-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, EjMslbW6XJkL4Z7KsTg0cDFSn13/B9PF20E+E9ceBlWpk03FNbS9kUJL6gL51JMb LVOllfMFZAkIzFm6OVdQEA== 0000028540-95-000005.txt : 19950425 0000028540-95-000005.hdr.sgml : 19950425 ACCESSION NUMBER: 0000028540-95-000005 CONFORMED SUBMISSION TYPE: 485APOS PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19950424 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: DAILY MONEY FUND/MA/ CENTRAL INDEX KEY: 0000028540 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 042778694 STATE OF INCORPORATION: MA FISCAL YEAR END: 0731 FILING VALUES: FORM TYPE: 485APOS SEC ACT: 1933 Act SEC FILE NUMBER: 002-77909 FILM NUMBER: 95530549 FILING VALUES: FORM TYPE: 485APOS SEC ACT: 1940 Act SEC FILE NUMBER: 811-03480 FILM NUMBER: 95530550 BUSINESS ADDRESS: STREET 1: 82 DEVONSHIRE ST CITY: BOSTON STATE: MA ZIP: 02109 BUSINESS PHONE: 2142816351 MAIL ADDRESS: STREET 1: P.O. BOX 650471 STREET 2: MAILZONE DW4B CITY: DALLAS STATE: TX ZIP: 75265-0471 FORMER COMPANY: FORMER CONFORMED NAME: DEVONSHIRE STREET FUND INC DATE OF NAME CHANGE: 19821213 485APOS 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-1A REGISTRATION STATEMENT (No. 2-77909) UNDER THE SECURITIES ACT OF 1933 [X] Pre-Effective Amendment No. [ ] Post-Effective Amendment No. 29 [X] and REGISTRATION STATEMENT (No. 811-3480) UNDER THE INVESTMENT COMPANY ACT OF 1940 [ ] Amendment No. 29 [X] Daily Money Fund (Exact Name of Registrant as Specified in Charter) 82 Devonshire St., Boston, Massachusetts 02109 (Address Of Principal Executive Offices) (Zip Code) Registrant's Telephone Number: 617-563-7000 Siobian Perkins Morris, Nichols, Arsht & Tunnell 1201 N. Market Street, P.O. Box 1347 Wilmington, DE 19899-1347 (Name and Address of Agent for Service) It is proposed that this filing will become effective ( ) immediately upon filing pursuant to paragraph (b) ( ) on ( ) pursuant to paragraph (b) ( ) 60 days after filing pursuant to paragraph (a)(i) (X) on (July 1, 1995) pursuant to paragraph (a)(i) ( ) 75 days after filing pursuant to paragraph (a)(ii) ( ) on ( ) pursuant to paragraph (a)(ii) of rule 485. If appropriate, check the following box: ( ) this post-effective amendment designates a new effective date for a previously filed post-effective amendment. Registrant has filed a declaration pursuant to Rule 24f-2 under the Investment Company Act of 1940 and intends to file the Notice required by such Rule before July 14, 1995. FIDELITY ADVISOR CLASS A & CLASS B PROSPECTUS CROSS REFERENCE SHEET FORM N-1A ITEM NUMBER PROSPECTUS SECTION
1 .............................. Cover Page 2 .............................. Expenses 3 a .............................. Financial Highlights b .............................. * c .............................. Performance d .............................. Cover Page 4 a i............................. Charter ii........................... Investment Principles and Risks; Securities and Investment Practices; Fundamental Investment Policies and Restrictions b .............................. Securities and Investment Practices c .............................. Who May Want to Invest; Investment Principles and Risks; Securities and Investment Practices 5 a .............................. Charter b i............................. FMR and Its Affiliates ii........................... FMR and Its Affiliates; Charter; Breakdown of Expenses iii.......................... Expenses; Breakdown of Expenses; Management Fee c .............................. FMR and Its Affiliates d .............................. Charter; Breakdown of Expenses; Cover Page; FMR and Its Affiliates e .............................. FMR and its Affiliates; Breakdown of Expenses; Other Expenses f .............................. Expenses g .............................. Expenses; FMR and Its Affiliates 5A .............................. * 6 a i............................. Charter ii........................... How to Buy Shares; How to Sell Shares; Investor Services; Transaction Details; Exchange Restrictions; Sales Charge Reductions and Waivers iii.......................... * b ............................. FMR and Its Affiliates c .............................. Charter d .............................. Cover Page; Charter e .............................. Cover Page; How to Buy Shares; How to Sell Shares; Investor Services; Sales Charge Reductions and Waivers f, g .............................. Dividends, Capital Gains, and Taxes 7 a .............................. Charter; Cover Page b .............................. How to Buy Shares; Transaction Details c .............................. Sales Charge Reductions and Waivers d .............................. How to Buy Shares e .............................. Transaction Details; Breakdown of Expenses f .............................. Breakdown of Expenses; Other Expenses 8 .............................. How to Sell Shares; Investor Services; Transaction Details; Exchange Restrictions 9 .............................. *
* Not Applicable Please read this prospectus before investing, and keep it on file for future reference. It contains important information, including how each fund invests and the services available to shareholders. FIDELITY INSTITUTIONAL MONEY MARKET FUNDS To learn more about each fund and its investments, you can obtain a copy of the applicable fund's most recent financial report and portfolio listing or a copy of the Statement of Additional Information (SAI) dated July 1, 1995 . The SAI has been filed with the Securities and Exchange Commission (SEC) and is incorporated herein by reference (legally forms a part of the prospectus). For a free copy of either document, call Fidelity at 1-800-843-3001. INVESTMENTS IN THE FUNDS ARE NEITHER INSURED NOR GUARANTEED BY THE U.S. GOVERNMENT, AND THERE CAN BE NO ASSURANCE THAT A FUND WILL MAINTAIN A STABLE $1.00 SHARE PRICE. MUTUAL FUND SHARES ARE NOT DEPOSITS OR OBLIGATIONS OF, OR GUARANTEED BY, ANY DEPOSITORY INSTITUTION. SHARES ARE NOT INSURED BY THE FDIC, THE FEDERAL RESERVE BOARD OR ANY OTHER AGENCY, AND ARE SUBJECT TO INVESTMENT RISK, INCLUDING THE POSSIBLE LOSS OF PRINCIPAL. LIKE ALL MUTUAL FUNDS, THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION, NOR HAS THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. FIDELITY INSTITUTIONAL CASH PORTFOLIOS (FICP): CLASS A Treasury Treasury II Government Domestic Money Market DAILY MONEY FUND (DMF): Treasury Only FIDELITY INSTITUTIONAL TAX-EXEMPT CASH PORTFOLIOS (FITECP): Tax-Exempt (FIDELITY_LOGO_GRAPHIC) 82 DEVONSHIRE STREET, BOSTON, MA 02109 CONTENTS KEY FACTS WHO MAY WANT TO INVEST EXPENSES Class A's yearly operating expenses. FINANCIAL HIGHLIGHTS A summary of each fund's financial data. PERFORMANCE How each fund has done over time. THE FUNDS IN DETAIL CHARTER How each fund is organized. INVESTMENT PRINCIPLES AND RISKS Each fund's overall approach to investing. BREAKDOWN OF EXPENSES How operating costs are calculated and what they include. YOUR ACCOUNT HOW TO BUY SHARES Opening an account and making additional investments. HOW TO SELL SHARES Taking money out and closing your account. INVESTOR SERVICES Services to help you manage your account. SHAREHOLDER AND DIVIDENDS, CAPITAL GAINS, AND TAXES ACCOUNT POLICIES TRANSACTION DETAILS Share price calculations and the timing of purchases and redemptions. EXCHANGE RESTRICTIONS KEY FACTS WHO MAY WANT TO INVEST Each fund offers institutional and corporate investors a convenient and economical way to invest in a professionally managed portfolio of money market instruments. Each fund is designed for those investors who would like to earn current income while preserving the value of their investment. The rate of income will vary from day to day, generally reflecting short-term interest rates. Each fund is managed to keep its share price stable at $1.00. Treasury, Treasury II, Government, and Treasury Only each offer an added measure of safety with their focus on U.S. government securities. None of the funds constitutes a balanced investment plan. However, because they emphasize stability, they could be well-suited for a portion of your savings. EXPENSES SHAREHOLDER TRANSACTION EXPENSES are charges you pay when you buy or sell Class A shares of a fund. Maximum sales charge on purchases and None reinvested distributions Maximum deferred sales charge on None redemptions Redemption fee None Exchange fee None ANNUAL OPERATING EXPENSES are paid out of each fund's assets. Each fund pays a management fee to Fidelity Management & Research Company (FMR). Each fund also incurs other expenses for services such as maintaining shareholder records and furnishing shareholder statements and financial reports. Class A expenses are factored into its share price or dividends and are not charged directly to shareholder accounts (see "Breakdown of Expenses" on page ). The following are projections based on historical expenses of Class A of each fund and are calculated as a percentage of average net assets of Class A of each fund. Projections for Domestic, Money Market, Government, Treasury, and Treasury II (the Institutional Cash Portfolios) have been adjusted to reflect current fees. Class A Operating Expenses DOMESTIC Management fee ___ % 12b-1 fee (Distribution fee) N on e Other expenses ___ % A Total operating expenses 0.20 % A MONEY MARKET Management fee ___% 12b-1 fee (Distribution fee) N on e Other expenses ___ % A Total operating expenses 0.18 % A TREASURY Management fee __% A 12b-1 fee (Distribution fee) Non e Other expenses ___ %A Total operating expenses 0.20 %A TREASURY II Management fee ___ % 12b-1 fee (Distribution fee) Non e Other expenses ___% A Total operating expenses 0.20 %A GOVERNMENT Management fee ___ % 12b-1 fee (Distribution fee) Non e Other expenses ___ % Total operating expenses 0.20 % TREASURY ONLY Management fee ___ % 12b-1 fee (Distribution fee) Non e Other expenses ___% A Total operating expenses 0.20 %A TAX-EXEMPT Management fee ___ % 12b-1 fee (Distribution fee) Non e Other expenses ___ % Total operating expenses 0.20 % A AFTER EXPENSE REDUCTIONS. EXPENSE TABLE EXAMPLE: You would pay the following expenses on a $1,000 investment in Class A shares, assuming a 5% annual return and full redemption at the end of each time period: 1 3 5 10 Year Years Year Years Domestic $ $ $ $ Money Market $ $ $ $ Government $ $ $ $ Treasury $ $ $ $ Treasury II $ $ $ $ Treasury Only $ $ $ $ Tax-Exempt $ $ $ $ THESE EXAMPLES ILLUSTRATE THE EFFECT OF EXPENSES, BUT ARE NOT MEANT TO SUGGEST ACTUAL OR EXPECTED COSTS OR RETURNS, ALL OF WHICH MAY VARY. FMR has voluntarily agreed to reimburse Class A of each fund to the extent that total operating expenses for Domestic, Money Market, Government, Treasury, Treasury II, Treasury Only and Tax-Exempt are in excess of __%, __%, __%, __%, __%, __% and __%, respectively, of its average net assets. If this agreement were not in effect, total operating expenses for Class A of each fund would have been the following amounts, as a percentage of average net assets, ___% for Domestic; ___%, for Money Market; ___%, for Government; ___% for Treasury; ___% for Treasury II, ___%, for Treasury Only, and ___%, for Tax-Exempt. Interest, taxes, brokerage commissions, or extraordinary expenses are not included in these expense limitations. FINANCIAL HIGHLIGHTS The financial highlights tables that follow and each fund's financial statements are included in each fund's Annual Report and have been audited by independent accountants. ___________ serves as the independent accountant for each of the FICP funds, while __________ serves as the independent accountant for both Tax-Exempt and Treasury Only. Their reports on the applicable financial statements and financial highlights are included in each Annual Report. The financial statements, the financial highlights, and the reports are incorporated by reference into the funds' SAI, which may be obtained free of charge from Fidelity Distributors Corporation (FDC). U.S. TREASURY PORTFOLIO
Years Ended March 31, November 9, 1985 (Commencem ent of Operations) to March 31, 1994 1993 1992 1991 1990 1989 1988 1987 1986 Selected Per-Share Data Net asset value, $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 beginning of period Income from .030 .035 .053 .076 .088 .079 .065 .062 .030 Investment Operations Net interest income Less Distributions (.030) (.035) (.053) (.076) (.088) (.079) (.065) (.062) (.030) From net interest income Net asset value, end $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 of period Total Return (dagger) 3.08 3.51 5.48 7.89 9.15 8.17 6.65 6.36 3.02% % % % % % % % % Ratios and Supplemental Data Net assets, end of $ 1,611,87 $ 2,036,80 $ 2,629,07 $ 1,782,95 $ 1,721,12 $ 1,179,62 $ 650,114 $ 637,115 $ 239,945 period (000 omitted) 7 6 2 7 6 0 Ratio of expenses to .18 .18 .18 .18 .20 .20 .20 .20 .20%* average net % % % % % % % % assets (dagger)(dagger) Ratio of expenses to .23 .23 .25 .24 .25 .26 .23 .25 .34%* average net assets % % % % % % % % before expense reductions (dagger)(dagger) Ratio of net interest 3.03 3.46 5.29 7.57 8.72 8.06 6.45 6.13 7.56%* income to average % % % % % % % % net assets
** AS OF MARCH 31, 1995, CLASS B SHARES FOR U.S. TREASURY PORTFOLIO HAD NOT COMMENCED OPERATIONS. (dagger) TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED AND WOULD HAVE BEEN LOWER HAD CERTAIN EXPENSES NOT BEEN REDUCED DURING THE PERIODS SHOWN. (dagger)(dagger) SEE NOTE 5 OF NOTES TO FINANCIAL STATEMENTS. U.S. TREASURY PORTFOLIO II
February 2, 1987 Years Ended March 31 (Commenceme nt of Operations) to March 31, 1994 1993 1992 1991 1990 1989 1988 1987 Selected Per-Share Data Net asset value, beginning $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 of period Income from Investment Operations Net interest income .030 .034 .053 .076 .088 .078 .064 .009 Less Distributions From net interest income (.030) (.034) (.053) (.076) (.088) (.078) (.064) (.009) Net asset value, end of $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 period Total Return (dagger) 3.06 3.46 5.41 7.87 9.13 8.11 6.60 .93% % % % % % % % Ratios and Supplemental Data Net assets, end of period $ 4,551,918 $ 5,589,663 $ 5,476,852 $ 3,281,686 $ 1,481,324 $ 658,068 $ 379,501 $ 26,314 (000 omitted) Ratio of expenses to .18 .18 .18 .18 .19 .20 .20 .20%* average % % % % % % % net assets (dagger)(dagger) Ratio of expenses to .24 .23 .25 .25 .27 .26 .32 .99%* average net assets % % % % % % % before expense reductions (dagger)(dagger) Ratio of net interest 3.01 3.38 5.12 7.50 8.63 7.92 6.46 6.11%* income to % % % % % % % average net assets
* ANNUALIZED (dagger) TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED AND WOULD HAVE BEEN LOWER HAD CERTAIN EXPENSES NOT BEEN REDUCED DURING THE PERIODS SHOWN. (dagger)(dagger) SEE NOTE 5 OF NOTES TO FINANCIAL STATEMENTS. U.S. TREASURY PORTFOLIO II - CLASS B
October 22, 1993 (Commencem ent of Operations) to March 31, 1994 Selected Per-Share Data Net asset value, beginning of period $ 1.000 Income from Investment Operations Net interest income .012 Less Distributions From net interest income (.012) Net asset value, end of period $ 1.000 Total Return (dagger) 1.21% Ratios and Supplemental Data Net assets, end of period (000 omitted) $ 5,175 Ratio of expenses to average net assets (dagger)(dagger) .50%* Ratio of expenses to average net assets before expense reductions (dagger)(dagger) .56%* Ratio of net interest income to average net assets 2.69%*
* ANNUALIZED (dagger) TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED AND WOULD HAVE BEEN LOWER HAD CERTAIN EXPENSES NOT BEEN REDUCED DURING THE PERIOD SHOWN. (dagger)(dagger) SEE NOTE 5 OF NOTES TO FINANCIAL STATEMENTS. U.S. GOVERNMENT PORTFOLIO - CLASS A
July 25, 1985 (Commenceme Years Ended March 31, nt of Operations) to March 31, 1994 1993 1992 1991 1990 1989 1988 1987 1986 Selected Per-Share Data Net asset value, $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 beginning of period Income from Investment .031 .035 .054 .077 .088 .079 .068 .063 .053 Operations Net interest income Less Distributions (.031) (.035) (.054) (.077) (.088) (.079) (.068) (.063) (.053) From net interest income Net asset value, end of $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 period Total Return (dagger) 3.13 3.56 5.55 7.94 9.15 8.19 6.98 6.51 5.47% % % % % % % % % Ratios and Supplemental Data Net assets, end of $ 3,764,54 $ 5,686,16 $ 4,603,78 $ 3,613,83 $ 2,815,62 $ 1,918,34 $ 1,878,78 $ 1,358,65 $ 511,720 period (000 omitted) 4 6 1 8 2 2 6 9 Ratio of expenses to .18 .18 .18 .18 .20 .20 .20 .20 .20%* average net % % % % % % % % assets (dagger)(dagger) Ratio of expenses to .24 .24 .25 .25 .25 .24 .23 .25 .30%* average net assets % % % % % % % % before expense reductions (dagger)(dagger) Ratio of net interest 3.07 3.50 5.33 7.62 8.74 7.90 6.78 6.28 7.81%* income to average net % % % % % % % % assets
* ANNUALIZED (dagger) TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED AND WOULD HAVE BEEN LOWER HAD CERTAIN EXPENSES NOT BEEN REDUCED DURING THE PERIODS SHOWN. (dagger)(dagger) SEE NOTE 5 OF NOTES TO FINANCIAL STATEMENTS. U.S. GOVERNMENT PORTFOLIO - CLASS B
April 4, 1994 (Commencemen t of Operations) to March 31, 1995 Selected Per-Share Data Net asset value, beginning of period $ Income from Investment Operations Net interest income Less Distributions From net interest income Net asset value, end of period $ Total Return (dagger) Ratios and Supplemental Data Net assets, end of period (000 omitted) $ Ratio of expenses to average net assets (dagger)(dagger) Ratio of expenses to average net assets before expense reductions (dagger)(dagger) Ratio of net interest income to average net assets
* ANNUALIZED (dagger) TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED AND WOULD HAVE BEEN LOWER HAD CERTAIN EXPENSES NOT BEEN REDUCED DURING THE PERIOD SHOWN. (dagger)(dagger) SEE NOTE 5 OF NOTES TO FINANCIAL STATEMENTS. DOMESTIC MONEY MARKET PORTFOLIO - CLASS A
Years Ended March 31 November 3, 1989 (Commenceme nt of Operations) to March 31, 1994 1993 1992 1991 1990 Selected Per-Share Data Net asset value, beginning of period $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 Income from Investment Operations .031 .034 .054 .078 .035 Net interest income Less Distributions (.031) (.034) (.054) (.078) (.035) From net interest income Net asset value, end of period $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 Total Return (dagger) 3.14% 3.50% 5.50% 8.11% 3.52% Ratios and Supplemental Data Net assets, end of period (000 omitted) $ 656,976 $ 804,354 $ 558,727 $ 355,369 $ 330,974 Ratio of expenses to average net assets (dagger)(dagger) .18% .18% .18% .18% .06%* Ratio of expenses to average net assets before expense .26% .26% .29% .30% .43%* reductions (dagger)(dagger) Ratio of net interest income to average net assets 3.09% 3.43% 5.24% 7.79% 8.44%*
* ANNUALIZED (dagger) TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED AND WOULD HAVE BEEN LOWER HAD CERTAIN EXPENSES NOT BEEN REDUCED DURING THE PERIODS SHOWN. (dagger)(dagger) SEE NOTE 5 OF NOTES TO FINANCIAL STATEMENTS. DOMESTIC MONEY MARKET PORTFOLIO - CLASS B
July 19, 1994 (Commencemen t of Operations) to March 31, 1995 Selected Per-Share Data Net asset value, beginning of period $ Income from Investment Operations Net interest income Less Distributions From net interest income Net asset value, end of period $ Total Return (dagger) Ratios and Supplemental Data Net assets, end of period (000 omitted) $ Ratio of expenses to average net assets (dagger)(dagger) Ratio of expenses to average net assets before expense reductions (dagger)(dagger) Ratio of net interest income to average net assets
* ANNUALIZED (dagger) TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED AND WOULD HAVE BEEN LOWER HAD CERTAIN EXPENSES NOT BEEN REDUCED DURING THE PERIOD SHOWN. (dagger)(dagger) SEE NOTE 5 OF NOTES TO FINANCIAL STATEMENTS. MONEY MARKET PORTFOLIO - CLASS A
July 5, 1985 (Commencem Years Ended March 31, ent of Operations) to March 31, 1994 1993 1992 1991 1990 1989 1988 1987 1986 Selected Per-Share Data Net asset value, $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 beginning of period Income from Investment Operations Net interest income .032 .035 .055 .078 .089 .080 .069 .064 .059 Less Distributions From net interest (.032) (.035) (.055) (.078) (.089) (.080) (.069) (.064) (.059) income Net asset value, end of $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 period Total Return (dagger) 3.20 3.58 5.59 8.13 9.25 8.35 7.14 6.57 6.01% % % % % % % % % Ratios and Supplemental Data Net assets, end of $ 3,200,27 $ 4,332,99 $ 3,990,39 $ 4,706,93 $ 4,127,87 $ 2,627,45 $ 2,524,76 $ 1,569,19 $ 960,784 period (000 omitted) 7 5 5 6 9 0 7 9 Ratio of expenses to .18 .18 .18 .18 .20 .20 .20 .20 .19%* average net % % % % % % % % assets (dagger)(dagger) Ratio of expenses to .23 .23 .24 .25 .24 .24 .23 .23 .28%* average net assets % % % % % % % % before expense reductions (dagger)(dagger) Ratio of net interest 3.15 3.50 5.42 7.80 8.82 8.11 6.95 6.33 7.97%* income to average % % % % % % % % net assets
* ANNUALIZED (dagger) TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED AND WOULD HAVE BEEN LOWER HAD CERTAIN EXPENSES NOT BEEN REDUCED DURING THE PERIODS SHOWN. (dagger)(dagger) SEE NOTE 5 OF NOTES TO FINANCIAL STATEMENTS. MONEY MARKET PORTFOLIO - CLASS B
November 17, 1993 (Commencemen t of Operations) to March 31, 1994 Selected Per-Share Data Net asset value, beginning of period $ 1.000 Income from Investment Operations Net interest income .011 Less Distributions From net interest income (.011) Net asset value, end of period $ 1.000 Total Return (dagger) 1.08% Ratios and Supplemental Data Net assets, end of period (000 omitted) $ 89,463 Ratio of expenses to average net assets (dagger)(dagger) .50%* Ratio of expenses to average net assets before expense reductions (dagger)(dagger) .55%* Ratio of net interest income to average net assets 2.83%*
* ANNUALIZED (dagger) TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED AND WOULD HAVE BEEN LOWER HAD CERTAIN EXPENSES NOT BEEN REDUCED DURING THE PERIOD SHOWN. (dagger)(dagger) SEE NOTE 5 OF NOTES TO FINANCIAL STATEMENTS. FIDELITY U. S. TREASURY INCOME
Years Ended July 31, October 3, 1990 (Commencement of Operations) to July 31, 1994 1993 1992 1991 Selected Per-Share Data Net asset value, beginning of period $ 1.000 $ 1.000 $ 1.000 $ 1.000 Income from Investment Operations .032 .031 .045 .055 Net interest income Less Distributions (.032) (.031) (.045) (.055) From net interest income Net asset value, end of period $ 1.000 $ 1.000 $ 1.000 $ 1.000 Total Return B 3.27% 3.10% 4.64% 5.63% Ratios and Supplemental Data Net assets, end of period (000 omitted) $ 1,049,170 $ 1,047,791 $ 1,197,559 $ 705,543 Ratio of expenses to average net assets C .20% .20% .20% .03%A Ratio of expenses to average net assets before expense .42% .42% .42% .42%A reductions C Ratio of net interest income to average net assets 3.22% 3.05% 4.43% 6.34%A
A ANNUALIZED B TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED. THE TOTAL RETURNS WOULD HAVE BEEN LOWER HAD CERTAIN EXPENSES NOT BEEN REDUCED DURING THE PERIODS SHOWN. C SEE NOTE 3 OF NOTES TO FINANCIAL STATEMENTS. INSTITUTIONAL TAX-EXEMPT CASH PORTFOLIO
Years Ended May 31, July 25, 1985 (Commence ment of Operations) to May 31, 1994 1993 1992 1991 1990 1989 1988 1987 1986 Selected Per-Share Data Net asset value, $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 beginning of period Income from .024 .026 .040 .053 .058 .058 .046 .042 .044 Investment Operations Net interest income Less Distributions (.024) (.026) (.040) (.053) (.058) (.058) (.046) .042 .044 From net interest income Net asset value, end $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 of period Total Return (dagger) 2.44 2.66 4.02 5.40 6.00 5.97 4.72 4.28 4.51% % % % % % % % % Ratios and Supplemental Data Net assets, end of $ 2,390,66 $ 2,239,03 $ 2,556,99 $ 2,116,84 $ 1,984,63 $ 2,006,86 $ 2,080,84 $ 1,850,05 $ 1,162,939 period 3 1 5 1 6 7 6 3 (000 omitted) Ratio of expenses to .18 .18 .18 .18 .20 .20 .20 .20 .19%* average % % % % % % % % net assets(dagger)(dagger) Ratio of expenses to .24 .24 .25 .23 .23 .24 .22 .23 .25%* average % % % % % % % % net assets before expense reductions(dagger)(dagger) Ratio of net interest 2.41 2.62 3.90 5.28 5.82 5.80 4.65 4.20 5.18%* income to % % % % % % % % average net assets
* ANNUALIZED (dagger) TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED AND WOULD HAVE BEEN LOWER HAD CERTAIN EXPENSES NOT BEEN REDUCED DURING THE PERIODS SHOWN. (dagger)(dagger) SEE NOTE 3 OF NOTES TO FINANCIAL STATEMENTS. PERFORMANCE Money market fund performance can be measured as TOTAL RETURN or YIELD. EXPLANATION OF TERMS TOTAL RETURN is the change in value of an investment in fund over a given period, assuming reinvestment of any dividends and capital gains. A CUMULATIVE TOTAL RETURN reflects actual performance over a stated period of time. An AVERAGE ANNUAL TOTAL RETURN is a hypothetical rate of return that, if achieved annually, would have produced the same cumulative total return if performance had been constant over the entire period. Average annual total returns smooth out variations in performance; they are not the same as actual year-by-year results. YIELD refers to the income generated by an investment in a fund over a given period of time, expressed as an annual percentage rate. When a yield assumes that income earned is reinvested, it is called an EFFECTIVE YIELD. A TAX-EQUIVALENT YIELD shows what an investor would have to earn before taxes to equal a tax-free yield. Seven-day yield illustrates the income earned by an investment in a money market fund over a recent seven-day period. Since money market funds maintain a stable $1.00 share price, current seven-day yields are the most common illustration of money market fund performance. The funds' recent strategies, performance, and holdings are detailed twice a year in financial reports, which are sent to all shareholders. For current performance call Fidelity. THE FUNDS IN DETAIL CHARTER EACH FUND IS A MUTUAL FUND: an investment that pools shareholders' money and invests it toward a specified goal. Treasury, Treasury II, Domestic, Money Market and Government are diversified series of Fidelity Institutional Cash Portfolios, an open-end management investment company organized as a Delaware business trust on May 30, 1993. Treasury Only is a diversified series of Daily Money Fund, an open-end management investment company organized as a Delaware business trust on September 30, 1993. Tax-Exempt is a series of Fidelity Institutional Tax-Exempt Cash Portfolios, an open-end management investment company organized as a Delaware business trust organized on January 29, 1992. Each trust is an open-end management investment company. There is a remote possibility that one fund might become liable for a misstatement in the prospectus about another fund. Each fund of FICP is comprised of two classes of shares, Class A and Class B. Each class shares a common investment objective and investment portfolio. The classes may have different sales charges and other expenses which may affect performance. EACH FUND IS GOVERNED BY A BOARD OF TRUSTEES which is responsible for protecting the interests of shareholders. The trustees are experienced executives who meet throughout the year to oversee the funds' activities, review contractual arrangements with companies that provide services to the funds, and review the funds' performance. The majority of trustees are not otherwise affiliated with Fidelity. THE FUNDS MAY HOLD SPECIAL MEETINGS AND MAIL PROXY MATERIALS. These meetings may be called to elect or remove trustees, change fundamental policies, approve a management contract, or for other purposes. Shareholders not attending these meetings are encouraged to vote by proxy. The transfer agent will mail proxy materials in advance, including a voting card and information about the proposals to be voted on. You are entitled to one vote for each share you own. Separate votes are taken by each class of shares, fund, or trust, if a matter affects just that class of shares, fund, or trust, respectively. FMR AND ITS AFFILIATES Fidelity Investments is one of the largest investment management organizations in the United States and has its principal business address at 82 Devonshire Street, Boston, Massachusetts 02109. It includes a number of different subsidiaries and divisions which provide a variety of financial services and products. The funds employ various Fidelity companies to perform activities required for their operation. The funds are managed by FMR, which handles their business affairs. FMR Texas Inc. (FMR Texas) has primary responsibility for providing investment management services. As of _______, 1995, FMR advised funds having approximately ___ million shareholder accounts with a total value of more than $___ billion. Fidelity investment personnel may invest in securities for their own account pursuant to a code of ethics that establishes procedures for personal investing and restricts certain transactions. FDC distributes and markets Fidelity's funds and services. Fidelity Investments Institutional Operations Company (FIIOC) performs transfer agent servicing functions for the funds. FMR Corp. is the ultimate parent company of FMR and FMR Texas. Through ownership of voting common stock, members of the Edward C. Johnson 3d family form a controlling group with respect to FMR Corp. Changes may occur in the Johnson family group, through death or disability, which would result in changes in each individual family member's holding of stock. Such changes could result in one or more family members becoming holders of over 25% of the stock. FMR Corp. has received an opinion of counsel that changes in the composition of the Johnson family group under these circumstances would not result in the termination of the funds' management or distribution contracts and, accordingly, would not require a shareholder vote to continue operation under those contracts. UMB Bank, n.a. (UMB) is Tax-Exempt's transfer agent, although it employs FIIOC to perform these functions. UMB is located at 1010 Grand Avenue, Kansas City, Missouri. To carry out the funds' transactions, FMR may use its broker-dealer affiliates and other firms that sell fund shares, provided that a fund receives services and commission rates comparable to those of other broker-dealers. INVESTMENT PRINCIPLES AND RISKS EACH FUND OF FICP seeks to obtain as high a level of current income as is consistent with the preservation of principal and liquidity within the standards prescribed for the fund. TREASURY, under normal conditions, invests at least 65% of its total assets in U.S. Treasury bills, notes and bonds and repurchase agreements backed by those obligations. These operating policies may be changed upon 90 days' notice to shareholders. TREASURY II, under normal conditions, invests 100% of its total assets in U.S. Treasury bills, notes and bonds and other direct obligations of the U.S. Treasury. The fund may also engage in repurchase agreements backed by those obligations. These operating policies may be changed upon 90 days' notice to shareholders. GOVERNMENT invests in U.S. Government obligations issued or guaranteed as to principal and interest by the U.S. Government, including bills, notes, bonds and other U.S. Treasury debt securities, and instruments issued by U.S. Government instrumentalities or agencies. DOMESTIC invests in U.S. dollar-denominated money market instruments of domestic issuers rated in the highest rating category by at least