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Fidelity®

Asset Manager: Aggressive®

Semiannual Report

March 31, 2003

(2_fidelity_logos) (Registered_Trademark)

Chairman's Message	<Click Here>	Ned Johnson on investing strategies.
Performance	<Click Here>	How the fund has done over time.
Market Recap	<Click Here>	An overview of the market's performance and the factors driving it.
Fund Talk	<Click Here>	The manager's review of fund performance, strategy and outlook.
Investment Changes	<Click Here>	A summary of the fund's investments.
Investments	<Click Here>	A complete list of the fund's investments with their market values.
Financial Statements	<Click Here>	Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.
Notes	<Click Here>	Notes to the financial statements.

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

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

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

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

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

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

Neither the fund nor Fidelity Distributors Corporation is a bank.

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

Semiannual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Developments in Iraq significantly influenced the financial markets in the first quarter of 2003. War concerns pressured stocks in January and February. Then, after the coalition's opening salvo, stocks rose on hopes for a quick end to the hostilities. However, they soon dropped again as investors feared the battle could be more protracted than expected. Meanwhile, investment-grade bonds posted steady, if unspectacular, returns, and high-yield bonds jumped sharply higher.

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

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

Second, you can further manage your investing risk through diversification. Asset Manager funds are already diversified because they invest in stocks, bonds and short-term and money market instruments, both in the U.S. and overseas. If you have a shorter investment time horizon, you might want to consider moving some of your investment into Asset Manager: Income, which generally has a higher weighting in short-term investments compared with the other Asset Manager funds.

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

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

Best regards,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Semiannual Report

Performance: The Bottom Line

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

Cumulative Total Returns

Periods ended March 31, 2003	Past 6 months	Past 1 year	Life of fund
Fidelity ® Asset Manager: Aggressive ®	5.76%	-33.63%	-22.05%
Fidelity Asset Manager: Aggressive Composite	4.84%	-19.86%	-22.34%
S&P 500 ®	5.02%	-24.76%	-30.28%
LB Aggregate Bond	2.99%	11.69%	34.46%
Flexible Portfolio Funds Average	2.65%	-13.67%	n/a*

Cumulative total returns show the fund's performance in percentage terms over a set period - in this case, six months, one year or since the fund started on September 24, 1999. For example, if you had invested $1,000 in a fund that had a 5% return over the past year, the value of your investment would be $1,050. You can compare the fund's returns to the performance of the Fidelity Asset Manager: Aggressive Composite Index, a hypothetical combination of unmanaged indices. The composite index combines the total returns of the Standard & Poor's 500^SMIndex (S&P 500®) and the Lehman Brothers® Aggregate Bond Index, weighted according to the fund's neutral mix. You can also compare the fund's performance to the performance of mutual funds tracked by Lipper Inc. and grouped by similar objectives. These benchmarks include reinvested dividends and capital gains, if any, and exclude the effect of sales charges.

Average Annual Total Returns

Periods ended March 31, 2003	Past 1 year	Life of fund
Fidelity Asset Manager: Aggressive	-33.63%	-6.84%
Fidelity Asset Manager: Aggressive Composite	-19.86%	-6.93%

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

* Not available

Semiannual Report

Performance - continued

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity® Asset Manager: Aggressive® on September 24, 1999, when the fund started. The chart shows what the value of your investment would have been, and also shows how the S&P 500 Index, Lehman Brothers Aggregate Bond Index and Fidelity Asset Manager: Aggressive Composite Index did over the same period.

Understanding Performance

How a fund did yesterday is no guarantee of how it will do tomorrow. The stock market, for example, has a history of long-term growth and short-term volatility. In turn, the share price and return of a fund that invests in stocks will vary. When you sell your shares, they could be worth more or less than what you paid for them.

Semiannual Report

Market Recap

Stocks staged a recovery during the six-month period ending March 31, 2003, but it was inconclusive as to whether the equity markets' gains were related to any widespread fundamental improvement in the economy, or simply the result of bargain-hungry investors acting opportunistically on extensive weakness. Meanwhile, fixed-income securities delivered positive returns.

Stocks: The pendulum of investor sentiment swung back in a positive direction for stocks during the past six months. For many investors who've watched the value of their portfolios shrink since the peak of the market in March of 2000, the sign of a pause - or possible reversal - in the market's multi-year decline was a welcome relief. Demand for stocks during the six-month period was highest in some of the worst-performing market sectors of recent years, namely technology and biotechnology. The sharp rally in these two sectors helped boost the NASDAQ Composite® Index to a gain of 14.72%. Other indexes also showed positive results. The blue-chips' benchmark, the Dow Jones Industrial Average ^SM, gained 6.51%, while the Standard & Poor's 500 ^SM Index, a benchmark of 500 larger companies, rose 5.02%. Smaller-cap stocks fared worse, but still managed a gain as evidenced by the 1.39% return for the Russell 2000® Index. Stocks performed favorably despite a rather gloomy economic backdrop. Few industries showed signs of stronger demand for goods and services. Unemployment levels remained high. Corporate earnings growth was tepid at best, and the rate of corporate bankruptcies remained elevated compared to its historical average. Adding to the concerns of investors was the situation in Iraq, which led to an increase in market volatility through the end of the period.

Bonds: Bonds fared well during the six months ending March 31, 2003, bolstered by favorable interest rate conditions and strong supply/demand technicals. The Lehman Brothers® Aggregate Bond Index - a proxy for taxable bond performance - returned 2.99%. Despite a more positive environment for riskier assets, a flight to quality in bonds generally persisted due to uncertainty about the economy and the war in Iraq. For much of the period, investors sought safety in the highest-quality bonds, driving Treasury prices up and yields down to 40-year lows. The Lehman Brothers Treasury Index rose 1.45%. However, given the low level of interest rates, all spread sectors - including corporate, mortgage and government agency securities - outperformed Treasuries, as investors searched for higher-yielding instruments. Accordingly, the Lehman Brothers Credit Bond, U.S. Agency and Mortgage-Backed Securities indexes returned 5.55%, 2.41% and 2.30%, respectively. Corporates led the way after struggling for most of 2002, enjoying their best six-month return ever relative to comparable duration Treasuries. Yield spreads narrowed sharply from record-wide levels, fueled in part by fewer unexpected negative company announcements. Strong institutional demand helped mortgages overcome increased volatility and higher prepayment activity.

Semiannual Report

Fund Talk: The Manager's Overview

An interview with Richard Habermann, Portfolio Manager of Fidelity Asset Manager: Aggressive

Q. How did the fund perform, Dick?

A. It did well both on an absolute and relative basis, returning 5.76% for the six months ending March 31, 2003, while the Fidelity Asset Manager: Aggressive Composite Index and the Lipper Inc. flexible portfolio funds average returned 4.84% and 2.65%, respectively. For the year ending March 31, 2003, the fund fell 33.63%, while the composite index and Lipper average declined 19.86% and 13.67%, respectively.

Q. What was behind the fund's strong showing during the past six months?

A. While security selection was a positive overall, my asset allocation decisions had the most influence on performance. After staying close to an 85% neutral stance in equities for much of 2002, I shifted to a slight overweighting during the fourth quarter, feeling the stage was set for a rebound. This move proved wise as stocks rallied sharply from their October lows. We then benefited from becoming more cautious - largely due to valuation concerns - and trimming our equity positions to lock in profits before the market rolled back over in December. Being underweighted in equities also helped during the first quarter of 2003 as stocks sagged amid disappointing economic data and the uncertainty surrounding the war with Iraq. Our emphasis on high-yield securities - a strategy that hurt performance in previous periods - paid off versus the benchmarks this time. High-yield bonds outpaced (Portfolio Manager photograph)
stocks and investment-grade debt by wide margins due to their cheap valuations, declining default rates, and investors' increased appetite for risk and higher yields amid low interest rates. We added to our weighting when prices were attractive back in the fall, which gave us even more of a boost as the high-yield market rebounded strongly from historically low levels.

Q. What drove the fund's equity holdings?

A. It was a volatile environment for stocks in the face of challenging economic, corporate and geopolitical news. That said, the fund's equity investments - managed for most of the period by Harry Lange, who took over for Bahaa Fam in November - performed in line with the S&P 500. Harry's aggressive investment style fits in well with the overall goals of the fund, and his performance was sound. The timing of the change, however, was unfortunate, in that the fund was positioned too defensively early on to fully participate in the fourth-quarter rally. Harry worked hard to narrow the performance gap versus the index, which he accomplished mainly through strong sector selection. Moving to a sizable overweighting in technology helped a lot as growth stocks outperformed. Also important was his decision to scale back somewhat during the first quarter of 2003 to lock in profits. Internet portal Yahoo! and online travel retailer Expedia were strong stocks for us, as were semiconductor holdings Analog Devices and Novellus Systems.

Semiannual Report

Fund Talk: The Manager's Overview - continued

Q. What other moves influenced performance?

A. Good stock picking in health care also contributed, as we added positions in medical device companies such as St. Jude that benefited from growing demand for innovative cardiac care products. We also owned leading home builders such as Lennar that continued to ride strong growth in affordable housing. Elsewhere, shying away from poor-performing consumer staples gave us an additional lift. On the down side, the fund suffered from its overexposure to poor-performing industrial and consumer discretionary stocks, including defense contractor Northrop Grumman - which we sold - and home-improvement retailer Lowe's, respectively. PC maker Dell also dampened results, as did untimely trading in Microsoft. Other notable detractors included media giant AOL Time Warner and consumer finance company Household International.

Q. How did the fixed-income subportfolio do?

A. Quite well. The fund's bond exposure was limited to high-yield securities. These holdings - managed by Matt Conti - helped drive the fund's relative returns, trouncing the investment-grade benchmark by more than 11 percentage points. Performance benefited not only from the high coupon income received during the period, but also from the capital appreciation on our investments. Despite his conservative approach, Matt enhanced returns versus the index through solid credit selection and by focusing on those sectors that had big recoveries - namely telecommunications, energy and utilities - while steering clear of lagging auto and airline issues. At the same time, robust demand, low inflation and a continued favorable interest rate backdrop - spurred by sluggish economic growth and weak corporate profits - resulted in strong absolute returns for investment-grade bonds. However, as I mentioned earlier, given the fund's emphasis on high yield, the investment-grade portion - managed by Jeff Moore - was not utilized during this period. Finally, the strategic cash portion of the fund - managed by John Todd - had fairly steady returns to help offset capital market volatility.

Q. What's your outlook?

A. While I'm a bit cautious about equities at period end, there may be opportunities to capitalize on market volatility. The good news is that, after a three-year downturn, many stocks are now trading much closer to fair value and earnings expectations are more reasonable, factors that should help reduce the headwind going forward. I still feel there's room left for high-yield securities to outperform investment-grade bonds and cash, as valuations remain attractive relative to historical norms, Treasury rates are extremely low and credit conditions are improving.

Semiannual Report

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

Fund Facts

Goal: seeks to maximize total return over the long term by allocating its assets among stocks, bonds, short-term instruments and other investments

Fund number: 347

Trading symbol: FAMRX

Start date: September 24, 1999

Size: as of March 31, 2003, more than $154 million

Manager: Richard Habermann, since inception; manager, Fidelity Asset Manager, Fidelity Asset Manager: Growth and Fidelity Asset Manager: Income, since 1996; Fidelity Trend Fund, 1977-1982; Fidelity Magellan Fund, 1972-
1977; joined Fidelity in 1968

Dick Habermann on managing volatility:

"As most investors are acutely aware, the financial markets have become increasingly volatile of late amid rising geopolitical tensions and the war with Iraq. As such, security prices are being driven largely by the daily news. It's extremely difficult to invest in this kind of environment. While some people have tried to make money using this volatility as trading opportunities, so far the key has been to pick the right asset class. That's where diversification comes into play. With our multi-layered investment approach, there's built-in diversification and professionals making judgments on the various asset classes, which lifts the burden of living with minute-by-minute volatility off of the shareholder. By building a discipline at several levels, namely security, sector and asset class, we offer investors a different approach not found in many funds. Fidelity Asset Manager offers a good, all-weather choice for the conservative investor who is particularly concerned about stock market volatility. For those who want to get more ambitious but are wary of the risk of an all-stock fund, there's Asset Manager: Aggressive. Falling between those two offerings is Asset Manager: Growth. Finally, for cautious investors seeking competitive income while maintaining exposure to the equity markets, we have Asset Manager: Income."

Semiannual Report

Investment Changes

Top Ten Stocks as of March 31, 2003
	% of fund's net assets	% of fund's net assets 6 months ago
Yahoo!, Inc.	5.9	0.0
Lennar Corp.	4.8	1.2
Microsoft Corp.	3.6	0.0
Liberty Media Corp. Class A	3.0	0.0
Univision Communications, Inc. Class A	2.7	0.0
St. Jude Medical, Inc.	2.5	0.0
Johnson & Johnson	2.2	2.2
AOL Time Warner, Inc.	2.1	0.0
Nokia Corp. sponsored ADR	2.1	0.0
Viacom, Inc. Class B (non-vtg.)	1.6	0.0
	30.5
Market Sectors as of March 31, 2003
(stocks only)	% of fund's net assets	% of fund's net assets 6 months ago
Information Technology	25.7	11.9
Consumer Discretionary	22.7	22.8
Health Care	14.2	12.3
Financials	6.8	15.8
Energy	3.8	7.3
Industrials	3.6	4.8
Materials	2.6	0.0
Consumer Staples	2.6	2.9
Telecommunication Services	0.8	3.2
Utilities	0.3	1.7

Asset Allocation (% of fund's net assets)
As of March 31, 2003 *			As of September 30, 2002 **
	Stock Class 83.6%			Stock Class 85.3%
	Bond Class 11.6%			Bond Class 13.5%
	Short-term Class 4.8%			Short-term Class 1.2%
* Foreign investments		10.4%	** Foreign investments		5.3%

Asset allocations in the pie charts reflect the categorization of assets as defined in the fund's prospectus in effect as of the time periods indicated above. Financial statement categorizations conform to accounting standards and will differ from the pie chart. Percentages are adjusted for the effect of futures contracts, if applicable.

Semiannual Report

Investments March 31, 2003 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 83.1%
	Shares		Value (Note 1)
CONSUMER DISCRETIONARY - 22.7%
Auto Components - 0.3%
NOK Corp.	30,000		$ 405,629
Hotels, Restaurants & Leisure - 1.8%
McDonald's Corp.	32,200		465,612
Starbucks Corp. (a)	87,500		2,254,000
			2,719,612
Household Durables - 7.0%
Beazer Homes USA, Inc. (a)	7,300		429,313
D.R. Horton, Inc.	16,400		314,880
Daito Trust Construction Co.	32,300		662,620
Garmin Ltd. (a)	13,436		481,009
George Wimpey PLC	80,400		303,623
Lennar Corp.	139,100		7,448,805
Maytag Corp.	40,300		766,909
Nintendo Co. Ltd.	6,400		520,832
			10,927,991
Internet & Catalog Retail - 1.1%
Amazon.com, Inc. (a)	33,700		877,211
Senshukai Co. Ltd.	47,000		282,881
USA Interactive (a)	18,887		505,983
			1,666,075
Media - 11.6%
AOL Time Warner, Inc. (a)	303,500		3,296,010
Cablevision Systems Corp. - NY Group Class A (a)	20,200		383,598
Clear Channel Communications, Inc. (a)	14,600		495,232
Comcast Corp.:
Class A (a)	19,636		561,393
Class A (special) (a)	4,700		129,203
Fox Entertainment Group, Inc. Class A (a)	15,400		410,718
Lamar Advertising Co. Class A (a)	15,400		451,990
Liberty Media Corp. Class A (a)	475,910		4,630,604
Playboy Enterprises, Inc. Class B (non-vtg.) (a)	46,500		395,250
TMP Worldwide, Inc. (a)	45,700		490,361
Univision Communications, Inc. Class A (a)	171,200		4,196,112
Viacom, Inc. Class B (non-vtg.) (a)	69,700		2,545,444
			17,985,915
Specialty Retail - 0.9%
Gap, Inc.	42,300		612,927
Common Stocks - continued
	Shares		Value (Note 1)
CONSUMER DISCRETIONARY - continued
Specialty Retail - continued
Toys 'R' Us, Inc. (a)	73,000		$ 611,010
Yamada Denki Co. Ltd.	12,000		227,864
			1,451,801
TOTAL CONSUMER DISCRETIONARY			35,157,023
CONSUMER STAPLES - 2.6%
Beverages - 0.6%
PepsiCo, Inc.	100		4,000
Robert Mondavi Corp. Class A (a)	16,100		322,805
The Coca-Cola Co.	14,600		591,008
			917,813
Food & Drug Retailing - 0.1%
Rite Aid Corp. (a)	39,000		87,360
Food Products - 1.2%
American Italian Pasta Co. Class A (a)	16,200		700,650
McCormick & Co., Inc. (non-vtg.)	44,000		1,062,160
Tyson Foods, Inc. Class A	14,700		113,925
			1,876,735
Personal Products - 0.4%
Avon Products, Inc.	12,000		684,600
Tobacco - 0.3%
Altria Group, Inc.	14,800		443,408
TOTAL CONSUMER STAPLES			4,009,916
ENERGY - 3.8%
Energy Equipment & Services - 3.2%
BJ Services Co. (a)	6,700		230,413
ENSCO International, Inc.	35,800		913,258
GlobalSantaFe Corp.	16,100		332,465
Maverick Tube Corp. (a)	40,200		747,720
Nabors Industries Ltd. (a)	5,200		207,324
Noble Corp. (a)	65,700		2,064,294
Transocean, Inc.	20,600		421,270
			4,916,744
Oil & Gas - 0.6%
EOG Resources, Inc.	12,100		478,676
Common Stocks - continued
	Shares		Value (Note 1)
ENERGY - continued
Oil & Gas - continued
Knightsbridge Tankers Ltd.	1,000		$ 13,600
Teekay Shipping Corp.	13,100		508,280
			1,000,556
TOTAL ENERGY			5,917,300
FINANCIALS - 6.8%
Banks - 0.9%
City National Corp.	16,600		729,404
Fifth Third Bancorp	10,100		506,414
Synovus Financial Corp.	13,400		239,726
			1,475,544
Diversified Financials - 4.4%
Ameritrade Holding Corp. (a)	99,110		491,586
Charles Schwab Corp.	71,700		517,674
Daiwa Securities Group, Inc.	53,000		218,802
Fannie Mae	33,400		2,182,690
Freddie Mac	7,100		377,010
Goldman Sachs Group, Inc.	4,000		272,320
Household International, Inc.	200		5,470
JAFCO Co. Ltd.	14,800		515,644
Merrill Lynch & Co., Inc.	30,200		1,069,080
Morgan Stanley	13,300		510,055
Nomura Holdings, Inc.	59,000		617,683
			6,778,014
Insurance - 0.7%
Allstate Corp.	14,600		484,282
Sun Life Financial Services of Canada, Inc.	8,000		151,247
XL Capital Ltd. Class A	6,700		474,226
			1,109,755
Real Estate - 0.8%
Alexandria Real Estate Equities, Inc.	13,900		584,495
Apartment Investment & Management Co. Class A	6,700		244,416
LNR Property Corp.	7,300		246,010
Mitsubishi Estate Co. Ltd.	16,000		99,012
			1,173,933
TOTAL FINANCIALS			10,537,246
Common Stocks - continued
	Shares		Value (Note 1)
HEALTH CARE - 14.2%
Health Care Equipment & Supplies - 6.7%
Boston Scientific Corp. (a)	40,400		$ 1,646,704
Fisher Scientific International, Inc. (a)	13,500		377,460
Medtronic, Inc.	41,300		1,863,456
St. Jude Medical, Inc. (a)	77,800		3,792,750
Stryker Corp.	6,700		459,955
Zimmer Holdings, Inc. (a)	44,800		2,178,624
			10,318,949
Health Care Providers & Services - 3.3%
Anthem, Inc. (a)	5,900		390,875
Cardinal Health, Inc.	8,000		455,760
HCA, Inc.	58,030		2,400,121
Health Management Associates, Inc. Class A	12,100		229,900
McKesson Corp.	4,000		99,720
Tenet Healthcare Corp. (a)	34,700		579,490
UnitedHealth Group, Inc.	11,300		1,035,871
			5,191,737
Pharmaceuticals - 4.2%
Allergan, Inc.	6,700		457,007
Barr Laboratories, Inc. (a)	5,100		290,700
Forest Laboratories, Inc. (a)	15,935		860,012
Johnson & Johnson	58,700		3,396,969
Pfizer, Inc.	49,100		1,529,956
			6,534,644
TOTAL HEALTH CARE			22,045,330
INDUSTRIALS - 3.6%
Air Freight & Logistics - 0.2%
FedEx Corp.	6,700		368,969
Commercial Services & Supplies - 3.1%
Ceridian Corp. (a)	66,600		931,068
Cintas Corp.	8,000		263,200
Corinthian Colleges, Inc. (a)	6,800		268,600
HON Industries, Inc.	8,700		247,950
Pegasus Solutions, Inc. (a)	50,900		570,080
Republic Services, Inc. (a)	87,800		1,741,952
Robert Half International, Inc. (a)	55,400		737,374
			4,760,224
Common Stocks - continued
	Shares		Value (Note 1)
INDUSTRIALS - continued
Machinery - 0.1%
THK Co. Ltd.	22,100		$ 213,572
Road & Rail - 0.2%
Union Pacific Corp.	4,000		220,000
TOTAL INDUSTRIALS			5,562,765
INFORMATION TECHNOLOGY - 25.7%
Communications Equipment - 4.2%
Cable Design Technologies Corp. (a)	55,700		370,405
Cisco Systems, Inc. (a)	118,000		1,531,640
Comverse Technology, Inc. (a)	23,700		268,047
Nokia Corp. sponsored ADR	233,300		3,268,533
Scientific-Atlanta, Inc.	73,000		1,003,020
			6,441,645
Computers & Peripherals - 1.7%
Dell Computer Corp. (a)	40,300		1,100,593
EMC Corp. (a)	141,500		1,023,045
Maxtor Corp. (a)	51,800		291,634
Sun Microsystems, Inc. (a)	67,500		220,050
			2,635,322
Electronic Equipment & Instruments - 0.7%
Ingram Micro, Inc. Class A (a)	13,400		147,802
Nichicon Corp.	73,400		866,128
Tech Data Corp. (a)	4,100		98,154
			1,112,084
Internet Software & Services - 7.0%
Expedia, Inc. (a)	9,180		474,239
HomeStore, Inc. (a)	205,000		114,800
Yahoo Japan Corp. (a)	128		1,057,941
Yahoo!, Inc. (a)	380,750		9,145,604
			10,792,584
IT Consulting & Services - 0.3%
Computer Sciences Corp. (a)	14,900		484,995
Electronic Data Systems Corp.	100		1,760
			486,755
Semiconductor Equipment & Products - 6.3%
Agere Systems, Inc. Class B (a)	67,200		100,800
Analog Devices, Inc. (a)	88,000		2,420,000
ASML Holding NV (NY Shares) (a)	23,100		151,767
Common Stocks - continued
	Shares		Value (Note 1)
INFORMATION TECHNOLOGY - continued
Semiconductor Equipment & Products - continued
Broadcom Corp. Class A (a)	24,100		$ 297,635
Intel Corp.	108,500		1,766,380
Intersil Corp. Class A (a)	20,000		311,200
KLA-Tencor Corp. (a)	46,200		1,660,520
Micron Technology, Inc. (a)	103,700		844,118
Novellus Systems, Inc. (a)	8,100		220,887
Semtech Corp. (a)	58,200		881,730
Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR (a)	26,500		181,260
Teradyne, Inc. (a)	36,200		421,368
Texas Instruments, Inc.	35,600		582,772
			9,840,437
Software - 5.5%
BEA Systems, Inc. (a)	197,700		2,014,563
Microsoft Corp.	233,800		5,660,298
Nippon System Development Co. Ltd.	10,100		110,277
Oracle Corp. (a)	73,000		791,977
			8,577,115
TOTAL INFORMATION TECHNOLOGY			39,885,942
MATERIALS - 2.6%
Chemicals - 1.1%
BOC Group PLC	3,400		40,754
Dow Chemical Co.	20,150		556,342
Lyondell Chemical Co.	13,300		185,535
Nitto Denko Corp.	29,700		798,110
Praxair, Inc.	4,000		225,400
			1,806,141
Construction Materials - 0.4%
Lafarge North America, Inc.	47		1,365
Martin Marietta Materials, Inc.	21,900		604,659
			606,024
Containers & Packaging - 0.4%
Pactiv Corp. (a)	29,200		592,760
Metals & Mining - 0.7%
Alcoa, Inc.	21,900		424,422
Common Stocks - continued
	Shares		Value (Note 1)
MATERIALS - continued
Metals & Mining - continued
Newmont Mining Corp. Holding Co.	16,100		$ 421,015
Pechiney SA Series A	8,000		195,243
			1,040,680
TOTAL MATERIALS			4,045,605
TELECOMMUNICATION SERVICES - 0.8%
Diversified Telecommunication Services - 0.6%
AT&T Corp.	12,140		196,668
Citizens Communications Co. (a)	77,400		772,452
			969,120
Wireless Telecommunication Services - 0.2%
NTT DoCoMo, Inc.	109		204,205
TOTAL TELECOMMUNICATION SERVICES			1,173,325
UTILITIES - 0.3%
Electric Utilities - 0.1%
Edison International (a)	6,700		91,723
Multi-Utilities & Unregulated Power - 0.2%
Equitable Resources, Inc.	8,000		300,080
TOTAL UTILITIES			391,803
TOTAL COMMON STOCKS (Cost $131,455,067)		128,726,255
Nonconvertible Preferred Stocks - 0.0%

CONSUMER DISCRETIONARY - 0.0%
Media - 0.0%
CSC Holdings, Inc.:
Series H, $11.75	170		17,723
Series M, $11.125	35		3,614
			21,337
TOTAL NONCONVERTIBLE PREFERRED STOCKS (Cost $20,395)		21,337

Corporate Bonds - 11.9%
	Principal Amount		Value (Note 1)
Convertible Bonds - 0.3%
TELECOMMUNICATION SERVICES - 0.3%
Wireless Telecommunication Services - 0.3%
Nextel Communications, Inc. 5.25% 1/15/10	$ 560,000		$ 483,000
Nonconvertible Bonds - 11.6%
CONSUMER DISCRETIONARY - 3.2%
Auto Components - 0.2%
Dana Corp.:
6.25% 3/1/04	55,000		54,725
6.5% 3/1/09	40,000		35,600
Dura Operating Corp. 8.625% 4/15/12	50,000		46,500
Intermet Corp. 9.75% 6/15/09	110,000		101,200
Navistar International Corp. 8% 2/1/08	15,000		13,500
			251,525
Hotels, Restaurants & Leisure - 0.8%
Alliance Gaming Corp. 10% 8/1/07	30,000		31,425
Bally Total Fitness Holding Corp. 9.875% 10/15/07	165,000		142,725
Chumash Casino & Resort Enterprise 9% 7/15/10 (d)	85,000		89,463
Circus Circus Enterprises, Inc. 6.45% 2/1/06	70,000		69,825
Coast Hotels & Casinos, Inc. 9.5% 4/1/09	60,000		63,900
Friendly Ice Cream Corp. 10.5% 12/1/07	110,000		110,550
Herbst Gaming, Inc. 10.75% 9/1/08	55,000		58,850
HMH Properties, Inc. 7.875% 8/1/05	110,000		108,350
ITT Corp. 7.375% 11/15/15	120,000		110,400
Mohegan Tribal Gaming Authority 8.375% 7/1/11	5,000		5,163
MTR Gaming Group, Inc. 9.75% 4/1/10 (d)	30,000		30,600
Park Place Entertainment Corp. 7.875% 12/15/05	140,000		141,400
Penn National Gaming, Inc. 8.875% 3/15/10	75,000		76,875
Premier Parks, Inc. 0% 4/1/08 (c)	100,000		97,750
Sun International Hotels Ltd./Sun International North America, Inc. 8.875% 8/15/11	55,000		56,513
Venetian Casino Resort LLC/Las Vegas Sands, Inc. 11% 6/15/10	105,000		109,200
			1,302,989
Household Durables - 0.4%
Beazer Homes USA, Inc. 8.375% 4/15/12	60,000		62,700
D.R. Horton, Inc.:
8% 2/1/09	90,000		93,600
8.5% 4/15/12	20,000		21,100
Juno Lighting, Inc. 11.875% 7/1/09	125,000		133,125
Corporate Bonds - continued
	Principal Amount		Value (Note 1)
Nonconvertible Bonds - continued
CONSUMER DISCRETIONARY - continued
Household Durables - continued
K. Hovnanian Enterprises, Inc. 8.875% 4/1/12	$ 145,000		$ 145,725
Lyon William Homes, Inc. 10.75% 4/1/13	70,000		69,300
Ryland Group, Inc.:
8.25% 4/1/08	25,000		25,500
9.125% 6/15/11	15,000		16,425
Standard Pacific Corp. 9.25% 4/15/12	45,000		45,788
			613,263
Internet & Catalog Retail - 0.1%
Amazon.com, Inc. 0% 5/1/08 (c)	115,000		119,025
Leisure Equipment & Products - 0.1%
The Hockey Co. 11.25% 4/15/09	100,000		106,000
Media - 1.2%
AMC Entertainment, Inc.:
9.5% 3/15/09	45,000		45,000
9.875% 2/1/12	100,000		100,000
American Media Operations, Inc. 10.25% 5/1/09	110,000		117,700
Cinemark USA, Inc. 9.625% 8/1/08	205,000		207,819
Corus Entertainment, Inc. 8.75% 3/1/12	50,000		52,000
Dex Media East LLC/Dex Media East Finance Co. 9.875% 11/15/09 (d)	65,000		72,800
EchoStar DBS Corp.:
9.125% 1/15/09	60,000		65,400
10.375% 10/1/07	210,000		230,475
Granite Broadcasting Corp.:
8.875% 5/15/08	60,000		52,500
10.375% 5/15/05	40,000		38,000
Insight Midwest LP/Insight Capital, Inc. 10.5% 11/1/10	60,000		63,900
K-III Communications Corp. 8.5% 2/1/06	30,000		29,700
LBI Media, Inc. 10.125% 7/15/12 (d)	75,000		79,313
Mediacom Broadband LLC/Mediacom Broadband Corp. 11% 7/15/13	25,000		27,438
PEI Holdings, Inc. 11% 3/15/10 (d)	40,000		41,800
PRIMEDIA, Inc.:
7.625% 4/1/08	15,000		14,550
8.875% 5/15/11	35,000		34,913
Regal Cinemas Corp. 9.375% 2/1/12	110,000		118,800
Rogers Cablesystems Ltd. yankee 11% 12/1/15	10,000		10,500
Rogers Communications, Inc. yankee 8.875% 7/15/07	35,000		34,650
Corporate Bonds - continued
	Principal Amount		Value (Note 1)
Nonconvertible Bonds - continued
CONSUMER DISCRETIONARY - continued
Media - continued
Shaw Communications, Inc. yankee 7.2% 12/15/11	$ 35,000		$ 34,300
Spanish Broadcasting System, Inc. 9.625% 11/1/09	90,000		92,925
TV Azteca SA de CV yankee 10.5% 2/15/07	85,000		76,500
Universal City Development Partners Ltd./UCDP Finance, Inc. 11.75% 4/1/10 (d)	60,000		60,300
Yell Finance BV 10.75% 8/1/11	120,000		133,200
			1,834,483
Multiline Retail - 0.1%
Barneys, Inc. 9% 4/1/08 unit (d)	30,000		25,500
Dillard's, Inc.:
6.125% 11/1/03	50,000		49,625
6.39% 8/1/03	120,000		119,400
			194,525
Specialty Retail - 0.2%
Asbury Automotive Group, Inc. 9% 6/15/12	60,000		51,000
Gap, Inc.:
9.9% 12/15/05	85,000		93,500
10.55% 12/15/08	10,000		11,500
Hollywood Entertainment Corp. 9.625% 3/15/11	30,000		31,050
J. Crew Group, Inc. 13.125% 10/15/08	110,000		68,200
Michaels Stores, Inc. 9.25% 7/1/09	70,000		75,950
United Auto Group, Inc. 9.625% 3/15/12	45,000		43,650
			374,850
Textiles Apparel & Luxury Goods - 0.1%
Levi Strauss & Co.:
7% 11/1/06	50,000		42,750
11.625% 1/15/08	25,000		23,875
The William Carter Co. 10.875% 8/15/11	90,000		99,900
			166,525
TOTAL CONSUMER DISCRETIONARY			4,963,185
CONSUMER STAPLES - 0.7%
Food & Drug Retailing - 0.4%
Delhaize America, Inc.:
7.375% 4/15/06	40,000		40,000
8.125% 4/15/11	10,000		10,100
Corporate Bonds - continued
	Principal Amount		Value (Note 1)
Nonconvertible Bonds - continued
CONSUMER STAPLES - continued
Food & Drug Retailing - continued
Delhaize America, Inc.: - continued
9% 4/15/31	$ 15,000		$ 14,700
Rite Aid Corp.:
6% 12/15/05 (d)	75,000		68,250
6.125% 12/15/08 (d)	45,000		35,100
6.875% 8/15/13	140,000		106,400
7.125% 1/15/07	95,000		83,600
7.625% 4/15/05	65,000		61,750
9.5% 2/15/11 (d)	55,000		56,925
The Great Atlantic & Pacific Tea Co.:
7.75% 4/15/07	150,000		123,000
9.125% 12/15/11	40,000		32,800
			632,625
Food Products - 0.2%
Corn Products International, Inc. 8.25% 7/15/07	80,000		83,600
Dean Foods Co. 6.9% 10/15/17	110,000		103,400
Del Monte Corp. 9.25% 5/15/11	20,000		21,300
Doane Pet Care Co. 9.75% 5/15/07	75,000		67,875
Dole Food Co., Inc.:
6.375% 10/1/05	25,000		26,750
8.875% 3/15/11 (d)	30,000		30,900
			333,825
Household Products - 0.1%
Fort James Corp.:
6.625% 9/15/04	35,000		35,175
6.875% 9/15/07	20,000		19,500
			54,675
TOTAL CONSUMER STAPLES			1,021,125
ENERGY - 0.7%
Energy Equipment & Services - 0.3%
DI Industries, Inc. 8.875% 7/1/07	99,000		101,970
Grant Prideco, Inc. 9.625% 12/1/07	100,000		108,500
Key Energy Services, Inc. 8.375% 3/1/08	200,000		212,500
			422,970
Corporate Bonds - continued
	Principal Amount		Value (Note 1)
Nonconvertible Bonds - continued
ENERGY - continued
Oil & Gas - 0.4%
Chesapeake Energy Corp.:
7.5% 9/15/13 (d)	$ 60,000		$ 60,750
8.375% 11/1/08	70,000		73,500
Nuevo Energy Co. 9.5% 6/1/08	25,000		25,750
Overseas Shipholding Group, Inc. 8.25% 3/15/13 (d)	110,000		110,000
Plains Exploration & Production Co. LP 8.75% 7/1/12	50,000		52,000
Pogo Producing Co. 8.25% 4/15/11	20,000		21,500
Teekay Shipping Corp. 8.875% 7/15/11	270,000		288,900
The Coastal Corp.:
7.5% 8/15/06	35,000		30,800
7.75% 10/15/35	20,000		14,500
			677,700
TOTAL ENERGY			1,100,670
FINANCIALS - 1.4%
Banks - 0.1%
Western Financial Bank 9.625% 5/15/12	140,000		140,000
Diversified Financials - 1.1%
Ahold Finance USA, Inc.:
6.25% 5/1/09	20,000		15,800
6.875% 5/1/29	25,000		18,625
8.25% 7/15/10	125,000		106,250
BRL Universal Equipment 2001 A LP/BRL Universal Equipment Corp. 8.875% 2/15/08	165,000		173,250
Capital One Financial Corp.:
7.25% 12/1/03	30,000		30,075
7.25% 5/1/06	70,000		68,223
8.75% 2/1/07	40,000		39,600
CMS Energy X-TRAS pass thru trust I 7% 1/15/05	40,000		35,600
Continental Airlines, Inc. pass thru trust certificates 6.9% 1/2/17	38,038		15,215
Crown Cork & Seal Finance PLC yankee 7% 12/15/06	35,000		30,450
Delta Air Lines, Inc. pass thru trust certificates 7.779% 11/18/05	55,000		35,750
El Paso Energy Partners LP/El Paso Energy Partners Finance Corp. 8.5% 6/1/11	105,000		105,000
FIMEP SA 10.5% 2/15/13 (d)	60,000		63,900
Corporate Bonds - continued
	Principal Amount		Value (Note 1)
Nonconvertible Bonds - continued
FINANCIALS - continued
Diversified Financials - continued
Gemstone Investor Ltd./Gemstone Investor, Inc. 7.71% 10/31/04 (d)	$ 75,000		$ 69,750
IOS Capital, Inc. 9.75% 6/15/04	80,000		80,900
MDP Acquisitions PLC 9.625% 10/1/12 (d)	70,000		73,500
Meditrust Exercisable Put Options Securities Trust 7.114% 8/15/04 (d)	20,000		20,000
Millennium America, Inc. 9.25% 6/15/08	95,000		100,225
Moore North America Finance, Inc. 7.875% 1/15/11 (d)	50,000		51,500
Northern Telecom Capital Corp. 7.875% 6/15/26	40,000		31,000
Pinnacle One Partners LP/Pinnacle One, Inc. 8.83% 8/15/04 (d)	60,000		60,600
Qwest Capital Funding, Inc.:
5.875% 8/3/04	115,000		103,500
7% 8/3/09	25,000		18,875
7.25% 2/15/11	85,000		64,175
7.75% 8/15/06	25,000		20,375
Qwest Services Corp.:
13% 12/15/07 (d)	45,000		47,250
13.5% 12/15/10 (d)	45,000		47,250
SESI LLC 8.875% 5/15/11	100,000		106,000
TRW Automotive Acquisition Corp.:
9.375% 2/15/13 (d)	30,000		30,075
11% 2/15/13 (d)	20,000		20,050
Xerox Credit Corp. 6.1% 12/16/03	20,000		19,850
			1,702,613
Real Estate - 0.2%
iStar Financial, Inc. 8.75% 8/15/08	125,000		134,375
LNR Property Corp.:
9.375% 3/15/08	55,000		55,688
10.5% 1/15/09	30,000		31,200
MeriStar Hospitality Corp. 9% 1/15/08	50,000		42,625
Senior Housing Properties Trust 8.625% 1/15/12	70,000		72,275
			336,163
TOTAL FINANCIALS			2,178,776
Corporate Bonds - continued
	Principal Amount		Value (Note 1)
Nonconvertible Bonds - continued
HEALTH CARE - 0.4%
Health Care Providers & Services - 0.3%
Alderwoods Group, Inc.:
11% 1/2/07	$ 16,100		$ 16,140
12.25% 1/2/09	45,000		40,500
Hanger Orthopedic Group, Inc. 10.375% 2/15/09	50,000		53,500
Owens & Minor, Inc. 8.5% 7/15/11	35,000		37,800
PacifiCare Health Systems, Inc. 10.75% 6/1/09	125,000		135,000
Tenet Healthcare Corp. 7.375% 2/1/13	35,000		35,000
Vanguard Health Systems, Inc. 9.75% 8/1/11	95,000		90,250
			408,190
Pharmaceuticals - 0.1%
aaiPharma, Inc. 11% 4/1/10	95,000		97,850
Biovail Corp. yankee 7.875% 4/1/10	40,000		41,700
			139,550
TOTAL HEALTH CARE			547,740
INDUSTRIALS - 1.0%
Aerospace & Defense - 0.0%
Transdigm, Inc. 10.375% 12/1/08	30,000		31,725
Airlines - 0.0%
Delta Air Lines, Inc. 6.65% 3/15/04	25,000		17,500
Building Products - 0.1%
Nortek, Inc.:
9.125% 9/1/07	70,000		72,275
9.25% 3/15/07	20,000		20,600
			92,875
Commercial Services & Supplies - 0.2%
Allied Waste North America, Inc.:
7.625% 1/1/06	30,000		30,600
7.875% 1/1/09	35,000		35,700
9.25% 9/1/12 (d)	65,000		69,225
10% 8/1/09	30,000		31,200
Browning-Ferris Industries, Inc. 6.375% 1/15/08	25,000		22,125
JohnsonDiversey, Inc. 9.625% 5/15/12	30,000		32,250
National Waterworks, Inc. 10.5% 12/1/12 (d)	40,000		43,400
			264,500
Corporate Bonds - continued
	Principal Amount		Value (Note 1)
Nonconvertible Bonds - continued
INDUSTRIALS - continued
Construction & Engineering - 0.0%
Shaw Group, Inc. 10.75% 3/15/10 (d)	$ 90,000		$ 89,100
Industrial Conglomerates - 0.2%
Tyco International Group SA yankee:
5.8% 8/1/06	225,000		214,875
6.375% 6/15/05	5,000		4,950
6.375% 2/15/06	55,000		53,625
			273,450
Machinery - 0.5%
AGCO Corp. 9.5% 5/1/08	100,000		107,500
Cummins, Inc. 9.5% 12/1/10 (d)	40,000		41,200
Dresser, Inc. 9.375% 4/15/11	145,000		142,463
Dunlop Standard Aerospace Holdings PLC yankee 11.875% 5/15/09	160,000		160,000
Navistar International Corp. 9.375% 6/1/06	40,000		40,400
NMHG Holding Co. 10% 5/15/09	50,000		53,000
Terex Corp. 8.875% 4/1/08	105,000		103,950
TriMas Corp. 9.875% 6/15/12	70,000		70,700
			719,213
Road & Rail - 0.0%
TFM SA de CV:
12.5% 6/15/12	35,000		33,425
yankee 10.25% 6/15/07	15,000		13,388
			46,813
TOTAL INDUSTRIALS			1,535,176
INFORMATION TECHNOLOGY - 0.5%
Communications Equipment - 0.0%
Nortel Networks Corp. yankee 6.125% 2/15/06	5,000		4,550
Computers & Peripherals - 0.0%
Seagate Technology HDD Holdings 8% 5/15/09	95,000		99,513
Electronic Equipment & Instruments - 0.4%
Avnet, Inc. 9.75% 2/15/08	60,000		61,800
ChipPAC International Ltd. 12.75% 8/1/09	65,000		71,500
Flextronics International Ltd. yankee 8.75% 10/15/07	115,000		120,175
Ingram Micro, Inc. 9.875% 8/15/08	130,000		137,800
Corporate Bonds - continued
	Principal Amount		Value (Note 1)
Nonconvertible Bonds - continued
INFORMATION TECHNOLOGY - continued
Electronic Equipment & Instruments - continued
PerkinElmer, Inc. 8.875% 1/15/13 (d)	$ 70,000		$ 74,025
Solectron Corp. 7.375% 3/1/06	105,000		103,163
			568,463
Office Electronics - 0.1%
Xerox Corp.:
7.15% 8/1/04	85,000		84,575
7.2% 4/1/16	80,000		71,600
			156,175
Semiconductor Equipment & Products - 0.0%
AMI Semiconductor, Inc. 10.75% 2/1/13 (d)	25,000		26,125
TOTAL INFORMATION TECHNOLOGY			854,826
MATERIALS - 1.4%
Chemicals - 0.3%
Berry Plastics Corp. 10.75% 7/15/12	125,000		130,938
Georgia Gulf Corp. 10.375% 11/1/07	45,000		47,925
Huntsman International LLC 9.875% 3/1/09	50,000		52,500
Methanex Corp. yankee 7.75% 8/15/05	130,000		133,900
PolyOne Corp. 8.875% 5/1/12	30,000		25,200
			390,463
Containers & Packaging - 0.5%
Anchor Glass Container Corp. 11% 2/15/13 (d)	60,000		62,700
BWAY Corp. 10% 10/15/10 (d)	30,000		31,575
Crown Cork & Seal, Inc. 8% 4/15/23	40,000		27,800
Crown European Holdings SA:
9.5% 3/1/11 (d)	40,000		40,000
10.875% 3/1/13 (d)	40,000		40,500
Graphic Packaging Corp. 8.625% 2/15/12	30,000		31,200
Owens-Brockway Glass Container, Inc. 8.75% 11/15/12 (d)	100,000		102,500
Owens-Illinois, Inc.:
7.15% 5/15/05	95,000		94,763
7.35% 5/15/08	45,000		42,750
7.5% 5/15/10	40,000		36,900
7.8% 5/15/18	195,000		161,850
7.85% 5/15/04	40,000		40,200
Corporate Bonds - continued
	Principal Amount		Value (Note 1)
Nonconvertible Bonds - continued
MATERIALS - continued
Containers & Packaging - continued
Owens-Illinois, Inc.: - continued
8.1% 5/15/07	$ 25,000		$ 24,250
Silgan Holdings, Inc. 9% 6/1/09	55,000		56,925
			793,913
Metals & Mining - 0.4%
Freeport-McMoRan Copper & Gold, Inc. 7.5% 11/15/06	165,000		166,650
Luscar Coal Ltd. 9.75% 10/15/11	60,000		66,600
P&L Coal Holdings Corp. 9.625% 5/15/08	285,000		299,606
Phelps Dodge Corp.:
8.75% 6/1/11	40,000		43,200
9.5% 6/1/31	65,000		69,550
Steel Dynamics, Inc. 9.5% 3/15/09	50,000		51,000
			696,606
Paper & Forest Products - 0.2%
Georgia-Pacific Corp.:
7.5% 5/15/06	105,000		99,750
8.125% 5/15/11	20,000		18,625
8.875% 5/15/31	105,000		89,250
9.625% 3/15/22	20,000		17,400
Louisiana-Pacific Corp. 10.875% 11/15/08	30,000		33,000
Stone Container Corp. 8.375% 7/1/12	90,000		93,600
			351,625
TOTAL MATERIALS			2,232,607
TELECOMMUNICATION SERVICES - 0.7%
Diversified Telecommunication Services - 0.2%
Qwest Corp. 8.875% 3/15/12 (d)	115,000		122,475
Triton PCS, Inc.:
0% 5/1/08 (c)	20,000		17,800
8.75% 11/15/11	45,000		37,350
9.375% 2/1/11	130,000		110,500
U.S. West Communications 7.2% 11/1/04	70,000		69,650
			357,775
Wireless Telecommunication Services - 0.5%
American Tower Corp. 9.375% 2/1/09	40,000		36,000
Corporate Bonds - continued
	Principal Amount		Value (Note 1)
Nonconvertible Bonds - continued
TELECOMMUNICATION SERVICES - continued
Wireless Telecommunication Services - continued
Crown Castle International Corp.:
9.375% 8/1/11	$ 195,000		$ 176,475
10.75% 8/1/11	20,000		19,300
Nextel Communications, Inc.:
9.375% 11/15/09	20,000		21,000
9.5% 2/1/11	60,000		63,300
9.75% 10/31/07	25,000		25,750
9.95% 2/15/08	45,000		46,800
Nextel Partners, Inc. 0% 2/1/09 (c)	100,000		92,000
Rogers Wireless, Inc. 9.625% 5/1/11	90,000		94,500
VoiceStream Wireless Corp. 0% 11/15/09 (c)	139,000		130,660
			705,785
TOTAL TELECOMMUNICATION SERVICES			1,063,560
UTILITIES - 1.6%
Electric Utilities - 0.8%
Allegheny Energy Supply Co. LLC:
Series A, 10.25% 11/15/07 (d)	68,795		68,795
Series B, 10.25% 11/15/07 (d)(e)	6,205		6,267
7.8% 3/15/11	80,000		61,600
8.75% 4/15/12 (d)	50,000		38,000
CMS Energy Corp.:
6.75% 1/15/04	30,000		28,500
7.625% 11/15/04	20,000		18,300
8.9% 7/15/08	40,000		33,600
9.875% 10/15/07	90,000		82,350
Edison International 6.875% 9/15/04	35,000		34,738
Illinois Power Co. 11.5% 12/15/10 (d)	90,000		94,950
Midland Funding Corp. II 11.75% 7/23/05	30,000		31,500
Nevada Power Co. 10.875% 10/15/09 (d)	45,000		46,575
Pacific Gas & Electric Co.:
6.25% 8/1/03	160,000		157,600
6.25% 3/1/04	85,000		83,725
Southern California Edison Co.:
6.25% 6/15/03	20,000		20,000
8% 2/15/07 (d)	200,000		214,000
Corporate Bonds - continued
	Principal Amount		Value (Note 1)
Nonconvertible Bonds - continued
UTILITIES - continued
Electric Utilities - continued
TECO Energy, Inc. 10.5% 12/1/07	$ 90,000		$ 93,150
TXU Corp. 6.375% 6/15/06	95,000		97,850
			1,211,500
Gas Utilities - 0.4%
ANR Pipeline, Inc.:
8.875% 3/15/10 (d)	30,000		31,500
9.625% 11/1/21	10,000		10,750
CMS Panhandle Holding Co. 6.125% 3/15/04	85,000		85,000
El Paso Energy Corp.:
6.75% 5/15/09	45,000		36,225
6.95% 12/15/07	120,000		100,800
8.05% 10/15/30	65,000		47,125
Sonat, Inc.:
6.625% 2/1/08	65,000		50,538
6.75% 10/1/07	35,000		28,263
6.875% 6/1/05	105,000		93,975
Southern Natural Gas Co. 8.875% 3/15/10 (d)	40,000		42,100
Tennessee Gas Pipeline Co. 7% 10/15/28	70,000		58,100
Transcontinental Gas Pipe Line Corp.:
6.125% 1/15/05	45,000		44,100
8.875% 7/15/12	55,000		58,438
Williams Holdings of Delaware, Inc. 6.25% 2/1/06	10,000		9,000
			695,914
Multi-Utilities & Unregulated Power - 0.4%
AES Corp.:
8.875% 2/15/11	140,000		114,800
9.375% 9/15/10	60,000		50,400
9.5% 6/1/09	20,000		17,000
El Paso Corp.:
7% 5/15/11	35,000		27,650
7.875% 6/15/12 (d)	15,000		12,300
Western Resources, Inc. 9.75% 5/1/07	20,000		21,200
Williams Companies, Inc.:
6.5% 8/1/06	180,000		163,350
6.75% 1/15/06	40,000		36,200
7.625% 7/15/19	35,000		27,650
7.75% 6/15/31	25,000		19,625
7.875% 9/1/21	105,000		83,738
Corporate Bonds - continued
	Principal Amount		Value (Note 1)
Nonconvertible Bonds - continued
UTILITIES - continued
Multi-Utilities & Unregulated Power - continued
Williams Companies, Inc.: - continued
8.125% 3/15/12 (d)	$ 20,000		$ 17,500
8.75% 3/15/32 (d)	25,000		21,000
9.25% 3/15/04	20,000		19,650
			632,063
TOTAL UTILITIES			2,539,477
TOTAL NONCONVERTIBLE BONDS			18,037,142
TOTAL CORPORATE BONDS (Cost $17,526,636)		18,520,142
U.S. Treasury Obligations - 0.3%

