N-30D/A 1 main.htm

Fidelity®

Four-in-One Index

Fund

Semiannual Report

August 31, 2002

(2_fidelity_logos) (Registered_Trademark)

Contents

President's Message

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Ned Johnson on investing strategies.

Performance

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How the fund has done over time.

Fund Talk

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The manager's review of fund performance, strategy and outlook.

Investment Changes

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A summary of the fund's investments.

Investments

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A complete list of the fund's investments with their market values.

Financial Statements

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Statements of assets and liabilities, operations, and changes in net assets,
as well as financial highlights.

Notes

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Notes to the financial statements.

Proxy Voting Results

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Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR Corp. or an affiliated company.

(Recycle graphic)   This report is printed on recycled paper using soy-based inks.

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

Mutual fund shares are not deposits or obligations of, or guaranteed by, any depository institution. Shares are not insured by the FDIC, Federal Reserve Board or any other agency, and are subject to investment risks, including possible loss of principal amount invested.

Neither the fund nor Fidelity Distributors Corporation is a bank.

For more information on any Fidelity fund, including charges and expenses, call 1-800-544-6666 for a free prospectus. Read it carefully before you invest or send money.

Semiannual Report

President's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

As the first anniversary of September 11 approached, new concerns about terrorism and a continued deterioration of investor confidence kept U.S. equity performance on its year-long downward path. With investor appetite for risk dwindling, U.S. Treasury bonds - traditionally a haven from stock market and geopolitical turbulence - were in strong demand. As a result, the securities outperformed nearly all other asset classes year-to-date through August.

While it's impossible to predict the future direction of the markets with any degree of certainty, there are certain basic principles that can help investors plan for their future needs.

First, investors are encouraged to take a long-term view of their portfolios. If you can afford to leave your money invested through the inevitable up and down cycles of the financial markets, you will greatly reduce your vulnerability to any single decline. We know from experience, for example, that stock prices have gone up over longer periods of time, have significantly outperformed other types of investments and have stayed ahead of inflation.

Second, you can further manage your investing risk through diversification. A stock mutual fund, for instance, is already diversified, because it invests in many different companies. You can increase your diversification further by investing in a number of different stock funds, or in such other investment categories as bonds. If you have a short investment time horizon, you might want to consider moving some of your investment into a money market fund, which seeks income and a stable share price by investing in high-quality, short-term investments. Of course, it's important to remember that an investment in a money market fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. Although money market funds seek to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in these types of funds.

Finally, no matter what your time horizon or portfolio diversity, it makes good sense to follow a regular investment plan, investing a certain amount of money in a fund at the same time each month or quarter and periodically reviewing your overall portfolio. By doing so, you won't get caught up in the excitement of a rapidly rising market, nor will you buy all your shares at market highs. While this strategy - known as dollar cost averaging - won't assure a profit or protect you from a loss in a declining market, it should help you lower the average cost of your purchases. Of course, you should consider your financial ability to continue your purchases through periods of low price levels before undertaking such a strategy.

If you have questions, please call us at 1-800-544-6666, or visit our web site at www.fidelity.com. We are available 24 hours a day, seven days a week to provide you the information you need to make the investments that are right for you.

Best regards,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Semiannual Report

Performance: The Bottom Line

There are several ways to evaluate a fund's historical performance. You can look at the total percentage change in value, the average annual percentage change or the growth of a hypothetical $10,000 investment. Total return reflects the change in the value of an investment, assuming reinvestment of the fund's dividend income and capital gains (the profits earned upon the sale of securities that have grown in value). If Fidelity had not reimbursed certain fund expenses, the total returns would have been lower.

