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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT (No. 002-93601)
UNDER THE SECURITIES ACT OF 1933
[X]
Pre-Effective Amendment No.
[ ]
Post-Effective Amendment No. 76
[X]
and
REGISTRATION STATEMENT (No. 811-04118)
UNDER THE INVESTMENT COMPANY ACT OF 1940
[X]
Amendment No. 76
[X]
Fidelity Securities Fund
(Exact Name of Registrant as Specified in Charter)
82 Devonshire St., Boston, Massachusetts 02109
(Address Of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number: 617-563-7000
Eric D. Roiter, Secretary
82 Devonshire Street
Boston, Massachusetts 02109
(Name and Address of Agent for Service)
It is proposed that this filing will become effective
( )
immediately upon filing pursuant to paragraph (b).
( )
on ( ) pursuant to paragraph (b) at 5:30 p.m. Eastern Time.
( )
60 days after filing pursuant to paragraph (a)(1) at 5:30 p.m. Eastern Time.
(X)
on (September 29, 2007) pursuant to paragraph (a)(1) of Rule 485 at 5:30 p.m.
Eastern Time.
( )
75 days after filing pursuant to paragraph (a)(2) at 5:30 p.m. Eastern Time.
( )
on ( ) pursuant to paragraph (a)(2) of Rule 485 at 5:30 p.m. Eastern Time.
If appropriate, check the following box:
( )
this post-effective amendment designates a new effective date for a previously
filed post-effective amendment.
Like securities of all mutual
funds, these securities have
not been approved or
disapproved by the
Securities and Exchange
Commission, and the
Securities and Exchange
Commission has not
determined if this prospectus
is accurate or complete. Any
representation to the
contrary is a criminal
offense.
Fidelity®
OTC
Portfolio
(fund number 093, trading symbol FOCPX)
Prospectus
<R>September 29, 2007</R>
(fidelity_logo_graphic)
82 Devonshire Street, Boston, MA 02109
Fund Summary |
Investment Summary |
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Performance |
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Fee Table |
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Fund Basics |
Investment Details |
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Valuing Shares |
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Shareholder Information |
Buying and Selling Shares |
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Exchanging Shares |
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Features and Policies |
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Dividends and Capital Gain Distributions |
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Tax Consequences |
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Fund Services |
Fund Management |
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Fund Distribution |
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Appendix |
Financial Highlights |
Prospectus
Investment Objective
OTC Portfolio seeks capital appreciation.
Principal Investment Strategies
<R></R>
Principal Investment Risks
In addition, the fund is considered non-diversified and can invest a greater portion of assets in securities of individual issuers than a diversified fund. As a result, changes in the market value of a single investment could cause greater fluctuations in share price than would occur in a more diversified fund.
An investment in the fund is not a deposit of a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
When you sell your shares they may be worth more or less than what you paid for them, which means that you could lose money.
<R>The following information is intended to help you understand the risks of investing in the fund. The information illustrates the changes in the performance of the fund's shares from year to year and compares the performance of the fund's shares to the performance of a market index over various periods of time. Returns (before and after taxes) are based on past results and are not an indication of future performance.</R>
Prospectus
Fund Summary - continued
OTC |
||||||||||
<R>Calendar Years</R> |
<R>1997</R> |
<R>1998</R> |
<R>1999</R> |
<R>2000</R> |
<R>2001</R> |
<R>2002</R> |
<R>2003</R> |
<R>2004</R> |
<R>2005</R> |
<R>2006</R> |
|
<R>[ ]%</R> |
<R>[ ]%</R> |
<R>[ ]%</R> |
<R>[ ]%</R> |
<R>[ ]%</R> |
<R>[ ]%</R> |
<R>[ ]%</R> |
<R>[ ]%</R> |
<R>[ ]%</R> |
<R>[ ]%</R> |
<R>
</R>
<R>During the periods shown in the chart for OTC:</R> |
<R>Returns</R> |
<R>Quarter ended</R> |
<R>Highest Quarter Return</R> |
<R> __%</R> |
<R>[Month] [Day], [Year]</R> |
<R>Lowest Quarter Return</R> |
<R> __%</R> |
<R>[Month] [Day], [Year]</R> |
<R>Year-to-Date Return</R> |
<R> __%</R> |
<R>June 30, 2007</R> |
After-tax returns are calculated using the historical highest individual federal marginal income tax rates, but do not reflect the impact of state or local taxes. Return After Taxes on Distributions and Sale of Fund Shares may be higher than other returns for the same period due to a tax benefit of realizing a capital loss upon the sale of fund shares. Actual after-tax returns may differ depending on your individual circumstances. The after-tax returns shown are not relevant if you hold your shares in a retirement account or in another tax-deferred arrangement.
<R>For the periods ended |
<R>Past 1 |
<R>Past 5 |
<R>Past 10 |
<R>OTC Portfolio</R> |
|
|
|
<R>Return Before Taxes</R> |
<R> %</R> |
<R> %</R> |
<R> %</R> |
<R>Return After Taxes on Distributions</R> |
<R> %</R> |
<R> %</R> |
<R> %</R> |
<R>Return After Taxes on Distributions and Sale of Fund Shares</R> |
<R> %</R> |
<R> %</R> |
<R> %</R> |
<R>NASDAQ Composite® Index (reflects no deduction for fees, expenses, or taxes)</R> |
<R> %</R> |
<R> %</R> |
<R> %</R> |
Prospectus
<R>NASDAQ Composite® Index is a market capitalization-weighted index that is designed to represent the performance of the National Market System which includes over 5,000 stocks traded only over-the-counter and not on an exchange.</R>
<R>The following table describes the fees and expenses that may be incurred when you buy, hold, or sell shares of the fund.</R>
Shareholder fees (paid by the investor directly)
Sales charge (load) on purchases and reinvested distributions |
None |
Deferred sales charge (load) on redemptions |
None |
Annual operating expenses (paid from fund assets)
<R>Management feeA</R> |
<R>[__%]</R> |
<R>Distribution and/or Service (12b-1) fees</R> |
<R>None</R> |
<R>Other expenses</R> |
<R>[__]%</R> |
<R>[Acquired fund fees and expenses[B]</R> |
<R>%]</R> |
<R>Total annual fund operating expenses</R> |
<R>%</R> |
<R>A A portion of the fund's management fee is based on performance relative to a securities index. As a result, the current management fee rate and total expense ratio may be higher or lower than the rate disclosed above, which reflects the performance adjustments for the most recent fiscal period. See the Fund Management section for additional details.</R>
<R>[B Differs from the ratios of expenses to average net assets in the Financial Highlights section because the total annual operating expenses shown above include acquired fund fees and expenses.]</R>
This example helps you compare the cost of investing in the fund with the cost of investing in other mutual funds.
<R>Let's say, hypothetically, that the annual return for shares of the fund is 5% and that your shareholder fees and the annual operating expenses for shares of the fund are exactly as described in the fee table. This example illustrates the effect of fees and expenses, but is not meant to suggest actual or expected fees and expenses or returns, all of which may vary. For every $10,000 you invested, here's how much you would pay in total expenses if you sell all of your shares at the end of each time period indicated:</R>
<R>1 year</R> |
<R>$ </R> |
<R>3 years</R> |
<R>$ </R> |
<R>5 years</R> |
<R>$ </R> |
<R>10 years</R> |
<R>$ </R> |
Prospectus
Investment Objective
OTC Portfolio seeks capital appreciation.
Principal Investment Strategies
Fidelity Management & Research Company (FMR) normally invests the fund's assets primarily in common stocks.
<R>FMR normally invests at least 80% of the fund's assets in NASDAQ and OTC securities. For purposes of this fund, FMR defines NASDAQ and OTC securities as securities principally traded on either the NASDAQ exchange or the OTC market (a telephone or computer network that connects securities dealers), which may include equity or debt securities. These securities can be issued by companies of any size. However, the OTC market has more small and medium-sized companies than other markets.</R>
FMR will invest more than 25% of the fund's total assets in the technology sector.
FMR may invest the fund's assets in securities of foreign issuers in addition to securities of domestic issuers.
Because the fund is considered non-diversified, FMR may invest a significant percentage of the fund's assets in a single issuer.
FMR is not constrained by any particular investment style. At any given time, FMR may tend to buy "growth" stocks or "value" stocks or a combination of both types. In buying and selling securities for the fund, FMR relies on fundamental analysis of each issuer and its potential for success in light of its current financial condition, its industry position, and economic and market conditions. Factors considered include growth potential, earnings estimates, and management.
In addition to the principal investment strategies discussed above, FMR may lend the fund's securities to broker-dealers or other institutions to earn income for the fund.
FMR may also use various techniques, such as buying and selling futures contracts and exchange traded funds, to increase or decrease the fund's exposure to changing security prices or other factors that affect security values. If FMR's strategies do not work as intended, the fund may not achieve its objective.
Description of Principal Security Types
Equity securities represent an ownership interest, or the right to acquire an ownership interest, in an issuer. Different types of equity securities provide different voting and dividend rights and priority in the event of the bankruptcy of the issuer. Equity securities include common stocks, preferred stocks, convertible securities, and warrants.
Principal Investment Risks
Many factors affect the fund's performance. The fund's share price changes daily based on changes in market conditions and interest rates and in response to other economic, political, or financial developments. The fund's reaction to these developments will be affected by the types of securities in which the fund invests, the financial condition, industry and economic sector, and geographic location of an issuer, and the fund's level of investment in the securities of that issuer. Because FMR concentrates the fund's investments in a particular group of related industries, the fund's performance could depend heavily on the performance of that group of industries and could be more volatile than the performance of less concentrated funds. In addition, because FMR may invest a significant percentage of the fund's assets in a single issuer, the fund's performance could be closely tied to that one issuer and could be more volatile than the performance of more diversified funds. When you sell your shares they may be worth more or less than what you paid for them, which means that you could lose money.
Prospectus
Fund Basics - continued
The following factors can significantly affect the fund's performance:
<R>Stock Market Volatility. The value of equity securities fluctuates in response to issuer, political, market, and economic developments. In the short term, equity prices can fluctuate dramatically in response to these developments. Different parts of the market and different types of equity securities can react differently to these developments. For example, large cap stocks can react differently from small cap stocks, and "growth" stocks can react differently from "value" stocks. Issuer, political, or economic developments can affect a single issuer, issuers within an industry or economic sector or geographic region, or the market as a whole. Terrorism and related geo-political risks have led, and may in the future lead, to increased short-term market volatility and may have adverse long-term effects on world economies and markets generally.</R>
Foreign Exposure. Foreign securities, foreign currencies, and securities issued by U.S. entities with substantial foreign operations can involve additional risks relating to political, economic, or regulatory conditions in foreign countries. These risks include fluctuations in foreign currencies; withholding or other taxes; trading, settlement, custodial, and other operational risks; and the less stringent investor protection and disclosure standards of some foreign markets. All of these factors can make foreign investments, especially those in emerging markets, more volatile and potentially less liquid than U.S. investments. In addition, foreign markets can perform differently from the U.S. market.
