-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Q3oMymUiotwEgZ7A+0Qe+nC9M1loHzCHX1aleyVq4V48BvysV3lEs61yce0ukMPm GwcxWqEP8eXllIi8Hetcgw== 0000205323-10-000003.txt : 20100127 0000205323-10-000003.hdr.sgml : 20100127 20100127135508 ACCESSION NUMBER: 0000205323-10-000003 CONFORMED SUBMISSION TYPE: N-CSRS PUBLIC DOCUMENT COUNT: 15 CONFORMED PERIOD OF REPORT: 20091130 FILED AS OF DATE: 20100127 DATE AS OF CHANGE: 20100127 EFFECTIVENESS DATE: 20100127 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIDELITY REVERE STREET TRUST CENTRAL INDEX KEY: 0001022695 IRS NUMBER: 000000000 FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: N-CSRS SEC ACT: 1940 Act SEC FILE NUMBER: 811-07807 FILM NUMBER: 10550048 BUSINESS ADDRESS: STREET 1: C\O FMR CORP STREET 2: 82 DEVONSHIRE ST CITY: BOSTON STATE: MA ZIP: 02109 BUSINESS PHONE: 6175637000 MAIL ADDRESS: STREET 1: C/O FMR CORP STREET 2: 82 DEVONSHIRE ST CITY: BOSTON STATE: MA ZIP: 02109 0001022695 S000007179 Fidelity Cash Central Fund C000019654 Fidelity Cash Central Fund 0001022695 S000007180 Fidelity Municipal Cash Central Fund C000019655 Fidelity Municipal Cash Central Fund 0001022695 S000007181 Fidelity Securities Lending Cash Central Fund C000019656 Fidelity Securities Lending Cash Central Fund 0001022695 S000007182 Fidelity Tax-Free Cash Central Fund C000019657 Fidelity Tax-Free Cash Central Fund N-CSRS 1 main.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811-07807

Fidelity Revere Street Trust
(Exact name of registrant as specified in charter)

82 Devonshire St., Boston, Massachusetts 02109
(Address of principal executive offices)       (Zip code)

Scott C. Goebel, Secretary

82 Devonshire St.

Boston, Massachusetts 02109
(Name and address of agent for service)

Registrant's telephone number, including area code: 617-563-7000

Date of fiscal year end:

May 31

 

 

Date of reporting period:

November 30, 2009

Item 1. Reports to Stockholders

Fidelity® Cash Central Fund

Semiannual Report

November 30, 2009

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-544-8544 to request a free copy of the proxy voting guidelines.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330.

TCC-SANN-0110
1.734014.109

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (June 1, 2009 to November 30, 2009).

Actual Expenses

The first line of the accompanying table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table 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. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and 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 and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.

 

Annualized Expense Ratio

Beginning
Account Value
June 1, 2009

Ending
Account Value
November 30, 2009

Expenses Paid
During Period
*
June 1, 2009
to November 30, 2009

Actual

.0007%

$ 1,000.00

$ 1,001.60

$ -**

Hypothetical (5% return per year before expenses)

 

$ 1,000.00

$ 1,025.06

$ -**

* Expenses are equal to the Fund's annualized expense ratio, multiplied by the average account value over the period, multiplied by 183/365 (to reflect the one-half year period).

** Amount represents less than $.01

Semiannual Report

Investment Changes (Unaudited)

Maturity Diversification

Days

% of fund's investments 11/30/09

% of fund's investments 5/31/09

% of fund's investments 11/30/08

0 - 30

66.9

65.9

75.8

31 - 90

20.8

20.9

19.8

91 - 180

4.6

4.0

1.4

181 - 397

7.7

9.2

3.0

Weighted Average Maturity

 

11/30/09

5/31/09

11/30/08

Fidelity® Cash Central Fund

44 Days

48 Days

29 Days

All Taxable Money Market Funds Average*

51 Days

51 Days

45 Days

Asset Allocation (% of fund's net assets)

As of November 30, 2009

As of May 31, 2009

fid113

Bank CDs, BAs,
TDs, and Notes 3.7%

 

fid113

Bank CDs, BAs,
TDs, and Notes 9.0%

 

fid116

Government
Securities 51.8%

 

fid116

Government
Securities 58.9%

 

fid119

Interfund Loans 0.2%

 

fid121

Interfund Loans 0.1%

 

fid123

Repurchase
Agreements 45.8%

 

fid123

Repurchase
Agreements 32.5%

 

fid126

Net Other Assets** (1.5)%

 

fid126

Net Other Assets** (0.5)%

 


fid129

**Net Other Assets are not included in the pie chart.

*Source: iMoneyNet, Inc.

Semiannual Report

Investments November 30, 2009 (Unaudited)

Showing Percentage of Net Assets

Federal Agencies - 18.1%

 

Due Date

Yield (a)

Principal
Amount

Value

Fannie Mae - 2.7%

 

12/1/09 to 2/12/10

0.22 to 0.45% (e)

$ 541,150,000

$ 541,138,916

Federal Home Loan Bank - 11.5%

 

12/7/09 to 11/12/10

0.15 to 1.10 (c)(e)

2,339,900,000

2,339,501,669

Freddie Mac - 3.9%

 

12/3/09 to 12/16/09

0.13 to 0.31 (e)

790,325,000

790,275,456

TOTAL FEDERAL AGENCIES

3,670,916,041

U.S. Treasury Obligations - 33.7%

 

U.S. Treasury Bills - 33.2%

 

12/10/09 to 9/23/10

0.06 to 0.74 (d)

6,741,900,000

6,736,713,899

U.S. Treasury Notes - 0.5%

 

8/15/10

0.58

110,000,000

112,712,989

TOTAL U.S. TREASURY OBLIGATIONS

6,849,426,888

Time Deposits - 3.7%

 

Citibank NA

 

12/1/09

0.16

500,000,000

500,000,000

KBC Bank NV

 

12/1/09

0.15

255,000,000

255,000,000

TOTAL TIME DEPOSITS

755,000,000

Interfund Loans - 0.2%

 

With Fidelity Advisor Capital Development Fund at 0.40%
due 12/1/09 (b)

10,387,000

10,387,000

With Fidelity Diversified Stock Fund at 0.40%
due 12/1/09 (b)

12,963,000

12,963,000

With Fidelity Growth Strategies Fund at 0.40%
due 12/1/09 (b)

8,484,000

8,484,000

TOTAL INTERFUND LOANS

31,834,000

Repurchase Agreements - 45.8%

Maturity
Amount

Value

In a joint trading account at:

0.15% dated 11/30/09 due 12/1/09:

(Collateralized by U.S. Treasury Obligations) #

$ 7,979,797,500

$ 7,979,764,000

(Collateralized by U.S. Treasury Obligations) #

158,509,659

158,509,000

0.16% dated 11/30/09 due 12/1/09 (Collateralized by U.S. Government Obligations) #

288,918,286

288,917,000

0.17% dated 11/30/09 due 12/1/09 (Collateralized by U.S. Government Obligations) #

872,312,029

872,308,000

TOTAL REPURCHASE AGREEMENTS

9,299,498,000

TOTAL INVESTMENT PORTFOLIO - 101.5%

(Cost $20,606,674,929)

20,606,674,929

NET OTHER ASSETS - (1.5)%

(299,816,841)

NET ASSETS - 100%

$ 20,306,858,088

Legend

(a) Yield represents either the annualized yield at the date of purchase, or the stated coupon rate, or, for floating rate securities, the rate at period end.

(b) Loan is with an affiliated fund.

(c) Security or a portion of the security purchased on a delayed delivery or when-issued basis.

(d) Security or a portion of the security was pledged to cover open reverse repurchase agreements. At the period end, the value of securities pledged amounted to $51,837,067. The principal amount of the outstanding reverse repurchase agreement is $52,000,000.

(e) Coupon rates for floating and adjustable rate securities reflect the rates in effect at period end. Due dates for these security types are the next interest rate reset date or, when applicable, the final maturity date.

# Additional information on each counterparty to the repurchase agreement is as follows:

Repurchase Agreement / Counterparty

Value

$7,979,764,000 due 12/01/09 at 0.15%

BNP Paribas Securities Corp.

$ 451,452,333

Banc of America Securities LLC

902,904,667

Bank of America, NA

451,452,333

Barclays Capital, Inc.

902,904,667

Credit Suisse Securities (USA) LLC

575,506,469

Deutsche Bank Securities, Inc.

946,135,291

HSBC Securities (USA), Inc.

1,266,420,407

ING Financial Markets LLC

225,726,167

J.P. Morgan Securities, Inc.

451,452,333

Mizuho Securities USA, Inc.

451,452,333

Morgan Stanley & Co., Inc.

451,452,333

Societe Generale, New York Branch

902,904,667

 

$ 7,979,764,000

Repurchase Agreement / Counterparty

Value

$158,509,000 due 12/01/09 at 0.15%

BNP Paribas Securities Corp.

$ 83,197,160

Banc of America Securities LLC

31,058,031

Barclays Capital, Inc.

44,253,809

 

$ 158,509,000

$288,917,000 due 12/01/09 at 0.16%

Banc of America Securities LLC

$ 48,152,833

Barclays Capital, Inc.

103,184,643

UBS Securities LLC

137,579,524

 

$ 288,917,000

$872,308,000 due 12/01/09 at 0.17%

Deutsche Bank Securities, Inc.

$ 170,751,294

J.P. Morgan Securities, Inc.

85,375,647

Mizuho Securities USA, Inc.

311,621,112

RBC Capital Markets Corp.

5,745,183

UBS Securities LLC

298,814,764

 

$ 872,308,000

Other Information

All investments are categorized as Level 2 under the Fair Value Hierarchy. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

  

November 30, 2009 (Unaudited)

 

 

 

Assets

Investment in securities, at value (including repurchase agreements of $9,299,498,000) -
See accompanying schedule:

Unaffiliated issuers (cost $20,574,840,929)

$ 20,574,840,929

 

Other affiliated issuers (cost $31,834,000)

31,834,000

 

Total Investments (cost $20,606,674,929)

 

$ 20,606,674,929

Cash

24,490

Interest receivable

5,347,388

Other affiliated receivables

3,921

Total assets

20,612,050,728

 

 

 

Liabilities

Payable for investments purchased
Regular delivery

$ 74,992,500

Delayed delivery

174,946,975

Distributions payable

3,233,258

Payable for reverse repurchase agreements

52,000,000

Other payables and accrued expenses

19,907

Total liabilities

305,192,640

 

 

 

Net Assets

$ 20,306,858,088

Net Assets consist of:

 

Paid in capital

$ 20,307,466,579

Distributions in excess of net investment income

(56,849)

Accumulated undistributed net realized gain (loss) on investments

(551,642)

Net Assets, for 20,299,812,533 shares outstanding

$ 20,306,858,088

Net Asset Value, offering price and redemption price per share ($20,306,858,088÷ 20,299,812,533 shares)

$ 1.00

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Statement of Operations

Six months ended November 30, 2009 (Unaudited)

 

  

  

Investment Income

  

  

Interest (including $76,202 from affiliated interfund lending)

 

$ 31,187,756

 

 

 

Expenses

Custodian fees and expenses

$ 69,015

Independent trustees' compensation

34,228

Interest

345

Total expenses before reductions

103,588

Expense reductions

(38,170)

65,418

Net investment income

31,122,338

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

 

(151,685)

Net increase in net assets resulting from operations

$ 30,970,653

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Statements - continued

Statement of Changes in Net Assets

  

Six months ended November 30, 2009
(Unaudited)

Year ended
May 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income

$ 31,122,338

$ 385,304,192

Net realized gain (loss)

(151,685)

2,836,864

Net increase in net assets resulting
from operations

30,970,653

388,141,056

Distributions to shareholders from net investment income

(31,120,229)

(385,363,151)

Affiliated share transactions at net asset value of $1.00 per share
Proceeds from sales of shares

94,121,565,900

220,465,409,966

Cost of shares redeemed

(92,709,102,415)

(233,985,902,100)

Net increase (decrease) in net assets and shares resulting from share transactions

1,412,463,485

(13,520,492,134)

Total increase (decrease) in net assets

1,412,313,909

(13,517,714,229)

 

 

 

Net Assets

Beginning of period

18,894,544,179

32,412,258,408

End of period (including distributions in excess of net investment income of $56,849 and distributions in excess of net investment income of $58,958, respectively)

$ 20,306,858,088

$ 18,894,544,179

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights

 

Six months ended
November 30, 2009
Years ended May 31,
 
(Unaudited)
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 1.00

$ 1.00

$ 1.00

$ 1.00

$ 1.00

$ 1.00

Income from Investment Operations

 

 

 

 

 

 

Net investment income

  .002

  .014

  .043

  .053

  .041

  .020

Distributions from net investment income

  (.002)

  (.014)

  (.043)

  (.053)

  (.041)

  (.020)

Net asset value, end of period

$ 1.00

$ 1.00

$ 1.00

$ 1.00

$ 1.00

$ 1.00

Total Return B, C

  .16%

  1.41%

  4.34%

  5.43%

  4.15%

  2.05%

Ratios to Average Net Assets E

 

 

 

 

 

Expenses before reductions D

  -% A

  -%

  -%

  -%

  -%

  -%

Expenses net of fee waivers, if any D

  -% A

  -%

  -%

  -%

  -%

  -%

Expenses net of all reductions D

  -% A

  -%

  -%

  -%

  -%

  -%

Net investment income

  .33% A

  1.54%

  4.29%

  5.30%

  4.11%

  2.05%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 20,306,858

$ 18,894,544

$ 32,412,258

$ 28,623,746

$ 34,140,434

$ 26,106,168

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Amount represents less than .01%.

E Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed or waived or reductions from expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements, waivers or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement and waivers but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Notes to Financial Statements

For the period ended November 30, 2009 (Unaudited)

1. Organization.

Fidelity Cash Central Fund (the Fund) is a fund of Fidelity Revere Street Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Delaware statutory trust. Shares of the Fund are only offered to other investment companies and accounts (the Investing Funds) managed by Fidelity Management & Research Company (FMR), or its affiliates.

2. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, January 11, 2010, have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. As permitted by compliance with certain conditions under Rule 2a-7 of the 1940 Act, securities are valued at amortized cost, which approximates value. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or reliable.

Investment Transactions and Income. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost. Interest income is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees must defer receipt of a portion of, and may elect to defer receipt of an additional portion of, their annual compensation. Deferred amounts are invested in a cross-section of Fidelity funds, are marked-to-market and remain in the Fund until

Semiannual Report

2. Significant Accounting Policies - continued

Deferred Trustee Compensation - continued

distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions taken by the Fund. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years.

Dividends are declared daily and paid monthly from net investment income. Distributions from realized gains, if any, are recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to capital loss carryforwards and losses deferred due to excise tax regulations.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ -

Gross unrealized depreciation

-

Net unrealized appreciation (depreciation)

$ -

 

 

Tax cost

$ 20,606,674,929

3. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Operating Policies - continued

Repurchase Agreements - continued

segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

Reverse Repurchase Agreements. To enhance its yield, the Fund may enter into reverse repurchase agreements whereby the Fund transfers securities to a counterparty who then agrees to transfer them back to the Fund at a future date and agreed upon price, reflecting a rate of interest below market rate. Securities sold under a reverse repurchase agreement are recorded as a liability in the accompanying Statement of Assets and Liabilities. The Fund receives cash proceeds, which are invested in other securities, and agrees to repay the proceeds plus accrued interest in return for the same securities transferred. The Fund continues to receive interest payments on the transferred securities during the term of the reverse repurchase agreement. During the period that a reverse repurchase agreement is outstanding, the Fund identifies cash and liquid securities as segregated in its custodian records with a value at least equal to its obligation under the agreement. If the counterparty defaults on its obligation, because of insolvency or other reasons, the Fund could experience delays and costs in recovering the security or in gaining access to the collateral. The average daily balance during the period for which reverse repurchase agreements were outstanding subject to interest amounted to $191,373,919. The weighted average interest rate was .002% on such amounts. Information regarding reverse repurchase agreements open at period end is included at the end of the Fund's Schedule of Investments.

Delayed Delivery Transactions and When-Issued Securities. The Fund may purchase or sell securities on a delayed delivery or when-issued basis. Payment and delivery may take place after the customary settlement period for that security. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. During the time a delayed delivery sell is outstanding, equivalent deliverable securities are held for the transaction. The securities purchased on a delayed delivery or when-issued basis are identified as such in the Fund's Schedule of Investments. The Fund may receive compensation for interest forgone in the purchase of a delayed delivery or when-issued security. With respect to purchase commitments, the Fund identifies securities as segregated in its records with a value at least equal to the amount of the commitment. Losses may arise due to changes in the value of the underlying securities or if the counterparty does not perform under the contract's terms, or if the issuer does not issue the securities due to political, economic, or other factors.

Semiannual Report

4. Fees and Other Transactions with Affiliates.

Management Fee and Expense Contract. Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR, provides the Fund with investment management services. The Fund does not pay any fees for these services. Pursuant to the Fund's management contract with FIMM, FMR pays FIMM a portion of the management fees it receives from the Investing Funds. In addition, under an expense contract, FMR also pays all other expenses of the Fund, excluding custody fees, the compensation of the independent Trustees, and certain exceptions such as interest expense.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. Any open loans at period end are presented under the caption "Interfund Loans" in the Fund's Schedule of Investments with accrued interest included in Other Receivables on the Statement of Assets and Liabilities. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average Interest Rate

Lender

$ 15,983,382

.42%

5. Expense Reductions.

FMR has voluntarily agreed to reimburse a portion of the Fund's operating expenses. For the period, the reimbursement reduced the expenses by $34,228.

In addition, through arrangements with the Fund's custodian, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $3,942.

6. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

At the end of the period mutual funds managed by FMR or an FMR affiliate were the owners of record of all the outstanding shares of the fund.

Semiannual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on July 15, 2009. The results of votes taken among shareholders on the proposal before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To elect a Board of Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

21,934,568,161.95

100.000

Withheld

0.00

0.000

TOTAL

21,934,568,161.95

100.000

Albert R. Gamper, Jr.

Affirmative

21,934,568,161.95

100.000

Withheld

0.00

0.000

TOTAL

21,934,568,161.95

100.000

Abigail P. Johnson

Affirmative

21,934,568,161.95

100.000

Withheld

0.00

0.000

TOTAL

21,934,568,161.95

100.000

Arthur E. Johnson

Affirmative

21,934,568,161.95

100.000

Withheld

0.00

0.000

TOTAL

21,934,568,161.95

100.000

Michael E. Kenneally

Affirmative

21,934,568,161.95

100.000

Withheld

0.00

0.000

TOTAL

21,934,568,161.95

100.000

James H. Keyes

Affirmative

21,934,568,161.95

100.000

Withheld

0.00

0.000

TOTAL

21,934,568,161.95

100.000

Marie L. Knowles

Affirmative

21,934,568,161.95

100.000

Withheld

0.00

0.000

TOTAL

21,934,568,161.95

100.000

 

# of
Votes

% of
Votes

Kenneth L. Wolfe

Affirmative

21,934,568,161.95

100.000

Withheld

0.00

0.000

TOTAL

21,934,568,161.95

100.000

A Denotes trust-wide proposal and voting results.

Semiannual Report

Board Approval of Investment Advisory Contracts and Management Fees

Cash Central Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established three standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Operations Committee meets regularly throughout the year and, among other matters, considers matters specifically related to the annual consideration of the renewal of the fund's Advisory Contracts. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its September 2009 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant and ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the lack of compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law.

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, Fidelity Investments Money Management, Inc., and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. In response to the recent financial crisis, Fidelity took a number of actions intended to cut costs and improve efficiency without weakening the investment teams or resources. The Board specifically noted Fidelity's response to the 2008 credit market crisis. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. In addition, the Board considered the trading resources that are an integral part of the fixed-income portfolio management investment process.

Semiannual Report

Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory and administrative services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency and pricing and bookkeeping services for the fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. The Board reviewed the fund's absolute investment performance, as well as the fund's relative investment performance, but did not consider performance to be a material factor in its decision to renew the fund's Advisory Contracts. The Board noted that the fund is designed to offer a liquid investment option for other investment companies and accounts managed by Fidelity Management & Research Company (FMR) or its affiliates and ultimately to enhance the performance of those investment companies and accounts.

Based on its review, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered that FMR pays the fund's management fee on behalf of the fund. The Board also noted that FMR bears all expenses of the fund, except expenses related to the fund's investment activities (primarily custody expenses). Based on its review, the Board concluded that the fund's net management fee and total expenses were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the level of Fidelity's profits in respect of all the Fidelity funds, as well as the profitability of each fund that invests in this fund.

Semiannual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects. The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board concluded that the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund were not relevant to the renewal of the Advisory Contracts because the fund pays no advisory fees and FMR bears all expenses of the fund, except expenses related to the fund's investment activities.

Economies of Scale. The Board concluded that the realization of economies of scale was not relevant to the renewal of the Advisory Contracts because the fund pays no advisory fees and FMR bears all expenses of the fund, except expenses related to the fund's investment activities.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's fund profitability methodology, the profitability of certain fund service providers, and profitability trends for certain funds; (iv) Fidelity's compensation structure for portfolio managers and key personnel, including its effects on fund profitability, and the extent to which current market conditions have affected retention and recruitment; (v) the selection of and compensation paid by FMR to fund sub-advisers; (vi) Fidelity's fee structures and rationale for recommending different fees among categories of funds; (vii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (viii) explanations for the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Semiannual Report

Fidelity® Municipal
Cash Central Fund

Semiannual Report

November 30, 2009

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-544-8544 to request a free copy of the proxy voting guidelines.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330.

MCC-SANN-0110
1.734025.109

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (June 1, 2009 to November 30, 2009).

Actual Expenses

The first line of the accompanying table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table 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. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and 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 and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.

 

Annualized Expense Ratio

Beginning
Account Value
June 1, 2009

Ending
Account Value
November 30, 2009

Expenses Paid
During Period
*
June 1, 2009
to November 30, 2009

Actual

.0017%

$ 1,000.00

$ 1,001.50

$ .01

Hypothetical (5% return per year before expenses)

 

$ 1,000.00

$ 1,025.06

$ .01

* Expenses are equal to the Fund's annualized expense ratio, multiplied by the average account value over the period, multiplied by 183/365 (to reflect the one-half year period).

Semiannual Report

Investment Changes (Unaudited)

Maturity Diversification

Days

% of fund's investments 11/30/09

% of fund's investments 5/31/09

% of fund's
investments
11/30/08

0 - 30

100.0

100.0

100.0

31 - 90

0.0

0.0

0.0

91 - 180

0.0

0.0

0.0

181 - 397

0.0

0.0

0.0

Weighted Average Maturity

 

11/30/09

5/31/09

11/30/08

Fidelity® Municipal Cash Central Fund

3 Days

4 Days

4 Days

All Tax-Free Money Market Funds Average *

30 Days

23 Days

30 Days

Asset Allocation (% of fund's net assets)

As of November 30, 2009

As of May 31, 2009

fid113

Variable Rate
Demand Notes
(VRDNs) 100.0%

 

fid113

Variable Rate
Demand Notes
(VRDNs) 99.7%

 

fid133

Net Other Assets 0.0%

 

fid135

Net Other Assets 0.3%

 


fid137

*Source: iMoneyNet, Inc.