U.S. Treasury Bills, yield at date of purchase 1.15% 5/1/03 (Cost $399,606)	400,000		399,628

Money Market Funds - 10.4%
	Shares		Value (Note 1)
Fidelity Cash Central Fund, 1.37% (b)	7,031,098		$ 7,031,098
Fidelity Securities Lending Cash Central Fund, 1.33% (b)	9,163,874		9,163,874
TOTAL MONEY MARKET FUNDS (Cost $16,194,972)		16,194,972
TOTAL INVESTMENT PORTFOLIO - 105.7% (Cost $165,596,676)			163,862,334
NET OTHER ASSETS - (5.7)%			(8,891,456)
NET ASSETS - 100%		$ 154,970,878

Legend

(a) Non-income producing

(b) The rate quoted is the annualized seven-day yield of the fund at period end. A complete listing of the fund's holdings as of its most recent fiscal year end is available upon request.

(c) Debt obligation initially issued in zero coupon form which converts to coupon form at a specified rate and date. The rate shown is the rate at period end.

(d) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the period end, the value of these securities amounted to $2,581,388 or 1.7% of net assets.

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

Other Information

The composition of credit quality ratings as a percentage of net assets is as follows (ratings are unaudited):

AAA,AA,A	0.0%
BBB	0.4%
BB	3.9%
B	6.2%
CCC,CC,C	1.3%
Not Rated	0.1%
Equities	83.1%
Short-Term Investments and Net Other Assets	5.0%

We have used ratings from Moody's Investors Services, Inc. Where Moody's ratings are not available, we have used S&P ratings. Percentages are adjusted for the effect of futures contracts, if applicable.

Distribution of investments by country of issue, as a percentage of total net assets, is as follows:

United States of America	89.6%
Japan	4.4
Finland	2.1
Cayman Islands	1.9
Others (individually less than 1%)	2.0
	100.0%

Purchases and sales of securities, other than short-term securities, aggregated $175,609,005 and $181,076,021, respectively.

The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $18,669 for the period.

Income Tax Information

At September 30, 2002, the fund had a capital loss carryforward of approximately $144,157,000 of which $153,000 and $144,004,000 will expire on September 30, 2009 and 2010, respectively.

The fund intends to elect to defer to its fiscal year ending September 30, 2003 approximately $47,698,000 of losses recognized during the period November 1, 2001 to September 30, 2002.

Semiannual Report

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

Financial Statements

Statement of Assets and Liabilities

		March 31, 2003 (Unaudited)

Assets
Investment in securities, at value (including securities loaned of $8,600,073) (cost $165,596,676) - See accompanying schedule		$ 163,862,334
Cash		97,808
Receivable for investments sold		460,282
Receivable for fund shares sold		1,531,199
Dividends receivable		135,347
Interest receivable		434,673
Other receivables		8,293
Total assets		166,529,936

Liabilities
Payable for investments purchased	$ 2,073,532
Payable for fund shares redeemed	195,949
Accrued management fee	73,323
Other payables and accrued expenses	52,380
Collateral on securities loaned, at value	9,163,874
Total liabilities		11,559,058

Net Assets		$ 154,970,878
Net Assets consist of:
Paid in capital		$ 377,908,101
Undistributed net investment income		442,460
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions		(221,646,020)
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies		(1,733,663)
Net Assets, for 21,792,046 shares outstanding		$ 154,970,878
Net Asset Value, offering price and redemption price per share ($154,970,878 ÷ 21,792,046 shares)		$ 7.11

Semiannual Report

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

Financial Statements - continued

Statement of Operations

		Six months ended March 31, 2003 (Unaudited)

Investment Income
Dividends		$ 435,584
Interest		1,124,234
Security lending		17,737
Total income		1,577,555

Expenses
Management fee	$ 444,188
Transfer agent fees	305,981
Accounting and security lending fees	30,979
Non-interested trustees' compensation	302
Custodian fees and expenses	12,008
Registration fees	8,277
Audit	12,384
Legal	382
Miscellaneous	978
Total expenses before reductions	815,479
Expense reductions	(33,126)	782,353
Net investment income (loss)		795,202
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities	(28,724,844)
Foreign currency transactions	(8,045)
Futures contracts	(87,315)
Total net realized gain (loss)		(28,820,204)
Change in net unrealized appreciation (depreciation) on: Investment securities	36,058,380
Assets and liabilities in foreign currencies	673
Futures contracts	333,559
Total change in net unrealized appreciation (depreciation)		36,392,612
Net gain (loss)		7,572,408
Net increase (decrease) in net assets resulting from operations		$ 8,367,610

Semiannual Report

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

Statement of Changes in Net Assets

	Six months ended March 31, 2003 (Unaudited)	Year ended September 30, 2002
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 795,202	$ 2,126,668
Net realized gain (loss)	(28,820,204)	(59,490,428)
Change in net unrealized appreciation (depreciation)	36,392,612	375,306
Net increase (decrease) in net assets resulting from operations	8,367,610	(56,988,454)
Distributions to shareholders from net investment income	(1,488,136)	(5,795,162)
Share transactions Net proceeds from sales of shares	22,900,796	49,739,631
Reinvestment of distributions	1,457,064	5,616,534
Cost of shares redeemed	(26,442,058)	(106,713,983)
Net increase (decrease) in net assets resulting from share transactions	(2,084,198)	(51,357,818)
Total increase (decrease) in net assets	4,795,276	(114,141,434)

Net Assets
Beginning of period	150,175,602	264,317,036
End of period (including undistributed net investment income of $442,460 and undistributed net investment income of $1,135,394, respectively)	$ 154,970,878	$ 150,175,602
Other Information Shares
Sold	3,218,017	5,072,668
Issued in reinvestment of distributions	207,559	527,374
Redeemed	(3,749,920)	(11,106,926)
Net increase (decrease)	(324,344)	(5,506,884)

Semiannual Report

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

Financial Highlights

	Six months ended March 31, 2003	Years ended September 30,
	(Unaudited)	2002	2001	2000	1999^E
Selected Per-Share Data
Net asset value, beginning of period	$ 6.79	$ 9.57	$ 15.32	$ 10.22	$ 10.00
Income from Investment Operations
Net investment income (loss)^D	.04	.08^G	.20	.19	.01
Net realized and unrealized gain (loss)	.35	(2.64)^G	(5.22)	4.98	.21
Total from investment operations	.39	(2.56)	(5.02)	5.17	.22
Distributions from net investment income	(.07)	(.22)	(.13)	(.02)	-
Distributions from net realized gain	-	-	(.60)	(.05)	-
Total distributions	(.07)	(.22)	(.73)	(.07)	-
Net asset value, end of period	$ 7.11	$ 6.79	$ 9.57	$ 15.32	$ 10.22
Total Return^B,C	5.76%	(27.58)%	(33.98)%	50.84%	2.20%
Ratios to Average Net Assets^F
Expenses before expense reductions	1.07%^A	.97%	.89%	.96%	57.49%^A
Expenses net of voluntary waivers, if any	1.07%^A	.97%	.89%	.96%	1.20%^A
Expenses net of all reductions	1.03%^A	.88%	.85%	.90%	1.20%^A
Net investment income (loss)	1.05%^A	.87%^G	1.55%	1.32%	4.06%^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 154,971	$ 150,176	$ 264,317	$ 565,258	$ 3,065
Portfolio turnover rate	238%^A	240%	255%	338%	0%^A

^A Annualized

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

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

^D Calculated based on average shares outstanding during the period.

^E For the period September 24, 1999 (commencement of operations) to September 30, 1999.

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

^G Effective October 1, 2001, the fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies and began amortizing premium and discount on all debt securities, as required. Per share data and ratios for periods prior to adoption have not been restated to reflect this change.

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

Semiannual Report

Notes to Financial Statements

For the period ended March 31, 2003 (Unaudited)

1. Significant Accounting Policies.

Fidelity Asset Manager: Aggressive (the fund) is a fund of Fidelity Charles Street Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. The following summarizes the significant accounting policies of the fund:

Security Valuation. Net asset value per share (NAV calculation) is calculated as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Equity securities for which market quotations are available are valued at the last sale price or official closing price (closing bid price or last evaluated quote if no sale has occurred) on the primary market or exchange on which they trade. Debt securities for which quotations are readily available are valued at their most recent bid prices (sales prices if the principal market is an exchange) in the principal market in which such securities are normally traded, as determined by recognized dealers in such securities, or securities are valued on the basis of information provided by a pricing service. Pricing services use valuation matrices that incorporate both dealer-supplied valuations and electronic data processing techniques. If an event that is expected to materially affect the value of a security occurs after the close of an exchange or market on which that security trades, but prior to the NAV calculation, then that security will be fair valued taking the event into account. Securities (including restricted securities) for which market quotations are not readily available are valued at their fair value as determined in good faith under consistently applied procedures under the general supervision of the Board of Trustees. Price movements in futures contracts and ADRs, market and trading trends, the bid/ask quotes of brokers and off-exchange institutional trading may be reviewed in the course of making a good faith determination of a security's fair value. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost. Investments in open-end investment companies are valued at their net asset value each business day.

Foreign Currency. The fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

1. Significant Accounting Policies - continued

Foreign Currency - continued

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among the funds in the trust.

Income Tax Information and Distributions to Shareholders. Each year the fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required. Foreign taxes are provided for based on each fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests. Distributions are recorded on the ex-dividend date.

Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. Capital accounts within the financial statements are adjusted for permanent and temporary book and tax differences. These adjustments have no impact on net assets or the results of operations. Temporary differences will reverse in a subsequent period. These differences are primarily due to futures transactions, foreign currency transactions, prior period premium and discount on debt securities, defaulted bonds, market discount, non-taxable dividends, capital loss carryforwards and losses deferred due to wash sales and excise tax regulations.

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

Unrealized appreciation	$ 9,731,221	\|
Unrealized depreciation	(11,453,039)
Net unrealized appreciation (depreciation)	$ (1,721,818)
Cost for federal income tax purposes	$ 165,584,152

Semiannual Report

2. Operating Policies.

Repurchase Agreements. Fidelity Management & Research Company (FMR) has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts. These accounts are then invested in repurchase agreements that are collateralized by U.S. Treasury or Government obligations. The fund may also invest directly with institutions, in repurchase agreements that are collateralized by commercial paper obligations and corporate obligations. The custodian bank receives the collateral, which is marked-to-market daily and maintained at a value at least equal to the principal amount of the repurchase agreement (including accrued interest).

Futures Contracts. The fund may use futures contracts to manage its exposure to the stock market. Buying futures tends to increase the fund's exposure to the underlying instrument, while selling futures tends to decrease the fund's exposure to the underlying instrument or hedge other fund investments. Losses may arise from changes in the value of the underlying instruments or if the counter-parties do not perform under the contracts' terms. Gains (losses) are realized upon the expiration or closing of the futures contracts. Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded.

Restricted Securities. The fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included under the captions "Legend" and/or "Other Information" at the end of the fund's Schedule of Investments.

3. Purchases and Sales of Investments.

Information regarding purchases and sales of securities is included under the caption "Other Information" at the end of the fund's Schedule of Investments.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

4. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the fund with investment management related services for which the fund pays a monthly management fee.

The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the fund's average net assets and a group fee rate that averaged .28% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annualized management fee rate was .58% of the fund's average net assets.

Transfer Agent Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, is the fund's transfer, dividend disbursing and shareholder servicing agent. FSC receives account fees and asset-based fees that vary according to account size and type of account. FSC pays for typesetting, printing and mailing of all shareholder reports, except proxy statements. For the period, the transfer agent fees were equivalent to an annualized rate of .40% of average net assets.

Accounting and Security Lending Fees. FSC maintains the fund's accounting records and administers the security lending program. The security lending fee is based on the number and duration of lending transactions. The accounting fee is based on the level of average net assets for the month plus out-of-pocket expenses.

Central Funds. The fund may invest in affiliated Central Funds managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR. The Central Funds are open-end investment companies available only to investment companies and other accounts managed by FMR and its affiliates. The Central Funds seek preservation of capital and current income and do not pay a management fee. Income distributions earned by the fund are recorded as income in the accompanying financial statements and totaled $37,849 for the period.

Brokerage Commissions. The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms are shown under the caption "Other Information" at the end of the fund's Schedule of Investments.

5. Committed Line of Credit.

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

Semiannual Report

6. Security Lending.

The fund lends portfolio securities from time to time in order to earn additional income. The fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the fund and any additional required collateral is delivered to the fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Cash collateral is invested in cash equivalents. The value of loaned securities and cash collateral at period end are disclosed on the fund's Statement of Assets and Liabilities.

7. Expense Reductions.

Semiannual Report

Managing Your Investments

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

By Phone

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

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

Press

1 For mutual fund and brokerage trading.

2 For quotes.*

3 For account balances and holdings.

4 To review orders and mutual
fund activity.

5 To change your PIN.

*0 To speak to a Fidelity representative.

By PC

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

(computer_graphic)Fidelity's Web Site
www.fidelity.com

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

Semiannual Report

To Write Fidelity

We'll give your correspondence immediate attention and send you written confirmation upon completion of your request.

(letter_graphic)Making Changes
To Your Account

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

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

(letter_graphic)For Non-Retirement
Accounts

Buying shares

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

Overnight Express
Fidelity Investments
2300 Litton Lane - KH2B
Hebron, KY 41048

Selling shares

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

Overnight Express
Fidelity Investments
Attn: Distribution Services
2300 Litton Lane - KH2GC
Hebron, KY 41048-9397

General Correspondence

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

(letter_graphic)For Retirement
Accounts

Buying shares

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

Selling shares

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

Overnight Express
Fidelity Investments
Attn: Distribution Services
2300 Litton Lane - KH2GC
Hebron, KY 41048-9397

General Correspondence

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

Semiannual Report

To Visit Fidelity

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

Arizona

7001 West Ray Road
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7373 N. Scottsdale Road
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California

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Colorado

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Delaware

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4400 N. Federal Highway
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8880 Tamiami Trail, North
Naples, FL

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Georgia

3445 Peachtree Road, N.E.
Atlanta, GA

1000 Abernathy Road
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Illinois

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Chicago, IL

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Maine

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Maryland

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Massachusetts

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Boston, MA

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44 Mall Road
Burlington, MA

416 Belmont Street
Worcester, MA

Semiannual Report

Michigan

280 Old N. Woodward Ave.
Birmingham, MI

43420 Grand River Avenue
Novi, MI

29155 Northwestern Hwy.
Southfield, MI

Minnesota

7600 France Avenue South
Edina, MN

Missouri

8885 Ladue Road
Ladue, MO

New Jersey

150 Essex Street
Millburn, NJ

56 South Street
Morristown, NJ

501 Route 17, South
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New York

1055 Franklin Avenue
Garden City, NY

37 West Jericho Turnpike
Huntington Station, NY

1271 Avenue of the Americas
New York, NY

61 Broadway
New York, NY

350 Park Avenue
New York, NY

North Carolina

4611 Sharon Road
Charlotte, NC

Ohio

3805 Edwards Road
Cincinnati, OH

28699 Chagrin Boulevard
Woodmere Village, OH

Oregon

16850 SW 72nd Avenue
Tigard, OR

Pennsylvania

600 West DeKalb Pike
King of Prussia, PA

1735 Market Street
Philadelphia, PA

12001 Perry Highway
Wexford, PA

Rhode Island

47 Providence Place
Providence, RI

Tennessee

6150 Poplar Avenue
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Texas

10000 Research Boulevard
Austin, TX

4017 Northwest Parkway
Dallas, TX

12532 Memorial Drive
Houston, TX

2701 Drexel Drive
Houston, TX

400 East Las Colinas Blvd.
Irving, TX

14100 San Pedro
San Antonio, TX

19740 IH 45 North
Spring, TX

6005 West Park Boulevard
Plano, TX 75093

Utah

215 South State Street
Salt Lake City, UT

Virginia

1861 International Drive
McLean, VA

Washington

411 108th Avenue, N.E.
Bellevue, WA

1518 6th Avenue
Seattle, WA

Washington, DC

1900 K Street, N.W.
Washington, DC

Wisconsin

595 North Barker Road
Brookfield, WI

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Semiannual Report

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Semiannual Report

March 31, 2003

(2_fidelity_logos) (Registered_Trademark)

Chairman's Message	<Click Here>	Ned Johnson on investing strategies.
Performance	<Click Here>	How the fund has done over time.
Market Recap	<Click Here>	An overview of the market's performance and the factors driving it.
Fund Talk	<Click Here>	The manager's review of fund performance, strategy and outlook.
Investment Changes	<Click Here>	A summary of major shifts in the fund's investments over the past six months.
Investments	<Click Here>	A complete list of the fund's investments with their market values.
Financial Statements	<Click Here>	Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.
Notes	<Click Here>	Notes to the financial statements.

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

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

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

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

Best regards,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Semiannual Report

Performance: The Bottom Line

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

Cumulative Total Returns

Periods ended March 31, 2003	Past 6 months	Past 1 year	Past 5 years	Past 10 years
Fidelity ® Asset Manager: Growth ®	6.70%	-16.61%	-7.54%	98.01%
Fidelity Asset Manager: Growth Composite	4.50%	-15.18%	-1.24%	117.21%
S&P 500 ®	5.02%	-24.76%	-17.47%	126.73%
LB Aggregate Bond	2.99%	11.69%	43.64%	100.93%
LB 3 Month T-Bill	0.73%	1.66%	23.50%	57.61%
Flexible Portfolio Funds Average	2.65%	-13.67%	-5.29%	82.42%

Cumulative total returns show the fund's performance in percentage terms over a set period - in this case, six months, one year, five years or 10 years. For example, if you had invested $1,000 in a fund that had a 5% return over the past year, the value of your investment would be $1,050. You can compare the fund's returns to the performance of the Fidelity® Asset Manager: Growth Composite Index, a hypothetical combination of unmanaged indices. The composite index combines the total returns of the Standard & Poor's 500^SMIndex® (S&P 500®), the Lehman Brothers® Aggregate Bond Index and the Lehman Brothers 3 Month Treasury Bill Index weighted according to the fund's neutral mix. You can also compare the fund's performance to the performance of mutual funds tracked by Lipper Inc. and grouped by similar objectives. These benchmarks include reinvested dividends and capital gains, if any, and exclude the effect of sales charges.

Average Annual Total Returns

Periods ended March 31, 2003	Past 1 year	Past 5 years	Past 10 years
Fidelity Asset Manager: Growth	-16.61%	-1.56%	7.07%
Fidelity Asset Manager: Growth Composite	-15.18%	-0.25%	8.07%

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

Semiannual Report

Performance - continued

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity® Asset Manager: Growth® Fund on March 31, 1993. The chart shows how the value of your investment would have grown, and also shows how the S&P 500® Index, Lehman Brothers Aggregate Bond Index and Fidelity Asset Manager: Growth Composite Index did over the same period.

Understanding Performance

Semiannual Report

Market Recap

Stocks: The pendulum of investor sentiment swung back in a positive direction for stocks during the past six months. For many investors who've watched the value of their portfolios shrink since the peak of the market in March of 2000, the sign of a pause - or possible reversal - in the market's multi-year decline was a welcome relief. Demand for stocks during the six-month period was highest in some of the worst-performing market sectors of recent years, namely technology and biotechnology. The sharp rally in these two sectors helped boost the NASDAQ Composite® Index to a gain of 14.72%. Other indexes also showed positive results. The blue-chips' benchmark, the Dow Jones Industrial Average^SM, gained 6.51%, while the Standard & Poor's 500^SM Index, a benchmark of 500 larger companies, rose 5.02%. Smaller-cap stocks fared worse, but still managed a gain as evidenced by the 1.39% return for the Russell 2000® Index. Stocks performed favorably despite a rather gloomy economic backdrop. Few industries showed signs of stronger demand for goods and services. Unemployment levels remained high. Corporate earnings growth was tepid at best, and the rate of corporate bankruptcies remained elevated compared to its historical average. Adding to the concerns of investors was the situation in Iraq, which led to an increase in market volatility through the end of the period.

Semiannual Report

Fund Talk: The Manager's Overview

An interview with Richard Habermann, Portfolio Manager of Fidelity Asset Manager: Growth

Q. How did the fund perform, Dick?

A. It did well both on an absolute and relative basis, returning 6.70% for the six months ending March 31, 2003, while the Fidelity Asset Manager: Growth Composite Index and the Lipper Inc. flexible portfolio funds average returned 4.50% and 2.65%, respectively. For the 12 months ending March 31, 2003, the fund fell 16.61%, while the composite index and Lipper average declined 15.18% and 13.67%, respectively.

Q. What was behind the fund's strong showing during the past six months?

A. While security selection was a positive overall, my asset allocation decisions had the most influence on performance. After staying close to a 70% neutral stance in equities for much of 2002, I shifted to a modest overweighting during the fourth quarter, feeling the stage was set for a rebound. This move proved wise as stocks rallied sharply from their October lows. We then benefited from becoming more cautious - largely due to valuation concerns - and trimming our equity positions to lock in profits before the market rolled back over in December. Being underweighted in equities also helped during the first quarter of 2003 as stocks sagged amid disappointing economic data and the uncertainty surrounding the war with Iraq. Our emphasis on high-yield securities - a strategy that hurt performance in previous periods - paid off versus the benchmarks this time. High-yield bonds outpaced stocks and investment-grade debt by wide margins due to their cheap valuations, declining default rates, and investors' increased appetite for risk and higher yields amid low interest rates. We added to our weighting when prices were attractive back in the fall, which gave us even more of a boost as the high-yield market rebounded strongly from historically low levels. Similarly, we had solid results from our investment-grade corporate bonds, but we scaled back on these holdings late in the period when the group's relative valuations became less attractive.(Portfolio Manager photograph)

Q. What drove the equity holdings?

A. It was a volatile environment for stocks in the face of challenging economic, corporate and geopolitical news. That said, the fund's equity investments - managed by Charles Mangum - edged the S&P 500, mainly due to strong sector selection. Overweighting telecommunication services was a big plus, as Qwest Communications, Verizon and BellSouth - the latter of which we later sold - snapped back sharply in the fourth quarter after struggling for most of 2002. The fund also benefited from owning the right financial stocks. Charles' aggressive positioning in diversified financials - including Citigroup, Morgan Stanley and Fannie Mae - paid off in an up market, as did strong stock picking and an underweighting in banks, which lagged the S&P®. Elsewhere, shying away from weak industrial and consumer staples stocks boosted performance, while energy holdings such as ConocoPhillips fared well due to higher commodity prices.

Semiannual Report

Fund Talk: The Manager's Overview - continued

Q. What factors hurt performance?

A. Disappointing stock selection within health care detracted the most from results, led by our large stake in drug distributor Cardinal Health. Despite outperforming the market in 2002 due to solid fundamentals, Cardinal's shares trended lower during the period on concerns about an end to consolidation in the wholesale drug industry. Avoiding strong-performing biotechnology stocks such as Amgen also hurt, as did owning medical-device maker Baxter International, which plunged in March after lowering its sales and earnings guidance. Other negatives included utility holding company TXU, media stocks Clear Channel Communications and AOL Time Warner, and insurance giant American International Group. Finally, underweighting large-cap tech stocks offset good stock picking elsewhere in what was the period's top-performing sector.

Q. How did fixed-income do?

A. Quite well. The fund's high-yield holdings - managed by Matt Conti - led the way, trouncing the investment-grade benchmark by more than 11 percentage points. Performance benefited not only from the high coupon income received during the period, but also from the capital appreciation on our investments. Despite his conservative approach, Matt enhanced returns versus the index through solid credit analysis and by focusing on those sectors that had big recoveries - namely telecom, energy and utilities - while steering clear of lagging auto and airline issues. The investment-grade subportfolio - managed by Jeff Moore - also soundly beat its index. Robust demand, low inflation and a continued favorable interest rate backdrop - spurred by sluggish economic growth and weak corporate profits - resulted in strong absolute returns for our holdings. Against this backdrop, we benefited from maintaining an emphasis on the spread sectors, particularly corporate and mortgage securities, which performed well as investors sought out higher-yielding alternatives to government bonds. Strong security selection within these sectors, along with effective yield-curve positioning, also helped. Finally, the strategic cash portion of the fund - managed by John Todd - had fairly steady returns to help offset capital market volatility.

Q. What's your outlook?

Semiannual Report

Fund Facts

Goal: maximum total return over the long term by investing in stocks, bonds and short-term and money market instruments

Fund number: 321

Trading symbol: FASGX

Start date: December 30, 1991

Size: as of March 31, 2003, more than $3.0 billion

Manager: Richard Habermann, since 1996; manager, Fidelity Asset Manager: Aggressive, since 1999; Fidelity Asset Manager and Fidelity Asset Manager: Income, since 1996; Fidelity Trend Fund, 1977- 1982; Fidelity Magellan Fund, 1972-1977; joined Fidelity in 1968

Dick Habermann on managing volatility:

Semiannual Report

Investment Changes

Top Ten Stocks as of March 31, 2003
	% of fund's net assets	% of fund's net assets 6 months ago
Cardinal Health, Inc.	5.2	5.8
Clear Channel Communications, Inc.	3.9	4.0
Fannie Mae	3.8	2.6
American International Group, Inc.	3.6	3.5
General Electric Co.	3.5	3.4
Merck & Co., Inc.	3.0	1.6
Citigroup, Inc.	2.9	2.5
Pfizer, Inc.	2.3	2.1
Home Depot, Inc.	2.0	0.7
Merrill Lynch & Co., Inc.	2.0	1.6
	32.2
Market Sectors as of March 31, 2003
(stocks only)	% of fund's net assets	% of fund's net assets 6 months ago
Financials	17.2	15.4
Health Care	13.7	14.2
Consumer Discretionary	8.6	7.5
Information Technology	6.5	5.3
Industrials	5.8	5.9
Energy	5.7	4.9
Consumer Staples	4.8	5.2
Telecommunication Services	3.1	4.2
Utilities	0.8	1.6
Materials	0.7	0.5

Asset Allocation (% of fund's net assets)

As of March 31, 2003 * As of September 30, 2002 **

Asset allocations in the pie charts reflect the categorization of assets as defined in the fund's prospectus in effect as of the time periods indicated above. Financial Statement categorizations conform to accounting standards and will differ from the pie chart. Percentages are adjusted for the effect of futures contracts and swap contracts, if applicable.

Semiannual Report

Investments March 31, 2003 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 66.7%
	Shares		Value (Note 1) (000s)
CONSUMER DISCRETIONARY - 8.6%
Hotels, Restaurants & Leisure - 0.4%
McDonald's Corp.	768,100		$ 11,107
Media - 5.4%
AOL Time Warner, Inc. (a)	4,191,450		45,519
Clear Channel Communications, Inc. (a)	3,581,709		121,492
			167,011
Multiline Retail - 0.3%
Target Corp.	288,500		8,442
Specialty Retail - 2.5%
Home Depot, Inc.	2,559,900		62,359
Limited Brands, Inc.	360,910		4,645
Lowe's Companies, Inc.	188,800		7,707
Office Depot, Inc. (a)	172,100		2,036
			76,747
Textiles Apparel & Luxury Goods - 0.0%
Arena Brands Holding Corp. Class B	5,556		107
TOTAL CONSUMER DISCRETIONARY			263,414
CONSUMER STAPLES - 4.8%
Beverages - 1.8%
PepsiCo, Inc.	825,605		33,024
The Coca-Cola Co.	578,650		23,424
			56,448
Food & Drug Retailing - 1.5%
CVS Corp.	1,446,600		34,501
Safeway, Inc. (a)	573,900		10,864
			45,365
Personal Products - 0.4%
Alberto-Culver Co. Class B	272,970		13,452
Tobacco - 1.1%
Altria Group, Inc.	1,067,500		31,982
TOTAL CONSUMER STAPLES			147,247
ENERGY - 5.7%
Energy Equipment & Services - 2.0%
BJ Services Co. (a)	53,530		1,841
Cooper Cameron Corp. (a)	60,000		2,971
Common Stocks - continued
	Shares		Value (Note 1) (000s)
ENERGY - continued
Energy Equipment & Services - continued
Diamond Offshore Drilling, Inc.	379,600		$ 7,368
ENSCO International, Inc.	320,000		8,163
GlobalSantaFe Corp.	587,943		12,141
Nabors Industries Ltd. (a)	167,400		6,674
Rowan Companies, Inc.	137,400		2,701
Schlumberger Ltd. (NY Shares)	233,100		8,860
Transocean, Inc.	486,600		9,951
			60,670
Oil & Gas - 3.7%
ChevronTexaco Corp.	452,500		29,254
ConocoPhillips	1,107,521		59,363
Exxon Mobil Corp.	730,580		25,534
			114,151
TOTAL ENERGY			174,821
FINANCIALS - 17.0%
Banks - 1.8%
Bank of America Corp.	137,500		9,191
Bank One Corp.	270,800		9,375
FleetBoston Financial Corp.	666,800		15,923
Synovus Financial Corp.	313,900		5,616
Wachovia Corp.	457,777		15,596
			55,701
Diversified Financials - 10.5%
Citigroup, Inc.	2,597,933		89,499
Fannie Mae	1,787,580		116,818
MBNA Corp.	181,600		2,733
Merrill Lynch & Co., Inc.	1,701,200		60,222
Morgan Stanley	1,355,400		51,980
			321,252
Insurance - 4.7%
Allmerica Financial Corp. (a)	354,700		4,976
Allstate Corp.	100,000		3,317
American International Group, Inc.	2,213,400		109,453
Hartford Financial Services Group, Inc.	616,000		21,739
Common Stocks - continued
	Shares		Value (Note 1) (000s)
FINANCIALS - continued
Insurance - continued
PartnerRe Ltd.	17,800		$ 894
Travelers Property Casualty Corp. Class B	151,300		2,135
			142,514
TOTAL FINANCIALS			519,467
HEALTH CARE - 13.7%
Health Care Equipment & Supplies - 0.7%
Baxter International, Inc.	1,075,000		20,038
Health Care Providers & Services - 5.3%
Cardinal Health, Inc.	2,799,120		159,463
HCA, Inc.	80,400		3,325
			162,788
Pharmaceuticals - 7.7%
Merck & Co., Inc.	1,685,480		92,331
Pfizer, Inc.	2,293,400		71,462
Recordati Spa	66,314		887
Schering-Plough Corp.	2,509,780		44,749
Wyeth	702,600		26,572
			236,001
TOTAL HEALTH CARE			418,827
INDUSTRIALS - 5.8%
Commercial Services & Supplies - 0.8%
Aramark Corp. Class B (a)	104,300		2,388
ChoicePoint, Inc. (a)	164,678		5,583
First Data Corp.	448,000		16,580
			24,551
Industrial Conglomerates - 4.5%
General Electric Co.	4,175,900		106,485
Tyco International Ltd.	2,269,900		29,191
			135,676
Machinery - 0.4%
Ingersoll-Rand Co. Ltd. Class A	328,100		12,661
Common Stocks - continued
	Shares		Value (Note 1) (000s)
INDUSTRIALS - continued
Road & Rail - 0.1%
CSX Corp.	63,900		$ 1,822
Union Pacific Corp.	32,400		1,782
			3,604
TOTAL INDUSTRIALS			176,492
INFORMATION TECHNOLOGY - 6.5%
Communications Equipment - 0.9%
Cisco Systems, Inc. (a)	475,500		6,172
Comverse Technology, Inc. (a)	483,000		5,463
Motorola, Inc.	1,764,200		14,572
			26,207
Computers & Peripherals - 1.8%
Dell Computer Corp. (a)	686,500		18,748
EMC Corp. (a)	477,000		3,449
Hewlett-Packard Co.	1,221,300		18,991
Sun Microsystems, Inc. (a)	4,164,900		13,578
			54,766
Electronic Equipment & Instruments - 0.2%
Solectron Corp. (a)	1,450,000		4,379
Thermo Electron Corp. (a)	121,200		2,194
			6,573
Semiconductor Equipment & Products - 1.5%
Altera Corp. (a)	273,500		3,703
Analog Devices, Inc. (a)	309,700		8,517
Intel Corp.	613,940		9,995
KLA-Tencor Corp. (a)	176,400		6,340
LAM Research Corp. (a)	311,075		3,543
Linear Technology Corp.	145,600		4,495
Micron Technology, Inc. (a)	435,300		3,543
Novellus Systems, Inc. (a)	120,700		3,291
Xilinx, Inc. (a)	161,900		3,790
			47,217
Software - 2.1%
Activision, Inc. (a)	165,000		2,384
Common Stocks - continued
	Shares		Value (Note 1) (000s)
INFORMATION TECHNOLOGY - continued
Software - continued
Microsoft Corp.	2,273,600		$ 55,044
VERITAS Software Corp. (a)	329,700		5,796
			63,224
TOTAL INFORMATION TECHNOLOGY			197,987
MATERIALS - 0.7%
Chemicals - 0.1%
Dow Chemical Co.	154,400		4,263
Metals & Mining - 0.5%
Alcan, Inc.	159,000		4,458
Alcoa, Inc.	548,800		10,636
			15,094
Paper & Forest Products - 0.1%
Bowater, Inc.	46,300		1,720
TOTAL MATERIALS			21,077
TELECOMMUNICATION SERVICES - 3.1%
Diversified Telecommunication Services - 3.1%
Qwest Communications International, Inc. (a)	4,330,900		15,115
SBC Communications, Inc.	1,385,600		27,795
Verizon Communications, Inc.	1,494,100		52,816
			95,726
UTILITIES - 0.8%
Electric Utilities - 0.8%
FirstEnergy Corp.	611,700		19,269
Southern Co.	78,400		2,230
Wisconsin Energy Corp.	93,000		2,362
			23,861
Gas Utilities - 0.0%
NiSource, Inc.	110,200		2,006
TOTAL UTILITIES			25,867
TOTAL COMMON STOCKS (Cost $2,467,051)		2,040,925
Preferred Stocks - 0.2%
	Shares		Value (Note 1) (000s)
Convertible Preferred Stocks - 0.1%
FINANCIALS - 0.1%
Diversified Financials - 0.1%
AES Trust VII $3.00	167,400		$ 3,869
Nonconvertible Preferred Stocks - 0.1%
CONSUMER DISCRETIONARY - 0.0%
Media - 0.0%
CSC Holdings, Inc.:
Series H, $11.75	4,630		483
Series M, $11.125	980		101
			584
FINANCIALS - 0.1%
Insurance - 0.1%
American Annuity Group Capital Trust II $88.75 (a)	1,100		1,131
TOTAL NONCONVERTIBLE PREFERRED STOCKS			1,715
TOTAL PREFERRED STOCKS (Cost $4,070)		5,584

