly held fund management companies. In this regard, the Senior Officer concluded that Federated's profit margins did not appear to be excessive. The Senior Officer also noted that Federated appeared financially sound, with the resources to fulfill its obligations under its contracts with the Fund.
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, shareholder services, compliance, internal audit, and risk management functions, as well as systems technology (including technology relating to cybersecurity), and that the benefits of these efforts (as well as any economies of scale, should they exist) were likely to be enjoyed by the fund family as a whole. The Board noted that the Adviser's investments in these areas are extensive. In addition, the Board considered that Federated and its affiliates have frequently waived fees and/or reimbursed expenses and that this has allowed fund shareholders to share potential economies of scale from a fund's inception. Federated, as it does throughout the year, and again in connection with the Board's review, furnished information relative to revenue sharing or adviser paid fees. Federated and the Senior Officer noted that this information should be viewed to determine if there was an incentive to either not apply breakpoints or to apply breakpoints at higher levels and should not be viewed to determine the appropriateness of advisory fees, because it would represent marketing and distribution expenses. 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 a fund attains a certain size.
The Senior Officer noted that, subject to the comments and recommendations made within the Senior Officer's Evaluation, his observations and the information accompanying the Senior Officer's Evaluation supported a finding by the Board that the management fee for the fund was reasonable. Under these circumstances, no changes were recommended to, and no objection was raised to, the continuation of the Fund's investment advisory contract.
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 investment advisory contract. In particular, the Board recognized that many 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 investment 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 concluded that, in light of the factors discussed above, including the nature, quality and scope of the services provided to the Fund by the Adviser and its affiliates, continuation of the investment advisory contract was appropriate.
The Board based its decision to approve the investment advisory contract 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 continuation of the contract reflects its determination that Federated's performance and actions provided a satisfactory basis to support the decision to continue the existing arrangement.
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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 via the Proxy Voting Record (Form N-PX) link associated with the Fund and share class name at www.FederatedInvestors.com/FundInformation. 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 via the link to the Fund and share class name at www.FederatedInvestors.com/FundInformation.
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Table of Contents
Variable investment options 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 variable investment options 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.
Federated High Income Bond Fund II

Federated Investors Funds
4000 Ericsson Drive
Warrendale, PA 15086-7561
Contact us at FederatedInvestors.com
or call 1-800-341-7400.
Federated Securities Corp., Distributor
CUSIP 313916306
CUSIP 313916843
G00844-01 (2/17)
Federated is a registered trademark of Federated Investors, Inc.
2017 ©Federated Investors, Inc.
Annual Shareholder Report
Share Class
Primary
Service
    
Federated Kaufmann Fund II

A Portfolio of Federated Insurance Series

Dear Valued Shareholder,
I am pleased to present the Annual Shareholder Report for your fund covering the period from January 1, 2016 through December 31, 2016. This report includes Management's Discussion of Fund Performance, a complete listing of your fund's holdings, performance information and financial statements along with other important fund information.
In addition, our website, FederatedInvestors.com, offers easy access to Federated resources that include timely fund updates, economic and market insights from our investment strategists, and financial planning tools. We invite you to register to take full advantage of its capabilities.
Thank you for investing with Federated. I hope you find this information useful and look forward to keeping you informed.
Sincerely,
John B. Fisher, President

Not FDIC Insured • May Lose Value • No Bank Guarantee

CONTENTS

Table of Contents
Management's Discussion of Fund Performance (unaudited)
The total return of Federated Kaufmann Fund II (the “Fund”), based on net asset value for the 12-month reporting period ended December 31, 2016, was 3.66% for the Primary Shares and 3.42% for the Service Shares. The Fund's benchmark, the Russell Midcap® Growth Index (the RMCGI),1 a broad-based securities market index, had a total return of 7.33% for the period. The total return of the Morningstar Variable Underlying Funds Mid-Cap Growth Funds Average (MVMCGFA),2 a peer group average for the Fund, was 4.75%. The Fund's and MVMCGFA's total returns for the most recently completed fiscal year reflected actual cash flows, transaction costs and other expenses, which were not reflected in the total return of the RMCGI.
During the reporting period, the Fund's investment strategy focused on stock selection, sector exposure and country allocation. These were the most significant factors affecting the Fund's performance relative to the RMCGI.
The following discussion will focus on the Fund's Primary Shares.
MARKET OVERVIEW
2016 was a year of two halves. The broader markets saw panic and selling in the first half; however, they rebounded in the second half of the year, even rallying into the end of the year.
Small-cap companies significantly outperformed both mid- and large-cap companies during the period. Large-cap stocks, as measured by the Russell 1000® Index,3 returned 12.05%. The RMCGI, representing mid-cap growth stocks, returned 7.33%, and the Russell 2000® Index,4 representing small-cap stocks, returned 21.31%. The best-performing RMCGI sectors were: Energy (39.5%), Materials (15.9%) and Financials (15.8%). The weakest-performing sectors during the quarter were: Real Estate (-4.26%), Health Care (-3.16%) and Consumer Discretionary (1.52%).
During the reporting period, stocks rose significantly in the latter half of the year. This was due to improved economic data coming off a swoon in 2015, when plummeting oil prices pushed global interest rates and inflation rates to record lows. As 2016 wore on, the global oil price and commodities rebounded. This spurred investment in inventory and helped global central banks be more comfortable with tapering some of their stimulus intended to help growth rates. As U.S. economic data improved, the U.S. Federal Reserve raised target interest rates in December for the second time in nine years. This drove the dollar significantly higher as well as interest rates and inflation expectations.
STOCK SELECTION
The five stocks that contributed the most to the Fund's performance versus the RMCGI were: Tesaro Inc., US Silica Holdings, Veeva Systems Inc., Microsemiconductor and Progenics Pharmaceuticals.
The five stocks that most negatively affected Fund performance were: Alkermes Plc, Dynavax Technologies, Seres Therapeutics, Dexcom and Allergan.
SECTOR EXPOSURE
At the end of the reporting period, approximately 67% of the portfolio was invested in four large sectors: Health Care, Information Technology, Industrials and Consumer Discretionary. These sectors have historically provided good opportunities for bottom-up growth investors. In 2016, a relative underweight in Consumer Discretionary had a positive impact on performance. The Fund maintained higher-than-benchmark exposure to Health Care, which hurt the Fund performance. The cash position of the Fund was approximately 11.44% on average throughout the reporting period.
COUNTRY ALLOCATION
The reporting period ended with approximately 17% of the Fund invested in non-U.S. holdings. During the reporting period, stock selection in foreign companies5 was a positive contributor to Fund performance. However, the allocation outside the U.S. hurt Fund performance relative to the RMCGI.
1 Please see the footnotes to the line graphs below for definitions of, and further information about, the RMCGI.
2 Please see the footnotes to the line graphs below for definitions of, and further information about, the MVMCGFA.
3 The Russell 1000® Index measures the performance of the small-cap segment of the U.S. equity universe. It includes approximately 1000 of the smallest securities based on a combination of their market cap and current index membership.*
4 The Russell 2000® Index measures the performance of the small-cap segment of the U.S. equity universe. It includes approximately 2000 of the smallest securities based on a combination of their market cap and current index membership.*
5 International investing involves special risks including currency risk, increased volatility, political risks and differences in auditing and other financial standards.
* The index is unmanaged, and it is not possible to invest directly in an index.
Annual Shareholder Report
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Table of Contents
FUND PERFORMANCE AND GROWTH OF A $10,000 INVESTMENT
The graph below illustrates the hypothetical investment of $10,0001 in the Federated Kaufmann Fund II from December 31, 2006 to December 31, 2016, compared to the Russell Midcap® Growth Index (RMCGI)2 and the Morningstar Variable Underlying Mid-Cap Growth Funds Average (MVMCGFA).3 The Average Annual Total Return table below shows returns for each class averaged over the stated periods.
Growth of a $10,000 Investment
Growth of $10,000 as of December 31, 2016
The Fund offers multiple share classes whose performance may be greater or less than its other share class(es) due to differences in sales charges and expenses.
Average Annual Total Returns for the Period Ended 12/31/2016
  1 Year 5 Years 10 Years
Primary Shares 3.66% 14.74% 6.38%
Service Shares 3.42% 14.45% 6.11%
RMCGI 7.33% 13.51% 7.83%
MVMCGFA 4.75% 11.65% 6.54%
Performance data quoted represents past performance which is no guarantee of future results. Investment return and principal value will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Performance of a variable investment option changes over time and current performance may be lower or higher than what is stated. For current to the most recent month-end performance, contact your insurance company. The performance information presented does not include the charges and expenses imposed by the insurance company under the variable insurance product contract. The inclusion of such charges would lower performance. Please refer to the variable insurance product prospectus for a complete listing of these expenses. Fund shares are available exclusively as a funding vehicle for life insurance companies writing variable life insurance policies and variable annuity contracts. Variable investment options are not obligations of or guaranteed by any bank and are not federally insured.
1 The Fund's performance assumes the reinvestment of all dividends and distributions. The RMCGI and MVMCGFA have been adjusted to reflect reinvestment of dividends on securities in the index and average.
2 The RMCGI measures the performance of the mid-cap growth segment of the U.S. equity universe. It includes those Russell Midcap® Index companies with higher price-to-book ratios and higher forecasted growth values. The RMCGI is constructed to provide a comprehensive and unbiased barometer of the mid-cap growth market. The RMCGI is completely reconstituted annually to ensure larger stocks do not distort the performance and characteristics of the true mid-cap growth market. The RMCGI is not adjusted to reflect sales charges, expenses or other fees that the Securities and Exchange Commission requires to be reflected in the Fund's performance. The index is unmanaged and unlike the Fund, is not affected by cash flows. It is not possible to invest directly in an index.
3 Morningstar figures represent the average of the total returns reported by all the funds designated by Morningstar as falling into the respective category indicated. They do not reflect sales charges. The Morningstar figures in the Growth of $10,000 line graph are based on historical return information published by Morningstar and reflect the return of the funds comprising the category in the year of publication. Because the funds designated by Morningstar as falling into the category can change over time, the Morningstar figures in the line graph may not match the Morningstar figures in the Average Annual Total Returns table, which reflect the return of the funds that currently comprise the category.
Annual Shareholder Report
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Table of Contents
Portfolio of Investments Summary Table (unaudited)
At December 31, 2016, the Fund's sector composition1 was as follows:
Sector Composition Percentage of
Total Net Assets
Health Care 27.5%
Information Technology 19.8%
Industrials 10.7%
Consumer Discretionary 9.1%
Financials 6.3%
Materials 3.8%
Energy 2.5%
Real Estate 2.5%
Consumer Staples 1.0%
Derivative Contracts2,3 0.0%
Securities Lending Collateral4 1.8%
Cash Equivalents5 16.4%
Other Assets and Liabilities—Net6 (1.4)%
TOTAL 100.0%
1 Except for Securities Lending Collateral, Cash Equivalents and Other Assets and Liabilities, 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.
2 Represents less than 0.1%.
3 Based upon net unrealized appreciation (depreciation) or value of the derivative contracts as applicable. 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 unrealized appreciation (depreciation) or value may indicate. In many cases, the notional value or 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.
4 Cash collateral received from lending portfolio securities which is invested in short-term investments such as repurchase agreements or money market mutual funds.
5 Cash Equivalents include any investments in money market mutual funds and/or overnight repurchase agreements other than those representing securities lending collateral.
6 Assets, other than investments in securities and derivative contracts, less liabilities. See Statement of Assets and Liabilities.
Annual Shareholder Report
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Table of Contents
Portfolio of Investments
Shares or
Principal
Amount
    Value
    COMMON STOCKS—83.1%  
    Consumer Discretionary—9.1%  
1,800 1 Amazon.com, Inc. $1,349,766
2,625 2 Cracker Barrel Old Country Store, Inc. 438,322
3,150   Ctrip.com International Ltd., ADR 126,000
20,700 1 Dave & Buster's Entertainment, Inc. 1,165,410
30,000   Hilton Worldwide Holdings, Inc. 816,000
12,200   Las Vegas Sands Corp. 651,602
4,500 1 Mohawk Industries, Inc. 898,560
11,000   Moncler S.p.A 191,308
1,109,680   NagaCorp Limited 637,506
7,300   Newell Brands, Inc. 325,945
13,200 1 One Group Hospitality, Inc./The 29,304
118,439   Samsonite International SA 336,957
9,135   Six Flags Entertainment Corp. 547,735
30,500   Starbucks Corp. 1,693,360
4,800   Whirlpool Corp. 872,496
7,000 1 Wingstop, Inc. 207,130
27,400 1 Yoox Net-A-Porter Group 773,989
    TOTAL 11,061,390
    Consumer Staples—1.0%  
27,100 1 Blue Buffalo Pet Products, Inc. 651,484
3,280   Constellation Brands, Inc., Class A 502,857
    TOTAL 1,154,341
    Energy—2.5%  
33,000 1 Rice Energy, Inc. 704,550
30,380   Tenaris S.A., ADR 1,084,870
22,000   US Silica Holdings, Inc. 1,246,960
    TOTAL 3,036,380
    Financials—6.3%  
5,000 1 Affiliated Managers Group 726,500
19,700   American International Group, Inc. 1,286,607
6,500   BlackRock, Inc. 2,473,510
24,400   CIT Group Holdings, Inc. 1,041,392
66,300   Chimera Investment Corp. 1,128,426
166,330   FinecoBank Banca Fineco SPA 932,569
    TOTAL 7,589,004
    Health Care—27.4%  
7,500   Agilent Technologies, Inc. 341,700
19,100 1 Alkermes, Inc. 1,061,578
27,473 1 Amphastar Pharmaceuticals, Inc. 506,053
34,394 1,3 arGEN-x 577,059
142,420 1,4 BioNano Genomics, Inc. 0
26,900 1 Boston Scientific Corp. 581,847
42,500 1,3 ContraFect Corp. 74,375
303,000 1,3 Corcept Therapeutics, Inc. 2,199,780
24,200   Danaher Corp. 1,883,728
2,500 1 Dexcom, Inc. 149,250
Annual Shareholder Report
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Table of Contents
Shares or
Principal
Amount
    Value
    COMMON STOCKS—continued  
    Health Care—continued  
220,470 1,3,4 Dyax Corp. $244,722
56,654 1,3 Dynavax Technologies Corp. 223,783
7,200 1 Edwards Lifesciences Corp. 674,640
48,600 1,2,3 Egalet Corp. 371,790
5,000 1 GW Pharmaceuticals PLC, ADR 558,750
16,400 1 Galapagos NV 1,048,757
23,900 1 Galapagos NV, ADR 1,534,141
12,600 1 Genmab A/S 2,088,513
18,800 1 Glaukos Corp. 644,840
8,500 1 IDEXX Laboratories, Inc. 996,795
25,093 1 Intersect ENT, Inc. 303,625
4,300 1 MacroGenics, Inc. 87,892
122,882 1,3 Minerva Neurosciences, Inc. 1,443,864
24,300 1 Nektar Therapeutics 298,161
6,400 1 Nevro Corp. 465,024
60,800 1,3 Otonomy, Inc. 966,720
10,973 1 Penumbra, Inc. 700,078
22,220 1,2 Poxel SA 162,950
275,600 1,3 Progenics Pharmaceuticals, Inc. 2,381,184
38,203 1,3 Protalix Biotherapeutics, Inc. 17,000
18,300 1 Repligen Corp. 564,006
20,800 1 SAGE Therapeutics, Inc. 1,062,048
66,360 1,2,3 SCYNEXIS, Inc. 211,688
23,900 1 Seres Therapeutics, Inc. 236,610
29,200 1 Spark Therapeutics, Inc. 1,457,080
27,200 1,3 SteadyMed Ltd. 70,666
28,534 1,3,5 SteadyMed Ltd. 75,615
2,945 1,3,5,6 SteadyMed Ltd. 9,218
14,400 1 Tesaro, Inc. 1,936,512
8,900 1 Ultragenyx Pharmaceutical, Inc. 625,759
6,100 1 VCA, Inc. 418,765
75,000 1 Veeva Systems, Inc. 3,052,500
27,150 1 Versartis, Inc. 404,535
31,400 1,3 Zogenix, Inc. 381,510
    TOTAL 33,095,111
    Industrials—10.7%  
7,650   Acuity Brands, Inc. 1,766,079
48,500   Air Lease Corp. 1,665,005
15,500 1 Dycom Industries, Inc. 1,244,495
6,850   Equifax, Inc. 809,876
17,200   KAR Auction Services, Inc. 733,064
24,300 1 MRC, Global Inc. 492,318
10,700   OshKosh Truck Corp. 691,327
4,400   Raytheon Co. 624,800
17,800 1 Rexnord Corp. 348,702
7,000   Roper Technologies, Inc. 1,281,560
16,300   Union Pacific Corp. 1,689,984
8,500 1 Verisk Analytics, Inc. 689,945
Annual Shareholder Report
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Table of Contents
Shares or
Principal
Amount
    Value
    COMMON STOCKS—continued  
    Industrials—continued  
77,100 1 ZTO Express (Cayman), Inc., ADR $930,597
    TOTAL 12,967,752
    Information Technology—19.8%  
3,100 1 Adobe Systems, Inc. 319,145
35,000 1 Advanced Micro Devices, Inc. 396,900
12,100 1 Alibaba Group Holding Ltd., ADR 1,062,501
15,400   Amadeus IT Group S.A. 699,611
9,500   Broadcom Ltd. 1,679,315
12,100 1 BroadSoft, Inc. 499,125
3,600 1 Check Point Software Technologies Ltd. 304,056
7,800 1 CoStar Group, Inc. 1,470,222
9,900 1,2 Coupa Software, Inc. 247,599
64,890 1 GDS Holdings Ltd., ADR 558,054
19,400 1 GoDaddy, Inc. 678,030
5,940 1 GrubHub, Inc. 223,463
34,300 1 Microsemi Corp. 1,851,171
36,500 1 Mobileye NV 1,391,380
23,800 1 NIC, Inc. 568,820
20,900 1 NXP Semiconductors NV 2,048,409
13,896 1 Q2 Holdings, Inc. 400,899
35,550 1,2 RADWARE Ltd. 518,319
12,100 1 Salesforce.com, Inc. 828,366
30,300 1 ServiceNow, Inc. 2,252,502
7,300 1 Shopify, Inc. 312,951
11,000 1 Splunk, Inc. 562,650
13,800 1 Tyler Technologies, Inc. 1,970,226
19,000 1 Vantiv, Inc. 1,132,780
21,800 1 Workday, Inc. 1,440,762
16,300 1,2 Zillow Group, Inc. 594,461
    TOTAL 24,011,717
    Materials—3.8%  
10,825   Eagle Materials, Inc. 1,066,587
10,500 1 Ingevity Corp. 576,030
2,850   Martin Marietta Materials 631,360
7,000   Sherwin-Williams Co. 1,881,180
8,650   Westlake Chemical Corp. 484,314
    TOTAL 4,639,471
    Real Estate—2.5%  
12,300 1 CBRE Group, Inc. 387,327
12,100   Crown Castle International Corp. 1,049,917
6,000   Lamar Advertising Co. 403,440
9,595   MGM Growth Properties LLC 242,849
14,900   Ryman Hospitality Properties 938,849
    TOTAL 3,022,382
    TOTAL COMMON STOCKS
(IDENTIFIED COST $71,033,682)
100,577,548
    WARRANTS—0.1%  
    Health Care—0.1%  
42,500 1,3 ContraFect Corp., Warrants 38,990
21,060 1,3 SCYNEXIS, Inc., Warrants 38,727
Annual Shareholder Report
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Table of Contents
Shares or
Principal
Amount
    Value
    WARRANTS—continued  
    Health Care—continued  
28,534 1,3 SteadyMed Ltd., Warrants $44,861
128,250 1,3 Zogenix, Inc., Warrants 33,024
    TOTAL WARRANTS
(IDENTIFIED COST $3,992)
155,602
    CORPORATE BOND—0.0%  
    Health Care—0.0%  
$50,000 3 Protalix Biotherapeutics, Inc., Conv. Bond, 7.50%, 11/15/2021
(IDENTIFIED COST $66,500)
42,500
    REPURCHASE AGREEMENTS—18.2%  
19,780,000   Interest in $903,000,000 joint repurchase agreement 0.50%, dated 12/30/2016 under which Bank of America, N.A. will repurchase securities provided as collateral for $903,050,167 on 1/3/2017. The securities provided as collateral at the end of the period held with BNY Mellon as tri-party agent, were U.S. Government Agency securities maturing on 2/25/2044 and the market value of those underlying securities was $930,141,672. 19,780,000
2,182,847   Interest in $903,000,000 joint repurchase agreement 0.50%, dated 12/30/2016 under which Bank of America, N.A. will repurchase securities provided as collateral for $903,050,167 on 1/3/2017. The securities provided as collateral at the end of the period held with BNY Mellon as tri-party agent, were U.S. Government Agency securities maturing on 2/25/2044 and the market value of those underlying securities was $930,141,672 (purchased with proceeds from securities lending collateral). 2,182,847
    TOTAL REPURCHASE AGREEMENTS
(AT COST)
21,962,847
    TOTAL INVESTMENTS—101.4%
(IDENTIFIED COST $93,067,021)7
122,738,497
    OTHER ASSETS AND LIABILITIES - NET—(1.4)%8 (1,746,558)
    TOTAL NET ASSETS—100% $120,991,939
At December 31, 2016, the Fund had the following outstanding futures contracts:
Description Number of
Contracts
Notional
Value
Expiration
Date
Unrealized
Appreciation
1S&P 500 E-Mini Index Short Futures 6 $670,860 March 2017 $6,951
At December 30, 2016, the Fund had the following outstanding foreign exchange contracts:
Settlement Date Counterparty Currency
Units to
Deliver/Receive
In
Exchange
For
Unrealized
Appreciation
(Depreciation)
Contracts Sold:
1/3/2017
Citibank N.A.
350,707 DKK $49,728 $71
1/3/2017
Citibank N.A.
97,895 HKD $12,623 $(1)
NET UNREALIZED APPRECIATION ON FOREIGN EXCHANGE CONTRACTS $70
Net Unrealized Appreciation on Futures Contracts and Foreign Exchange Contracts is included in “Other Assets and Liabilities—Net.”
1 Non-income-producing security.
2 All or a portion of these securities are temporarily on loan to unaffiliated broker/dealers.
3 Affiliated companies.
4 Market quotations and price evaluations are not available. Fair value determined in accordance with procedures established by and under the general supervision of the Trustees.
5 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 December 31, 2016, these restricted securities amounted to $84,833, which represented 0.1% of total net assets.
6 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 Trustees (the “Trustees”). At December 31, 2016, these liquid restricted securities amounted to $9,218, which represented 0.0% of total net assets.
7 The cost of investments for federal tax purposes amounts to $93,501,988.
8 Assets, other than investments in securities, less liabilities. See Statement of Assets and Liabilities.
Note: The categories of investments are shown as a percentage of total net assets at December 31, 2016.
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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.). Also includes securities valued at amortized cost.
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 December 31, 2016, in valuing the Fund's assets carried at fair value:
Valuation Inputs        
  Level 1—
Quoted
Prices
Level 2—
Other
Significant
Observable
Inputs
Level 3—
Significant
Unobservable
Inputs
Total
Equity Securities:        
Common Stocks        
 Domestic $79,557,187 $$244,722 $79,801,909
 International 13,326,420 7,449,219 20,775,639
Warrants 155,602 155,602
Debt Securities:        
Corporate Bonds 42,500 42,500
Repurchase Agreements 21,962,847 21,962,847
TOTAL SECURITIES $92,883,607 $29,610,168 $244,722 $122,738,497
Other Financial Instruments1        
Assets $7,022 $$$7,022
Liabilities (1) (1)
TOTAL OTHER FINANCIAL INSTRUMENTS $7,021 $$$7,021
1 Other financial instruments include futures contracts and foreign exchange contracts.
The following acronyms are used throughout this portfolio:
ADR —American Depositary Receipt
DKK — Danish Krone
HKD —Hong Kong Dollar
SA —Support Agreement
See Notes which are an integral part of the Financial Statements
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Financial HighlightsPrimary Shares
(For a Share Outstanding Throughout Each Period)
  Year Ended December 31,
  2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $17.42 $18.92 $19.22 $15.06 $12.84
Income From Investment Operations:          
Net investment income (loss) (0.11)1 (0.15)1 (0.15)1 (0.12)1 (0.05)1
Net realized and unrealized gain on investments, futures contracts and foreign currency transactions 0.56 1.44 1.91 5.76 2.27
TOTAL FROM INVESTMENT OPERATIONS 0.45 1.29 1.76 5.64 2.22
Less Distributions:          
Distributions from net realized gain on investments, futures contracts and foreign currency transactions (1.17) (2.79) (2.06) (1.48)
Net Asset Value, End of Period $16.70 $17.42 $18.92 $19.22 $15.06
Total Return2 3.66% 6.37% 9.71% 40.12% 17.29%
Ratios to Average Net Assets:          
Net expenses 1.54%3 1.53%3 1.53%3 1.53%3 1.53%3
Net investment income (loss) (0.67)% (0.84)% (0.83)% (0.75)% (0.34)%
Expense waiver/reimbursement4 0.03% 0.00%5 0.09% 0.25% 0.34%
Supplemental Data:          
Net assets, end of period (000 omitted) $42,122 $46,450 $49,425 $53,392 $43,192
Portfolio turnover 59% 60% 51% 71% 65%
1 Per share numbers have been calculated using the average shares method.
2 Based on net asset value. Total returns do not reflect any additional fees or expenses that may be imposed by separate accounts of insurance companies or in connection with any variable annuity or variable life insurance contract.
3 The net expense ratio is calculated without reduction for expense offset arrangements. The net expense ratios are 1.54%, 1.53%, 1.53%, 1.53% and 1.53% for the years ended December 31, 2016, 2015, 2014, 2013 and 2012, respectively, after taking into account these expense reductions.
4 This expense decrease is reflected in both the net expense and the net investment income (loss) ratios shown above.
5 Represents less than 0.01%.
See Notes which are an integral part of the Financial Statements
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Financial HighlightsService Shares
(For a Share Outstanding Throughout Each Period)
  Year Ended December 31,
  2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $16.82 $18.39 $18.78 $14.79 $12.64
Income From Investment Operations:          
Net investment income (loss) (0.14)1 (0.19)1 (0.19)1 (0.16)1 (0.09)1
Net realized and unrealized gain on investments, futures contracts and foreign currency transactions 0.53 1.41 1.86 5.63 2.24
TOTAL FROM INVESTMENT OPERATIONS 0.39 1.22 1.67 5.47 2.15
Less Distributions:          
Distributions from net realized gain on investments, futures contracts and foreign currency transactions (1.17) (2.79) (2.06) (1.48)
Net Asset Value, End of Period $16.04 $16.82 $18.39 $18.78 $14.79
Total Return2 3.42% 6.15% 9.43% 39.67% 17.01%
Ratios to Average Net Assets:          
Net expenses 1.79%3 1.78%3 1.78%3 1.78%3 1.78%3
Net investment income (loss) (0.92)% (1.07)% (1.08)% (1.00)% (0.65)%
Expense waiver/reimbursement4 0.03% 0.00%5 0.09% 0.25% 0.34%
Supplemental Data:          
Net assets, end of period (000 omitted) $78,870 $91,458 $69,369 $70,159 $51,992
Portfolio turnover 59% 60% 51% 71% 65%
1 Per share numbers have been calculated using the average shares method.
2 Based on net asset value. Total returns do not reflect any additional fees or expenses that may be imposed by separate accounts of insurance companies or in connection with any variable annuity or variable life insurance contract.
3 The net expense ratio is calculated without reduction for expense offset arrangements. The net expense ratios are 1.79%, 1.78%, 1.78%, 1.78% and 1.78% for the years ended December 31, 2016, 2015, 2014, 2013 and 2012, respectively, after taking into account these expense reductions.
4 This expense decrease is reflected in both the net expense and the net investment income ratios shown above.
5 Represents less than 0.01%.
See Notes which are an integral part of the Financial Statements
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Statement of Assets and Liabilities
Assets:    
Investment in repurchase agreements $21,962,847  
Investment in securities 100,775,650  
Total investment in securities, at value including $2,108,256 of securities loaned (Note 2) and $9,447,076 of investment in affiliated companies (Note 5) (identified cost $93,067,021)   $122,738,497
Cash   5,229
Cash denominated in foreign currencies (identified cost $84)   83
Restricted cash (Note 2)   28,500
Income receivable   69,024
Receivable for investments sold   744,166
Receivable for shares sold   23,918
Unrealized appreciation on foreign exchange contracts   71
Receivable for daily variation margin on futures contracts   2,672
TOTAL ASSETS   123,612,160
Liabilities:    
Payable for investments purchased $38,863  
Payable for shares redeemed 290,288  
Unrealized depreciation on foreign exchange contracts 1  
Payable for collateral due to broker for securities lending 2,182,847  
Payable to adviser (Note 5) 8,369  
Payable for administrative fees (Note 5) 521  
Payable for distribution services fee (Note 5) 17,060  
Accrued expenses (Note 5) 82,272  
TOTAL LIABILITIES   2,620,221
Net assets for 7,440,173 shares outstanding   $120,991,939
Net Assets Consist of:    
Paid-in capital   $77,731,003
Net unrealized appreciation of investments, futures contracts and translation of assets and liabilities in foreign currency   29,678,694
Accumulated net realized gain on investments, futures contracts and foreign currency transactions   13,774,343
Accumulated net investment income (loss)   (192,101)
TOTAL NET ASSETS   $120,991,939
Net Asset Value, Offering Price and Redemption Proceeds Per Share    
Primary Shares:    
Net asset value per share ($42,121,696 ÷ 2,522,215 shares outstanding), no par value, unlimited shares authorized   $16.70
Service Shares:    
Net asset value per share ($78,870,243 ÷ 4,917,958 shares outstanding), no par value, unlimited shares authorized   $16.04
See Notes which are an integral part of the Financial Statements
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Statement of Operations
Investment Income:      
Dividends (net of foreign taxes withheld of $3,506)     $915,470
Interest (including $4,240 received from affiliated companies (Note 5) and income on securities loaned of $110,077)     161,558
TOTAL INCOME     1,077,028
Expenses:      
Investment adviser fee (Note 5)   $1,612,050  
Administrative fee (Note 5)   96,992  
Custodian fees   28,869  
Transfer agent fee   13,969  
Directors'/Trustees' fees (Note 5)   2,222  
Auditing fees   32,270  
Legal fees   29,860  
Portfolio accounting fees   64,700  
Distribution services fee (Note 5)   205,012  
Printing and postage   37,166  
Miscellaneous (Note 5)   24,620  
TOTAL EXPENSES   2,147,730  
Waiver and Reduction:      
Waiver of investment adviser fee (Note 5) $(33,839)    
Fees paid indirectly from directed brokerage arrangements (Note 6) (1,591)    
TOTAL WAIVER AND REDUCTION   (35,430)  
Net expenses     2,112,300
Net investment income (loss)     (1,035,272)
Realized and Unrealized Gain (Loss) on Investments, Futures Contracts and Foreign Currency Transactions:      
Net realized gain on investments (including realized loss of $1,919,997 on sale of investments in affiliated companies (Note 5)) and foreign currency transactions     14,291,775
Net realized gain on futures contracts     25,367
Net change in unrealized appreciation of investments and translation of assets and liabilities in foreign currency     (9,805,993)
Net change in unrealized appreciation of futures contracts     6,951
Net realized and unrealized gain on investments, futures contracts and foreign currency transactions     4,518,100
Change in net assets resulting from operations     3,482,828
See Notes which are an integral part of the Financial Statements
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Statement of Changes in Net Assets
Year Ended December 31 2016 2015
Increase (Decrease) in Net Assets    
Operations:    
Net investment income (loss) (1,035,272) (1,305,702)
Net realized gain on investments, futures contracts and foreign currency transactions 14,317,142 9,597,417
Net change in unrealized appreciation/depreciation of investments, futures contracts and translation of assets and liabilities in foreign currency (9,799,042) (1,894,145)
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS 3,482,828 6,397,570
Distributions to Shareholders:    
Distributions from net realized gain on investments, futures contracts and foreign currency transactions    
Primary Shares (3,022,416) (7,009,109)
Service Shares (6,304,411) (10,256,113)
CHANGE IN NET ASSETS RESULTING FROM DISTRIBUTIONS TO SHAREHOLDERS (9,326,827) (17,265,222)
Share Transactions:    
Proceeds from sale of shares 16,376,937 54,094,180
Net asset value of shares issued to shareholders in payment of distributions declared 9,326,827 17,265,219
Cost of shares redeemed (36,775,523) (41,377,510)
CHANGE IN NET ASSETS RESULTING FROM SHARE TRANSACTIONS (11,071,759) 29,981,889
Change in net assets (16,915,758) 19,114,237
Net Assets:    
Beginning of period 137,907,697 118,793,460
End of period (including accumulated net investment income (loss) of $(192,101) and $(172,258), respectively) $120,991,939 $137,907,697
See Notes which are an integral part of the Financial Statements
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Notes to Financial Statements
1. ORGANIZATION
Federated Insurance Series (the “Trust”) is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company. The Trust consists of seven portfolios. The financial statements included herein are only those of Federated Kaufmann Fund II (the “Fund”), a diversified portfolio. The financial statements of the other portfolios are presented separately. The assets of each portfolio are segregated and a shareholder's interest is limited to the portfolio in which shares are held. Each portfolio pays its own expenses. The Fund offers two classes of shares: Primary Shares and Service Shares. All shares of the Fund have equal rights with respect to voting, except on class-specific matters. Fund shares are available exclusively as a funding vehicle for life insurance companies writing variable life insurance policies and variable annuity contracts. The investment objective of the Fund is capital appreciation.
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 U.S. generally accepted accounting principles (GAAP).
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 are fair valued using price evaluations provided by a pricing service approved by the Trustees.
Shares of other mutual funds or non-exchange-traded investment companies are valued based upon their reported NAVs.
Derivative contracts listed on exchanges are valued at their reported settlement or closing price, except that options are valued at the mean of closing bid and asked quotations.
Over-the-counter (OTC) derivative contracts are fair valued using price evaluations provided by a pricing service approved by the Trustees.
For securities that are fair valued in accordance with procedures established by and under the general supervision of the Trustees, certain factors may be considered such as: the last traded or purchase price of the security, information obtained by contacting the issuer or dealers, analysis of the issuer's financial statements or other available documents, fundamental analytical data, the nature and duration of restrictions on disposition, the movement of the market in which the security is normally traded, public trading in similar securities or derivative contracts of the issuer or comparable issuers, movement of a relevant index, or other factors including but not limited to industry changes and relevant government actions.
If any price, quotation, price evaluation or other pricing source is not readily available when the NAV is calculated, if the Fund cannot obtain price evaluations from a pricing service or from more than one dealer for an investment within a reasonable period of time as set forth in the Fund's valuation policies and procedures, or if information furnished by a pricing service, in the opinion of the valuation committee (“Valuation Committee”), is deemed not representative of the fair value of such security, 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 obtain the fair value assigned to an investment if it sold the investment at approximately the time at which the Fund determines its NAV per share.
Fair Valuation and Significant Events Procedures
The Trustees have ultimate responsibility for determining the fair value of investments for which market quotations are not readily available. The Trustees have appointed a Valuation Committee comprised of officers of the Fund, Federated Equity Management Company of Pennsylvania (“Adviser”) and certain of the Adviser's affiliated companies to assist in determining fair value and in overseeing the calculation of the NAV. The Trustees have also authorized the use of pricing services recommended by the Valuation Committee to provide fair value evaluations of the current value of certain investments for purposes of calculating the NAV. The Valuation Committee employs various methods for reviewing third-party pricing-service evaluations including periodic reviews of third-party pricing services' policies, procedures and valuation methods (including key inputs, methods, models and assumptions), transactional back-testing, comparisons of evaluations of different pricing services and review of price challenges by the Adviser based on recent market activity. In the event that market quotations and price evaluations are not available for an investment, the Valuation Committee determines the fair value of the investment in accordance with procedures adopted by the Trustees. The Trustees periodically review and approve the fair valuations made by the Valuation Committee and any changes made to the procedures.
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 any U.S. Treasury and Agency securities, mortgage-backed securities and municipal securities. The Fund normally uses mid evaluations for any other types of fixed-income securities and any 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 Trustees.
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The Trustees 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 principally in foreign markets, significant trends in U.S. equity markets or in the trading of foreign securities index futures contracts;
Political or other developments affecting the economy or markets in which an issuer conducts its operations or its securities are traded;
Announcements concerning matters such as acquisitions, recapitalizations, litigation developments, or a natural disaster affecting the issuer's operations or regulatory changes or market developments affecting the issuer's industry.
The Trustees have adopted procedures whereby the Valuation Committee uses 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 in accordance with the fair valuation procedures approved by the Trustees. The Trustees have ultimate responsibility for any fair valuations made in response to a significant event.
Repurchase Agreements
The Fund may invest in repurchase agreements for short-term liquidity purposes. 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.
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.
Repurchase agreements are subject to Master Netting Agreements (MNA) which are agreements between the Fund and its counterparties that provide for the net settlement of all transactions and collateral with the Fund, through a single payment, in the event of default or termination. Amounts presented on the Portfolio of Investments and Statement of Assets and Liabilities are not net settlement amounts but gross. As indicated above, the cash or securities to be repurchased, as shown on the Portfolio of Investments, exceeds the repurchase price to be paid under the agreement reducing the net settlement amount to zero.
Investment Income, Gains and Losses, Expenses and Distributions
Investment transactions are accounted for on a trade-date basis. Realized gains and losses from investment transactions are recorded on an identified-cost basis. 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. Amortization/accretion of premium and discount is included in investment income. Distributions of net investment income, if any, are declared and paid annually. 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 Primary Shares and Service Shares may bear distribution services fees unique to those classes. The detail of the total fund expense waiver and expense reduction of $35,430 is disclosed in various locations in Note 5 and Note 6.
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.
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. As of and during the year ended December 31, 2016, the Fund did not have a liability for any uncertain tax positions. The Fund recognizes interest and penalties, if any, related to tax liabilities as income tax expense in the Statement of Operations. As of December 31, 2016, tax years 2013 through 2016 remain subject to examination by the Fund's major tax jurisdictions, which include the United States of America and the Commonwealth of Massachusetts.
The Fund may be subject to taxes imposed by governments of countries in which it invests. Such taxes are generally based on either income or gains earned or repatriated. The Fund accrues and applies such taxes to net investment income, net realized gains and net unrealized gains as income and/or gains are earned.
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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.
Futures Contracts
The Fund purchases and sells financial futures contracts to manage currency risk and market risks. Upon entering into a financial futures contract with a broker, the Fund is required to deposit in a segregated account a specified amount of U.S. government securities or cash, which is shown as restricted cash in the Statement of Assets and Liabilities. 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. There is minimal counterparty risk to the Fund since futures contracts are exchange traded and the exchange's clearing house, as counterparty to all exchange traded futures, guarantees the futures contracts against default.
Futures contracts outstanding at period end are listed after the Fund's Portfolio of Investments.
The average notional value of short futures contracts held by the Fund throughout the period was $292,153. This is based on amounts held as of each month-end throughout the fiscal period.
Foreign Exchange Contracts
The Fund enters into foreign exchange contracts for the delayed-delivery of securities or foreign currency exchange transactions. The Fund enters 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 are subject to MNA. Amounts presented on the Portfolio of Investments and Statement of Assets and Liabilities are not net settlement amounts but gross. Foreign exchange contracts outstanding at period end, including net unrealized appreciation/depreciation or net settlement amount, are listed after the Fund's Portfolio of Investments.
The average value at settlement date payable and receivable of foreign exchange contracts purchased and sold by the Fund throughout the period was $31 and $337, respectively. This is based on the contracts held as of each month-end throughout the fiscal period.
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 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.
Securities Lending
The Fund participates in a securities lending program providing for the lending of corporate bonds and government securities to qualified brokers. The Fund normally receives cash collateral for securities loaned that is invested in an affiliated money market fund or in short-term securities including repurchase agreements. Collateral is maintained at a minimum level of 100% of the market value of investments loaned, plus interest, if applicable. Earnings on collateral are allocated between the borrower of the security, the securities lending agent, as a fee for its services under the program and the Fund, according to agreed-upon rates.
Securities lending transactions are subject to MNA. Amounts presented on the Portfolio of Investments and Statement of Assets and Liabilities are not net settlement amounts but gross. As indicated below, the cash collateral received by the Fund exceeds the market value of the securities loaned reducing the net settlement amount to zero. The chart below identifies the amount of collateral received as well as the market value of securities on loan. Additionally, the securities lending agreement executed by the Fund includes an indemnification clause. This clause stipulates that the borrower will reimburse the Fund for any losses as a result of any failure of the borrower to return equivalent securities to the Fund.
As of December 31, 2016, securities subject to this type of arrangement and related collateral were as follows:
Market Value of
Securities Loaned
Market Value
of Collateral
$2,108,256 $2,182,847
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Restricted Securities
The Fund may purchase securities which are considered restricted. 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 Trustees. The Fund will not incur any registration costs upon such resales. The Fund's restricted securities, like other securities, are priced in accordance with procedures established by and under the general supervision of the Trustees.
Additional information on restricted securities, excluding securities purchased under Rule 144A that have been deemed liquid by the Trustees, if applicable, held at December 31, 2016, is as follows:
Security Acquisition Date Cost Market Value
SteadyMed Ltd. 7/29/2016 $89,311 $75,615
Additional Disclosure Related to Derivative Instruments
Fair Value of Derivative Instruments
  Asset Liability
  Statement of
Assets and
Liabilities
Location
Fair
Value
Statement of
Assets and
Liabilities
Location
Fair
Value
Derivatives not accounted for as hedging
instruments under ASC Topic 815
       
  Receivable for daily variation
margin on futures contracts
$6,951* $—
Equity contracts        
Foreign exchange contracts Unrealized appreciation on
foreign exchange contracts
$71 Unrealized depreciation on
foreign exchange contracts
$1
Total derivatives not accounted for as hedging
instruments under ASC Topic 815
  $7,022   $1
* Includes cumulative appreciation/depreciation of futures contracts as reported in the footnotes to the Portfolio of Investments. Only the current day's variation margin is reported within the Statement of Assets and Liabilities.
The Effect of Derivative Instruments on the Statement of Operations for the Year Ended December 31, 2016
Amount of Realized Gain or (Loss) on Derivatives Recognized in Income
  Futures Forward
Exchange
Contracts1
Total
Equity contracts $25,367 $$25,367
Foreign exchange contracts (25,722) (25,722)
TOTAL $25,367 $(25,722) $(355)
    
Change in Unrealized Appreciation or (Depreciation) on Derivatives Recognized in Income
  Futures Forward
Exchange
Contracts2
Total
Equity contracts $6,951 $$6,951
Foreign exchange contracts 287 287
TOTAL $6,951 $287 $7,238
1 The net realized gain (loss) on Foreign Exchange Contracts is found within the net realized gain on investments and foreign currency transactions on the Statement of Operations.
2 The net change in unrealized appreciation/depreciation of Foreign Exchange Contracts is found within the net change in unrealized appreciation of investments and translation of assets and liabilities in foreign currency on the Statement of Operations.
Other
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. The Fund applies Investment Company accounting and reporting guidance.
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3. SHARES OF BENEFICIAL INTEREST
The following tables summarize share activity:
  Year Ended
12/31/2016
Year Ended
12/31/2015
Primary Shares: Shares Amount Shares Amount
Shares sold 172,747 $2,727,161 301,574 $5,434,626
Shares issued to shareholders in payment of distributions declared 209,164 3,022,416 390,262 7,009,107
Shares redeemed (526,403) (8,309,116) (638,016) (11,621,596)
NET CHANGE RESULTING FROM PRIMARY SHARE TRANSACTIONS (144,492) $(2,559,539) 53,820 $822,137
    
  Year Ended
12/31/2016
Year Ended
12/31/2015
Service Shares: Shares Amount Shares Amount
Shares sold 894,648 $13,649,776 2,786,564 $48,659,554
Shares issued to shareholders in payment of distributions declared 453,229 6,304,411 590,450 10,256,112
Shares redeemed (1,868,028) (28,466,407) (1,710,426) (29,755,914)
NET CHANGE RESULTING FROM SERVICE SHARE TRANSACTIONS (520,151) $(8,512,220) 1,666,588 $29,159,752
NET CHANGE RESULTING FROM TOTAL FUND SHARE TRANSACTIONS (664,643) $(11,071,759) 1,720,408 $29,981,889
4. FEDERAL TAX INFORMATION
The timing and character of income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP. These differences are due to differing treatments for discount accretion/premium amortization on debt securities, litigation settlements, foreign currency reclassifications, net operating losses and passive foreign investment company gains and losses.
For the year ended December 31, 2016, permanent differences identified and reclassified among the components of net assets were as follows:
Increase (Decrease)
Paid-In Capital Undistributed Net
Investment Income (Loss)
Accumulated Net
Realized Gain (Loss)
$(1,036,377) $1,015,429 $20,948
Net investment income (loss), net realized gains (losses), and net assets were not affected by this reclassification.
The tax character of distributions as reported on the Statement of Changes in Net Assets for the years ended December 31, 2016 and 2015, was as follows:
  2016 2015
Ordinary income1 $$169,238
Long-term capital gains $9,326,827 $17,095,984
1 For tax purposes, short-term capital gain distributions are considered ordinary income distributions.
    