two nationally recognized rating services, or by one if only one rating service has rated an obligation. The fund may purchase unrated obligations determined to be of equivalent quality pursuant to procedures adopted by the Board of Trustees. Under normal conditions, the fund will invest more than 25% of its total assets in obligations of companies in the financial services industry. MONEY MARKET invests in high quality, U.S. dollar-denominated money market instruments of domestic and foreign issuers. Under normal conditions, the fund will invest more than 25% of its total assets in obligations of companies in the financial services industry. TAX-EXEMPT seeks as high a level of interest income exempt from federal income tax, as is consistent with a portfolio of high quality, short-term municipal obligations selected on the basis of liquidity and stability of principal. The fund, under normal conditions, will invest so that at least 80% of its income distributions are exempt from federal income tax. The fund does not currently intend to purchase municipal obligations that are subject to the federal alternative minimum tax. The fund invests primarily in high quality, short-term municipal securities, but also may invest in high quality, long-term fixed, variable, or floating rate instruments (including tender option bonds) whose features give them interest rates, maturities, and prices similar to short-term instruments. Pursuant to procedures adopted by the Board of Trustees, the fund may purchase securities that FMR believes present minimal credit risks. Securities must be rated, in accordance with applicable rules,in the highest rating category for short-term securities by at least one nationally recognized statistical rating organization (NRSRO) and rated in one of the two highest categories for short-term securities by another NRSRO if rated by more than one NRSRO; or, if unrated, judged by FMR to be equivalent quality to those securities rated in the highest short-term rating category, pursuant to procedures adopted by the Board of Trustees. The fund's policy regarding limiting investments to the highest rating category may be changed upon 90 days' prior notice to shareholders. FMR normally invests the fund's assets according to its investment strategy and does not expect to invest in federally taxable obligations. The fund also reserves the right to hold a substantial amount of uninvested cash or to invest more than normally permitted in federally taxable obligations for temporary, defensive purposes. TREASURY ONLY seeks as high a level of current income as is consistent with the security of principal and liquidity, and to maintain a constant NAV of $1.00. The fund invests only in U.S. Treasury securities, including bills, notes, bonds and other direct obligations of the U.S. Treasury that are guaranteed as to payment of principal and interest by the full faith and credit of the U.S. Government. The fund will invest in those securities whose interest is specifically exempt from state and local income taxes under federal law; such interest is not exempt from federal income tax. The funds follow industry-standard guidelines on the quality and maturity of their investments, which are designed to help maintain a stable $1.00 share price. The funds will purchase only high-quality securities that FMR believes present minimal credit risks and will observe maturity restrictions on securities they buy. In general, securities with longer maturities are more vulnerable to price changes, although they may provide higher yields. It is possible that a major change in interest rates or a default on the funds' investments could cause their share prices (and the value of your investment) to change. It is important to note that the funds are not guaranteed by the U.S. Government. Each fund stresses income (tax-free income in the case of Tax-Exempt), preservation of capital, and liquidity, and does not seek the higher yields or capital appreciation than more aggressive investments may provide. Each fund's yield will vary from day to day, generally reflecting current short-term interest rates and other market conditions. SECURITIES AND INVESTMENT PRACTICES The following pages contain more detailed information about types of instruments in which a fund may invest, and strategies FMR may employ in pursuit of a fund's investment objective. A summary of risks and restrictions associated with these instrument types and investment practices is included as well. A complete listing of each fund's policies and limitations and more detailed information about each fund's investments is contained in a fund's SAI. Policies and limitations are considered at the time of purchase; the sale of instruments is not required in the event of a subsequent change in circumstances. FMR may not buy all of these instruments or use all of these techniques to the full extent permitted unless it believes that doing so will help a fund achieve its goal. Current holdings and recent investment strategies are described in a fund's financial reports, which are sent to shareholders twice a year. For a free SAI or financial report, call 1-800-843-3001. MONEY MARKET SECURITIES are high-quality, short-term obligations issued by the U.S. Government, corporations, financial institutions, municipalities, local and state governments, and other entities. These obligations may carry fixed, variable, or floating interest rates. Some money market securities employ a trust or other similar structure to modify the maturity, price characteristics, or quality of financial assets so that they are eligible investments for money market funds. A security's credit may be enhanced by a bank, insurance company, or other entity. If the structure does not perform as intended, adverse tax or investment consequences may result. U.S. GOVERNMENT MONEY MARKET SECURITIES are short-term debt obligations issued or guaranteed by the U.S. Treasury or by an agency or instrumentality of the U.S. Government. Not all U.S. Government securities are backed by the full faith and credit of the United States. For example, securities issued by the Federal Farm Credit Bank or by the Federal National Mortgage Association are supported by the instrumentality's right to borrow money from the U.S. Treasury under certain circumstances. However, securities issued by the Financing Corporation are supported only by the credit of the entity that issued them. RESTRICTIONS: Treasury and Treasury II will not invest in securities issued or guaranteed by U.S. Government agencies, instrumentalities, or government-sponsored enterprises that are not backed by the full faith and credit of the United States. MUNICIPAL SECURITIES are issued to raise money for a variety of public or private purposes, including general financing for state and local governments, or financing for specific projects or public facilities. They may be issued in anticipation of future revenues, and may be backed by the full taxing power of a municipality, the revenues from a specific project, or the credit of a private organization. The value of some or all municipal securities may be affected by uncertainties in hte municipal market related to legislation or litigation involving the taxation of municipal securities or the rights of municipal securities holders. A fund may own a municipal security directly or through a participation interest. FOREIGN SECURITIES may involve different risks than domestic securities, including risks relating to the political and economic conditions of the foreign country involved, which could affect the payment of principal or interest. Issuers of foreign securities include foreign governments, corporations, and banks. RESTRICTIONS: Domestic, Government, Treasury, Treasury II, Treasury Only, and Tax-Exempt may not invest in foreign securities. Money Market may not invest in foreign securities unless they are denominated in U.S. dollars. ASSET-BACKED SECURITIES include (i) interests in pools of mortgages, loans, or receivables, (ii) pools of purchase contracts, financing leases, or sales agreements entered into by municipalities, or (iii) pools of other assets. Payment of principal and interest may be largely dependent upon the cash flows generated by the assets backing the securities. Securities backed by assets related to municipalities usually rely on continued payments by such municipalities. VARIABLE AND FLOATING RATE SECURITIES have interest rates that are periodically adjusted either at specific intervals or whenever a benchmark rate changes. These interest rate adjustments are designed to help stabilize the security's price. STRIPPED SECURITIES are the separate income or principal components of a debt security. Their risks are similar to those of other money market securities, although they may be more volatile. REPURCHASE AGREEMENTS. In a repurchase agreement, a fund buys a security at one price and simultaneously agrees to sell it back at a higher price. Delays or losses could result if the other party to the agreement defaults or becomes insolvent. RESTRICTIONS. Treasury Only does not currently intend to engage in repurchase agreements. REVERSE REPURCHASE AGREEMENTS. In a reverse repurchase agreement, a fund temporarily transfers possession of a portfolio instrument to another party in return for cash. This could increase the risk of fluctuation in the fund's yield or in the market value of its assets. RESTRICTIONS. Subject to revision upon 90 days' notice to shareholders, Treasury Only will not engage in reverse repurchase agreements. Tax-Exempt does not intend to engage in reverse repurchase agreements. OTHER MONEY MARKET SECURITIES may include commercial paper, certificates of deposit, bankers' acceptances, and time deposits. MUNICIPAL LEASE OBLIGATIONS are used by municipalities to acquire land, equipment, or facilities. If the municipality stops making payments or transfers its obligations to a private entity, the obligation could lose value or become taxable. OTHER MUNICIPAL SECURITIES may include zero coupon bonds, and obligations of U.S. territories and possessions such as Guam, the Virgin Islands, and Puerto Rico, and their political subdivisions and public corporations. The economy of Puerto Rico is closely linked to the U.S. economy, and will be affected by the strength of the U.S. dollar, interest rates, the price stability of oil imports, and the continued existence of favorable tax incentives. Recent legislation revised these incentives, but the government of Puerto Rico anticipates only a slight reduction in the average real growth rates for the economy. PUT FEATURES entitle the holder to put (sell back) a security to the issuer or a financial intermediary. In exchange for this benefit, a fund may pay periodic fees or accept a lower interest rate. The credit quality of the investment may be affected by the creditworthiness of the put provider. Demand features, standby commitments, and tender options are types of put features. PRIVATE ENTITIES may be involved in some municipal securities. For example, industrial revenue bonds are backed by private entities, and resource recovery bonds often involve private corporations. The viability of a project or tax incentives could affect the value and credit quality of these securities. ILLIQUID AND RESTRICTED SECURITIES. Some investments may be determined by FMR, under the supervision of the Board of Trustees, to be illiquid, which means that they may be difficult to sell promptly at an acceptable price. The sale of some illiquid and, and some other securities, may be subject to legal restrictions. Difficulty in selling securities may result in a loss or may be costly to a fund. RESTRICTIONS. A fund may not purchase a security if, as a result, more than 10% of its net assets would be invested in illiquid securities. Government, Treasury, Treasury II and Treasury Only may not invest in restricted securities. WHEN-ISSUED AND DELAYED-DELIVERY TRANSACTIONS are trading practices in which payment and delivery for the securities take place at a future date. The market value of a security could change during this period, which could affect the market value of a fund's assets. FINANCIAL SERVICES INDUSTRY. Companies in the financial services industry are subject to various risks related to that industry, such as government regulation, changes in interest rates, and exposure on loans, including loans to foreign borrowers. If a fund invests substantially in this industry, its performance may be affected by conditions affecting the industry. DIVERSIFICATION. Diversifying a fund's investment portfolio can reduce the risks of investing. This may include limiting the amount of money invested in any one issuer or, on a broader scale, in any one industry or type of project. Economic, business, or political changes can affect all securities of a similar type. RESTRICTIONS: Each fund (other than Treasury Only and Tax-Exempt) may not purchase a security, if, as a result, more than 5% of its total assets would be invested in any issuer, except that, with respect to 25% of its total assets, each fund (other than Treasury Only and Tax-Exempt) may invest up to 10% of its total assets in the securities of any issuer. With respect to 75% of its total assets,Tax-Exempt may not purchase a security if, as a result, more than 5% of its total assets would be invested in the securities of a single issuer. These limitations do not apply to U.S. Government securities. BORROWING. Each fund may borrow from banks or from other funds advised by FMR, or through reverse repurchase agreements, and may make additional investments while borrowings are outstanding. RESTRICTIONS: Each fund, other than Tax-Exempt, may borrow only for temporary or emergency purposes, or engage in reverse repurchase agreements, but not in an amount exceeding 33% of its total assets. Tax-Exempt may borrow only for temporary or emergency purposes, but not in an amount exceeding 33% of its total assets. LENDING. Lending securities to broker-dealers and institutions, including FBSI, an affiliate of FMR, is a means of earning income. This practice could result in a loss or a delay in recovering a fund's securities. A fund may also lend money to other funds advised by FMR and to issuers in connection with certain direct debt transactions. RESTRICTIONS: Loans, in the aggregate, may not exceed 33% of a fund's total assets. Treasury Only does not intend to engage in lending. FUNDAMENTAL INVESTMENT POLICIES AND RESTRICTIONS Some of the policies and restrictions discussed on the preceding pages are fundamental, that is, subject to change only by shareholder approval. The following paragraphs restate all those that are fundamental. All policies stated throughout this prospectus, other than those identified in the following paragraphs, can be changed without shareholder approval. Each of Domestic, Money Market, Government, Treasury and Treasury II seeks to obtain as high a level of current income as is consistent with the preservation of principal and liquidity within the limitations prescribed for the fund. Tax-Exempt seeks as high a level of interest income exempt from federal income tax, as is consistent with a portfolio of high quality, short-term municipal obligations selected on the basis of liquidity and stability of principal. Treasury Only seeks as high a level of current income as is consistent with the security of principal and liquidity, and to maintain a constant NAV of $1.00. Each fund (other than Treasury Only and Tax-Exempt) may not purchase a security, if, as a result, more than 5% of its total assets would be invested in any issuer, except that, with respect to 25% of its total assets, each fund (other than Treasury Only and Tax-Exempt) may invest up to 10% of its total assets in the securities of any issuer. With respect to 75% of its total assets, Tax-Exempt may not purchase a security if, as a result, more than 5% of its total assets would be invested in the securities of a single issuer. These limitations do not apply to U.S. Government securities. Each fund, other than Tax-Exempt, may borrow only for temporary or emergency purposes, or engage in reverse repurchase agreements, but not in an amount exceeding 33% of its total assets. Tax-Exempt may borrow only for temporary or emergency purposes, but not in an amount exceeding 33% of its total assets. Loans, in the aggregate, may not exceed 33% of total assets. BREAKDOWN OF EXPENSES Like all mutual funds, the funds pay fees related to their daily operations. For each fund, expenses paid out of a fund's assets are reflected in that class's share price or dividends; they are neither billed directly to shareholders nor deducted from shareholder accounts. Each fund pays a MANAGEMENT FEE to FMR for managing its investments and business affairs. FMR in turn pays fees to an affiliate who provides assistance with these services. Each fund also pays OTHER EXPENSES, which are explained below. MANAGEMENT FEE FMR HAS SUB-ADVISORY AGREEMENTS with FMR Texas, which has primary responsibility for providing investment management for each fund, while FMR retains responsibility for providing each fund with other management services. For these services, FMR pays FMR Texas 50% of each fund's management fee (before expense reimbursements). For fiscal 1995, FMR paid FMR Texas the following percentages of each funds average net assets. FUND NAME PERCENTAG E OF AVERAGE NET ASSETS Domestic Money Market Government Treasury Treasury II Tax-Exempt Treasury Only OTHER EXPENSES While the management fee is a significant component of each fund's annual operating costs, the funds have other expenses as well. FIIOC performs transfer agency, dividend disbursing and shareholder servicing functions for Class A shares of each fund other than Tax-Exempt. Fidelity Service Co. (FSC) calculates the NAV and dividends for Class A of each fund other than Tax-Exempt, maintains the general accounting records for Class A of each fund other than Tax-Exempt, and administers the securities lending program for each fund other than Tax-Exempt, Treasury II and Treasury Only. For fiscal 1995, FIIOC and FSC received the following fees: FUND NAME PERCENTAG PERCENTAG E OF CLASS E OF THE A'SAVERAG FUND'SAVER E NET AGE NET ASSETS ASSETS PAID TO PAID TO FIIOC FSC Domestic Money Market Government Treasury Treasury II Treasury Only UMB performs transfer agency, dividend disbursing and shareholder servicing functions for Class A shares of Tax-Exempt. UMB has entered into sub-arrangements pursuant to which FIIOC performs certain transfer agency, dividend disbursing and shareholder services for Class A shares of Tax-Exempt. UMB has entered into sub-arrangements pursuant to which FSC calculates the NAV and dividends for Class A shares of Tax-Exempt, and maintains the fund's general accounting records. All of the fees are paid to FIIOC or FSC by UMB, which is reimbursed by Class A, or the fund, as applicable, for such payments. In fiscal 1995, fees paid by UMB to FIIOC on behalf of Class A Tax-Exempt amounted to ___% of Class A's average net assets, and fees paid by UMB to FSC on behalf of Tax-Exempt amounted to ___% of the fund's average net assets. Class A of each fund has adopted a DISTRIBUTION AND SERVICE PLAN. Each plan recognizes that FMR may use its resources, including management fees, to pay expenses associated with the sale of fund shares. This may include payments to third parties, such as banks or broker-dealers, that provide shareholder support services or engage in the sale of the funds' shares. The Board of Trustees of each fund has not authorized such payments. Each fund does not pay FMR separate fees for this service. Class A of each fund also pays other expenses, such as legal, audit, and custodian fees; in some instances, proxy solicitation costs; and the compensation of trustees who are not affiliated with Fidelity. YOUR ACCOUNT HOW TO BUY SHARES EACH CLASS'S SHARE PRICE, called net asset value (NAV), is calculated every business day. The funds are managed to keep share prices stable at $1.00. Each fund's shares are sold without a sales charge. Shares are purchased at the next NAV calculated after your order is received and accepted by the transfer agent. NAV is normally calculated at 12:00 p.m., Eastern time for Treasury Only and Tax-Exempt; 3:00 p.m. Eastern Time for Domestic, Money Market, Government, and Treasury; and 3:00 p.m. and 5:00 p.m. Eastern time for Treasury II. IF YOU ARE NEW TO FIDELITY, an initial investment must be preceded or accompanied by a completed, signed application, which should be forwarded to: Fidelity Client Services Fidelity Institutional Money Market Funds FIIOC, ZR5 P.O. Box 1182 Boston, MA 02103-1182 IF YOU ALREADY HAVE MONEY INVESTED IN A FIDELITY FUND, YOU CAN (small solid bullet) Wire money into your account, or (small solid bullet) Open an account by exchanging from the same class of any fund that is offered through this prospectus. Investments in the funds must be made using the Federal Reserve Wire System. Checks will not be accepted as a means of investment. BY TELEPHONE. For wiring information and instructions, you should call the Financial Institution through which you trade or Fidelity Client Services. There is no fee imposed by the funds for wire purchases. However, if you buy shares through a Financial Institution, the Financial Institution may impose a fee for wire purchases. Fidelity Client Services: Nationwide............................1-800-843-3001 In order to receive same-day acceptance of your investment, you must telephone Institutional Trading between 8:30 a.m. and 12:00 p.m. Eastern time for Tax-Exempt and Treasury Only; 8:30 a.m. and 3:00 p.m. Eastern time for Domestic, Money Market, Government and Treasury ; and 8:30 a.m. and 5:00 p.m. Eastern time for Treasury II, on days the fund is open for business to advise them of the wire and to place the trade. In order to receive same day acceptance of your investment in Treasury II after 3:00 pm, you must telephone Institutional Trading before 5:00 p.m. Eastern time to place the trade and must obtain a wire reference number for each trade. Wire purchases must be received by Institutional Trading before 5:15 p.m. Eastern time for Treasury II. Wire reference numbers are assigned exclusively by telephone and are effective for one transaction only. Wired money for purchases placed after 3:00 p.m. Eastern time that is not properly identified with a wire reference number will be returned to the bank from which it was wired and will not be credited to your account. You will receive dividends on the day of your investment, provided (i) you telephone Fidelity Client Services between 8:30 a.m. and 12:00 p.m. Eastern time for Treasury Only and Tax-Exempt; 8:30 a.m. and 3:00 p.m. Eastern time for Domestic, Money Market, Government, and Treasury ; and 8:30 a.m. and 5:00 p.m. Eastern time for Treasury II, on days the fund is open for business to advise them of the wire and to place the trade, and (ii) the fund's custodian bank receives the wire(4/10 KV WILL CHECK WITH MARKETING:) by 5:15 p.m., Eastern time on the day the purchase order is accepted. You will be entitled to the dividend declared by Class A shares of a fund provided the fund's custodian bank receives the wire on the day the purchase order is accepted. You are advised to wire funds as early in the day as possible and to provide advance notice to Institutional Trading for large transactions. If Institutional Trading is not advised of a purchase prior to the stated cutoff time, or if clearinghouse funds are transmitted via the Bank Wire system, the order will not be accepted. MINIMUM INVESTMENTS - FICP AND TAX-EXEMPT TO OPEN AN ACCOUNT $1,000,000 MINIMUM BALANCE $1,000,000 MINIMUM INVESTMENT - TREASURY ONLY TO OPEN AN ACCOUNT $100,000 MINIMUM BALANCE $100,000 HOW TO SELL SHARES You can arrange to take money out of your Class A account at any time by selling (redeeming) some or all of your shares. Your shares will be sold at the next NAV calculated after your order is received and accepted by the transfer agent. NAV is normally calculated at 12:00 p.m. Eastern time for Tax-Exempt and Treasury Only, 3:00 p.m. Eastern time for Domestic, Money Market, Government, and Treasury, and 3:00 and 5:00 p.m. Eastern time for Treasury II. A fund may take up to seven days to pay you, if making immediate payment would adversely affect the fund. IF YOU ARE SELLING SOME BUT NOT ALL OF YOUR SHARES, leave at least $1,000,000 worth of shares in the account to keep it open. BY TELEPHONE. Redemption requests may be made by calling Institutional Trading at the phone numbers listed on page ___. You should be able to obtain a signature guarantee from a bank, broker, dealer, credit union (if authorized under state law), securities exchange or association, clearing agency, or savings association. A notary public cannot provide a signature guarantee. You may change the bank account(s) designated to receive redemption proceeds at any time prior to making a redemption request. You should send a letter of instruction, including a signature guarantee, to Fidelity Client Services at the address shown on page ____. There is no fee imposed by the funds for wiring of redemption proceeds. However, if you buy shares through a Financial Institution, the Financial Institution may impose a fee for wire redemptions. Redemption proceeds will be wired via the Federal Reserve Wire System to the bank account of record. If a redemption request is received by telephone between 8:30 a.m. and 12:00 p.m. Eastern time for Tax-Exempt and Treasury Only, 8:30 a.m. and 3:00 p.m. Eastern time for Domestic, Money Market, Government, and Treasury, and 8:30 a.m. and 5:00 p.m. Eastern time for redemptions from Treasury II, redemption proceeds will normally be wired on the same day a redemption request is received. In order to begin investing in, or redeeming from Treasury II after 3:00 p.m. Eastern time, you must contact Fidelity Client Services one week in advance to establish the requisite operational requirements for late trading. Even after these procedures are in place, you are encouraged to execute your trades prior to 3:00 p.m. Eastern time whenever possible. INVESTOR SERVICES Fidelity provides a variety of services to help you manage your account. INFORMATION SERVICES STATEMENTS AND REPORTS that the transfer agent sends to you include the following: (small solid bullet) Confirmation statements (after every transaction, except a reinvestment, that affects your account balance or your account registration) (small solid bullet) Account statements (monthly) (small solid bullet) Financial reports (every six months) To reduce expenses, only one copy of most financial reports will be mailed, even if you have more than one account in the fund. Call 1-800-843-3001 if you need additional copies of financial reports or historical account information. SUB-ACCOUNTING AND SPECIAL SERVICES. Special processing has been arranged with FIIOC for institutions that wish to open multiple accounts (a master account and sub-accounts). You may be required to enter into a separate agreement with FIIOC. Charges for these services, if any, will be determined based on the level of services to be rendered. SHAREHOLDER AND ACCOUNT POLICIES DIVIDENDS, CAPITAL GAINS, AND TAXES Each fund distributes substantially all of its net investment income and capital gains, if any, to shareholders each year. Income dividends are declared daily and paid monthly. Income dividends declared are accrued daily throughout the month and are distributed in the form of full and fractional Class A shares on the first business day of the following month. Based on prior approval of the fund, dividends relating to Class A shares redeemed during the month can be distributed in the form of full and fractional shares on the day of redemption. Each fund reserves the right to limit this service. Shareholders may elect to receive dividend distributions in cash. DISTRIBUTION OPTIONS When you open an account, specify on your account application how you want to receive your distributions. The funds offer two options: 1. REINVESTMENT OPTION. Your dividend and capital gain distributions, if any, will be automatically reinvested in additional shares of the same class of the fund. If you do not indicate a choice on your application, you will be assigned this option. 