FORM N-PX

ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY

INVESTMENT COMPANY ACT FILE NUMBER: 811-03114

EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER: Fidelity Select Portfolios

Fund Name: Select Retailing Portfolio

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: FEBRUARY 29

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 Select Portfolios

BY:  /s/ KENNETH B. ROBINS*
KENNETH B. ROBINS, TREASURER
DATE: 08/12/2008 01:32:26 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
Select Retailing Portfolio
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: 99 CENTS ONLY STORES MEETING DATE: 09/17/2007
TICKER: NDN     SECURITY ID: 65440K106
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT ERIC SCHIFFER AS A DIRECTOR	Management	For	For
1. 2	ELECT LAWRENCE GLASCOTT AS A DIRECTOR	Management	For	For
1. 3	ELECT DAVID GOLD AS A DIRECTOR	Management	For	For
1. 4	ELECT JEFF GOLD AS A DIRECTOR	Management	For	For
1. 5	ELECT MARVIN HOLEN AS A DIRECTOR	Management	For	For
1. 6	ELECT HOWARD GOLD AS A DIRECTOR	Management	For	For
1. 7	ELECT ERIC G. FLAMHOLTZ AS A DIRECTOR	Management	For	For
1. 8	ELECT JENNIFER HOLDEN DUNBAR AS A DIRECTOR	Management	For	For
1. 9	ELECT PETER WOO AS A DIRECTOR	Management	For	For
2	SHAREHOLDER PROPOSAL-SUBJECT ANY FUTURE POISON PILL TO A SHAREHOLDER VOTE.	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: A.C. MOORE ARTS & CRAFTS, INC. MEETING DATE: 06/19/2008
TICKER: ACMR     SECURITY ID: 00086T103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT RICK A. LEPLEY AS A DIRECTOR	Management	For	Withhold
1. 2	ELECT LORI J. SCHAFER AS A DIRECTOR	Management	For	Withhold
2	RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF A.C. MOORE ARTS & CRAFTS, INC. FOR THE YEAR ENDING DECEMBER 31, 2008, AS DESCRIBED IN THE ACCOMPANYING 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: ABERCROMBIE & FITCH CO. MEETING DATE: 06/11/2008
TICKER: ANF     SECURITY ID: 002896207
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT LAUREN J. BRISKY AS A DIRECTOR	Management	For	For
1. 2	ELECT ARCHIE M. GRIFFIN AS A DIRECTOR	Management	For	For
1. 3	ELECT ALLAN A. TUTTLE AS A DIRECTOR	Management	For	For
2	TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.	Management	For	For
3	TO APPROVE THE STOCKHOLDER PROPOSAL DESCRIBED IN THE PROXY STATEMENT, IF THE PROPOSAL IS PROPERLY PRESENTED AT THE ANNUAL MEETING.	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: ADVANCE AUTO PARTS, INC. MEETING DATE: 05/15/2008
TICKER: AAP     SECURITY ID: 00751Y106
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT JOHN C. BROUILLARD AS A DIRECTOR	Management	For	For
1. 2	ELECT LAWRENCE P. CASTELLANI AS A DIRECTOR	Management	For	For
1. 3	ELECT DARREN R. JACKSON AS A DIRECTOR	Management	For	For
1. 4	ELECT NICHOLAS J. LAHOWCHIC AS A DIRECTOR	Management	For	For
1. 5	ELECT WILLIAM S. OGLESBY AS A DIRECTOR	Management	For	For
1. 6	ELECT GILBERT T. RAY AS A DIRECTOR	Management	For	For
1. 7	ELECT CARLOS A. SALADRIGAS AS A DIRECTOR	Management	For	For
1. 8	ELECT FRANCESCA M. SPINELLI AS A DIRECTOR	Management	For	For
2	RATIFY THE APPOINTMENT BY OUR AUDIT COMMITTEE OF DELOITTE & TOUCHE LLP 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: AMAZON.COM, INC. MEETING DATE: 05/29/2008
TICKER: AMZN     SECURITY ID: 023135106
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ELECTION OF DIRECTOR: JEFFREY P. BEZOS	Management	For	For
2	ELECTION OF DIRECTOR: TOM A. ALBERG	Management	For	For
3	ELECTION OF DIRECTOR: JOHN SEELY BROWN	Management	For	For
4	ELECTION OF DIRECTOR: L. JOHN DOERR	Management	For	For
5	ELECTION OF DIRECTOR: WILLIAM B. GORDON	Management	For	For
6	ELECTION OF DIRECTOR: MYRTLE S. POTTER	Management	For	For
7	ELECTION OF DIRECTOR: THOMAS O. RYDER	Management	For	For
8	ELECTION OF DIRECTOR: PATRICIA Q. STONESIFER	Management	For	For
9	RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS THE COMPANY S INDEPENDENT AUDITORS 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: ANNTAYLOR STORES CORPORATION MEETING DATE: 05/15/2008
TICKER: ANN     SECURITY ID: 036115103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT JAMES J. BURKE, JR. AS A DIRECTOR	Management	For	For
1. 2	ELECT DALE W. HILPERT AS A DIRECTOR	Management	For	For
1. 3	ELECT RONALD W. HOVSEPIAN AS A DIRECTOR	Management	For	For
1. 4	ELECT LINDA A. HUETT AS A DIRECTOR	Management	For	For
2	TO APPROVE AMENDMENTS TO THE COMPANY S 2003 EQUITY INCENTIVE PLAN, AS AMENDED.	Management	For	For
3	TO APPROVE THE COMPANY S AMENDED AND RESTATED ASSOCIATE DISCOUNT STOCK PURCHASE PLAN.	Management	For	For
4	TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE 2008 FISCAL YEAR.	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: AUTOZONE, INC. MEETING DATE: 12/12/2007
TICKER: AZO     SECURITY ID: 053332102
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT CHARLES M. ELSON AS A DIRECTOR	Management	For	For
1. 2	ELECT SUE E. GOVE AS A DIRECTOR	Management	For	For
1. 3	ELECT EARL G. GRAVES, JR. AS A DIRECTOR	Management	For	For
1. 4	ELECT N. GERRY HOUSE AS A DIRECTOR	Management	For	For
1. 5	ELECT J.R. HYDE, III AS A DIRECTOR	Management	For	For
1. 6	ELECT W. ANDREW MCKENNA AS A DIRECTOR	Management	For	For
1. 7	ELECT GEORGE R. MRKONIC, JR. AS A DIRECTOR	Management	For	For
1. 8	ELECT WILLIAM C. RHODES, III AS A DIRECTOR	Management	For	For
1. 9	ELECT THEODORE W. ULLYOT AS A DIRECTOR	Management	For	For
2	RATIFICATION OF ERNST & YOUNG LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE 2008 FISCAL YEAR.	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: BED BATH & BEYOND INC. MEETING DATE: 07/10/2007
TICKER: BBBY     SECURITY ID: 075896100
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT WARREN EISENBERG AS A DIRECTOR	Management	For	For
1. 2	ELECT STANLEY F. BARSHAY AS A DIRECTOR	Management	For	For
1. 3	ELECT PATRICK R. GASTON AS A DIRECTOR	Management	For	For
1. 4	ELECT VICTORIA A. MORRISON AS A DIRECTOR	Management	For	For
2	RATIFICATION OF THE APPOINTMENT OF KPMG LLP	Management	For	For
3	SHAREHOLDER PROPOSAL: CLIMATE CHANGE REPORT	Shareholder	Against	Abstain
4	SHAREHOLDER PROPOSAL: EXECUTIVE COMPENSATION VOTE	Shareholder	Against	Abstain