Corporate Bonds - 19.8%
	Principal Amount (000s)
Convertible Bonds - 1.4%
CONSUMER DISCRETIONARY - 0.3%
Media - 0.2%
Interpublic Group of Companies, Inc. 4.5% 3/15/23 (f)	$ 1,480		1,728
Liberty Media Corp. 3.25% 3/15/31	4,390		4,049
			5,777
Specialty Retail - 0.1%
Gap, Inc. 5.75% 3/15/09 (f)	1,930		2,368
TOTAL CONSUMER DISCRETIONARY			8,145
FINANCIALS - 0.1%
Diversified Financials - 0.1%
IOS Capital LLC 5% 5/1/07 (f)	2,320		2,151
Corporate Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Convertible Bonds - continued
HEALTH CARE - 0.4%
Biotechnology - 0.4%
Affymetrix, Inc. 4.75% 2/15/07	$ 13,480		$ 11,997
INFORMATION TECHNOLOGY - 0.3%
Communications Equipment - 0.2%
Brocade Communications Systems, Inc. 2% 1/1/07	3,170		2,436
CIENA Corp. 3.75% 2/1/08	4,760		3,570
			6,006
Semiconductor Equipment & Products - 0.1%
Micron Technology, Inc. 2.5% 2/1/10 (f)	540		530
Vitesse Semiconductor Corp. 4% 3/15/05	5,240		4,611
			5,141
TOTAL INFORMATION TECHNOLOGY			11,147
TELECOMMUNICATION SERVICES - 0.3%
Wireless Telecommunication Services - 0.3%
Nextel Communications, Inc. 5.25% 1/15/10	10,630		9,168
TOTAL CONVERTIBLE BONDS			42,608
Nonconvertible Bonds - 18.4%
CONSUMER DISCRETIONARY - 4.3%
Auto Components - 0.2%
DaimlerChrysler NA Holding Corp. 4.75% 1/15/08	550		558
Dana Corp.:
6.25% 3/1/04	1,010		1,005
6.5% 3/1/09	670		596
Dura Operating Corp. 8.625% 4/15/12	980		911
Intermet Corp. 9.75% 6/15/09	2,115		1,946
Navistar International Corp. 8% 2/1/08	980		882
			5,898
Hotels, Restaurants & Leisure - 1.2%
Alliance Gaming Corp. 10% 8/1/07	2,315		2,425
Bally Total Fitness Holding Corp. 9.875% 10/15/07	4,295		3,715
Chumash Casino & Resort Enterprise 9% 7/15/10 (f)	1,190		1,252
Circus Circus Enterprises, Inc. 6.45% 2/1/06	710		708
Coast Hotels & Casinos, Inc. 9.5% 4/1/09	1,250		1,331
Corporate Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Nonconvertible Bonds - continued
CONSUMER DISCRETIONARY - continued
Hotels, Restaurants & Leisure - continued
Courtyard by Marriott II LP/Courtyard II Finance Co. 10.75% 2/1/08	$ 1,220		$ 1,180
Friendly Ice Cream Corp. 10.5% 12/1/07	2,380		2,392
Herbst Gaming, Inc. 10.75% 9/1/08	1,525		1,632
HMH Properties, Inc. 7.875% 8/1/05	1,245		1,226
ITT Corp. 7.375% 11/15/15	2,430		2,236
Mohegan Tribal Gaming Authority 8.375% 7/1/11	260		268
MTR Gaming Group, Inc. 9.75% 4/1/10 (f)	720		734
Park Place Entertainment Corp.:
7.875% 12/15/05	2,130		2,151
7.875% 3/15/10	1,080		1,098
9.375% 2/15/07	1,070		1,137
Penn National Gaming, Inc. 8.875% 3/15/10	1,470		1,507
Premier Parks, Inc. 0% 4/1/08 (d)	3,775		3,690
Starwood Hotels & Resorts Worldwide, Inc. 7.875% 5/1/07 (f)	1,130		1,122
Sun International Hotels Ltd./Sun International North America, Inc. 8.875% 8/15/11	2,695		2,769
Venetian Casino Resort LLC/Las Vegas Sands, Inc. 11% 6/15/10	3,525		3,666
			36,239
Household Durables - 0.6%
Beazer Homes USA, Inc. 8.375% 4/15/12	1,105		1,155
D.R. Horton, Inc.:
8% 2/1/09	3,810		3,962
8.5% 4/15/12	1,560		1,646
Juno Lighting, Inc. 11.875% 7/1/09	3,415		3,637
K. Hovnanian Enterprises, Inc. 8.875% 4/1/12	3,510		3,528
KB Home 8.625% 12/15/08	1,270		1,321
Lyon William Homes, Inc. 10.75% 4/1/13	1,740		1,723
Ryland Group, Inc.:
8.25% 4/1/08	455		464
9.125% 6/15/11	305		334
Standard Pacific Corp. 9.25% 4/15/12	925		941
			18,711
Internet & Catalog Retail - 0.0%
Amazon.com, Inc. 0% 5/1/08 (d)	1,940		2,008
Corporate Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Nonconvertible Bonds - continued
CONSUMER DISCRETIONARY - continued
Leisure Equipment & Products - 0.1%
Hasbro, Inc. 6.15% 7/15/08	$ 520		$ 520
The Hockey Co. 11.25% 4/15/09	3,280		3,477
			3,997
Media - 1.5%
Allbritton Communications Co. 7.75% 12/15/12	1,710		1,710
AMC Entertainment, Inc.:
9.5% 3/15/09	3,215		3,215
9.875% 2/1/12	2,410		2,410
American Media Operations, Inc. 10.25% 5/1/09	1,870		2,001
AOL Time Warner, Inc.:
6.75% 4/15/11	515		547
7.625% 4/15/31	1,010		1,072
Cinemark USA, Inc. 9.625% 8/1/08	3,775		3,827
Coaxial Communications of Central Ohio, Inc. 10% 8/15/06	510		510
Continental Cablevision, Inc.:
8.3% 5/15/06	100		112
9% 9/1/08	900		1,064
Corus Entertainment, Inc. 8.75% 3/1/12	980		1,019
Dex Media East LLC/Dex Media East Finance Co. 9.875% 11/15/09 (f)	1,580		1,770
EchoStar DBS Corp.:
9.125% 1/15/09	390		425
10.375% 10/1/07	2,230		2,447
Granite Broadcasting Corp.:
8.875% 5/15/08	1,090		954
10.375% 5/15/05	635		603
Insight Midwest LP/Insight Capital, Inc. 10.5% 11/1/10	1,340		1,427
K-III Communications Corp. 8.5% 2/1/06	435		431
LBI Media, Inc. 10.125% 7/15/12 (f)	1,605		1,697
Mediacom Broadband LLC/Mediacom Broadband Corp. 11% 7/15/13	580		637
Mediacom LLC/Mediacom Capital Corp. 9.5% 1/15/13	700		726
News America Holdings, Inc.:
7.7% 10/30/25	950		1,051
8% 10/17/16	720		862
News America, Inc. 6.55% 3/15/33 (f)	200		193
PEI Holdings, Inc. 11% 3/15/10 (f)	960		1,003
Corporate Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Nonconvertible Bonds - continued
CONSUMER DISCRETIONARY - continued
Media - continued
PRIMEDIA, Inc.:
7.625% 4/1/08	$ 300		$ 291
8.875% 5/15/11	585		584
Regal Cinemas Corp. 9.375% 2/1/12	1,520		1,642
Rogers Cablesystems Ltd. yankee 11% 12/1/15	130		137
Rogers Communications, Inc. yankee 8.875% 7/15/07	770		762
Shaw Communications, Inc. yankee 7.2% 12/15/11	865		848
Spanish Broadcasting System, Inc. 9.625% 11/1/09	1,130		1,167
TCI Communications, Inc. 9.8% 2/1/12	465		580
TV Azteca SA de CV yankee 10.5% 2/15/07	2,615		2,354
Universal City Development Partners Ltd./UCDP Finance, Inc. 11.75% 4/1/10 (f)	1,665		1,673
Yell Finance BV:
0% 8/1/11 (d)	2,190		1,664
10.75% 8/1/11	1,590		1,765
			45,180
Multiline Retail - 0.2%
Barneys, Inc. 9% 4/1/08 unit (f)	710		604
Dillard's, Inc.:
6.125% 11/1/03	2,545		2,526
6.39% 8/1/03	2,470		2,458
Saks, Inc. 9.875% 10/1/11	1,180		1,233
			6,821
Specialty Retail - 0.2%
Asbury Automotive Group, Inc. 9% 6/15/12	1,320		1,122
Gap, Inc. 10.55% 12/15/08	260		299
Hollywood Entertainment Corp. 9.625% 3/15/11	750		776
J. Crew Group, Inc. 13.125% 10/15/08	3,390		2,102
Michaels Stores, Inc. 9.25% 7/1/09	1,030		1,118
United Auto Group, Inc. 9.625% 3/15/12	810		786
			6,203
Textiles Apparel & Luxury Goods - 0.3%
Levi Strauss & Co.:
7% 11/1/06	1,755		1,501
11.625% 1/15/08	1,110		1,060
12.25% 12/15/12 (f)	2,490		2,378
Corporate Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Nonconvertible Bonds - continued
CONSUMER DISCRETIONARY - continued
Textiles Apparel & Luxury Goods - continued
Russell Corp. 9.25% 5/1/10	$ 1,620		$ 1,750
The William Carter Co. 10.875% 8/15/11	1,470		1,632
			8,321
TOTAL CONSUMER DISCRETIONARY			133,378
CONSUMER STAPLES - 1.0%
Beverages - 0.1%
Constellation Brands, Inc. 8.125% 1/15/12	1,950		2,028
Food & Drug Retailing - 0.4%
Delhaize America, Inc.:
7.375% 4/15/06	700		700
8.125% 4/15/11	330		333
9% 4/15/31	780		764
Rite Aid Corp.:
6% 12/15/05 (f)	1,475		1,342
6.125% 12/15/08 (f)	745		581
6.875% 8/15/13	2,595		1,972
7.125% 1/15/07	2,285		2,011
7.625% 4/15/05	1,080		1,026
7.7% 2/15/27	765		551
9.5% 2/15/11 (f)	1,515		1,568
The Great Atlantic & Pacific Tea Co.:
7.75% 4/15/07	2,815		2,308
9.125% 12/15/11	1,050		861
			14,017
Food Products - 0.4%
Corn Products International, Inc. 8.25% 7/15/07	1,665		1,740
Dean Foods Co. 6.9% 10/15/17	1,930		1,814
Del Monte Corp. 9.25% 5/15/11	4,895		5,213
Doane Pet Care Co. 9.75% 5/15/07	1,560		1,412
Dole Food Co., Inc.:
6.375% 10/1/05	375		401
8.875% 3/15/11 (f)	650		670
			11,250
Corporate Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Nonconvertible Bonds - continued
CONSUMER STAPLES - continued
Household Products - 0.0%
Fort James Corp.:
6.625% 9/15/04	$ 775		$ 779
6.875% 9/15/07	480		468
			1,247
Tobacco - 0.1%
Philip Morris Companies, Inc. 7% 7/15/05	1,000		1,031
RJ Reynolds Tobacco Holdings, Inc.:
6.5% 6/1/07	745		749
7.75% 5/15/06	320		337
			2,117
TOTAL CONSUMER STAPLES			30,659
ENERGY - 1.2%
Energy Equipment & Services - 0.3%
DI Industries, Inc. 8.875% 7/1/07	2,715		2,796
Grant Prideco, Inc.:
9% 12/15/09	400		425
9.625% 12/1/07	1,230		1,335
Key Energy Services, Inc. 8.375% 3/1/08	2,750		2,922
Kinder Morgan, Inc. 6.5% 9/1/12	250		272
			7,750
Oil & Gas - 0.9%
Centerpoint Energy Resources Corp. 7.875% 4/1/13 (f)	780		806
Chesapeake Energy Corp.:
7.5% 9/15/13 (f)	1,450		1,468
8.375% 11/1/08	1,295		1,360
9% 8/15/12	780		846
Clark Refining & Marketing, Inc.:
8.625% 8/15/08	320		326
8.875% 11/15/07	805		773
Empresa Nacional de Petroleo 6.75% 11/15/12 (f)	325		338
General Maritime Corp. 10% 3/15/13 (f)	2,820		2,876
Nexen, Inc. 7.875% 3/15/32	900		1,002
Nuevo Energy Co.:
9.375% 10/1/10	330		340
9.5% 6/1/08	1,605		1,653
Overseas Shipholding Group, Inc. 8.25% 3/15/13 (f)	2,610		2,610
Corporate Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Nonconvertible Bonds - continued
ENERGY - continued
Oil & Gas - continued
Pemex Project Funding Master Trust 6.125% 8/15/08 (f)	$ 750		$ 771
Plains Exploration & Production Co. LP 8.75% 7/1/12	870		905
Pogo Producing Co. 8.25% 4/15/11	770		828
Teekay Shipping Corp. 8.875% 7/15/11	5,100		5,457
The Coastal Corp.:
6.5% 5/15/06	940		804
6.95% 6/1/28	810		567
7.5% 8/15/06	995		876
7.75% 6/15/10	800		652
7.75% 10/15/35	1,230		892
9.625% 5/15/12	405		350
Western Oil Sands, Inc. 8.375% 5/1/12	1,620		1,693
			28,193
TOTAL ENERGY			35,943
FINANCIALS - 2.8%
Banks - 0.2%
Bank of New York Co., Inc.:
3.4% 3/15/13 (i)	295		292
4.25% 9/4/12 (i)	290		298
Capital One Bank 6.875% 2/1/06	105		105
Chevy Chase Savings Bank FSB 9.25% 12/1/08	1,020		1,020
Den Danske Bank AS 6.375% 6/15/08 (f)(i)	1,590		1,688
MBNA Corp. 6.25% 1/17/07	165		175
Royal Bank of Scotland Group PLC:
7.648% 12/31/49 (i)	500		591
7.816% 11/29/49	950		1,064
Western Financial Bank 9.625% 5/15/12	2,480		2,480
			7,713
Diversified Financials - 2.1%
Ahold Finance USA, Inc.:
6.25% 5/1/09	650		514
6.875% 5/1/29	1,050		782
8.25% 7/15/10	2,360		2,006
BRL Universal Equipment 2001 A LP/BRL Universal Equipment Corp. 8.875% 2/15/08	2,635		2,767
Corporate Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Nonconvertible Bonds - continued
FINANCIALS - continued
Diversified Financials - continued
Capital One Financial Corp.:
7.25% 5/1/06	$ 1,910		$ 1,862
8.75% 2/1/07	1,315		1,302
Citigroup, Inc. 3.5% 2/1/08	500		501
CMS Energy X-TRAS pass thru trust I 7% 1/15/05	3,060		2,723
Continental Airlines, Inc. pass thru trust certificates:
6.9% 1/2/17	475		190
8.307% 4/2/18	1,945		875
Credit Suisse First Boston (USA), Inc. 4.625% 1/15/08	600		619
Crown Cork & Seal Finance PLC yankee 7% 12/15/06	805		700
Delta Air Lines, Inc. pass thru trust certificates:
7.57% 11/18/10	605		572
7.779% 11/18/05	970		631
Deutsche Telekom International Finance BV:
8.5% 6/15/10	400		469
8.75% 6/15/30	400		475
El Paso Energy Partners LP/El Paso Energy Partners Finance Corp.:
8.5% 6/1/11	2,750		2,750
10.625% 12/1/12 (f)	600		653
FIMEP SA 10.5% 2/15/13 (f)	1,510		1,608
Ford Motor Credit Co. 5.8% 1/12/09	1,735		1,553
Gemstone Investor Ltd./Gemstone Investor, Inc. 7.71% 10/31/04 (f)	2,335		2,172
General Motors Acceptance Corp. 6.875% 9/15/11	1,120		1,107
Goldman Sachs Group, Inc.:
5.7% 9/1/12	485		511
6.6% 1/15/12	400		447
Household Finance Corp.:
5.875% 2/1/09	55		59
6.375% 10/15/11	600		653
6.375% 11/27/12	310		340
6.75% 5/15/11	100		111
8% 5/9/05	205		227
HSBC Capital Funding LP 9.547% 12/31/49 (e)(f)	1,045		1,313
IOS Capital, Inc. 9.75% 6/15/04	2,150		2,174
J.P. Morgan Chase & Co.:
5.75% 1/2/13	300		314
6.625% 3/15/12	500		553
Corporate Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Nonconvertible Bonds - continued
FINANCIALS - continued
Diversified Financials - continued
Lehman Brothers Holdings, Inc. 6.625% 1/18/12	$ 450		$ 508
Meditrust Exercisable Put Options Securities Trust 7.114% 8/15/04 (f)	200		200
MeriStar Hospitality Operating Partnership LP/MeriStar Hospitality Finance Corp. III 9.125% 1/15/11	470		391
Millennium America, Inc. 9.25% 6/15/08	1,105		1,166
Moore North America Finance, Inc. 7.875% 1/15/11 (f)	1,190		1,226
Morgan Stanley 6.6% 4/1/12	540		603
NiSource Finance Corp. 7.625% 11/15/05	190		210
Northern Telecom Capital Corp. 7.875% 6/15/26	820		636
Pemex Project Funding Master Trust 7.375% 12/15/14	380		390
Petronas Capital Ltd. 7% 5/22/12 (f)	1,720		1,875
Pinnacle One Partners LP/Pinnacle One, Inc. 8.83% 8/15/04 (f)	1,630		1,646
Prime Property Funding II 6.25% 5/15/07	370		399
Qwest Capital Funding, Inc.:
5.875% 8/3/04	4,160		3,744
7% 8/3/09	1,490		1,125
7.25% 2/15/11	2,315		1,748
7.75% 8/15/06	5,955		4,853
Qwest Services Corp.:
13% 12/15/07 (f)	960		1,008
13.5% 12/15/10 (f)	960		1,008
14% 12/15/14 (f)	882		948
SESI LLC 8.875% 5/15/11	1,630		1,728
SLM Corp. 5.375% 1/15/13	250		260
Sprint Capital Corp. 6.875% 11/15/28	425		372
TRW Automotive Acquisition Corp.:
9.375% 2/15/13 (f)	600		602
11% 2/15/13 (f)	280		281
TXU Eastern Funding yankee 6.75% 5/15/09 (c)	1,115		78
U.S. West Capital Funding, Inc. 6.375% 7/15/08	1,205		904
Verizon Global Funding Corp. 4% 1/15/08	500		510
Verizon Wireless Capital LLC 5.375% 12/15/06	620		663
Xerox Credit Corp. 6.1% 12/16/03	375		372
			62,987
Insurance - 0.1%
MetLife, Inc. 3.911% 5/15/05	600		617
Corporate Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Nonconvertible Bonds - continued
FINANCIALS - continued
Insurance - continued
Principal Life Global Funding I:
5.125% 6/28/07 (f)	$ 800		$ 848
6.25% 2/15/12 (f)	360		391
Travelers Property Casualty Corp. 5% 3/15/13 (f)	145		144
			2,000
Real Estate - 0.4%
AvalonBay Communities, Inc. 5% 8/1/07	395		408
BRE Properties, Inc. 5.95% 3/15/07	895		956
Camden Property Trust 5.875% 6/1/07	455		485
CarrAmerica Realty Corp. 5.25% 11/30/07	275		283
CenterPoint Properties Trust 6.75% 4/1/05	530		564
EOP Operating LP 7.75% 11/15/07	750		861
Gables Realty LP 5.75% 7/15/07	200		203
iStar Financial, Inc. 8.75% 8/15/08	2,120		2,279
LNR Property Corp.:
9.375% 3/15/08	2,475		2,506
10.5% 1/15/09	665		692
Mack-Cali Realty LP:
7% 3/15/04	325		339
7.25% 3/15/09	250		283
MeriStar Hospitality Corp. 9% 1/15/08	990		844
Senior Housing Properties Trust 8.625% 1/15/12	1,400		1,446
Vornado Realty Trust 5.625% 6/15/07	300		309
			12,458
TOTAL FINANCIALS			85,158
HEALTH CARE - 0.6%
Health Care Equipment & Supplies - 0.0%
Millipore Corp. 7.5% 4/1/07	1,030		1,007
Health Care Providers & Services - 0.4%
Alderwoods Group, Inc.:
11% 1/2/07	382		383
12.25% 1/2/09	1,440		1,296
AmeriPath, Inc. 10.5% 4/1/13 (f)	870		896
Hanger Orthopedic Group, Inc. 10.375% 2/15/09	805		861
Owens & Minor, Inc. 8.5% 7/15/11	1,270		1,372
PacifiCare Health Systems, Inc. 10.75% 6/1/09	3,410		3,683
Corporate Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Nonconvertible Bonds - continued
HEALTH CARE - continued
Health Care Providers & Services - continued
Tenet Healthcare Corp. 7.375% 2/1/13	$ 705		$ 705
Vanguard Health Systems, Inc. 9.75% 8/1/11	2,600		2,470
			11,666
Pharmaceuticals - 0.2%
aaiPharma, Inc. 11% 4/1/10	5,040		5,191
Biovail Corp. yankee 7.875% 4/1/10	950		990
			6,181
TOTAL HEALTH CARE			18,854
INDUSTRIALS - 1.4%
Aerospace & Defense - 0.0%
Raytheon Co. 8.2% 3/1/06	600		677
Transdigm, Inc. 10.375% 12/1/08	540		571
			1,248
Airlines - 0.0%
Delta Air Lines, Inc.:
equipment trust certificates 8.54% 1/2/07	392		215
6.65% 3/15/04	635		445
10.14% 8/14/12	280		154
			814
Building Products - 0.1%
Nortek, Inc.:
9.125% 9/1/07	1,225		1,265
9.25% 3/15/07	410		422
			1,687
Commercial Services & Supplies - 0.3%
Allied Waste North America, Inc.:
7.625% 1/1/06	2,525		2,576
7.875% 1/1/09	620		632
10% 8/1/09	1,345		1,399
Browning-Ferris Industries, Inc. 6.375% 1/15/08	2,080		1,841
JohnsonDiversey, Inc. 9.625% 5/15/12	2,735		2,940
National Waterworks, Inc. 10.5% 12/1/12 (f)	790		857
			10,245
Construction & Engineering - 0.1%
Shaw Group, Inc. 10.75% 3/15/10 (f)	2,170		2,148
Corporate Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Nonconvertible Bonds - continued
INDUSTRIALS - continued
Industrial Conglomerates - 0.2%
Tyco International Group SA yankee:
5.8% 8/1/06	$ 3,580		$ 3,419
5.875% 11/1/04	150		149
6.375% 6/15/05	110		109
6.375% 2/15/06	1,755		1,711
6.75% 2/15/11	1,695		1,619
			7,007
Machinery - 0.6%
AGCO Corp.:
8.5% 3/15/06	260		260
9.5% 5/1/08	1,530		1,645
Cummins, Inc.:
5.65% 3/1/98	1,645		954
9.5% 12/1/10 (f)	760		783
Dresser, Inc. 9.375% 4/15/11	3,335		3,277
Dunlop Standard Aerospace Holdings PLC yankee 11.875% 5/15/09	5,015		5,015
Navistar International Corp. 9.375% 6/1/06	1,280		1,293
NMHG Holding Co. 10% 5/15/09	880		933
Terex Corp.:
Series D, 8.875% 4/1/08	650		639
8.875% 4/1/08	2,210		2,188
TriMas Corp.:
9.875% 6/15/12 (f)	1,220		1,232
9.875% 6/15/12	400		404
			18,623
Road & Rail - 0.1%
TFM SA de CV:
12.5% 6/15/12	1,335		1,275
yankee 10.25% 6/15/07	525		469
			1,744
TOTAL INDUSTRIALS			43,516
Corporate Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Nonconvertible Bonds - continued
INFORMATION TECHNOLOGY - 0.9%
Communications Equipment - 0.0%
Lucent Technologies, Inc.:
5.5% 11/15/08	$ 590		$ 425
6.5% 1/15/28	445		283
7.25% 7/15/06	585		515
Motorola, Inc. 8% 11/1/11	345		378
Nortel Networks Corp. yankee 6.125% 2/15/06	815		742
			2,343
Computers & Peripherals - 0.1%
NCR Corp. 7.125% 6/15/09 (f)	765		806
Seagate Technology HDD Holdings 8% 5/15/09	1,820		1,906
			2,712
Electronic Equipment & Instruments - 0.4%
Avnet, Inc. 9.75% 2/15/08	1,480		1,524
ChipPAC International Ltd. 12.75% 8/1/09	1,055		1,161
Flextronics International Ltd. yankee 8.75% 10/15/07	3,470		3,626
Ingram Micro, Inc. 9.875% 8/15/08	1,630		1,728
PerkinElmer, Inc. 8.875% 1/15/13 (f)	1,940		2,052
Solectron Corp. 7.375% 3/1/06	2,305		2,265
			12,356
IT Consulting & Services - 0.1%
Anteon Corp. 12% 5/15/09	2,346		2,557
Office Electronics - 0.1%
Xerox Corp.:
7.15% 8/1/04	1,335		1,328
7.2% 4/1/16	1,555		1,392
			2,720
Semiconductor Equipment & Products - 0.2%
AMI Semiconductor, Inc. 10.75% 2/1/13 (f)	885		925
Micron Technology, Inc. 6.5% 9/30/05 (k)	5,000		4,500
			5,425
TOTAL INFORMATION TECHNOLOGY			28,113
MATERIALS - 2.1%
Chemicals - 0.3%
Berry Plastics Corp. 10.75% 7/15/12	2,535		2,655
Georgia Gulf Corp. 10.375% 11/1/07	805		857
Corporate Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Nonconvertible Bonds - continued
MATERIALS - continued
Chemicals - continued
Huntsman International LLC 9.875% 3/1/09	$ 1,010		$ 1,061
Methanex Corp. yankee 7.75% 8/15/05	3,245		3,342
PolyOne Corp. 8.875% 5/1/12	1,350		1,134
			9,049
Containers & Packaging - 0.7%
Anchor Glass Container Corp. 11% 2/15/13 (f)	2,020		2,111
BWAY Corp. 10% 10/15/10 (f)	510		537
Crown Cork & Seal, Inc.:
7.375% 12/15/26	1,050		709
8% 4/15/23	1,510		1,049
Crown European Holdings SA:
9.5% 3/1/11 (f)	1,040		1,040
10.875% 3/1/13 (f)	1,040		1,053
Graphic Packaging Corp. 8.625% 2/15/12	450		468
Owens-Brockway Glass Container, Inc. 8.875% 2/15/09	2,165		2,219
Owens-Illinois, Inc.:
7.15% 5/15/05	3,100		3,092
7.35% 5/15/08	960		912
7.5% 5/15/10	880		812
7.8% 5/15/18	4,270		3,544
7.85% 5/15/04	2,090		2,100
8.1% 5/15/07	845		820
Silgan Holdings, Inc. 9% 6/1/09	1,095		1,133
			21,599
Metals & Mining - 0.6%
California Steel Industries, Inc. 8.5% 4/1/09	755		781
Corporacion Nacional del Cobre (Codelco) 6.375% 11/30/12 (f)	175		185
Falconbridge Ltd. yankee 7.35% 6/5/12	740		792
Freeport-McMoRan Copper & Gold, Inc. 7.5% 11/15/06	3,950		3,990
Luscar Coal Ltd. 9.75% 10/15/11	730		810
P&L Coal Holdings Corp. 9.625% 5/15/08	6,530		6,865
Peabody Energy Corp. 6.875% 3/15/13 (f)	2,010		2,040
Phelps Dodge Corp.:
8.75% 6/1/11	675		729
Corporate Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Nonconvertible Bonds - continued
MATERIALS - continued
Metals & Mining - continued
Phelps Dodge Corp.: - continued
9.5% 6/1/31	$ 2,375		$ 2,541
Steel Dynamics, Inc. 9.5% 3/15/09	1,695		1,729
			20,462
Paper & Forest Products - 0.5%
Boise Cascade Corp. 7.68% 3/29/06	705		746
Domtar, Inc. yankee 7.875% 10/15/11	200		236
Georgia-Pacific Corp.:
7.375% 12/1/25	490		375
7.5% 5/15/06	4,430		4,209
8.125% 5/15/11	1,920		1,788
8.875% 5/15/31	3,530		3,001
9.625% 3/15/22	480		418
Louisiana-Pacific Corp. 10.875% 11/15/08	470		517
Stone Container Corp. 9.75% 2/1/11	3,145		3,428
			14,718
TOTAL MATERIALS			65,828
TELECOMMUNICATION SERVICES - 1.2%
Diversified Telecommunication Services - 0.5%
AT&T Broadband Corp. 8.375% 3/15/13	200		237
AT&T Corp.:
7% 11/15/06	150		160
7.8% 11/15/11	300		323
Citizens Communications Co.:
8.5% 5/15/06	700		792
9.25% 5/15/11	235		295
France Telecom SA:
8.7% 3/1/06	300		341
9.25% 3/1/11	200		240
10% 3/1/31	280		365
Qwest Corp. 8.875% 3/15/12 (f)	3,505		3,733
Rogers Cantel, Inc. yankee:
8.8% 10/1/07	1,505		1,475
9.375% 6/1/08	315		323
Telefonica Europe BV 7.75% 9/15/10	450		530
Telefonos de Mexico SA de CV 8.25% 1/26/06	410		458
Corporate Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Nonconvertible Bonds - continued
TELECOMMUNICATION SERVICES - continued
Diversified Telecommunication Services - continued
TELUS Corp. yankee 8% 6/1/11	$ 690		$ 731
Triton PCS, Inc.:
0% 5/1/08 (d)	290		258
8.75% 11/15/11	1,765		1,465
9.375% 2/1/11	2,760		2,346
U.S. West Communications:
5.65% 11/1/04	530		514
7.2% 11/1/04	1,770		1,761
			16,347
Wireless Telecommunication Services - 0.7%
American Tower Corp. 9.375% 2/1/09	1,245		1,121
AT&T Wireless Services, Inc. 8.75% 3/1/31	450		516
Crown Castle International Corp.:
9.375% 8/1/11	2,230		2,018
10.75% 8/1/11	1,215		1,172
Nextel Communications, Inc.:
9.375% 11/15/09	1,045		1,097
9.5% 2/1/11	915		965
9.75% 10/31/07	475		489
9.95% 2/15/08	750		780
Nextel Partners, Inc. 0% 2/1/09 (d)	2,860		2,631
Rogers Wireless, Inc. 9.625% 5/1/11	4,785		5,024
VoiceStream Wireless Corp.:
0% 11/15/09 (d)	2,974		2,796
10.375% 11/15/09	964		1,060
			19,669
TOTAL TELECOMMUNICATION SERVICES			36,016
UTILITIES - 2.9%
Electric Utilities - 1.5%
Allegheny Energy Supply Co. LLC:
Series A, 10.25% 11/15/07 (f)(g)	1,320		1,320
Series B, 10.25% 11/15/07 (f)(i)	125		126
7.8% 3/15/11	2,295		1,767
8.75% 4/15/12 (f)	2,020		1,535
Corporate Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Nonconvertible Bonds - continued
UTILITIES - continued
Electric Utilities - continued
CMS Energy Corp.:
6.75% 1/15/04	$ 2,820		$ 2,679
7.5% 1/15/09	1,115		925
7.625% 11/15/04	1,195		1,093
8.5% 4/15/11	340		287
8.9% 7/15/08	855		718
9.875% 10/15/07	1,635		1,496
Constellation Energy Group, Inc. 6.35% 4/1/07	405		442
Dominion Resources, Inc.:
2.8% 2/15/05	335		336
6.25% 6/30/12	205		222
Duke Capital Corp. 6.75% 2/15/32	330		279
Edison International 6.875% 9/15/04	695		690
FirstEnergy Corp. 6.45% 11/15/11	325		344
Illinois Power Co.:
7.5% 6/15/09	550		495
11.5% 12/15/10 (f)	3,605		3,803
MidAmerican Energy Holdings, Inc.:
4.625% 10/1/07	275		280
5.875% 10/1/12	300		311
Midland Funding Corp. II 11.75% 7/23/05	975		1,024
Monongahela Power Co. 5% 10/1/06	265		257
Nevada Power Co. 10.875% 10/15/09 (f)	1,635		1,692
Pacific Gas & Electric Co.:
6.25% 8/1/03	1,535		1,512
6.25% 3/1/04	2,985		2,940
6.75% 10/1/23	1,190		1,119
8.25% 11/1/22	2,340		2,270
9.625% 11/1/05 (f)	1,700		1,717
PSI Energy, Inc. 6.65% 6/15/06	755		819
Public Service Co. of Colorado 7.875% 10/1/12 (f)	395		484
Reliant Energy Resources Corp.:
7.75% 2/15/11	475		485
8.125% 7/15/05	1,710		1,710
Southern California Edison Co.:
6.25% 6/15/03	165		165
8% 2/15/07 (f)	3,545		3,793
Southwestern Public Service Co. 5.125% 11/1/06	500		522
Corporate Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Nonconvertible Bonds - continued
UTILITIES - continued
Electric Utilities - continued
TECO Energy, Inc.:
7% 5/1/12	$ 810		$ 705
10.5% 12/1/07	2,095		2,168
TXU Corp. 6.375% 6/15/06	1,730		1,782
			44,312
Gas Utilities - 0.6%
ANR Pipeline, Inc.:
8.875% 3/15/10 (f)	650		683
9.625% 11/1/21	805		865
CMS Panhandle Holding Co. 6.125% 3/15/04	1,490		1,490
Columbia Energy Group 6.8% 11/28/05	190		208
El Paso Energy Corp.:
6.75% 5/15/09	645		519
6.95% 12/15/07	1,825		1,533
7.375% 12/15/12	80		61
7.75% 1/15/32	815		583
8.05% 10/15/30	2,235		1,620
Noram Energy Corp. 6.5% 2/1/08	355		351
Ras Laffan Liquid Natural Gas Co. Ltd. yankee 8.294% 3/15/14 (f)	575		612
Sonat, Inc.:
6.75% 10/1/07	980		791
6.875% 6/1/05	2,835		2,537
7.625% 7/15/11	765		604
Southern Natural Gas Co.:
7.35% 2/15/31	235		216
8% 3/1/32	805		769
8.875% 3/15/10 (f)	780		821
Tennessee Gas Pipeline Co.:
6% 12/15/11	65		57
7% 10/15/28	2,200		1,826
7.625% 4/1/37	600		516
Transcontinental Gas Pipe Line Corp.:
6.125% 1/15/05	845		828
8.875% 7/15/12	990		1,052
Corporate Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Nonconvertible Bonds - continued
UTILITIES - continued
Gas Utilities - continued
Williams Holdings of Delaware, Inc.:
6.25% 2/1/06	$ 140		$ 126
6.5% 12/1/08	1,190		994
			19,662
Multi-Utilities & Unregulated Power - 0.8%
AES Corp.:
8.75% 6/15/08	605		466
8.875% 2/15/11	2,675		2,194
9.375% 9/15/10	1,070		899
9.5% 6/1/09	1,005		854
El Paso Corp.:
7% 5/15/11	1,525		1,205
7.875% 6/15/12 (f)	485		398
Western Resources, Inc.:
6.875% 8/1/04	800		804
9.75% 5/1/07	3,455		3,662
Williams Companies, Inc.:
6.5% 8/1/06	3,750		3,403
6.75% 1/15/06	855		774
7.125% 9/1/11	1,990		1,711
7.5% 1/15/31	815		632
7.625% 7/15/19	795		628
7.75% 6/15/31	420		330
7.875% 9/1/21	2,755		2,197
8.125% 3/15/12 (f)	1,145		1,002
8.75% 3/15/32 (f)	425		357
9.25% 3/15/04	2,425		2,383
			23,899
TOTAL UTILITIES			87,873
TOTAL NONCONVERTIBLE BONDS			565,338
TOTAL CORPORATE BONDS (Cost $577,157)		607,946
U.S. Government and Government Agency Obligations - 1.1%
	Principal Amount (000s)		Value (Note 1) (000s)
U.S. Government Agency Obligations - 0.5%
Fannie Mae:
4.375% 3/15/13	$ 330		$ 329
6.25% 2/1/11	5,250		5,901
6.25% 7/19/11	200		210
Freddie Mac:
2.75% 3/15/08	540		533
5.5% 7/15/06 (g)	3,230		3,550
5.875% 3/21/11	3,175		3,502
TOTAL U.S. GOVERNMENT AGENCY OBLIGATIONS			14,025
U.S. Treasury Inflation Protected Obligations - 0.0%
U.S. Treasury Inflation-Indexed Bonds 3.625% 4/15/28	350		462
U.S. Treasury Obligations - 0.6%
U.S. Treasury Bills, yield at date of purchase 1.15% to 1.17% 4/3/03 to 5/1/03	3,400		3,398
U.S. Treasury Bonds 7.875% 2/15/21	7,200		9,889
U.S. Treasury Notes:
3% 2/15/08	380		384
3.875% 2/15/13	400		402
4.375% 5/15/07	4,175		4,483
TOTAL U.S. TREASURY OBLIGATIONS			18,556
TOTAL U.S. GOVERNMENT AND GOVERNMENT AGENCY OBLIGATIONS (Cost $32,950)		33,043
U.S. Government Agency - Mortgage Securities - 2.4%

Fannie Mae - 1.6%
4.5% 6/1/18 (g)	2,000		2,013
4.5% 6/17/18 (g)	3,000		3,020
5% 4/1/18 (g)	4,181		4,292
5.5% 4/1/18 (g)	3,850		3,994
5.5% 1/1/32 to 5/1/32 (h)	2,037		2,082
5.5% 4/1/33 (g)	8,989		9,174
6% 1/1/09 to 1/1/29	7,188		7,521
U.S. Government Agency - Mortgage Securities - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Fannie Mae - continued
6% 4/1/33 (g)	$ 1,102		$ 1,142
6.5% 5/1/23 to 7/1/32	5,941		6,207
6.5% 4/1/33 (g)	3,253		3,393
7% 12/1/24 to 12/1/28	3,038		3,215
7.5% 5/1/27 to 11/1/31	3,342		3,566
8% 6/1/10	10		11
TOTAL FANNIE MAE			49,630
Freddie Mac - 0.0%
7.5% 4/1/22 to 11/1/30	699		749
7.5% 3/1/33 (g)	402		428
8% 7/1/25 to 4/1/27	260		282
TOTAL FREDDIE MAC			1,459
Government National Mortgage Association - 0.8%
6% 6/15/08 to 9/15/10	489		518
6.5% 9/15/08 to 8/15/32	17,854		18,822
6.5% 4/1/33 (g)	614		644
7% 1/15/28 to 7/15/28	2,310		2,456
7.5% 10/15/22 to 8/15/28	878		946
8% 5/15/25	85		94
8.5% 10/15/29 to 4/15/30	396		431
TOTAL GOVERNMENT NATIONAL MORTGAGE ASSOCIATION			23,911
TOTAL U.S. GOVERNMENT AGENCY - MORTGAGE SECURITIES (Cost $72,411)		75,000
Asset-Backed Securities - 0.5%

Ameriquest Mortgage Securities, Inc. 2.1288% 3/1/33 (i)	275		278
Amortizing Residential Collateral Trust:
1.655% 8/25/32 (i)	1,768		1,765
2.105% 10/25/32 (i)	1,550		1,535
7% 6/25/32	111		110
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Asset Backed Securities Corp. Home Equity Loan Trust:
1.68% 4/15/33 (g)(i)	$ 585		$ 585
2.2% 4/15/33 (g)(i)	325		325
Associates Automobile Receivables Trust 7.83% 8/15/07	530		565
Capital One Master Trust:
4.55% 2/15/08	1,800		1,861
4.9% 3/15/10	1,180		1,238
Capital One Multi-Asset Execution Trust 1.96% 7/15/08 (i)	600		596
CDC Mortgage Capital, Inc. Nim Trust 10% 1/25/33 (f)	285		285
CIT Marine Trust 5.8% 4/15/10	75		75
Citibank Credit Card Master Trust I 5.75% 2/15/06	420		435
Countrywide Home Loans, Inc. 1.735% 5/25/33 (i)	886		886
CS First Boston Mortgage Securities Corp.:
1.68% 8/25/33 (i)	110		110
2.18% 8/25/33 (i)	130		130
CS First Boston Mortgage Securities Corp. Nims Trust:
8% 8/27/32 (f)	110		107
8% 8/27/32 (f)	514		503
Ford Credit Auto Owner Trust 5.71% 9/15/05	335		350
GSAMP Nim Trust 8.25% 10/20/32 (f)	200		199
Home Equity Asset Trust Nims Trust 8% 3/27/33 (f)	255		250
Household Private Label Credit Card Master Note Trust I:
2.53% 9/15/09 (i)	270		270
5.5% 1/18/11	100		107
Long Beach Asset Holdings Corp. Nim Trust 9.05% 5/25/32 (f)	265		259
MBNA Credit Card Master Note Trust:
1.64% 1/15/09 (i)	150		150
1.655% 10/15/08 (i)	150		150
1.66% 10/15/09 (i)	150		149
Morgan Stanley Dean Witter Capital I Trust:
9.5% 9/25/32 (f)	301		301
10% 1/25/32 (f)	110		110
10% 2/25/32 (f)	63		63
10% 4/25/32 (f)	83		83
10% 5/25/32 (f)	75		75
New Century Home Equity Loan Trust 1.755% 1/25/33 (i)	565		565
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Residential Asset Mortgage Products, Inc. 3.6% 12/1/32 (g)	$ 425		$ 422
Sears Credit Account Master Trust II 7.5% 11/15/07	650		671
TOTAL ASSET-BACKED SECURITIES (Cost $15,444)		15,563
Collateralized Mortgage Obligations - 0.1%

Private Sponsor - 0.0%
Credit-Based Asset Servicing and Securitization LLC weighted average coupon Series 1997-2 Class 2B, 6.9501% 12/29/25 (f)(i)	158		76
U.S. Government Agency - 0.1%
Fannie Mae:
planned amortization class Series 1999-54 Class PH, 6.5% 11/18/29	800		857
REMIC planned amortization class Series 1999-57 Class PH, 6.5% 12/25/29	700		744
Fannie Mae guaranteed REMIC planned amortization class Series 2002-64 Class PC, 5.5% 12/25/26	270		284
Freddie Mac Multi-class participation certificates guaranteed REMIC planned amortization class Series 2444 Class PF, 6.5% 8/15/27	2,300		2,399
TOTAL U.S. GOVERNMENT AGENCY			4,284
TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS (Cost $4,146)		4,360
Commercial Mortgage Securities - 0.8%

Asset Securitization Corp.:
sequential pay Series 1995-MD4 Class A1, 7.1% 8/13/29	448		493
Series 1997-D5 Class PS1, 1.6984% 2/14/43 (i)(j)	3,728		262
Berkeley Federal Bank & Trust FSB Series 1994-1 Class B, 2.722% 8/1/24 (f)(i)	1,308		1,033
CBM Funding Corp. sequential pay Series 1996-1:
Class A3PI, 7.08% 11/1/07	866		942
Class B, 7.48% 2/1/08	770		869
COMM floater:
Series 2001-FL5A Class A2, 1.83% 11/15/13 (f)(i)	295		295
Series 2002-FL7 Class A2, 1.63% 11/15/14 (f)(i)	330		330
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Crest Dartmouth Street 2003 1 Ltd./Crest Dartmouth Street 2003 1 Corp. Series 2003-1A Class C, 6.667% 6/28/38 (g)	$ 315		$ 315
CS First Boston Mortgage Securities Corp.:
floater Series 2001-TFLA Class B, 2.18% 12/15/11 (f)(i)	640		638
Series 1997-C2 Class D, 7.27% 1/17/35	1,275		1,399
Series 1998-C1 Class D, 7.17% 5/17/40	175		186
Deutsche Mortgage & Asset Receiving Corp. sequential pay Series 1998-C1 Class D, 7.231% 6/15/31	1,420		1,461
DLJ Commercial Mortgage Corp. sequential pay:
Series 1998-CG1 Class A1B, 6.41% 6/10/31	270		302
Series 1999-CG2 Class A1B, 7.3% 6/10/32	150		176
First Chicago/Lennar Trust I Series 1997-CHL1 Class E, 7.9981% 4/29/39 (f)(i)	1,800		1,518
First Union National Bank-Chase Manhattan Bank Commercial Mortgage Trust Series 1999-C2 Class C 6.944% 6/15/31	600		684
FMAC Loan Receivables Trust weighted average coupon Series 1997-A Class E, 0% 4/15/19 (c)(f)(i)	500		0
GAFCO Franchisee Loan Trust Series 1998-1 Class D, 13.5% 6/1/16 (f)(i)	1,650		1,122
Ginnie Mae guaranteed Multi-family pass thru securities sequential pay Series 2002-26 Class C, 6.0213% 2/16/24 (i)	500		548
GMAC Commercial Mortgage Securities, Inc.:
sequential pay Series 1999-C1 Class A2, 6.175% 5/15/33	325		362
Series 1996-C1 Class F, 7.86% 11/15/06 (f)	750		779
GMPT Commercial Mortgage Backed Securities floater Series 1999-C1A Class A, 1.68% 8/15/09 (f)(i)	220		220
Greenwich Capital Commercial Funding Corp. Series 2002-C1 Class SWDB 5.855% 11/11/19 (f)	415		427
GS Mortgage Securities Corp. II:
sequential pay Series 1998-GLII Class A2, 6.562% 4/13/31	450		500
Series 1998-GLII Class E, 6.9711% 4/13/31 (i)	430		413
J.P. Morgan Commercial Mortgage Finance Corp. sequential pay Series 1999-C7 Class A2, 6.507% 10/15/35	475		535
LB Commercial Conduit Mortgage Trust Series 1998-C1 Class B, 6.59% 2/18/30	400		444
Leafs CMBS I Ltd./Leafs CMBS I Corp. Series 2002-1A Class C, 4.13% 11/20/37 (f)	360		324
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (Note 1) (000s)
LTC Commercial Mortgage pass thru certificates:
sequential pay Series 1998-1 Class A, 6.029% 5/28/30 (f)	$ 654		$ 659
Series 1996-1 Class E, 9.16% 4/15/28	500		344
Morgan Stanley Capital I, Inc. sequential pay Series 1999-WF1 Class A2, 6.21% 11/15/31	105		117
Morgan Stanley Dean Witter Capital I Trust Series 2003-HQ2 Class X2, 1.7545% 3/12/35 (f)(i)(j)	2,770		213
Penn Mutual Life Insurance Co./Penn Insurance & Annuity Co. Series 1996-PML:
Class K, 7.9% 11/15/26 (f)	1,750		1,876
Class L, 7.9% 11/15/26 (f)	1,300		1,217
Salomon Brothers Mortgage Securities VII, Inc. Series 2000-C3 Class A2, 6.592% 12/18/33	335		379
Structured Asset Securities Corp. Series 1996-CFL Class E, 7.75% 2/25/28	123		124
Thirteen Affiliates of General Growth Properties, Inc. Series 1:
Class D2, 6.992% 11/15/07 (f)	1,410		1,540
Class E2, 7.224% 11/15/07 (f)	840		906
Trizechahn Office Properties Trust 7.253% 3/15/13 (f)	200		210
TOTAL COMMERCIAL MORTGAGE SECURITIES (Cost $23,055)		24,162
Foreign Government and Government Agency Obligations - 0.1%

Chilean Republic:
5.5% 1/15/13	595		599
5.625% 7/23/07	520		553
7.125% 1/11/12	855		962
United Mexican States:
6.375% 1/16/13	380		380
8% 9/24/22	700		733
TOTAL FOREIGN GOVERNMENT AND GOVERNMENT AGENCY OBLIGATIONS (Cost $3,031)		3,227
Supranational Obligations - 0.0%

Corporacion Andina de Fomento 6.875% 3/15/12 (Cost $257)	260		268
Floating Rate Loans - 0.3%
	Principal Amount (000s)		Value (Note 1) (000s)
FINANCIALS - 0.2%
Diversified Financials - 0.2%
Nextel Finance Co.:
Tranche B term loan 4.75% 6/30/08 (i)	$ 3,670		$ 3,570
Tranche C term loan 5% 12/31/08 (i)	3,670		3,570
			7,140
INFORMATION TECHNOLOGY - 0.1%
Semiconductor Equipment & Products - 0.1%
Semiconductor Components Industries LLC:
Tranche B term loan 5.875% 8/4/06 (g)(i)	657		611
Tranche C term loan 5.875% 8/4/07 (g)(i)	706		656
			1,267
TOTAL FLOATING RATE LOANS (Cost $8,000)		8,407

Money Market Funds - 9.2%
	Shares
Fidelity Cash Central Fund, 1.37% (b)	271,680,238		271,680
Fidelity Money Market Central Fund, 1.38% (b)	8,056,119		8,056
Fidelity Securities Lending Cash Central Fund, 1.33% (b)	940,500		941
TOTAL MONEY MARKET FUNDS (Cost $280,677)		280,677
Cash Equivalents - 0.1%
	Maturity Amount (000s)
Investments in repurchase agreements (Collateralized by U.S. Government Obligations, in a joint trading account at 1.37%, dated 3/31/03 due 4/1/03) (Cost $2,607)	$ 2,607		2,607
TOTAL INVESTMENT PORTFOLIO - 101.3% (Cost $3,490,856)			3,101,769
NET OTHER ASSETS - (1.3)%			(39,949)
NET ASSETS - 100%		$ 3,061,820

Swap Agreements
	Expiration Date	Notional Amount (000s)	Unrealized Appreciation/ (Depreciation) (000s)
Interest Rate Swap
Receive quarterly a fixed rate equal to 2.40775% and pay quarterly a floating rate based on 3-month LIBOR with JPMorgan Chase, Inc.	July 2006	$ 2,000	$ (3)

Legend

(a) Non-income producing

(b) The rate quoted is the annualized seven-day yield of the fund at period end. A complete listing of the fund's holdings as of its most recent fiscal year end is available upon request.

