FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0287 Expires: January 31, 2005 Estimated average burden hours per response... 0.5

(Print or Type Responses)

1. Name and Address of Reporting Person * DONAHUE THOMAS R   2. Issuer Name and Ticker or Trading Symbol FEDERATED INVESTORS INC /PA/ [FII] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) VP, CFO & Treasurer (Last) (First) (Middle) FEDERATED INVESTORS, INC., 1001 LIBERTY AVENUE 3. Date of Earliest Transaction (Month/Day/Year) 09/11/2018 (Street) PITTSBURGH, PA 15222-3779 4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Class B Common Stock 09/11/2018   G V 1,274 D $ 0 643,985 (1) D   Class B Common Stock               278,101 (2) I Held indirectly by Comax Partners, L.P. (d/b/a The Beechwood Company, L.P.) Class B Common Stock               3,905 (3) I Held indirectly by The Thomas R. and Frances L. Donahue Grantor Dynasty Trust Class B Common Stock               39,937 (4) I Held indirectly by immediate family member Class B Common Stock               38,147 (5) (6) I Held indirectly by immediate family member Class B Common Stock               655,550 I Held indirectly by MaxFund Partners, L.P. Class B Common Stock               72 I Held indirectly by 401(k) Plan Class B Common Stock               4,409 I Held indirectly by spouse Class B Common Stock               82 I Held indirectly by AWOL, Inc.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
	Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.		SEC 1474 (9-02)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
DONAHUE THOMAS R FEDERATED INVESTORS, INC. 1001 LIBERTY AVENUE PITTSBURGH, PA 15222-3779	X		VP, CFO & Treasurer

Signatures

/s/John D. Martini (Attorney-in-Fact)		11/05/2018
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	On or around May 12, 2018, Comax Partners L.P. (d/b/a The Beechwood Company, L.P.) ("Comax") distributed shares of Federated Investors Inc. Class B Common Stock to all of its limited partners on a pro-rata basis (the "Distribution"). The Distribution did not involve any public sale of shares. As a result of the Distribution, the number of shares of Federated Investors, Inc. Class B Common Stock directly owned by the reporting person increased by 700 shares.
(2)	As a result of the Distribution described in Footnote 1, the number of shares of Federated Investors, Inc. Class B Common Stock in which the reporting person has an indirect interest due to his interest in Comax decreased by 19,781 shares. The reporting person disclaims beneficial ownership of the Federated Investors, Inc. Class B Common Stock held by Comax except to the extent of his pecuniary interest therein.
(3)	As a result of the Distribution described in Footnote 1, The Thomas R. and Frances L. Donahue Grantor Dynasty Trust, in which the reporting person has an indirect interest, now owns 3,905 shares of Federated Investors, Inc. Class B Common Stock.
(4)	As a result of the Distribution described in Footnote 1, the number of shares of Federated Investors, Inc. Class B Common Stock owned by one of the reporting person's children increased by 1,981 shares.
(5)	J. Christopher Donahue is no longer Custodian of 37,117 shares of Federated Investors, Inc. Class B Common Stock held by one of the reporting person's children.
(6)	As a result of the Distribution described in Footnote 1, the number of shares of Federated Investors, Inc. Class B Common Stock owned by one of the reporting person's children increased by 1,030 shares.
Remarks: The Power of Attorney dated April 24, 2014 is incorporated herein by reference.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.