FORM N-PX

ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY

INVESTMENT COMPANY ACT FILE NUMBER: 811-02614

EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER: Fidelity Exchange Fund

Fund Name: Fidelity Exchange Fund

82 DEVONSHIRE STREET, BOSTON, MA 02109
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)

SCOTT C.GOEBEL, SECRETARY, 82 DEVONSHIRE STREET, BOSTON, MA 02109
(NAME AND ADDRESS OF AGENT FOR SERVICE)

REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: 617-563-7000

DATE OF FISCAL YEAR END: DECEMBER 31

DATE OF REPORTING PERIOD: 06/30/2008

SIGNATURES

PURSUANT TO THE REQUIREMENTS OF THE INVESTMENT COMPANY ACT OF 1940, THE REGISTRANT HAS DULY CAUSED THIS REPORT TO BE SIGNED ON ITS BEHALF BY THE UNDERSIGNED, THERE UNTO DULY AUTHORIZED.

Fidelity Exchange Fund

BY:  /s/ KENNETH B. ROBINS*
KENNETH B. ROBINS, TREASURER
DATE: 08/12/2008 05:35:36 PM

*BY:  /s/ CLAIRE S. WALPOLE
CLAIRE S. WALPOLE, VICE PRESIDENT, FIDELITY MANAGEMENT & RESEARCH COMPANY, PURSUANT TO A POWER OF ATTORNEY DATED JUNE 11, 2008 AND FILED HEREWITH.

VOTE SUMMARY REPORT
Fidelity Exchange Fund
07/01/2007- 06/30/2008

Note: The Security ID will be the CUSIP (Committee on Uniform Securities Identification Procedures) when available. When CUSIP is not available, an alternate identifier, e.g., CINS, will be provided.