(d) Debt obligation initially issued in zero coupon form which converts to coupon form at a specified rate and date. The rate shown is the rate at period end.

(e) Debt obligation initially issued at one coupon which converts to a higher coupon at a specified date. The rate shown is the rate at period end.

(f) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the period end, the value of these securities amounted to $104,203,000 or 3.4% of net assets.

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

(h) A portion of the security is subject to a forward commitment to sell.

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

(j) Security represents right to receive monthly interest payments on an underlying pool of mortgages. Principal shown is the par amount of the mortgage pool.

(k) Restricted securities - Investment in securities not registered under the Securities Act of 1933.

Additional information on each holding is as follows:

Security	Acquisition Date	Acquisition Cost (000s)
Micron Technology, Inc. 6.5% 9/30/05	7/15/99 - 9/12/02	$ 4,192

Other Information

The composition of credit quality ratings as a percentage of net assets is as follows (ratings are unaudited):

U.S.Governments	3.5%
AAA,AA,A	1.0
BBB	1.5
BB	6.2
B	9.2
CCC,CC,C	2.5
Not Rated	1.1
Equities	66.9
Short-Term and Net Other Assets	8.1
Total	100.0%

We have used ratings from Moody's Investors Services, Inc. Where Moody's ratings are not available, we have used
S&P ratings. Percentages are adjusted for the effect of futures contracts, if applicable.

Purchases and sales of securities, other than short-term securities, aggregated $1,146,371,000 and $1,422,329,000, respectively, of which long-term U.S. government and government agency obligations aggregated $209,074,000 and $261,865,000, respectively.

The fund invested in securities that are not registered under the Securities Act of 1933. At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $4,500,000 or 0.1% of
net assets.

The fund invested in loans and loan participations, trade claims or other receivables. At period end the value of these investments amounted to $8,407,000 or 0.3% of net assets.

Income Tax Information

At September 30, 2002, the fund had a capital loss carryforward of approximately $452,142,000 of which $74,519,000 and $377,623,000 will expire on September 30, 2009 and 2010, respectively.

The fund intends to elect to defer to its
fiscal year ending September 30, 2003 approximately $205,222,000 of losses recognized during the period November 1, 2001 to September 30, 2002.

Semiannual Report

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

Financial Statements

Statement of Assets and Liabilities

Amounts in thousands (except per-share amount)		March 31, 2003 (Unaudited)

Assets
Investment in securities, at value (including securities loaned of $869 and repurchase agreements of $2,607) (cost $3,490,856) - See accompanying schedule		$ 3,101,769
Commitment to sell securities on a delayed delivery basis	$ (3,572)
Receivable for securities sold on a delayed delivery basis	3,585	13
Cash		192
Receivable for investments sold Regular delivery		11,161
Delayed delivery		6,835
Receivable for fund shares sold		2,685
Dividends receivable		3,122
Interest receivable		14,446
Other receivables		13
Total assets		3,140,236

Liabilities
Payable for investments purchased Regular delivery	25,498
Delayed delivery	36,972
Payable for fund shares redeemed	12,854
Unrealized loss on swap agreements	3
Accrued management fee	1,498
Other payables and accrued expenses	650
Collateral on securities loaned, at value	941
Total liabilities		78,416

Net Assets		$ 3,061,820
Net Assets consist of:
Paid in capital		$ 4,238,034
Undistributed net investment income		29,570
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions		(816,707)
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies		(389,077)
Net Assets, for 261,439 shares outstanding		$ 3,061,820
Net Asset Value, offering price and redemption price per share ($3,061,820 ÷ 261,439 shares)		$ 11.71

Semiannual Report

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

Financial Statements - continued

Statement of Operations

Amounts in thousands		Six months ended March 31, 2003 (Unaudited)

Investment Income
Dividends		$ 20,621
Interest		42,829
Security lending		4
Total income		63,454

Expenses
Management fee	$ 9,485
Transfer agent fees	3,903
Accounting and security lending fees	302
Non-interested trustees' compensation	6
Depreciation in deferred trustee compensation	(6)
Custodian fees and expenses	44
Registration fees	15
Audit	32
Legal	10
Miscellaneous	19
Total expenses before reductions	13,810
Expense reductions	(332)	13,478
Net investment income (loss)		49,976
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities	(159,010)
Futures contracts	1,154
Total net realized gain (loss)		(157,856)
Change in net unrealized appreciation (depreciation) on: Investment securities	308,177
Futures contracts	12,889
Swap agreements	(3)
Delayed delivery commitments	13
Total change in net unrealized appreciation (depreciation)		321,076
Net gain (loss)		163,220
Net increase (decrease) in net assets resulting from operations		$ 213,196

Semiannual Report

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

Statement of Changes in Net Assets

Amounts in thousands	Six months ended March 31, 2003 (Unaudited)	Year ended September 30, 2002
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 49,976	$ 106,376
Net realized gain (loss)	(157,856)	(234,912)
Change in net unrealized appreciation (depreciation)	321,076	(365,366)
Net increase (decrease) in net assets resulting from operations	213,196	(493,902)
Distributions to shareholders from net investment income	(98,119)	(120,566)
Share transactions Net proceeds from sales of shares	182,700	451,259
Reinvestment of distributions	96,342	118,338
Cost of shares redeemed	(454,635)	(748,639)
Net increase (decrease) in net assets resulting from share transactions	(175,593)	(179,042)
Total increase (decrease) in net assets	(60,516)	(793,510)

Net Assets
Beginning of period	3,122,336	3,915,846
End of period (including undistributed net investment income of $29,570 and undistributed net investment income of $77,713, respectively)	$ 3,061,820	$ 3,122,336
Other Information Shares
Sold	15,133	33,085
Issued in reinvestment of distributions	7,942	8,287
Redeemed	(37,896)	(55,646)
Net increase (decrease)	(14,821)	(14,274)

Semiannual Report

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

Financial Highlights

	Six months ended March 31, 2003	Years ended September 30,
	(Unaudited)	2002	2001	2000	1999	1998
Selected Per-Share Data
Net asset value, beginning of period	$ 11.30	$ 13.48	$ 20.33	$ 19.05	$ 18.80	$ 19.97
Income from Investment Operations
Net investment income (loss)^D	.19	.37^F	.42	.48	.46	.49
Net realized and unrealized gain (loss)	.58	(2.13)^F	(4.25)	2.35	2.82	.49
Total from investment operations	.77	(1.76)	(3.83)	2.83	3.28	.98
Distributions from net investment income	(.36)	(.42)	(.46)	(.45)	(.35)	(.40)
Distributions from net realized gain	-	-	(2.56)	(1.10)	(2.68)	(1.75)
Total distributions	(.36)	(.42)	(3.02)	(1.55)	(3.03)	(2.15)
Net asset value, end of period	$ 11.71	$ 11.30	$ 13.48	$ 20.33	$ 19.05	$ 18.80
Total Return^{B, C}	6.70%	(13.71)%	(20.93)%	15.50%	18.37%	5.33%
Ratios to Average Net Assets^E
Expenses before expense reductions	.85%^A	.84%	.81%	.80%	.83%	.84%
Expenses net of voluntary waivers, if any	.85%^A	.84%	.81%	.80%	.83%	.84%
Expenses net of all reductions	.83%^A	.81%	.78%	.77%	.80%	.80%
Net investment income (loss)	3.08%^A	2.73%^F	2.62%	2.46%	2.38%	2.49%
Supplemental Data
Net assets, end of period (in millions)	$ 3,062	$ 3,122	$ 3,916	$ 5,256	$ 5,051	$ 4,537
Portfolio turnover rate	76%^A	101%	143%	197%	101%	150%

^A Annualized

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

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

^D Calculated based on average shares outstanding during the period.

^E Expense ratios reflect operating expenses of the fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from directed brokerage or other expense offset arrangements and do not represent the amount paid by the fund during periods when reimbursements or reductions occur. Expenses net of any voluntary waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from directed brokerage or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the fund.

^F Effective October 1, 2001, the fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies and began amortizing premium and discount on all debt securities, as required. Per share data and ratios for periods prior to adoption have not been restated to reflect this change.

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

Semiannual Report

Notes to Financial Statements

For the period ended March 31, 2003 (Unaudited)

(Amounts in thousands except ratios)

1. Significant Accounting Policies.

Fidelity® Asset Manager: Growth (the fund) is a fund of Fidelity Charles Street Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. The following summarizes the significant accounting policies of the fund:

Foreign denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except ratios)

1. Significant Accounting Policies - continued

Foreign Currency - continued

investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

Investment Transactions and Income. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income, which includes amortization of premium and accretion of discount on debt securities, as required, is accrued as earned. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain. Debt obligations may be placed on non-accrual status and related interest income may be reduced by ceasing current accruals and writing off interest receivables when the collection of all or a portion of interest has become doubtful based on consistently applied procedures, under the general supervision of the Board of Trustees . A debt obligation is removed from non-accrual status when the issuer resumes interest payments or when collectibility of interest is reasonably assured.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among the funds in the trust.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), non-interested Trustees must defer receipt of a portion of, and may elect to defer receipt of an additional portion of, their annual compensation. Deferred amounts are treated as though equivalent dollar amounts had been invested in shares of the fund or are invested in a cross-section of other Fidelity funds and are marked-to-market. Deferred amounts remain in the fund until distributed in accordance with the Plan.

Semiannual Report

1. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

Unrealized appreciation	$ 138,090	\|
Unrealized depreciation	(541,777)
Net unrealized appreciation (depreciation)	$ (403,687)
Cost for federal income tax purposes	$ 3,505,456

2. Operating Policies.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except ratios)

2. Operating Policies - continued

Delayed Delivery Transactions and When-Issued Securities - continued

a delayed delivery or when-issued security. With respect to purchase commitments, the fund identifies securities as segregated in its records with a value at least equal to the amount of the commitment. Losses may arise due to changes in the value of the underlying securities or if the counterparty does not perform under the contract, or if the issuer does not issue the securities due to political, economic, or other factors.

Futures Contracts. The fund may use futures contracts to manage its exposure to the stock markets. Buying futures tends to increase the fund's exposure to the underlying instrument, while selling futures tends to decrease the fund's exposure to the underlying instrument or hedge other fund investments. Losses may arise from changes in the value of the underlying instruments or if the counter-parties do not perform under the contracts' terms. Gains (losses) are realized upon the expiration or closing of the futures contracts. Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded.

Loans and Other Direct Debt Instruments. The fund may invest in loans and loan participations, trade claims or other receivables. These investments may include standby financing commitments that obligate the fund to supply additional cash to the borrower on demand. Loan participations involve a risk of insolvency of the lending bank or other financial intermediary. Information regarding loans and other direct debt instruments is included under the caption "Other Information" at the end of the fund's Schedule of Investments.

Swap Agreements. The fund may invest in swaps for the purpose of managing its exposure to interest rate, credit or market risk.

Interest rate swaps are agreements to exchange cash flows based periodically on a notional principal amount, for example, the exchange of fixed rate interest payments for floating rate interest payments. The net receivable or payable is accrued daily and is included in interest income in the accompanying Statement of Operations. The primary risk associated with interest rate swaps is that unfavorable changes in the fluctuation of interest rates could adversely impact the fund.

Semiannual Report

2. Operating Policies - continued

Swap Agreements - continued

Swaps are marked-to-market daily based on dealer-supplied valuations and changes in value are recorded as unrealized appreciation (depreciation). Gains or losses are realized upon early termination of the swap agreement. Risks may exceed amounts recognized on the Statement of Assets and Liabilities. These risks include changes in the returns of the underlying instruments, failure of the counterparties to perform under the contracts' terms and the possible lack of liquidity with respect to the swap agreements. Details of swap agreements open at period end are included in the fund's Schedule of Investments under the caption "Swap Agreements."

Financing Transactions. To earn additional income, the fund may employ trading strategies which involve the sale and simultaneous repurchase of similar securities ("mortgage dollar rolls") or the purchase and simultaneous agreement to sell similar securities ("reverse mortgage dollar rolls"). The securities traded are mortgage securities and bear the same interest rate but will be collateralized by different pools of mortgages. During the period between the sale and repurchase in a mortgage dollar roll transaction, a fund will not be entitled to receive interest and principal payments on the securities sold but will invest the proceeds of the sale in other securities which may enhance the yield and total return. In addition, the difference between the sales price and the future purchase price is recorded as an adjustment to interest income. During the period between the purchase and subsequent sale in a reverse mortgage dollar roll transaction a fund is entitled to interest and principal payments on the securities purchased. The price differential between the purchase and sale is recorded as an adjustment to interest income. Losses may arise due to changes in the value of the securities or if the counterparty does not perform under the terms of the agreement. If the counterparty files for bankruptcy or becomes insolvent, the fund's right to repurchase or sell securities may be limited.

3. Purchases and Sales of Investments.

Information regarding purchases and sales of securities is included under the caption "Other Information" at the end of the fund's Schedule of Investments.

4. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the fund with investment management related services for which the fund pays a monthly management fee.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except ratios)

4. Fees and Other Transactions with Affiliates - continued

Management Fee - continued

mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annualized management fee rate was .58% of the fund's average net assets.

5. Committed Line of Credit.

Semiannual Report

6. Security Lending.

7. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the fund provided services to the fund in addition to trade execution. These services included payments of certain expenses on behalf of the fund totaling $311 for the period. In addition, through arrangements with the fund's custodian and transfer agent, credits realized as a result of uninvested cash balances were used to reduce the fund's expenses. During the period, these credits reduced the fund's custody and transfer agent expenses by $3 and $18, respectively.

Semiannual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Investments
Money Management, Inc.

Fidelity Management & Research

(U.K.) Inc.

Fidelity Management & Research

(Far East) Inc.

Fidelity Investments Japan Limited

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Shareholder
Servicing Agent

Fidelity Service Company, Inc.

Boston, MA

Custodian

JPMorgan Chase Bank

New York, NY

Fidelity's Asset Allocation Funds

Asset Manager^SM

Asset Manager: Aggressive®

Asset Manager: Growth®

Asset Manager: Income®

Fidelity Freedom Funds® -
Income, 2000, 2010, 2020, 2030, 2040

The Fidelity Telephone Connection

Mutual Fund 24-Hour Service

Exchanges/Redemptions
and Account Assistance 1-800-544-6666

Product Information 1-800-544-6666

Retirement Accounts 1-800-544-4774
(8 a.m. - 9 p.m.)

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(for the deaf and hearing impaired)
(9 a.m. - 9 p.m. Eastern time)

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Telephone (FAST^®) (automated graphic) 1-800-544-5555

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Corporate Headquarters
82 Devonshire St., Boston, MA 02109
www.fidelity.com

AMG-SANN-0503 344741
1.702312.105

Spartan®

Investment Grade Bond

Fund

Semiannual Report

March 31, 2003 (2_fidelity_logos)(Registered_Trademark)

Chairman's Message	<Click Here>	Ned Johnson on investing strategies.
Performance	<Click Here>	How the fund has done over time.
Fund Talk	<Click Here>	The manager's review of fund performance, strategy and outlook.
Investment Changes	<Click Here>	A summary of major shifts in the fund's investments over the past six months.
Investments	<Click Here>	A complete list of the fund's investments with their market values.
Financial Statements	<Click Here>	Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.
Notes	<Click Here>	Notes to the financial statements.

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

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

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

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

Neither the fund nor Fidelity Distributors Corporation is a bank.

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

Semiannual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

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

The longer your investment time frame, the less likely it is that you will be affected by short-term market volatility. A 10-year investment horizon appropriate for saving for a college education, for example, enables you to weather market cycles in a long-term fund, which may have a higher risk potential, but also has a higher potential rate of return.

An intermediate-length fund could make sense if your investment horizon is two to four years, while a short-term bond fund could be the right choice if you need your money in one or two years.

If your time horizon is less than a year, you might want to consider moving some of your bond investment into a money market fund. These funds seek income and a stable share price by investing in high-quality, short-term investments. Of course, it's important to remember that an investment in a money market fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. Although money market funds seek to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in these types of funds.

Best regards,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Semiannual Report

Performance: The Bottom Line

There are several ways to evaluate a fund's historical performance. You can look at cumulative total returns, average annual returns, or the growth of a hypothetical investment. Total return reflects the change in the value of an investment, assuming reinvestment of the fund's dividend income and capital gains (the profits earned upon the sale of securities that have grown in value). You can also look at the fund's income, as reflected in the fund's yield, to measure performance. If Fidelity had not reimbursed certain fund expenses, the total returns and dividends would have been lower. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares.

Cumulative Total Returns

Periods ended March 31, 2003	Past 6 months	Past 1 year	Past 5 years	Past 10 years
Spartan ® Inv. Grade Bond	4.27%	11.77%	42.87%	100.56%
LB Aggregate Bond	2.99%	11.69%	43.64%	100.93%
Intermediate Investment Grade Debt Funds Average	3.25%	9.97%	36.23%	86.30%

Cumulative total returns show the fund's performance in percentage terms over a set period - in this case, six months, one year, five years or 10 years. For example, if you had invested $1,000 in a fund that had a 5% return over the past year, the value of your investment would be $1,050. You can compare the fund's returns to the performance of the Lehman Brothers® Aggregate Bond Index - a market value-weighted index of investment-grade fixed-rate debt issues, including government, corporate, asset-backed, and mortgage-backed securities, with maturities of one year or more. You can also compare the fund's performance to the performance of mutual funds tracked by Lipper Inc. and grouped by similar objectives. These benchmarks include reinvested dividends and capital gains, if any, and exclude the effect of sales charges.

Average Annual Total Returns

Periods ended March 31, 2003	Past 1 year	Past 5 years	Past 10 years
Spartan Inv. Grade Bond	11.77%	7.40%	7.21%
LB Aggregate Bond	11.69%	7.51%	7.23%
Intermediate Investment Grade Debt Funds Average	9.97%	6.36%	6.40%

Average annual total returns take the fund's cumulative return and show you what would have happened if the fund had performed at a constant rate each year. (Note: Lipper calculates average annual total returns by annualizing each fund's total return, then taking an arithmetic average. This may produce a different figure than that obtained by averaging the cumulative total returns and annualizing the result.)

Semiannual Report

Performance - continued

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Spartan® Investment Grade Bond Fund on March 31, 1993. The chart shows how the value of your investment would have grown, and also shows how the Lehman Brothers Aggregate Bond Index did over the same period.

Understanding Performance

How a fund did yesterday is no guarantee of how it will do tomorrow. Bond prices, for example, generally move in the opposite direction of interest rates. In turn, the share price, return and yield of a fund that invests in bonds will vary. When you sell your shares, they could be worth more or less than what you paid for them.

Semiannual Report

Total Return Components

	Six months ended March 31,	Years ended September 30,
	2003	2002	2001	2000	1999	1998
Dividend returns	2.10%	5.03%	6.69%	6.73%	5.83%	6.56%
Capital returns	2.17%	2.20%	6.20%	-0.10%	-5.73%	4.39%
Total returns	4.27%	7.23%	12.89%	6.63%	0.10%	10.95%

Total return components include both dividend returns and capital returns. A dividend return reflects the actual dividends paid by the fund. A capital return reflects both the amount paid by the fund to shareholders as capital gain distributions and changes in the fund's share price. Both returns assume the dividends or capital gains, if any, paid by the fund are reinvested.

Dividends and Yield

Periods ended March 31, 2003	Past 1 month	Past 6 months	Past 1 year
Dividends per share	3.37¢	22.10¢	47.44¢
Annualized dividend rate	3.67%	4.13%	4.46%
30-day annualized yield	3.15%	-	-

Dividends per share show the income paid by the fund for a set period. If you annualize this number, based on an average share price of $10.80 over the past one month, $10.73 over the past six months and $10.63 over the past one year, you can compare the fund's income over these three periods. The 30-day annualized yield is a standard formula for all bond funds based on the yields of the bonds in the fund, averaged over the past 30 days. This figure shows you the yield characteristics of the fund's investments at the end of the period. It also helps you compare funds from different companies on an equal basis. If Fidelity had not reimbursed certain fund expenses during the periods shown, the yield would have been 3.06%.

Semiannual Report

Fund Talk: The Manager's Overview

Market Recap

Bonds fared well during the six months ending March 31, 2003, bolstered by favorable interest rate conditions and strong supply/demand technicals. The Lehman Brothers® Aggregate Bond Index - a proxy for taxable bond performance - returned 2.99%. Despite a more positive environment for riskier assets, a flight to quality in bonds generally persisted due to uncertainty about the economy and the war in Iraq. For much of the period, investors sought safety in the highest-quality bonds, driving Treasury prices up and yields down to 40-year lows. The Lehman Brothers Treasury Index rose 1.45%. However, given the low level of interest rates, all spread sectors - including corporate, mortgage and government agency securities - outperformed Treasuries, as investors searched for higher-yielding instruments. Accordingly, the Lehman Brothers Credit Bond, U.S. Agency and Mortgage-Backed Securities indexes returned 5.55%, 2.41% and 2.30%, respectively. Corporates led the way after struggling for most of 2002, enjoying their best six-month return ever relative to comparable duration Treasuries. Yield spreads narrowed sharply from record-wide levels, fueled in part by fewer unexpected negative company announcements. Strong institutional demand helped mortgages overcome increased volatility and higher prepayment activity.

(Portfolio Manager photograph)
An interview with Kevin Grant, Portfolio Manager of Spartan Investment Grade Bond Fund

Q. How did the fund perform, Kevin?

A. I'm pleased with our results. For the six months ending March 31, 2003, the fund returned 4.27%, topping the Lehman Brothers Aggregate Bond Index and the Lipper Inc. intermediate investment grade debt funds average, which returned 2.99% and 3.25%, respectively. For the 12 months ending March 31, 2003, the fund was up 11.77%, while the Lehman Brothers index and Lipper average gained 11.69% and 9.97%, respectively.

Q. What market factors influenced results during the past six months?

A. Unprecedented volatility in the corporate bond market set the tone. Corporates were extremely cheap heading into the period, hurt by scores of rating agency downgrades and corporate scandals, as well as concerns about the economy and the looming specter of war with Iraq. At the same time, there was very little money flow into the market either from banks - in the form of loans to companies - or investors buying corporate bonds. This was an opportune environment for us, as we used market weakness to buy high-quality corporate bonds at very cheap levels. We then benefited as many of these same corporates rebounded strongly in the fall - and continued to rally through the end of the period - amid a more positive environment for riskier assets. While company fundamentals generally hadn't improved that much, the attractiveness of high-yield securities became very evident to many investors and money started to pour into that sector, flows that spilled over to our investment-grade corporate bonds.

Semiannual Report

Fund Talk: The Manager's Overview - continued

Q. How did you beat your benchmarks so soundly?

A. Strong sector and security selection largely drove the fund's outperformance. I emphasized attractively valued corporate and mortgage securities based on their superior return potential relative to Treasuries. That strategy worked well, as the yield advantage gained from overweighting these sectors, along with capital appreciation from spread tightening, helped our holdings outpace the government bonds in the index. Within corporates, what we didn't own was just as important as what we did. We did well by focusing on beaten-down BBB-rated telecommunications and utility issues that snapped back sharply, and then trimming positions early in 2003 to lock in profits. Diversification and good credit analysis also helped us sidestep several major ratings downgrades that plagued the index and peer average. That said, we did have some exposure to troubled securities - primarily a couple of European utilities - but they were generally smaller positions than those held by our average competitor. Substituting high-quality asset-backed securities for some AAA-rated corporates further aided results, as did allocating part of the portfolio's cash position to the Ultra-Short Central Fund - a diversified internal pool of assets designed to increase returns on cash-like investments with more efficiency - which we use to pay for trades that settle sometime in the future.

Q. What was your mortgage strategy?

A. It was a period in which interest rates fell to new lows and another refinancing wave hit the mortgage market. Despite increased volatility, mortgage securities fared well due to robust demand for high-quality, higher-yielding alternatives to Treasuries. While overweighting mortgages helped, the key was in owning the right bonds. I focused on buying securities that were less likely to be prepaid, including lower-coupon newly issued mortgages, while avoiding more-seasoned bonds trading at a premium - or above par - which were most vulnerable to prepayment. This strategy paid off amid heavy refinancing activity. Continued strong demand from institutional investors, combined with the cheapness of the current-coupon bonds we owned, also boosted performance.

Q. What's your outlook?

A. Volatility is likely to reign in the near term given the uncertainty that still hangs over the market. My goal is to continue to keep the fund highly diversified and make sure we're paid well for the risks we take. That said, I think the fund remains well positioned for any economic environment. To me, mortgages still offered the most attractive risk/reward profile of any investment-grade sector at the end of the period, with corporates more fairly valued now after the market priced in a stable economy, while Treasuries remain extremely vulnerable to inflationary pressures and rising interest rates.

Semiannual Report

Fund Facts

Goal: high level of current income

Fund number: 448

Trading symbol: FSIBX

Start date: October 1, 1992

Size: as of March 31, 2003, more than $2.7 billion

Manager: Kevin Grant, since 1997; manager, several Fidelity taxable bond funds; joined Fidelity in 1993

Kevin Grant on the health of corporate America:

"There's been so much talk lately about balance-sheet repair from company management teams, you'd think we were witnessing a structural de-leveraging of corporate America - or a wholesale reduction in company debt. However, from what I can see it's been nothing but talk so far. Just look at the numbers. In 1999 and early 2000, the aggregate long-term debt of companies in the Standard & Poor's 500^SM Index totaled $4 trillion. At period end, that figure was unchanged despite the fact that several companies with huge piles of long-term debt have gone bankrupt and left the index.

"It might be fashionable to talk about balance-sheet repair, but the number of companies that have actually executed on their newfound religion comprise a short list. Of those firms that have reduced their outstanding debt, many also have seen their revenues shrink, resulting in little-to-no credit improvement.

"So, while I believe many companies would like to reduce debt and ultimately will do so, the reality is the debt's still there and the cash flow to pay it down is not. What is different today than a year or two ago is the recognition that companies need to restructure their balance sheets. Unfortunately, I think we're about five years away from that repair being done."

Semiannual Report

Investment Changes

Quality Diversification (% of fund's net assets)
As of March 31, 2003*		As of September 30, 2002**
	U.S.Governments 58.4%		U.S.Governments 54.7%
	AAA 7.2%		AAA 5.1%
	AA 3.8%		AA 3.2%
	A 15.3%		A 15.9%
	BBB 14.2%		BBB 17.5%
	BB and Below 2.2%		BB and Below 1.7%
	Not Rated 0.2%		Not Rated 0.1%
	Short-Term Investments and Net Other Assets(dagger) (1.3)%		Short-Term Investments and Net Other Assets 1.8%

We have used ratings from Moody's Investors Services, Inc. Where Moody's ratings are not available, we have used S&P ratings. Securities rated BB or below were rated investment grade at the time of acquisition.

Average Years to Maturity as of March 31, 2003
		6 months ago
Years	4.9	6.9

Average years to maturity is based on the average time remaining until principal payments are expected from each of the fund's bonds, weighted by dollar amount.

Duration as of March 31, 2003
		6 months ago
Years	3.8	3.7

Duration shows how much a bond fund's price fluctuates with changes in comparable interest rates. If rates rise 1%, for example, a fund with a five-year duration is likely to lose about 5% of its value. Other factors also can influence a bond fund's performance and share price. Accordingly, a bond fund's actual performance may differ from this example.

Asset Allocation (% of fund's net assets)
As of March 31, 2003*		As of September 30, 2002**
	Corporate Bonds 30.4%		Corporate Bonds 33.6%
	U.S. Governments 58.4%		U.S. Governments 54.7%
	Asset-Backed Securities 8.2%		Asset-Backed Securities 6.5%
	CMOs and Other Mortgage Related Securities 3.0%		CMOs and Other Mortgage Related Securities 2.1%
	Other Investments 1.3%		Other Investments 1.3%
	Short-Term Investments and Net Other Assets(dagger) (1.3)%		Short-Term Investments and Net Other Assets 1.8%

* Foreign investments		7.1%		** Foreign investments		8.2%
* Futures and Swaps		(0.4)%		** Futures and Swaps		(0.5)%

(dagger) Short-Term Investments and Net Other Assets are not included in the pie chart.

The information in the above tables is based on the combined investments of the fund and its pro-rata share of the investments of Fidelity's fixed-income central fund.

Semiannual Report

Investments March 31, 2003 (Unaudited)

Showing Percentage of Net Assets

Nonconvertible Bonds - 29.2%
	Principal Amount (000s)		Value (Note 1) (000s)
CONSUMER DISCRETIONARY - 2.9%
Auto Components - 0.2%
DaimlerChrysler NA Holding Corp. 4.75% 1/15/08	$ 5,400		$ 5,476
Media - 2.7%
AOL Time Warner, Inc. 6.875% 5/1/12	4,185		4,458
British Sky Broadcasting Group PLC (BSkyB) yankee 8.2% 7/15/09	7,750		8,680
Clear Channel Communications, Inc.:
5.75% 1/15/13	1,400		1,447
7.875% 6/15/05	2,725		3,002
Continental Cablevision, Inc.:
8.3% 5/15/06	1,775		1,992
9% 9/1/08	1,500		1,773
Cox Communications, Inc.:
7.125% 10/1/12	2,690		3,059
7.75% 8/15/06	2,000		2,254
7.75% 11/1/10	6,900		8,066
News America Holdings, Inc.:
7.75% 1/20/24	10,000		11,131
8% 10/17/16	6,000		7,185
TCI Communications, Inc. 9.8% 2/1/12	4,400		5,491
Time Warner Entertainment Co. LP:
8.375% 7/15/33	7,420		8,761
8.875% 10/1/12	750		911
10.15% 5/1/12	500		642
Walt Disney Co. 5.375% 6/1/07	4,100		4,319
			73,171
TOTAL CONSUMER DISCRETIONARY			78,647
CONSUMER STAPLES - 0.5%
Tobacco - 0.5%
Philip Morris Companies, Inc. 7% 7/15/05	3,600		3,712
RJ Reynolds Tobacco Holdings, Inc.:
6.5% 6/1/07	3,915		3,936
7.25% 6/1/12	4,100		4,080
7.75% 5/15/06	2,795		2,939
			14,667
ENERGY - 0.7%
Oil & Gas - 0.7%
Duke Energy Field Services LLC 7.875% 8/16/10	6,000		6,710
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
ENERGY - continued
Oil & Gas - continued
Louis Dreyfus Natural Gas Corp. 6.875% 12/1/07	$ 3,000		$ 3,352
Oryx Energy Co. 8.375% 7/15/04	5,000		5,346
Pemex Project Funding Master Trust 6.125% 8/15/08 (c)	4,000		4,110
The Coastal Corp. 7.75% 10/15/35	115		83
			19,601
FINANCIALS - 17.1%
Banks - 3.0%
Bank of America Corp. 4.875% 1/15/13	3,920		3,990
Bank of Montreal 6.1% 9/15/05	3,000		3,266
Bank of New York Co., Inc.:
3.4% 3/15/13 (e)	2,700		2,668
4.25% 9/4/12 (e)	3,185		3,269
Bank One NA, Chicago 3.7% 1/15/08	6,640		6,758
BankBoston Corp. 6.625% 2/1/04	110		115
Capital One Bank 6.65% 3/15/04	400		404
Fleet Financial Group, Inc. 7.125% 4/15/06	260		290
FleetBoston Financial Corp. 7.25% 9/15/05	7,730		8,623
HSBC Finance Nederland BV 7.4% 4/15/03 (c)	250		251
KeyCorp. 4.625% 5/16/05	5,045		5,307
Korea Development Bank 7.375% 9/17/04	3,060		3,255
Landesbank Baden-Wurttemberg 6.35% 4/1/12	2,600		2,953
MBNA America Bank NA 6.625% 6/15/12	4,320		4,518
MBNA Corp.:
6.34% 6/2/03	800		806
7.5% 3/15/12	5,360		5,912
Merita Bank Ltd. yankee 6.5% 1/15/06	3,000		3,304
PNC Funding Corp. 5.75% 8/1/06	3,870		4,212
Royal Bank of Scotland Group PLC:
7.648% 12/31/49 (e)	3,705		4,380
7.816% 11/29/49	705		790
8.817% 3/31/49	2,845		3,179
Union Planters Corp. 6.75% 11/1/05	1,200		1,316
Washington Mutual Bank 6.875% 6/15/11	3,500		3,979
Washington Mutual, Inc. 5.625% 1/15/07	5,175		5,598
Wells Fargo Bank NA, San Francisco 7.55% 6/21/10	2,200		2,645
			81,788
Diversified Financials - 11.9%
American General Finance Corp.:
4.5% 11/15/07	7,300		7,597
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
FINANCIALS - continued
Diversified Financials - continued
American General Finance Corp.: - continued
5.875% 7/14/06	$ 11,700		$ 12,745
Ameritech Capital Funding Corp. euro 6.25% 5/18/09	2,255		2,464
Amvescap PLC yankee:
5.9% 1/15/07	2,940		3,159
6.375% 5/15/03	1,500		1,508
6.6% 5/15/05	7,750		8,374
Associates Corp. of North America 6% 7/15/05	5,000		5,418
Bear Stearns Companies, Inc. 4% 1/31/08	2,900		2,959
Capital One Financial Corp. 7.125% 8/1/08	1,240		1,193
CIT Group, Inc. 7.75% 4/2/12	2,800		3,133
Citigroup, Inc.:
5.625% 8/27/12	3,080		3,303
7.25% 10/1/10	8,100		9,597
Countrywide Home Loans, Inc.:
3.5% 12/19/05	965		985
5.5% 8/1/06	12,785		13,675
5.625% 5/15/07	3,900		4,194
Credit Suisse First Boston (USA), Inc.:
5.875% 8/1/06	4,300		4,661
6.5% 1/15/12	1,370		1,472
DaimlerChrysler NA Holding Corp. 3.4% 12/15/04	7,100		7,144
Delta Air Lines, Inc. pass thru trust certificates 7.57% 11/18/10	1,460		1,379
Deutsche Telekom International Finance BV:
8.25% 6/15/05	5,585		6,152
8.5% 6/15/10	3,000		3,520
8.75% 6/15/30	1,795		2,130
Export Development Canada 2.375% 4/21/06	4,600		4,615
Ford Motor Credit Co.:
5.8% 1/12/09	3,170		2,837
6.5% 1/25/07	8,140		7,846
6.875% 2/1/06	12,200		11,989
General Electric Capital Corp.:
6% 6/15/12	2,500		2,726
6.125% 2/22/11	14,500		15,925
General Motors Acceptance Corp.:
6.38% 1/30/04	4,720		4,871
6.75% 1/15/06	7,080		7,370
6.875% 9/15/11	1,855		1,833
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
FINANCIALS - continued
Diversified Financials - continued
Goldman Sachs Group, Inc.:
5.7% 9/1/12	$ 4,100		$ 4,323
6.6% 1/15/12	9,250		10,331
Household Finance Corp.:
6.375% 10/15/11	9,910		10,784
6.375% 11/27/12	3,370		3,695
6.75% 5/15/11	5,160		5,732
7% 5/15/12	2,045		2,331
8% 5/9/05	1,585		1,753
HSBC Capital Funding LP 9.547% 12/31/49 (b)(c)	4,300		5,403
ING Capital Funding Trust III 8.439% 12/31/49	11,110		12,974
John Deere Capital Corp. 1.8588% 9/17/04 (e)	8,000		8,007
Lehman Brothers Holdings, Inc.:
4% 1/22/08	3,400		3,471
6.625% 1/18/12	200		226
Mellon Funding Corp. 7.5% 6/15/05	1,500		1,681
Merrill Lynch & Co., Inc.:
4% 11/15/07	5,160		5,298
6.13% 5/16/06	1,235		1,361
6.15% 1/26/06	6,400		6,950
Morgan Stanley 6.6% 4/1/12	4,825		5,386
Newcourt Credit Group, Inc. yankee 6.875% 2/16/05	1,850		1,949
NiSource Finance Corp.:
7.625% 11/15/05	8,620		9,522
7.875% 11/15/10	3,635		4,203
Pemex Project Funding Master Trust 7.375% 12/15/14	3,950		4,054
Petronas Capital Ltd. 7% 5/22/12 (c)	18,165		19,800
Popular North America, Inc. 6.125% 10/15/06	5,570		6,045
Powergen US Funding LLC 4.5% 10/15/04	1,985		2,043
SLM Corp.:
3.625% 3/17/08	2,000		2,007
5.375% 1/15/13	5,000		5,210
Sprint Capital Corp. 7.125% 1/30/06	2,800		2,912
TXU Eastern Funding yankee 6.75% 5/15/09 (a)	4,200		294
Verizon Global Funding Corp.:
6.125% 6/15/07	2,350		2,601
7.25% 12/1/10	5,000		5,811
7.375% 9/1/12	4,725		5,581
			328,512
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
FINANCIALS - continued
Insurance - 0.1%
Travelers Property Casualty Corp.:
5% 3/15/13 (c)	$ 1,710		$ 1,700
6.375% 3/15/33 (c)	2,200		2,175
			3,875
Real Estate - 2.1%
Boston Properties, Inc. 6.25% 1/15/13 (c)	5,700		5,972
Camden Property Trust 5.875% 6/1/07	2,665		2,842
CarrAmerica Realty Corp. 5.25% 11/30/07	2,805		2,888
CenterPoint Properties Trust:
5.75% 8/15/09	3,065		3,198
6.75% 4/1/05	1,100		1,171
Duke Realty LP 7.3% 6/30/03	4,000		4,054
EOP Operating LP:
6.5% 1/15/04	2,255		2,331
6.625% 2/15/05	10,010		10,708
7.75% 11/15/07	1,345		1,545
ERP Operating LP 7.1% 6/23/04	4,000		4,231
Gables Realty LP:
5.75% 7/15/07	5,500		5,591
6.8% 3/15/05	765		802
Merry Land & Investment Co., Inc. 7.25% 6/15/05	3,150		3,453
ProLogis 6.7% 4/15/04	970		1,014
Regency Centers LP 6.75% 1/15/12	5,280		5,866
Vornado Realty Trust 5.625% 6/15/07	1,780		1,835
			57,501
TOTAL FINANCIALS			471,676
INDUSTRIALS - 1.6%
Aerospace & Defense - 0.4%
Lockheed Martin Corp. 8.2% 12/1/09	3,000		3,703
Raytheon Co.:
5.5% 11/15/12	1,915		1,951
5.7% 11/1/03	3,400		3,451
6.75% 8/15/07	2,685		2,967
			12,072
Airlines - 0.1%
Delta Air Lines, Inc. equipment trust certificates 8.54% 1/2/07	1,818		1,054
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
INDUSTRIALS - continued
Industrial Conglomerates - 0.6%
Tyco International Group SA yankee:
6.375% 10/15/11	$ 3,000		$ 2,805
6.75% 2/15/11	14,250		13,609
			16,414
Road & Rail - 0.5%
Burlington Northern Santa Fe Corp. 6.53% 7/15/37	5,690		5,990
Norfolk Southern Corp. 7.25% 2/15/31	7,400		8,447
			14,437
TOTAL INDUSTRIALS			43,977
INFORMATION TECHNOLOGY - 0.7%
Communications Equipment - 0.3%
Motorola, Inc.:
6.75% 2/1/06	1,000		1,055
7.625% 11/15/10	1,000		1,075
8% 11/1/11	6,355		6,959
			9,089
Computers & Peripherals - 0.4%
Hewlett-Packard Co.:
5.5% 7/1/07	5,020		5,384
6.5% 7/1/12	4,495		4,975
			10,359
TOTAL INFORMATION TECHNOLOGY			19,448
MATERIALS - 0.2%
Metals & Mining - 0.1%
Falconbridge Ltd. yankee 7.35% 6/5/12	2,105		2,253
Paper & Forest Products - 0.1%
Weyerhaeuser Co.:
5.25% 12/15/09	2,405		2,475
6.125% 3/15/07	1,895		2,053
			4,528
TOTAL MATERIALS			6,781
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
TELECOMMUNICATION SERVICES - 2.8%
Diversified Telecommunication Services - 2.1%
AT&T Corp.:
7% 11/15/06	$ 3,400		$ 3,635
7.8% 11/15/11	1,400		1,507
Cable & Wireless Optus Finance Property Ltd. 8.125% 6/15/09 (c)	2,300		2,594
Citizens Communications Co. 8.5% 5/15/06	3,785		4,280
France Telecom SA 9.25% 3/1/11	13,000		15,626
GTE Corp. 7.83% 5/1/23	1,000		1,051
Koninklijke KPN NV yankee 8% 10/1/10	6,200		7,307
Telefonos de Mexico SA de CV 8.25% 1/26/06	8,500		9,489
TELUS Corp. yankee 7.5% 6/1/07	10,240		10,803
			56,292
Wireless Telecommunication Services - 0.7%
AT&T Wireless Services, Inc.:
7.35% 3/1/06	690		759
8.75% 3/1/31	5,495		6,301
Cingular Wireless LLC:
5.625% 12/15/06	6,800		7,269
7.125% 12/15/31	5,000		5,275
			19,604
TOTAL TELECOMMUNICATION SERVICES			75,896
UTILITIES - 2.7%
Electric Utilities - 1.7%
Constellation Energy Group, Inc.:
6.125% 9/1/09	545		593
6.35% 4/1/07	4,790		5,231
7% 4/1/12	2,560		2,878
Dominion Resources, Inc.:
2.8% 2/15/05	4,005		4,022
6.25% 6/30/12	2,450		2,647
FirstEnergy Corp.:
5.5% 11/15/06	2,920		3,044
6.45% 11/15/11	6,305		6,666
FPL Group Capital, Inc. 6.125% 5/15/07	3,090		3,356
Hydro-Quebec yankee 8% 2/1/13	250		321
Illinois Power Co. 7.5% 6/15/09	4,800		4,320
MidAmerican Energy Holdings, Inc.:
4.625% 10/1/07	2,385		2,425
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
UTILITIES - continued
Electric Utilities - continued
MidAmerican Energy Holdings, Inc.: - continued
5.875% 10/1/12	$ 1,595		$ 1,654
Oncor Electric Delivery Co.:
6.375% 5/1/12	3,470		3,836
6.375% 1/15/15 (c)	2,885		3,175
TECO Energy, Inc. 7% 5/1/12	1,550		1,349
			45,517
Gas Utilities - 0.5%
Consolidated Natural Gas Co. 6.85% 4/15/11	1,200		1,365
Ras Laffan Liquid Natural Gas Co. Ltd. yankee 8.294% 3/15/14 (c)	5,200		5,532
Tennessee Gas Pipeline Co. 7.625% 4/1/37	2,930		2,520
Texas Eastern Transmission Corp.:
5.25% 7/15/07	1,395		1,452
7.3% 12/1/10	3,435		3,861
			14,730
Multi-Utilities & Unregulated Power - 0.5%
Williams Companies, Inc.:
7.125% 9/1/11	8,715		7,495
7.5% 1/15/31	2,010		1,558
8.125% 3/15/12 (c)	4,725		4,134
			13,187
TOTAL UTILITIES			73,434
TOTAL NONCONVERTIBLE BONDS (Cost $755,648)		804,127
U.S. Government and Government Agency Obligations - 16.0%