As of December 31, 2016, the components of distributable earnings on a tax basis were as follows:
Undistributed long-term capital gains $14,024,159
Net unrealized appreciation $29,236,777
The difference between book-basis and tax-basis net unrealized appreciation/depreciation is attributable to differing treatments for deferral of losses on wash sales, discount accretion/premium amortization on debt securities and passive foreign investment company adjustments.
At December 31, 2016, the cost of investments for federal tax purposes was $93,501,988. The net unrealized appreciation of investments for federal tax purposes excluding any unrealized appreciation/depreciation resulting from: (a) futures contracts; (b) the translation from FCs to U.S. dollars of assets and liabilities other than investments in securities; (c) outstanding foreign currency commitments was $29,236,509. This consists of net unrealized appreciation from investments for those securities having an excess of value over cost of $32,199,304 and net unrealized depreciation from investments for those securities having an excess of cost over value of $2,962,795.
5. INVESTMENT ADVISER FEE AND OTHER TRANSACTIONS WITH AFFILIATES
Investment Adviser Fee
The advisory agreement between the Fund and the Adviser provides for an annual fee equal to 1.30% of the Fund's average daily net assets. Subject to the terms described in the Expense Limitation note, the Adviser may voluntarily choose to waive any portion of its fee. For the year ended December 31, 2016, the Adviser voluntarily waived $33,839 of its fee.
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Certain of the Fund's assets are managed by Federated Global Investment Management Corp. (the “Sub-Adviser”). Under the terms of a sub-advisory agreement between the Adviser and the Sub-Adviser, the Sub-Adviser receives 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 year ended December 31, 2016, the Sub-Adviser earned a fee of $1,327,303.
Administrative Fee
Federated Administrative Services (FAS), under the Administrative Services Agreement, provides the Fund with administrative personnel and services. For purposes of determining the appropriate rate breakpoint, “Investment Complex” is defined as all of the Federated Funds subject to a fee under the Administrative Services Agreement. The fee paid to FAS is based on the average daily net assets of the Investment Complex as specified below, plus certain out-of-pocket expenses:
Administrative Fee Average Daily Net Assets
of the Investment Complex
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
Subject to the terms described in the Expense Limitation note, FAS may voluntarily choose to waive any portion of its fee. For the year ended December 31, 2016, the annualized fee paid to FAS was 0.078% of average daily net assets of the Fund.
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 Primary Shares and Service 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
Primary Shares 0.25%
Service Shares 0.25%
Subject to the terms described in the Expense Limitation note, FSC may voluntarily choose to waive any portion of its fee. For the year ended December 31, 2016, distribution services fees for the Fund were as follows:
  Distribution Services
Fees Incurred
Service Shares $205,012
When FSC receives fees, it may pay some or all of them to financial intermediaries whose customers purchase shares. For the year ended December 31, 2016, FSC did not retain any fees paid by the Fund. For the year ended December 31, 2016, the Fund's Primary Shares did not incur a distribution services fee; however, it may begin to incur this fee upon approval of the Trustees.
Expense Limitation
The Adviser and certain of its affiliates (which may include FSC and FAS), on their own initiative, have agreed to waive certain amounts of their respective fees and/or reimburse expenses. Total annual fund operating (as shown in the financial highlights, excluding interest expense, extraordinary expenses, line of credit expenses and proxy-related expenses paid by the Fund, if any) paid by the Fund's Primary Shares and Service Shares (after the voluntary waivers and/or reimbursements) will not exceed 1.53% and 1.78% (the “Fee Limit”), respectively, up to but not including the later of (the “Termination Date”): (a) May 1, 2017; or (b) the date of the Fund's next effective Prospectus. While the Adviser and its applicable affiliates currently do not anticipate terminating or increasing these arrangements prior to the Termination Date, these arrangements may only be terminated or the Fee Limit increased prior to the Termination Date with the agreement of the Trustees.
Interfund Transactions
During the year ended December 31, 2016, the Fund engaged in purchase and sale transactions with funds that have a common investment adviser (or affiliated investment advisers), common Directors/Trustees and/or common Officers. These purchase and sale transactions complied with Rule 17a-7 under the Act and amounted to $9,317 and $169,521, respectively.
General
Certain Officers and Trustees of the Fund are Officers and Directors or Trustees of certain of the above companies. To efficiently facilitate payment, Directors'/Trustees' fees and certain expenses related to conducting meetings of the Directors/Trustees and other miscellaneous expenses are paid by an affiliate of the Adviser which in due course are reimbursed by the Fund. Such expenses may be included in Accrued and Miscellaneous Expenses on the Statement of Assets and Liabilities and Statement of Operations, respectively.
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Transactions Involving Affiliated Companies
An affiliated company is a company in which the Fund, alone or in combination with other affiliated funds, has ownership of at least 5% of the voting shares. Transactions with affiliated companies during the year ended December 31, 2016, were as follows:
  Balance of
Shares Held
12/31/2015
Purchases/
Additions
Sales/
Reductions
Balance of
Shares Held
12/31/2016
Value Dividend
Income/
Allocated
Investment
Income
arGEN-x 34,394 34,394 $577,059 $
**BioDelivery Sciences International, Inc. 60,554 (60,554) $$
**Catalyst Pharmaceutical Partners, Inc. 82,320 8,800 (91,120) $$
**ChannelAdvisor Corp. 24,300 (24,300) $$
ContraFect Corp. 42,500 42,500 $74,375 $
ContraFect Corp., Warrants 42,500 42,500 $38,990 $
Corcept Therapeutics, Inc. 310,000 4,492 (11,492) 303,000 $2,199,780 $
Dyax Corp. 220,470 220,470 $244,722 $
**Dyax Corp. 220,470 (220,470) $$
Dynavax Technologies Corp. 45,370 11,284 56,654 $223,783 $
Egalet Corp. 38,453 32,200 (22,053) 48,600 $371,790 $
*Galapagos NV 31,000 3,500 (18,100) 16,400 $1,048,757 $
*Galapagos NV, ADR 23,900 23,900 $1,534,141 $
*Intersect ENT, Inc. 27,200 22,800 (24,907) 25,093 $303,625 $
**Minerva Neurosciences, Inc. 44,611 (44,611) $$
Minerva Neurosciences, Inc. 122,882 122,882 $1,443,864 $
**Minerva Neurosciences, Inc., Warrants 44,611 (44,611) $$
**Ocular Therapeutix, Inc. 30,976 (30,976) $$
Otonomy, Inc. 41,900 50,065 (31,165) 60,800 $966,720 $
**Otonomy, Inc. 8,365 (8,365) $$
**Premier, Inc. 25,699 (25,699) $$
Progenics Pharmaceuticals, Inc. 248,090 27,510 275,600 $2,381,184 $
Protalix Biotherapeutics, Inc. 38,203 38,203 $17,000 $
Protalix Biotherapeutics, Inc., Conv. Bond, 7.50%, 11/15/2021 50,000 50,000 $42,500 $250
**Protalix Biotherapeutics, Inc., Conv. Bond, Series 144A 4.50%, 9/15/2018 95,000 (95,000) $$3,990
SCYNEXIS, Inc. 19,560 46,800 66,360 $211,688 $
SCYNEXIS, Inc., Warrants 21,060 21,060 $38,727 $
SteadyMed Ltd. 27,200 27,200 $70,666 $
SteadyMed Ltd. 2,945 2,945 $9,218 $
SteadyMed Ltd. 28,534 28,534 $75,615 $
**SteadyMed Ltd. 2,945 (2,945) $$
SteadyMed Ltd., Warrants 28,534 28,534 $44,861 $
**Textura Corp. 71,400 9,000 (80,400) $$
Zogenix, Inc. 43,936 10,100 (22,636) 31,400 $381,510 $
Zogenix, Inc., Warrants 128,250 128,250 $33,024 $
TOTAL OF AFFILIATED TRANSACTIONS 1,696,110 858,573 (859,404) 1,695,279 $12,333,599 $4,240
* At December 31, 2016, the Fund no longer has ownership of at least 5% of the voting shares.
** The security is no longer held on the Fund's portfolio of investments.
6. EXPENSE REDUCTION
The Fund directs portfolio trades to a broker that in turn pays a portion of the Fund's operating expenses. For the year ended December 31, 2016, the Fund's expenses were reduced by $1,591 under these arrangements.
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7. INVESTMENT TRANSACTIONS
Purchases and sales of investments, excluding long-term U.S. government securities and short-term obligations, for the year ended December 31, 2016, were as follows:
Purchases $64,938,751
Sales $83,360,671
8. CONCENTRATION OF RISK
The Fund invests in securities of non-U.S. issuers. Political or economic developments may have an effect on the liquidity and volatility of portfolio securities and currency holdings.
At December 31, 2016, the diversification of countries was as follows:
Country Percentage of
Net Assets
United States 84.2%
Netherlands 3.3%
China 2.2%
Belgium 2.1%
Denmark 1.7%
Italy 1.6%
Singapore 1.4%
Luxembourg 1.2%
Ireland 0.9%
Israel 0.8%
Spain 0.6%
Cayman Islands 0.5%
United Kingdom 0.5%
Canada 0.3%
France 0.1%
9. LINE OF CREDIT
The Fund participates with certain other Federated Funds, on a several basis, in an up to $500,000,000 unsecured, 364-day, committed, revolving line of credit (LOC) agreement. The LOC was made available to finance temporarily the repurchase or redemption of shares of the Fund, failed trades, payment of dividends, settlement of trades and for other short-term, temporary or emergency general business purposes. The Fund cannot borrow under the LOC if an inter-fund loan is outstanding. The Fund's ability to borrow under the LOC also is subject to the limitations of the Act and various conditions precedent that must be satisfied before the Fund can borrow. Loans under the LOC are charged interest at a fluctuating rate per annum equal to the highest, on any day, of (a) (i) the federal funds effective rate, (ii) the one month London Interbank Offer Rate (LIBOR), and (iii) 0.0%, plus (b) a margin. The LOC also requires the Fund to pay, quarterly in arrears and at maturity, its pro rata share of a commitment fee based on the amount of the lenders' commitment that has not been utilized. As of December 31, 2016, there were no outstanding loans. During the year ended December 31, 2016, the Fund did not utilize the LOC.
10. 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 Fund to borrow from other participating affiliated funds. As of December 31, 2016, there were no outstanding loans. During the year ended December 31, 2016, the program was not utilized.
11. REGULATORY UPDATES
On October 13, 2016, the SEC amended existing rules intended to modernize reporting and disclosure of information. These amendments relate to Regulation S-X which sets forth the form and content of financial statements. At this time, management is evaluating the implications of adopting these amendments and their impact on the financial statements and accompanying notes.
12. FEDERAL TAX INFORMATION (UNAUDITED)
For the year ended December 31, 2016, the amount of long-term capital gains designated by the Fund was $9,326,827.
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Report of Independent Registered Public Accounting Firm
TO THE BOARD OF TRUSTEES OF the FEDERATED INSURANCE SERIES AND SHAREHOLDERS OF FEDERATED KAUFMANN FUND II:
We have audited the accompanying statement of assets and liabilities, including the portfolio of investments, of Federated Kaufmann Fund II (the “Fund”), as of December 31, 2016, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended and the financial highlights for each of the years in the five-year period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2016, by correspondence with the custodian and brokers or by other appropriate auditing procedures. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Federated Kaufmann Fund II as of December 31, 2016, and the results of its operations for the year then ended, the changes in its net assets for each of the years in the two-year period then ended and the financial highlights for each of the years in the five-year period then ended, in conformity with U.S. generally accepted accounting principles.
Boston, Massachusetts
February 15, 2017
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Shareholder Expense Example (unaudited)
As a shareholder of the Fund, you incur ongoing costs, including management fees and to the extent applicable, distribution (12b-1) fees and/or other service 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 funds used as variable investment options. It is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from July 1, 2016 to December 31, 2016.
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. 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.
  Beginning
Account Value
7/1/2016
Ending
Account Value
12/31/2016
Expenses Paid
During Period1
Actual:      
Primary Shares $1,000 $1,052.30 $7.94
Service Shares $1,000 $1,051.10 $9.23
Hypothetical (assuming a 5% return before expenses):      
Primary Shares $1,000 $1,017.39 $7.81
Service Shares $1,000 $1,016.14 $9.07
1 Expenses are equal to the Fund's annualized net expense ratios, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half-year period). The expenses shown in the table do not include the charges and expenses imposed by the insurance company under the variable insurance product contract. Please refer to the variable insurance product prospectus for a complete listing of these expenses.The annualized net expense ratios are as follows:
    
Primary Shares 1.54%
Service Shares 1.79%
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Board of Trustees and Trust Officers
The Board of Trustees is responsible for managing the Trust's business affairs and for exercising all the Trust's powers except those reserved for the shareholders. The following tables give information about each Trustee and the senior officers of the Fund. Where required, the tables separately list Trustees who are “interested persons” of the Fund (i.e., “Interested” Trustees) and those who are not (i.e., “Independent” Trustees). Unless otherwise noted, the address of each person listed is Federated Investors Tower, 1001 Liberty Avenue, Pittsburgh, PA 15222. The address of all Independent Trustees listed is 4000 Ericsson Drive, Warrendale, PA 15086-7561; Attention: Mutual Fund Board. As of December 31, 2016, the Trust comprised seven portfolio(s), and the Federated Fund Family consisted of 40 investment companies (comprising 124 portfolios). Unless otherwise noted, each Officer is elected annually. Unless otherwise noted, each Trustee oversees all portfolios in the Federated Fund Family and serves for an indefinite term. The Fund's Statement of Additional Information includes additional information about Trust Trustees and is available, without charge and upon request, by calling 1-800-341-7400.
Interested Trustees Background
Name
Birth Date
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years,
Other Directorships Held and Previous Position(s)
J. Christopher Donahue*
Birth Date: April 11, 1949
Trustee
Indefinite Term
Began serving: September 1993
Principal Occupations: Principal Executive Officer and President of certain of the Funds in the Federated Fund Family; Director or Trustee of the Funds in the Federated Fund Family; President, Chief Executive Officer and Director, Federated Investors, Inc.; Chairman and Trustee, Federated Investment Management Company; Trustee, Federated Investment Counseling; Chairman and Director, Federated Global Investment Management Corp.; Chairman, Federated Equity Management Company of Pennsylvania and Passport Research, Ltd. (investment advisory subsidiary of Federated); Trustee, Federated Shareholder Services Company; Director, Federated Services Company.
Previous Positions: President, Federated Investment Counseling; President and Chief Executive Officer, Federated Investment Management Company, Federated Global Investment Management Corp. and Passport Research, Ltd.
Thomas R. Donahue*
Birth Date: October 20, 1958
Trustee
Indefinite Term
Began serving: May 2016
Principal Occupations: Director or Trustee of certain of the funds in the Federated Fund Family; Chief Financial Officer, Treasurer, Vice President and Assistant Secretary, Federated Investors, Inc.; Chairman and Trustee, Federated Administrative Services; Chairman and Director, Federated Administrative Services, Inc.; Trustee and Treasurer, Federated Advisory Services Company; Director or Trustee and Treasurer, Federated Equity Management Company of Pennsylvania, Federated Global Investment Management Corp., Federated Investment Counseling, and Federated Investment Management Company; Director, MDTA LLC; Treasurer, Passport Research, LTD; Director, Executive Vice President and Assistant Secretary, Federated Securities Corp.; Director or Trustee and Chairman, Federated Services Company and Federated Shareholder Services Company; and Director and President, FII Holdings, Inc.
Previous Positions: Director, Federated Investors, Inc.; Assistant Secretary, Federated Investment Management Company, Federated Global Investment Management Company and Passport Research, LTD; Executive Vice President, Federated Securities Corp.; and Treasurer, FII Holdings, Inc.
* Family relationships and reasons for “interested” status: J. Christopher Donahue and Thomas R. Donahue are brothers. Both are “interested” due to their beneficial ownership of shares of Federated Investors, Inc. and the positions they hold with Federated and its subsidiaries. Thomas R. Donahue and J. Christopher Donahue are sons of John F. Donahue, Chairman Emeritus of the Federated Funds.
INDEPENDENT Trustees Background
Name
Birth Date
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years,
Other Directorships Held, Previous Position(s) and Qualifications
John T. Collins
Birth Date: January 24, 1947
Trustee
Indefinite Term
Began serving: October 2013
Principal Occupations: Director or Trustee of the Federated Fund Family; formerly, Chairman and CEO, The Collins Group, Inc. (a private equity firm) (Retired).
Other Directorships Held: Director, Current Chair of the Compensation Committee, KLX Corp.
Qualifications: Mr. Collins has served in several business and financial management roles and directorship positions throughout his career. Mr. Collins previously served as Chairman and CEO, The Collins Group, Inc. (a private equity firm). Mr. Collins serves as Chairman Emeriti, Bentley University. Mr. Collins previously served as Director and Audit Committee Member, Bank of America Corp.; Director, FleetBoston Financial Corp.; and Director, Beth Israel Deaconess Medical Center (Harvard University Affiliate Hospital).
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Name
Birth Date
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years,
Other Directorships Held, Previous Position(s) and Qualifications
G. Thomas Hough
Birth Date: February 28, 1955
Trustee
Indefinite Term
Began serving: August 2015
Principal Occupations: Director or Trustee of the Federated Fund Family; formerly, Vice Chair, Ernst & Young LLP (public accounting firm) (Retired).
Other Directorships Held: Director, Chair of the Audit Committee, Governance Committee, Publix Super Markets, Inc.; Director, Member of the Audit Committee and Technology Committee of Equifax, Inc.
Qualifications: Mr. Hough has served in accounting, business management and directorship positions throughout his career. Mr. Hough most recently held the position of Americas Vice Chair of Assurance with Ernst & Young LLP (public accounting firm). Mr. Hough is an Executive Committee member of the United States Golf Association, he serves on the President's Cabinet and Business School Board of Visitors for the University of Alabama and is on the Business School Board of Visitors for Wake Forest University.
Maureen Lally-Green
Birth Date: July 5, 1949
Trustee
Indefinite Term
Began serving: August 2009
Principal Occupations: Director or Trustee of the Federated Fund Family; Interim Dean of the Duquesne University School of Law; Adjunct Professor of Law, Duquesne University School of Law; formerly, Associate General Secretary and Director, Office of Church Relations, Diocese of Pittsburgh.
Other Directorships Held: Director, CONSOL Energy Inc.
Qualifications: Judge Lally-Green has served in various legal and business roles and directorship positions throughout her career. Judge Lally-Green previously served as: Associate General Secretary, Diocese of Pittsburgh; a member of the Superior Court of Pennsylvania; and as a Professor of Law, Duquesne University School of Law. Judge Lally-Green also currently holds the positions on either a public or not for profit Board of Directors as follows: Director and Chair, UPMC Mercy Hospital; Regent, St. Vincent Seminary; Director and Vice Chair, Our Campaign for the Church Alive!, Inc.; Director, Saint Vincent College; Member, Pennsylvania State Board of Education (public); and Director and Chair, Cardinal Wuerl North Catholic High School, Inc. Judge Lally-Green has held the positions of: Director, Auberle; Director, Epilepsy Foundation of Western and Central Pennsylvania; Director, Ireland Institute of Pittsburgh; Director, Saint Thomas More Society; Director, Catholic High Schools of the Diocese of Pittsburgh, Inc.; and Director, Pennsylvania Bar Institute.
Peter E. Madden
Birth Date: March 16, 1942
Trustee

Indefinite Term
Began serving: September 1993
Principal Occupation: Director or Trustee, and Chair of the Board of Directors or Trustees, of the Federated Fund Family; Retired.
Other Directorships Held: None.
Qualifications: Mr. Madden has served in several business management, mutual fund services and directorship positions throughout his career. Mr. Madden previously served as President, Chief Operating Officer and Director, State Street Bank and Trust Company (custodian bank) and State Street Corporation (financial services). He was Director, VISA USA and VISA International and Chairman and Director, Massachusetts Bankers Association. Mr. Madden served as Director, Depository Trust Corporation and Director, The Boston Stock Exchange. Mr. Madden also served as a Representative to the Commonwealth of Massachusetts General Court.
Charles F. Mansfield, Jr.
Birth Date: April 10, 1945
Trustee

Indefinite Term
Began serving: September 1999
Principal Occupations: Director or Trustee of the Federated Fund Family; Management Consultant.
Other Directorships Held: None.
Qualifications: Mr. Mansfield has served as a Marine Corps officer and in several banking, business management, educational roles and directorship positions throughout his long career. He remains active as a Management Consultant.
Thomas M. O'Neill
Birth Date: June 14, 1951
Trustee

Indefinite Term
Began serving: August 2006
Principal Occupations: Director or Trustee, Chair of the Audit Committee of the Federated Fund Family; Sole Proprietor, Navigator Management Company (investment and strategic consulting).
Other Directorships Held: None.
Qualifications: Mr. O'Neill has served in several business, mutual fund and financial management roles and directorship positions throughout his career. Mr. O'Neill serves as Director, Medicines for Humanity and Director, The Golisano Children's Museum of Naples, Florida. Mr. O'Neill previously served as Chief Executive Officer and President, Managing Director and Chief Investment Officer, Fleet Investment Advisors; President and Chief Executive Officer, Aeltus Investment Management, Inc.; General Partner, Hellman, Jordan Management Co., Boston, MA; Chief Investment Officer, The Putnam Companies, Boston, MA; Credit Analyst and Lending Officer, Fleet Bank; Director and Consultant, EZE Castle Software (investment order management software); and Director, Midway Pacific (lumber).
P. Jerome Richey
Birth Date: February 23, 1949
Trustee
Indefinite Term
Began serving: October 2013
Principal Occupations: Director or Trustee of the Federated Fund Family; Management Consultant; formerly, Senior Vice Chancellor and Chief Legal Officer, University of Pittsburgh and Executive Vice President and Chief Legal Officer, CONSOL Energy Inc.
Other Directorships Held: None.
Qualifications: Mr. Richey has served in several business and legal management roles and directorship positions throughout his career. Mr. Richey most recently held the positions of Senior Vice Chancellor and Chief Legal Officer, University of Pittsburgh. Mr. Richey previously served as Chairman of the Board, Epilepsy Foundation of Western Pennsylvania and Chairman of the Board, World Affairs Council of Pittsburgh. Mr. Richey previously served as Chief Legal Officer and Executive Vice President, CONSOL Energy Inc.; and Board Member, Ethics Counsel and Shareholder, Buchanan Ingersoll & Rooney PC (a law firm).
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Name
Birth Date
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years,
Other Directorships Held, Previous Position(s) and Qualifications
John S. Walsh
Birth Date: November 28, 1957
Trustee

Indefinite Term
Began serving: January 1999
Principal Occupations: Director or Trustee of the Federated Fund Family; President and Director, Heat Wagon, Inc. (manufacturer of construction temporary heaters); President and Director, Manufacturers Products, Inc. (distributor of portable construction heaters); President, Portable Heater Parts, a division of Manufacturers Products, Inc.
Other Directorships Held: None.
Qualifications: Mr. Walsh has served in several business management roles and directorship positions throughout his career. Mr. Walsh previously served as Vice President, Walsh & Kelly, Inc. (paving contractors).
OFFICERS
Name
Birth Date
Address
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years
and Previous Position(s)
John W. McGonigle
Birth Date: October 26, 1938
EXECUTIVE VICE PRESIDENT AND SECRETARY
Officer since: September 1993
Principal Occupations: Executive Vice President and Secretary of the Federated Fund Family; Vice Chairman, Executive Vice President, Secretary and Director, Federated Investors, Inc.
Previous Positions: Trustee, Federated Investment Management Company and Federated Investment Counseling; Director, Federated Global Investment Management Corp., Federated Services Company and Federated Securities Corp.
Lori A. Hensler
Birth Date: January 6, 1967
TREASURER
Officer since: April 2013
Principal Occupations: Principal Financial Officer and Treasurer of the Federated Fund Family; Senior Vice President, Federated Administrative Services; Financial and Operations Principal for Federated Securities Corp. and Edgewood Services, Inc.; and Assistant Treasurer, Federated Investors Trust Company. Ms. Hensler has received the Certified Public Accountant designation.
Previous Positions: Controller of Federated Investors, Inc.; Senior Vice President and Assistant Treasurer, Federated Investors Management Company; Treasurer, Federated Investors Trust Company; Assistant Treasurer, Federated Administrative Services, Federated Administrative Services, Inc., Federated Securities Corp., Edgewood Services, Inc., Federated Advisory Services Company, Federated Equity Management Company of Pennsylvania, Federated Global Investment Management Corp., Federated Investment Counseling, Federated Investment Management Company, Passport Research, Ltd., and Federated MDTA, LLC; Financial and Operations Principal for Federated Securities Corp., Edgewood Services, Inc. and Southpointe Distribution Services, Inc.
Peter J. Germain
Birth Date: September 3, 1959
CHIEF LEGAL OFFICER
Officer since: January 2005
Principal Occupations: Mr. Germain is Chief Legal Officer of the Federated Fund Family. He is General Counsel and Vice President, Federated Investors, Inc.; President, Federated Administrative Services and Federated Administrative Services, Inc.; Vice President, Federated Securities Corp.; Secretary, Federated Private Asset Management, Inc.; and Secretary, Retirement Plan Service Company of America. Mr. Germain joined Federated in 1984 and is a member of the Pennsylvania Bar Association.
Previous Positions: Deputy General Counsel, Special Counsel, Managing Director of Mutual Fund Services, Federated Investors, Inc.; Senior Vice President, Federated Services Company; and Senior Corporate Counsel, Federated Investors, Inc.
Richard B. Fisher
Birth Date: May 17, 1923
VICE PRESIDENT
Officer since: September 1993
Principal Occupations: Vice Chairman or Vice President of some of the Funds in the Federated Fund Family; Vice Chairman, Federated Investors, Inc.; Chairman, Federated Securities Corp.
Previous Positions: President and Director or Trustee of some of the Funds in the Federated Fund Family; Executive Vice President, Federated Investors, Inc.; Director and Chief Executive Officer, Federated Securities Corp.
John B. Fisher
Birth Date: May 16, 1956
PRESIDENT
Officer since: November 2004
Principal Occupations: Principal Executive Officer and President of certain of the Funds in the Federated Fund Family; Director or Trustee of certain of the Funds in the Federated Fund Family; Vice President, Federated Investors, Inc.; President, Director/Trustee and CEO, Federated Advisory Services Company, Federated Equity Management Company of Pennsylvania, Federated Global Investment Management Corp., Federated Investment Counseling, Federated Investment Management Company; President and CEO of Passport Research, Ltd.; President of some of the Funds in the Federated Fund Complex and Director, Federated Investors Trust Company.
Previous Positions: President and Director of the Institutional Sales Division of Federated Securities Corp.; President and Director of Federated Investment Counseling; Director, Edgewood Securities Corp.; Director, Federated Services Company; Director, Federated Investors, Inc.; Chairman and Director, Southpointe Distribution Services, Inc. and President, Technology, Federated Services Company.
Stephen Van Meter
Birth Date: June 5, 1975
CHIEF COMPLIANCE OFFICER AND SENIOR VICE PRESIDENT
Officer since: July 2015
Principal Occupations: Senior Vice President and Chief Compliance Officer of the Federated Fund Family; Vice President and Chief Compliance Officer of Federated Investors, Inc. and Chief Compliance Officer of certain of its subsidiaries. Mr. Van Meter joined Federated in October 2011. He holds FINRA licenses under Series 3, 7, 24 and 66.
Previous Positions: Mr. Van Meter previously held the position of Compliance Operating Officer, Federated Investors, Inc. Prior to joining Federated, Mr. Van Meter served at the United States Securities and Exchange Commission in the positions of Senior Counsel, Office of Chief Counsel, Division of Investment Management and Senior Counsel, Division of Enforcement.
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Name
Birth Date
Address
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years
and Previous Position(s)
Stephen F. Auth
Birth Date: September 13, 1956
101 Park Avenue
41st Floor
New York, NY 10178
CHIEF INVESTMENT OFFICER
Officer since: November 2002
Principal Occupations: Stephen F. Auth is Chief Investment Officer of various Funds in the Federated Fund Family; Executive Vice President, Federated Investment Counseling, Federated Global Investment Management Corp. and Federated Equity Management Company of Pennsylvania.
Previous Positions: Executive Vice President, Federated Investment Management Company and Passport Research, Ltd. (investment advisory subsidiary of Federated); Senior Vice President, Global Portfolio Management Services Division; Senior Vice President, Federated Investment Management Company and Passport Research, Ltd.; Senior Managing Director and Portfolio Manager, Prudential Investments.
Robert J. Ostrowski
Birth Date: April 26, 1963
Chief Investment Officer
Officer since: May 2004
Principal Occupations: Robert J. Ostrowski joined Federated in 1987 as an Investment Analyst and became a Portfolio Manager in 1990. He was named Chief Investment Officer of Federated's taxable fixed-income products in 2004 and also serves as a Senior Portfolio Manager. Mr. Ostrowski became an Executive Vice President of the Fund's Adviser in 2009 and served as a Senior Vice President of the Fund's Adviser from 1997 to 2009. Mr. Ostrowski has received the Chartered Financial Analyst designation. He received his M.S. in Industrial Administration from Carnegie Mellon University.
Deborah A. Cunningham
Birth Date: September 15, 1959
Chief Investment Officer
Officer since: June 2012
Principal Occupations: Deborah A. Cunningham was named Chief Investment Officer of Federated's money market products in 2004. She joined Federated in 1981 and has been a Senior Portfolio Manager since 1997 and an Executive Vice President of the Fund's Adviser since 2009. Ms. Cunningham has received the Chartered Financial Analyst designation and holds an M.S.B.A. in Finance from Robert Morris College.
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Evaluation and Approval of Advisory ContractMay 2016
Federated Kaufmann Fund II (the “Fund”)
Following a review and recommendation of approval by the Fund's independent trustees, the Fund's Board of Trustees (the “Board”) reviewed and unanimously approved at its May 2016 meetings the continuation of the Fund's investment advisory and subadvisory contracts for an additional one-year term. The Board's decision regarding these contracts reflects the exercise of its business judgment after consideration of all of the information received on whether to continue the existing arrangements.
The 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 “Senior Officer's Evaluation”). The Board considered the Senior Officer's Evaluation, along with other information, in deciding to approve the investment advisory and subadvisory contracts.
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 an adviser to a fund and its shareholders, including the performance and fees and expenses of the fund and of comparable funds; an adviser's cost of providing the services, including the profitability to an adviser of providing advisory services to a fund; the extent to which an adviser may realize “economies of scale” as a fund grows larger and, if such economies of scale exist, whether they have been shared with a fund and its shareholders or the family of funds; any “fall-out financial benefits” that accrue to an adviser because of its relationship with a fund (including research services received from brokers that execute fund trades and any fees paid to affiliates of an adviser for services rendered to a fund); comparative fee and expense structures, including a comparison of fees paid to an adviser with those paid by similar funds; and the extent of care, conscientiousness and independence with which board members perform their duties and their expertise, including whether they are fully informed about all facts the board deems relevant to its consideration of an adviser's services and fees. The Board noted that the Securities and Exchange Commission (“SEC”) disclosure requirements regarding the basis for the Board's approval of the Fund's investment advisory and subadvisory contracts generally track the factors listed above. Consistent with these judicial decisions and SEC disclosure requirements, the Board also considered management fees charged to institutional and other clients of Federated Equity Management Company of Pennsylvania (the “Adviser”) and subadviser for what might be viewed as like services. The Board was aware of these factors and was guided by them in its review of the Fund's investment 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 Investors, Inc. and its affiliates (“Federated”) on matters relating to the Federated funds, and was assisted in its deliberations by independent legal counsel. Throughout the year, and in connection with its May meetings, the Board 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 substantial information in connection with the May meetings at which the Board's formal review of the investment advisory and subadvisory contracts occurred. At the May meetings, in addition to meeting in separate sessions of the independent trustees without management present, senior management of the Adviser also met with the independent trustees and their counsel to discuss the materials presented and any other matters thought relevant by the Adviser or the trustees. Between regularly scheduled meetings, the Board also received information on particular matters as the need arose. Thus, the Board's consideration of the investment advisory and subadvisory contracts included review of the Senior Officer's Evaluation, accompanying data and additional information 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; the entrepreneurial risk assumed by the Adviser in sponsoring the Fund; 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 funds which include a comprehensive array of funds with different investment
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objectives, policies and strategies which are generally 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 also considered that the longevity and experience of the Fund's portfolio management team and their unique approach to investing may limit the utility of comparisons to other equity mutual funds. 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.
While mindful that courts have cautioned against giving such comparisons too much weight, the Board has found the use of comparisons of the Fund's fees and expenses to other mutual funds with comparable investment programs to be relevant to its deliberations. In this regard, the Board was presented with, and considered, information regarding the contractual advisory fee rates, total expense ratios and each element of the Fund's total expensive ratio (i.e., gross and net advisory fees, custody fees, portfolio accounting fees and transfer agency fees) relative to the Fund's peers. The Board focused on comparisons with other similar mutual funds more heavily than non-mutual fund products or services because it is believed that 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 relevant indicator of what consumers have found to be reasonable in the precise marketplace in which the Fund competes.
The Board reviewed the contractual advisory fee rate, net advisory fee rate where partially waived and other expenses of the Fund and noted the position of the Fund's contractual advisory fee rate and other expenses relative to its peers. In this regard, the Board noted that the contractual advisory fee rate was above the median of the relevant peer group, but the Board noted the applicable waivers and reimbursements, and that the overall expense structure of the Fund remained competitive in the context of other factors considered by the Board.
By contrast, the Senior Officer has reviewed Federated's fees for providing advisory services to products outside the Federated funds (e.g., institutional and separate accounts and sub-adviser services). 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 and portfolio management techniques made necessary by different cash flows and different associated costs; and the time spent by portfolio managers and their teams, funds financial services, legal, compliance and risk management in reviewing securities pricing, addressing different administrative responsibilities, addressing different degrees of risk associated with management and a variety of different costs. The Senior Officer did not consider the fees for providing advisory services to these outside products to be determinative in judging the appropriateness of mutual fund advisory fees.
Following such evaluation, the Board concluded, within the context of its full deliberations, that the expenses of the Fund are reasonable and supported renewal of the investment advisory and subadvisory contracts with respect to the Fund.
The Board considered the nature, extent and quality of the services provided to the Fund by the Adviser and the resources of the Adviser and its affiliates dedicated to the Fund. In this regard, the Board evaluated, among other things, the Adviser's personnel, experience, track record, overall reputation and willingness to invest in personnel and infrastructure that benefit the Fund. In addition, the Board reviewed the qualifications, backgrounds and responsibilities of the portfolio management team primarily responsible for the day-to-day management of the Fund. The Board noted the compliance programs of and the compliance-related resources provided to the Fund by the Adviser. The Fund's ability to deliver competitive performance when compared to its peer group was also deemed to be relevant by the Board as a useful indicator of how the Adviser is executing the Fund's investment program, which in turn was one of the Board's considerations 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 investment advisory and subadvisory contracts.
In evaluating the Fund's investment performance, the Board considered performance results in light of the Fund's investment objective, strategies and risks, as disclosed in the Fund's prospectus. The Board particularly considered detailed investment reports on the Fund's performance provided to the Board throughout the year and in connection with the May meetings. The Senior Officer also reviewed information 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 may be helpful, though not conclusive, in judging the reasonableness of the proposed fees. The Board considered, in evaluating such comparisons, that in some cases individual funds may exhibit significant and unique differences in their objectives and management techniques when compared to other funds within an industry peer group.
For the one-year, three-year and five-year periods covered by the Senior Officer's Evaluation, the Fund's performance was above the median of the relevant peer group. ​
Following such evaluation, the Board concluded, within the context of its full deliberations, that the performance of the Fund supported renewal of the investment advisory and subadvisory contracts with respect to the Fund.
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The Board also received financial information about Federated, including information regarding the compensation and ancillary (or “fall-out”) benefits Federated derived from its relationships with the Federated funds. This information covered not only the fees under the investment 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 information also detailed 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. Moreover, the Board receives regular reporting as to the institution, adjustment or elimination of these voluntary waivers. The Board considered Federated's previous reductions in contractual management fees to certain funds in response to the Senior Officer's recommendations
The Board noted that in May 2014, the Senior Officer proposed, and the Board subsequently approved, a reduction in the contractual advisory fee to more closely align the contractual fee with the net fee actually charged after the imposition of applicable voluntary waivers which was believed by both the Senior Officer and the Board to improve the market competitiveness of the Fund. At the May 2015 Meetings, Federated proposed and the Board approved reductions to the subadvisory fees under the subadvisory contract for the Fund, effective as of the date of the previous contractual advisory fee reduction.
Federated furnished information, 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, while these cost allocation reports apply consistent allocation processes, the inherent difficulties in allocating costs continues to cause the Senior Officer to question the precision of the process and to conclude that such reports may be unreliable, since a single change in an allocation estimate may dramatically alter the resulting estimate of cost and/or profitability of a fund and may produce unintended consequences. The allocation information, including the Senior Officer's view that fund-by-fund estimations may be unreliable, was considered in the analysis by the Board.
The Board and the Senior Officer also reviewed information compiled by Federated comparing profitability information for Federated to other publicly held fund management companies. In this regard, the Senior Officer concluded that Federated's profit margins did not appear to be excessive. The Senior Officer also noted that Federated appeared financially sound, with the resources to fulfill its obligations under its contracts with the Fund.
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, shareholder services, compliance, internal audit, and risk management functions, as well as systems technology (including technology relating to cybersecurity), and that the benefits of these efforts (as well as any economies of scale, should they exist) were likely to be enjoyed by the fund family as a whole. The Board noted that the Adviser's investments in these areas are extensive. In addition, the Board considered that Federated and its affiliates have frequently waived fees and/or reimbursed expenses and that this has allowed fund shareholders to share potential economies of scale from a fund's inception. Federated, as it does throughout the year, and again in connection with the Board's review, furnished information relative to revenue sharing or adviser paid fees. Federated and the Senior Officer noted that this information should be viewed to determine if there was an incentive to either not apply breakpoints or to apply breakpoints at higher levels and should not be viewed to determining the appropriateness of advisory fees, because it would represent marketing and distribution expenses. 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 a fund attains a certain size.
The Senior Officer noted that, subject to the comments and recommendations made within the Senior Officer's Evaluation, his observations and the information accompanying the Senior Officer's Evaluation supported a finding by the Board that the management fee the Fund was reasonable. Under these circumstances, no changes were recommended to, and no objection was raised to, the continuation of the Fund's investment advisory and subadvisory contracts.
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 investment advisory contract. In particular, the Board recognized that many 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 and subadvisory contracts reflected the fact that it is the shareholders who have effectively selected the Adviser by virtue of having invested in the Fund. The Board concluded that, in light of the factors discussed above, including the nature, quality and scope of the services provided to the Fund by the Adviser and its affiliates, continuation of the investment advisory contract was appropriate.
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The Board based its decision to approve the investment 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 continuation of the contracts reflects its determination that Federated's performance and actions provided a satisfactory basis to support the decision to continue the existing arrangements.
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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 via the Proxy Voting Record (Form N-PX) link associated with the Fund and share class name at www.FederatedInvestors.com/FundInformation. 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 via the link to the Fund and share class name at www.FederatedInvestors.com/FundInformation.
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Variable investment options 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 variable investment options 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.
Federated Kaufmann Fund II