<R>Industry Concentration. Market conditions, interest rates, and economic, regulatory, or financial developments could significantly affect a group of related industries, and the securities of companies in that group of industries could react similarly to these or other developments. In addition, from time to time, a small number of companies may represent a large portion of a group of related industries as a whole, and these companies can be sensitive to adverse economic, regulatory, or financial developments.</R>
The technology industries can be significantly affected by obsolescence of existing technology, short product cycles, falling prices and profits, competition from new market entrants, and general economic conditions.
Prospectus
Issuer-Specific Changes. Changes in the financial condition of an issuer or counterparty, changes in specific economic or political conditions that affect a particular type of security or issuer, and changes in general economic or political conditions can affect a security's or instrument's value. The value of securities of smaller, less well-known issuers can be more volatile than that of larger issuers. Smaller issuers can have more limited product lines, markets, or financial resources.
In response to market, economic, political, or other conditions, FMR may temporarily use a different investment strategy for defensive purposes. If FMR does so, different factors could affect the fund's performance and the fund may not achieve its investment objective.
Fundamental Investment Policies
The policy discussed below is fundamental, that is, subject to change only by shareholder approval.
OTC Portfolio seeks capital appreciation.
Shareholder Notice
The following policy is subject to change only upon 60 days' prior notice to shareholders:
OTC Portfolio normally invests at least 80% of its assets in securities principally traded on NASDAQ or another OTC market.
<R>Important Notice Regarding Change in Policy</R>
<R>Effective January 1, 2008, the fund will adopt the following new policy, subject to change only upon 60 days' prior notice to shareholders:</R>
<R>OTC Portfolio normally invests at least 80% of its assets in securities principally traded on NASDAQ or an OTC market.</R>
The fund is open for business each day the New York Stock Exchange (NYSE) is open.
<R>The fund's net asset value per share (NAV) is the value of a single share. Fidelity normally calculates the fund's NAV as of the close of business of the NYSE, normally 4:00 p.m. Eastern time. The fund's assets normally are valued as of this time for the purpose of computing the fund's NAV. </R>
<R>NAV is not calculated and the fund will not process purchase and redemption requests submitted on days when the fund is not open for business. The time at which shares are priced and until which purchase and redemption orders are accepted may be changed as permitted by the Securities and Exchange Commission (SEC).</R>
To the extent that the fund's assets are traded in other markets on days when the fund is not open for business, the value of the fund's assets may be affected on those days. In addition, trading in some of the fund's assets may not occur on days when the fund is open for business.
<R>The fund's assets are valued primarily on the basis of market quotations or official closing prices. Certain short-term securities are valued on the basis of amortized cost. If market quotations or official closing prices are not readily available or do not accurately reflect fair value for a security or if a security's value has been materially affected by events occurring before the fund's pricing time but after the close of the exchange or market on which the security is principally traded, that security will be valued by another method that the Board of Trustees believes accurately reflects fair value in accordance with the Board's fair value pricing policies. For example, arbitrage opportunities may exist when trading in a portfolio security or securities is halted and does not resume before the fund calculates its NAV. These arbitrage opportunities may enable short-term traders to dilute the NAV of long-term investors. Securities trading in overseas markets present time zone arbitrage opportunities when events affecting portfolio security values occur after the close of the overseas market but prior to the close of the U.S. market. Fair value pricing will be used for high yield debt and floating rate loans when available pricing information is determined to be stale or for other reasons not to accurately reflect fair value. To the extent the fund invests in other open-end funds, the fund will calculate its NAV using the NAV of the underlying funds in which it invests as described in the underlying funds' prospectuses. The fund may invest in other Fidelity funds that use the same fair value pricing policies as the fund or in Fidelity money market funds. A security's valuation may differ depending on the method used for determining value. Fair valuation of a fund's portfolio securities can serve to reduce arbitrage opportunities available to short-term traders, but there is no assurance that fair value pricing policies will prevent dilution of the fund's NAV by short-term traders. While the fund has policies regarding excessive trading, these too may not be effective to prevent short-term NAV arbitrage trading, particularly in regard to omnibus accounts.</R>
Prospectus
Fidelity Investments was established in 1946 to manage one of America's first mutual funds. Today, Fidelity is the largest mutual fund company in the country, and is known as an innovative provider of high-quality financial services to individuals and institutions.
In addition to its mutual fund business, the company operates one of America's leading brokerage firms, Fidelity Brokerage Services LLC. Fidelity is also a leader in providing tax-advantaged retirement plans for individuals investing on their own or through their employer.
You may buy or sell shares of a fund through a Fidelity brokerage account or a Fidelity mutual fund account. If you buy or sell shares of a fund (other than by exchange) through a Fidelity brokerage account, your transactions generally involve your Fidelity brokerage core (a settlement vehicle included as part of your Fidelity brokerage account).
If you do not currently have a Fidelity brokerage account or a Fidelity mutual fund account and would like to invest in a fund, you may need to complete an application. For more information about a Fidelity brokerage account or a Fidelity mutual fund account, please visit Fidelity's web site at www.fidelity.com, call 1-800-FIDELITY, or visit a Fidelity Investor Center (call 1-800-544-9797 for the center nearest you).
You may also buy or sell shares of the funds through a retirement account (such as an IRA or an account funded through salary deduction) or an investment professional. Retirement specialists are available at 1-800-544-4774 to answer your questions about Fidelity retirement products. If you buy or sell shares of a fund through a retirement account or an investment professional, the procedures for buying, selling, and exchanging shares of the fund and the account features and policies may differ from those discussed in this prospectus. Fees in addition to those discussed in this prospectus may also apply. For example, you may be charged a transaction fee if you buy or sell shares of the fund through a non-Fidelity broker or other investment professional.
Buying and Selling Information |
Internet www.fidelity.com |
Phone Fidelity Automated Service Telephone (FAST®) 1-800-544-5555 To reach a Fidelity representative 1-800-544-6666 |
Additional purchases: Redemptions: |
TDD - Service for the Deaf and Hearing Impaired 1-800-544-0118 (9:00 a.m. - 9:00 p.m. Eastern time) |
You should include the following information with any order to buy, sell, or exchange shares:
|
Certain methods of contacting Fidelity, such as by telephone or electronically, may be unavailable or delayed (for example, during periods of unusual market activity). In addition, the level and type of service available may be restricted based on criteria established by Fidelity.
Minimums |
|
Initial Purchase |
$2,500 |
For Fidelity Simplified Employee Pension-IRA and Keogh accounts, and Non-Fidelity Prototype Retirement accounts |
$500 |
Through regular investment plans in Fidelity Traditional IRAs, Roth IRAs, and Rollover IRAsA |
$200 |
Subsequent Purchase |
$250 |
Through regular investment plans |
$100 |
Balance |
$2,000 |
For Fidelity Simplified Employee Pension-IRA and Keogh accounts, and Non-Fidelity Prototype Retirement accounts |
$500 |
<R>A Requires monthly purchases of $200 until fund balance is $2,500 worth of shares.</R>
There is no minimum balance or initial or subsequent purchase minimum for investments through Portfolio Advisory ServicesSM , a mutual fund or a qualified tuition program for which FMR or an affiliate serves as investment manager, certain Fidelity retirement accounts funded through salary deduction, or fund positions opened with the proceeds of distributions from such retirement accounts. In addition, the fund may waive or lower purchase minimums in other circumstances.
The fund may reject for any reason, or cancel as permitted or required by law, any purchase orders, including exchanges.
For example, the fund may reject any purchase orders, including exchanges, from market timers or investors that, in FMR's opinion, may be disruptive to the fund.
Frequent purchases and sales of fund shares can harm shareholders in various ways, including reducing the returns to long-term shareholders by increasing costs to the fund (such as brokerage commissions), disrupting portfolio management strategies, and diluting the value of the shares of long-term shareholders in cases in which fluctuations in markets are not fully priced into the fund's NAV. Accordingly, the Board of Trustees has adopted policies and procedures designed to discourage excessive or short-term trading of fund shares. However, there is the risk that the fund's policies and procedures will prove ineffective in whole or in part to detect or prevent frequent trading. The fund may alter its policies at any time without prior notice to shareholders.
Prospectus
There is no minimum holding period and shareholders can sell their shares at any time. Shareholders will ordinarily comply with the fund's policies regarding excessive trading by allowing 90 days to pass after each investment before they sell or exchange from the fund. The fund may take action if shares are held longer than 90 days if the trading is disruptive for other reasons such as unusually large trade size. The fund reserves the right, but does not have the obligation, to reject any purchase or exchange transaction at any time. In addition, the fund reserves the right to impose restrictions on purchases or exchanges at any time or conditions that are more restrictive on disruptive, excessive, or short-term trading than those that are otherwise stated in this prospectus.
Excessive trading activity is measured by the number of roundtrip transactions in a shareholder's account. A roundtrip transaction occurs when a shareholder buys and then sells shares of a fund within 30 days. Shareholders are limited to two roundtrip transactions per fund within any rolling 90-day period, subject to an overall limit of four roundtrip transactions across all Fidelity funds over a rolling 12-month period. Transactions of $1,000 or less, systematic withdrawal and/or contribution programs, mandatory retirement distributions, and transactions initiated by a plan sponsor will not count toward the roundtrip limits. For employer-sponsored retirement plans, only participant directed exchanges will count toward the roundtrip limits.
Shareholders with two or more roundtrip transactions in a single fund within a rolling 90-day period will be blocked from making additional purchases or exchange purchases of the fund for 85 days. Shareholders with four or more roundtrip transactions across all Fidelity funds within any rolling 12-month period will be blocked for 85 days from additional purchases or exchange purchases across all Fidelity funds. Any roundtrip within 12 months of the expiration of a multi-fund block will initiate another multi-fund block for an 85-day period. For repeat offenders, FMR may, but does not have the obligation to, impose long-term or permanent blocks on purchase or exchange purchase transactions in any account under the shareholder's common control at any time, other than a participant's account held through an employer-sponsored retirement plan. Employer-sponsored retirement plan participants whose activity triggers a purchase or exchange block will be permitted one trade every calendar quarter. In the event of a block, employer and participant contributions and loan repayments by the participant may still be invested in the fund.