ISSUER NAME: 3M COMPANY MEETING DATE: 05/13/2008
TICKER: MMM     SECURITY ID: 88579Y101
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT LINDA G. ALVARADO AS A DIRECTOR	Management	For	For
1. 2	ELECT GEORGE W. BUCKLEY AS A DIRECTOR	Management	For	For
1. 3	ELECT VANCE D. COFFMAN AS A DIRECTOR	Management	For	For
1. 4	ELECT MICHAEL L. ESKEW AS A DIRECTOR	Management	For	For
1. 5	ELECT W. JAMES FARRELL AS A DIRECTOR	Management	For	For
1. 6	ELECT HERBERT L. HENKEL AS A DIRECTOR	Management	For	For
1. 7	ELECT EDWARD M. LIDDY AS A DIRECTOR	Management	For	For
1. 8	ELECT ROBERT S. MORRISON AS A DIRECTOR	Management	For	For
1. 9	ELECT AULANA L. PETERS AS A DIRECTOR	Management	For	For
1. 10	ELECT ROBERT J. ULRICH AS A DIRECTOR	Management	For	For
2	TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS 3M S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.	Management	For	For
3	TO APPROVE THE LONG-TERM INCENTIVE PLAN.	Management	For	Against
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: AGILENT TECHNOLOGIES, INC. MEETING DATE: 02/27/2008
TICKER: A     SECURITY ID: 00846U101
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT HEIDI KUNZ AS A DIRECTOR	Management	For	For
1. 2	ELECT DAVID M. LAWRENCE, M.D. AS A DIRECTOR	Management	For	For
1. 3	ELECT A. BARRY RAND AS A DIRECTOR	Management	For	For
2	THE RATIFICATION OF THE AUDIT AND FINANCE COMMITTEE S APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS AGILENT S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.	Management	For	For
3	THE APPROVAL OF THE AGILENT TECHNOLOGIES, INC. LONG-TERM PERFORMANCE PROGRAM.	Management	For	For
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: AIR PRODUCTS AND CHEMICALS, INC. MEETING DATE: 01/24/2008
TICKER: APD     SECURITY ID: 009158106
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT MICHAEL J. DONAHUE AS A DIRECTOR	Management	For	For
1. 2	ELECT URSULA O. FAIRBAIRN AS A DIRECTOR	Management	For	For
1. 3	ELECT JOHN P. JONES III AS A DIRECTOR	Management	For	For
1. 4	ELECT LAWRENCE S. SMITH AS A DIRECTOR	Management	For	For
2	APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS. RATIFICATION OF APPOINTMENT OF KPMG LLP, AS INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR FISCAL YEAR 2008.	Management	For	For
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: ALTRIA GROUP, INC. MEETING DATE: 05/28/2008
TICKER: MO     SECURITY ID: 02209S103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ELECTION OF DIRECTORS: ELIZABETH E. BAILEY	Management	For	For
2	ELECTION OF DIRECTORS: GERALD L. BALILES	Management	For	For
3	ELECTION OF DIRECTORS: DINYAR S. DEVITRE	Management	For	For
4	ELECTION OF DIRECTORS: THOMAS F. FARRELL, II	Management	For	For
5	ELECTION OF DIRECTORS: ROBERT E.R. HUNTLEY	Management	For	For
6	ELECTION OF DIRECTORS: THOMAS W. JONES	Management	For	For
7	ELECTION OF DIRECTORS: GEORGE MUNOZ	Management	For	For
8	ELECTION OF DIRECTORS: MICHAEL E. SZYMANCZYK	Management	For	For
9	RATIFICATION OF THE SELECTION OF INDEPENDENT AUDITORS	Management	For	For
10	STOCKHOLDER PROPOSAL 1 - SHAREHOLDER SAY ON EXECUTIVE PAY	Shareholder	Against	Abstain
11	STOCKHOLDER PROPOSAL 2 - CUMULATIVE VOTING	Shareholder	Against	Against
12	STOCKHOLDER PROPOSAL 3 - APPLY GLOBALLY PRACTICES DEMANDED BY THE MASTER SETTLEMENT AGREEMENT	Shareholder	Against	Against
13	STOCKHOLDER PROPOSAL 4 - STOP YOUTH-ORIENTED AD CAMPAIGNS	Shareholder	Against	Abstain
14	STOCKHOLDER PROPOSAL 5 - TWO CIGARETTE APPROACH TO MARKETING	Shareholder	Against	Abstain
15	STOCKHOLDER PROPOSAL 6 - ENDORSE HEALTH CARE PRINCIPLES	Shareholder	Against	Abstain
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: AMERICAN EXPRESS COMPANY MEETING DATE: 04/28/2008
TICKER: AXP     SECURITY ID: 025816109
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT D.F. AKERSON AS A DIRECTOR	Management	For	For
1. 2	ELECT C. BARSHEFSKY AS A DIRECTOR	Management	For	For
1. 3	ELECT U.M. BURNS AS A DIRECTOR	Management	For	For
1. 4	ELECT K.I. CHENAULT AS A DIRECTOR	Management	For	For
1. 5	ELECT P. CHERNIN AS A DIRECTOR	Management	For	For
1. 6	ELECT J. LESCHLY AS A DIRECTOR	Management	For	For
1. 7	ELECT R.C. LEVIN AS A DIRECTOR	Management	For	For
1. 8	ELECT R.A. MCGINN AS A DIRECTOR	Management	For	For
1. 9	ELECT E.D. MILLER AS A DIRECTOR	Management	For	For
1. 10	ELECT S.S REINEMUND AS A DIRECTOR	Management	For	For
1. 11	ELECT R.D. WALTER AS A DIRECTOR	Management	For	For
1. 12	ELECT R.A. WILLIAMS AS A DIRECTOR	Management	For	For
2	A PROPOSAL TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2008.	Management	For	For
3	A PROPOSAL TO AMEND THE CERTIFICATE OF INCORPORATION TO REQUIRE A MAJORITY VOTE FOR THE ELECTION OF DIRECTORS IN NON-CONTESTED ELECTIONS.	Management	For	For
4	PROPOSAL TO AMEND THE CERTIFICATE OF INCORPORATION TO ELIMINATE STATUTORY SUPERMAJORITY VOTING: MERGER OR CONSOLIDATION.	Management	For	For
5	PROPOSAL TO AMEND THE CERTIFICATE OF INCORPORATION TO ELIMINATE STATUTORY SUPERMAJORITY VOTING: SALE, LEASE, EXCHANGE OR OTHER DISPOSITION OF ALL OR SUBSTANTIALLY ALL OF THE COMPANY S ASSETS OUTSIDE THE ORDINARY COURSE OF BUSINESS.	Management	For	For
6	PROPOSAL TO AMEND THE CERTIFICATE OF INCORPORATION TO ELIMINATE STATUTORY SUPERMAJORITY VOTING: PLAN FOR THE EXCHANGE OF SHARES.	Management	For	For
7	PROPOSAL TO AMEND THE CERTIFICATE OF INCORPORATION TO ELIMINATE STATUTORY SUPERMAJORITY VOTING: AUTHORIZATION OF DISSOLUTION.	Management	For	For
8	A SHAREHOLDER PROPOSAL RELATING TO CUMULATIVE VOTING FOR DIRECTORS.	Shareholder	Against	Against
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: AMERIPRISE FINANCIAL, INC. MEETING DATE: 04/23/2008
TICKER: AMP     SECURITY ID: 03076C106
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ELECTION OF DIRECTOR - W. WALKER LEWIS	Management	For	For
2	ELECTION OF DIRECTOR - SIRI S. MARSHALL	Management	For	For
3	ELECTION OF DIRECTOR - WILLIAM H. TURNER	Management	For	For
4	PROPOSAL TO RATIFY THE AUDIT COMMITTEE S SELECTION OF ERNST & YOUNG LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR 2008.	Management	For	For
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: BECTON, DICKINSON AND COMPANY MEETING DATE: 01/29/2008
TICKER: BDX     SECURITY ID: 075887109
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT BASIL L. ANDERSON AS A DIRECTOR	Management	For	For
1. 2	ELECT MARSHALL O. LARSEN AS A DIRECTOR	Management	For	For
1. 3	ELECT GARY A. MECKLENBURG AS A DIRECTOR	Management	For	For
1. 4	ELECT CATHY E. MINEHAN AS A DIRECTOR	Management	For	For
1. 5	ELECT ALFRED SOMMER AS A DIRECTOR	Management	For	For
2	RATIFICATION OF SELECTION OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM	Management	For	For
3	ANNUAL ELECTION OF DIRECTORS	Shareholder	Against	For
4	CUMULATIVE VOTING	Shareholder	Against	Against
5	ENVIRONMENTAL REPORT	Shareholder	Against	Abstain
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: BERKSHIRE HATHAWAY INC. MEETING DATE: 05/03/2008
TICKER: BRKB     SECURITY ID: 084670207
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT WARREN E. BUFFETT AS A DIRECTOR	Management	For	For
1. 2	ELECT CHARLES T. MUNGER AS A DIRECTOR	Management	For	For
1. 3	ELECT HOWARD G. BUFFETT AS A DIRECTOR	Management	For	For
1. 4	ELECT SUSAN L. DECKER AS A DIRECTOR	Management	For	For
1. 5	ELECT WILLIAM H. GATES III AS A DIRECTOR	Management	For	For
1. 6	ELECT DAVID S. GOTTESMAN AS A DIRECTOR	Management	For	For
1. 7	ELECT CHARLOTTE GUYMAN AS A DIRECTOR	Management	For	For
1. 8	ELECT DONALD R. KEOUGH AS A DIRECTOR	Management	For	For
1. 9	ELECT THOMAS S. MURPHY AS A DIRECTOR	Management	For	For
1. 10	ELECT RONALD L. OLSON AS A DIRECTOR	Management	For	For
1. 11	ELECT WALTER SCOTT, JR. AS A DIRECTOR	Management	For	For
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: BRISTOL-MYERS SQUIBB COMPANY MEETING DATE: 05/06/2008
TICKER: BMY     SECURITY ID: 110122108
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ELECTION OF DIRECTOR: L.B. CAMPBELL	Management	For	For
2	ELECTION OF DIRECTOR: J.M. CORNELIUS	Management	For	For
3	ELECTION OF DIRECTOR: L.J. FREEH	Management	For	For
4	ELECTION OF DIRECTOR: L.H. GLIMCHER, M.D.	Management	For	For
5	ELECTION OF DIRECTOR: M. GROBSTEIN	Management	For	For
6	ELECTION OF DIRECTOR: L. JOHANSSON	Management	For	For
7	ELECTION OF DIRECTOR: A.J. LACY	Management	For	For
8	ELECTION OF DIRECTOR: V.L. SATO, PH.D.	Management	For	For
9	ELECTION OF DIRECTOR: T.D. WEST, JR.	Management	For	For
10	ELECTION OF DIRECTOR: R.S. WILLIAMS, M.D.	Management	For	For
11	RATIFICATION OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM	Management	For	For
12	EXECUTIVE COMPENSATION DISCLOSURE	Shareholder	Against	Against