U.S. Government Agency Obligations - 6.4%
Fannie Mae:
4.75% 1/2/07	7,740		8,244
5% 5/14/07	16,700		17,359
5.5% 7/18/12	8,000		8,355
6.2% 8/12/08	28,100		28,552
6.25% 2/1/11	3,210		3,608
6.25% 7/19/11	17,800		18,728
6.51% 5/6/08	14,000		14,067
U.S. Government and Government Agency Obligations - continued
	Principal Amount (000s)		Value (Note 1) (000s)
U.S. Government Agency Obligations - continued
Fannie Mae: - continued
6.625% 11/15/10	$ 6,070		$ 7,168
7.25% 1/15/10	14,600		17,726
Federal Home Loan Bank 7.25% 5/15/03	9,370		9,442
Financing Corp. - coupon STRIPS 0% 3/26/04	5,606		5,517
Freddie Mac:
2.875% 9/26/05	13,800		13,874
6% 5/25/12	5,000		5,203
Freddie Mac 5.875% 3/21/11	15,425		17,014
TOTAL U.S. GOVERNMENT AGENCY OBLIGATIONS			174,857
U.S. Treasury Obligations - 9.6%
U.S. Treasury Bonds:
6.125% 11/15/27	17,300		20,191
6.125% 8/15/29	25,535		29,909
8% 11/15/21	67,900		94,622
9.875% 11/15/15	4,860		7,516
11.25% 2/15/15	18,900		31,470
U.S. Treasury Notes:
3% 11/15/07	5,400		5,474
4% 11/15/12	19,470		19,751
5% 8/15/11	18,010		19,748
6% 8/15/09	5,500		6,379
6.5% 2/15/10	25,000		29,829
TOTAL U.S. TREASURY OBLIGATIONS			264,889
TOTAL U.S. GOVERNMENT AND GOVERNMENT AGENCY OBLIGATIONS (Cost $421,282)		439,746
U.S. Government Agency - Mortgage Securities - 40.2%

Fannie Mae - 34.4%
4.5% 4/1/18 (d)	3,000		3,038
4.5% 6/1/18 to 6/17/18 (d)	201,710		203,032
5% 4/1/18 (d)	103,230		105,972
5.5% 1/1/09 to 4/1/11	5,316		5,566
5.5% 4/1/18 (d)	40,806		42,337
5.5% 4/1/33 (d)	119,620		122,087
5.5% 4/14/33 (d)	77,000		78,588
U.S. Government Agency - Mortgage Securities - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Fannie Mae - continued
6% 4/1/13 to 5/1/32	$ 5,534		$ 5,784
6% 4/1/33 (d)	14,394		14,915
6.5% 12/1/25 to 9/1/32	161,746		168,912
6.5% 4/1/33 (d)	166,239		173,356
7% 3/1/23 to 4/1/32	11,055		11,695
7.5% 7/1/25 to 7/1/29	10,989		11,744
9.5% 4/1/17 to 11/1/18	150		167
TOTAL FANNIE MAE			947,193
Freddie Mac - 0.0%
8.5% 5/1/25 to 8/1/27	1,000		1,085
Government National Mortgage Association - 5.8%
5.5% 4/1/33 (d)	15,000		15,389
6% 10/15/08 to 7/15/29	3,757		3,948
6.5% 10/15/27 to 8/15/32	9,569		10,071
7% 3/15/23 to 9/15/32	117,348		124,556
7.5% 12/15/05 to 10/15/27	3,755		4,040
8% 1/15/30 to 6/15/32	613		664
8.5% 8/15/29 to 8/15/30	713		776
TOTAL GOVERNMENT NATIONAL MORTGAGE ASSOCIATION			159,444
TOTAL U.S. GOVERNMENT AGENCY - MORTGAGE SECURITIES (Cost $1,092,541)		1,107,722
Asset-Backed Securities - 3.9%

American Express Credit Account Master Trust 6.1% 12/15/06	2,600		2,732
Asset Backed Securities Corp. Home Equity Loan Trust 0% 4/15/33 (d)(e)	7,000		6,996
Capital One Master Trust 5.45% 3/16/09	7,800		8,307
Capital One Multi-Asset Execution Trust 1.96% 7/15/08 (e)	5,185		5,146
Chase Manhattan Auto Owner Trust 5.06% 2/15/08	1,287		1,326
CS First Boston Mortgage Securities Corp.:
1.68% 8/25/33 (e)	1,330		1,330
2.18% 8/25/33 (e)	1,595		1,595
Ford Credit Auto Owner Trust:
5.54% 12/15/05	3,000		3,124
5.71% 9/15/05	1,775		1,854
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Home Equity Asset Trust Nims Trust 8% 5/27/33 (c)	$ 2,098		$ 2,063
Honda Auto Receivables Owner Trust 5.09% 10/18/06	3,525		3,659
Household Home Equity Loan Trust 1.5838% 4/20/32 (e)	9,438		9,437
JCPenney Master Credit Card Trust 5.5% 6/15/07	13,400		13,748
MBNA Credit Card Master Note Trust 1.64% 1/15/09 (e)	24,500		24,514
Morgan Stanley Dean Witter Capital I Trust:
2.305% 1/25/32 (e)	2,765		2,789
9.5% 6/25/32 (c)	2,262		2,257
9.5% 9/25/32 (c)	3,654		3,654
New Century Home Equity Loan Trust 1.755% 1/25/33 (e)	6,810		6,814
Sears Credit Account Master Trust II 6.75% 9/16/09	6,300		6,959
TOTAL ASSET-BACKED SECURITIES (Cost $106,145)		108,304
Collateralized Mortgage Obligations - 0.4%

U.S. Government Agency - 0.4%
Fannie Mae guaranteed Series 2001-46 Class A, 6.5% 2/25/29	469		474
Freddie Mac Manufactured Housing participation certificates guaranteed Series 2333 Class UE, 6.5% 4/15/28	405		410
Freddie Mac Multi-class participation certificates guaranteed REMIC planned amortization class Series 1669 Class H, 6.5% 7/15/23	10,000		10,689
TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS (Cost $10,553)		11,573
Commercial Mortgage Securities - 1.8%

COMM floater:
Series 2001-FL5A Class A2, 1.83% 11/15/13 (c)(e)	3,535		3,538
Series 2002-FL7 Class A2, 1.63% 11/15/14 (c)(e)	3,975		3,974
Commercial Resecuritization Trust sequential pay Series 1999-ABC1 Class A, 6.74% 1/27/09 (c)	4,439		4,781
CS First Boston Mortgage Securities Corp.:
sequential pay Series 2000-C1 Class A2, 7.545% 4/14/62	3,100		3,686
Series 1997-C2 Class D, 7.27% 1/17/35	1,065		1,169
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (Note 1) (000s)
DLJ Commercial Mortgage Corp. sequential pay Series 2000-CF1 Class A1B, 7.62% 6/10/33	$ 8,000		$ 9,513
Equitable Life Assurance Society of the United States Series 174:
Class B1, 7.33% 5/15/06 (c)	1,000		1,123
Class C1, 7.52% 5/15/06 (c)	1,000		1,127
Ginnie Mae guaranteed REMIC pass thru securities Series 2003-22 Class B, 3.963% 5/16/32	4,210		4,159
GS Mortgage Securities Corp. II Series 1998-GLII Class E, 6.9711% 4/13/31 (e)	490		471
Leafs CMBS I Ltd./Leafs CMBS I Corp. Series 2002-1A Class C, 4.13% 11/20/37 (c)	6,400		5,758
Thirteen Affiliates of General Growth Properties, Inc. sequential pay Series 1 Class A2, 6.602% 11/15/07 (c)	7,000		7,777
Trizechahn Office Properties Trust 7.253% 3/15/13 (c)	2,330		2,445
TOTAL COMMERCIAL MORTGAGE SECURITIES (Cost $45,938)		49,521
Foreign Government and Government Agency Obligations - 1.2%

Chilean Republic:
5.5% 1/15/13	3,525		3,548
7.125% 1/11/12	3,915		4,407
New Brunswick Province yankee 7.625% 2/15/13	500		632
Ontario Province 7% 8/4/05	2,000		2,234
Polish Government 6.25% 7/3/12	3,965		4,391
United Mexican States:
6.375% 1/16/13	3,950		3,950
7.5% 1/14/12	6,400		6,992
8.375% 1/14/11	3,000		3,458
8.5% 2/1/06	3,325		3,840
TOTAL FOREIGN GOVERNMENT AND GOVERNMENT AGENCY OBLIGATIONS (Cost $30,793)		33,452
Supranational Obligations - 0.1%

Corporacion Andina de Fomento 6.875% 3/15/12 (Cost $3,037)	3,070		3,166

Fixed-Income Funds - 11.0%
	Shares		Value (Note 1) (000s)
Fidelity Ultra-Short Central Fund (f) (Cost $306,000)	3,068,203		$ 304,523
Cash Equivalents - 23.2%
	Maturity Amount (000s)
Investments in repurchase agreements (Collateralized by U.S. Government Obligations, in a joint trading account at 1.37%, dated 3/31/03 due 4/1/03) (Cost $638,333)	$ 638,357		638,333
TOTAL INVESTMENT PORTFOLIO - 127.0% (Cost $3,410,270)			3,500,467
NET OTHER ASSETS - (27.0)%			(745,170)
NET ASSETS - 100%		$ 2,755,297

Swap Agreements
	Expiration Date	Notional Amount (000s)	Unrealized Appreciation/ (Depreciation) (000s)
Interest Rate Swap
Receive quarterly a fixed rate equal to 2.5664% and pay quarterly a floating rate based on 3-month LIBOR with Merrill Lynch, Inc.	March 2006	$ 5,200	$ 41

Legend

(a) Non-income producing - issuer filed for bankruptcy or is in default of interest payments.

(b) Debt obligation initially issued at one coupon which converts to a higher coupon at a specified date. The rate shown is the rate at period end.

(c) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the period end, the value of these securities amounted to $93,343,000 or 3.4% of net assets.

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

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

(f) A complete listing of the fund's holdings as of its most recent fiscal year end is available upon request.

Other Information

Purchases and sales of securities, other than short-term securities, aggregated $3,504,685,000 and $3,385,467,000, respectively, of which long-term U.S. government and government agency obligations aggregated $3,198,581,000 and $3,078,514,000, respectively.

The fund participated in the interfund lending program as a lender. The average daily loan balance during the period for which the loan was outstanding amounted to $26,653,000. The weighted average interest rate was 1.38%. Interest earned from the interfund lending program amounted to $5,000 and is included in interest income on the Statement of Operations.

Semiannual Report

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

Financial Statements

Statement of Assets and Liabilities

Amounts in thousands (except per-share amount)		March 31, 2003 (Unaudited)

Assets
Investment in securities, at value (including repurchase agreements of $638,333) (cost $3,410,270) - See accompanying schedule		$ 3,500,467
Cash		1
Receivable for investments sold		120
Receivable for fund shares sold		7,597
Interest receivable		23,412
Unrealized gain on swap agreements		41
Receivable from investment adviser for expense reductions		209
Total assets		3,531,847

Liabilities
Payable for investments purchased Regular delivery	$ 8,483
Delayed delivery	762,924
Payable for fund shares redeemed	3,146
Distributions payable	618
Accrued management fee	1,379
Total liabilities		776,550

Net Assets		$ 2,755,297
Net Assets consist of:
Paid in capital		$ 2,640,442
Undistributed net investment income		2,499
Accumulated undistributed net realized gain (loss) on investments		22,118
Net unrealized appreciation (depreciation) on investments		90,238
Net Assets, for 254,699 shares outstanding		$ 2,755,297
Net Asset Value, offering price and redemption price per share ($2,755,297 ÷ 254,699 shares)		$ 10.82

Semiannual Report

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

Financial Statements - continued

Statement of Operations

Amounts in thousands		Six months ended March 31, 2003 (Unaudited)

Investment Income
Interest		$ 61,055
Security lending		10
Total income		61,065

Expenses
Management fee	$ 7,973
Non-interested trustees' compensation	5
Total expenses before reductions	7,978
Expense reductions	(1,356)	6,622
Net investment income (loss)		54,443
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities	31,246
Swap agreements	37
Total net realized gain (loss)		31,283
Change in net unrealized appreciation (depreciation) on: Investment securities	22,768
Swap agreements	41
Delayed delivery commitments	147
Total change in net unrealized appreciation (depreciation)		22,956
Net gain (loss)		54,239
Net increase (decrease) in net assets resulting from operations		$ 108,682

Semiannual Report

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

Statement of Changes in Net Assets

Amounts in thousands	Six months ended March 31, 2003 (Unaudited)	Year ended September 30, 2002
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 54,443	$ 133,923
Net realized gain (loss)	31,283	58,576
Change in net unrealized appreciation (depreciation)	22,956	(4,208)
Net increase (decrease) in net assets resulting from operations	108,682	188,291
Distributions to shareholders from net investment income	(54,650)	(130,391)
Distributions to shareholders from net realized gain	(48,541)	(15,551)
Total distributions	(103,191)	(145,942)
Share transactions Net proceeds from sales of shares	556,052	1,530,222
Reinvestment of distributions	95,924	133,806
Cost of shares redeemed	(645,954)	(1,403,212)
Net increase (decrease) in net assets resulting from share transactions	6,022	260,816
Total increase (decrease) in net assets	11,513	303,165

Net Assets
Beginning of period	2,743,784	2,440,619
End of period (including undistributed net investment income of $2,499 and undistributed net investment income of $2,706, respectively)	$ 2,755,297	$ 2,743,784
Other Information Shares
Sold	51,773	145,355
Issued in reinvestment of distributions	8,945	12,708
Redeemed	(60,376)	(133,479)
Net increase (decrease)	342	24,584

Semiannual Report

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

Financial Highlights

	Six months ended March 31, 2003	Years ended September 30,
	(Unaudited)	2002	2001	2000	1999	1998
Selected Per-Share Data
Net asset value, beginning of period	$ 10.79	$ 10.62	$ 10.00	$ 10.01	$ 10.70	$ 10.25
Income from Investment Operations
Net investment income (loss)^D	.220	.521^F	.618	.640	.620	.634
Net realized and unrealized gain (loss)	.231	.218^F	.634	(.005)	(.610)	.453
Total from investment operations	.451	.739	1.252	.635	.010	1.087
Distributions from net investment income	(.221)	(.508)	(.632)	(.645)	(.620)	(.637)
Distributions from net realized gain	(.200)	(.061)	-	-	(.022)	-
Distributions in excess of net realized gain	-	-	-	-	(.058)	-
Total distributions	(.421)	(.569)	(.632)	(.645)	(.700)	(.637)
Net asset value, end of period	$ 10.82	$ 10.79	$ 10.62	$ 10.00	$ 10.01	$ 10.70
Total Return^{B, C}	4.27%	7.23%	12.89%	6.63%	.10%	10.95%
Ratios to Average Net Assets^E
Expenses before expense reductions	.60%^A	.60%	.60%	.60%	.60%	.63%
Expenses net of voluntary waivers, if any	.50%^A	.50%	.50%	.50%	.47%	.38%
Expenses net of all reductions	.50%^A	.50%	.50%	.50%	.47%	.38%
Net investment income (loss)	4.11%^A	4.95%^F	6.02%	6.50%	6.04%	6.11%
Supplemental Data
Net assets, end of period (in millions)	$ 2,755	$ 2,744	$ 2,441	$ 1,835	$ 1,638	$ 1,220
Portfolio turnover rate	252%^A	271%	223%	122%	148%	222%

^A Annualized

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

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

^D Calculated based on average shares outstanding during the period.

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

Semiannual Report

Notes to Financial Statements

For the period ended March 31, 2003 (Unaudited)

(Amounts in thousands except ratios)

1. Significant Accounting Policies.

Spartan Investment Grade Bond Fund (the fund) is a fund of Fidelity Charles Street Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. The following summarizes the significant accounting policies of the fund:

Security Valuation. Net asset value per share (NAV calculation) is calculated as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Debt securities for which quotations are readily available are valued at their most recent bid prices (sales prices if the principal market is an exchange) in the principal market in which such securities are normally traded, as determined by recognized dealers in such securities, or securities are valued on the basis of information provided by a pricing service. Pricing services use valuation matrices that incorporate both dealer-supplied valuations and electronic data processing techniques. If an event that is expected to materially affect the value of a security occurs after the close of an exchange or market on which that security trades, but prior to the NAV calculation, then that security will be fair valued taking the event into account. Securities (including restricted securities) for which market quotations are not readily available are valued at their fair value as determined in good faith under consistently applied procedures under the general supervision of the Board of Trustees. Price movements in futures contracts and ADRs, market and trading trends, the bid/ask quotes of brokers and off-exchange institutional trading may be reviewed in the course of making a good faith determination of a security's fair value. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost. Investments in open-end investment companies are valued at their net asset value each business day.

Investment Transactions and Income. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost. Interest income, which includes amortization of premium and accretion of discount on debt securities, as required, is accrued as earned. Debt obligations may be placed on non-accrual status and related interest income may be reduced by ceasing current accruals and writing off interest receivables when the collection of all or a portion of interest has become doubtful based on consistently applied procedures, under the general supervision of the Board of Trustees. A debt obligation is removed from non-accrual status when the issuer resumes interest payments or when collectibility of interest is reasonably assured.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except ratios)

1. Significant Accounting Policies - continued

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among the funds in the trust.

Income Tax Information and Distributions to Shareholders. Each year the fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required. Dividends are declared daily and paid monthly from net investment income. Distributions from realized gains, if any, are recorded on the ex-dividend date.

Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. Capital accounts within the financial statements are adjusted for permanent and temporary book and tax differences. These adjustments have no impact on net assets or the results of operations. Temporary differences will reverse in a subsequent period. These differences are primarily due to prior period premium and discount on debt securities, market discount and losses deferred due to wash sales and futures transactions.

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

Unrealized appreciation	$ 100,639	\|
Unrealized depreciation	(11,499)
Net unrealized appreciation (depreciation)	$ 89,140
Cost for federal income tax purposes	$ 3,411,327

2. Operating Policies.

Semiannual Report

2. Operating Policies - continued

Delayed Delivery Transactions and When-Issued Securities - continued

sell is outstanding, the contract is marked to market daily and equivalent deliverable securities are held for the transaction. The value of the securities purchased on a delayed delivery or when-issued basis are identified as such in the fund's Schedule of Investments. The fund may receive compensation for interest forgone in the purchase of a delayed delivery or when-issued security. With respect to purchase commitments, the fund identifies securities as segregated in its records with a value at least equal to the amount of the commitment. The payables and receivables associated with the purchases and sales of delayed delivery securities having the same coupon, settlement date and broker are offset. Delayed delivery or when-issued securities that have been purchased from and sold to different brokers are reflected as both payables and receivables in the fund's Statement of Assets and Liabilities under the caption "Delayed delivery." Losses may arise due to changes in the value of the underlying securities or if the counterparty does not perform under the contract, or if the issuer does not issue the securities due to political, economic, or other factors.

Swap Agreements. The fund may invest in swaps for the purpose of managing its exposure to interest rate, credit or market risk. Interest rate swaps are agreements to exchange cash flows based periodically on a notional principal amount, for example, the exchange of fixed rate interest payments for floating rate interest payments. Swaps are marked-to-market daily based on dealer-supplied valuations and changes in value are recorded as unrealized appreciation (depreciation). Gains or losses are realized upon early termination of the swap agreement. Risks may exceed amounts recognized on the Statement of Assets and Liabilities. These risks include changes in the returns of the underlying instruments, failure of the counterparties to perform under the contracts' terms and the possible lack of liquidity with respect to the swap agreements. Details of swap agreements open at period end are included in the fund's Schedule of Investments under the caption "Swap Agreements."

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except ratios)

2. Operating Policies - continued

3. Purchases and Sales of Investments.

Information regarding purchases and sales of securities is included under the caption "Other Information" at the end of the fund's Schedule of Investments.

4. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the fund with investment management related services for which the fund pays a monthly management fee that is based on an annual rate of .60% of the fund's average net assets. FMR pays all other expenses, except the compensation of the non-interested Trustees and certain exceptions such as interest expense. The management fee paid to FMR by the fund is reduced by an amount equal to the fees and expenses paid by the fund to the non-interested Trustees.

Semiannual Report

4. Fees and Other Transactions with Affiliates - continued

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating funds. Information regarding the fund's participation in the program is included under the caption "Other Information" at the end of the fund's Schedule of Investments.

5. Security Lending.

6. Expense Reductions.

FMR agreed to reimburse the fund to the extent operating expenses exceeded .50% of average net assets. Some expenses, for example interest expense, are excluded from this reimbursement. During the period, this reimbursement reduced the fund's expenses by $1,354.

In addition, through arrangements with the fund's custodian and transfer agent, credits realized as a result of uninvested cash balances were used to reduce the fund's expenses. During the period, these credits reduced the fund's expenses by $2.

Semiannual Report

Managing Your Investments

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Semiannual Report

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Fidelity Investments
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Semiannual Report

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Semiannual Report

Michigan

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Missouri

8885 Ladue Road
Ladue, MO

New Jersey

150 Essex Street
Millburn, NJ

56 South Street
Morristown, NJ

501 Route 17, South
Paramus, NJ

New York

1055 Franklin Avenue
Garden City, NY

37 West Jericho Turnpike
Huntington Station, NY

1271 Avenue of the Americas
New York, NY

61 Broadway
New York, NY

350 Park Avenue
New York, NY

North Carolina

4611 Sharon Road
Charlotte, NC

Ohio

3805 Edwards Road
Cincinnati, OH

28699 Chagrin Boulevard
Woodmere Village, OH

Oregon

16850 SW 72nd Avenue
Tigard, OR

Pennsylvania

600 West DeKalb Pike
King of Prussia, PA

1735 Market Street
Philadelphia, PA

12001 Perry Highway
Wexford, PA

Rhode Island

47 Providence Place
Providence, RI

Tennessee

6150 Poplar Avenue
Memphis, TN

Texas

10000 Research Boulevard
Austin, TX

4017 Northwest Parkway
Dallas, TX

12532 Memorial Drive
Houston, TX

2701 Drexel Drive
Houston, TX

400 East Las Colinas Blvd.
Irving, TX

14100 San Pedro
San Antonio, TX

19740 IH 45 North
Spring, TX

6005 West Park Boulevard
Plano, TX 75093

Utah

215 South State Street
Salt Lake City, UT

Virginia

1861 International Drive
McLean, VA

Washington

411 108th Avenue, N.E.
Bellevue, WA

1518 6th Avenue
Seattle, WA

Washington, DC

1900 K Street, N.W.
Washington, DC

Wisconsin

595 North Barker Road
Brookfield, WI

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Semiannual Report

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Fidelity®

Asset Manager: Income®

Semiannual Report

March 31, 2003

(2_fidelity_logos) (Registered_Trademark)

Chariman's Message	<Click Here>	Ned Johnson on investing strategies.
Performance	<Click Here>	How the fund has done over time.
Market Recap	<Click Here>	An overview of the market's performance and the factors driving it.
Fund Talk	<Click Here>	The manager's review of fund performance, strategy and outlook.
Investment Changes	<Click Here>	A summary of major shifts in the fund's investments over the past six months.
Investments	<Click Here>	A complete list of the fund's investments with their market values.
Financial Statements	<Click Here>	Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.
Notes	<Click Here>	Notes to the financial statements.

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

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

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

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

Best regards,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Semiannual Report

Performance: The Bottom Line

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

Cumulative Total Returns

Periods ended March 31, 2003	Past 6 months	Past 1 year	Past 5 years	Past 10 years
Fidelity ® Asset Manager: Income ®	5.22%	0.44%	19.20%	86.74%
Fidelity Asset Manager: Income Composite	2.86%	0.77%	24.80%	92.88%
S&P 500 ®	5.02%	-24.76%	-17.47%	126.73%
LB Aggregate Bond	2.99%	11.69%	43.64%	100.93%
LB 3 Month T-Bill	0.73%	1.66%	23.50%	57.61%
Income Funds Average	3.31%	-5.82%	6.25%	89.84%

Cumulative total returns show the fund's performance in percentage terms over a set period - in this case, six months, one year, five years or 10 years. For example, if you had invested $1,000 in a fund that had a 5% return over the past year, the value of your investment would be $1,050. You can compare the fund's returns to the performance of the Fidelity Asset Manager: Income Composite Index, a hypothetical combination of unmanaged indices. The composite index combines the total returns of the Standard & Poor's 500^SMIndex (S&P 500®), the Lehman Brothers® Aggregate Bond Index and the Lehman Brothers® 3 Month Treasury Bill Index, weighted according to the fund's neutral mix. You can also compare the fund's performance to the performance of mutual funds tracked by Lipper Inc. and grouped by similar objectives. These benchmarks include reinvested dividends and capital gains, if any, and exclude the effect of sales charges.

Average Annual Total Returns

Periods ended March 31, 2003	Past 1 year	Past 5 years	Past 10 years
Fidelity Asset Manager: Income	0.44%	3.58%	6.44%
Fidelity Asset Manager: Income Composite	0.77%	4.53%	6.79%

Semiannual Report

Performance - continued

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity ® Asset Manager: Income® Fund on March 31, 1993. The chart shows how the value of your investment would have grown, and also shows how the S&P 500 Index, Lehman Brothers Aggregate Bond Index and Fidelity Asset Manager: Income Composite Index did over the same period.

Understanding Performance

How a fund did yesterday is no guarantee of how it will do tomorrow. The stock market, for example, has a history of long-term growth and short-term volatility. In turn, the share price and return of a fund that invests in stocks will vary. When you sell you shares, they could be worth more or less than what you paid for them.

Semiannual Report

Market Recap

Semiannual Report

Fund Talk: The Manager's Overview

An interview with Richard Habermann, Portfolio Manager of Fidelity Asset Manager: Income

Q. How did the fund perform, Dick?

A. It did well both on an absolute and relative basis, returning 5.22% for the six months ending March 31, 2003, while the Fidelity Asset Manager: Income Composite Index and the Lipper Inc. income funds average returned 2.86% and 3.31%, respectively. For the 12 months ending March 31, 2003, the fund was up 0.44%, while the composite index and Lipper average returned 0.77% and -5.82%, respectively.

Q. What was behind the fund's strong showing during the past six months?

A. Strong security selection and favorable asset allocation decisions fueled the fund's outperformance. Our emphasis on high-yield securities - a strategy that hurt performance in previous periods - paid off versus the benchmarks this time. High-yield bonds outpaced stocks and investment-grade debt by wide margins due to their cheap valuations, declining default rates, and investors' increased appetite for risk and higher yields amid low interest rates. We added to our weighting when prices were attractive back in the fall, which gave us even more of a boost as the high-yield market rebounded strongly from historically low levels. Similarly, we had solid results from our investment-grade corporate bonds, but we scaled back on these holdings late in the period when the group's relative valuations became less attractive. After staying close to a 20% neutral stance in equities for much of 2002, I shifted to a modest overweighting during the fourth quarter, feeling the stage was set for a rebound. This move proved wise as stocks rallied sharply from their October lows. We then benefited from becoming more cautious - largely due to valuation concerns - and trimming our equity positions to lock in profits before the market rolled back over in December. Being underweighted in equities also helped during the first quarter of 2003 as stocks sagged amid disappointing economic data and the uncertainty surrounding the war with Iraq.(Portfolio Manager photograph)

Q. How did fixed-income do?

A. Quite well. The fund's high-yield holdings - managed by Matt Conti - led the way, trouncing the investment-grade benchmark by nearly 12 percentage points. Performance benefited not only from the high coupon income received during the period, but also from the capital appreciation on our investments. Despite his conservative approach, Matt enhanced returns versus the index through solid credit selection and by focusing on those sectors that had big recoveries - namely telecommunications, energy and utilities - while steering clear of lagging auto and airline issues. The investment-grade subportfolio - managed by Jeff Moore - also soundly beat its index. Robust demand, low inflation and a continued favorable interest rate backdrop - spurred by sluggish economic growth and weak corporate profits - resulted in strong absolute returns for our holdings. Against this backdrop, we benefited from focusing on the spread sectors, particularly corporate and mortgage securities, which performed well as investors sought out higher-yielding alternatives to government bonds. Adding exposure early on to beaten-down BBB-rated corporates was key, as these bonds bounced back nicely. Owning high-quality asset-backed securities and commercial mortgage-backed securities in place of some AAA-rated corporates also boosted returns, as did our bias toward solid-performing low-coupon mortgages. Finally, the strategic cash portion of the fund - managed by John Todd - had fairly steady returns to help offset capital market volatility.

Semiannual Report

Fund Talk: The Manager's Overview - continued

Q. What drove the equity holdings?

A. It was a volatile environment for stocks in the face of challenging economic, corporate and geopolitical news. That said, the fund's equity investments - managed for most of the period by Bob Bertelson, who took over for Charles Mangum in November - easily outpaced the S&P 500. Owning the right health care stocks was important, as Bob added positions in medical-device and specialty pharmaceutical companies - including St. Jude and Allergan - that benefited from strong product cycles and earnings gains. The fund also was rewarded for investing in some beaten-down cyclical stocks that performed well. Overweighting telecom services helped, as Verizon, SBC Communications, Qwest and BellSouth rebounded in the fourth quarter after struggling for most of 2002.

Q. What other moves influenced performance?

A. The fund's offensive positioning in diversified financials - including Citigroup, Morgan Stanley and Merrill Lynch - paid off in an up market, as did good stock picking and an underweighting in banks and insurance companies, which lagged the S&P®. Elsewhere, shying away from poor-performing consumer staples stocks boosted returns relative to the index, while energy holdings such as Valero Energy got a boost from higher commodity prices. On the down side, the fund was hurt both by underweighting technology early in the period when stocks such as IBM and Microsoft outperformed, and by becoming more aggressive in such hardware names as Ericsson and Atmel as the rally fizzled in December. Other notable detractors included utility holding company TXU, specialty retailer Williams-Sonoma and employment services firm Robert Half International.

Q. What's your outlook?

Semiannual Report

Fund Facts

Goal: high current income, and capital appreciation when appropriate

Fund number: 328

Trading symbol: FASIX

Start date: October 1, 1992

Size: as of March 31, 2003, more than $768 million

Manager: Richard Habermann, since 1996; manager, Fidelity Asset Manager: Aggressive, since 1999; Fidelity Asset Manager and Fidelity Asset Manager: Growth, since 1996; Fidelity Trend Fund, 1977-1982; Fidelity Magellan Fund, 1972-
1977; joined Fidelity in 1968

Dick Habermann on managing volatility:

Semiannual Report

Investment Changes

Top Five Bond Issuers as of March 31, 2003
(with maturities greater than one year)	% of fund's net assets	% of fund's net assets 6 months ago
Fannie Mae	13.5	13.1
U.S. Treasury Obligations	1.8	5.6
Freddie Mac	1.5	0.4
Government National Mortgage Association	1.4	2.9
Structured Asset Securities Corp.	0.4	0.4
	18.6

Quality Diversification (% of fund's net assets)
As of March 31, 2003		As of September 30, 2002
	U.S.Government and U.S.Government Agency Obligations 18.7%		U.S.Government and U.S.Government Agency Obligations 23.8%
	AAA,AA,A 8.3%		AAA,AA,A 10.1%
	BBB 7.1%		BBB 8.9%
	BB and Below 10.4%		BB and Below 9.7%
	Not Rated 0.2%		Not Rated 0.3%
	Equities 19.7%		Equities 21.5%
	Short-Term Investments and Net Other Assets 35.6%		Short-Term Investments and Net Other Assets 25.7%

We have used ratings from Moody's® Investors Services, Inc. Where Moody's ratings are not available, we have used S&P® ratings. Percentages are adjusted for the effect of futures contracts, if applicable.

Top Five Stocks as of March 31, 2003
	% of fund's net assets	% of fund's net assets 6 months ago
Valero Energy Corp.	0.5	0.0
Microsoft Corp.	0.5	0.3
Nabors Industries Ltd.	0.5	0.0
Goldman Sachs Group, Inc.	0.5	0.0
Johnson & Johnson	0.4	0.0
	2.4

Asset Allocation (% of fund's net assets)
As of March 31, 2003 *			As of September 30, 2002**
	Stock class 19.5%			Stock class 21.4%
	Bond class 43.9%			Bond class 51.0%
	Short-term class 36.6%			Short-term class 27.6%
* Foreign investments		6.0%	** Foreign investments		4.9%

Semiannual Report

Investments March 31, 2003 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 19.7%
	Shares		Value (Note 1)
CONSUMER DISCRETIONARY - 2.7%
Hotels, Restaurants & Leisure - 0.3%
International Game Technology (a)	28,500		$ 2,334,150
Household Durables - 0.0%
Champion Enterprises, Inc. (a)	38,800		71,392
Media - 1.2%
Cablevision Systems Corp. - NY Group Class A (a)	60,000		1,139,400
Clear Channel Communications, Inc. (a)	22,700		769,984
Comcast Corp. Class A (special) (a)	72,800		2,001,272
Cox Communications, Inc. Class A (a)	40,000		1,244,400
Fox Entertainment Group, Inc. Class A (a)	70,900		1,890,903
TMP Worldwide, Inc. (a)	145,200		1,557,996
Viacom, Inc. Class B (non-vtg.) (a)	22,000		803,440
			9,407,395
Multiline Retail - 0.4%
Kohl's Corp. (a)	17,400		984,492
Wal-Mart Stores, Inc.	32,000		1,664,960
			2,649,452
Specialty Retail - 0.8%
Aeropostale, Inc.	92,000		1,219,000
Best Buy Co., Inc. (a)	40,000		1,078,800
Lowe's Companies, Inc.	36,700		1,498,094
PETsMART, Inc. (a)	17,300		217,980
Williams-Sonoma, Inc. (a)	103,100		2,247,580
			6,261,454
TOTAL CONSUMER DISCRETIONARY			20,723,843
CONSUMER STAPLES - 0.2%
Food & Drug Retailing - 0.2%
Performance Food Group Co. (a)	10,000		306,600
Sysco Corp.	32,000		814,080
			1,120,680
ENERGY - 2.3%
Energy Equipment & Services - 0.8%
ENSCO International, Inc.	5,200		132,652
Nabors Industries Ltd. (a)	103,000		4,106,610
Pride International, Inc. (a)	107,300		1,447,477
Rowan Companies, Inc.	42,600		837,516
			6,524,255
Common Stocks - continued
	Shares		Value (Note 1)
ENERGY - continued
Oil & Gas - 1.5%
Apache Corp.	31,500		$ 1,944,810
Chesapeake Energy Corp.	250,000		1,965,000
Devon Energy Corp.	15,000		723,300
Newfield Exploration Co. (a)	20,000		677,800
Sunoco, Inc.	30,000		1,097,100
Tesoro Petroleum Corp. (a)	100,000		740,000
Valero Energy Corp.	101,800		4,212,484
			11,360,494
TOTAL ENERGY			17,884,749
FINANCIALS - 3.2%
Banks - 0.2%
Bank of America Corp.	12,500		835,500
FleetBoston Financial Corp.	20,600		491,928
			1,327,428
Diversified Financials - 2.1%
American Express Co.	13,900		461,897
Citigroup, Inc.	59,967		2,065,852
Goldman Sachs Group, Inc.	60,000		4,084,800
LaBranche & Co., Inc.	100,000		1,838,000
MBNA Corp.	100,000		1,505,000
Merrill Lynch & Co., Inc.	64,600		2,286,840
Morgan Stanley	68,500		2,626,975
SLM Corp.	15,900		1,763,628
			16,632,992
Insurance - 0.9%
ACE Ltd.	96,900		2,805,255
Allmerica Financial Corp. (a)	10,000		140,300
American International Group, Inc.	56,300		2,784,035
Hartford Financial Services Group, Inc.	20,000		705,800
Nationwide Financial Services, Inc. Class A	20,000		487,400
			6,922,790
TOTAL FINANCIALS			24,883,210
HEALTH CARE - 4.0%
Biotechnology - 1.1%
Alkermes, Inc. (a)	60,000		544,200
Amgen, Inc. (a)	40,200		2,313,510
Common Stocks - continued
	Shares		Value (Note 1)
HEALTH CARE - continued
Biotechnology - continued
Celgene Corp. (a)	40,000		$ 1,043,200
Genzyme Corp. - General Division (a)	20,000		729,000
Gilead Sciences, Inc. (a)	16,800		705,432
IDEC Pharmaceuticals Corp. (a)	35,400		1,218,433
MedImmune, Inc. (a)	62,000		2,035,460
			8,589,235
Health Care Equipment & Supplies - 0.8%
Boston Scientific Corp. (a)	30,000		1,222,800
Medtronic, Inc.	16,800		758,016
St. Jude Medical, Inc. (a)	40,000		1,950,000
Stryker Corp.	8,400		576,660
Wright Medical Group, Inc. (a)	20,000		350,400
Zimmer Holdings, Inc. (a)	20,000		972,600
			5,830,476
Health Care Providers & Services - 0.5%
Community Health Systems, Inc. (a)	50,000		1,024,500
UnitedHealth Group, Inc.	25,000		2,291,750
WebMD Corp. (a)	70,400		635,008
			3,951,258
Pharmaceuticals - 1.6%
Allergan, Inc.	29,700		2,025,837
Biovail Corp. (a)	30,000		1,199,959
Forest Laboratories, Inc. (a)	28,600		1,543,542
Johnson & Johnson	57,300		3,315,951
King Pharmaceuticals, Inc. (a)	124,100		1,480,513
Merck & Co., Inc.	11,700		640,926
Pfizer, Inc.	23,600		735,376
Pharmaceutical Resources, Inc. (a)	20,000		849,600
Schering-Plough Corp.	24,100		429,703
			12,221,407
TOTAL HEALTH CARE			30,592,376
INDUSTRIALS - 1.0%
Aerospace & Defense - 0.1%
Northrop Grumman Corp.	5,000		429,000
Common Stocks - continued
	Shares		Value (Note 1)
INDUSTRIALS - continued
Air Freight & Logistics - 0.3%
Expeditors International of Washington, Inc.	50,000		$ 1,797,500
UTI Worldwide, Inc.	30,000		840,000
			2,637,500
Airlines - 0.1%
Delta Air Lines, Inc.	70,000		623,000
Southwest Airlines Co.	22,100		317,356
			940,356
Commercial Services & Supplies - 0.2%
Aramark Corp. Class B (a)	25,000		572,500
Manpower, Inc.	16,800		501,984
Robert Half International, Inc. (a)	42,300		563,013
			1,637,497
Industrial Conglomerates - 0.3%
3M Co.	10,900		1,417,327
General Electric Co.	36,400		928,200
			2,345,527
TOTAL INDUSTRIALS			7,989,880
INFORMATION TECHNOLOGY - 3.9%
Communications Equipment - 0.6%
Cisco Systems, Inc. (a)	70,100		909,898
Nortel Networks Corp. (a)	430,500		895,439
QUALCOMM, Inc.	23,600		851,016
Telefonaktiebolaget LM Ericsson ADR (a)	278,700		1,772,532
UTStarcom, Inc. (a)	25,200		503,748
			4,932,633
Computers & Peripherals - 0.4%
International Business Machines Corp.	21,800		1,709,774
Maxtor Corp. (a)	140,000		788,200
Seagate Technology	60,000		619,200
			3,117,174
Electronic Equipment & Instruments - 0.1%
Photon Dynamics, Inc. (a)	40,000		654,400
Internet Software & Services - 0.4%
Ask Jeeves, Inc. (a)	100,000		708,000
Hotels.com Class A (a)	10,000		576,750
Retek, Inc. (a)	100,000		577,000
Common Stocks - continued
	Shares		Value (Note 1)
INFORMATION TECHNOLOGY - continued
Internet Software & Services - continued
Vignette Corp. (a)	300,000		$ 456,000
Yahoo!, Inc. (a)	19,700		473,194
			2,790,944
Semiconductor Equipment & Products - 0.9%
Atmel Corp. (a)	468,100		748,960
Conexant Systems, Inc. (a)	168,100		250,469
Cree, Inc. (a)	30,000		555,600
Cypress Semiconductor Corp. (a)	200,000		1,380,000
Genesis Microchip, Inc. (a)	40,000		499,200
Intel Corp.	21,800		354,904
Intersil Corp. Class A (a)	100,000		1,556,000
KLA-Tencor Corp. (a)	10,900		391,768
Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR (a)	202,450		1,384,758
			7,121,659
Software - 1.5%
BEA Systems, Inc. (a)	300,000		3,057,000
Legato Systems, Inc. (a)	250,000		1,282,500
Microsoft Corp.	173,800		4,207,698
Oracle Corp. (a)	82,000		889,618
PeopleSoft, Inc. (a)	59,300		907,290
Red Hat, Inc. (a)	100,000		543,000
Synopsys, Inc. (a)	15,000		638,400
			11,525,506
TOTAL INFORMATION TECHNOLOGY			30,142,316
MATERIALS - 1.2%
Chemicals - 0.6%
Georgia Gulf Corp.	45,200		909,876
Lyondell Chemical Co.	50,000		697,500
Methanex Corp.	100,000		929,282
Millennium Chemicals, Inc.	122,000		1,424,960
Olin Corp.	34,600		628,682
			4,590,300
Containers & Packaging - 0.1%
Crown Holdings, Inc. (a)	100,000		562,000
Metals & Mining - 0.5%
Alcoa, Inc.	83,600		1,620,168
Common Stocks - continued
	Shares		Value (Note 1)
MATERIALS - continued
Metals & Mining - continued
Inco Ltd. (a)	20,000		$ 374,710
JSC MMC 'Norilsk Nickel' sponsored ADR	30,000		712,500
Phelps Dodge Corp. (a)	33,400		1,084,832
			3,792,210
TOTAL MATERIALS			8,944,510
TELECOMMUNICATION SERVICES - 0.9%
Diversified Telecommunication Services - 0.3%
Qwest Communications International, Inc. (a)	313,400		1,093,766
Verizon Communications, Inc.	28,600		1,011,010
			2,104,776
Wireless Telecommunication Services - 0.6%
AT&T Wireless Services, Inc. (a)	176,500		1,164,900
Nextel Communications, Inc. Class A (a)	242,200		3,243,058
			4,407,958
TOTAL TELECOMMUNICATION SERVICES			6,512,734
UTILITIES - 0.3%
Electric Utilities - 0.1%
Edison International (a)	60,000		821,400
Progress Energy, Inc. warrants 12/31/07 (a)	9,200		0
			821,400
Multi-Utilities & Unregulated Power - 0.2%
AES Corp. (a)	400,000		1,448,000
TOTAL UTILITIES			2,269,400
TOTAL COMMON STOCKS (Cost $149,577,164)		151,063,698
Nonconvertible Preferred Stocks - 0.0%

CONSUMER DISCRETIONARY - 0.0%
Media - 0.0%
CSC Holdings, Inc. Series H, $11.75	670		69,848
TOTAL NONCONVERTIBLE PREFERRED STOCKS (Cost $67,673)		69,848