Qualified wrap programs will be monitored by matching the adviser's orders for purchase, exchange, or sale transactions in fund shares to determine if the adviser's orders comply with the fund's frequent trading policies. Additions to and withdrawals from a qualified wrap program by the adviser's client will not be matched with transactions initiated by the adviser. Therefore if the adviser buys shares of a fund and an individual client subsequently sells shares of the same fund within 30 days, the client's transaction is not matched with the adviser's and therefore does not count as a roundtrip. However, client initiated transactions are subject to the fund's policies on frequent trading and individual clients will be subject to restrictions due to their frequent trading in a wrap account. Excessive trading by an adviser will lead to fund blocks and the wrap program will cease to be a qualified wrap program. If the wrap program is blocked from making additional purchases or exchange purchases of a fund because of excessive trading by the adviser the wrap program will no longer be considered qualified and any transaction whether initiated by the adviser or the client will be matched when counting roundtrips. Wrap account client purchases and sale transactions will be monitored under the fund's monitoring policy as though the wrap clients were fund shareholders. A qualified wrap program is: (i) a program whose adviser certifies that it has investment discretion over $100 million or more in client assets invested in mutual funds at the time of the certification, (ii) a program in which the adviser directs transactions in the accounts participating in the program in concert with changes in a model portfolio, and (iii) managed by an adviser who agrees to give FMR sufficient information to permit FMR to identify the individual accounts in the wrap program.
Prospectus
Shareholder Information - continued
The fund's excessive trade monitoring policy described above does not apply to transactions initiated by the trustee or adviser to a donor-advised charitable gift fund, qualified fund-of-fund(s) or other strategy funds, or omnibus accounts. Trustees or advisers of donor-advised charitable gift funds must certify to the fund's satisfaction that they either work from an asset allocation model or direct transactions in their accounts in concert with changes in a model portfolio and that participants are limited in their ability to influence investments by the trust. A qualified fund-of-fund(s) is a mutual fund, qualified tuition program, or other strategy fund consisting of qualified plan assets that either applies the Fidelity fund's policies on frequent trading to shareholders at the fund-of-fund(s) level, or demonstrates that the fund-of-fund(s) has policies designed to control frequent trading and that they are reasonably likely to be effective as determined by the Fidelity fund's Treasurer. The adviser to the fund-of-fund(s) must also demonstrate to the Fidelity fund's Treasurer that its investment strategy will not lead to excessive trading. Omnibus accounts are maintained by intermediaries acting on behalf of multiple investors whose individual trades are not ordinarily disclosed to the fund. Short-term trading by these investors is likely to go undetected by the fund and may increase costs and disrupt portfolio management. The fund will monitor aggregate trading in qualified fund-of-funds and known omnibus accounts to attempt to identify disruptive trades, focusing on transactions in excess of $250,000. There is no assurance that these policies will be effective, or will successfully detect or deter market timing.
Prospectus
The fund's Treasurer is authorized to suspend the fund's policies during periods of severe market turbulence or national emergency.
The fund does not knowingly accommodate frequent purchases and redemptions of fund shares by investors, except as provided under the fund's policies with respect to known omnibus accounts, qualified fund-of-fund(s), qualified wrap accounts, donor-advised charitable gift funds, and 30 day roundtrips.
The price to buy one share of the fund is the fund's NAV. The fund's shares are sold without a sales charge.
Your shares will be bought at the next NAV calculated after your investment is received in proper form.
<R>The fund has authorized certain intermediaries to accept orders to buy shares on its behalf. When authorized intermediaries receive an order in proper form, the order is considered as being placed with the fund, and shares will be bought at the next NAV calculated after the order is received by the authorized intermediary. Orders by funds of funds for which FMR or an affiliate serves as investment manager will be treated as received by the fund at the same time that the corresponding orders are received in proper form by the funds of funds.</R>
The fund may stop offering shares completely or may offer shares only on a limited basis, for a period of time or permanently.
If you place an order to buy shares and your payment is not received and collected, your purchase may be canceled and you could be liable for any losses or fees the fund or Fidelity has incurred.
<R>Certain financial institutions that have entered into sales agreements with Fidelity Distributors Corporation (FDC) may enter confirmed purchase orders on behalf of customers by phone, with payment to follow no later than the time when fund shares are priced on the following business day. If payment is not received by that time, the order will be canceled and the financial institution could be held liable for resulting fees or losses.</R>
Under applicable anti-money laundering regulations and other federal regulations, purchase orders may be suspended, restricted, or canceled and the monies may be withheld.
The price to sell one share of the fund is the fund's NAV.
Your shares will be sold at the next NAV calculated after your order is received in proper form. Normally, redemptions will be processed by the next business day, but it may take up to seven days to pay the redemption proceeds if making immediate payment would adversely affect the fund.
<R>The fund has authorized certain intermediaries to accept orders to sell shares on its behalf. When authorized intermediaries receive an order in proper form, the order is considered as being placed with the fund, and shares will be sold at the next NAV calculated after the order is received by the authorized intermediary. Orders by funds of funds for which FMR or an affiliate serves as investment manager will be treated as received by the fund at the same time that the corresponding orders are received in proper form by the funds of funds.</R>
Prospectus
Shareholder Information - continued
Certain requests must include a signature guarantee. It is designed to protect you and Fidelity from fraud. If you hold your shares in a Fidelity mutual fund account and submit your request to Fidelity by mail, your request must be made in writing and include a signature guarantee if any of the following situations apply:
You should be able to obtain a signature guarantee from a bank, broker (including Fidelity Investor Centers), dealer, credit union (if authorized under state law), securities exchange or association, clearing agency, or savings association. A notary public cannot provide a signature guarantee.
When you place an order to sell shares, note the following:
Prospectus
To sell shares issued with certificates, call Fidelity for instructions. The fund no longer issues share certificates.
An exchange involves the redemption of all or a portion of the shares of one fund and the purchase of shares of another fund.
As a shareholder, you have the privilege of exchanging shares of the fund for shares of other Fidelity funds.
However, you should note the following policies and restrictions governing exchanges:
The fund may terminate or modify the exchange privilege in the future.
Other funds may have different exchange restrictions and minimums, and may impose redemption fees of up to 2.00% of the amount exchanged. Check each fund's prospectus for details.
The following features may be available to buy and sell shares of the fund or to move money to and from your account, depending on whether you are investing through a Fidelity brokerage account or a Fidelity mutual fund account. Please visit Fidelity's web site at www.fidelity.com or call 1-800-544-6666 for more information.
Prospectus
Shareholder Information - continued
Electronic Funds Transfer: electronic money movement through the Automated Clearing House
- Make periodic (automatic) purchases of Fidelity fund shares or payments to your Fidelity brokerage account. - Make periodic (automatic) redemptions of Fidelity fund shares or withdrawals from your Fidelity brokerage account. |
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Wire: electronic money movement through the Federal Reserve wire system
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Automatic Transactions: periodic (automatic) transactions
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The following policies apply to you as a shareholder.
Statements that Fidelity sends to you include the following:
To reduce expenses, only one copy of most financial reports and prospectuses may be mailed to households, even if more than one person in a household holds shares of the fund. Call Fidelity at 1-800-544-8544 if you need additional copies of financial reports or prospectuses. If you do not want the mailing of these documents to be combined with those for other members of your household, contact Fidelity in writing at P.O. Box 770001, Cincinnati, Ohio 45277-0002.
Electronic copies of most financial reports and prospectuses are available at Fidelity's web site. To participate in Fidelity's electronic delivery program, call Fidelity or visit Fidelity's web site for more information.
You may initiate many transactions by telephone or electronically. Fidelity will not be responsible for any loss, cost, expense, or other liability resulting from unauthorized transactions if it follows reasonable security procedures designed to verify the identity of the investor. Fidelity will request personalized security codes or other information, and may also record calls. For transactions conducted through the Internet, Fidelity recommends the use of an Internet browser with 128-bit encryption. You should verify the accuracy of your confirmation statements upon receipt and notify Fidelity immediately of any discrepancies in your account activity. If you do not want the ability to sell and exchange by telephone, call Fidelity for instructions.
Prospectus
You may be asked to provide additional information in order for Fidelity to verify your identity in accordance with requirements under anti-money laundering regulations. Accounts may be restricted and/or closed, and the monies withheld, pending verification of this information or as otherwise required under these and other federal regulations.
<R>Fidelity may deduct a small balance maintenance fee of $12.00 from a fund balance with a value of less than $2,000 in shares. It is expected that fund balances will be valued on the second Friday in November of each calendar year. Fund positions opened after September 30 will not be subject to the fee for that calendar year. The fee, which is payable to Fidelity, is designed to offset in part the relatively higher costs of servicing smaller fund positions. This fee will not be deducted from fund positions opened after January 1 of that calendar year if those positions use regular investment plans.</R>
<R>You will be given 30 days' notice to reestablish the minimum balance if your fund balance falls below $2,000 worth of shares ($500 for fund balances in Fidelity Simplified Employee Pension-IRA and Keogh accounts, and Non-Fidelity Prototype Retirement accounts), for any reason, including solely due to declines in NAV. If you do not increase your balance, Fidelity may sell all of your shares and send the proceeds to you. Your shares will be sold at the NAV on the day Fidelity closes your fund position. Certain fund positions are not subject to these balance requirements and will not be closed for failure to maintain a minimum balance.</R>
Fidelity may charge a fee for certain services, such as providing historical account documents.
The fund earns dividends, interest, and other income from its investments, and distributes this income (less expenses) to shareholders as dividends. The fund also realizes capital gains from its investments, and distributes these gains (less any losses) to shareholders as capital gain distributions.
The fund normally pays dividends and capital gain distributions in September and December.
<R>When you open an account, specify on your application how you want to receive your distributions. The following distribution options are available for shares of the fund:</R>
Prospectus
Shareholder Information - continued
1. Reinvestment Option. Your dividends and capital gain distributions will be automatically reinvested in additional shares of the fund. If you do not indicate a choice on your application, you will be assigned this option.
2. Income-Earned Option. Your capital gain distributions will be automatically reinvested in additional shares of the fund. Your dividends will be paid in cash.
3. Cash Option. Your dividends and capital gain distributions will be paid in cash.
4. Directed Dividends® Option. Your dividends will be automatically invested in shares of another identically registered Fidelity fund. Your capital gain distributions will be automatically invested in shares of another identically registered Fidelity fund, automatically reinvested in additional shares of the fund, or paid in cash.
If the distribution option you prefer is not listed on your account application, or if you want to change your current distribution option, visit Fidelity's web site at www.fidelity.com or call 1-800-544-6666 for more information.
If you elect to receive distributions paid in cash by check and the U.S. Postal Service does not deliver your checks, your distribution option may be converted to the Reinvestment Option. You will not receive interest on amounts represented by uncashed distribution checks.
If your dividend check(s) remains uncashed for more than six months, your check(s) may be invested in additional shares of the fund at the next NAV calculated on the day of the investment.
As with any investment, your investment in the fund could have tax consequences for you. If you are not investing through a tax-advantaged retirement account, you should consider these tax consequences.
Taxes on distributions. Distributions you receive from the fund are subject to federal income tax, and may also be subject to state or local taxes.
For federal tax purposes, certain of the fund's distributions, including dividends and distributions of short-term capital gains, are taxable to you as ordinary income, while certain of the fund's distributions, including distributions of long-term capital gains, are taxable to you generally as capital gains. A percentage of certain distributions of dividends may qualify for taxation at long-term capital gains rates (provided certain holding period requirements are met).