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: CABOT CORPORATION MEETING DATE: 03/13/2008
TICKER: CBT     SECURITY ID: 127055101
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ELECTION OF DIRECTOR: JUAN ENRIQUEZ-CABOT	Management	For	For
2	ELECTION OF DIRECTOR: ARTHUR L. GOLDSTEIN	Management	For	For
3	ELECTION OF DIRECTOR: GAUTAM S. KAJI	Management	For	For
4	ELECTION OF DIRECTOR: HENRY F. MCCANCE	Management	For	For
5	ELECTION OF DIRECTOR: PATRICK M. PREVOST	Management	For	For
6	TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS CABOT S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING SEPTEMBER 30, 2008.	Management	For	For
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: CHEVRON CORPORATION MEETING DATE: 05/28/2008
TICKER: CVX     SECURITY ID: 166764100
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ELECTION OF DIRECTOR: S.H. ARMACOST	Management	For	For
2	ELECTION OF DIRECTOR: L.F. DEILY	Management	For	For
3	ELECTION OF DIRECTOR: R.E. DENHAM	Management	For	For
4	ELECTION OF DIRECTOR: R.J. EATON	Management	For	For
5	ELECTION OF DIRECTOR: S. GINN	Management	For	For
6	ELECTION OF DIRECTOR: F.G. JENIFER	Management	For	For
7	ELECTION OF DIRECTOR: J.L. JONES	Management	For	For
8	ELECTION OF DIRECTOR: S. NUNN	Management	For	For
9	ELECTION OF DIRECTOR: D.J. O REILLY	Management	For	For
10	ELECTION OF DIRECTOR: D.B. RICE	Management	For	For
11	ELECTION OF DIRECTOR: P.J. ROBERTSON	Management	For	For
12	ELECTION OF DIRECTOR: K.W. SHARER	Management	For	For
13	ELECTION OF DIRECTOR: C.R. SHOEMATE	Management	For	For
14	ELECTION OF DIRECTOR: R.D. SUGAR	Management	For	For
15	ELECTION OF DIRECTOR: C. WARE	Management	For	For
16	RATIFICATION OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM	Management	For	For
17	PROPOSAL TO AMEND CHEVRON S RESTATED CERTIFICATE OF INCORPORATION TO INCREASE THE NUMBER OF AUTHORIZED SHARES OF COMMON STOCK	Management	For	For
18	ADOPT POLICY TO SEPARATE THE CEO/CHAIRMAN POSITIONS	Shareholder	Against	Against
19	ADOPT POLICY AND REPORT ON HUMAN RIGHTS	Shareholder	Against	Abstain
20	REPORT ON ENVIRONMENTAL IMPACT OF CANADIAN OIL SANDS OPERATIONS	Shareholder	Against	Abstain
21	ADOPT GOALS AND REPORT ON GREENHOUSE GAS EMISSIONS	Shareholder	Against	Abstain
22	REVIEW AND REPORT ON GUIDELINES FOR COUNTRY SELECTION	Shareholder	Against	Abstain
23	REPORT ON HOST COUNTRY LAWS	Shareholder	Against	Abstain
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: CITIGROUP INC. MEETING DATE: 04/22/2008
TICKER: C     SECURITY ID: 172967101
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ELECTION OF DIRECTOR: C. MICHAEL ARMSTRONG	Management	For	For
2	ELECTION OF DIRECTOR: ALAIN J.P. BELDA	Management	For	For
3	ELECTION OF DIRECTOR: SIR WINFRIED BISCHOFF	Management	For	For
4	ELECTION OF DIRECTOR: KENNETH T. DERR	Management	For	For
5	ELECTION OF DIRECTOR: JOHN M. DEUTCH	Management	For	For
6	ELECTION OF DIRECTOR: ROBERTO HERNANDEZ RAMIREZ	Management	For	For
7	ELECTION OF DIRECTOR: ANDREW N. LIVERIS	Management	For	For
8	ELECTION OF DIRECTOR: ANNE MULCAHY	Management	For	For
9	ELECTION OF DIRECTOR: VIKRAM PANDIT	Management	For	For
10	ELECTION OF DIRECTOR: RICHARD D. PARSONS	Management	For	For
11	ELECTION OF DIRECTOR: JUDITH RODIN	Management	For	For
12	ELECTION OF DIRECTOR: ROBERT E. RUBIN	Management	For	For
13	ELECTION OF DIRECTOR: ROBERT L. RYAN	Management	For	For
14	ELECTION OF DIRECTOR: FRANKLIN A. THOMAS	Management	For	For
15	PROPOSAL TO RATIFY THE SELECTION OF KPMG LLP AS CITIGROUP S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2008.	Management	For	For
16	STOCKHOLDER PROPOSAL REQUESTING A REPORT ON PRIOR GOVERNMENTAL SERVICE OF CERTAIN INDIVIDUALS.	Shareholder	Against	Against
17	STOCKHOLDER PROPOSAL REQUESTING A REPORT ON POLITICAL CONTRIBUTIONS.	Shareholder	Against	Abstain
18	STOCKHOLDER PROPOSAL REQUESTING THAT EXECUTIVE COMPENSATION BE LIMITED TO 100 TIMES THE AVERAGE COMPENSATION PAID TO WORLDWIDE EMPLOYEES.	Shareholder	Against	Against
19	STOCKHOLDER PROPOSAL REQUESTING THAT TWO CANDIDATES BE NOMINATED FOR EACH BOARD POSITION.	Shareholder	Against	Abstain
20	STOCKHOLDER PROPOSAL REQUESTING A REPORT ON THE EQUATOR PRINCIPLES.	Shareholder	Against	Abstain
21	STOCKHOLDER PROPOSAL REQUESTING THE ADOPTION OF CERTAIN EMPLOYMENT PRINCIPLES FOR EXECUTIVE OFFICERS.	Shareholder	Against	Abstain
22	STOCKHOLDER PROPOSAL REQUESTING THAT CITI AMEND ITS GHG EMISSIONS POLICIES.	Shareholder	Against	Abstain
23	STOCKHOLDER PROPOSAL REQUESTING A REPORT ON HOW INVESTMENT POLICIES ADDRESS OR COULD ADDRESS HUMAN RIGHTS ISSUES.	Shareholder	Against	Abstain
24	STOCKHOLDER PROPOSAL REQUESTING AN INDEPENDENT BOARD CHAIRMAN.	Shareholder	Against	Against
25	STOCKHOLDER PROPOSAL REQUESTING AN ADVISORY VOTE TO RATIFY EXECUTIVE COMPENSATION.	Shareholder	Against	Abstain
26	PLEASE INDICATE IF YOU WOULD LIKE TO KEEP YOUR VOTE CONFIDENTIAL UNDER THE CURRENT POLICY.	Management	Unknown	For
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: COACH, INC. MEETING DATE: 11/08/2007
TICKER: COH     SECURITY ID: 189754104
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT LEW FRANKFORT AS A DIRECTOR	Management	For	For
1. 2	ELECT SUSAN KROPF AS A DIRECTOR	Management	For	For
1. 3	ELECT GARY LOVEMAN AS A DIRECTOR	Management	For	For
1. 4	ELECT IVAN MENEZES AS A DIRECTOR	Management	For	For
1. 5	ELECT IRENE MILLER AS A DIRECTOR	Management	For	For
1. 6	ELECT KEITH MONDA AS A DIRECTOR	Management	For	For
1. 7	ELECT MICHAEL MURPHY AS A DIRECTOR	Management	For	For
1. 8	ELECT JIDE ZEITLIN AS A DIRECTOR	Management	For	For
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: COLGATE-PALMOLIVE COMPANY MEETING DATE: 05/08/2008
TICKER: CL     SECURITY ID: 194162103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ELECTION OF DIRECTOR: JOHN T. CAHILL	Management	For	For
2	ELECTION OF DIRECTOR: JILL K. CONWAY	Management	For	For
3	ELECTION OF DIRECTOR: IAN M. COOK	Management	For	For
4	ELECTION OF DIRECTOR: ELLEN M. HANCOCK	Management	For	For
5	ELECTION OF DIRECTOR: DAVID W. JOHNSON	Management	For	For
6	ELECTION OF DIRECTOR: RICHARD J. KOGAN	Management	For	For
7	ELECTION OF DIRECTOR: DELANO E. LEWIS	Management	For	For
8	ELECTION OF DIRECTOR: REUBEN MARK	Management	For	For
9	ELECTION OF DIRECTOR: J. PEDRO REINHARD	Management	For	For
10	ELECTION OF DIRECTOR: STEPHEN I. SADOVE	Management	For	For
11	RATIFY SELECTION OF PRICEWATERHOUSECOOPERS LLP AS COLGATE S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM	Management	For	For
12	AMEND RESTATED CERTIFICATE OF INCORPORATION TO INCREASE THE NUMBER OF AUTHORIZED SHARES OF COMMON STOCK	Management	For	Against
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: ELI LILLY AND COMPANY MEETING DATE: 04/21/2008
TICKER: LLY     SECURITY ID: 532457108
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT M.L. ESKEW AS A DIRECTOR	Management	For	For
1. 2	ELECT A.G. GILMAN AS A DIRECTOR	Management	For	For
1. 3	ELECT K.N. HORN AS A DIRECTOR	Management	For	For
1. 4	ELECT J.C. LECHLEITER AS A DIRECTOR	Management	For	For
2	RATIFICATION OF THE APPOINTMENT BY THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS OF ERNST & YOUNG LLP AS PRINCIPAL INDEPENDENT AUDITORS FOR 2008	Management	For	For
3	APPROVE AMENDMENTS TO THE ARTICLES OF INCORPORATION TO PROVIDE FOR THE DECLASSIFICATION OF THE BOARD	Management	For	For
4	APPROVE AMENDMENTS TO THE ARTICLES OF INCORPORATION TO PROVIDE FOR ELECTION OF DIRECTORS BY MAJORITY VOTE	Management	For	For
5	AMENDING THE COMPANY S STOCK PLANS	Management	For	Against
6	PROPOSAL BY SHAREHOLDERS ON INTERNATIONAL OUTSOURCING OF ANIMAL RESEARCH	Shareholder	Against	Abstain
7	PROPOSAL BY SHAREHOLDERS ON ALLOWING SHAREHOLDERS TO AMEND THE COMPANY S BYLAWS	Shareholder	Against	For
8	PROPOSAL BY SHAREHOLDERS ON ADOPTING A SIMPLE MAJORITY VOTE STANDARD	Shareholder	Against	For
9	PROPOSAL BY SHAREHOLDERS ON REPORTING COMPANY S POLITICAL CONTRIBUTIONS	Shareholder	Against	Abstain
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: EMBARQ CORPORATION MEETING DATE: 05/01/2008
TICKER: EQ     SECURITY ID: 29078E105
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT PETER C. BROWN AS A DIRECTOR	Management	For	For
1. 2	ELECT STEVEN A. DAVIS AS A DIRECTOR	Management	For	For
1. 3	ELECT RICHARD A. GEPHARDT AS A DIRECTOR	Management	For	For
1. 4	ELECT THOMAS A. GERKE AS A DIRECTOR	Management	For	For
1. 5	ELECT JOHN P. MULLEN AS A DIRECTOR	Management	For	For
1. 6	ELECT WILLIAM A. OWENS AS A DIRECTOR	Management	For	For
1. 7	ELECT DINESH C. PALIWAL AS A DIRECTOR	Management	For	For
1. 8	ELECT STEPHANIE M. SHERN AS A DIRECTOR	Management	For	For
1. 9	ELECT LAURIE A. SIEGEL AS A DIRECTOR	Management	For	For