Cumulative Total Returns

Periods ended August 31, 2002

Past 6
months

Past 1
year

Life of
fund

Fidelity® Four-in-One Index

-11.43%

-12.97%

-20.18%

Fidelity Four-in-One Composite

-11.44%

-12.95%

-19.57%

S&P 500®

-16.60%

-18.00%

-29.38%

Wilshire 4500SM Completion

-12.54%

-13.24%

-21.13%

MSCI® EAFE®

-7.05%

-14.78%

-27.03%

LB Aggregate Bond

4.94%

8.11%

30.82%

Cumulative total returns show the fund's performance in percentage terms over a set period - in this case, six months, one year or since the fund started on June 29, 1999. For example, if you had invested $1,000 in a fund that had a 5% return over the past year, the value of your investment would be $1,050. You can compare the fund's return to the performance of the Fidelity Four-in-One Composite Index, a hypothetical combination of unmanaged indices combining the total returns of the Standard & Poor's 500 SM (S&P 500®) Index, Wilshire 4500SM Completion Index, Morgan Stanley Capital InternationalSM Europe, Australasia, Far East Index (MSCI® EAFE®), and Lehman Brothers® Aggregate Bond Index using a weighting of approximately 55%, 15%, 15%, and 15%, respectively. These benchmarks include reinvested dividends and capital gains, if any.

Average Annual Total Returns

Periods ended August 31, 2002

Past 1
year

Life of
fund

Fidelity Four-in-One Index

-12.97%

-6.85%

Fidelity Four-in-One Composite

-12.95%

-6.63%

Average annual total returns take the fund's cumulative return and show you what would have happened if the fund had performed at a constant rate each year.

Semiannual Report

Performance - continued

$10,000 Over Life of Fund



$10,000 Over Life of Fund: Let's say hypothetically that $10,000 was invested in Fidelity® Four-in-One Index Fund on June 29, 1999, when the fund started. As the chart shows, by August 31, 2002, the value of the investment would be $7,982 - a 20.18% decrease on the initial investment. For comparison, look at how both the Standard & Poor's 500 Index, a market capitalization-weighted index of common stocks, and the Fidelity Four-in-One Composite Index did over the same period. With dividends and capital gains, if any, reinvested, the same $10,000 investment in the Standard & Poor's 500 Index would be $7,062 - a 29.38% decrease. You can also look at how the Fidelity Four-in-One Composite Index did over the same period. The composite index combines the total returns of the S&P 500 Index, the Wilshire 4500 Completion Index, the Morgan Stanley Capital International Europe, Australasia, Far East Index and the Lehman Brothers Aggregate Bond Index, according to the fund's target asset allocation, and assumes monthly rebalancing of the mix. With dividends and interest, if any, reinvested, the same $10,000 investment would be $8,043 - a 19.57% decrease.

The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares.

Understanding
Performance

How a fund did yesterday is no guarantee of how it will do tomorrow. If you sell your shares during a market downturn, you might lose money. But if you can ride out the market's ups and downs, you may have a gain.

3

Semiannual Report

Fund Talk: The Manager's Overview

(Portfolio Manager photograph)
An interview with Jennifer Farrelly, Portfolio Manager of Fidelity Four-in-One Index Fund

Q. How did the fund perform, Jennifer?

A. For the six-month period ending August 31, 2002, the fund was down 11.43%. That performance closely tracked the Fidelity Four-in-One Composite Index, which fell 11.44% during the same time frame. For the 12-month period ending August 31, 2002, the fund declined 12.97%, while the Composite index dropped 12.95%.

Q. What was behind the U.S. equity market's disappointing six-month performance?

A. To begin with, the state of the economy remained in question. While some industries showed signs of growth, such as homebuilding, discount retail, and food and beverage, the majority continued to face slowing revenues and shrinking profits. Monthly government data on various segments of the economy trickled in with mixed results, creating a climate of uncertainty. Earlier in the period, many economists felt the Federal Reserve Board's aggressive policy of lowering interest rates in 2001 would have a positive effect on business and stocks during 2002, but such a scenario failed to materialize during the past six months. Complicating matters further, a flurry of investigations into corporate accounting by the Securities and Exchange Commission (SEC) served to cripple shareholders' trust in the country's financial system. Stocks tumbled on news of each new company facing an SEC inquiry into its accounting practices. These negative factors - in addition to the threat of terrorism and geopolitical unrest - caused a crisis of confidence among many stock investors.