If you buy shares when a fund has realized but not yet distributed income or capital gains, you will be "buying a dividend" by paying the full price for the shares and then receiving a portion of the price back in the form of a taxable distribution.
Any taxable distributions you receive from the fund will normally be taxable to you when you receive them, regardless of your distribution option.
Taxes on transactions. Your redemptions, including exchanges, may result in a capital gain or loss for federal tax purposes. A capital gain or loss on your investment in the fund generally is the difference between the cost of your shares and the price you receive when you sell them.
Prospectus
The fund is a mutual fund, an investment that pools shareholders' money and invests it toward a specified goal.
FMR is the fund's manager. The address of FMR and its affiliates, unless otherwise indicated below, is 82 Devonshire Street, Boston, Massachusetts 02109.
<R>As of [_________], FMR had approximately $[__] billion in discretionary assets under management.</R>
As the manager, FMR has overall responsibility for directing the fund's investments and handling its business affairs.
FMR Co., Inc. (FMRC) serves as a sub-adviser for the fund. FMRC has day-to-day responsibility for choosing investments for the fund.
<R>FMRC is an affiliate of FMR. As of [________], FMRC had approximately $[____] billion in discretionary assets under management.</R>
Fidelity Research & Analysis Company (FRAC), formerly known as Fidelity Management & Research (Far East) Inc., serves as a sub-adviser for the fund. FRAC, an affiliate of FMR, was organized in 1986 to provide investment research and advice on issuers based outside the United States and currently also provides investment research and advice on domestic issuers. FRAC may provide investment research and advice and may also provide investment advisory services for the fund.
Affiliates assist FMR with foreign investments:
Prospectus
Fund Services - continued
[Sonu Kalra is vice president and manager of OTC Portfolio, which he has managed since January 2005. Mr. Kalra joined Fidelity Investments as a research analyst in 1998, after receiving an MBA from the Wharton School of Business at the University of Pennsylvania. Previously, he completed the Financial Management Program at GE Capital in Stamford, Connecticut in 1996.]
The statement of additional information (SAI) provides additional information about the compensation of, any other accounts managed by, and any fund shares held by Mr. Kalra.
From time to time a manager, analyst, or other Fidelity employee may express views regarding a particular company, security, industry, or market sector. The views expressed by any such person are the views of only that individual as of the time expressed 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.
The fund pays a management fee to FMR. The management fee is calculated and paid to FMR every month. The fee is determined by calculating a basic fee and then applying a performance adjustment. The performance adjustment either increases or decreases the management fee, depending on how well the fund has performed relative to the NASDAQ Composite Index.
Management |
= |
Basic |
+/- |
Performance |
The basic fee is calculated by adding a group fee rate to an individual fund fee rate, dividing by twelve, and multiplying the result by the fund's average net assets throughout the month.
The group fee rate is based on the average net assets of all the mutual funds advised by FMR. This rate cannot rise above 0.52%, and it drops as total assets under management increase.
<R>For July 2007, the group fee rate was [__]%. The individual fund fee rate is 0.35%.</R>
<R>The basic fee for the fiscal year ended July 31, 2007 was [__]% of the fund's average net assets.</R>
The performance adjustment rate is calculated monthly by comparing over the performance period the fund's performance to that of the NASDAQ Composite Index.
The performance period is the most recent 36 month period.
The maximum annualized performance adjustment rate is ± 0.20% of the fund's average net assets over the performance period. The performance adjustment rate is divided by twelve and multiplied by the fund's average net assets over the performance period, and the resulting dollar amount is then added to or subtracted from the basic fee.
Prospectus
<R>The total management fee for the fiscal year ended July 31, 2007, was [__]% of the fund's average net assets.</R>
<R>FMR pays FMRC and FMR U.K. for providing sub-advisory services. FMR and its affiliates pay FRAC for providing sub-advisory services. FMR pays FIIA for providing sub-advisory services, and FIIA in turn pays FIIA(U.K.)L. FRAC in turn pays FIJ for providing sub-advisory services.</R>
<R>The basis for the Board of Trustees approving the management contract and sub-advisory agreements for the fund is available in the fund's annual report for the fiscal period ended July 31, 2007.</R>
FMR may, from time to time, agree to reimburse the fund for management fees and other expenses above a specified limit. FMR retains the ability to be repaid by the fund if expenses fall below the specified limit prior to the end of the fiscal year. Reimbursement arrangements, which may be discontinued by FMR at any time, can decrease the fund's expenses and boost its performance.
<R>As of July 31, 2007, approximately [____]% of the fund's total outstanding shares was held by [FMR/FMR and [an] FMR affiliate[s]/[an] FMR affiliate[s]].]</R>
FDC distributes the fund's shares.
Intermediaries, including retirement plan sponsors, service-providers, and administrators, may receive from FMR, FDC, and/or their affiliates compensation for providing recordkeeping and administrative services, as well as other retirement plan expenses, and compensation for services intended to result in the sale of shares of the fund. These payments are described in more detail on the following pages and in the SAI.
<R>The fund has adopted a Distribution and Service Plan pursuant to Rule 12b-1 under the Investment Company Act of 1940 (1940 Act) with respect to its shares that recognizes that FMR may use its management fee revenues, as well as its past profits or its resources from any other source, to pay FDC for expenses incurred in connection with providing services intended to result in the sale of shares of the fund and/or shareholder support services. FMR, directly or through FDC, may pay significant amounts to intermediaries, including retirement plan sponsors, service-providers, and administrators, that provide those services. Currently, the Board of Trustees of the fund has authorized such payments for shares of the fund.</R>
<R>If payments made by FMR to FDC or to intermediaries under the Distribution and Service Plan were considered to be paid out of the fund's assets on an ongoing basis, they might increase the cost of your investment and might cost you more than paying other types of sales charges.</R>
From time to time, FDC may offer special promotional programs to investors who purchase shares of Fidelity funds. For example, FDC may offer merchandise, discounts, vouchers, or similar items to investors who purchase shares of certain Fidelity funds during certain periods. To determine if you qualify for any such programs, contact Fidelity or visit our web site at www.fidelity.com.
Prospectus
Fund Services - continued
No dealer, sales representative, or any other person has been authorized to give any information or to make any representations, other than those contained in this prospectus and in the related SAI, in connection with the offer contained in this prospectus. If given or made, such other information or representations must not be relied upon as having been authorized by the fund or FDC. This prospectus and the related SAI do not constitute an offer by the fund or by FDC to sell shares of the fund to or to buy shares of the fund from any person to whom it is unlawful to make such offer.
Prospectus
<R>The financial highlights table is intended to help you understand the financial history of the fund's shares for the past 5 years. Certain information reflects financial results for a single share of the fund. The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in shares of the fund (assuming reinvestment of all dividends and distributions). This information has been audited by [_______________], independent registered public accounting firm, whose report, along with the fund's financial highlights and financial statements, is included in the fund's annual report. A free copy of the annual report is available upon request.</R>
<R>[Financial Highlights to be filed by subsequent amendment.]</R>
Prospectus
IMPORTANT INFORMATION ABOUT OPENING A NEW ACCOUNT To help the government fight the funding of terrorism and money laundering activities, the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (USA PATRIOT ACT), requires all financial institutions to obtain, verify, and record information that identifies each person or entity that opens an account. For individual investors opening an account: When you open an account, you will be asked for your name, address, date of birth, and other information that will allow Fidelity to identify you. You may also be asked to provide documents that may help to establish your identity, such as your driver's license. For investors other than individuals: When you open an account, you will be asked for the name of the entity, its principal place of business and taxpayer identification number (TIN) and may be requested to provide information on persons with authority or control over the account such as name, residential address, date of birth and social security number. You may also be asked to provide documents, such as drivers' licenses, articles of incorporation, trust instruments or partnership agreements and other information that will help Fidelity identify the entity. |
You can obtain additional information about the fund. A description of the fund's policies and procedures for disclosing its holdings is available in its SAI and on Fidelity's web sites. The SAI also includes more detailed information about the fund and its investments. The SAI is incorporated herein by reference (legally forms a part of the prospectus). The fund's annual and semi-annual reports also include additional information. The fund's annual report includes a discussion of the fund's holdings and recent market conditions and the fund's investment strategies that affected performance.
For a free copy of any of these documents or to request other information or ask questions about the fund, call Fidelity at 1-800-544-8544. In addition, you may visit Fidelity's web site at www.fidelity.com for a free copy of a prospectus, SAI, or annual or semi-annual report or to request other information.
The SAI, the fund's annual and semi-annual reports and other related materials are available from the Electronic Data Gathering, Analysis, and Retrieval (EDGAR) Database on the SEC's web site (http://www.sec.gov). You can obtain copies of this information, after paying a duplicating fee, by sending a request by e-mail to publicinfo@sec.gov or by writing the Public Reference Section of the SEC, Washington, D.C. 20549-0102. You can also review and copy information about the fund, including the fund's SAI, at the SEC's Public Reference Room in Washington, D.C. Call 1-202-551-8090 for information on the operation of the SEC's Public Reference Room. Investment Company Act of 1940, File Number, 811-04118 |
Fidelity, Fidelity Investments & (Pyramid) Design, FAST, and Directed Dividends are registered trademarks of FMR Corp.
Portfolio Advisory Services is a service mark of FMR Corp.
The third party marks appearing above are the marks of their respective owners.
<R>1.704200.110 OTC-pro-0907</R>
Fidelity® Low-Priced Stock Fund and Fidelity Value Discovery Fund
Funds of Fidelity Puritan Trust
Fidelity Dividend Growth Fund, Fidelity Growth & Income Portfolio,
Fidelity Leveraged Company Stock Fund, Fidelity OTC Portfolio, and
Fidelity Real Estate Income Fund
Funds of Fidelity Securities Fund
STATEMENT OF ADDITIONAL INFORMATION
<R>September 29, 2007</R>
This statement of additional information (SAI) is not a prospectus. Portions of each fund's annual reports are incorporated herein. The annual reports are supplied with this SAI.
<R>To obtain a free additional copy of a prospectus or SAI, dated September 30, 2007, or an annual report, please call Fidelity at 1-800-544-8544 or visit Fidelity's web site at http://www.fidelity.com.</R>
TABLE OF CONTENTS |
PAGE |
Investment Policies and Limitations |
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Portfolio Transactions |
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Valuation |
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Buying, Selling, and Exchanging Information |
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Distributions and Taxes |
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Trustees and Officers |
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Control of Investment Advisers |
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Management Contracts |
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Proxy Voting Guidelines |
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Distribution Services |
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Transfer and Service Agent Agreements |
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Description of the Trusts |
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Financial Statements |
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Fund Holdings Information |
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Appendix |
For more information on any Fidelity fund, including charges and expenses, call Fidelity at the number indicated above for a free prospectus. Read it carefully before investing or sending money.