Corporate Bonds - 20.0%
	Principal Amount		Value (Note 1)
Convertible Bonds - 0.2%
TELECOMMUNICATION SERVICES - 0.2%
Wireless Telecommunication Services - 0.2%
Nextel Communications, Inc. 5.25% 1/15/10	$ 1,705,000		$ 1,470,563
Nonconvertible Bonds - 19.8%
CONSUMER DISCRETIONARY - 3.5%
Auto Components - 0.2%
DaimlerChrysler NA Holding Corp. 4.75% 1/15/08	550,000		557,715
Dana Corp.:
6.25% 3/1/04	165,000		164,175
6.5% 3/1/09	110,000		97,900
Dura Operating Corp. 8.625% 4/15/12	150,000		139,500
Intermet Corp. 9.75% 6/15/09	355,000		326,600
Navistar International Corp. 8% 2/1/08	170,000		153,000
			1,438,890
Hotels, Restaurants & Leisure - 0.7%
Alliance Gaming Corp. 10% 8/1/07	335,000		350,913
Bally Total Fitness Holding Corp. 9.875% 10/15/07	645,000		557,925
Chumash Casino & Resort Enterprise 9% 7/15/10 (f)	210,000		221,025
Circus Circus Enterprises, Inc. 6.45% 2/1/06	110,000		109,725
Coast Hotels & Casinos, Inc. 9.5% 4/1/09	180,000		191,700
Courtyard by Marriott II LP/Courtyard II Finance Co. 10.75% 2/1/08	115,000		111,263
Friendly Ice Cream Corp. 10.5% 12/1/07	475,000		477,375
Herbst Gaming, Inc. 10.75% 9/1/08	375,000		401,250
ITT Corp. 7.375% 11/15/15	350,000		322,000
Mohegan Tribal Gaming Authority:
8% 4/1/12	130,000		133,900
8.375% 7/1/11	60,000		61,950
MTR Gaming Group, Inc. 9.75% 4/1/10 (f)	120,000		122,400
Park Place Entertainment Corp. 7.875% 3/15/10	150,000		152,438
Penn National Gaming, Inc. 8.875% 3/15/10	240,000		246,000
Premier Parks, Inc. 0% 4/1/08 (d)	345,000		337,238
Starwood Hotels & Resorts Worldwide, Inc. 7.875% 5/1/07 (f)	185,000		183,613
Sun International Hotels Ltd./Sun International North America, Inc. 8.875% 8/15/11	720,000		739,800
Venetian Casino Resort LLC/Las Vegas Sands, Inc. 11% 6/15/10	590,000		613,600
			5,334,115
Corporate Bonds - continued
	Principal Amount		Value (Note 1)
Nonconvertible Bonds - continued
CONSUMER DISCRETIONARY - continued
Household Durables - 0.5%
Beazer Homes USA, Inc. 8.375% 4/15/12	$ 185,000		$ 193,325
D.R. Horton, Inc.:
8% 2/1/09	500,000		520,000
8.5% 4/15/12	245,000		258,475
Juno Lighting, Inc. 11.875% 7/1/09	585,000		623,025
K. Hovnanian Enterprises, Inc. 8.875% 4/1/12	485,000		487,425
KB Home 8.625% 12/15/08	300,000		312,000
Lyon William Homes, Inc. 10.75% 4/1/13	270,000		267,300
Ryland Group, Inc.:
8.25% 4/1/08	75,000		76,500
9.125% 6/15/11	50,000		54,750
Standard Pacific Corp.:
7.75% 3/15/13	550,000		544,500
9.25% 4/15/12	155,000		157,713
Technical Olympic USA, Inc. 9% 7/1/10 (f)	125,000		122,500
			3,617,513
Internet & Catalog Retail - 0.0%
Amazon.com, Inc. 0% 5/1/08 (d)	330,000		341,550
Leisure Equipment & Products - 0.1%
The Hockey Co. 11.25% 4/15/09	425,000		450,500
Media - 1.6%
Allbritton Communications Co. 7.75% 12/15/12	270,000		270,000
AMC Entertainment, Inc.:
9.5% 3/15/09	245,000		245,000
9.875% 2/1/12	450,000		450,000
American Media Operations, Inc. 10.25% 5/1/09	230,000		246,100
AOL Time Warner, Inc.:
6.75% 4/15/11	1,330,000		1,411,677
7.625% 4/15/31	550,000		583,638
Cinemark USA, Inc. 9.625% 8/1/08	575,000		582,906
Continental Cablevision, Inc. 8.3% 5/15/06	1,375,000		1,543,369
Corus Entertainment, Inc. 8.75% 3/1/12	140,000		145,600
CSC Holdings, Inc. 7.625% 7/15/18	510,000		490,875
Dex Media East LLC/Dex Media East Finance Co. 9.875% 11/15/09 (f)	240,000		268,800
EchoStar DBS Corp. 9.125% 1/15/09	355,000		386,950
Granite Broadcasting Corp.:
8.875% 5/15/08	140,000		122,500
Corporate Bonds - continued
	Principal Amount		Value (Note 1)
Nonconvertible Bonds - continued
CONSUMER DISCRETIONARY - continued
Media - continued
Granite Broadcasting Corp.: - continued
10.375% 5/15/05	$ 70,000		$ 66,500
Insight Midwest LP/Insight Capital, Inc. 10.5% 11/1/10	305,000		324,825
K-III Communications Corp. 8.5% 2/1/06	75,000		74,250
LBI Media, Inc. 10.125% 7/15/12 (f)	255,000		269,663
Mediacom Broadband LLC/Mediacom Broadband Corp. 11% 7/15/13	65,000		71,338
Mediacom LLC/Mediacom Capital Corp. 9.5% 1/15/13	200,000		207,500
News America Holdings, Inc.:
7.7% 10/30/25	1,090,000		1,206,022
8% 10/17/16	770,000		922,117
News America, Inc. 6.55% 3/15/33 (f)	300,000		288,950
PEI Holdings, Inc. 11% 3/15/10 (f)	145,000		151,525
PRIMEDIA, Inc.:
7.625% 4/1/08	45,000		43,650
8.875% 5/15/11	95,000		94,763
Regal Cinemas Corp. 9.375% 2/1/12	260,000		280,800
Rogers Cablesystems Ltd. yankee 11% 12/1/15	25,000		26,250
Rogers Communications, Inc. yankee 8.875% 7/15/07	120,000		118,800
Shaw Communications, Inc. yankee 7.2% 12/15/11	130,000		127,400
Spanish Broadcasting System, Inc. 9.625% 11/1/09	190,000		196,175
TCI Communications, Inc. 9.8% 2/1/12	310,000		386,871
TV Azteca SA de CV yankee 10.5% 2/15/07	270,000		243,000
Universal City Development Partners Ltd./UCDP Finance, Inc. 11.75% 4/1/10 (f)	260,000		261,300
Yell Finance BV:
0% 8/1/11 (d)	300,000		228,000
10.75% 8/1/11	220,000		244,200
			12,581,314
Multiline Retail - 0.1%
Barneys, Inc. 9% 4/1/08 unit (f)	420,000		357,000
Dillard's, Inc.:
6.125% 11/1/03	105,000		104,213
6.39% 8/1/03	230,000		228,850
Saks, Inc. 9.875% 10/1/11	65,000		67,925
			757,988
Specialty Retail - 0.2%
Asbury Automotive Group, Inc. 9% 6/15/12	215,000		182,750
Corporate Bonds - continued
	Principal Amount		Value (Note 1)
Nonconvertible Bonds - continued
CONSUMER DISCRETIONARY - continued
Specialty Retail - continued
Gap, Inc.:
9.9% 12/15/05	$ 350,000		$ 385,000
10.55% 12/15/08	40,000		46,000
Hollywood Entertainment Corp. 9.625% 3/15/11	130,000		134,550
J. Crew Group, Inc. 13.125% 10/15/08	690,000		427,800
United Auto Group, Inc. 9.625% 3/15/12	130,000		126,100
			1,302,200
Textiles Apparel & Luxury Goods - 0.1%
Levi Strauss & Co.:
7% 11/1/06	275,000		235,125
11.625% 1/15/08	180,000		171,900
12.25% 12/15/12 (f)	390,000		372,450
The William Carter Co. 10.875% 8/15/11	250,000		277,500
			1,056,975
TOTAL CONSUMER DISCRETIONARY			26,881,045
CONSUMER STAPLES - 1.0%
Food & Drug Retailing - 0.3%
Delhaize America, Inc.:
7.375% 4/15/06	110,000		110,000
8.125% 4/15/11	50,000		50,500
9% 4/15/31	60,000		58,800
Rite Aid Corp.:
6% 12/15/05 (f)	230,000		209,300
6.125% 12/15/08 (f)	125,000		97,500
6.875% 8/15/13	430,000		326,800
7.125% 1/15/07	380,000		334,400
7.625% 4/15/05	355,000		337,250
9.5% 2/15/11 (f)	215,000		222,525
The Great Atlantic & Pacific Tea Co.:
7.75% 4/15/07	385,000		315,700
9.125% 12/15/11	190,000		155,800
			2,218,575
Food Products - 0.2%
Corn Products International, Inc. 8.25% 7/15/07	260,000		271,700
Dean Foods Co. 6.9% 10/15/17	290,000		272,600
Del Monte Corp. 9.25% 5/15/11	725,000		772,125
Corporate Bonds - continued
	Principal Amount		Value (Note 1)
Nonconvertible Bonds - continued
CONSUMER STAPLES - continued
Food Products - continued
Doane Pet Care Co. 9.75% 5/15/07	$ 240,000		$ 217,200
Dole Food Co., Inc.:
6.375% 10/1/05	65,000		69,550
8.875% 3/15/11 (f)	110,000		113,300
			1,716,475
Household Products - 0.1%
Fort James Corp.:
6.625% 9/15/04	120,000		120,600
6.875% 9/15/07	75,000		73,125
			193,725
Tobacco - 0.4%
Philip Morris Companies, Inc. 7% 7/15/05	1,755,000		1,809,524
RJ Reynolds Tobacco Holdings, Inc.:
6.5% 6/1/07	1,025,000		1,030,551
7.75% 5/15/06	380,000		399,607
			3,239,682
TOTAL CONSUMER STAPLES			7,368,457
ENERGY - 1.0%
Energy Equipment & Services - 0.1%
DI Industries, Inc. 8.875% 7/1/07	355,000		365,650
Grant Prideco, Inc.:
9% 12/15/09	70,000		74,375
9.625% 12/1/07	210,000		227,850
			667,875
Oil & Gas - 0.9%
Centerpoint Energy Resources Corp. 7.875% 4/1/13 (f)	130,000		134,388
Chesapeake Energy Corp.:
7.5% 9/15/13 (f)	220,000		222,750
8.375% 11/1/08	215,000		225,750
9% 8/15/12	130,000		141,050
Clark Refining & Marketing, Inc.:
8.625% 8/15/08	55,000		56,100
8.875% 11/15/07	135,000		129,600
Empresa Nacional de Petroleo 6.75% 11/15/12 (f)	475,000		494,367
General Maritime Corp. 10% 3/15/13 (f)	335,000		341,700
Corporate Bonds - continued
	Principal Amount		Value (Note 1)
Nonconvertible Bonds - continued
ENERGY - continued
Oil & Gas - continued
Nexen, Inc. 7.875% 3/15/32	$ 1,100,000		$ 1,224,890
Nuevo Energy Co.:
9.375% 10/1/10	60,000		61,800
9.5% 6/1/08	275,000		283,250
Overseas Shipholding Group, Inc. 8.25% 3/15/13 (f)	390,000		390,000
Pemex Project Funding Master Trust 6.125% 8/15/08 (f)	730,000		750,075
Plains Exploration & Production Co. LP 8.75% 7/1/12	140,000		145,600
Teekay Shipping Corp. 8.875% 7/15/11	610,000		652,700
The Coastal Corp.:
6.5% 5/15/06	160,000		136,800
6.95% 6/1/28	140,000		98,000
7.5% 8/15/06	155,000		136,400
7.75% 6/15/10	145,000		118,175
7.75% 10/15/35	360,000		261,000
9.625% 5/15/12	735,000		635,775
Western Oil Sands, Inc. 8.375% 5/1/12	270,000		282,150
			6,922,320
TOTAL ENERGY			7,590,195
FINANCIALS - 5.8%
Banks - 0.8%
Bank of New York Co., Inc.:
3.4% 3/15/13 (i)	360,000		355,752
4.25% 9/4/12 (i)	415,000		425,903
Capital One Bank 6.875% 2/1/06	125,000		125,544
Chevy Chase Savings Bank FSB 9.25% 12/1/08	310,000		310,000
Den Danske Bank AS 6.375% 6/15/08 (f)(i)	2,190,000		2,324,884
MBNA Corp. 6.25% 1/17/07	280,000		296,391
Royal Bank of Scotland Group PLC:
7.648% 12/31/49 (i)	585,000		691,547
7.816% 11/29/49	1,020,000		1,142,621
Western Financial Bank 9.625% 5/15/12	420,000		420,000
			6,092,642
Diversified Financials - 3.8%
Ahold Finance USA, Inc.:
6.25% 5/1/09	105,000		82,950
Corporate Bonds - continued
	Principal Amount		Value (Note 1)
Nonconvertible Bonds - continued
FINANCIALS - continued
Diversified Financials - continued
Ahold Finance USA, Inc.: - continued
6.875% 5/1/29	$ 170,000		$ 126,650
8.25% 7/15/10	380,000		323,000
BRL Universal Equipment 2001 A LP/BRL Universal Equipment Corp. 8.875% 2/15/08	515,000		540,750
Capital One Financial Corp.:
7.25% 12/1/03	165,000		165,413
7.25% 5/1/06	525,000		511,670
8.75% 2/1/07	220,000		217,800
Citigroup, Inc. 3.5% 2/1/08	750,000		751,371
CMS Energy X-TRAS pass thru trust I 7% 1/15/05	490,000		436,100
Continental Airlines, Inc. pass thru trust certificates 6.9% 1/2/17	85,584		34,234
Credit Suisse First Boston (USA), Inc.:
4.625% 1/15/08	300,000		309,555
6.5% 1/15/12	300,000		322,426
Crown Cork & Seal Finance PLC yankee 7% 12/15/06	120,000		104,400
Delta Air Lines, Inc. pass thru trust certificates:
7.57% 11/18/10	790,000		746,298
7.779% 11/18/05	155,000		100,750
Deutsche Telekom International Finance BV:
8.5% 6/15/10	600,000		704,077
8.75% 6/15/30	500,000		593,326
El Paso Energy Partners LP/El Paso Energy Partners Finance Corp.:
8.5% 6/1/11	395,000		395,000
10.625% 12/1/12 (f)	100,000		108,750
FIMEP SA 10.5% 2/15/13 (f)	210,000		223,650
Ford Motor Credit Co. 5.8% 1/12/09	2,430,000		2,174,527
Gemstone Investor Ltd./Gemstone Investor, Inc. 7.71% 10/31/04 (f)	370,000		344,100
General Motors Acceptance Corp. 6.875% 9/15/11	1,355,000		1,338,923
Goldman Sachs Group, Inc.:
5.7% 9/1/12	560,000		590,419
6.6% 1/15/12	540,000		603,083
Household Finance Corp.:
6.375% 10/15/11	650,000		707,353
6.375% 11/27/12	455,000		498,873
6.75% 5/15/11	350,000		388,798
Corporate Bonds - continued
	Principal Amount		Value (Note 1)
Nonconvertible Bonds - continued
FINANCIALS - continued
Diversified Financials - continued
Household Finance Corp.: - continued
8% 5/9/05	$ 240,000		$ 265,461
HSBC Capital Funding LP 9.547% 12/31/49 (e)(f)	1,525,000		1,916,059
IOS Capital, Inc. 9.75% 6/15/04	535,000		541,019
J.P. Morgan Chase & Co.:
5.75% 1/2/13	100,000		104,768
6.625% 3/15/12	945,000		1,045,020
Lehman Brothers Holdings, Inc. 6.625% 1/18/12	500,000		564,230
MDP Acquisitions PLC 9.625% 10/1/12 (f)	260,000		273,000
Meditrust Exercisable Put Options Securities Trust 7.114% 8/15/04 (f)	40,000		40,000
MeriStar Hospitality Operating Partnership LP/MeriStar Hospitality Finance Corp. III 9.125% 1/15/11	70,000		58,275
Millennium America, Inc. 9.25% 6/15/08	460,000		485,300
Moore North America Finance, Inc. 7.875% 1/15/11 (f)	180,000		185,400
Morgan Stanley 6.6% 4/1/12	1,355,000		1,512,558
NiSource Finance Corp. 7.625% 11/15/05	190,000		209,881
Northern Telecom Capital Corp. 7.875% 6/15/26	135,000		104,625
Pemex Project Funding Master Trust 7.375% 12/15/14	735,000		754,294
Petronas Capital Ltd. 7% 5/22/12 (f)	1,840,000		2,005,611
Pinnacle One Partners LP/Pinnacle One, Inc. 8.83% 8/15/04 (f)	225,000		227,250
Prime Property Funding II 6.25% 5/15/07	435,000		469,327
Qwest Capital Funding, Inc.:
5.875% 8/3/04	665,000		598,500
7% 8/3/09	240,000		181,200
7.75% 8/15/06	960,000		782,400
Qwest Services Corp.:
13% 12/15/07 (f)	145,000		152,250
13.5% 12/15/10 (f)	145,000		152,250
14% 12/15/14 (f)	138,000		148,350
SESI LLC 8.875% 5/15/11	240,000		254,400
SLM Corp. 5.375% 1/15/13	300,000		312,582
Sprint Capital Corp. 6.875% 11/15/28	585,000		511,875
TRW Automotive Acquisition Corp.:
9.375% 2/15/13 (f)	90,000		90,225
11% 2/15/13 (f)	160,000		160,400
TXU Eastern Funding yankee 6.75% 5/15/09 (c)	1,180,000		82,600
U.S. West Capital Funding, Inc. 6.375% 7/15/08	185,000		138,750
Corporate Bonds - continued
	Principal Amount		Value (Note 1)
Nonconvertible Bonds - continued
FINANCIALS - continued
Diversified Financials - continued
Verizon Global Funding Corp. 4% 1/15/08	$ 630,000		$ 642,594
Verizon Wireless Capital LLC 5.375% 12/15/06	775,000		828,449
Xerox Credit Corp. 6.1% 12/16/03	70,000		69,475
			29,312,624
Insurance - 0.4%
MetLife, Inc. 3.911% 5/15/05	750,000		771,671
Principal Life Global Funding I:
5.125% 6/28/07 (f)	1,800,000		1,908,347
6.25% 2/15/12 (f)	505,000		549,056
Travelers Property Casualty Corp. 5% 3/15/13 (f)	170,000		168,980
			3,398,054
Real Estate - 0.8%
AvalonBay Communities, Inc. 5% 8/1/07	460,000		475,430
BRE Properties, Inc. 5.95% 3/15/07	935,000		998,679
Camden Property Trust 5.875% 6/1/07	555,000		591,780
CarrAmerica Realty Corp. 5.25% 11/30/07	500,000		514,720
CenterPoint Properties Trust 6.75% 4/1/05	490,000		521,663
EOP Operating LP 7.75% 11/15/07	860,000		987,584
Gables Realty LP 5.75% 7/15/07	250,000		254,130
iStar Financial, Inc. 8.75% 8/15/08	215,000		231,125
LNR Property Corp.:
9.375% 3/15/08	350,000		354,375
10.5% 1/15/09	85,000		88,400
Mack-Cali Realty LP 7.25% 3/15/09	200,000		226,733
MeriStar Hospitality Corp. 9% 1/15/08	160,000		136,400
Senior Housing Properties Trust 8.625% 1/15/12	245,000		252,963
Vornado Realty Trust 5.625% 6/15/07	400,000		412,336
			6,046,318
TOTAL FINANCIALS			44,849,638
HEALTH CARE - 0.4%
Health Care Equipment & Supplies - 0.0%
Millipore Corp. 7.5% 4/1/07	30,000		29,325
Health Care Providers & Services - 0.3%
Alderwoods Group, Inc.:
11% 1/2/07	114,300		114,586
12.25% 1/2/09	230,000		207,000
Corporate Bonds - continued
	Principal Amount		Value (Note 1)
Nonconvertible Bonds - continued
HEALTH CARE - continued
Health Care Providers & Services - continued
AmeriPath, Inc. 10.5% 4/1/13 (f)	$ 270,000		$ 278,100
Hanger Orthopedic Group, Inc. 10.375% 2/15/09	130,000		139,100
Owens & Minor, Inc. 8.5% 7/15/11	215,000		232,200
PacifiCare Health Systems, Inc. 10.75% 6/1/09	605,000		653,400
Tenet Healthcare Corp. 7.375% 2/1/13	110,000		110,000
Vanguard Health Systems, Inc. 9.75% 8/1/11	430,000		408,500
			2,142,886
Pharmaceuticals - 0.1%
aaiPharma, Inc. 11% 4/1/10	650,000		669,500
Biovail Corp. yankee 7.875% 4/1/10	135,000		140,738
			810,238
TOTAL HEALTH CARE			2,982,449
INDUSTRIALS - 1.2%
Aerospace & Defense - 0.1%
Raytheon Co. 8.2% 3/1/06	600,000		677,152
Transdigm, Inc. 10.375% 12/1/08	100,000		105,750
			782,902
Airlines - 0.0%
Delta Air Lines, Inc. 6.65% 3/15/04	90,000		63,000
Building Products - 0.1%
Nortek, Inc.:
9.125% 9/1/07	380,000		392,350
9.25% 3/15/07	65,000		66,950
			459,300
Commercial Services & Supplies - 0.2%
Allied Waste North America, Inc.:
7.625% 1/1/06	535,000		545,700
7.875% 1/1/09	155,000		158,100
9.25% 9/1/12 (f)	245,000		260,925
10% 8/1/09	155,000		161,200
Browning-Ferris Industries, Inc. 6.375% 1/15/08	260,000		230,100
JohnsonDiversey, Inc. 9.625% 5/15/12	70,000		75,250
National Waterworks, Inc. 10.5% 12/1/12 (f)	120,000		130,200
			1,561,475
Corporate Bonds - continued
	Principal Amount		Value (Note 1)
Nonconvertible Bonds - continued
INDUSTRIALS - continued
Construction & Engineering - 0.0%
Shaw Group, Inc. 10.75% 3/15/10 (f)	$ 330,000		$ 326,700
Industrial Conglomerates - 0.4%
Tyco International Group SA yankee:
5.8% 8/1/06	735,000		701,925
5.875% 11/1/04	150,000		148,500
6.375% 6/15/05	100,000		99,000
6.75% 2/15/11	2,190,000		2,091,450
			3,040,875
Machinery - 0.4%
AGCO Corp. 8.5% 3/15/06	40,000		40,000
Cummins, Inc.:
5.65% 3/1/98	255,000		147,900
9.5% 12/1/10 (f)	120,000		123,600
Dresser, Inc. 9.375% 4/15/11	525,000		515,813
Dunlop Standard Aerospace Holdings PLC yankee 11.875% 5/15/09	950,000		950,000
Navistar International Corp. 9.375% 6/1/06	370,000		373,700
NMHG Holding Co. 10% 5/15/09	150,000		159,000
Terex Corp.:
Series D, 8.875% 4/1/08	100,000		98,250
8.875% 4/1/08	320,000		316,800
TriMas Corp.:
9.875% 6/15/12 (f)	190,000		191,900
9.875% 6/15/12	230,000		232,300
			3,149,263
Road & Rail - 0.0%
TFM SA de CV:
12.5% 6/15/12	110,000		105,050
yankee 10.25% 6/15/07	40,000		35,700
			140,750
TOTAL INDUSTRIALS			9,524,265
INFORMATION TECHNOLOGY - 0.6%
Communications Equipment - 0.1%
Lucent Technologies, Inc.:
5.5% 11/15/08	90,000		64,800
6.5% 1/15/28	65,000		41,275
Corporate Bonds - continued
	Principal Amount		Value (Note 1)
Nonconvertible Bonds - continued
INFORMATION TECHNOLOGY - continued
Communications Equipment - continued
Lucent Technologies, Inc.: - continued
7.25% 7/15/06	$ 95,000		$ 83,600
Motorola, Inc. 8% 11/1/11	370,000		405,150
Nortel Networks Corp. yankee 6.125% 2/15/06	5,000		4,550
			599,375
Computers & Peripherals - 0.2%
NCR Corp. 7.125% 6/15/09 (f)	895,000		942,644
Seagate Technology HDD Holdings 8% 5/15/09	295,000		309,013
			1,251,657
Electronic Equipment & Instruments - 0.2%
Avnet, Inc. 9.75% 2/15/08	210,000		216,300
ChipPAC International Ltd. 12.75% 8/1/09	175,000		192,500
Flextronics International Ltd. yankee 8.75% 10/15/07	370,000		386,650
Ingram Micro, Inc. 9.875% 8/15/08	295,000		312,700
PerkinElmer, Inc. 8.875% 1/15/13 (f)	310,000		327,825
Solectron Corp. 7.375% 3/1/06	585,000		574,763
			2,010,738
IT Consulting & Services - 0.0%
Unisys Corp. 8.125% 6/1/06	135,000		143,944
Office Electronics - 0.1%
Xerox Corp.:
7.15% 8/1/04	390,000		388,050
7.2% 4/1/16	245,000		219,275
			607,325
Semiconductor Equipment & Products - 0.0%
AMI Semiconductor, Inc. 10.75% 2/1/13 (f)	140,000		146,300
TOTAL INFORMATION TECHNOLOGY			4,759,339
MATERIALS - 1.6%
Chemicals - 0.2%
Berry Plastics Corp. 10.75% 7/15/12	410,000		429,475
Georgia Gulf Corp. 10.375% 11/1/07	105,000		111,825
Huntsman International LLC 9.875% 3/1/09	200,000		210,000
Methanex Corp. yankee 7.75% 8/15/05	425,000		437,750
PolyOne Corp. 8.875% 5/1/12	225,000		189,000
			1,378,050
Corporate Bonds - continued
	Principal Amount		Value (Note 1)
Nonconvertible Bonds - continued
MATERIALS - continued
Containers & Packaging - 0.5%
Anchor Glass Container Corp. 11% 2/15/13 (f)	$ 305,000		$ 318,725
BWAY Corp. 10% 10/15/10 (f)	80,000		84,200
Crown Cork & Seal, Inc.:
7.375% 12/15/26	170,000		114,750
8% 4/15/23	250,000		173,750
Crown European Holdings SA:
9.5% 3/1/11 (f)	150,000		150,000
10.875% 3/1/13 (f)	150,000		151,875
Graphic Packaging Corp. 8.625% 2/15/12	70,000		72,800
Jefferson Smurfit Corp. U.S. 8.25% 10/1/12	250,000		263,750
Owens-Brockway Glass Container, Inc.:
8.75% 11/15/12 (f)	375,000		384,375
8.875% 2/15/09	185,000		189,625
Owens-Illinois, Inc.:
7.15% 5/15/05	300,000		299,250
7.35% 5/15/08	135,000		128,250
7.5% 5/15/10	235,000		216,788
7.8% 5/15/18	515,000		427,450
7.85% 5/15/04	195,000		195,975
8.1% 5/15/07	270,000		261,900
Silgan Holdings, Inc. 9% 6/1/09	180,000		186,300
			3,619,763
Metals & Mining - 0.5%
Corporacion Nacional del Cobre (Codelco) 6.375% 11/30/12 (f)	260,000		274,454
Falconbridge Ltd. yankee 7.35% 6/5/12	880,000		942,066
Freeport-McMoRan Copper & Gold, Inc. 7.5% 11/15/06	705,000		712,050
Luscar Coal Ltd. 9.75% 10/15/11	110,000		122,100
P&L Coal Holdings Corp. 9.625% 5/15/08	580,000		609,725
Peabody Energy Corp. 6.875% 3/15/13 (f)	310,000		314,650
Phelps Dodge Corp.:
8.75% 6/1/11	385,000		415,800
9.5% 6/1/31	105,000		112,350
Steel Dynamics, Inc. 9.5% 3/15/09	220,000		224,400
			3,727,595
Paper & Forest Products - 0.4%
Boise Cascade Corp. 7.68% 3/29/06	830,000		877,869
Corporate Bonds - continued
	Principal Amount		Value (Note 1)
Nonconvertible Bonds - continued
MATERIALS - continued
Paper & Forest Products - continued
Domtar, Inc. yankee 7.875% 10/15/11	$ 300,000		$ 354,052
Georgia-Pacific Corp.:
7.375% 12/1/25	80,000		61,200
7.5% 5/15/06	410,000		389,500
8.125% 5/15/11	330,000		307,313
8.875% 5/15/31	425,000		361,250
9.625% 3/15/22	80,000		69,600
Louisiana-Pacific Corp. 10.875% 11/15/08	80,000		88,000
Millar Western Forest Products Ltd. yankee 9.875% 5/15/08	330,000		336,600
Stone Container Corp. 9.75% 2/1/11	255,000		277,950
			3,123,334
TOTAL MATERIALS			11,848,742
TELECOMMUNICATION SERVICES - 1.7%
Diversified Telecommunication Services - 1.1%
AT&T Broadband Corp. 8.375% 3/15/13	400,000		473,922
AT&T Corp.:
7% 11/15/06	160,000		171,050
7.8% 11/15/11	360,000		387,444
Citizens Communications Co.:
8.5% 5/15/06	785,000		887,713
9.25% 5/15/11	285,000		357,959
France Telecom SA:
8.7% 3/1/06	350,000		397,433
9.25% 3/1/11	400,000		480,812
10% 3/1/31	440,000		573,039
Qwest Corp. 8.875% 3/15/12 (f)	595,000		633,675
Rogers Cantel, Inc. yankee:
8.8% 10/1/07	245,000		240,100
9.375% 6/1/08	115,000		117,875
Telefonica Europe BV 7.75% 9/15/10	500,000		588,954
Telefonos de Mexico SA de CV 8.25% 1/26/06	480,000		535,824
TELUS Corp. yankee 8% 6/1/11	1,000,000		1,060,000
Triton PCS, Inc.:
0% 5/1/08 (d)	50,000		44,500
8.75% 11/15/11	280,000		232,400
9.375% 2/1/11	640,000		544,000
Corporate Bonds - continued
	Principal Amount		Value (Note 1)
Nonconvertible Bonds - continued
TELECOMMUNICATION SERVICES - continued
Diversified Telecommunication Services - continued
U.S. West Communications:
5.65% 11/1/04	$ 85,000		$ 82,450
7.2% 11/1/04	620,000		616,900
			8,426,050
Wireless Telecommunication Services - 0.6%
American Tower Corp. 9.375% 2/1/09	220,000		198,000
AT&T Wireless Services, Inc. 8.75% 3/1/31	540,000		619,251
Crown Castle International Corp.:
9.375% 8/1/11	480,000		434,400
10.75% 8/1/11	205,000		197,825
Nextel Communications, Inc.:
9.375% 11/15/09	165,000		173,250
9.5% 2/1/11	145,000		152,975
9.75% 10/31/07	675,000		695,250
9.95% 2/15/08	515,000		535,600
Nextel Partners, Inc. 0% 2/1/09 (d)	465,000		427,800
Rogers Wireless, Inc. 9.625% 5/1/11	660,000		693,000
VoiceStream Wireless Corp.:
0% 11/15/09 (d)	419,000		393,860
10.375% 11/15/09	217,000		238,700
			4,759,911
TOTAL TELECOMMUNICATION SERVICES			13,185,961
UTILITIES - 3.0%
Electric Utilities - 1.7%
Allegheny Energy Supply Co. LLC:
Series A, 10.25% 11/15/07 (f)(g)	214,951		214,951
Series B, 10.25% 11/15/07 (f)(i)	20,049		20,249
7.8% 3/15/11	330,000		254,100
8.75% 4/15/12 (f)	310,000		235,600
Allegheny Energy, Inc. 7.75% 8/1/05	170,000		165,750
CMS Energy Corp.:
6.75% 1/15/04	325,000		308,750
7.5% 1/15/09	250,000		207,500
7.625% 11/15/04	60,000		54,900
8.9% 7/15/08	180,000		151,200
Corporate Bonds - continued
	Principal Amount		Value (Note 1)
Nonconvertible Bonds - continued
UTILITIES - continued
Electric Utilities - continued
CMS Energy Corp.: - continued
9.875% 10/15/07	$ 110,000		$ 100,650
Constellation Energy Group, Inc. 6.35% 4/1/07	660,000		720,806
Dominion Resources, Inc.:
2.8% 2/15/05	405,000		406,702
6.25% 6/30/12	270,000		291,741
Duke Capital Corp. 6.75% 2/15/32	395,000		334,331
Edison International 6.875% 9/15/04	105,000		104,213
FirstEnergy Corp. 6.45% 11/15/11	555,000		586,739
Illinois Power Co.:
7.5% 6/15/09	580,000		522,000
11.5% 12/15/10 (f)	470,000		495,850
MidAmerican Energy Holdings, Inc.:
4.625% 10/1/07	315,000		320,242
5.875% 10/1/12	345,000		357,815
Midland Funding Corp. II 11.75% 7/23/05	195,000		204,750
Monongahela Power Co. 5% 10/1/06	375,000		363,750
Nevada Power Co. 10.875% 10/15/09 (f)	250,000		258,750
Pacific Gas & Electric Co.:
6.25% 8/1/03	185,000		182,225
6.25% 3/1/04	375,000		369,375
8.25% 11/1/22	340,000		329,800
9.625% 11/1/05 (f)	410,000		414,100
PSI Energy, Inc. 6.65% 6/15/06	870,000		943,338
Public Service Co. of Colorado 7.875% 10/1/12 (f)	455,000		557,982
Reliant Energy Resources Corp.:
7.75% 2/15/11	70,000		71,400
8.125% 7/15/05	115,000		115,000
Southern California Edison Co.:
6.25% 6/15/03	25,000		25,000
8% 2/15/07 (f)	825,000		882,750
Southern Power Co. 6.25% 7/15/12	535,000		585,799
Southwestern Public Service Co. 5.125% 11/1/06	400,000		417,683
TECO Energy, Inc.:
7% 5/1/12	885,000		769,950
10.5% 12/1/07	440,000		455,400
TXU Corp. 6.375% 6/15/06	285,000		293,550
			13,094,691
Corporate Bonds - continued
	Principal Amount		Value (Note 1)
Nonconvertible Bonds - continued
UTILITIES - continued
Gas Utilities - 0.6%
ANR Pipeline, Inc.:
8.875% 3/15/10 (f)	$ 100,000		$ 105,000
9.625% 11/1/21	140,000		150,500
CMS Panhandle Holding Co. 6.125% 3/15/04	245,000		245,000
Columbia Energy Group 6.8% 11/28/05	190,000		208,174
El Paso Energy Corp.:
6.75% 5/15/09	105,000		84,525
6.95% 12/15/07	295,000		247,800
7.375% 12/15/12	15,000		11,475
7.75% 1/15/32	135,000		96,525
8.05% 10/15/30	330,000		239,250
Noram Energy Corp. 6.5% 2/1/08	53,000		52,470
Ras Laffan Liquid Natural Gas Co. Ltd. yankee 8.294% 3/15/14 (f)	610,000		648,979
Sonat, Inc.:
6.625% 2/1/08	250,000		194,375
6.75% 10/1/07	140,000		113,050
6.875% 6/1/05	450,000		402,750
Southern Natural Gas Co.:
7.35% 2/15/31	40,000		36,800
8% 3/1/32	135,000		129,020
8.875% 3/15/10 (f)	120,000		126,300
Tennessee Gas Pipeline Co.:
6% 12/15/11	120,000		105,600
7% 10/15/28	365,000		302,950
7.625% 4/1/37	965,000		829,900
Transcontinental Gas Pipe Line Corp.:
6.125% 1/15/05	140,000		137,200
8.875% 7/15/12	170,000		180,625
Williams Holdings of Delaware, Inc.:
6.25% 2/1/06	25,000		22,500
6.5% 12/1/08	205,000		171,175
			4,841,943
Multi-Utilities & Unregulated Power - 0.7%
AES Corp.:
8.875% 2/15/11	430,000		352,600
9.375% 9/15/10	175,000		147,000
9.5% 6/1/09	300,000		255,000
Corporate Bonds - continued
	Principal Amount		Value (Note 1)
Nonconvertible Bonds - continued
UTILITIES - continued
Multi-Utilities & Unregulated Power - continued
AES Corp.: - continued
10% 7/15/05 (f)	$ 130,000		$ 132,600
El Paso Corp.:
7% 5/15/11	260,000		205,400
7.875% 6/15/12 (f)	90,000		73,800
Western Resources, Inc.:
6.875% 8/1/04	115,000		115,575
9.75% 5/1/07	495,000		524,700
Williams Companies, Inc.:
6.5% 8/1/06	620,000		562,650
6.75% 1/15/06	130,000		117,650
7.125% 9/1/11	1,760,000		1,513,600
7.5% 1/15/31	770,000		596,750
7.625% 7/15/19	125,000		98,750
7.75% 6/15/31	70,000		54,950
7.875% 9/1/21	445,000		354,888
8.75% 3/15/32 (f)	70,000		58,800
9.25% 3/15/04	195,000		191,588
			5,356,301
TOTAL UTILITIES			23,292,935
TOTAL NONCONVERTIBLE BONDS			152,283,026
TOTAL CORPORATE BONDS (Cost $146,627,260)		153,753,589
U.S. Government and Government Agency Obligations - 5.8%

U.S. Government Agency Obligations - 4.0%
Fannie Mae:
3.125% 8/15/05	6,500,000		6,537,791
3.25% 11/15/07	2,955,000		2,998,953
4.375% 3/15/13	450,000		448,031
5.25% 6/15/06	2,765,000		3,015,559
6.25% 2/1/11	4,650,000		5,226,275
6.25% 7/19/11	200,000		210,429
U.S. Government and Government Agency Obligations - continued
	Principal Amount		Value (Note 1)
U.S. Government Agency Obligations - continued
Freddie Mac:
5.5% 7/15/06 (g)	$ 4,120,000		$ 4,527,765
5.875% 3/21/11	3,360,000		3,706,040
Government Loan Trusts (assets of Trust guaranteed by U.S. Government through Agency for International Development) Series 1-B, 8.5% 4/1/06	2,441,656		2,701,302
Private Export Funding Corp. secured 6.86% 4/30/04	204,750		216,468
U.S. Department of Housing and Urban Development Government guaranteed participation certificates Series 1996-A, 7.63% 8/1/14	1,000,000		1,114,048
TOTAL U.S. GOVERNMENT AGENCY OBLIGATIONS			30,702,661
U.S. Treasury Inflation Protected Obligations - 0.0%
U.S. Treasury Inflation-Indexed Bonds 3.625% 4/15/28	450,000		594,076
U.S. Treasury Obligations - 1.8%
U.S. Treasury Bills, yield at date of purchase 1.15% 5/1/03	300,000		299,721
U.S. Treasury Bonds 7.875% 2/15/21	6,800,000		9,339,909
U.S. Treasury Notes:
3% 2/15/08	450,000		455,274
3.875% 2/15/13	500,000		502,090
4.375% 5/15/07	2,875,000		3,087,143
TOTAL U.S. TREASURY OBLIGATIONS			13,684,137
TOTAL U.S. GOVERNMENT AND GOVERNMENT AGENCY OBLIGATIONS (Cost $44,422,195)		44,980,874
U.S. Government Agency - Mortgage Securities - 12.2%

Fannie Mae - 10.8%
4.5% 6/1/18 to 6/17/18 (g)	16,000,000		16,105,000
5% 4/1/18 (g)	10,300,940		10,574,559
5.5% 4/1/18 to 4/1/33 (g)(h)	20,740,000		21,319,620
5.5% 1/1/32	780,996		798,524
6% 4/1/09 to 12/1/24	4,297,461		4,496,248
6% 4/1/33 (g)	141,161		146,278
6.5% 9/1/25 to 11/1/28	7,783,392		8,138,524
6.5% 4/1/33 (g)	10,366,759		10,810,586
7% 12/1/25 to 7/1/29	6,247,748		6,604,763
U.S. Government Agency - Mortgage Securities - continued
	Principal Amount		Value (Note 1)
Fannie Mae - continued
7.5% 10/1/09 to 11/1/31	$ 3,563,460		$ 3,801,812
11.5% 11/1/15	95,806		110,462
TOTAL FANNIE MAE			82,906,376
Freddie Mac - 0.1%
7.5% 8/1/28 to 8/1/31	480,796		513,304
8.5% 3/1/22 to 5/1/22	8,160		8,896
12% 11/1/19	37,118		43,355
TOTAL FREDDIE MAC			565,555
Government National Mortgage Association - 1.3%
6.5% 11/15/08 to 8/15/27	5,236,995		5,545,888
6.5% 4/1/33 (g)	140,319		147,335
7% 3/15/28 to 4/15/32	1,643,175		1,746,578
7.5% 5/15/22 to 8/15/28	1,427,219		1,533,718
8.5% 8/15/29 to 12/15/30	1,002,695		1,090,982
TOTAL GOVERNMENT NATIONAL MORTGAGE ASSOCIATION			10,064,501
TOTAL U.S. GOVERNMENT AGENCY - MORTGAGE SECURITIES (Cost $91,139,926)		93,536,432
Asset-Backed Securities - 2.4%

Ameriquest Mortgage Securities, Inc. 2.1288% 3/1/33 (i)	330,000		333,094
Amortizing Residential Collateral Trust:
1.655% 8/25/32 (i)	1,768,479		1,764,723
2.105% 10/25/32 (i)	1,790,000		1,772,711
7% 6/25/32	129,924		128,703
Asset Backed Securities Corp. Home Equity Loan Trust:
1.68% 4/15/33 (g)(i)	705,000		704,631
2.2% 4/15/33 (g)(i)	390,000		390,000
Associates Automobile Receivables Trust 7.83% 8/15/07	640,000		682,189
Capital One Master Trust:
4.55% 2/15/08	1,800,000		1,860,755
4.9% 3/15/10	510,000		535,181
Capital One Multi-Asset Execution Trust 1.96% 7/15/08 (i)	690,000		684,825
Asset-Backed Securities - continued
	Principal Amount		Value (Note 1)
CDC Mortgage Capital, Inc. Nim Trust 10% 1/25/33 (f)	$ 358,380		$ 358,380
CIT Marine Trust 5.8% 4/15/10	119,138		119,528
Citibank Credit Card Master Trust I 5.75% 2/15/06	685,000		710,231
Countrywide Home Loans, Inc. 1.735% 5/25/33 (i)	1,082,835		1,082,832
CS First Boston Mortgage Securities Corp. Nims Trust
8% 8/27/32 (f)	733,291		716,753
Ford Credit Auto Owner Trust 5.71% 9/15/05	405,000		422,934
GSAMP Nim Trust 8.25% 10/20/32 (f)	241,851		240,642
Home Equity Asset Trust Nims Trust 8% 3/27/33 (f)	424,678		417,246
Household Private Label Credit Card Master Note Trust I:
2.53% 9/15/09 (i)	400,000		400,381
5.5% 1/18/11	550,000		590,863
Long Beach Asset Holdings Corp. Nim Trust 9.05% 5/25/32 (f)	310,190		303,211
MBNA Credit Card Master Note Trust:
1.64% 1/15/09 (i)	500,000		500,285
1.655% 10/15/08 (i)	500,000		499,878
1.66% 10/15/09 (i)	500,000		497,598
Morgan Stanley Dean Witter Capital I Trust:
9.5% 9/25/32 (f)	362,874		362,874
10% 1/25/32 (f)	129,558		129,558
10% 2/25/32 (f)	84,482		84,482
10% 4/25/32 (f)	97,064		97,064
10% 5/25/32 (f)	88,518		88,518
New Century Home Equity Loan Trust 1.755% 1/25/33 (i)	680,000		680,408
Railcar Trust 7.75% 6/1/04	8,868		9,228
Residential Asset Mortgage Products, Inc. 3.6% 12/1/32 (g)	550,000		545,609
Sears Credit Account Master Trust II 7.5% 11/15/07	750,000		774,375
TOTAL ASSET-BACKED SECURITIES (Cost $18,339,475)		18,489,690
Collateralized Mortgage Obligations - 0.6%

U.S. Government Agency - 0.6%
Fannie Mae REMIC planned amortization class:
Series 1999-54 Class PH, 6.5% 11/18/29	900,000		964,632
Series 1999-57 Class PH, 6.5% 12/25/29	800,000		849,966
Collateralized Mortgage Obligations - continued
	Principal Amount		Value (Note 1)
U.S. Government Agency - continued
Fannie Mae guaranteed REMIC planned amortization class Series 2002-64 Class PC, 5.5% 12/25/26	$ 450,000		$ 472,613
Freddie Mac Multi-class participation certificates guaranteed REMIC planned amortization class Series 2444 Class PF, 6.5% 8/15/27	2,400,000		2,503,704
TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS (Cost $4,519,402)		4,790,915
Commercial Mortgage Securities - 3.1%

Asset Securitization Corp.:
sequential pay Series 1995-MD4 Class A1, 7.1% 8/13/29	1,757,064		1,932,091
Series 1997-D5 Class PS1, 1.6984% 2/14/43 (i)(j)	6,856,140		481,269
CBM Funding Corp. sequential pay Series 1996-1:
Class A3PI, 7.08% 11/1/07	761,145		828,076
Class B, 7.48% 2/1/08	680,000		767,519
COMM floater:
Series 2001-FL5A Class A2, 1.83% 11/15/13 (f)(i)	355,000		355,325
Series 2002-FL7 Class A2, 1.63% 11/15/14 (f)(i)	400,000		399,898
Crest Dartmouth Street 2003 1 Ltd./Crest Dartmouth Street 2003 1 Corp. Series 2003-1A Class C, 6.667% 6/28/38 (g)	415,000		415,000
CS First Boston Mortgage Securities Corp.:
floater Series 2001-TFLA Class B, 2.18% 12/15/11 (f)(i)	775,000		772,931
Series 1997-C2 Class D, 7.27% 1/17/35	1,050,000		1,152,211
Series 1998-C1 Class D, 7.17% 5/17/40	205,000		218,185
Deutsche Mortgage & Asset Receiving Corp. sequential pay Series 1998-C1 Class D, 7.231% 6/15/31	1,320,000		1,358,363
DLJ Commercial Mortgage Corp. sequential pay:
Series 1998-CG1 Class A1B, 6.41% 6/10/31	400,000		448,033
Series 1999-CG2:
Class A1A, 6.88% 6/10/32	1,143,431		1,260,242
Class A1B, 7.3% 6/10/32	220,000		257,521
Equitable Life Assurance Society of the United States Series 174:
Class B1, 7.33% 5/15/06 (f)	1,000,000		1,123,328
Class C1, 7.52% 5/15/06 (f)	700,000		788,881
First Union National Bank-Chase Manhattan Bank Commercial Mortgage Trust Series 1999-C2 Class C 6.944% 6/15/31	400,000		455,807
Commercial Mortgage Securities - continued
	Principal Amount		Value (Note 1)
Ginnie Mae guaranteed Multi-family pass thru securities sequential pay Series 2002-26 Class C, 6.0213% 2/16/24 (i)	$ 550,000		$ 603,281
GMPT Commercial Mortgage Backed Securities floater Series 1999-C1A Class A, 1.68% 8/15/09 (f)(i)	280,000		279,677
Greenwich Capital Commercial Funding Corp. Series 2002-C1 Class SWDB 5.855% 11/11/19 (f)	505,000		519,203
GS Mortgage Securities Corp. II:
sequential pay Series 1998-GLII Class A2, 6.562% 4/13/31	100,000		111,133
Series 1998-GLII Class E, 6.9711% 4/13/31 (i)	350,000		336,328
J.P. Morgan Commercial Mortgage Finance Corp. sequential pay:
Series 1998-C6 Class A3, 6.613% 1/15/30	1,100,000		1,238,654
Series 1999-C7 Class A2, 6.507% 10/15/35	310,000		348,888
LB Commercial Conduit Mortgage Trust Series 1998-C1 Class B, 6.59% 2/18/30	300,000		333,191
LB-UBS Commercial Mortgage Trust sequential pay Series 2001-C3 Class A1, 6.058% 6/15/20	1,598,802		1,733,815
Leafs CMBS I Ltd./Leafs CMBS I Corp. Series 2002-1A Class C, 4.13% 11/20/37 (f)	600,000		539,813
LTC Commercial Mortgage pass thru certificates sequential pay Series 1998-1 Class A, 6.029% 5/28/30 (f)	599,112		603,605
Morgan Stanley Capital I, Inc. sequential pay Series 1999-WF1 Class A2, 6.21% 11/15/31	150,000		167,641
Morgan Stanley Dean Witter Capital I Trust Series 2003-HQ2 Class X2, 1.7545% 3/12/35 (f)(i)(j)	3,620,000		278,338
Salomon Brothers Mortgage Securities VII, Inc. Series 2000-C3 Class A2, 6.592% 12/18/33	435,000		492,088
Structured Asset Securities Corp. Series 1996-CFL Class E, 7.75% 2/25/28	96,352		96,974
Thirteen Affiliates of General Growth Properties, Inc.:
sequential pay Series 1 Class A2, 6.602% 11/15/07 (f)	1,150,000		1,277,578
Series 1:
Class D2, 6.992% 11/15/07 (f)	1,100,000		1,201,750
Class E2, 7.224% 11/15/07 (f)	660,000		712,181
Trizechahn Office Properties Trust 7.253% 3/15/13 (f)	245,000		257,132
TOTAL COMMERCIAL MORTGAGE SECURITIES (Cost $22,916,075)		24,145,950
Foreign Government and Government Agency Obligations - 0.5%
	Principal Amount		Value (Note 1)
Chilean Republic:
5.5% 1/15/13	$ 570,000		$ 573,648
5.625% 7/23/07	520,000		552,500
6.875% 4/28/09	300,000		335,340
7.125% 1/11/12	595,000		669,747
United Mexican States:
6.375% 1/16/13	730,000		730,000
8% 9/24/22	800,000		837,200
TOTAL FOREIGN GOVERNMENT AND GOVERNMENT AGENCY OBLIGATIONS (Cost $3,483,660)		3,698,435
Supranational Obligations - 0.1%

Corporacion Andina de Fomento 6.875% 3/15/12 (Cost $415,509)	420,000		433,125

Money Market Funds - 41.4%
	Shares
Fidelity Cash Central Fund, 1.37% (b)	175,915,667		175,915,667
Fidelity Money Market Central Fund, 1.38% (b)	140,550,134		140,550,134
Fidelity Securities Lending Cash Central Fund, 1.33% (b)	1,779,000		1,779,000
TOTAL MONEY MARKET FUNDS (Cost $318,244,801)		318,244,801
Cash Equivalents - 2.5%
	Maturity Amount		Value (Note 1)
Investments in repurchase agreements (Collateralized by U.S. Treasury Obligations, in a joint trading account at 1.31%, dated 3/31/03 due 4/1/03) (Cost $18,959,000)	$ 18,959,690		$ 18,959,000
TOTAL INVESTMENT PORTFOLIO - 108.3% (Cost $818,712,140)			832,166,357
NET OTHER ASSETS - (8.3)%			(63,819,585)
NET ASSETS - 100%		$ 768,346,772

Swap Agreements
	Expiration Date	Notional Amount	Unrealized Appreciation/ (Depreciation)
Interest Rate Swap
Receive quarterly a fixed rate equal to 2.40775% and pay quarterly a floating rate based on 3-month LIBOR with JPMorgan Chase, Inc.	July 2006	$ 3,000,000	$ (4,967)

Legend

(a) Non-income producing

(b) The rate quoted is the annualized seven-day yield of the fund at period end. A complete listing of the fund's holdings as of its most recent fiscal year end is available upon request.

