0001318148-07-000917 Sample Contracts

FORM OF AGREEMENT AND PLAN OF REORGANIZATION
Agreement and Plan of Reorganization • June 13th, 2007 • Federated Equity Funds • Pennsylvania

This AGREEMENT AND PLAN OF REORGANIZATION, dated as of _______, (the "Agreement") is made between Rochdale Investment Trust, a statutory trust organized under the laws of state of Delaware, (the “Rochdale Trust”), with its principal place of business located at 570 Lexington Avenue, New York, New York 10022-6837, with respect to its portfolio, the Rochdale Atlas Portfolio (the "Rochdale Fund") and Federated Equity Funds, a Massachusetts business trust (the “Federated Trust”) with its principal place of business located at 5800 Corporate Drive, Pittsburgh, PA, 15237-7000, on behalf of its newly-organized portfolio, the Federated InterContinental Fund (the "Successor Fund").

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