5	SHAREHOLDER PROPOSAL: PRODUCT CONTENT 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: BEST BUY CO., INC. MEETING DATE: 06/25/2008
TICKER: BBY     SECURITY ID: 086516101
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT BRADBURY H. ANDERSON* AS A DIRECTOR	Management	For	For
1. 2	ELECT K.J. HIGGINS VICTOR* AS A DIRECTOR	Management	For	For
1. 3	ELECT ALLEN U. LENZMEIER* AS A DIRECTOR	Management	For	For
1. 4	ELECT ROGELIO M. REBOLLEDO* AS A DIRECTOR	Management	For	For
1. 5	ELECT FRANK D. TRESTMAN* AS A DIRECTOR	Management	For	For
1. 6	ELECT GEORGE L. MIKAN III** AS A DIRECTOR	Management	For	For
2	RATIFICATION OF THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING FEBRUARY 28, 2009.	Management	For	For
3	APPROVAL OF THE BEST BUY CO., INC. 2008 EMPLOYEE STOCK PURCHASE PLAN.	Management	For	For
4	APPROVAL OF AN AMENDMENT TO THE BEST BUY CO., INC. RESTATED ARTICLES OF INCORPORATION.	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: BLUE NILE, INC. MEETING DATE: 05/20/2008
TICKER: NILE     SECURITY ID: 09578R103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT MARK VADON AS A DIRECTOR	Management	For	For
1. 2	ELECT ERIC CARLBORG AS A DIRECTOR	Management	For	For
1. 3	ELECT JOANNA STROBER AS A DIRECTOR	Management	For	For
2	APPOINTMENT OF INDEPENDENT ACCOUNTANTS	Management	For	For
3	APPROVE THE COMPANY S 2004 EQUITY INCENTIVE 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: CITI TRENDS, INC. MEETING DATE: 05/28/2008
TICKER: CTRN     SECURITY ID: 17306X102
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT BRIAN P. CARNEY AS A DIRECTOR	Management	For	For
1. 2	ELECT R. EDWARD ANDERSON AS A DIRECTOR	Management	For	For
1. 3	ELECT LAWRENCE E. HYATT AS A DIRECTOR	Management	For	For
2	RATIFICATION OF THE ACTION OF THE BOARD OF DIRECTORS OF THE COMPANY IN SELECTING KPMG LLP TO BE THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF THE COMPANY FOR THE FISCAL YEAR ENDING JANUARY 31, 2009.	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: COLLECTIVE BRANDS, INC. MEETING DATE: 05/22/2008
TICKER: PSS     SECURITY ID: 19421W100
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT JUDITH K. HOFER AS A DIRECTOR	Management	For	For
1. 2	ELECT ROBERT F. MORAN AS A DIRECTOR	Management	For	For
1. 3	ELECT MATTHEW E. RUBEL AS A DIRECTOR	Management	For	For
2	RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE 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: CONN'S INC. MEETING DATE: 06/03/2008
TICKER: CONN     SECURITY ID: 208242107
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT THOMAS J. FRANK, SR. AS A DIRECTOR	Management	For	For
1. 2	ELECT MARVIN D. BRAILSFORD AS A DIRECTOR	Management	For	For
1. 3	ELECT JON E.M. JACOBY AS A DIRECTOR	Management	For	For
1. 4	ELECT BOB L. MARTIN AS A DIRECTOR	Management	For	For
1. 5	ELECT DOUGLAS H. MARTIN AS A DIRECTOR	Management	For	For
1. 6	ELECT DR. W.C. NYLIN, JR. AS A DIRECTOR	Management	For	For
1. 7	ELECT SCOTT L. THOMPSON AS A DIRECTOR	Management	For	For
1. 8	ELECT WILLIAM T. TRAWICK AS A DIRECTOR	Management	For	For
1. 9	ELECT THEODORE M. WRIGHT AS A DIRECTOR	Management	For	For
2	TO RATIFY THE AUDIT COMMITTEE S APPOINTMENT OF ERNST & YOUNG, LLP AS OUR INDEPENDENT PUBLIC ACCOUNTANTS FOR THE FISCAL YEAR ENDING JANUARY 31, 2009.	Management	For	For
3	IN THE ABOVE NAMED PROXY S DISCRETION, TO ACT UPON SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE MEETING.	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: CSK AUTO CORPORATION MEETING DATE: 11/08/2007
TICKER: CAO     SECURITY ID: 125965103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT LAWRENCE N. MONDRY AS A DIRECTOR	Management	For	For
1. 2	ELECT JAMES G. BAZLEN AS A DIRECTOR	Management	For	For
1. 3	ELECT MORTON GODLAS AS A DIRECTOR	Management	For	For
1. 4	ELECT TERILYN A. HENDERSON AS A DIRECTOR	Management	For	For
1. 5	ELECT CHARLES K. MARQUIS AS A DIRECTOR	Management	For	For
1. 6	ELECT CHARLES J. PHILIPPIN AS A DIRECTOR	Management	For	For
1. 7	ELECT WILLIAM A. SHUTZER AS A DIRECTOR	Management	For	For
2	RATIFY APPOINTMENT OF INDEPENDENT AUDITOR	Management	For	For
3	APPROVE AMENDMENT TO 2004 STOCK AND 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: CVS/CAREMARK CORPORATION MEETING DATE: 05/07/2008
TICKER: CVS     SECURITY ID: 126650100
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ELECTION OF DIRECTOR: EDWIN M. BANKS	Management	For	For
2	ELECTION OF DIRECTOR: C. DAVID BROWN II	Management	For	For
3	ELECTION OF DIRECTOR: DAVID W. DORMAN	Management	For	For
4	ELECTION OF DIRECTOR: KRISTEN GIBNEY WILLIAMS	Management	For	For
5	ELECTION OF DIRECTOR: MARIAN L. HEARD	Management	For	For
6	ELECTION OF DIRECTOR: WILLIAM H. JOYCE	Management	For	For
7	ELECTION OF DIRECTOR: JEAN-PIERRE MILLON	Management	For	For
8	ELECTION OF DIRECTOR: TERRENCE MURRAY	Management	For	For
9	ELECTION OF DIRECTOR: C.A. LANCE PICCOLO	Management	For	For
10	ELECTION OF DIRECTOR: SHELI Z. ROSENBERG	Management	For	For
11	ELECTION OF DIRECTOR: THOMAS M. RYAN	Management	For	For
12	ELECTION OF DIRECTOR: RICHARD J. SWIFT	Management	For	For
13	PROPOSAL TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE 2008 FISCAL YEAR.	Management	For	For
14	STOCKHOLDER PROPOSAL REGARDING SPECIAL SHAREHOLDER MEETINGS.	Shareholder	Against	Against
15	STOCKHOLDER PROPOSAL REGARDING TAX GROSS-UP PAYMENTS.	Shareholder	Against	Abstain
16	STOCKHOLDER PROPOSAL REGARDING POLITICAL CONTRIBUTIONS AND EXPENDITURES.	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: DECKERS OUTDOOR CORPORATION MEETING DATE: 05/29/2008
TICKER: DECK     SECURITY ID: 243537107
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT ANGEL R. MARTINEZ AS A DIRECTOR	Management	For	Withhold
1. 2	ELECT REX A. LICKLIDER AS A DIRECTOR	Management	For	Withhold
1. 3	ELECT JOHN M. GIBBONS AS A DIRECTOR	Management	For	Withhold
1. 4	ELECT JOHN G. PERENCHIO AS A DIRECTOR	Management	For	Withhold
1. 5	ELECT MAUREEN CONNERS AS A DIRECTOR	Management	For	Withhold
1. 6	ELECT TORE STEEN AS A DIRECTOR	Management	For	Withhold
1. 7	ELECT RUTH M. OWADES AS A DIRECTOR	Management	For	For
1. 8	ELECT KARYN O. BARSA AS A DIRECTOR	Management	For	For