2. CASH OPTION. You will be sent a wire for your dividend and capital gain distributions, if any. Dividends will be reinvested at each fund's Class A NAV on the last day of the month. Capital gain distributions, if any, will be reinvested at the NAV as of the record date of the distribution. TAXES As with any investment, you should consider how an investment in the funds could affect you. Below are some of the funds' tax implications. If your account is not a tax-deferred retirement account, be aware of these tax implications. TAXES ON DISTRIBUTIONS. Interest income that Tax-Exempt earns is distributed to shareholders as income dividends. Interest that is federally tax-free remains tax-free when it is distributed. Distributions from all other funds, however, are subject to federal income tax and may also be subject to state or local taxes. If you live outside the United States, your distributions from these funds could also be taxed by the country in which you reside. Your distributions are taxable when they are paid, whether you take them in cash or reinvest them. For federal tax purposes, the income and short-term capital gains distributions from each of Domestic, Money Market, Government, Treasury, Treasury II, and Treasury Only are taxed as dividends. Long-term capital gains distributions, if any, are taxed as long-term capital gains. Mutual fund dividends from U.S. government securities are generally free from state and local income taxes. However, particular states may limit this benefit, and some types of securities, such as repurchase agreements and some agency-backed securities, may not qualify for the benefit. In addition, some states may impose intangible property taxes. You should consult your own tax adviser for details and up-to-date information on the tax laws in your state. During the fiscal year ended March 31, 1995, the following percentages of each fund's income distributions were from U.S. Government securities: ___% for Government; __% for Treasury; __% for Treasury II; __% for Treasury Only; and ___% for Tax-Exempt. However, for shareholders of Tax-Exempt, gain on the sale of tax-free bonds results in taxable distributions. For shareholders of the fund, short-term capital gains and a portion of the gain on bonds purchased at a discount are taxed as dividends; long-term capital gain distributions, if any, are taxed as long-term capital gains. Distributions are taxable when they are paid, whether you take them in cash or reinvest them. However, distributions declared in December and paid in January are taxable as if they were paid on December 31. Every January, the Transfer Agent will send you and the IRS a statement showing the taxable distributions paid to you in the previous year. A portion of Tax-Exempt's dividends may be free from state or local taxes. Income from investments in your state are often tax-free to you. Each year, the transfer agent will send you a breakdown of Tax-Exempt's income from each state to help you calculate your taxes. During the fiscal year ended March 31, 1995, __% of Tax-Exempt's income dividends was free from federal income tax. EFFECT OF FOREIGN TAXES. Foreign governments may impose taxes on Money Market and its investments and these taxes generally will reduce the fund's distributions. There are tax requirements that all funds must follow in order to avoid federal taxation. In its effort to adhere to these requirements, the fund may have to limit its investment activity in some types of instruments. TRANSACTION DETAILS EACH FUND IS OPEN FOR BUSINESS and its NAV is calculated each day that both the Federal Reserve Bank of New York (New York Fed) (for all funds other than Tax-Exempt) or the Federal Reserve Bank of Kansas City (Kansas City Fed) (for Tax-Exempt) and the New York Stock Exchange (NYSE) are open. The following holiday closings have been scheduled for 1995: New Year's Day (observed), Martin Luther King 's Birthday, Washington's Birthday, Good Friday, Memorial Day, Independence Day, Labor Day, Columbus Day, Thanksgiving Day, and Christmas Day. Although FMR expects the same holiday schedule to be observed in the future, the New York Fed, the Kansas City Fed, or the NYSE may modify its holiday schedule at any time. On any day that the New York Fed, the Kansas City Fed, or the NYSE closes early, the principal government securities markets close early (such as on days in advance of holidays generally observed by participants in such markets), or as permitted by the SEC, the right is reserved to advance the time on that day by which purchase and redemption orders must be received. To the extent that portfolio securities are traded in other markets on days when the New York Fed, the Kansas City Fed, or the NYSE is closed, each fund's NAV may be affected on days when investors do not have access to the fund to purchase or redeem shares. Certain Fidelity funds may follow different holiday closing schedules. A CLASS' NAV is the value of a single share. The NAV of Class A of each fund is computed by adding Class A's pro rata share of the value of each fund's investments, cash, and other assets, subtracting Class A's pro rata share of the value of the fund's liabilities, subtracting the liabilities allocated to Class A, and dividing by the number of Class A shares of that fund that are outstanding. Each fund values its portfolio securities on the basis of amortized cost. This method minimizes the effect of changes in a security's market value and helps each fund maintain a stable $1.00 share price. THE OFFERING PRICE (price to buy one share) and REDEMPTION PRICE (price to sell one share) of Class A are its NAV. WHEN YOU SIGN YOUR ACCOUNT APPLICATION, you will be asked to certify that your social security or taxpayer identification number is correct and that you are not subject to 31% backup withholding for failing to report income to the IRS. If you violate IRS regulations, the IRS can require a fund to withhold 31% of your taxable distributions and redemptions. YOU MAY INITIATE MANY TRANSACTIONS BY TELEPHONE. Fidelity and the transfer agent may only be liable for losses resulting from unauthorized transactions if they do not follow reasonable procedures designed to verify the identity of the caller. Fidelity and the transfer agent will request personalized security codes or other information, and may also record calls. You should verify the accuracy of the confirmation statements immediately after receipt. If you do not want the ability to redeem by telephone, call the transfer agent for instructions. Additional documentation may be required from corporations, associations and certain fiduciaries. EACH FUND RESERVES THE RIGHT TO SUSPEND THE OFFERING OF SHARES for a period of time. Each fund also reserves the right to reject any specific purchase order, including certain purchases by exchange. See "Exchange Restrictions" on page __. Purchase orders may be refused if, in FMR's opinion, they would disrupt management of a fund. TO ALLOW FMR TO MANAGE THE FUNDS MOST EFFECTIVELY, you are urged to initiate all trades as early in the day as possible and to notify Fidelity Client Services in advance of transactions in excess of $10 million for Tax-Exempt and each FICP fund, and $5 million for Treasury Only. WHEN YOU PLACE AN ORDER TO BUY SHARES, your shares will be purchased at the next NAV calculated after your request is received and accepted by the transfer agent. Note that all of your purchases must be made by federal fund wire; checks will not be accepted for purchases. Net interest income for dividend purposes is determined by FSC on a daily basis and shall be payable to shareholders of record at the time of its declaration (including, for this purpose, holders of Class A shares purchased, but excluding holders of shares redeemed, on that day). The income declared for Treasury II is based on estimates of net interest income for the fund. Actual income may differ from estimates and differences, if any, will be included in the calculation of subsequent dividends. Shareholders of record as of 3:00 p.m. Eastern time (5:00 p.m. Eastern time for Treasury II) will be entitled to dividends declared that day. WHEN YOU PLACE AN ORDER TO SELL SHARES, your shares will be sold at the next NAV calculated after your order is received and accepted. Note that shares redeemed do not receive the dividend declared on the day of redemption. When the NYSE, the Kansas City Fed, or the New York Fed is closed (or when trading is restricted) for any reason other than its customary weekend or holiday closings, or under any emergency circumstances as determined by the SEC to merit such action, a fund may suspend redemption or postpone payment dates. In cases of suspension of the right of redemption, the request for redemption may either be withdrawn or payment may be made based on the NAV next determined after the termination of the suspension. IF YOUR ACCOUNT BALANCE FALLS BELOW $1,000,000 ($100,000 FOR TREASURY ONLY) due to redemption, the account may be closed and the proceeds may be wired to the bank account of record. You will be given 30 days notice that your account will be closed unless it is increased to the minimum. THE TRANSFER AGENT MAY CHARGE A FEE FOR SPECIAL SERVICES, such as providing historical account documents, that are beyond the normal scope of its services. EXCHANGE RESTRICTIONS As a shareholder you have the privilege of exchanging Class A shares of any fund offered through this prospectus at no charge for Class A shares of any other fund offered through this prospectus. An exchange involves the redemption of all or a portion of the shares of one fund and the purchase of shares of another fund. BY TELEPHONE. Exchanges may be requested on any day a fund is open for business by calling Institutional Trading (at the numbers listed on page __) between 8:30 am and 12:00 pm Eastern time for Tax-Exempt and Treasury Only; 8:30 am and 3:00 pm Eastern time for Domestic, Money Market, Government and Treasury; and 8:30 a.m. and 5:00 p.m. Eastern time for Treasury II. BY MAIL. You may exchange shares on any business day by submitting written instructions with an authorized signature which is on file for that account. Written requests for exchanges should contain the fund name, account number, and number of shares to be redeemed, and the name of the fund to be purchased. Written requests for exchange should be mailed to Fidelity Client Services at the address on page __. WHEN YOU PLACE AN ORDER TO EXCHANGE SHARES, Class A shares will be redeemed at the next determined NAV after your order is received and accepted. Shares of the fund to be acquired will be purchased at its next determined NAV after redemption proceeds are made available. You should note that, under certain circumstances, a fund may take up to seven days to make redemption proceeds available for the exchange purchase of shares of another fund. In addition, please note the following: (small solid bullet) Exchanges will not be permitted until a completed and signed account application is on file. (small solid bullet) The fund you are exchanging into must be registered for sale in your state. (small solid bullet) You may only exchange between accounts that are registered in the same name, address, and taxpayer identification number. (small solid bullet) Before exchanging into a fund, read its prospectus. (small solid bullet) If your order to exchange out of Treasury II is received between 3:00 p.m. and 5:00 p.m. Eastern time, your money may not be invested for one day, depending on the time at which orders are accepted by the fund into which they are exchanging. (small solid bullet) You will earn dividends in the acquired fund in accordance with the fund's customary policy, normally on the day the exchange request is received. (small solid bullet) Exchanges may have tax consequences for you. (small solid bullet) Each fund reserves the right to refuse exchange purchases by any person or group if, in FMR's judgment, the fund would be unable to invest the money effectively in accordance with its investment objective and policies, or would otherwise potentially be adversely affected. (small solid bullet) Your exchanges may be restricted or refused if a fund receives or anticipates simultaneous orders affecting significant portions of a fund's assets. In particular, a pattern of exchanges that coincides with a "market timing" strategy may be disruptive to a fund. Although the funds will attempt to give you prior notice whenever they are reasonably able to do so, they may impose these restrictions at any time. The funds reserve the right to terminate or modify the exchange privilege in the future. No dealer, sales representative or any other person has been authorized to give any information or to make any representations, other than those contained in this Prospectus and in the related SAI, in connection with the offer contained in this Prospectus. If given or made, such other information or representations must not be relied upon as having been authorized by the fund or FDC. This Prospectus and the related SAI do not constitute an offer by the fund or by FDC to sell or to buy shares of a fund to any person to whom it is unlawful to make such offer. FIDELITY INSTITUTIONAL MONEY MARKET FUNDS - CLASS A CROSS REFERENCE SHEET FORM N-1A ITEM NUMBER STATEMENT OF ADDITIONAL INFORMATION SECTION
10, 11 ............................ Cover Page; Table of Contents 12 ............................ * 13 a - c ............................ Investment Policies and Limitations d ............................ Portfolio Transactions 14 a - c ............................ Trustees and Officers 15 a ............................ * b ............................ Description of the Funds c ............................ Trustees and Officers 16 a i ............................ FMR ii ............................ Trustees and Officers iii ............................ Management Contracts b,c,d ............................ Management Contracts e ............................ * f ............................ Distribution and Service Plans g ............................ * h ............................ Description of the Funds i ............................ Management Contracts 17 a ............................ Portfolio Transactions b ............................ Portfolio Transactions c ............................ Portfolio Transactions d, e ............................ * 18 a ............................ Description of the Funds b ............................ * 19 a ............................ Additional Purchase, Exchange and Redemption Information b ............................ Additional Purchase, Exchange and Redemption Information; Valuation c ............................ * 20 Distributions and Taxes 21 a, b ............................ Distribution and Service Plans; Management Contracts c ............................ * 22 ............................ Performance 23 ............................ Financial Statements
* Not Applicable FIDELITY INSTITUTIONAL CASH PORTFOLIOS - CLASS A Domestic, Government, Money Market Treasury, Treasury II, FIDELITY INSTITUTIONAL TAX-EXEMPT CASH PORTFOLIOS: Tax-Exempt DAILY MONEY FUND: Treasury Only STATEMENT OF ADDITIONAL INFORMATION JULY 1, 1995 This Statement of Additional Information (SAI) is not a prospectus but should be read in conjunction with the funds' current Prospectus (dated July 1, 1995). Please retain this document for future reference. The funds' financial statements and financial highlights, included in the Annual Report, for the fiscal year ended March 31, 1995, are incorporated herein by reference. To obtain an additional copy of the Prospectus or the Annual Report, please call Fidelity Distributors Corporation at 1-800-544-8888. TABLE OF CONTENTS Page Investment Policies and Limitations Portfolio Transactions Valuation Performance Additional Purchase, Exchange and Redemption Information Distributions and Taxes FMR Trustees and Officers Management Contracts Contracts with FMR Affiliates Distribution and Service Plans Description of the Funds Financial Statements Appendix INVESTMENT ADVISER Fidelity Management & Research Company (FMR) SUB-ADVISER FMR Texas Inc. (FMR Texas) DISTRIBUTOR Fidelity Distributors Corporation (FDC) TRANSFER AGENT FOR TAXABLE FUNDS Fidelity Investments Institutional Operations Company (FIIOC) TRANSFER AGENT FOR TAX-EXEMPT UMB Bank, n.a. (UMB) INVESTMENT POLICIES AND LIMITATIONS The following policies and limitations supplement those set forth in the prospectus. Unless otherwise noted, whenever an investment policy or limitation states a maximum percentage of a fund's assets that may be invested in any security or other asset, or sets forth a policy regarding quality standards, such standard or percentage limitation shall be determined immediately after and as a result of a fund's acquisition of such security or other asset. Accordingly, any subsequent change in values, net assets, or other circumstances will not be considered when determining whether the investment complies with each fund's investment policies and limitations. Each fund's fundamental investment policies and limitations may not be changed without approval by a "majority of the outstanding voting securities" (as defined in the Investment Company Act of 1940 (1940 Act)) of each fund. However, except for the fundamental investment limitations set forth below, the investment policies and limitations described in this SAI are not fundamental, and may be changed without shareholder approval. INVESTMENT LIMITATIONS OF TREASURY THE FOLLOWING ARE TREASURY'S FUNDAMENTAL INVESTMENT LIMITATIONS SET FORTH IN THEIR ENTIRETY. THE FUND MAY NOT: (1) purchase the securities of any issuer (other than obligations issued or guaranteed as to principal and interest by the government of the United States, its agencies or instrumentalities) if, as a result, more than 5% of its total assets would be invested in the securities of such issuer, provided, however, that with respect to 25% of its total assets, 10% of its assets may be invested in the securities of an issuer; (2) issue senior securities, except as permitted under the Investment Company Act of 1940; (3) borrow money, except that the fund may (i) borrow money for temporary or emergency purposes (not for leveraging or investment) and (ii) engage in reverse repurchase agreements for any purpose; provided that (i) and (ii) in combination do not exceed 33 1/3% of the value of the fund's total assets (including the amount borrowed) less liabilities (other than borrowings). Any borrowings that come to exceed this amount will be reduced within three days (not including Sundays and holidays) to the extent necessary to comply with the 33 1/3% limitation; (4) underwrite securities issued by others, except to the extent that the fund may be considered an underwriter within the meaning of the Securities Act of 1933 in the disposition of restricted securities; (5) purchase the securities of any issuer (other than securities issued or guaranteed by the U.S. Government or any of its agencies or instrumentalities) if, as a result, more than 25% of the fund's total assets would be invested in the securities of companies whose principal business activities are in the same industry; (6) buy or sell real estate; (7) lend any security or make any other loan if, as a result, more than 33 1/3% of its total assets would be lent to other parties, but this limitation does not apply to purchases of debt securities or to repurchase agreements; (8) invest in oil, gas, or other mineral exploration or development programs; or (9) invest in companies for the purpose of exercising control or management. (10) The fund may, notwithstanding any other fundamental investment policy or limitation, invest all of its assets in the securities of a single open-end management investment company with substantially the same fundamental investment objectives, policies and limitations as the fund. THE FOLLOWING INVESTMENT LIMITATIONS ARE NOT FUNDAMENTAL, AND MAY BE CHANGED WITHOUT SHAREHOLDER APPROVAL. (i) The fund does not currently intend to sell securities short, unless it owns or has the right to obtain securities equivalent in kind and amount to the securities sold short, and provided that transactions in futures contracts and options are not deemed to constitute selling securities short. (ii) The fund does not currently intend to purchase securities on margin, except that the fund may obtain such short-term credits as are necessary for the clearance of transactions, and provided that margin payments in connection with futures contracts and options on futures contracts shall not constitute purchasing securities on margin. (iii) The fund may borrow money only (a) from a bank or from a registered investment company or fund for which FMR or an affiliate serves as investment adviser or (b) by engaging in reverse repurchase agreements with any party. The fund will not purchase any security while borrowings (excluding reverse repurchase agreements) representing more than 5% of its total assets are outstanding. The fund will not borrow from other funds advised by FMR or its affiliates if total outstanding borrowings immediately after such borrowing would exceed 15% of the fund's total assets. (iv) The fund does not currently intend to purchase or sell futures contracts or call options. This limitation does not apply to options attached to, or acquired or traded together with, their underlying securities, and does not apply to securities that incorporate features similar to options or futures contracts. (v) The fund does not currently intend to purchase any security if, as a result, more than 10% of its net assets would be invested in securities that are deemed to be illiquid because they are subject to legal or contractual restrictions on resale or because they cannot be sold or disposed of in the ordinary course of business at approximately the prices at which they are valued. (vi) The fund does not currently intend to (a) purchase securities of other investment companies, except in the open market where no commission except the ordinary broker's commission is paid, or (b) purchase or retain securities issued by other open-end investment companies. Limitations (a) and (b) do not apply to securities received as dividends, through offers of exchange, or as a result of a reorganization, consolidation, or merger. (vii) The fund does not currently intend to make loans, but this limitation does not apply to purchases of debt securities or to repurchase agreements. (viii) The fund does not currently intend to invest in interests in real estate investment trusts that are not readily marketable, or to invest in interests in real estate limited partnerships that are not listed on the New York Stock Exchange or the American Stock Exchange or traded on the NASDAQ National Market System. (ix) The fund does not currently intend to purchase the securities of any issuer if those officers and Trustees of the Trust and those officers and directors of FMR who individually own more than 1/2 of 1% of the securities of such issuer together own more than 5% of such issuer's securities. (x) The fund does not currently intend to invest in oil, gas, or other mineral exploration or development programs or leases. (xi) The fund does not currently intend to invest all of its assets in the securities of a single open-end management investment company managed by Fidelity Management & Research Company or an affiliate or successor with substantially the same fundamental investment objective, policies, and limitations as the fund. For the fund's policies on quality and maturity, see section entitled "Quality and Maturity" on page 12. INVESTMENT LIMITATIONS OF TREASURY II THE FOLLOWING ARE TREASURY II'S FUNDAMENTAL INVESTMENT LIMITATIONS SET FORTH IN THEIR ENTIRETY. THE FUND MAY NOT: (1) purchase the securities of any issuer (other than obligations issued or guaranteed as to principal and interest by the government of the United States, its agencies or instrumentalities) if, as a result, more than 5% of its total assets would be invested in the securities of such issuer, provided, however, that with respect to 25% of its total assets, 10% of its assets may be invested in the securities of an issuer; (2) issue senior securities, except as permitted under the Investment Company Act of 1940; (3) borrow money, except that the fund may (i) borrow money for temporary or emergency purposes (not for leveraging or investment) and (ii) engage in reverse repurchase agreements for any purpose; provided that (i) and (ii) in combination do not exceed 33 1/3% of the value of the fund's total assets (including the amount borrowed) less liabilities (other than borrowings). Any borrowings that come to exceed this amount will be reduced within three days (not including Sundays and holidays) to the extent necessary to comply with the 33 1/3% limitation; (4) underwrite securities issued by others, except to the extent that the fund may be considered an underwriter within the meaning of the Securities Act of 1933 in the disposition of restricted securities; (5) purchase the securities of any issuer (other than securities issued or guaranteed by the U.S. Government or any of its agencies or instrumentalities) if, as a result, more than 25% of the fund's total assets would be invested in the securities of companies whose principal business activities are in the same industry; (6) buy or sell real estate; (7) lend any security or make any other loan if, as a result, more than 33 1/3% of its total assets would be lent to other parties, but this limitation does not apply to purchases of debt securities or to repurchase agreements; (8) invest in oil, gas, or other mineral exploration or development programs; or (9) invest in companies for the purpose of exercising control or management. (10) The fund may, notwithstanding any other fundamental investment policy or limitation, invest all of its assets in the securities of a single open-end management investment company with substantially the same fundamental investment objectives, policies and limitations as the fund. THE FOLLOWING INVESTMENT LIMITATIONS ARE NOT FUNDAMENTAL, AND MAY BE CHANGED WITHOUT SHAREHOLDER APPROVAL. (i) The fund does not currently intend to sell securities short, unless it owns or has the right to obtain securities equivalent in kind and amount to the securities sold short, and provided that transactions in futures contracts and options are not deemed to constitute selling securities short. (ii) The fund does not currently intend to purchase securities on margin, except that the fund may obtain such short-term credits as are necessary for the clearance of transactions, and provided that margin payments in connection with futures contracts and options on futures contracts shall not constitute purchasing securities on margin. (iii) The fund may borrow money only from a bank or from a registered investment company or fund for which FMR or an affiliate serves as investment adviser. The fund will not purchase any security while borrowings representing more than 5% of its total assets are outstanding. The fund will not borrow from other funds advised by FMR or its affiliates if total outstanding borrowings immediately after such borrowing would exceed 15% of the fund's total assets. (iv) The fund does not currently intend to purchase or sell futures contracts or call options. This limitation does not apply to options attached to, or acquired or traded together with, their underlying securities, and does not apply to securities that incorporate features similar to options or futures contracts. (v) The fund does not currently intend to (a) purchase securities of other investment companies, except in the open market where no commission except the ordinary broker's commission is paid, or (b) purchase or retain securities issued by other open-end investment companies. Limitations (a) and (b) do not apply to securities received as dividends, through offers of exchange, or as a result of a reorganization, consolidation, or merger. (vi) The fund does not currently intend to make loans, but this limitation does not apply to purchases of debt securities or to repurchase agreements. (vii) The fund does not currently intend to invest in interests in real estate investment trusts that are not readily marketable, or to invest in interests in real estate limited partnerships that are not listed on the New York Stock Exchange or the American Stock Exchange or traded on the NASDAQ National Market System. (viii) The fund does not currently intend to purchase the securities of any issuer if those officers and Trustees of the Trust and those officers and directors of FMR who individually own more than 1/2 of 1% of the securities of such issuer together own more than 5% of such issuer's securities. (ix) The fund does not currently intend to invest in oil, gas, or other mineral exploration or development programs or leases. (x) The fund does not currently intend to invest all of its assets in the securities of a single open-end management investment company managed by Fidelity Management & Research Company or an affiliate or successor with substantially the same fundamental investment objective, policies, and limitations as the fund. For the fund's policies on quality and maturity, see section entitled "Quality and Maturity" on page 12. INVESTMENT LIMITATIONS OF GOVERNMENT THE FOLLOWING ARE GOVERNMENT'S FUNDAMENTAL INVESTMENT LIMITATIONS SET FORTH IN THEIR ENTIRETY. THE FUND MAY NOT: (1) purchase the securities of any issuer (other than obligations issued or guaranteed as to principal and interest by the government of the United States, its agencies or instrumentalities) if, as a result, more than 5% of its total assets would be invested in the securities of such issuer, provided, however, that with respect to 25% of its total assets, 10% of its assets may be invested in the securities of an issuer; (2) issue senior securities, except as permitted under the Investment Company Act of 1940; (3) borrow money, except that the fund may (i) borrow money for temporary or emergency purposes (not for leveraging or investment) and (ii) engage in reverse repurchase agreements for any purpose; provided that (i) and (ii) in combination do not exceed 33 1/3% of the value of the fund's total assets (including the amount borrowed) less liabilities (other than borrowings). Any borrowings that come to exceed this amount will be reduced within three days (not including Sundays and holidays) to the extent necessary to comply with the 33 1/3% limitation; (4) underwrite securities issued by others, except to the extent that the fund may be considered an underwriter within the meaning of the Securities Act of 1933 in the disposition of restricted securities; (5) purchase the securities of any issuer (other than securities issued or guaranteed by the U.S. Government or any of its agencies or instrumentalities) if, as a result, more than 25% of the fund's total assets would be invested in the securities of companies whose principal business activities are in the same industry; (6) buy or sell real estate; (7) lend any security or make any other loan if, as a result, more than 33 1/3% of its total assets would be lent to other parties, but this limitation does not apply to purchases of debt securities or to repurchase agreements; (8) invest in oil, gas, or other mineral exploration or development programs; or (9) invest in companies for the purpose of exercising control or management. (10) The fund may, notwithstanding any other fundamental investment policy or limitation, invest all of its assets in the securities of a single open-end management investment company with substantially the same fundamental investment objectives, policies and limitations as the fund. THE FOLLOWING INVESTMENT LIMITATIONS ARE NOT FUNDAMENTAL, AND MAY BE CHANGED WITHOUT SHAREHOLDER APPROVAL. (i) The fund does not currently intend to purchase a security (other than a security issued or guaranteed by the U.S. Government or any of its agencies or instrumentalities) if, as a result, more than 5% of its total assets would be invested in the securities of a single issuer; provided that the fund may invest up to 10% of its total assets in the first tier securities of a single issuer for up to three business days. (ii) The fund does not currently intend to sell securities short, unless it owns or has the right to obtain securities equivalent in kind and amount to the securities sold short, and provided that transactions in futures contracts and options are not deemed to constitute selling securities short. (iii) The fund does not currently intend to purchase securities on margin, except that the fund may obtain such short-term credits as are necessary for the clearance of transactions, and provided that margin payments in connection with futures contracts and options on futures contracts shall not constitute purchasing securities on margin. (iv) The fund may borrow money only (a) from a bank or from a registered investment company or fund for which FMR or an affiliate serves as investment adviser or (b) by engaging in reverse repurchase agreements with any party. The fund will not purchase any security while borrowings (excluding reverse repurchase agreements) representing more than 5% of its total assets are outstanding. The fund will not borrow from other funds advised by FMR or its affiliates if total outstanding borrowings immediately after such borrowing would exceed 15% of the fund's total assets. (v) The fund does not currently intend to purchase any security if, as a result, more than 10% of its net assets would be invested in securities that are deemed to be illiquid because they are subject to legal or contractual restrictions on resale or because they cannot be sold or disposed of in the ordinary course of business at approximately the prices at which they are valued. (vi) The fund does not currently intend to purchase or sell futures contracts or call options. This limitation does not apply to options attached to, or acquired or traded together with, their underlying securities, and does not apply to securities that incorporate features similar to options or futures contracts. (vii) The fund does not currently intend to (a) purchase securities of other investment companies, except in the open market where no commission except the ordinary broker's commission is paid, or (b) purchase or retain securities issued by other open-end investment companies. Limitations (a) and (b) do not apply to securities received as dividends, through offers of exchange, or as a result of a reorganization, consolidation, or merger. (viii) The fund does not currently intend