Q. What sectors of the Standard & Poor's 500 Index drove its return?

A. On an absolute basis, all seven major sectors of the S&P 500 index fell into negative territory. Financial services stocks held up the best as a group. A healthy spread between short- and long-term interest rates allowed banks to take advantage of paying low rates to depositors while lending at higher rates. Banking deposits also increased as investors moved money from the volatile stock market to government-insured bank accounts. Elsewhere in the financial sector, insurance stocks declined but generally held up well amid improving industry fundamentals, such as pricing power. Among other sectors, consumer industries outperformed the broader market largely as a result of resilient consumer spending in the face of tough economic conditions. Stocks of many retail, personal care product and food service companies were buoyed by steady consumer spending habits and higher profits. The sector's brightest spot was the beverage industry, namely Coca-Cola and The Pepsi Bottling Group, which attracted investors looking for safe havens amid the market's volatility. In terms of disappointments, technology suffered a massive sell-off and was the worst performing sector, with few areas able to escape the market's slide. The sector's poor business fundamentals and high valuations caused investors to jettison shares of software, semiconductor, hardware and networking companies. The other major underperforming sector was utilities, which was plagued by a disproportionate share of questionable accounting allegations, as well as weak business fundamentals and onerous debt levels shouldered by many telecommunication services companies and unregulated power utilities.

Semiannual Report

Fund Talk: The Manager's Overview - continued

Q. Why did the Wilshire 4500 Completion Index hold up better than the S&P 500 index?

A. To investors, the mid- and small-cap stocks that comprise the Wilshire 4500 Completion Index were more attractive than the larger-cap stocks comprising the S&P 500 index. While they were not immune to the market's weakness, smaller-cap stocks tended to outperform larger-cap stocks because investors favored their propensity for cleaner balance sheets and simpler business models, given the hostile environment for companies with complex accounting. The valuations of smaller companies generally were a bit lower as well, and investors may have been more comfortable owning these stocks in a difficult investing environment. Finally, large-cap stocks are more liquid - meaning easier to trade - than smaller stocks. To meet redemption requests in a volatile market, institutional investors tend to sell the more liquid stocks in their portfolios first.

Q. Why did international stocks fare better?

A. The barrage of accounting investigations was essentially a domestic issue. Overseas companies generally were spared the intense scrutiny - and discovery of accounting misdeeds - that took place in the U.S. As a result, investors' confidence in overseas stocks wasn't sapped to the same extent as it was in the U.S. The falling value of the dollar versus overseas currencies also created some benefit in owning overseas stocks, as investors progressively got more bang for their buck by owning them due to currency conversion. Turning to specific regions, Japan proved to be the bright spot. The leading Japanese indexes turned in positive returns during the past six months, as a surge in foreign buying propelled the market. Non-residents benefited from the Japanese market's modest recovery plus an attractive gain in the value of the yen versus the dollar. Increased industrial production, growth in money supply, robust forecasted earnings growth and attractive valuations also gave investors hope for further upside in Japanese stocks. Generally speaking, European-based stocks were among the biggest detractors internationally, as a recovery in corporate earnings failed to materialize, unemployment kept rising and the prospects for inflation appeared more pronounced. Additionally, two of the region's larger economies - namely France and Germany - were in need of additional monetary stimulus.

Q. Domestic bonds again appeared to provide some much-needed stability...

A. That's true. Investment-grade bonds were the only asset class that appreciated, as they proved to be a more attractive alternative given the economy's uneven growth and heightened concerns about corporate governance, terrorism and geopolitical unrest. While all the investment-grade bond categories delivered positive returns, higher-quality Treasury and government agency securities performed best: Each category returned greater than 6%. Mortgage securities also did well, benefiting from lower volatility and reduced prepayment risk, despite facing a new wave of refinancings in the summer of 2002 as mortgage rates reached near 40-year lows. Corporate bonds lagged the other categories as a result of eroding confidence in corporate governance and widespread credit-quality downgrades.

Semiannual Report

Q. What's your outlook, Jennifer?

A. On the one hand, I'm encouraged about a few factors: low interest rates that may prompt companies to borrow and expand their businesses by spending on new technologies, equipment and services; and attractive valuations after two years of declines. On the other hand, there's still mixed sentiment about the outlook for a U.S. economic recovery, and corporate profits on the whole declined during the past six months. I don't expect the fund to produce significantly better returns until we see clear evidence that corporate profits have stabilized and business has improved among a broader group of industries.