2	TO APPROVE THE AMENDMENT TO THE COMPANY S RESTATED CERTIFICATE OF INCORPORATION TO INCREASE THE AUTHORIZED NUMBER OF SHARES OF COMMON STOCK FROM 20,000,000 SHARES TO 100,000,000 SHARES.	Management	For	Against
3	TO RATIFY THE SELECTION OF KPMG LLP AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE YEAR ENDING DECEMBER 31, 2008.	Management	For	For
4	IN THEIR DISCRETION, THE PROXYHOLDERS ARE AUTHORIZED TO TRANSACT SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE ANNUAL MEETING OR ANY CONTINUATIONS, POSTPONEMENTS OR ADJOURNMENTS THEREOF.	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: DICK'S SPORTING GOODS, INC. MEETING DATE: 06/04/2008
TICKER: DKS     SECURITY ID: 253393102
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT EDWARD W. STACK AS A DIRECTOR	Management	For	For
1. 2	ELECT LAWRENCE J. SCHORR AS A DIRECTOR	Management	For	For
2	RATIFY APPOINTMENT OF DELOITTE & TOUCHE LLP AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.	Management	For	For
3	APPROVE THE COMPANY S AMENDED AND RESTATED 2002 STOCK AND INCENTIVE 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: DOLLAR TREE INC MEETING DATE: 06/19/2008
TICKER: DLTR     SECURITY ID: 256746108
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT MACON F. BROCK, JR.* AS A DIRECTOR	Management	For	For
1. 2	ELECT MARY ANNE CITRINO* AS A DIRECTOR	Management	For	For
1. 3	ELECT RICHARD G. LESSER* AS A DIRECTOR	Management	For	For
1. 4	ELECT THOMAS E. WHIDDON* AS A DIRECTOR	Management	For	For
1. 5	ELECT ARNOLD S. BARRON** AS A DIRECTOR	Management	For	For
1. 6	ELECT CARL P. ZEITHAML** AS A DIRECTOR	Management	For	For
1. 7	ELECT LEMUEL E. LEWIS*** AS A DIRECTOR	Management	For	For
2	APPROVAL OF THE 2005 EMPLOYEE STOCK PURCHASE PLAN HOLDING COMPANY AMENDMENT	Management	For	For
3	APPROVAL OF THE 2003 EQUITY INCENTIVE PLAN HOLDING COMPANY AMENDMENT	Management	For	Against
4	APPROVAL OF THE 2004 EXECUTIVE OFFICER EQUITY PLAN HOLDING COMPANY AMENDMENT	Management	For	Against
5	RE-APPROVAL OF PERFORMANCE MEASURES AND AWARD LIMITS IN THE 2003 EQUITY INCENTIVE PLAN	Management	For	For
6	RE-APPROVAL OF PERFORMANCE MEASURES AND AWARD LIMITS IN THE 2004 EXECUTIVE OFFICER EQUITY PLAN	Management	For	For
7	RE-APPROVAL OF PERFORMANCE MEASURES AND AWARD LIMITS IN THE 2004 EXECUTIVE OFFICER CASH BONUS PLAN	Management	For	For
8	APPROVAL OF AMENDMENT TO THE 2004 EXECUTIVE OFFICER CASH BONUS PLAN	Management	For	For
9	APPROVAL OF AMENDMENT TO THE 2004 EXECUTIVE OFFICER EQUITY PLAN	Management	For	Against
10	APPROVAL OF AMENDMENTS TO THE ARTICLES OF INCORPORATION AND BYLAWS ELIMINATING SUPERMAJORITY REQUIREMENTS	Management	For	For
11	SHAREHOLDER PROPOSAL TO ELIMINATE CLASSIFIED BOARD OF DIRECTORS	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: EBAY INC. MEETING DATE: 06/19/2008
TICKER: EBAY     SECURITY ID: 278642103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ELECTION OF DIRECTOR: FRED D. ANDERSON	Management	For	For
2	ELECTION OF DIRECTOR: EDWARD W. BARNHOLT	Management	For	For
3	ELECTION OF DIRECTOR: SCOTT D. COOK	Management	For	For
4	ELECTION OF DIRECTOR: JOHN J. DONAHOE	Management	For	For
5	APPROVAL OF OUR 2008 EQUITY INCENTIVE AWARD PLAN.	Management	For	Against
6	RATIFICATION OF THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT AUDITORS FOR OUR FISCAL YEAR ENDING DECEMBER 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: ENDEAVOR ACQUISITION CORP. MEETING DATE: 12/12/2007
TICKER: EDA     SECURITY ID: 292577103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	TO APPROVE THE AGREEMENT AND PLAN OF REORGANIZATION, AS AMENDED AND RESTATED AMONG ENDEAVOR, AAI ACQUISITION, LLC., AMERICAN APPAREL, INC., AMERICAN APPAREL, LLC, EACH OF THE CANADIAN COMPANIES AND THEIR STOCKHOLDERS SET FORTH ON SCHEDULE A OF THE AGREEMENT AND PLAN OF REORGANIZATION, ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.	Management	For	For
2	IF YOU HAVE VOTED AGAINST PROPOSAL 1 AND ARE EXERCISING YOUR CONVERSION RIGHTS, YOU MUST CHECK THE AGAINST BOX AND FOLLOW THE INSTRUCTIONS DESCRIBED IN THE MATERIALS.	Management	Unknown	Abstain
3	TO APPROVE AN AMENDMENT TO THE CERTIFICATE OF INCORPORATION OF ENDEAVOR TO CHANGE THE NAME OF ENDEAVOR FROM ENDEAVOR ACQUISITION CORP. TO AMERICAN APPAREL, INC.	Management	For	For
4	APPROVAL OF AN AMENDMENT TO THE CERTIFICATE OF INCORPORATION TO INCREASE THE NUMBER OF AUTHORIZED SHARES OF COMMON STOCK.	Management	For	For
5	TO APPROVE AN AMENDMENT TO THE CERTIFICATE OF INCORPORATION OF ENDEAVOR TO REMOVE THE PREAMBLE AND SECTIONS A THROUGH D, ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.	Management	For	For
6	TO APPROVE THE 2007 PERFORMANCE EQUITY PLAN.	Management	For	For
7	TO CONSIDER AND VOTE UPON A PROPOSAL TO ADJOURN THE SPECIAL MEETING TO A LATER DATE OR DATES, IF NECESSARY, TO PERMIT FURTHER SOLICITATION AND VOTE OF PROXIES.	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: GENUINE PARTS COMPANY MEETING DATE: 04/21/2008
TICKER: GPC     SECURITY ID: 372460105
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT DR. MARY B. BULLOCK AS A DIRECTOR	Management	For	Withhold
1. 2	ELECT RICHARD W. COURTS II AS A DIRECTOR	Management	For	Withhold
1. 3	ELECT JEAN DOUVILLE AS A DIRECTOR	Management	For	Withhold
1. 4	ELECT THOMAS C. GALLAGHER AS A DIRECTOR	Management	For	Withhold
1. 5	ELECT GEORGE C. "JACK" GUYNN AS A DIRECTOR	Management	For	Withhold
1. 6	ELECT JOHN D. JOHNS AS A DIRECTOR	Management	For	Withhold
1. 7	ELECT MICHAEL M. E. JOHNS, MD AS A DIRECTOR	Management	For	Withhold
1. 8	ELECT J. HICKS LANIER AS A DIRECTOR	Management	For	Withhold
1. 9	ELECT WENDY B. NEEDHAM AS A DIRECTOR	Management	For	Withhold
1. 10	ELECT JERRY W. NIX AS A DIRECTOR	Management	For	Withhold
1. 11	ELECT LARRY L. PRINCE AS A DIRECTOR	Management	For	Withhold
1. 12	ELECT GARY W. ROLLINS AS A DIRECTOR	Management	For	Withhold
1. 13	ELECT LAWRENCE G. STEINER AS A DIRECTOR	Management	For	Withhold
2	RATIFICATION OF THE SELECTION OF ERNST & YOUNG LLP AS THE COMPANY S INDEPENDENT AUDITORS FOR THE FISCAL YEAR ENDING DECEMBER 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: HARRY WINSTON DIAMOND CORP MEETING DATE: 06/04/2008