to make loans, but this limitation does not apply to purchases of debt securities or to repurchase agreements. (ix) The fund does not currently intend to invest in interests in real estate investment trusts that are not readily marketable, or to invest in interests in real estate limited partnerships that are not listed on the New York Stock Exchange or the American Stock Exchange or traded on the NASDAQ National Market System. (x) The fund does not currently intend to invest in oil, gas, or other mineral exploration or development programs or leases. (xi) The fund does not currently intend to invest all of its assets in the securities of a single open-end management investment company managed by Fidelity Management & Research Company or an affiliate or successor with substantially the same fundamental investment objective, policies, and limitations as the fund. For the fund's policies on quality and maturity, see section entitled "Quality and Maturity" on page 12. INVESTMENT LIMITATIONS OF DOMESTIC THE FOLLOWING ARE DOMESTIC'S FUNDAMENTAL INVESTMENT LIMITATIONS SET FORTH IN THEIR ENTIRETY. THE FUND MAY NOT: (1) purchase the securities of any issuer (other than obligations issued or guaranteed as to principal and interest by the government of the United States, its agencies or instrumentalities) if, as a result, more than 5% of its total assets would be invested in the securities of such issuer, provided, however, that with respect to 25% of its total assets, 10% of its assets may be invested in the securities of an issuer; (2) issue senior securities, except as permitted under the Investment Company Act of 1940; (3) borrow money, except that the fund may (i) borrow money for temporary or emergency purposes (not for leveraging or investment) and (ii) engage in reverse repurchase agreements for any purpose; provided that (i) and (ii) in combination do not exceed 33 1/3% of the value of the fund's total assets (including the amount borrowed) less liabilities (other than borrowings). Any borrowings that come to exceed this amount will be reduced within three days (not including Sundays and holidays) to the extent necessary to comply with the 33 1/3% limitation; (4) underwrite securities issued by others, except to the extent that the fund may be considered an underwriter within the meaning of the Securities Act of 1933 in the disposition of restricted securities; (5) purchase the securities of any issuer (other than securities issued or guaranteed by the U.S. Government or any of its agencies or instrumentalities) if, as a result, more than 25% of the fund's total assets would be invested in the securities of companies whose principal business activities are in the same industry, except that the fund will invest more than 25% of its total assets in the financial services industry; (6) buy or sell real estate; (7) lend any security or make any other loan if, as a result, more than 33 1/3% of its total assets would be lent to other parties, but this limitation does not apply to purchases of debt securities or to repurchase agreements; (8) invest in oil, gas, or other mineral exploration or development programs; or (9) invest in companies for the purpose of exercising control or management. (10) The fund may, notwithstanding any other fundamental investment policy or limitation, invest all of its assets in the securities of a single open-end management investment company with substantially the same fundamental investment objectives, policies and limitations as the fund. THE FOLLOWING INVESTMENT LIMITATIONS ARE NOT FUNDAMENTAL, AND MAY BE CHANGED WITHOUT SHAREHOLDER APPROVAL. (i) The fund does not currently intend to purchase a security (other than a security issued or guaranteed by the U.S. Government or any of its agencies or instrumentalities) if, as a result, more than 5% of its total assets would be invested in the securities of a single issuer; provided that the fund may invest up to 10% of its total assets in the first tier securities of a single issuer for up to three business days. (ii) The fund does not currently intend to sell securities short, unless it owns or has the right to obtain securities equivalent in kind and amount to the securities sold short, and provided that transactions in futures contracts and options are not deemed to constitute selling securities short. (iii) The fund does not currently intend to purchase securities on margin, except that the fund may obtain such short-term credits as are necessary for the clearance of transactions, and provided that margin payments in connection with futures contracts and options on futures contracts shall not constitute purchasing securities on margin. (iv) The fund may borrow money only (a) from a bank or from a registered investment company or fund for which FMR or an affiliate serves as investment adviser or (b) by engaging in reverse repurchase agreements with any party. The fund will not purchase any security while borrowings (excluding reverse repurchase agreements) representing more than 5% of its total assets are outstanding. The fund will not borrow from other funds advised by FMR or its affiliates if total outstanding borrowings immediately after such borrowing would exceed 15% of the fund's total assets. (v) The fund does not currently intend to lend assets other than securities to other parties, except by lending money (up to 10% of the fund's net assets) to a registered investment company or portfolio for which FMR or an affiliate serves as investment adviser. (vi) The fund does not currently intend to purchase any security if, as a result, more than 10% of its net assets would be invested in securities that are deemed to be illiquid because they are subject to legal or contractual restrictions on resale or because they cannot be sold or disposed of in the ordinary course of business at approximately the prices at which they are valued. (vii) The fund does not currently intend to purchase or sell futures contracts or call options. This limitation does not apply to options attached to, or acquired or traded together with, their underlying securities, and does not apply to securities that incorporate features similar to options or futures contracts. (viii) The fund does not currently intend to lend assets other than securities to other parties, except by lending money (up to 10% of the fund's net assets) to a registered investment company or fund for which FMR or an affiliate serves as investment adviser. (This limitation does not apply to purchases of debt securities or to repurchase agreements.) (ix) The fund does not currently intend to (a) purchase securities of other investment companies, except in the open market where no commission except the ordinary broker's commission is paid, or (b) purchase or retain securities issued by other open-end investment companies. Limitations (a) and (b) do not apply to securities received as dividends, through offers of exchange, or as a result of a reorganization, consolidation, or merger. (x) The fund does not currently intend to invest in interests in real estate investment trusts that are not readily marketable, or to invest in interests in real estate limited partnerships that are not listed on the New York Stock Exchange or the American Stock Exchange or traded on the NASDAQ National Market System. (xi) The fund does not currently intend to purchase the securities of any issuer if those officers and Trustees of the Trust and those officers and directors of FMR who individually own more than 1/2 of 1% of the securities of such issuer together own more than 5% of such issuer's securities. (xii) The fund does not currently intend to invest in oil, gas, or other mineral exploration or development programs or leases. (xiii) The fund does not currently intend to invest all of its assets in the securities of a single open-end management investment company managed by Fidelity Management & Research Company or an affiliate or successor with substantially the same fundamental investment objective, policies, and limitations as the fund. For the fund's policies on quality and maturity, see section entitled "Quality and Maturity" on page 12. INVESTMENT LIMITATIONS OF MONEY MARKET THE FOLLOWING ARE MONEY MARKET'S FUNDAMENTAL INVESTMENT LIMITATIONS SET FORTH IN THEIR ENTIRETY. THE FUND MAY NOT: (1) purchase the securities of any issuer (other than obligations issued or guaranteed as to principal and interest by the government of the United States, its agencies or instrumentalities) if, as a result, more than 5% of its total assets would be invested in the securities of such issuer, provided, however, that with respect to 25% of its total assets, 10% of its assets may be invested in the securities of an issuer; (2) issue senior securities, except as permitted under the Investment Company Act of 1940; (3) borrow money, except that the fund may (i) borrow money for temporary or emergency purposes (not for leveraging or investment) and (ii) engage in reverse repurchase agreements for any purpose; provided that (i) and (ii) in combination do not exceed 33 1/3% of the value of the fund's total assets (including the amount borrowed) less liabilities (other than borrowings). Any borrowings that come to exceed this amount will be reduced within three days (not including Sundays and holidays) to the extent necessary to comply with the 33 1/3% limitation; (4) underwrite securities issued by others, except to the extent that the fund may be considered an underwriter within the meaning of the Securities Act of 1933 in the disposition of restricted securities; (5) purchase the securities of any issuer (other than securities issued or guaranteed by the U.S. Government or any of its agencies or instrumentalities) if, as a result, more than 25% of the fund's total assets would be invested in the securities of companies whose principal business activities are in the same industry, except that the fund will invest more than 25% of its total assets in the financial services industry; (6) buy or sell real estate; (7) lend any security or make any other loan if, as a result, more than 33 1/3% of its total assets would be lent to other parties, but this limitation does not apply to purchases of debt securities or to repurchase agreements; (8) invest in oil, gas, or other mineral exploration or development programs; or (9) invest in companies for the purpose of exercising control or management. (10) The fund may, notwithstanding any other fundamental investment policy or limitation, invest all of its assets in the securities of a single open-end management investment company with substantially the same fundamental investment objectives, policies and limitations as the fund. THE FOLLOWING INVESTMENT LIMITATIONS ARE NOT FUNDAMENTAL, AND MAY BE CHANGED WITHOUT SHAREHOLDER APPROVAL. (i) The fund does not currently intend to purchase a security (other than a security issued or guaranteed by the U.S. Government or any of its agencies or instrumentalities) if, as a result, more than 5% of its total assets would be invested in the securities of a single issuer; provided that the fund may invest up to 10% of its total assets in the first tier securities of a single issuer for up to three business days. (ii) The fund does not currently intend to sell securities short, unless it owns or has the right to obtain securities equivalent in kind and amount to the securities sold short, and provided that transactions in futures contracts and options are not deemed to constitute selling securities short. (iii) The fund does not currently intend to purchase securities on margin, except that the fund may obtain such short-term credits as are necessary for the clearance of transactions, and provided that margin payments in connection with futures contracts and options on futures contracts shall not constitute purchasing securities on margin. (iv) The fund may borrow money only (a) from a bank or from a registered investment company or fund for which FMR or an affiliate serves as investment adviser or (b) by engaging in reverse repurchase agreements with any party. The fund will not purchase any security while borrowings (excluding reverse repurchase agreements) representing more than 5% of its total assets are outstanding. The fund will not borrow from other funds advised by FMR or its affiliates if total outstanding borrowings immediately after such borrowing would exceed 15% of the fund's total assets. (v) The fund does not currently intend to purchase any security if, as a result, more than 10% of its net assets would be invested in securities that are deemed to be illiquid because they are subject to legal or contractual restrictions on resale or because they cannot be sold or disposed of in the ordinary course of business at approximately the prices at which they are valued. (vi) The fund does not currently intend to purchase or sell futures contracts or call options. This limitation does not apply to options attached to, or acquired or traded together with, their underlying securities, and does not apply to securities that incorporate features similar to options or futures contracts. (vii) The fund does not currently intend to lend assets other than securities to other parties, except by lending money (up to 10% of the fund's net assets) to a registered investment company or fund for which FMR or an affiliate serves as investment adviser. (This limitation does not apply to purchases of debt securities or to repurchase agreements.) (viii) The fund does not currently intend to (a) purchase securities of other investment companies, except in the open market where no commission except the ordinary broker's commission is paid, or (b) purchase or retain securities issued by other open-end investment companies. Limitations (a) and (b) do not apply to securities received as dividends, through offers of exchange, or as a result of a reorganization, consolidation, or merger. (ix) The fund does not currently intend to invest in interests in real estate investment trusts that are not readily marketable, or to invest in interests in real estate limited partnerships that are not listed on the New York Stock Exchange or the American Stock Exchange or traded on the NASDAQ National Market System. (x) The fund does not currently intend to purchase the securities of any issuer if those officers and Trustees of the Trust and those officers and directors of FMR who individually own more than 1/2 of 1% of the securities of such issuer together own more than 5% of such issuer's securities. (xi) The fund does not currently intend to invest in oil, gas, or other mineral exploration or development programs or leases. (xii) The fund does not currently intend to invest all of its assets in the securities of a single open-end management investment company managed by Fidelity Management & Research Company or an affiliate or successor with substantially the same fundamental investment objective, policies, and limitations as the fund. For the fund's policies on quality and maturity, see section entitled "Quality and Maturity" on page 12. INVESTMENT LIMITATIONS OF TAX-EXEMPT THE FOLLOWING ARE TAX-EXEMPT'S FUNDAMENTAL INVESTMENT LIMITATIONS SET FORTH IN THEIR ENTIRETY. THE FUND MAY NOT: (1) with respect to 75% of the fund's total assets, purchase the securities of any issuer (other than securities issued or guaranteed by the U.S. Government, or any of its agencies, or instrumentalities) if, as a result thereof, (a) more than 5% of the fund's total assets would be invested in the securities of that issuer, or (b) the fund would hold more than 10% of the outstanding voting securities of that issuer; (2) issue senior securities, except as permitted under the Investment Company Act of 1940; (3) make short sales of securities; (4) purchase any securities on margin, except for such short-term credits as are necessary for the clearance of transactions; (5) borrow money, except for temporary or emergency purposes (not for leveraging or investment) in an amount not to exceed 33 1/3% of the value of the fund's total assets (including the amount borrowed) less liabilities (other than borrowings). Any borrowings that come to exceed 33 1/3% of the fund's assets by reason of a decline in net assets will be reduced within three days (exclusive of Sundays and Holidays) to the extent necessary to comply with the 33 1/3% limitation; (6) underwrite securities issued by others, except to the extent that the fund may be considered an underwriter within the meaning of the Securities Act of 1933 in the disposition of restricted securities; (7) purchase the securities of any issuer (other than securities issued or guaranteed by the U.S. Government, or any of its agencies, instrumentalities, territories or possessions, or issued or guaranteed by a state government or political subdivision thereof) if as a result more than 25% of the value of its total assets would be invested in securities of companies having their principal business activities in the same industry; (8) purchase or sell real estate, but this shall not prevent the fund from investing in municipal bonds or other obligations secured by real estate or interest therein; (9) purchase or sell physical commodities; (10) lend any security or make any other loan if, as a result, more than 33 1/3% of its total assets would be lent to other parties (but this limit does not apply to purchases of debt securities or to repurchase agreements); or (11) invest in oil, gas or other mineral exploration or development programs. (12) The fund may, notwithstanding any other fundamental investment policy or limitation, invest all of its assets in the securities of a single open-end management investment company with substantially the same fundamental investment objectives, policies and limitations as the fund. For purposes of limitations (1) and (7), FMR identifies the issuer of a security depending on the terms and conditions of the security. In identifying the issuer, FMR will consider the entity or entities responsible for payment of interest and repayment of principal and the source of such payments; the way in which assets and revenues of an issuing political subdivision are separated from those of other political entities; and whether a governmental body is guaranteeing the security. THE FOLLOWING LIMITATIONS ARE NOT FUNDAMENTAL, AND MAY BE CHANGED WITHOUT SHAREHOLDER APPROVAL. (i) The fund may borrow money only (a) from a bank or from a registered investment company or fund for which FMR or an affiliate serves as investment adviser or (b) by engaging in reverse repurchase agreements with any party. The fund will not purchase any security while borrowings (excluding reverse repurchase agreements) representing more than 5% of its total assets are outstanding. The fund will not borrow from other funds advised by FMR or its affiliates if total outstanding borrowings immediately after such borrowing would exceed 15% of the fund's total assets. (ii) The fund does not currently intend to purchase any security if, as a result, more than 10% of its net assets would be invested in securities that are deemed to be illiquid because they are subject to legal or contractual restrictions on resale or because they cannot be sold or disposed of in the ordinary course of business at approximately the prices at which they are valued. (iii) The fund does not currently intend to invest more than 25% of its total assets in industrial revenue bonds related to a single industry. (iv) The fund does not currently intend to purchase or sell futures contracts or call options. This limitation does not apply to options attached to, or acquired or traded together with, their underlying securities, and does not apply to securities that incorporate features similar to options or futures contracts. (v) The fund does not currently intend to engage in repurchase agreements or make loans, but this limitation does not apply to purchases of debt securities. (vi) The fund does not currently intend to purchase the securities of any issuer if those officers and Trustees of the fund and those officers and directors of FMR who individually own more than 1/2 of 1% of the securities of such issuer together own more than 5% of such issuer's securities. For the fund's policies on quality and maturity, see the section entitled "Quality and Maturity" on page 12. INVESTMENT LIMITATIONS OF TREASURY ONLY THE FOLLOWING ARE TREASURY ONLY'S FUNDAMENTAL INVESTMENT LIMITATIONS SET FORTH IN THEIR ENTIRETY. THE FUND MAY NOT: (1) issue senior securities, except as permitted under the Investment Company Act of 1940; (2) borrow money, except that the fund may (i) borrow money for temporary or emergency purposes (not for leveraging or investment) and (ii) engage in reverse repurchase agreements for any purpose; provided that (i) and (ii) in combination do not exceed 33 1/3% of the fund's total assets (including the amount borrowed) less liabilities (other than borrowings). Any borrowings that come to exceed this amount will be reduced within three days (not including Sundays and holidays) to the extent necessary to comply with the 33 1/3% limitation; (3) underwrite securities issued by others, except to the extent that the fund may be considered an underwriter within the meaning of the Securities Act of 1933 in the disposition of restricted securities; (4) purchase the securities of any issuer (other than securities issued or guaranteed by the U.S. Government or any of its agencies or instrumentalities) if, as a result, more than 25% of the fund's total assets would be invested in the securities of companies whose principal business activities are in the same industry; (5) purchase or sell real estate unless acquired as a result of ownership of securities or other instruments (but this shall not prevent the fund from investing in securities or other instruments backed by real estate or securities of companies engaged in the real estate business); (6) purchase or sell physical commodities unless acquired as a result of ownership of securities or other instruments; or (7) lend any security or make any other loan if, as a result, more than 33 1/3% of its total assets would be lent to other parties, but this limitation does not apply to purchases of debt securities or to repurchase agreements. (8) The fund may, notwithstanding any other fundamental investment policy or limitation, invest all of its assets in the securities of a single open-end management investment company with substantially the same fundamental investment objectives, policies and limitations as the fund. THE FOLLOWING LIMITATIONS ARE NOT FUNDAMENTAL AND MAY BE CHANGED WITHOUT SHAREHOLDER APPROVAL: (i) The fund may borrow money only (a) from a bank or from a registered investment company or fund for which FMR or an affiliate serves as investment adviser or (b) by engaging in reverse repurchase agreements with any party. The fund will not purchase any security while borrowings representing more than 5% of its total assets are outstanding. The fund will not borrow from other funds advised by FMR or its affiliates if total outstanding borrowings immediately after such borrowing would exceed 15% of the fund's total assets. (ii) Subject to revision upon 90 days' notice to shareholders, the fund does not intend to engage in reverse repurchase agreements. (iii) The fund does not currently intend to make loans, but this limitation does not apply to purchases of debt securities. (iv) The fund does not currently intend to invest all of its assets in the securities of a single open-end management investment company with substantially the same fundamental investment objectives, policies, and limitations as the fund. For the fund's policies on quality and maturity, see the section entitled "Quality and Maturity" below. Each funds' investments must be consistent with its investment objective and policies. Accordingly, not all of the security types and investment techniques discussed below are eligible investments for each of the funds. AFFILIATED BANK TRANSACTIONS. A fund may engage in transactions with financial institutions that are, or may be considered to be, "affiliated persons" of the fund under the 1940 Act. These transactions may include repurchase agreements with custodian banks; short-term obligations of, and repurchase agreements with, the 50 largest U.S. banks (measured by deposits); municipal securities; U.S. Government securities with affiliated financial institutions that are primary dealers in these securities; short-term currency transactions; and short-term borrowings. In accordance with exemptive orders issued by the Securities and Exchange Commission (SEC), the Board of Trustees has established and periodically reviews procedures applicable to transactions involving affiliated financial institutions. QUALITY AND MATURITY. Pursuant to procedures adopted by the Board of Trustees, the funds may purchase only high-quality securities that FMR believes present minimal credit risks. To be considered high-quality, a security must be rated in accordance with applicable rules in one of the two highest categories for short-term securities by at least two nationally recognized rating services (or by one, if only one rating service has rated the security); or, if unrated, judged to be of equivalent quality by FMR. High-quality securities are divided into "first tier" and "second tier" securities. First tier securities are those deemed to be in the highest rating category (e.g., Standard & Poor's A-1 or SP-1), and second tier securities are those deemed to be in the second highest rating category (e.g., Standard & Poor's A-2 or SP-2). A fund may not invest more than 5% of its total assets in second tier securities. In addition, a fund may not invest more than 1% of its total assets or $1 million (whichever is greater) in the second tier securities of a single issuer. Each fund currently intends to limit its investments to securities with remaining maturities of 397 days or less, and to maintain a dollar-weighted average maturity of 90 days or less. When determining the maturity of a security, a fund may look to an interest rate reset or demand feature. MONEY MARKET SECURITIES are high-quality, short-term obligations. Some money market securities employ a trust or other similar structure to modify the maturity, price characteristics, or quality of financial assets. For example, put features can be used to modify the maturity of a security or interest rate adjustment features can be used to enhance price stability. If the structure does not perform as intended, adverse tax or investment consequences may result. Neither the Internal Revenue Service (IRS) nor any other regulatory authority has ruled definitively on certain legal issues presented by structured securities. Future tax or other regulatory determinations could adversely affect the value, liquidity, or tax treatment of the income received from these securities or the nature and timing of distributions made by the funds. The payment of principal and interest on structured securities may be largely dependent on the cash flows generated by the underlying financial assets. VARIABLE AND FLOATING RATE SECURITIES provide for periodic adjustments of the interest rate paid on the security. Variable rate securities provide for a specified periodic adjustment in the interest rate, while floating rate securities have interest rates that change whenever there is a change in a designated benchmark rate. Some variable or floating rate securities have put features. PUT FEATURES entitle the holder to sell a security back to the issuer or a third party at any time or at specified intervals. They are subject to the risk that the put provider is unable to honor the put feature (purchase the security). Put providers often support their ability to buy securities on demand by obtaining letters of credit or other guarantees from domestic or foreign banks. FMR may rely on its evaluation of a bank's credit in determining whether to purchase a security supported by a letter of credit. In evaluating a foreign bank's credit, FMR will consider whether adequate public information about the bank is available and whether the bank may be subject to unfavorable political or economic developments, currency controls, or other government restrictions that might affect the bank's ability to honor its credit commitment. Demand features, standby commitments, and tender options are types of put features. DELAYED-DELIVERY TRANSACTIONS. A fund may buy and sell securities on a delayed-delivery or when-issued basis. These transactions involve a commitment by a fund to purchase or sell specific securities at a predetermined price or yield, with payment and delivery taking place after the customary settlement period for that type of security (and more than seven days in the future). Typically, no interest accrues to the purchaser until the security is delivered. When purchasing securities on a delayed-delivery basis, each fund assumes the rights and risks of ownership, including the risk of price and yield fluctuations. Because a fund is not required to pay for securities until the delivery date, these risks are in addition to the risks associated with the fund's other investments. If a fund remains substantially fully invested at a time when delayed-delivery purchases are outstanding, the delayed-delivery purchases may result in a form of leverage. When delayed-delivery purchases are outstanding, the fund will set aside appropriate liquid assets in a segregated custodial account to cover its purchase obligations. When a fund has sold a security on a delayed-delivery basis, the fund does not participate in further gains or losses with respect to the security. If the other party to a delayed-delivery transaction fails to deliver or pay for the securities, the fund could miss a favorable price or yield opportunity, or could suffer a loss. A fund may renegotiate delayed-delivery transactions after they are entered into, and may sell underlying securities before they are delivered, which may result in capital gains or losses. ZERO COUPON BONDS do not make regular interest payments. Instead, they are sold at a deep discount from their face value and are redeemed at face value when they mature. Because zero coupon bonds do not pay current income, their prices can be very volatile when interest rates change. In calculating its daily dividend, a fund takes into account as income a portion of the difference between a zero coupon bond's purchase price and its face value. MUNICIPAL LEASES and participation interests therein may take the form of a lease, an installment purchase, or a conditional sale contract and are issued by state and local governments and authorities to acquire land and a wide variety of equipment and facilities. Generally, the funds will not hold such obligations directly as a lessor of the property, but will purchase a participation interest in a municipal obligation from a bank or other third party. A participation interest gives a fund a specified, undivided interest in the obligation in proportion to its purchased interest in the total amount of the obligation. Municipal leases frequently have risks distinct from those associated with general obligation or revenue bonds. State constitutions and statutes set forth requirements that states or municipalities must meet to incur debt. These may include voter referenda, interest rate limits, or public sale requirements. Leases, installment purchases, or conditional sale contracts (which normally provide for title to