2	TO RATIFY THE APPOINTMENT OF KPMG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR OUR 2008 FISCAL YEAR.	Management	For	For
3	TO APPROVE THE EMBARQ CORPORATION 2008 EQUITY INCENTIVE PLAN.	Management	For	Against
4	TO APPROVE THE EMBARQ CORPORATION 2008 EMPLOYEE STOCK PURCHASE PLAN.	Management	For	For
5	TO APPROVE THE MATERIAL TERMS OF PERFORMANCE GOALS FOR QUALIFIED PERFORMANCE-BASED COMPENSATION.	Management	For	For
6	TO CONSIDER A SHAREHOLDER PROPOSAL, IF PROPERLY PRESENTED, SEEKING TO REQUIRE AN ADVISORY VOTE ON COMPENSATION.	Shareholder	Against	Abstain
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: EXXON MOBIL CORPORATION MEETING DATE: 05/28/2008
TICKER: XOM     SECURITY ID: 30231G102
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT M.J. BOSKIN AS A DIRECTOR	Management	For	For
1. 2	ELECT L.R. FAULKNER AS A DIRECTOR	Management	For	For
1. 3	ELECT W.W. GEORGE AS A DIRECTOR	Management	For	For
1. 4	ELECT J.R. HOUGHTON AS A DIRECTOR	Management	For	For
1. 5	ELECT R.C. KING AS A DIRECTOR	Management	For	For
1. 6	ELECT M.C. NELSON AS A DIRECTOR	Management	For	For
1. 7	ELECT S.J. PALMISANO AS A DIRECTOR	Management	For	For
1. 8	ELECT S.S REINEMUND AS A DIRECTOR	Management	For	For
1. 9	ELECT W.V. SHIPLEY AS A DIRECTOR	Management	For	For
1. 10	ELECT R.W. TILLERSON AS A DIRECTOR	Management	For	For
1. 11	ELECT E.E. WHITACRE, JR. AS A DIRECTOR	Management	For	For
2	RATIFICATION OF INDEPENDENT AUDITORS (PAGE 47)	Management	For	For
3	SHAREHOLDER PROPOSALS PROHIBITED (PAGE 49)	Shareholder	Against	Against
4	DIRECTOR NOMINEE QUALIFICATIONS (PAGE 49)	Shareholder	Against	Against
5	BOARD CHAIRMAN AND CEO (PAGE 50)	Shareholder	Against	Against
6	SHAREHOLDER RETURN POLICY (PAGE 52)	Shareholder	Against	Against
7	SHAREHOLDER ADVISORY VOTE ON EXECUTIVE COMPENSATION (PAGE 53)	Shareholder	Against	Abstain
8	EXECUTIVE COMPENSATION REPORT (PAGE 55)	Shareholder	Against	Against
9	INCENTIVE PAY RECOUPMENT (PAGE 57)	Shareholder	Against	For
10	CORPORATE SPONSORSHIPS REPORT (PAGE 58)	Shareholder	Against	Abstain
11	POLITICAL CONTRIBUTIONS REPORT (PAGE 60)	Shareholder	Against	Abstain
12	AMENDMENT OF EEO POLICY (PAGE 61)	Shareholder	Against	For
13	COMMUNITY ENVIRONMENTAL IMPACT (PAGE 63)	Shareholder	Against	Abstain
14	ANWR DRILLING REPORT (PAGE 65)	Shareholder	Against	Abstain
15	GREENHOUSE GAS EMISSIONS GOALS (PAGE 66)	Shareholder	Against	Abstain
16	CO2 INFORMATION AT THE PUMP (PAGE 68)	Shareholder	Against	Abstain
17	CLIMATE CHANGE AND TECHNOLOGY REPORT (PAGE 69)	Shareholder	Against	Abstain
18	ENERGY TECHNOLOGY REPORT (PAGE 70)	Shareholder	Against	Abstain
19	RENEWABLE ENERGY POLICY (PAGE 71)	Shareholder	Against	Abstain
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: GENERAL ELECTRIC COMPANY MEETING DATE: 04/23/2008
TICKER: GE     SECURITY ID: 369604103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ELECTION OF DIRECTOR: JAMES I. CASH, JR.	Management	For	For
2	ELECTION OF DIRECTOR: SIR WILLIAM M. CASTELL	Management	For	For
3	ELECTION OF DIRECTOR: ANN M. FUDGE	Management	For	For
4	ELECTION OF DIRECTOR: CLAUDIO X. GONZALEZ	Management	For	For
5	ELECTION OF DIRECTOR: SUSAN HOCKFIELD	Management	For	For
6	ELECTION OF DIRECTOR: JEFFREY R. IMMELT	Management	For	For
7	ELECTION OF DIRECTOR: ANDREA JUNG	Management	For	For
8	ELECTION OF DIRECTOR: ALAN G. (A.G.) LAFLEY	Management	For	For
9	ELECTION OF DIRECTOR: ROBERT W. LANE	Management	For	For
10	ELECTION OF DIRECTOR: RALPH S. LARSEN	Management	For	For
11	ELECTION OF DIRECTOR: ROCHELLE B. LAZARUS	Management	For	For
12	ELECTION OF DIRECTOR: JAMES J. MULVA	Management	For	For
13	ELECTION OF DIRECTOR: SAM NUNN	Management	For	For
14	ELECTION OF DIRECTOR: ROGER S. PENSKE	Management	For	For
15	ELECTION OF DIRECTOR: ROBERT J. SWIERINGA	Management	For	For
16	ELECTION OF DIRECTOR: DOUGLAS A. WARNER III	Management	For	For
17	RATIFICATION OF KPMG	Management	For	For
18	CUMULATIVE VOTING	Shareholder	Against	Against
19	SEPARATE THE ROLES OF CEO AND CHAIRMAN	Shareholder	Against	Against
20	RECOUP UNEARNED MANAGEMENT BONUSES	Shareholder	Against	For
21	CURB OVER-EXTENDED DIRECTORS	Shareholder	Against	Against
22	REPORT ON CHARITABLE CONTRIBUTIONS	Shareholder	Against	Abstain
23	GLOBAL WARMING REPORT	Shareholder	Against	Abstain
24	ADVISORY VOTE ON EXECUTIVE COMPENSATION.	Shareholder	Against	Abstain
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: GENERAL MILLS, INC. MEETING DATE: 09/24/2007
TICKER: GIS     SECURITY ID: 370334104
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ELECTION OF DIRECTOR: PAUL DANOS	Management	For	Against
2	ELECTION OF DIRECTOR: WILLIAM T. ESREY	Management	For	Against
3	ELECTION OF DIRECTOR: RAYMOND V. GILMARTIN	Management	For	Against
4	ELECTION OF DIRECTOR: JUDITH RICHARDS HOPE	Management	For	Against
5	ELECTION OF DIRECTOR: HEIDI G. MILLER	Management	For	Against
6	ELECTION OF DIRECTOR: HILDA OCHOA-BRILLEMBOURG	Management	For	Against
7	ELECTION OF DIRECTOR: STEVE ODLAND	Management	For	Against
8	ELECTION OF DIRECTOR: KENDALL J. POWELL	Management	For	Against
9	ELECTION OF DIRECTOR: MICHAEL D. ROSE	Management	For	Against
10	ELECTION OF DIRECTOR: ROBERT L. RYAN	Management	For	Against
11	ELECTION OF DIRECTOR: STEPHEN W. SANGER	Management	For	Against
12	ELECTION OF DIRECTOR: A. MICHAEL SPENCE	Management	For	Against
13	ELECTION OF DIRECTOR: DOROTHY A. TERRELL	Management	For	Against
14	RATIFY THE APPOINTMENT OF KPMG LLP AS GENERAL MILLS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.	Management	For	For
15	ADOPT THE 2007 STOCK COMPENSATION PLAN.	Management	For	Against
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: HEWLETT-PACKARD COMPANY MEETING DATE: 03/19/2008
TICKER: HPQ     SECURITY ID: 428236103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ELECTION OF DIRECTOR: L.T. BABBIO, JR.	Management	For	For
2	ELECTION OF DIRECTOR: S.M. BALDAUF	Management	For	For
3	ELECTION OF DIRECTOR: R.A. HACKBORN	Management	For	For
4	ELECTION OF DIRECTOR: J.H. HAMMERGREN	Management	For	For
5	ELECTION OF DIRECTOR: M.V. HURD	Management	For	For
6	ELECTION OF DIRECTOR: J.Z. HYATT	Management	For	For
7	ELECTION OF DIRECTOR: J.R. JOYCE	Management	For	For
8	ELECTION OF DIRECTOR: R.L. RYAN	Management	For	For
9	ELECTION OF DIRECTOR: L.S. SALHANY	Management	For	For
10	ELECTION OF DIRECTOR: G.K. THOMPSON	Management	For	For
11	TO RATIFY THE APPOINTMENT OF THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING OCTOBER 31, 2008	Management	For	For
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: INTERNATIONAL BUSINESS MACHINES CORP. MEETING DATE: 04/29/2008
TICKER: IBM     SECURITY ID: 459200101
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT C. BLACK AS A DIRECTOR	Management	For	For
1. 2	ELECT W.R. BRODY AS A DIRECTOR	Management	For	For
1. 3	ELECT K.I. CHENAULT AS A DIRECTOR	Management	For	For
1. 4	ELECT M.L. ESKEW AS A DIRECTOR	Management	For	For
1. 5	ELECT S.A. JACKSON AS A DIRECTOR	Management	For	For
1. 6	ELECT L.A. NOTO AS A DIRECTOR	Management	For	For
1. 7	ELECT J.W. OWENS AS A DIRECTOR	Management	For	For
1. 8	ELECT S.J. PALMISANO AS A DIRECTOR	Management	For	For
1. 9	ELECT J.E. SPERO AS A DIRECTOR	Management	For	For
1. 10	ELECT S. TAUREL AS A DIRECTOR	Management	For	For
1. 11	ELECT L.H. ZAMBRANO AS A DIRECTOR	Management	For	For
2	RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM	Management	For	For
3	STOCKHOLDER PROPOSAL ON CUMULATIVE VOTING	Shareholder	Against	Against
4	STOCKHOLDER PROPOSAL ON EXECUTIVE COMPENSATION	Shareholder	Against	Against
5	STOCKHOLDER PROPOSAL ON BOARD COMMITTEE ON HUMAN RIGHTS	Shareholder	Against	Against
6	STOCKHOLDER PROPOSAL ON SPECIAL MEETINGS	Shareholder	Against	For
7	STOCKHOLDER PROPOSAL ON ADVISORY VOTE ON EXECUTIVE COMPENSATION	Shareholder	Against	Abstain
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: JOHNSON & JOHNSON MEETING DATE: 04/24/2008
TICKER: JNJ     SECURITY ID: 478160104
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT MARY SUE COLEMAN AS A DIRECTOR	Management	For	For
1. 2	ELECT JAMES G. CULLEN AS A DIRECTOR	Management	For	For
1. 3	ELECT MICHAEL M.E. JOHNS AS A DIRECTOR	Management	For	For
1. 4	ELECT ARNOLD G. LANGBO AS A DIRECTOR	Management	For	For
1. 5	ELECT SUSAN L. LINDQUIST AS A DIRECTOR	Management	For	For
1. 6	ELECT LEO F. MULLIN AS A DIRECTOR	Management	For	For
1. 7	ELECT WILLIAM D. PEREZ AS A DIRECTOR	Management	For	For
1. 8	ELECT CHRISTINE A. POON AS A DIRECTOR	Management	For	For
1. 9	ELECT CHARLES PRINCE AS A DIRECTOR	Management	For	For
1. 10	ELECT STEVEN S REINEMUND AS A DIRECTOR	Management	For	For
1. 11	ELECT DAVID SATCHER AS A DIRECTOR	Management	For	For
1. 12	ELECT WILLIAM C. WELDON AS A DIRECTOR	Management	For	For
2	RATIFICATION OF APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM	Management	For	For