(d) Debt obligation initially issued in zero coupon form which converts to coupon form at a specified rate and date. The rate shown is the rate at period end.

(e) Debt obligation initially issued at one coupon which converts to a higher coupon at a specified date. The rate shown is the rate at period end.

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

(h) Security or a portion of the security is subject to a forward commitment to sell.

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

(j) Security represents right to receive monthly interest payments on an underlying pool of mortgages. Principal shown is the par amount of the mortgage pool.

Other Information

Purchases and sales of securities, other than short-term securities, aggregated $788,231,559 and $904,784,617, respectively, of which long-term U.S. government and government agency obligations aggregated $445,454,490 and $497,291,199, respectively.

Income Tax Information

At September 30, 2002, the fund had a capital loss carryforward of approximately $55,334,000 of which $7,669,000 and $47,665,000 will expire on September 30, 2009 and 2010, respectively.

The fund intends to elect to defer to its fiscal year ending September 30, 2003, approximately $8,627,000 of losses recognized during the period November 1, 2001 to September 30, 2002.

Semiannual Report

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

Financial Statements

Statement of Assets and Liabilities

		March 31, 2003 (Unaudited)

Assets
Investment in securities, at value (including securities loaned of $1,646,942 and repurchase agreements of $18,959,000) (cost $818,712,140) - See accompanying schedule		$ 832,166,357
Commitment to sell securities on a delayed delivery basis	$ (4,541,781)
Receivable for securities sold on a delayed delivery basis	4,557,773	15,992
Cash		635,780
Receivable for investments sold		8,904,757
Receivable for fund shares sold		1,625,994
Dividends receivable		75,585
Interest receivable		4,496,304
Other receivables		919
Total assets		847,921,688

Liabilities
Payable for investments purchased Regular delivery	$ 6,831,516
Delayed delivery	65,578,647
Payable for fund shares redeemed	5,008,833
Unrealized loss on swap agreements	4,967
Accrued management fee	275,375
Other payables and accrued expenses	96,578
Collateral on securities loaned, at value	1,779,000
Total liabilities		79,574,916

Net Assets		$ 768,346,772
Net Assets consist of:
Paid in capital		$ 837,179,728
Undistributed net investment income		3,646,031
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions		(85,944,250)
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies		13,465,263
Net Assets, for 69,956,195 shares outstanding		$ 768,346,772
Net Asset Value, offering price and redemption price per share ($768,346,772 ÷ 69,956,195 shares)		$ 10.98

Semiannual Report

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

Financial Statements - continued

Statement of Operations

		Six months ended March 31, 2003 (Unaudited)

Investment Income
Dividends		$ 1,076,667
Interest		14,855,498
Security lending		1,431
Total income		15,933,596

Expenses
Management fee	$ 1,758,755
Transfer agent fees	654,438
Accounting and security lending fees	103,957
Non-interested trustees' compensation	1,628
Custodian fees and expenses	28,690
Registration fees	16,920
Audit	23,061
Legal	2,139
Miscellaneous	4,715
Total expenses before reductions	2,594,303
Expense reductions	(146,659)	2,447,644
Net investment income (loss)		13,485,952
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities	(24,541,496)
Foreign currency transactions	1,269
Futures contracts	223,097
Total net realized gain (loss)		(24,317,130)
Change in net unrealized appreciation (depreciation) on: Investment securities	49,160,732
Assets and liabilities in foreign currencies	21
Futures contracts	4,120,311
Swap agreements	(4,967)
Delayed delivery commitments	15,992
Total change in net unrealized appreciation (depreciation)		53,292,089
Net gain (loss)		28,974,959
Net increase (decrease) in net assets resulting from operations		$ 42,460,911

Semiannual Report

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

Statement of Changes in Net Assets

	Six months ended March 31, 2003 (Unaudited)	Year ended September 30, 2002
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 13,485,952	$ 35,207,476
Net realized gain (loss)	(24,317,130)	3,132,666
Change in net unrealized appreciation (depreciation)	53,292,089	(45,229,399)
Net increase (decrease) in net assets resulting from operations	42,460,911	(6,889,257)
Distributions to shareholders from net investment income	(14,042,620)	(34,805,397)
Share transactions Net proceeds from sales of shares	129,535,951	223,469,769
Reinvestment of distributions	13,309,656	33,022,254
Cost of shares redeemed	(252,042,427)	(282,028,465)
Net increase (decrease) in net assets resulting from share transactions	(109,196,820)	(25,536,442)
Total increase (decrease) in net assets	(80,778,529)	(67,231,096)

Net Assets
Beginning of period	849,125,301	916,356,397
End of period (including undistributed net investment income of $3,646,031 and undistributed net investment income of $4,202,699, respectively)	$ 768,346,772	$ 849,125,301
Other Information Shares
Sold	11,902,668	20,084,529
Issued in reinvestment of distributions	1,230,681	2,968,552
Redeemed	(23,195,710)	(25,332,214)
Net increase (decrease)	(10,062,361)	(2,279,133)

Semiannual Report

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

Financial Highlights

	Six months ended March 31, 2003	Years ended September 30,
	(Unaudited)	2002	2001	2000	1999	1998
Selected Per-Share Data
Net asset value, beginning of period	$ 10.61	$ 11.13	$ 12.24	$ 12.15	$ 12.45	$ 12.36
Income from Investment Operations
Net investment income (loss)^D	.18	.43	.59	.65	.58	.57
Net realized and unrealized gain (loss)	.37	(.52)	(.87)	.30	.22	.39
Total from investment operations	.55	(.09)	(.28)	.95	.80	.96
Distributions from net investment income	(.18)	(.43)	(.61)	(.65)	(.57)	(.58)
Distributions from net realized gain	-	-	(.22)	(.21)	(.53)	(.29)
Total distributions	(.18)	(.43)	(.83)	(.86)	(1.10)	(.87)
Net asset value, end of period	$ 10.98	$ 10.61	$ 11.13	$ 12.24	$ 12.15	$ 12.45
Total Return^B,C	5.22%	(.92)%	(2.40)%	8.10%	6.65%	8.06%
Ratios to Average Net Assets^E
Expenses before expense reductions	.64%^A	.64%	.64%	.65%	.69%	.71%
Expenses net of voluntary waivers, if any	.64%^A	.64%	.64%	.65%	.69%	.71%
Expenses net of all reductions	.60%^A	.63%	.62%	.62%	.67%	.69%
Net investment income (loss)	3.30%^A	3.90%	5.10%	5.36%	4.72%	4.62%
Supplemental Data
Net assets, end of period (000 omitted)	$ 768,347	$ 849,125	$ 916,356	$ 818,427	$ 902,755	$ 776,116
Portfolio turnover rate	292%^A	164%	164%	140%	121%	156%

^A Annualized

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

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

^D Calculated based on average shares outstanding during the period.

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

Semiannual Report

Notes to Financial Statements

For the period ended March 31, 2003 (Unaudited)

1. Significant Accounting Policies.

Fidelity Asset Manager: Income (the fund) is a fund of Fidelity Charles Street Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. The following summarizes the significant accounting policies of the fund:

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

1. Significant Accounting Policies - continued

Foreign Currency - continued

Investment Transactions and Income. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income, which includes amortization of premium and accretion of discount on debt securities, as required, is accrued as earned. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain. Debt obligations may be placed on non-accrual status and related interest income may be reduced by ceasing current accruals and writing off interest receivables when the collection of all or a portion of interest has become doubtful based on consistently applied procedures, under the general supervision of the Board of Trustees. A debt obligation is removed from non-accrual status when the issuer resumes interest payments or when collectibility of interest is reasonably assured.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among the funds in the trust.

Semiannual Report

1. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

Unrealized appreciation	$ 23,968,104	\|
Unrealized depreciation	(11,553,904)
Net unrealized appreciation (depreciation)	$ 12,414,200
Cost for federal income tax purposes	$ 819,752,157

2. Operating Policies.

Delayed Delivery Transactions and When-Issued Securities. The fund may purchase or sell securities on a delayed delivery or when-issued basis. Payment and delivery may take place after the customary settlement period for that security. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. During the time a delayed delivery sell is outstanding, the contract is marked to market daily and equivalent deliverable securities are held for the transaction. The value of the securities purchased on a delayed delivery or when-issued basis are identified as such in the fund's Schedule of Investments. The fund may receive compensation for interest forgone in the purchase of a delayed delivery or when-issued security. With respect to purchase commitments, the fund identifies securities as segregated in its records with a value at least equal to the amount of the commitment. The payables and receivables associated with the purchases and sales of delayed delivery securities having the same coupon, settlement date and broker are offset. Delayed delivery or when-issued securities that have been purchased from and sold to different brokers are reflected as both payables and receivables in the fund's Statement of Assets and Liabilities under the caption "Delayed delivery". Losses may arise due to changes in the value of the underlying securities or if the counterparty does not perform under the contract, or if the issuer does not issue the securities due to political, economic, or other factors.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

2. Operating Policies - continued

Swap Agreements. The fund may invest in swaps for the purpose of managing its exposure to interest rate, credit or market risk.

Semiannual Report

2. Operating Policies - continued

Financing Transactions - continued

transaction, a fund will not be entitled to receive interest and principal payments on the securities sold but will invest the proceeds of the sale in other securities which may enhance the yield and total return. In addition, the difference between the sales price and the future purchase price is recorded as an adjustment to interest income. During the period between the purchase and subsequent sale in a reverse mortgage dollar roll transaction a fund is entitled to interest and principal payments on the securities purchased. The price differential between the purchase and sale is recorded as an adjustment to interest income. Losses may arise due to changes in the value of the securities or if the counterparty does not perform under the terms of the agreement. If the counterparty files for bankruptcy or becomes insolvent, the fund's right to repurchase or sell securities may be limited.

3. Purchases and Sales of Investments.

Information regarding purchases and sales of securities is included under the caption "Other Information" at the end of the fund's Schedule of Investments.

4. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the fund with investment management related services for which the fund pays a monthly management fee.

The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the fund's average net assets and a group fee rate that averaged .13% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annualized management fee rate was .43% of the fund's average net assets.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

4. Fees and Other Transactions with Affiliates - continued

5. Committed Line of Credit.

6. Security Lending.

Semiannual Report

7. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the fund provided services to the fund in addition to trade execution. These services included payments of certain expenses on behalf of the fund totaling $136,382 for the period. In addition, through arrangements with the fund's custodian and transfer agent, credits realized as a result of uninvested cash balances were used to reduce the fund's expenses. During the period, these credits reduced the fund's custody and transfer agent expenses by $956 and $9,321 respectively.

Semiannual Report

Managing Your Investments

By Phone

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Press

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By PC

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

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Semiannual Report

To Write Fidelity

We'll give your correspondence immediate attention and send you written confirmation upon completion of your request.

(letter_graphic)Making Changes
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(such as changing name, address, bank, etc.)

Fidelity Investments
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General Correspondence

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

(letter_graphic)For Retirement
Accounts

Buying shares

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

Selling shares

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Fidelity Investments
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Hebron, KY 41048-9397

General Correspondence

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

Semiannual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Investments Money
Management, Inc.

Fidelity Management & Research

(U.K.) Inc.

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(Far East) Inc.

Fidelity Investments Japan Limited

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Shareholder
Servicing Agent

Fidelity Service Company, Inc.

Boston, MA

Custodian

JPMorgan Chase Bank

New York, NY

Fidelity's Asset Allocation Funds

Asset Manager^SM

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Asset Manager: Growth®

Asset Manager: Income®

Fidelity Freedom Funds® -
Income, 2000, 2010, 2020, 2030, 2040

The Fidelity Telephone Connection

Mutual Fund 24-Hour Service

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and Account Assistance 1-800-544-6666

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Asset Manager^SM

Semiannual Report

March 31, 2003

(2_fidelity_logos) (Registered_Trademark)

Chairman's Message	<Click Here>	Ned Johnson on investing strategies.
Performance	<Click Here>	How the fund has done over time.
Market Recap	<Click Here>	An overview of the market's performance and the factors driving it.
Fund Talk	<Click Here>	The manager's review of fund performance, strategy and outlook.
Investment Changes	<Click Here>	A summary of major shifts in the fund's investments over the past six months.
Investments	<Click Here>	A complete list of the fund's investments with their market values.
Financial Statements	<Click Here>	Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.
Notes	<Click Here>	Notes to the financial statements.
Independent Auditors' Report	<Click Here>	The auditors' opinion.

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

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

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

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

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

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

Best regards,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Semiannual Report

Performance: The Bottom Line

There are several ways to evaluate a fund's historical performance. You can look at cumulative total returns, average annual returns, or the growth of a hypothetical investment. Total return reflects the change in the value of an investment, assuming reinvestment of the fund's dividend income and capital gains (the profits earned upon the sale of securities that have grown in value). The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares.

Cumulative Total Returns

Periods ended March 31, 2003	Past 6 months	Past 1 year	Past 5 years	Past 10 years
Fidelity ® Asset Manager ^SM	6.06%	-9.68%	9.79%	108.58%
Fidelity Asset Manager Composite	4.01%	-8.54%	9.91%	105.46%
S&P 500®	5.02%	-24.76%	-17.47%	126.73%
LB Aggregate Bond	2.99%	11.69%	43.64%	100.93%
LB 3 Month T-Bill	0.73%	1.66%	23.50%	57.61%
Flexible Portfolio Funds Average	2.65%	-13.67%	-5.29%	82.42%

Cumulative total returns show the fund's performance in percentage terms over a set period - in this case, six months, one year, five years or 10 years. For example, if you had invested $1,000 in a fund that had a 5% return over the past year, the value of your investment would be $1,050. You can compare the fund's returns to the performance of the Fidelity Asset Manager Composite Index, a hypothetical combination of unmanaged indices. The composite index combines the total returns of the Standard & Poor's 500^SMIndex (S&P 500®), the Lehman Brothers® Aggregate Bond Index and the Lehman Brothers 3 Month Treasury Bill Index, weighted according to the fund's neutral mix. You can also compare the fund's performance to the performance of mutual funds tracked by Lipper Inc. and grouped by similar objectives. These benchmarks include reinvested dividends and capital gains, if any, and exclude the effect of sales charges.

Average Annual Total Returns

Periods ended March 31, 2003	Past 1 year	Past 5 years	Past 10 years
Fidelity Asset Manager	-9.68%	1.89%	7.63%
Fidelity Asset Manager Composite	-8.54%	1.91%	7.47%

Average annual total returns take the fund's cumulative return and show you

what would have happened if the fund had performed at a constant rate each year.

Semiannual Report

Performance - continued

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity® Asset Manager ^SM on March 31, 1993. The chart shows how the value of your investment would have grown, and also shows how the S&P 500 Index, Lehman Brothers Aggregate Bond Index and Fidelity Asset Manager Composite Index did over the same period.

Understanding Performance

Semiannual Report

Market Recap

Stocks: The pendulum of investor sentiment swung back in a positive direction for stocks during the past six months. For many investors who've watched the value of their portfolios shrink since the peak of the market in March of 2000, the sign of a pause - or possible reversal - in the market's multi-year decline was a welcome relief. Demand for stocks during the six-month period was highest in some of the worst-performing market sectors of recent years, namely technology and biotechnology. The sharp rally in these two sectors helped boost the NASDAQ Composite® Index to a gain of 14.72%. Other indexes also showed positive results. The blue-chips' benchmark, the Dow Jones Industrial Average^SM, gained 6.51%, while the Standard & Poor's 500^SM Index, a benchmark of 500 larger companies, rose 5.02%. Smaller-cap stocks fared worse, but still managed a gain as evidenced by the 1.39% return for the Russell 2000® Index. Stocks performed favorably despite a rather gloomy economic backdrop. Few industries showed signs of stronger demand for goods and services. Unemployment levels remained high. Corporate earnings growth was tepid at best, and the rate of corporate bankruptcies remained elevated compared to its historical average. Adding to the concerns of investors was the situation in Iraq, which led to an increase in market volatility through the end of the period.

Semiannual Report

Fund Talk: The Manager's Overview

An interview with Richard Habermann, Portfolio Manager of Fidelity Asset Manager

Q. How did the fund perform, Dick?

A. It did well both on an absolute and relative basis, returning 6.06% for the six months ending March 31, 2003, while the Fidelity Asset Manager Composite Index and the Lipper Inc. flexible portfolio funds average returned 4.01% and 2.65%, respectively. For the 12 months ending March 31, 2003, the fund fell 9.68%, while the composite index and Lipper average declined 8.54% and 13.67%, respectively.

Q. What was behind the fund's strong showing during the past six months?

A. While security selection was a positive overall, my asset allocation decisions had the most influence on performance. After staying close to a 50% neutral stance in equities for much of 2002, I shifted to a modest overweighting during the fourth quarter, feeling the stage was set for a rebound. This move proved wise as stocks rallied sharply from their October lows. We then benefited from becoming more cautious - largely due to valuation concerns - and trimming our equity positions to lock in profits before the market rolled back over in December. Being underweighted in equities also helped during the first quarter of 2003 as stocks sagged amid disappointing economic data and the uncertainty surrounding the war with Iraq. Our emphasis on high-yield securities - a strategy that hurt performance in previous periods - paid off versus the benchmarks this time. High-yield bonds outpaced stocks and investment-grade debt by wide margins due to their cheap valuations, declining default rates, and investors' increased appetite for risk and higher yields amid low interest rates. We added to our weighting when prices were attractive back in the fall, which gave us even more of a boost as the high-yield market rebounded strongly from historically low levels. Similarly, we had solid results from our investment-grade corporate bonds, but we scaled back on these holdings late in the period when the group's relative valuations became less attractive.(Portfolio Manager photograph)

Q. What drove the equity holdings?

Semiannual Report

Fund Talk: The Manager's Overview - continued

Q. What factors hurt performance?

A. Disappointing stock selection within health care detracted the most from results, led by our large stake in drug distributor Cardinal Health. Despite outperforming the market in 2002 due to solid fundamentals, Cardinal's shares dipped on concerns about an end to consolidation in the wholesale drug industry. Avoiding strong-performing biotechnology stocks such as Amgen also hurt, as did owning medical-device maker Baxter International, which faltered. Other negatives included utility holding company TXU, media stocks Clear Channel Communications and AOL Time Warner, and insurance giant American International Group. Finally, underweighting large-cap tech stocks offset good stock picking elsewhere in what was the period's top-performing sector.

Q. How did fixed-income do?

A. Quite well. The fund's high-yield holdings - managed by Matt Conti - led the way, trouncing the investment-grade benchmark by nearly 11 percentage points. Performance benefited not only from the high coupon income received during the period, but also from the capital appreciation on our investments. Despite his conservative approach, Matt enhanced returns versus the index through solid credit selection and by focusing on those sectors that had big recoveries - namely telecom, energy and utilities - while steering clear of lagging auto and airline issues. The investment-grade subportfolio - managed by Jeff Moore - also soundly beat its index. Robust demand, low inflation and a continued favorable interest rate backdrop - spurred by sluggish economic growth and weak corporate profits - resulted in strong absolute returns for our holdings. Against this backdrop, we benefited from focusing on the spread sectors, particularly corporate and mortgage securities, which did well as investors sought out higher-yielding alternatives to government bonds. Adding exposure early on to beaten-down BBB-rated corporates was key, as these bonds bounced back nicely. Owning high-quality asset-backed securities and commercial mortgage-backed securities in place of some AAA-rated corporates also boosted returns, as did our bias toward solid-performing low-coupon mortgages. Finally, the strategic cash portion of the fund - managed by John Todd - had fairly steady returns to help offset capital market volatility.

Q. What's your outlook?

Fund Facts

Goal: high total return with reduced risk over the long term by investing in stocks, bonds and short-term instruments

Fund number: 314

Trading symbol: FASMX

Start date: December 28, 1988

Size: as of March 31, 2003, more than $9.7 billion

Manager: Richard Habermann, since 1996; manager, Fidelity Asset Manager: Aggressive, since 1999; Fidelity Asset Manager: Income and Fidelity Asset Manager: Growth, since 1996; Fidelity Trend Fund, 1977- 1982; Fidelity Magellan Fund, 1972 -1977; joined Fidelity in 1968

Dick Habermann on managing volatility:

Semiannual Report

Investment Changes

Top Five Stocks as of March 31, 2003
	% of fund's net assets	% of fund's net assets 6 months ago
Cardinal Health, Inc.	3.5	3.9
Clear Channel Communications, Inc.	2.7	2.8
Fannie Mae	2.7	1.8
American International Group, Inc.	2.5	2.5
General Electric Co.	2.5	2.4
	13.9
Top Five Bond Issuers as of March 31, 2003
(with maturities greater than one year)	% of fund's net assets	% of fund's net assets 6 months ago
Fannie Mae	8.7	8.7
U.S. Treasury Obligations	2.8	3.6
Government National Mortgage Association	1.4	2.9
Freddie Mac	1.2	1.1
Williams Companies, Inc.	0.4	0.3
	14.5
Top Five Market Sectors as of March 31, 2003
	% of fund's net assets	% of fund's net assets 6 months ago
Financials	17.4	17.5
Health Care	10.2	10.6
Consumer Discretionary	10.0	10.9
Information Technology	5.7	5.5
Industrials	5.3	5.6

Asset Allocation (% of fund's net assets)
As of March 31, 2003*		As of September 30, 2002**
	Stock class 46.9%		Stock class and Equity Futures 50.1%
	Bond class 38.6%		Bond class 44.7%
	Short-term class 14.5%		Short-term class 5.2%

Semiannual Report

Investments March 31, 2003

Showing Percentage of Net Assets

Common Stocks - 47.3%
	Shares		Value (Note 1) (000s)
CONSUMER DISCRETIONARY - 6.0%
Hotels, Restaurants & Leisure - 0.2%
McDonald's Corp.	1,645,400		$ 23,792
Media - 3.8%
AOL Time Warner, Inc. (a)	9,223,850		100,171
Clear Channel Communications, Inc. (a)	7,793,791		264,365
			364,536
Multiline Retail - 0.2%
Target Corp.	658,400		19,265
Specialty Retail - 1.8%
Home Depot, Inc.	5,779,300		140,784
Limited Brands, Inc.	703,780		9,058
Lowe's Companies, Inc.	433,500		17,695
Office Depot, Inc. (a)	368,900		4,364
			171,901
Textiles Apparel & Luxury Goods - 0.0%
Arena Brands Holding Corp. Class B	130,444		2,511
TOTAL CONSUMER DISCRETIONARY			582,005
CONSUMER STAPLES - 3.3%
Beverages - 1.3%
PepsiCo, Inc.	1,883,470		75,339
The Coca-Cola Co.	1,306,250		52,877
			128,216
Food & Drug Retailing - 1.0%
CVS Corp.	3,078,100		73,413
Safeway, Inc. (a)	1,233,000		23,341
			96,754
Personal Products - 0.3%
Alberto-Culver Co. Class B	558,400		27,518
Tobacco - 0.7%
Altria Group, Inc.	2,409,900		72,201
TOTAL CONSUMER STAPLES			324,689
ENERGY - 4.1%
Energy Equipment & Services - 1.4%
BJ Services Co. (a)	118,200		4,065
Cooper Cameron Corp. (a)	129,000		6,387
Common Stocks - continued
	Shares		Value (Note 1) (000s)
ENERGY - continued
Energy Equipment & Services - continued
Diamond Offshore Drilling, Inc.	854,500		$ 16,586
ENSCO International, Inc.	720,300		18,375
GlobalSantaFe Corp.	1,323,486		27,330
Nabors Industries Ltd. (a)	376,800		15,023
Rowan Companies, Inc.	303,187		5,961
Schlumberger Ltd. (NY Shares)	516,800		19,644
Transocean, Inc.	1,095,400		22,401
			135,772
Oil & Gas - 2.7%
ChevronTexaco Corp.	1,037,900		67,100
ConocoPhillips	2,497,151		133,847
Exxon Mobil Corp.	1,649,400		57,647
			258,594
TOTAL ENERGY			394,366
FINANCIALS - 12.1%
Banks - 1.3%
Bank of America Corp.	310,100		20,727
Bank One Corp.	621,150		21,504
FleetBoston Financial Corp.	1,529,600		36,527
Synovus Financial Corp.	670,200		11,990
Wachovia Corp.	1,050,129		35,778
			126,526
Diversified Financials - 7.5%
Citigroup, Inc.	5,883,366		202,682
Fannie Mae	4,035,600		263,726
MBNA Corp.	414,500		6,238
Merrill Lynch & Co., Inc.	3,848,000		136,219
Morgan Stanley	3,112,800		119,376
			728,241
Insurance - 3.3%
Allmerica Financial Corp. (a)	757,300		10,625
Allstate Corp.	272,200		9,029
American International Group, Inc.	5,040,969		249,276
Hartford Financial Services Group, Inc.	1,390,580		49,074
Common Stocks - continued
	Shares		Value (Note 1) (000s)
FINANCIALS - continued
Insurance - continued
PartnerRe Ltd.	36,100		$ 1,814
Travelers Property Casualty Corp. Class B	475,851		6,714
			326,532
TOTAL FINANCIALS			1,181,299
HEALTH CARE - 9.6%
Health Care Equipment & Supplies - 0.5%
Baxter International, Inc.	2,437,300		45,431
Health Care Providers & Services - 3.6%
Cardinal Health, Inc.	6,102,180		347,629
HCA, Inc.	184,450		7,629
			355,258
Pharmaceuticals - 5.5%
Merck & Co., Inc.	3,805,120		208,444
Pfizer, Inc.	5,163,700		160,901
Recordati Spa	163,212		2,184
Schering-Plough Corp.	5,763,907		102,770
Wyeth	1,586,100		59,986
			534,285
TOTAL HEALTH CARE			934,974
INDUSTRIALS - 4.1%
Airlines - 0.0%
Southwest Airlines Co.	200,000		2,872
Commercial Services & Supplies - 0.5%
Aramark Corp. Class B (a)	235,300		5,388
ChoicePoint, Inc. (a)	363,456		12,321
First Data Corp.	954,400		35,322
			53,031
Industrial Conglomerates - 3.2%
General Electric Co.	9,580,200		244,295
Tyco International Ltd.	5,207,500		66,968
			311,263
Machinery - 0.3%
Ingersoll-Rand Co. Ltd. Class A	714,700		27,580
Common Stocks - continued
	Shares		Value (Note 1) (000s)
INDUSTRIALS - continued
Road & Rail - 0.1%
CSX Corp.	136,700		$ 3,899
Union Pacific Corp.	69,200		3,806
			7,705
TOTAL INDUSTRIALS			402,451
INFORMATION TECHNOLOGY - 4.8%
Communications Equipment - 0.6%
Cisco Systems, Inc. (a)	1,070,114		13,890
Comverse Technology, Inc. (a)	1,086,500		12,288
Motorola, Inc.	3,985,400		32,919
			59,097
Computers & Peripherals - 1.3%
Dell Computer Corp. (a)	1,554,100		42,442
EMC Corp. (a)	1,076,900		7,786
Hewlett-Packard Co.	2,786,900		43,336
Sun Microsystems, Inc. (a)	9,431,800		30,748
			124,312
Electronic Equipment & Instruments - 0.2%
Solectron Corp. (a)	3,109,900		9,392
Thermo Electron Corp. (a)	259,800		4,702
			14,094
Semiconductor Equipment & Products - 1.2%
Altera Corp. (a)	603,200		8,167
Analog Devices, Inc. (a)	666,000		18,315
Intel Corp.	1,361,100		22,159
KLA-Tencor Corp. (a)	378,800		13,615
LAM Research Corp. (a)	673,400		7,669
Linear Technology Corp.	315,050		9,726
Micron Technology, Inc. (a)	971,400		7,907
Novellus Systems, Inc. (a)	263,300		7,180
Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR (a)	1,043,020		7,134
United Microelectronics Corp. sponsored ADR (a)	1,938,325		5,834
Xilinx, Inc. (a)	353,200		8,268
			115,974
Software - 1.5%
Activision, Inc. (a)	361,000		5,216
Common Stocks - continued
	Shares		Value (Note 1) (000s)
INFORMATION TECHNOLOGY - continued
Software - continued
Adobe Systems, Inc.	183,100		$ 5,645
Microsoft Corp.	5,111,640		123,753
VERITAS Software Corp. (a)	752,266		13,225
			147,839
TOTAL INFORMATION TECHNOLOGY			461,316
MATERIALS - 0.5%
Chemicals - 0.1%
Dow Chemical Co.	347,600		9,597
Metals & Mining - 0.4%
Alcan, Inc.	359,000		10,065
Alcoa, Inc.	1,214,200		23,531
			33,596
Paper & Forest Products - 0.0%
Bowater, Inc.	99,000		3,678
TOTAL MATERIALS			46,871
TELECOMMUNICATION SERVICES - 2.2%
Diversified Telecommunication Services - 2.2%
Qwest Communications International, Inc. (a)	9,821,000		34,275
SBC Communications, Inc.	3,064,300		61,470
Verizon Communications, Inc.	3,373,200		119,243
			214,988
UTILITIES - 0.6%
Electric Utilities - 0.5%
FirstEnergy Corp.	1,350,300		42,534
Southern Co.	179,800		5,114
Wisconsin Energy Corp.	199,000		5,055
			52,703
Gas Utilities - 0.1%
NiSource, Inc.	243,700		4,435
TOTAL UTILITIES			57,138
TOTAL COMMON STOCKS (Cost $5,259,566)		4,600,097
Preferred Stocks - 0.1%
	Shares		Value (Note 1) (000s)
Convertible Preferred Stocks - 0.1%
FINANCIALS - 0.1%
Diversified Financials - 0.1%
AES Trust VII $3.00	341,600		$ 7,894
Nonconvertible Preferred Stocks - 0.0%
CONSUMER DISCRETIONARY - 0.0%
Media - 0.0%
CSC Holdings, Inc.:
Series H, $11.75	10,740		1,120
Series M, $11.125	2,175		225
			1,345
FINANCIALS - 0.0%
Insurance - 0.0%
American Annuity Group Capital Trust II $88.75 (a)	2,720		2,796
TOTAL NONCONVERTIBLE PREFERRED STOCKS			4,141
TOTAL PREFERRED STOCKS (Cost $8,943)		12,035