TICKER: --     SECURITY ID: 41587B100
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ELECT MESSERS: MATHEW W. BARRETT, MICHELINE BOUCHARD, ROBERT A. GANNICOTT, NOEL HARWERTH, DANIEL JARVIS, LYNDON LEA, LAURENT E. MOMMEJA, THOMAS J. O NEILL AND J. ROGER B. PHILLIMORE AS THE DIRECTORS OF THE CORPORATION, TO HOLD OFFICE UNTIL THE NEXT ANNUAL MEETING OF SHAREHOLDERS OR UNTIL THEIR SUCCESSORS ARE ELECTED	Management	For	For
2	RE-APPOINT KPMG LLP, CHARTERED ACCOUNTANTS AS THE AUDITORS OF THE CORPORATIONAND AUTHORIZE THE DIRECTORS TO FIX THEIR REMUNERATION	Management	For	For
3	APPROVE THE AMENDMENT OF THE CORPORATION S STOCK OPTION 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: HOT TOPIC, INC. MEETING DATE: 06/10/2008
TICKER: HOTT     SECURITY ID: 441339108
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT EVELYN D'AN AS A DIRECTOR	Management	For	For
1. 2	ELECT LISA M. HARPER AS A DIRECTOR	Management	For	For
1. 3	ELECT W. SCOTT HEDRICK AS A DIRECTOR	Management	For	For
1. 4	ELECT ELIZABETH MCLAUGHLIN AS A DIRECTOR	Management	For	For
1. 5	ELECT BRUCE QUINNELL AS A DIRECTOR	Management	For	For
1. 6	ELECT ANDREW SCHUON AS A DIRECTOR	Management	For	For
1. 7	ELECT THOMAS G. VELLIOS AS A DIRECTOR	Management	For	For
2	TO RATIFY THE SELECTION OF ERNST & YOUNG LLP AS INDEPENDENT AUDITORS OF THE COMPANY FOR THE FISCAL YEAR ENDING JANUARY 31, 2009.	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: ICONIX BRAND GROUP, INC. MEETING DATE: 08/16/2007
TICKER: ICON     SECURITY ID: 451055107
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT NEIL COLE AS A DIRECTOR	Management	For	For
1. 2	ELECT BARRY EMANUEL AS A DIRECTOR	Management	For	For
1. 3	ELECT STEVEN MENDELOW AS A DIRECTOR	Management	For	For
1. 4	ELECT DREW COHEN AS A DIRECTOR	Management	For	For
1. 5	ELECT F. PETER CUNEO AS A DIRECTOR	Management	For	For
1. 6	ELECT MARK FRIEDMAN AS A DIRECTOR	Management	For	For
2	TO APPROVE AN AMENDMENT TO THE COMPANY S CERTIFICATE OF INCORPORATION TO INCREASE ITS AUTHORIZED COMMON STOCK.	Management	For	For
3	RATIFICATION OF THE APPOINTMENT OF BDO SEIDMAN, LLP AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR THE FISCAL YEAR ENDING DECEMBER 31, 2007.	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: J. C. PENNEY COMPANY, INC. MEETING DATE: 05/16/2008
TICKER: JCP     SECURITY ID: 708160106
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ELECTION OF DIRECTOR: C.C BARRETT	Management	For	Against
2	ELECTION OF DIRECTOR: M.A. BURNS	Management	For	Against
3	ELECTION OF DIRECTOR: M.K. CLARK	Management	For	Against
4	ELECTION OF DIRECTOR: T.J. ENGIBOUS	Management	For	Against
5	ELECTION OF DIRECTOR: K.B. FOSTER	Management	For	Against
6	ELECTION OF DIRECTOR: K.C. HICKS	Management	For	Against
7	ELECTION OF DIRECTOR: L.H. ROBERTS	Management	For	Against
8	ELECTION OF DIRECTOR: J.G. TERUEL	Management	For	Against
9	ELECTION OF DIRECTOR: M.E. ULLMAN III	Management	For	Against
10	TO RATIFY THE APPOINTMENT OF KPMG LLP AS INDEPENDENT AUDITOR FOR THE FISCAL YEAR ENDING JANUARY 31, 2009.	Management	For	For
11	TO CONSIDER A STOCKHOLDER PROPOSAL RELATING TO STOCKHOLDER APPROVAL OF CERTAIN SEVERANCE AGREEMENTS.	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: JO-ANN STORES, INC. MEETING DATE: 06/11/2008
TICKER: JAS     SECURITY ID: 47758P307
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT JOSEPH DEPINTO AS A DIRECTOR	Management	For	For
1. 2	ELECT IRA GUMBERG AS A DIRECTOR	Management	For	Withhold
1. 3	ELECT PATRICIA MORRISON AS A DIRECTOR	Management	For	Withhold
1. 4	ELECT FRANK NEWMAN AS A DIRECTOR	Management	For	Withhold
1. 5	ELECT DAVID PERDUE AS A DIRECTOR	Management	For	For
1. 6	ELECT BERYL RAFF AS A DIRECTOR	Management	For	Withhold
1. 7	ELECT TRACEY TRAVIS AS A DIRECTOR	Management	For	Withhold
1. 8	ELECT DARRELL WEBB AS A DIRECTOR	Management	For	Withhold
2	TO RATIFY THE SELECTION OF ERNST & YOUNG LLP TO SERVE AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR THE FISCAL YEAR ENDING JANUARY 31, 2009.	Management	For	For
3	TO APPROVE A NEW INCENTIVE COMPENSATION PLAN.	Management	For	For
4	TO APPROVE A NEW ASSOCIATE STOCK OWNERSHIP 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: JOS. A. BANK CLOTHIERS, INC. MEETING DATE: 06/19/2008
TICKER: JOSB     SECURITY ID: 480838101
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT ROBERT N. WILDRICK AS A DIRECTOR	Management	For	Withhold
2	RATIFICATION OF THE SELECTION OF DELOITTE & TOUCHE LLP AS THE COMPANY S REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING JANUARY 31, 2009.	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: KOHL'S CORPORATION MEETING DATE: 04/30/2008
TICKER: KSS     SECURITY ID: 500255104
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ELECTION OF DIRECTOR: STEVEN A. BURD	Management	For	For
2	ELECTION OF DIRECTOR: WAYNE EMBRY	Management	For	For
3	ELECTION OF DIRECTOR: JOHN F. HERMA	Management	For	For
4	ELECTION OF DIRECTOR: WILLIAM S. KELLOGG	Management	For	For
5	ELECTION OF DIRECTOR: KEVIN MANSELL	Management	For	For
6	ELECTION OF DIRECTOR: R. LAWRENCE MONTGOMERY	Management	For	For
7	ELECTION OF DIRECTOR: FRANK V. SICA	Management	For	For
8	ELECTION OF DIRECTOR: PETER M. SOMMERHAUSER	Management	For	For
9	ELECTION OF DIRECTOR: STEPHANIE A. STREETER	Management	For	For
10	ELECTION OF DIRECTOR: STEPHEN E. WATSON	Management	For	For
11	RATIFY APPOINTMENT OF ERNST & YOUNG LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.	Management	For	For
12	SHAREHOLDER PROPOSAL REGARDING THE ELECTION OF DIRECTORS.	Shareholder	Against	Against
13	SHAREHOLDER PROPOSAL REGARDING AN EXECUTIVE COMPENSATION PLAN.	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: LIBERTY MEDIA CORPORATION MEETING DATE: 10/23/2007
TICKER: LINTA     SECURITY ID: 53071M104
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	NEW TRACKING STOCK PROPOSAL. (SEE PAGE 54 OF THE PROXY STATEMENT/PROSPECTUS)	Management	For	For
2	RECAPITALIZATION PROPOSAL. (SEE PAGE 55 OF THE PROXY STATEMENT/PROSPECTUS)	Management	For	For
3	OPTIONAL CONVERSION PROPOSAL. (SEE PAGE 55 OF THE PROXY STATEMENT/PROSPECTUS)	Management	For	For