3	SHAREHOLDER PROPOSAL: ADVISORY VOTE ON EXECUTIVE COMPENSATION POLICIES AND DISCLOSURE	Shareholder	Against	Abstain
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: JPMORGAN CHASE & CO. MEETING DATE: 05/20/2008
TICKER: JPM     SECURITY ID: 46625H100
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ELECTION OF DIRECTOR: CRANDALL C. BOWLES	Management	For	For
2	ELECTION OF DIRECTOR: STEPHEN B. BURKE	Management	For	For
3	ELECTION OF DIRECTOR: DAVID M. COTE	Management	For	For
4	ELECTION OF DIRECTOR: JAMES S. CROWN	Management	For	For
5	ELECTION OF DIRECTOR: JAMES DIMON	Management	For	For
6	ELECTION OF DIRECTOR: ELLEN V. FUTTER	Management	For	For
7	ELECTION OF DIRECTOR: WILLIAM H. GRAY, III	Management	For	For
8	ELECTION OF DIRECTOR: LABAN P. JACKSON, JR.	Management	For	For
9	ELECTION OF DIRECTOR: ROBERT I. LIPP	Management	For	For
10	ELECTION OF DIRECTOR: DAVID C. NOVAK	Management	For	For
11	ELECTION OF DIRECTOR: LEE R. RAYMOND	Management	For	For
12	ELECTION OF DIRECTOR: WILLIAM C. WELDON	Management	For	For
13	APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM	Management	For	For
14	APPROVAL OF AMENDMENT TO 2005 LONG-TERM INCENTIVE PLAN	Management	For	Against
15	REAPPROVAL OF KEY EXECUTIVE PERFORMANCE PLAN	Management	For	For
16	GOVERNMENTAL SERVICE REPORT	Shareholder	Against	Abstain
17	POLITICAL CONTRIBUTIONS REPORT	Shareholder	Against	Abstain
18	INDEPENDENT CHAIRMAN OF THE BOARD	Shareholder	Against	Against
19	EXECUTIVE COMPENSATION APPROVAL	Shareholder	Against	Abstain
20	TWO CANDIDATES PER DIRECTORSHIP	Shareholder	Against	Abstain
21	HUMAN RIGHTS AND INVESTMENT REPORT	Shareholder	Against	Abstain
22	LOBBYING PRIORITIES REPORT	Shareholder	Against	Abstain
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: LEHMAN BROTHERS HOLDINGS INC. MEETING DATE: 04/15/2008
TICKER: LEH     SECURITY ID: 524908100
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ELECTION OF DIRECTOR: MICHAEL L. AINSLIE	Management	For	For
2	ELECTION OF DIRECTOR: JOHN F. AKERS	Management	For	For
3	ELECTION OF DIRECTOR: ROGER S. BERLIND	Management	For	For
4	ELECTION OF DIRECTOR: THOMAS H. CRUIKSHANK	Management	For	For
5	ELECTION OF DIRECTOR: MARSHA JOHNSON EVANS	Management	For	For
6	ELECTION OF DIRECTOR: RICHARD S. FULD, JR.	Management	For	For
7	ELECTION OF DIRECTOR: SIR CHRISTOPHER GENT	Management	For	For
8	ELECTION OF DIRECTOR: JERRY A. GRUNDHOFER	Management	For	For
9	ELECTION OF DIRECTOR: ROLAND A. HERNANDEZ	Management	For	For
10	ELECTION OF DIRECTOR: HENRY KAUFMAN	Management	For	For
11	ELECTION OF DIRECTOR: JOHN D. MACOMBER	Management	For	For
12	RATIFY THE SELECTION BY THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS OF ERNST & YOUNG LLP AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE 2008 FISCAL YEAR.	Management	For	For
13	APPROVE AN AMENDMENT TO LEHMAN BROTHERS HOLDINGS INC. 2005 STOCK INCENTIVE PLAN.	Management	For	Against
14	APPROVE THE EXECUTIVE INCENTIVE COMPENSATION PLAN (FORMERLY NAMED THE SHORT-TERM EXECUTIVE COMPENSATION PLAN), AS AMENDED.	Management	For	For
15	STOCKHOLDER PROPOSAL REGARDING POLITICAL CONTRIBUTIONS.	Shareholder	Against	Abstain
16	STOCKHOLDER PROPOSAL RELATING TO AN ENVIRONMENTAL SUSTAINABILITY REPORT.	Shareholder	Against	Abstain
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: MCDONALD'S CORPORATION MEETING DATE: 05/22/2008
TICKER: MCD     SECURITY ID: 580135101
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ELECTION OF DIRECTOR: RALPH ALVAREZ	Management	For	For
2	ELECTION OF DIRECTOR: SUSAN E. ARNOLD	Management	For	For
3	ELECTION OF DIRECTOR: RICHARD H. LENNY	Management	For	For
4	ELECTION OF DIRECTOR: CARY D. MCMILLAN	Management	For	For
5	ELECTION OF DIRECTOR: SHEILA A. PENROSE	Management	For	For
6	ELECTION OF DIRECTOR: JAMES A. SKINNER	Management	For	For
7	APPROVAL OF THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM	Management	For	For
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: MERCK & CO., INC. MEETING DATE: 04/22/2008
TICKER: MRK     SECURITY ID: 589331107
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ELECTION OF DIRECTOR: RICHARD T. CLARK	Management	For	For
2	ELECTION OF DIRECTOR: JOHNNETTA B. COLE, PH.D.	Management	For	For
3	ELECTION OF DIRECTOR: THOMAS H. GLOCER	Management	For	For
4	ELECTION OF DIRECTOR: STEVEN F. GOLDSTONE	Management	For	For
5	ELECTION OF DIRECTOR: WILLIAM B. HARRISON, JR.	Management	For	For
6	ELECTION OF DIRECTOR: HARRY R. JACOBSON, M.D.	Management	For	For
7	ELECTION OF DIRECTOR: WILLIAM N. KELLEY, M.D.	Management	For	For
8	ELECTION OF DIRECTOR: ROCHELLE B. LAZARUS	Management	For	For
9	ELECTION OF DIRECTOR: THOMAS E. SHENK, PH.D.	Management	For	For
10	ELECTION OF DIRECTOR: ANNE M. TATLOCK	Management	For	For
11	ELECTION OF DIRECTOR: SAMUEL O. THIER, M.D.	Management	For	For
12	ELECTION OF DIRECTOR: WENDELL P. WEEKS	Management	For	For
13	ELECTION OF DIRECTOR: PETER C. WENDELL	Management	For	For
14	RATIFICATION OF THE APPOINTMENT OF THE COMPANY S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2008	Management	For	For
15	STOCKHOLDER PROPOSAL CONCERNING MANAGEMENT COMPENSATION	Shareholder	Against	Against
16	STOCKHOLDER PROPOSAL CONCERNING AN ADVISORY VOTE ON EXECUTIVE COMPENSATION	Shareholder	Against	Abstain
17	STOCKHOLDER PROPOSAL CONCERNING SPECIAL SHAREHOLDER MEETINGS	Shareholder	Against	For
18	STOCKHOLDER PROPOSAL CONCERNING AN INDEPENDENT LEAD DIRECTOR	Shareholder	Against	Against
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: MICROSOFT CORPORATION MEETING DATE: 11/13/2007
TICKER: MSFT     SECURITY ID: 594918104
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ELECTION OF DIRECTOR: WILLIAM H. GATES, III	Management	For	For
2	ELECTION OF DIRECTOR: STEVEN A. BALLMER	Management	For	For
3	ELECTION OF DIRECTOR: JAMES I. CASH JR., PHD	Management	For	For
4	ELECTION OF DIRECTOR: DINA DUBLON	Management	For	For
5	ELECTION OF DIRECTOR: RAYMOND V. GILMARTIN	Management	For	For
6	ELECTION OF DIRECTOR: REED HASTINGS	Management	For	For
7	ELECTION OF DIRECTOR: DAVID F. MARQUARDT	Management	For	For
8	ELECTION OF DIRECTOR: CHARLES H. NOSKI	Management	For	For
9	ELECTION OF DIRECTOR: DR. HELMUT PANKE	Management	For	For
10	ELECTION OF DIRECTOR: JON A. SHIRLEY	Management	For	For
11	RATIFICATION OF THE SELECTION OF DELOITTE & TOUCHE LLP AS THE COMPANY S INDEPENDENT AUDITOR.	Management	For	For
12	SHAREHOLDER PROPOSAL - ADOPTION OF POLICIES ON INTERNET CENSORSHIP.	Shareholder	Against	Abstain
13	SHAREHOLDER PROPOSAL - ESTABLISHMENT OF BOARD COMMITTEE ON HUMAN RIGHTS.	Shareholder	Against	Abstain
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: MOTOROLA, INC. MEETING DATE: 05/05/2008
TICKER: MOT     SECURITY ID: 620076109
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT G. BROWN AS A DIRECTOR	Management	For	For
1. 2	ELECT D. DORMAN AS A DIRECTOR	Management	For	For
1. 3	ELECT W. HAMBRECHT AS A DIRECTOR	Management	For	For
1. 4	ELECT J. LEWENT AS A DIRECTOR	Management	For	For
1. 5	ELECT K. MEISTER AS A DIRECTOR	Management	For	For
1. 6	ELECT T. MEREDITH AS A DIRECTOR	Management	For	For
1. 7	ELECT N. NEGROPONTE AS A DIRECTOR	Management	For	For
1. 8	ELECT S. SCOTT III AS A DIRECTOR	Management	For	For
1. 9	ELECT R. SOMMER AS A DIRECTOR	Management	For	For
1. 10	ELECT J. STENGEL AS A DIRECTOR	Management	For	For
1. 11	ELECT A. VINCIQUERRA AS A DIRECTOR	Management	For	For
1. 12	ELECT D. WARNER III AS A DIRECTOR	Management	For	For
1. 13	ELECT J. WHITE AS A DIRECTOR	Management	For	For
1. 14	ELECT M. WHITE AS A DIRECTOR	Management	For	For
2	RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM	Management	For	For
3	SHAREHOLDER PROPOSAL RE: SAY-ON-PAY	Shareholder	Against	Abstain
4	SHAREHOLDER PROPOSAL RE: POLICY TO RECOUP UNEARNED MANAGEMENT BONUSES	Shareholder	Against	Against
5	SHAREHOLDER PROPOSAL RE: A GLOBAL SET OF CORPORATE STANDARDS AT MOTOROLA	Shareholder	Against	Abstain
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: PFIZER INC. MEETING DATE: 04/24/2008
TICKER: PFE     SECURITY ID: 717081103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ELECTION OF DIRECTOR: DENNIS A. AUSIELLO	Management	For	For
2	ELECTION OF DIRECTOR: MICHAEL S. BROWN	Management	For	For
3	ELECTION OF DIRECTOR: M. ANTHONY BURNS	Management	For	For
4	ELECTION OF DIRECTOR: ROBERT N. BURT	Management	For	For
5	ELECTION OF DIRECTOR: W. DON CORNWELL	Management	For	For
6	ELECTION OF DIRECTOR: WILLIAM H. GRAY, III	Management	For	For
7	ELECTION OF DIRECTOR: CONSTANCE J. HORNER	Management	For	For
8	ELECTION OF DIRECTOR: WILLIAM R. HOWELL	Management	For	For
9	ELECTION OF DIRECTOR: JAMES M. KILTS	Management	For	For
10	ELECTION OF DIRECTOR: JEFFREY B. KINDLER	Management	For	For