The views expressed in this report reflect those of the portfolio manager only through the end of the period of the report as stated on the cover and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Note to shareholders: Effective October 1, 2002, William Eigen became Portfolio Manager of Fidelity Four-in-One Index Fund.

Fund Facts

Goal: seeks high total return by investing in a combination of four Fidelity stock and bond index funds

Fund number: 355

Trading symbol: FFNOX

Start date: June 29, 1999

Size: as of August 31, 2002, more than $259 million

Manager: Jennifer Farrelly, since inception; manager, various structured portfolios for Fidelity Management Trust Company; various Fidelity and Spartan domestic equity index funds, 1994-1997; joined Fidelity in 1988

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Semiannual Report

Investment Changes

Fund Holdings as of August 31, 2002

% of fund's
investments

% of fund's investments
6 months ago

Targeted
investment
allocation

Fidelity Spartan 500 Index Fund

54.9%

54.6%

55.0%

Fidelity Spartan Extended
Market Index Fund

15.0

14.7

15.0

Fidelity Spartan International Index Fund

14.9

15.4

15.0

Fidelity U.S. Bond Index Fund

15.2

15.3

15.0

Cash Equivalents

0.0

0.0

0.0

100.0%

100.0%

100.0%

Asset Allocation (% of fund's investments)

As of August 31, 2002

As of February 28, 2002

Domestic
Equity Funds 69.9%

Domestic
Equity Funds 69.3%

International
Equity Funds 14.9%

International
Equity Funds 15.4%

Investment Grade Fixed-Income Funds 15.2%

Investment Grade Fixed-Income Funds 15.3%

Cash Equivalents 0.0%

Cash Equivalents 0.0%



Semiannual Report

Investments August 31, 2002 (Unaudited)

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 84.8%

Shares

Value (Note 1)

Domestic Equity Funds - 69.9%

Fidelity Spartan 500 Index Fund

2,249,369

$ 142,385,079

Fidelity Spartan Extended Market Index Fund

1,969,681

38,822,405

TOTAL DOMESTIC EQUITY FUNDS

181,207,484

International Equity Funds - 14.9%

Fidelity Spartan International Index Fund

1,778,439

38,645,481

TOTAL EQUITY FUNDS

(Cost $319,099,935)

219,852,965

Fixed-Income Funds - 15.2%

Investment Grade Fixed-Income Funds - 15.2%

Fidelity U.S. Bond Index Fund
(Cost $36,059,829)

3,530,119

39,325,523

Cash Equivalents - 0.0%

Maturity
Amount

Investments in repurchase agreements (U.S. Treasury Obligations), in a joint trading account at 1.81%, dated 8/30/02 due 9/3/02
(Cost $42,000)

$ 42,008

42,000

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $355,201,764)

$ 259,220,488

Other Information

Purchases and redemptions of the underlying fund shares aggregated $37,274,508 and $29,294,307, respectively.

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

Semiannual Report

Financial Statements

FStatement of Assets and Liabilities

August 31, 2002 (Unaudited)

Assets

Investment in securities, at value (including repurchase agreements of $42,000) (cost $ 355,201,764) - See accompanying schedule

$ 259,220,488

Cash

617

Receivable for fund shares sold

155,466

Receivable from investment adviser for expense reductions

4,358

Total assets

259,380,929

Liabilities

Payable for investments purchased

$ 78,026

Payable for fund shares redeemed

99,410

Accrued management fee

21,406

Total liabilities

198,842

Net Assets

$ 259,182,087

Net Assets consist of:

Paid in capital

$ 360,422,647

Undistributed net investment income

1,516,407

Accumulated undistributed net realized gain (loss) on investments

(6,775,691)

Net unrealized appreciation (depreciation) on investments

(95,981,276)

Net Assets, for 13,767,930 shares outstanding

$ 259,182,087

Net Asset Value, offering price and redemption price per share ($259,182,087 ÷ 13,767,930 shares)