Federated Investors Funds
4000 Ericsson Drive
Warrendale, PA 15086-7561
Contact us at FederatedInvestors.com
or call 1-800-341-7400.
Federated Securities Corp., Distributor
CUSIP 313916827
CUSIP 313916777
28136 (2/17)
Federated is a registered trademark of Federated Investors, Inc.
2017 ©Federated Investors, Inc.
Annual Shareholder Report
Share Class
Primary
Service
    
Federated Government Money Fund II
(formerly, Federated Prime Money Fund II)

A Portfolio of Federated Insurance Series

Dear Valued Shareholder,
I am pleased to present the Annual Shareholder Report for your fund covering the period from January 1, 2016 through December 31, 2016. This report includes a complete listing of your fund's holdings, performance information and financial statements along with other important fund information.
In addition, our website, FederatedInvestors.com, offers easy access to Federated resources that include timely fund updates, economic and market insights from our investment strategists, and financial planning tools. We invite you to register to take full advantage of its capabilities.
Thank you for investing with Federated. I hope you find this information useful and look forward to keeping you informed.
Sincerely,
John B. Fisher, President
Not FDIC Insured
May Lose Value
No Bank Guarantee


CONTENTS

Table of Contents
Portfolio of Investments Summary Tables (unaudited)
At December 31, 2016, the Fund's portfolio composition1 was as follows:
Security Type Percentage of
Total Net Assets
U.S. Government Agency Securities 51.2%
U.S. Treasury Securities 6.5%
Repurchase Agreements 41.0%
Other Assets and Liabilities—Net2 1.3%
TOTAL 100.0%
At December 31, 2016, the Fund's effective maturity3 schedule was as follows:
Securities With an
Effective Maturity of:
Percentage of
Total Net Assets
1-7 Days 45.9%
8-30 Days 17.3%
31-90 Days 15.3%
91-180 Days 10.8%
181 Days or more 9.4%
Other Assets and Liabilities—Net2 1.3%
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.
2 Assets, other than investments in securities, less liabilities. See Statement of Assets and Liabilities.
3 Effective maturity is determined in accordance with the requirements of Rule 2a-7 under the Investment Company Act of 1940, which regulates money market mutual funds.
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Portfolio of Investments
Principal
Amount
    Value
    GOVERNMENT AGENCIES—51.2%  
$1,500,000 1 Federal Farm Credit System Discount Notes, 0.560% - 0.690%, 3/7/2017 - 10/4/2017 $1,496,728
2,925,000 2 Federal Farm Credit System Floating Rate Notes, 0.759% - 0.811%, 1/21/2017 - 1/27/2017 2,925,000
1,101,000   Federal Farm Credit System Notes, 0.710% - 1.410%, 9/6/2017 - 10/20/2017 1,102,672
13,450,000 1 Federal Home Loan Bank System Discount Notes, 0.429% - 0.580%, 1/4/2017 - 5/5/2017 13,439,728
17,500,000 2 Federal Home Loan Bank System Floating Rate Notes, 0.468% - 0.939%, 1/4/2017 - 3/23/2017 17,500,152
3,785,000   Federal Home Loan Bank System Notes, 0.460% - 3.125%, 1/20/2017 - 12/8/2017 3,794,648
3,000,000 1 Federal Home Loan Mortgage Corp. Discount Notes, 0.500%, 4/4/2017 - 5/16/2017 2,995,243
9,000,000 2 Federal Home Loan Mortgage Corp. Floating Rate Notes, 0.669% - 0.971%, 1/12/2017 - 3/8/2017 8,999,781
2,925,000   Federal Home Loan Mortgage Corp. Notes, 0.720% - 1.000%, 5/26/2017 - 12/15/2017 2,928,432
700,000 2 Federal National Mortgage Association Floating Rate Notes, 0.846%, 1/11/2017 700,000
1,580,000   Federal National Mortgage Association Notes, 1.125%, 4/27/2017 1,582,561
    TOTAL GOVERNMENT AGENCIES 57,464,945
    U.S. TREASURIES—6.5%  
    U.S. Treasury Notes—6.5%  
1,200,000   United States Treasury Notes, 0.625%, 8/31/2017 1,199,599
500,000   United States Treasury Notes, 0.875%, 7/15/2017 500,450
1,000,000   United States Treasury Notes, 1.000% - 2.750%, 12/31/2017 1,009,261
1,000,000   United States Treasury Notes, 1.000%, 3/31/2017 1,001,181
500,000   United States Treasury Notes, 1.875%, 10/31/2017 504,363
2,000,000   United States Treasury Notes, 2.250%, 11/30/2017 2,025,134
1,000,000   United States Treasury Notes, 4.750%, 8/15/2017 1,025,366
    TOTAL U.S. TREASURIES 7,265,354
    REPURCHASE AGREEMENTS—41.0%  
20,000,000   Interest in $250,000,000 joint repurchase agreement 0.52%, dated 12/30/2016 under which ABN Amro Bank N.V., Netherlands will repurchase securities provided as collateral for $250,014,444 on 1/3/2017. The securities provided as collateral at the end of the period held with BNY Mellon as tri-party agent, were U.S. Government Agency and U.S. Treasury securities with various maturities to 10/1/2046 and the market value of those underlying securities was $255,680,914. 20,000,000
6,000,000   Interest in $550,000,000 joint repurchase agreement 0.51%, dated 12/30/2016 under which Credit Agricole CIB New York will repurchase securities provided as collateral for $550,031,167 on 1/3/2017. The securities provided as collateral at the end of the period held with BNY Mellon as tri-party agent, were U.S. Treasury securities with various maturities to 2/15/2042 and the market value of those underlying securities was $561,031,795. 6,000,000
20,000,000   Interest in $400,000,000 joint repurchase agreement 0.52%, dated 12/30/2016 under which Mizuho Securities USA, Inc. will repurchase securities provided as collateral for $400,023,111 on 1/3/2017. The securities provided as collateral at the end of the period held with BNY Mellon as tri-party agent, were U.S. Government Agency securities with various maturities to 8/20/2046 and the market value of those underlying securities was $408,317,189. 20,000,000
    TOTAL REPURCHASE AGREEMENTS 46,000,000
    TOTAL INVESTMENTS—98.7%
(AT AMORTIZED COST)3
110,730,299
    OTHER ASSETS AND LIABILITIES - NET—1.3%4 1,483,807
    TOTAL NET ASSETS—100% $112,214,106
1 Discount rate(s) at time of purchase.
2 Floating rate notes with current rate(s) and next reset date(s) shown.
3 Also represents cost for federal tax purposes.
4 Assets, other than investments in securities, less liabilities. See Statement of Assets and Liabilities.
Note: The categories of investments are shown as a percentage of total net assets at December 31, 2016.
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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.). Also includes securities valued at amortized cost.
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.
As of December 31, 2016, all investments of the Fund are valued at amortized cost, which is considered a Level 2 input, in valuing the Fund's assets.
See Notes which are an integral part of the Financial Statements
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Financial HighlightsPrimary Shares
(For a Share Outstanding Throughout the Period)
Period Ended December 31 20161
Net Asset Value, Beginning of Period $1.00
Income From Investment Operations:  
Net investment income 0.0002
Net realized and unrealized gain (loss) on investments
TOTAL FROM INVESTMENT OPERATIONS 0.0002
Less Distributions:  
Distributions from net investment income (0.000)2
Distributions from net realized gain on investments
TOTAL DISTRIBUTIONS (0.000)2
Net Asset Value, End of Period $1.00
Total Return3 0.06%
Ratios to Average Net Assets:  
Net expenses —%
Net investment income 0.02%4
Expense waiver/reimbursement —%
Supplemental Data:  
Net assets, end of period (000 omitted) $05
1 Reflects operations for the period from April 29, 2016 (date of initial investment) to December 31, 2016.
2 Represents less than $0.0005.
3 Based on net asset value. Total returns do not reflect any additional fees or expenses that may be imposed by separate accounts of insurance companies or in connection with any variable annuity or variable life insurance contract. Total returns for periods of less than one year are not annualized.
4 Computed on an annualized basis.
5 Represents less than $1,000.
See Notes which are an integral part of the Financial Statements
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Financial HighlightsService Shares
(For a Share Outstanding Throughout Each Period)
Year Ended December 31 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $1.00 $1.00 $1.00 $1.00 $1.00
Income From Investment Operations:          
Net investment income 0.0001
Net realized and unrealized gain (loss) on investments (0.000)1 0.0001 0.0001 0.0001 0.0001
TOTAL FROM INVESTMENT OPERATIONS (0.000)1 0.0001 0.0001 0.0001 0.0001
Less Distributions:          
Distributions from net investment income (0.000)1
Distributions from net realized gain on investments (0.000)1
TOTAL DISTRIBUTIONS (0.000)1 (0.000)1
Net Asset Value, End of Period $1.00 $1.00 $1.00 $1.00 $1.00
Total Return2 0.00% 0.00% 0.00% 0.00% 0.00%
Ratios to Average Net Assets:          
Net expenses 0.49% 0.34% 0.26% 0.27% 0.40%
Net investment income 0.00%3 0.00% 0.00% 0.00% 0.00%
Expense waiver/reimbursement4 0.19% 0.40% 0.42% 0.41% 0.26%
Supplemental Data:          
Net assets, end of period (000 omitted) $112,214 $139,170 $132,678 $154,973 $174,541
1 Represents less than $0.0005.
2 Based on net asset value. Total returns do not reflect any additional fees or expenses that may be imposed by separate accounts of insurance companies or in connection with any variable annuity or variable life insurance contract.
3 Represents less than 0.01%.
4 This expense decrease is reflected in both the net expense and the net investment income ratios shown above.
See Notes which are an integral part of the Financial Statements
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Statement of Assets and Liabilities
Assets:    
Investment in repurchase agreements $46,000,000  
Investment in securities 64,730,299  
Total investment in securities, at amortized cost and fair value   $110,730,299
Cash   956,426
Income receivable   94,401
Receivable for investments sold   1,000,000
Receivable for shares sold   149,895
TOTAL ASSETS   112,931,021
Liabilities:    
Payable for shares redeemed 643,876  
Payable to adviser (Note 5) 895  
Payable for administrative fee (Note 5) 482  
Payable for portfolio accounting fees 25,068  
Payable for other service fees (Notes 2 and 5) 23,996  
Accrued expenses (Note 5) 22,598  
TOTAL LIABILITIES   716,915
Net assets for 112,215,497 shares outstanding   $112,214,106
Net Assets Consist of:    
Paid-in capital   $112,215,046
Accumulated net realized loss on investments   (949)
Undistributed net investment income   9
TOTAL NET ASSETS   $112,214,106
Net Asset Value, Offering Price and Redemption Proceeds Per Share    
Primary Shares:    
$100 ÷ 100 shares outstanding, no par value, unlimited shares authorized   $1.00
Service Shares:    
$112,214,006 ÷ 112,215,397 shares outstanding, no par value, unlimited shares authorized   $1.00
See Notes which are an integral part of the Financial Statements
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Statement of Operations
Investment Income:      
Interest     $612,885
Expenses:      
Investment adviser fee (Note 5)   $383,231  
Administrative fee (Note 5)   97,345  
Custodian fees   10,979  
Transfer agent fee   4,853  
Directors'/Trustees' fees (Note 5)   2,288  
Auditing fees   22,640  
Legal fees   10,354  
Portfolio accounting fees   73,060  
Other service fees (Notes 2 and 5)   197,060  
Printing and postage   44,497  
Miscellaneous (Note 5)   4,096  
TOTAL EXPENSES   850,403  
Waivers and Reimbursement:      
Waiver of investment adviser fee (Note 5) $(106,780)    
Waiver/reimbursement of other operating expenses (Notes 2 and 5) (130,843)    
TOTAL WAIVERS AND REIMBURSEMENT   (237,623)  
Net expenses     612,780
Net investment income     105
Net realized loss on investments     (949)
Change in net assets resulting from operations     (844)
See Notes which are an integral part of the Financial Statements
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Statement of Changes in Net Assets
Year Ended December 31, 2016 2015
Increase (Decrease) in Net Assets    
Operations:    
Net investment income $105 $
Net realized gain (loss) on investments (949) 1,532
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS (844) 1,532
Distributions to Shareholders:    
Distributions from net investment income    
Service Shares (96)
Primary Shares (0)1
Distributions from net realized gain on investments    
Service Shares (1,349)
Primary Shares
CHANGE IN NET ASSETS RESULTING FROM DISTRIBUTIONS TO SHAREHOLDERS (96) (1,349)
Share Transactions:    
Proceeds from sale of shares 65,231,701 81,522,557
Net asset value of shares issued to shareholders in payment of distributions declared 96 1,337
Cost of shares redeemed (92,186,339) (75,032,191)
CHANGE IN NET ASSETS RESULTING FROM SHARE TRANSACTIONS (26,954,542) 6,491,703
Change in net assets (26,955,482) 6,491,886
Net Assets:    
Beginning of period 139,169,588 132,677,702
End of period (including undistributed net investment income of $9 and $0, respectively) $112,214,106 $139,169,588
1 Represents less than $1.
See Notes which are an integral part of the Financial Statements
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Notes to Financial Statements
1. ORGANIZATION
Federated Insurance Series (the “Trust”) is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company. The Trust consists of seven portfolios. The financial statements included herein are only those of Federated Government Money Fund II (the “Fund”), a diversified portfolio. The financial statements of the other portfolios are presented separately. The assets of each portfolio are segregated and a shareholder's interest is limited to the portfolio in which shares are held. Each portfolio pays its own expenses. The Fund offers two classes of shares: Primary Shares and Service Shares. All shares of the Fund have equal rights with respect to voting, except on class-specific matters. Fund shares are available exclusively as a funding vehicle for life insurance companies writing variable life insurance policies and variable annuity contracts. The investment objective of the Fund is to provide current income consistent with stability of principal and liquidity.
The Fund operates as a government money market fund. As a government money market fund, the Fund: (1) invests at least 99.5% of its total assets in: (i) cash; (ii) securities issued or guaranteed by the United States or certain U.S. government agencies or instrumentalities; and/or (iii) repurchase agreements that are collateralized fully; (2) generally continues to use amortized cost to value its portfolio securities and transact at a stable $1.00 net asset value (NAV); and (3) has elected not to be subject to the liquidity fees and gates requirement at this time as permitted under the amendments.
Effective April 29, 2016, the Fund's name was changed to Federated Government Money Fund II from Federated Prime Money Fund II.
The Fund's Primary Shares is a new class of shares which commenced operations on April 29, 2016.
Effective April 29, 2016, the Fund's original shares were redesignated as Service Shares.
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 U.S. generally accepted accounting principles (GAAP).
Investment Valuation
Securities are valued at amortized cost. Under the amortized cost valuation method, an investment is valued initially at its cost as determined in accordance with GAAP. The Fund then adjusts the amount of interest income accrued each day over the term of the investment to account for any difference between the initial cost of the investment and the amount payable at its maturity. If amortized cost is determined not to approximate fair value, the value of the portfolio securities will be determined in accordance with the procedures described below.
The Fund's Board of Trustees (the “Trustees”) have ultimate responsibility for determining the fair value of investments. The Fund's Trustees have appointed a valuation committee (“Valuation Committee”) comprised of officers of the Fund, Federated Investment Management Company (“Adviser”) and certain of the Adviser's affiliated companies to assist in determining fair value of securities and in overseeing the comparison of amortized cost to market-based value. The Trustees have also authorized the use of pricing services recommended by the Valuation Committee to provide fair value evaluations of the current value of certain investments for purposes of monitoring the relationship of market-based value and amortized cost. The Valuation Committee employs various methods for reviewing third-party pricing-service evaluations including periodic reviews of third-party pricing services' policies, procedures and valuation methods (including key inputs and assumptions), and review of price challenges by the Adviser based on recent market activity. In the event that market quotations and price evaluations are not available for an investment, the Valuation Committee determines the fair value of the investment in accordance with procedures adopted by the Trustees. The Trustees periodically review and approve the fair valuations made by the Valuation Committee and any changes made to the procedures.
Repurchase Agreements
The Fund may invest in repurchase agreements for short-term liquidity purposes. 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.
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 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.
Repurchase agreements are subject to Master Netting Agreements which are agreements between the Fund and its counterparties that provide for the net settlement of all transactions and collateral with the Fund, through a single payment, in the event of default or termination. Amounts presented on the Portfolio of Investments and Statement of Assets and Liabilities are not net settlement amounts but gross. As indicated above, the cash or securities to be repurchased, as shown on the Portfolio of Investments, exceeds the repurchase price to be paid under the agreement reducing the net settlement amount to zero.
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Investment Income, Gains and Losses, Expenses and Distributions
Investment transactions are accounted for on a trade-date basis. Realized gains and losses from investment transactions are recorded on an identified-cost basis. Interest income and expenses are accrued daily. Distributions to shareholders are recorded on the ex-dividend date. Distributions of net investment income, if any, are declared daily and paid monthly. Amortization/accretion of premium and discount is included in investment income. Investment income, realized gains and losses, and certain fund-level expenses are allocated to each class based on relative average daily net assets, except that Primary Shares and Service Shares may bear distribution services fees and other service fees unique to those classes. The detail of the total fund expense waivers and reimbursement of $237,623 is disclosed in various locations in Note 2 and Note 5.
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.
Other Service Fees
The Fund may pay other service fees up to 0.25% of the average daily net assets of the Fund's Primary Shares and Service Shares to unaffiliated financial intermediaries for providing services to shareholders and maintaining shareholder accounts. Subject to the terms described in the Expense Limitation note, the Adviser may voluntarily reimburse the Fund for other service fees. In addition, unaffiliated third-party financial intermediaries may waive other service fees. This waiver can be modified or terminated at any time.
For the year ended December 31, 2016, other service fees for the Fund were as follows:
  Other Service
Fees Incurred
Other Service
Fees Reimbursed
Other Service Fees
Waived by Unaffiliated
Third Parties
Service Shares $197,060 $(43,252) $(87,591)
For the year ended December 31, 2016, the Fund's Primary Shares did not incur other service fees.
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. As of and during the year ended December 31, 2016, the Fund did not have a liability for any uncertain tax positions. The Fund recognizes interest and penalties, if any, related to tax liabilities as income tax expense in the Statement of Operations. As of December 31, 2016, tax years 2013 through 2016 remain subject to examination by the Fund's major tax jurisdictions, which include the United States of America and the Commonwealth of Massachusetts.
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.
Restricted Securities
The Fund may purchase securities which are considered restricted. 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 Trustees. The Fund will not incur any registration costs upon such resales. Restricted securities are valued at amortized cost in accordance with Rule 2a-7 under the Act.
Other
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. The Fund applies Investment Company accounting and reporting guidance.
3. SHARES OF BENEFICIAL INTEREST
The following tables summarize share activity:
  Period Ended
12/31/20161
Year Ended
12/31/2015
Primary Shares: Shares Amount Shares Amount
Shares sold 100 $100 $—
NET CHANGE RESULTING FROM PRIMARY SHARES TRANSACTIONS 100 $100 $—
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  Year Ended
12/31/2016
Year Ended
12/31/2015
Service Shares:2 Shares Amount Shares Amount
Shares sold 65,231,601 $65,231,601 81,522,557 $81,522,557
Shares issued to shareholders in payment of distributions declared 96 96 1,337 1,337
Shares redeemed (92,186,339) (92,186,339) (75,032,191) (75,032,191)
NET CHANGE RESULTING FROM SERVICE SHARES TRANSACTIONS (26,954,642) $(26,954,642) 6,491,703 $6,491,703
NET CHANGE RESULTING FROM TOTAL FUND SHARE TRANSACTIONS (26,954,542) $(26,954,542) 6,491,703 $6,491,703
1 Reflects operations for the period from April 29, 2016 (date of initial investment) to December 31, 2016.
2 Effective April 29, 2016, the Fund's original shares were redesignated as Service Shares.
4. FEDERAL TAX INFORMATION
The tax character of distributions as reported on the Statement of Changes in Net Assets for the years ended December 31, 2016 and 2015, was as follows:
  2016 2015
Ordinary income1 $96 $1,349
1 For tax purposes, short-term capital gain distributions are considered as ordinary income distributions.
    
As of December 31, 2016, the components of distributable earnings on a tax basis were as follows:
Undistributed ordinary income $9
Capital loss carryforwards $(949)
At December 31, 2016, the Fund had a capital loss carryforward of $949 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, thereby reducing 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, a net capital loss incurred in taxable years beginning on or before December 22, 2010, is characterized as short-term and may be carried forward for a maximum of eight tax years (“Carryforward Limit”), whereas a net capital loss incurred in taxable years beginning after December 22, 2010, retains its character as either short-term or long-term, does not expire and is required to be utilized prior to the losses which have a Carryforward Limit.
The following schedule summarizes the Fund's capital loss carryforwards and expiration years:
Expiration Year Short-Term Long-Term Total
No Expiration $451 $498 $949
5. INVESTMENT ADVISER FEE AND OTHER TRANSACTIONS WITH AFFILIATES
Investment Adviser Fee
The advisory agreement between the Fund and the Adviser provides for an annual fee equal to 0.20% of the Fund's average daily net assets. Prior to April 30, 2016, the annual advisory fee was 0.50% of the Fund's average daily net assets. Subject to the terms described in the Expense Limitation note, the Adviser may voluntarily choose to waive any portion of its fee. For the year ended December 31, 2016, the Adviser voluntarily waived $106,780 of its fee and voluntarily reimbursed $43,252 of other operating expenses.
Administrative Fee
Federated Administrative Services (FAS), under the Administrative Services Agreement, provides the Fund with administrative personnel and services. For purposes of determining the appropriate rate breakpoint, “Investment Complex” is defined as all of the Federated Funds subject to a fee under the Administrative Services Agreement. The fee paid to FAS is based on the average daily net assets of the Investment Complex as specified below, plus certain out-of-pocket expenses:
Administrative Fee Average Daily Net Assets
of the Investment Complex
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
Subject to the terms described in the Expense Limitation note, FAS may voluntarily choose to waive any portion of its fee.
For the year ended December 31, 2016, the annualized fee paid to FAS was 0.078% of average daily net assets of the Fund.
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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 Primary 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
Primary Shares 0.25%
Subject to the terms described in the Expense Limitation note, FSC may voluntarily choose to waive any portion of its fee.
When FSC receives fees, it may pay some or all of them to financial intermediaries whose customers purchase shares.
For the year ended December 31, 2016, the Fund's Primary Shares did not incur a distribution services fee; however, it may begin to incur this fee upon approval to the Trustees.
Other Service Fees
For the year ended December 31, 2016, the Adviser reimbursed $43,252 of the other service fees disclosed in Note 2.
Expense Limitation
Due to the possibility of changes in market conditions and other factors, there can be no assurance that the level of waivers/reimbursement/reduction of Fund expenses reflected in the financial highlights will be maintained in the future. However, the Adviser and certain of its affiliates (which may include FSC and FAS) on their own initiative have agreed to waive certain amounts of their respective fees and/or reimburse expenses. Total annual fund operating expenses (as shown in the financial highlights, excluding interest expenses, line of credit expenses, proxy-related expenses, and extraordinary expenses paid by the Fund, if any) paid by the Fund's Primary Shares and Service Shares (after the voluntary waivers and/or reimbursements) will not exceed 0.38% and 0.63% (the “Fee Limit”), respectively, up to but not including the later of (the “Termination Date”): (a) May 1, 2017; or (b) the date of the Fund's next effective Prospectus. While the Adviser and its applicable affiliates currently do not anticipate terminating or increasing these arrangements prior to the Termination Date, these arrangements may only be terminated or the Fee Limit increased prior to the Termination Date with the agreement of the Trustees.
Interfund Transactions
During the year ended December 31, 2016, the Fund engaged in sale transactions with funds that have a common investment adviser (or affiliated investment advisers), common Directors/Trustees and/or common Officers. These sale transactions complied with Rule 17a-7 under the Act and amounted to $3,325,000.
General
Certain Officers and Trustees of the Fund are Officers and Directors or Trustees of certain of the above companies. To efficiently facilitate payment, Directors'/Trustees' fees and certain expenses related to conducting meetings of the Directors/Trustees and other miscellaneous expenses are paid by an affiliate of the Adviser which in due course are reimbursed by the Fund. Such expenses may be included in Accrued and Miscellaneous Expenses on the Statement of Assets and Liabilities and Statement of Operations, respectively.
6. LINE OF CREDIT
The Fund participates with certain other Federated Funds, on a several basis, in an up to $500,000,000 unsecured, 364-day, committed, revolving line of credit (LOC) agreement. The LOC was made available to finance temporarily the repurchase or redemption of shares of the Fund, failed trades, payment of dividends, settlement of trades and for other short-term, temporary or emergency general business purposes. The Fund cannot borrow under the LOC if an inter-fund loan is outstanding. The Fund's ability to borrow under the LOC also is subject to the limitations of the Act and various conditions precedent that must be satisfied before the Fund can borrow. Loans under the LOC are charged interest at a fluctuating rate per annum equal to the highest, on any day, of (a) (i) the federal funds effective rate, (ii) the one month London Interbank Offered Rate (LIBOR), and (iii) 0.0%, plus (b) a margin. The LOC also requires the Fund to pay, quarterly in arrears and at maturity, its pro rata share of a commitment fee based on the amount of the lenders' commitment that has not been utilized. As of December 31, 2016, there were no outstanding loans. During the year ended December 31, 2016, the Fund did not utilize the LOC.
7. 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 Fund to borrow from other participating affiliated funds. As of December 31, 2016, there were no outstanding loans. During the year ended December 31, 2016, the program was not utilized.
8. REGULATORY UPDATES
On October 13, 2016, the SEC amended existing rules intended to modernize reporting and disclosure of information. These amendments relate to Regulation S-X which sets forth the form and content of financial statements. At this time, management is evaluating the implications of adopting these amendments and their impact on the financial statements and accompanying notes.
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Report of Independent Registered Public Accounting Firm
TO THE BOARD OF TRUSTEES OF the FEDERATED INSURANCE SERIES AND SHAREHOLDERS OF FEDERATED Government MONEY FUND II:
We have audited the accompanying statement of assets and liabilities, including the portfolio of investments, of Federated Government Money Fund II (formerly Federated Prime Money Market Fund II) (the “Fund”), as of December 31, 2016, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended and the financial highlights for each of the years or periods in the five-year period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2016, by correspondence with the custodian. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Federated Government Money Fund II as of December 31, 2016, and the results of its operations for the year then ended, the changes in its net assets for each of the years in the two-year period then ended and the financial highlights for each of the years or periods in the five-year period then ended, in conformity with U.S. generally accepted accounting principles.
Boston, Massachusetts
February 15, 2017
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Shareholder Expense Example (unaudited)
As a shareholder of the Fund, you incur ongoing costs, including management fees and to the extent applicable, distribution (12b-1) fees and/or other service 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 variable investment options. It is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from July 1, 2016 to December 31, 2016.
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. Therefore, the second section of each table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.
  Beginning
Account Value
7/1/2016
Ending
Account Value
12/31/2016
Expenses Paid
During Period1
Actual:      
Primary Shares $1,000 $1,000.50 $0.002
Service Shares $1,000 $1,000.00 $2.413
Hypothetical (assuming a 5% return before expenses):      
Primary Shares $1,000 $1,025.10 $0.002
Service Shares $1,000 $1,022.69 $2.443
1 Expenses are equal to the Fund's annualized net expense ratios, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half-year period). The expenses shown in the table do not include the charges and expenses imposed by the insurance company under the variable insurance product contract. Please refer to the variable insurance product prospectus for a complete listing of these expenses. The annualized net expense ratios are as follows:
    
Primary Shares 0.00%
Service Shares 0.48%
2 Actual and Hypothetical expenses paid during the period utilizing the Fund's Primary Shares current Fee Limit of 0.38% (as reflected in the Notes to Financial Statements, Note 5 under Expense Limitation), multiplied by the average account value over the period, multiplied by 184/366 (to reflect expenses paid as if they had been in effect throughout the most recent one-half-year period) would be $1.91 and $1.93, respectively.
3 Actual and Hypothetical expenses paid during the period utilizing the Fund's Service Shares current Fee Limit of 0.63% (as reflected in the Notes to Financial Statements, Note 5 under Expense Limitation), multiplied by the average account value over the period, multiplied by 184/366 (to reflect expenses paid as if they had been in effect throughout the most recent one-half-year period) would be $3.17 and $3.20, respectively.
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Board of Trustees and Trust Officers
The Board of Trustees is responsible for managing the Trust's business affairs and for exercising all the Trust's powers except those reserved for the shareholders. The following tables give information about each Trustee and the senior officers of the Fund. Where required, the tables separately list Trustees who are “interested persons” of the Fund (i.e., “Interested” Trustees) and those who are not (i.e., “Independent” Trustees). Unless otherwise noted, the address of each person listed is Federated Investors Tower, 1001 Liberty Avenue, Pittsburgh, PA 15222. The address of all Independent Trustees listed is 4000 Ericsson Drive, Warrendale, PA 15086-7561; Attention: Mutual Fund Board. As of December 31, 2016, the Trust comprised seven portfolio(s), and the Federated Fund Family consisted of 40 investment companies (comprising 124 portfolios). Unless otherwise noted, each Officer is elected annually. Unless otherwise noted, each Trustee oversees all portfolios in the Federated Fund Family and serves for an indefinite term. The Fund's Statement of Additional Information includes additional information about Trust Trustees and is available, without charge and upon request, by calling 1-800-341-7400.
Interested Trustees Background
Name
Birth Date
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years,
Other Directorships Held and Previous Position(s)
J. Christopher Donahue*
Birth Date: April 11, 1949
Trustee
Indefinite Term
Began serving: September 1993
Principal Occupations: Principal Executive Officer and President of certain of the Funds in the Federated Fund Family; Director or Trustee of the Funds in the Federated Fund Family; President, Chief Executive Officer and Director, Federated Investors, Inc.; Chairman and Trustee, Federated Investment Management Company; Trustee, Federated Investment Counseling; Chairman and Director, Federated Global Investment Management Corp.; Chairman, Federated Equity Management Company of Pennsylvania and Passport Research, Ltd. (investment advisory subsidiary of Federated); Trustee, Federated Shareholder Services Company; Director, Federated Services Company.
Previous Positions: President, Federated Investment Counseling; President and Chief Executive Officer, Federated Investment Management Company, Federated Global Investment Management Corp. and Passport Research, Ltd.
Thomas R. Donahue*
Birth Date: October 20, 1958
Trustee
Indefinite Term
Began serving: May 2016
Principal Occupations: Director or Trustee of certain of the funds in the Federated Fund Family; Chief Financial Officer, Treasurer, Vice President and Assistant Secretary, Federated Investors, Inc.; Chairman and Trustee, Federated Administrative Services; Chairman and Director, Federated Administrative Services, Inc.; Trustee and Treasurer, Federated Advisory Services Company; Director or Trustee and Treasurer, Federated Equity Management Company of Pennsylvania, Federated Global Investment Management Corp., Federated Investment Counseling, and Federated Investment Management Company; Director, MDTA LLC; Treasurer, Passport Research, LTD; Director, Executive Vice President and Assistant Secretary, Federated Securities Corp.; Director or Trustee and Chairman, Federated Services Company and Federated Shareholder Services Company; and Director and President, FII Holdings, Inc.
Previous Positions: Director, Federated Investors, Inc.; Assistant Secretary, Federated Investment Management Company, Federated Global Investment Management Company and Passport Research, LTD; Executive Vice President, Federated Securities Corp.; and Treasurer, FII Holdings, Inc.
* Family relationships and reasons for “interested” status: J. Christopher Donahue and Thomas R. Donahue are brothers. Both are “interested” due to their beneficial ownership of shares of Federated Investors, Inc. and the positions they hold with Federated and its subsidiaries. Thomas R. Donahue and J. Christopher Donahue are sons of John F. Donahue, Chairman Emeritus of the Federated Funds.
INDEPENDENT Trustees Background
Name
Birth Date
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years,
Other Directorships Held, Previous Position(s) and Qualifications
John T. Collins
Birth Date: January 24, 1947
Trustee
Indefinite Term
Began serving: October 2013
Principal Occupations: Director or Trustee of the Federated Fund Family; formerly, Chairman and CEO, The Collins Group, Inc. (a private equity firm) (Retired).
Other Directorships Held: Director, Current Chair of the Compensation Committee, KLX Corp.
Qualifications: Mr. Collins has served in several business and financial management roles and directorship positions throughout his career. Mr. Collins previously served as Chairman and CEO, The Collins Group, Inc. (a private equity firm). Mr. Collins serves as Chairman Emeriti, Bentley University. Mr. Collins previously served as Director and Audit Committee Member, Bank of America Corp.; Director, FleetBoston Financial Corp.; and Director, Beth Israel Deaconess Medical Center (Harvard University Affiliate Hospital).
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Name
Birth Date
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years,
Other Directorships Held, Previous Position(s) and Qualifications
G. Thomas Hough
Birth Date: February 28, 1955
Trustee
Indefinite Term
Began serving: August 2015
Principal Occupations: Director or Trustee of the Federated Fund Family; formerly, Vice Chair, Ernst & Young LLP (public accounting firm) (Retired).
Other Directorships Held: Director, Chair of the Audit Committee, Governance Committee, Publix Super Markets, Inc.; Director, Member of the Audit Committee and Technology Committee of Equifax, Inc.
Qualifications: Mr. Hough has served in accounting, business management and directorship positions throughout his career. Mr. Hough most recently held the position of Americas Vice Chair of Assurance with Ernst & Young LLP (public accounting firm). Mr. Hough is an Executive Committee member of the United States Golf Association, he serves on the President's Cabinet and Business School Board of Visitors for the University of Alabama and is on the Business School Board of Visitors for Wake Forest University.
Maureen Lally-Green
Birth Date: July 5, 1949
Trustee
Indefinite Term
Began serving: August 2009
Principal Occupations: Director or Trustee of the Federated Fund Family; Interim Dean of the Duquesne University School of Law; Adjunct Professor of Law, Duquesne University School of Law; formerly, Associate General Secretary and Director, Office of Church Relations, Diocese of Pittsburgh.
Other Directorships Held: Director, CONSOL Energy Inc.
Qualifications: Judge Lally-Green has served in various legal and business roles and directorship positions throughout her career. Judge Lally-Green previously served as: Associate General Secretary, Diocese of Pittsburgh; a member of the Superior Court of Pennsylvania; and as a Professor of Law, Duquesne University School of Law. Judge Lally-Green also currently holds the positions on either a public or not for profit Board of Directors as follows: Director and Chair, UPMC Mercy Hospital; Regent, St. Vincent Seminary; Director and Vice Chair, Our Campaign for the Church Alive!, Inc.; Director, Saint Vincent College; Member, Pennsylvania State Board of Education (public); and Director and Chair, Cardinal Wuerl North Catholic High School, Inc. Judge Lally-Green has held the positions of: Director, Auberle; Director, Epilepsy Foundation of Western and Central Pennsylvania; Director, Ireland Institute of Pittsburgh; Director, Saint Thomas More Society; Director, Catholic High Schools of the Diocese of Pittsburgh, Inc.; and Director, Pennsylvania Bar Institute.
Peter E. Madden
Birth Date: March 16, 1942
Trustee

Indefinite Term
Began serving: September 1993
Principal Occupation: Director or Trustee, and Chair of the Board of Directors or Trustees, of the Federated Fund Family; Retired.
Other Directorships Held: None.
Qualifications: Mr. Madden has served in several business management, mutual fund services and directorship positions throughout his career. Mr. Madden previously served as President, Chief Operating Officer and Director, State Street Bank and Trust Company (custodian bank) and State Street Corporation (financial services). He was Director, VISA USA and VISA International and Chairman and Director, Massachusetts Bankers Association. Mr. Madden served as Director, Depository Trust Corporation and Director, The Boston Stock Exchange. Mr. Madden also served as a Representative to the Commonwealth of Massachusetts General Court.
Charles F. Mansfield, Jr.
Birth Date: April 10, 1945
Trustee

Indefinite Term
Began serving: September 1999
Principal Occupations: Director or Trustee of the Federated Fund Family; Management Consultant.
Other Directorships Held: None.
Qualifications: Mr. Mansfield has served as a Marine Corps officer and in several banking, business management, educational roles and directorship positions throughout his long career. He remains active as a Management Consultant.
Thomas M. O'Neill
Birth Date: June 14, 1951
Trustee

Indefinite Term
Began serving: August 2006
Principal Occupations: Director or Trustee, Chair of the Audit Committee of the Federated Fund Family; Sole Proprietor, Navigator Management Company (investment and strategic consulting).
Other Directorships Held: None.
Qualifications: Mr. O'Neill has served in several business, mutual fund and financial management roles and directorship positions throughout his career. Mr. O'Neill serves as Director, Medicines for Humanity and Director, The Golisano Children's Museum of Naples, Florida. Mr. O'Neill previously served as Chief Executive Officer and President, Managing Director and Chief Investment Officer, Fleet Investment Advisors; President and Chief Executive Officer, Aeltus Investment Management, Inc.; General Partner, Hellman, Jordan Management Co., Boston, MA; Chief Investment Officer, The Putnam Companies, Boston, MA; Credit Analyst and Lending Officer, Fleet Bank; Director and Consultant, EZE Castle Software (investment order management software); and Director, Midway Pacific (lumber).
P. Jerome Richey
Birth Date: February 23, 1949
Trustee
Indefinite Term
Began serving: October 2013
Principal Occupations: Director or Trustee of the Federated Fund Family; Management Consultant; formerly, Senior Vice Chancellor and Chief Legal Officer, University of Pittsburgh and Executive Vice President and Chief Legal Officer, CONSOL Energy Inc.
Other Directorships Held: None.
Qualifications: Mr. Richey has served in several business and legal management roles and directorship positions throughout his career. Mr. Richey most recently held the positions of Senior Vice Chancellor and Chief Legal Officer, University of Pittsburgh. Mr. Richey previously served as Chairman of the Board, Epilepsy Foundation of Western Pennsylvania and Chairman of the Board, World Affairs Council of Pittsburgh. Mr. Richey previously served as Chief Legal Officer and Executive Vice President, CONSOL Energy Inc.; and Board Member, Ethics Counsel and Shareholder, Buchanan Ingersoll & Rooney PC (a law firm).
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Name
Birth Date
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years,
Other Directorships Held, Previous Position(s) and Qualifications
John S. Walsh
Birth Date: November 28, 1957
Trustee