Semiannual Report

Investments November 30, 2009 (Unaudited)

Showing Percentage of Net Assets

Municipal Securities - 100.0%

Principal Amount

Value

Alabama - 1.7%

Columbia Indl. Dev. Board Poll. Cont. Rev. (Alabama Pwr. Co. Proj.):

Series 1995 C, 0.23%, VRDN (a)

$ 3,500,000

$ 3,500,000

Series 1995 D, 0.23%, VRDN (a)

22,000,000

22,000,000

Series 1995 E, 0.26%, VRDN (a)

10,000,000

10,000,000

Decatur Indl. Dev. Board Solid Waste Disp. Rev. (Amoco Chemical Co. Proj.) Series 1995, 0.24% (BP PLC Guaranteed), VRDN (a)(b)

6,300,000

6,300,000

Mobile Indl. Dev. Board Exempt Facilities Rev. Series 1997, 0.3% (Kimberly-Clark Corp. Guaranteed), VRDN (a)

2,150,000

2,150,000

Mobile Indl. Dev. Board Rev. (Alabama Pwr. Theodore Plant Proj.) Series A, 0.24%, VRDN (a)(b)

10,000,000

10,000,000

Walker County Econ. & Indl. Dev. Auth. Solid Waste Disp. Rev. (Alabama Pwr. Co. Plant Gorgas Proj.) Series 2007, 0.24%, VRDN (a)(b)

19,000,000

19,000,000

 

72,950,000

Alaska - 0.2%

Valdez Marine Term. Rev. (ConocoPhillips Proj.):

Series 1994 B, 0.26% (ConocoPhillips Guaranteed), VRDN (a)

2,000,000

2,000,000

Series 1994 C, 0.4% (ConocoPhillips Guaranteed), VRDN (a)

5,000,000

5,000,000

 

7,000,000

Arizona - 0.2%

Arizona Health Facilities Auth. Rev. (Banner Health Sys. Proj.):

Series 2008 B, 0.26%, LOC Bank of Nova Scotia, New York Agcy., VRDN (a)

2,000,000

2,000,000

Series 2008 E, 0.31%, LOC Landesbank Baden-Wuert, VRDN (a)

3,770,000

3,770,000

Maricopa County Indl. Dev. Auth. Multi-family Hsg. Rev. (Glenn Oaks Apts. Proj.) Series 2001, 0.34%, LOC Fannie Mae, VRDN (a)(b)

4,200,325

4,200,325

Tempe Indl. Dev. Auth. Rev. (ASUF Brickyard Proj.) Series 2004 A, 0.3%, LOC Bank of America NA, VRDN (a)

350,000

350,000

 

10,320,325

Municipal Securities - continued

Principal Amount

Value

Arkansas - 0.1%

Arkansas Dev. Fin. Auth. Multi-family Hsg. Rev. (Kiehl Partners LP Proj.) Series 2004 A, 0.37%, LOC Fannie Mae, VRDN (a)(b)

$ 995,000

$ 995,000

Osceola Solid Waste Disp. Rev. (Plum Point Energy Associates, LLC Proj.) 0.3%, LOC Royal Bank of Scotland PLC, VRDN (a)(b)

5,000,000

5,000,000

 

5,995,000

California - 4.0%

California Gen. Oblig.:

Series 2004 A1, 0.23%, LOC Citibank NA, LOC California Teachers Retirement Sys., VRDN (a)

25,000,000

25,000,000

Series 2004 A2, 0.19%, LOC State Street Bank & Trust Co., Boston, LOC California Teachers Retirement Sys., VRDN (a)

7,750,000

7,750,000

Series 2004 B2, 0.19%, LOC Citibank NA, VRDN (a)

5,430,000

5,430,000

Series 2004 B3, 0.18%, LOC Citibank NA, VRDN (a)

3,400,000

3,400,000

California Infrastructure & Econ. Dev. Bank Rev.:

(California Academy of Sciences Proj.) Series 2008 A, 0.2%, LOC U.S. Bank NA, Minnesota, VRDN (a)

3,750,000

3,750,000

(Pacific Gas and Elec. Co. Proj.) Series 2009 B, 0.21%, LOC Wells Fargo Bank NA, San Francisco, VRDN (a)

1,000,000

1,000,000

California Poll. Cont. Fing. Auth. Ctfs. of Prtn. (Pacific Gas & Elec. Co. Proj.):

Series 1996 C, 0.2%, LOC JPMorgan Chase Bank, VRDN (a)

2,000,000

2,000,000

Series 1996 E, 0.17%, LOC JPMorgan Chase Bank, VRDN (a)

38,800,000

38,800,000

California Poll. Cont. Fing. Auth. Resource Recovery Rev. (Burney Forest Prod. Proj.) 0.26%, LOC Union Bank of California, VRDN (a)(b)

4,900,000

4,900,000

California Statewide Cmntys. Dev. Auth. Multi-family Hsg. Rev.:

(Coventry Place Apts. Proj.) Series 2002 JJ, 0.31%, LOC Fannie Mae, VRDN (a)(b)

5,165,000

5,165,000

(The Crossings at Elk Grove Apts.) Series H, 0.33%, LOC Citibank NA, VRDN (a)(b)

7,950,000

7,950,000

California Statewide Cmntys. Dev. Auth. Rev. (John Muir Med. Ctr. Proj.) Series 2008 C, 0.19%, LOC Wells Fargo Bank NA, VRDN (a)

1,100,000

1,100,000

Contra Costa County Multi-family Hsg. Rev. (Park Regency Proj.) Series 2003 F, 0.26%, LOC Fannie Mae, VRDN (a)(b)

5,000,000

5,000,000

Municipal Securities - continued

Principal Amount

Value

California - continued

Los Angeles Cmnty. Redev. Agcy. Multi-family Hsg. Rev. (Wilshire Station Apts. Proj.) Series 2003 A, 0.26%, LOC Bank of America NA, VRDN (a)(b)

$ 5,000,000

$ 5,000,000

Los Angeles Multi-family Hsg. Rev. (Colonia Corona Apts. Proj.) Series 2004 D, 0.33%, LOC Citibank NA, VRDN (a)(b)

2,800,000

2,800,000

Los Angeles Reg'l. Arpts. Impt. Rev. (Compagne Nationale Air France Int'l. Arpt. Proj.) Series 1991, 0.31%, LOC Societe Generale, VRDN (a)(b)

1,425,000

1,425,000

Menlo Park Cmnty. Dev. Agcy. Tax (Las Pulgas Cmnty. Dev. Proj.) Series 2006, 0.22%, LOC State Street Bank & Trust Co., Boston, VRDN (a)

23,500,000

23,500,000

Orange County Wtr. District Rev. Ctfs. of Prtn. Participating VRDN Series Floaters 3117, 0.2% (Liquidity Facility Morgan Stanley) (a)(c)

2,000,000

2,000,000

Sacramento Hsg. Auth. Multi-family (Phoenix Park II Apts. Proj.) 0.33%, LOC Citibank NA, VRDN (a)(b)

9,200,000

9,200,000

San Francisco City & County Redev. Agcy. Multi-family Hsg. Rev.:

(Antonia Manor Apts. Proj.) Series 2000 E, 0.3%, LOC Citibank NA, VRDN (a)(b)

2,450,000

2,450,000

(Mission Creek Cmnty. Proj.) Series B, 0.33%, LOC Citibank NA, VRDN (a)(b)

7,365,000

7,365,000

San Pablo Redev. Agcy. 0.23%, LOC Union Bank of California, VRDN (a)

3,720,000

3,720,000

 

168,705,000

Colorado - 0.8%

Colorado Edl. & Cultural Facilities Auth. Rev. (YMCA of the Rockies Proj.) 0.23%, LOC Bank of America NA, VRDN (a)

2,400,000

2,400,000

Colorado Health Facilities Auth. Rev. (NCMC, Inc. Proj.):

Series 2008 A, 0.25%, LOC Compass Bank, VRDN (a)

5,200,000

5,200,000

Series 2008 B, 0.25%, LOC Compass Bank, VRDN (a)

16,200,000

16,200,000

Denver Urban Renewal Auth. Tax Increment Rev. Series 2008 A1, 0.25%, LOC U.S. Bank NA, Minnesota, VRDN (a)

7,100,000

7,100,000

Moffat County Poll. Cont. Rev. (PacifiCorp Proj.) Series 1994, 0.29%, LOC Wells Fargo Bank NA, VRDN (a)

1,500,000

1,500,000

Univ. of Colorado Hosp. Auth. Rev. Series 2008 B, 0.25%, LOC Wachovia Bank NA, VRDN (a)

2,900,000

2,900,000

 

35,300,000

Municipal Securities - continued

Principal Amount

Value

Connecticut - 1.2%

Connecticut Health & Edl. Facilities Auth. Rev.:

Participating VRDN Series Putters 2862, 0.22% (Liquidity Facility JPMorgan Chase Bank) (a)(c)

$ 7,735,000

$ 7,735,000

(Masonicare Corp. Proj.) Series C, 0.22%, LOC Wachovia Bank NA, VRDN (a)

17,000,000

17,000,000

Connecticut Hsg. Fin. Auth.:

Series 2008 E, 0.23% (Liquidity Facility Bank of America NA), VRDN (a)(b)

18,230,000

18,230,000

Series 2009 A1, 0.22% (Liquidity Facility JPMorgan Chase Bank), VRDN (a)

7,890,000

7,890,000

 

50,855,000

Delaware - 2.3%

Delaware Econ. Dev. Auth. Indl. Dev. Rev. (Delaware Clean Pwr. Proj.) Series 1997 A, 0.21%, VRDN (a)(b)

70,000,000

70,000,000

Delaware Econ. Dev. Auth. Rev.:

(Delmarva Pwr. & Lt. Co. Proj.):

Series 1993 C, 0.85%, VRDN (a)

5,800,000

5,800,000

Series 1999 B, 0.6%, VRDN (a)(b)

1,100,000

1,100,000

(Peninsula United Methodist Homes, Inc. Proj.) Series A, 0.21%, LOC PNC Bank NA, Pittsburgh, VRDN (a)

19,400,000

19,400,000

 

96,300,000

District Of Columbia - 1.2%

District of Columbia Rev.:

(American Univ. Proj.) Series 2008, 0.23%, LOC Bank of America NA, VRDN (a)

2,500,000

2,500,000

(Howard Univ. Proj.) Series 2006 B, 0.27%, LOC Bank of America NA, VRDN (a)

4,800,000

4,800,000

(Medlantic/Helix Proj.) Series 1998 A Tranche I, 0.19%, LOC Wachovia Bank NA, VRDN (a)

38,150,000

38,150,000

Metropolitan Washington DC Arpts. Auth. Sys. Rev.:

Participating VRDN:

Series DB 505, 0.3% (Liquidity Facility Deutsche Bank AG) (a)(b)(c)

3,380,000

3,380,000

Series Putters 1691, 0.44% (Liquidity Facility JPMorgan Chase Bank) (a)(b)(c)

435,000

435,000

Series 2003 D2, 0.34%, LOC Wachovia Bank NA, VRDN (a)(b)

2,525,000

2,525,000

 

51,790,000

Municipal Securities - continued

Principal Amount

Value

Florida - 2.9%

Broward County Edl. Facilities Auth. Rev. (Nova Southeastern Univ. Proj.) Series 2008 A, 0.23%, LOC Bank of America NA, VRDN (a)

$ 10,000,000

$ 10,000,000

Broward County Wtr. & Swr. Util. Rev. Participating VRDN Series ROC II R 11719, 0.25% (Liquidity Facility Citibank NA) (a)(c)

3,095,000

3,095,000

Coconut Creek Indl. Dev. Rev. (Elite Aluminum Corp. Proj.) Series 2002, 0.45%, LOC Bank of America NA, VRDN (a)(b)

2,570,000

2,570,000

Dade County Indl. Dev. Auth. Rev. (Florida Pwr. & Lt. Co. Proj.) Series 1993, 0.22%, VRDN (a)

6,500,000

6,500,000

Florida Hsg. Fin. Corp. Multi-family Mtg. Rev.:

(Clascona Groves Apts. Proj.) Series A, 0.31%, LOC Citibank NA, VRDN (a)(b)

3,220,000

3,220,000

(Heather Glenn Apts. Proj.) Series 2003 H, 0.33%, LOC Fannie Mae, VRDN (a)(b)

6,860,000

6,860,000

(Pinnacle Pointe Apts. Proj.) Series 2003 N, 0.31%, LOC Citibank NA, VRDN (a)(b)

14,035,000

14,035,000

Florida Hsg. Fin. Corp. Rev.:

Participating VRDN Series Merlots 06 B17, 0.33% (Liquidity Facility Wachovia Bank NA) (a)(b)(c)

6,310,000

6,310,000

(Tuscany Lakes Apts. Proj.) Series 2002 K1, 0.26%, LOC Fannie Mae, VRDN (a)(b)

6,500,000

6,500,000

Florida Muni. Pwr. Agcy. Rev. (All-Requirements Pwr. Supply Proj.) Series 2008 C, 0.23%, LOC Bank of America NA, VRDN (a)

22,200,000

22,200,000

Highlands County Health Facilities Auth. Rev. (Adventist Health Sys./Sunbelt, Inc. Prog.) Series 2005 E, 0.25%, LOC Calyon New York Branch, VRDN (a)

5,000,000

5,000,000

Jacksonville Econ. Dev. Commission Spl. Facility Arpt. Rev. (Holland Sheltair Aviation Group Proj.) Series 2005 A1, 0.45%, LOC Bank of America NA, VRDN (a)(b)

1,000,000

1,000,000

Jacksonville Health Facilities Auth. Hosp. Rev. (Baptist Med. Ctr. Proj.) Series 2003 C, 0.2%, LOC Bank of America NA, VRDN (a)

4,980,000

4,980,000

Jacksonville Poll. Cont. Rev. (Florida Pwr. & Lt. Co. Proj.) Series 1995, 0.25%, VRDN (a)

1,400,000

1,400,000

Martin County Poll. Cont. Rev. (Florida Pwr. & Lt. Co. Proj.) Series 2000, 0.27%, VRDN (a)

3,500,000

3,500,000

Miami-Dade County Indl. Dev. Auth. Rev. (Tarmac America Proj.) Series 2004, 0.45%, LOC Bank of America NA, VRDN (a)(b)

4,100,000

4,100,000

Ocean Hwy. & Port Auth. Rev. Series 1990, 0.4%, LOC Wachovia Bank NA, VRDN (a)(b)

1,400,000

1,400,000

Municipal Securities - continued

Principal Amount

Value

Florida - continued

Orange County Hsg. Fin. Auth. Multi-family Rev.:

(Regal Pointe Apts. Proj.) Series 1997 A, 0.33%, LOC Freddie Mac, VRDN (a)(b)

$ 755,000

$ 755,000

(Wtr. View Club Proj.) Series 1997 D, 0.34%, LOC Fannie Mae, VRDN (a)(b)

2,045,000

2,045,000

Palm Beach County Rev. (Raymond F Kravis Ctr. Proj.) Series 2002, 0.24%, LOC Northern Trust Co., Chicago, VRDN (a)

2,755,000

2,755,000

Saint Johns County Hsg. Fin. Auth. Multifamily Hsg. Rev. (Ponce Hbr. Apts. Proj.) Series 2001 A, 0.32%, LOC Fannie Mae, VRDN (a)(b)

5,985,000

5,985,000

Volusia County Hsg. Fin. Auth. Multi-family Hsg. Rev. (Saxon Trace Apts. Proj.) Series 2003, 0.32%, LOC Fannie Mae, VRDN (a)(b)

9,200,000

9,200,000

 

123,410,000

Georgia - 2.8%

Atlanta Tax Allocation (Westside Proj.) Series 2008, 0.24%, LOC Wachovia Bank NA, VRDN (a)

1,700,000

1,700,000

Atlanta Urban Residential Fin. Auth. Multi-family Hsg. Rev. (Carver Redev. Phase III Proj.) Series 2001, 0.4%, LOC Fannie Mae, VRDN (a)(b)

3,805,000

3,805,000

Bartow County Dev. Auth. Poll. Cont. Rev. (Georgia Pwr. Co. Plant Bowen Proj.):

First Series 2009, 0.21%, VRDN (a)

3,900,000

3,900,000

Second Series 1998, 0.25%, VRDN (a)(b)

15,600,000

15,600,000

Bulloch County Dev. Auth. Indl. Dev. Rev. (Gold Kist, Inc. Proj.) Series 1995, 0.44%, LOC Wachovia Bank NA, VRDN (a)(b)

2,700,000

2,700,000

Burke County Indl. Dev. Auth. Poll. Cont. Rev. (Georgia Pwr. Co. Plant Vogtle Proj.) Eighth Series 1994, 0.25%, VRDN (a)

18,890,000

18,890,000

Cobb County Dev. Auth. Rev. (Presbyterian Village, Austell, Inc. Obligated Group Proj.) Series 2004 B, 0.27%, LOC Branch Banking & Trust Co., VRDN (a)

3,800,000

3,800,000

Floyd County Dev. Auth. Poll. Cont. Rev. (Georgia Pwr. Hammond Proj.) First Series 2008, 0.24%, VRDN (a)(b)

53,000,000

53,000,000

Gainesville & Hall County Hosp. Auth. Rev. (Northeast Georgia Health Sys., Inc. Proj.) Series 2008 B, 0.35%, LOC Landesbank Baden-Wuert, VRDN (a)

10,275,000

10,275,000

Roswell Hsg. Auth. Multi-family Hsg. Rev. (Azalea Park Apts. Proj.) Series 1996, 0.26%, LOC Fannie Mae, VRDN (a)

2,000,000

2,000,000

Savannah Econ. Dev. Auth. Rev. (Home Depot, Inc. Proj.) Series 1995 A, 1.7%, VRDN (a)(b)

1,100,000

1,100,000

 

116,770,000

Municipal Securities - continued

Principal Amount

Value

Illinois - 4.3%

Carol Stream Multi-family Rev. (Saint Charles Square Proj.) Series 1997, 0.32%, LOC Fannie Mae, VRDN (a)(b)

$ 1,415,000

$ 1,415,000

Chicago Gen. Oblig. (Neighborhoods Alive 21 Prog.) Series 2002 B5, 0.2%, LOC Northern Trust Co., Chicago, VRDN (a)

3,450,000

3,450,000

Chicago O'Hare Int'l. Arpt. Spl. Facilities Rev. (O'Hare Tech Ctr. II LLC Proj.) Series 2002, 0.45%, LOC Bank of America NA, VRDN (a)(b)

2,600,000

2,600,000

Chicago Wastewtr. Transmission Rev.:

Series 2008 C1, 0.19%, LOC Harris NA, VRDN (a)

33,700,000

33,700,000

Series 2008 C2, 0.19%, LOC Bank of America NA, VRDN (a)

4,800,000

4,800,000

Series 2008 C3, 0.19%, LOC Northern Trust Co., Chicago, VRDN (a)

8,800,000

8,800,000

Chicago Wtr. Rev. Series 2004 A2, 0.27%, LOC California Pub. Employees' Retirement Sys., VRDN (a)

5,365,000

5,365,000

Illinois Dev. Fin. Auth. Solid Waste Disp. Rev. (Waste Mgmt., Inc. Proj.) 0.32%, LOC JPMorgan Chase Bank, VRDN (a)(b)

5,000,000

5,000,000

Illinois Fin. Auth. Rev.:

(The Univ. of Chicago Med. Ctr. Proj.) Series 2009 B1, 0.19%, LOC Bank of Montreal, VRDN (a)

7,500,000

7,500,000

(Univ. of Chicago Med. Ctr. Proj.) Series 2009 E1, 0.19%, LOC JPMorgan Chase Bank, VRDN (a)

3,510,000

3,510,000

Illinois Fin. Auth. Solid Waste Rev. (Air Products & Chemicals, Inc. Proj.) Series 2005, 0.25%, VRDN (a)(b)

8,900,000

8,900,000

Illinois Health Facilities Auth. Rev.:

(Memorial Health Sys. Proj.) Series 2003, 0.24%, LOC JPMorgan Chase Bank, VRDN (a)

10,000,000

10,000,000

(OSF Healthcare Sys. Proj.) Series 2001, 0.24%, LOC JPMorgan Chase Bank, VRDN (a)

29,195,000

29,195,000

(Swedish Covenant Hosp. Proj.) Series 2003 A, 0.31%, LOC Bank of America NA, VRDN (a)

2,095,000

2,095,000

Quincy Hosp. Rev. (Blessing Hosp. Proj.) Series 2004, 0.3%, LOC JPMorgan Chase Bank, VRDN (a)

5,890,000

5,890,000

Romeoville Gen. Oblig. Rev. (Lewis Univ. Proj.) Series 2006, 0.24%, LOC JPMorgan Chase Bank, VRDN (a)

5,600,000

5,600,000

Will County Envir. Facilities Rev. (ExxonMobil Corp. Proj.) Series 2001, 0.21% (Exxon Mobil Corp. Guaranteed), VRDN (a)(b)

9,585,000

9,585,000

Will County Exempt Facilities Rev.:

(Amoco Chemical Co. Proj.) Series 1998 A, 0.24% (BP PLC Guaranteed), VRDN (a)(b)

12,700,000

12,700,000

(BP Amoco Chemical Co. Proj.):

Series 2000, 0.24% (BP PLC Guaranteed), VRDN (a)(b)

4,900,000

4,900,000

Municipal Securities - continued

Principal Amount

Value

Illinois - continued

Will County Exempt Facilities Rev.: - continued

(BP Amoco Chemical Co. Proj.):

Series 2001, 0.24% (BP PLC Guaranteed), VRDN (a)(b)

$ 4,200,000

$ 4,200,000

Series 2002, 0.24% (BP PLC Guaranteed), VRDN (a)(b)

3,300,000

3,300,000

Series 2003, 0.24% (BP PLC Guaranteed), VRDN (a)(b)

8,100,000

8,100,000

 

180,605,000

Indiana - 3.5%

Indiana Dev. Fin. Auth. Envir. Rev. (Duke Energy Indiana, Inc. Proj.):

Series 2009 A1, 0.4%, LOC Bank of America NA, VRDN (a)(b)

12,000,000

12,000,000

Series 2009 A5, 0.2%, LOC Bank of America NA, VRDN (a)

5,000,000

5,000,000

Indiana Dev. Fin. Auth. Indl. Dev. Rev. (Republic Svcs., Inc. Proj.) Series 2001, 0.27%, LOC JPMorgan Chase Bank, VRDN (a)(b)

7,100,000

7,100,000

Indiana Fin. Auth. Hosp. Rev. (Floyd Memorial Hosp. and Health Svcs. Proj.) Series 2008, 0.23%, LOC Branch Banking & Trust Co., VRDN (a)

4,420,000

4,420,000

Indiana Fin. Auth. Rev. (Columbus Reg'l. Hosp. Proj.) Series 2009 A, 0.24%, LOC Nat'l. City Bank Cleveland, VRDN (a)

7,000,000

7,000,000

Indiana Health Facility Fing. Auth. Rev. (Fayette Memorial Hosp. Assoc. Proj.) Series B, 0.22%, LOC U.S. Bank NA, Minnesota, VRDN (a)

2,865,000

2,865,000

Indiana Hsg. & Cmnty. Dev. Auth.:

Series 2005 B3, 0.22% (Liquidity Facility JPMorgan Chase Bank), VRDN (a)(b)

32,000,000

32,000,000

Series 2005 C3, 0.26% (Liquidity Facility JPMorgan Chase Bank), VRDN (a)(b)

32,000,000

32,000,000

Series 2006 A2, 0.23% (Liquidity Facility JPMorgan Chase Bank), VRDN (a)(b)

15,000,000

15,000,000

Whiting Envir. Facilities Rev. (BP PLC Proj.):

Series 2002 B, 0.24% (BP PLC Guaranteed), VRDN (a)(b)

3,000,000

3,000,000

Series 2002 C, 0.24% (BP PLC Guaranteed), VRDN (a)(b)

6,400,000

6,400,000

Series 2003, 0.24% (BP PLC Guaranteed), VRDN (a)(b)

5,800,000

5,800,000

Whiting Indl. Swr. & Solid Waste Disp. Rev.:

(Amoco Oil Co. Proj.) 0.24% (BP PLC Guaranteed), VRDN (a)(b)

2,700,000

2,700,000

(BP Amoco Oil Co. Proj.) Series 1999, 0.24% (BP PLC Guaranteed), VRDN (a)(b)

9,940,000

9,940,000

 

145,225,000

Iowa - 1.6%

Grinnell Hosp. Rev. (Grinnell Reg'l. Med. Ctr. Proj.) Series 2001, 0.22%, LOC U.S. Bank NA, Minnesota, VRDN (a)

3,935,000

3,935,000

Municipal Securities - continued

Principal Amount

Value

Iowa - continued

Iowa Fin. Auth. Series 2003 F, 0.3% (Liquidity Facility Wells Fargo Bank NA), VRDN (a)(b)

$ 1,200,000

$ 1,200,000

Iowa Fin. Auth. Health Facilities Rev. (Iowa Health Sys. Proj.):

Series 2009 A, 0.19%, LOC JPMorgan Chase Bank, VRDN (a)

2,500,000

2,500,000

Series 2009 B, 0.19%, LOC JPMorgan Chase Bank, VRDN (a)

8,220,000

8,220,000

Series 2009 C, 0.2%, LOC Wells Fargo Bank NA, VRDN (a)

8,750,000

8,750,000

Iowa Fin. Auth. Private College Rev. (Morningside College Proj.) 0.22%, LOC U.S. Bank NA, Minnesota, VRDN (a)

2,560,000

2,560,000

Iowa Fin. Auth. Rev. (Museum of Art Foundation Proj.) Series 2003, 0.22%, LOC U.S. Bank NA, Minnesota, VRDN (a)

28,620,000

28,620,000

Iowa Fin. Auth. Solid Disp. Waste Rev. (MidAmerican Energy Proj.) Series 2008 A, 0.5%, VRDN (a)(b)

12,000,000

12,000,000

Iowa Higher Ed. Ln. Auth. Rev. (Saint Ambrose Univ. Proj.) 0.23%, LOC Northern Trust Co., Chicago, VRDN (a)