11	ELECTION OF DIRECTOR: GEORGE A. LORCH	Management	For	For
12	ELECTION OF DIRECTOR: DANA G. MEAD	Management	For	For
13	ELECTION OF DIRECTOR: SUZANNE NORA JOHNSON	Management	For	For
14	ELECTION OF DIRECTOR: WILLIAM C. STEERE, JR.	Management	For	For
15	PROPOSAL TO RATIFY THE SELECTION OF KPMG LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2008.	Management	For	For
16	SHAREHOLDER PROPOSAL REGARDING STOCK OPTIONS.	Shareholder	Against	Against
17	SHAREHOLDER PROPOSAL REQUESTING SEPARATION OF CHAIRMAN AND CEO ROLES.	Shareholder	Against	Against
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: RAYTHEON COMPANY MEETING DATE: 05/29/2008
TICKER: RTN     SECURITY ID: 755111507
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ELECTION OF DIRECTOR: BARBARA M. BARRETT	Management	For	For
2	ELECTION OF DIRECTOR: VERNON E. CLARK	Management	For	For
3	ELECTION OF DIRECTOR: JOHN M. DEUTCH	Management	For	For
4	ELECTION OF DIRECTOR: FREDERIC M. POSES	Management	For	For
5	ELECTION OF DIRECTOR: MICHAEL C. RUETTGERS	Management	For	For
6	ELECTION OF DIRECTOR: RONALD L. SKATES	Management	For	For
7	ELECTION OF DIRECTOR: WILLIAM R. SPIVEY	Management	For	For
8	ELECTION OF DIRECTOR: LINDA G. STUNTZ	Management	For	For
9	ELECTION OF DIRECTOR: WILLIAM H. SWANSON	Management	For	For
10	RATIFICATION OF INDEPENDENT AUDITORS	Management	For	For
11	STOCKHOLDER PROPOSAL REGARDING SUPPLEMENTAL EXECUTIVE RETIREMENT PLANS	Shareholder	Against	Against
12	STOCKHOLDER PROPOSAL REGARDING ADVISORY VOTE ON EXECUTIVE COMPENSATION	Shareholder	Against	Abstain
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: ROYAL DUTCH SHELL PLC MEETING DATE: 05/20/2008
TICKER: RDSA     SECURITY ID: 780259206
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ADOPTION OF ANNUAL REPORT & ACCOUNTS	Management	For	For
2	APPROVAL OF REMUNERATION REPORT	Management	For	For
3	ELECTION OF DR. JOSEF ACKERMANN AS A DIRECTOR OF THE COMPANY	Management	For	For
4	RE-ELECTION OF SIR PETER JOB AS A DIRECTOR OF THE COMPANY	Management	For	For
5	RE-ELECTION OF LAWRENCE RICCIARDI AS A DIRECTOR OF THE COMPANY	Management	For	For
6	RE-ELECTION OF PETER VOSER AS A DIRECTOR OF THE COMPANY	Management	For	For
7	RE-APPOINTMENT OF AUDITORS	Management	For	For
8	REMUNERATION OF AUDITORS	Management	For	For
9	AUTHORITY TO ALLOT SHARES	Management	For	For
10	DISAPPLICATION OF PRE-EMPTION RIGHTS	Management	For	For
11	AUTHORITY TO PURCHASE OWN SHARES	Management	For	For
12	AUTHORITY FOR CERTAIN DONATIONS AND EXPENDITURE	Management	For	For
13	AMENDMENTS TO LONG-TERM INCENTIVE PLAN	Management	For	For
14	AMENDMENTS TO RESTRICTED SHARE PLAN	Management	For	For
15	ADOPTION OF NEW ARTICLES OF ASSOCIATION	Management	For	For
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: SCHERING-PLOUGH CORPORATION MEETING DATE: 05/16/2008
TICKER: SGP     SECURITY ID: 806605101
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT HANS W. BECHERER AS A DIRECTOR	Management	For	For
1. 2	ELECT THOMAS J. COLLIGAN AS A DIRECTOR	Management	For	For
1. 3	ELECT FRED HASSAN AS A DIRECTOR	Management	For	For
1. 4	ELECT C. ROBERT KIDDER AS A DIRECTOR	Management	For	For
1. 5	ELECT EUGENE R. MCGRATH AS A DIRECTOR	Management	For	For
1. 6	ELECT CARL E. MUNDY, JR. AS A DIRECTOR	Management	For	For
1. 7	ELECT ANTONIO M. PEREZ AS A DIRECTOR	Management	For	For
1. 8	ELECT PATRICIA F. RUSSO AS A DIRECTOR	Management	For	For
1. 9	ELECT JACK L. STAHL AS A DIRECTOR	Management	For	For
1. 10	ELECT CRAIG B. THOMPSON, M.D. AS A DIRECTOR	Management	For	For
1. 11	ELECT KATHRYN C. TURNER AS A DIRECTOR	Management	For	For
1. 12	ELECT ROBERT F.W. VAN OORDT AS A DIRECTOR	Management	For	For
1. 13	ELECT ARTHUR F. WEINBACH AS A DIRECTOR	Management	For	For
2	RATIFY THE DESIGNATION OF DELOITTE & TOUCHE LLP TO AUDIT THE BOOKS AND ACCOUNTS FOR 2008.	Management	For	For
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: SCHLUMBERGER LIMITED (SCHLUMBERGER N.V.) MEETING DATE: 04/09/2008
TICKER: SLB     SECURITY ID: 806857108
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT P. CAMUS AS A DIRECTOR	Management	For	For
1. 2	ELECT J.S. GORELICK AS A DIRECTOR	Management	For	For
1. 3	ELECT A. GOULD AS A DIRECTOR	Management	For	For
1. 4	ELECT T. ISAAC AS A DIRECTOR	Management	For	For
1. 5	ELECT N. KUDRYAVTSEV AS A DIRECTOR	Management	For	For
1. 6	ELECT A. LAJOUS AS A DIRECTOR	Management	For	For
1. 7	ELECT M.E. MARKS AS A DIRECTOR	Management	For	For
1. 8	ELECT D. PRIMAT AS A DIRECTOR	Management	For	For
1. 9	ELECT L.R. REIF AS A DIRECTOR	Management	For	For
1. 10	ELECT T.I. SANDVOLD AS A DIRECTOR	Management	For	For
1. 11	ELECT N. SEYDOUX AS A DIRECTOR	Management	For	For
1. 12	ELECT L.G. STUNTZ AS A DIRECTOR	Management	For	For
2	ADOPTION AND APPROVAL OF FINANCIALS AND DIVIDENDS	Management	For	For
3	APPROVAL OF ADOPTION OF THE SCHLUMBERGER 2008 STOCK INCENTIVE PLAN	Management	For	For
4	APPROVAL OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM	Management	For	For
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: SPRINT NEXTEL CORPORATION MEETING DATE: 05/13/2008
TICKER: S     SECURITY ID: 852061100
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ELECTION OF DIRECTOR: ROBERT R. BENNETT	Management	For	For
2	ELECTION OF DIRECTOR: GORDON M. BETHUNE	Management	For	For
3	ELECTION OF DIRECTOR: LARRY C. GLASSCOCK	Management	For	For
4	ELECTION OF DIRECTOR: JAMES H. HANCE, JR.	Management	For	For
5	ELECTION OF DIRECTOR: DANIEL R. HESSE	Management	For	For
6	ELECTION OF DIRECTOR: V. JANET HILL	Management	For	For
7	ELECTION OF DIRECTOR: IRVINE O. HOCKADAY, JR.	Management	For	For
8	ELECTION OF DIRECTOR: RODNEY O NEAL	Management	For	For
9	ELECTION OF DIRECTOR: RALPH V. WHITWORTH	Management	For	For
10	TO RATIFY THE APPOINTMENT OF KPMG LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF SPRINT NEXTEL FOR 2008.	Management	For	For
11	TO VOTE ON A SHAREHOLDER PROPOSAL CONCERNING SPECIAL SHAREHOLDER MEETINGS.	Shareholder	Against	Against
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: SPX CORPORATION MEETING DATE: 05/01/2008
TICKER: SPW     SECURITY ID: 784635104
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ELECTION OF DIRECTOR: J. KERMIT CAMPBELL	Management	For	For
2	ELECTION OF DIRECTOR: EMERSON U. FULLWOOD	Management	For	For
3	ELECTION OF DIRECTOR: MICHAEL J. MANCUSO	Management	For	For
4	TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS OUR INDEPENDENT PUBLIC ACCOUNTANTS FOR 2008.	Management	For	For
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: THE COCA-COLA COMPANY MEETING DATE: 04/16/2008
TICKER: KO     SECURITY ID: 191216100
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ELECTION OF DIRECTOR: HERBERT A. ALLEN	Management	For	For
2	ELECTION OF DIRECTOR: RONALD W. ALLEN	Management	For	For
3	ELECTION OF DIRECTOR: CATHLEEN P. BLACK	Management	For	For
4	ELECTION OF DIRECTOR: BARRY DILLER	Management	For	For
5	ELECTION OF DIRECTOR: ALEXIS M. HERMAN	Management	For	For
6	ELECTION OF DIRECTOR: E. NEVILLE ISDELL	Management	For	For
7	ELECTION OF DIRECTOR: MUHTAR KENT	Management	For	For
8	ELECTION OF DIRECTOR: DONALD R. KEOUGH	Management	For	For
9	ELECTION OF DIRECTOR: DONALD F. MCHENRY	Management	For	For
10	ELECTION OF DIRECTOR: SAM NUNN	Management	For	For
11	ELECTION OF DIRECTOR: JAMES D. ROBINSON III	Management	For	For
12	ELECTION OF DIRECTOR: PETER V. UEBERROTH	Management	For	For
13	ELECTION OF DIRECTOR: JACOB WALLENBERG	Management	For	For
14	ELECTION OF DIRECTOR: JAMES B. WILLIAMS	Management	For	For
15	RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS INDEPENDENT AUDITORS	Management	For	For
16	APPROVAL OF THE COCA-COLA COMPANY 2008 STOCK OPTION PLAN	Management	For	For
17	SHAREOWNER PROPOSAL REGARDING AN ADVISORY VOTE ON EXECUTIVE COMPENSATION	Shareholder	Against	Abstain
18	SHAREOWNER PROPOSAL REGARDING AN INDEPENDENT BOARD CHAIR	Shareholder	Against	Against
19	SHAREOWNER PROPOSAL REGARDING A BOARD COMMITTEE ON HUMAN RIGHTS	Shareholder	Against	Abstain
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: THE PROCTER & GAMBLE COMPANY MEETING DATE: 10/09/2007
TICKER: PG     SECURITY ID: 742718109
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT RAJAT K. GUPTA AS A DIRECTOR	Management	For	For
1. 2	ELECT A.G. LAFLEY AS A DIRECTOR	Management	For	For
1. 3	ELECT LYNN M. MARTIN AS A DIRECTOR	Management	For	For
1. 4	ELECT JOHNATHAN A. RODGERS AS A DIRECTOR	Management	For	For
1. 5	ELECT JOHN F. SMITH, JR. AS A DIRECTOR	Management	For	For
1. 6	ELECT RALPH SNYDERMAN, M.D. AS A DIRECTOR	Management	For	For
1. 7	ELECT MARGARET C. WHITMAN AS A DIRECTOR	Management	For	For
2	RATIFY APPOINTMENT OF THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM	Management	For	For