Indefinite Term
Began serving: January 1999
Principal Occupations: Director or Trustee of the Federated Fund Family; President and Director, Heat Wagon, Inc. (manufacturer of construction temporary heaters); President and Director, Manufacturers Products, Inc. (distributor of portable construction heaters); President, Portable Heater Parts, a division of Manufacturers Products, Inc.
Other Directorships Held: None.
Qualifications: Mr. Walsh has served in several business management roles and directorship positions throughout his career. Mr. Walsh previously served as Vice President, Walsh & Kelly, Inc. (paving contractors).
OFFICERS
Name
Birth Date
Address
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years
and Previous Position(s)
John W. McGonigle
Birth Date: October 26, 1938
EXECUTIVE VICE PRESIDENT AND SECRETARY
Officer since: September 1993
Principal Occupations: Executive Vice President and Secretary of the Federated Fund Family; Vice Chairman, Executive Vice President, Secretary and Director, Federated Investors, Inc.
Previous Positions: Trustee, Federated Investment Management Company and Federated Investment Counseling; Director, Federated Global Investment Management Corp., Federated Services Company and Federated Securities Corp.
Lori A. Hensler
Birth Date: January 6, 1967
TREASURER
Officer since: April 2013
Principal Occupations: Principal Financial Officer and Treasurer of the Federated Fund Family; Senior Vice President, Federated Administrative Services; Financial and Operations Principal for Federated Securities Corp. and Edgewood Services, Inc.; and Assistant Treasurer, Federated Investors Trust Company. Ms. Hensler has received the Certified Public Accountant designation.
Previous Positions: Controller of Federated Investors, Inc.; Senior Vice President and Assistant Treasurer, Federated Investors Management Company; Treasurer, Federated Investors Trust Company; Assistant Treasurer, Federated Administrative Services, Federated Administrative Services, Inc., Federated Securities Corp., Edgewood Services, Inc., Federated Advisory Services Company, Federated Equity Management Company of Pennsylvania, Federated Global Investment Management Corp., Federated Investment Counseling, Federated Investment Management Company, Passport Research, Ltd., and Federated MDTA, LLC; Financial and Operations Principal for Federated Securities Corp., Edgewood Services, Inc. and Southpointe Distribution Services, Inc.
Peter J. Germain
Birth Date: September 3, 1959
CHIEF LEGAL OFFICER
Officer since: January 2005
Principal Occupations: Mr. Germain is Chief Legal Officer of the Federated Fund Family. He is General Counsel and Vice President, Federated Investors, Inc.; President, Federated Administrative Services and Federated Administrative Services, Inc.; Vice President, Federated Securities Corp.; Secretary, Federated Private Asset Management, Inc.; and Secretary, Retirement Plan Service Company of America. Mr. Germain joined Federated in 1984 and is a member of the Pennsylvania Bar Association.
Previous Positions: Deputy General Counsel, Special Counsel, Managing Director of Mutual Fund Services, Federated Investors, Inc.; Senior Vice President, Federated Services Company; and Senior Corporate Counsel, Federated Investors, Inc.
Richard B. Fisher
Birth Date: May 17, 1923
VICE PRESIDENT
Officer since: September 1993
Principal Occupations: Vice Chairman or Vice President of some of the Funds in the Federated Fund Family; Vice Chairman, Federated Investors, Inc.; Chairman, Federated Securities Corp.
Previous Positions: President and Director or Trustee of some of the Funds in the Federated Fund Family; Executive Vice President, Federated Investors, Inc.; Director and Chief Executive Officer, Federated Securities Corp.
John B. Fisher
Birth Date: May 16, 1956
PRESIDENT
Officer since: November 2004
Principal Occupations: Principal Executive Officer and President of certain of the Funds in the Federated Fund Family; Director or Trustee of certain of the Funds in the Federated Fund Family; Vice President, Federated Investors, Inc.; President, Director/Trustee and CEO, Federated Advisory Services Company, Federated Equity Management Company of Pennsylvania, Federated Global Investment Management Corp., Federated Investment Counseling, Federated Investment Management Company; President and CEO of Passport Research, Ltd.; President of some of the Funds in the Federated Fund Complex and Director, Federated Investors Trust Company.
Previous Positions: President and Director of the Institutional Sales Division of Federated Securities Corp.; President and Director of Federated Investment Counseling; Director, Edgewood Securities Corp.; Director, Federated Services Company; Director, Federated Investors, Inc.; Chairman and Director, Southpointe Distribution Services, Inc. and President, Technology, Federated Services Company.
Stephen Van Meter
Birth Date: June 5, 1975
CHIEF COMPLIANCE OFFICER AND SENIOR VICE PRESIDENT
Officer since: July 2015
Principal Occupations: Senior Vice President and Chief Compliance Officer of the Federated Fund Family; Vice President and Chief Compliance Officer of Federated Investors, Inc. and Chief Compliance Officer of certain of its subsidiaries. Mr. Van Meter joined Federated in October 2011. He holds FINRA licenses under Series 3, 7, 24 and 66.
Previous Positions: Mr. Van Meter previously held the position of Compliance Operating Officer, Federated Investors, Inc. Prior to joining Federated, Mr. Van Meter served at the United States Securities and Exchange Commission in the positions of Senior Counsel, Office of Chief Counsel, Division of Investment Management and Senior Counsel, Division of Enforcement.
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Name
Birth Date
Address
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years
and Previous Position(s)
Stephen F. Auth
Birth Date: September 13, 1956
101 Park Avenue
41st Floor
New York, NY 10178
CHIEF INVESTMENT OFFICER
Officer since: November 2002
Principal Occupations: Stephen F. Auth is Chief Investment Officer of various Funds in the Federated Fund Family; Executive Vice President, Federated Investment Counseling, Federated Global Investment Management Corp. and Federated Equity Management Company of Pennsylvania.
Previous Positions: Executive Vice President, Federated Investment Management Company and Passport Research, Ltd. (investment advisory subsidiary of Federated); Senior Vice President, Global Portfolio Management Services Division; Senior Vice President, Federated Investment Management Company and Passport Research, Ltd.; Senior Managing Director and Portfolio Manager, Prudential Investments.
Robert J. Ostrowski
Birth Date: April 26, 1963
Chief Investment Officer
Officer since: May 2004
Principal Occupations: Robert J. Ostrowski joined Federated in 1987 as an Investment Analyst and became a Portfolio Manager in 1990. He was named Chief Investment Officer of Federated's taxable fixed-income products in 2004 and also serves as a Senior Portfolio Manager. Mr. Ostrowski became an Executive Vice President of the Fund's Adviser in 2009 and served as a Senior Vice President of the Fund's Adviser from 1997 to 2009. Mr. Ostrowski has received the Chartered Financial Analyst designation. He received his M.S. in Industrial Administration from Carnegie Mellon University.
Deborah A. Cunningham
Birth Date: September 15, 1959
Chief Investment Officer
Officer since: June 2012
Principal Occupations: Deborah A. Cunningham was named Chief Investment Officer of Federated's money market products in 2004. She joined Federated in 1981 and has been a Senior Portfolio Manager since 1997 and an Executive Vice President of the Fund's Adviser since 2009. Ms. Cunningham has received the Chartered Financial Analyst designation and holds an M.S.B.A. in Finance from Robert Morris College.
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Evaluation and Approval of Advisory ContractMay 2016
Federated Government Money Fund II (the “Fund”)
(formerly, Federated Prime Money Fund II)
Following a review and recommendation of approval by the Fund's independent trustees, the Fund's Board of Trustees (the “Board”) reviewed and unanimously approved at its May 2016 meetings the continuation of the Fund's investment advisory contract for an additional one-year term. The Board's decision regarding the contract reflects the exercise of its business judgment after consideration of all of the information received on whether to continue the existing arrangements.
The 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 “Senior Officer's Evaluation”). The Board considered the Senior Officer's Evaluation, along with other information, in deciding to approve the investment advisory contract.
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 an adviser to a fund and its shareholders, including the performance and fees and expenses of the fund and of comparable funds; an adviser's cost of providing the services, including the profitability to an adviser of providing advisory services to a fund; the extent to which an adviser may realize “economies of scale” as a fund grows larger and, if such economies of scale exist, whether they have been shared with a fund and its shareholders or the family of funds; any “fall-out financial benefits” that accrue to an adviser because of its relationship with a fund (including research services received from brokers that execute fund trades and any fees paid to affiliates of an adviser for services rendered to a fund); comparative fee and expense structures, including a comparison of fees paid to an adviser with those paid by similar funds; and the extent of care, conscientiousness and independence with which board members perform their duties and their expertise, including whether they are fully informed about all facts the board deems relevant to its consideration of an adviser's services and fees. The Board noted that the Securities and Exchange Commission (“SEC”) disclosure requirements regarding the basis for the Board's approval of the Fund's investment advisory contract generally track the factors listed above. Consistent with these judicial decisions and SEC disclosure requirements, the Board also considered management fees charged to institutional and other clients of Federated Investment Management Company (the “Adviser”) for what might be viewed as like services. The Board was aware of these factors and was guided by them in its review of the Fund's investment advisory contract 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 Investors, Inc. and its affiliates (“Federated”) on matters relating to the Federated funds, and was assisted in its deliberations by independent legal counsel. Throughout the year, and in connection with its May meetings, the Board 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 substantial information in connection with the May meetings at which the Board's formal review of the investment advisory contract occurred. At the May meetings, in addition to meeting in separate sessions of the independent trustees without management present, senior management of the Adviser also met with the independent trustees and their counsel to discuss the materials presented and any other matters thought relevant by the Adviser or the trustees. Between regularly scheduled meetings, the Board also received information on particular matters as the need arose. Thus, the Board's consideration of the investment advisory contract included review of the Senior Officer's Evaluation, accompanying data and additional information covering such matters as: the Adviser'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; the entrepreneurial risk assumed by the Adviser in sponsoring the Fund; 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 funds which include a comprehensive
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array of funds with different investment objectives, policies and strategies which are generally 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.
While mindful that courts have cautioned against giving such comparisons too much weight, the Board has found the use of comparisons of the Fund's fees and expenses to other mutual funds with comparable investment programs to be relevant to its deliberations. In this regard, the Board was presented with, and considered, information regarding the contractual advisory fee rates, total expense ratios and each element of the Fund's total expense ratio (i.e., gross and net advisory fees, custody fees, portfolio accounting fees and transfer agency fees) relative to the Fund's peers. The Board focused on comparisons with other similar mutual funds more heavily than non-mutual fund products or services because it is believed that 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 relevant indicator of what consumers have found to be reasonable in the precise marketplace in which the Fund competes.
The Board reviewed the contractual advisory fee rate, net advisory fee rate where partially waived and other expenses of the Fund and noted the position of the Fund's contractual advisory fee rate and other expenses relative to its peers. In this regard, the Board noted that the contractual advisory fee rate was above the median of the relevant peer group, but the Board noted the applicable waivers and reimbursements, and that the overall expense structure of the Fund remained competitive in the context of other factors considered by the Board.
By contrast, the Senior Officer has reviewed Federated's fees for providing advisory services to products outside the Federated funds (e.g., institutional and separate accounts and sub-adviser services). 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 and portfolio management techniques made necessary by different cash flows and different associated costs; and the time spent by portfolio managers and their teams, funds financial services, legal, compliance and risk management in reviewing securities pricing, addressing different administrative responsibilities, addressing different degrees of risk associated with management and a variety of different costs. The Senior Officer did not consider the fees for providing advisory services to these outside products to be determinative in judging the appropriateness of mutual fund advisory fees. The Senior Officer noted that the services, administrative responsibilities and risks associated with such relationships are quite different than serving as a primary adviser to a fund.
Following such evaluation, the Board concluded, within the context of its full deliberations, that the expenses of the Fund are reasonable and supported renewal of the investment advisory contract with respect to the Fund.
The Board considered the nature, extent and quality of the services provided to the Fund by the Adviser and the resources of the Adviser and its affiliates dedicated to the Fund. In this regard, the Board evaluated, among other things, the Adviser's personnel, experience, track record, overall reputation and willingness to invest in personnel and infrastructure that benefit the Fund. In addition, the Board reviewed the qualifications, backgrounds and responsibilities of the portfolio management team primarily responsible for the day-to-day management of the Fund. The Board noted the compliance programs of and the compliance-related resources provided to the Fund by the Adviser. The Fund's ability to deliver competitive performance when compared to its peer group was also deemed to be relevant by the Board as a useful indicator of how the Adviser is executing the Fund's investment program, which in turn was one of the Board's considerations 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 investment advisory contract.
In evaluating the Fund's investment performance, the Board considered performance results in light of the Fund's investment objective, strategies and risks, as disclosed in the Fund's prospectus. The Board particularly considered detailed investment reports on the Fund's performance provided to the Board throughout the year and in connection with the May meetings. The Senior Officer also reviewed information 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 may be helpful, though not conclusive, in judging the reasonableness of the proposed fees. The Board considered, in evaluating such comparisons, that in some cases individual funds may exhibit significant and unique differences in their objectives and management techniques when compared to other funds within an industry peer group.
The Fund's performance fell below the median of the relevant peer group for the one-year period covered by the Senior Officer's Evaluation. The Board discussed the Fund's performance with the Adviser and recognized the efforts being taken by the Adviser. The Board also considered the relatively tight dispersion of performance data with respect to the Fund and its peers.
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Following such evaluation, the Board concluded, within the context of its full deliberations, that the performance of the Fund supported renewal of the investment advisory contract with respect to the Fund.
The Board also received financial information about Federated, including information regarding the compensation and ancillary (or “fall-out”) benefits Federated derived from its relationships with the Federated funds. This information covered not only the fees under the investment 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 information also detailed 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. Moreover, the Board receives regular reporting as to the institution, adjustment or elimination of these voluntary waivers.
The Board considered Federated's previous reductions in contractual management fees to certain funds in response to the Senior Officer's recommendations.
In May 2014, the Senior Officer recommended that Federated review the fee structures of its money market funds to determine whether it would be appropriate to consider alternative pricing structures. Federated combined that review with its consideration of the re-structuring of its money market fund product line in response to the recently adopted amendments to Rule 2a-7 under the Investment Company Act of 1940, as amended (the “1940 Act”) and previously proposed, and the Board approved, meaningful reductions to the contractual advisory fees of certain Federated money market funds.
Federated furnished information, 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, while these cost allocation reports apply consistent allocation processes, the inherent difficulties in allocating costs continues to cause the Senior Officer to question the precision of the process and to conclude that such reports may be unreliable, since a single change in an allocation estimate may dramatically alter the resulting estimate of cost and/or profitability of a fund and may produce unintended consequences. The allocation information, including the Senior Officer's view that fund-by-fund estimations may be unreliable, was considered in the analysis by the Board.
The Board and the Senior Officer also reviewed information compiled by Federated comparing profitability information for Federated to other publicly held fund management companies. In this regard, the Senior Officer concluded that Federated's profit margins did not appear to be excessive. The Senior Officer also noted that Federated appeared financially sound, with the resources to fulfill its obligations under its contracts with the Fund.
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, shareholder services, compliance, internal audit, and risk management functions, as well as systems technology (including technology relating to cybersecurity), and that the benefits of these efforts (as well as any economies of scale, should they exist) were likely to be enjoyed by the fund family as a whole. The Board noted that the Adviser's investments in these areas are extensive. In addition, the Board considered that Federated and its affiliates have frequently waived fees and/or reimbursed expenses and that this has allowed fund shareholders to share potential economies of scale from a fund's inception. Federated, as it does throughout the year, and again in connection with the Board's review, furnished information relative to revenue sharing or adviser paid fees. Federated and the Senior Officer noted that this information should be viewed to determine if there was an incentive to either not apply breakpoints or to apply breakpoints at higher levels and should not be viewed to determine the appropriateness of advisory fees, because it would represent marketing and distribution expenses. 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 a fund attains a certain size.
The Senior Officer noted that, subject to the comments and recommendations made within the Senior Officer's Evaluation, his observations and the information accompanying the Senior Officer's Evaluation supported a finding by the Board that the management fee for the Fund was reasonable. Under these circumstances, no objection was raised to the continuation of, the Fund's investment advisory contract.
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 investment advisory contract. In particular, the Board recognized that many 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
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have a continuing role in providing advisory services to the Fund. Thus, the Board's approval of the investment 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 concluded that, in light of the factors discussed above, including the nature, quality and scope of the services provided to the Fund by the Adviser and its affiliates, continuation of the investment advisory contract was appropriate.
The Board based its decision to approve the investment advisory contract 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 continuation of the contract reflects its determination that Federated's performance and actions provided a satisfactory basis to support the decision to continue the existing arrangement.
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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 via the Proxy Voting Record (Form N-PX) link associated with the Fund and share class name at www.FederatedInvestors.com/FundInformation. 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 via the link to the Fund and share class name at www.FederatedInvestors.com/FundInformation.
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Variable investment options 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 variable investment options involves investment risk, including the possible loss of principal.
You could lose money by investing in the Fund. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. An investment in the Fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The Fund's sponsor has no legal obligation to provide financial support to the Fund, and you should not expect that the sponsor will provide financial support to the Fund at any time.
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.
Federated Government Money Fund II

Federated Investors Funds
4000 Ericsson Drive
Warrendale, PA 15086-7561
Contact us at FederatedInvestors.com
or call 1-800-341-7400.
Federated Securities Corp., Distributor
CUSIP 313916751
CUSIP 313916504
G00842-01 (2/17)
Federated is a registered trademark of Federated Investors, Inc.
2017 ©Federated Investors, Inc.
Annual Shareholder Report
Share Class
Primary
Service
    
Federated Quality Bond Fund II

A Portfolio of Federated Insurance Series

Dear Valued Shareholder,
I am pleased to present the Annual Shareholder Report for your fund covering the period from January 1, 2016 through December 31, 2016. This report includes Management's Discussion of Fund Performance, a complete listing of your fund's holdings, performance information and financial statements along with other important fund information.
In addition, our website, FederatedInvestors.com, offers easy access to Federated resources that include timely fund updates, economic and market insights from our investment strategists, and financial planning tools. We invite you to register to take full advantage of its capabilities.
Thank you for investing with Federated. I hope you find this information useful and look forward to keeping you informed.
Sincerely,
John B. Fisher, President

Not FDIC Insured • May Lose Value • No Bank Guarantee

CONTENTS

Table of Contents
Management's Discussion of Fund Performance (unaudited)
The total return of Federated Quality Bond Fund II (the “Fund”), based on net asset value for the 12-month reporting period ended December 31, 2016, was 3.82% for the Primary Shares and 3.53% for the Service Shares. The total return of the Fund's broad-based benchmark, the Bloomberg Barclays U.S. Intermediate Credit Index (BBICI),1 was 3.68% during the same period. The 3.82% total return of the Primary Shares for the reporting period consisted of 3.73% of taxable dividends and 0.09% of appreciation in the net asset value of shares. The Fund's total return for the most recently completed fiscal year reflected actual cash flows, transaction costs and other expenses, which were not reflected in the total return of the BBICI.
During the 12-month reporting period, the most significant factors affecting the Fund's performance relative to the BBICI were: (a) the selection of various industries and sectors of the corporate bond market; and (b) overall interest rate sensitivity of the portfolio, as measured by the effective duration2 of the portfolio.
The following discussion will focus on the performance of the Fund's Primary Shares.
market overview
The reporting period opened with volatility that had its roots in the latter part of 2015. Fears of slowing global economic growth, especially from China, the negative effects of a rising U.S. dollar on the manufacturing sector and ongoing commodity deflation raised the specter of a U.S. recession for the first time in years. However, February 11, 2016 was a turning point, with both oil futures and the S&P 500 Index hitting their lows for the year and 10-year Treasury yields reaching their lows for the first quarter of 2016. The trigger was not one single data point, but rather a shift in market sentiment that perhaps assets had become oversold. Despite the earlier fears, the U.S. economy continued to expand at its slow and steady pace of low single digits on growth from consumer spending, as private investment spending remained subdued. Growing consumer confidence led to stronger sales of new cars and trucks, helped by lower gasoline prices due to the oil price rout, and of new and existing homes, no doubt helped by low mortgage rates spurred on by the drop in U.S. Treasury yields. In late June, the British voted to leave the European Union (EU), which led to a flight to the safety of government bonds. Although Treasury yields hit all-time lows in early July with the 10-year Treasury reaching 1.35%, actions taken by the Bank of England combined with solid corporate earnings and modestly better U.S. economic data caused the market's risk appetite to return quickly. Towards the close of the year, the unexpected election of Donald Trump as the next President of the United States sparked a significant sell-off in U.S. Treasuries as well as a rally in risky assets, as the financial markets incorporated into asset prices his pro-growth plans for fiscal stimulus, lower taxes and less regulation. Finally, in mid-December, the Federal Reserve (the “Fed”) raised interest rates for the only time this year, citing the solid labor market and modestly improving economic growth. The year ended with the federal funds target rate range between 0.50% to 0.75% and the 10-year U.S. Treasury yield at 2.44%.
Within the corporate bond market, intermediate corporate bond spreads were initially driven wider by the aforementioned macro volatility3 and weakness in Energy and commodity-type sectors, but then generally tightened steadily through the remainder of the year. Spread tightening was driven by marked improvements in commodity prices and satisfactory underlying corporate fundamentals, including stable profit margins, strong liquidity and relatively stable credit rating trends.
Although there was record corporate bond issuance during the reporting period, the global hunt for yield in light of negative interest rates in other parts of the world led to solid demand for U.S. corporate bonds from foreign buyers and thus contributed to positive returns.
sector/industry selection
The decision to overweight or underweight specific corporate sectors and/or ratings quality was the primary driver of Fund performance relative to the BBICI. Broadly, the Fund was overweight in lower quality investment-grade4 securities (i.e., those in the “BBB”-rated category) and below investment-grade securities,5 which benefited performance for the reporting period. The Fund was helped by overweights in such sectors as Basics, Real Estate Investment Trusts (REITs), Communications, Media and Entertainment in addition to an underweight to the non-corporate components (i.e., government-related issuers) of the BBICI. These sectors underperformed corporates, and thus, the Fund's underweight position added to performance. Finally, the Fund was hurt by overweights to Banking and Insurance, both of which underperformed the BBICI.
Annual Shareholder Report
1

Table of Contents
Duration and DeRIVATIVEs MANAGEMENT
Duration had a negative impact on the performance of the Fund despite the Fund having marginally less interest rate sensitivity than the BBICI throughout the year (98%). The Fund had more sensitivity in the first half of the year, which negatively impacted performance as interest rates declined towards all-time lows near mid-year. In the second half of the year, the Fund was positioned closer to its benchmark in terms of rate sensitivity. Derivatives, namely U.S. Treasury futures,6 used to adjust duration targets, negatively affected Fund performance.
1 Please see the footnotes to the line graphs under “Fund Performance and Growth of a $10,000 Investment” below for the definition of, and more information about, the BBICI.
2 Duration is a measure of a security's price sensitivity to changes in interest rates. Securities with longer durations are more sensitive to changes in interest rates than securities of shorter durations.
3 Volatility is a statistical measurement of the frequency and level of changes in the value of an asset, index or instrument without regard to the direction of those changes. Volatility may result from rapid and dramatic price swings.
4 Investment-grade securities are securities that are rated at least “BBB- (minus)” or unrated securities of a comparable quality. Noninvestment-grade securities are securities that are not rated at least “BBB- (minus)” or unrated securities of a comparable quality. Credit ratings are an indication of the risk that a security will default. They do not protect a security from credit risk. Lower-rated bonds typically offer higher yields to help compensate investors for the increased risk associated with them. Among these risks are lower credit-worthiness, greater price volatility, more risk to principal and income than with higher-rated securities and increased possibilities of default.
5 From time to time, the Fund may hold below investment-grade securities as the result of credit rating downgrades of existing portfolio investments.
6 The Fund's use of derivative instruments involves risks different from, or possibly greater than, the risks associated with investing directly in securities and other traditional instruments.
Annual Shareholder Report
2

Table of Contents
FUND PERFORMANCE AND GROWTH OF A $10,000 INVESTMENT
The graph below illustrates the hypothetical investment of $10,0001 in the Federated Quality Bond Fund II from December 31, 2006 to December 31, 2016, compared to the Bloomberg Barclays U.S. Intermediate Credit Index (BBICI).2 The Average Annual Total Return table below shows returns for each class averaged over the stated periods.
Growth of a $10,000 Investment
Growth of $10,000 as of December 31, 2016
Average Annual Total Returns for the Period Ended 12/31/2016
  1 Year 5 Years 10 Years
Primary Shares 3.82% 3.57% 4.52%
Service Shares 3.53% 3.30% 4.26%
BBICI 3.68% 3.29% 4.74%
    
Performance data quoted represents past performance which is no guarantee of future results. Investment return and principal value will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Performance of a variable investment option changes over time and current performance may be lower or higher than what is stated. For current to the most recent month end performance, contact your insurance company. The performance information presented does not include the charges and expenses imposed by the insurance company under the variable insurance product contract. The inclusion of such charges would lower performance. Please refer to the variable insurance product prospectus for a complete listing of these expenses. Fund shares are available exclusively as a funding vehicle for life insurance companies writing variable life insurance policies and variable annuity contracts. Variable investment options are not obligations of or guaranteed by any bank and are not federally insured.
1 The Fund's performance assumes the reinvestment of all dividends and distributions. The BBICI has been adjusted to reflect reinvestment of dividends on securities in the index.
2 The BBICI measures the investment-grade, U.S. dollar-denominated, fixed-rate, taxable corporate and government-related bond markets. The index only includes securities with maturity between one and ten years. It is composed of the Bloomberg Barclays U.S. Corporate Index and a non-corporate component that includes foreign agencies, sovereigns, supranationals and local authorities. Effective August 24, 2016, the name of the BBICI changed from “Barclays U.S. Intermediate Credit Index” to “Bloomberg Barclays U.S. Intermediate Credit Index.” The index is not adjusted to reflect sales loads, expenses or other fees that the Securities and Exchange Commission requires to be reflected in the Fund's performance. The index is unmanaged and, unlike the Fund, is not affected by cash flows. It is not possible to invest directly in an index.
Annual Shareholder Report
3

Table of Contents
Portfolio of Investments Summary Table (unaudited)
At December 31, 2016, the Fund's portfolio composition1 was as follows:
Security Type Percentage of
Total Net Assets
Corporate Debt Securities 95.4%
Foreign Government Debt Securities 0.6%
Collateralized Mortgage Obligation 0.1%
Mortgage-Backed Securities2 0.1%
Municipal Bond 0.1%
Derivative Contracts3,4 (0.0)%
Cash Equivalents5 2.7%
Other Assets and Liabilities—Net6 1.0%
TOTAL 100.0%
1 See the Fund's Prospectus and Statement of Additional Information for a description of these security types.
2 For purposes of this table, Mortgage-Backed Securities include mortgage-backed securities guaranteed by GSEs.
3 Represents less than 0.1%.
4 Based upon net unrealized appreciation (depreciation) or value of the derivative contracts as applicable. 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 unrealized appreciation (depreciation) or value may indicate. In many cases, the notional value or 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.
5 Cash Equivalents include any investments in money market mutual funds and/or overnight repurchase agreements.
    
6 Assets, other than investments in securities and derivative contracts, less liabilities. See Statement of Assets and Liabilities.
Annual Shareholder Report
4

Table of Contents
Portfolio of Investments
Principal
Amount
    Value
    CORPORATE BONDS—95.4%  
    Basic Industry - Chemicals—1.4%  
$570,000   Albemarle Corp., 4.15%, 12/1/2024 $582,880
640,000   FMC Corp., Sr. Unsecd. Note, 3.95%, 2/1/2022 649,667
800,000 1,2 Incitec Pivot Finance LLC, Company Guarantee, Series 144A, 6.00%, 12/10/2019 860,831
790,000   RPM International, Inc., 6.50%, 2/15/2018 828,078
114,000   Rohm & Haas Co., 6.00%, 9/15/2017 117,572
    TOTAL 3,039,028
    Basic Industry - Metals & Mining—2.2%  
230,000   Carpenter Technology Corp., Sr. Unsecd. Note, 4.45%, 3/1/2023 220,175
650,000   Carpenter Technology Corp., Sr. Unsecd. Note, 5.20%, 7/15/2021 656,569
520,000 1,2 Gerdau S.A., Company Guarantee, Series 144A, 5.75%, 1/30/2021 535,860
470,000 1,2 Newcrest Finance Property Ltd., Sr. Unsecd. Note, Series 144A, 4.20%, 10/1/2022 472,685
1,200,000   Reliance Steel & Aluminum Co., Sr. Unsecd. Note, 4.50%, 4/15/2023 1,207,727
320,000   Southern Copper Corp., Sr. Unsecd. Note, 3.50%, 11/8/2022 318,786
1,080,000   Worthington Industries, Inc., Sr. Unsecd. Note, 6.50%, 4/15/2020 1,184,484
    TOTAL 4,596,286
    Basic Industry - Paper—0.2%  
125,000   Westvaco Corp., 7.65%, 3/15/2027 126,430
300,000   Westvaco Corp., Sr. Deb., 7.50%, 6/15/2027 301,609
    TOTAL 428,039
    Capital Goods - Aerospace & Defense—1.9%  
270,000 1,2 BAE Systems Holdings, Inc., Sr. Unsecd. Note, Series 144A, 2.85%, 12/15/2020 270,430
280,000 1,2 BAE Systems Holdings, Inc., Sr. Unsecd. Note, Series 144A, 3.85%, 12/15/2025 285,707
1,619,000 1,2 Embraer Overseas Ltd., Sr. Unsecd. Note, Series 144A, 5.696%, 9/16/2023 1,699,950
270,000   Lockheed Martin Corp., Sr. Unsecd. Note, 2.50%, 11/23/2020 272,317
260,000   Lockheed Martin Corp., Sr. Unsecd. Note, 3.55%, 1/15/2026 265,779
320,000   Rockwell Collins, Inc., Sr. Unsecd. Note, 3.10%, 11/15/2021 321,970
910,000 1,2 Textron Financial Corp., Jr. Sub. Note, Series 144A, 6.00%, 2/15/2067 664,300
295,000   Textron, Inc., Sr. Unsecd. Note, 4.30%, 3/1/2024 306,116
    TOTAL 4,086,569
    Capital Goods - Building Materials—0.5%  
620,000   Masco Corp., Sr. Unsecd. Note, 7.125%, 3/15/2020 700,600
275,000   Masco Corp., Unsecd. Note, 4.45%, 4/1/2025 280,500
    TOTAL 981,100
    Capital Goods - Construction Machinery—0.3%  
510,000   AGCO Corp., Sr. Unsecd. Note, 5.875%, 12/1/2021 546,829
    Capital Goods - Diversified Manufacturing—2.8%  
430,000   General Electric Capital Corp., Sr. Unsecd. Note, Series GMTN, 4.625%, 1/7/2021 466,790
600,000   General Electric Capital Corp., Sub. Note, 5.30%, 2/11/2021 665,276
800,000 1,2 Hutchison Whampoa International 14 Ltd., Unsecd. Note, Series 144A, 1.625%, 10/31/2017 798,620
300,000   Lennox International, Inc., Sr. Unsecd. Note, 3.00%, 11/15/2023 291,373
1,190,000   Pentair Ltd., Company Guarantee, 5.00%, 5/15/2021 1,251,921
625,000   Roper Technologies, Inc., 2.05%, 10/1/2018 627,274
600,000   Roper Technologies, Inc., Sr. Unsecd. Note, 3.00%, 12/15/2020 607,883
210,000   Roper Technologies, Inc., Sr. Unsecd. Note, 3.80%, 12/15/2026 211,733
195,000   Valmont Industries, Inc., 5.25%, 10/1/2054 171,144
341,000   Valmont Industries, Inc., Sr. Unsecd. Note, 6.625%, 4/20/2020 377,685
400,000 1,2 Wabtec Corp., Sr. Unsecd. Note, Series 144A, 3.45%, 11/15/2026 384,718
Annual Shareholder Report
5

Table of Contents
Principal
Amount
    Value
    CORPORATE BONDS—continued  
    Capital Goods - Diversified Manufacturing—continued  
$190,000   Xylem, Inc., Sr. Unsecd. Note, 3.25%, 11/1/2026 $184,603
    TOTAL 6,039,020
    Communications - Cable & Satellite—2.3%  
940,000   CCO Safari II LLC, 3.579%, 7/23/2020 959,133
567,000   CCO Safari II LLC, 4.464%, 7/23/2022 592,635
600,000   Comcast Corp., Sr. Unsecd. Note, 1.625%, 1/15/2022 574,497
480,000   Comcast Corp., Sr. Unsecd. Note, 2.75%, 3/1/2023 476,455
415,000 1,2 Cox Communications, Inc., Sr. Unsecd. Note, Series 144A, 3.35%, 9/15/2026 396,517
1,290,000   NBC Universal, Inc., Sr. Unsecd. Note, 5.15%, 4/30/2020 1,410,369
400,000   Time Warner Cable, Inc., Sr. Unsecd. Note, 8.375%, 3/15/2023 503,204
    TOTAL 4,912,810
    Communications - Media & Entertainment—2.3%  
300,000 1,2 British Sky Broadcasting Group PLC, Series 144A, 3.75%, 9/16/2024 301,087
750,000   CBS Corp., 3.70%, 8/15/2024 755,809
150,000   Discovery Communications LLC, Sr. Unsecd. Note, 4.90%, 3/11/2026 158,030
420,000   Grupo Televisa S.A., Sr. Unsecd. Note, 5.00%, 5/13/2045 357,531
79,000   Interpublic Group of Cos., Inc., Sr. Unsecd. Note, 2.25%, 11/15/2017 79,503
595,000   Omnicom Group, Inc., Sr. Unsecd. Note, 3.625%, 5/1/2022 611,177
500,000   S&P Global, Inc., Sr. Unsecd. Note, 3.30%, 8/14/2020 509,855
250,000   Viacom, Inc., 2.50%, 9/1/2018 250,806
550,000   Viacom, Inc., Sr. Unsecd. Note, 2.25%, 2/4/2022 516,947
150,000   Viacom, Inc., Sr. Unsecd. Note, 3.45%, 10/4/2026 138,706
400,000   Viacom, Inc., Sr. Unsecd. Note, 3.875%, 4/1/2024 388,372
900,000   WPP Finance 2010, Sr. Unsecd. Note, 5.125%, 9/7/2042 901,874
    TOTAL 4,969,697
    Communications - Telecom Wireless—1.0%  
1,000,000   American Tower Corp., Sr. Unsecd. Note, 4.50%, 1/15/2018 1,026,538
510,000   Crown Castle International Corp., Sr. Secd. Note, 3.40%, 2/15/2021 517,593
360,000   Crown Castle International Corp., Sr. Unsecd. Note, 2.25%, 9/1/2021 348,336
300,000   TELUS Corp., Sr. Unsecd. Note, 2.80%, 2/16/2027 281,089
    TOTAL 2,173,556
    Communications - Telecom Wirelines—2.6%  
700,000   AT&T, Inc., Sr. Unsecd. Note, 2.45%, 6/30/2020 695,206
450,000   AT&T, Inc., Sr. Unsecd. Note, 3.40%, 5/15/2025 433,931
1,090,000   AT&T, Inc., Sr. Unsecd. Note, 5.00%, 3/1/2021 1,172,466
500,000   CenturyLink, Inc., Sr. Note, Series Q, 6.15%, 9/15/2019 537,500
730,000   Telefonica Emisiones SAU, Sr. Unsecd. Note, 3.192%, 4/27/2018 740,631
250,000   Telefonica SA, Company Guarantee, 7.045%, 6/20/2036 290,586
350,000   Verizon Communications, Inc., Sr. Unsecd. Note, 4.125%, 8/15/2046 317,409
600,000   Verizon Communications, Inc., Sr. Unsecd. Note, 4.15%, 3/15/2024 627,244
735,000   Verizon Communications, Inc., Sr. Unsecd. Note, 5.15%, 9/15/2023 813,033
    TOTAL 5,628,006
    Consumer Cyclical - Automotive—4.2%  
500,000   American Honda Finance Corp., Sr. Unsecd. Note, Series MTN, 1.50%, 3/13/2018 499,952
700,000 1,2 Daimler Finance NA LLC, Company Guarantee, Series 144A, 1.875%, 1/11/2018 700,983
500,000 1,2 Daimler Finance NA LLC, Sr. Unsecd. Note, Series 144A, 3.25%, 8/1/2024 497,650
650,000   Ford Motor Credit Co. LLC, Sr. Unsecd. Note, 2.021%, 5/3/2019 644,140
250,000   Ford Motor Credit Co. LLC, Sr. Unsecd. Note, 2.375%, 1/16/2018 251,152
600,000   Ford Motor Credit Co. LLC, Sr. Unsecd. Note, 3.00%, 6/12/2017 603,547
1,000,000   Ford Motor Credit Co. LLC, Sr. Unsecd. Note, 3.336%, 3/18/2021 1,007,080
Annual Shareholder Report
6

Table of Contents
Principal
Amount
    Value
    CORPORATE BONDS—continued  
    Consumer Cyclical - Automotive—continued  
$670,000   General Motors Co., Sr. Unsecd. Note, 4.00%, 4/1/2025 $656,822
550,000   General Motors Financial Co., Inc., Sr. Unsecd. Note, 2.40%, 5/9/2019 548,632
500,000   General Motors Financial Co., Inc., Sr. Unsecd. Note, 3.20%, 7/6/2021 495,903
900,000 1,2 Hyundai Capital America, Sr. Unsecd. Note, Series 144A, 2.875%, 8/9/2018 910,678
1,000,000 1,2 RCI Banque SA, Sr. Unsecd. Note, Series 144A, 3.50%, 4/3/2018 1,018,544
1,000,000 1,2 Volkswagen International Finance NV, Company Guarantee, Series 144A, 2.375%, 3/22/2017 1,002,692
    TOTAL 8,837,775
    Consumer Cyclical - Leisure—0.5%  
1,000,000 1 Football Trust V, Pass Thru Cert., Series 144A, 5.35%, 10/5/2020 1,064,143
    Consumer Cyclical - Lodging—0.2%  
450,000   Choice Hotels International, Inc., Company Guarantee, 5.70%, 8/28/2020 487,125
    Consumer Cyclical - Retailers—1.5%  
610,000   AutoZone, Inc., Sr. Secd. Note, 1.625%, 4/21/2019 604,621
300,000   CVS Health Corp., Sr. Unsecd. Note, 1.90%, 7/20/2018 301,217
600,000   CVS Health Corp., Sr. Unsecd. Note, 2.80%, 7/20/2020 609,176
595,000   CVS Health Corp., Sr. Unsecd. Note, 3.875%, 7/20/2025 614,094
500,000   Home Depot, Inc., Sr. Unsecd. Note, 2.125%, 9/15/2026 461,074
110,000   O'Reilly Automotive, Inc., Sr. Unsecd. Note, 3.55%, 3/15/2026 109,338
450,000   Wal-Mart Stores, Inc., Sr. Unsecd. Note, 1.125%, 4/11/2018 448,975
    TOTAL 3,148,495
    Consumer Cyclical - Services—1.1%  
250,000   Boston University, Series MTNA, 7.625%, 7/15/2097 313,986
350,000   Expedia, Inc., 4.50%, 8/15/2024 355,829
350,000   Expedia, Inc., Company Guarantee, 5.95%, 8/15/2020 382,620
370,000   University of Southern California, Sr. Unsecd. Note, 5.25%, 10/1/2111 419,632
500,000   Visa, Inc., Sr. Unsecd. Note, 2.80%, 12/14/2022 502,124
280,000   Visa, Inc., Sr. Unsecd. Note, 3.15%, 12/14/2025 281,159
    TOTAL 2,255,350
    Consumer Non-Cyclical - Food/Beverage—5.7%  
1,250,000   Anheuser-Busch InBev Finance, Inc., 2.65%, 2/1/2021 1,256,917
1,100,000   Anheuser-Busch InBev Finance, Inc., 3.65%, 2/1/2026 1,117,085
210,000 1,2 Bacardi Ltd., Sr. Unsecd. Note, Series 144A, 2.75%, 7/15/2026 196,062
900,000   Coca-Cola Femsa S.A.B de C.V., Sr. Unsecd. Note, 4.625%, 2/15/2020 952,565
750,000 1,2 Danone SA, Sr. Unsecd. Note, Series 144A, 2.077%, 11/2/2021 728,442
340,000 1,2 Danone SA, Sr. Unsecd. Note, Series 144A, 2.947%, 11/2/2026 324,006
380,000   Flowers Foods, Inc., Sr. Unsecd. Note, 3.50%, 10/1/2026 361,912
500,000 1,2 Grupo Bimbo SAB de CV, Sr. Unsecd. Note, Series 144A, 3.875%, 6/27/2024 498,446
660,000 1,2 Grupo Bimbo SAB de CV, Sr. Unsecd. Note, Series 144A, 4.50%, 1/25/2022 688,727
2,050,000 1,2 Kerry Group Financial Services, Sr. Unsecd. Note, Series 144A, 3.20%, 4/9/2023 1,962,164
475,000   Kraft Heinz Foods Co., Sr. Unsecd. Note, 2.80%, 7/2/2020 479,570
300,000   Kraft Heinz Foods Co., Sr. Unsecd. Note, 3.00%, 6/1/2026 281,804
600,000   Mead Johnson Nutrition Co., Sr. Unsecd. Note, 3.00%, 11/15/2020 607,596
540,000   Molson Coors Brewing Co., Sr. Unsecd. Note, 2.10%, 7/15/2021 525,993
520,000 1,2 Mondelez International Holdings Netherlands BV, Sr. Unsecd. Note, Series 144A, 2.00%, 10/28/2021 498,262
500,000   PepsiCo, Inc., 2.25%, 1/7/2019 505,978
600,000   PepsiCo, Inc., Sr. Unsecd. Note, 3.125%, 11/1/2020 620,826
500,000   Tyson Foods, Inc., Sr. Unsecd. Note, 4.50%, 6/15/2022 532,152
    TOTAL 12,138,507
    Consumer Non-Cyclical - Health Care—2.1%  
420,000   Agilent Technologies, Inc., Sr. Unsecd. Note, 3.20%, 10/1/2022 420,909
Annual Shareholder Report
7