1,100,000

1,100,000

 

68,885,000

Kansas - 1.5%

Chanute Indl. Dev. Rev. (Ash Grove Cement Co. Proj.) Series 2002, 0.47%, LOC Bank of America NA, VRDN (a)(b)

6,900,000

6,900,000

Olathe Health Facilities Rev. (Olathe Med. Ctr. Proj.) Series 2008 C, 0.23%, LOC Bank of America NA, VRDN (a)

35,715,000

35,715,000

Univ. of Kansas Hosp. Auth. Health Facilities Rev. (KU Health Sys. Proj.) Series 2004, 0.22%, LOC U.S. Bank NA, Minnesota, VRDN (a)

18,360,000

18,360,000

 

60,975,000

Kentucky - 1.7%

Carroll County Envir. Facilities Rev.:

(Kentucky Utils. Co. Proj.):

Series 2006 B, 0.38%, LOC Commerzbank AG, VRDN (a)(b)

2,600,000

2,600,000

Series 2008 A, 0.4%, LOC Commerzbank AG, VRDN (a)(b)

3,200,000

3,200,000

Series 2004 A, 0.36%, LOC Commerzbank AG, VRDN (a)(b)

11,500,000

11,500,000

Carroll County Solid Waste Disp. Rev. (North American Stainless LP Proj.) Series 2000, 0.4%, LOC Banco Bilbao Vizcaya Argentaria SA, VRDN (a)(b)

9,570,000

9,570,000

Daviess County Exempt Facilities Rev. (Kimberly-Clark Tissue Co. Proj.) Series 1999, 0.4% (Kimberly-Clark Corp. Guaranteed), VRDN (a)(b)

3,000,000

3,000,000

Municipal Securities - continued

Principal Amount

Value

Kentucky - continued

Daviess County Solid Waste Disp. Facilities Rev. (Scott Paper Co. Proj.):

Series 1993 A, 0.4% (Kimberly-Clark Corp. Guaranteed), VRDN (a)(b)

$ 2,750,000

$ 2,750,000

Series 1993 B, 0.4% (Kimberly-Clark Corp. Guaranteed), VRDN (a)(b)

2,300,000

2,300,000

Elizabethtown Indl. Bldg. Rev. (Altec Industries, Inc. Proj.) Series 1997, 0.35%, LOC Wachovia Bank NA, VRDN (a)(b)

3,000,000

3,000,000

Kentucky Econ. Dev. Fin. Auth. Hosp. Rev. (Baptist Healthcare Sys. Proj.) Series 2009 B1, 0.22%, LOC JPMorgan Chase Bank, VRDN (a)

3,000,000

3,000,000

Kentucky Econ. Dev. Fin. Auth. Indl. Bldg. Rev. (Republic Svcs., Inc. Proj.) Series 2000, 0.3%, LOC Bank of America NA, VRDN (a)(b)

2,920,000

2,920,000

Kentucky Hsg. Corp. Hsg. Rev. Participating VRDN Series Clipper 05 35, 0.39% (Liquidity Facility State Street Bank & Trust Co., Boston) (a)(b)(c)

2,890,000

2,890,000

Lexington-Fayette Urban County Arpt. Rev.:

Series 2008 B, 0.19%, LOC JPMorgan Chase Bank, VRDN (a)

1,200,000

1,200,000

Series 2009 B, 0.19%, LOC JPMorgan Chase Bank, VRDN (a)

4,105,000

4,105,000

Louisville & Jefferson County Reg'l. Arpt. Auth. Spl. Facilities Rev. (UPS Worldwide Forwarding, Inc. Proj.):

Series 1999 A, 0.22% (United Parcel Svc. of America Guaranteed), VRDN (a)(b)

4,800,000

4,800,000

Series 1999 B, 0.27% (United Parcel Svc. of America Guaranteed), VRDN (a)(b)

4,500,000

4,500,000

Series 1999 C, 0.21% (United Parcel Svc. of America Guaranteed), VRDN (a)(b)

11,300,000

11,300,000

 

72,635,000

Louisiana - 2.4%

Lake Charles Hbr. & Term. District Dock & Wharf Rev. (Conoco, Inc. Proj.) Series 2000, 0.4%, VRDN (a)(b)

900,000

900,000

Louisiana Hsg. Fin. Agcy. Rev. (Canterbury House Apts. Proj.) Series 2007, 1.75%, LOC Citizens Bank of Pennsylvania, VRDN (a)

5,000,000

5,000,000

Louisiana Pub. Facilities Auth. Hosp. Rev. (Franciscan Missionaries of Our Lady Health Sys. Proj.) Series 2005 D, 0.24%, LOC JPMorgan Chase Bank, VRDN (a)

5,700,000

5,700,000

Louisiana Pub. Facilities Auth. Rev. (Air Products & Chemicals, Inc. Proj.) Series 2004, 0.36%, VRDN (a)(b)

6,250,000

6,250,000

Municipal Securities - continued

Principal Amount

Value

Louisiana - continued

Plaquemines Parish Envir. Rev. (BP Exploration & Oil, Inc. Proj.) Series 1994, 0.24% (BP PLC Guaranteed), VRDN (a)(b)

$ 7,000,000

$ 7,000,000

Saint Charles Parish Poll. Cont. Rev.:

(Shell Oil Co. Proj.):

Series 1992 A, 0.25%, VRDN (a)(b)

28,000,000

28,000,000

Series 1992 B, 0.2%, VRDN (a)

4,900,000

4,900,000

(Shell Oil Co.-Norco Proj.):

Series 1991, 0.29%, VRDN (a)(b)

26,400,000

26,400,000

Series 1993, 0.25%, VRDN (a)(b)

15,000,000

15,000,000

 

99,150,000

Maine - 0.3%

Maine Health & Higher Ed. Facilities Auth. Rev. Series 2008 A, 0.23%, LOC KBC Bank NV, VRDN (a)

10,840,000

10,840,000

Maryland - 1.1%

Gaithersburg Econ. Dev. Rev. Board (Asbury Proj.) Series 2006 B, 0.29%, LOC KBC Bank NV, VRDN (a)

2,000,000

2,000,000

Maryland Econ. Dev. Auth. Rev.:

(Associated Projs.) Series A, 0.3%, LOC Bank of America NA, VRDN (a)

2,970,000

2,970,000

(United States Pharmacopeial Convention, Inc. Proj.):

Series 2008 A, 0.23%, LOC Bank of America NA, VRDN (a)

4,000,000

4,000,000

Series 2008 B, 0.23%, LOC Bank of America NA, VRDN (a)

9,100,000

9,100,000

Maryland Econ. Dev. Corp. Rev. (Howard Hughes Med. Institute Proj.) Series 2008 B, 0.23%, VRDN (a)

8,900,000

8,900,000

Maryland Health & Higher Edl. Facilities Auth. Rev. (Upper Chesapeake Hosp. Proj.) Series 2008 A, 0.24%, LOC Bank of America NA, VRDN (a)

4,805,000

4,805,000

Maryland Trans. Auth. Trans. Facility Projects Rev. Participating VRDN Series ROC II R 11437, 0.27% (Liquidity Facility Citibank NA) (a)(c)

3,000,000

3,000,000

Montgomery County Gen. Oblig. Series 2006 B, 0.19% (Liquidity Facility Dexia Cr. Local de France), VRDN (a)

9,500,000

9,500,000

 

44,275,000

Massachusetts - 1.5%

Boston Wtr. & Swr. Commission Rev. Series 1994 A, 0.25%, LOC State Street Bank & Trust Co., Boston, VRDN (a)

1,000,000

1,000,000

Massachusetts Dev. Fin. Agcy. Rev. (Boston Univ. Proj.) Series U6A, 0.21%, LOC Bank of America NA, VRDN (a)

2,900,000

2,900,000

Municipal Securities - continued

Principal Amount

Value

Massachusetts - continued

Massachusetts Gen. Oblig. (Central Artery Proj.):

Series 2000 A, 0.25% (Liquidity Facility Landesbank Baden-Wuert), VRDN (a)

$ 16,600,000

$ 16,600,000

Series 2000 B, 0.21% (Liquidity Facility State Street Bank & Trust Co., Boston), VRDN (a)

3,000,000

3,000,000

Massachusetts Health & Edl. Facilities Auth. Rev.:

(Northeastern Univ. Proj.) Series 2008 Q, 0.21%, LOC Bank of America NA, VRDN (a)

4,000,000

4,000,000

(Partners HealthCare Sys., Inc. Proj.):

Series D1, 0.15%, VRDN (a)

7,170,000

7,170,000

Series D5, 0.15%, VRDN (a)

3,260,000

3,260,000

Series D6, 0.15%, VRDN (a)

3,400,000

3,400,000

(Wellesley College Proj.) Series 2008 I, 0.17%, VRDN (a)

14,555,000

14,555,000

Massachusetts Wtr. Resources Auth. Wtr. & Swr. Rev. Series 2008 C, 0.32% (Liquidity Facility Bayerische Landesbank), VRDN (a)

7,365,000

7,365,000

 

63,250,000

Michigan - 0.4%

Eastern Michigan Univ. Revs. Series 2009 B, 0.24%, LOC JPMorgan Chase Bank, VRDN (a)

2,000,000

2,000,000

Michigan Hosp. Fin. Auth. Rev. (Henry Ford Health Sys. Proj.) Series 2006 C, 0.58%, LOC RBS Citizens NA, VRDN (a)

2,500,000

2,500,000

Wayne County Arpt. Auth. Rev.:

(Detroit Metropolitan Wayne County Arpt. Proj.) Series 2008 B, 0.35%, LOC Landesbank Baden-Wuert, VRDN (a)(b)

10,220,000

10,220,000

Series 2008 E, 0.4%, LOC JPMorgan Chase Bank, VRDN (a)(b)

2,100,000

2,100,000

 

16,820,000

Minnesota - 1.6%

Ctr. City Health Care Facilities (Hazelden Foundation Proj.) Series 2005, 0.22%, LOC Bank of New York, New York, VRDN (a)

3,800,000

3,800,000

Dakota County Cmnty. Dev. Agcy. Multi-family Hsg. Rev. (Regatta Commons Proj.) Series A, 0.37%, LOC Bank of America NA, VRDN (a)(b)

25,155,000

25,155,000

Plymouth Multifamily Hsg. Rev. (Hbr. Lane Apts. Proj.) Series 2003, 0.36%, LOC Fannie Mae, VRDN (a)(b)

1,650,000

1,650,000

Robbinsdale Gen. Oblig. (North Memorial Health Care Proj.):

Series 2008 A2, 0.22%, LOC Wells Fargo Bank NA, VRDN (a)

29,000,000

29,000,000

Municipal Securities - continued

Principal Amount

Value

Minnesota - continued

Robbinsdale Gen. Oblig. (North Memorial Health Care Proj.): - continued

Series 2008 A4, 0.17%, LOC Wells Fargo Bank NA, VRDN (a)

$ 6,770,000

$ 6,770,000

Saint Paul Port Auth. Multifamily Hsg. Rev. (Bigos-Sibley Proj.) Series 2004 1, 0.26%, LOC Freddie Mac, VRDN (a)

2,610,000

2,610,000

 

68,985,000

Mississippi - 0.6%

Jackson County Indl. Sewage Facilities Rev. (Chevron U.S.A, Inc. Proj.) Series 1994, 0.29%, VRDN (a)(b)

18,100,000

18,100,000

Mississippi Bus. Fin. Corp. Solid Waste Disp. Rev. (Waste Mgmt., Inc. Proj.) 0.4%, LOC Bank of America NA, VRDN (a)(b)

1,000,000

1,000,000

Mississippi Dev. Bank Spl. Oblig. (East Mississippi Correctional Facility Proj.) Series 2008 B, 0.3%, LOC Bank of America NA, VRDN (a)

3,860,000

3,860,000

 

22,960,000

Missouri - 2.6%

Curators of the Univ. of Missouri Sys. Facilities Rev. Series 2006 B, 0.26%, VRDN (a)

6,500,000

6,500,000

Kansas City Indl. Dev. Auth. Multi-family Hsg. Rev. (Orchards Apts. Proj.) Series 2004, 0.45%, LOC Bank of America NA, VRDN (a)(b)

10,000,000

10,000,000

Missouri Dev. Fin. Board Lease Rev. (Missouri Assoc. of Muni. Utils. Proj.) 0.22%, LOC U.S. Bank NA, Minnesota, VRDN (a)

15,185,000

15,185,000

Missouri Health & Edl. Facilities Auth. Health Facilities Rev.:

(Bethesda Health Group Proj.) Series 2001 A, 0.22%, LOC U.S. Bank NA, Minnesota, VRDN (a)

29,815,000

29,815,000

(BJC Health Sys. Proj.) Series 2005 B, 0.19% (Liquidity Facility Bank of Nova Scotia, New York Agcy.) (Liquidity Facility JPMorgan Chase Bank), VRDN (a)

38,640,000

38,640,000

Missouri Higher Ed. Ln. Auth. Student Ln. Rev. Series 2008 A2, 0.39%, LOC Bank of America NA, VRDN (a)(b)

2,200,000

2,200,000

Saint Louis Indl. Dev. Auth. Elderly Hsg. Rev. (Homer G. Phillips Historic Restoration Proj.):

Series 2001 A, 0.42%, LOC Bank of America NA, VRDN (a)(b)

4,305,000

4,305,000

Series 2001 B, 0.42%, LOC Bank of America NA, VRDN (a)(b)

1,500,000

1,500,000

 

108,145,000

Municipal Securities - continued

Principal Amount

Value

Montana - 0.5%

Forsyth Poll. Cont. Rev. (Avista Corp. Colstrip Proj.) Series 2008, 0.25%, LOC Bank of America NA, VRDN (a)(b)

$ 15,500,000

$ 15,500,000

Helena Higher Ed. Rev. (Carroll College Campus Hsg. Proj.) 0.22%, LOC U.S. Bank NA, Minnesota, VRDN (a)

5,900,000

5,900,000

 

21,400,000

Nebraska - 0.6%

Central Plains Energy Proj. Rev. (Nebraska Gas Proj.) Series 2009, 0.25% (Liquidity Facility Royal Bank of Canada), VRDN (a)

7,300,000

7,300,000

Douglas County Solid Waste Disp. Rev. (Waste Mgmt., Inc. Proj.) Series A, 0.42%, LOC Bank of America NA, VRDN (a)(b)

1,000,000

1,000,000

Nebraska Edl. Fin. Auth. Rev. (Creighton Univ. Proj.) Series 2008, 0.19%, LOC JPMorgan Chase Bank, VRDN (a)

7,400,000

7,400,000

Nebraska Invt. Fin. Auth. Single Family Hsg. Rev.:

Series 2001 C, 0.4% (Liquidity Facility Fed. Home Ln. Bank Topeka), VRDN (a)(b)

1,030,000

1,030,000

Series 2002 C, 0.4% (Liquidity Facility Fed. Home Ln. Bank Topeka), VRDN (a)(b)

1,220,000

1,220,000

Series 2007 B, 0.4% (Liquidity Facility Fed. Home Ln. Bank Topeka), VRDN (a)(b)

1,105,000

1,105,000

Stanton County Indl. Dev. Rev. (Nucor Corp. Proj.) Series 1996, 0.38%, VRDN (a)(b)

2,200,000

2,200,000

Washington County Indl. Dev. Rev. (Cargill Dow Polymers LLC Proj.) Series 2000, 0.28% (Cargill, Inc. Guaranteed) (Dow Chemical Co. Guaranteed), LOC Wachovia Bank NA, VRDN (a)(b)

4,600,000

4,600,000

 

25,855,000

Nevada - 1.3%

Clark County Arpt. Rev.:

Series 2008 C1, 0.35%, LOC Bayerische Landesbank, VRDN (a)(b)

2,400,000

2,400,000

Series 2008 C3, 0.35%, LOC Landesbank Baden-Wuert, VRDN (a)(b)

6,800,000

6,800,000

Series 2008 D1, 0.35%, LOC Landesbank Baden-Wuert, VRDN (a)

12,000,000

12,000,000

Series 2008 D2, 0.35%, LOC Landesbank Baden-Wuert, VRDN (a)

3,800,000

3,800,000

Municipal Securities - continued

Principal Amount

Value

Nevada - continued

Clark County Indl. Dev. Rev. (Southwest Gas Corp. Proj.) Series 2003 A, 0.4%, LOC Bank of America NA, VRDN (a)(b)

$ 4,900,000

$ 4,900,000

Truckee Meadows Wtr. Auth. Wtr. Rev. Participating VRDN Series SGA 01 137, 0.22% (Liquidity Facility Societe Generale) (a)(c)

24,755,000

24,755,000

 

54,655,000

New Hampshire - 0.4%

New Hampshire Bus. Fin. Auth. Rev. (Alice Peck Day Health Systems Obligated Group Proj.) Series 2008, 0.2%, LOC TD Banknorth, NA, VRDN (a)

6,740,000

6,740,000

New Hampshire Health & Ed. Facilities Auth. Rev.:

Participating VRDN Series MS 3051, 0.25% (Liquidity Facility Morgan Stanley) (a)(c)

8,000,000

8,000,000

(Univ. Sys. of New Hampshire Proj.) Series 2005 A2, 0.19%, VRDN (a)

1,475,000

1,475,000

 

16,215,000

New Jersey - 0.5%

New Jersey Econ. Dev. Auth. Gas Facilities Rev. (Pivotal Util. Hldgs., Inc. Proj.) Series 2007, 0.15%, LOC Wells Fargo Bank NA, VRDN (a)(b)

7,800,000

7,800,000

New Jersey Econ. Dev. Auth. School Rev. Series 2006 R1, 0.18%, LOC Bank of Nova Scotia, New York Agcy., LOC Lloyds TSB Bank PLC, VRDN (a)

2,100,000

2,100,000

New Jersey Health Care Facilities Fing. Auth. Rev. (Virtua Health Proj.):

Series 2009 B, 0.15%, LOC JPMorgan Chase Bank, VRDN (a)

6,300,000

6,300,000

Series 2009 C, 0.19%, LOC JPMorgan Chase Bank, VRDN (a)

3,000,000

3,000,000

 

19,200,000

New Mexico - 1.5%

Farmington Poll. Cont. Rev. (Arizona Pub. Svc. Co. Four Corners Proj.):

Series 1994 B, 0.2%, LOC Barclays Bank PLC, VRDN (a)

28,555,000

28,555,000

Series 1994 C, 0.24%, LOC Barclays Bank PLC, VRDN (a)(b)

18,500,000

18,500,000

New Mexico Edl. Assistance Foundation:

Series 2008 A2, 0.32%, LOC Royal Bank of Canada, VRDN (a)(b)

3,000,000

3,000,000

Series 2008 A3, 0.32%, LOC Lloyds TSB Bank PLC, VRDN (a)(b)

4,700,000

4,700,000

Municipal Securities - continued

Principal Amount

Value

New Mexico - continued

New Mexico Edl. Assistance Foundation: - continued

Series 2009 A, 0.32%, LOC Royal Bank of Canada, VRDN (a)(b)

$ 1,000,000

$ 1,000,000

New Mexico Muni. Energy Acquisition Auth. Gas Supply Rev. Series 2009, 0.27% (Liquidity Facility Royal Bank of Canada), VRDN (a)

7,300,000

7,300,000

 

63,055,000

New York - 10.0%

Long Island Pwr. Auth. Elec. Sys. Rev. Series 2001 1B, 0.21%, LOC State Street Bank & Trust Co., Boston, VRDN (a)

29,100,000

29,100,000

New York City Gen. Oblig.:

Series 1994 A7, 0.21%, LOC JPMorgan Chase Bank, VRDN (a)

11,400,000

11,400,000

Series 1994 E5:

0.21%, LOC JPMorgan Chase Bank, VRDN (a)

4,200,000

4,200,000

0.21%, LOC JPMorgan Chase Bank, VRDN (a)

2,300,000

2,300,000

Series 2004 H1, 0.21%, LOC Bank of New York, New York, VRDN (a)

27,320,000

27,320,000

Series 2004 H7, 0.22%, LOC KBC Bank NV, VRDN (a)

7,950,000

7,950,000

Series 2006 I5, 0.24%, LOC California Pub. Employees' Retirement Sys., VRDN (a)

25,160,000

25,160,000

Series 2006 I8, 0.22%, LOC Bank of America NA, VRDN (a)

8,000,000

8,000,000

Series 2008 J5, 0.22% (Liquidity Facility Dexia Cr. Local de France), VRDN (a)

12,300,000

12,300,000

Series I6, 0.24%, LOC California Teachers Retirement Sys., VRDN (a)

3,330,000

3,330,000

Subseries B3, 0.21%, LOC JPMorgan Chase Bank, VRDN (a)

1,400,000

1,400,000

New York City Hsg. Dev. Corp. Multi-family Mtg. Rev.:

(Brookhaven Apts. Proj.) Series A, 0.3%, LOC Citibank NA, VRDN (a)(b)

3,500,000

3,500,000

(First Avenue Dev. Proj.) Series 2002 A, 0.3%, LOC Fannie Mae, VRDN (a)(b)

1,795,000

1,795,000

New York City Hsg. Dev. Corp. Multi-family Rental Hsg. Rev.:

(Rivereast Apts. Proj.) Series A, 0.27%, LOC Freddie Mac, VRDN (a)(b)

4,000,000

4,000,000

(Sierra Dev. Proj.) Series A, 0.3%, LOC Fannie Mae, VRDN (a)(b)

1,935,000

1,935,000

Series 2001 A, 0.3%, LOC Fannie Mae, VRDN (a)(b)

3,500,000

3,500,000

Municipal Securities - continued

Principal Amount

Value

New York - continued

New York City Muni. Wtr. Fin. Auth. Wtr. & Swr. Sys. Rev.:

Participating VRDN:

Series PT 3992, 0.24% (Liquidity Facility Wells Fargo & Co.) (a)(c)

$ 8,995,000

$ 8,995,000

Series Putters 3231Z, 0.22% (Liquidity Facility JPMorgan Chase Bank) (a)(c)

6,175,000

6,175,000

Series Putters 3484, 0.22% (Liquidity Facility JPMorgan Chase Bank) (a)(c)

12,120,000

12,120,000

Series 2000 C, 0.24% (Liquidity Facility Dexia Cr. Local de France), VRDN (a)

18,500,000

18,500,000

Series 2006 AA1, 0.22% (Liquidity Facility California Teachers Retirement Sys.) (Liquidity Facility State Street Bank & Trust Co., Boston), VRDN (a)

21,290,000

21,290,000

Series 2008 BB3, 0.2% (Liquidity Facility Fortis Banque SA), VRDN (a)

38,500,000

38,500,000

New York City Transitional Fin. Auth. Rev.:

Participating VRDN Series Putters 3545, 0.22% (Liquidity Facility JPMorgan Chase Bank) (a)(c)

7,800,000

7,800,000

Series 2003 1D, 0.21% (Liquidity Facility Landesbank Hessen-Thuringen), VRDN (a)

1,400,000

1,400,000

Series 2003 2A, 0.21% (Liquidity Facility Dexia Cr. Local de France), VRDN (a)

15,550,000

15,550,000

New York Dorm. Auth. Revs.:

Participating VRDN:

Series EGL 07 0002, 0.25% (Liquidity Facility Citibank NA) (a)(c)

12,000,000

12,000,000

Series EGL 07 0066, 0.25% (Liquidity Facility Citibank NA) (a)(c)

15,000,000

15,000,000

Series ROC II R 11535, 0.25% (Liquidity Facility Citibank NA) (a)(c)

1,140,000

1,140,000

(Univ. of Rochester Proj.) Series 2003 B, 0.21%, LOC HSBC Bank USA, NA, VRDN (a)

2,300,000

2,300,000

New York Hsg. Fin. Agcy. Personal Income Tax Rev. Participating VRDN Series ROC II R 11140, 0.25% (Liquidity Facility Citibank NA) (a)(c)

9,615,000

9,615,000

New York Hsg. Fin. Agcy. Rev.:

(1500 Lexington Avenue Proj.) Series 2004 A, 0.28%, LOC Fannie Mae, VRDN (a)(b)

2,000,000

2,000,000

(350 West 43rd Street Hsg. Proj.) Series 2002 A, 0.33%, LOC Landesbank Hessen-Thuringen, VRDN (a)(b)

5,000,000

5,000,000

(55 West 25th Street Hsg. Proj.) Series 2005 A, 0.3%, LOC Fannie Mae, VRDN (a)(b)

2,000,000

2,000,000

(600 West 42nd Street Hsg. Proj.) Series 2007 A, 0.25%, LOC Bank of New York, New York, VRDN (a)(b)