<R>PSTS-ptb-0907
1.784004.104-a</R>
(fidelity_logo_graphic)
82 Devonshire Street, Boston, MA 02109
INVESTMENT POLICIES AND LIMITATIONS
The following policies and limitations supplement those set forth in the prospectus. Unless otherwise noted, whenever an investment policy or limitation states a maximum percentage of a fund's assets that may be invested in any security or other asset, or sets forth a policy regarding quality standards, such standard or percentage limitation will be determined immediately after and as a result of the fund's acquisition of such security or other asset. Accordingly, any subsequent change in values, net assets, or other circumstances will not be considered when determining whether the investment complies with the fund's investment policies and limitations.
A fund's fundamental investment policies and limitations cannot be changed without approval by a "majority of the outstanding voting securities" (as defined in the Investment Company Act of 1940 (1940 Act)) of the fund. However, except for the fundamental investment limitations listed below, the investment policies and limitations described in this SAI are not fundamental and may be changed without shareholder approval.
The following are each fund's fundamental investment limitations set forth in their entirety.
Diversification
<R> For Low-Priced Stock, Fidelity Value Discovery Fund, Dividend Growth, Growth & Income, Leveraged Company Stock, and Real Estate Income: </R>
The fund may not with respect to 75% of the fund's total assets, purchase the securities of any issuer (other than securities issued or guaranteed by the U.S. Government or any of its agencies or instrumentalities, or securities of other investment companies) if, as a result, (a) more than 5% of the fund's total assets would be invested in the securities of that issuer, or (b) the fund would hold more than 10% of the outstanding voting securities of that issuer.
Senior Securities
For each fund:
The fund may not issue senior securities, except in connection with the insurance program established by the fund pursuant to an exemptive order issued by the Securities and Exchange Commission or as otherwise permitted under the Investment Company Act of 1940.
Borrowing
For each fund:
The fund may not borrow money, except that the fund may borrow money for temporary or emergency purposes (not for leveraging or investment) in an amount not exceeding 33 1/3% of its total assets (including the amount borrowed) less liabilities (other than borrowings). Any borrowings that come to exceed this amount will be reduced within three days (not including Sundays and holidays) to the extent necessary to comply with the 33 1/3% limitation.
Underwriting
For each fund:
The fund may not underwrite securities issued by others, except to the extent that the fund may be considered an underwriter within the meaning of the Securities Act of 1933 in the disposition of restricted securities or in connection with investments in other investment companies.
Concentration
For each fund (other than OTC and Real Estate Income):
The fund may not purchase the securities of any issuer (other than securities issued or guaranteed by the U.S. Government or any of its agencies or instrumentalities) if, as a result, more than 25% of the fund's total assets would be invested in the securities of companies whose principal business activities are in the same industry.
<R>For purposes of each of Dividend Growth's, Growth & Income's, Leveraged Company Stock's, Low-Priced Stock's, and Fidelity Value Discovery Fund's concentration limitation discussed above,with respect to any investment in Fidelity Money Market Central Fund and/or any non-money market central fund, Fidelity Management & Research Company (FMR) looks through to the holdings of the central fund.</R>
<R>For purposes of each of Dividend Growth's, Growth & Income's, Leveraged Company Stock's, Low-Priced Stock's, and Fidelity Value Discovery Fund's concentration limitation discussed above, FMR may analyze the characteristics of a particular issuer and security and assign an industry or sector classification consistent with those characteristics in the event that the third party classification provider used by FMR does not assign a classification.</R>
For OTC:
The fund may not purchase the securities of any issuer (other than securities issued or guaranteed by the U.S. Government or any of its agencies or instrumentalities) if, as a result, more than 25% of the fund's total assets would be invested in the securities of companies whose principal business activities are in the same industry, except that the fund will invest more than 25% of its total assets in the technology sector.
<R>For purposes of the fund's concentration limitation discussed above, with respect to any investment in Fidelity Money Market Central Fund and/or any non-money market central fund, FMR looks through to the holdings of the central fund.</R>
For purposes of the fund's concentration limitation discussed above, FMR may analyze the characteristics of a particular issuer and security and assign an industry or sector classification consistent with those characteristics in the event that the third party classification provider used by FMR does not assign a classification.
For Real Estate Income:
The fund may not purchase any security if, as a result, more than 25% of its total assets would be invested in the securities of companies having their principal business activities in the same industry, except that the fund will invest more than 25% of its total assets in the real estate industry (this limitation does not apply to securities issued or guaranteed by the United States Government or its agencies or instrumentalities).
<R>For purposes of the fund's concentration limitation discussed above, with respect to any investment in Fidelity Money Market Central Fund and/or any non-money market central fund, FMR looks through to the holdings of the central fund.</R>
For purposes of the fund's concentration limitation discussed above, FMR may analyze the characteristics of a particular issuer and security and assign an industry or sector classification consistent with those characteristics in the event that the third party classification provider used by FMR does not assign a classification.
Real Estate
For each fund:
The fund may not purchase or sell real estate unless acquired as a result of ownership of securities or other instruments (but this shall not prevent the fund from investing in securities or other instruments backed by real estate or securities of companies engaged in the real estate business).
Commodities
For each fund:
The fund may not purchase or sell physical commodities unless acquired as a result of ownership of securities or other instruments (but this shall not prevent the fund from purchasing or selling options and futures contracts or from investing in securities or other instruments backed by physical commodities).
Loans
For each fund:
The fund may not lend any security or make any other loan if, as a result, more than 33 1/3% of its total assets would be lent to other parties, but this limitation does not apply to purchases of debt securities or to repurchase agreements, or to acquisitions of loans, loan participations or other forms of debt instruments.
Pooled Funds
For each fund (other than Fidelity Value Discovery Fund, Leveraged Company Stock, and Real Estate Income):
The fund may, notwithstanding any other fundamental investment policy or limitation, invest all of its assets in the securities of a single open-end management investment company with substantially the same fundamental investment objective, policies, and limitations as the fund.
The following investment limitations are not fundamental and may be changed without shareholder approval.
Diversification
<R>For OTC:</R>
In order to qualify as a "regulated investment company" under Subchapter M of the Internal Revenue Code of 1986, as amended, the fund currently intends to comply with certain diversification limits imposed by Subchapter M.
For purposes of the fund's diversification limitation discussed above, Subchapter M generally requires the fund to invest no more than 25% of its total assets in securities of any one issuer and to invest at least 50% of its total assets so that (a) no more than 5% of the fund's total assets are invested in securities of any one issuer, and (b) the fund does not hold more than 10% of the outstanding voting securities of that issuer. However, Subchapter M allows unlimited investments in cash, cash items, government securities (as defined in Subchapter M) and securities of other regulated investment companies. These tax requirements are generally applied at the end of each quarter of the fund's taxable year.
Short Sales
For each fund:
The fund does not currently intend to sell securities short, unless it owns or has the right to obtain securities equivalent in kind and amount to the securities sold short, and provided that transactions in futures contracts and options are not deemed to constitute selling securities short.
Margin Purchases
For each fund:
The fund does not currently intend to purchase securities on margin, except that the fund may obtain such short-term credits as are necessary for the clearance of transactions, and provided that margin payments in connection with futures contracts and options on futures contracts shall not constitute purchasing securities on margin.
Borrowing
For each fund:
The fund may borrow money only (a) from a bank or from a registered investment company or portfolio for which FMR or an affiliate serves as investment adviser or (b) by engaging in reverse repurchase agreements with any party (reverse repurchase agreements are treated as borrowings for purposes of the fundamental borrowing investment limitation).
Illiquid Securities
For each fund:
The fund does not currently intend to purchase any security if, as a result, more than 10% of its net assets would be invested in securities that are deemed to be illiquid because they are subject to legal or contractual restrictions on resale or because they cannot be sold or disposed of in the ordinary course of business at approximately the prices at which they are valued.
For purposes of each fund's illiquid securities limitation discussed above, if through a change in values, net assets, or other circumstances, the fund were in a position where more than 10% of its net assets were invested in illiquid securities, it would consider appropriate steps to protect liquidity.
Loans
For each fund:
The fund does not currently intend to lend assets other than securities to other parties, except by (a) lending money (up to 15% of the fund's net assets) to a registered investment company or portfolio for which FMR or an affiliate serves as investment adviser or (b) assuming any unfunded commitments in connection with the acquisition of loans, loan participations, or other forms of debt instruments. (This limitation does not apply to purchases of debt securities, to repurchase agreements, or to acquisitions of loans, loan participations or other forms of debt instruments.)
Pooled Funds
For each fund (other than Fidelity Value Discovery Fund, Leveraged Company Stock, and Real Estate Income):
The fund does not currently intend to invest all of its assets in the securities of a single open-end management investment company with substantially the same fundamental investment objective, policies, and limitations as the fund.
In addition to each fund's fundamental and non-fundamental limitations discussed above:
For a fund's limitations on futures, options, and swap transactions, as applicable, see the section entitled "Limitations on Futures and Options Transactions" on page 8.
Each of Growth & Income and OTC intends to comply with the requirements of Section 12(d)(1)(G)(i)(IV) of the 1940 Act.
The following pages contain more detailed information about types of instruments in which a fund may invest, strategies FMR may employ in pursuit of a fund's investment objective, and a summary of related risks. FMR may not buy all of these instruments or use all of these techniques unless it believes that doing so will help a fund achieve its goal.
Affiliated Bank Transactions. A fund may engage in transactions with financial institutions that are, or may be considered to be, "affiliated persons" of the fund under the 1940 Act. These transactions may involve repurchase agreements with custodian banks; short-term obligations of, and repurchase agreements with, the 50 largest U.S. banks (measured by deposits); municipal securities; U.S. Government securities with affiliated financial institutions that are primary dealers in these securities; short-term currency transactions; and short-term borrowings. In accordance with exemptive orders issued by the Securities and Exchange Commission (SEC), the Board of Trustees has established and periodically reviews procedures applicable to transactions involving affiliated financial institutions.
Asset-Backed Securities represent interests in pools of mortgages, loans, receivables, or other assets. Payment of interest and repayment of principal may be largely dependent upon the cash flows generated by the assets backing the securities and, in certain cases, supported by letters of credit, surety bonds, or other credit enhancements. Asset-backed security values may also be affected by other factors including changes in interest rates, the availability of information concerning the pool and its structure, the creditworthiness of the servicing agent for the pool, the originator of the loans or receivables, or the entities providing the credit enhancement. In addition, these securities may be subject to prepayment risk.
Borrowing. Each fund may borrow from banks or from other funds advised by FMR or its affiliates, or through reverse repurchase agreements. If a fund borrows money, its share price may be subject to greater fluctuation until the borrowing is paid off. If a fund makes additional investments while borrowings are outstanding, this may be considered a form of leverage.
Cash Management. A fund can hold uninvested cash or can invest it in cash equivalents such as money market securities, repurchase agreements, or shares of money market or short-term bond funds. Generally, these securities offer less potential for gains than other types of securities.