Table of Contents
Principal
Amount
    Value
    CORPORATE BONDS—continued  
    Consumer Non-Cyclical - Health Care—continued  
$940,000   Agilent Technologies, Inc., Sr. Unsecd. Note, 3.875%, 7/15/2023 $967,423
890,000 1,2 Bayer US Finance LLC, Unsecd. Note, Series 144A, 2.375%, 10/8/2019 891,508
740,000   Becton Dickinson & Co., Sr. Unsecd. Note, 3.734%, 12/15/2024 757,343
220,000   C.R. Bard, Inc., Sr. Unsecd. Note, 3.00%, 5/15/2026 210,106
340,000   Stryker Corp., Sr. Unsecd. Note, 2.00%, 3/8/2019 340,268
250,000   Thermo Fisher Scientific, Inc., Sr. Unsecd. Note, 2.95%, 9/19/2026 235,919
500,000   Zimmer Biomet Holdings, Inc., Sr. Unsecd. Note, 2.70%, 4/1/2020 500,136
130,000   Zimmer Biomet Holdings, Inc., Sr. Unsecd. Note, 3.55%, 4/1/2025 126,679
    TOTAL 4,450,291
    Consumer Non-Cyclical - Pharmaceuticals—2.8%  
300,000   Abbott Laboratories, Sr. Unsecd. Note, 2.90%, 11/30/2021 299,628
800,000   Abbott Laboratories, Sr. Unsecd. Note, 3.75%, 11/30/2026 795,669
475,000   AbbVie, Inc., Sr. Unsecd. Note, 2.50%, 5/14/2020 475,233
300,000   AbbVie, Inc., Sr. Unsecd. Note, 3.60%, 5/14/2025 297,290
200,000   Actavis Funding SCS, Sr. Unsecd. Note, 4.75%, 3/15/2045 196,727
180,000   Biogen Idec, Inc., Sr. Unsecd. Note, 2.90%, 9/15/2020 182,319
500,000   Celgene Corp., Sr. Unsecd. Note, 2.875%, 8/15/2020 505,789
340,000   Celgene Corp., Sr. Unsecd. Note, 3.875%, 8/15/2025 345,030
200,000   Celgene Corp., Sr. Unsecd. Note, 5.00%, 8/15/2045 208,346
330,000   Gilead Sciences, Inc., Sr. Unsecd. Note, 3.50%, 2/1/2025 333,575
220,000   Gilead Sciences, Inc., Sr. Unsecd. Note, 3.65%, 3/1/2026 223,011
330,000   Shire Acquisitions Investments Ireland Designated Activity Co., Sr. Unsecd. Note, 2.40%, 9/23/2021 318,826
640,000   Shire Acquisitions Investments Ireland Designated Activity Co., Sr. Unsecd. Note, 3.20%, 9/23/2026 598,461
600,000   Teva Pharmaceutical Finance III BV, Sr. Unsecd. Note, 2.20%, 7/21/2021 574,101
600,000   Teva Pharmaceutical Finance III BV, Sr. Unsecd. Note, 3.15%, 10/1/2026 553,463
    TOTAL 5,907,468
    Consumer Non-Cyclical - Products—0.3%  
250,000   Newell Rubbermaid, Inc., Sr. Unsecd. Note, 3.15%, 4/1/2021 254,460
300,000   Newell Rubbermaid, Inc., Sr. Unsecd. Note, 4.20%, 4/1/2026 313,057
    TOTAL 567,517
    Consumer Non-Cyclical - Supermarkets—0.4%  
610,000   Kroger Co., Bond, 6.90%, 4/15/2038 781,187
    Consumer Non-Cyclical - Tobacco—0.3%  
290,000 1,2 BAT International Finance PLC, Sr. Unsecd. Note, Series 144A, 3.95%, 6/15/2025 300,261
360,000   Reynolds American, Inc., Sr. Unsecd. Note, 7.00%, 8/4/2041 431,749
    TOTAL 732,010
    Energy - Independent—0.6%  
600,000   Anadarko Petroleum Corp., Sr. Unsecd. Note, 3.45%, 7/15/2024 589,247
232,000   Apache Corp., Sr. Unsecd. Note, 3.25%, 4/15/2022 235,684
475,000   Marathon Oil Corp., Sr. Unsecd. Note, 3.85%, 6/1/2025 460,842
    TOTAL 1,285,773
    Energy - Integrated—1.9%  
500,000   BP Capital Markets PLC, 1.375%, 5/10/2018 498,484
500,000   BP Capital Markets PLC, Sr. Unsecd. Note, 3.994%, 9/26/2023 525,456
530,000 1,2 CNPC Hong Kong Overseas Capital Ltd., Company Guarantee, Series 144A, 5.95%, 4/28/2041 638,411
585,000   Husky Energy, Inc., 4.00%, 4/15/2024 595,875
800,000   Petroleos Mexicanos, Company Guarantee, 5.50%, 1/21/2021 824,000
175,000   Petroleos Mexicanos, Sr. Unsecd. Note, 4.875%, 1/18/2024 170,119
525,000   Shell International Finance B.V., Sr. Unsecd. Note, 1.875%, 5/10/2021 513,165
Annual Shareholder Report
8

Table of Contents
Principal
Amount
    Value
    CORPORATE BONDS—continued  
    Energy - Integrated—continued  
$325,000   Shell International Finance B.V., Sr. Unsecd. Note, 2.875%, 5/10/2026 $314,124
    TOTAL 4,079,634
    Energy - Midstream—2.5%  
350,000   Columbia Pipeline Group, Inc., 3.30%, 6/1/2020 356,622
200,000   Columbia Pipeline Group, Inc., Sr. Unsecd. Note, 4.50%, 6/1/2025 210,210
565,000   Energy Transfer Partners LP, Sr. Unsecd. Note, 4.90%, 2/1/2024 584,631
460,000   Enterprise Products Operating LLC, 3.90%, 2/15/2024 474,624
200,000   Enterprise Products Operating LLC, Sr. Unsecd. Note, 3.95%, 2/15/2027 204,991
280,000 1,2 Florida Gas Transmission Co. LLC, Sr. Unsecd. Note, Series 144A, 5.45%, 7/15/2020 301,284
1,600,000   Kinder Morgan Energy Partners LP, Sr. Unsecd. Note, 5.30%, 9/15/2020 1,718,811
540,000 1,2 Texas Eastern Transmission LP, Sr. Unsecd. Note, Series 144A, 2.80%, 10/15/2022 525,713
610,000   Williams Partners LP, 5.25%, 3/15/2020 651,805
380,000   Williams Partners LP, Sr. Unsecd. Note, 4.125%, 11/15/2020 395,116
    TOTAL 5,423,807
    Energy - Oil Field Services—0.3%  
52,000   Noble Holding International Ltd., Company Guarantee, 4.90%, 8/1/2020 53,040
300,000 1,2 Schlumberger Holdings Corp., Sr. Unsecd. Note, Series 144A, 3.00%, 12/21/2020 306,275
300,000 1,2 Schlumberger Holdings Corp., Sr. Unsecd. Note, Series 144A, 4.00%, 12/21/2025 314,321
    TOTAL 673,636
    Energy - Refining—0.6%  
275,000   Marathon Petroleum Corp., Sr. Unsecd. Note, 3.625%, 9/15/2024 271,712
215,000   Valero Energy Corp., 7.50%, 4/15/2032 264,348
635,000   Valero Energy Corp., Sr. Unsecd. Note, 6.625%, 6/15/2037 744,292
    TOTAL 1,280,352
    Financial Institution - Banking—21.5%  
600,000   American Express Credit Corp., Sr. Unsecd. Note, Series F, 2.60%, 9/14/2020 604,883
450,000   Associated Banc-Corp., Sub. Note, 4.25%, 1/15/2025 446,159
500,000   BB&T Corp., Sr. Unsecd. Note, Series MTN, 2.25%, 2/1/2019 503,868
1,000,000   Bank of America Corp., Series L, 2.65%, 4/1/2019 1,010,721
450,000   Bank of America Corp., Sr. Unsecd. Note, Series GMTN, 3.50%, 4/19/2026 444,238
500,000   Bank of America Corp., Sr. Unsecd. Note, Series MTN, 3.248%, 10/21/2027 477,639
2,000,000   Bank of America Corp., Sr. Unsecd. Note, Series MTN, 5.00%, 5/13/2021 2,178,384
700,000   Bank of America Corp., Sub. Note, Series L, 3.95%, 4/21/2025 697,172
600,000   Bank of Montreal, Sr. Unsecd. Note, Series MTN, 1.45%, 4/9/2018 598,613
700,000   Bank of New York Mellon Corp., Sr. Unsecd. Note, Series MTN, 2.30%, 9/11/2019 705,718
550,000   Bank of New York Mellon Corp., Sr. Unsecd. Note, Series MTN, 3.25%, 9/11/2024 552,312
250,000   Branch Banking & Trust Co., Sub. Note, 3.80%, 10/30/2026 256,840
700,000   Capital One Bank, Sr. Unsecd. Note, 2.40%, 9/5/2019 701,682
620,000   Capital One Bank, Sr. Unsecd. Note, Series BKNT, 2.15%, 11/21/2018 621,730
340,000   Capital One Financial Corp., Sr. Unsecd. Note, 2.45%, 4/24/2019 342,206
500,000   Citigroup, Inc., 4.125%, 7/25/2028 494,215
1,000,000   Citigroup, Inc., Sr. Note, 5.375%, 8/9/2020 1,090,796
480,000   Citigroup, Inc., Sr. Unsecd. Note, 3.40%, 5/1/2026 466,645
500,000   Citigroup, Inc., Sr. Unsecd. Note, 3.70%, 1/12/2026 497,681
150,000   Citigroup, Inc., Sr. Unsecd. Note, 4.50%, 1/14/2022 159,952
1,160,000 1,2 Citizens Financial Group, Inc., Sub. Note, Series 144A, 4.15%, 9/28/2022 1,174,333
480,000   City National Corp., Sr. Unsecd. Note, 5.25%, 9/15/2020 528,405
1,000,000   Comerica Bank, Sub. Note, 5.20%, 8/22/2017 1,022,590
300,000   Comerica, Inc., 3.80%, 7/22/2026 295,547
400,000   Compass Bank, Birmingham, Sr. Unsecd. Note, Series BKNT, 2.75%, 9/29/2019 397,897
Annual Shareholder Report
9

Table of Contents
Principal
Amount
    Value
    CORPORATE BONDS—continued  
    Financial Institution - Banking—continued  
$500,000   Compass Bank, Birmingham, Sub. Note, Series BKNT, 3.875%, 4/10/2025 $476,044
445,000   Fifth Third Bancorp, Sr. Unsecd. Note, 2.875%, 7/27/2020 451,008
1,000,000   Goldman Sachs Group, Inc., 2.60%, 4/23/2020 1,001,177
630,000   Goldman Sachs Group, Inc., Sr. Unsecd. Note, 2.35%, 11/15/2021 612,183
500,000   Goldman Sachs Group, Inc., Sr. Unsecd. Note, 3.50%, 11/16/2026 490,761
500,000   Goldman Sachs Group, Inc., Sub. Note, 4.25%, 10/21/2025 508,170
500,000   HSBC Bank USA, N.A., Sub. Note, 4.875%, 8/24/2020 529,949
1,840,000   HSBC USA, Inc., Sr. Unsecd. Note, 1.625%, 1/16/2018 1,836,857
880,000   Huntington Bancshares, Inc., Sr. Unsecd. Note, 2.30%, 1/14/2022 853,643
250,000   Huntington National Bank, Sr. Unsecd. Note, 1.70%, 2/26/2018 249,926
250,000   JPMorgan Chase & Co., Sr. Unsecd. Note, 2.35%, 1/28/2019 252,055
1,000,000   JPMorgan Chase & Co., Sr. Unsecd. Note, 4.50%, 1/24/2022 1,078,118
1,000,000   JPMorgan Chase & Co., Sub. Note, 3.375%, 5/1/2023 996,798
500,000   JPMorgan Chase & Co., Sub. Note, 3.875%, 9/10/2024 506,144
260,000   MUFG Americas Holdings Corp., Sr. Unsecd. Note, 3.00%, 2/10/2025 249,550
410,000   MUFG Union Bank, N.A., Sr. Unsecd. Note, 2.25%, 5/6/2019 410,620
250,000   MUFG Union Bank, N.A., Sr. Unsecd. Note, 2.625%, 9/26/2018 252,749
2,440,000   Manufacturers & Traders Trust Co., Sub. Note, Series BKNT, 1.57%, 12/1/2021 2,400,350
970,000   Morgan Stanley, Sr. Unsecd. Note, 5.75%, 1/25/2021 1,076,430
500,000   Morgan Stanley, Sr. Unsecd. Note, Series GMTN, 5.50%, 7/24/2020 547,668
2,010,000   Morgan Stanley, Sr. Unsecd. Note, Series GMTN, 6.625%, 4/1/2018 2,125,989
250,000   Morgan Stanley, Sub. Note, 5.00%, 11/24/2025 267,201
1,000,000   Morgan Stanley, Sub. Note, Series MTN, 4.10%, 5/22/2023 1,026,909
2,110,000   Murray Street Investment Trust I, Sr. Unsecd. Note, 4.647%, 3/9/2017 2,122,312
1,500,000 1,2 PNC Preferred Funding LLC, Jr. Sub. Note, Series 144A, 2.613%, 3/29/2049 1,456,875
890,000   Regions Financial Corp., Sr. Unsecd. Note, 3.20%, 2/8/2021 902,715
700,000   State Street Corp., Sr. Unsecd. Note, 3.30%, 12/16/2024 706,733
200,000   SunTrust Bank, Sub. Note, 3.30%, 5/15/2026 193,142
530,000   SunTrust Banks, Inc., Sr. Unsecd. Note, 2.50%, 5/1/2019 534,603
500,000   Wells Fargo & Co., Series MTN, 3.50%, 3/8/2022 514,270
1,000,000   Wells Fargo & Co., Sr. Unsecd. Note, 2.50%, 3/4/2021 992,341
620,000   Wells Fargo & Co., Sr. Unsecd. Note, 3.00%, 10/23/2026 590,221
1,175,000   Westpac Banking Corp., Sr. Unsecd. Note, 4.875%, 11/19/2019 1,260,771
1,900,000   Wilmington Trust Corp., Sub. Note, 8.50%, 4/2/2018 2,044,343
    TOTAL 45,788,851
    Financial Institution - Broker/Asset Mgr/Exchange—2.0%  
170,000 1,2 Cantor Fitzgerald LP, Bond, Series 144A, 7.875%, 10/15/2019 188,403
370,000   Eaton Vance Corp., Sr. Unsecd. Note, 3.625%, 6/15/2023 375,697
96,000   Eaton Vance Corp., Sr. Unsecd. Note, 6.50%, 10/2/2017 99,618
350,000   Franklin Resources, Inc., Sr. Unsecd. Note, 4.625%, 5/20/2020 375,409
220,000   Invesco Finance PLC, Sr. Unsecd. Note, 3.75%, 1/15/2026 222,889
590,000   Jefferies Group LLC, Sr. Unsecd. Note, 5.125%, 1/20/2023 617,675
400,000   Jefferies Group LLC, Sr. Unsecd. Note, 6.50%, 1/20/2043 412,253
193,000   Raymond James Financial, Inc., Sr. Unsecd. Note, 5.625%, 4/1/2024 215,005
240,000   Raymond James Financial, Inc., Sr. Unsecd. Note, 8.60%, 8/15/2019 275,382
390,000   Stifel Financial Corp., 4.25%, 7/18/2024 387,488
190,000   Stifel Financial Corp., Sr. Unsecd. Note, 3.50%, 12/1/2020 190,552
500,000   TD Ameritrade Holding Corp., Sr. Unsecd. Note, 3.625%, 4/1/2025 507,486
450,000 1,2 TIAA Asset Management Finance Co. LLC, Sr. Unsecd. Note, Series 144A, 2.95%, 11/1/2019 457,856
    TOTAL 4,325,713
Annual Shareholder Report
10

Table of Contents
Principal
Amount
    Value
    CORPORATE BONDS—continued  
    Financial Institution - Finance Companies—4.1%  
$710,000   AerCap Ireland Capital Ltd./AerCap Global Aviation Trust, Sr. Unsecd. Note, 3.95%, 2/1/2022 $717,988
1,560,000   Discover Bank, Sr. Unsecd. Note, 2.00%, 2/21/2018 1,559,959
463,000   Discover Bank, Sub. Note, Series BKNT, 8.70%, 11/18/2019 525,788
487,000   Discover Financial Services, Sr. Unsecd. Note, 3.85%, 11/21/2022 494,512
1,966,000   GE Capital International Funding Co., Sr. Unsecd. Note, 2.342%, 11/15/2020 1,962,569
1,300,000   HSBC Finance Corp., Sr. Sub. Note, 6.676%, 1/15/2021 1,461,442
1,000,000 1,2 Lukoil International Finance BV, Series 144A, 6.356%, 6/7/2017 1,018,750
960,000 1,2 Macquarie Group Ltd., Sr. Unsecd. Note, Series 144A, 6.00%, 1/14/2020 1,040,182
    TOTAL 8,781,190
    Financial Institution - Insurance - Health—1.0%  
1,000,000   Aetna, Inc., Sr. Unsecd. Note, 2.40%, 6/15/2021 995,622
500,000   Aetna, Inc., Sr. Unsecd. Note, 3.20%, 6/15/2026 494,904
250,000   UnitedHealth Group, Inc., Sr. Unsecd. Note, 2.70%, 7/15/2020 253,707
405,000   UnitedHealth Group, Inc., Sr. Unsecd. Note, 3.75%, 7/15/2025 419,170
    TOTAL 2,163,403
    Financial Institution - Insurance - Life—2.4%  
800,000   American International Group, Inc., Sr. Unsecd. Note, 4.125%, 2/15/2024 832,728
500,000   Lincoln National Corp., Sr. Secd. Note, 8.75%, 7/1/2019 575,385
290,000   Lincoln National Corp., Sr. Unsecd. Note, 4.20%, 3/15/2022 307,003
570,000 1,2 Massachusetts Mutual Life Insurance Co., Sub. Note, Series 144A, 8.875%, 6/1/2039 855,923
800,000   MetLife, Inc., Sr. Unsecd. Note, 4.75%, 2/8/2021 869,758
500,000 1,2 New York Life Global Funding, Series 144A, 1.45%, 12/15/2017 500,510
350,000 1,2 Penn Mutual Life Insurance Co., Sr. Note, Series 144A, 7.625%, 6/15/2040 434,699
235,000 1,2 Principal Life Global Funding II, Series 144A, 2.20%, 4/8/2020 233,194
400,000   Prudential Financial, Inc., Sr. Unsecd. Note, Series MTN, 4.60%, 5/15/2044 417,114
    TOTAL 5,026,314
    Financial Institution - Insurance - P&C—1.4%  
250,000   ACE INA Holdings, Inc., 2.30%, 11/3/2020 249,885
300,000   ACE INA Holdings, Inc., Sr. Unsecd. Note, 3.35%, 5/15/2024 305,573
200,000   Berkshire Hathaway, Inc., Sr. Unsecd. Note, 2.20%, 3/15/2021 199,533
680,000   CNA Financial Corp., Sr. Unsecd. Note, 5.875%, 8/15/2020 751,278
500,000 1,2 Liberty Mutual Group, Inc., Series 144A, 4.85%, 8/1/2044 495,701
600,000 1,2 Nationwide Mutual Insurance Co., Sub. Note, Series 144A, 9.375%, 8/15/2039 910,227
    TOTAL 2,912,197
    Financial Institution - REIT - Apartment—0.7%  
400,000   Mid-America Apartment Communities LP, Sr. Unsecd. Note, 3.75%, 6/15/2024 401,334
550,000   Post Apartment Homes LP, Sr. Unsecd. Note, 3.375%, 12/1/2022 547,036
300,000   UDR, Inc., Company Guarantee, 4.625%, 1/10/2022 321,414
200,000   UDR, Inc., Sr. Unsecd. Note, Series MTN, 2.95%, 9/1/2026 187,178
    TOTAL 1,456,962
    Financial Institution - REIT - Healthcare—0.7%  
960,000   Health Care REIT, Inc., Sr. Unsecd. Note, 6.125%, 4/15/2020 1,065,740
500,000   Healthcare Trust of America, 3.70%, 4/15/2023 499,506
    TOTAL 1,565,246
    Financial Institution - REIT - Office—0.6%  
500,000   Alexandria Real Estate Equities, Inc., 2.75%, 1/15/2020 498,898
450,000   Alexandria Real Estate Equities, Inc., Sr. Unsecd. Note, 4.60%, 4/1/2022 476,146
200,000   Boston Properties LP, Sr. Unsecd. Note, 5.875%, 10/15/2019 218,127
    TOTAL 1,193,171
Annual Shareholder Report
11

Table of Contents
Principal
Amount
    Value
    CORPORATE BONDS—continued  
    Financial Institution - REIT - Other—0.7%  
$695,000   Host Hotels & Resorts LP, Sr. Unsecd. Note, Series E, 4.00%, 6/15/2025 $684,846
300,000   ProLogis LP, Sr. Unsecd. Note, 4.25%, 8/15/2023 318,587
450,000   WP Carey, Inc., Sr. Unsecd. Note, 4.60%, 4/1/2024 456,248
    TOTAL 1,459,681
    Financial Institution - REIT - Retail—1.1%  
450,000   Equity One, Inc., Sr. Unsecd. Note, 3.75%, 11/15/2022 459,687
396,000   Kimco Realty Corp., Sr. Unsecd. Note, 3.20%, 5/1/2021 402,113
100,000   Kimco Realty Corp., Sr. Unsecd. Note, 3.40%, 11/1/2022 101,496
921,000   Regency Centers LP, Company Guarantee, 4.80%, 4/15/2021 991,028
300,000   Tanger Properties LP, Sr. Unsecd. Note, 6.125%, 6/1/2020 332,212
    TOTAL 2,286,536
    Municipal Services—1.3%  
882,130 1,2 Army Hawaii Family Housing, Series 144A, 5.524%, 6/15/2050 965,209
1,755,000 1,2 Camp Pendleton & Quantico Housing LLC, Series 144A, 5.572%, 10/1/2050 1,872,427
    TOTAL 2,837,636
    Sovereign—0.5%  
320,000   Corp Andina De Fomento, Sr. Unsecd. Note, 4.375%, 6/15/2022 340,275
510,000   Inter-American Development Bank, Series MTN, 6.75%, 7/15/2027 663,020
    TOTAL 1,003,295
    Technology—6.0%  
500,000   Adobe Systems, Inc., Sr. Unsecd. Note, 3.25%, 2/1/2025 500,480
400,000   Apple, Inc., Sr. Unsecd. Note, 1.00%, 5/3/2018 398,521
250,000   Apple, Inc., Sr. Unsecd. Note, 2.40%, 5/3/2023 243,370
400,000   Apple, Inc., Sr. Unsecd. Note, 3.20%, 5/13/2025 401,564
125,000   Apple, Inc., Sr. Unsecd. Note, 4.45%, 5/6/2044 129,488
600,000   Autodesk, Inc., Sr. Unsecd. Note, 3.125%, 6/15/2020 606,745
340,000   Automatic Data Processing, Inc., 3.375%, 9/15/2025 348,558
1,200,000   BMC Software, Inc., 7.25%, 6/1/2018 1,212,000
200,000 1,2 Diamond 1 Finance Corp./Diamond 2 Finance Corp., Term Loan—1st Lien, Series 144A, 4.42%, 6/15/2021 206,979
400,000 1,2 Diamond 1 Finance Corp./Diamond 2 Finance Corp., Term Loan—1st Lien, Series 144A, 6.02%, 6/15/2026 433,526
345,000   Equifax, Inc., Sr. Unsecd. Note, 2.30%, 6/1/2021 337,888
915,000   Fidelity National Information Services, Inc., Sr. Unsecd. Note, 3.50%, 4/15/2023 927,072
305,000   Fidelity National Information Services, Inc., Sr. Unsecd. Note, 3.875%, 6/5/2024 311,284
130,000   Flextronics International Ltd., Sr. Unsecd. Note, 4.75%, 6/15/2025 137,606
300,000   Hewlett Packard Enterprise Co., Sr. Unsecd. Note, 2.85%, 10/5/2018 302,974
670,000   Ingram Micro, Inc., Sr. Unsecd. Note, 5.00%, 8/10/2022 653,919
250,000   Intel Corp., Sr. Unsecd. Note, 2.45%, 7/29/2020 253,469
500,000   Intel Corp., Sr. Unsecd. Note, 3.70%, 7/29/2025 527,254
460,000   Keysight Technologies, Inc., 4.55%, 10/30/2024 455,587
750,000   Microsoft Corp., Sr. Unsecd. Note, 1.55%, 8/8/2021 727,229
750,000   Microsoft Corp., Sr. Unsecd. Note, 2.40%, 8/8/2026 708,739
300,000 1,2 Molex Electronics Technologies LLC, Sr. Unsecd. Note, Series 144A, 2.878%, 4/15/2020 299,356
190,000 1,2 Molex Electronics Technologies LLC, Unsecd. Note, Series 144A, 3.90%, 4/15/2025 186,991
250,000   Oracle Corp., Sr. Unsecd. Note, 2.80%, 7/8/2021 254,732
750,000   Oracle Corp., Sr. Unsecd. Note, 3.40%, 7/8/2024 764,020
285,000   SAIC, Inc., Company Guarantee, 5.95%, 12/1/2040 269,947
350,000   Total System Services, Inc., Sr. Unsecd. Note, 3.80%, 4/1/2021 361,301
195,000   Verisk Analytics, Inc., Sr. Unsecd. Note, 4.125%, 9/12/2022 203,206
670,000   Verisk Analytics, Inc., Sr. Unsecd. Note, 4.875%, 1/15/2019 702,482
    TOTAL 12,866,287
Annual Shareholder Report
12

Table of Contents
Principal
Amount
    Value
    CORPORATE BONDS—continued  
    Transportation - Airlines—0.1%  
$137,470   Continental Airlines, Inc., Equip. Trust, Series 991A, 6.545%, 2/2/2019 $143,306
    Transportation - Railroads—1.2%  
63,866   Burlington Northern Santa Fe Corp., Pass Thru Cert., Series 99-2, 7.57%, 1/2/2021 69,205
1,100,000   Burlington Northern Santa Fe Corp., Sr. Unsecd. Note, 3.45%, 9/15/2021 1,148,494
475,000   Canadian Pacific Railway Co., Sr. Unsecd. Note, 2.90%, 2/1/2025 465,786
850,000   Kansas City Southern Industries, Inc., Sr. Unsecd. Note, 3.00%, 5/15/2023 827,964
    TOTAL 2,511,449
    Transportation - Services—1.1%  
280,000 1,2 Enterprise Rent-A-Car USA Finance Co., Sr. Unsecd. Note, Series 144A, 5.625%, 3/15/2042 309,181
720,000 1,2 Penske Truck Leasing Co. LP & PTL Finance Corp., Series 144A, 3.75%, 5/11/2017 725,645
500,000 1,2 Penske Truck Leasing Co. LP & PTL Finance Corp., Sr. Unsecd. Note, Series 144A, 3.375%, 2/1/2022 504,311
125,000   Ryder System, Inc., Sr. Unsecd. Note, Series MTN, 2.25%, 9/1/2021 122,092
425,000   Ryder System, Inc., Sr. Unsecd. Note, Series MTN, 2.45%, 11/15/2018 428,898
150,000   Ryder System, Inc., Sr. Unsecd. Note, Series MTN, 3.45%, 11/15/2021 153,701
    TOTAL 2,243,828
    Utility - Electric—4.9%  
310,000 1,2 AEP Texas Central Co., Sr. Unsecd. Note, Series 144A, 3.85%, 10/1/2025 318,432
420,000   Ameren Corp., Sr. Unsecd. Note, 2.70%, 11/15/2020 422,309
880,000   American Electric Power Co., Inc., Sr. Unsecd. Note, Series F, 2.95%, 12/15/2022 885,747
500,000   Berkshire Hathaway Energy Co., 3.50%, 2/1/2025 510,140
1,042,522   Bruce Mansfield Unit 1 2, Pass Thru Cert., 6.85%, 6/1/2034 314,060
210,000   Consolidated Edison Co., Sr. Unsecd. Note, 2.00%, 5/15/2021 205,269
250,000   Duke Energy Corp., Sr. Unsecd. Note, 1.80%, 9/1/2021 240,864
1,000,000 1,2 Electricite de France SA, Jr. Sub. Note, Series 144A, 5.625%, 12/29/2049 951,250
180,000 1,2 Emera US Finance LP, Sr. Unsecd. Note, Series 144A, 2.70%, 6/15/2021 178,198
270,000 1,2 Fortis, Inc., Sr. Unsecd. Note, Series 144A, 2.10%, 10/4/2021 261,001
240,000 1,2 Fortis, Inc., Sr. Unsecd. Note, Series 144A, 3.055%, 10/4/2026 224,592
235,000   Great Plains Energy, Inc., Note, 4.85%, 6/1/2021 250,391
217,035 1,2 Great River Energy, 1st Mtg. Note, Series 144A, 5.829%, 7/1/2017 220,327
900,000   NextEra Energy Capital Holdings, Inc., Sr. Unsecd. Note, 2.40%, 9/15/2019 905,259
366,000   NextEra Energy Capital Holdings, Inc., Sr. Unsecd. Note, 2.70%, 9/15/2019 370,699
500,000   Northeast Utilities, Sr. Unsecd. Note, 1.60%, 1/15/2018 498,938
590,000   PPL Capital Funding, Inc., Sr. Unsecd. Note, 4.20%, 6/15/2022 621,914
425,000   PSEG Power LLC, Sr. Unsecd. Note, 4.15%, 9/15/2021 443,286
250,000   Public Service Enterprises Group, Inc., Sr. Unsecd. Note, 2.00%, 11/15/2021 242,110
530,000   Southern Co., Sr. Unsecd. Note, 1.85%, 7/1/2019 528,451
250,000   Southern Co., Sr. Unsecd. Note, 3.25%, 7/1/2026 243,440
230,000   TECO Finance, Inc., Company Guarantee, 5.15%, 3/15/2020 244,266
800,000   UIL Holdings Corp., Sr. Unsecd. Note, 4.625%, 10/1/2020 835,391
65,410   Waterford 3 Funding Corp., 8.09%, 1/2/2017 65,410
450,000   Wisconsin Energy Corp., Sr. Unsecd. Note, 3.55%, 6/15/2025 458,828
    TOTAL 10,440,572
    Utility - Natural Gas—1.4%  
1,000,000   Enbridge Energy Partners LP, Sr. Unsecd. Note, 4.20%, 9/15/2021 1,040,855
1,100,000   National Fuel Gas Co., Sr. Unsecd. Note, 3.75%, 3/1/2023 1,072,985
600,000   Sempra Energy, Sr. Unsecd. Note, 1.625%, 10/7/2019 592,378
300,000 1,2 Southeast Supply Header LLC, Sr. Unsecd. Note, Series 144A, 4.25%, 6/15/2024 282,990
    TOTAL 2,989,208
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Principal
Amount
    Value
    CORPORATE BONDS—continued  
    Utility - Natural Gas Distributor—0.2%  
$450,000   Southern Co. Gas Capital, Sr. Unsecd. Note, 2.45%, 10/1/2023 $431,771
    TOTAL CORPORATE BONDS
(IDENTIFIED COST $200,669,082)
202,940,626
    MORTGAGE-BACKED SECURITIES—0.1%  
    Federal Home Loan Mortgage Corporation—0.0%  
1,054   Federal Home Loan Mortgage Corp., Pool C01051, 8.00%, 9/1/2030 1,260
    Federal National Mortgage Association—0.0%  
56   Federal National Mortgage Association, Pool 50276, 9.50%, 2/1/2020 61
    Government National Mortgage Association—0.1%  
3,054   Government National Mortgage Association, Pool 1512, 7.50%, 12/20/2023 3,460
3,658   Government National Mortgage Association, Pool 2630, 6.50%, 8/20/2028 4,187
4,905   Government National Mortgage Association, Pool 2631, 7.00%, 8/20/2028 5,690
7,403   Government National Mortgage Association, Pool 2658, 6.50%, 10/20/2028 8,486
10,808   Government National Mortgage Association, Pool 2701, 6.50%, 1/20/2029 12,384
597   Government National Mortgage Association, Pool 276337, 10.00%, 8/15/2019 646
7,724   Government National Mortgage Association, Pool 2796, 7.00%, 8/20/2029 9,022
2,014   Government National Mortgage Association, Pool 3039, 6.50%, 2/20/2031 2,322
4,620   Government National Mortgage Association, Pool 3040, 7.00%, 2/20/2031 5,415
16,494   Government National Mortgage Association, Pool 3188, 6.50%, 1/20/2032 19,028
13,730   Government National Mortgage Association, Pool 3239, 6.50%, 5/20/2032 16,126
26,376   Government National Mortgage Association, Pool 3261, 6.50%, 7/20/2032 30,513
1,363   Government National Mortgage Association, Pool 493514, 8.00%, 9/15/2030 1,564
5,390   Government National Mortgage Association, Pool 516688, 8.00%, 8/15/2029 6,506
    TOTAL 125,349
    TOTAL MORTGAGE-BACKED SECURITIES
(IDENTIFIED COST $109,355)
126,670
    MUNICIPAL BOND—0.1%  
    Municipal Services—0.1%  
410,000   Chicago, IL, Taxable Project and Refunding Series 2012B GO Bonds, 5.432%, 1/1/2042
(IDENTIFIED COST $410,000)
330,747
    FOREIGN GOVERNMENTS/AGENCIES—0.6%  
    Sovereign—0.6%  
225,000   Colombia, Government of, Sr. Unsecd. Note, 4.375%, 7/12/2021 235,688
900,000 1,2 Qatar, Government of, Series 144A, 5.25%, 1/20/2020 970,074
    TOTAL FOREIGN GOVERNMENTS/AGENCIES
(IDENTIFIED COST $1,123,763)
1,205,762
    COLLATERALIZED MORTGAGE OBLIGATION—0.1%  
    Commercial Mortgage—0.1%  
232,156   TIAA Seasoned Commercial Mortgage Trust 2007-C4, Class AJ, 5.482%, 8/15/2039
(IDENTIFIED COST $230,349)
232,478
    REPURCHASE AGREEMENT—2.7%  
    Banking—2.7%  
5,787,000   Interest in $903,000,000 joint repurchase agreement 0.50%, dated 12/30/2016 under which Bank of America, N.A. will repurchase securities provided as collateral for $903,050,167 on 1/3/2017. The securities provided as collateral at the end of the period held with BNY Mellon as tri-party agent, were U.S. Government Agency securities maturing on 2/25/2044 and the market value of those underlying securities was $930,141,672.
(IDENTIFIED COST $5,787,000)
5,787,000
    TOTAL INVESTMENTS—99.0%
(IDENTIFIED COST $208,329,549)3
210,623,283
    OTHER ASSETS AND LIABILITIES - NET—1.0%4 2,127,777
    TOTAL NET ASSETS—100% $212,751,060
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At December 31, 2016, the Fund had the following outstanding futures contracts:
Description Number of
Contracts
Notional
Value
Expiration
Date
Unrealized
Appreciation
(Depreciation)
5U.S. Treasury Note 10-Year Long Futures 172 $21,376,375 March 2017 $(154,598)
5U.S. Treasury Long Bond Short Futures 62 $9,340,688 March 2017 $72,725
5U.S. Treasury Note 2-Year Short Futures 30 $6,500,625 March 2017 $7,549
5U.S. Treasury Ultra Bond Short Futures 38 $6,089,500 March 2017 $72,216
NET UNREALIZED DEPRECIATION ON FUTURES CONTRACTS $(2,108)
Net Unrealized Depreciation on Futures Contracts is included in “Other Assets and Liabilities—Net.”
1 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 December 31, 2016, these restricted securities amounted to $37,716,419, which represented 17.7% of total net assets.
2 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 Trustees (the “Trustees”). At December 31, 2016, these liquid restricted securities amounted to $36,652,276, which represented 17.2% of total net assets.
3 The cost of investments for federal tax purposes amounts to $208,329,778.
4 Assets, other than investments in securities, less liabilities. See Statement of Assets and Liabilities.
5 Non-income-producing security.
Note: The categories of investments are shown as a percentage of total net assets at December 31, 2016.
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.). Also includes securities valued at amortized cost.
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 December 31, 2016, in valuing the Fund's assets carried at fair value:
Valuation Inputs        
  Level 1—
Quoted
Prices
Level 2—
Other
Significant
Observable
Inputs
Level 3—
Significant
Unobservable
Inputs
Total
Debt Securities:        
Corporate Bonds $$202,940,626 $— $202,940,626
Mortgage-Backed Securities 126,670 126,670
Municipal Bond 330,747 330,747
Foreign Governments/Agencies 1,205,762 1,205,762
Collateralized Mortgage Obligation 232,478 232,478
Repurchase Agreement 5,787,000 5,787,000
TOTAL SECURITIES $$210,623,283 $— $210,623,283
Other Financial Instruments*        
Assets $152,490 $$— $152,490
Liabilities (154,598) (154,598)
TOTAL OTHER FINANCIAL INSTRUMENTS $(2,108) $$— $(2,108)
* Other Financial instruments include futures contracts.
The following acronyms are used throughout this portfolio:
GO —General Obligation
MTN —Medium Term Note
REIT —Real Estate Investment Trust
See Notes which are an integral part of the Financial Statements
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Financial HighlightsPrimary Shares
(For a Share Outstanding Throughout Each Period)
Year Ended December 31 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $10.97 $11.42 $11.43 $11.80 $11.21
Income From Investment Operations:          
Net investment income1 0.34 0.37 0.40 0.41 0.44
Net realized and unrealized gain (loss) on investments and futures contracts 0.07 (0.39) 0.03 (0.29) 0.62
TOTAL FROM INVESTMENT OPERATIONS 0.41 (0.02) 0.43 0.12 1.06
Less Distributions:          
Distributions from net investment income (0.40) (0.43) (0.44) (0.49) (0.47)
Net Asset Value, End of Period $10.98 $10.97 $11.42 $11.43 $11.80
Total Return2 3.82% (0.24)% 3.79% 1.04% 9.72%
Ratios to Average Net Assets:          
Net expenses 0.73% 0.73% 0.73% 0.73% 0.73%
Net investment income 3.10% 3.30% 3.53% 3.55% 3.86%
Expense waiver/reimbursement3 0.07% 0.05% 0.04% 0.06% 0.03%
Supplemental Data:          
Net assets, end of period (000 omitted) $188,831 $198,990 $220,355 $230,647 $255,527
Portfolio turnover 26% 17% 18% 23% 37%
1 Per share numbers have been calculated using the average shares method.
2 Based on net asset value. Total returns do not reflect any additional fees or expenses that may be imposed by separate accounts of insurance companies or in connection with any variable annuity or variable life insurance contract.
3 This expense decrease is reflected in both the net expense and the net investment income ratios shown above.
See Notes which are an integral part of the Financial Statements
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Financial HighlightsService Shares
(For a Share Outstanding Throughout Each Period)
Year Ended December 31 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $10.93 $11.37 $11.38 $11.75 $11.16
Income From Investment Operations:          
Net investment income1 0.31 0.34 0.38 0.38 0.41
Net realized and unrealized gain (loss) on investments and futures contracts 0.07 (0.38) 0.01 (0.29) 0.62
TOTAL FROM INVESTMENT OPERATIONS 0.38 (0.04) 0.39 0.09 1.03
Less Distributions:          
Distributions from net investment income (0.37) (0.40) (0.40) (0.46) (0.44)
Net Asset Value, End of Period $10.94 $10.93 $11.37 $11.38 $11.75
Total Return2 3.53% (0.44)% 3.51% 0.75% 9.45%
Ratios to Average Net Assets:          
Net expenses 0.98% 0.98% 0.98% 0.98% 0.98%
Net investment income 2.86% 3.04% 3.29% 3.29% 3.62%
Expense waiver/reimbursement3 0.07% 0.05% 0.04% 0.06% 0.03%
Supplemental Data:          
Net assets, end of period (000 omitted) $23,920 $27,977 $33,857 $38,536 $47,074
Portfolio turnover 26% 17% 18% 23% 37%
1 Per share numbers have been calculated using the average shares method.
2 Based on net asset value. Total returns do not reflect any additional fees or expenses that may be imposed by separate accounts of insurance companies or in connection with any variable annuity or variable life insurance contract.
3 This expense decrease is reflected in both the net expense and the net investment income ratios shown above.
See Notes which are an integral part of the Financial Statements
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Statement of Assets and Liabilities
Assets:    
Total investment in securities, at value (identified cost $208,329,549)   $210,623,283
Cash   119
Restricted cash (Note 2)   305,887
Income receivable   2,116,401
Receivable for shares sold   80,105
TOTAL ASSETS   213,125,795
Liabilities:    
Payable for shares redeemed $262,532  
Payable for daily variation margin on futures contracts 1,428  
Payable to adviser (Note 5) 5,947  
Payable for administrative fees (Note 5) 910  
Payable for custodian fees 4,033  
Payable for transfer agent fee 4,213  
Payable for auditing fees 25,040  
Payable for portfolio accounting fees 47,129  
Payable for distribution services fee (Note 5) 5,086  
Accrued expenses (Note 5) 18,417  
TOTAL LIABILITIES   374,735
Net assets for 19,384,224 shares outstanding   $212,751,060
Net Assets Consist of:    
Paid-in capital   $204,891,700
Net unrealized appreciation of investments and futures contracts   2,291,626
Accumulated net realized loss on investments and futures contracts   (1,285,812)
Undistributed net investment income   6,853,546
TOTAL NET ASSETS   $212,751,060
Net Asset Value, Offering Price and Redemption Proceeds Per Share    
Primary Shares:    
Net asset value per share ($188,830,820 ÷ 17,198,340 shares outstanding), no par value, unlimited shares authorized   $10.98
Service Shares:    
Net asset value per share ($23,920,240 ÷ 2,185,884 shares outstanding), no par value, unlimited shares authorized   $10.94
See Notes which are an integral part of the Financial Statements
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Statement of Operations
Investment Income:    
Interest   $8,566,444
Expenses:    
Investment adviser fee (Note 5) $1,338,792  
Administrative fee (Note 5) 174,525  
Custodian fees 13,302  
Transfer agent fee 22,063  
Directors'/Trustees' fees (Note 5) 3,025  
Auditing fees 25,040  
Legal fees 10,303  
Portfolio accounting fees 110,743  
Distribution services fee (Note 5) 66,188  
Printing and postage 83,713  
Miscellaneous (Note 5) 16,040  
TOTAL EXPENSES 1,863,734  
Waiver of investment adviser fee (Note 5) (152,078)  
Net expenses   1,711,656
Net investment income   6,854,788
Realized and Unrealized Gain (Loss) on Investments and Futures Contracts:    
Net realized gain on investments   1,405,250
Net realized loss on futures contracts   (650,891)
Net change in unrealized appreciation of investments   779,939
Net change in unrealized depreciation of futures contracts   152,168
Net realized and unrealized gain on investments and futures contracts   1,686,466
Change in net assets resulting from operations   $8,541,254
See Notes which are an integral part of the Financial Statements
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Statement of Changes in Net Assets
Year Ended December 31 2016 2015
Increase (Decrease) in Net Assets    
Operations:    
Net investment income $6,854,788 $7,944,644
Net realized gain on investments and futures contracts 754,359 1,661,851
Net change in unrealized appreciation/depreciation of investments and futures contracts 932,107 (10,006,935)
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS 8,541,254 (400,440)
Distributions to Shareholders:    
Distributions from net investment income    
Primary Shares (7,034,809) (8,119,140)
Service Shares (909,198) (1,147,215)
CHANGE IN NET ASSETS RESULTING FROM DISTRIBUTIONS TO SHAREHOLDERS (7,944,007) (9,266,355)
Share Transactions:    
Proceeds from sale of shares 15,156,631 11,390,887
Net asset value of shares issued to shareholders in payment of distributions declared 7,944,007 9,266,355
Cost of shares redeemed (37,913,109) (38,235,928)
CHANGE IN NET ASSETS RESULTING FROM SHARE TRANSACTIONS (14,812,471) (17,578,686)
Change in net assets (14,215,224) (27,245,481)
Net Assets:    
Beginning of period 226,966,284 254,211,765
End of period (including undistributed net investment income of $6,853,546 and $7,942,765, respectively) $212,751,060 $226,966,284
See Notes which are an integral part of the Financial Statements
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Notes to Financial Statements
1. ORGANIZATION
Federated Insurance Series (the “Trust”) is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company. The Trust consists of seven portfolios. The financial statements included herein are only those of Federated Quality Bond Fund II (the “Fund”), a diversified portfolio. The financial statements of the other portfolios are presented separately. The assets of each portfolio are segregated and a shareholder's interest is limited to the portfolio in which shares are held. Each portfolio pays its own expenses. The Fund offers two classes of shares: Primary Shares and Service Shares. All shares of the Fund have equal rights with respect to voting, except on class-specific matters. Fund shares are available exclusively as a funding vehicle for life insurance companies writing variable life insurance policies and variable annuity contracts. The investment objective of the Fund is to provide 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 U.S. generally accepted accounting principles (GAAP).
Investment Valuation
In calculating its net asset value (NAV), the Fund generally values investments as follows:
Fixed-income securities are fair valued using price evaluations provided by a pricing service approved by the Trustees.
Derivative contracts listed on exchanges are valued at their reported settlement or closing price, except that options are valued at the mean of closing bid and asked quotations.
Over-the-counter (OTC) derivative contracts are fair valued using price evaluations provided by a pricing service approved by the Trustees.
Shares of other mutual funds or non-exchange-traded investment companies are valued based upon their reported NAVs.
For securities that are fair valued in accordance with procedures established by and under the general supervision of the Trustees, certain factors may be considered such as: the last traded or purchase price of the security, information obtained by contacting the issuer or dealers, analysis of the issuer's financial statements or other available documents, fundamental analytical data, the nature and duration of restrictions on disposition, the movement of the market in which the security is normally traded, public trading in similar securities or derivative contracts of the issuer or comparable issuers, movement of a relevant index, or other factors including but not limited to industry changes and relevant government actions.
If any price, quotation, price evaluation or other pricing source is not readily available when the NAV is calculated, if the Fund cannot obtain price evaluations from a pricing service or from more than one dealer for an investment within a reasonable period of time as set forth in the Fund's valuation policies and procedures, or if information furnished by a pricing service, in the opinion of the valuation committee (“Valuation Committee”), is deemed not representative of the fair value of such security, 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 obtain the fair value assigned to an investment if it sold the investment at approximately the time at which the Fund determines its NAV per share.
Fair Valuation and Significant Events Procedures
The Trustees have ultimate responsibility for determining the fair value of investments for which market quotations are not readily available. The Trustees have appointed a Valuation Committee comprised of officers of the Fund, Federated Investment Management Company (“Adviser”) and certain of the Adviser's affiliated companies to assist in determining fair value and in overseeing the calculation of the NAV. The Trustees have also authorized the use of pricing services recommended by the Valuation Committee to provide fair value evaluations of the current value of certain investments for purposes of calculating the NAV. The Valuation Committee employs various methods for reviewing third-party pricing-service evaluations including periodic reviews of third-party pricing services' policies, procedures and valuation methods (including key inputs, methods, models and assumptions), transactional back-testing, comparisons of evaluations of different pricing services, and review of price challenges by the Adviser based on recent market activity. In the event that market quotations and price evaluations are not available for an investment, the Valuation Committee determines the fair value of the investment in accordance with procedures adopted by the Trustees. The Trustees periodically review and approve the fair valuations made by the Valuation Committee and any changes made to the procedures.
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 any U.S. Treasury and Agency securities, mortgage-backed securities and municipal securities. The Fund normally uses mid evaluations for any other types of fixed-income securities and any 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 Trustees.
The Trustees 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 principally in foreign markets, significant trends in U.S. equity markets or in the trading of foreign securities index futures contracts;
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Political or other developments affecting the economy or markets in which an issuer conducts its operations or its securities are traded;
Announcements concerning matters such as acquisitions, recapitalizations, litigation developments, or a natural disaster affecting the issuer's operations or regulatory changes or market developments affecting the issuer's industry.
The Trustees have adopted procedures whereby the Valuation Committee uses 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 in accordance with the fair valuation procedures approved by the Trustees. The Trustees have ultimate responsibility for any fair valuations made in response to a significant event.
Repurchase Agreements
The Fund may invest in repurchase agreements for short-term liquidity purposes. 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.
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.
Repurchase agreements are subject to Master Netting Agreements (MNA) which are agreements between the Fund and its counterparties that provide for the net settlement of all transactions and collateral with the Fund, through a single payment, in the event of default or termination. Amounts presented on the Portfolio of Investments and Statement of Assets and Liabilities are not net settlement amounts but gross. As indicated above, the cash or securities to be repurchased, as shown on the Portfolio of Investments, exceeds the repurchase price to be paid under the agreement reducing the net settlement amount to zero.
Investment Income, Gains and Losses, Expenses and Distributions
Investment transactions are accounted for on a trade-date basis. Realized gains and losses from investment transactions are recorded on an identified-cost basis. 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. Distributions of net investment income, if any, are declared and paid annually. Non-cash dividends included in dividend income, if any, are recorded at fair value. Amortization/accretion of premium and discount is included in investment income. Gains and losses realized on principal payment of mortgage backed securities (paydown gains and losses) are classified as part of investment income. 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 Primary Shares and Service Shares may bear distribution services fees unique to those classes. The detail of the total fund expense waiver of $152,078 is disclosed in Note 5.
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.
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. As of and during the year ended December 31, 2016, the Fund did not have a liability for any uncertain tax positions. The Fund recognizes interest and penalties, if any, related to tax liabilities as income tax expense in the Statement of Operations. As of December 31, 2016, tax years 2013 through 2016 remain subject to examination by the Fund's major tax jurisdictions, which include the United States of America and the Commonwealth of Massachusetts.
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.
Futures Contracts
The Fund purchases and sells financial futures contracts to manage duration risk and yield curve risk. Upon entering into a financial futures contract with a broker, the Fund is required to deposit in a segregated account either U.S. government securities or a specified amount of cash, which is shown as Restricted cash in the Statement of Assets and Liabilities. 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
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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. There is minimal counterparty risk to the Fund since futures contracts are exchange traded and the exchange's clearinghouse, as counterparty to all exchange traded futures contracts, guarantees the futures contracts against default.
Futures contracts outstanding at period end are listed after the Fund's Portfolio of Investments.
The average notional value of long and short futures contracts held by the Fund throughout the period was $23,380,987 and $28,484,724, respectively. This is based on amounts held as of each month-end throughout the fiscal period.
Restricted Securities
The Fund may purchase securities which are considered restricted. 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 Trustees. The Fund will not incur any registration costs upon such resales. The Fund's restricted securities, like other securities, are priced in accordance with procedures established by and under the general supervision of the Trustees.
Additional information on restricted securities, excluding securities purchased under Rule 144A that have been deemed liquid by the Trustees, if applicable, held at December 31, 2016, is as follows:
Security Acquisition Date Cost Market Value
Football Trust V, Pass Thru Cert., Series 144A, 5.35%, 10/5/2020 3/24/2010 $1,000,000 $1,064,143
Additional Disclosure Related to Derivative Instruments
Fair Value of Derivative Instruments
  Liability
  Statement of
Assets and
Liabilities
Location
Fair
Value
Derivatives not accounted for as hedging instruments under ASC Topic 815    
Interest rate contracts Payable for daily
variation margin on
futures contracts
$2,108*
* Includes cumulative depreciation of futures contracts as reported in the footnotes to the Portfolio of Investments. Only the current day's variation margin is reported within the Statement of Assets and Liabilities.
The Effect of Derivative Instruments on the Statement of Operations for the Year Ended December 31, 2016
Amount of Realized Gain or (Loss) on Derivatives Recognized in Income
  Futures
Contracts
Interest rate contracts $(650,891)
    