45,000,000

45,000,000

Municipal Securities - continued

Principal Amount

Value

New York - continued

New York Hsg. Fin. Agcy. Rev.: - continued

(900 Eighth Avenue Hsg. Proj.) Series 2002 A, 0.27%, LOC Fannie Mae, VRDN (a)(b)

$ 6,400,000

$ 6,400,000

(Avalon Chrystie Place I Hsg. Proj.) Series 2004 A, 0.27%, LOC Freddie Mac, VRDN (a)(b)

1,400,000

1,400,000

(Kew Garden Hills Apts. Hsg. Proj.) Series 2003 A, 0.3%, LOC Fannie Mae, VRDN (a)(b)

21,800,000

21,800,000

(West 20th Street Proj.) Series A:

0.27%, LOC Fannie Mae, VRDN (a)(b)

2,975,000

2,975,000

0.27%, LOC Fannie Mae, VRDN (a)(b)

4,600,000

4,600,000

(West 33rd Street Hsg. Proj.) Series A, 0.3%, LOC Fannie Mae, VRDN (a)(b)

1,000,000

1,000,000

New York Metropolitan Trans. Auth. Rev.:

Series 2005 E2, 0.23%, LOC Fortis Banque SA, VRDN (a)

2,800,000

2,800,000

Series 2005 G2, 0.24%, LOC BNP Paribas SA, VRDN (a)

4,000,000

4,000,000

 

416,550,000

North Carolina - 2.8%

Charlotte Gen. Oblig. Series 2007, 0.26% (Liquidity Facility KBC Bank NV), VRDN (a)

935,000

935,000

Charlotte Wtr. & Swr. Sys. Rev.:

Series 2002 B, 0.24% (Liquidity Facility Wachovia Bank NA), VRDN (a)

1,700,000

1,700,000

Series 2006 B, 0.24% (Liquidity Facility Wachovia Bank NA), VRDN (a)

1,950,000

1,950,000

Charlotte-Mecklenburg Hosp. Auth. Health Care Sys. Rev. Series 2007 H, 0.17%, LOC Wachovia Bank NA, VRDN (a)

33,650,000

33,650,000

Greensboro Combined Enterprise Sys. Rev. Series 2005 B, 0.3% (Liquidity Facility Bank of America NA), VRDN (a)

900,000

900,000

North Carolina Cap. Facilities Fin. Agcy. Rev.:

Participating VRDN:

Series EGL 7050060, 0.25% (Liquidity Facility Citibank NA) (a)(c)

23,150,000

23,150,000

Series Putters 3248, 0.22% (Liquidity Facility JPMorgan Chase Bank) (a)(c)

13,830,000

13,830,000

(Goodwill Cmnty. Proj.) Series 2002, 0.3%, LOC Bank of America NA, VRDN (a)

1,615,000

1,615,000

North Carolina Med. Care Commission Health Care Facilities Rev.:

(The Presbyterian Home at Charlotte, Inc. Proj.) Series 2001, 0.24%, LOC Wachovia Bank NA, VRDN (a)

7,680,000

7,680,000

(Wake Forest Univ. Proj.) Series 2008 D, 0.23%, LOC Bank of America NA, VRDN (a)

3,410,000

3,410,000

Municipal Securities - continued

Principal Amount

Value

North Carolina - continued

North Carolina Med. Care Commission Hosp. Rev. (Iredell Memorial Hosp. Proj.) Series 2007, 0.2%, LOC Wachovia Bank NA, VRDN (a)

$ 16,610,000

$ 16,610,000

North Carolina State Ed. Assistance Auth. Student Ln. Rev. Series 2008 3A2, 0.38%, LOC Bank of America NA, VRDN (a)(b)

6,200,000

6,200,000

Orange Wtr. & Swr. Auth. Series 2004 B, 0.3% (Liquidity Facility Bank of America NA), VRDN (a)

1,500,000

1,500,000

Sampson County Gen. Oblig. Ctfs. of Prtn. Bonds Series Solar 06 0160, 0.25%, tender 12/7/09 (Liquidity Facility U.S. Bank NA, Minnesota) (a)(c)

2,500,000

2,500,000

Sampson County Indl. Facilities & Poll. Cont. Fing. Auth. Envir. Facilities Rev. (Sampson County Disp., Inc. Proj.) 0.44%, LOC Wachovia Bank NA, VRDN (a)(b)

2,500,000

2,500,000

 

118,130,000

Ohio - 4.4%

Allen County Hosp. Facilities Rev. (Catholic Healthcare Partners Proj.) Series 2008 A, 0.21%, LOC Bank of America NA, VRDN (a)

9,400,000

9,400,000

Alliance Hosp. Rev. (Alliance Obligated Group Proj.) Series 2003, 0.24%, LOC JPMorgan Chase Bank, VRDN (a)

6,825,000

6,825,000

Dayton Montgomery County Port Auth. Spl. Arpt. Facilities Rev. (Wilmington Air Park, Inc. Proj.):

Series 2007 A, 4% (Deutsche Post AG Guaranteed), VRDN (a)(b)

11,155,000

11,155,000

Series 2007 B, 4% (Deutsche Post AG Guaranteed), VRDN (a)(b)

1,400,000

1,400,000

Series 2007 C, 4% (Deutsche Post AG Guaranteed), VRDN (a)(b)

1,200,000

1,200,000

Ohio Hosp. Facilities Rev. Participating VRDN Series Putters 3551, 0.22% (Liquidity Facility JPMorgan Chase Bank) (a)(c)

1,900,000

1,900,000

Ohio Hsg. Fin. Agcy. Mtg. Rev.:

(Mtg.-Backed Securities Prog.) Series B, 0.27% (Liquidity Facility Citibank NA), VRDN (a)(b)

34,350,000

34,350,000

Series 2007 E, 0.28% (Liquidity Facility KBC Bank NV), VRDN (a)(b)

9,400,000

9,400,000

Series F, 0.26% (Liquidity Facility Fed. Home Ln. Bank, Cincinnati), VRDN (a)(b)

5,000,000

5,000,000

Ohio Hsg. Fin. Agcy. Residential Mtg. Rev.:

Series 2006 J, 0.26% (Liquidity Facility State Street Bank & Trust Co., Boston), VRDN (a)(b)

6,000,000

6,000,000

Series 2006 N, 0.3% (Liquidity Facility State Street Bank & Trust Co., Boston), VRDN (a)(b)

8,500,000

8,500,000

Municipal Securities - continued

Principal Amount

Value

Ohio - continued

Ohio Solid Waste Rev.:

(BP Exploration & Oil, Inc. Proj.):

Series 1998, 0.24% (BP PLC Guaranteed), VRDN (a)(b)

$ 9,200,000

$ 9,200,000

Series 1999, 0.24% (BP PLC Guaranteed), VRDN (a)(b)

2,200,000

2,200,000

Series 2000, 0.24% (BP PLC Guaranteed), VRDN (a)(b)

2,000,000

2,000,000

Series 2001, 0.24% (BP PLC Guaranteed), VRDN (a)(b)

13,700,000

13,700,000

(BP Products NA, Inc. Proj.):

Series 2002, 0.24% (BP PLC Guaranteed), VRDN (a)(b)

5,000,000

5,000,000

Series 2004, 0.24% (BP PLC Guaranteed), VRDN (a)(b)

7,600,000

7,600,000

Series B, 0.24% (BP PLC Guaranteed), VRDN (a)(b)

2,400,000

2,400,000

Ohio State Univ. Gen. Receipts Series 2001, 0.22%, VRDN (a)

19,100,000

19,100,000

Ohio Wtr. Dev. Auth. Poll. Cont. Facilities Rev. (FirstEnergy Corp. Proj.) Series 2006 A, 0.21%, LOC Barclays Bank PLC, VRDN (a)

12,100,000

12,100,000

Univ. of Toledo Gen. Receipts Series 2008 B, 0.24%, LOC JPMorgan Chase Bank, VRDN (a)

12,750,000

12,750,000

Warren County Health Care Facilities Rev. (Otterbein Homes Proj.) Series 2009, 0.24%, LOC U.S. Bank NA, Minnesota, VRDN (a)

4,000,000

4,000,000

 

185,180,000

Oklahoma - 0.5%

Oklahoma Dev. Fin. Auth. (Duncan Reg'l. Hosp. Proj.) Series 2008, 0.23%, LOC Bank of America NA, VRDN (a)

17,000,000

17,000,000

Oklahoma Pwr. Auth. Pwr. Supply Sys. Rev. Series 2005 A, 0.2%, LOC Bank of America NA, VRDN (a)

3,300,000

3,300,000

Oklahoma Student Ln. Auth. Rev. Series 2008 A1, 0.39%, LOC Bank of America NA, VRDN (a)(b)

2,300,000

2,300,000

 

22,600,000

Oregon - 0.1%

Oregon Econ. Dev. Rev. (Cascade Steel Co. Proj.) Series 176, 0.4%, LOC Wells Fargo Bank NA, VRDN (a)(b)

1,400,000

1,400,000

Portland Hsg. Auth. Rev. (New Columbia - Cecelia Proj.) Series 2004, 0.45%, LOC Bank of America NA, VRDN (a)(b)

1,560,000

1,560,000

 

2,960,000

Pennsylvania - 3.9%

Allegheny County Hosp. Dev. Auth. Rev. (Children's Institute Pittsburgh Proj.) Series 2005 B, 0.85%, LOC Citizens Bank of Pennsylvania, VRDN (a)

2,145,000

2,145,000

Municipal Securities - continued

Principal Amount

Value

Pennsylvania - continued

Allegheny County Indl. Dev. Auth. Rev. (Union Elec. Steel Co. Proj.) Series 1996 A, 0.34%, LOC PNC Bank NA, Pittsburgh, VRDN (a)(b)

$ 1,000,000

$ 1,000,000

Beaver County Indl. Dev. Auth. Poll. Cont. Rev. (FirstEnergy Nuclear Generation Corp. Proj.) Series 2006 A:

0.21%, LOC Barclays Bank PLC, VRDN (a)

5,000,000

5,000,000

0.22%, LOC Barclays Bank PLC, VRDN (a)

3,800,000

3,800,000

Berks County Indl. Dev. Auth. Rev. (Kutztown Univ. Foundation, Inc. Proj.) Series 2004, 0.24%, LOC Wachovia Bank NA, VRDN (a)

6,700,000

6,700,000

Cambria County Ind. Dev. Auth. (Cambria Cogen Co. Proj.) Series 1998 A1, 0.4%, LOC Bayerische Hypo-und Vereinsbank AG, VRDN (a)(b)

9,150,000

9,150,000

Chester County Intermediate Unit Rev. Series 2003, 0.27%, LOC PNC Bank NA, Pittsburgh, VRDN (a)

1,525,000

1,525,000

Delaware County Auth. Rev. (White Horse Village Proj.) Series 2006 B, 0.3%, LOC Citizens Bank of Pennsylvania, VRDN (a)

1,500,000

1,500,000

Delaware County Indl. Dev. Auth. Arpt. Facilities Rev. (United Parcel Svc. Proj.) Series 1985, 0.2% (United Parcel Svc., Inc. Guaranteed), VRDN (a)

8,500,000

8,500,000

Huntingdon County Gen. Auth. College Rev. (Juniata College Proj.) Series 2001 A, 0.24%, LOC PNC Bank NA, Pittsburgh, VRDN (a)

1,790,000

1,790,000

Indiana County Indl. Dev. Auth. Poll. Cont. Rev. (Exelon Generation Co. LLC Proj.) Series A, 0.26%, LOC BNP Paribas SA, VRDN (a)(b)

12,000,000

12,000,000

Lancaster Indl. Dev. Auth. Rev.:

(Willow Valley Retirement Cmntys. Proj.) Series 2009 C, 0.21%, LOC PNC Bank NA, Pittsburgh, VRDN (a)

2,460,000

2,460,000

(Willow Valley Retirement Proj.) Series 2009 B, 0.21%, LOC PNC Bank NA, Pittsburgh, VRDN (a)

3,200,000

3,200,000

Lehigh County Gen. Purp. Hosp. Rev. (Lehigh Valley Health Network Proj.) Series 2008 C, 0.23%, LOC Bank of America NA, VRDN (a)

1,400,000

1,400,000

Montgomery County Indl. Dev. Auth. Rev. (Gaudenzia Foundation, Inc. Prog.) 0.24%, LOC PNC Bank NA, Pittsburgh, VRDN (a)

1,330,000

1,330,000

Montgomery County Redev. Auth. Multi-family Hsg. Rev. (Brookside Manor Apts. Proj.) Series 2001 A, 0.25%, LOC Fannie Mae, VRDN (a)

4,930,000

4,930,000

Pennsylvania Econ. Dev. Fing. Auth. Exempt Facilities Rev. (Amtrak Proj.) Series 2001 B, 0.32%, LOC JPMorgan Chase Bank, VRDN (a)(b)

3,090,000

3,090,000

Municipal Securities - continued

Principal Amount

Value

Pennsylvania - continued

Pennsylvania Econ. Dev. Fing. Auth. Indl. Dev. Rev.:

Series 1997 B2, 0.64%, LOC PNC Bank NA, Pittsburgh, VRDN (a)(b)

$ 500,000

$ 500,000

Series 2004 D3, 0.64%, LOC PNC Bank NA, Pittsburgh, VRDN (a)(b)

600,000

600,000

Pennsylvania Higher Edl. Facilities Auth. Rev.:

(Holy Family Univ. Proj.) Series 2008, 0.25%, LOC TD Banknorth, NA, VRDN (a)

7,350,000

7,350,000

(Keystone College Proj.) Series 2001 H5, 0.24%, LOC PNC Bank NA, Pittsburgh, VRDN (a)

3,450,000

3,450,000

Pennsylvania Hsg. Fin. Agcy. Single Family Mtg. Rev.:

Participating VRDN:

Series Merlots 07 C50, 0.33% (Liquidity Facility Wachovia Bank NA) (a)(b)(c)

3,135,000

3,135,000

Series Putters 3297, 0.38% (Liquidity Facility JPMorgan Chase Bank) (a)(b)(c)

2,240,000

2,240,000

Series 2002 74A, 0.45% (Liquidity Facility Lloyds TSB Bank PLC), VRDN (a)(b)

5,500,000

5,500,000

Series 2003 77B, 0.4% (Liquidity Facility BNP Paribas SA), VRDN (a)(b)

3,400,000

3,400,000

Series 2004 81C, 0.4% (Liquidity Facility Lloyds TSB Bank PLC), VRDN (a)(b)

3,140,000

3,140,000

Series 2004 86B, 0.28% (Liquidity Facility Wachovia Bank NA), VRDN (a)(b)

2,160,000

2,160,000

Series 2006 93B, 0.36% (Liquidity Facility Dexia Cr. Local de France), VRDN (a)(b)

4,645,000

4,645,000

Philadelphia Auth. for Indl. Dev. Rev. (New Courtland Elder Svcs. Proj.) Series 2003, 0.21%, LOC PNC Bank NA, Pittsburgh, VRDN (a)

31,975,000

31,975,000

Philadelphia School District Series 2008 B4, 0.24%, LOC Wachovia Bank NA, VRDN (a)

2,500,000

2,500,000

Somerset County Gen. Oblig. Series 2009 A, 0.24%, LOC PNC Bank NA, Pittsburgh, VRDN (a)

3,470,000

3,470,000

Southcentral Pennsylvania Gen. Auth. Rev. (WellSpan Health Obligated Group Proj.) Series 2008 D, 0.23%, LOC TD Banknorth, NA, VRDN (a)

5,735,000

5,735,000

State Pub. School Bldg. Auth. Rev. (North Hills School District Proj.) Series 2008, 0.75%, LOC RBS Citizens NA, VRDN (a)

3,630,000

3,630,000

Washington County Hosp. Auth. Rev. (Washington Hosp. Proj.) Series 2007 B, 0.24%, LOC Wachovia Bank NA, VRDN (a)

10,600,000

10,600,000

 

163,550,000

Municipal Securities - continued

Principal Amount

Value

Rhode Island - 0.2%

Rhode Island Indl. Facilities Corp. Marine Term. Rev. (Exxon Mobil Corp. Proj.) Series 2001, 0.18% (Exxon Mobil Corp. Guaranteed), VRDN (a)

$ 1,180,000

$ 1,180,000

Rhode Island Student Ln. Auth. Student Ln. Rev. Series 2008 B4, 0.28%, LOC State Street Bank & Trust Co., Boston, VRDN (a)(b)

7,000,000

7,000,000

 

8,180,000

South Carolina - 1.4%

Berkeley County Exempt Facility Indl. Rev. (BP Amoco Chemical Co. Proj.):

Series 1997, 0.24% (BP PLC Guaranteed), VRDN (a)(b)

2,100,000

2,100,000

Series 2003, 0.24% (BP PLC Guaranteed), VRDN (a)(b)

4,400,000

4,400,000

Charleston County Hosp. Facilities (Care Alliance Health Svcs. Proj.) Series 2004 B2, 0.2%, LOC Wachovia Bank NA, VRDN (a)

9,500,000

9,500,000

Charleston Wtrwks. & Swr. Rev. Series A, 0.27% (Liquidity Facility Bank of America NA), VRDN (a)

900,000

900,000

Darlington County Indl. Dev. Rev. (Nucor Corp. Proj.) Series 2003 A, 0.36%, VRDN (a)(b)

4,000,000

4,000,000

Oconee County Poll. Cont. Rev. (Duke Energy Corp. Proj.) Series 1999 B, 0.31%, VRDN (a)(b)

10,000,000

10,000,000

South Carolina Edl. Facilities Auth. for Private Nonprofit Institutions of Higher Learning Edl. Facilities Rev. (Claflin Univ. Proj.) 0.3%, LOC Bank of America NA, VRDN (a)

1,000,000

1,000,000

South Carolina Jobs-Econ. Dev. Auth. (CareAlliance Health Svcs. Proj.) Series 2007, 0.2%, LOC Wachovia Bank NA, VRDN (a)

20,600,000

20,600,000

South Carolina Jobs-Econ. Dev. Auth. Econ. Dev. Rev. (Bon Secours Health Sys. Proj.) Series 2008 D, 0.35%, LOC Landesbank Baden-Wuert, VRDN (a)

1,000,000

1,000,000

South Carolina Jobs-Econ. Dev. Auth. Indl. Rev. (South Carolina Elec. & Gas Co. Proj.) Series 2008, 0.38%, LOC Branch Banking & Trust Co., VRDN (a)(b)

7,000,000

7,000,000

 

60,500,000

South Dakota - 0.1%

South Dakota Hsg. Dev. Auth. (Homeownership Mtg. Proj.) Series 2009 A, 0.22% (Liquidity Facility Fed. Home Ln. Bank-Des Moines), VRDN (a)

5,000,000

5,000,000

Tennessee - 2.5%

Blount County Pub. Bldg. Auth. (Local Govt. Pub. Impt. Proj.) Series 2009 E8A, 0.28%, LOC Branch Banking & Trust Co., VRDN (a)

4,950,000

4,950,000

Municipal Securities - continued

Principal Amount

Value

Tennessee - continued

Clarksville Pub. Bldg. Auth. Rev. (Tennessee Muni. Bond Fund Proj.):

Series 2001, 0.24%, LOC Bank of America NA, VRDN (a)

$ 14,799,000

$ 14,799,000

Series 2003, 0.24%, LOC Bank of America NA, VRDN (a)

17,945,000

17,945,000

Series 2004, 0.24%, LOC Bank of America NA, VRDN (a)

19,305,000

19,305,000

Series 2005, 0.24%, LOC Bank of America NA, VRDN (a)

9,700,000

9,700,000

Series 2008, 0.24%, LOC Bank of America NA, VRDN (a)

4,685,000

4,685,000

Loudon Indl. Dev. Board Solid Waste Disp. Rev. (Tate & Lyle Ingredients Americas, Inc. Proj.) Series 2006, 0.26%, LOC Rabobank Nederland, VRDN (a)(b)

2,000,000

2,000,000

Montgomery County Pub. Bldg. Auth. Pooled Fing. Rev. (Tennessee County Ln. Pool Prog.):

Series 1999, 0.3%, LOC Bank of America NA, VRDN (a)

1,950,000

1,950,000

Series 2002, 0.24%, LOC Bank of America NA, VRDN (a)

2,925,000

2,925,000

Series 2004, 0.24%, LOC Bank of America NA, VRDN (a)

24,485,000

24,485,000

 

102,744,000

Texas - 19.5%

Brazos River Hbr. Navigation District of Brazoria County Envir. Facilities Rev. (Merey Sweeny LP Proj.):

Series 2000 A, 0.24%, LOC JPMorgan Chase Bank, VRDN (a)(b)

2,800,000

2,800,000

Series 2002 A:

0.24%, LOC Bank of America NA, VRDN (a)(b)

4,500,000

4,500,000

0.24%, LOC JPMorgan Chase Bank, VRDN (a)(b)

12,500,000

12,500,000

Brownsville Util. Sys. Rev. Participating VRDN Series Solar 06 68, 0.25% (Liquidity Facility U.S. Bank NA, Minnesota) (a)(c)

6,575,000

6,575,000

Calhoun Port Auth. Envir. Facilities Rev. (Formosa Plastics Corp. Texas Proj.) Series 2007 A, 0.4%, LOC PNC Bank NA, Pittsburgh, VRDN (a)(b)

2,700,000

2,700,000

Converse Hsg. Fin. Corp. Multi-family Hsg. Rev. (Town Square Apts. Proj.) 0.31%, LOC Citibank NA, VRDN (a)(b)

14,300,000

14,300,000

Cypress-Fairbanks Independent School District Participating VRDN Series 86TP, 0.27% (Liquidity Facility Wells Fargo & Co.) (a)(c)

6,620,000

6,620,000

Dallas Performing Arts Cultural Facilities Corp. Cultural Facility Rev. (Dallas Ctr. for the Performing Arts Foundation, Inc. Proj.):

Series 2008 A, 0.24%, LOC Bank of America NA, VRDN (a)

20,460,000

20,460,000

Series 2008 B, 0.19%, LOC JPMorgan Chase Bank, VRDN (a)

33,935,000

33,935,000

Dallas/Fort Worth Int'l. Arpt. Facility Impt. Corp. Rev. (United Parcel Svc., Inc. Proj.) Series 2002, 0.21%, VRDN (a)(b)

12,885,000

12,885,000

Municipal Securities - continued

Principal Amount

Value

Texas - continued

Greater East Texas Higher Ed. Auth. Student Ln. Rev.:

Series 1993 B, 0.29%, LOC State Street Bank & Trust Co., Boston, VRDN (a)(b)

$ 18,000,000

$ 18,000,000

Series 1995 B, 0.29%, LOC State Street Bank & Trust Co., Boston, VRDN (a)(b)

2,500,000

2,500,000

Gulf Coast Indl. Dev. Auth. Marine Term. (Amoco Oil Co. Proj.) Series 1993, 0.24% (BP PLC Guaranteed), VRDN (a)(b)

5,680,000

5,680,000

Gulf Coast Indl. Dev. Auth. Envir. Facilities Rev. (Citgo Petroleum Corp. Proj.):

Series 1999, 0.23%, LOC BNP Paribas SA, VRDN (a)(b)

25,000,000

25,000,000

Series 2004, 0.23%, LOC BNP Paribas SA, VRDN (a)(b)

25,000,000

25,000,000

Gulf Coast Indl. Dev. Auth. Exempt Facilities Indl. Rev. (BP Global Pwr. Corp. Proj.) 0.24% (BP PLC Guaranteed), VRDN (a)(b)

5,800,000

5,800,000

Gulf Coast Indl. Dev. Auth. Solid Waste Disp. Rev. (Citgo Petroleum Corp. Proj.) Series 1994, 0.24%, LOC Royal Bank of Scotland PLC, VRDN (a)(b)

50,000,000

50,000,000

Gulf Coast Waste Disp. Auth. Envir. Facilities Rev.:

(Air Products Proj.) Series 2004, 0.36% (Air Products & Chemicals, Inc. Guaranteed), VRDN (a)(b)

5,000,000

5,000,000

(Amoco Oil Co. Proj.):

Series 1998, 0.24% (BP PLC Guaranteed), VRDN (a)(b)

2,500,000

2,500,000

Series 2001, 0.24% (BP PLC Guaranteed), VRDN (a)(b)

2,300,000

2,300,000

(BP Prods. North America, Inc. Proj.) Series 2003, 0.24% (BP PLC Guaranteed), VRDN (a)(b)

1,000,000

1,000,000

(Exxon Mobil Proj.):

Series 2000, 0.21% (Exxon Mobil Corp. Guaranteed), VRDN (a)(b)

3,300,000

3,300,000

Series 2002, 0.22% (Exxon Mobil Corp. Guaranteed), VRDN (a)(b)