$ 18.83

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

Semiannual Report

Financial Statements - continued

Statement of Operations

Six months ended August 31, 2002 (Unaudited)

Investment Income

Income distributions from underlying funds

$ 1,715,368

Interest

682

Total income

1,716,050

Expenses

Management fee

$ 139,624

Non-interested trustees' compensation

456

Miscellaneous

586

Total expenses before reductions

140,666

Expense reductions

(28,111)

112,555

Net investment income (loss)

1,603,495

Realized and Unrealized Gain (Loss)

Realized gain (loss) on sale of underlying fund shares

(2,934,489)

Change in net unrealized appreciation (depreciation) on investment securities

(32,336,895)

Net gain (loss)

(35,271,384)

Net increase (decrease) in net assets resulting from operations

$ (33,667,889)

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

Semiannual Report

Statement of Changes in Net Assets

Six months ended
August 31, 2002
(Unaudited)

Year ended
February 28,
2002

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 1,603,495

$ 5,241,407

Net realized gain (loss)

(2,934,489)

(2,305,550)

Change in net unrealized appreciation (depreciation)

(32,336,895)

(28,154,872)

Net increase (decrease) in net assets resulting
from operations

(33,667,889)

(25,219,015)

Distributions to shareholders from net investment income

(409,856)

(5,865,171)

Distributions to shareholders from net realized gain

-

(403,352)

Total distributions

(409,856)

(6,268,523)

Share transactions
Net proceeds from sales of shares

42,762,968

78,626,507

Reinvestment of distributions

391,808

5,905,028

Cost of shares redeemed

(36,337,738)

(84,634,679)

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

6,817,038

(103,144)

Total increase (decrease) in net assets

(27,260,707)

(31,590,682)

Net Assets

Beginning of period

286,442,794

318,033,476

End of period (including undistributed net investment income of $1,516,407 and undistributed net investment income of $322,768, respectively)

$ 259,182,087

$ 286,442,794

Other Information

Shares

Sold

2,095,996

3,545,316

Issued in reinvestment of distributions

18,022

268,179

Redeemed

(1,799,956)

(3,814,710)

Net increase (decrease)

314,062

(1,215)

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

Semiannual Report

Financial Highlights

Six months ended
August 31, 2002

Years ended February 28,

(Unaudited)

2002

2001

2000 F

Selected Per-Share Data

Net asset value, beginning of period

$ 21.29

$ 23.64

$ 27.07

$ 25.00

Income from Investment Operations

Net investment income (loss) D

.12

.39

.47

.37

Net realized and unrealized gain (loss)

(2.55)

(2.26)

(3.23)

1.94

Total from investment operations

(2.43)

(1.87)

(2.76)

2.31

Distributions from net investment income

(.03)

(.45)

(.50)

(.24)

Distributions in excess of net investment income

-

-

(.07)

-

Distributions from net realized gain

-

(.03)

(.10)

-

Total distributions

(.03)

(.48)

(.67)

(.24)

Net asset value, end of period

$ 18.83

$ 21.29

$ 23.64

$ 27.07

Total ReturnB, C

(11.43)%

(7.97)%

(10.35)%

9.24%

Ratios to Average Net Assets E, G

Expenses before expense reductions

.10% A

.10%

.10%

.10% A

Expenses net of voluntary waivers,
if any

.08% A

.08%

.08%

.08% A

Expenses net of all reductions

.08% A

.08%

.08%

.08% A

Net investment income (loss)

1.15% A

1.77%

1.77%

2.20% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 259,182

$ 286,443

$ 318,033

$ 314,963

Portfolio turnover rate

21% A

21%

23%

4% A

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 Calculated based on average shares outstanding during the period.

E Amounts do not include the activity of the underlying funds.

F For the period June 29, 1999 (commencement of operations) to February 29, 2000.