Central Funds are special types of investment vehicles created by Fidelity for use by the Fidelity funds and other advisory clients. FMR uses central funds to invest in particular security types or investment disciplines, or for cash management. Central funds incur certain costs related to their investment activity (such as custodial fees and expenses), but do not pay additional management fees to Fidelity. The investment results of the portions of the fund's assets invested in the central funds will be based upon the investment results of those funds.
Common Stock represents an equity or ownership interest in an issuer. In the event an issuer is liquidated or declares bankruptcy, the claims of owners of bonds and preferred stock take precedence over the claims of those who own common stock.
Convertible Securities are bonds, debentures, notes, or other securities that may be converted or exchanged (by the holder or by the issuer) into shares of the underlying common stock (or cash or securities of equivalent value) at a stated exchange ratio. A convertible security may also be called for redemption or conversion by the issuer after a particular date and under certain circumstances (including a specified price) established upon issue. If a convertible security held by a fund is called for redemption or conversion, the fund could be required to tender it for redemption, convert it into the underlying common stock, or sell it to a third party.
Convertible securities generally have less potential for gain or loss than common stocks. Convertible securities generally provide yields higher than the underlying common stocks, but generally lower than comparable non-convertible securities. Because of this higher yield, convertible securities generally sell at prices above their "conversion value," which is the current market value of the stock to be received upon conversion. The difference between this conversion value and the price of convertible securities will vary over time depending on changes in the value of the underlying common stocks and interest rates. When the underlying common stocks decline in value, convertible securities will tend not to decline to the same extent because of the interest or dividend payments and the repayment of principal at maturity for certain types of convertible securities. However, securities that are convertible other than at the option of the holder generally do not limit the potential for loss to the same extent as securities convertible at the option of the holder. When the underlying common stocks rise in value, the value of convertible securities may also be expected to increase. At the same time, however, the difference between the market value of convertible securities and their conversion value will narrow, which means that the value of convertible securities will generally not increase to the same extent as the value of the underlying common stocks. Because convertible securities may also be interest-rate sensitive, their value may increase as interest rates fall and decrease as interest rates rise. Convertible securities are also subject to credit risk, and are often lower-quality securities.
Companies "Principally Engaged" in the Real Estate Industry. For purposes of Real Estate Income's investment objective and policy of investing at least 80% of its assets in securities of companies principally engaged in the real estate industry and other real estate related investments, FMR considers a company to be principally engaged in the real estate industry if at least 50% of its assets (marked to market), gross income, or net profits are attributable to ownership, construction, management, or sale of residential, commercial, or industrial real estate.
Debt Securities are used by issuers to borrow money. The issuer usually pays a fixed, variable, or floating rate of interest, and must repay the amount borrowed, usually at the maturity of the security. Some debt securities, such as zero coupon bonds, do not pay interest but are sold at a deep discount from their face values. Debt securities include corporate bonds, government securities, repurchase agreements, and mortgage and other asset-backed securities.
Exposure to Foreign Markets. Foreign securities, foreign currencies, and securities issued by U.S. entities with substantial foreign operations may involve significant risks in addition to the risks inherent in U.S. investments.
Foreign investments involve risks relating to local political, economic, regulatory, or social instability, military action or unrest, or adverse diplomatic developments, and may be affected by actions of foreign governments adverse to the interests of U.S. investors. Such actions may include expropriation or nationalization of assets, confiscatory taxation, restrictions on U.S. investment or on the ability to repatriate assets or convert currency into U.S. dollars, or other government intervention. Additionally, governmental issuers of foreign debt securities may be unwilling to pay interest and repay principal when due and may require that the conditions for payment be renegotiated. There is no assurance that FMR will be able to anticipate these potential events or counter their effects. In addition, the value of securities denominated in foreign currencies and of dividends and interest paid with respect to such securities will fluctuate based on the relative strength of the U.S. dollar.
It is anticipated that in most cases the best available market for foreign securities will be on an exchange or in over-the-counter (OTC) markets located outside of the United States. Foreign stock markets, while growing in volume and sophistication, are generally not as developed as those in the United States, and securities of some foreign issuers may be less liquid and more volatile than securities of comparable U.S. issuers. Foreign security trading, settlement and custodial practices (including those involving securities settlement where fund assets may be released prior to receipt of payment) are often less developed than those in U.S. markets, and may result in increased risk or substantial delays in the event of a failed trade or the insolvency of, or breach of duty by, a foreign broker-dealer, securities depository, or foreign subcustodian. In addition, the costs associated with foreign investments, including withholding taxes, brokerage commissions, and custodial costs, are generally higher than with U.S. investments.
Foreign markets may offer less protection to investors than U.S. markets. Foreign issuers are generally not bound by uniform accounting, auditing, and financial reporting requirements and standards of practice comparable to those applicable to U.S. issuers. Adequate public information on foreign issuers may not be available, and it may be difficult to secure dividends and information regarding corporate actions on a timely basis. In general, there is less overall governmental supervision and regulation of securities exchanges, brokers, and listed companies than in the United States. OTC markets tend to be less regulated than stock exchange markets and, in certain countries, may be totally unregulated. Regulatory enforcement may be influenced by economic or political concerns, and investors may have difficulty enforcing their legal rights in foreign countries.
Some foreign securities impose restrictions on transfer within the United States or to U.S. persons. Although securities subject to such transfer restrictions may be marketable abroad, they may be less liquid than foreign securities of the same class that are not subject to such restrictions.
American Depositary Receipts (ADRs) as well as other "hybrid" forms of ADRs, including European Depositary Receipts (EDRs) and Global Depositary Receipts (GDRs), are certificates evidencing ownership of shares of a foreign issuer. These certificates are issued by depository banks and generally trade on an established market in the United States or elsewhere. The underlying shares are held in trust by a custodian bank or similar financial institution in the issuer's home country. The depository bank may not have physical custody of the underlying securities at all times and may charge fees for various services, including forwarding dividends and interest and corporate actions. ADRs are alternatives to directly purchasing the underlying foreign securities in their national markets and currencies. However, ADRs continue to be subject to many of the risks associated with investing directly in foreign securities. These risks include foreign exchange risk as well as the political and economic risks of the underlying issuer's country.
The risks of foreign investing may be magnified for investments in emerging markets. Security prices in emerging markets can be significantly more volatile than those in more developed markets, reflecting the greater uncertainties of investing in less established markets and economies. In particular, countries with emerging markets may have relatively unstable governments, may present the risks of nationalization of businesses, restrictions on foreign ownership and prohibitions on the repatriation of assets, and may have less protection of property rights than more developed countries. The economies of countries with emerging markets may be based on only a few industries, may be highly vulnerable to changes in local or global trade conditions, and may suffer from extreme and volatile debt burdens or inflation rates. Local securities markets may trade a small number of securities and may be unable to respond effectively to increases in trading volume, potentially making prompt liquidation of holdings difficult or impossible at times.
Foreign Currency Transactions. A fund may conduct foreign currency transactions on a spot (i.e., cash) or forward basis (i.e., by entering into forward contracts to purchase or sell foreign currencies). Although foreign exchange dealers generally do not charge a fee for such conversions, they do realize a profit based on the difference between the prices at which they are buying and selling various currencies. Thus, a dealer may offer to sell a foreign currency at one rate, while offering a lesser rate of exchange should the counterparty desire to resell that currency to the dealer. Forward contracts are customized transactions that require a specific amount of a currency to be delivered at a specific exchange rate on a specific date or range of dates in the future. Forward contracts are generally traded in an interbank market directly between currency traders (usually large commercial banks) and their customers. The parties to a forward contract may agree to offset or terminate the contract before its maturity, or may hold the contract to maturity and complete the contemplated currency exchange.
The following discussion summarizes the principal currency management strategies involving forward contracts that could be used by a fund. A fund may also use swap agreements, indexed securities, and options and futures contracts relating to foreign currencies for the same purposes.
A "settlement hedge" or "transaction hedge" is designed to protect a fund against an adverse change in foreign currency values between the date a security is purchased or sold and the date on which payment is made or received. Entering into a forward contract for the purchase or sale of the amount of foreign currency involved in an underlying security transaction for a fixed amount of U.S. dollars "locks in" the U.S. dollar price of the security. Forward contracts to purchase or sell a foreign currency may also be used by a fund in anticipation of future purchases or sales of securities denominated in foreign currency, even if the specific investments have not yet been selected by FMR.
A fund may also use forward contracts to hedge against a decline in the value of existing investments denominated in foreign currency. For example, if a fund owned securities denominated in pounds sterling, it could enter into a forward contract to sell pounds sterling in return for U.S. dollars to hedge against possible declines in the pound's value. Such a hedge, sometimes referred to as a "position hedge," would tend to offset both positive and negative currency fluctuations, but would not offset changes in security values caused by other factors. A fund could also hedge the position by selling another currency expected to perform similarly to the pound sterling. This type of hedge, sometimes referred to as a "proxy hedge," could offer advantages in terms of cost, yield, or efficiency, but generally would not hedge currency exposure as effectively as a direct hedge into U.S. dollars. Proxy hedges may result in losses if the currency used to hedge does not perform similarly to the currency in which the hedged securities are denominated.
A fund may enter into forward contracts to shift its investment exposure from one currency into another. This may include shifting exposure from U.S. dollars to a foreign currency, or from one foreign currency to another foreign currency. This type of strategy, sometimes known as a "cross-hedge," will tend to reduce or eliminate exposure to the currency that is sold, and increase exposure to the currency that is purchased, much as if a fund had sold a security denominated in one currency and purchased an equivalent security denominated in another. Cross-hedges protect against losses resulting from a decline in the hedged currency, but will cause a fund to assume the risk of fluctuations in the value of the currency it purchases.
Successful use of currency management strategies will depend on FMR's skill in analyzing currency values. Currency management strategies may substantially change a fund's investment exposure to changes in currency exchange rates and could result in losses to a fund if currencies do not perform as FMR anticipates. For example, if a currency's value rose at a time when FMR had hedged a fund by selling that currency in exchange for dollars, a fund would not participate in the currency's appreciation. If FMR hedges currency exposure through proxy hedges, a fund could realize currency losses from both the hedge and the security position if the two currencies do not move in tandem. Similarly, if FMR increases a fund's exposure to a foreign currency and that currency's value declines, a fund will realize a loss. There is no assurance that FMR's use of currency management strategies will be advantageous to a fund or that it will hedge at appropriate times.
Funds' Rights as Investors. The funds do not intend to direct or administer the day-to-day operations of any company. A fund, however, may exercise its rights as a shareholder or lender and may communicate its views on important matters of policy to management, the Board of Directors, shareholders of a company, and holders of other securities of the company when FMR determines that such matters could have a significant effect on the value of the fund's investment in the company. The activities in which a fund may engage, either individually or in conjunction with others, may include, among others, supporting or opposing proposed changes in a company's corporate structure or business activities; seeking changes in a company's directors or management; seeking changes in a company's direction or policies; seeking the sale or reorganization of the company or a portion of its assets; supporting or opposing third-party takeover efforts; supporting the filing of a bankruptcy petition; or foreclosing on collateral securing a security. This area of corporate activity is increasingly prone to litigation and it is possible that a fund could be involved in lawsuits related to such activities. FMR will monitor such activities with a view to mitigating, to the extent possible, the risk of litigation against a fund and the risk of actual liability if a fund is involved in litigation. No guarantee can be made, however, that litigation against a fund will not be undertaken or liabilities incurred. The funds' proxy voting guidelines are included in this SAI.