6,600,000

6,600,000

Gulf Coast Waste Disp. Auth. Poll. Cont. & Solid Waste Disp. Rev. (Amoco Oil Co. Proj.) Series 1996, 0.24% (BP PLC Guaranteed), VRDN (a)(b)

10,400,000

10,400,000

Gulf Coast Waste Disp. Auth. Poll. Cont. Rev. (Amoco Oil Co. Proj.):

Series 1993, 0.24% (BP PLC Guaranteed), VRDN (a)(b)

6,000,000

6,000,000

Series 1994, 0.24% (BP PLC Guaranteed), VRDN (a)(b)

3,000,000

3,000,000

Gulf Coast Waste Disp. Auth. Solid Waste Disp. Rev. (Amoco Oil Co. Proj.):

Series 1994, 0.21% (BP PLC Guaranteed), VRDN (a)(b)

4,800,000

4,800,000

Series 1995, 0.21% (BP PLC Guaranteed), VRDN (a)(b)

6,000,000

6,000,000

Municipal Securities - continued

Principal Amount

Value

Texas - continued

Harris County Cultural Ed. Facilities Fin. Corp. Rev. (YMCA of the Greater Houston Area Proj.):

Series 2008 A, 0.24%, LOC JPMorgan Chase Bank, VRDN (a)

$ 6,400,000

$ 6,400,000

Series 2008 C, 0.24%, LOC Bank of America NA, VRDN (a)

23,100,000

23,100,000

Harris County Cultural Ed. Facilities Fin. Corp. Spl. Facilities Rev. (Texas Med. Ctr. Proj.) Series 2008 B1, 0.19%, LOC JPMorgan Chase Bank, VRDN (a)

1,700,000

1,700,000

Harris County Health Facilities Dev. Corp. Hosp. Rev. (Baylor College of Medicine Proj.) Series 2007 A, 0.22%, LOC Bank of America NA, VRDN (a)

19,700,000

19,700,000

Harris County Indl. Dev. Corp. Poll. Cont. Rev. (Exxon Proj.) Series 1987, 0.21%, VRDN (a)(b)

15,300,000

15,300,000

Harris County Indl. Dev. Corp. Solid Waste Disp. Rev. (Deer Park Refining Ltd. Partnership Proj.):

Series 2004 A, 0.22%, VRDN (a)

38,500,000

38,500,000

Series 2008, 0.21%, VRDN (a)(b)

100,000,000

100,000,000

Houston Higher Ed. Fin. Corp. Higher Ed. Rev. (Rice Univ. Proj.):

Series 2006 A, 0.29% (Liquidity Facility JPMorgan Chase Bank), VRDN (a)

7,250,000

7,250,000

Series 2008 B, 0.19%, VRDN (a)

24,240,000

24,240,000

Houston Util. Sys. Rev. Series 2008 A1, 0.28%, LOC Bank of America NA, VRDN (a)

2,000,000

2,000,000

Lovejoy Independent School District Participating VRDN Series DB 514, 0.27% (Liquidity Facility Deutsche Bank AG) (a)(c)

3,270,000

3,270,000

Lower Neches Valley Auth. Indl. Dev. Corp. Exempt Facilities Rev.:

(ExxonMobil Proj.):

Series 2001 B, 0.21% (Exxon Mobil Corp. Guaranteed), VRDN (a)(b)

26,600,000

26,600,000

Series 2001 B2, 0.21% (Exxon Mobil Corp. Guaranteed), VRDN (a)(b)

32,780,000

32,780,000

(Onyx Envir. Svcs. Proj.) Series 2003, 0.45%, LOC Bank of America NA, VRDN (a)(b)

8,610,000

8,610,000

North East Texas Independent School District Participating VRDN Series Solar 07 101, 0.25% (Liquidity Facility U.S. Bank NA, Minnesota) (a)(c)

8,450,000

8,450,000

Port Arthur Navigation District Envir. Facilities Rev. (Motiva Enterprises LLC Proj.):

Series 2004, 0.39%, VRDN (a)(b)

13,840,000

13,840,000

0.4%, VRDN (a)(b)

13,000,000

13,000,000

Municipal Securities - continued

Principal Amount

Value

Texas - continued

Port Arthur Navigation District Indl. Dev. Corp. Exempt Facilities Rev.:

(Air Products & Chemicals, Inc. Proj.) 0.25%, VRDN (a)(b)

$ 53,000,000

$ 53,000,000

(Air Products Proj.) Series 2005, 0.25% (Air Products & Chemicals, Inc. Guaranteed), VRDN (a)(b)

8,300,000

8,300,000

Port Arthur Navigation District Poll. Cont. Rev. (Texaco, Inc. Proj.) Series 1994, 0.22%, VRDN (a)

3,000,000

3,000,000

Port Corpus Christi Indl. Dev. Corp. Envir. Facilities Rev. (Citgo Petroleum Corp. Proj.):

Series 2007, 0.23%, LOC BNP Paribas SA, VRDN (a)(b)

44,000,000

44,000,000

Series 2008, 0.23%, LOC BNP Paribas SA, VRDN (a)(b)

50,000,000

50,000,000

San Antonio Indl. Dev. Auth. Indl. Dev. Rev. (Tindall Corp. Proj.) Series 2008 A, 0.34%, LOC Wachovia Bank NA, VRDN (a)(b)

2,000,000

2,000,000

Tarrant County Cultural Ed. Facilities Fin. Corp. Rev. (Texas Health Resources Proj.) Series 2008 A, 0.27%, VRDN (a)

1,170,000

1,170,000

Terrell Dev. Corp. Indl. Dev. Rev. (Consolidated Sys. Proj.) 0.44%, LOC Wachovia Bank NA, VRDN (a)(b)

1,600,000

1,600,000

Weslaco Health Facilities Dev. Corp. Rev. (Knapp Med. Ctr. Proj.) Series 2008 A, 0.6%, LOC Compass Bank, VRDN (a)

4,775,000

4,775,000

West Side Calhoun County Navigation District Sewage Solid Waste Disp. Rev. (BP Chemicals, Inc. Proj.) Series 1996, 0.24% (BP PLC Guaranteed), VRDN (a)(b)

1,750,000

1,750,000

 

814,490,000

Utah - 0.9%

Emery County Poll. Cont. Rev. (PacifiCorp Proj.) Series 1994, 0.25%, LOC Wells Fargo Bank NA, VRDN (a)

1,940,000

1,940,000

Murray City Hosp. Rev. (IHC Health Svcs., Inc. Proj.):

Series 2005 A, 0.19% (Liquidity Facility JPMorgan Chase Bank), VRDN (a)

4,680,000

4,680,000

Series 2005 B, 0.19% (Liquidity Facility JPMorgan Chase Bank), VRDN (a)

27,050,000

27,050,000

Utah Board of Regents Student Ln. Rev. Series 2008 A, 0.34%, LOC Wells Fargo Bank NA, VRDN (a)(b)

2,600,000

2,600,000

Utah Transit Auth. Sales Tax Rev. Series A, 0.19%, LOC Fortis Banque SA, VRDN (a)

2,600,000

2,600,000

 

38,870,000

Vermont - 0.3%

Vermont Edl. & Health Bldg. Fin. Agcy. Rev. (Norwich Univ. Proj.) Series 2008, 0.4%, LOC RBS Citizens NA, VRDN (a)

11,400,000

11,400,000

Municipal Securities - continued

Principal Amount

Value

Virginia - 2.0%

Albemarle County Econ. Dev. Auth. Hosp. Rev. (Martha Jefferson Hosp. Proj.) Series 2008 A, 0.26%, LOC Branch Banking & Trust Co., VRDN (a)

$ 3,600,000

$ 3,600,000

Albemarle Econ. Dev. Auth. Health Svcs. Rev. (The Univ. of Virginia Health Svcs. Foundation Proj.) Series 2009, 0.23%, LOC Bank of America NA, VRDN (a)

5,940,000

5,940,000

Arlington County Indl. Dev. Auth. Multi-family Hsg. Rev. (Gates of Ballston Apts.) 0.7%, LOC RBC Centura Bank, Rocky Mount, VRDN (a)(b)

1,000,000

1,000,000

Cap. Beltway Fdg. Corp. Toll Rev. (I-495 Hot Lanes Proj.):

Series 2008 B, 0.26%, LOC Banco Espirito Santo SA, VRDN (a)(b)

5,100,000

5,100,000

Series 2008 D, 0.26%, LOC Bank of Nova Scotia, New York Agcy., VRDN (a)(b)

5,000,000

5,000,000

Charles City County Econ. Dev. Auth. Solid Waste Disp. Rev. (Waste Mgmt., Inc. Proj.) Series A, 0.32%, LOC JPMorgan Chase Bank, VRDN (a)(b)

11,000,000

11,000,000

King George County Indl. Dev. Auth. Exempt Facilities Rev. (Birchwood Pwr. Partners Proj.):

Series 1994 A, 0.25%, LOC Bank of Nova Scotia, New York Agcy., VRDN (a)(b)

8,545,000

8,545,000

Series 1995, 0.3%, LOC Bank of Nova Scotia, New York Agcy., VRDN (a)(b)

7,500,000

7,500,000

Series 1996 A, 0.3%, LOC Bank of Nova Scotia, New York Agcy., VRDN (a)(b)

9,200,000

9,200,000

Series 1997, 0.3%, LOC Bank of Nova Scotia, New York Agcy., VRDN (a)(b)

9,300,000

9,300,000

Montgomery County Indl. Dev. Auth. Rev. (Virginia Tech Foundation Proj.) Series 2005, 0.2%, LOC Bank of America NA, VRDN (a)

100,000

100,000

Norfolk Econ. Dev. Auth. Rev. (Bon Secours Health Sys. Proj.) Series 2008 D1, 0.35%, LOC Landesbank Baden-Wuert, VRDN (a)

8,345,000

8,345,000

Petersburg Indl. Dev. Auth. Rev. (Rebar Hldgs. LLC Proj.) 0.49%, LOC Wachovia Bank NA, VRDN (a)(b)

2,815,000

2,815,000

Richmond Pub. Util. Rev. Participating VRDN Series ROC II R 10410, 0.27% (Liquidity Facility Citibank NA) (a)(c)

1,870,000

1,870,000

Virginia Small Bus. Fing. (Children's Hosp. of The King's Daughters, Inc. Proj.) Series 2006, 0.24%, LOC Wachovia Bank NA, VRDN (a)

2,380,000

2,380,000

 

81,695,000

Municipal Securities - continued

Principal Amount

Value

Washington - 2.9%

Port Bellingham Indl. Dev. Corp. Envir. Facilities Indl. Rev.:

(Atlantic Richfield Proj.) Series 2001, 0.24% (BP PLC Guaranteed), VRDN (a)(b)

$ 2,900,000

$ 2,900,000

(BP West Coast Products LLC Proj.):

Series 2002, 0.24% (BP PLC Guaranteed), VRDN (a)(b)

3,800,000

3,800,000

Series 2003, 0.24% (BP PLC Guaranteed), VRDN (a)(b)

8,100,000

8,100,000

Port of Seattle Rev. Series 2005, 0.36%, LOC Fortis Banque SA, VRDN (a)(b)

2,500,000

2,500,000

Port of Tacoma Rev.:

Series 2008 B, 0.22%, LOC Bank of America NA, VRDN (a)

15,000,000

15,000,000

Series 2008, 0.3%, LOC Banco Bilbao Vizcaya Argentaria SA, VRDN (a)(b)

81,210,000

81,210,000

Seattle Wtr. Sys. Rev. Participating VRDN Series MS 06 2170, 0.23% (Liquidity Facility Wells Fargo & Co.) (a)(c)

2,530,000

2,530,000

Vancouver Hsg. Auth. Rev. (Anthem Park at Uptown Village Proj.) 0.5%, LOC Bank of America NA, VRDN (a)(b)

1,305,000

1,305,000

Washington Hsg. Fin. Commission Multi-family Hsg. Rev. (Cedar Ridge Retirement Proj.) Series 2005 A, 0.3%, LOC Wells Fargo Bank NA, VRDN (a)(b)

2,500,000

2,500,000

 

119,845,000

West Virginia - 1.3%

Marion County Solid Waste Disp. Rev. (Grant Town Cogeneration Proj.):

Series 1990 A, 0.3%, LOC Deutsche Bank AG, VRDN (a)(b)

15,170,000

15,170,000

Series 1990 B, 0.3%, LOC Deutsche Bank AG, VRDN (a)(b)

5,415,000

5,415,000

West Virginia Econ. Developement Auth. Solid Waste Disp. Facilities Rev. (Appalachian Pwr. Co. - Amos Proj.) Series 2009 A, 0.28% (Liquidity Facility Royal Bank of Scotland PLC), VRDN (a)

6,050,000

6,050,000

West Virginia Hosp. Fin. Auth. Hosp. Rev.:

(West Virginia United Health Sys. Obligated Group Proj.) Series 2008 A, 0.23%, LOC Bank of America NA, VRDN (a)

14,500,000

14,500,000

(West Virginia United Health Sys. Proj.) Series 2008 C, 0.23%, LOC Bank of America NA, VRDN (a)

14,000,000

14,000,000

 

55,135,000

Wisconsin - 1.2%

Wisconsin Health & Edl. Facilities Auth. Rev.:

(Aurora Health Care, Inc. Proj.) Series 1999 C, 0.27%, LOC KBC Bank NV, LOC Bank of Nova Scotia, New York Agcy., VRDN (a)

7,800,000

7,800,000

Municipal Securities - continued

Principal Amount

Value

Wisconsin - continued

Wisconsin Health & Edl. Facilities Auth. Rev.: - continued

(Lutheran College Proj.) 0.22%, LOC U.S. Bank NA, Minnesota, VRDN (a)

$ 15,000,000

$ 15,000,000

(ProHealth Care, Inc. Proj.) Series 2008 A, 0.22%, LOC U.S. Bank NA, Minnesota, VRDN (a)

6,000,000

6,000,000

(Wisconsin Lutheran College Proj.) Series 2001, 0.22%, LOC U.S. Bank NA, Minnesota, VRDN (a)

19,700,000

19,700,000

 

48,500,000

Wyoming - 0.7%

Laramie County Indl. Dev. Rev. (Cheyenne Lt., Fuel & Pwr. Co. Proj.) Series 2009 B, 0.29%, LOC Wells Fargo Bank NA, San Francisco, VRDN (a)(b)

3,500,000

3,500,000

Lincoln County Poll. Cont. Rev. (Exxon Corp. Proj.) Series 1984 C, 0.17%, VRDN (a)

1,915,000

1,915,000

Sublette County Poll. Cont. Rev. (Exxon Corp. Proj.):

Series 1987 A, 0.21% (Exxon Mobil Corp. Guaranteed), VRDN (a)(b)

11,500,000

11,500,000

Series 1987 B, 0.21% (Exxon Mobil Corp. Guaranteed), VRDN (a)(b)

11,000,000

11,000,000

 

27,915,000

TOTAL INVESTMENT PORTFOLIO - 100.0%

(Cost $4,185,769,325)

4,185,769,325

NET OTHER ASSETS - 0.0%

276,798

NET ASSETS - 100%

$ 4,186,046,123

Security Type Abbreviations

VRDN VARIABLE RATE DEMAND NOTE

Legend

(a) The coupon rate shown on floating or adjustable rate securities represents the rate at period end.

(b) Private activity obligations whose interest is subject to the federal alternative minimum tax for individuals.

(c) Provides evidence of ownership in one or more underlying municipal bonds.

Other Information

All investments are categorized as Level 2 under the Fair Value Hierarchy. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

  

November 30, 2009 (Unaudited)

 

 

 

Assets

Investment in securities, at value - See accompanying schedule:

Unaffiliated issuers (cost $4,185,769,325)

 

$ 4,185,769,325

Cash

437

Receivable for investments sold

1,532

Interest receivable

1,129,497

Total assets

4,186,900,791

 

 

 

Liabilities

Distributions payable

$ 830,618

Other payables and accrued expenses

24,050

Total liabilities

854,668

 

 

 

Net Assets

$ 4,186,046,123

Net Assets consist of:

 

Paid in capital

$ 4,186,025,553

Undistributed net investment income

355

Accumulated undistributed net realized gain (loss) on investments

20,215

Net Assets, for 4,185,615,035 shares outstanding

$ 4,186,046,123

Net Asset Value, offering price and redemption price per share ($4,186,046,123 ÷ 4,185,615,035 shares)

$ 1.00

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Statement of Operations

Six months ended November 30, 2009 (Unaudited)

 

  

  

Investment Income

  

  

Interest

 

$ 5,087,741

 

 

 

Expenses

Custodian fees and expenses

$ 29,237

Independent trustees' compensation

5,752

Total expenses before reductions

34,989

Expense reductions

(5,752)

29,237

Net investment income

5,058,504

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

 

10,879

Net increase in net assets resulting from operations

$ 5,069,383

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Statements - continued

Statement of Changes in Net Assets

  

Six months ended November 30, 2009
(Unaudited)

Year ended
May 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income

$ 5,058,504

$ 25,468,099

Net realized gain (loss)

10,879

10,326

Net increase in net assets resulting from operations

5,069,383

25,478,425

Distributions to shareholders from net investment income

(5,058,149)

(25,468,156)

Affiliated share transactions at net asset value of $1.00 per share
Proceeds from sales of shares

3,123,764,000

3,743,861,000

Cost of shares redeemed

(1,715,564,900)

(2,233,918,000)

Net increase (decrease) in net assets and shares resulting from share transactions

1,408,199,100

1,509,943,000

Total increase (decrease) in net assets

1,408,210,334

1,509,953,269

 

 

 

Net Assets

Beginning of period

2,777,835,789

1,267,882,520

End of period (including undistributed net investment income of $355 and $0, respectively)

$ 4,186,046,123

$ 2,777,835,789

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights

 

Six months ended November 30, 2009
Years ended May 31,
  
(Unaudited)
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 1.00

$ 1.00

$ 1.00

$ 1.00

$ 1.00

$ 1.00

Income from Investment Operations

 

 

 

 

 

 

Net investment income

  .002

  .013

  .032

  .037

  .029

  .017

Net realized and unrealized gain (loss) F

  -

  -

  -

  -

  -

  -

Total from investment operations

  .002

  .013

  .032

  .037

  .029

  .017

Distributions from net investment income

  (.002)

  (.013)

  (.032)

  (.037)

  (.029)

  (.017)

Distributions from net realized gain

  -

  -

  - F

  -

  -

  -

Total distributions

  (.002)

  (.013)

  (.032)

  (.037)

  (.029)

  (.017)

Net asset value, end of period

$ 1.00

$ 1.00

$ 1.00

$ 1.00

$ 1.00

$ 1.00

Total Return B, C

  .15%

  1.34%

  3.23%

  3.76%

  2.94%

  1.76%

Ratios to Average Net Assets E

 

 

 

 

Expenses before reductions

  -% A, D

  -% D

  -% D

  .01%

  .01%

  -% D

Expenses net of fee waivers,
if any

  -% A, D

  -% D

  -% D

  .01%

  .01%

  -% D

Expenses net of all reductions

  -% A, D

  -% D

  -% D

  .01%

  .01%

  -% D

Net investment income

  .30% A

  1.30%

  3.03%

  3.69%

  2.84%

  1.69%

Supplemental Data

 

 

 

 

 

Net assets,
end of period (000 omitted)

$ 4,186,046

$ 2,777,836

$ 1,267,883

$ 672,471

$ 899,449

$ 1,636,819

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Amount represents less than .01%.

E Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed or waived or reductions from expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements, waivers or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement and waivers but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund.

F Amount represents less than $.001 per share.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Notes to Financial Statements

For the period ended November 30, 2009 (Unaudited)

1. Organization.

Fidelity Municipal Cash Central Fund (the Fund) is a fund of Fidelity Revere Street Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Delaware statutory trust. Shares of the Fund are only offered to other investment companies and accounts (the Investing Funds) managed by Fidelity Management & Research Company (FMR), or its affiliates.

2. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, January 11, 2010, have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. As permitted by compliance with certain conditions under Rule 2a-7 of the 1940 Act, securities are valued at amortized cost, which approximates value. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or reliable.

Investment Transactions and Income. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost. Interest income is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

2. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions taken by the Fund. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years.

Dividends are declared daily and paid monthly from net investment income. Distributions from realized gains, if any, are recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. In addition, the Fund claimed a portion of the payment made to redeeming shareholders as a distribution for income tax purposes.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to losses deferred due to excise tax regulations.

The Fund purchases municipal securities whose interest, in the opinion of the issuer, is free from federal income tax. There is no assurance that the IRS will agree with this opinion. In the event the IRS determines that the issuer does not comply with relevant tax requirements, interest payments from a security could become federally taxable, possibly retroactively to the date the security was issued.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ -

Gross unrealized depreciation

-

Net unrealized appreciation (depreciation)

$ -

 

 

Tax cost

$ 4,185,769,325

3. Fees and Other Transactions with Affiliates.

Management Fee and Expense Contract. Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR, provides the Fund with investment management services. The Fund does not pay any fees for these services. Pursuant to the Fund's management contract with FIMM, FMR pays FIMM a portion of the management fees it receives from the Investing Funds. In addition, under an expense contract, FMR also pays all other expenses of the Fund, excluding custody fees, the compensation of the independent Directors, and certain exceptions such as interest expense.

Semiannual Report

4. Expense Reductions.

FMR has voluntarily agreed to reimburse a portion of the Fund's operating expenses. For the period, the reimbursement reduced the expenses by $5,752.

5. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

At the end of the period, mutual funds managed by FMR or an FMR affiliate were the owners of record of all of the outstanding shares of the Fund.

Semiannual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on July 15, 2009. The results of votes taken among shareholders on the proposal before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To elect a Board of Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

21,934,568,161.95

100.000

Withheld

0.00

0.000

TOTAL

21,934,568,161.95

100.000

Albert R. Gamper, Jr.

Affirmative

21,934,568,161.95

100.000

Withheld

0.00

0.000

TOTAL

21,934,568,161.95

100.000

Abigail P. Johnson

Affirmative

21,934,568,161.95

100.000

Withheld

0.00

0.000

TOTAL

21,934,568,161.95

100.000

Arthur E. Johnson

Affirmative

21,934,568,161.95

100.000

Withheld

0.00

0.000

TOTAL

21,934,568,161.95

100.000

Michael E. Kenneally

Affirmative

21,934,568,161.95

100.000

Withheld

0.00

0.000

TOTAL

21,934,568,161.95

100.000

James H. Keyes

Affirmative

21,934,568,161.95

100.000

Withheld

0.00

0.000

TOTAL

21,934,568,161.95

100.000

Marie L. Knowles

Affirmative

21,934,568,161.95

100.000

Withheld

0.00

0.000

TOTAL

21,934,568,161.95

100.000

 

# of
Votes

% of
Votes

Kenneth L. Wolfe

Affirmative

21,934,568,161.95

100.000

Withheld

0.00

0.000

TOTAL

21,934,568,161.95

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Municipal Cash Central Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established three standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Operations Committee meets regularly throughout the year and, among other matters, considers matters specifically related to the annual consideration of the renewal of the fund's Advisory Contracts. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its September 2009 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant and ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the lack of compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law.

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, Fidelity Investments Money Management, Inc., and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. In response to the recent financial crisis, Fidelity took a number of actions intended to cut costs and improve efficiency without weakening the investment teams or resources. The Board specifically noted Fidelity's response to the 2008 credit market crisis. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. In addition, the Board considered the trading resources that are an integral part of the fixed-income portfolio management investment process.

Semiannual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory and administrative services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency and pricing and bookkeeping services for the fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. The Board reviewed the fund's absolute investment performance, as well as the fund's relative investment performance, but did not consider performance to be a material factor in its decision to renew the fund's Advisory Contracts. The Board noted that the fund is designed to offer a liquid investment option for other investment companies and accounts managed by Fidelity Management & Research Company (FMR) or its affiliates and ultimately to enhance the performance of those investment companies and accounts.

Based on its review, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered that FMR pays the fund's management fee on behalf of the fund. The Board also noted that FMR bears all expenses of the fund, except expenses related to the fund's investment activities (primarily custody expenses). Based on its review, the Board concluded that the fund's net management fee and total expenses were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Semiannual Report

Costs of the Services and Profitability. The Board considered the level of Fidelity's profits in respect of all the Fidelity funds, as well as the profitability of each fund that invests in this fund.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board concluded that the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund were not relevant to the renewal of the Advisory Contracts because the fund pays no advisory fees and FMR bears all expenses of the fund, except expenses related to the fund's investment activities.