G Expense ratios reflect operating expenses of the fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from directed brokerage or other expense offset arrangements and do not represent the amount paid by the fund during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of any voluntary waivers reflects expenses after reimbursement by the investment adviser but prior to reductions from directed brokerage or other 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 August 31, 2002 (Unaudited)

1. Significant Accounting Policies.

Fidelity Four-in-One Index Fund (the fund) is a fund of Fidelity Oxford 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 business trust. The fund primarily invests in a combination of Fidelity index funds (the Underlying Funds) managed by Fidelity Management & Research Company (FMR). The underlying stock funds are sub-advised by Deutsche Asset Management, Inc. (DAMI). 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. The following summarizes the significant accounting policies of the fund:

Security Valuation. Net asset value per share is calculated as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Investments in the Underlying funds are valued at their net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost.

Investment Transactions and Income. Security transactions, normally shares of the Underlying Funds, are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost. Income and capital gain distributions from the Underlying Funds, if any, are recorded on the ex-dividend date. Interest income, which includes amortization of premium and accretion of discount on debt securities, as required, is accrued as earned.

Expenses. Expenses included in the accompanying financial statements reflect the expenses of the fund and do not include any expenses associated with the Underlying Funds.

Income Tax Information and Distributions to Shareholders. Each year the fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required. Distributions 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 and temporary book and tax differences. These adjustments have no impact on net assets or the results of operations. Temporary differences will reverse in a subsequent period. These differences are primarily due to short-term capital gain distributions from the Underlying Funds and losses deferred due to wash sales and excise tax regulations.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

1. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The federal tax cost of investments including unrealized appreciation (depreciation) as of period end was as follows:

Unrealized appreciation

$ 3,554,682

|

Unrealized depreciation

(103,585,582)

Net unrealized appreciation (depreciation)

$ (100,030,900)

Cost for federal income tax purposes

$ 359,251,388

Short-Term Trading (Redemption) Fees. Shares held in the fund less than 90 days are subject to a short-term trading fee equal to .50% of the proceeds of the redeemed shares. The fee, which is paid to the fund, is then paid to the underlying funds with short-term trading fees. For the period, the fund received $14,077, of which $7,202, $2,946, and $3,929 was paid to Spartan 500 Index Fund, Spartan Extended Market Index Fund and Spartan International Index Fund, respectively.

2. Operating Policies.

Joint Trading Account. Pursuant to an Exemptive Order issued by the Securities and Exchange Commission (the SEC), the fund, along with other affiliated entities of FMR, may transfer uninvested cash balances into one or more joint trading accounts. These balances are invested in one or more repurchase agreements for U.S. Treasury or Federal Agency obligations.

Repurchase Agreements. The underlying U.S. Treasury, Federal Agency, or other obligations found to be satisfactory by FMR are transferred to an account of the funds, or to the Joint Trading Account, at a custodian bank. The securities are marked-to-market daily and maintained at a value at least equal to the principal amount of the repurchase agreement (including accrued interest). FMR is responsible for determining that the value of the underlying securities remains in accordance with the market value requirements stated above.

3. Purchases and Sales of Investments.

Information regarding purchases and redemptions of the Underlying Funds' shares is included under the caption "Other Information" at the end of the fund's Schedule of Investments.

Semiannual Report

4. Fees and Other Transactions with Affiliates.

Management Fee. Strategic Advisers, Inc. (Strategic Advisers), an affiliate of FMR, provides the fund with investment management related services. For these services the fund pays a monthly management fee to Strategic Advisers. The management fee is computed at an annual rate of .10% of the fund's average net assets. The management fee is reduced by an amount equal to the fees and expenses paid by the fund to the non-interested Trustees.

Other Transactions. Strategic Advisers has entered into an administration agreement with FMR under which FMR provides management and administrative services (other than investment advisory services) necessary for the operation of the fund. Pursuant to this agreement, FMR pays all expenses of the fund, except the compensation of the non-interested trustees and certain exceptions such as interest expense. FMR also contracts with other Fidelity companies to perform the services necessary for the operation of the fund. For the services under the agreement, Strategic Advisers pays FMR a monthly administration fee equal to the management fee received by Strategic Advisers, minus an amount equal to an annual rate of .02% of the fund's average net assets.

5. Committed Line of Credit.

The fund participates with other funds managed by FMR in a $3.5 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The fund has agreed to pay commitment fees on its pro rata portion of the line of credit. During the period, there were no borrowings on this line of credit.