Futures, Options, and Swaps. The following paragraphs pertain to futures, options, and swaps: Combined Positions, Correlation of Price Changes, Futures Contracts, Futures Margin Payments, Limitations on Futures and Options Transactions, Liquidity of Options and Futures Contracts, Options and Futures Relating to Foreign Currencies, OTC Options, Purchasing Put and Call Options, Writing Put and Call Options, and Swap Agreements.
Combined Positions involve purchasing and writing options in combination with each other, or in combination with futures or forward contracts, to adjust the risk and return characteristics of the overall position. For example, purchasing a put option and writing a call option on the same underlying instrument would construct a combined position whose risk and return characteristics are similar to selling a futures contract. Another possible combined position would involve writing a call option at one strike price and buying a call option at a lower price, to reduce the risk of the written call option in the event of a substantial price increase. Because combined options positions involve multiple trades, they result in higher transaction costs and may be more difficult to open and close out.
Correlation of Price Changes. Because there are a limited number of types of exchange-traded options and futures contracts, it is likely that the standardized contracts available will not match a fund's current or anticipated investments exactly. A fund may invest in options and futures contracts based on securities with different issuers, maturities, or other characteristics from the securities in which the fund typically invests, which involves a risk that the options or futures position will not track the performance of the fund's other investments.
Options and futures prices can also diverge from the prices of their underlying instruments, even if the underlying instruments match a fund's investments well. Options and futures prices are affected by such factors as current and anticipated short-term interest rates, changes in volatility of the underlying instrument, and the time remaining until expiration of the contract, which may not affect security prices the same way. Imperfect correlation may also result from differing levels of demand in the options and futures markets and the securities markets, from structural differences in how options and futures and securities are traded, or from imposition of daily price fluctuation limits or trading halts. A fund may purchase or sell options and futures contracts with a greater or lesser value than the securities it wishes to hedge or intends to purchase in order to attempt to compensate for differences in volatility between the contract and the securities, although this may not be successful in all cases. If price changes in a fund's options or futures positions are poorly correlated with its other investments, the positions may fail to produce anticipated gains or result in losses that are not offset by gains in other investments.
Futures Contracts. In purchasing a futures contract, the buyer agrees to purchase a specified underlying instrument at a specified future date. In selling a futures contract, the seller agrees to sell a specified underlying instrument at a specified future date. The price at which the purchase and sale will take place is fixed when the buyer and seller enter into the contract. Some currently available futures contracts are based on specific securities, such as U.S. Treasury bonds or notes, and some are based on indices of securities prices, such as the Standard & Poor's 500 IndexSM (S&P 500®). Futures can be held until their delivery dates, or can be closed out before then if a liquid secondary market is available.
The value of a futures contract tends to increase and decrease in tandem with the value of its underlying instrument. Therefore, purchasing futures contracts will tend to increase a fund's exposure to positive and negative price fluctuations in the underlying instrument, much as if it had purchased the underlying instrument directly. When a fund sells a futures contract, by contrast, the value of its futures position will tend to move in a direction contrary to the market. Selling futures contracts, therefore, will tend to offset both positive and negative market price changes, much as if the underlying instrument had been sold.
Futures Margin Payments. The purchaser or seller of a futures contract is not required to deliver or pay for the underlying instrument unless the contract is held until the delivery date. However, both the purchaser and seller are required to deposit "initial margin" with a futures broker, known as a futures commission merchant (FCM), when the contract is entered into. Initial margin deposits are typically equal to a percentage of the contract's value. If the value of either party's position declines, that party will be required to make additional "variation margin" payments to settle the change in value on a daily basis. The party that has a gain may be entitled to receive all or a portion of this amount. Initial and variation margin payments do not constitute purchasing securities on margin for purposes of a fund's investment limitations. In the event of the bankruptcy or insolvency of an FCM that holds margin on behalf of a fund, the fund may be entitled to return of margin owed to it only in proportion to the amount received by the FCM's other customers, potentially resulting in losses to the fund. A fund is required to segregate liquid assets equivalent to the fund's outstanding obligations under the contract in excess of the initial margin and variation margin, if any.
Limitations on Futures and Options Transactions. Each trust, on behalf of each fund, has filed with the National Futures Association a notice claiming an exclusion from the definition of the term "commodity pool operator" (CPO) under the Commodity Exchange Act, as amended, and the rules of the Commodity Futures Trading Commission promulgated thereunder, with respect to each fund's operation. Accordingly, each fund is not subject to registration or regulation as a CPO.
Each fund will not: (a) sell futures contracts, purchase put options, or write call options if, as a result, more than 25% of the fund's total assets would be hedged with futures and options under normal conditions; (b) purchase futures contracts or write put options if, as a result, the fund's total obligations upon settlement or exercise of purchased futures contracts and written put options would exceed 25% of its total assets under normal conditions; or (c) purchase call options if, as a result, the current value of option premiums for call options purchased by the fund would exceed 5% of the fund's total assets. These limitations do not apply to options attached to or acquired or traded together with their underlying securities, and do not apply to securities that incorporate features similar to options.
The above limitations on the funds' investments in futures contracts and options, and the funds' policies regarding futures contracts and options discussed elsewhere in this SAI are not fundamental policies and may be changed as regulatory agencies permit.
Liquidity of Options and Futures Contracts. There is no assurance a liquid secondary market will exist for any particular options or futures contract at any particular time. Options may have relatively low trading volume and liquidity if their strike prices are not close to the underlying instrument's current price. In addition, exchanges may establish daily price fluctuation limits for options and futures contracts, and may halt trading if a contract's price moves upward or downward more than the limit in a given day. On volatile trading days when the price fluctuation limit is reached or a trading halt is imposed, it may be impossible to enter into new positions or close out existing positions. If the secondary market for a contract is not liquid because of price fluctuation limits or otherwise, it could prevent prompt liquidation of unfavorable positions, and potentially could require a fund to continue to hold a position until delivery or expiration regardless of changes in its value. As a result, a fund's access to other assets held to cover its options or futures positions could also be impaired.
Options and Futures Relating to Foreign Currencies. Currency futures contracts are similar to forward currency exchange contracts, except that they are traded on exchanges (and have margin requirements) and are standardized as to contract size and delivery date. Most currency futures contracts call for payment or delivery in U.S. dollars. The underlying instrument of a currency option may be a foreign currency, which generally is purchased or delivered in exchange for U.S. dollars, or may be a futures contract. The purchaser of a currency call obtains the right to purchase the underlying currency, and the purchaser of a currency put obtains the right to sell the underlying currency.
The uses and risks of currency options and futures are similar to options and futures relating to securities or indices, as discussed above. A fund may purchase and sell currency futures and may purchase and write currency options to increase or decrease its exposure to different foreign currencies. Currency options may also be purchased or written in conjunction with each other or with currency futures or forward contracts. Currency futures and options values can be expected to correlate with exchange rates, but may not reflect other factors that affect the value of a fund's investments. A currency hedge, for example, should protect a Yen-denominated security from a decline in the Yen, but will not protect a fund against a price decline resulting from deterioration in the issuer's creditworthiness. Because the value of a fund's foreign-denominated investments changes in response to many factors other than exchange rates, it may not be possible to match the amount of currency options and futures to the value of the fund's investments exactly over time.
OTC Options. Unlike exchange-traded options, which are standardized with respect to the underlying instrument, expiration date, contract size, and strike price, the terms of OTC options (options not traded on exchanges) generally are established through negotiation with the other party to the option contract. While this type of arrangement allows the purchaser or writer greater flexibility to tailor an option to its needs, OTC options generally are less liquid and involve greater credit risk than exchange-traded options, which are guaranteed by the clearing organization of the exchanges where they are traded.
Purchasing Put and Call Options. By purchasing a put option, the purchaser obtains the right (but not the obligation) to sell the option's underlying instrument at a fixed strike price. In return for this right, the purchaser pays the current market price for the option (known as the option premium). Options have various types of underlying instruments, including specific securities, indices of securities prices, and futures contracts. The purchaser may terminate its position in a put option by allowing it to expire or by exercising the option. If the option is allowed to expire, the purchaser will lose the entire premium. If the option is exercised, the purchaser completes the sale of the underlying instrument at the strike price. A purchaser may also terminate a put option position by closing it out in the secondary market at its current price, if a liquid secondary market exists.
The buyer of a typical put option can expect to realize a gain if security prices fall substantially. However, if the underlying instrument's price does not fall enough to offset the cost of purchasing the option, a put buyer can expect to suffer a loss (limited to the amount of the premium, plus related transaction costs).
The features of call options are essentially the same as those of put options, except that the purchaser of a call option obtains the right to purchase, rather than sell, the underlying instrument at the option's strike price. A call buyer typically attempts to participate in potential price increases of the underlying instrument with risk limited to the cost of the option if security prices fall. At the same time, the buyer can expect to suffer a loss if security prices do not rise sufficiently to offset the cost of the option.
<R>Writing Put and Call Options. The writer of a put or call option takes the opposite side of the transaction from the option's purchaser. In return for receipt of the premium, the writer of a put option assumes the obligation to pay the strike price for the option's underlying instrument if the other party to the option chooses to exercise it. The writer may seek to terminate a position in a put option before exercise by closing out the option in the secondary market at its current price. If the secondary market is not liquid for a put option, however, the writer must continue to be prepared to pay the strike price while the option is outstanding, regardless of price changes. When writing an option on a futures contract, a fund will be required to make margin payments to an FCM as described above for futures contracts.</R>
If security prices rise, a put writer would generally expect to profit, although its gain would be limited to the amount of the premium it received. If security prices remain the same over time, it is likely that the writer will also profit, because it should be able to close out the option at a lower price. If security prices fall, the put writer would expect to suffer a loss. This loss should be less than the loss from purchasing the underlying instrument directly, however, because the premium received for writing the option should mitigate the effects of the decline.
Writing a call option obligates the writer to sell or deliver the option's underlying instrument, in return for the strike price, upon exercise of the option. The characteristics of writing call options are similar to those of writing put options, except that writing calls generally is a profitable strategy if prices remain the same or fall. Through receipt of the option premium, a call writer mitigates the effects of a price decline. At the same time, because a call writer must be prepared to deliver the underlying instrument in return for the strike price, even if its current value is greater, a call writer gives up some ability to participate in security price increases.
Swap Agreements can be individually negotiated and structured to include exposure to a variety of different types of investments or market factors. Depending on their structure, swap agreements may increase or decrease a fund's exposure to long- or short-term interest rates (in the United States or abroad), foreign currency values, mortgage securities, corporate borrowing rates, or other factors such as security prices or inflation rates. Swap agreements can take many different forms and are known by a variety of names.