Change in Unrealized Appreciation or (Depreciation) on Derivatives Recognized in Income
  Futures
Contracts
Interest rate contracts $152,168
Other
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. The Fund applies Investment Company accounting and reporting guidance.
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3. SHARES OF BENEFICIAL INTEREST
The following tables summarize share activity:
Year Ended December 31 2016 2015
Primary Shares: Shares Amount Shares Amount
Shares sold 1,301,003 $14,280,877 928,581 $10,421,996
Shares issued to shareholders in payment of distributions declared 656,233 7,034,809 726,870 8,119,140
Shares redeemed (2,901,973) (31,983,988) (2,812,663) (31,480,004)
NET CHANGE RESULTING FROM PRIMARY SHARE TRANSACTIONS (944,737) $(10,668,302) (1,157,212) $(12,938,868)
    
Year Ended December 31 2016 2015
Service Shares: Shares Amount Shares Amount
Shares sold 79,596 $875,754 86,688 $968,891
Shares issued to shareholders in payment of distributions declared 84,892 909,198 102,889 1,147,215
Shares redeemed (538,703) (5,929,121) (606,340) (6,755,924)
NET CHANGE RESULTING FROM SERVICE SHARE TRANSACTIONS (374,215) $(4,144,169) (416,763) $(4,639,818)
NET CHANGE RESULTING FROM TOTAL FUND SHARE TRANSACTIONS (1,318,952) $(14,812,471) (1,573,975) $(17,578,686)
4. FEDERAL TAX INFORMATION
The tax character of distributions as reported on the Statement of Changes in Net Assets for the years ended December 31, 2016 and 2015, was as follows:
  2016 2015
Ordinary income $7,944,007 $9,266,355
As of December 31, 2016, the components of distributable earnings on a tax-basis were as follows:
Undistributed ordinary income $6,853,546
Unrealized appreciation $2,293,505
Capital loss carryforwards $(1,287,691)
The difference between book-basis and tax-basis net unrealized appreciation/depreciation is attributable to differing treatments for the deferral of losses on wash sales.
At December 31, 2016, the cost of investments for federal tax purposes was $208,329,778. The net unrealized appreciation of investments for federal tax purposes excluding any unrealized depreciation resulting from futures contracts was $2,293,505. This consists of net unrealized appreciation from investments for those securities having an excess of value over cost of $4,958,519 and net unrealized depreciation from investments for those securities having an excess of cost over value of $2,665,014.
At December 31, 2016, the Fund had a capital loss carryforward of $1,287,691 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, thereby reducing 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, a net capital loss incurred in taxable years beginning on or before December 22, 2010, is characterized as short-term and may be carried forward for a maximum of eight tax years (“Carryforward Limit”), whereas a net capital loss incurred in taxable years beginning after December 22, 2010, retains its character as either short-term or long-term, does not expire and is required to be utilized prior to the losses which have a Carryforward Limit.
The following schedule summarizes the Fund's capital loss carryforwards and expiration years:
Expiration Year Short-Term Long-Term Total
2017 $1,287,691 NA $1,287,691
The Fund used capital loss carryforwards of $906,527 to offset capital gains realized during the year ended December 31, 2016.
5. INVESTMENT ADVISER FEE AND OTHER TRANSACTIONS WITH AFFILIATES
Investment Adviser Fee
The advisory agreement between the Fund and the Adviser provides for an annual fee equal to 0.60% of the Fund's average daily net assets. Subject to the terms described in the Expense Limitation note, the Adviser may voluntarily choose to waive any portion of its fee. For the year ended December 31, 2016, the Adviser voluntarily waived $152,078 of its fee.
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Administrative Fee
Federated Administrative Services (FAS), under the Administrative Services Agreement, provides the Fund with administrative personnel and services. For purposes of determining the appropriate rate breakpoint, “Investment Complex” is defined as all of the Federated Funds subject to a fee under the Administrative Services Agreement. The fee paid to FAS is based on the average daily net assets of the Investment Complex as specified below, plus certain out-of-pocket expenses:
Administrative Fee Average Daily Net Assets
of the Investment Complex
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
Subject to the terms described in the Expense Limitation note, FAS may voluntarily choose to waive any portion of its fee.
For the year ended December 31, 2016, the annualized fee paid to FAS was 0.078% of average daily net assets of the Fund.
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 Primary Shares and Service 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
Primary Shares 0.25%
Service Shares 0.25%
Subject to the terms described in the Expense Limitation note, FSC may voluntarily choose to waive any portion of its fee. For the year ended December 31, 2016, distribution services fees for the Fund were as follows:
  Distribution Services
Fees Incurred
Service Shares $66,188
When FSC receives fees, it may pay some or all of them to financial intermediaries whose customers purchase shares. For the year ended December 31, 2016, the Fund's Primary Shares did not incur a distribution services fee; however, it may begin to incur this fee upon approval of the Trustees.
Expense Limitation
The Adviser and certain of its affiliates (which may include FSC and FAS) on their own initiative have agreed to waive certain amounts of their respective fees and/or reimburse expenses. Total annual fund operating expenses (as shown in the financial highlights, excluding expenses allocated from affiliated partnerships, interest expense, extraordinary expenses, line of credit expenses and proxy-related expenses paid by the Fund, if any) paid by the Fund's Primary Shares and Service Shares (after the voluntary waivers and/or reimbursements) will not exceed 0.73% and 0.98% (the “Fee Limit”), respectively, up to but not including the later of (the “Termination Date”): (a) May 1, 2017 ; or (b) the date of the Fund's next effective Prospectus. While the Adviser and its applicable affiliates currently do not anticipate terminating or increasing these arrangements prior to the Termination Date, these arrangements may only be terminated or the Fee Limit increased prior to the Termination Date with the agreement of the Trustees.
General
Certain Officers and Trustees of the Fund are Officers and Directors or Trustees of certain of the above companies. To efficiently facilitate payment, Directors'/Trustees' fees and certain expenses related to conducting meetings of the Directors/Trustees and other miscellaneous expenses are paid by an affiliate of the Adviser which in due course are reimbursed by the Fund. Such expenses may be included in Accrued and Miscellaneous Expenses on the Statement of Assets and Liabilities and Statement of Operations, respectively.
6. INVESTMENT TRANSACTIONS
Purchases and sales of investments, excluding long-term U.S. government securities and short-term obligations, for the year ended December 31, 2016, were as follows:
Purchases $50,708,726
Sales $67,857,876
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7. LINE OF CREDIT
The Fund participates with certain other Federated Funds, on a several basis, in an up to $500,000,000 unsecured, 364-day, committed, revolving line of credit (LOC) agreement. The LOC was made available to finance temporarily the repurchase or redemption of shares of the Fund, failed trades, payment of dividends, settlement of trades and for other short-term, temporary or emergency general business purposes. The Fund cannot borrow under the LOC if an inter-fund loan is outstanding. The Fund's ability to borrow under the LOC also is subject to the limitations of the Act and various conditions precedent that must be satisfied before the Fund can borrow. Loans under the LOC are charged interest at a fluctuating rate per annum equal to the highest, on any day, of (a) (i) the federal funds effective rate, (ii) the one month London Interbank Offer Rate (LIBOR), and (iii) 0.0%, plus (b) a margin. The LOC also requires the Fund to pay, quarterly in arrears and at maturity, its pro rata share of a commitment fee based on the amount of the lenders' commitment that has not been utilized. As of December 31, 2016, there were no outstanding loans. During the year ended December 31, 2016, 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 Fund to borrow from other participating affiliated funds. As of December 31, 2016, there were no outstanding loans. During the year ended December 31, 2016, the program was not utilized.
9. REGULATORY UPDATES
On October 13, 2016, the SEC amended existing rules intended to modernize reporting and disclosure of information. These amendments relate to Regulation S-X which sets forth the form and content of financial statements. At this time, management is evaluating the implications of adopting these amendments and their impact on the financial statements and accompanying notes.
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Report of Independent Registered Public Accounting Firm
TO THE BOARD OF TRUSTEES OF THE FEDERATED INSURANCE SERIES AND SHAREHOLDERS OF FEDERATED QUALITY BOND FUND II:
We have audited the accompanying statement of assets and liabilities, including the portfolio of investments, of Federated Quality Bond Fund II (the “Fund”), as of December 31, 2016, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended and the financial highlights for each of the years in the five-year period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2016, by correspondence with the custodian and brokers. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Federated Quality Bond Fund II as of December 31, 2016, and the results of its operations for the year then ended, the changes in its net assets for each of the years in the two-year period then ended and the financial highlights for each of the years in the five-year period then ended, in conformity with U.S. generally accepted accounting principles.
Boston, Massachusetts
February 15, 2017
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Shareholder Expense Example (unaudited)
As a shareholder of the Fund, you incur ongoing costs, including management fees and to the extent applicable, distribution (12b-1) fees and/or other service 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 funds used as variable investment options. It is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from July 1, 2016 to December 31, 2016.
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. 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.
  Beginning
Account Value
7/1/2016
Ending
Account Value
12/31/2016
Expenses Paid
During Period1
Actual:      
Primary Shares $1,000 $991.90 $3.71
Service Shares $1,000 $990.00 $4.95
Hypothetical (assuming a 5% return before expenses):      
Primary Shares $1,000 $1,021.42 $3.76
Service Shares $1,000 $1,020.16 $5.03
1 Expenses are equal to the Fund's annualized net expense ratios, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half-year period). The expenses shown in the table do not include the charges and expenses imposed by the insurance company under the variable insurance product contract. Please refer to the variable insurance product prospectus for a complete listing of these expenses. The annualized net expense ratios are as follows:
    
Primary Shares 0.74%
Service Shares 0.99%
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Board of Trustees and Trust Officers
The Board of Trustees is responsible for managing the Trust's business affairs and for exercising all the Trust's powers except those reserved for the shareholders. The following tables give information about each Trustee and the senior officers of the Fund. Where required, the tables separately list Trustees who are “interested persons” of the Fund (i.e., “Interested” Trustees) and those who are not (i.e., “Independent” Trustees). Unless otherwise noted, the address of each person listed is Federated Investors Tower, 1001 Liberty Avenue, Pittsburgh, PA 15222. The address of all Independent Trustees listed is 4000 Ericsson Drive, Warrendale, PA 15086-7561; Attention: Mutual Fund Board. As of December 31, 2016, the Trust comprised seven portfolio(s), and the Federated Fund Family consisted of 40 investment companies (comprising 124 portfolios). Unless otherwise noted, each Officer is elected annually. Unless otherwise noted, each Trustee oversees all portfolios in the Federated Fund Family and serves for an indefinite term. The Fund's Statement of Additional Information includes additional information about Trust Trustees and is available, without charge and upon request, by calling 1-800-341-7400.
Interested Trustees Background
Name
Birth Date
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years,
Other Directorships Held and Previous Position(s)
J. Christopher Donahue*
Birth Date: April 11, 1949
Trustee
Indefinite Term
Began serving: September 1993
Principal Occupations: Principal Executive Officer and President of certain of the Funds in the Federated Fund Family; Director or Trustee of the Funds in the Federated Fund Family; President, Chief Executive Officer and Director, Federated Investors, Inc.; Chairman and Trustee, Federated Investment Management Company; Trustee, Federated Investment Counseling; Chairman and Director, Federated Global Investment Management Corp.; Chairman, Federated Equity Management Company of Pennsylvania and Passport Research, Ltd. (investment advisory subsidiary of Federated); Trustee, Federated Shareholder Services Company; Director, Federated Services Company.
Previous Positions: President, Federated Investment Counseling; President and Chief Executive Officer, Federated Investment Management Company, Federated Global Investment Management Corp. and Passport Research, Ltd.
Thomas R. Donahue*
Birth Date: October 20, 1958
Trustee
Indefinite Term
Began serving: May 2016
Principal Occupations: Director or Trustee of certain of the funds in the Federated Fund Family; Chief Financial Officer, Treasurer, Vice President and Assistant Secretary, Federated Investors, Inc.; Chairman and Trustee, Federated Administrative Services; Chairman and Director, Federated Administrative Services, Inc.; Trustee and Treasurer, Federated Advisory Services Company; Director or Trustee and Treasurer, Federated Equity Management Company of Pennsylvania, Federated Global Investment Management Corp., Federated Investment Counseling, and Federated Investment Management Company; Director, MDTA LLC; Treasurer, Passport Research, LTD; Director, Executive Vice President and Assistant Secretary, Federated Securities Corp.; Director or Trustee and Chairman, Federated Services Company and Federated Shareholder Services Company; and Director and President, FII Holdings, Inc.
Previous Positions: Director, Federated Investors, Inc.; Assistant Secretary, Federated Investment Management Company, Federated Global Investment Management Company and Passport Research, LTD; Executive Vice President, Federated Securities Corp.; and Treasurer, FII Holdings, Inc.
* Family relationships and reasons for “interested” status: J. Christopher Donahue and Thomas R. Donahue are brothers. Both are “interested” due to their beneficial ownership of shares of Federated Investors, Inc. and the positions they hold with Federated and its subsidiaries. Thomas R. Donahue and J. Christopher Donahue are sons of John F. Donahue, Chairman Emeritus of the Federated Funds.
INDEPENDENT Trustees Background
Name
Birth Date
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years,
Other Directorships Held, Previous Position(s) and Qualifications
John T. Collins
Birth Date: January 24, 1947
Trustee
Indefinite Term
Began serving: October 2013
Principal Occupations: Director or Trustee of the Federated Fund Family; formerly, Chairman and CEO, The Collins Group, Inc. (a private equity firm) (Retired).
Other Directorships Held: Director, Current Chair of the Compensation Committee, KLX Corp.
Qualifications: Mr. Collins has served in several business and financial management roles and directorship positions throughout his career. Mr. Collins previously served as Chairman and CEO, The Collins Group, Inc. (a private equity firm). Mr. Collins serves as Chairman Emeriti, Bentley University. Mr. Collins previously served as Director and Audit Committee Member, Bank of America Corp.; Director, FleetBoston Financial Corp.; and Director, Beth Israel Deaconess Medical Center (Harvard University Affiliate Hospital).
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Name
Birth Date
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years,
Other Directorships Held, Previous Position(s) and Qualifications
G. Thomas Hough
Birth Date: February 28, 1955
Trustee
Indefinite Term
Began serving: August 2015
Principal Occupations: Director or Trustee of the Federated Fund Family; formerly, Vice Chair, Ernst & Young LLP (public accounting firm) (Retired).
Other Directorships Held: Director, Chair of the Audit Committee, Governance Committee, Publix Super Markets, Inc.; Director, Member of the Audit Committee and Technology Committee of Equifax, Inc.
Qualifications: Mr. Hough has served in accounting, business management and directorship positions throughout his career. Mr. Hough most recently held the position of Americas Vice Chair of Assurance with Ernst & Young LLP (public accounting firm). Mr. Hough is an Executive Committee member of the United States Golf Association, he serves on the President's Cabinet and Business School Board of Visitors for the University of Alabama and is on the Business School Board of Visitors for Wake Forest University.
Maureen Lally-Green
Birth Date: July 5, 1949
Trustee
Indefinite Term
Began serving: August 2009
Principal Occupations: Director or Trustee of the Federated Fund Family; Interim Dean of the Duquesne University School of Law; Adjunct Professor of Law, Duquesne University School of Law; formerly, Associate General Secretary and Director, Office of Church Relations, Diocese of Pittsburgh.
Other Directorships Held: Director, CONSOL Energy Inc.
Qualifications: Judge Lally-Green has served in various legal and business roles and directorship positions throughout her career. Judge Lally-Green previously served as: Associate General Secretary, Diocese of Pittsburgh; a member of the Superior Court of Pennsylvania; and as a Professor of Law, Duquesne University School of Law. Judge Lally-Green also currently holds the positions on either a public or not for profit Board of Directors as follows: Director and Chair, UPMC Mercy Hospital; Regent, St. Vincent Seminary; Director and Vice Chair, Our Campaign for the Church Alive!, Inc.; Director, Saint Vincent College; Member, Pennsylvania State Board of Education (public); and Director and Chair, Cardinal Wuerl North Catholic High School, Inc. Judge Lally-Green has held the positions of: Director, Auberle; Director, Epilepsy Foundation of Western and Central Pennsylvania; Director, Ireland Institute of Pittsburgh; Director, Saint Thomas More Society; Director, Catholic High Schools of the Diocese of Pittsburgh, Inc.; and Director, Pennsylvania Bar Institute.
Peter E. Madden
Birth Date: March 16, 1942
Trustee

Indefinite Term
Began serving: September 1993
Principal Occupation: Director or Trustee, and Chair of the Board of Directors or Trustees, of the Federated Fund Family; Retired.
Other Directorships Held: None.
Qualifications: Mr. Madden has served in several business management, mutual fund services and directorship positions throughout his career. Mr. Madden previously served as President, Chief Operating Officer and Director, State Street Bank and Trust Company (custodian bank) and State Street Corporation (financial services). He was Director, VISA USA and VISA International and Chairman and Director, Massachusetts Bankers Association. Mr. Madden served as Director, Depository Trust Corporation and Director, The Boston Stock Exchange. Mr. Madden also served as a Representative to the Commonwealth of Massachusetts General Court.
Charles F. Mansfield, Jr.
Birth Date: April 10, 1945
Trustee

Indefinite Term
Began serving: September 1999
Principal Occupations: Director or Trustee of the Federated Fund Family; Management Consultant.
Other Directorships Held: None.
Qualifications: Mr. Mansfield has served as a Marine Corps officer and in several banking, business management, educational roles and directorship positions throughout his long career. He remains active as a Management Consultant.
Thomas M. O'Neill
Birth Date: June 14, 1951
Trustee

Indefinite Term
Began serving: August 2006
Principal Occupations: Director or Trustee, Chair of the Audit Committee of the Federated Fund Family; Sole Proprietor, Navigator Management Company (investment and strategic consulting).
Other Directorships Held: None.
Qualifications: Mr. O'Neill has served in several business, mutual fund and financial management roles and directorship positions throughout his career. Mr. O'Neill serves as Director, Medicines for Humanity and Director, The Golisano Children's Museum of Naples, Florida. Mr. O'Neill previously served as Chief Executive Officer and President, Managing Director and Chief Investment Officer, Fleet Investment Advisors; President and Chief Executive Officer, Aeltus Investment Management, Inc.; General Partner, Hellman, Jordan Management Co., Boston, MA; Chief Investment Officer, The Putnam Companies, Boston, MA; Credit Analyst and Lending Officer, Fleet Bank; Director and Consultant, EZE Castle Software (investment order management software); and Director, Midway Pacific (lumber).
P. Jerome Richey
Birth Date: February 23, 1949
Trustee
Indefinite Term
Began serving: October 2013
Principal Occupations: Director or Trustee of the Federated Fund Family; Management Consultant; formerly, Senior Vice Chancellor and Chief Legal Officer, University of Pittsburgh and Executive Vice President and Chief Legal Officer, CONSOL Energy Inc.
Other Directorships Held: None.
Qualifications: Mr. Richey has served in several business and legal management roles and directorship positions throughout his career. Mr. Richey most recently held the positions of Senior Vice Chancellor and Chief Legal Officer, University of Pittsburgh. Mr. Richey previously served as Chairman of the Board, Epilepsy Foundation of Western Pennsylvania and Chairman of the Board, World Affairs Council of Pittsburgh. Mr. Richey previously served as Chief Legal Officer and Executive Vice President, CONSOL Energy Inc.; and Board Member, Ethics Counsel and Shareholder, Buchanan Ingersoll & Rooney PC (a law firm).
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Name
Birth Date
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years,
Other Directorships Held, Previous Position(s) and Qualifications
John S. Walsh
Birth Date: November 28, 1957
Trustee

Indefinite Term
Began serving: January 1999
Principal Occupations: Director or Trustee of the Federated Fund Family; President and Director, Heat Wagon, Inc. (manufacturer of construction temporary heaters); President and Director, Manufacturers Products, Inc. (distributor of portable construction heaters); President, Portable Heater Parts, a division of Manufacturers Products, Inc.
Other Directorships Held: None.
Qualifications: Mr. Walsh has served in several business management roles and directorship positions throughout his career. Mr. Walsh previously served as Vice President, Walsh & Kelly, Inc. (paving contractors).
OFFICERS
Name
Birth Date
Address
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years
and Previous Position(s)
John W. McGonigle
Birth Date: October 26, 1938
EXECUTIVE VICE PRESIDENT AND SECRETARY
Officer since: September 1993
Principal Occupations: Executive Vice President and Secretary of the Federated Fund Family; Vice Chairman, Executive Vice President, Secretary and Director, Federated Investors, Inc.
Previous Positions: Trustee, Federated Investment Management Company and Federated Investment Counseling; Director, Federated Global Investment Management Corp., Federated Services Company and Federated Securities Corp.
Lori A. Hensler
Birth Date: January 6, 1967
TREASURER
Officer since: April 2013
Principal Occupations: Principal Financial Officer and Treasurer of the Federated Fund Family; Senior Vice President, Federated Administrative Services; Financial and Operations Principal for Federated Securities Corp. and Edgewood Services, Inc.; and Assistant Treasurer, Federated Investors Trust Company. Ms. Hensler has received the Certified Public Accountant designation.
Previous Positions: Controller of Federated Investors, Inc.; Senior Vice President and Assistant Treasurer, Federated Investors Management Company; Treasurer, Federated Investors Trust Company; Assistant Treasurer, Federated Administrative Services, Federated Administrative Services, Inc., Federated Securities Corp., Edgewood Services, Inc., Federated Advisory Services Company, Federated Equity Management Company of Pennsylvania, Federated Global Investment Management Corp., Federated Investment Counseling, Federated Investment Management Company, Passport Research, Ltd., and Federated MDTA, LLC; Financial and Operations Principal for Federated Securities Corp., Edgewood Services, Inc. and Southpointe Distribution Services, Inc.
Peter J. Germain
Birth Date: September 3, 1959
CHIEF LEGAL OFFICER
Officer since: January 2005
Principal Occupations: Mr. Germain is Chief Legal Officer of the Federated Fund Family. He is General Counsel and Vice President, Federated Investors, Inc.; President, Federated Administrative Services and Federated Administrative Services, Inc.; Vice President, Federated Securities Corp.; Secretary, Federated Private Asset Management, Inc.; and Secretary, Retirement Plan Service Company of America. Mr. Germain joined Federated in 1984 and is a member of the Pennsylvania Bar Association.
Previous Positions: Deputy General Counsel, Special Counsel, Managing Director of Mutual Fund Services, Federated Investors, Inc.; Senior Vice President, Federated Services Company; and Senior Corporate Counsel, Federated Investors, Inc.
Richard B. Fisher
Birth Date: May 17, 1923
VICE PRESIDENT
Officer since: September 1993
Principal Occupations: Vice Chairman or Vice President of some of the Funds in the Federated Fund Family; Vice Chairman, Federated Investors, Inc.; Chairman, Federated Securities Corp.
Previous Positions: President and Director or Trustee of some of the Funds in the Federated Fund Family; Executive Vice President, Federated Investors, Inc.; Director and Chief Executive Officer, Federated Securities Corp.
John B. Fisher
Birth Date: May 16, 1956
PRESIDENT
Officer since: November 2004
Principal Occupations: Principal Executive Officer and President of certain of the Funds in the Federated Fund Family; Director or Trustee of certain of the Funds in the Federated Fund Family; Vice President, Federated Investors, Inc.; President, Director/Trustee and CEO, Federated Advisory Services Company, Federated Equity Management Company of Pennsylvania, Federated Global Investment Management Corp., Federated Investment Counseling, Federated Investment Management Company; President and CEO of Passport Research, Ltd.; President of some of the Funds in the Federated Fund Complex and Director, Federated Investors Trust Company.
Previous Positions: President and Director of the Institutional Sales Division of Federated Securities Corp.; President and Director of Federated Investment Counseling; Director, Edgewood Securities Corp.; Director, Federated Services Company; Director, Federated Investors, Inc.; Chairman and Director, Southpointe Distribution Services, Inc. and President, Technology, Federated Services Company.
Stephen Van Meter
Birth Date: June 5, 1975
CHIEF COMPLIANCE OFFICER AND SENIOR VICE PRESIDENT
Officer since: July 2015
Principal Occupations: Senior Vice President and Chief Compliance Officer of the Federated Fund Family; Vice President and Chief Compliance Officer of Federated Investors, Inc. and Chief Compliance Officer of certain of its subsidiaries. Mr. Van Meter joined Federated in October 2011. He holds FINRA licenses under Series 3, 7, 24 and 66.
Previous Positions: Mr. Van Meter previously held the position of Compliance Operating Officer, Federated Investors, Inc. Prior to joining Federated, Mr. Van Meter served at the United States Securities and Exchange Commission in the positions of Senior Counsel, Office of Chief Counsel, Division of Investment Management and Senior Counsel, Division of Enforcement.
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Name
Birth Date
Address
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years
and Previous Position(s)
Stephen F. Auth
Birth Date: September 13, 1956
101 Park Avenue
41st Floor
New York, NY 10178
CHIEF INVESTMENT OFFICER
Officer since: November 2002
Principal Occupations: Stephen F. Auth is Chief Investment Officer of various Funds in the Federated Fund Family; Executive Vice President, Federated Investment Counseling, Federated Global Investment Management Corp. and Federated Equity Management Company of Pennsylvania.
Previous Positions: Executive Vice President, Federated Investment Management Company and Passport Research, Ltd. (investment advisory subsidiary of Federated); Senior Vice President, Global Portfolio Management Services Division; Senior Vice President, Federated Investment Management Company and Passport Research, Ltd.; Senior Managing Director and Portfolio Manager, Prudential Investments.
Robert J. Ostrowski
Birth Date: April 26, 1963
Chief Investment Officer
Officer since: May 2004
Principal Occupations: Robert J. Ostrowski joined Federated in 1987 as an Investment Analyst and became a Portfolio Manager in 1990. He was named Chief Investment Officer of Federated's taxable fixed-income products in 2004 and also serves as a Senior Portfolio Manager. Mr. Ostrowski became an Executive Vice President of the Fund's Adviser in 2009 and served as a Senior Vice President of the Fund's Adviser from 1997 to 2009. Mr. Ostrowski has received the Chartered Financial Analyst designation. He received his M.S. in Industrial Administration from Carnegie Mellon University.
Deborah A. Cunningham
Birth Date: September 15, 1959
Chief Investment Officer
Officer since: June 2012
Principal Occupations: Deborah A. Cunningham was named Chief Investment Officer of Federated's money market products in 2004. She joined Federated in 1981 and has been a Senior Portfolio Manager since 1997 and an Executive Vice President of the Fund's Adviser since 2009. Ms. Cunningham has received the Chartered Financial Analyst designation and holds an M.S.B.A. in Finance from Robert Morris College.
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Evaluation and Approval of Advisory ContractMay 2016
Federated Quality Bond Fund II (the “Fund”)
Following a review and recommendation of approval by the Fund's independent trustees, the Fund's Board of Trustees (the “Board”) reviewed and unanimously approved at its May 2016 meetings the continuation of the Fund's investment advisory contract for an additional one-year term. The Board's decision regarding the contract reflects the exercise of its business judgment after consideration of all of the information received on whether to continue the existing arrangements.
The 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 “Senior Officer's Evaluation”). The Board considered the Senior Officer's Evaluation, along with other information, in deciding to approve the investment advisory contract.
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 an adviser to a fund and its shareholders, including the performance and fees and expenses of the fund and of comparable funds; an adviser's cost of providing the services, including the profitability to an adviser of providing advisory services to a fund; the extent to which an adviser may realize “economies of scale” as a fund grows larger and, if such economies of scale exist, whether they have been shared with a fund and its shareholders or the family of funds; any “fall-out financial benefits” that accrue to an adviser because of its relationship with a fund (including research services received from brokers that execute fund trades and any fees paid to affiliates of an adviser for services rendered to a fund); comparative fee and expense structures, including a comparison of fees paid to an adviser with those paid by similar funds; and the extent of care, conscientiousness and independence with which board members perform their duties and their expertise, including whether they are fully informed about all facts the board deems relevant to its consideration of an adviser's services and fees. The Board noted that the Securities and Exchange Commission (“SEC”) disclosure requirements regarding the basis for the Board's approval of the Fund's investment advisory contract generally track the factors listed above. Consistent with these judicial decisions and SEC disclosure requirements, the Board also considered management fees charged to institutional and other clients of Federated Investment Management Company (the “Adviser”) for what might be viewed as like services. The Board was aware of these factors and was guided by them in its review of the Fund's investment advisory contract 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 Investors, Inc. and its affiliates (“Federated”) on matters relating to the Federated funds, and was assisted in its deliberations by independent legal counsel. Throughout the year, and in connection with its May meetings, the Board 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 substantial information in connection with the May meetings at which the Board's formal review of the investment advisory contract occurred. At the May meetings in addition to meeting in separate sessions of the independent trustees without management present, senior management of the Adviser also met with the independent trustees and their counsel to discuss the materials presented and any other matters thought relevant by the Adviser or the trustees. Between regularly scheduled meetings, the Board also received information on particular matters as the need arose. Thus, the Board's consideration of the investment advisory contract included review of the Senior Officer's Evaluation, accompanying data and additional information covering such matters as: the Adviser'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; the entrepreneurial risk assumed by the Adviser in sponsoring the Fund; 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 funds which include a comprehensive array of funds with different investment objectives, policies and strategies which are generally available for exchange without the incurrence of additional sales charges; compliance and audit reports concerning the Federated funds and the Federated
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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.
While mindful that courts have cautioned against giving such comparisons too much weight, the Board has found the use of comparisons of the Fund's fees and expenses to other mutual funds with comparable investment programs to be relevant to its deliberations. In this regard, the Board was presented with, and considered, information regarding the contractual advisory fee rates, total expense ratios and each element of the Fund's total expense ratio (i.e., gross and net advisory fees, custody fees, portfolio accounting fees and transfer agency fees) relative to the Fund's peers. The Board focused on comparisons with other similar mutual funds more heavily than non-mutual fund products or services because it is believed that 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 relevant indicator of what consumers have found to be reasonable in the precise marketplace in which the Fund competes.
The Board reviewed the contractual advisory fee rate, net advisory fee rate where partially waived and other expenses of the Fund and noted the position of the Fund's contractual advisory fee rate and other expenses relative to its peers. In this regard, the Board noted that the contractual advisory fee rate was above the median of the relevant peer group, but the Board noted the applicable waivers and reimbursements, and that the overall expense structure of the Fund remained competitive in the context of other factors considered by the Board.
By contrast, the Senior Officer has reviewed Federated's fees for providing advisory services to products outside the Federated funds (e.g., institutional and separate accounts and sub-adviser services). 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 and portfolio management techniques made necessary by different cash flows and different associated costs; and the time spent by portfolio managers and their teams, funds financial services, legal, compliance and risk management in reviewing securities pricing, addressing different administrative responsibilities, addressing different degrees of risk associated with management and a variety of different costs. The Senior Officer did not consider the fees for providing advisory services to these outside products to be determinative in judging the appropriateness of mutual fund advisory fees.
Following such evaluation, the Board concluded, within the context of its full deliberations, that the expenses of the Fund are reasonable and supported renewal of the investment advisory contract with respect to the Fund.
The Board considered the nature, extent and quality of the services provided to the Fund by the Adviser and the resources of the Adviser and its affiliates dedicated to the Fund. In this regard, the Board evaluated, among other things, the Adviser's personnel, experience, track record, overall reputation and willingness to invest in personnel and infrastructure that benefit the Fund. In addition, the Board reviewed the qualifications, backgrounds and responsibilities of the portfolio management team primarily responsible for the day-to-day management of the Fund. The Board noted the compliance programs of and the compliance-related resources provided to the Fund by the Adviser. The Fund's ability to deliver competitive performance when compared to its peer group was also deemed to be relevant by the Board as a useful indicator of how the Adviser is executing the Fund's investment program, which in turn was one of the Board's considerations 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 investment advisory contract.
In evaluating the Fund's investment performance, the Board considered performance results in light of the Fund's investment objective, strategies and risks, as disclosed in the Fund's prospectus. The Board particularly considered detailed investment reports on the Fund's performance provided to the Board throughout the year and in connection with the May meetings. The Senior Officer also reviewed information 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 may be helpful, though not conclusive, in judging the reasonableness of the proposed fees. The Board considered, in evaluating such comparisons, that in some cases individual funds may exhibit significant and unique differences in their objectives and management techniques when compared to other funds within an industry peer group.
For the periods covered by the Senior Officer's Evaluation, the Fund's performance for the one-year period was above the median of the relevant peer group, and the Fund's performance fell below the median of the relevant peer group for the three-year and five-year periods. The Board discussed the Fund's performance with the Adviser and recognized the efforts being taken by the Adviser in the context of the other factors considered relevant by the Board.
Following such evaluation, the Board concluded, within the context of its full deliberations, that the performance of the Fund supported renewal of the investment advisory contract with respect to the Fund.
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The Board also received financial information about Federated, including information regarding the compensation and ancillary (or “fall-out”) benefits Federated derived from its relationships with the Federated funds. This information covered not only the fees under the investment 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 information also detailed 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. Moreover, the Board receives regular reporting as to the institution, adjustment or elimination of these voluntary waivers. The Board considered Federated's previous reductions in contractual management fees to certain funds in response to the Senior Officer's recommendations.
Federated furnished information, 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, while these cost allocation reports apply consistent allocation processes, the inherent difficulties in allocating costs continues to cause the Senior Officer to question the precision of the process and to conclude that such reports may be unreliable, since a single change in an allocation estimate may dramatically alter the resulting estimate of cost and/or profitability of a fund and may produce unintended consequences. The allocation information, including the Senior Officer's view that fund-by-fund estimations may be unreliable, was considered in the analysis by the Board.
The Board and the Senior Officer also reviewed information compiled by Federated comparing profitability information for Federated to other publicly held fund management companies. In this regard, the Senior Officer concluded that Federated's profit margins did not appear to be excessive. The Senior Officer also noted that Federated appeared financially sound, with the resources to fulfill its obligations under its contracts with the Fund.
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, shareholder services, compliance, internal audit, and risk management functions, as well as systems technology (including technology relating to cybersecurity), and that the benefits of these efforts (as well as any economies of scale, should they exist) were likely to be enjoyed by the fund family as a whole. The Board noted that the Adviser's investments in these areas are extensive. In addition, the Board considered that Federated and its affiliates have frequently waived fees and/or reimbursed expenses and that this has allowed fund shareholders to share potential economies of scale from a fund's inception. Federated, as it does throughout the year, and again in connection with the Board's review, furnished information relative to revenue sharing or adviser paid fees. Federated and the Senior Officer noted that this information should be viewed to determine if there was an incentive to either not apply breakpoints or to apply breakpoints at higher levels and should not be viewed to determine the appropriateness of advisory fees, because it would represent marketing and distribution expenses. 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 a fund attains a certain size.
The Senior Officer noted that, subject to the comments and recommendations made within the Senior Officer's Evaluation, his observations and the information accompanying the Senior Officer's Evaluation supported a finding by the Board that the management fee for the fund was reasonable. Under these circumstances, no changes were recommended to, and no objection was raised to, the continuation of the Fund's investment advisory contract.
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 investment advisory contract. In particular, the Board recognized that many 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 investment 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 concluded that, in light of the factors discussed above, including the nature, quality and scope of the services provided to the Fund by the Adviser and its affiliates, continuation of the investment advisory contract was appropriate.
The Board based its decision to approve the investment advisory contract 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 continuation of the contract reflects its determination that Federated's performance and actions provided a satisfactory basis to support the decision to continue the existing arrangement.
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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 via the Proxy Voting Record (Form N-PX) link associated with the Fund and share class name at www.FederatedInvestors.com/FundInformation. 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 via the link to the Fund and share class name at www.FederatedInvestors.com/FundInformation.
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Variable investment options 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 variable investment options 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.
Federated Quality Bond Fund II