4	OPTIONAL CONVERSION PROPOSAL. (SEE PAGE 55 OF THE PROXY STATEMENT/PROSPECTUS)	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: LIBERTY MEDIA CORPORATION MEETING DATE: 06/06/2008
TICKER: LINTA     SECURITY ID: 53071M104
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT MR. DAVID E. RAPLEY AS A DIRECTOR	Management	For	For
1. 2	ELECT MR. LARRY E. ROMRELL AS A DIRECTOR	Management	For	For
2	PROPOSAL TO RATIFY THE SELECTION OF KPMG LLP AS OUR INDEPENDENT AUDITORS FOR THE FISCAL YEAR ENDING DECEMBER 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: LIMITED BRANDS, INC. MEETING DATE: 05/19/2008
TICKER: LTD     SECURITY ID: 532716107
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT DONNA A. JAMES AS A DIRECTOR	Management	For	For
1. 2	ELECT JEFFREY H. MIRO AS A DIRECTOR	Management	For	For
1. 3	ELECT JEFFREY B. SWARTZ AS A DIRECTOR	Management	For	For
1. 4	ELECT RAYMOND ZIMMERMAN AS A DIRECTOR	Management	For	For
2	THE RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS	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: LIVE NATION, INC. MEETING DATE: 06/25/2008
TICKER: LYV     SECURITY ID: 538034109
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT ROBERT TED ENLOE, III AS A DIRECTOR	Management	For	Withhold
1. 2	ELECT JEFFREY T. HINSON AS A DIRECTOR	Management	For	Withhold
1. 3	ELECT JAMES S. KAHAN AS A DIRECTOR	Management	For	Withhold
2	RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS LIVE NATION, INC. S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE 2008 FISCAL YEAR	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: LOWE'S COMPANIES, INC. MEETING DATE: 05/30/2008
TICKER: LOW     SECURITY ID: 548661107
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT ROBERT A. INGRAM AS A DIRECTOR	Management	For	For
1. 2	ELECT ROBERT L. JOHNSON AS A DIRECTOR	Management	For	For
1. 3	ELECT RICHARD K. LOCHRIDGE AS A DIRECTOR	Management	For	For
2	TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.	Management	For	For
3	TO APPROVE THE AMENDMENTS TO LOWE S ARTICLES OF INCORPORATION ELIMINATING THE CLASSIFIED STRUCTURE OF THE BOARD OF DIRECTORS.	Management	For	For
4	SHAREHOLDER PROPOSAL REGARDING SUPERMAJORITY VOTE REQUIREMENTS.	Shareholder	Against	For
5	SHAREHOLDER PROPOSAL REGARDING EXECUTIVE COMPENSATION PLAN.	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: MACY'S INC. MEETING DATE: 05/16/2008
TICKER: M     SECURITY ID: 55616P104
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT STEPHEN F. BOLLENBACH AS A DIRECTOR	Management	For	For
1. 2	ELECT DEIRDRE P. CONNELLY AS A DIRECTOR	Management	For	For
1. 3	ELECT MEYER FELDBERG AS A DIRECTOR	Management	For	For
1. 4	ELECT SARA LEVINSON AS A DIRECTOR	Management	For	For
1. 5	ELECT TERRY J. LUNDGREN AS A DIRECTOR	Management	For	For
1. 6	ELECT JOSEPH NEUBAUER AS A DIRECTOR	Management	For	For
1. 7	ELECT JOSEPH A. PICHLER AS A DIRECTOR	Management	For	For
1. 8	ELECT JOYCE M. ROCHE AS A DIRECTOR	Management	For	For
1. 9	ELECT KARL M. VON DER HEYDEN AS A DIRECTOR	Management	For	For
1. 10	ELECT CRAIG E. WEATHERUP AS A DIRECTOR	Management	For	For
1. 11	ELECT MARNA C. WHITTINGTON AS A DIRECTOR	Management	For	For
2	TO RATIFY THE APPOINTMENT OF KPMG LLP AS MACY S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING JANUARY 31, 2009.	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: NETFLIX, INC. MEETING DATE: 05/21/2008
TICKER: NFLX     SECURITY ID: 64110L106
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT REED HASTINGS AS A DIRECTOR	Management	For	For
1. 2	ELECT JAY C. HOAG AS A DIRECTOR	Management	For	For
1. 3	ELECT A. GEORGE (SKIP) BATTLE AS A DIRECTOR	Management	For	For
2	TO RATIFY THE APPOINTMENT OF KPMG LLP AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE YEAR ENDING DECEMBER 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: NORDSTROM, INC. MEETING DATE: 05/20/2008
TICKER: JWN     SECURITY ID: 655664100
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ELECTION OF DIRECTOR: PHYLLIS J. CAMPBELL	Management	For	For
2	ELECTION OF DIRECTOR: ENRIQUE HERNANDEZ, JR.	Management	For	For
3	ELECTION OF DIRECTOR: JEANNE P. JACKSON	Management	For	For
4	ELECTION OF DIRECTOR: ROBERT G. MILLER	Management	For	For
5	ELECTION OF DIRECTOR: BLAKE W. NORDSTROM	Management	For	For
6	ELECTION OF DIRECTOR: ERIK B. NORDSTROM	Management	For	For
7	ELECTION OF DIRECTOR: PETER E. NORDSTROM	Management	For	For
8	ELECTION OF DIRECTOR: PHILIP G. SATRE	Management	For	For
9	ELECTION OF DIRECTOR: ALISON A. WINTER	Management	For	For
10	RATIFICATION OF THE APPOINTMENT 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: O'REILLY AUTOMOTIVE, INC. MEETING DATE: 05/06/2008
TICKER: ORLY     SECURITY ID: 686091109
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT DAVID E. O'REILLY AS A DIRECTOR	Management	For	For
1. 2	ELECT JAY D. BURCHFIELD AS A DIRECTOR	Management	For	For
1. 3	ELECT PAUL R. LEDERER AS A DIRECTOR	Management	For	For
2	RATIFICATION OF APPOINTMENT OF ERNST & YOUNG, LLP AS INDEPENDENT AUDITORS.	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: OFFICEMAX INCORPORATED MEETING DATE: 04/23/2008
TICKER: OMX     SECURITY ID: 67622P101
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT DORRIT J. BERN AS A DIRECTOR	Management	For	For
1. 2	ELECT WARREN F. BRYANT AS A DIRECTOR	Management	For	For
1. 3	ELECT JOSEPH M. DEPINTO AS A DIRECTOR	Management	For	For
1. 4	ELECT SAM K. DUNCAN AS A DIRECTOR	Management	For	For
1. 5	ELECT RAKESH GANGWAL AS A DIRECTOR	Management	For	For
1. 6	ELECT F.R. DE LUZURIAGA AS A DIRECTOR	Management	For	For
1. 7	ELECT WILLIAM J. MONTGORIS AS A DIRECTOR	Management	For	For
1. 8	ELECT DAVID M. SZYMANSKI AS A DIRECTOR	Management	For	For
2	APPOINTMENT OF KPMG LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2008.	Management	For	For
3	APPROVAL OF AN AMENDMENT TO THE 2003 OFFICEMAX INCENTIVE AND PERFORMANCE PLAN TO INCREASE THE NUMBER OF SHARES OF STOCK AVAILABLE FOR ISSUANCE UNDER THE PLAN AND TO MAKE CERTAIN OTHER CHANGES TO THE PLAN AND REAPPROVE THE MATERIAL TERMS OF THE PERFORMANCE GOALS UNDER THE 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: PAYLESS SHOESOURCE, INC. MEETING DATE: 08/14/2007
TICKER: PSS     SECURITY ID: 704379106