6. Expense Reductions.

FMR agreed to reimburse the fund to the extent operating expenses exceeded .08% of average net assets. Some expenses, for example interest expense, are excluded from this reimbursement. During the period, this reimbursement reduced the fund's expenses by $28,111.

7. Other Information.

The fund does not invest in the Underlying Funds for the purpose of exercising management or control; however, investments by the fund within its principal investment strategies may represent a significant portion of an Underlying Fund's net assets. At the end of the period, the fund was the owner of record of approximately 13% of the total outstanding shares of Spartan International Index Fund.

Semiannual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on April 17, 2002. The results of votes taken among shareholders on proposals 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 continue the effectiveness of Article VII, Section 7.04 of the Trust Instrument.

# of
Votes

% of
Votes

Affirmative

126,607,111.17

90.282

Against

5,705,726.95

4.068

Abstain

6,270,223.91

4.472

Broker
Non-Votes

1,652,443.20

1.178

TOTAL

140,235,505.23

100.000

PROPOSAL 2

To authorize the Trustees to adopt an amended and restated Trust Instrument.

# of
Votes

% of
Votes

Affirmative

123,451,188.54

88.032

Against

9,024,415.05

6.436

Abstain

6,107,458.44

4.354

Broker
Non-Votes

1,652,443.20

1.178

TOTAL

140,235,505.23

100.000

PROPOSAL 3

To elect the thirteen nominees specified below as Trustees.

# of
Votes

% of
Votes

J. Michael Cook

Affirmative

135,301,823.50

96.482

Withheld

4,933,681.73

3.518

TOTAL

140,235,505.23

100.000

Ralph F. Cox

Affirmative

134,913,095.20

96.205

Withheld

5,322,410.03

3.795

TOTAL

140,235,505.23

100.000

# of
Votes

% of
Votes

Phyllis Burke Davis

Affirmative

134,850,299.73

96.160

Withheld

5,385,205.50

3.840

TOTAL

140,235,505.23

100.000

Robert M. Gates

Affirmative

135,015,779.68

96.278

Withheld

5,219,725.55

3.722

TOTAL

140,235,505.23

100.000

Abigail P. Johnson

Affirmative

135,070,309.66

96.317

Withheld

5,165,195.57

3.683

TOTAL

140,235,505.23

100.000

Edward C. Johnson 3d

Affirmative

134,961,719.12

96.239

Withheld

5,273,786.11

3.761

TOTAL

140,235,505.23

100.000

Donald J. Kirk

Affirmative

135,062,854.70

96.311

Withheld

5,172,650.53

3.689

TOTAL

140,235,505.23

100.000

Marie L. Knowles

Affirmative

135,292,115.93

96.475

Withheld

4,943,389.30

3.525

TOTAL

140,235,505.23

100.000

Ned C. Lautenbach

Affirmative

135,161,662.14

96.382

Withheld

5,073,843.09

3.618

TOTAL

140,235,505.23

100.000

Peter S. Lynch

Affirmative

135,287,878.38

96.472

Withheld

4,947,626.85

3.528

TOTAL

140,235,505.23

100.000

# of
Votes

% of
Votes

Marvin L. Mann

Affirmative

135,060,335.11

96.310

Withheld

5,175,170.12

3.690

TOTAL

140,235,505.23

100.000

William O. McCoy

Affirmative

135,128,783.68

96.358

Withheld

5,106,721.55

3.642

TOTAL

140,235,505.23

100.000

William S. Stavropoulos

Affirmative

135,080,401.63

96.324

Withheld

5,155,103.60

3.676

TOTAL

140,235,505.23

100.000

PROPOSAL 4

To amend the fund's fundamental investment limitation concerning underwriting.

# of
Votes

% of
Votes

Affirmative

124,271,568.67

88.617

Against

7,114,206.62

5.073

Abstain

7,197,286.74

5.132

Broker
Non-Votes

1,652,443.20

1.178

TOTAL

140,235,505.23

100.000

PROPOSAL 5

To amend the fund's fundamental investment limitation concerning lending.