Federated Investors Funds
4000 Ericsson Drive
Warrendale, PA 15086-7561
Contact us at FederatedInvestors.com
or call 1-800-341-7400.
Federated Securities Corp., Distributor
CUSIP 313916884
CUSIP 313916785
G00433-14 (2/17)
Federated is a registered trademark of Federated Investors, Inc.
2017 ©Federated Investors, Inc.
Annual Shareholder Report
Federated Fund for U.S. Government Securities II

A Portfolio of Federated Insurance Series

Dear Valued Shareholder,
I am pleased to present the Annual Shareholder Report for your fund covering the period from January 1, 2016 through December 31, 2016. This report includes Management's Discussion of Fund Performance, a complete listing of your fund's holdings, performance information and financial statements along with other important fund information.
In addition, our website, FederatedInvestors.com, offers easy access to Federated resources that include timely fund updates, economic and market insights from our investment strategists, and financial planning tools. We invite you to register to take full advantage of its capabilities.
Thank you for investing with Federated. I hope you find this information useful and look forward to keeping you informed.
Sincerely,
John B. Fisher, President

Not FDIC Insured • May Lose Value • No Bank Guarantee

CONTENTS

Table of Contents
Management's Discussion of Fund Performance (unaudited)
The total return of Federated Fund for U.S. Government Securities II (the “Fund”), based on net asset value for the 12-month reporting period ended December 31, 2016, was 1.61%. The Fund's custom benchmark (“Blended Index”),1 which consists of a 67%/33% blend of the Bloomberg Barclays U.S. Mortgage Backed Securities Index and Bloomberg Barclays U.S. Government Index, returned 1.47% for the same period. The Fund's total return for the most recently completed fiscal year reflected actual cash flows, transaction costs and other expenses, which were not reflected in the total return of the Blended Index.
During the reporting period, the most significant factors affecting the Fund's performance relative to the Blended Index included: (a) sector allocation; (b) duration;2 (c) security selection; and (d) yield curve.
MARKET OVERVIEW
Bond market yields moved significantly in response to economic growth as well as election outcomes during the reporting period. Concerns over the pace of economic growthboth domestic and abroaddrove U.S. Treasury yields downward and widened credit spreads at the period outset. While spread sectors posted strong recoveries in ensuing months, Treasury yields fell following June's voter approval of the United Kingdom's referendum to relinquish European Union membership (“Brexit”). Financial markets dislike uncertainty and Brexit resulted in a flight-to-quality bid for U.S. Treasury notes and bonds. Yields fell to historic lows.
Markets were, again, surprised by an election outcome as U.S. voters unexpectedly elected Donald J. Trump as the next U.S. president. While equity indexes reached record highs, bond markets retreated and higher yields ensued amid expectations for potentially faster growth and a tightening of monetary policy by the Federal Open Market Committee (FOMC). In fact, the federal funds rate increased 25 basis points at the FOMC's December meeting, and Federal Reserve (the “Fed”) comments indicated a slow but gradual path to interest rate renormalization in future periods.
Despite market gyrations, the vast majority of spread sectors produced positive excess returns as demand for higher yielding fixed-income investments staged a strong comeback after initial weakness. High yield, investment-grade corporate debt,3 commercial mortgage-backed securities (MBS)4agency and non-agencyas well as many asset-backed sectors outperformed similar duration Treasury securities.5 Government-guaranteed MBS were an exception as the sector lagged. Two- and 10-year Treasury yields increased 14 and 17 basis points to 1.19% and 2.44%, respectively.
Sector Allocation
Overall, sector strategy positively impacted Fund performance. Allocations to agency and non-agency commercial MBS, asset-backed securities (ABS), agency debt and an underweight to agency MBS proved beneficial.
Duration
Interest rate strategy was adjusted throughout the period in accordance with our outlook. The most significant alteration was in the latter portion of the reporting period when interest rate sensitivity was below that of the Blended Index. Interest rate strategy incorporated the use of traditional cash bond investments as well as derivatives in the form of Treasury futures contracts.6 Interest rate strategy had a positive impact on Fund performance.
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SECURITY SELECTION
Selection of securities within the various sectors positively affected Fund performance, notably within the commercial mortgage holdings. Specifically, agency-issued, structured commercial MBS collateralized with multifamily loans were notable strong performers, as spreads contracted during the reporting period.
YIELD CURVE
The general theme of yield curve strategy incorporated an expectation of curve flattening. While the yield curve, as measured by the difference in the Two- to 10-year yield spread, did flatten, the timing of all tactical moves did not prove successful. As a result, yield curve strategy acted as a drag on Fund performance.
1 The Bloomberg Barclays U.S. Mortgage Backed Securities Index (BBMBS) and Bloomberg Barclays U.S. Government Bond Index returned 1.67% and 1.05%, respectively. The Blended Index is being used for comparison purposes because, although it is not the Fund's broad-based securities market index, the Fund's Adviser believes it more closely reflects the market sectors in which the Fund invests. The Fund's broad-based securities market index is the BBMBS. Please see the footnotes to the line graph under “Fund Performance and Growth of a $10,000 Investment” below for the definition of, and more information about, the Blended Index.
2 Duration measures the price sensitivity of a fixed-income security to changes in interest rates. Securities with longer durations are more sensitive to changes in interest rates than securities of shorter durations.
3 Investment-grade securities are securities that are rated at least “BBB- (minus)” or unrated securities of a comparable quality. Noninvestment-grade securities are securities that are not rated at least “BBB- (minus)” or unrated securities of a comparable quality. Credit ratings are an indication of the risk that a security will default. They do not protect a security from credit risk. Lower-rated bonds typically offer higher yields to help compensate investors for the increased risk associated with them. Among these risks are lower credit-worthiness, greater price volatility, more risk to principal and income than with higher-rated securities and increased possibilities of default.
4 The value of some mortgage-backed securities may be particularly sensitive to changes in prevailing interest rates, and although the securities are generally supported by some form of government or private insurance, there is no assurance that private guarantors or insurers will meet their obligations.
5 Bond prices are sensitive to changes in interest rates, and a rise in interest rates can cause a decline in their prices.
6 The Fund's use of derivative instruments involves risks different from, or possibly greater than, the risks associated with investing directly in securities and other traditional instruments.
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FUND PERFORMANCE AND GROWTH OF A $10,000 INVESTMENT
The graph below illustrates the hypothetical investment of $10,0001 in the Federated Fund for U.S. Government Securities II from December 31, 2006 to December 31, 2016, compared to the Bloomberg Barclays U.S. Mortgage Backed Securities Index (BBMBS),2 the Bloomberg Barclays U.S. Government Index (BBGI)3 and a blended index comprised of 67% BBMBS and 33% BBGI (“Blended Index”).2,3 The Average Annual Total Return table below shows returns averaged over the stated periods.
GROWTH OF A $10,000 INVESTMENT
Growth of $10,000 as of December 31, 2016
Average Annual Total Returns for the Period Ended 12/31/2016
  1 Year 5 Years 10 Years
Fund 1.61% 1.51% 3.41%
BBMBS 1.67% 2.06% 4.28%
BBGI 1.05% 1.22% 3.86%
Blended Index 1.47% 1.79% 4.14%
    
Performance data quoted represents past performance which is no guarantee of future results. Investment return and principal value will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Performance of a variable investment option changes over time and current performance may be lower or higher than what is stated. For current to the most recent month end performance, contact your insurance company. The performance information presented does not include the charges and expenses imposed by the insurance company under the variable insurance product contract. The inclusion of such charges would lower performance. Please refer to the variable insurance product prospectus for a complete listing of these expenses. Fund shares are available exclusively as a funding vehicle for life insurance companies writing variable life insurance policies and variable annuity contracts. Variable investment options are not obligations of or guaranteed by any bank and are not federally insured.
1 The Fund's performance assumes the reinvestment of all dividends and distributions. The BBMBS, BBGI and Blended Index have been adjusted to reflect reinvestment of dividends on securities in the indexes.
The BBMBS covers agency mortgage-backed pass-through securities (both fixed-rate and hybrid ARM) issued by Ginnie Mae (GNMA), Fannie Mae (FNMA) and Freddie Mac (FHLMC). Effective August 24, 2016, the name of the BBMBS changed from “Barclays U.S. Mortgage Backed Securities Index” to “Bloomberg Barclays U.S. Mortgage Backed Securities Index.” The index is not adjusted to reflect sales loads, expenses or other fees that the Securities and Exchange Commission (SEC) requires to be reflected in the Fund's performance. The index is unmanaged and, unlike the Fund, is not affected by cash flows. It is not possible to invest directly in an index. 2
The BBGI is a market value weighted index of U.S. government and government agency securities (other than mortgage securities) with maturities of one year or more. Effective August 24, 2016, the name of the BBGI changed from “Barclays U.S. Government Index” to “Bloomberg Barclays U.S. Government Index.” The index is not adjusted to reflect sales loads, expenses or other fees that the SEC requires to be reflected in the Fund's performance. The index is unmanaged and, unlike the Fund, is not affected by cash flows. It is not possible to invest directly in an index. 3
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Portfolio of Investments Summary Table (unaudited)
At December 31, 2016, the Fund's portfolio composition1 was as follows:
Type of Investments Percentage of
Total Net Assets
U.S. Government Agency Mortgage-Backed Securities 39.3%
U.S. Treasury Securities 24.2%
U.S. Government Agency Commercial Mortgage-Backed Securities 19.8%
U.S. Government Agency Securities 4.4%
Asset-Backed Securities 3.9%
Non-Agency Mortgage-Backed Securities 3.8%
Non-Agency Commercial Mortgage-Backed Securities 2.3%
Repurchase Agreements2 2.0%
Other Assets and Liabilities—Net3 0.3%
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.
2 Cash Equivalents include any investments in money market mutual funds and/or overnight repurchase agreements.
3 Assets, other than investments in securities, less liabilities. See Statement of Assets and Liabilities.
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Portfolio of Investments
Principal
Amount
    Value
    U.S. TREASURY—24.2%  
    U.S. Treasury Bonds—4.6%  
$750,000   2.500%, 2/15/2045 $666,118
1,000,000   2.750%, 8/15/2042 942,609
1,200,000   2.875%, 8/15/2045 1,151,174
1,750,000   3.000%, 11/15/2044 - 11/15/2045 1,723,465
1,950,000   4.750%, 2/15/2037 2,533,270
    TOTAL 7,016,636
    U.S. Treasury Notes—19.6%  
2,000,000   0.875%, 7/31/2019 1,976,693
3,000,000   1.125%, 6/30/2021 - 7/31/2021 2,901,159
7,000,000   1.375%, 2/29/2020 - 9/30/2020 6,942,604
2,000,000   1.500%, 8/15/2026 1,839,792
2,750,000   1.625%, 7/31/2020 - 10/31/2023 2,710,983
3,500,000   1.750%, 11/30/2021 3,474,115
7,000,000   2.000%, 8/31/2021 - 11/15/2026 6,881,380
3,000,000   3.125%, 5/15/2021 3,160,390
    TOTAL 29,887,116
    TOTAL U.S. TREASURIES
(IDENTIFIED COST $37,080,666)
36,903,752
    ASSET-BACKED SECURITIES—3.9%  
    Auto Receivables—2.5%  
1,223,000   Capital Auto Receivables Asset Trust 2015-2, Class D, 3.160%, 11/20/2020 1,229,303
2,030,000   Santander Drive Auto Receivables Trust 2015-2, Class D, 3.020%, 4/15/2021 2,051,700
554,000   Santander Drive Auto Receivables Trust 2016-2, Class D, 3.390%, 4/15/2022 557,354
    TOTAL 3,838,357
    Other—1.4%  
543,735 1,2 Sofi Consumer Loan Program Trust 2016-1, Class A, 3.260%, 8/25/2025 544,901
919,866 1,2 Sofi Consumer Loan Program Trust 2016-2, Class A, 3.090%, 10/27/2025 917,790
618,272 1,2 Sofi Consumer Loan Program Trust 2016-3, Class A, 3.050%, 12/26/2025 616,307
    TOTAL 2,078,998
    TOTAL ASSET-BACKED SECURITIES
(IDENTIFIED COST $5,887,519)
5,917,355
    GOVERNMENT AGENCIES—4.4%  
    Federal Farm Credit System—0.9%  
1,000,000   5.750%, 12/7/2028 1,280,313
    Federal Home Loan Bank System—1.0%  
1,100,000   7.125%, 2/15/2030 1,566,859
    Federal Home Loan Mortgage Corporation—0.1%  
72,000   6.750%, 9/15/2029 100,248
    Federal National Mortgage Association—0.9%  
1,500,000   2.125%, 4/24/2026 1,420,183
    Tennessee Valley Authority Bonds—1.5%  
2,000,000   Tennessee Valley Authority, 4.650%, 6/15/2035 2,325,237
    TOTAL GOVERNMENT AGENCIES
(IDENTIFIED COST $5,627,336)
6,692,840
    MORTGAGE-BACKED SECURITIES—39.3%  
    Federal Home Loan Mortgage Corporation—16.7%  
5,873,828   3.000%, 8/1/2043 - 1/1/2047 5,845,454
4,342,567   3.500%, 4/1/2042 - 9/1/2043 4,472,302
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Principal
Amount
    Value
    MORTGAGE-BACKED SECURITIES—continued  
    Federal Home Loan Mortgage Corporation—continued  
$3,964,701   4.000%, 12/1/2041 - 1/1/2042 $4,182,604
4,252,590   4.500%, 6/1/2019 - 4/1/2041 4,563,811
1,902,860   5.000%, 7/1/2019 - 6/1/2040 2,068,797
2,636,297   5.500%, 12/1/2020 - 3/1/2040 2,954,350
797,600   6.000%, 1/1/2032 - 7/1/2037 900,775
165,055   6.500%, 6/1/2022 - 5/1/2031 187,475
267,485   7.000%, 12/1/2029 - 4/1/2032 313,516
43,841   7.500%, 12/1/2030 - 1/1/2031 51,849
7,326   8.500%, 5/1/2030 8,869
2,915   9.000%, 2/1/2025 - 5/1/2025 3,400
    TOTAL 25,553,202
    Federal National Mortgage Association—12.9%  
5,701,986   3.500%, 8/1/2042 - 9/1/2042 5,886,169
4,386,260   4.000%, 2/1/2041 - 4/1/2042 4,631,580
4,901,760   4.500%, 12/1/2019 - 2/1/2042 5,279,071
1,097,336   5.000%, 7/1/2034 - 7/1/2040 1,203,273
791,880   5.500%, 11/1/2021 - 4/1/2036 885,603
1,234,357   6.000%, 8/1/2021 - 3/1/2038 1,381,900
130,614   6.500%, 6/1/2029 - 11/1/2035 149,522
241,359   7.000%, 2/1/2024 - 4/1/2032 282,058
11,022   7.500%, 8/1/2028 - 2/1/2030 12,927
11,360   8.000%, 7/1/2030 13,702
    TOTAL 19,725,805
    Government Agency—1.0%  
1,456,976 1,2 FDIC Trust 2013-R2, Class A, 1.250%, 3/25/2033 1,439,825
    Government National Mortgage Association—8.7%  
1,687,207   3.000%, 7/20/2045 1,709,549
5,000,000   3.500%, 6/20/2046 5,198,828
3,193,584   4.500%, 6/20/2039 - 8/20/2040 3,460,296
553,483   5.000%, 7/15/2034 623,350
1,543,066   6.000%, 4/15/2032 - 7/20/2038 1,752,565
514,245   6.500%, 12/15/2023 - 5/15/2032 592,613
11,037   7.500%, 10/15/2029 - 3/20/2030 13,102
2,322   8.000%, 4/15/2030 2,772
    TOTAL 13,353,075
    TOTAL MORTGAGE-BACKED SECURITIES
(IDENTIFIED COST $ 57,656,911)
60,071,907
    COLLATERALIZED MORTGAGE OBLIGATIONS—3.8%  
    Non-Agency Mortgage-Backed Securities—3.8%  
172,647   Credit Suisse Mortgage Trust 2007-4, Class 4A2, 5.500%, 6/25/2037 135,965
1,789,990 1,2 Credit Suisse Mortgage Trust 2013-IVR3, Class A2, 3.000%, 5/25/2043 1,730,859
475,702 1,2 Credit Suisse Mortgage Trust 2014-WIN2, Class A2, 3.500%, 10/25/2044 477,269
1,034,474 1,2 Credit Suisse Mortgage Trust 2015-WIN1, Class A6, 3.500%, 12/25/2044 1,040,214
221,163   Sequoia Mortgage Trust 2012-1, Class 2A1, 3.474%, 1/25/2042 219,753
650,096 1,2 Sequoia Mortgage Trust 2014-1, Class 2A5, 4.000%, 4/25/2044 649,679
1,594,014 1,2 Sequoia Mortgage Trust 2014-4, Class A5, 3.500%, 11/25/2044 1,594,109
    TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS
(IDENTIFIED COST $6,010,575)
5,847,848
    COMMERCIAL MORTGAGE-BACKED SECURITIES—22.1%  
    Agency Commercial Mortgage-Backed Securities—19.8%  
2,912,000 1,2 FREMF Mortgage Trust 2011-K701, 4.286%, 7/25/2048 2,960,048
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Table of Contents
Principal
Amount
    Value
    COMMERCIAL MORTGAGE-BACKED SECURITIES—continued  
    Agency Commercial Mortgage-Backed Securities—continued  
$1,840,000 1,2 FREMF Mortgage Trust 2012-K20, 3.869%, 5/25/2045 $1,896,985
1,614,663   FHLMC REMIC K010 A1, 3.320%, 7/25/2020 1,635,941
2,640,963   FHLMC REMIC K050 A1, 2.802%, 1/25/2025 2,677,629
1,250,000   FHLMC REMIC K054 A2, 2.745%, 1/25/2026 1,232,945
1,800,000   FHLMC REMIC K504 A2, 2.566%, 9/25/2020 1,835,940
2,850,000   FHLMC REMIC K060 A1, 2.883%, 7/25/2026 2,903,867
3,951,307   FHLMC REMIC K703 A2, 2.699%, 5/25/2018 4,007,166
1,971,183   FHLMC REMIC K704 A2, 2.412%, 8/25/2018 1,994,660
2,455,288   FHLMC REMIC K720 A1, 2.316%, 11/25/2021 2,481,560
1,426,651   FHLMC REMIC K721 A1, 2.610%, 1/25/2022 1,451,870
5,137,370   FNMA REMIC 2011-M7 A2, 2.578%, 9/25/2018 5,188,923
    TOTAL 30,267,534
    Non-Agency Commercial Mortgage-Backed Securities—2.3%  
452,952   Commercial Mortgage Pass-Through Certificates 2012-LC4, Class A2, 2.256%, 12/10/2044 453,100
900,000 1,2 Cosmopolitan Hotel Trust 2016-CSMO, Class A, 2.104%, 11/15/2033 902,800
2,175,000   Deutsche Bank Commercial Mortgage Trust 2016-C1, Class A2, 2.691%, 5/10/2049 2,197,555
    TOTAL 3,553,455
    TOTAL COMMERCIAL MORTGAGE-BACKED SECURITIES
(IDENTIFIED COST $34,024,177)
33,820,989
    REPURCHASE AGREEMENT—2.0%  
3,054,000   Interest in $903,000,000 joint repurchase agreement 0.50%, dated 12/30/2016 under which Bank of America, N.A. will repurchase securities provided as collateral for $903,050,167 on 1/3/2017. The securities provided as collateral at the end of the period held with BNY Mellon as tri-party agent, were U.S. Government Agency securities maturing on 2/25/2044 and the market value of those underlying securities was $930,141,672. (IDENTIFIED COST $3,054,000) 3,054,000
    TOTAL INVESTMENTS—99.7%
(IDENTIFIED COST $ 149,341,184)3
152,308,691
    OTHER ASSETS AND LIABILITIES - NET—0.3%4 486,633
    TOTAL NET ASSETS—100% $152,795,324
1 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 December 31, 2016, these restricted securities amounted to $14,770,786, which represented 9.7% of total net assets.
2 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 Trustees (the “Trustees”). At December 31, 2016, these liquid restricted securities amounted to $14,770,786, which represented 9.7% of total net assets.
3 The cost of investments for federal tax purposes amounts to $149,312,843.
4 Assets, other than investments in securities, less liabilities. See Statement of Assets and Liabilities.
Note: The categories of investments are shown as a percentage of total net assets at December 31, 2016.
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.). Also includes securities valued at amortized cost.
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.
As of December 31, 2016, all investments of the Fund utilized Level 2 inputs in valuing the Fund's assets carried at fair value.
The following acronyms are used throughout this portfolio:
FDIC —Federal Deposit Insurance Corporation
FHLMC —Federal Home Loan Mortgage Corporation
FNMA —Federal National Mortgage Association
FREMF —Freddie Mac Multifamily
REMIC —Real Estate Mortgage Investment Conduit
See Notes which are an integral part of the Financial Statements
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Financial Highlights
(For a Share Outstanding Throughout Each Period)
Year Ended December 31 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $10.88 $11.12 $10.95 $11.55 $11.66
Income From Investment Operations:          
Net investment income 0.231 0.251 0.271 0.261 0.301
Net realized and unrealized gain (loss) on investments and futures contracts (0.06) (0.19) 0.23 (0.49) 0.03
TOTAL FROM INVESTMENT OPERATIONS 0.17 0.06 0.50 (0.23) 0.33
Less Distributions:          
Distributions from net investment income (0.27) (0.30) (0.33) (0.37) (0.44)
Net Asset Value, End of Period $10.78 $10.88 $11.12 $10.95 $11.55
Total Return2 1.61% 0.52% 4.62% (2.05)% 2.98%
Ratios to Average Net Assets:          
Net expenses 0.76% 0.76% 0.76% 0.76% 0.76%
Net investment income 2.12% 2.25% 2.45% 2.34% 2.60%
Expense waiver/reimbursement3 0.06% 0.03% 0.04% 0.03% 0.01%
Supplemental Data:          
Net assets, end of period (000 omitted) $152,795 $168,742 $187,012 $201,117 $246,569
Portfolio turnover 53% 34% 51% 94% 127%
Portfolio turnover (excluding purchases and sales from dollar-roll transactions) 41% 27% 26% 38% 31%
1 Per share numbers have been calculated using the average shares method.
2 Based on net asset value. Total returns do not reflect any additional fees or expenses that may be imposed by separate accounts of insurance companies or in connection with any variable annuity or variable life insurance contract.
3 This expense decrease is reflected in both the net expense and the net investment income ratios shown above.
See Notes which are an integral part of the Financial Statements
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Statement of Assets and Liabilities
Assets:    
Total investment in securities, at value including (identified cost $149,341,184)   $152,308,691
Cash   396
Income receivable   544,858
Receivable for shares sold   36,293
TOTAL ASSETS   152,890,238
Liabilities:    
Payable for shares redeemed $24,391  
Payable to adviser (Note 5) 4,433  
Payable for administrative fees (Note 5) 653  
Payable for custodian fees 3,806  
Payable for transfer agent fee 3,196  
Payable for legal fees 3,850  
Payable for portfolio accounting fees 38,435  
Payable for printing and postage 6,717  
Payable for insurance premiums 3,755  
Payable for commitment fee 3,238  
Accrued expenses (Note 5) 2,440  
TOTAL LIABILITIES   94,914
Net assets for 14,180,032 shares outstanding   $152,795,324
Net Assets Consist of:    
Paid-in capital   $147,002,975
Net unrealized appreciation of investments   2,967,507
Accumulated net realized loss on investments and futures contracts   (682,359)
Undistributed net investment income   3,507,201
TOTAL NET ASSETS   $152,795,324
Net Asset Value, Offering Price and Redemption Proceeds Per Share:    
$152,795,324 ÷ 14,180,032 shares outstanding, no par value, unlimited shares authorized   $10.78
See Notes which are an integral part of the Financial Statements
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Table of Contents
Statement of Operations
Investment Income:      
Interest (including income on securities loaned of $341)     $4,704,269
Expenses:      
Investment adviser fee (Note 5)   $980,589  
Administrative fee (Note 5)   127,829  
Custodian fees   15,236  
Transfer agent fee   16,230  
Directors'/Trustees' fees (Note 5)   2,556  
Auditing fees   23,669  
Legal fees   10,247  
Portfolio accounting fees   105,250  
Printing and postage   46,195  
Miscellaneous (Note 5)   9,575  
TOTAL EXPENSES   1,337,376  
Waiver and Reimbursement:      
Waiver of investment adviser fee (Note 5) $(81,686)    
Reimbursement of other operating expenses (Note 2) (8,661)    
TOTAL WAIVER AND REIMBURSEMENT   (90,347)  
Net expenses     1,247,029
Net investment income     3,457,240
Realized and Unrealized Gain (Loss) on Investments and Futures Contracts:      
Net realized gain on investments     182,020
Net realized loss on futures contracts     (1,929)
Net change in unrealized appreciation of investments     (906,896)
Net realized and unrealized loss on investments and futures contracts     (726,805)
Change in net assets resulting from operations     $2,730,435
See Notes which are an integral part of the Financial Statements
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Statement of Changes in Net Assets
Year Ended December 31 2016 2015
Increase (Decrease) in Net Assets    
Operations:    
Net investment income $3,457,240 $4,052,718
Net realized gain on investments and futures contracts 180,091 204,002
Net change in unrealized appreciation/depreciation of investments and futures contracts (906,896) (3,254,848)
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS 2,730,435 1,001,872
Distributions to Shareholders:    
Distributions from net investment income (4,161,172) (5,031,901)
Share Transactions:    
Proceeds from sale of shares 29,512,173 23,920,600
Net asset value of shares issued to shareholders in payment of distributions declared 4,161,172 5,031,900
Cost of shares redeemed (48,188,993) (43,192,276)
CHANGE IN NET ASSETS RESULTING FROM SHARE TRANSACTIONS (14,515,648) (14,239,776)
Change in net assets (15,946,385) (18,269,805)
Net Assets:    
Beginning of period 168,741,709 187,011,514
End of period (including undistributed net investment income of $3,507,201 and $4,160,185, respectively) $152,795,324 $168,741,709
See Notes which are an integral part of the Financial Statements
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Notes to Financial Statements
1. ORGANIZATION
Federated Insurance Series (the “Trust”) is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company. The Trust consists of seven portfolios. The financial statements included herein are only those of Federated Fund for US Government Securities II (the “Fund”), a diversified portfolio. The financial statements of the other portfolios are presented separately. The assets of each portfolio are segregated and a shareholder's interest is limited to the portfolio in which shares are held. Each portfolio pays its own expenses. Fund shares are available exclusively as a funding vehicle for life insurance companies writing variable life insurance policies and variable annuity contracts. The investment objective of the Fund is to provide 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 U.S. generally accepted accounting principles (GAAP).
Investment Valuation
In calculating its net asset value (NAV), the Fund generally values investments as follows:
Fixed-income securities are fair valued using price evaluations provided by a pricing service approved by the Trustees.
Derivative contracts listed on exchanges are valued at their reported settlement or closing price, except that options are valued at the mean of closing bid and asked quotations.
Over-the-counter (OTC) derivative contracts are fair valued using price evaluations provided by a pricing service approved by the Trustees.
Shares of other mutual funds or non-exchange-traded investment companies are valued based upon their reported NAVs.
For securities that are fair valued in accordance with procedures established by and under the general supervision of the Trustees, certain factors may be considered such as: the last traded or purchase price of the security, information obtained by contacting the issuer or dealers, analysis of the issuer's financial statements or other available documents, fundamental analytical data, the nature and duration of restrictions on disposition, the movement of the market in which the security is normally traded, public trading in similar securities or derivative contracts of the issuer or comparable issuers, movement of a relevant index, or other factors including but not limited to industry changes and relevant government actions.
If any price, quotation, price evaluation or other pricing source is not readily available when the NAV is calculated, if the Fund cannot obtain price evaluations from a pricing service or from more than one dealer for an investment within a reasonable period of time as set forth in the Fund's valuation policies and procedures, or if information furnished by a pricing service, in the opinion of the valuation committee (“Valuation Committee”), is deemed not representative of the fair value of such security, 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 obtain the fair value assigned to an investment if it sold the investment at approximately the time at which the Fund determines its NAV per share.
Fair Valuation and Significant Events Procedures
The Trustees have ultimate responsibility for determining the fair value of investments for which market quotations are not readily available. The Trustees have appointed a Valuation Committee comprised of officers of the Fund, Federated Investment Management Company (“Adviser”) and certain of the Adviser's affiliated companies to assist in determining fair value and in overseeing the calculation of the NAV. The Trustees have also authorized the use of pricing services recommended by the Valuation Committee to provide fair value evaluations of the current value of certain investments for purposes of calculating the NAV. The Valuation Committee employs various methods for reviewing third-party pricing-service evaluations including periodic reviews of third-party pricing services' policies, procedures and valuation methods (including key inputs, methods, models and assumptions), transactional back-testing, comparisons of evaluations of different pricing services, and review of price challenges by the Adviser based on recent market activity. In the event that market quotations and price evaluations are not available for an investment, the Valuation Committee determines the fair value of the investment in accordance with procedures adopted by the Trustees. The Trustees periodically review and approve the fair valuations made by the Valuation Committee and any changes made to the procedures.
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 any U.S. Treasury and Agency securities, mortgage-backed securities and municipal securities. The Fund normally uses mid evaluations for any other types of fixed-income securities and any 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 Trustees.
Repurchase Agreements
The Fund may invest in repurchase agreements for short-term liquidity purposes. 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
Annual Shareholder Report
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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.
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.
Repurchase agreements are subject to Master Netting Agreements (MNA) which are agreements between the Fund and its counterparties that provide for the net settlement of all transactions and collateral with the Fund, through a single payment, in the event of default or termination. Amounts presented on the Portfolio of Investments and Statement of Assets and Liabilities are not net settlement amounts but gross. As indicated above, the cash or securities to be repurchased, as shown on the Portfolio of Investments, exceeds the repurchase price to be paid under the agreement reducing the net settlement amount to zero.
Investment Income, Gains and Losses, Expenses and Distributions
Investment transactions are accounted for on a trade-date basis. Realized gains and losses from investment transactions are recorded on an identified-cost basis. Interest income and expenses are accrued daily. Dividend income and distributions to shareholders are recorded on the ex-dividend date. Distributions of net investment income, if any, are declared and paid annually. Non-cash dividends included in dividend income, if any, are recorded at fair value. Amortization/accretion of premium and discount is included in investment income. Gains and losses realized on principal payment of mortgage-backed securities (paydown gains and losses) are classified as part of investment income. The detail of the total fund expense waiver and reimbursement of $90,347 is disclosed in various locations in this Note 2 and Note 5.
For the year ended December 31, 2016, the custodian reimbursed $8,661 of custody fees.
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. As of and during the year ended December 31, 2016, the Fund did not have a liability for any uncertain tax positions. The Fund recognizes interest and penalties, if any, related to tax liabilities as income tax expense in the Statement of Operations. As of December 31, 2016, tax years 2013 through 2016 remain subject to examination by the Fund's major tax jurisdictions, which include the United States of America and the Commonwealth of Massachusetts.
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.
The Fund may transact in To Be Announced Securities (TBAs). As with other delayed-delivery transactions, a seller agrees to issue TBAs at a future date. However, the seller does not specify the particular securities to be delivered. Instead, the Fund agrees to accept any security that meets specified terms such as issuer, interest rate and terms of underlying mortgages. The Fund records TBAs on the trade date utilizing information associated with the specified terms of the transaction as opposed to the specific mortgages. TBAs are marked to market daily and begin earning interest on the settlement date. Losses may occur due to the fact that the actual underlying mortgages received may be less favorable than those anticipated by the Fund.
Dollar-Roll Transactions
The Fund engages in dollar-roll transactions in which the Fund sells mortgage-backed securities with a commitment to buy similar (same type, coupon and maturity), but not identical mortgage-backed securities on a future date. Both securities involved are TBA mortgage-backed securities. The Fund treats dollar-roll transactions as purchases and sales. Dollar-rolls are subject to interest rate risks and credit risks.
Futures Contracts
The Fund purchases and sells financial futures contracts to manage duration risk and yield curve risk. 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. There is minimal counterparty risk to the Fund since futures contracts are exchange traded and the exchange's clearinghouse, as counterparty to all exchange traded futures, guarantees the futures contracts against default.
At December 31, 2016, the Fund had no outstanding futures contracts.
The average notional value of short futures contracts held by the Fund throughout the period was $224,091. This is based on amounts held as of each month-end throughout the fiscal period.
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Securities Lending
The Fund participates in a securities lending program providing for the lending of government securities to qualified brokers. The Fund normally receives cash collateral for securities loaned that is invested in short-term securities including repurchase agreements. Collateral is maintained at a minimum level of 100% of the market value of investments loaned, plus interest, if applicable. In accordance with the Fund's securities lending agreement, the market value of securities on loan is determined each day at the close of business and any additional collateral required to cover the value of securities on loan is delivered to the Fund on the next business day. Earnings on collateral are allocated between the borrower of the security, the securities lending agent, as a fee for its services under the program and the Fund, according to agreed-upon rates.
As of December 31, 2016, the Fund had no outstanding securities on loan.
Restricted Securities
The Fund may purchase securities which are considered restricted. 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 Trustees. The Fund will not incur any registration costs upon such resales. The Fund's restricted securities, like other securities, are priced in accordance with procedures established by and under the general supervision of the Trustees.
Additional Disclosure Related to Derivative Instruments
The Effect of Derivative Instruments on the Statement of Operations for the Year Ended December 31, 2016
Amount of Realized Gain or (Loss) on Derivatives Recognized in Income
  Futures
Contracts
Interest rate contracts $(1,929)
Other
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. The Fund applies Investment Company accounting and reporting guidance.
3. SHARES OF BENEFICIAL INTEREST
The following table summarizes share activity:
Year Ended December 31 2016 2015
Shares sold 2,694,329 2,172,769
Shares issued to shareholders in payment of distributions declared 386,367 459,955
Shares redeemed (4,406,170) (3,937,774)
NET CHANGE RESULTING FROM FUND SHARE TRANSACTIONS (1,325,474) (1,305,050)
4. FEDERAL TAX INFORMATION
The timing and character of income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP. These differences are due to differing treatments for dollar-roll transactions.
For the year ended December 31, 2016, permanent differences identified and reclassified among the components of net assets were as follows:
Increase (Decrease)
Undistributed
Net Investment
Income (Loss)
  Accumulated
Net Realized
Gain (Loss)
$50,950   $(50,950)
Net investment income (loss), net realized gains (losses), and net assets were not affected by this reclassification.
The tax character of distributions as reported on the Statement of Changes in Net Assets for the years ended December 31, 2016 and 2015, was as follows:
  2016 2015
Ordinary income $4,161,172 $5,031,901
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As of December 31, 2016, the components of distributable earnings on a tax-basis were as follows:
Undistributed ordinary income $3,507,201
Net unrealized appreciation $2,995,848
Capital loss carryforwards and deferrals $(710,700)
The difference between book-basis and tax-basis net unrealized appreciation/depreciation is attributable to differing treatments for dollar-roll transactions.
At December 31, 2016, the cost of investments for federal tax purposes was $149,312,843. The net unrealized appreciation of investments for federal tax purposes was $2,995,848. This consists of net unrealized appreciation from investments for those securities having an excess of value over cost of $4,166,944 and net unrealized depreciation from investments for those securities having an excess of cost over value of $1,171,096.
At December 31, 2016, the Fund had a capital loss carryforward of $503,418 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, thereby reducing 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, a net capital loss incurred in taxable years beginning on or before December 22, 2010, is characterized as short-term and may be carried forward for a maximum of eight tax years (“Carryforward Limit”), whereas a net capital loss incurred in taxable years beginning after December 22, 2010, retains its character as either short-term or long-term, does not expire and is required to be utilized prior to the losses which have a Carryforward Limit.
The following schedule summarizes the Fund's capital loss carryforwards and expiration years:
Expiration Year Short-Term Long-Term Total
No Expiration $405,138 $$405,138
2017 $98,280 NA $98,280
The Fund used capital loss carryforwards of $39,716 to offset capital gains realized during the year ended December 31, 2016.
As of December 31, 2016, for federal tax purposes, the Fund had $207,282 in straddle loss deferrals.
5. INVESTMENT ADVISER FEE AND OTHER TRANSACTIONS WITH AFFILIATES
Investment Adviser Fee
The advisory agreement between the Fund and the Adviser provides for an annual fee equal to 0.60% of the Fund's average daily net assets. Subject to the terms described in the Expense Limitation note, the Adviser may voluntarily choose to waive any portion of its fee. For the year ended December 31, 2016, the Adviser voluntarily waived $81,686 of its fee.
Administrative Fee
Federated Administrative Services (FAS), under the Administrative Services Agreement, provides the Fund with administrative personnel and services. For purposes of determining the appropriate rate breakpoint, “Investment Complex” is defined as all of the Federated Funds subject to a fee under the Administrative Services Agreement. The fee paid to FAS is based on the average daily net assets of the Investment Complex as specified below, plus certain out-of-pocket expenses:
Administrative Fee Average Daily Net Assets of the
Investment Complex
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
Subject to the terms described in the Expense Limitation note, FAS may voluntarily choose to waive any portion of its fee. For the year ended December 31, 2016, the annualized fee paid to FAS was 0.078% of average daily net assets of the Fund.
Expense Limitation
The Adviser and certain of its affiliates (which may include FAS) on their own initiative have agreed to waive certain amounts of their respective fees and/or reimburse expenses. Total annual fund operating expenses (as shown in the financial highlights, excluding expenses allocated from affiliated partnerships, interest expense, extraordinary expenses, line of credit expenses and proxy-related expenses paid by the Fund, if any) paid by the Fund (after the voluntary waivers and/or reimbursements) will not exceed 0.76% (the “Fee Limit”), up to but not including the later of (the “Termination Date”): (a) May 1, 2017; or (b) the date of the Fund's next effective Prospectus. While the Adviser and its applicable affiliates currently do not anticipate terminating or increasing these arrangements prior to the Termination Date, these arrangements may only be terminated or the Fee Limit increased prior to the Termination Date with the agreement of the Trustees.
General
Certain Officers and Trustees of the Fund are Officers and Directors or Trustees of certain of the above companies. To efficiently facilitate payment, Directors'/Trustees' fees and certain expenses related to conducting meetings of the Directors/Trustees and other miscellaneous expenses are paid by an affiliate of the Adviser which in due course are reimbursed by the Fund. Such expenses may be included in Accrued and Miscellaneous Expenses on the Statement of Assets and Liabilities and Statement of Operations, respectively.
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6. INVESTMENT TRANSACTIONS
Purchases and sales of investments, excluding long-term U.S. government securities and short-term obligations, for the year ended December 31, 2016, were as follows:
Purchases $19,797,991
Sales $25,898,988
7. LINE OF CREDIT
The Fund participates with certain other Federated Funds, on a several basis, in an up to $500,000,000 unsecured, 364-day, committed, revolving line of credit (LOC) agreement. The LOC was made available to finance temporarily the repurchase or redemption of shares of the Fund, failed trades, payment of dividends, settlement of trades and for other short-term, temporary or emergency general business purposes. The Fund cannot borrow under the LOC if an inter-fund loan is outstanding. The Fund's ability to borrow under the LOC also is subject to the limitations of the Act and various conditions precedent that must be satisfied before the Fund can borrow. Loans under the LOC are charged interest at a fluctuating rate per annum equal to the highest, on any day, of (a) (i) the federal funds effective rate, (ii) the one month London Interbank Offer Rate (LIBOR), and (iii) 0.0%, plus (b) a margin. The LOC also requires the Fund to pay, quarterly in arrears and at maturity, its pro rata share of a commitment fee based on the amount of the lenders' commitment that has not been utilized. As of December 31, 2016, there were no outstanding loans. During the year ended December 31, 2016, 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 Fund to borrow from other participating affiliated funds. As of December 31, 2016, there were no outstanding loans. During the year ended December 31, 2016, the program was not utilized.
9. REGULATORY UPDATES
On October 13, 2016, the SEC amended existing rules intended to modernize reporting and disclosure of information. These amendments relate to Regulation S-X which sets forth the form and content of financial statements. At this time, management is evaluating the implications of adopting these amendments and their impact on the financial statements and accompanying notes.
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Report of Independent Registered Public Accounting Firm
TO THE BOARD OF TRUSTEES OF the FEDERATED INSURANCE SERIES AND SHAREHOLDERS OF FEDERATED FUND FOR U.S. GOVERNMENT SECURITIES II:
We have audited the accompanying statement of assets and liabilities, including the portfolio of investments, of Federated Fund for U.S. Government Securities II (the “Fund”), as of December 31, 2016, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended and the financial highlights for each of the years in the five-year period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2016, by correspondence with the custodian and other appropriate audit procedures. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Federated Fund for U.S. Government Securities II as of December 31, 2016, and the results of its operations for the year then ended, the changes in its net assets for each of the years in the two-year period then ended and the financial highlights for each of the years in the five-year period then ended, in conformity with U.S. generally accepted accounting principles.
Boston, Massachusetts
February 15, 2017
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Shareholder Expense Example (unaudited)
As a shareholder of the Fund, you incur ongoing costs, including management fees and to the extent applicable, distribution (12b-1) fees and/or other service 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 variable investment options. It is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from July 1, 2016 to December 31, 2016.
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. 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.
  Beginning
Account Value
7/1/2016
Ending
Account Value
12/31/2016
Expenses Paid
During Period1
Actual $1,000 $979.10 $3.78
Hypothetical (assuming a 5% return
before expenses)
$1,000 $1,021.32 $3.86
1 Expenses are equal to the Fund's annualized net expense ratio of 0.76%, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half-year period). The expenses shown in the table do not include the charges and expenses imposed by the insurance company under the variable insurance product contract. Please refer to the variable insurance product prospectus for a complete listing of these expenses.
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Board of Trustees and Trust Officers
The Board of Trustees is responsible for managing the Trust's business affairs and for exercising all the Trust's powers except those reserved for the shareholders. The following tables give information about each Trustee and the senior officers of the Fund. Where required, the tables separately list Trustees who are “interested persons” of the Fund (i.e., “Interested” Trustees) and those who are not (i.e., “Independent” Trustees). Unless otherwise noted, the address of each person listed is Federated Investors Tower, 1001 Liberty Avenue, Pittsburgh, PA 15222. The address of all Independent Trustees listed is 4000 Ericsson Drive, Warrendale, PA 15086-7561; Attention: Mutual Fund Board. As of December 31, 2016, the Trust comprised seven portfolio(s), and the Federated Fund Family consisted of 40 investment companies (comprising 124 portfolios). Unless otherwise noted, each Officer is elected annually. Unless otherwise noted, each Trustee oversees all portfolios in the Federated Fund Family and serves for an indefinite term. The Fund's Statement of Additional Information includes additional information about Trust Trustees and is available, without charge and upon request, by calling 1-800-341-7400.
Interested Trustees Background
Name
Birth Date
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years,
Other Directorships Held and Previous Position(s)
J. Christopher Donahue*
Birth Date: April 11, 1949
Trustee
Indefinite Term
Began serving: September 1993
Principal Occupations: Principal Executive Officer and President of certain of the Funds in the Federated Fund Family; Director or Trustee of the Funds in the Federated Fund Family; President, Chief Executive Officer and Director, Federated Investors, Inc.; Chairman and Trustee, Federated Investment Management Company; Trustee, Federated Investment Counseling; Chairman and Director, Federated Global Investment Management Corp.; Chairman, Federated Equity Management Company of Pennsylvania and Passport Research, Ltd. (investment advisory subsidiary of Federated); Trustee, Federated Shareholder Services Company; Director, Federated Services Company.
Previous Positions: President, Federated Investment Counseling; President and Chief Executive Officer, Federated Investment Management Company, Federated Global Investment Management Corp. and Passport Research, Ltd.
Thomas R. Donahue*
Birth Date: October 20, 1958
Trustee
Indefinite Term
Began serving: May 2016
Principal Occupations: Director or Trustee of certain of the funds in the Federated Fund Family; Chief Financial Officer, Treasurer, Vice President and Assistant Secretary, Federated Investors, Inc.; Chairman and Trustee, Federated Administrative Services; Chairman and Director, Federated Administrative Services, Inc.; Trustee and Treasurer, Federated Advisory Services Company; Director or Trustee and Treasurer, Federated Equity Management Company of Pennsylvania, Federated Global Investment Management Corp., Federated Investment Counseling, and Federated Investment Management Company; Director, MDTA LLC; Treasurer, Passport Research, LTD; Director, Executive Vice President and Assistant Secretary, Federated Securities Corp.; Director or Trustee and Chairman, Federated Services Company and Federated Shareholder Services Company; and Director and President, FII Holdings, Inc.
Previous Positions: Director, Federated Investors, Inc.; Assistant Secretary, Federated Investment Management Company, Federated Global Investment Management Company and Passport Research, LTD; Executive Vice President, Federated Securities Corp.; and Treasurer, FII Holdings, Inc.
* Family relationships and reasons for “interested” status: J. Christopher Donahue and Thomas R. Donahue are brothers. Both are “interested” due to their beneficial ownership of shares of Federated Investors, Inc. and the positions they hold with Federated and its subsidiaries. Thomas R. Donahue and J. Christopher Donahue are sons of John F. Donahue, Chairman Emeritus of the Federated Funds.
INDEPENDENT Trustees Background
Name
Birth Date
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years,
Other Directorships Held, Previous Position(s) and Qualifications
John T. Collins
Birth Date: January 24, 1947
Trustee
Indefinite Term
Began serving: October 2013
Principal Occupations: Director or Trustee of the Federated Fund Family; formerly, Chairman and CEO, The Collins Group, Inc. (a private equity firm) (Retired).
Other Directorships Held: Director, Current Chair of the Compensation Committee, KLX Corp.
Qualifications: Mr. Collins has served in several business and financial management roles and directorship positions throughout his career. Mr. Collins previously served as Chairman and CEO, The Collins Group, Inc. (a private equity firm). Mr. Collins serves as Chairman Emeriti, Bentley University. Mr. Collins previously served as Director and Audit Committee Member, Bank of America Corp.; Director, FleetBoston Financial Corp.; and Director, Beth Israel Deaconess Medical Center (Harvard University Affiliate Hospital).
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Name
Birth Date
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years,
Other Directorships Held, Previous Position(s) and Qualifications
G. Thomas Hough
Birth Date: February 28, 1955
Trustee
Indefinite Term
Began serving: August 2015
Principal Occupations: Director or Trustee of the Federated Fund Family; formerly, Vice Chair, Ernst & Young LLP (public accounting firm) (Retired).
Other Directorships Held: Director, Chair of the Audit Committee, Governance Committee, Publix Super Markets, Inc.; Director, Member of the Audit Committee and Technology Committee of Equifax, Inc.
Qualifications: Mr. Hough has served in accounting, business management and directorship positions throughout his career. Mr. Hough most recently held the position of Americas Vice Chair of Assurance with Ernst & Young LLP (public accounting firm). Mr. Hough is an Executive Committee member of the United States Golf Association, he serves on the President's Cabinet and Business School Board of Visitors for the University of Alabama and is on the Business School Board of Visitors for Wake Forest University.
Maureen Lally-Green
Birth Date: July 5, 1949
Trustee
Indefinite Term
Began serving: August 2009
Principal Occupations: Director or Trustee of the Federated Fund Family; Interim Dean of the Duquesne University School of Law; Adjunct Professor of Law, Duquesne University School of Law; formerly, Associate General Secretary and Director, Office of Church Relations, Diocese of Pittsburgh.
Other Directorships Held: Director, CONSOL Energy Inc.
Qualifications: Judge Lally-Green has served in various legal and business roles and directorship positions throughout her career. Judge Lally-Green previously served as: Associate General Secretary, Diocese of Pittsburgh; a member of the Superior Court of Pennsylvania; and as a Professor of Law, Duquesne University School of Law. Judge Lally-Green also currently holds the positions on either a public or not for profit Board of Directors as follows: Director and Chair, UPMC Mercy Hospital; Regent, St. Vincent Seminary; Director and Vice Chair, Our Campaign for the Church Alive!, Inc.; Director, Saint Vincent College; Member, Pennsylvania State Board of Education (public); and Director and Chair, Cardinal Wuerl North Catholic High School, Inc. Judge Lally-Green has held the positions of: Director, Auberle; Director, Epilepsy Foundation of Western and Central Pennsylvania; Director, Ireland Institute of Pittsburgh; Director, Saint Thomas More Society; Director, Catholic High Schools of the Diocese of Pittsburgh, Inc.; and Director, Pennsylvania Bar Institute.
Peter E. Madden
Birth Date: March 16, 1942
Trustee