Economies of Scale. The Board concluded that the realization of economies of scale was not relevant to the renewal of the Advisory Contracts because the fund pays no advisory fees and FMR bears all expenses of the fund, except expenses related to the fund's investment activities.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's fund profitability methodology, the profitability of certain fund service providers, and profitability trends for certain funds; (iv) Fidelity's compensation structure for portfolio managers and key personnel, including its effects on fund profitability, and the extent to which current market conditions have affected retention and recruitment; (v) the selection of and compensation paid by FMR to fund sub-advisers; (vi) Fidelity's fee structures and rationale for recommending different fees among categories of funds; (vii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (viii) explanations for the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Semiannual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Semiannual Report

Fidelity® Securities Lending
Cash Central Fund

Semiannual Report

November 30, 2009

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-544-8544 to request a free copy of the proxy voting guidelines.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330.

CCC-SANN-0110
1.743119.109

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (June 1, 2009 to November 30, 2009).

Actual Expenses

The first line of the accompanying table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table 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. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and 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 and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.

 

Annualized
Expense Ratio

Beginning
Account Value
June 1, 2009

Ending
Account Value
November 30, 2009

Expenses Paid
During Period
*
June 1, 2009
to November 30, 2009

Actual

.0005%

$ 1,000.00

$ 1,001.20

$ .00**

Hypothetical (5% return per year before expenses)

 

$ 1,000.00

$ 1,025.07

$ .00**

* Expenses are equal to the Fund's annualized expense ratio, multiplied by the average account value over the period, multiplied by 183/365 (to reflect the one-half year period).

** Amount represents less than $.01.

Semiannual Report

Investment Changes (Unaudited)

Maturity Diversification

Days

% of fund's investments 11/30/09

% of fund's investments 5/31/09

% of fund's investments 11/30/08

0 - 30

69.8

84.2

89.0

31 - 90

15.4

5.3

7.7

91 - 180

5.5

4.3

1.3

181 - 397

9.3

6.2

2.0

Weighted Average Maturity

 

11/30/09

5/31/09

11/30/08

Fidelity® Securities Lending Cash Central Fund

46 Days

33 Days

18 Days

All Taxable Money Market Funds Average*

51 Days

51 Days

45 Days

Asset Allocation (% of fund's net assets)

As of November 30, 2009

As of May 31, 2009

fid113

Bank CDs, BAs,
TDs, and Notes 0.0%

 

fid113

Bank CDs, BAs,
TDs, and Notes 6.1%

 

fid116

Government
Securities 43.7%

 

fid116

Government
Securities 26.8%

 

fid119

Repurchase
Agreements 57.9%

 

fid119

Repurchase
Agreements 67.7%

 

fid126

Net Other Assets** (1.6)%

 

fid126

Net Other Assets** (0.6)%

 


fid147

**Net Other Assets are not included in the pie chart.

*Source: iMoneyNet, Inc.

Semiannual Report

Investments November 30, 2009 (Unaudited)

Showing Percentage of Net Assets

Federal Agencies - 12.9%

 

Due Date

Yield (a)

Principal
Amount

Value

Federal Home Loan Bank - 10.7%

 

12/7/09 to 11/12/10

0.15 to 0.79% (c)

$ 1,902,000,000

$ 1,901,746,618

 

12/8/09

0.26 (c)

75,000,000

74,992,500

 

 

1,976,739,118

Freddie Mac - 2.2%

 

12/3/09 to 12/16/09

0.13 to 0.31 (c)

397,675,000

397,654,360

 

 

 

TOTAL FEDERAL AGENCIES

2,374,393,478

U.S. Treasury Obligations - 30.8%

 

U.S. Treasury Bills - 28.6%

 

12/10/09 to 9/23/10

0.06 to 0.73 (b)

5,277,894,000

5,273,687,641

U.S. Treasury Notes - 2.2%

 

12/31/09 to 8/15/10

0.34 to 0.59

406,000,000

411,259,915

TOTAL U.S. TREASURY OBLIGATIONS

5,684,947,556

Repurchase Agreements - 57.9%

Maturity
Amount

 

In a joint trading account at:

0.15% dated 11/30/09 due 12/1/09 (Collateralized by U.S. Treasury Obligations) #

$ 7,000,029,387

7,000,000,000

0.16% dated 11/30/09 due 12/1/09 (Collateralized by U.S. Government Obligations) #

356,875,588

356,874,000

0.17% dated 11/30/09 due 12/1/09 (Collateralized by U.S. Government Obligations) #

3,333,511,395

3,333,496,000

TOTAL REPURCHASE AGREEMENTS

10,690,370,000

TOTAL INVESTMENT PORTFOLIO - 101.6%

(Cost $18,749,711,034)

18,749,711,034

NET OTHER ASSETS - (1.6)%

(292,621,557)

NET ASSETS - 100%

$ 18,457,089,477

Legend

(a) Yield represents either the annualized yield at the date of purchase, or the stated coupon rate, or, for floating rate securities, the rate at period end.

(b) Security or a portion of the security was pledged to cover open reverse repurchase agreements. At the period end, the value of securities pledged amounted to $43,862,133. The principal amount of the outstanding reverse repurchase agreement is $44,000,000.

(c) Coupon rates for floating and adjustable rate securities reflect the rates in effect at period end. Due dates for these security types are the next interest rate reset date or, when applicable, the final maturity date.

# Additional information on each counterparty to the repurchase agreement is as follows:

Repurchase Agreement / Counterparty

Value

$7,000,000,000 due 12/01/09 at 0.15%

BNP Paribas Securities Corp.

$ 396,022,531

Banc of America Securities LLC

792,045,061

Bank of America, NA

396,022,531

Barclays Capital, Inc.

792,045,061

Credit Suisse Securities (USA) LLC

504,845,166

Deutsche Bank Securities, Inc.

829,967,783

HSBC Securities (USA), Inc.

1,110,927,948

ING Financial Markets LLC

198,011,265

J.P. Morgan Securities, Inc.

396,022,531

Mizuho Securities USA, Inc.

396,022,531

Morgan Stanley & Co., Inc.

396,022,531

Societe Generale, New York Branch

792,045,061

 

$ 7,000,000,000

Repurchase Agreement / Counterparty

Value

$356,874,000 due 12/01/09 at 0.16%

Banc of America Securities LLC

$ 59,479,000

Barclays Capital, Inc.

127,455,000

UBS Securities LLC

169,940,000

 

$ 356,874,000

$3,333,496,000 due 12/01/09 at 0.17%

Deutsche Bank Securities, Inc.

$ 652,520,389

J.P. Morgan Securities, Inc.

326,260,194

Mizuho Securities USA, Inc.

1,190,849,710

RBC Capital Markets Corp.

21,955,027

UBS Securities LLC

1,141,910,680

 

$ 3,333,496,000

Other Information

All investments are categorized as Level 2 under the Fair Value Hierarchy. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

  

November 30, 2009 (Unaudited)

 

 

 

Assets

Investment in securities, at value (including repurchase agreements of $10,690,370,000) -
See accompanying schedule:

Unaffiliated issuers (cost $18,749,711,034)

 

$ 18,749,711,034

Cash

14,934

Interest receivable

3,801,655

Total assets

18,753,527,623

 

 

 

Liabilities

Payable for investments purchased

$ 249,939,475

Distributions payable

2,484,876

Payable for reverse repurchase agreements

44,000,000

Other payables and accrued expenses

13,795

Total liabilities

296,438,146

 

 

 

Net Assets

$ 18,457,089,477

Net Assets consist of:

 

Paid in capital

$ 18,458,182,407

Undistributed net investment income

3,472

Accumulated undistributed net realized gain (loss) on investments

(1,096,402)

Net Assets, for 18,454,785,670 shares outstanding

$ 18,457,089,477

Net Asset Value, offering price and redemption price per share ($18,457,089,477 ÷ 18,454,785,670 shares)

$ 1.00

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Statement of Operations

Six months ended November 30, 2009 (Unaudited)

 

  

  

Investment Income

  

  

Interest

 

$ 17,360,314

 

 

 

Expenses

Custodian fees and expenses

$ 38,217

Independent trustees' compensation

28,237

Interest

310

Total expenses before reductions

66,764

Expense reductions

(28,879)

37,885

Net investment income

17,322,429

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

 

(2,774)

Net increase in net assets resulting from operations

$ 17,319,655

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Statements - continued

Statement of Changes in Net Assets

  

Six months ended November 30, 2009
(Unaudited)

Year ended
May 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income

$ 17,322,429

$ 220,789,103

Net realized gain (loss)

(2,774)

1,847,372

Net increase in net assets resulting
from operations

17,319,655

222,636,475

Distributions to shareholders from net investment income

(17,318,958)

(220,818,191)

Distributions to shareholders from net realized gain

(921,558)

-

Total distributions

(18,240,516)

(220,818,191)

Affiliated share transactions at net asset value of $1.00 per share
Proceeds from sales of shares

40,829,778,336

92,604,343,993

Cost of shares redeemed

(36,294,126,134)

(101,901,472,148)

Net increase (decrease) in net assets and shares resulting from share transactions

4,535,652,202

(9,297,128,155)

Total increase (decrease) in net assets

4,534,731,341

(9,295,309,871)

 

 

 

Net Assets

Beginning of period

13,922,358,136

23,217,668,007

End of period (including undistributed net investment income of $3,472 and undistributed net investment income of $0, respectively)

$ 18,457,089,477

$ 13,922,358,136

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights

 

Six months ended
November 30, 2009
Years ended May 31,
 
(Unaudited)
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

 

Net asset value, beginning of period

$ 1.00

$ 1.00

$ 1.00

$ 1.00

$ 1.00

$ 1.00

Income from Investment Operations

 

 

 

 

 

 

Net investment income

  .001

  .014

  .043

  .053

  .041

  .020

Net realized and unrealized gain (loss) F

  -

  -

  -

  -

  -

  -

Total from investment operations

  .001

  .014

  .043

  .053

  .041

  .020

Distributions from net investment income

  (.001)

  (.014)

  (.043)

  (.053)

  (.041)

  (.020)

Distributions from net realized gain

  - F

  -

  -

  -

  -

  -

Total distributions

  (.001)

  (.014)

  (.043)

  (.053)

  (.041)

  (.020)

Net asset value, end of period

$ 1.00

$ 1.00

$ 1.00

$ 1.00

$ 1.00

$ 1.00

Total Return B, C

  .12%

  1.43%

  4.37%

  5.45%

  4.17%

  2.04%

Ratios to Average Net Assets E

 

 

 

 

 

 

Expenses before reductions

  -% A, D

  -% D

  -% D

  .01%

  .01%

  .01%

Expenses net of fee waivers, if any

  -% A, D

  -% D

  -% D

  .01%

  .01%

  .01%

Expenses net of all reductions

  -% A, D

  -% D

  -% D

  .01%

  .01%

  .01%

Net investment income

  .21% A

  1.61%

  4.18%

  5.32%

  4.28%

  2.13%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 18,457,089

$ 13,922,358

$ 23,217,668

$ 20,824,640

$ 13,631,071

$ 9,747,742

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Amount represents less than .01%.

E Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed or waived or reductions from expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements, waivers or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement and waivers but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund.

F Amount represents less than $.001 per share.

Semiannual Report

See accompanying notes which are an integral part of the financial statements.

Notes to Financial Statements

For the period ended November 30, 2009 (Unaudited)

1. Organization.

Fidelity Securities Lending Cash Central Fund (the Fund) is a fund of Fidelity Revere Street Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Delaware statutory trust. Shares of the Fund are only offered to other investment companies and accounts (the Investing Funds) managed by Fidelity Management & Research Company (FMR), or its affiliates.

2. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, January 11, 2010, have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. As permitted by compliance with certain conditions under Rule 2a-7 of the 1940 Act, securities are valued at amortized cost, which approximates value. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or reliable.

Investment Transactions and Income. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost. Interest income is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

2. Significant Accounting Policies - continued

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees must defer receipt of a portion of, and may elect to defer receipt of an additional portion of, their annual compensation. Deferred amounts are invested in a cross-section of Fidelity funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions taken by the Fund. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years.

Dividends are declared daily and paid monthly from net investment income. Distributions from realized gains, if any, are recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to excise tax regulations.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ -

Gross unrealized depreciation

-

Net unrealized appreciation (depreciation)

$ -

 

 

Tax cost

$ 18,749,711,034

Semiannual Report

3. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

Reverse Repurchase Agreements. To enhance its yield, the Fund may enter into reverse repurchase agreements whereby the Fund transfers securities to a counterparty who then agrees to transfer them back to the Fund at a future date and agreed upon price, reflecting a rate of interest below market rate. Securities sold under a reverse repurchase agreement are recorded as a liability in the accompanying Statement of Assets and Liabilities. The Fund receives cash proceeds, which are invested in other securities, and agrees to repay the proceeds plus any accrued interest in return for the same securities transferred. The Fund continues to receive interest payments on the transferred securities during the term of the reverse repurchase agreement. During the period that a reverse repurchase agreement is outstanding, the Fund identifies cash and liquid securities as segregated in its custodian records with a value at least equal to its obligation under the agreement. If the counterparty defaults on its obligation, because of insolvency or other reasons, the Fund could experience delays and costs in recovering the security or in gaining access to the collateral. The average daily balance during the period for which reverse repurchase agreements were outstanding subject to interest amounted to $165,059,639. The weighted average interest rate was .002% on such amounts. Information regarding reverse repurchase agreements open at period end is included at the end of the Fund's Schedule of Investments.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

4. Fees and Other Transactions with Affiliates.

Management Fee and Expense Contract. Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR, provides the Fund with investment management services. The Fund does not pay any fees for these services. Pursuant to the Fund's management contract with FIMM, FMR pays FIMM a portion of the management fees it receives from the Investing Funds. In addition, under an expense contract, FMR also pays all other expenses of the Fund, excluding custody fees, the compensation of the independent Trustees, and certain exceptions such as interest expense.

5. Expense Reductions.

FMR has voluntarily agreed to reimburse a portion of the Fund's operating expenses. For the period, the reimbursement reduced the expenses by $28,237.

In addition, through arrangements with the Fund's custodian, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $642.

6. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

At the end of the period, mutual funds managed by FMR or an FMR affiliate were the owners of record of all of the outstanding shares of the Fund.

Semiannual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on July 15, 2009. The results of votes taken among shareholders on the proposal before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To elect a Board of Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

21,934,568,161.95

100.000

Withheld

0.00

0.000

TOTAL

21,934,568,161.95

100.000

Albert R. Gamper, Jr.

Affirmative

21,934,568,161.95

100.000

Withheld

0.00

0.000

TOTAL

21,934,568,161.95

100.000

Abigail P. Johnson

Affirmative

21,934,568,161.95

100.000

Withheld

0.00

0.000

TOTAL

21,934,568,161.95

100.000

Arthur E. Johnson

Affirmative

21,934,568,161.95

100.000

Withheld

0.00

0.000

TOTAL

21,934,568,161.95

100.000

Michael E. Kenneally

Affirmative

21,934,568,161.95

100.000

Withheld

0.00

0.000

TOTAL

21,934,568,161.95

100.000

James H. Keyes

Affirmative

21,934,568,161.95

100.000

Withheld

0.00

0.000

TOTAL

21,934,568,161.95

100.000

Marie L. Knowles

Affirmative

21,934,568,161.95

100.000

Withheld

0.00

0.000

TOTAL

21,934,568,161.95

100.000

 

# of
Votes

% of
Votes

Kenneth L. Wolfe

Affirmative

21,934,568,161.95

100.000

Withheld

0.00

0.000

TOTAL

21,934,568,161.95

100.000

A Denotes trust-wide proposal and voting results.

Semiannual Report

Board Approval of Investment Advisory Contracts and Management Fees

Securities Lending Cash Central Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established three standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Operations Committee meets regularly throughout the year and, among other matters, considers matters specifically related to the annual consideration of the renewal of the fund's Advisory Contracts. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its September 2009 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant and ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the lack of compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law.

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, Fidelity Investments Money Management, Inc., and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. In response to the recent financial crisis, Fidelity took a number of actions intended to cut costs and improve efficiency without weakening the investment teams or resources. The Board specifically noted Fidelity's response to the 2008 credit market crisis. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. In addition, the Board considered the trading resources that are an integral part of the fixed-income portfolio management investment process.

Semiannual Report

Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory and administrative services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency and pricing and bookkeeping services for the fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. The Board reviewed the fund's absolute investment performance, as well as the fund's relative investment performance, but did not consider performance to be a material factor in its decision to renew the fund's Advisory Contracts. The Board noted that the fund is designed to offer a liquid investment option for other investment companies and accounts managed by Fidelity Management & Research Company (FMR) or its affiliates and ultimately to enhance the performance of those investment companies and accounts.

Based on its review, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered that FMR pays the fund's management fee on behalf of the fund. The Board also noted that FMR bears all expenses of the fund, except expenses related to the fund's investment activities (primarily custody expenses). Based on its review, the Board concluded that the fund's net management fee and total expenses were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Semiannual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Costs of the Services and Profitability. The Board considered the level of Fidelity's profits in respect of all the Fidelity funds, as well as the profitability of each fund that invests in this fund.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board concluded that the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund were not relevant to the renewal of the Advisory Contracts because the fund pays no advisory fees and FMR bears all expenses of the fund, except expenses related to the fund's investment activities.

Economies of Scale. The Board concluded that the realization of economies of scale was not relevant to the renewal of the Advisory Contracts because the fund pays no advisory fees and FMR bears all expenses of the fund, except expenses related to the fund's investment activities.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's fund profitability methodology, the profitability of certain fund service providers, and profitability trends for certain funds; (iv) Fidelity's compensation structure for portfolio managers and key personnel, including its effects on fund profitability, and the extent to which current market conditions have affected retention and recruitment; (v) the selection of and compensation paid by FMR to fund sub-advisers; (vi) Fidelity's fee structures and rationale for recommending different fees among categories of funds; (vii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (viii) explanations for the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Semiannual Report

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Semiannual Report

Fidelity® Tax-Free
Cash Central Fund

Semiannual Report

November 30, 2009

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-544-8544 to request a free copy of the proxy voting guidelines.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330.

TFC-SANN-0110
1.810806.105

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (June 1, 2009 to November 30, 2009).

Actual Expenses

The first line of the accompanying table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table 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. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and 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 and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.

 

Annualized Expense Ratio

Beginning
Account Value
June 1, 2009

Ending
Account Value
November 30, 2009

Expenses Paid
During Period
*
June 1, 2009
to November 30, 2009

Actual

.0020%

$ 1,000.00

$ 1,001.10

$ .01

Hypothetical
(5% return per year before expenses)

 

$ 1,000.00

$ 1,025.06

$ .01

* Expenses are equal to the Fund's annualized expense ratio, multiplied by the average account value over the period, multiplied by 183/365 (to reflect the one-half year period).

Semiannual Report

Investment Changes (Unaudited)

Maturity Diversification

Days

% of fund's investments 11/30/09

% of fund's investments 5/31/09

% of fund's
investments
11/30/08

0 - 30

100.0

100.0

100.0

Weighted Average Maturity

 

11/30/09

5/31/09

11/30/08

Fidelity® Tax-Free Cash Central Fund

3 Days

4 Days

4 Days

All Tax-Free Money Market Funds Average*

30 Days

23 Days

30 Days

Asset Allocation (% of fund's net assets)

As of November 30, 2009

As of May 31, 2009

fid113

Variable Rate
Demand Notes
(VRDNs) 100.7%

 

fid113

Variable Rate
Demand Notes
(VRDNs) 99.2%

 

fid133

Net Other
Assets ** (0.7)%

 

fid135

Net Other
Assets 0.8%

 


fid153

**Net Other Assets are not included in the pie chart.

*Source: iMoneyNet, Inc.

Semiannual Report

Investments November 30, 2009 (Unaudited)

Showing Percentage of Net Assets

Municipal Securities - 100.7%

Principal Amount

Value

Alabama - 2.0%

Columbia Indl. Dev. Board Poll. Cont. Rev. (Alabama Pwr. Co. Proj.):

Series 1995 C, 0.23%, VRDN (a)

$ 14,500,000

$ 14,500,000

Series 1995 D, 0.23%, VRDN (a)

5,000,000

5,000,000

Wilsonville Indl. Dev. Board Poll. Cont. Rev. (Alabama Pwr. Co. Proj.) Series D, 0.24%, VRDN (a)

3,200,000

3,200,000

 

22,700,000

Alaska - 2.2%

Valdez Marine Term. Rev. (ConocoPhillips Proj.) Series 1994 B, 0.26% (ConocoPhillips Guaranteed), VRDN (a)

24,900,000

24,900,000

Arizona - 0.2%

Arizona Health Facilities Auth. Rev. (Banner Health Sys. Proj.) Series 2008 B, 0.26%, LOC Bank of Nova Scotia, New York Agcy., VRDN (a)

2,000,000

2,000,000

California - 10.7%

California Dept. of Wtr. Resources Pwr. Supply Rev.:

Series 2002 B1, 0.19%, LOC Bank of New York, New York, LOC California Teachers Retirement Sys., VRDN (a)

49,770,000

49,770,000

Series 2002 B2, 0.22%, LOC BNP Paribas SA, VRDN (a)

9,300,000

9,300,000

California Gen. Oblig. Series 2003 B3, 0.22%, LOC Bnp Paribas Branch, LOC California Pub. Employees' Retirement Sys., VRDN (a)

10,000,000

10,000,000

California Infrastructure & Econ. Dev. Bank Rev.:

(California Academy of Sciences Proj.) Series 2008 E, 0.2%, LOC Wells Fargo Bank NA, VRDN (a)

8,200,000

8,200,000

(Los Angeles County Museum of Natural History Foundation Proj.) Series 2008 B, 0.2%, LOC Bank of New York, New York, VRDN (a)

1,000,000

1,000,000

(Pacific Gas and Elec. Co. Proj.) Series 2009 B, 0.21%, LOC Wells Fargo Bank NA, San Francisco, VRDN (a)

1,700,000

1,700,000

California Poll. Cont. Fing. Auth. Ctfs. of Prtn. (Pacific Gas & Elec. Co. Proj.) Series 1996 E, 0.17%, LOC JPMorgan Chase Bank, VRDN (a)

3,000,000

3,000,000

Los Angeles Cmnty. College District Participating VRDN Series ROC II R 11727, 0.25% (Liquidity Facility Citibank NA) (a)(b)

3,000,000

3,000,000

Los Angeles Dept. of Wtr. & Pwr. Rev. Series 2001 B6, 0.17% (Liquidity Facility Royal Bank of Canada) (Liquidity Facility California Pub. Employees' Retirement Sys.), VRDN (a)

14,500,000

14,500,000

Metropolitan Wtr. District of Southern California Wtrwks. Rev. Participating VRDN Series EGL 07 0044, 0.25% (Liquidity Facility Citibank NA) (a)(b)

4,250,000

4,250,000

Municipal Securities - continued

Principal Amount

Value

California - continued

Orange County Irvine Coast Assessment District #88 1 0.2%, LOC KBC Bank NV, LOC Kredietbank NV, VRDN (a)

$ 5,000,000

$ 5,000,000

San Pablo Redev. Agcy. 0.23%, LOC Union Bank of California, VRDN (a)

4,000,000

4,000,000

Tustin Impt. Board Act 1915 (Reassessment District No. 95 Proj.) Series 2A, 0.2%, LOC Bank of New York, New York, VRDN (a)

6,000,000

6,000,000

 

119,720,000

Colorado - 1.2%

Colorado Edl. & Cultural Facilities Auth. Rev.:

(Clyfford Still Museum Proj.) Series 2008, 0.24%, LOC Wells Fargo Bank NA, VRDN (a)

3,000,000

3,000,000

(YMCA of the Rockies Proj.) 0.23%, LOC Bank of America NA, VRDN (a)

7,720,000

7,720,000

Univ. of Colorado Hosp. Auth. Rev. Series 2008 B, 0.25%, LOC Wachovia Bank NA, VRDN (a)

2,625,000

2,625,000

 

13,345,000

Connecticut - 1.3%

Connecticut Health & Edl. Facilities Auth. Rev.:

(Masonicare Corp. Proj.) Series C, 0.22%, LOC Wachovia Bank NA, VRDN (a)

6,000,000

6,000,000

(Yale Univ. Proj.) Series Y2, 0.15%, VRDN (a)

2,000,000

2,000,000

Connecticut Hsg. Fin. Auth.:

(Hsg. Mtg. Fin. Prog.) Series 2002 D1, 0.2% (Liquidity Facility Fed. Home Ln. Bank of Boston), VRDN (a)

1,440,000

1,440,000

Series 2009 A1, 0.22% (Liquidity Facility JPMorgan Chase Bank), VRDN (a)

4,700,000

4,700,000

 

14,140,000

Delaware - 1.0%

Delaware Econ. Dev. Auth. Rev. (Peninsula United Methodist Homes, Inc. Proj.) Series A, 0.21%, LOC PNC Bank NA, Pittsburgh, VRDN (a)