# of
Votes

% of
Votes

Affirmative

122,892,140.73

87.633

Against

8,018,343.99

5.717

Abstain

7,672,577.31

5.472

Broker
Non-Votes

1,652,443.20

1.178

TOTAL

140,235,505.23

100.000

Semiannual Report

Managing Your Investments

Fidelity offers several ways to conveniently manage your personal investments via your telephone or PC. You can access your account information, conduct trades and research your investments 24 hours a day.

By Phone

Fidelity Automated Service Telephone provides a single toll-free number to access account balances, positions, quotes and trading. It's easy to navigate the service, and on your first call, the system will help you create a personal identification number (PIN) for security.

(phone_graphic)

Fidelity Automated
Service Telephone (FAST
®)
1-800-544-5555

Press

1   For mutual fund and brokerage trading.

2   For quotes.*

3   For account balances and holdings.

4   To review orders and mutual
fund activity.

5   To change your PIN.

*0   To speak to a Fidelity representative.

By PC

Fidelity's web site on the Internet provides a wide range of information, including daily financial news, fund performance, interactive planning tools and news about Fidelity products and services.

(computer_graphic)

Fidelity's Web Site
www.fidelity.com

If you are not currently on the Internet, call EarthLink Sprint at 1-800-EarthLink, and be sure to ask for registration number SMD004 to receive a special Fidelity package that includes 30 days of free Internet access. EarthLink is North America's #1 independent Internet access provider.

* When you call the quotes line, please remember that a fund's yield and return will vary and, except for money market funds, share price will also vary. This means that you may have a gain or loss when you sell your shares. There is no assurance that money market funds will be able to maintain a stable $1 share price; an investment in a money market fund is not insured or guaranteed by the U.S. government. Total returns are historical and include changes in share price, reinvestment of dividends and capital gains, and the effects of any sales charges.

Semiannual Report

To Write Fidelity

If more than one address is listed, please locate the address that is closest to you. We'll give your correspondence immediate attention and send you written confirmation upon completion of your request.

(letter_graphic)

Making Changes
To Your Account

(such as changing name, address, bank, etc.)

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0002

(letter_graphic)

For Non-Retirement
Accounts

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Overnight Express
Fidelity Investments
2300 Litton Lane - KH1A
Hebron, KY 41048

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
2300 Litton Lane - KH2GC
Hebron, KY 41048-9397

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

(letter_graphic)

For Retirement
Accounts

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Redemptions - CP5L

400 East Las Colinas Blvd.
Irving, TX 75039-5587

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

Semiannual Report

To Visit Fidelity

For directions and hours,
please call 1-800-544-9797.

Arizona

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Chandler, AZ

7373 N. Scottsdale Road
Scottsdale, AZ

California

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1411 Chapin Avenue
Burlingame, CA

851 East Hamilton Avenue
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Colorado

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8065 Beneva Road
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Georgia

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Illinois

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Maine

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Maryland

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Boston, MA

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Boston, MA

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Burlington, MA

416 Belmont Street
Worcester, MA

Semiannual Report

Michigan

280 Old N. Woodward Ave.
Birmingham, MI

43420 Grand River Avenue
Novi, MI

29155 Northwestern Hwy.
Southfield, MI

Minnesota

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Edina, MN

Missouri

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Ladue, MO

New Jersey

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Millburn, NJ

56 South Street
Morristown, NJ

501 Route 17, South
Paramus, NJ

New York

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Huntington Station, NY

1271 Avenue of the Americas
New York, NY

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New York, NY

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New York, NY

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Charlotte, NC

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28699 Chagrin Boulevard
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Pennsylvania

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Austin, TX

4017 Northwest Parkway
Dallas, TX

12532 Memorial Drive
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14100 San Pedro
San Antonio, TX

19740 IH 45 North
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Utah

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Salt Lake City, UT

Virginia

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McLean, VA

Washington

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Washington, DC

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Washington, DC

Wisconsin

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Fidelity Brokerage Services, Inc., 100 Summer St., Boston, MA 02110 Member NYSE/SIPC

Semiannual Report

Investment Adviser

Strategic Advisers, Inc.
Boston, MA

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Shareholder
Servicing Agent

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Bank of New York
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