Indefinite Term
Began serving: September 1993
Principal Occupation: Director or Trustee, and Chair of the Board of Directors or Trustees, of the Federated Fund Family; Retired.
Other Directorships Held: None.
Qualifications: Mr. Madden has served in several business management, mutual fund services and directorship positions throughout his career. Mr. Madden previously served as President, Chief Operating Officer and Director, State Street Bank and Trust Company (custodian bank) and State Street Corporation (financial services). He was Director, VISA USA and VISA International and Chairman and Director, Massachusetts Bankers Association. Mr. Madden served as Director, Depository Trust Corporation and Director, The Boston Stock Exchange. Mr. Madden also served as a Representative to the Commonwealth of Massachusetts General Court.
Charles F. Mansfield, Jr.
Birth Date: April 10, 1945
Trustee

Indefinite Term
Began serving: September 1999
Principal Occupations: Director or Trustee of the Federated Fund Family; Management Consultant.
Other Directorships Held: None.
Qualifications: Mr. Mansfield has served as a Marine Corps officer and in several banking, business management, educational roles and directorship positions throughout his long career. He remains active as a Management Consultant.
Thomas M. O'Neill
Birth Date: June 14, 1951
Trustee

Indefinite Term
Began serving: August 2006
Principal Occupations: Director or Trustee, Chair of the Audit Committee of the Federated Fund Family; Sole Proprietor, Navigator Management Company (investment and strategic consulting).
Other Directorships Held: None.
Qualifications: Mr. O'Neill has served in several business, mutual fund and financial management roles and directorship positions throughout his career. Mr. O'Neill serves as Director, Medicines for Humanity and Director, The Golisano Children's Museum of Naples, Florida. Mr. O'Neill previously served as Chief Executive Officer and President, Managing Director and Chief Investment Officer, Fleet Investment Advisors; President and Chief Executive Officer, Aeltus Investment Management, Inc.; General Partner, Hellman, Jordan Management Co., Boston, MA; Chief Investment Officer, The Putnam Companies, Boston, MA; Credit Analyst and Lending Officer, Fleet Bank; Director and Consultant, EZE Castle Software (investment order management software); and Director, Midway Pacific (lumber).
P. Jerome Richey
Birth Date: February 23, 1949
Trustee
Indefinite Term
Began serving: October 2013
Principal Occupations: Director or Trustee of the Federated Fund Family; Management Consultant; formerly, Senior Vice Chancellor and Chief Legal Officer, University of Pittsburgh and Executive Vice President and Chief Legal Officer, CONSOL Energy Inc.
Other Directorships Held: None.
Qualifications: Mr. Richey has served in several business and legal management roles and directorship positions throughout his career. Mr. Richey most recently held the positions of Senior Vice Chancellor and Chief Legal Officer, University of Pittsburgh. Mr. Richey previously served as Chairman of the Board, Epilepsy Foundation of Western Pennsylvania and Chairman of the Board, World Affairs Council of Pittsburgh. Mr. Richey previously served as Chief Legal Officer and Executive Vice President, CONSOL Energy Inc.; and Board Member, Ethics Counsel and Shareholder, Buchanan Ingersoll & Rooney PC (a law firm).
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Name
Birth Date
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years,
Other Directorships Held, Previous Position(s) and Qualifications
John S. Walsh
Birth Date: November 28, 1957
Trustee

Indefinite Term
Began serving: January 1999
Principal Occupations: Director or Trustee of the Federated Fund Family; President and Director, Heat Wagon, Inc. (manufacturer of construction temporary heaters); President and Director, Manufacturers Products, Inc. (distributor of portable construction heaters); President, Portable Heater Parts, a division of Manufacturers Products, Inc.
Other Directorships Held: None.
Qualifications: Mr. Walsh has served in several business management roles and directorship positions throughout his career. Mr. Walsh previously served as Vice President, Walsh & Kelly, Inc. (paving contractors).
OFFICERS
Name
Birth Date
Address
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years
and Previous Position(s)
John W. McGonigle
Birth Date: October 26, 1938
EXECUTIVE VICE PRESIDENT AND SECRETARY
Officer since: September 1993
Principal Occupations: Executive Vice President and Secretary of the Federated Fund Family; Vice Chairman, Executive Vice President, Secretary and Director, Federated Investors, Inc.
Previous Positions: Trustee, Federated Investment Management Company and Federated Investment Counseling; Director, Federated Global Investment Management Corp., Federated Services Company and Federated Securities Corp.
Lori A. Hensler
Birth Date: January 6, 1967
TREASURER
Officer since: April 2013
Principal Occupations: Principal Financial Officer and Treasurer of the Federated Fund Family; Senior Vice President, Federated Administrative Services; Financial and Operations Principal for Federated Securities Corp. and Edgewood Services, Inc.; and Assistant Treasurer, Federated Investors Trust Company. Ms. Hensler has received the Certified Public Accountant designation.
Previous Positions: Controller of Federated Investors, Inc.; Senior Vice President and Assistant Treasurer, Federated Investors Management Company; Treasurer, Federated Investors Trust Company; Assistant Treasurer, Federated Administrative Services, Federated Administrative Services, Inc., Federated Securities Corp., Edgewood Services, Inc., Federated Advisory Services Company, Federated Equity Management Company of Pennsylvania, Federated Global Investment Management Corp., Federated Investment Counseling, Federated Investment Management Company, Passport Research, Ltd., and Federated MDTA, LLC; Financial and Operations Principal for Federated Securities Corp., Edgewood Services, Inc. and Southpointe Distribution Services, Inc.
Peter J. Germain
Birth Date: September 3, 1959
CHIEF LEGAL OFFICER
Officer since: January 2005
Principal Occupations: Mr. Germain is Chief Legal Officer of the Federated Fund Family. He is General Counsel and Vice President, Federated Investors, Inc.; President, Federated Administrative Services and Federated Administrative Services, Inc.; Vice President, Federated Securities Corp.; Secretary, Federated Private Asset Management, Inc.; and Secretary, Retirement Plan Service Company of America. Mr. Germain joined Federated in 1984 and is a member of the Pennsylvania Bar Association.
Previous Positions: Deputy General Counsel, Special Counsel, Managing Director of Mutual Fund Services, Federated Investors, Inc.; Senior Vice President, Federated Services Company; and Senior Corporate Counsel, Federated Investors, Inc.
Richard B. Fisher
Birth Date: May 17, 1923
VICE PRESIDENT
Officer since: September 1993
Principal Occupations: Vice Chairman or Vice President of some of the Funds in the Federated Fund Family; Vice Chairman, Federated Investors, Inc.; Chairman, Federated Securities Corp.
Previous Positions: President and Director or Trustee of some of the Funds in the Federated Fund Family; Executive Vice President, Federated Investors, Inc.; Director and Chief Executive Officer, Federated Securities Corp.
John B. Fisher
Birth Date: May 16, 1956
PRESIDENT
Officer since: November 2004
Principal Occupations: Principal Executive Officer and President of certain of the Funds in the Federated Fund Family; Director or Trustee of certain of the Funds in the Federated Fund Family; Vice President, Federated Investors, Inc.; President, Director/Trustee and CEO, Federated Advisory Services Company, Federated Equity Management Company of Pennsylvania, Federated Global Investment Management Corp., Federated Investment Counseling, Federated Investment Management Company; President and CEO of Passport Research, Ltd.; President of some of the Funds in the Federated Fund Complex and Director, Federated Investors Trust Company.
Previous Positions: President and Director of the Institutional Sales Division of Federated Securities Corp.; President and Director of Federated Investment Counseling; Director, Edgewood Securities Corp.; Director, Federated Services Company; Director, Federated Investors, Inc.; Chairman and Director, Southpointe Distribution Services, Inc. and President, Technology, Federated Services Company.
Stephen Van Meter
Birth Date: June 5, 1975
CHIEF COMPLIANCE OFFICER AND SENIOR VICE PRESIDENT
Officer since: July 2015
Principal Occupations: Senior Vice President and Chief Compliance Officer of the Federated Fund Family; Vice President and Chief Compliance Officer of Federated Investors, Inc. and Chief Compliance Officer of certain of its subsidiaries. Mr. Van Meter joined Federated in October 2011. He holds FINRA licenses under Series 3, 7, 24 and 66.
Previous Positions: Mr. Van Meter previously held the position of Compliance Operating Officer, Federated Investors, Inc. Prior to joining Federated, Mr. Van Meter served at the United States Securities and Exchange Commission in the positions of Senior Counsel, Office of Chief Counsel, Division of Investment Management and Senior Counsel, Division of Enforcement.
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Name
Birth Date
Address
Positions Held with Trust
Date Service Began
Principal Occupation(s) for Past Five Years
and Previous Position(s)
Stephen F. Auth
Birth Date: September 13, 1956
101 Park Avenue
41st Floor
New York, NY 10178
CHIEF INVESTMENT OFFICER
Officer since: November 2002
Principal Occupations: Stephen F. Auth is Chief Investment Officer of various Funds in the Federated Fund Family; Executive Vice President, Federated Investment Counseling, Federated Global Investment Management Corp. and Federated Equity Management Company of Pennsylvania.
Previous Positions: Executive Vice President, Federated Investment Management Company and Passport Research, Ltd. (investment advisory subsidiary of Federated); Senior Vice President, Global Portfolio Management Services Division; Senior Vice President, Federated Investment Management Company and Passport Research, Ltd.; Senior Managing Director and Portfolio Manager, Prudential Investments.
Robert J. Ostrowski
Birth Date: April 26, 1963
Chief Investment Officer
Officer since: May 2004
Principal Occupations: Robert J. Ostrowski joined Federated in 1987 as an Investment Analyst and became a Portfolio Manager in 1990. He was named Chief Investment Officer of Federated's taxable fixed-income products in 2004 and also serves as a Senior Portfolio Manager. Mr. Ostrowski became an Executive Vice President of the Fund's Adviser in 2009 and served as a Senior Vice President of the Fund's Adviser from 1997 to 2009. Mr. Ostrowski has received the Chartered Financial Analyst designation. He received his M.S. in Industrial Administration from Carnegie Mellon University.
Deborah A. Cunningham
Birth Date: September 15, 1959
Chief Investment Officer
Officer since: June 2012
Principal Occupations: Deborah A. Cunningham was named Chief Investment Officer of Federated's money market products in 2004. She joined Federated in 1981 and has been a Senior Portfolio Manager since 1997 and an Executive Vice President of the Fund's Adviser since 2009. Ms. Cunningham has received the Chartered Financial Analyst designation and holds an M.S.B.A. in Finance from Robert Morris College.
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Evaluation and Approval of Advisory ContractMay 2016
Federated Fund for U.S. Government Securities II (the “Fund”)
Following a review and recommendation of approval by the Fund's independent trustees, the Fund's Board of Trustees (the “Board”) reviewed and unanimously approved at its May 2016 meetings the continuation of the Fund's investment advisory contract for an additional one-year term. The Board's decision regarding the contract reflects the exercise of its business judgment after consideration of all of the information received on whether to continue the existing arrangements.
The 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 “Senior Officer's Evaluation”). The Board considered the Senior Officer's Evaluation, along with other information, in deciding to approve the investment advisory contract.
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 an adviser to a fund and its shareholders, including the performance and fees and expenses of the fund and of comparable funds; an adviser's cost of providing the services, including the profitability to an adviser of providing advisory services to a fund; the extent to which an adviser may realize “economies of scale” as a fund grows larger and, if such economies of scale exist, whether they have been shared with a fund and its shareholders or the family of funds; any “fall-out financial benefits” that accrue to an adviser because of its relationship with a fund (including research services received from brokers that execute fund trades and any fees paid to affiliates of an adviser for services rendered to a fund); comparative fee and expense structures, including a comparison of fees paid to an adviser with those paid by similar funds; and the extent of care, conscientiousness and independence with which board members perform their duties and their expertise, including whether they are fully informed about all facts the board deems relevant to its consideration of an adviser's services and fees. The Board noted that the Securities and Exchange Commission (“SEC”) disclosure requirements regarding the basis for the Board's approval of the Fund's investment advisory contract generally track the factors listed above. Consistent with these judicial decisions and SEC disclosure requirements, the Board also considered management fees charged to institutional and other clients of Federated Investment Management Company (the “Adviser”) for what might be viewed as like services. The Board was aware of these factors and was guided by them in its review of the Fund's investment advisory contract 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 Investors, Inc. and its affiliates (“Federated”) on matters relating to the Federated funds, and was assisted in its deliberations by independent legal counsel. Throughout the year, and in connection with its May meetings, the Board 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 substantial information in connection with the May meetings at which the Board's formal review of the investment advisory contract occurred. At the May meetings in addition to meeting in separate sessions of the independent trustees without management present, senior management of the Adviser also met with the independent trustees and their counsel to discuss the materials presented and any other matters thought relevant by the Adviser or the trustees. Between regularly scheduled meetings, the Board also received information on particular matters as the need arose. Thus, the Board's consideration of the investment advisory contract included review of the Senior Officer's Evaluation, accompanying data and additional information covering such matters as: the Adviser'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; the entrepreneurial risk assumed by the Adviser in sponsoring the Fund; 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 funds which include a comprehensive array of funds with different investment objectives, policies and strategies which are generally available for exchange without the incurrence of additional sales charges; compliance and audit reports concerning the Federated funds and the Federated
Annual Shareholder Report
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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.
While mindful that courts have cautioned against giving such comparisons too much weight, the Board has found the use of comparisons of the Fund's fees and expenses to other mutual funds with comparable investment programs to be relevant to its deliberations. In this regard, the Board was presented with, and considered, information regarding the contractual advisory fee rates, total expense ratios and each element of the Fund's total expense ratio (i.e., gross and net advisory fees, custody fees, portfolio accounting fees and transfer agency fees) relative to the Fund's peers. The Board focused on comparisons with other similar mutual funds more heavily than non-mutual fund products or services because it is believed that 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 relevant indicator of what consumers have found to be reasonable in the precise marketplace in which the Fund competes.
The Board reviewed the contractual advisory fee rate, net advisory fee rate where partially waived and other expenses of the Fund and noted the position of the Fund's contractual advisory fee rate and other expenses relative to its peers. In this regard, the Board noted that the contractual advisory fee rate was above the median of the relevant peer group, but the Board noted the applicable waivers and reimbursements and that the overall expense structure of the Fund remained competitive in the context of other factors considered by the Board.
By contrast, the Senior Officer has reviewed Federated's fees for providing advisory services to products outside the Federated funds (e.g., institutional and separate accounts and sub-adviser services). 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 and portfolio management techniques made necessary by different cash flows and different associated costs; and the time spent by portfolio managers and their teams, funds financial services, legal, compliance and risk management in reviewing securities pricing, addressing different administrative responsibilities, addressing different degrees of risk associated with management and a variety of different costs. The Senior Officer did not consider the fees for providing advisory services to these outside products to be determinative in judging the appropriateness of mutual fund advisory fees.
Following such evaluation, the Board concluded, within the context of its full deliberations, that the expenses of the Fund are reasonable and supported renewal of the investment advisory contract with respect to the Fund.
The Board considered the nature, extent and quality of the services provided to the Fund by the Adviser and the resources of the Adviser and its affiliates dedicated to the Fund. In this regard, the Board evaluated, among other things, the Adviser's personnel, experience, track record, overall reputation and willingness to invest in personnel and infrastructure that benefit the Fund. In addition, the Board reviewed the qualifications, backgrounds and responsibilities of the portfolio management team primarily responsible for the day-to-day management of the Fund. The Board noted the compliance programs of and the compliance-related resources provided to the Fund by the Adviser. The Fund's ability to deliver competitive performance when compared to its peer group was also deemed to be relevant by the Board as a useful indicator of how the Adviser is executing the Fund's investment program, which in turn was one of the Board's considerations 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 investment advisory contract.
In evaluating the Fund's investment performance, the Board considered performance results in light of the Fund's investment objective, strategies and risks, as disclosed in the Fund's prospectus. The Board particularly considered detailed investment reports on the Fund's performance provided to the Board throughout the year and in connection with the May meetings. The Senior Officer also reviewed information 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 may be helpful, though not conclusive, in judging the reasonableness of the proposed fees. The Board considered, in evaluating such comparisons, that in some cases individual funds may exhibit significant and unique differences in their objectives and management techniques when compared to other funds within an industry peer group.
For the periods covered by the Senior Officer's Evaluation, the Fund's performance for the one-year and three-year periods was above the median of the relevant peer group, and the Fund's performance fell below the median of the relevant peer group for the five-year period. The Board discussed the Fund's performance with the Adviser and recognized the efforts being taken by the Adviser in the context of the other factors considered relevant by the Board.
Following such evaluation, the Board concluded, within the context of its full deliberations, that the performance of the Fund supported renewal of the investment advisory contract with respect to the Fund.
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The Board also received financial information about Federated, including information regarding the compensation and ancillary (or “fall-out”) benefits Federated derived from its relationships with the Federated funds. This information covered not only the fees under the investment 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 information also detailed 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. Moreover, the Board receives regular reporting as to the institution, adjustment or elimination of these voluntary waivers. The Board considered Federated's previous reductions in contractual management fees to certain funds in response to the Senior Officer's recommendations.
Federated furnished information, 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, while these cost allocation reports apply consistent allocation processes, the inherent difficulties in allocating costs continues to cause the Senior Officer to question the precision of the process and to conclude that such reports may be unreliable, since a single change in an allocation estimate may dramatically alter the resulting estimate of cost and/or profitability of a fund and may produce unintended consequences. The allocation information, including the Senior Officer's view that fund-by-fund estimations may be unreliable, was considered in the analysis by the Board.
The Board and the Senior Officer also reviewed information compiled by Federated comparing profitability information for Federated to other publicly held fund management companies. In this regard, the Senior Officer concluded that Federated's profit margins did not appear to be excessive. The Senior Officer also noted that Federated appeared financially sound, with the resources to fulfill its obligations under its contracts with the Fund.
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, shareholder services, compliance, internal audit, and risk management functions, as well as systems technology (including technology relating to cybersecurity), and that the benefits of these efforts (as well as any economies of scale, should they exist) were likely to be enjoyed by the fund family as a whole. The Board noted that the Adviser's investments in these areas are extensive. In addition, the Board considered that Federated and its affiliates have frequently waived fees and/or reimbursed expenses and that this has allowed fund shareholders to share potential economies of scale from a fund's inception. Federated, as it does throughout the year, and again in connection with the Board's review, furnished information relative to revenue sharing or adviser paid fees. Federated and the Senior Officer noted that this information should be viewed to determine if there was an incentive to either not apply breakpoints or to apply breakpoints at higher levels and should not be viewed to determine the appropriateness of advisory fees, because it would represent marketing and distribution expenses. 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 a fund attains a certain size.
The Senior Officer noted that, subject to the comments and recommendations made within the Senior Officer's Evaluation, his observations and the information accompanying the Senior Officer's Evaluation supported a finding by the Board that the management fee for the fund was reasonable. Under these circumstances, no changes were recommended to, and no objection was raised to, the continuation of the Fund's investment advisory contract.
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 investment advisory contract. In particular, the Board recognized that many 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 investment 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 concluded that, in light of the factors discussed above, including the nature, quality and scope of the services provided to the Fund by the Adviser and its affiliates, continuation of the investment advisory contract was appropriate.
The Board based its decision to approve the investment advisory contract 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 continuation of the contract reflects its determination that Federated's performance and actions provided a satisfactory basis to support the decision to continue the existing arrangement.
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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 via the Proxy Voting Record (Form N-PX) link associated with the Fund and share class name at www.FederatedInvestors.com/FundInformation. 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 via the link to the Fund and share class name at www.FederatedInvestors.com/FundInformation.
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Variable investment options 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 variable investment options 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.
Federated Fund for U.S. Government Securities II

Federated Investors Funds
4000 Ericsson Drive
Warrendale, PA 15086-7561
Contact us at FederatedInvestors.com
or call 1-800-341-7400.
Federated Securities Corp., Distributor
CUSIP 313916207
G00846-01 (2/17)
Federated is a registered trademark of Federated Investors, Inc.
2017 ©Federated Investors, Inc.

 

 

 

 

 

 

Item 2.Code of Ethics

 

(a) As of the end of the period covered by this report, the registrant has adopted a code of ethics (the "Section 406 Standards for Investment Companies - Ethical Standards for Principal Executive and Financial Officers") that applies to the registrant's Principal Executive Officer and Principal Financial Officer; the registrant's Principal Financial Officer also serves as the Principal Accounting Officer.

(c) There was no amendment to the registrant’s code of ethics described in Item 2(a) above during the period covered by the report.

(d) There was no waiver granted, either actual or implicit, from a provision to the registrant’s code of ethics described in Item 2(a) above during the period covered by the report.

(e) Not Applicable

(f)(3) The registrant hereby undertakes to provide any person, without charge, upon request, a copy of the code of ethics. To request a copy of the code of ethics, contact the registrant at 1-800-341-7400, and ask for a copy of the Section 406 Standards for Investment Companies - Ethical Standards for Principal Executive and Financial Officers.

Item 3. Audit Committee Financial Expert

The registrant's Board has determined that each of the following members of the Board's Audit Committee is an “audit committee financial expert,” and is "independent," for purposes of this Item:   John T. Collins, G. Thomas Hough and Thomas M. O'Neill. 

 

Item 4.Principal Accountant Fees and Services

 

(a)       Audit Fees billed to the registrant for the two most recent fiscal years:

Fiscal year ended 2016 - $197,640

Fiscal year ended 2015 - $190,960

(b)       Audit-Related Fees billed to the registrant for the two most recent fiscal years:

Fiscal year ended 2016 - $0

Fiscal year ended 2015 - $0

Amount requiring approval of the registrant’s audit committee pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X, $0 and $0 respectively.

(c)        Tax Fees billed to the registrant for the two most recent fiscal years:

Fiscal year ended 2016 - $0

Fiscal year ended 2015 - $0

Amount requiring approval of the registrant’s audit committee pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X, $0 and $0 respectively.

(d)       All Other Fees billed to the registrant for the two most recent fiscal years:

Fiscal year ended 2016 - $0

Fiscal year ended 2015 - $0

Amount requiring approval of the registrant’s audit committee pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X, $0 and $0 respectively.

(e)(1) Audit Committee Policies regarding Pre-approval of Services.

The Audit Committee is required to pre-approve audit and non-audit services performed by the independent auditor in order to assure that the provision of such services do not impair the auditor’s independence. Unless a type of service to be provided by the independent auditor has received general pre-approval, it will require specific pre-approval by the Audit Committee. Any proposed services exceeding pre-approved cost levels will require specific pre-approval by the Audit Committee.

Certain services have the general pre-approval of the Audit Committee. The term of the general pre-approval is 12 months from the date of pre-approval, unless the Audit Committee specifically provides for a different period. The Audit Committee will annually review the services that may be provided by the independent auditor without obtaining specific pre-approval from the Audit Committee and may grant general pre-approval for such services. The Audit Committee will revise the list of general pre-approved services from time to time, based on subsequent determinations. The Audit Committee will not delegate its responsibilities to pre-approve services performed by the independent auditor to management.

The Audit Committee has delegated pre-approval authority to its Chairman. The Chairman will report any pre-approval decisions to the Audit Committee at its next scheduled meeting. The Committee will designate another member with such pre-approval authority when the Chairman is unavailable.

 

AUDIT SERVICES

The annual Audit services engagement terms and fees will be subject to the specific pre-approval of the Audit Committee. The Audit Committee must approve any changes in terms, conditions and fees resulting from changes in audit scope, registered investment company (RIC) structure or other matters.

In addition to the annual Audit services engagement specifically approved by the Audit Committee, the Audit Committee may grant general pre-approval for other Audit Services, which are those services that only the independent auditor reasonably can provide. The Audit Committee has pre-approved certain Audit services, all other Audit services must be specifically pre-approved by the Audit Committee.

AUDIT-RELATED SERVICES

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

TAX SERVICES

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

ALL OTHER SERVICES

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

(1)The aggregate amount of all such services provided constitutes no more than five percent of the total amount of revenues paid by the registrant, the registrant’s adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant to its accountant during the fiscal year in which the services are provided;

 

(2)Such services were not recognized by the registrant, the registrant’s adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant at the time of the engagement to be non-audit services; and

 

(3)Such services are promptly brought to the attention of the Audit Committee of the issuer and approved prior to the completion of the audit by the Audit Committee or by one or more members of the Audit Committee who are members of the board of directors to whom authority to grant such approvals has been delegated by the Audit Committee.

 

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

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

PRE-APPROVAL FEE LEVELS

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

PROCEDURES

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

(e)(2) Percentage of services identified in items 4(b) through 4(d) that were approved by the registrants audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X:

4(b)

Fiscal year ended 2016 – 0%

Fiscal year ended 2015 - 0%

Percentage of services provided to the registrants investment adviser and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were approved by the registrants audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X, 0% and 0% respectively.

4(c)

Fiscal year ended 2016 – 0%

Fiscal year ended 2015 – 0%

Percentage of services provided to the registrants investment adviser and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were approved by the registrants audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X, 0% and 0% respectively.

4(d)

Fiscal year ended 2016 – 0%

Fiscal year ended 2015 – 0%

Percentage of services provided to the registrants investment adviser and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were approved by the registrants audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X, 0% and 0% respectively.

(f)NA

 

(g)Non-Audit Fees billed to the registrant, the registrant’s investment adviser, and certain entities controlling, controlled by or under common control with the investment adviser:

Fiscal year ended 2016 - $5,827

Fiscal year ended 2015 - $0

(h)The registrant’s Audit Committee has considered that the provision of non-audit services that were rendered to the registrant’s adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountant’s independence.

In its required communications to the Audit Committee of the registrant’s Board, KPMG LLP (“KPMG”), the registrant’s independent public accountant, informed the Audit Committee that KPMG and/or covered person professionals within KPMG maintain lending relationships with certain owners of greater than 10% of the shares of the registrant and/or certain investment companies within the “investment company complex” as defined under Rule 2-01(f)(14) of Regulation S-X, which are affiliates of the registrant. KPMG has advised the Audit Committee that these lending relationships implicate Rule 2-01(c)(1)(ii)(A) of Regulation S-X (referred to as the “Loan Rule”). The Loan Rule prohibits an independent public accountant, or covered person professionals at such firm, from having a financial relationship (such as a loan) with a lender that is a record or beneficial owner of more than 10% of an audit client’s equity securities. For purposes of the Loan Rule, audit clients include the registrant, as well as all registered investment companies audited by KPMG (collectively, the “KPMG Funds”).

KPMG informed the Audit Committee that KPMG believes that these lending relationships described above do not and will not impair KPMG’s ability to exercise objective and impartial judgment in connection with financial statement audits of the registrant and a reasonable investor with knowledge of all relevant facts and circumstances would conclude that KPMG has been and is capable of objective and impartial judgment on all issues encompassed within KPMG’s audits.

On June 20, 2016, the Division of Investment Management of the Securities and Exchange Commission (“SEC”) issued a no-action letter to another mutual fund complex (see Fidelity Management & Research Company et al., No-Action Letter) related to similar Loan Rule matters as those described above. In that letter, the SEC Staff confirmed that it would not recommend enforcement action against an investment company that relied on the audit services performed by an independent public accountant where the Loan Rule was implicated in certain specified circumstances. In that letter, the SEC staff indicated that it would not recommend enforcement action against the investment company complex if the Loan Rule is implicated provided that: (1) the auditor has complied with PCAOB Rule 3526(b)(1) and 3526(b)(2); (2) the Loan Rule is implicated because of lending relationships; and (3) notwithstanding such lending relationships that implicate the Loan Rule, the auditor has concluded that it is objective and impartial with respect to the issues encompassed within its engagement as auditor of the funds. The circumstances described in the no-action letter are substantially similar to the circumstances that implicated the Loan Rule with respect to KPMG and the registrant. The relief provided in the SEC no-action letter is effective for 18 months from its June 20, 2016 issuance date.

If it were to be determined that the relief available under the no-action letter was improperly relied upon, or that the independence requirements under the federal securities laws were not otherwise complied with regarding the registrant, for certain periods, any of the registrant’s filings with the SEC which contain financial statements of the registrant for such periods may not comply with applicable federal securities laws, the registrant’s ability to offer shares under its current registration statement may be impacted, and certain financial reporting and/or other covenants with, and representations and warranties to, the registrant’s lender under its committed line of credit may be impacted. Such events could have a material adverse effect on the registrant and the KPMG Funds.

 

 

Item 5.Audit Committee of Listed Registrants

 

Not Applicable

 

Item 6.Schedule of Investments

 

(a) The registrant’s Schedule of Investments is included as part of the Report to Stockholders filed under Item 1 of this form.

 

(b) Not Applicable; Fund had no divestments during the reporting period covered since the previous Form N-CSR filing.

 

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

 

No Changes to Report

 

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 second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

 

Item 12.Exhibits

 

(a)(1) Code of Ethics- Not Applicable to this Report.

 

(a)(2) Certifications of Principal Executive Officer and Principal Financial Officer.

 

(a)(3) Not Applicable.

 

(b) Certifications pursuant to 18 U.S.C. Section 1350.

 

 

 

 

 

 

 

 

 

 

 

 

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 Insurance Series

 

By /S/ Lori A. Hensler

 

Lori A. Hensler, Principal Financial Officer

 

Date February 15, 2017

 

 

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/ John B. Fisher

 

John B. Fisher, Principal Executive Officer

 

Date February 15, 2017

 

 

By /S/ Lori A. Hensler

 

Lori A. Hensler, Principal Financial Officer

 

Date February 15, 2017

 

 


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘N-CSR’ Filing    Date    Other Filings
5/1/17
Filed on / Effective on:2/23/17
2/15/17
For Period End:12/31/16
12/30/16N-MFP2
10/13/16
8/24/16N-CSRS
7/1/16
6/20/16
5/1/16
4/30/16
4/29/1640-17G/A,  485BPOS,  N-MFP1,  N-MFP1/A
2/11/16
1/1/16
12/31/15N-CSR,  N-MFP,  NSAR-B
12/31/14N-CSR,  N-MFP,  NSAR-B
12/31/13N-CSR,  N-MFP,  NSAR-B
12/31/12N-CSR,  N-MFP,  NSAR-B
12/22/10
12/31/06N-CSR,  NSAR-B
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Filing Submission 0001623632-17-000369   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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