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	THE PROPOSAL TO APPROVE A PROPOSED AMENDMENT TO OUR CERTIFICATE OF INCORPORATION, A COPY OF WHICH IS ATTACHED TO THE PROXY STATEMENT, TO EFFECT A CHANGE OF OUR NAME FROM PAYLESS SHOESOURCE, INC. TO COLLECTIVE BRANDS, INC.	Management	For	For
2	THE PROPOSAL TO APPROVE THE ADJOURNMENT OR POSTPONEMENT OF THE SPECIAL MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO ADOPT THE PROPOSAL TO AMEND OUR CERTIFICATE OF INCORPORATION.	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: PETSMART, INC. MEETING DATE: 06/18/2008
TICKER: PETM     SECURITY ID: 716768106
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ELECTION OF DIRECTOR: LAWRENCE A. DEL SANTO	Management	For	For
2	ELECTION OF DIRECTOR: PHILIP L. FRANCIS	Management	For	For
3	ELECTION OF DIRECTOR: GREGORY P. JOSEFOWICZ	Management	For	For
4	ELECTION OF DIRECTOR: RICHARD K. LOCHRIDGE	Management	For	For
5	TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR OUR 2008 FISCAL YEAR, ENDING FEBRUARY 1, 2009.	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: REGAL ENTERTAINMENT GROUP MEETING DATE: 05/07/2008
TICKER: RGC     SECURITY ID: 758766109
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT STEPHEN A. KAPLAN AS A DIRECTOR	Management	For	Withhold
1. 2	ELECT JACK TYRRELL AS A DIRECTOR	Management	For	For
1. 3	ELECT NESTOR R. WEIGAND, JR. AS A DIRECTOR	Management	For	For
2	APPROVAL OF THE MATERIAL TERMS FOR PAYMENT OF OUR EXECUTIVE INCENTIVE COMPENSATION.	Management	For	For
3	RATIFICATION OF THE AUDIT COMMITTEE S SELECTION OF KPMG LLP AS OUR INDEPENDENT REGISTERED ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING JANUARY 1, 2009.	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: RENT-A-CENTER, INC. MEETING DATE: 05/14/2008
TICKER: RCII     SECURITY ID: 76009N100
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT MARK E. SPEESE AS A DIRECTOR	Management	For	For
1. 2	ELECT JEFFERY M. JACKSON AS A DIRECTOR	Management	For	For
1. 3	ELECT LEONARD H. ROBERTS AS A DIRECTOR	Management	For	For
2	TO RATIFY THE AUDIT COMMITTEE S APPOINTMENT OF GRANT THORNTON, LLP, REGISTERED INDEPENDENT ACCOUNTANTS, AS THE COMPANY S INDEPENDENT AUDITORS FOR THE FISCAL YEAR ENDED DECEMBER 31, 2008, AS SET FORTH IN THE ACCOMPANYING 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: ROSS STORES, INC. MEETING DATE: 05/22/2008
TICKER: ROST     SECURITY ID: 778296103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT STUART G. MOLDAW AS A DIRECTOR	Management	For	Withhold
1. 2	ELECT GEORGE P. ORBAN AS A DIRECTOR	Management	For	Withhold
1. 3	ELECT DONALD H. SEILER AS A DIRECTOR	Management	For	Withhold
2	TO APPROVE ADOPTION OF THE ROSS STORES, INC. 2008 EQUITY INCENTIVE PLAN.	Management	For	Against
3	TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING JANUARY 31, 2009.	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: SAKS INCORPORATED MEETING DATE: 06/04/2008
TICKER: SKS     SECURITY ID: 79377W108
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT JERRY W. LEVIN* AS A DIRECTOR	Management	For	For
1. 2	ELECT MICHAEL S. GROSS** AS A DIRECTOR	Management	For	Withhold
1. 3	ELECT NORA P. MCANIFF** AS A DIRECTOR	Management	For	Withhold
1. 4	ELECT STEPHEN I. SADOVE** AS A DIRECTOR	Management	For	Withhold
2	TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE CURRENT FISCAL YEAR ENDING JANUARY 31, 2009.	Management	For	For
3	SHAREHOLDER PROPOSAL - CUMULATIVE VOTING FOR THE ELECTION OF 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: STAPLES, INC. MEETING DATE: 06/09/2008
TICKER: SPLS     SECURITY ID: 855030102
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ELECTION OF DIRECTOR: BASIL L. ANDERSON	Management	For	For
2	ELECTION OF DIRECTOR: ARTHUR M. BLANK	Management	For	For
3	ELECTION OF DIRECTOR: MARY ELIZABETH BURTON	Management	For	For
4	ELECTION OF DIRECTOR: JUSTIN KING	Management	For	For
5	ELECTION OF DIRECTOR: CAROL MEYROWITZ	Management	For	For
6	ELECTION OF DIRECTOR: ROWLAND T. MORIARTY	Management	For	For
7	ELECTION OF DIRECTOR: ROBERT C. NAKASONE	Management	For	For
8	ELECTION OF DIRECTOR: RONALD L. SARGENT	Management	For	For
9	ELECTION OF DIRECTOR: ROBERT E. SULENTIC	Management	For	For
10	ELECTION OF DIRECTOR: MARTIN TRUST	Management	For	For
11	ELECTION OF DIRECTOR: VIJAY VISHWANATH	Management	For	For
12	ELECTION OF DIRECTOR: PAUL F. WALSH	Management	For	For
13	TO APPROVE AN AMENDMENT TO STAPLES CERTIFICATE OF INCORPORATION DELETING ARTICLE XII TO REMOVE PROVISIONS THAT REQUIRE HOLDERS OF AT LEAST TWO-THIRDS OF STAPLES OUTSTANDING VOTING STOCK TO APPROVE CERTAIN SIGNIFICANT CORPORATE TRANSACTIONS.	Management	For	For
14	TO APPROVE STAPLES EXECUTIVE OFFICER INCENTIVE PLAN FOR THE FISCAL YEARS 2008 THROUGH 2012.	Management	For	For
15	TO APPROVE AN AMENDMENT TO STAPLES AMENDED AND RESTATED 2004 STOCK INCENTIVE PLAN INCREASING THE TOTAL NUMBER OF SHARES OF COMMON STOCK AUTHORIZED FOR ISSUANCE UNDER THE PLAN BY 15,100,000 SHARES, FROM 62,330,000 SHARES TO 77,430,000 SHARES.	Management	For	Against
16	TO RATIFY THE SELECTION BY THE AUDIT COMMITTEE OF ERNST & YOUNG LLP AS STAPLES INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE CURRENT FISCAL YEAR.	Management	For	For
17	TO ACT ON A SHAREHOLDER PROPOSAL REGARDING STOCKHOLDERS ABILITY TO CALL SPECIAL MEETINGS EXPECTED TO COME BEFORE THE MEETING.	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: TARGET CORPORATION MEETING DATE: 05/22/2008
TICKER: TGT     SECURITY ID: 87612E106
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ELECTION OF DIRECTOR: ROXANNE S. AUSTIN	Management	For	For
2	ELECTION OF DIRECTOR: JAMES A. JOHNSON	Management	For	For
3	ELECTION OF DIRECTOR: MARY E. MINNICK	Management	For	For
4	ELECTION OF DIRECTOR: DERICA W. RICE	Management	For	For
5	COMPANY PROPOSAL TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS 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: THE GYMBOREE CORPORATION MEETING DATE: 06/10/2008
TICKER: GYMB     SECURITY ID: 403777105
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT MICHAEL J. MCCLOSKEY AS A DIRECTOR	Management	For	For
1. 2	ELECT JOHN C. POUND AS A DIRECTOR	Management	For	Withhold