3	SHAREHOLDER PROPOSAL #1 - AWARD NO FUTURE STOCK OPTIONS	Shareholder	Against	Against
4	SHAREHOLDER PROPOSAL #2 - REPORT ON COMPANY POLICIES AND ACTIVITIES	Shareholder	Against	Against
5	SHAREHOLDER PROPOSAL #3 - ANIMAL TESTING	Shareholder	Against	Abstain
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: THE STANLEY WORKS MEETING DATE: 04/23/2008
TICKER: SWK     SECURITY ID: 854616109
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT CARLOS M. CARDOSO AS A DIRECTOR	Management	For	For
1. 2	ELECT ROBERT B. COUTTS AS A DIRECTOR	Management	For	For
1. 3	ELECT MARIANNE MILLER PARRS AS A DIRECTOR	Management	For	For
2	TO APPROVE ERNST & YOUNG LLP AS INDEPENDENT AUDITORS FOR THE YEAR 2008.	Management	For	For
3	TO VOTE ON A SHAREHOLDER PROPOSAL URGING THE BOARD OF DIRECTORS TO TAKE THE NECESSARY STEPS TO REQUIRE THAT ALL MEMBERS OF THE BOARD OF DIRECTORS BE ELECTED ANNUALLY.	Shareholder	Against	For
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: THE WALT DISNEY COMPANY MEETING DATE: 03/06/2008
TICKER: DIS     SECURITY ID: 254687106
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ELECTION OF DIRECTOR: SUSAN E. ARNOLD	Management	For	For
2	ELECTION OF DIRECTOR: JOHN E. BRYSON	Management	For	For
3	ELECTION OF DIRECTOR: JOHN S. CHEN	Management	For	For
4	ELECTION OF DIRECTOR: JUDITH L. ESTRIN	Management	For	For
5	ELECTION OF DIRECTOR: ROBERT A. IGER	Management	For	For
6	ELECTION OF DIRECTOR: STEVEN P. JOBS	Management	For	For
7	ELECTION OF DIRECTOR: FRED H. LANGHAMMER	Management	For	For
8	ELECTION OF DIRECTOR: AYLWIN B. LEWIS	Management	For	For
9	ELECTION OF DIRECTOR: MONICA C. LOZANO	Management	For	For
10	ELECTION OF DIRECTOR: ROBERT W. MATSCHULLAT	Management	For	For
11	ELECTION OF DIRECTOR: JOHN E. PEPPER, JR.	Management	For	For
12	ELECTION OF DIRECTOR: ORIN C. SMITH	Management	For	For
13	TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS THE COMPANY S REGISTERED PUBLIC ACCOUNTANTS FOR 2008.	Management	For	For
14	TO APPROVE THE AMENDMENT TO THE AMENDED AND RESTATED 2005 STOCK INCENTIVE PLAN.	Management	For	Against
15	TO APPROVE THE TERMS OF THE AMENDED AND RESTATED 2002 EXECUTIVE PERFORMANCE PLAN.	Management	For	For
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: TRANSOCEAN INC MEETING DATE: 05/16/2008
TICKER: RIG     SECURITY ID: G90073100
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ELECTION OF DIRECTOR: JON A. MARSHALL	Management	For	For
2	ELECTION OF DIRECTOR: MARTIN B. MCNAMARA	Management	For	For
3	ELECTION OF DIRECTOR: ROBERT E. ROSE	Management	For	For
4	ELECTION OF DIRECTOR: IAN C. STRACHAN	Management	For	For
5	APPROVAL OF THE APPOINTMENT OF ERNST & YOUNG LLP TO SERVE AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2008.	Management	For	For
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: TRANSOCEAN INC. MEETING DATE: 11/09/2007
TICKER: RIG     SECURITY ID: G90078109
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	APPROVAL OF THE SCHEME OF ARRANGEMENT, ATTACHED TO THE ACCOMPANYING JOINT PROXY STATEMENT AS ANNEX G, WHICH PROVIDES FOR THE RECLASSIFICATION OF OUR ORDINARY SHARES.	Management	For	For
2	APPROVAL OF THE ISSUANCE OF OUR ORDINARY SHARES TO SHAREHOLDERS OF GLOBALSANTAFE CORPORATION IN THE MERGER UNDER THE TERMS OF THE AGREEMENT AND PLAN OF MERGER, ATTACHED TO THE ACCOMPANYING JOINT PROXY STATEMENT AS ANNEX A.	Management	For	For
3	APPROVAL OF THE AMENDMENT AND RESTATEMENT OF OUR MEMORANDUM AND ARTICLES OF ASSOCIATION TO, AMONG OTHER THINGS, INCREASE THE MAXIMUM NUMBER OF DIRECTORS CONSTITUTING THE BOARD OF DIRECTORS OF TRANSOCEAN INC. FROM 13 TO 14, ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.	Management	For	For
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: UNION PACIFIC CORPORATION MEETING DATE: 05/01/2008
TICKER: UNP     SECURITY ID: 907818108
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ELECTION OF DIRECTOR: A.H. CARD, JR.	Management	For	For
2	ELECTION OF DIRECTOR: E.B. DAVIS, JR.	Management	For	For
3	ELECTION OF DIRECTOR: T.J. DONOHUE	Management	For	For
4	ELECTION OF DIRECTOR: A.W. DUNHAM	Management	For	For
5	ELECTION OF DIRECTOR: J.R. HOPE	Management	For	For
6	ELECTION OF DIRECTOR: C.C. KRULAK	Management	For	For
7	ELECTION OF DIRECTOR: M.W. MCCONNELL	Management	For	For
8	ELECTION OF DIRECTOR: T.F. MCLARTY III	Management	For	For
9	ELECTION OF DIRECTOR: S.R. ROGEL	Management	For	For
10	ELECTION OF DIRECTOR: J.R. YOUNG	Management	For	For
11	RATIFY APPOINTMENT OF DELOITTE & TOUCHE AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.	Management	For	For
12	INCREASE AUTHORIZED COMMON STOCK FROM 500,000,000 TO 800,000,000 SHARES.	Management	For	For
13	SHAREHOLDER PROPOSAL REGARDING POLITICAL CONTRIBUTIONS.	Shareholder	Against	Abstain
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: UNITED TECHNOLOGIES CORPORATION MEETING DATE: 04/09/2008
TICKER: UTX     SECURITY ID: 913017109
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT LOUIS R. CHENEVERT AS A DIRECTOR	Management	For	For
1. 2	ELECT GEORGE DAVID AS A DIRECTOR	Management	For	For
1. 3	ELECT JOHN V. FARACI AS A DIRECTOR	Management	For	For
1. 4	ELECT JEAN-PIERRE GARNIER AS A DIRECTOR	Management	For	For
1. 5	ELECT JAMIE S. GORELICK AS A DIRECTOR	Management	For	For
1. 6	ELECT CHARLES R. LEE AS A DIRECTOR	Management	For	For
1. 7	ELECT RICHARD D. MCCORMICK AS A DIRECTOR	Management	For	For
1. 8	ELECT HAROLD MCGRAW III AS A DIRECTOR	Management	For	For
1. 9	ELECT RICHARD B. MYERS AS A DIRECTOR	Management	For	For
1. 10	ELECT H. PATRICK SWYGERT AS A DIRECTOR	Management	For	For
1. 11	ELECT ANDRE VILLENEUVE AS A DIRECTOR	Management	For	For
1. 12	ELECT CHRISTINE TODD WHITMAN AS A DIRECTOR	Management	For	For
2	APPOINTMENT OF INDEPENDENT AUDITORS	Management	For	For
3	APPROVAL OF AMENDMENT TO THE 2005 LONG-TERM INCENTIVE PLAN	Management	For	For
4	SHAREOWNER PROPOSAL: PRINCIPLES FOR HEALTH CARE REFORM	Shareholder	Against	Abstain
5	SHAREOWNER PROPOSAL: GLOBAL SET OF CORPORATE STANDARDS	Shareholder	Against	Abstain
6	SHAREOWNER PROPOSAL: PAY FOR SUPERIOR PERFORMANCE	Shareholder	Against	Against
7	SHAREOWNER PROPOSAL: OFFSETS FOR FOREIGN MILITARY SALES	Shareholder	Against	Abstain
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: WASTE MANAGEMENT, INC. MEETING DATE: 05/09/2008
TICKER: WMI     SECURITY ID: 94106L109
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	PROPOSAL TO ELECT: PASTORA SAN JUAN CAFFERTY	Management	For	For
2	PROPOSAL TO ELECT: FRANK M. CLARK, JR.	Management	For	For
3	PROPOSAL TO ELECT: PATRICK W. GROSS	Management	For	For
4	PROPOSAL TO ELECT: THOMAS I. MORGAN	Management	For	For
5	PROPOSAL TO ELECT: JOHN C. POPE	Management	For	For
6	PROPOSAL TO ELECT: W. ROBERT REUM	Management	For	For
7	PROPOSAL TO ELECT: STEVEN G. ROTHMEIER	Management	For	For
8	PROPOSAL TO ELECT: DAVID P. STEINER	Management	For	For
9	PROPOSAL TO ELECT: THOMAS H. WEIDEMEYER	Management	For	For
10	PROPOSAL TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2008.	Management	For	For
11	PROPOSAL RELATING TO DISCLOSURE OF POLITICAL CONTRIBUTIONS, IF PROPERLY PRESENTED AT THE MEETING.	Shareholder	Against	Abstain
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: WYETH MEETING DATE: 04/24/2008
TICKER: WYE     SECURITY ID: 983024100
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ELECTION OF DIRECTOR: ROBERT M. AMEN	Management	For	For
2	ELECTION OF DIRECTOR: MICHAEL J. CRITELLI	Management	For	For
3	ELECTION OF DIRECTOR: ROBERT ESSNER	Management	For	For
4	ELECTION OF DIRECTOR: JOHN D. FEERICK	Management	For	For
5	ELECTION OF DIRECTOR: FRANCES D. FERGUSSON	Management	For	For
6	ELECTION OF DIRECTOR: VICTOR F. GANZI	Management	For	For
7	ELECTION OF DIRECTOR: ROBERT LANGER	Management	For	For
8	ELECTION OF DIRECTOR: JOHN P. MASCOTTE	Management	For	For
9	ELECTION OF DIRECTOR: RAYMOND J. MCGUIRE	Management	For	For
10	ELECTION OF DIRECTOR: MARY LAKE POLAN	Management	For	For
11	ELECTION OF DIRECTOR: BERNARD POUSSOT	Management	For	For
12	ELECTION OF DIRECTOR: GARY L. ROGERS	Management	For	For
13	ELECTION OF DIRECTOR: JOHN R. TORELL III	Management	For	For
14	VOTE TO RATIFY PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2008	Management	For	For
15	VOTE TO AMEND AND RESTATE THE WYETH 2005 STOCK INCENTIVE PLAN	Management	For	Against
16	VOTE TO ADOPT THE WYETH 2008 NON-EMPLOYEE DIRECTOR STOCK INCENTIVE PLAN	Management	For	For
17	STOCKHOLDER PROPOSAL ON REPORTING THE COMPANY S POLITICAL CONTRIBUTIONS AND TRADE ASSOCIATION PAYMENTS	Shareholder	Against	Abstain
18	STOCKHOLDER PROPOSAL ON ADOPTION OF A BY-LAW FOR THE RECOUPMENT OF INCENTIVE BONUSES	Shareholder	Against	For
Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