Corporate Bonds - 20.1%
	Principal Amount (000s)
Convertible Bonds - 1.0%
CONSUMER DISCRETIONARY - 0.2%
Media - 0.1%
Interpublic Group of Companies, Inc. 4.5% 3/15/23 (f)	$ 3,390		3,958
Liberty Media Corp. 3.25% 3/15/31	9,810		9,048
			13,006
Specialty Retail - 0.1%
Gap, Inc. 5.75% 3/15/09 (f)	4,359		5,347
TOTAL CONSUMER DISCRETIONARY			18,353
FINANCIALS - 0.1%
Diversified Financials - 0.1%
IOS Capital LLC 5% 5/1/07 (f)	4,955		4,594
Corporate Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Convertible Bonds - continued
HEALTH CARE - 0.2%
Biotechnology - 0.2%
Affymetrix, Inc. 4.75% 2/15/07	$ 26,520		$ 23,603
INFORMATION TECHNOLOGY - 0.3%
Communications Equipment - 0.2%
Brocade Communications Systems, Inc. 2% 1/1/07	7,260		5,579
CIENA Corp. 3.75% 2/1/08	10,760		8,070
			13,649
Semiconductor Equipment & Products - 0.1%
Micron Technology, Inc. 2.5% 2/1/10 (f)	1,214		1,191
Vitesse Semiconductor Corp. 4% 3/15/05	11,530		10,146
			11,337
TOTAL INFORMATION TECHNOLOGY			24,986
TELECOMMUNICATION SERVICES - 0.2%
Wireless Telecommunication Services - 0.2%
Nextel Communications, Inc. 5.25% 1/15/10	24,895		21,472
TOTAL CONVERTIBLE BONDS			93,008
Nonconvertible Bonds - 19.1%
CONSUMER DISCRETIONARY - 3.8%
Auto Components - 0.2%
DaimlerChrysler NA Holding Corp. 4.75% 1/15/08	6,000		6,084
Dana Corp.:
6.25% 3/1/04	2,300		2,289
6.5% 3/1/09	1,570		1,397
Dura Operating Corp. 8.625% 4/15/12	2,140		1,990
Intermet Corp. 9.75% 6/15/09	4,980		4,582
Navistar International Corp. 8% 2/1/08	2,155		1,940
			18,282
Hotels, Restaurants & Leisure - 0.9%
Alliance Gaming Corp. 10% 8/1/07	5,435		5,693
Bally Total Fitness Holding Corp. 9.875% 10/15/07	9,064		7,840
Chumash Casino & Resort Enterprise 9% 7/15/10 (f)	2,750		2,894
Circus Circus Enterprises, Inc. 6.45% 2/1/06	2,530		2,524
Coast Hotels & Casinos, Inc. 9.5% 4/1/09	2,490		2,652
Corporate Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Nonconvertible Bonds - continued
CONSUMER DISCRETIONARY - continued
Hotels, Restaurants & Leisure - continued
Courtyard by Marriott II LP/Courtyard II Finance Co. 10.75% 2/1/08	$ 2,555		$ 2,472
Friendly Ice Cream Corp. 10.5% 12/1/07	6,260		6,291
Herbst Gaming, Inc. 10.75% 9/1/08	4,280		4,580
HMH Properties, Inc. 7.875% 8/1/05	1,930		1,901
ITT Corp. 7.375% 11/15/15	4,205		3,869
Mohegan Tribal Gaming Authority:
8% 4/1/12	1,900		1,957
8.375% 7/1/11	785		811
8.75% 1/1/09	2,080		2,184
MTR Gaming Group, Inc. 9.75% 4/1/10 (f)	1,650		1,683
Park Place Entertainment Corp.:
7.875% 12/15/05	8,070		8,151
7.875% 3/15/10	2,160		2,195
9.375% 2/15/07	3,690		3,921
Penn National Gaming, Inc. 8.875% 3/15/10	3,405		3,490
Premier Parks, Inc. 0% 4/1/08 (d)	6,045		5,909
Starwood Hotels & Resorts Worldwide, Inc. 7.875% 5/1/07 (f)	2,705		2,685
Sun International Hotels Ltd./Sun International North America, Inc. 8.875% 8/15/11	4,045		4,156
Venetian Casino Resort LLC/Las Vegas Sands, Inc. 11% 6/15/10	8,125		8,450
			86,308
Household Durables - 0.5%
Beazer Homes USA, Inc. 8.375% 4/15/12	2,590		2,707
D.R. Horton, Inc.:
8% 2/1/09	8,895		9,251
8.5% 4/15/12	670		707
Juno Lighting, Inc. 11.875% 7/1/09	7,420		7,902
K. Hovnanian Enterprises, Inc. 8.875% 4/1/12	6,925		6,960
KB Home 8.625% 12/15/08	4,210		4,378
Lyon William Homes, Inc. 10.75% 4/1/13	4,000		3,960
Ryland Group, Inc.:
8.25% 4/1/08	1,070		1,091
9.125% 6/15/11	2,605		2,852
Corporate Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Nonconvertible Bonds - continued
CONSUMER DISCRETIONARY - continued
Household Durables - continued
Ryland Group, Inc.: - continued
9.75% 9/1/10	$ 3,300		$ 3,680
Standard Pacific Corp. 9.25% 4/15/12	2,220		2,259
			45,747
Internet & Catalog Retail - 0.0%
Amazon.com, Inc. 0% 5/1/08 (d)	4,340		4,492
Leisure Equipment & Products - 0.1%
Hasbro, Inc. 6.15% 7/15/08	1,020		1,020
The Hockey Co. 11.25% 4/15/09	5,110		5,417
			6,437
Media - 1.6%
Allbritton Communications Co. 7.75% 12/15/12	3,780		3,780
AMC Entertainment, Inc.:
9.5% 3/15/09	3,245		3,245
9.875% 2/1/12	6,305		6,305
American Media Operations, Inc. 10.25% 5/1/09	3,150		3,371
AOL Time Warner, Inc.:
6.75% 4/15/11	4,335		4,601
7.625% 4/15/31	15,100		16,024
Cinemark USA, Inc. 9.625% 8/1/08	7,080		7,177
Coaxial Communications of Central Ohio, Inc. 10% 8/15/06	4,890		4,890
Continental Cablevision, Inc. 8.3% 5/15/06	15,730		17,656
Corus Entertainment, Inc. 8.75% 3/1/12	1,960		2,038
Dex Media East LLC/Dex Media East Finance Co. 9.875% 11/15/09 (f)	3,635		4,071
EchoStar DBS Corp.:
9.125% 1/15/09	2,860		3,117
10.375% 10/1/07	7,025		7,710
Granite Broadcasting Corp.:
8.875% 5/15/08	2,485		2,174
10.375% 5/15/05	1,310		1,245
Insight Midwest LP/Insight Capital, Inc. 10.5% 11/1/10	3,480		3,706
K-III Communications Corp. 8.5% 2/1/06	975		965
LBI Media, Inc. 10.125% 7/15/12 (f)	3,795		4,013
Mediacom Broadband LLC/Mediacom Broadband Corp. 11% 7/15/13	1,140		1,251
Mediacom LLC/Mediacom Capital Corp. 9.5% 1/15/13	4,260		4,420
Corporate Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Nonconvertible Bonds - continued
CONSUMER DISCRETIONARY - continued
Media - continued
News America Holdings, Inc.:
7.7% 10/30/25	$ 11,440		$ 12,658
8% 10/17/16	7,250		8,682
News America, Inc. 6.55% 3/15/33 (f)	2,700		2,601
PEI Holdings, Inc. 11% 3/15/10 (f)	2,195		2,294
PRIMEDIA, Inc.:
7.625% 4/1/08	675		655
8.875% 5/15/11	2,815		2,808
Regal Cinemas Corp. 9.375% 2/1/12	3,040		3,283
Rogers Cablesystems Ltd. yankee 11% 12/1/15	295		310
Rogers Communications, Inc. yankee 8.875% 7/15/07	1,790		1,772
Shaw Communications, Inc. yankee 7.2% 12/15/11	2,005		1,965
Spanish Broadcasting System, Inc. 9.625% 11/1/09	2,425		2,504
TCI Communications, Inc. 9.8% 2/1/12	3,135		3,912
TV Azteca SA de CV yankee 10.5% 2/15/07	4,875		4,388
Universal City Development Partners Ltd./UCDP Finance, Inc. 11.75% 4/1/10 (f)	3,835		3,854
Yell Finance BV:
0% 8/1/11 (d)	3,770		2,865
10.75% 8/1/11	2,740		3,041
			159,351
Multiline Retail - 0.1%
Barneys, Inc. 9% 4/1/08 unit (f)	1,630		1,386
Dillard's, Inc.:
6.125% 11/1/03	4,555		4,521
6.39% 8/1/03	4,640		4,617
Saks, Inc. 9.875% 10/1/11	2,710		2,832
			13,356
Specialty Retail - 0.2%
Asbury Automotive Group, Inc. 9% 6/15/12	3,125		2,656
Gap, Inc.:
9.9% 12/15/05	7,935		8,729
10.55% 12/15/08	585		673
Hollywood Entertainment Corp. 9.625% 3/15/11	1,660		1,718
J. Crew Group, Inc. 13.125% 10/15/08	6,250		3,875
Michaels Stores, Inc. 9.25% 7/1/09	1,770		1,920
United Auto Group, Inc. 9.625% 3/15/12	1,710		1,659
			21,230
Corporate Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Nonconvertible Bonds - continued
CONSUMER DISCRETIONARY - continued
Textiles Apparel & Luxury Goods - 0.2%
Levi Strauss & Co.:
7% 11/1/06	$ 3,870		$ 3,309
11.625% 1/15/08	2,445		2,335
12.25% 12/15/12 (f)	5,500		5,253
Russell Corp. 9.25% 5/1/10	3,895		4,207
The William Carter Co. 10.875% 8/15/11	2,910		3,230
			18,334
TOTAL CONSUMER DISCRETIONARY			373,537
CONSUMER STAPLES - 1.0%
Beverages - 0.0%
Constellation Brands, Inc. 8.125% 1/15/12	4,020		4,181
Food & Drug Retailing - 0.4%
Delhaize America, Inc.:
7.375% 4/15/06	1,620		1,620
8.125% 4/15/11	765		773
9% 4/15/31	1,800		1,764
Rite Aid Corp.:
6% 12/15/05 (f)	3,305		3,008
6.125% 12/15/08 (f)	1,770		1,381
6.875% 8/15/13	6,165		4,685
7.125% 1/15/07	4,265		3,753
7.625% 4/15/05	3,705		3,520
7.7% 2/15/27	1,795		1,292
9.5% 2/15/11 (f)	3,385		3,503
The Great Atlantic & Pacific Tea Co.:
7.75% 4/15/07	6,810		5,584
9.125% 12/15/11	4,985		4,088
			34,971
Food Products - 0.3%
Corn Products International, Inc. 8.25% 7/15/07	3,780		3,950
Dean Foods Co. 6.9% 10/15/17	3,500		3,290
Del Monte Corp. 9.25% 5/15/11	10,695		11,390
Doane Pet Care Co. 9.75% 5/15/07	3,605		3,263
Corporate Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Nonconvertible Bonds - continued
CONSUMER STAPLES - continued
Food Products - continued
Dole Food Co., Inc.:
6.375% 10/1/05	$ 850		$ 910
8.875% 3/15/11 (f)	1,500		1,545
			24,348
Household Products - 0.0%
Fort James Corp.:
6.625% 9/15/04	1,695		1,703
6.875% 9/15/07	1,055		1,029
			2,732
Tobacco - 0.3%
Philip Morris Companies, Inc. 7% 7/15/05	14,871		15,333
RJ Reynolds Tobacco Holdings, Inc.:
6.5% 6/1/07	7,980		8,023
7.75% 5/15/06	3,280		3,449
			26,805
TOTAL CONSUMER STAPLES			93,037
ENERGY - 1.1%
Energy Equipment & Services - 0.2%
DI Industries, Inc. 8.875% 7/1/07	5,680		5,850
Grant Prideco, Inc.:
9% 12/15/09	880		935
9.625% 12/1/07	3,710		4,025
Key Energy Services, Inc. 8.375% 3/1/08	5,150		5,472
Kinder Morgan, Inc. 6.5% 9/1/12	2,400		2,607
			18,889
Oil & Gas - 0.9%
Centerpoint Energy Resources Corp. 7.875% 4/1/13 (f)	1,790		1,850
Chesapeake Energy Corp.:
7.5% 9/15/13 (f)	3,330		3,372
8.375% 11/1/08	5,905		6,200
9% 8/15/12	1,835		1,991
Clark Refining & Marketing, Inc.:
8.625% 8/15/08	765		780
8.875% 11/15/07	1,920		1,843
Empresa Nacional de Petroleo 6.75% 11/15/12 (f)	3,750		3,903
Corporate Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Nonconvertible Bonds - continued
ENERGY - continued
Oil & Gas - continued
General Maritime Corp. 10% 3/15/13 (f)	$ 5,130		$ 5,233
Nexen, Inc. 7.875% 3/15/32	11,600		12,917
Nuevo Energy Co.:
9.375% 10/1/10	2,720		2,802
9.5% 6/1/08	3,445		3,548
Overseas Shipholding Group, Inc. 8.25% 3/15/13 (f)	5,995		5,995
Pemex Project Funding Master Trust 6.125% 8/15/08 (f)	5,010		5,148
Plains Exploration & Production Co. LP 8.75% 7/1/12	2,050		2,132
Pogo Producing Co. 8.25% 4/15/11	1,635		1,758
Teekay Shipping Corp. 8.875% 7/15/11	7,920		8,474
The Coastal Corp.:
6.5% 5/15/06	2,085		1,783
6.95% 6/1/28	1,785		1,250
7.5% 8/15/06	2,215		1,949
7.75% 6/15/10	1,720		1,402
7.75% 10/15/35	4,030		2,922
9.625% 5/15/12	6,590		5,700
Western Oil Sands, Inc. 8.375% 5/1/12	3,900		4,076
			87,028
TOTAL ENERGY			105,917
FINANCIALS - 4.9%
Banks - 0.6%
Bank of New York Co., Inc.:
3.4% 3/15/13 (i)	3,715		3,671
4.25% 9/4/12 (i)	3,570		3,664
Capital One Bank 6.875% 2/1/06	700		703
Chevy Chase Savings Bank FSB 9.25% 12/1/08	2,310		2,310
Den Danske Bank AS 6.375% 6/15/08 (f)(i)	22,050		23,408
MBNA Corp. 6.25% 1/17/07	1,875		1,985
Royal Bank of Scotland Group PLC:
7.648% 12/31/49 (i)	5,205		6,153
7.816% 11/29/49	9,570		10,720
Western Financial Bank 9.625% 5/15/12	5,820		5,820
			58,434
Corporate Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Nonconvertible Bonds - continued
FINANCIALS - continued
Diversified Financials - 3.3%
Ahold Finance USA, Inc.:
6.25% 5/1/09	$ 1,485		$ 1,173
6.875% 5/1/29	2,410		1,795
8.25% 7/15/10	5,390		4,582
BRL Universal Equipment 2001 A LP/BRL Universal Equipment Corp. 8.875% 2/15/08	6,550		6,878
Capital One Financial Corp.:
7.25% 12/1/03	3,455		3,464
7.25% 5/1/06	2,720		2,651
8.75% 2/1/07	2,830		2,802
Citigroup, Inc. 3.5% 2/1/08	6,600		6,612
CMS Energy X-TRAS pass thru trust I 7% 1/15/05	4,215		3,751
Continental Airlines, Inc. pass thru trust certificates:
6.545% 2/2/19	1,302		1,061
6.9% 1/2/17	941		377
8.307% 4/2/18	3,928		1,768
Credit Suisse First Boston (USA), Inc.:
4.625% 1/15/08	4,000		4,127
6.5% 1/15/12	2,700		2,902
Crown Cork & Seal Finance PLC yankee 7% 12/15/06	1,815		1,579
Delta Air Lines, Inc. pass thru trust certificates:
7.57% 11/18/10	6,255		5,909
7.779% 11/18/05	2,160		1,404
Deutsche Telekom International Finance BV:
8.5% 6/15/10	4,500		5,281
8.75% 6/15/30	3,800		4,509
El Paso Energy Partners LP/El Paso Energy Partners Finance Corp.:
8.5% 6/1/11	5,075		5,075
10.625% 12/1/12 (f)	1,310		1,425
FIMEP SA 10.5% 2/15/13 (f)	3,380		3,600
Ford Motor Credit Co.:
5.8% 1/12/09	14,315		12,810
7.875% 6/15/10	5,110		4,886
Gemstone Investor Ltd./Gemstone Investor, Inc. 7.71% 10/31/04 (f)	5,385		5,008
General Motors Acceptance Corp. 6.875% 9/15/11	13,900		13,735
Goldman Sachs Group, Inc.:
5.7% 9/1/12	8,740		9,215
Corporate Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Nonconvertible Bonds - continued
FINANCIALS - continued
Diversified Financials - continued
Goldman Sachs Group, Inc.: - continued
6.6% 1/15/12	$ 4,775		$ 5,333
Household Finance Corp.:
5.875% 2/1/09	675		729
6.375% 10/15/11	6,200		6,747
6.375% 11/27/12	3,805		4,172
6.75% 5/15/11	1,125		1,250
8% 5/9/05	2,415		2,671
HSBC Capital Funding LP 9.547% 12/31/49 (e)(f)	16,390		20,593
ING Capital Funding Trust III 8.439% 12/31/49	4,210		4,916
IOS Capital, Inc. 9.75% 6/15/04	3,700		3,742
J.P. Morgan Chase & Co.:
5.75% 1/2/13	1,375		1,441
6.625% 3/15/12	10,115		11,186
Lehman Brothers Holdings, Inc. 6.625% 1/18/12	3,500		3,950
MDP Acquisitions PLC 9.625% 10/1/12 (f)	4,170		4,379
Meditrust Exercisable Put Options Securities Trust 7.114% 8/15/04 (f)	390		390
MeriStar Hospitality Operating Partnership LP/MeriStar Hospitality Finance Corp. III 9.125% 1/15/11	1,065		887
Millennium America, Inc. 9.25% 6/15/08	6,500		6,858
Moore North America Finance, Inc. 7.875% 1/15/11 (f)	2,730		2,812
Morgan Stanley 6.6% 4/1/12	11,865		13,245
NiSource Finance Corp. 7.625% 11/15/05	1,500		1,657
Northern Telecom Capital Corp. 7.875% 6/15/26	1,890		1,465
Pemex Project Funding Master Trust 7.375% 12/15/14	6,840		7,020
Petronas Capital Ltd. 7% 5/22/12 (f)	17,700		19,293
Pinnacle One Partners LP/Pinnacle One, Inc. 8.83% 8/15/04 (f)	3,640		3,676
Prime Property Funding II 6.25% 5/15/07	3,990		4,305
Qwest Capital Funding, Inc.:
5.875% 8/3/04	9,435		8,492
7% 8/3/09	3,460		2,612
7.25% 2/15/11	5,330		4,024
7.75% 8/15/06	15,580		12,698
Qwest Services Corp.:
13% 12/15/07 (f)	2,220		2,331
13.5% 12/15/10 (f)	2,220		2,331
14% 12/15/14 (f)	2,062		2,217
Corporate Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Nonconvertible Bonds - continued
FINANCIALS - continued
Diversified Financials - continued
SESI LLC 8.875% 5/15/11	$ 4,930		$ 5,226
SLM Corp. 5.375% 1/15/13	2,100		2,188
Sprint Capital Corp. 6.875% 11/15/28	6,100		5,338
TRW Automotive Acquisition Corp.:
9.375% 2/15/13 (f)	1,350		1,353
11% 2/15/13 (f)	610		612
TXU Eastern Funding yankee 6.75% 5/15/09 (c)	10,575		740
U.S. West Capital Funding, Inc. 6.375% 7/15/08	2,765		2,074
Verizon Global Funding Corp. 4% 1/15/08	10,570		10,781
Verizon Wireless Capital LLC 5.375% 12/15/06	6,895		7,371
Xerox Credit Corp. 6.1% 12/16/03	870		863
			322,347
Insurance - 0.3%
MetLife, Inc. 3.911% 5/15/05	7,800		8,025
Principal Life Global Funding I:
5.125% 6/28/07 (f)	16,000		16,963
6.25% 2/15/12 (f)	4,310		4,686
Travelers Property Casualty Corp. 5% 3/15/13 (f)	1,785		1,774
			31,448
Real Estate - 0.7%
AvalonBay Communities, Inc. 5% 8/1/07	4,105		4,243
BRE Properties, Inc. 5.95% 3/15/07	7,670		8,192
Camden Property Trust 5.875% 6/1/07	4,035		4,302
CarrAmerica Realty Corp. 5.25% 11/30/07	3,500		3,603
CenterPoint Properties Trust 6.75% 4/1/05	4,360		4,642
EOP Operating LP 7.75% 11/15/07	11,045		12,684
ERP Operating LP 5.2% 4/1/13	1,200		1,200
Gables Realty LP 5.75% 7/15/07	1,000		1,017
iStar Financial, Inc. 8.75% 8/15/08	3,795		4,080
LNR Property Corp.:
9.375% 3/15/08	4,435		4,490
10.5% 1/15/09	4,005		4,165
Mack-Cali Realty LP 7.25% 3/15/09	2,350		2,664
MeriStar Hospitality Corp. 9% 1/15/08	2,010		1,714
Corporate Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Nonconvertible Bonds - continued
FINANCIALS - continued
Real Estate - continued
Senior Housing Properties Trust 8.625% 1/15/12	$ 2,830		$ 2,922
Vornado Realty Trust 5.625% 6/15/07	3,610		3,721
			63,639
TOTAL FINANCIALS			475,868
HEALTH CARE - 0.4%
Health Care Equipment & Supplies - 0.0%
Millipore Corp. 7.5% 4/1/07	1,755		1,716
Health Care Providers & Services - 0.3%
Alderwoods Group, Inc.:
11% 1/2/07	745		747
12.25% 1/2/09	3,260		2,934
AmeriPath, Inc. 10.5% 4/1/13 (f)	1,990		2,050
Hanger Orthopedic Group, Inc. 10.375% 2/15/09	1,635		1,749
Owens & Minor, Inc. 8.5% 7/15/11	4,185		4,520
PacifiCare Health Systems, Inc. 10.75% 6/1/09	6,970		7,528
Tenet Healthcare Corp. 7.375% 2/1/13	1,625		1,625
Vanguard Health Systems, Inc. 9.75% 8/1/11	5,760		5,472
			26,625
Pharmaceuticals - 0.1%
aaiPharma, Inc. 11% 4/1/10	9,135		9,409
Biovail Corp. yankee 7.875% 4/1/10	1,940		2,022
			11,431
TOTAL HEALTH CARE			39,772
INDUSTRIALS - 1.2%
Aerospace & Defense - 0.1%
Raytheon Co. 8.2% 3/1/06	4,900		5,530
Transdigm, Inc. 10.375% 12/1/08	1,280		1,354
			6,884
Airlines - 0.0%
Delta Air Lines, Inc.:
equipment trust certificates 8.54% 1/2/07	775		426
Corporate Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Nonconvertible Bonds - continued
INDUSTRIALS - continued
Airlines - continued
Delta Air Lines, Inc.: - continued
6.65% 3/15/04	$ 1,280		$ 896
10.14% 8/14/12	540		297
			1,619
Building Products - 0.0%
Nortek, Inc.:
9.125% 9/1/07	2,865		2,958
9.25% 3/15/07	935		963
			3,921
Commercial Services & Supplies - 0.2%
Allied Waste North America, Inc.:
7.625% 1/1/06	5,000		5,100
7.875% 1/1/09	1,665		1,698
9.25% 9/1/12 (f)	3,605		3,839
10% 8/1/09	3,620		3,765
Boise Cascade Office Products Corp. 7.05% 5/15/05	880		911
Browning-Ferris Industries, Inc. 6.375% 1/15/08	3,360		2,974
JohnsonDiversey, Inc. 9.625% 5/15/12	3,530		3,795
National Waterworks, Inc. 10.5% 12/1/12 (f)	1,730		1,877
			23,959
Construction & Engineering - 0.1%
Shaw Group, Inc. 10.75% 3/15/10 (f)	4,990		4,940
Industrial Conglomerates - 0.4%
Tyco International Group SA yankee:
5.8% 8/1/06	10,435		9,965
5.875% 11/1/04	2,217		2,195
6.375% 6/15/05	1,210		1,198
6.375% 2/15/06	4,965		4,841
6.75% 2/15/11	19,050		18,193
			36,392
Machinery - 0.4%
AGCO Corp.:
8.5% 3/15/06	510		510
9.5% 5/1/08	2,640		2,838
Cummins, Inc.:
5.65% 3/1/98	3,645		2,114
9.5% 12/1/10 (f)	1,670		1,720
Corporate Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Nonconvertible Bonds - continued
INDUSTRIALS - continued
Machinery - continued
Dresser, Inc. 9.375% 4/15/11	$ 6,640		$ 6,524
Dunlop Standard Aerospace Holdings PLC yankee 11.875% 5/15/09	10,145		10,145
Navistar International Corp. 9.375% 6/1/06	5,700		5,757
NMHG Holding Co. 10% 5/15/09	2,110		2,237
Terex Corp.:
Series D, 8.875% 4/1/08	1,250		1,228
8.875% 4/1/08	4,250		4,208
TriMas Corp.:
9.875% 6/15/12 (f)	2,690		2,717
9.875% 6/15/12	950		960
			40,958
Road & Rail - 0.0%
TFM SA de CV:
12.5% 6/15/12	1,450		1,385
yankee 10.25% 6/15/07	570		509
			1,894
TOTAL INDUSTRIALS			120,567
INFORMATION TECHNOLOGY - 0.6%
Communications Equipment - 0.1%
Lucent Technologies, Inc.:
5.5% 11/15/08	1,355		976
6.5% 1/15/28	1,010		641
7.25% 7/15/06	1,330		1,170
Motorola, Inc. 8% 11/1/11	3,880		4,249
Nortel Networks Corp. yankee 6.125% 2/15/06	1,845		1,679
			8,715
Computers & Peripherals - 0.0%
Seagate Technology HDD Holdings 8% 5/15/09	4,320		4,525
Electronic Equipment & Instruments - 0.3%
Avnet, Inc. 9.75% 2/15/08	3,310		3,409
ChipPAC International Ltd. 12.75% 8/1/09	2,485		2,734
Flextronics International Ltd. yankee 8.75% 10/15/07	4,745		4,959
Ingram Micro, Inc. 9.875% 8/15/08	3,310		3,509
Corporate Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Nonconvertible Bonds - continued
INFORMATION TECHNOLOGY - continued
Electronic Equipment & Instruments - continued
PerkinElmer, Inc. 8.875% 1/15/13 (f)	$ 4,280		$ 4,526
Solectron Corp. 7.375% 3/1/06	6,370		6,259
			25,396
IT Consulting & Services - 0.0%
Anteon Corp. 12% 5/15/09	3,788		4,129
Office Electronics - 0.1%
Xerox Corp.:
7.15% 8/1/04	3,125		3,109
7.2% 4/1/16	3,560		3,186
			6,295
Semiconductor Equipment & Products - 0.1%
AMI Semiconductor, Inc. 10.75% 2/1/13 (f)	2,020		2,111
Micron Technology, Inc. 6.5% 9/30/05 (k)	8,000		7,200
			9,311
TOTAL INFORMATION TECHNOLOGY			58,371
MATERIALS - 1.8%
Chemicals - 0.2%
Berry Plastics Corp. 10.75% 7/15/12	5,975		6,259
Georgia Gulf Corp. 10.375% 11/1/07	1,975		2,103
Huntsman International LLC 9.875% 3/1/09	2,935		3,082
Methanex Corp. yankee 7.75% 8/15/05	8,070		8,312
PolyOne Corp. 8.875% 5/1/12	3,070		2,579
			22,335
Containers & Packaging - 0.6%
Anchor Glass Container Corp. 11% 2/15/13 (f)	4,535		4,739
BWAY Corp. 10% 10/15/10 (f)	1,120		1,179
Crown Cork & Seal, Inc.:
7.375% 12/15/26	2,320		1,566
8% 4/15/23	3,310		2,300
Crown European Holdings SA:
9.5% 3/1/11 (f)	2,360		2,360
10.875% 3/1/13 (f)	2,360		2,390
Graphic Packaging Corp. 8.625% 2/15/12	900		936
Jefferson Smurfit Corp. U.S. 8.25% 10/1/12	3,700		3,904
Corporate Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Nonconvertible Bonds - continued
MATERIALS - continued
Containers & Packaging - continued
Owens-Brockway Glass Container, Inc.:
8.75% 11/15/12 (f)	$ 5,620		$ 5,761
8.875% 2/15/09	8,860		9,082
Owens-Illinois, Inc.:
7.15% 5/15/05	4,525		4,514
7.35% 5/15/08	2,025		1,924
7.5% 5/15/10	1,855		1,711
7.8% 5/15/18	8,925		7,408
7.85% 5/15/04	2,400		2,412
8.1% 5/15/07	2,590		2,512
Silgan Holdings, Inc. 9% 6/1/09	2,640		2,732
			57,430
Metals & Mining - 0.6%
California Steel Industries, Inc. 8.5% 4/1/09	1,745		1,806
Corporacion Nacional del Cobre (Codelco) 6.375% 11/30/12 (f)	2,185		2,306
Falconbridge Ltd. yankee 7.35% 6/5/12	6,450		6,905
Freeport-McMoRan Copper & Gold, Inc. 7.5% 11/15/06	10,920		11,029
Luscar Coal Ltd. 9.75% 10/15/11	3,310		3,674
P&L Coal Holdings Corp. 9.625% 5/15/08	13,535		14,229
Peabody Energy Corp. 6.875% 3/15/13 (f)	4,620		4,689
Phelps Dodge Corp.:
8.75% 6/1/11	5,370		5,800
9.5% 6/1/31	1,380		1,477
Steel Dynamics, Inc. 9.5% 3/15/09	3,150		3,213
			55,128
Paper & Forest Products - 0.4%
Boise Cascade Corp. 7.68% 3/29/06	7,590		8,028
Domtar, Inc. yankee 7.875% 10/15/11	2,100		2,478
Georgia-Pacific Corp.:
7.375% 12/1/25	1,090		834
7.5% 5/15/06	10,055		9,552
8.125% 5/15/11	4,455		4,149
8.875% 5/15/31	5,885		5,002
9.625% 3/15/22	1,135		987
Louisiana-Pacific Corp. 10.875% 11/15/08	950		1,045
Corporate Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Nonconvertible Bonds - continued
MATERIALS - continued
Paper & Forest Products - continued
Millar Western Forest Products Ltd. yankee 9.875% 5/15/08	$ 1,510		$ 1,540
Stone Container Corp. 9.75% 2/1/11	6,430		7,009
			40,624
TOTAL MATERIALS			175,517
TELECOMMUNICATION SERVICES - 1.5%
Diversified Telecommunication Services - 0.9%
AT&T Broadband Corp. 8.375% 3/15/13	4,000		4,739
AT&T Corp.:
7% 11/15/06	1,745		1,866
7.8% 11/15/11	3,740		4,025
Citizens Communications Co.:
8.5% 5/15/06	7,270		8,221
9.25% 5/15/11	3,445		4,327
France Telecom SA:
8.7% 3/1/06	2,349		2,667
9.25% 3/1/11	2,800		3,366
10% 3/1/31	3,000		3,907
Koninklijke KPN NV yankee 8% 10/1/10	7,390		8,709
Qwest Corp. 8.875% 3/15/12 (f)	8,030		8,552
Rogers Cantel, Inc. yankee:
8.8% 10/1/07	3,330		3,263
9.375% 6/1/08	2,710		2,778
Telefonica Europe BV 7.75% 9/15/10	3,500		4,123
Telefonos de Mexico SA de CV 8.25% 1/26/06	4,640		5,180
TELUS Corp. yankee 8% 6/1/11	10,000		10,600
Triton PCS, Inc.:
0% 5/1/08 (d)	650		579
8.75% 11/15/11	3,770		3,129
9.375% 2/1/11	4,960		4,216
U.S. West Communications:
5.65% 11/1/04	1,245		1,208
7.2% 11/1/04	4,035		4,015
			89,470
Wireless Telecommunication Services - 0.6%
American Tower Corp. 9.375% 2/1/09	2,900		2,610
Corporate Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Nonconvertible Bonds - continued
TELECOMMUNICATION SERVICES - continued
Wireless Telecommunication Services - continued
AT&T Wireless Services, Inc. 8.75% 3/1/31	$ 5,880		$ 6,743
Crown Castle International Corp.:
9.375% 8/1/11	6,300		5,702
10.75% 8/1/11	2,930		2,827
Nextel Communications, Inc.:
9.375% 11/15/09	2,430		2,552
9.5% 2/1/11	2,135		2,252
9.75% 10/31/07	1,095		1,128
9.95% 2/15/08	1,655		1,721
Nextel Partners, Inc. 0% 2/1/09 (d)	6,600		6,072
Rogers Wireless, Inc. 9.625% 5/1/11	9,750		10,238
VoiceStream Wireless Corp.:
0% 11/15/09 (d)	7,912		7,437
10.375% 11/15/09	1,950		2,145
			51,427
TOTAL TELECOMMUNICATION SERVICES			140,897
UTILITIES - 2.8%
Electric Utilities - 1.5%
Allegheny Energy Supply Co. LLC:
Series A, 10.25% 11/15/07 (f)(g)	3,015		3,015
Series B, 10.25% 11/15/07 (f)(i)	285		288
7.8% 3/15/11	5,140		3,958
8.75% 4/15/12 (f)	4,770		3,625
CMS Energy Corp.:
6.75% 1/15/04	6,485		6,161
7.5% 1/15/09	2,860		2,374
7.625% 11/15/04	2,685		2,457
8.5% 4/15/11	625		528
8.9% 7/15/08	2,365		1,987
9.875% 10/15/07	1,635		1,496
Constellation Energy Group, Inc. 6.35% 4/1/07	6,020		6,575
Dominion Resources, Inc.:
2.8% 2/15/05	4,215		4,233
6.25% 6/30/12	910		983
Duke Capital Corp. 6.75% 2/15/32	2,540		2,150
Edison International 6.875% 9/15/04	1,565		1,553
Corporate Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Nonconvertible Bonds - continued
UTILITIES - continued
Electric Utilities - continued
FirstEnergy Corp. 6.45% 11/15/11	$ 5,855		$ 6,190
Illinois Power Co.:
7.5% 6/15/09	5,330		4,797
11.5% 12/15/10 (f)	7,090		7,480
MidAmerican Energy Holdings, Inc.:
4.625% 10/1/07	2,645		2,689
5.875% 10/1/12	2,885		2,992
Midland Funding Corp. II 11.75% 7/23/05	2,225		2,336
Monongahela Power Co. 5% 10/1/06	3,250		3,153
Nevada Power Co. 10.875% 10/15/09 (f)	3,760		3,892
Pacific Gas & Electric Co.:
6.25% 8/1/03	2,825		2,783
6.25% 3/1/04	5,375		5,294
6.75% 10/1/23	2,310		2,171
8.25% 11/1/22	4,150		4,026
9.625% 11/1/05 (f)	5,870		5,929
PSI Energy, Inc. 6.65% 6/15/06	7,780		8,436
Public Service Co. of Colorado 7.875% 10/1/12 (f)	3,815		4,678
Reliant Energy Resources Corp.:
7.75% 2/15/11	1,075		1,097
8.125% 7/15/05	3,890		3,890
Southern California Edison Co.:
6.25% 6/15/03	300		300
8% 2/15/07 (f)	6,660		7,126
Southern Power Co. 6.25% 7/15/12	4,855		5,316
Southwestern Public Service Co. 5.125% 11/1/06	3,600		3,759
TECO Energy, Inc.:
7% 5/1/12	7,760		6,751
10.5% 12/1/07	4,675		4,839
TXU Corp. 6.375% 6/15/06	3,960		4,079
			145,386
Gas Utilities - 0.6%
ANR Pipeline, Inc.:
8.875% 3/15/10 (f)	1,500		1,575
9.625% 11/1/21	1,765		1,897
CMS Panhandle Holding Co. 6.125% 3/15/04	3,500		3,500
Columbia Energy Group 6.8% 11/28/05	1,500		1,643
Corporate Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Nonconvertible Bonds - continued
UTILITIES - continued
Gas Utilities - continued
El Paso Energy Corp.:
6.75% 5/15/09	$ 1,470		$ 1,183
6.95% 12/15/07	4,175		3,507
7.375% 12/15/12	165		126
7.75% 1/15/32	1,810		1,294
8.05% 10/15/30	5,000		3,625
Noram Energy Corp. 6.5% 2/1/08	800		792
Ras Laffan Liquid Natural Gas Co. Ltd. yankee 8.294% 3/15/14 (f)	5,560		5,915
Sonat, Inc.:
6.625% 2/1/08	4,090		3,180
6.75% 10/1/07	4,215		3,404
6.875% 6/1/05	6,505		5,822
7.625% 7/15/11	1,750		1,383
Southern Natural Gas Co.:
7.35% 2/15/31	510		469
8% 3/1/32	1,780		1,701
8.875% 3/15/10 (f)	1,780		1,873
Tennessee Gas Pipeline Co.:
6% 12/15/11	1,095		964
7% 10/15/28	4,910		4,075
7.625% 4/1/37	8,075		6,945
Transcontinental Gas Pipe Line Corp.:
6.125% 1/15/05	1,965		1,926
8.875% 7/15/12	2,320		2,465
Williams Holdings of Delaware, Inc.:
6.25% 2/1/06	315		284
6.5% 12/1/08	2,625		2,192
			61,740
Multi-Utilities & Unregulated Power - 0.7%
AES Corp.:
8.75% 6/15/08	1,395		1,074
8.875% 2/15/11	6,100		5,002
9.375% 9/15/10	2,425		2,037
9.5% 6/1/09	2,320		1,972
El Paso Corp.:
7% 5/15/11	3,400		2,686
7.875% 6/15/12 (f)	1,060		869
Corporate Bonds - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Nonconvertible Bonds - continued
UTILITIES - continued
Multi-Utilities & Unregulated Power - continued
Western Resources, Inc.:
6.875% 8/1/04	$ 1,795		$ 1,804
9.75% 5/1/07	8,235		8,729
Williams Companies, Inc.:
6.5% 8/1/06	8,725		7,918
6.75% 1/15/06	1,965		1,778
7.125% 9/1/11	16,720		14,379
7.5% 1/15/31	6,480		5,022
7.625% 7/15/19	1,845		1,458
7.75% 6/15/31	965		758
7.875% 9/1/21	6,310		5,032
8.125% 3/15/12 (f)	2,600		2,275
8.75% 3/15/32 (f)	985		827
9.25% 3/15/04	5,540		5,443
			69,063
TOTAL UTILITIES			276,189
TOTAL NONCONVERTIBLE BONDS			1,859,672
TOTAL CORPORATE BONDS (Cost $1,861,164)		1,952,680
U.S. Government and Government Agency Obligations - 4.4%

U.S. Government Agency Obligations - 1.5%
Fannie Mae:
3.25% 1/15/08	9,200		9,312
4.375% 3/15/13	5,000		4,978
6.25% 2/1/11	33,100		37,202
6.25% 7/19/11	3,000		3,156
Financing Corp. - coupon STRIPS:
0% 8/8/05	5,482		5,211
0% 11/30/05	1,666		1,567
U.S. Government and Government Agency Obligations - continued
	Principal Amount (000s)		Value (Note 1) (000s)
U.S. Government Agency Obligations - continued
Freddie Mac:
5.5% 7/15/06 (g)	$ 37,150		$ 40,827
5.875% 3/21/11	33,945		37,441
U.S. Department of Housing and Urban Development Government guaranteed participation certificates Series 1996-A, 7.57% 8/1/13	10,090		11,245
TOTAL U.S. GOVERNMENT AGENCY OBLIGATIONS			150,939
U.S. Treasury Inflation Protected Obligations - 0.1%
U.S. Treasury Inflation-Indexed Bonds 3.625% 4/15/28	4,000		5,281
U.S. Treasury Obligations - 2.8%
U.S. Treasury Bills, yield at date of purchase 1.15% to 1.17% 4/3/03 to 5/1/03	11,400		11,390
U.S. Treasury Bonds 7.875% 2/15/21	109,900		150,949
U.S. Treasury Notes:
3% 2/15/08	3,000		3,035
3.875% 2/15/13	4,000		4,017
4.375% 5/15/07	93,500		100,399
TOTAL U.S. TREASURY OBLIGATIONS			269,790
TOTAL U.S. GOVERNMENT AND GOVERNMENT AGENCY OBLIGATIONS (Cost $424,677)		426,010
U.S. Government Agency - Mortgage Securities - 9.6%

Fannie Mae - 8.0%
4.5% 6/1/18 (g)	50,000		50,328
4.5% 6/17/18 (g)	28,000		28,184
5% 4/1/18 (g)	77,955		80,026
5.5% 2/1/11 to 7/1/31 (h)	4,761		4,952
5.5% 4/1/18 (g)	73,500		76,256
5.5% 4/1/33 (g)	117,044		119,458
6% 4/1/09 to 1/1/29	50,424		52,742
6% 4/1/33 (g)	27,176		28,161
6.5% 4/1/13 to 10/1/32 (g)	99,691		104,181
6.5% 4/1/33 (g)	140,225		146,229
7% 9/1/21 to 5/1/32	50,177		53,039
U.S. Government Agency - Mortgage Securities - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Fannie Mae - continued
7.5% 2/1/22 to 11/1/31	$ 29,855		$ 31,850
8% 6/1/29	13		14
TOTAL FANNIE MAE			775,420
Freddie Mac - 0.2%
6% 10/1/23 to 9/1/25	5,930		6,187
7.5% 11/1/16 to 10/1/30	8,388		8,985
7.5% 3/1/33 (g)	4,833		5,145
8% 10/1/27	75		81
8.5% 2/1/19 to 8/1/22	70		76
TOTAL FREDDIE MAC			20,474
Government National Mortgage Association - 1.4%
6% 10/15/08 to 12/15/10	8,980		9,528
6.5% 12/15/07 to 8/15/27	52,209		55,314
7% 6/15/24 to 7/15/32 (g)	52,394		55,645
7.5% 3/15/22 to 8/15/28	14,424		15,492
8% 4/15/24 to 12/15/25	1,038		1,137
8.5% 2/15/05 to 11/15/31	3,043		3,311
TOTAL GOVERNMENT NATIONAL MORTGAGE ASSOCIATION			140,427
TOTAL U.S. GOVERNMENT AGENCY - MORTGAGE SECURITIES (Cost $911,741)		936,321
Asset-Backed Securities - 1.7%

ACE Securities Corp. Nim Trust 8.85% 7/25/12	525		521
Ameriquest Mortgage Securities, Inc. 2.1288% 3/1/33 (i)	3,445		3,477
Amortizing Residential Collateral Trust:
1.655% 8/25/32 (i)	8,842		8,824
2.105% 10/25/32 (i)	14,953		14,809
7% 6/25/32	1,183		1,172
Asset Backed Securities Corp. Home Equity Loan Trust:
1.68% 4/15/33 (g)(i)	7,290		7,286
2.2% 4/15/33 (g)(i)	4,055		4,055
Associates Automobile Receivables Trust 7.83% 8/15/07	6,650		7,088
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Capital One Master Trust:
4.55% 2/15/08	$ 16,000		$ 16,540
4.9% 3/15/10	6,460		6,779
Capital One Multi-Asset Execution Trust 1.96% 7/15/08 (i)	5,780		5,737
CDC Mortgage Capital, Inc. Nim Trust 10% 1/25/33 (f)	3,594		3,594
CIT Marine Trust 5.8% 4/15/10	966		969
Citibank Credit Card Master Trust I 5.75% 2/15/06	6,230		6,459
Countrywide Home Loans, Inc. 1.735% 5/25/33 (i)	11,321		11,321
CS First Boston Mortgage Securities Corp.:
1.68% 8/25/33 (i)	1,370		1,370
2.18% 8/25/33 (i)	1,650		1,650
CS First Boston Mortgage Securities Corp. Nims Trust:
8% 8/27/32 (f)	1,189		1,159
8% 8/27/32 (f)	5,498		5,377
Ford Credit Auto Owner Trust 5.71% 9/15/05	3,415		3,566
GSAMP Nim Trust 8.25% 10/20/32 (f)	2,498		2,485
Home Equity Asset Trust Nims Trust 8% 3/27/33 (f)	3,329		3,271
Household Private Label Credit Card Master Note Trust I:
2.53% 9/15/09 (i)	3,335		3,338
5.5% 1/18/11	4,100		4,405
JCPenney Master Credit Card Trust 5.5% 6/15/07	3,300		3,386
Long Beach Asset Holdings Corp. Nim Trust 9.05% 5/25/32 (f)	2,841		2,777
MBNA Credit Card Master Note Trust:
1.64% 1/15/09 (i)	2,750		2,752
1.655% 10/15/08 (i)	2,750		2,749
1.66% 10/15/09 (i)	2,750		2,737
Morgan Stanley Dean Witter Capital I Trust:
9.5% 9/25/32 (f)	3,774		3,774
10% 1/25/32 (f)	1,178		1,178
10% 2/25/32 (f)	739		739
10% 4/25/32 (f)	878		878
10% 5/25/32 (f)	801		801
New Century Home Equity Loan Trust 1.755% 1/25/33 (i)	7,065		7,069
Residential Asset Mortgage Products, Inc. 3.6% 12/1/32 (g)	5,345		5,302
Sears Credit Account Master Trust II:
6.75% 9/16/09	2,500		2,762
7.5% 11/15/07	4,350		4,491
TOTAL ASSET-BACKED SECURITIES (Cost $165,027)		166,647
Collateralized Mortgage Obligations - 0.4%
	Principal Amount (000s)		Value (Note 1) (000s)
Private Sponsor - 0.0%
Credit-Based Asset Servicing and Securitization LLC weighted average coupon Series 1997-2 Class 2B, 6.9501% 12/29/25 (f)(i)	$ 298		$ 144
U.S. Government Agency - 0.4%
Fannie Mae:
planned amortization class Series 1999-54 Class PH, 6.5% 11/18/29	8,575		9,191
REMIC planned amortization class Series 1999-57 Class PH, 6.5% 12/25/29	6,978		7,414
Fannie Mae guaranteed REMIC planned amortization class Series 2002-64 Class PC, 5.5% 12/25/26	4,225		4,437
Freddie Mac Multi-class participation certificates guaranteed REMIC planned amortization class Series 2444 Class PF, 6.5% 8/15/27	18,114		18,897
TOTAL U.S. GOVERNMENT AGENCY			39,939
TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS (Cost $37,627)		40,083
Commercial Mortgage Securities - 2.6%

Asset Securitization Corp.:
sequential pay Series 1995-MD4 Class A1, 7.1% 8/13/29	4,135		4,547
Series 1997-D5 Class PS1, 1.6984% 2/14/43 (i)(j)	55,857		3,921
Atherton Franchise Loan Funding LLP Series 1998-A Class E, 8.25% 5/15/20 (f)	2,047		368
Berkeley Federal Bank & Trust FSB Series 1994-1 Class B, 2.722% 8/1/24 (f)(i)	2,257		1,783
CBM Funding Corp. sequential pay Series 1996-1:
Class A3PI, 7.08% 11/1/07	7,192		7,824
Class B, 7.48% 2/1/08	9,885		11,157
COMM floater:
Series 2001-FL5A Class A2, 1.83% 11/15/13 (f)(i)	3,680		3,683
Series 2002-FL7 Class A2, 1.63% 11/15/14 (f)(i)	4,140		4,139
Crest Dartmouth Street 2003 1 Ltd./Crest Dartmouth Street 2003 1 Corp. Series 2003-1A Class C, 6.667% 6/28/38 (g)	3,995		3,995
CS First Boston Mortgage Securities Corp.:
floater Series 2001-TFLA Class B, 2.18% 12/15/11 (f)(i)	8,010		7,989
Series 1997-C2 Class D, 7.27% 1/17/35	10,560		11,588
Series 1998-C1 Class D, 7.17% 5/17/40	1,825		1,942
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Deutsche Mortgage & Asset Receiving Corp. sequential pay Series 1998-C1 Class D, 7.231% 6/15/31	$ 11,800		$ 12,143
DLJ Commercial Mortgage Corp. sequential pay:
Series 1998-CG1 Class A1B, 6.41% 6/10/31	3,335		3,735
Series 1999-CG2:
Class A1A, 6.88% 6/10/32	9,315		10,266
Class A1B, 7.3% 6/10/32	1,870		2,189
Equitable Life Assurance Society of the United States Series 174:
Class B1, 7.33% 5/15/06 (f)	10,400		11,683
Class C1, 7.52% 5/15/06 (f)	8,000		9,016
Class D1, 7.77% 5/15/06 (f)	6,800		7,557
First Chicago/Lennar Trust I Series 1997-CHL1 Class E, 7.9981% 4/29/39 (f)(i)	3,800		3,206
First Union National Bank-Chase Manhattan Bank Commercial Mortgage Trust Series 1999-C2 Class C 6.944% 6/15/31	5,500		6,267
FMAC Loan Receivables Trust weighted average coupon Series 1997-A Class E, 0% 4/15/19 (c)(f)(i)	1,471		0
GAFCO Franchisee Loan Trust Series 1998-1 Class D, 13.5% 6/1/16 (f)(i)	4,600		3,128
Ginnie Mae guaranteed Multi-family pass thru securities sequential pay Series 2002-26 Class C, 6.0213% 2/16/24 (i)	4,700		5,155
GMAC Commercial Mortgage Securities, Inc.:
sequential pay Series 1999-C1 Class A2, 6.175% 5/15/33	4,101		4,569
Series 1996-C1 Class F, 7.86% 11/15/06 (f)	1,250		1,299
GMPT Commercial Mortgage Backed Securities floater Series 1999-C1A Class A, 1.68% 8/15/09 (f)(i)	3,700		3,696
Greenwich Capital Commercial Funding Corp. Series 2002-C1 Class SWDB 5.855% 11/11/19 (f)	5,715		5,876
GS Mortgage Securities Corp. II:
sequential pay Series 1998-GLII Class A2, 6.562% 4/13/31	4,250		4,723
Series 1998-GLII Class E, 6.9711% 4/13/31 (i)	3,323		3,193
J.P. Morgan Commercial Mortgage Finance Corp. sequential pay:
Series 1998-C6 Class A3, 6.613% 1/15/30	8,950		10,078
Series 1999-C7 Class A2, 6.507% 10/15/35	4,655		5,239
LB Commercial Conduit Mortgage Trust Series 1999-C1 Class B, 6.93% 6/15/31	3,600		4,121
LB-UBS Commercial Mortgage Trust sequential pay Series 2001-C3 Class A1, 6.058% 6/15/20	14,484		15,707
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (Note 1) (000s)
Leafs CMBS I Ltd./Leafs CMBS I Corp. Series 2002-1A Class C, 4.13% 11/20/37 (f)	$ 4,840		$ 4,354
LTC Commercial Mortgage pass thru certificates sequential pay Series 1998-1 Class A, 6.029% 5/28/30 (f)	5,381		5,421
Morgan Stanley Capital I, Inc. sequential pay Series 1999-WF1 Class A2, 6.21% 11/15/31	1,275		1,425
Morgan Stanley Dean Witter Capital I Trust Series 2003-HQ2 Class X2, 1.7545% 3/12/35 (f)(i)(j)	35,000		2,691
Penn Mutual Life Insurance Co./Penn Insurance & Annuity Co. Series 1996-PML:
Class K, 7.9% 11/15/26 (f)	750		804
Class L, 7.9% 11/15/26 (f)	600		562
Salomon Brothers Mortgage Securities VII, Inc. Series 2000-C3 Class A2, 6.592% 12/18/33	4,220		4,774
Structured Asset Securities Corp. Series 1996-CFL:
Class E, 7.75% 2/25/28	1,027		1,033
Class H, 7.75% 2/25/28 (f)	1,000		1,066
Thirteen Affiliates of General Growth Properties, Inc.:
sequential pay Series 1 Class A2, 6.602% 11/15/07 (f)	11,530		12,809
Series 1:
Class D2, 6.992% 11/15/07 (f)	11,380		12,433
Class E2, 7.224% 11/15/07 (f)	6,760		7,294
Trizechahn Office Properties Trust 7.253% 3/15/13 (f)	2,520		2,645
TOTAL COMMERCIAL MORTGAGE SECURITIES (Cost $243,081)		253,093
Foreign Government and Government Agency Obligations - 0.4%

Chilean Republic:
5.5% 1/15/13	7,735		7,785
5.625% 7/23/07	7,735		8,218
7.125% 1/11/12	4,410		4,964
United Mexican States:
6.375% 1/16/13	6,840		6,840
8% 9/24/22	5,900		6,174
TOTAL FOREIGN GOVERNMENT AND GOVERNMENT AGENCY OBLIGATIONS (Cost $32,167)		33,981
Supranational Obligations - 0.0%
	Principal Amount (000s)		Value (Note 1) (000s)
Corporacion Andina de Fomento 6.875% 3/15/12 (Cost $3,814)	$ 3,855		$ 3,975
Floating Rate Loans - 0.2%

FINANCIALS - 0.2%
Diversified Financials - 0.2%
Nextel Finance Co.:
Tranche B term loan 4.75% 6/30/08 (i)	7,562		7,354
Tranche C term loan 5% 12/31/08 (i)	7,562		7,354
			14,708
INFORMATION TECHNOLOGY - 0.0%
Semiconductor Equipment & Products - 0.0%
Semiconductor Components Industries LLC:
Tranche B term loan 5.875% 8/4/06 (g)(i)	1,470		1,367
Tranche C term loan 5.875% 8/4/07 (g)(i)	1,580		1,469
			2,836
TOTAL FLOATING RATE LOANS (Cost $16,679)		17,544

Money Market Funds - 18.9%
	Shares
Fidelity Cash Central Fund, 1.37% (b)	1,415,964,622		1,415,965
Fidelity Money Market Central Fund, 1.38% (b)	425,013,442		425,013
Fidelity Securities Lending Cash Central Fund, 1.33% (b)	1,268,250		1,268
TOTAL MONEY MARKET FUNDS (Cost $1,842,246)		1,842,246
Cash Equivalents - 0.0%
	Maturity Amount (000s)		Value (Note 1) (000s)
Investments in repurchase agreements (Collateralized by U.S. Government Obligations, in a joint trading account at 1.37%, dated 3/31/03 due 4/1/03) (Cost $4,282)	$ 4,282		$ 4,282
TOTAL INVESTMENT PORTFOLIO - 105.7% (Cost $10,811,014)			10,288,994
NET OTHER ASSETS - (5.7)%			(556,439)
NET ASSETS - 100%		$ 9,732,555

Swap Agreements
	Expiration Date	Notional Amount (000s)	Unrealized Appreciation/ (Depreciation) (000s)
Interest Rate Swap
Receive quarterly a fixed rate equal to 2.40775% and pay quarterly a floating rate based on 3-month LIBOR with JPMorgan Chase, Inc.	July 2006	$ 45,000	$ (75)