1. 3	ELECT WILLIAM U. WESTERFIELD AS A DIRECTOR	Management	For	Withhold
2	AMENDMENT TO THE GYMBOREE CORPORATION 2004 EQUITY INCENTIVE PLAN TO AUTHORIZE THE ISSUANCE OF AN ADDITIONAL 925,000 SHARES OF THE COMPANY S COMMON STOCK.	Management	For	Against
3	AMENDMENT TO THE GYMBOREE CORPORATION 1993 EMPLOYEE STOCK PURCHASE PLAN TO AUTHORIZE THE ISSUANCE OF AN ADDITIONAL 150,000 SHARES OF THE COMPANY S COMMON STOCK.	Management	For	For
4	ADVISORY VOTE ON THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS THE GYMBOREE CORPORATION S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING JANUARY 31, 2009.	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 HOME DEPOT, INC. MEETING DATE: 05/22/2008
TICKER: HD     SECURITY ID: 437076102
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ELECTION OF DIRECTOR: F. DUANE ACKERMAN	Management	For	For
2	ELECTION OF DIRECTOR: DAVID H. BATCHELDER	Management	For	For
3	ELECTION OF DIRECTOR: FRANCIS S. BLAKE	Management	For	For
4	ELECTION OF DIRECTOR: ARI BOUSBIB	Management	For	For
5	ELECTION OF DIRECTOR: GREGORY D. BRENNEMAN	Management	For	For
6	ELECTION OF DIRECTOR: ALBERT P. CAREY	Management	For	For
7	ELECTION OF DIRECTOR: ARMANDO CODINA	Management	For	For
8	ELECTION OF DIRECTOR: BRIAN C. CORNELL	Management	For	For
9	ELECTION OF DIRECTOR: BONNIE G. HILL	Management	For	For
10	ELECTION OF DIRECTOR: KAREN L. KATEN	Management	For	For
11	TO RATIFY THE APPOINTMENT OF KPMG LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF THE COMPANY FOR THE FISCAL YEAR ENDING FEBRUARY 1, 2009	Management	For	For
12	TO APPROVE THE MATERIAL TERMS OF OFFICER PERFORMANCE GOALS UNDER THE MANAGEMENT INCENTIVE PLAN	Management	For	For
13	TO APPROVE AN AMENDMENT TO THE COMPANY S EMPLOYEE STOCK PURCHASE PLAN TO INCREASE THE NUMBER OF RESERVED SHARES	Management	For	For
14	SHAREHOLDER PROPOSAL REGARDING POLITICAL NONPARTISANSHIP	Shareholder	Against	Abstain
15	SHAREHOLDER PROPOSAL REGARDING SPECIAL SHAREHOLDER MEETINGS	Shareholder	Against	Against
16	SHAREHOLDER PROPOSAL REGARDING EMPLOYMENT DIVERSITY REPORT DISCLOSURE	Shareholder	Against	Abstain
17	SHAREHOLDER PROPOSAL REGARDING EXECUTIVE OFFICER COMPENSATION	Shareholder	Against	Abstain
18	SHAREHOLDER PROPOSAL REGARDING PAY-FOR-SUPERIOR PERFORMANCE	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: THE KROGER CO. MEETING DATE: 06/26/2008
TICKER: KR     SECURITY ID: 501044101
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ELECTION OF DIRECTOR: REUBEN V. ANDERSON	Management	For	For
2	ELECTION OF DIRECTOR: ROBERT D. BEYER	Management	For	For
3	ELECTION OF DIRECTOR: DAVID B. DILLON	Management	For	For
4	ELECTION OF DIRECTOR: SUSAN J. KROPF	Management	For	For
5	ELECTION OF DIRECTOR: JOHN T. LAMACCHIA	Management	For	For
6	ELECTION OF DIRECTOR: DAVID B. LEWIS	Management	For	For
7	ELECTION OF DIRECTOR: DON W. MCGEORGE	Management	For	For
8	ELECTION OF DIRECTOR: W. RODNEY MCMULLEN	Management	For	For
9	ELECTION OF DIRECTOR: JORGE P. MONTOYA	Management	For	For
10	ELECTION OF DIRECTOR: CLYDE R. MOORE	Management	For	For
11	ELECTION OF DIRECTOR: SUSAN M. PHILLIPS	Management	For	For
12	ELECTION OF DIRECTOR: STEVEN R. ROGEL	Management	For	For
13	ELECTION OF DIRECTOR: JAMES A. RUNDE	Management	For	For
14	ELECTION OF DIRECTOR: RONALD L. SARGENT	Management	For	For
15	ELECTION OF DIRECTOR: BOBBY S. SHACKOULS	Management	For	For
16	APPROVAL OF 2008 LONG-TERM INCENTIVE AND CASH BONUS PLAN.	Management	For	Against
17	APPROVAL OF PRICEWATERHOUSECOOPERS LLP, AS AUDITORS.	Management	For	For
18	APPROVE SHAREHOLDER PROPOSAL, IF PROPERLY PRESENTED, TO RECOMMEND PREPARATION OF CLIMATE CHANGE REPORT.	Shareholder	Against	Abstain
19	APPROVE SHAREHOLDER PROPOSAL, IF PROPERLY PRESENTED, TO RECOMMEND PURCHASING PREFERENCE FOR SUPPLIERS USING CONTROLLED-ATMOSPHERE KILLING OF CHICKENS.	Shareholder	Against	Abstain
20	APPROVE SHAREHOLDER PROPOSAL, IF PROPERLY PRESENTED, TO RECOMMEND PHASE OUT OF SALE OF EGGS FROM HENS CONFINED IN BATTERY CAGES.	Shareholder	Against	Abstain
21	APPROVE SHAREHOLDER PROPOSAL, IF PROPERLY PRESENTED, TO RECOMMEND PREPARATION OF PRODUCT TOXICITY REPORT.	Shareholder	Against	Abstain
22	APPROVE SHAREHOLDER PROPOSAL, IF PROPERLY PRESENTED, TO RECOMMEND ADOPTION OF PROPOSED COMPENSATION PRINCIPLES FOR SENIOR EXECUTIVES.	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: THE MEN'S WEARHOUSE, INC. MEETING DATE: 06/25/2008
TICKER: MW     SECURITY ID: 587118100
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT GEORGE ZIMMER AS A DIRECTOR	Management	For	For
1. 2	ELECT DAVID H. EDWAB AS A DIRECTOR	Management	For	For
1. 3	ELECT RINALDO S. BRUTOCO AS A DIRECTOR	Management	For	For
1. 4	ELECT MICHAEL L. RAY, PH.D. AS A DIRECTOR	Management	For	For
1. 5	ELECT SHELDON I. STEIN AS A DIRECTOR	Management	For	For
1. 6	ELECT DEEPAK CHOPRA, M.D. AS A DIRECTOR	Management	For	For
1. 7	ELECT WILLIAM B. SECHREST AS A DIRECTOR	Management	For	For
1. 8	ELECT LARRY R. KATZEN AS A DIRECTOR	Management	For	For
2	TO CONSIDER AND ACT UPON A PROPOSAL TO AMEND AND RESTATE THE COMPANY S 2004 LONG-TERM INCENTIVE PLAN TO ALLOW THE COMPANY S NON-EMPLOYEE DIRECTORS TO PARTICIPATE IN THE PLAN AND TO INCREASE THE NUMBER OF SHARES AUTHORIZED FOR ISSUANCE UNDER THE 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: THE SHERWIN-WILLIAMS COMPANY MEETING DATE: 04/16/2008
TICKER: SHW     SECURITY ID: 824348106
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT A.F. ANTON AS A DIRECTOR	Management	For	For
1. 2	ELECT J.C. BOLAND AS A DIRECTOR	Management	For	For
1. 3	ELECT C.M. CONNOR AS A DIRECTOR	Management	For	For
1. 4	ELECT D.E. EVANS AS A DIRECTOR	Management	For	For
1. 5	ELECT D.F. HODNIK AS A DIRECTOR	Management	For	For
1. 6	ELECT S.J. KROPF AS A DIRECTOR	Management	For	For
1. 7	ELECT R.W. MAHONEY AS A DIRECTOR	Management	For	For
1. 8	ELECT G.E. MCCULLOUGH AS A DIRECTOR	Management	For	For
1. 9	ELECT A.M. MIXON, III AS A DIRECTOR	Management	For	For
1. 10	ELECT C.E. MOLL AS A DIRECTOR	Management	For	For
1. 11	ELECT R.K. SMUCKER AS A DIRECTOR	Management	For	For
2	RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM	Management	For	For