6,600,000

6,600,000

Delaware Health Facilities Auth. Rev. (Bayhealth Med. Ctr. Proj.) Series 2009 B, 0.21%, LOC PNC Bank NA, Pittsburgh, VRDN (a)

5,050,000

5,050,000

 

11,650,000

District Of Columbia - 1.6%

District of Columbia Rev.:

(American Psychological Assoc. Proj.) Series 2003, 0.32%, LOC Bank of America NA, VRDN (a)

5,625,000

5,625,000

Municipal Securities - continued

Principal Amount

Value

District Of Columbia - continued

District of Columbia Rev.: - continued

(American Univ. Proj.) Series 2008, 0.23%, LOC Bank of America NA, VRDN (a)

$ 6,900,000

$ 6,900,000

(Medlantic/Helix Proj.) Series 1998 A Tranche I, 0.19%, LOC Wachovia Bank NA, VRDN (a)

4,925,000

4,925,000

 

17,450,000

Florida - 6.5%

Alachua County Health Facilities Auth. Continuing Care Retirement Cmnty. Rev. (Oak Hammock Univ. Proj.) Series A, 0.31%, LOC Bank of Scotland PLC, VRDN (a)

3,100,000

3,100,000

Broward County Edl. Facilities Auth. Rev. (Nova Southeastern Univ. Proj.) Series 2008 A, 0.23%, LOC Bank of America NA, VRDN (a)

5,700,000

5,700,000

Broward County Fin. Auth. Multi-family Hsg. Rev. (Jacaranda Village Apts. Proj.) Series 1997, 0.26%, LOC HSBC Bank USA, NA, VRDN (a)

1,565,000

1,565,000

Broward County Gen. Oblig. Participating VRDN Series BBT 2015, 0.23% (Liquidity Facility Branch Banking & Trust Co.) (a)(b)

2,745,000

2,745,000

Dade County Indl. Dev. Auth. Rev. (Florida Pwr. & Lt. Co. Proj.) Series 1993, 0.22%, VRDN (a)

3,000,000

3,000,000

Florida Gen. Oblig. Participating VRDN Series PZ 130, 0.29% (Liquidity Facility Wells Fargo & Co.) (a)(b)

3,600,000

3,600,000

Florida Hsg. Fin. Corp. Multi-family Mtg. Rev. (Mariner's Cay Apts. Proj.) Series 2008 M, 0.26%, LOC Fannie Mae, VRDN (a)

2,000,000

2,000,000

Florida Muni. Pwr. Agcy. Rev. (All-Requirements Pwr. Supply Proj.) Series 2008 C, 0.23%, LOC Bank of America NA, VRDN (a)

6,900,000

6,900,000

Highlands County Health Facilities Auth. Rev. (Adventist Health Sys./Sunbelt, Inc. Prog.) Series 2005 E, 0.25%, LOC Calyon New York Branch, VRDN (a)

2,000,000

2,000,000

Jacksonville Health Facilities Auth. Hosp. Rev. (Baptist Med. Ctr. Proj.):

Series 2001, 0.2%, LOC Wachovia Bank NA, VRDN (a)

3,000,000

3,000,000

Series 2003 C, 0.2%, LOC Bank of America NA, VRDN (a)

3,720,000

3,720,000

Lee Memorial Health Sys. Hosp. Rev. Series 2009 C, 0.24%, LOC Northern Trust Co., Chicago, VRDN (a)

2,000,000

2,000,000

Martin County Poll. Cont. Rev. (Florida Pwr. & Lt. Co. Proj.) Series 2000, 0.27%, VRDN (a)

16,000,000

16,000,000

Orange County Hsg. Fin. Auth. Multi-family Rev. (Heather Glen Apts. Proj.) Series 2001, 0.28%, LOC Fannie Mae, VRDN (a)

1,900,000

1,900,000

Municipal Securities - continued

Principal Amount

Value

Florida - continued

Palm Beach County Rev. (Hanley Ctr. Proj.) Series 2006, 0.3%, LOC Bank of America NA, VRDN (a)

$ 2,000,000

$ 2,000,000

Saint Petersburg Health Facilities Auth. Rev. (All Children's Hosp. Proj.) Series 2005 A1, 0.24%, LOC Wachovia Bank NA, VRDN (a)

3,000,000

3,000,000

Tampa Bay Wtr. Reg'l. Wtr. Supply Auth. Util. Sys. Rev. Participating VRDN Series Putters 3324, 0.3% (Liquidity Facility JPMorgan Chase Bank) (a)(b)

3,500,000

3,500,000

Univ. of North Florida Parking Sys. Rev. Series 1998, 0.27%, LOC Wachovia Bank NA, VRDN (a)

6,700,000

6,700,000

 

72,430,000

Georgia - 2.5%

Atlanta Tax Allocation (Westside Proj.):

Series 2005 B, 0.24%, LOC Wachovia Bank NA, VRDN (a)

1,075,000

1,075,000

Series 2008, 0.24%, LOC Wachovia Bank NA, VRDN (a)

6,100,000

6,100,000

Bartow County Dev. Auth. Poll. Cont. Rev. (Georgia Pwr. Co. Plant Bowen Proj.) First Series 2009, 0.21%, VRDN (a)

1,000,000

1,000,000

Burke County Indl. Dev. Auth. Poll. Cont. Rev. (Georgia Pwr. Co. Plant Vogtle Proj.) Eighth Series 1994, 0.25%, VRDN (a)

1,110,000

1,110,000

Cobb County Hsg. Auth. Multi-family Hsg. Rev. 0.25%, LOC Fannie Mae, VRDN (a)

1,225,000

1,225,000

DeKalb County Hsg. Auth. Multi-family Hsg. Rev. (Timber Trace Apts. Proj.) Series 2003, 0.3%, LOC Freddie Mac, VRDN (a)

2,265,000

2,265,000

Georgia Gen. Oblig. Participating VRDN:

Series 85TP, 0.22% (Liquidity Facility Wells Fargo & Co.) (a)(b)

2,830,000

2,830,000

Series PZ 271, 0.29% (Liquidity Facility Wells Fargo & Co.) (a)(b)

6,879,000

6,879,000

Roswell Hsg. Auth. Multi-family Hsg. Rev. (Azalea Park Apts. Proj.) Series 1996, 0.26%, LOC Fannie Mae, VRDN (a)

5,500,000

5,500,000

 

27,984,000

Illinois - 5.1%

Chicago Board of Ed.:

Series 2009 A1, 0.24%, LOC Harris NA, VRDN (a)

4,900,000

4,900,000

Series 2009 B, 0.19%, LOC U.S. Bank NA, Minnesota, VRDN (a)

4,300,000

4,300,000

Series 2009 C, 0.19%, LOC U.S. Bank NA, Minnesota, VRDN (a)

8,615,000

8,615,000

Chicago Metropolitan Wtr. Reclamation District Greater Chicago Participating VRDN Series BC 09 27B, 0.21% (Liquidity Facility Barclays Bank PLC) (a)(b)

3,550,000

3,550,000

Municipal Securities - continued

Principal Amount

Value

Illinois - continued

Chicago Wastewtr. Transmission Rev. Series 2008 C3, 0.19%, LOC Northern Trust Co., Chicago, VRDN (a)

$ 6,000,000

$ 6,000,000

Illinois Dev. Fin. Auth. Rev. (Glenwood School for Boys Proj.) Series 1998, 0.25%, LOC Harris NA, VRDN (a)

2,400,000

2,400,000

Illinois Edl. Facilities Auth. Revs. (Chicago Children's Museum Proj.) Series 1994, 0.3%, LOC JPMorgan Chase Bank, VRDN (a)

1,600,000

1,600,000

Illinois Fin. Auth. Rev.:

(Northwest Cmnty. Hosp. Proj.) Series 2008 C, 0.25%, LOC Wells Fargo Bank NA, VRDN (a)

4,700,000

4,700,000

(The Univ. of Chicago Med. Ctr. Proj.):

Series 2009 A1, 0.19%, LOC Wells Fargo Bank NA, VRDN (a)

6,000,000

6,000,000

Series 2009 B1, 0.19%, LOC Bank of Montreal, VRDN (a)

6,520,000

6,520,000

Illinois Health Facilities Auth. Rev. (OSF Healthcare Sys. Proj.) Series 2001, 0.24%, LOC JPMorgan Chase Bank, VRDN (a)

1,450,000

1,450,000

Romeoville Gen. Oblig. Rev. (Lewis Univ. Proj.) Series 2006, 0.24%, LOC JPMorgan Chase Bank, VRDN (a)

7,230,000

7,230,000

 

57,265,000

Indiana - 0.9%

Indiana Health Facility Fing. Auth. Rev. (Fayette Memorial Hosp. Assoc. Proj.) Series A, 0.22%, LOC U.S. Bank NA, Minnesota, VRDN (a)

2,830,000

2,830,000

Marion Econ. Dev. Rev. (Indiana Wesleyan Univ. Proj.) Series 2001, 0.3%, LOC Bank of America NA, VRDN (a)

2,100,000

2,100,000

Mount Vernon Poll. Cont. and Solid Waste Disp. Rev. (Gen. Elec. Co. Proj.) Series 2004, 0.19%, VRDN (a)

5,000,000

5,000,000

 

9,930,000

Iowa - 0.1%

Iowa Fin. Auth. Health Care Facilities Rev. (Care Initiatives Proj.) Series 2002, 0.23%, LOC KBC Bank NV, VRDN (a)

1,405,000

1,405,000

Kansas - 0.9%

Univ. of Kansas Hosp. Auth. Health Facilities Rev. (KU Health Sys. Proj.) Series 2004, 0.22%, LOC U.S. Bank NA, Minnesota, VRDN (a)

9,945,000

9,945,000

Kentucky - 0.8%

Kentucky Econ. Dev. Fin. Auth. Hosp. Rev. (Baptist Healthcare Sys. Proj.) Series 2009 B2, 0.19%, LOC JPMorgan Chase Bank, VRDN (a)

3,000,000

3,000,000

Municipal Securities - continued

Principal Amount

Value

Kentucky - continued

Lexington-Fayette Urban County Arpt. Rev. Series 2008 B, 0.19%, LOC JPMorgan Chase Bank, VRDN (a)

$ 4,085,000

$ 4,085,000

Louisville & Jefferson County Metropolitan Govt. Multi-family Hsg. Rev. (Waterford Place Apts. Proj.) Series 2003, 0.3%, LOC Freddie Mac, VRDN (a)

2,150,000

2,150,000

 

9,235,000

Louisiana - 0.5%

Louisiana Pub. Facilities Auth. Hosp. Rev. (Franciscan Missionaries of Our Lady Health Sys. Proj.) Series 2005 D, 0.24%, LOC JPMorgan Chase Bank, VRDN (a)

5,900,000

5,900,000

Maryland - 0.8%

Maryland Cmnty. Dev. Administration Multi-family Dev. Rev. (Avalon Lea Apt. Proj.) Series 1997, 0.24%, LOC Fannie Mae, VRDN (a)

3,200,000

3,200,000

Maryland Health & Higher Edl. Facilities Auth. Rev.:

(Univ. of Maryland Med. Sys. Proj.) Series 2008 C, 0.24%, LOC PNC Bank NA, Pittsburgh, VRDN (a)

1,000,000

1,000,000

(Upper Chesapeake Hosp. Proj.) Series 2008 A, 0.24%, LOC Bank of America NA, VRDN (a)

4,400,000

4,400,000

 

8,600,000

Massachusetts - 3.6%

Boston Wtr. & Swr. Commission Rev. Series 1994 A, 0.25%, LOC State Street Bank & Trust Co., Boston, VRDN (a)

1,300,000

1,300,000

Massachusetts Gen. Oblig.:

(Central Artery Proj.):

Series 2000 A, 0.25% (Liquidity Facility Landesbank Baden-Wuert), VRDN (a)

1,000,000

1,000,000

Series 2000 B, 0.21% (Liquidity Facility State Street Bank & Trust Co., Boston), VRDN (a)

2,500,000

2,500,000

Series 2001 B, 0.26% (Liquidity Facility Landesbank Hessen-Thuringen), VRDN (a)

1,200,000

1,200,000

Series 2005 A, 0.26% (Liquidity Facility Citibank NA), VRDN (a)

15,000,000

15,000,000

Series 2006 A, 0.25% (Liquidity Facility Dexia Cr. Local de France), VRDN (a)

7,700,000

7,700,000

Massachusetts Health & Edl. Facilities Auth. Rev.:

Participating VRDN Series ROC II R 10416, 0.25% (Liquidity Facility Citibank NA) (a)(b)

3,000,000

3,000,000

(Harvard Univ. Proj.) Series R, 0.15%, VRDN (a)

1,300,000

1,300,000

(Northeastern Univ. Proj.) Series 2008 U, 0.19%, LOC JPMorgan Chase Bank, VRDN (a)

2,095,000

2,095,000

Municipal Securities - continued

Principal Amount

Value

Massachusetts - continued

Massachusetts Health & Edl. Facilities Auth. Rev.: - continued

(Stonehill College Proj.) Series 2008 K, 0.21%, LOC Bank of America NA, VRDN (a)

$ 3,000,000

$ 3,000,000

Massachusetts School Bldg. Auth. Dedicated Sales Tax Rev. Participating VRDN Series EGL 07 0031, 0.25% (Liquidity Facility Citibank NA) (a)(b)

1,000,000

1,000,000

Massachusetts Wtr. Resources Auth. Wtr. & Swr. Rev. Participating VRDN Series BBT 2031, 0.32% (Liquidity Facility Branch Banking & Trust Co.) (a)(b)

1,100,000

1,100,000

 

40,195,000

Michigan - 1.3%

Michigan Strategic Fund Ltd. Oblig. Rev. (Detroit Symphony Orchestra Proj.) Series 2001 A, 0.23%, LOC Bank of America NA, VRDN (a)

14,455,000

14,455,000

Mississippi - 0.1%

Jackson County Poll Cont. Rev. (Chevron U.S.A., Inc. Proj.) Series 1993 0.17%, VRDN (a)

1,670,000

1,670,000

Missouri - 2.8%

Curators of the Univ. of Missouri Sys. Facilities Rev. Series 2006 B, 0.26%, VRDN (a)

3,700,000

3,700,000

Kansas City Indl. Dev. Auth. (Ewing Marion Kauffman Foundation Prog.) Series A, 0.23%, VRDN (a)

9,400,000

9,400,000

Missouri Dev. Fin. Board Lease Rev. (Missouri Assoc. of Muni. Utils. Proj.) 0.22%, LOC U.S. Bank NA, Minnesota, VRDN (a)

2,700,000

2,700,000

Missouri Health & Edl. Facilities Auth. Edl. Facilities Rev.:

Participating VRDN Series BBT 08 39, 0.23% (Liquidity Facility Branch Banking & Trust Co.) (a)(b)

2,035,000

2,035,000

(DeSmet Jesuit High School Proj.) Series 2002, 0.22%, LOC U.S. Bank NA, Minnesota, VRDN (a)

6,200,000

6,200,000

(Saint Louis Univ. Proj.) Series 2008 A1, 0.19%, LOC Wells Fargo Bank NA, VRDN (a)

7,065,000

7,065,000

 

31,100,000

Montana - 0.7%

Helena Higher Ed. Rev. (Carroll College Campus Hsg. Proj.) 0.22%, LOC U.S. Bank NA, Minnesota, VRDN (a)

7,425,000

7,425,000

Municipal Securities - continued

Principal Amount

Value

Nebraska - 0.7%

Central Plains Energy Proj. Rev. (Nebraska Gas Proj.) Series 2009, 0.25% (Liquidity Facility Royal Bank of Canada), VRDN (a)

$ 1,800,000

$ 1,800,000

Nebraska Edl. Fin. Auth. Rev. (Creighton Univ. Proj.) Series 2008, 0.19%, LOC JPMorgan Chase Bank, VRDN (a)

6,200,000

6,200,000

 

8,000,000

Nevada - 0.2%

Clark County School District Participating VRDN Series PZ 174, 0.29% (Liquidity Facility Wells Fargo & Co.) (a)(b)

2,210,000

2,210,000

New Hampshire - 1.0%

New Hampshire Bus. Fin. Auth. Rev. (Alice Peck Day Health Systems Obligated Group Proj.) Series 2008, 0.2%, LOC TD Banknorth, NA, VRDN (a)

2,000,000

2,000,000

New Hampshire Health & Ed. Facilities Auth. Rev. (Univ. Sys. of New Hampshire Proj.):

Series 2005 A1, 0.24%, VRDN (a)

2,700,000

2,700,000

Series 2005 A2, 0.19%, VRDN (a)

6,775,000

6,775,000

 

11,475,000

New Jersey - 0.3%

New Jersey Econ. Dev. Auth. Gas Facilities Rev. (NUI Corp. Proj.) Series 1996 A, 0.27%, LOC Bank of America NA, VRDN (a)

3,400,000

3,400,000

New Mexico - 3.0%

Farmington Poll. Cont. Rev. (Arizona Pub. Svc. Co. Four Corners Proj.) Series 1994 B, 0.2%, LOC Barclays Bank PLC, VRDN (a)

12,660,000

12,660,000

Hurly Poll. Cont. Rev. (Kennecott Sante Fe Corp. Proj.) Series 1985, 0.19% (BP PLC Guaranteed), VRDN (a)

18,700,000

18,700,000

New Mexico Muni. Energy Acquisition Auth. Gas Supply Rev. Series 2009, 0.27% (Liquidity Facility Royal Bank of Canada), VRDN (a)

2,200,000

2,200,000

 

33,560,000

New York - 13.2%

Liberty Dev. Corp. Rev. (377 Greenwich LLC Proj.) Series 2004, 0.22%, LOC Wells Fargo Bank NA, VRDN (a)

2,925,000

2,925,000

Long Island Pwr. Auth. Elec. Sys. Rev. Series 2001 1B, 0.21%, LOC State Street Bank & Trust Co., Boston, VRDN (a)

2,000,000

2,000,000

New York City Gen. Oblig.:

Series 1993 E5, 0.21%, LOC JPMorgan Chase Bank, VRDN (a)

4,400,000

4,400,000

Municipal Securities - continued

Principal Amount

Value

New York - continued

New York City Gen. Oblig.: - continued

Series 2004 H1, 0.21%, LOC Bank of New York, New York, VRDN (a)

$ 36,030,000

$ 36,030,000

Series 2004 H7, 0.22%, LOC KBC Bank NV, VRDN (a)

14,100,000

14,100,000

Series 2006 I5, 0.24%, LOC California Pub. Employees' Retirement Sys., VRDN (a)

8,900,000

8,900,000

Series A10, 0.21%, LOC JPMorgan Chase Bank, VRDN (a)

2,300,000

2,300,000

Series I6, 0.24%, LOC California Teachers Retirement Sys., VRDN (a)

16,275,000

16,275,000

Subseries B3, 0.21%, LOC JPMorgan Chase Bank, VRDN (a)

2,600,000

2,600,000

New York City Muni. Wtr. Fin. Auth. Wtr. & Swr. Sys. Rev.:

Series 2003 F2, 0.21% (Liquidity Facility Bayerische Landesbank Girozentrale), VRDN (a)

16,120,000

16,120,000

Series 2005 AA2, 0.24% (Liquidity Facility Dexia Cr. Local de France), VRDN (a)

10,000,000

10,000,000

Series 2006 AA1, 0.22% (Liquidity Facility California Teachers Retirement Sys.) (Liquidity Facility State Street Bank & Trust Co., Boston), VRDN (a)

25,100,000

25,100,000

Series 2008 BB3, 0.2% (Liquidity Facility Fortis Banque SA), VRDN (a)

2,400,000

2,400,000

New York Dorm. Auth. Revs. (Univ. of Rochester Proj.) Series 2003 B, 0.21%, LOC HSBC Bank USA, NA, VRDN (a)

2,200,000

2,200,000

New York Metropolitan Trans. Auth. Rev. Series 2005 E2, 0.23%, LOC Fortis Banque SA, VRDN (a)

2,475,000

2,475,000

 

147,825,000

North Carolina - 0.7%

Charlotte Gen. Oblig. Series 2007, 0.26% (Liquidity Facility KBC Bank NV), VRDN (a)

3,525,000

3,525,000

North Carolina Med. Care Commission Health Care Facilities Rev. (Watauga Med. Ctr. Proj.) Series 2005, 0.24%, LOC Wachovia Bank NA, VRDN (a)

1,205,000

1,205,000

North Carolina Med. Care Commission Hosp. Rev. (Iredell Memorial Hosp. Proj.) Series 2007, 0.2%, LOC Wachovia Bank NA, VRDN (a)

3,400,000

3,400,000

 

8,130,000

Ohio - 2.6%

Ohio Higher Edl. Facility Commission Rev.:

(Cleveland Clinic Foundation Proj.) Series 2008 B4, 0.19%, VRDN (a)

3,400,000

3,400,000

(Kenyon College Proj.) Series 1999, 0.19%, LOC Northern Trust Co., Chicago, VRDN (a)

7,100,000

7,100,000

Municipal Securities - continued

Principal Amount

Value

Ohio - continued

Ohio Hsg. Fin. Agcy. Residential Mtg. Rev. Participating VRDN Series BC 09 35W, 0.21% (Liquidity Facility Barclays Bank PLC) (a)(b)

$ 4,000,000

$ 4,000,000

Ohio Wtr. Dev. Auth. Poll. Cont. Facilities Rev. (FirstEnergy Corp. Proj.) Series 2006 A, 0.21%, LOC Barclays Bank PLC, VRDN (a)

13,700,000

13,700,000

Univ. of Toledo Gen. Receipts Series 2008 B, 0.24%, LOC JPMorgan Chase Bank, VRDN (a)

1,300,000

1,300,000

 

29,500,000

Oklahoma - 0.6%

Oklahoma Dev. Fin. Auth. (Duncan Reg'l. Hosp. Proj.) Series 2008, 0.23%, LOC Bank of America NA, VRDN (a)

3,000,000

3,000,000

Oklahoma Pwr. Auth. Pwr. Supply Sys. Rev. Series 2005 A, 0.2%, LOC Bank of America NA, VRDN (a)

3,200,000

3,200,000

 

6,200,000

Oregon - 0.1%

Yamhill County Rev. (George Fox Univ. Proj.) Series A, 0.3%, LOC Bank of America NA, VRDN (a)

1,650,000

1,650,000

Pennsylvania - 9.1%

Allegheny County Indl. Dev. Auth. Health Care Rev. (Vincentian Collaborative Sys. Proj.) Series 2008 A, 0.24%, LOC PNC Bank NA, Pittsburgh, VRDN (a)

4,300,000

4,300,000

Allegheny County Indl. Dev. Auth. Rev.:

(Jewish Home & Hosp. for Aged Proj.) Series 1996 B, 0.24%, LOC PNC Bank NA, Pittsburgh, VRDN (a)

2,625,000

2,625,000

(Our Lady of the Sacred Heart High School Proj.) Series 2002, 0.24%, LOC PNC Bank NA, Pittsburgh, VRDN (a)

800,000

800,000

Beaver County Indl. Dev. Auth. Poll. Cont. Rev. (FirstEnergy Nuclear Generation Corp. Proj.):

Series 2005 A, 0.25%, LOC Barclays Bank PLC, VRDN (a)

2,300,000

2,300,000

Series 2006 A:

0.21%, LOC Barclays Bank PLC, VRDN (a)

7,900,000

7,900,000

0.22%, LOC Barclays Bank PLC, VRDN (a)

8,000,000

8,000,000

Delaware County Auth. Rev. (Riddle Village Proj.) Series 2006, 0.26%, LOC Banco Santander SA, VRDN (a)

1,800,000

1,800,000

Delaware County Indl. Dev. Auth. Arpt. Facilities Rev. (United Parcel Svc. Proj.) Series 1985, 0.2% (United Parcel Svc., Inc. Guaranteed), VRDN (a)

1,400,000

1,400,000

Delaware County Indl. Dev. Auth. Poll. Cont. Rev. (BP Exploration & Oil, Inc. Proj.) 0.19% (BP PLC Guaranteed), VRDN (a)

7,300,000

7,300,000

Municipal Securities - continued

Principal Amount

Value

Pennsylvania - continued

Delaware County Indl. Dev. Auth. Rev. (Resource Recovery Facility Proj.) Series 1997 G, 0.23%, VRDN (a)

$ 1,700,000

$ 1,700,000

Geisinger Auth. Health Sys. Rev. Participating VRDN Series Putters 3446, 0.3% (Liquidity Facility JPMorgan Chase Bank) (a)(b)

2,020,000

2,020,000

Haverford Township School District Series 2009, 0.25%, LOC TD Banknorth, NA, VRDN (a)