POWER OF ATTORNEY

I, the undersigned Treasurer of the following investment companies:

Fidelity Advisor Series I Fidelity Advisor Series VII Fidelity Advisor Series VIII Fidelity Beacon Street Trust Fidelity Capital Trust Fidelity Central Investment Portfolios LLC Fidelity Commonwealth Trust Fidelity Concord Street Trust Fidelity Congress Street Fund Fidelity Contrafund Fidelity Covington Trust Fidelity Destiny Portfolios Fidelity Devonshire Trust Fidelity Exchange Fund Fidelity Financial Trust Fidelity Hanover Street Trust Fidelity Hastings Street Trust Fidelity Investment Trust Fidelity Magellan Fund Fidelity Mt. Vernon Street Trust Fidelity Puritan Trust Fidelity Securities Fund Fidelity Select Portfolios Fidelity Summer Street Trust Fidelity Trend Fund Variable Insurance Products Fund Variable Insurance Products Fund II Variable Insurance Products Fund III Variable Insurance Products Fund IV

in addition to any other investment company for which Fidelity Management & Research Company or an affiliate acts as investment adviser and for which the undersigned individual serves as Treasurer (collectively, the "Funds"), hereby constitute and appoint Claire Walpole 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, all Reports of the Proxy Voting Records of the Funds on Form N-PX under the Investment Company Act of 1940, as amended (the "Act"), or any successor thereto, 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 cause such Form to be completed and filed in accordance with the Act and all related requirements of the Securities and Exchange Commission. I hereby ratify and confirm all that said attorney-in-fact or her substitute may do or cause to be done by virtue hereof. This power of attorney is effective for all documents filed on or after June 11, 2008.

WITNESS my hand on this 11th day of June 2008.

/s/ Kenneth B. Robins

Kenneth B. Robins

Treasurer