3	SHAREHOLDER PROPOSAL RELATING TO MAJORITY VOTING	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: THE TJX COMPANIES, INC. MEETING DATE: 06/03/2008
TICKER: TJX     SECURITY ID: 872540109
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT JOSE B. ALVAREZ AS A DIRECTOR	Management	For	For
1. 2	ELECT ALAN M. BENNETT AS A DIRECTOR	Management	For	For
1. 3	ELECT DAVID A. BRANDON AS A DIRECTOR	Management	For	Withhold
1. 4	ELECT BERNARD CAMMARATA AS A DIRECTOR	Management	For	Withhold
1. 5	ELECT DAVID T. CHING AS A DIRECTOR	Management	For	Withhold
1. 6	ELECT MICHAEL F. HINES AS A DIRECTOR	Management	For	Withhold
1. 7	ELECT AMY B. LANE AS A DIRECTOR	Management	For	Withhold
1. 8	ELECT CAROL MEYROWITZ AS A DIRECTOR	Management	For	Withhold
1. 9	ELECT JOHN F. O'BRIEN AS A DIRECTOR	Management	For	Withhold
1. 10	ELECT ROBERT F. SHAPIRO AS A DIRECTOR	Management	For	Withhold
1. 11	ELECT WILLOW B. SHIRE AS A DIRECTOR	Management	For	Withhold
1. 12	ELECT FLETCHER H. WILEY AS A DIRECTOR	Management	For	Withhold
2	RATIFICATION OF APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP.	Management	For	For
3	SHAREHOLDER PROPOSAL REGARDING ELECTION OF DIRECTORS BY MAJORITY VOTE.	Shareholder	Against	Against
4	SHAREHOLDER PROPOSAL REGARDING IMPLEMENTATION OF THE MACBRIDE 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: TIFFANY & CO. MEETING DATE: 05/15/2008
TICKER: TIF     SECURITY ID: 886547108
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ELECTION OF DIRECTOR: MICHAEL J. KOWALSKI	Management	For	For
2	ELECTION OF DIRECTOR: ROSE MARIE BRAVO	Management	For	For
3	ELECTION OF DIRECTOR: GARY E. COSTLEY	Management	For	For
4	ELECTION OF DIRECTOR: LAWRENCE K. FISH	Management	For	For
5	ELECTION OF DIRECTOR: ABBY F. KOHNSTAMM	Management	For	For
6	ELECTION OF DIRECTOR: CHARLES K. MARQUIS	Management	For	For
7	ELECTION OF DIRECTOR: PETER W. MAY	Management	For	For
8	ELECTION OF DIRECTOR: J. THOMAS PRESBY	Management	For	For
9	ELECTION OF DIRECTOR: WILLIAM A. SHUTZER	Management	For	For
10	RATIFICATION OF THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR 2008.	Management	For	For
11	APPROVAL OF THE TIFFANY & CO. 2008 DIRECTORS EQUITY 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: TWEEN BRANDS, INC. MEETING DATE: 05/22/2008
TICKER: TWB     SECURITY ID: 901166108
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT PHILIP E. MALLOTT AS A DIRECTOR	Management	For	For
1. 2	ELECT MICHAEL W. RAYDEN AS A DIRECTOR	Management	For	For
2	TO RATIFY THE SELECTION OF DELOITTE & TOUCHE LLP AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE 2008 FISCAL YEAR.	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: WAL-MART STORES, INC. MEETING DATE: 06/06/2008
TICKER: WMT     SECURITY ID: 931142103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ELECTION OF DIRECTOR: AIDA M. ALVAREZ	Management	For	For
2	ELECTION OF DIRECTOR: JAMES W. BREYER	Management	For	For
3	ELECTION OF DIRECTOR: M. MICHELE BURNS	Management	For	For
4	ELECTION OF DIRECTOR: JAMES I. CASH, JR.	Management	For	For
5	ELECTION OF DIRECTOR: ROGER C. CORBETT	Management	For	For
6	ELECTION OF DIRECTOR: DOUGLAS N. DAFT	Management	For	For
7	ELECTION OF DIRECTOR: DAVID D. GLASS	Management	For	For
8	ELECTION OF DIRECTOR: GREGORY B. PENNER	Management	For	For
9	ELECTION OF DIRECTOR: ALLEN I. QUESTROM	Management	For	For
10	ELECTION OF DIRECTOR: H. LEE SCOTT, JR.	Management	For	For
11	ELECTION OF DIRECTOR: ARNE M. SORENSON	Management	For	For
12	ELECTION OF DIRECTOR: JIM C. WALTON	Management	For	For
13	ELECTION OF DIRECTOR: S. ROBSON WALTON	Management	For	For
14	ELECTION OF DIRECTOR: CHRISTOPHER J. WILLIAMS	Management	For	For
15	ELECTION OF DIRECTOR: LINDA S. WOLF	Management	For	For
16	APPROVAL OF MANAGEMENT INCENTIVE PLAN, AS AMENDED AND RESTATED	Management	For	For
17	RATIFICATION OF ERNST & YOUNG LLP AS INDEPENDENT ACCOUNTANTS	Management	For	For
18	AMEND EQUAL EMPLOYMENT OPPORTUNITY POLICY	Shareholder	Against	For
19	PAY-FOR-SUPERIOR-PERFORMANCE	Shareholder	Against	Against
20	RECOUPMENT OF SENIOR EXECUTIVE COMPENSATION POLICY	Shareholder	Against	Against
21	ESTABLISH HUMAN RIGHTS COMMITTEE	Shareholder	Against	Against
22	ADVISORY VOTE ON EXECUTIVE COMPENSATION	Shareholder	Against	Abstain
23	POLITICAL CONTRIBUTIONS REPORT	Shareholder	Against	Abstain
24	SOCIAL AND REPUTATION IMPACT REPORT	Shareholder	Against	Abstain
25	SPECIAL SHAREHOLDERS MEETING	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: WALGREEN CO. MEETING DATE: 01/09/2008
TICKER: WAG     SECURITY ID: 931422109
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT WILLIAM C. FOOTE AS A DIRECTOR	Management	For	For
1. 2	ELECT ALAN G. MCNALLY AS A DIRECTOR	Management	For	For
1. 3	ELECT CORDELL REED AS A DIRECTOR	Management	For	For
1. 4	ELECT JEFFREY A. REIN AS A DIRECTOR	Management	For	For
1. 5	ELECT NANCY M. SCHLICHTING AS A DIRECTOR	Management	For	For
1. 6	ELECT DAVID Y. SCHWARTZ AS A DIRECTOR	Management	For	For
1. 7	ELECT ALEJANDRO SILVA AS A DIRECTOR	Management	For	For
1. 8	ELECT JAMES A. SKINNER AS A DIRECTOR	Management	For	For
1. 9	ELECT MARILOU M. VON FERSTEL AS A DIRECTOR	Management	For	For
1. 10	ELECT CHARLES R. WALGREEN III AS A DIRECTOR	Management	For	For
2	RATIFICATION OF THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.	Management	For	For
3	SHAREHOLDER PROPOSAL REGARDING REPORTS DISCLOSING CHARITABLE CONTRIBUTIONS.	Shareholder	Against	Abstain
4	SHAREHOLDER PROPOSAL REGARDING SHAREHOLDER VOTE ON THE ADOPTION, MAINTENANCE OR EXTENSION OF ANY POISON PILL.	Shareholder	Against	For
5	SHAREHOLDER PROPOSAL THAT THE CHAIRMAN OF THE BOARD BE AN INDEPENDENT DIRECTOR WHO HAS NOT PREVIOUSLY SERVED AS AN EXECUTIVE OFFICER OF WALGREEN CO.	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: ZUMIEZ INC. MEETING DATE: 05/28/2008
TICKER: ZUMZ     SECURITY ID: 989817101
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1. 1	ELECT THOMAS D. CAMPION AS A DIRECTOR	Management	For	For
1. 2	ELECT DAVID M. DEMATTEI AS A DIRECTOR	Management	For	For
2	PROPOSAL TO RATIFY SELECTION OF MOSS ADAMS, LLP AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 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.

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