the leased asset to pass to the governmental issuer) have evolved as a means for governmental issuers to acquire property and equipment without meeting their constitutional and statutory requirements for the issuance of debt. Many leases and contracts include "non-appropriation clauses" providing that the governmental issuer has no obligation to make future payments under the lease or contract unless money is appropriated for such purposes by the appropriate legislative body on a yearly or other periodic basis. Non-appropriation clauses free the issuer from debt issuance limitations. FEDERALLY TAXABLE OBLIGATIONS. Under normal conditions, the tax-free funds do not intend to invest in securities whose interest is federally taxable. However, from time to time on a temporary basis, each tax-free fund may invest a portion of its assets in fixed-income obligations whose interest is subject to federal income tax. For example, each tax-free fund may invest in obligations whose interest is federally taxable pending the investment or reinvestment in municipal securities of proceeds from the sale of its shares or sales of portfolio securities. Should a tax-free fund invest in federally taxable obligations, it would purchase securities that, in FMR's judgment, are of high quality. These obligations would include those issued or guaranteed by the U.S. government or its agencies or instrumentalities; obligations of domestic banks; and repurchase agreements. Proposals to restrict or eliminate the federal income tax exemption for interest on municipal obligations are introduced before Congress from time to time. Proposals also may be introduced before that would affect the state tax treatment of the tax-free funds' distributions. If such proposals were enacted, the availability of municipal obligations and the value of the tax-free funds' holdings would be affected and the Trustees would reevaluate the tax-free funds' investment objectives and policies. ILLIQUID INVESTMENTS are investments that cannot be sold or disposed of in the ordinary course of business at approximately the prices at which they are valued. Under the supervision of the Board of Trustees, FMR determines the liquidity of a fund's investments and, through reports from FMR, the Board monitors investments in illiquid instruments. In determining the liquidity of a fund's investments, FMR may consider various factors, including (1) the frequency of trades and quotations, (2) the number of dealers and prospective purchasers in the marketplace, (3) dealer undertakings to make a market, (4) the nature of the security (including any demand or tender features), and (5) the nature of the marketplace for trades (including the ability to assign or offset the fund's rights and obligations relating to the investment). Investments currently considered by the funds to be illiquid include repurchase agreements not entitling the holder to payment of principal and interest within seven days. Also, FMR may determine some restricted securities, time deposits, and municipal lease obligations to be illiquid. FMR may determine some restricted securities and municipal lease obligations to be illiquid. In the absence of market quotations, illiquid investments are valued for purposes of monitoring amortized cost valuation at fair value as determined in good faith by a committee appointed by the Board of Trustees. If through a change in values, net assets, or other circumstances, a fund were in a position where more than 10% of its net assets were invested in illiquid securities, it would seek to take appropriate steps to protect liquidity. RESTRICTED SECURITIES generally can be sold in privately negotiated transactions, pursuant to an exemption from registration under the Securities Act of 1933, or in a registered public offering. Where registration is required, a fund may be obligated to pay all or part of the registration expense and a considerable period may elapse between the time it decides to seek registration and the time it may be permitted to sell a security under an effective registration statement. If, during such a period, adverse market conditions were to develop, a fund might obtain a less favorable price than prevailed when it decided to seek registration of the security. However, in general, each fund anticipates holding restricted securities to maturity or selling them in an exempt transaction. REPURCHASE AGREEMENTS. In a repurchase agreement, a fund purchases a security and simultaneously commits to sell that security back to the original seller at an agreed-upon price. The resale price reflects the purchase price plus an agreed-upon incremental amount which is unrelated to the coupon rate or maturity of the purchased security. While it does not presently appear possible to eliminate all risks from these transactions (particularly the possibility that the value of the underlying security will be less than the resale price, as well as delays and costs to a fund in connection with bankruptcy proceedings), it is each fund's current policy to engage in repurchase agreement transactions with parties whose creditworthiness has been reviewed and found satisfactory by FMR. REVERSE REPURCHASE AGREEMENTS. In a reverse repurchase agreement, a fund sells a portfolio instrument to another party, such as a bank or broker-dealer, in return for cash and agrees to repurchase the instrument at a particular price and time. While a reverse repurchase agreement is outstanding, the fund will maintain appropriate liquid assets in a segregated custodial account to cover its obligation under the agreement. A fund will enter into reverse repurchase agreements only with parties whose creditworthiness has been found satisfactory by FMR. Such transactions may increase fluctuations in the market value of the fund's assets and may be viewed as a form of leverage. ASSET-BACKED SECURITIES include pools of mortgages, loans, receivables or other assets. Payment of principal and interest may be largely dependent upon the cash flows generated by the assets backing the securities and, in certain cases, supported by letters of credit, surety bonds, or other credit enhancements. The value of asset-backed securities may also be affected by the creditworthiness of the servicing agent for the pool, the originator of the loans or receivables, or the financial institution(s) providing the credit support. STRIPPED GOVERNMENT SECURITIES. Stripped securities are created by separating the income and principal components of a debt instrument and selling them separately. Each taxable fund may purchase U.S. Treasury STRIPS (Separate Trading of Registered Interest and Principal of Securities), which are created when the coupon payments and the principal payment are stripped from an outstanding Treasury bond by the Federal Reserve Bank. Bonds issued by the Resolution Funding Corporation can also be stripped in this fashion. Privately stripped government securities are created when a dealer deposits a Treasury security or federal agency security with a custodian for safekeeping and then sells the coupon payments and principal payment that will be generated by this security. Proprietary receipts, such as Certificates of Accrual on Treasury Securities (CATS), Treasury Investment Growth Receipts (TIGRS), and generic Treasury Receipts (TRs), are stripped U.S. Treasury securities that are separated into their component parts through trusts created by their broker sponsors. Bonds issued by the Financing Corporation (FICO) can also be stripped in this fashion. Because of the SEC's views on privately stripped government securities, a taxable fund must evaluate them as it would non-government securities pursuant to regulatory guidelines applicable to all money market funds. Accordingly, a fund will not treat such obligations as U.S. Government securities for purposes of its portfolio composition test. A taxable fund currently intends to purchase only those privately stripped government securities that have either received the highest rating from two nationally recognized rating services (or one, if only one has rated the security) or, if unrated, been judged to be of equivalent quality by FMR pursuant to procedures adopted by the Board of Trustees. SHORT SALES "AGAINST THE BOX." A fund may sell securities short when it owns or has the right to obtain securities equivalent in kind or amount to the securities sold short. Short sales could be used to protect the net asset value per share of the fund in anticipation of increased interest rates, without sacrificing the current yield of the securities sold short. If a fund enters into a short sale against the box, it will be required to set aside securities equivalent in kind and amount to the securities sold short (or securities convertible or exchangeable into such securities) and will be required to hold such securities while the short sale is outstanding. The fund will incur transaction costs, including interest expenses, in connection with opening, maintaining, and closing short sales against the box. INTERFUND BORROWING PROGRAM. Pursuant to an exemptive order issued by the SEC, each fund has received permission to lend money to, and borrow money from, other funds advised by FMR or its affiliates. Government, Treasury, Treasury II, Tax-Exempt and Treasury Only will participate in the interfund borrowing program only as borrowers. Interfund loans and borrowings normally extend overnight, but can have a maximum duration of seven days. Loans may be called on one day's notice. Domestic and Money Market will lend through the program only when the returns are higher than those available from other short-term instruments (such as repurchase agreements). A fund will borrow through the program only when the costs are equal to or lower than the cost of bank loans. A fund may have to borrow from a bank at a higher interest rate if an interfund loan is called or not renewed. Any delay in repayment to a lending fund could result in a lost investment opportunity or additional borrowing costs. DOMESTIC AND FOREIGN ISSUERS. Investments may be made in U.S. dollar-denominated time deposits, certificates of deposit, and bankers' acceptances of U.S. banks and their branches located outside of the United States, U.S. branches and agencies of foreign banks, and foreign branches of foreign banks. A fund may also invest in U.S. dollar-denominated securities issued or guaranteed by other U.S. or foreign issuers, including U.S. and foreign corporations or other business organizations, foreign governments, foreign government agencies or instrumentalities, and U.S. and foreign financial institutions, including savings and loan institutions, insurance companies, mortgage bankers, and real estate investment trusts, as well as banks. The obligations of foreign branches of U.S. banks may be general obligations of the parent bank in addition to the issuing branch, or may be limited by the terms of a specific obligation and by governmental regulation. Payment of interest and principal on these obligations may also be affected by governmental action in the country of domicile of the branch (generally referred to as sovereign risk). In addition, evidence of ownership of fund securities may be held outside of the United States and the fund may be subject to the risks associated with the holding of such property overseas. Various provisions of federal law governing the establishment and operation of U.S. branches do not apply to foreign branches of U.S. banks. Obligations of U.S. branches and agencies of foreign banks may be general obligations of the parent bank in addition to the issuing branch, or may be limited by the terms of a specific obligation and by federal and state regulation, as well as by governmental action in the country in which the foreign bank has its head office. Obligations of foreign issuers involve certain additional risks. These risks may include future unfavorable political and economic developments, withholding taxes, seizures of foreign deposits, currency controls, interest limitations, or other governmental restrictions that might affect payment of principal or interest. Additionally, there may be less public information available about foreign banks and their branches. Foreign issuers may be subject to less governmental regulation and supervision than U.S. issuers. Foreign issuers also generally are not bound by uniform accounting, auditing and, financial reporting requirements comparable to those applicable to U.S. issuers. PORTFOLIO TRANSACTIONS All orders for the purchase or sale of fund securities are placed on behalf of each fund by FMR pursuant to authority contained in each fund's management contract. If FMR grants investment management authority to the sub-adviser (see the section entitled "Management Contracts"), the sub-adviser will be authorized to place orders for the purchase and sale of fund securities, and will do so in accordance with the policies described below. FMR is also responsible for the placement of transaction orders for other investment companies and accounts for which it or its affiliates act as investment adviser. Securities purchased and sold by a fund generally will be traded on a net basis (i.e., without commission). In selecting broker-dealers, subject to applicable limitations of the federal securities laws, FMR considers various relevant factors, including, but not limited to, the size and type of the transaction; the nature and character of the markets for the security to be purchased or sold; the execution efficiency, settlement capability, and financial condition of the broker- dealer firm; the broker-dealer's execution services rendered on a continuing basis; and the reasonableness of any commissions. The funds may execute fund transactions with broker-dealers who provide research and execution services to the funds or other accounts over which FMR or its affiliates exercise investment discretion. Such services may include advice concerning the value of securities; the advisability of investing in, purchasing, or selling securities; the availability of securities or the purchasers or sellers of securities; furnishing analyses and reports concerning issuers, industries, securities, economic factors and trends, fund strategy and performance of accounts; and effecting securities transactions and performing functions incidental thereto (such as clearance and settlement). FMR maintains a listing of broker-dealers who provide such services on a regular basis. However, as many transactions on behalf of the funds are placed with broker-dealers (including broker-dealers on the list) without regard to the furnishing of such services, it is not possible to estimate the proportion of such transactions directed to such broker-dealers solely because such services were provided. The selection of such broker-dealers generally is made by FMR (to the extent possible consistent with execution considerations) based upon the quality of research and execution services provided. The receipt of research from broker-dealers that execute transactions on behalf of the funds may be useful to FMR in rendering investment management services to the funds or its other clients, and conversely, such research provided by broker-dealers who have executed transaction orders on behalf of other FMR clients may be useful to FMR in carrying out its obligations to the funds. The receipt of such research has not reduced FMR's normal independent research activities; however, it enables FMR to avoid the additional expenses that could be incurred if FMR tried to develop comparable information through its own efforts. Subject to applicable limitations of the federal securities laws, broker-dealers may receive commissions for agency transactions that are in excess of the amount of commissions charged by other broker-dealers in recognition of their research and execution services. In order to cause the funds to pay such higher commissions, FMR must determine in good faith that such commissions are reasonable in relation to the value of the brokerage and research services provided by such executing broker- dealers, viewed in terms of a particular transaction or FMR's overall responsibilities to the funds and its other clients. In reaching this determination, FMR will not attempt to place a specific dollar value on the brokerage and research services provided, or to determine what portion of the compensation should be related to those services. FMR is authorized to use research services provided by and to place fund transactions with brokerage firms that have provided assistance in the distribution of shares of the funds or shares of other Fidelity funds to the extent permitted by law. FMR may use research services provided by and place agency transactions with Fidelity Brokerage Services, Inc. (FBSI) and Fidelity Brokerage Services, Ltd. (FBSL), subsidiaries of FMR Corp., if the commissions are fair, reasonable, and comparable to commissions charged by non- affiliated, qualified brokerage firms for similar services. Section 11(a) of the Securities Exchange Act of 1934 prohibits members of national securities exchanges from executing exchange transactions for accounts which they or their affiliates manage, unless certain requirements are satisfied. Pursuant to such requirements, the Board of Trustees has authorized FBSI to execute fund transactions on national securities exchanges in accordance with approved procedures and applicable SEC rules. The funds' Trustees periodically review FMR's performance of its responsibilities in connection with the placement of fund transactions on behalf of the funds and review the commissions paid by each fund over representative periods of time to determine if they are reasonable in relation to the benefits to the funds. For the fiscal years ended March 31, 1995, 1994, and 1993, the funds paid no brokerage commissions. From time to time, the Trustees will review whether the recapture for the benefit of the funds of some portion of the brokerage commissions or similar fees paid by the funds on fund transactions is legally permissible and advisable. Each fund seeks to recapture soliciting broker-dealer fees on the tender of fund securities, but at present no other recapture arrangements are in effect. The Trustees intend to continue to review whether recapture opportunities are available and are legally permissible and, if so, to determine in the exercise of their business judgment whether it would be advisable for each fund to seek such recapture. Although the Trustees and officers of each fund are substantially the same as those of other funds managed by FMR, investment decisions for each fund are made independently from those of other funds managed by FMR or accounts managed by FMR affiliates. It sometimes happens that the same security is held in the fund of more than one of these funds or accounts. Simultaneous transactions are inevitable when several funds and accounts are managed by the same investment adviser, particularly when the same security is suitable for the investment objective of more than one fund or account. When two or more funds are simultaneously engaged in the purchase or sale of the same security, the prices and amounts are allocated in accordance with procedures believed to be appropriate and equitable for each fund. In some cases this system could have a detrimental effect on the price or value of the security as far as each fund is concerned. In other cases, however, the ability of the funds to participate in volume transactions will produce better executions and prices for the funds. It is the current opinion of the Trustees that the desirability of retaining FMR as investment adviser to each fund outweighs any disadvantages that may be said to exist from exposure to simultaneous transactions. VALUATION Each fund values its investments on the basis of amortized cost. This technique involves valuing an instrument at its cost as adjusted for amortization of premium or accretion of discount rather than its value based on current market quotations or appropriate substitutes which reflect current market conditions. The amortized cost value of an instrument may be higher or lower than the price a fund would receive if it sold the instrument. Valuing each fund's instruments on the basis of amortized cost and use of the term "money market fund" are permitted by Rule 2a-7 under the 1940 Act. The funds must adhere to certain conditions under Rule 2a-7; these conditions are summarized on page The Board of Trustees of the Trust oversees FMR's adherence to SEC rules concerning money market funds, and has established procedures designed to stabilize each fund's NAV at $1.00. At such intervals as they deem appropriate, the Trustees consider the extent to which NAV calculated by using market valuations would deviate from $1.00 per share. If the Trustees believe that a deviation from a fund's amortized cost per share may result in material dilution or other unfair results to shareholders, the Trustees have agreed to take such corrective action, if any, as they deem appropriate to eliminate or reduce, to the extent reasonably practicable, the dilution or unfair results. Such corrective action could include selling fund instruments prior to maturity to realize capital gains or losses or to shorten average fund maturity; withholding dividends; redeeming shares in kind; establishing NAV by using available market quotations; and such other measures as the Trustees may deem appropriate. During periods of declining interest rates, each fund's yield based on amortized cost may be higher than the yield based on market valuations. Under these circumstances, a shareholder in a fund would be able to obtain a somewhat higher yield than would result if a fund utilized market valuations to determine its NAV. The converse would apply in a period of rising interest rates. PERFORMANCE The funds may quote performance in various ways. All performance information supplied by the funds in advertising is historical and is not intended to indicate future returns. Each fund's yield and total return fluctuate in response to market conditions and other factors. YIELD CALCULATIONS. To compute a fund's yield for a period, the net change in value of a hypothetical account containing one share reflects the value of additional shares purchased with dividends from the one original share and dividends declared on both the original share and any additional shares. The net change is then divided by the value of the account at the beginning of the period to obtain a base period return. The base period return is annualized to obtain a current annualized yield. A fund also may calculate an effective yield by compounding the base period return over a one-year period. In addition to the current yield, the funds may quote yields in advertising based on any historical seven-day period. Yields for the funds are calculated on the same basis as other money market funds, as required by applicable regulations. Yield information may be useful in reviewing a fund's performance and in providing a basis for comparison with other investment alternatives. However, each fund's yield fluctuates, unlike investments that pay a fixed interest rate over a stated period of time. When comparing investment alternatives, investors should also note the quality and maturity of the fund securities of respective investment companies they have chosen to consider. Investors should recognize that in periods of declining interest rates a fund's yield will tend to be somewhat higher than prevailing market rates, and in periods of rising interest rates a fund's yield will tend to be somewhat lower. Also, when interest rates are falling, the inflow of net new money to a fund from the continuous sale of its shares will likely be invested in instruments producing lower yields than the balance of a fund's holdings, thereby reducing a fund's current yield. In periods of rising interest rates, the opposite can be expected to occur. A fund's tax-equivalent yield is the rate an investor would have to earn from a fully taxable investment after taxes to equal the fund's tax-free yield. Tax-equivalent yields are calculated by dividing a fund's yield by the result of one minus a stated federal or combined federal and state tax rate. If any portion of the fund's yield is tax-exempt, only that portion is adjusted in the calculation. 1995 TAX RATES
Federal State Single Return Joint Return Taxable Income* Income Tax Marginal Combined Income Combined Income
Single Return Joint Return Bracket Rate Tax Bracket** Tax Bracket**
* Net amount subject to federal income tax after deductions and exemptions. Assumes ordinary income only. ** Excludes the impact of the phaseout of personal exemptions, limitations on itemized deductions, and other credits, exclusions, and adjustments which may increase a taxpayer's marginal tax rate. An increase in a shareholder's marginal tax rate would increase that shareholder's tax-equivalent yield. Having determined your effective tax bracket, use the following table to determine the tax-equivalent yield for a given tax-free yield. If your effective combined federal and state personal tax rate in 1995 is: % % % % %
To match these tax-free yields: Your taxable investment would have to earn the following yield:
Tax-Exempt may invest a portion of its assets in obligations that are subject to state or federal income taxes. When the fund invests in these obligations, its tax-equivalent yield will be lower. In the table above, the tax-equivalent yields are calculated assuming investments are 100% federally and state tax-free. The following table shows the effect of a shareholder's tax status on effective yield under federal income tax laws for 1995. It shows the approximate yield a taxable security must provide at various income brackets to produce after-tax yields equivalent to those of hypothetical tax-exempt obligations yielding from _% to _%. Of course, no assurance can be given that a fund will achieve any specific tax-exempt yield. While the fund invests principally in obligations whose interest is exempt from federal income tax, other income received by the fund may be taxable. 1995 TAX RATES AND TAX-EQUIVALENT YIELDS Federal If individual tax-exempt yield is: Taxable Income* Tax % % % % % % Single Return Joint Return Bracket** Then taxable-equivalent yield is: * Net amount subject to federal income tax after deductions and exemptions. Assumes ordinary income only. ** Excludes the impact of the phaseout of personal exemptions, limitations on itemized deductions, and other credits, exclusions, and adjustments which may increase a taxpayer's marginal tax rate. An increase in a shareholder's marginal tax rate would increase that shareholder's tax-equivalent yield. The fund may invest a portion of its assets in obligations that are subject to federal income tax. When the fund invests in these obligations, its tax-equivalent yields will be lower. In the table above, tax-equivalent yields are calculated assuming investments are 100% federally tax-free. TOTAL RETURN CALCULATIONS. Total returns quoted in advertising reflect all aspects of a fund's return, including the effect of reinvesting dividends and capital gain distributions, and any change in a fund's NAV over a stated period. Average annual total returns are calculated by determining the growth or decline in value of a hypothetical historical investment in a fund over a stated period, and then calculating the annually compounded percentage rate that would have produced the same result if the rate of growth or decline in value had been constant over the period. For example, a cumulative total return of 100% over ten years would produce an average annual return of 7.18%, which is the steady annual rate of return that would equal 100% growth on a compounded basis in ten years. While average annual returns are a convenient means of comparing investment alternatives, investors should realize that a fund's performance is not constant over time, but changes from year to year, and that average annual returns represent averaged figures as opposed to the actual year-to-year performance of a fund. In addition to average annual total returns, a fund may quote unaveraged or cumulative total returns reflecting the simple change in value of an investment over a stated period. Average annual and cumulative total returns may be quoted as a percentages or as a dollar amount, and may be calculated for a single investment, a series of investments, or a series of redemptions, over any time period. Total returns may be broken down into their components of income and capital (including capital gains and changes in share price) in order to illustrate the relationship of these factors and their contributions to total return. Total returns may be quoted on a before-tax or after-tax basis. Total returns, yields, and other performance information may be quoted numerically or in a table, graph, or similar illustration. HISTORICAL RESULTS. The following tables show each fund's 7-day yields, as well as Tax-Exempt's tax-equivalent yields, and total returns for the period ended March 31, 1995. Tax-Exempt's tax-equivalent yield is based on a __% federal income tax rate. Average Annual Total Returns Cumulative Total Returns
Seven-Day Tax-Equivalent One Five Ten Years/ One Five Ten Years/ Yield Yield Year Years Life of Fund* Year Years Life of Fund* Domestic Government Money Market Treasury Treasury II Treasury Only Tax-Exempt