7,000,000

7,000,000

Lancaster County Hosp. Auth. Health Ctr. Rev. (Masonic Homes Proj.) Series 2008 A, 0.2%, LOC Wachovia Bank NA, VRDN (a)

1,400,000

1,400,000

Lancaster Indl. Dev. Auth. Rev.:

(Willow Valley Retirement Cmntys. Proj.) Series 2009 C, 0.21%, LOC PNC Bank NA, Pittsburgh, VRDN (a)

1,490,000

1,490,000

(Willow Valley Retirement Proj.) Series 2009 B, 0.21%, LOC PNC Bank NA, Pittsburgh, VRDN (a)

2,500,000

2,500,000

Lehigh County Gen. Purp. Hosp. Rev. (Lehigh Valley Health Network Proj.) Series 2008 C, 0.23%, LOC Bank of America NA, VRDN (a)

2,000,000

2,000,000

Pennsylvania Econ. Dev. Fing. Auth. Exempt Facilities Rev. (PPL Energy Supply LLC Proj.) Series 2009 C, 0.25%, LOC Wachovia Bank NA, VRDN (a)

3,500,000

3,500,000

Pennsylvania Higher Edl. Facilities Auth. (Washington & Jefferson Dev. Corp. Proj.) Series 2005 A, 0.26%, LOC UniCredit SpA, VRDN (a)

3,200,000

3,200,000

Pennsylvania Higher Edl. Facilities Auth. Rev. (King's College Proj.) Series 2002 J3, 0.24%, LOC PNC Bank NA, Pittsburgh, VRDN (a)

880,000

880,000

Philadelphia Auth. for Indl. Dev. Rev.:

(New Courtland Elder Svcs. Proj.) Series 2003, 0.21%, LOC PNC Bank NA, Pittsburgh, VRDN (a)

15,430,000

15,430,000

(Philadelphia Museum of Art Proj.) Series 2008, 0.19%, LOC Wachovia Bank NA, VRDN (a)

8,050,000

8,050,000

Philadelphia Gas Works Rev. (1998 Gen. Ordinance Proj.) Eighth Series B, 0.22%, LOC Wachovia Bank NA, VRDN (a)

7,000,000

7,000,000

Philadelphia School District Series 2008 B1, 0.24%, LOC Wachovia Bank NA, VRDN (a)

4,100,000

4,100,000

Philadelphia State Pub. School Participating VRDN Series Solar 06 161, 0.25% (Liquidity Facility U.S. Bank NA, Minnesota) (a)(b)

4,000,000

4,000,000

Southeastern Pennsylvania Trans. Auth. Rev. Series 2007, 0.21%, LOC PNC Bank NA, Pittsburgh, VRDN (a)

900,000

900,000

 

101,595,000

Municipal Securities - continued

Principal Amount

Value

South Carolina - 1.0%

Greenville Hosp. Sys. Facilities Rev. Series 2008 E, 0.24%, LOC Wachovia Bank NA, VRDN (a)

$ 2,700,000

$ 2,700,000

South Carolina Jobs-Econ. Dev. Auth. (AnMed Health Proj.) Series 2009 D, 0.25%, LOC Branch Banking & Trust Co., VRDN (a)

3,150,000

3,150,000

South Carolina Trans. Infrastructure Bank Rev. Series 2003 B1, 0.26%, LOC Bank of America NA, VRDN (a)

5,180,000

5,180,000

 

11,030,000

Tennessee - 4.9%

Clarksville Pub. Bldg. Auth. Rev. (Tennessee Muni. Bond Fund Proj.):

Series 2003, 0.24%, LOC Bank of America NA, VRDN (a)

1,600,000

1,600,000

Series 2004, 0.24%, LOC Bank of America NA, VRDN (a)

4,125,000

4,125,000

Series 2005, 0.24%, LOC Bank of America NA, VRDN (a)

10,800,000

10,800,000

Series 2008, 0.24%, LOC Bank of America NA, VRDN (a)

20,555,000

20,555,000

Indl. Dev. Board of Blount County and Cities of Alcoa and Maryville (Maryville Civic Arts Ctr. Proj.) Series 2009 A, 0.28%, LOC Branch Banking & Trust Co., VRDN (a)

2,000,000

2,000,000

Memphis Health, Edl. & Hsg. Facilities Board (Watergrove Apts. Proj.) Series 2004, 0.3%, LOC Freddie Mac, VRDN (a)

3,200,000

3,200,000

Montgomery County Pub. Bldg. Auth. Pooled Fing. Rev. (Tennessee County Ln. Pool Prog.):

Series 2002, 0.24%, LOC Bank of America NA, VRDN (a)

10,160,000

10,160,000

Series 2004, 0.24%, LOC Bank of America NA, VRDN (a)

2,700,000

2,700,000

 

55,140,000

Texas - 9.2%

Cypress-Fairbanks Independent School District Participating VRDN Series 86TP, 0.27% (Liquidity Facility Wells Fargo & Co.) (a)(b)

4,880,000

4,880,000

Dallas Performing Arts Cultural Facilities Corp. Cultural Facility Rev. (Dallas Ctr. for the Performing Arts Foundation, Inc. Proj.) Series 2008 B, 0.19%, LOC JPMorgan Chase Bank, VRDN (a)

4,000,000

4,000,000

Harris County Cultural Ed. Facilities Fin. Corp. Rev. (YMCA of the Greater Houston Area Proj.) Series 2008 A, 0.24%, LOC JPMorgan Chase Bank, VRDN (a)

28,700,000

28,700,000

Harris County Cultural Ed. Facilities Fin. Corp. Spl. Facilities Rev. (Texas Med. Ctr. Proj.) Series 2008 A, 0.19%, LOC JPMorgan Chase Bank, VRDN (a)

905,000

905,000

Harris County Health Facilities Dev. Corp. Hosp. Rev. (Baylor College of Medicine Proj.) Series 2007 A, 0.22%, LOC Bank of America NA, VRDN (a)

6,000,000

6,000,000

Municipal Securities - continued

Principal Amount

Value

Texas - continued

Harris County Health Facilities Dev. Corp. Rev.:

(Methodist Hosp. Proj.):

Series 2008 A2, 0.19%, VRDN (a)

$ 1,000,000

$ 1,000,000

Series A1, 0.19%, VRDN (a)

11,000,000

11,000,000

(Saint Dominic Village Proj.) Series 2000, 0.3%, LOC JPMorgan Chase Bank, VRDN (a)

1,800,000

1,800,000

Houston Higher Ed. Fin. Corp. Higher Ed. Rev. (Rice Univ. Proj.) Series 2008 B, 0.19%, VRDN (a)

27,960,000

27,960,000

Port Arthur Navigation District Poll. Cont. Rev. (Texaco, Inc. Proj.) Series 1994, 0.22%, VRDN (a)

1,100,000

1,100,000

Tarrant County Cultural Ed. Facilities Fin. Corp. Hosp. Rev. (Methodist Hospitals of Dallas Proj.) Series 2008, 0.22%, LOC JPMorgan Chase Bank, VRDN (a)

2,865,000

2,865,000

Tarrant County Cultural Ed. Facilities Fin. Corp. Rev. (Texas Health Resources Proj.) Series 2008 A, 0.27%, VRDN (a)

2,100,000

2,100,000

Texas Dept. of Hsg. & Cmnty. Affairs Multi-family Hsg. Rev. Series 2003, 0.23%, LOC Freddie Mac, VRDN (a)

2,215,000

2,215,000

Travis County Health Facilities Dev. (Longhorn Village Proj.) Series 2008 B, 0.25%, LOC Bank of Scotland PLC, VRDN (a)

3,000,000

3,000,000

Univ. of Texas Board of Regents Sys. Rev. Participating VRDN Series BBT 08 25, 0.23% (Liquidity Facility Branch Banking & Trust Co.) (a)(b)

5,100,000

5,100,000

 

102,625,000

Utah - 1.7%

Emery County Poll. Cont. Rev. (PacifiCorp Proj.) Series 1991, 0.3%, LOC BNP Paribas SA, VRDN (a)

7,900,000

7,900,000

Murray City Hosp. Rev. (IHC Health Svcs., Inc. Proj.) Series 2005 B, 0.19% (Liquidity Facility JPMorgan Chase Bank), VRDN (a)

4,100,000

4,100,000

Utah Transit Auth. Sales Tax Rev. Series A, 0.19%, LOC Fortis Banque SA, VRDN (a)

6,975,000

6,975,000

 

18,975,000

Virginia - 0.6%

Albemarle County Econ. Dev. Auth. Hosp. Rev. (Martha Jefferson Hosp. Proj.) Series 2008 D, 0.2%, LOC Wachovia Bank NA, VRDN (a)

1,000,000

1,000,000

Albemarle Econ. Dev. Auth. Health Svcs. Rev. (The Univ. of Virginia Health Svcs. Foundation Proj.) Series 2009, 0.23%, LOC Bank of America NA, VRDN (a)

3,160,000

3,160,000

Municipal Securities - continued

Principal Amount

Value

Virginia - continued

Virginia College Bldg. Auth. Edl. Facilities Rev. (Shenandoah Univ. Proj.) Series 2006, 0.2%, LOC Branch Banking & Trust Co., VRDN (a)

$ 1,000,000

$ 1,000,000

Virginia Small Bus. Fing. (Children's Hosp. of The King's Daughters, Inc. Proj.) Series 2006, 0.24%, LOC Wachovia Bank NA, VRDN (a)

1,200,000

1,200,000

 

6,360,000

Washington - 2.2%

Central Puget Sound Reg'l. Trans. Auth. Sales & Use Tax Rev. Participating VRDN Series BBT 08 34, 0.23% (Liquidity Facility Branch Banking & Trust Co.) (a)(b)

6,200,000

6,200,000

King County Gen. Oblig. Participating VRDN Series ROC II R 11731, 0.25% (Liquidity Facility Citibank NA) (a)(b)

9,815,000

9,815,000

Port of Tacoma Rev. Series 2008 B, 0.22%, LOC Bank of America NA, VRDN (a)

7,000,000

7,000,000

Washington Gen. Oblig. Participating VRDN Series Putters 748, 0.3% (Liquidity Facility JPMorgan Chase Bank) (a)(b)

1,500,000

1,500,000

 

24,515,000

West Virginia - 1.1%

West Virginia Hosp. Fin. Auth. Hosp. Rev.:

(West Virginia United Health Sys. Obligated Group Proj.) Series 2008 A, 0.23%, LOC Bank of America NA, VRDN (a)

6,000,000

6,000,000

(West Virginia United Health Sys. Proj.) Series 2008 B, 0.24%, LOC JPMorgan Chase Bank, VRDN (a)

6,250,000

6,250,000

 

12,250,000

Wisconsin - 1.4%

Univ. of Wisconsin Hosp. & Clinics Auth. Series 2008 B, 0.19%, LOC U.S. Bank NA, Minnesota, VRDN (a)

10,000,000

10,000,000

Wisconsin Health & Edl. Facilities Auth. Rev.:

(Aurora Health Care, Inc. Sys. Proj.) Series 2006 A, 0.22%, LOC U.S. Bank NA, Minnesota, VRDN (a)

1,000,000

1,000,000

(Lutheran College Proj.) 0.22%, LOC U.S. Bank NA, Minnesota, VRDN (a)

4,570,000

4,570,000

 

15,570,000

Municipal Securities - continued

Principal Amount

Value

Wyoming - 0.3%

Lincoln County Poll. Cont. Rev. (Exxon Corp. Proj.) Series 1984 A, 0.17%, VRDN (a)

$ 2,095,000

$ 2,095,000

Uinta County Poll. Cont. Rev. (Chevron Corp. Proj.) Series 1993, 0.17% (Chevron Corp. Guaranteed), VRDN (a)

1,700,000

1,700,000

 

3,795,000

TOTAL INVESTMENT PORTFOLIO - 100.7%
(Cost $1,127,249,000)

1,127,249,000

NET OTHER ASSETS - (0.7)%

(7,457,554)

NET ASSETS - 100%

$ 1,119,791,446

Security Type Abbreviations

VRDN - VARIABLE RATE DEMAND NOTE

Legend

(a) The coupon rate shown on floating or adjustable rate securities represents the rate at period end.

(b) Provides evidence of ownership in one or more underlying municipal bonds.

Other Information

All investments are categorized as Level 2 under the Fair Value Hierarchy. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

  

November 30, 2009 (Unaudited)

 

 

 

Assets

Investment in securities, at value - See accompanying schedule:

Unaffiliated issuers (cost $1,127,249,000)

 

$ 1,127,249,000

Receivable for investments sold

2,500,000

Interest receivable

246,000

Total assets

1,129,995,000

 

 

 

Liabilities

Payable to custodian bank

$ 302

Payable for investments purchased

10,000,000

Distributions payable

196,111

Other payables and accrued expenses

7,141

Total liabilities

10,203,554

 

 

 

Net Assets

$ 1,119,791,446

Net Assets consist of:

 

Paid in capital

$ 1,119,712,431

Accumulated undistributed net realized gain (loss) on investments

79,015

Net Assets, for 1,119,574,373 shares outstanding

$ 1,119,791,446

Net Asset Value, offering price and redemption price per share ($1,119,791,446 ÷ 1,119,574,373 shares)

$ 1.00

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Statement of Operations

Six months ended November 30, 2009 (Unaudited)

 

  

  

Investment Income

  

  

Interest

 

$ 969,789

 

 

 

Expenses

Custodian fees and expenses

$ 8,728

Independent trustees' compensation

1,461

Total expenses before reductions

10,189

Expense reductions

(1,461)

8,728

Net investment income

961,061

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

 

15,027

Net increase in net assets resulting from operations

$ 976,088

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Statements - continued

Statement of Changes in Net Assets

  

Six months ended November 30, 2009 (Unaudited)

Year ended
May 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income

$ 961,061

$ 9,706,361

Net realized gain (loss)

15,027

20,999

Net increase in net assets resulting
from operations

976,088

9,727,360

Distributions to shareholders from net investment income

(961,061)

(9,706,319)

Affiliated share transactions at net asset value of $1.00 per share
Proceeds from sales of shares

935,037,000

1,309,757,000

Cost of shares redeemed

(604,567,000)

(1,195,435,000)

Net increase (decrease) in net assets and shares resulting from share transactions

330,470,000

114,322,000

Total increase (decrease) in net assets

330,485,027

114,343,041

 

 

 

Net Assets

Beginning of period

789,306,419

674,963,378

End of period

$ 1,119,791,446

$ 789,306,419

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights

 

Six months ended
November 30, 2009
Years ended May 31,
  
(Unaudited)
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 1.00

$ 1.00

$ 1.00

$ 1.00

$ 1.00

$ 1.00

Income from Investment Operations

 

 

 

 

 

 

Net investment income

  .001

  .012

  .031

  .036

  .028

  .017

Net realized and unrealized gain (loss) F

  -

  -

  -

  -

  -

  -

Total from investment operations

  .001

  .012

  .031

  .036

  .028

  .017

Distributions from net investment income

  (.001)

  (.012)

  (.031)

  (.036)

  (.028)

  (.017)

Distributions from net realized gain

  -

  -

  - F

  -

  -

  -

Total distributions

  (.001)

  (.012)

  (.031)

  (.036)

  (.028)

  (.017)

Net asset value,
end of period

$ 1.00

$ 1.00

$ 1.00

$ 1.00

$ 1.00

$ 1.00

Total Return B, C

  .11%

  1.24%

  3.16%

  3.70%

  2.87%

  1.69%

Ratios to Average Net Assets E

 

 

 

 

 

Expenses before reductions

  -% A, D

  -% D

  -% D

  .01%

  .02%

  .02%

Expenses net of fee waivers, if any

  -% A, D

  -% D

  -% D

  .01%

  .02%

  .02%

Expenses net of all reductions

  -% A, D

  -% D

  -% D

  .01%

  .01%

  .02%

Net investment income

  .22% A

  1.32%

  3.04%

  3.63%

  3.05%

  1.51%

Supplemental Data

 

 

 

 

 

 

Net assets,
end of period (000 omitted)

$ 1,119,791

$ 789,306

$ 674,963

$ 491,324

$ 431,507

$ 64,204

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Amount represents less than .01%.

E Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed or waived or reductions from expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements, waivers or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement and waivers but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund.

F Amount represents less than $.001 per share.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Notes to Financial Statements

For the period ended November 30, 2009 (Unaudited)

1. Organization.

Fidelity Tax-Free Cash Central Fund (the Fund) is a fund of Fidelity Revere Street Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Delaware statutory trust. Shares of the Fund are only offered to other investment companies and accounts (the Investing Funds) managed by Fidelity Management & Research Company (FMR), or its affiliates.

2. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, January 11, 2010, have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. As permitted by compliance with certain conditions under Rule 2a-7 of the 1940 Act, securities are valued at amortized cost, which approximates value. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or reliable.

Investment Transactions and Income. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost. Interest income is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

2. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions taken by the Fund. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years.

Dividends are declared daily and paid monthly from net investment income. Distributions from realized gains, if any, are recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

The Fund purchases municipal securities whose interest, in the opinion of the issuer, is free from federal income tax. There is no assurance that the IRS will agree with this opinion. In the event the IRS determines that the issuer does not comply with relevant tax requirements, interest payments from a security could become federally taxable, possibly retroactively to the date the security was issued.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ -

Gross unrealized depreciation

-

Net unrealized appreciation (depreciation)

$ -

 

 

Tax cost

$ 1,127,249,000

3. Fees and Other Transactions with Affiliates.

Management Fee and Expense Contract. Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR, provides the Fund with investment management services. The Fund does not pay any fees for these services. Pursuant to the Fund's management contract with FIMM, FMR pays FIMM a portion of the management fees it receives from the Investing Funds. In addition, under an expense contract, FMR also pays all other expenses of the Fund, excluding custody fees, the compensation of the independent Trustees, and certain exceptions such as interest expense.

Semiannual Report

4. Expense Reductions.

FMR has voluntarily agreed to reimburse a portion of the Fund's operating expenses. For the period, the reimbursement reduced the expenses by $1,461.

5. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

At the end of the period, mutual funds managed by FMR or an FMR affiliate were the owners of record of all of the outstanding shares of the Fund.

Semiannual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on July 15, 2009. The results of votes taken among shareholders on the proposal before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To elect a Board of Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

21,934,568,161.95

100.000

Withheld

0.00

0.000

TOTAL

21,934,568,161.95

100.000

Albert R. Gamper, Jr.

Affirmative

21,934,568,161.95

100.000

Withheld

0.00

0.000

TOTAL

21,934,568,161.95

100.000

Abigail P. Johnson

Affirmative

21,934,568,161.95

100.000

Withheld

0.00

0.000

TOTAL

21,934,568,161.95

100.000

Arthur E. Johnson

Affirmative

21,934,568,161.95

100.000

Withheld

0.00

0.000

TOTAL

21,934,568,161.95

100.000

Michael E. Kenneally

Affirmative

21,934,568,161.95

100.000

Withheld

0.00

0.000

TOTAL

21,934,568,161.95

100.000

James H. Keyes

Affirmative

21,934,568,161.95

100.000

Withheld

0.00

0.000

TOTAL

21,934,568,161.95

100.000

Marie L. Knowles

Affirmative

21,934,568,161.95

100.000

Withheld

0.00

0.000

TOTAL

21,934,568,161.95

100.000

 

# of
Votes

% of
Votes

Kenneth L. Wolfe

Affirmative

21,934,568,161.95

100.000

Withheld

0.00

0.000

TOTAL

21,934,568,161.95

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Tax-Free Cash Central Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established three standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Operations Committee meets regularly throughout the year and, among other matters, considers matters specifically related to the annual consideration of the renewal of the fund's Advisory Contracts. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its September 2009 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant and ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the lack of compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law.

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, Fidelity Investments Money Management, Inc., and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. In response to the recent financial crisis, Fidelity took a number of actions intended to cut costs and improve efficiency without weakening the investment teams or resources. The Board specifically noted Fidelity's response to the 2008 credit market crisis. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. In addition, the Board considered the trading resources that are an integral part of the fixed-income portfolio management investment process.

Semiannual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory and administrative services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency and pricing and bookkeeping services for the fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. The Board reviewed the fund's absolute investment performance, as well as the fund's relative investment performance, but did not consider performance to be a material factor in its decision to renew the fund's Advisory Contracts. The Board noted that the fund is designed to offer a liquid investment option for other investment companies and accounts managed by Fidelity Management & Research Company (FMR) or its affiliates and ultimately to enhance the performance of those investment companies and accounts.

Based on its review, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered that FMR pays the fund's management fee on behalf of the fund. The Board also noted that FMR bears all expenses of the fund, except expenses related to the fund's investment activities (primarily custody expenses). Based on its review, the Board concluded that the fund's net management fee and total expenses were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Semiannual Report

Costs of the Services and Profitability. The Board considered the level of Fidelity's profits in respect of all the Fidelity funds, as well as the profitability of each fund that invests in this fund.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board concluded that the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund were not relevant to the renewal of the Advisory Contracts because the fund pays no advisory fees and FMR bears all expenses of the fund, except expenses related to the fund's investment activities.

Economies of Scale. The Board concluded that the realization of economies of scale was not relevant to the renewal of the Advisory Contracts because the fund pays no advisory fees and FMR bears all expenses of the fund, except expenses related to the fund's investment activities.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's fund profitability methodology, the profitability of certain fund service providers, and profitability trends for certain funds; (iv) Fidelity's compensation structure for portfolio managers and key personnel, including its effects on fund profitability, and the extent to which current market conditions have affected retention and recruitment; (v) the selection of and compensation paid by FMR to fund sub-advisers; (vi) Fidelity's fee structures and rationale for recommending different fees among categories of funds; (vii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (viii) explanations for the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Semiannual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Semiannual Report

Item 2. Code of Ethics

Not applicable.

Item 3. Audit Committee Financial Expert

Not applicable.

Item 4. Principal Accountant Fees and Services

Not applicable.

Item 5. Audit Committee of Listed Registrants

Not applicable.

Item 6. Investments

(a) Not applicable.

(b) Not applicable

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. Purchase 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

There were no material changes to the procedures by which shareholders may recommend nominees to the Fidelity Revere Street Trust's Board of Trustees.

Item 11. Controls and Procedures

(a)(i) The President and Treasurer and the Chief Financial Officer have concluded that the Fidelity Revere Street Trust's (the "Trust") disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act) provide reasonable assurances that material information relating to the Trust is made known to them by the appropriate persons, based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this report.

(a)(ii) There was no change in the Trust's internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act) that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Trust's internal control over financial reporting.

Item 12. Exhibits

(a)

(1)

Not applicable.

(a)

(2)

Certification pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 (17 CFR 270.30a-2(a)) is filed and attached hereto as Exhibit 99.CERT.

(a)

(3)

Not applicable.

(b)

 

Certification pursuant to Rule 30a-2(b) under the Investment Company Act of 1940 (17 CFR 270.30a-2(b)) is furnished and attached hereto as Exhibit 99.906CERT.

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.

Fidelity Revere Street Trust

By:

/s/John R. Hebble

 

John R. Hebble

 

President and Treasurer

 

 

Date:

January 27, 2010

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 R. Hebble

 

John R. Hebble

 

President and Treasurer

 

 

Date:

January 27, 2010

By:

/s/Christine Reynolds

 

Christine Reynolds

 

Chief Financial Officer

 

 

Date:

January 27, 2010

EX-99.CERT 2 rev99cert.htm

Exhibit EX-99.CERT

I, John R. Hebble, certify that:

1. I have reviewed this report on Form N-CSR of Fidelity Revere Street Trust;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based upon such evaluation; and

d. Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: January 27, 2010

/s/John R. Hebble

John R. Hebble

President and Treasurer

I, Christine Reynolds, certify that:

1. I have reviewed this report on Form N-CSR of Fidelity Revere Street Trust;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based upon such evaluation; and

d. Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: January 27, 2010

/s/Christine Reynolds

Christine Reynolds

Chief Financial Officer

EX-99.906 CERT 3 rev906cert.htm

Exhibit EX-99.906CERT

Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of section 1350, chapter 63 of title 18, United States Code)

In connection with the attached Report of Fidelity Revere Street Trust (the "Trust") on Form N-CSR to be filed with the Securities and Exchange Commission (the "Report"), each of the undersigned officers of the Trust does hereby certify that, to the best of such officer's knowledge:

1. The Report fully complies with the requirements of 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Trust as of, and for, the periods presented in the Report.

Dated: January 27, 2010

/s/John R. Hebble

John R. Hebble

President and Treasurer

Dated: January 27, 2010

/s/Christine Reynolds

Christine Reynolds

Chief Financial Officer

A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to the Trust and will be retained by the Trust and furnished to the Securities and Exchange Commission or its staff upon request.

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