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                             FORM 10-Q/A

                SECURITIES AND EXCHANGE COMMISSION
                      Washington, D.C. 20549

(Mark one)

[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
     EXCHANGE ACT OF 1934

For the quarterly period ended    JULY 31, 1996

                                OR

[ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
     EXCHANGE ACT OF 1934

For the transition period from                   to
Commission file number     1-4310


                   FEDERATED PURCHASER, INC.
      (Exact name of registrant as specified in its charter)

      NEW YORK                             22-1589344
(State or other jurisdiction of          (I.R.S. Employer
incorporation or organization)           Identification No.)

       268 CLIFFWOOD AVENUE, CLIFFWOOD, NEW JERSEY 07721
              (Address of principle executive offices)
                              (Zip Code)

                          (908) 290-2900
        (Registrant's telephone number, including area code)


        (Former name, former address and former fiscal year,
                   if changed since last report)

Indicate by check mark whether the registrant (1)  has  filed  all  reports
required to be filed by Section 13 or 15(d) of the Securities Exchange  Act
of 1934 during the preceding 12 months (or for such shorter period that the
registrant  was  required to file such reports) and (2) has been subject to
such filing requirements for the past 90 days.
Yes   X   No


         APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY

           PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

Indicate by check  mark  whether the registrant has filed all documents and
reports required to be filed  by Sections 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent  to  the distribution of securities under a
plan confirmed by a court.
Yes      No

               APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares outstanding  of  each of the issuer's classes
of common stock, as of the latest practicable date.  As of August 17, 1995,
there are 1,719,758 shares of common stock outstanding.


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PART II - OTHER INFORMATION

                     FEDERATED PURCHASER, INC.
                         OTHER INFORMATION
                      JULY 31, 1996 AND 1995

                            (Unaudited)



ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K

(a)     EXHIBITS

None

(b)     REPORTS ON FORM 8-K


The  Company was not required to report any material,  unusual  charges  or
credits  to  income  pursuant  to  Item  10(a)  or  a change in independent
accountants pursuant to Item 12 of Form 8-K for the nine  months ended July
31, 1996 other than which has been reported.

Form 8-K filed on November 30, 1994 in regard to the divestiture of Freedom
Electronics Corp.

Form 8-K filed on December 20, 1994 in regard to the change in registrant's
certifying accountant.

There  were  no  securities of the Company sold by the Company  during  the
three months ended  July  31,  1996,  which  were  not registered under the
Securities  Act of 1933, in reliance upon an exemption  from  registrations
provided by Section 4(2) of the Act.


                            SIGNATURES

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


                                      FEDERATED PURCHASER, INC.
                                      (Registrant)



				      /S/ HARRY J. FALLON
				      ------------------------------
                                      Harry J. Fallon, President and
                                      Principal Accounting Officer





Date
				(10)


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