* Life of Fund figures are from commencement of operations of each fund. Commencement of operations for each fund are as follows: Domestic - 11/3/89; Government - 7/25/85; Money Market - 7/3/85; Treasury - 11/1/85; Treasury II - 2/2/87; Treasury Only - 10/3/90; and Tax-Exempt - 7/25/85. Note: If FMR had not reimbursed certain fund expenses during these periods, the yields for each fund would have been: FUND YIELD Domestic Government Money Market Treasury Treasury II Treasury Only Tax-Exempt and the total returns would have been lower. DOMESTIC HISTORICAL FUND RESULTS The following chart shows the income and capital elements of the fund's year-by-year total returns for the period November 3, 1989 through March 31, 1995 as compared to the cost of living measured by the Consumer Price Index over the same period. The CPI information is as of month-end closest to the initial investment date for each fund. During the period from November 3, 1989 through March 31, 1995, a hypothetical investment of $10,000 in Class A of the fund would have grown to $ assuming all dividends were reinvested. This was a period of fluctuating interest rates and the figures below should not be considered representative of the dividend income or capital gain or loss that could be realized from an investment in the fund today. Value of Value of Period Initial Value of Reinvested Consumer Ended $10,000 Reinvested Capital Gains Total Price 3/31 Investment Dividends Distributions Value Index 1990* $ $ $ $ $ 1991 $ $ $ $ $ 1992 $ $ $ $ $ 1993 $ $ $ $ $ 1994 $ $ $ $ $ 1995 $ $ $ $ $ * From November 3, 1989 (commencement of operations) Explanatory Notes: With an initial investment of $10,000 made on November 3, 1989, the net amount invested in shares of the fund was $xx,xxx. The cost of the initial investment ($10,000) together with the aggregate cost of reinvested dividends for the period covered (that is, their cash value at the time they were reinvested) amounted to $xx,xxx. If distributions had not been reinvested, the amount of distributions earned from the fund over time would have been smaller and the cash payments (dividends) for the period would have come to $xx,xxx. The fund did not distribute any capital gains during the period. Tax consequences of different investments have not been factored into the above figures. GOVERNMENT HISTORICAL FUND RESULTS The following chart shows the income and capital elements of the fund's year-by-year total returns for the period July 25, 1985 through March 31, 1995 as compared to the cost of living measured by the Consumer Price Index over the same period. The CPI information is as of month-end closest to the initial investment date for each fund. During the period from July 25, 1985 through March 31, 1995, a hypothetical investment of $10,000 in the fund would have grown to $ assuming all dividends were reinvested. This was a period of fluctuating interest rates and the figures below should not be considered representative of the dividend income or capital gain or loss that could be realized from an investment in the fund today. Value of Value of Period Initial Value of Reinvested Consumer Ended $10,000 Reinvested Capital Gains Total Price 3/31 Investment Dividends Distributions Value Index 1986* $ $ $ $ $ 1987 $ $ $ $ $ 1988 $ $ $ $ $ 1989 $ $ $ $ $ 1990 $ $ $ $ $ 1991 $ $ $ $ $ 1992 $ $ $ $ $ 1993 $ $ $ $ $ 1994 $ $ $ $ $ 1995 $ $ $ $ $ * From July 25, 1985 (commencement of operations) Explanatory Notes: With an initial investment of $10,000 made on July 25, 1985, the net amount invested in shares of the fund was $xx,xxx. The cost of the initial investment ($10,000) together with the aggregate cost of reinvested dividends for the period covered (that is, their cash value at the time they were reinvested) amounted to $xx,xxx. If distributions had not been reinvested, the amount of distributions earned from the fund over time would have been smaller and the cash payments (dividends) for the period would have come to $xx,xxx. The fund did not distribute any capital gains during the period. Tax consequences of different investments have not been factored into the above figures. MONEY MARKET HISTORICAL FUND RESULTS The following chart shows the income and capital elements of the fund's year-by-year total returns for the period July 5, 1985 through March 31, 1995 as compared to the cost of living measured by the Consumer Price Index over the same period. The CPI information is as of month-end closest to the initial investment date for each fund. During the period from July 3, 1985 through March 31, 1995, a hypothetical investment of $10,000 in the fund would have grown to $ assuming all dividends were reinvested. This was a period of fluctuating interest rates and the figures below should not be considered representative of the dividend income or capital gain or loss that could be realized from an investment in the fund today. Value of Value of Period Initial Value of Reinvested Consumer Ended $10,000 Reinvested Capital Gains Total Price 3/31 Investment Dividends Distributions Value Index 1986* $ $ $ $ $ 1987 $ $ $ $ $ 1988 $ $ $ $ $ 1989 $ $ $ $ $ 1990 $ $ $ $ $ 1991 $ $ $ $ $ 1992 $ $ $ $ $ 1993 $ $ $ $ $ 1994 $ $ $ $ $ 1995 $ $ $ $ $ * From July 3, 1985 (commencement of operations) Explanatory Notes: With an initial investment of $10,000 made on July 3, 1985, the net amount invested in shares of the fund was $xx,xxx. The cost of the initial investment ($10,000) together with the aggregate cost of reinvested dividends for the period covered (that is, their cash value at the time they were reinvested) amounted to $xx,xxx. If distributions had not been reinvested, the amount of distributions earned from the fund over time would have been smaller and the cash payments (dividends) for the period would have come to $xx,xxx. The fund did not distribute any capital gains during the period. Tax consequences of different investments have not been factored into the above figures. TREASURY HISTORICAL FUND RESULTS The following chart shows the income and capital elements of the fund's year-by-year total returns for the period November 9, 1985 through March 31, 1995 as compared to the cost of living measured by the Consumer Price Index over the same period. The CPI information is as of month-end closest to the initial investment date for each fund. During the period from November 9, 1985 through March 31, 1995, a hypothetical investment of $10,000 in the fund would have grown to $xx,xxx assuming all dividends were reinvested. This was a period of fluctuating interest rates and the figures below should not be considered representative of the dividend income or capital gain or loss that could be realized from an investment in the fund today. Value of Value of Period Initial Value of Reinvested Consumer Ended $10,000 Reinvested Capital Gains Total Price 3/31 Investment Dividends Distributions Value Index 1986* $ $ $ $ $ 1987 $ $ $ $ $ 1988 $ $ $ $ $ 1989 $ $ $ $ $ 1990 $ $ $ $ $ 1991 $ $ $ $ $ 1992 $ $ $ $ $ 1993 $ $ $ $ $ 1994 $ $ $ $ $ 1995 $ $ $ $ $ * From November 9, 1985 (commencement of operations) Explanatory Notes: With an initial investment of $10,000 made on November 9, 1985, the net amount invested in shares of the fund was $10,000. The cost of the initial investment ($10,000) together with the aggregate cost of reinvested dividends for the period covered (that is, their cash value at the time they were reinvested) amounted to $xx,xxx. If distributions had not been reinvested, the amount of distributions earned from the fund over time would have been smaller and the cash payments (dividends) for the period would have come to $xx,xxx. The fund did not distribute any capital gains during the period. Tax consequences of different investments have not been factored into the above figures. TREASURY II HISTORICAL FUND RESULTS The following chart shows the income and capital elements of the fund's year-by-year total returns for the period February 2, 1987 through March 31, 1995 as compared to the cost of living measured by the Consumer Price Index over the same period. The CPI information is as of month-end closest to the initial investment date for each fund. During the period from February 2, 1987 through March 31, 1995, a hypothetical investment of $10,000 in the fund would have grown to $ assuming all dividends were reinvested. This was a period of fluctuating interest rates and the figures below should not be considered representative of the dividend income or capital gain or loss that could be realized from an investment in the fund today. Value of Value of Period Initial Value of Reinvested Consumer Ended $10,000 Reinvested Capital Gains Total Price 3/31 Investment Dividends Distributions Value Index 1987* $ $ $ $ $ 1988 $ $ $ $ $ 1989 $ $ $ $ $ 1990 $ $ $ $ $ 1991 $ $ $ $ $ 1992 $ $ $ $ $ 1993 $ $ $ $ $ 1994 $ $ $ $ $ 1995 $ $ $ $ $ * From February 2, 1987 (commencement of operations) Explanatory Notes: With an initial investment of $10,000 made on February 2, 1987, the net amount invested in shares of the fund was $10,000. The cost of the initial investment ($10,000) together with the aggregate cost of reinvested dividends for the period covered (that is, their cash value at the time they were reinvested) amounted to $xx,xxx. If distributions had not been reinvested, the amount of distributions earned from the fund over time would have been smaller and the cash payments (dividends) for the period would have come to $xx,xxx. The fund did not distribute any capital gains during the period. Tax consequences of different investments have not been factored into the above figures. TREASURY ONLY HISTORICAL FUND RESULTS The following chart shows the income and capital elements of the fund's year-by-year total returns for the period October 3, 1990 through March 31, 1995 as compared to the cost of living measured by the Consumer Price Index over the same period. The CPI information is as of month-end closest to the initial investment date for each fund. During the period from October 3, 1990 through March 31, 1995, a hypothetical investment of $10,000 in the fund would have grown to $ assuming all dividends were reinvested. This was a period of fluctuating interest rates and the figures below should not be considered representative of the dividend income or capital gain or loss that could be realized from an investment in the fund today. Value of Value of Period Initial Value of Reinvested Consumer Ended $10,000 Reinvested Capital Gains Total Price 3/31 Investment Dividends Distributions Value Index 1992* $ $ $ $ $ 1993 $ $ $ $ $ 1994 $ $ $ $ $ 1995 $ $ $ $ $ * From October 3, 1990 (commencement of operations) Explanatory Notes: With an initial investment of $10,000 made on October 3, 1990, the net amount invested in shares of the fund was $xx,xxx. The cost of the initial investment ($10,000) together with the aggregate cost of reinvested dividends for the period covered (that is, their cash value at the time they were reinvested) amounted to $xx,xxx. If distributions had not been reinvested, the amount of distributions earned from the fund over time would have been smaller and the cash payments (dividends) for the period would have come to $xx,xxx. The fund did not distribute any capital gains during the period. Tax consequences of different investments have not been factored into the above figures. TAX-EXEMPT HISTORICAL FUND RESULTS The following chart shows the income and capital elements of the fund's year-by-year total returns for the period July 25, 1985 through March 31, 1995 as compared to the cost of living measured by the Consumer Price Index over the same period. The CPI information is as of month-end closest to the initial investment date for each fund. During the period from July 25, 1985 through March 31, 1995, a hypothetical investment of $10,000 in the fund would have grown to $ assuming all dividends were reinvested. This was a period of fluctuating interest rates and the figures below should not be considered representative of the dividend income or capital gain or loss that could be realized from an investment in the fund today. Value of Value of Period Initial Value of Reinvested Consumer Ended $10,000 Reinvested Capital Gains Total Price 3/31 Investment Dividends Distributions Value Index 1986* $ $ $ $ $ 1987 $ $ $ $ $ 1988 $ $ $ $ $ 1989 $ $ $ $ $ 1990 $ $ $ $ $ 1991 $ $ $ $ $ 1992 $ $ $ $ $ 1993 $ $ $ $ $ 1994 $ $ $ $ $ 1995 $ $ $ $ $ * From July 25, 1985 (commencement of operations) Explanatory Notes: With an initial investment of $10,000 made on July 25, 1985, the net amount invested in shares of the fund was $xx,xxx. The cost of the initial investment ($10,000) together with the aggregate cost of reinvested dividends for the period covered (that is, their cash value at the time they were reinvested) amounted to $xx,xxx. If distributions had not been reinvested, the amount of distributions earned from the fund over time would have been smaller and the cash payments (dividends) for the period would have come to $xx,xxx. The fund did not distribute any capital gains during the period. Tax consequences of different investments have not been factored into the above figures. From time to time, a fund's performance may also be compared to other mutual funds tracked by financial or business publications and periodicals. For example, the fund may quote Morningstar, Inc. in its advertising materials. Morningstar, Inc. is a mutual fund rating service that rates mutual funds on the basis of risk-adjusted performance. Rankings that compare the performance of Fidelity funds to one another in appropriate categories over specific periods of time may also be quoted in advertising. A fund may be compared in advertising to Certificates of Deposit (CDs) or other investments issued by banks or other depository institutions. Mutual funds differ from bank investments in several respects. For example, a fund may offer greater liquidity or higher potential returns than CDs, a fund does not guarantee your principal or your return, and fund shares are not FDIC insured. Fidelity may provide information designed to help individuals understand their investment goals and explore various financial strategies. Such information may include information about current economic, market, and political conditions; materials that describe general principles of investing, such as asset allocation, diversification, risk tolerance, and goal setting; questionnaires designed to help create a personal financial profile; worksheets used to assess savings needs based on assumed rates of inflation and hypothetical rates of return; and action plans offering investment alternatives. Materials may also include discussions of Fidelity's asset allocation funds and other Fidelity funds, products, and services. Ibbotson Associates of Chicago, Illinois (Ibbotson) provides historical returns of the capital markets in the United States, including common stocks, small capitalization stocks, long-term corporate bonds, intermediate-term government bonds, long-term government bonds, Treasury bills, the U.S. rate of inflation (based on the CPI), and combinations of various capital markets. The performance of these capital markets is based on the returns of different indices. Fidelity funds may use the performance of these capital markets in order to demonstrate general risk-versus-reward investment scenarios. Performance comparisons may also include the value of a hypothetical investment in any of these capital markets. The risks associated with the security types in any capital market may or may not correspond directly to those of the funds. Ibbotson calculates total returns in the same method as the funds. The funds may also compare performance to that of other compilations or indices that may be developed and made available in the future. A fund may compare its performance or the performance of securities in which it may invest to averages published by IBC USA (Publications), Inc. of Ashland, Massachusetts. These averages assume reinvestment of distributions. The IBC/Donoghue's MONEY FUND AVERAGES(trademark), which is reported in the MONEY FUND REPORT(registered trademark), covers over ___ money market funds. In advertising materials, Fidelity may reference or discuss its products and services, which may include: other Fidelity funds; retirement investing; brokerage products and services; the effects of periodic investment plans and dollar cost averaging; saving for college or other goals; charitable giving; and the Fidelity credit card. In addition, Fidelity may quote or reprint financial or business publications and periodicals, including model funds or allocations, as they relate to current economic and political conditions, fund management, fund composition, investment philosophy, investment techniques, the desirability of owning a particular mutual fund, and Fidelity services and products. Fidelity may also reprint, and use as advertising and sales literature, articles from Fidelity Focus, a quarterly magazine provided free of charge to Fidelity fund shareholders. A fund may present its fund number, Quotron(trademark) number, and CUSIP number, and discuss or quote its current fund manager. As of April 30, 1995, FMR advised over $__ billion in tax-free fund assets, $__ billion in money market fund assets, $___ billion in equity fund assets, $__ billion in international fund assets, and $___ billion in Spartan fund assets. The funds may reference the growth and variety of money market mutual funds and the adviser's innovation and participation in the industry. The equity funds under management figure represents the largest amount of equity fund assets under management by a mutual fund investment adviser in the United States, making FMR America's leading equity (stock) fund manager. FMR, its subsidiaries, and affiliates maintain a worldwide information and communications network for the purpose of researching and managing investments abroad. In addition to performance rankings, each fund may compare its total expense ratio to the average total expense ratio of similar funds tracked by Lipper. A fund's total expense ratio is a significant factor in comparing bond and money market investments because of its effect on yield. ADDITIONAL PURCHASE, EXCHANGE AND REDEMPTION INFORMATION If the Trustees determine that existing conditions make cash payments undesirable, redemption payments may be made in whole or in part in securities or other property, valued for this purpose as they are valued in computing a fund's NAV. Shareholders receiving securities or other property on redemption may realize a gain or loss for tax purposes, and will incur any costs of sale, as well as the associated inconveniences. Pursuant to Rule 11a-3 under the 1940 Act, each fund is required to give shareholders at least 60 days' notice prior to terminating or modifying its exchange privilege. Under the Rule, the 60-day notification requirement may be waived if (i) the only effect of a modification would be to reduce or eliminate an administrative fee, redemption fee, or deferred sales charge ordinarily payable at the time of an exchange, or (ii) a fund suspends the redemption of the shares to be exchanged as permitted under the 1940 Act or the rules and regulations thereunder, or a fund to be acquired suspends the sale of its shares because it is unable to invest amounts effectively in accordance with its investment objective and policies. In the prospectus, each fund has notified shareholders that it reserves the right at any time, without prior notice, to refuse exchange purchases by any person or group if, in FMR's judgment, a fund would be unable to invest effectively in accordance with its investment objective and policies, or would otherwise potentially be adversely affected. DISTRIBUTIONS AND TAXES DIVIDENDS. Because each fund's income is primarily derived from interest, dividends from the fund generally will not qualify for the dividends-received deduction available to corporate shareholders. Short-term capital gains are distributed as dividend income, but do not qualify for the dividends received deduction. A portion of each fund's dividends derived from certain U.S. Government obligations may be exempt from state and local taxation. Each fund will send each shareholder a notice in January describing the tax status of dividend and capital gain distributions (if any) for the prior year. To the extent that each fund's income is designated as federally tax-exempt interest, the daily dividends declared by the fund are also federally tax-exempt. Short-term capital gains are distributed as dividend income, but do not qualify for the dividends-received deduction. These gains will be taxed as ordinary income. Tax-Exempt purchases municipal obligations based on opinions of bond counsel regarding the federal income tax status of the obligations. These opinions generally will be based on covenants by the issuers regarding continuing compliance with federal tax requirements. If the issuer of an obligation fails to comply with its covenant at any time, interest on the obligation could become federally taxable retroactive to the date the obligation was issued. As a result of the Tax Reform Act of 1986, interest on certain "private activity" securities is subject to the federal alternative minimum tax (AMT), although the interest continues to be excludable from gross income for other tax purposes. Interest from private activity securities will be considered tax-exempt for purposes of the fund's policy on investing so that at least 80% of its income is free from federal income tax. Interest from private activity securities is a tax preference item for the purposes of determining whether a taxpayer is subject to the AMT and the the amount of AMT to be paid, if any. Private activity securities issued after August 7, 1986 to benefit a private or industrial user or to finance a private facility are affected by this rule. A portion of the gain on bonds purchased with market discount after April 30, 1993 and short-term capital gains distributed by the fund are taxable to shareholders as dividends, not as capital gains. Dividend distributions resulting from a recharacterization of gain form the sale of bonds purchased with market discount after April 30, 1993 are not considered income for the purposes of the fund's policy of investing so that at least 80% of its income is free from federal income tax. The fund may distribute any net realized short-term capital gains and taxable market discounts once a year or more often, as necessary, to maintain its net asset value at $1.00 per share. Corporate investors should note that a tax preference item for the purposes of the corporate AMT is 75% of the amount by which adjusted current earnings (which includes tax-exempt interest) exceeds the alternative minimum taxable income of the corporation. If a shareholder receives an exempt-interest dividend and sells shares at a loss after holding them for a period of six months or less, the loss will be disallowed to the extent of the amount of the exempt-interest dividend. CAPITAL GAIN DISTRIBUTIONS. Each fund may distribute any net realized short-term capital gains once a year or more often as necessary, to maintain its net asset value at $1.00 per share. Each fund does not anticipate earning long-term capital gains on securities held by the funds. TAX STATUS OF THE FUNDS. Each fund intends to qualify each year as a "regulated investment company" for tax purposes so that it will not be liable for federal tax on income and capital gains distributed to shareholders. In order to qualify as a regulated investment company and avoid being subject to federal income or excise taxes at the fund level, each fund intends to distribute substantially all of its net investment income and net realized capital gains within each calendar year as well as on a fiscal year basis. STATE AND LOCAL TAX ISSUES. For mutual funds organized as business trusts, most state's laws provide for a pass-through of the state and local income tax exemption afforded to direct owners of U.S. Government securities. Some states limit this to mutual funds that invest a certain amount in U.S. Government securities, and some types of securities, such as repurchase agreements and some agency backed securities, may not qualify for this benefit. The tax treatment of your dividend distributions from the fund will be the same as if you directly owned your proportionate share of the U.S. Government securities in a fund's portfolio. Because the income earned on most U.S. Government securities in which the fund invests is exempt from state and local income taxes in most states, the portion of your dividends from a fund attributable to these securities will also be free from income taxes. The exemption from state and local income taxation does not preclude states from assessing other taxes on the ownership of U.S. Government securities. In a number of states, corporate franchise (income) tax laws do not exempt interest earned on U.S. Government securities whether such securities are held directly or through a fund. FOREIGN TAXES. Foreign governments may withhold taxes on dividends and interest paid with respect to foreign securities. Foreign governments may also impose taxes on other payments or gains with respect to foreign securities. If, at the close of its fiscal year, more than 50% of a fund's total assets are invested in securities of foreign issuers, the fund may elect to pass through foreign taxes paid and thereby allow shareholders to take a credit or deduction on their individual tax returns. OTHER TAX INFORMATION. The information above is only a summary of some of the tax consequences generally affecting each fund and its shareholders, and no attempt has been made to discuss individual tax consequences. In addition to federal income taxes, shareholders may be subject to state and local taxes on fund distributions, and shares may be subject to state and local personal property taxes. Investors should consult their tax advisers to determine whether a fund is suitable to their particular tax situation. FMR All of the stock of FMR is owned by FMR Corp., its parent company organized in 1972. Through ownership of voting common stock and the execution of a shareholders' voting agreement, Edward C. Johnson 3d, Johnson family members, and various trusts for the benefit of the Johnson family form a controlling group with respect to FMR Corp. At present, the principal operating activities of FMR Corp. are those conducted by three of its divisions as follows: Fidelity Service Co. (FSC), which is the transfer and shareholder servicing agent for certain of the funds advised by FMR; Fidelity Investments Institutional Operations Company (FIIOC), which performs shareholder servicing functions for institutional customers and funds sold through intermediaries; and Fidelity Investments Retail Marketing Company, which provides marketing services to various companies within the Fidelity organization. Fidelity investment personnel may invest in securities for their own account pursuant to a code of ethics that sets forth all employees' fiduciary responsibilities regarding the funds, establishes procedures for personal investing and restricts certain transactions. For example, all personal trades in most securities require pre-clearance, and participation in initial public offerings is prohibited. In addition, restrictions on the timing of personal investing in relation to trades by Fidelity funds and on short-term trading have been adopted. TRUSTEES AND OFFICERS The Trustees and executive officers of the funds are listed below. Except as indicated, each individual has held the office shown or other offices in the same company for the last five years. Trustees and officers elected or appointed prior to the funds' conversion to a Delaware business trust served the Massachusetts business trust in identical capacities. All persons named as Trustees and officers also serve in similar capacities for other funds advised by FMR. Unless otherwise noted, the business address of each Trustee and officer is 82 Devonshire Street, Boston, Massachusetts 02109, which is also the address of FMR. Those Trustees who are "interested persons" (as defined in the Investment Company Act of 1940) by virtue of their affiliation with the funds or FMR are indicated by an asterisk (*). *EDWARD C. JOHNSON 3d (64), Trustee and President, is Chairman, Chief Executive Officer and a Director of FMR Corp.; a Director and Chairman of the Board and of the Executive Committee of FMR; Chairman and a Director of FMR Texas Inc., Fidelity Management & Research (U.K.) Inc., and Fidelity Management & Research (Far East) Inc. *J. GARY BURKHEAD (53), Trustee and Senior Vice President, is President of FMR; and President and a Director of FMR Texas Inc., Fidelity Management & Research (U.K.) Inc., and Fidelity Management & Research (Far East) Inc. RALPH F. COX (62), 200 Rivercrest Drive, Fort Worth, TX, Trustee (1991), is a consultant to Western Mining Corporation (1994). Prior to February 1994, he was President of Greenhill Petroleum Corporation (petroleum exploration and production, 1990). Until March 1990, Mr. Cox was President and Chief Operating Officer of Union Pacific Resources Company (exploration and production). He is a Director of Sanifill Corporation (non-hazardous waste, 1993) and CH2M Hill Companies (engineering). In addition, he served on the Board of Directors of the Norton Company (manufacturer of industrial devices, 1983-1990) and continues to serve on the Board of Directors of the Texas State Chamber of Commerce, and is a member of advisory boards of Texas A&M University and the University of Texas at Austin. PHYLLIS BURKE DAVIS (63), P.O. Box 264, Bridgehampton, NY, Trustee (1992). Prior to her retirement in September 1991, Mrs. Davis was the Senior Vice President of Corporate Affairs of Avon Products, Inc. She is currently a Director of BellSouth Corporation (telecommunications), Eaton Corporation (manufacturing, 1991), and the TJX Companies, Inc. (retail stores, 1990), and previously served as a Director of Hallmark Cards, Inc. (1985-1991) and Nabisco Brands, Inc. In addition, she is a member of the President's Advisory Council of The University of Vermont School of Business Administration. RICHARD J. FLYNN (71), 77 Fiske Hill, Sturbridge, MA, Trustee, is a financial consultant. Prior to September 1986, Mr. Flynn was Vice Chairman and a Director of the Norton Company (manufacturer of industrial devices). He is currently a Trustee of College of the Holy Cross and Old Sturbridge Village, Inc. E. BRADLEY JONES (67), 3881-2 Lander Road, Chagrin Falls, OH, Trustee (1990). Prior to his retirement in 1984, Mr. Jones was Chairman and Chief Executive Officer of LTV Steel Company. Prior to May 1990, he was Director of National City Corporation (a bank holding company) and National City Bank of Cleveland. He is a Director of TRW Inc. (original equipment and replacement products), Cleveland-Cliffs Inc (mining), NACCO Industries, Inc. (mining and marketing), Consolidated Rail Corporation, Birmingham Steel Corporation, Hyster-Yale Materials Handling, Inc., and RPM, Inc. (manufacturer of chemical products, 1990). In addition, he serves as a Trustee of First Union Real Estate Investments, a Trustee and member of the Executive Committee of the Cleveland Clinic Foundation, a Trustee and member of the Executive Committee of University School (Cleveland), and a Trustee of Cleveland Clinic Florida. DONALD J. KIRK (62), One Harborside, 680 Steamboat Road, Greenwich, CT, Trustee, is Executive-in-Residence (1995) at Columbia University Graduate School of Business and a financial consultant. From 1987 to January 1995, Mr. Kirk was a Professor at Columbia University Graduate School of Business. Prior to 1987, he was Chairman of the Financial Accounting Standards Board. Mr. Kirk is a Director of General Re Corporation (reinsurance) and Valuation Research Corp. (appraisals and valuations, 1993). In addition, he serves as Vice Chairman of the Board of Directors of the National Arts Stabilization Fund, Vice Chairman of the Board of Trustees of the Greenwich Hospital Association, and as a Member of the Public Oversight Board of the American Institute of Certified Public Accountants' SEC Practice Section (1995). *PETER S. LYNCH (52), Trustee (1990) is Vice Chairman and Director of FMR (1992). Prior to May 31, 1990, he was a Director of FMR and Executive Vice President of FMR (a position he held until March 31, 1991); Vice President of Fidelity Magellan Fund and FMR Growth Group Leader; and Managing Director of FMR Corp. Mr. Lynch was also Vice President of Fidelity Investments Corporate Services (1991-1992). He is a Director of W.R. Grace & Co. (chemicals) and Morrison Knudsen Corporation (engineering and construction). In addition, he serves as a Trustee of Boston College, Massachusetts Eye & Ear Infirmary, Historic Deerfield and Society for the Preservation of New England Antiquities, and as an Overseer of the Museum of Fine Arts of Boston (1990). GERALD C. McDONOUGH (65), 135 Aspenwood Drive, Cleveland, OH, Trustee, is Chairman of G.M. Management Group (strategic advisory services). Prior to his retirement in July 1988, he was Chairman and Chief Executive Officer of Leaseway Transportation Corp. (physical distribution services). Mr. McDonough is a Director of ACME-Cleveland Corp. (metal working, telecommunications and electronic products), Brush-Wellman Inc. (metal refining), York International Corp. (air conditioning and refrigeration), Commercial Intertech Corp. (water treatment equipment, 1992), and Associated Estates Realty Corporation (a real estate investment trust, 1993). EDWARD H. MALONE (70), 5601 Turtle Bay Drive #2104, Naples, FL, Trustee. Prior to his retirement in 1985, Mr. Malone was Chairman, General Electric Investment Corporation and a Vice President of General Electric Company. He is a Director of Allegheny Power Systems, Inc. (electric utility), General Re Corporation (reinsurance) and Mattel Inc. (toy manufacturer). In addition, he serves as a Trustee of Corporate Property Investors, the EPS Foundation at Trinity College, the Naples Philharmonic Center for the Arts, and Rensselaer Polytechnic Institute, and he is a member of the Advisory Boards of Butler Capital Corporation Funds and Warburg, Pincus Partnership Funds. MARVIN L. MANN (71), 55 Railroad Avenue, Greenwich, CT, Trustee (1993) is Chairman of the Board, President, and Chief Executive Officer of Lexmark International, Inc. (office machines, 1991). Prior to 1991, he held the positions of Vice President of International Business Machines Corporation ("IBM") and President and General Manager of various IBM divisions and subsidiaries. Mr. Mann is a Director of M.A. Hanna Company (chemicals, 1993) and Infomart (marketing services, 1991), a Trammell Crow Co. In addition, he serves as the Campaign Vice Chairman of the Tri-State United Way (1993) and is a member of the University of Alabama President's Cabinet (1990). THOMAS R. WILLIAMS (66), 21st Floor, 191 Peachtree Street, N.E., Atlanta, GA, Trustee, is President of The Wales Group, Inc. (management and financial advisory services). Prior to retiring in 1987, Mr. Williams served as Chairman of the Board of First Wachovia Corporation (bank holding company), and Chairman and Chief Executive Officer of The First National Bank of Atlanta and First Atlanta Corporation (bank holding company). He is currently a Director of BellSouth Corporation (telecommunications), ConAgra, Inc. (agricultural products), Fisher Business Systems, Inc. (computer software), Georgia Power Company (electric utility), Gerber Alley & Associates, Inc. (computer software), National Life Insurance Company of Vermont, American Software, Inc., and AppleSouth, Inc. (restaurants, 1992). FRED L. HENNING, JR.(55), Vice President (1994), is Vice President of Fidelity's money market funds and Senior Vice President of FMR Texas Inc. LELAND BARRON (36), Vice President (1989) is also Vice President of other funds advised by FMR and an employee of FMR Texas Inc. BURNELL STEHMAN (63), Vice President (1992), is also Vice President of other funds advised by FMR and an employee of FMR Texas Inc. JOHN TODD (46), Vice President (1992), is also Vice President of other funds advised by FMR and an employee of FMR Texas Inc. SARAH H. ZENOBLE (46), Vice President (1988), is also Vice President FMR Texas and of other funds advised by FMR and an employee of FMR. ARTHUR S. LORING (47), Secretary, is Senior Vice President (1993) and General Counsel of FMR, Vice President-Legal of FMR Corp., and Vice President and Clerk of FDC. STEPHEN P. JONAS (42), Treasurer (1995), is Treasurer and Vice President of FMR (1993). Mr. Jonas is also Treasurer of FMR Texas Inc. (1994), Fidelity Management & Research (U.K.) Inc. (1994), and Fidelity Management & Research (Far East) Inc. (1994). Prior to becoming Treasurer of FMR, Mr. Jonas was Senior Vice President, Finance - Fidelity Brokerage Services, Inc. (1991-1992) and Senior Vice President, Strategic Business Systems - Fidelity Investments Retail Marketing Company (1989-1991). THOMAS D. MAHER (50), Assistant Vice President (1990), is Assistant Vice President of Fidelity's money market funds and Vice President and Associate General Counsel of FMR Texas Inc. (1990). Prior to 1990, Mr. Maher was an employee of FMR. MICHAEL D. CONWAY (41), Assistant Treasurer (1995), is Assistant Treasurer of Fidelity's money market funds and is an employee of FMR (1995). Before joining FMR, Mr. Conway was an employee of Waddell & Reed Inc. (investment advisor, 1986-1994), where he served as Assistant Treasurer (1992) and as Assistant Vice President and Director of Operations of Waddell & Reed Asset Management Company (1994). JOHN H. COSTELLO (48), Assistant Treasurer, is an employee of FMR. LEONARD M. RUSH (49), Assistant Treasurer (1994), is an employee of FMR (1994). Prior to becoming Assistant Treasurer of the Fidelity funds, Mr. Rush was Chief Compliance Officer of FMR Corp. (1993-1994); Chief Financial Officer of Fidelity Brokerage Services, Inc. (1990-1993); and Vice President, Assistant Controller, and Director of the Accounting Department - - First Boston Corp. (1986-1990). The following table sets forth information describing the compensation of each current Trustee of each fund for his or her services as trustee for the fiscal year ended March 31, 1995. COMPENSATION TABLE Aggregate Compensation
J. Gary Ralph Phyllis Richar E. Edward Donald Peter S. Gerald C. Edward Marvin Thoma Burkhe F. Cox Burke d J. Bradley C. J. Kirk Lynch* McDonoug H. L. s R. ad* Davis Flynn Jones Johnso h Malone Mann Willia n, 3d* ms Domestic Government + Money Market+ Treasury Treasury II
Treasury Only * Interested trustees of each fund are compensated by FMR. + Estimated. Pension or Estimated Annual Total Retirement Benefits Upon Compensation Benefits Accrued Retirement from from the Fund as Part of Fund the Fund Complex* Expenses from the Complex* Fund Complex* Ralph F. Cox $ 5,200 $ 52,000 $ 125,000 Phyllis Burke Davis 5,200 52,000 122,000 Richard J. Flynn 0 52,000 154,500 E. Bradley Jones 5,200 49,400 123,500 Donald J. Kirk 5,200 52,000 125,000 Gerald C. McDonough 5,200 52,000 125,000 Edward H. Malone 5,200 44,200 128,000 Marvin L. Mann 5,200 52,000 125,000 Thomas R. Williams 5,200 52,000 126,500 * Information is as of December 31, 1994 for all 206 funds in the complex. Under a retirement program adopted in July 1988, the non-interested Trustees, upon reaching age 72, become eligible to participate in a retirement program under which they receive payments during their lifetime from a fund based on their basic trustee fees and length of service. The obligation of a fund to make such payments are not secured or funded. Trustees become eligible if, at the time of retirement, they have served on the Board for at least five years. Currently, Messrs. Ralph S. Saul, William R. Spaulding, Bertram H. Witham, and David L. Yunich, all former non-interested Trustees, receive retirement benefits under the program. MANAGEMENT CONTRACTS Each fund employs FMR to furnish investment advisory and other services. Under its management contract with each fund, FMR acts as investment adviser and, subject to the supervision of the Board of Trustees, directs the investments of each fund in accordance with its investment objective, policies, and limitations. FMR also provides each fund with all necessary office facilities and personnel for servicing each fund's investments, compensates all officers of each fund, all Trustees who are "interested persons" of the trusts or of FMR, and all personnel of each fund or FMR for performing services relating to research, statistical and investment activities. In addition, FMR or its affiliates, subject to the supervision of the Board of Trustees, provide the management and administrative services necessary for the operation of each fund. These services include providing facilities for maintaining each fund's organization; supervising relations with custodians, transfer and pricing agents, accountants, underwriters, and other persons dealing with each fund; preparing all general shareholder communications and conducting shareholder relations; maintaining each fund's records and the registration of each fund's shares under federal and state laws; developing management and shareholder services for each fund; and furnishing reports, evaluations and analyses on a variety of subjects to the Trustees. In addition to the management fee payable to FMR and the fees payable to FIIOC, FSC, and UMB, each fund pays all of its expenses, without limitation, that are not assumed by those parties. Each fund pays for the typesetting, printing, and mailing of its proxy materials to shareholders, legal expenses, and the fees of the custodian, auditor and non-interested Trustees. Although each fund's current management contract provides that each fund will pay for typesetting, printing, and mailing prospectuses, statements of additional information, notices and reports to shareholders, the Trust, on behalf of each fund has entered into a revised transfer agent agreement with FIIOC and UMB, as applicable, pursuant to which FIIOC or UMB bears the costs of providing these services to existing shareholders. Other expenses paid by each fund include interest, taxes, brokerage commissions, each fund's proportionate share of insurance premiums and Investment Company Institute dues, and the costs of registering shares under federal and state securities laws. Each fund is also liable for such non-recurring expenses as may arise, including costs of any litigation to which each fund may be a party, and any obligation it may have to indemnify its officers and Trustees with respect to litigation. FMR is each fund's manager pursuant to a management contracts dated ___________, which were approved by shareholders on ___________, respectively. For the services of FMR under each contract, each fund pays FMR a monthly management fee at the annual rate of ___% of average net assets throughout the month. Fees received by FMR for the last three fiscal years are shown in the table below. Fund Fiscal Year Ended Management Fees Paid to FMR Domestic 1995 $ 1994 $762,787 1993 $768,370 Government 1995 $ 1994 $4,830,260 1993 $6,305,440 Money Market 1995 $ 1994 $5,275,995 1993 $5,033,138 Treasury 1995 $ 1994 $1,898,021 1993 $2,675,573 Treasury II 1995 $ 1994 $4,917,008 1993 $7,014,599 Treasury Only 1995 $ 1994 $ 1993 $ Tax-Exempt 1995 $ 1994 $5.099,831 1993 $4,605,577 FMR may, from time to time, voluntarily reimburse all or a portion of each fund's operating expenses (exclusive of interest, taxes, brokerage commissions, and extraordinary expenses). FMR retains the ability to be repaid for these expense reimbursements in the amount that expenses fall below the limit prior to the end of the fiscal year. Expense reimbursements by FMR will increase each fund's total returns and yield and repayment of the reimbursement by each fund will lower its total returns and yield. During the fiscal periods reported, FMR voluntarily agreed to reimburse certain funds to the extent that the fund's aggregate operating expenses were in excess of an annual rate of its average net assets. The table below identifies the funds in reimbursement; the level at which reimbursement began; and the dollar amount reimbursed for each period. LEVEL AT WHICH FUND REIMBURSEMENT BEGAN DOLLAR AMOUNT REIMBURSED 1995 1994 1993 Domestic Government Money Market Treasury Treasury II Treasury Only Tax-Exempt To comply with the California Code of Regulations, FMR will reimburse each fund if and to the extent that each fund's aggregate annual operating expenses exceed specified percentages of its average net assets. The applicable percentages are 2 1/2% of the first $30 million, 2% of the next $70 million, and 1 1/2% of average net assets in excess of $100 million. When calculating each fund's expenses for purposes of this regulation, each fund may exclude interest, taxes, brokerage commissions, and extraordinary expenses, as well as a portion of its distribution plan expense and custodian fees attributable to investment in foreign securities. SUB-ADVISER. FMR has entered into a sub-advisory agreement with FMR Texas pursuant to which FMR Texas has primary responsibility for providing portfolio investment management services to each fund. Under each sub-advisory agreement dated_______, ______ and ______, respectively, for FICP, FITECP and DMF, FMR pays FMR Texas fees equal to 50% of the management fees payable by FMR under its current Management Contract with each fund, after payments by FMR pursuant to each fund's 12b-1 plan. The fees paid to FMR Texas are not reduced by any voluntary or mandatory expense reimbursements that may be in effect from time to time. The table below shows fees paid to FMR Texas for the fiscal years ended March 31, 1995, 1994, and 1993. 1995 1994 1993 Domestic 762.787 768,370 Government 4,830,260 6,305,440 Money Market 5,275,995 5,033,138 Treasury 1,898,021 2,675,573 Treasury II 4,917,008 7,014,599 Treasury Only Tax-Exempt CONTRACTS WITH FMR AFFILIATES FIIOC is transfer, dividend disbursing, and shareholder servicing agent for Class A shares of FICP and Treasury Only. UMB is the transfer agent and shareholder servicing agent for Class A shares of Tax-Exempt. UMB has entered into a sub-arrangement with FIIOC pursuant to which FIIOC serves as transfer, dividend disbursing, and shareholder servicing agent for Class A shares of Tax-Exempt. Class A of each fund pays FIIOC of UMB, as applicable, an annual fee and an asset-based fee based on account size. For accounts that FIIOC maintains on behalf of UMB, FIIOC receives all such fees. FIIOC pays out-of-pocket expenses associated with providing transfer agent services. In addition, FIIOC bears the expense of typesetting, printing, and mailing prospectuses, statements of additional information, and all other reports, notices, and statements to shareholders, with the exception of proxy statements. FIIOC performs the calculations necessary to determine NAV and dividends for the Class A shares of each taxable fund, maintains each taxable fund's accounting records and administers each taxable fund's securities lending program. UMB has sub-arrangements with FSC pursuant to which FSC performs the calculations necessary to determine the NAV and dividends for Class A shares of the tax-free fund, and maintains the accounting records for the tax-free fund. The fee rates for pricing and bookkeeping services are based on each fund's average net assets specifically, __% for the first $500 million of average net assets and __% for average net assets in excess of $500 million. The fee is limited to a minimum of $__ and a maximum of $750,000 per year. Pricing and bookkeeping fees, including related out-of-pocket expenses, paid by the fund(s) for the past three fiscal years were as follows: Pricing and Bookkeeping Fees 1995 1994 1993 Domestic 107,464 108,548 Government 412,411 523,696 Money Market 445,362 429,428 Treasury 192,236 251,607 Treasury II 419,147 576,072 Treasury Only Tax-Exempt FSC also receives fees for administering the taxable funds' securities lending program. Securities lending fees are based on the number and duration of individual securities loans. Securities lending fees incurred by the funds for the past three fiscal years were as follows: Securities Lending Fees 1995 1994 1993 Domestic Government Money Market Treasury Treasury II Treasury Only Tax-Exempt DISTRIBUTION AND SERVICE PLANS The Trustees have approved Distribution and Service Plans on behalf of Class A of the funds (the Plans) pursuant to Rule 12b-1 under the Investment Company Act of 1940 (the Rule). The Rule provides in substance that a mutual fund may not engage directly or indirectly in financing any activity that is primarily intended to result in the sale of shares of a fund except pursuant to a plan approved on behalf of the fund under the Rule. The Plans, as approved by the Trustees, allow Class A of the funds and FMR to incur certain expenses that might be considered to constitute indirect payment by the funds of distribution expenses. Under each Plan, if the payment of management fees by the funds to FMR is deemed to be indirect financing by the funds of the distribution of their shares, such payment is authorized by the Plans. Each Plan also specifically recognizes that FMR, either directly or through FDC, may use its management fee revenue, past profits, or other resources, without limitation, to pay promotional and administrative expenses in connection with the offer and sale of shares of the applicable class of each fund. In addition, each Plan provides that FMR may use its resources, including its management fee revenues, to make payments to third parties that assist in selling shares of the applicable class of each fund, or to third parties, including banks, that render shareholder support services. Payments made by FMR to third parties during the fiscal year ended March 31, 1995 amounted to $______ for Domestic, $______ for Government, $______ for Money Market, $______ for Treasury, $______ for Treasury II, $______ for Treaasury Only, and $______ for Tax-Exempt. No third party payments were made in fiscal 1995. Prior to approving each Plan, the Trustees carefully considered all pertinent factors relating to the implementation of each Plan, and have determined that there is a reasonable likelihood that the Plan will benefit the applicable class of each fund and its shareholders. In particular, the Trustees noted that each Plan does not authorize payments by Class A of each fund other than those made to FMR under its management contract with the fund. To the extent that each Plan gives FMR and FDC greater flexibility in connection with the distribution of shares of the applicable class of each fund, additional sales of fund shares may result. Furthermore, certain shareholder support services may be provided more effectively under the Plans by local entities with whom shareholders have other relationships. The Plans were approved by shareholders of Class A of FICP on _________, 199__, Fidelity Institutional Tax-Exempt Cash Portfolios: Tax-Exempt on ____, 199_, and Daily Money Fund: Treasury Only on _____, 199_. Each Class's Plan was approved by shareholders, in connection with the corresponding reorganization transactions which took place on_____, 199_, ____, 199_, and ____ 199_, respectively, pursuant to Agreements and Plans of Conversion. Each Plan allows FMR to make payments to certain third parties with whom FDC has entered into written Service Contracts and who assist or have assisted in selling shares of the fund or who provide shareholder support services ("Investment Professionals"), for assistance in selling shares of the fund or for providing shareholder support services. Each Plan authorizes FMR to make such payments from its management fee, its past profits or any other source available to it, provided that such payments cannot exceed the amount of the management fee. The maximum amount payable to Investment Professionals under each Plan, as determined by the Board of Trustees, is currently at the annual rate of ___% of the average net asset value of the applicable class of the fund for shareholder support or distribution services. The Glass-Steagall Act generally prohibits federally and state chartered or supervised banks from engaging in the business of underwriting, selling, or distributing securities. Although the scope of this prohibition under the Glass-Steagall Act has not been clearly defined by the courts or appropriate regulatory agencies, FDC believes that the Glass-Steagall Act should not preclude a bank from performing shareholder support services, or servicing and recordkeeping functions. FDC intends to engage banks only to perform such functions. However, changes in federal or state statutes and regulations pertaining to the permissible activities of banks and their affiliates or subsidiaries, as well as further judicial or administrative decisions or interpretations, could prevent a bank from continuing to perform all or a part of the contemplated services. If a bank were prohibited from so acting, the Trustees would consider what actions, if any, would be necessary to continue to provide efficient and effective shareholder services. In such event, changes in the operation of the funds might occur, including possible termination of any automatic investment or redemption or other services then provided by the bank. It is not expected that shareholders would suffer any adverse financial consequences as a result of any of these occurrences. In addition, state securities laws on this issue may differ from the interpretations of federal law expressed herein, and banks and financial institutions may be required to register as dealers pursuant to state law. Each fund may execute portfolio transactions with, and purchase securities issued by, depository institutions that receive payments under the Plans. No preference for the instruments of such depository institutions will be shown in the selection of investments. DESCRIPTION OF THE FUNDS TRUST ORGANIZATION. Treasury, Treasury II, Government, Domestic and Money Market are funds of Fidelity Institutional Cash Portfolios, an open-end management investment company organized as a Delaware business Trust on May 30, 1993. The funds acquired all of the assets of the _________, respectively, of _____ _____________ on _______. Currently, there are five funds of Fidelity Institutional Cash Portfolios: Treasury, Treasury II, Government, Domestic, and Money Market. The Trust Instrument permits the Trustees to create additional funds. Tax-Exempt is a fund of Fidelity Institutional Tax-Exempt Cash Portfolios, an open-end management investment company organized as a Delaware business Trust on January 29, 1992. The fund acquired all of the assets of the Massachusetts trust of Fidelity Institutional Tax-Exempt Cash Portfolios: Fidelity Institutional Tax-Exempt Cash Portfolio, on _______. The Trust Instrument permits the Trustees to create additional funds. Treasury Only is a fund of Daily Money Fund, an open-end management investment company organized as a Delaware business Trust on September 30, 1993. The fund acquired all of the assets of the Massachusetts trust of Daily Money Fund: U.S. Treasury Income Portfolio, on _______. The Trust Instrument permits the Trustees to create additional funds. In the event that FMR ceases to be the investment adviser to the funds, the right of the Trust or fund to use the identifying name "Fidelity" may be withdrawn. There is a remote possibility that one fund might become liable for any misstatement in its prospectus or statement of additional information about another fund. The assets of the Trust received for the issue or sale of shares of each fund and all income, earnings, profits, and proceeds thereof, subject only to the rights of creditors, are especially allocated to such fund, and constitute the underlying assets of such fund. The underlying assets of each fund are segregated on the books of account, and are to be charged with the liabilities with respect to such fund and with a share of the general expenses of the Trust. Expenses with respect to the Trust are to be allocated in proportion to the asset value of the respective funds, except where allocations of direct expense can otherwise be fairly made. The officers of the Trust, subject to the general supervision of the Board of Trustees, have the power to determine which expenses are allocable to a given fund, or which are general or allocable to all of the funds. In the event of the dissolution or liquidation of the Trust, shareholders of each fund are entitled to receive as a class the underlying assets of such fund available for distribution. SHAREHOLDER AND TRUSTEE LIABILITY. Each Trust is a business trusts organized under Delaware law. Delaware law provides that shareholders shall be entitled to the same limitations of personal liability extended to stockholders of private corporations for profit. The courts of some states, however, may decline to apply Delaware law on this point. The Trust Instruments contains an express disclaimer of shareholder liability for the debts, liabilities, obligations, and expenses of the Trusts and requires that a disclaimer be given in each contract entered into or executed by the fund or the Trustees. The Trust Instruments provide for indemnification out of each fund's property of any shareholder or former shareholder held personally liable for the obligations of the fund. The Trust Instrument also provides that each fund shall, upon request, assume the defense of any claim made against any shareholder for any act or obligation of the fund and satisfy any judgment thereon. Thus, the risk of a shareholder incurring financial loss on account of shareholder liability is limited to circumstances in which Delaware law does not apply, no contractual limitation of liability was in effect, and the funds are unable to meet their obligations. FMR believes that, in view of the above, the risk of personal liability to shareholders is extremely remote. The Trust Instruments further provide that the Trustees, if they have exercised reasonable care, shall not be personally liable to any person other than the fund or its shareholders; moreover, the Trustees shall not be liable for any conduct whatsoever, provided that Trustees are not protected against any liability to which they would otherwise be subject by reason of willful misfeasance, bad faith, gross negligence, or reckless disregard of the duties involved in the conduct of their office. VOTING RIGHTS. Each fund's capital consists of shares of beneficial interest. The shares have no preemptive or conversion rights; the voting and dividend rights, the right of redemption, and the privilege of exchange are described in the Prospectus. Shares are fully paid and non-assessable, except as set forth under the heading "Shareholder and Trustee Liability" above. Shareholders representing 10% or more of a trust or fund may, as set forth in each of the Trust Instruments, call meetings of the Trust, a fund or a class, for any purpose related to the Trust, a fund or a class, as the case may be, including, in the case of a meeting of the entire Trust, the purpose of voting on removal of one or more Trustees. Any trust or fund may be terminated upon the sale of its assets to, or merger with, another open-end management investment company or series thereof, or upon liquidation and distribution of its assets. Generally such terminations must be approved by vote of the holders of a majority of the outstanding shares of the Trust or fund; however, the Trustees may, without prior shareholder approval, change the form or organization of the trust or fund by merger, consolidation, or incorporation. If not so terminated, the fund and the funds will continue indefinitely. Under the Trust Instruments, the Trustees may, without shareholder vote, cause a trust to merge or consolidate into one or more trusts, partnerships, or corporations, or cause the trust to be incorporated under Delaware law, so long as the surviving entity is an open-end management investment company that will succeed to or assume the trust's registration statement. As of March 31, 1995 the following owned of record or beneficially more than 5% of the outstanding shares of each fund: A shareholder owning of record or beneficially more than 25% of a fund's shares outstanding shares may be considered a controlling person. Their votes could have a more significant effect on matters presented at a shareholders' meeting than votes of other shareholders. CUSTODIAN. Morgan Guaranty Trust Company of New York, 60 Wall Street, New York, NY 10260 is custodian of the assets of all funds, except Treasury II and Tax-Exempt. The custodian for Treasury II is the Bank of New York, 48 Wall Street, New York, New York. The custodian for Institutional Tax-Exempt is UMB, 1010 Grand Avenue, Kansas City Missouri. The custodian is responsible for the safekeeping of the funds' assets and the appointment of subcustodian banks and clearing agencies. The custodian takes no part in determining the investment policies of the fund or in deciding which securities are purchased or sold by the fund. The funds, however, may invest in obligations of the custodian and may purchase securities from or sell securities to the custodian. FMR, its officers and directors and its affiliated companies and the funds' Trustees may, from time to time, have transactions with various banks, including banks serving as custodians for certain other funds advised by FMR. Transactions that have occurred to date include mortgages and personal and general business loans. In the judgment of FMR, the terms and conditions of those transactions were not influenced by existing or potential custodial or other fund relationships. AUDITOR. _____________, serves as the independent accountant for all funds except Tax-Exempt. ___________, Texas serves as the independent accountant for Tax-Exempt. The auditor examines financial statements for the fund and provides other audit, tax, and related services. FINANCIAL STATEMENTS Each fund's financial statements and financial highlights for the fiscal year ended March 31, 1995 are included in each fund's Annual Report, which is a separate report attached to this SAI. Each fund's financial statements and financial highlights are incorporated herein by reference. APPENDIX The descriptions that follow are examples of eligible ratings for the funds. The funds may, however, consider the ratings for other types of investments and the ratings assigned by other rating organizations when determining the eligibility of a particular investment. DESCRIPTION OF MOODY'S INVESTORS SERVICE, INC.'S COMMERCIAL PAPER RATINGS: PRIME-1 -- issuers (or related institutions) have a superior capacity for repayment of short-term promissory obligations. Prime-1 repayment capacity will normally be evidenced by the following characteristics: (medium solid bullet) Leading market positions in well established industries. (medium solid bullet) High rates of return on funds employed. (medium solid bullet) Conservative capitalization structures with moderate reliance on debt and ample asset protection. (medium solid bullet) Broad margins in earnings coverage of fixed financial charges and with high internal cash generation. (medium solid bullet) Well-established access to a range of financial markets and assured sources of alternate liquidity. PRIME-2 -- issuers (or related supporting institutions) have a strong capacity for repayment of short-term promissory obligations. This will normally be evidenced by many of the characteristics cited above but to a lesser degree. Earnings trends and coverage ratios, while sound, will be more subject to variation. Capitalization characteristics, while still appropriate, may be more affected by external conditions. Ample alternative liquidity is maintained. DESCRIPTION OF MOODY'S INVESTORS SERVICE, INC.'S CORPORATE BOND RATINGS: AAA -- Bonds which are rated Aaa are judged to be of the best quality. They carry the smallest degree of investment risk and are generally referred to as "gilt edge." Interest payments are protected by a large or by an exceptionally stable margin and principal is secure. While the various protective elements are likely to change, such changes as can be visualized are most unlikely to impair the fundamentally strong position of such issuers. AA -- Bonds which are rated Aa are judged to be of high quality by all standards. Together with the Aaa group they comprise what are generally known as high grade bonds. They are rated lower than the best bonds because margins of protection may not be as large as in Aaa securities or fluctuation of protective elements may be of greater amplitude or there may be other elements present which make the long term risks appear somewhat larger than in Aaa securities. DESCRIPTION OF STANDARD & POOR'S CORPORATION'S COMMERCIAL PAPER RATINGS: A-1 -- This designation indicates that the degree of safety regarding timely payment is either overwhelming or very strong. Those issues determined to possess overwhelming safety characteristics will be denoted with a plus (+) sign designation. A-2 -- Capacity for timely payment on issues with this designation is strong. However, the relative degree of safety is not as high as for issues designated A-1. DESCRIPTION OF STANDARD & POOR'S CORPORATION'S CORPORATE BOND RATINGS: AAA -- Debt rated AAA has the highest rating assigned by Standard & Poor's. Capacity to pay interest and repay principal is extremely strong. AA -- Debt rated AA has a very strong capacity to pay interest and repay principal and differs from the highest rated debt issues only in small degree. PART C - OTHER INFORMATION Item 24. Financial Statements and Exhibits (a) 1. Audited financial statements and financial highlights for Daily Money Fund: Treasury Only for the fiscal period August 1, 1994 through March 31, 1995 are incorporated herein by reference. (b) Exhibits: 1. (a) Trust Instrument dated June 20, 1991 was electronically filed and is incorporated by reference as Exhibit 1(a) to Post Effective Amendment No. 22. 2. (a) By-Laws of the Trust dated June 20, 1991 were electronically filed and are incorporated herein by reference as Exhibit 2(a) to Post-Effective Amendment No. 87 to the Fidelity Union Street Trust II. 3. Not applicable. 4. Not applicable. 5. (a) Management Contract dated September 30, 1993 between Daily Money Fund, on behalf of U.S. Treasury Income, and Fidelity Management & Research Company was electronically filed and is incorporated herein by reference as Exhibit 5(a) to Post-Effective Amendment No. 25. (b) Management Contract dated September 30, 1993 between Daily Money Fund, on behalf of Money Market Portfolio, and Fidelity Management & Research Company was electronically filed and is incorporated herein by reference as Exhibit 5(b) to Post-Effective Amendment No. 25. (c) Management Contract dated September 30, 1993 between Daily Money Fund, on behalf of U.S. Treasury Portfolio, and Fidelity Management & Research Company was electronically filed and is incorporated herein by reference as Exhibit 5(c) to Post-Effective Amendment No. 25. (d) Management Contract dated September 30, 1993 between Daily Money Fund, on behalf of Capital Reserves: Municipal Money Market Portfolio, and Fidelity Management & Research Company was electronically filed and is incorporated herein by reference as Exhibit 5(d) to Post-Effective Amendment No. 25. (e) Management Contract dated September 30, 1993 between Daily Money Fund, on behalf of Capital Reserves: Money Market Portfolio, and Fidelity Management & Research Company was electronically filed and is incorporated herein by reference as Exhibit 5(e) to Post-Effective Amendment No. 25. (f) Management Contract dated September 30, 1993 between Daily Money Fund, on behalf of Capital Reserves: U.S. Government Portfolio, and Fidelity Management & Research Company was electronically filed and is incorporated herein by reference as Exhibit 5(f) to Post-Effective Amendment No. 25. (g) Sub-Advisory Agreement dated September 30, 1993 between FMR Texas Inc. and Fidelity Management & Research Company, on behalf of Money Market Portfolio, was electronically filed and is incorporated herein by reference as Exhibit 5(g) to Post-Effective Amendment No. 25. (h) Sub-Advisory Agreement dated September 30, 1993 between FMR Texas Inc. and Fidelity Management & Research Company, on behalf of U.S. Treasury Portfolio, was electronically filed and is incorporated herein by reference as Exhibit 5(h) to Post-Effective Amendment No. 25. (i) Sub-Advisory Agreement dated September 30, 1993 between FMR Texas Inc. and Fidelity Management & Research Company, on behalf of Capital Reserves: Money Market Portfolio, was electronically filed and is incorporated herein by reference as Exhibit 5(i) to Post-Effective Amendment No. 25. (j) Sub-Advisory Agreement dated September 30, 1993 between FMR Texas Inc. and Fidelity Management & Research Company, on behalf of U.S. Government Portfolio, was electronically filed and is incorporated herein by reference as Exhibit 5(j) to Post-Effective Amendment No. 25. (k) Sub-Advisory Agreement dated September 30, 1993 between FMR Texas Inc. and Fidelity Management & Research Company, on behalf of Capital Reserves: Municipal Money Market Portfolio, was electronically filed and is incorporated herein by reference as Exhibit 5(k) to Post-Effective Amendment No. 25. (l) Sub-Advisory Agreement dated September 30, 1993 between FMR Texas Inc. and Fidelity Management & Research Company, on behalf of U.S. Treasury Portfolio, was electronically filed and is incorporated herein by reference as Exhibit 5(l) to Post-Effective Amendment No. 25. 6. (a) General Distribution Agreement dated September 30, 1993 between Daily Money Fund, on behalf of Money Market Portfolio, and Fidelity Distributors Corporation was electronically filed and is incorporated herein by reference as Exhibit 6(a) to Post-Effective Amendment No. 25. (b) General Distribution Agreement dated September 30, 1993 between Daily Money Fund, on behalf of U.S. Treasury Portfolio, and Fidelity Distributors Corporation was electronically filed and is incorporated herein by reference as Exhibit 6(b) to Post-Effective Amendment No. 25. (c) General Distribution Agreement dated September 30, 1993 between Daily Money Fund, on behalf of U.S. Treasury Income Portfolio, and Fidelity Distributors Corporation was electronically filed and is incorporated herein by reference as Exhibit 6(c) to Post-Effective Amendment No. 25. (d) General Distribution Agreement dated September 30, 1993 between Daily Money Fund, on behalf of Capital Reserves: U.S. Government Portfolio, and National Financial Services Corporation was electronically filed and is incorporated herein by reference as Exhibit 6(d) to Post-Effective Amendment No. 25. (e) General Distribution Agreement dated September 30, 1993 between Daily Money Fund, on behalf of Capital Reserves: Municipal Money Market Portfolio, and National Financial Services Corporation was electronically filed and is incorporated herein by reference as Exhibit 6(e) to Post-Effective Amendment No. 25. (f) General Distribution Agreement dated September 30, 1993 between Daily Money Fund, on behalf of Capital Reserves: Money Market Portfolio, and National Financial Services Corporation was electronically filed and is incorporated herein by reference as Exhibit 6(f) to Post-Effective Amendment No. 25. 7. (a) Retirement Plan for non-interested person Trustees, Directors or General Partners is incorporated herein by reference to Exhibit 7 to Post-Effective Amendment No. 18. 8. (a) Custodian Agreement between Daily Money Fund on behalf of U.S. Treasury Income Portfolio; Money Market Portfolio, U.S. Treasury Portfolio; Capital Reserves: U.S. Government Portfolio, Money Market Portfolio and Morgan Guaranty Trust Company of New York was electronically filed and is incorporated herein by reference as Exhibit 8(a) to Post-Effective Amendment No. 25. (b) Custodian Agreement between Daily Money Fund on behalf of Capital Reserves: Municipal Money Market Portfolio and United Missouri Bank was electronically filed and is incorporated herein by reference as Exhibit 8(b) to Post-Effective Amendment No. 25. (c) Sub-Custodian Agreement between Fidelity Investment Companies (including Daily Money Fund on behalf of U.S. Treasury Income Portfolio; Daily Money Fund: Money Market Portfolio, U.S. Treasury Portfolio; Capital Reserves: U.S. Government Portfolio, Money Market Portfolio) and Morgan Guaranty Trust Company of New York and between Fidelity Investment Companies (including Daily Money Fund on behalf of Capital Reserves: Municipal Money Market Portfolio) and United Missouri Bank was electronically filed and is incorporated herein by reference as Exhibit 8(c) to Post Effective Amendment No. 22. (d) Form of Supplemental Custodian Agreement between Fidelity Investment Companies (including Daily Money Fund on behalf of U.S. Treasury Income Portfolio; Daily Money Fund: Money Market Portfolio, U.S. Treasury Portfolio; Capital Reserves: U.S. Government Portfolio, Money Market Portfolio) and Morgan Guaranty Trust Company of New York was electronically filed and is incorporated herein by reference as Exhibit 8(d) to Post Effective Amendment No. 22. (e) Custodian Agreement, Appendix A, and Appendix C, dated December 1, 1994 between Morgan Guarantee Trust Co. of New York and Fidelity Daily Money Fund on behalf of Treasury Only; Money Market Portfolio, U.S. Treasury Portfolio; Capital Reserves: U.S. Government Portfolio, Money Market Portfolio is incorporated herein by reference to Exhibit 8(c) to and Fidelity Hereford Street Trust's Post-Effective Amendment No. 4 (File No. 33-52577). (f) Appendix B, dated December 15, 1994 to the Custodian Agreement, dated December 1, 1994, between Morgan Guarantee Trust Co. of New York and Fidelity Daily Money Fund on behalf of Treasury Only; Money Market Portfolio, U.S. Treasury Portfolio; Capital Reserves: U.S. Government Portfolio, Money Market Portfolio is incorporated herein by reference to Exhibit 8(d) to Fidelity Hereford Street Trust's Post-Effective Amendment No. 4 (File No. 33-52577). 9. (a) Amended Transfer Agent Agreement dated September 30, 1993 between Daily Money Fund and Fidelity Investment Institutional Operations Company was electronically filed and is incorporated herein by reference as Exhibit 9(a) to Post-Effective Amendment No. 25. (b) Schedule A dated September 30, 1993 for Capital Reserves: Money Market Portfolio was electronically filed and is incorporated herein by reference as Exhibit 9(b) to Post-Effective Amendment No. 25. (c) Schedule A dated September 30, 1993 for Capital Reserves: U.S. Government Portfolio was electronically filed and is incorporated herein by reference as Exhibit 9(c) to Post-Effective Amendment No. 25. (d) Schedule A dated September 30, 1993 for U.S. Treasury Portfolio was electronically filed and is incorporated herein by reference as Exhibit 9(d) to Post-Effective Amendment No. 25. (e) Schedule A dated September 30, 1993 for U.S. Treasury Income Portfolio was electronically filed herein as Exhibit 9(e) to Post-Effective Amendment No. 25. (f) Schedule A dated September 30, 1993 for Capital Reserves: Money Market Portfolio was electronically filed and is incorporated herein by reference as Exhibit 9(f) to Post-Effective Amendment No. 25. (g) Transfer Agent Agreement dated September 30, 1993 between Daily Money Fund: Capital Reserves: Municipal Money Market Portfolio and United Missouri Bank, N.A. was electronically filed and is incorporated herein by reference as Exhibit 9(g) to Post-Effective Amendment No. 25. (h) Schedule A dated September 30, 1993 for Capital Reserves: Municipal Money Market Portfolio was electronically filed and is incorporated herein by reference as Exhibit 9(h) to Post-Effective Amendment No. 25. (i) Appointment of Sub-transfer Agent between FMR Corp. and Fidelity Investment Institutional Operations Company on behalf of Daily Money Fund: Capital Reserves: Municipal Money Market Portfolio was electronically filed and is incorporated herein by reference as Exhibit 9(i) to Post-Effective Amendment No. 25. (j) Form of Schedule B between Daily Money Fund on behalf of U.S. Treasury Income Portfolio; Money Market Portfolio, U.S. Treasury Portfolio; Capital Reserves: U.S. Government Portfolio, Money Market Portfolio and Fidelity Service Company was electronically filed and is incorporated herein by reference to Exhibit 9(e) to Post Effective Amendment No. 22. (k) Form of Schedule C between Daily Money Fund on behalf of U.S. Treasury Income Portfolio; Money Market Portfolio, U.S. Treasury Portfolio; Capital Reserves: U.S. Government Portfolio, Money Market Portfolio and Fidelity Service Company was electronically filed and is incorporated herein by reference to Exhibit 9(g) to Post Effective Amendment No. 22. (l) Service Agreement dated September 30, 1993 between Daily Money Fund: Capital Reserves Municipal Money Market Portfolio and United Missouri Bank, N.A. was electronically filed and is incorporated herein by reference as Exhibit 9(l) to Post-Effective Amendment No. 25. (m) Schedule B dated September 30, 1993 for Capital Reserves: Municipal Money Market Portfolio was electronically filed and is incorporated herein by reference as Exhibit 9(m) to Post-Effective Amendment No. 25. (n) Schedule C dated September 30, 1993 for Capital Reserves: Municipal Money Market Portfolio was electronically filed and is incorporated herein by reference as Exhibit 9(n) to Post-Effective Amendment No. 25. 10. Not applicable. 11. The Consent of Coopers & Lybrand L.L.P. is filed herein as Exhibit 11. 12. Not applicable. 13. Not applicable. 14. Not applicable. 15. (a) Service Plan dated September 30, 1993 between Daily Money Fund, Fidelity Management & Research Company, and Fidelity Distributors Corporation was electronically filed and is incorporated herein by reference as Exhibit 15(a) to Post-Effective Amendment No. 26. (b) Distribution and Service Plan dated September 30, 1993 for Daily Money Fund: U.S. Treasury Income Portfolio was electronically filed and incorporated herein by reference as Exhibit 15(b) to Post-Effective Amendment No. 25. (c) Distribution and Service Plan dated September 30, 1993 for Daily Money Fund: Capital Reserves: Money Market Portfolio, U.S. Government Portfolio, and Municipal Money Market Portfolio was electronically filed and is incorporated herein by reference as Exhibit 15(c) to Post-Effective Amendment No. 25. (d) Distribution and Service Plan for Class B of Daily Money Fund: U.S. Treasury Portfolio was electronically filed and incorporated herein by reference as Exhibit 15(d) to Post-Effective Amendment No. 25. 16. Schedules for computations of performance quotations for Fidelity Institutional Tax-Exempt Cash Portfolios II are incorporated herein by reference to Exhibit 16 to Post-Effective Amendment No. 19. 17. A Financial Data Schedule is filed herein as Exhibit 17 to Post-Effective Amendment No. 29. Item 25. Persons Controlled by or under Common Control with Registrant The Board of Trustees of Registrant is the same as the boards of other funds advised by FMR, each of which has Fidelity Management & Research Company as its investment adviser. In addition, the officers of these funds are substantially identical. Nonetheless, Registrant takes the position that it is not under common control with these other funds since the power residing in the respective boards and officers arises as the result of an official position with the respective funds. Item 26. Number of Holders of Securities As of March 31, 1995 Title of Class Number of Record Holders Money Market Portfolio U.S. Treasury Portfolio - Initial Class U.S. Treasury Portfolio-Class B U.S. Treasury Income Portfolio Capital Reserves: Money Market Portfolio Capital Reserves: U.S. Government Portfolio Capital Reserves: Municipal Money Market Portfolio Item 27. Indemnification Article XI, Section 2 of the Declaration of Trust sets forth the reasonable and fair means for determining whether indemnification shall be provided to any past or present Trustee or officer. It states that the Registrant shall indemnify any present or past Trustee or officer to the fullest extent permitted by law against liability and all expenses reasonably incurred by him in connection with any claim, action, suit or proceeding in which he is involved by virtue of his service as a trustee, an officer, or both. Additionally, amounts paid or incurred in settlement of such matters are covered by this indemnification. Indemnification will not be provided in certain circumstances, however. These include instances of willful misfeasance, bad faith, gross negligence, and reckless disregard of the duties involved in the conduct of the particular office involved. Item 28. Business and Other Connections of Investment Adviser (1) FIDELITY MANAGEMENT & RESEARCH COMPANY FMR serves as investment adviser to a number of other investment companies. The directors and officers of the Adviser have held, during the past two fiscal years, the following positions of a substantial nature.
Edward C. Johnson 3d Chairman of the Executive Committee of FMR; President and Chief Executive Officer of FMR Corp.; Chairman of the Board and a Director of FMR, FMR Corp., FMR Texas Inc., Fidelity Management & Research (U.K.) Inc., and Fidelity Management & Research (Far East) Inc.; President and Trustee of funds advised by FMR. J. Gary Burkhead President of FMR; Managing Director of FMR Corp.; President and a Director of FMR Texas Inc., Fidelity Management & Research (U.K.) Inc., and Fidelity Management & Research (Far East) Inc.; Senior Vice President and Trustee of funds advised by FMR. Peter S. Lynch Vice Chairman and Director of FMR. Robert Beckwitt Vice President of FMR and of funds advised by FMR. David Breazzano Vice President of FMR (1993) and of a fund advised by FMR. Stephan Campbell Vice President of FMR (1993). Dwight Churchill Vice President of FMR (1993). William Danoff Vice President of FMR (1993) and of a fund advised by FMR. Scott DeSano Vice President of FMR (1993). Penelope Dobkin Vice President of FMR and of a fund advised by FMR. Larry Domash Vice President of FMR (1993). George Domolky Vice President of FMR (1993) and of a fund advised by FMR. Robert K. Duby Vice President of FMR. Margaret L. Eagle Vice President of FMR and of a fund advised by FMR. Kathryn L. Eklund Vice President of FMR. Richard B. Fentin Senior Vice President of FMR (1993) and of a fund advised by FMR. Daniel R. Frank Vice President of FMR and of funds advised by FMR. Michael S. Gray Vice President of FMR and of funds advised by FMR. Lawrence Greenberg Vice President of FMR (1993). Barry A. Greenfield Vice President of FMR and of a fund advised by FMR. William J. Hayes Senior Vice President of FMR; Equity Division Leader. Robert Haber Vice President of FMR and of funds advised by FMR. Richard Haberman Senior Vice President of FMR (1993). Daniel Harmetz Vice President of FMR and of a fund advised by FMR. Ellen S. Heller Vice President of FMR.
John Hickling Vice President of FMR (1993) and of funds advised by FMR.
Robert F. Hill Vice President of FMR; and Director of Technical Research. Stephen P. Jonas Treasurer and Vice President of FMR (1993) and Treasurer of the funds advised by FMR (1995); Treasurer of FMR Texas Inc. (1993), Fidelity Management & Research (U.K.) Inc. (1993), and Fidelity Management & Research (Far East) Inc. (1993). David B. Jones Vice President of FMR (1993). Steven Kaye Vice President of FMR (1993) and of a fund advised by FMR. Frank Knox Vice President of FMR (1993). Robert A. Lawrence Senior Vice President of FMR (1993); and High Income Division Leader. Alan Leifer Vice President of FMR and of a fund advised by FMR. Harris Leviton Vice President of FMR (1993) and of a fund advised by FMR. Bradford E. Lewis Vice President of FMR and of funds advised by FMR. Malcolm W. MacNaught III Vice President of FMR (1993). Robert H. Morrison Vice President of FMR and Director of Equity Trading. David Murphy Vice President of FMR and of funds advised by FMR. Andrew Offit Vice President of FMR (1993). Judy Pagliuca Vice President of FMR (1993). Jacques Perold Vice President of FMR. Anne Punzak Vice President of FMR and of funds advised by FMR. Lee Sandwen Vice President of FMR (1993). Patricia A. Satterthwaite Vice President of FMR (1993) and of a fund advised by FMR. Thomas T. Soviero Vice President of FMR (1993). Robert E. Stansky Senior Vice President of FMR (1993) and of funds advised by FMR. Gary L. Swayze Vice President of FMR and of funds advised by FMR; and Tax-Free Fixed-Income Group Leader. Thomas Sweeney Vice President of FMR (1993). Donald Taylor Vice President of FMR (1993) and of funds advised by FMR. Beth F. Terrana Senior Vice President of FMR (1993) and of funds advised by FMR. Joel Tillinghast Vice President of FMR (1993) and of a fund advised by FMR. Robert Tucket Vice President of FMR (1993). George A. Vanderheiden Senior Vice President of FMR; Vice President of funds advised by FMR; and Growth Group Leader. Jeffrey Vinik Senior Vice President of FMR (1993) and of a fund advised by FMR. Guy E. Wickwire Vice President of FMR and of a fund advised by FMR. Arthur S. Loring Senior Vice President (1993), Clerk and General Counsel of FMR; Vice President, Legal of FMR Corp.; and Secretary of funds advised by FMR.
(2) FMR TEXAS INC. (FMR Texas) FMR Texas provides investment advisory services to Fidelity Management & Research Company. The directors and officers of the Sub-Adviser have held the following positions of a substantial nature during the past two fiscal years. Edward C. Johnson 3d Chairman and Director of FMR Texas; Chairman of the Executive Committee of FMR; President and Chief Exective Officer of FMR Corp.; Chairman of the Board and a Director of FMR, FMR Corp., Fidelity Management & Research (Far East) Inc. and Fidelity Management & Research (U.K.) Inc.; President and Trustee of funds advised by FMR. J. Gary Burkhead President and Director of FMR Texas; President of FMR; Managing Director of FMR Corp.; President and a Director of Fidelity Management & Research (Far East) Inc. and Fidelity Management & Research (U.K.) Inc.; Senior Vice President and Trustee of funds advised by FMR. Fred L. Henning, Jr. Senior Vice President of FMR Texas; Money Market Division Leader. Robert Auld Vice President of FMR Texas (1993). Leland Barron Vice President of FMR Texas and of funds advised by FMR. Robert Litterst Vice President of FMR Texas and of funds advised by FMR (1993). Thomas D. Maher Vice President of FMR Texas and Assistant Vice President of funds advised by FMR. Burnell R. Stehman Vice President of FMR Texas and of funds advised by FMR. John J. Todd Vice President of FMR Texas and of funds advised by FMR. Sarah H. Zenoble Vice President of FMR Texas and of funds advised by FMR. Stephen P. Jonas Treasurer of FMR Texas Inc. (1993), Fidelity Management & Research (U.K.) Inc. (1993), and Fidelity Mangement & Research (Far East) Inc. (1993); Treasurer and Vice President of FMR (1993); and Treasurer of the funds advised by FMR (1995). David C. Weinstein Secretary of FMR Texas; Clerk of Fidelity Management & Research (U.K.) Inc.; Clerk of Fidelity Management & Research (Far East) Inc. Item 29. Principal Underwriters (a) Fidelity Distributors Corporation (FDC) acts as distributor for most funds advised by FMR and the following other funds: ARK Funds (b) Name and Principal Positions and Offices Positions and Offices Business Address* With Underwriter With Registrant Edward C. Johnson 3d Director Trustee and President Nita B. Kincaid Director None W. Humphrey Bogart Director None Kurt A. Lange President and Treasurer None William L. Adair Senior Vice President None Thomas W. Littauer Senior Vice President None Arthur S. Loring Vice President and Clerk Secretary * 82 Devonshire Street, Boston, MA (c) Not applicable. Item 30. Location of Accounts and Records All accounts, books, and other documents required to be maintained by Section 31a of the 1940 Act and the Rules promulgated thereunder are maintained by Fidelity Management & Research Company or Fidelity Service Co., 82 Devonshire Street, Boston, MA 02109, or the funds' respective custodians UMB Bank, n.a., 1010 Grand Avenue, Kansas City, MO. and Morgan Guaranty Trust Company of New York, 61 Wall Street, 37th Floor, New York, N.Y. Item 31. Management Services Not applicable. Item 32. Undertakings Not applicable. SIGNATURES Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant has duly caused this Post-Effective Amendment No. 29 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Boston, and Commonwealth of Massachusetts, on the 27th day of March 1995. DAILY MONEY FUND By /s/Edward C. Johnson 3d (dagger) Edward C. Johnson 3d, President Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed below by the following persons in the capacities and on the dates indicated. (Signature) (Title) (Date)
/s/Edward C. Johnson 3d(dagger) President and Trustee March, 17 1995 Edward C. Johnson 3d (Principal Executive Officer)
/s/Stephen P. Jonas Treasurer March, 17 1995 Stephen P. Jonas /s/J. Gary Burkhead Trustee March, 17 1995 J. Gary Burkhead /s/Ralph F. Cox * Trustee March, 17 1995 Ralph F. Cox /s/Phyllis Burke Davis * Trustee March, 17 1995 Phyllis Burke Davis /s/Richard J. Flynn * Trustee March, 17 1995 Richard J. Flynn /s/E. Bradley Jones * Trustee March, 17 1995 E. Bradley Jones /s/Donald J. Kirk * Trustee March, 17 1995 Donald J. Kirk /s/Peter S. Lynch * Trustee March, 17 1995 Peter S. Lynch /s/Edward H. Malone * Trustee March, 17 1995 Edward H. Malone /s/Marvin L. Mann * Trustee March, 17 1995 Marvin L. Mann /s/Gerald C. McDonough* Trustee March, 17 1995 Gerald C. McDonough /s/Thomas R. Williams * Trustee March, 17 1995 Thomas R. Williams (dagger) Signatures affixed by J. Gary Burkhead pursuant to a power of attorney dated December 15, 1994 and filed herewith. * Signature affixed by Robert C. Hacker pursuant to a power of attorney dated December 15, 1994 and filed herewith. POWER OF ATTORNEY I, the undersigned President and Director, Trustee or General Partner, as the case may be, of the following investment companies:
Daily Money Fund Fidelity Institutional Tax-Exempt Cash Portfolios Daily Tax-Exempt Money Fund Fidelity Institutional Investors Trust Fidelity Beacon Street Trust Fidelity Money Market Trust II Fidelity California Municipal Trust II Fidelity Municipal Trust II Fidelity Court Street Trust II Fidelity New York Municipal Trust II Fidelity Hereford Street Trust Fidelity Phillips Street Trust Fidelity Institutional Cash Portfolios Fidelity Union Street Trust II
in addition to any other investment company for which Fidelity Management & Research Company acts as investment adviser and for which the undersigned individual serves as President and Board Member (collectively, the "Funds"), hereby severally constitute and appoint J. Gary Burkhead, my true and lawful attorney-in-fact, with full power of substitution, and with full power to sign for me and in my name in the appropriate capacity any Registration Statements of the Funds on Form N-1A, Form N-8A or any successor thereto, any and all subsequent Pre-Effective Amendments or Post-Effective Amendments to said Registration Statements on Form N-1A or any successor thereto, any Registration Statements on Form N-14, and any supplements or other instruments in connection therewith, and generally to do all such things in my name and behalf in connection therewith as said attorney-in-fact deem necessary or appropriate, to comply with the provisions of the Securities Act of 1933 and Investment Company Act of 1940, and all related requirements of the Securities and Exchange Commission. I hereby ratify and confirm all that said attorneys-in-fact or their substitutes may do or cause to be done by virtue hereof. WITNESS my hand on the date set forth below. /s/Edward C. Johnson 3d December 15, 1994 Edward C. Johnson 3d POWER OF ATTORNEY We, the undersigned Directors, Trustees or General Partners, as the case may be, of the following investment companies:
Daily Money Fund Fidelity Institutional Tax-Exempt Cash Portfolios Daily Tax-Exempt Money Fund Fidelity Institutional Investors Trust Fidelity Beacon Street Trust Fidelity Money Market Trust II Fidelity California Municipal Trust II Fidelity Municipal Trust II Fidelity Court Street Trust II Fidelity New York Municipal Trust II Fidelity Hereford Street Trust Fidelity Phillips Street Trust Fidelity Institutional Cash Portfolios Fidelity Union Street Trust II
in addition to any other investment company for which Fidelity Management & Research Company acts as investment adviser and for which the undersigned individual serves as a Director, Trustee or General Partner (collectively, the "Funds"), hereby severally constitute and appoint Arthur J. Brown, Arthur C. Delibert, Robert C. Hacker, Richard M. Phillips, Dana L. Platt and Stephanie A. Djinis, each of them singly, my true and lawful attorney-in-fact, with full power of substitution, and with full power to each of them, to sign for me and my name in the appropriate capacities any Registration Statements of the Funds on Form N-1A or any successor thereto, any and all subsequent Pre-Effective Amendments or Post-Effective Amendments to said Registration Statements on Form N-1A or any successor thereto, any Registration Statements on Form N-14, and any supplements or other instruments in connection therewith, and generally to do all such things in my name and behalf in connection therewith as said attorneys-in-fact deem necessary or appropriate, to comply with the provisions of the Securities Act of 1933 and Investment Company Act of 1940, and all related requirements of the Securities and Exchange Commission, hereby ratifying and confirming all that said attorney-in-fact or their substitutes may do or cause to be done by virtue hereof. WITNESS our hands on this fifteenth day of December, 1994. /s/Edward C. Johnson 3d /s/Donald J. Kirk Edward C. Johnson 3d Donald J. Kirk /s/J. Gary Burkhead /s/Peter S. Lynch J. Gary Burkhead Peter S. Lynch /s/Ralph F. Cox /s/Marvin L. Mann Ralph F. Cox Marvin L. Mann /s/Phyllis Burke Davis /s/Edward H. Malone Phyllis Burke Davis Edward H. Malone /s/Richard J. Flynn /s/Gerald C. McDonough Richard J. Flynn Gerald C. McDonough /s/E. Bradley Jones /s/Thomas R. Williams E. Bradley Jones Thomas R. Williams POWER OF ATTORNEY I, the undersigned Treasurer and principal financial and accounting officer of the following investment companies:
Daily Money Fund Fidelity Institutional Tax-Exempt Cash Portfolios Daily Tax-Exempt Money Fund Fidelity Institutional Investors Trust Fidelity Beacon Street Trust Fidelity Money Market Trust II Fidelity California Municipal Trust II Fidelity Municipal Trust II Fidelity Court Street Trust II Fidelity New York Municipal Trust II Fidelity Hereford Street Trust Fidelity Phillips Street Trust Fidelity Institutional Cash Portfolios Fidelity Union Street Trust II
in addition to any other investment company for which Fidelity Management & Research Company acts as investment adviser and for which the undersigned individual serves as Treasurer and principal financial and accounting officer (collectively, the "Funds"), hereby constitute and appoint John H. Costello, my true and lawful attorney-in-fact, with full power of substitution, and with full power to him to sign for me and in my name, in the appropriate capacity any Registration Statements of the Funds on Form N-1A, Form N-8A or any successor thereto, any and all subsequent Pre-Effective Amendments or Post-Effective Amendments to said Registration Statements on Form N-1A or any successor thereto, any Registration Statements on Form N-14, and any supplements or other instruments in connection therewith, and generally to do all such things in my name and behalf in connection therewith as said attorney-in-fact deems necessary or appropriate, to comply with the provisions of the Securities Act of 1933 and the Investment Company Act of 1940, and all related requirements of the Securities and Exchange Commission. I hereby ratify and confirm all that said attorney-in-fact or his substitutes may do or cause to be done by virtue hereof. WITNESS my hand on the date set forth below. /s/Stephen P. Jonas March 1, 1995 Stephen P. Jonas -----END PRIVACY-ENHANCED MESSAGE-----