In a typical cap or floor agreement, one party agrees to make payments only under specified circumstances, usually in return for payment of a fee by the other party. For example, the buyer of an interest rate cap obtains the right to receive payments to the extent that a specified interest rate exceeds an agreed-upon level, while the seller of an interest rate floor is obligated to make payments to the extent that a specified interest rate falls below an agreed-upon level. An interest rate collar combines elements of buying a cap and selling a floor.
<R>Swap agreements will tend to shift a fund's investment exposure from one type of investment to another. For example, if the fund agreed to exchange payments in dollars for payments in foreign currency, the swap agreement would tend to decrease the fund's exposure to U.S. interest rates and increase its exposure to foreign currency and interest rates. Caps and floors have an effect similar to buying or writing options. Depending on how they are used, swap agreements may increase or decrease the overall volatility of a fund's investments and its share price.</R>
Swap agreements also may allow a fund to acquire or reduce credit exposure to a particular issuer. The most significant factor in the performance of swap agreements is the change in the factors that determine the amounts of payments due to and from a fund. If a swap agreement calls for payments by the fund, the fund must be prepared to make such payments when due. If a swap counterparty's creditworthiness declines, the risk that they may not perform may increase, potentially resulting in a loss to the fund. Although there can be no assurance that the fund will be able to do so, the fund may be able to reduce or eliminate its exposure under a swap agreement either by assignment or other disposition, or by entering into an offsetting swap agreement with the same party or a similarly creditworthy party.
Structured Notes Structured notes are derivative debt securities, the interest rate or principal of which is determined by an unrelated indicator. A structured note may be positively, negatively or both positively and negatively indexed; that is, its value or interest rate may increase or decrease if the value of the reference instrument increases. Similarly, its value may increase or decrease if the value of the reference instrument decreases. Further, the change in the principal amount payable with respect to, or the interest rate of, a structured note may be a multiple of the percentage change (positive or negative) in the value of the underlying reference instrument(s). Structured or indexed securities may also be more volatile, less liquid, and more difficult to accurately price than less complex securities or more traditional debt securities.
Illiquid Securities cannot be sold or disposed of in the ordinary course of business at approximately the prices at which they are valued. Difficulty in selling securities may result in a loss or may be costly to a fund. Under the supervision of the Board of Trustees, FMR determines the liquidity of a fund's investments and, through reports from FMR, the Board monitors investments in illiquid securities. In determining the liquidity of a fund's investments, various factors may be considered, including (1) the frequency and volume of trades and quotations, (2) the number of dealers and prospective purchasers in the marketplace, (3) dealer undertakings to make a market, and (4) the nature of the security and the market in which it trades (including any demand, put or tender features, the mechanics and other requirements for transfer, any letters of credit or other credit enhancement features, any ratings, the number of holders, the method of soliciting offers, the time required to dispose of the security, and the ability to assign or offset the rights and obligations of the security).
Indexed Securities are instruments whose prices are indexed to the prices of other securities, securities indices, currencies, or other financial indicators. Indexed securities typically, but not always, are debt securities or deposits whose value at maturity or coupon rate is determined by reference to a specific instrument or statistic.
Mortgage-indexed securities, for example, could be structured to replicate the performance of mortgage securities and the characteristics of direct ownership.
Currency-indexed securities typically are short-term to intermediate-term debt securities whose maturity values or interest rates are determined by reference to the values of one or more specified foreign currencies, and may offer higher yields than U.S. dollar-denominated securities. Currency-indexed securities may be positively or negatively indexed; that is, their maturity value may increase when the specified currency value increases, resulting in a security that performs similarly to a foreign-denominated instrument, or their maturity value may decline when foreign currencies increase, resulting in a security whose price characteristics are similar to a put on the underlying currency. Currency-indexed securities may also have prices that depend on the values of a number of different foreign currencies relative to each other.
<R>The performance of indexed securities depends to a great extent on the performance of the security, currency, or other instrument to which they are indexed, and may also be influenced by interest rate changes in the United States and abroad. Indexed securities may be more volatile than the underlying instruments. Indexed securities are also subject to the credit risks associated with the issuer of the security, and their values may decline substantially if the issuer's creditworthiness deteriorates. Recent issuers of indexed securities have included banks, corporations, and certain U.S. Government agencies.</R>
Interfund Borrowing and Lending Program. Pursuant to an exemptive order issued by the SEC, a fund may lend money to, and borrow money from, other funds advised by FMR or its affiliates. A fund will borrow through the program only when the costs are equal to or lower than the cost of bank loans, and will lend through the program only when the returns are higher than those available from an investment in repurchase agreements. Interfund loans and borrowings normally extend overnight, but can have a maximum duration of seven days. Loans may be called on one day's notice. A fund may have to borrow from a bank at a higher interest rate if an interfund loan is called or not renewed. Any delay in repayment to a lending fund could result in a lost investment opportunity or additional borrowing costs.
Investment-Grade Debt Securities. Investment-grade debt securities include all types of debt instruments that are of medium and high-quality. Investment-grade debt securities include repurchase agreements collateralized by U.S. Government securities as well as repurchase agreements collateralized by equity securities, non-investment-grade debt, and all other instruments in which a fund can perfect a security interest, provided the repurchase agreement counterparty has an investment-grade rating. Some investment-grade debt securities may possess speculative characteristics and may be more sensitive to economic changes and to changes in the financial conditions of issuers. An investment-grade rating means the security or issuer is rated investment-grade by Moody's® Investors Service, S&P®, Fitch Inc., Dominion Bond Rating Service Limited, or another credit rating agency designated as a nationally recognized statistical rating organization (NRSRO) by the SEC, or is unrated but considered to be of equivalent quality by FMR.
Loans and Other Direct Debt Instruments. Direct debt instruments are interests in amounts owed by a corporate, governmental, or other borrower to lenders or lending syndicates (loans and loan participations), to suppliers of goods or services (trade claims or other receivables), or to other parties. Direct debt instruments involve a risk of loss in case of default or insolvency of the borrower and may offer less legal protection to the purchaser in the event of fraud or misrepresentation, or there may be a requirement that a fund supply additional cash to a borrower on demand.
Purchasers of loans and other forms of direct indebtedness depend primarily upon the creditworthiness of the borrower for payment of interest and repayment of principal. If scheduled interest or principal payments are not made, the value of the instrument may be adversely affected. Loans that are fully secured provide more protections than an unsecured loan in the event of failure to make scheduled interest or principal payments. However, there is no assurance that the liquidation of collateral from a secured loan would satisfy the borrower's obligation, or that the collateral could be liquidated. Indebtedness of borrowers whose creditworthiness is poor involves substantially greater risks and may be highly speculative. Borrowers that are in bankruptcy or restructuring may never pay off their indebtedness, or may pay only a small fraction of the amount owed. Direct indebtedness of developing countries also involves a risk that the governmental entities responsible for the repayment of the debt may be unable, or unwilling, to pay interest and repay principal when due.
Investments in loans through direct assignment of a financial institution's interests with respect to a loan may involve additional risks. For example, if a loan is foreclosed, the purchaser could become part owner of any collateral, and would bear the costs and liabilities associated with owning and disposing of the collateral. In addition, it is conceivable that under emerging legal theories of lender liability, a purchaser could be held liable as a co-lender. Direct debt instruments may also involve a risk of insolvency of the lending bank or other intermediary.
A loan is often administered by a bank or other financial institution that acts as agent for all holders. The agent administers the terms of the loan, as specified in the loan agreement. Unless, under the terms of the loan or other indebtedness, the purchaser has direct recourse against the borrower, the purchaser may have to rely on the agent to apply appropriate credit remedies against a borrower. If assets held by the agent for the benefit of a purchaser were determined to be subject to the claims of the agent's general creditors, the purchaser might incur certain costs and delays in realizing payment on the loan or loan participation and could suffer a loss of principal or interest.
Direct indebtedness may include letters of credit, revolving credit facilities, or other standby financing commitments that obligate purchasers to make additional cash payments on demand. These commitments may have the effect of requiring a purchaser to increase its investment in a borrower at a time when it would not otherwise have done so, even if the borrower's condition makes it unlikely that the amount will ever be repaid.
Each fund limits the amount of total assets that it will invest in any one issuer or in issuers within the same industry (see each fund's investment limitations). For purposes of these limitations, a fund generally will treat the borrower as the "issuer" of indebtedness held by the fund. In the case of loan participations where a bank or other lending institution serves as financial intermediary between a fund and the borrower, if the participation does not shift to the fund the direct debtor-creditor relationship with the borrower, SEC interpretations require a fund, in appropriate circumstances, to treat both the lending bank or other lending institution and the borrower as "issuers" for these purposes. Treating a financial intermediary as an issuer of indebtedness may restrict a fund's ability to invest in indebtedness related to a single financial intermediary, or a group of intermediaries engaged in the same industry, even if the underlying borrowers represent many different companies and industries.
Lower-Quality Debt Securities. Lower-quality debt securities include all types of debt instruments that have poor protection with respect to the payment of interest and repayment of principal, or may be in default. These securities are often considered to be speculative and involve greater risk of loss or price changes due to changes in the issuer's capacity to pay. The market prices of lower-quality debt securities may fluctuate more than those of higher-quality debt securities and may decline significantly in periods of general economic difficulty, which may follow periods of rising interest rates.
The market for lower-quality debt securities may be thinner and less active than that for higher-quality debt securities, which can adversely affect the prices at which the former are sold. Adverse publicity and changing investor perceptions may affect the liquidity of lower-quality debt securities and the ability of outside pricing services to value lower-quality debt securities.
Because the risk of default is higher for lower-quality debt securities, FMR's research and credit analysis are an especially important part of managing securities of this type. FMR will attempt to identify those issuers of high-yielding securities whose financial condition is adequate to meet future obligations, has improved, or is expected to improve in the future. FMR's analysis focuses on relative values based on such factors as interest or dividend coverage, asset coverage, earnings prospects, and the experience and managerial strength of the issuer.
A fund may choose, at its expense or in conjunction with others, to pursue litigation or otherwise to exercise its rights as a security holder to seek to protect the interests of security holders if it determines this to be in the best interest of the fund's shareholders.
Mortgage Securities are issued by government and non-government entities such as banks, mortgage lenders, or other institutions. A mortgage security is an obligation of the issuer backed by a mortgage or pool of mortgages or a direct interest in an underlying pool of mortgages. Some mortgage securities, such as collateralized mortgage obligations (or "CMOs"), make payments of both principal and interest at a range of specified intervals; others make semiannual interest payments at a predetermined rate and repay principal at maturity (like a typical bond). Mortgage securities are based on different types of mortgages, including those on commercial real estate or residential properties. Stripped mortgage securities are created when the interest and principal components of a mortgage security are separated and sold as individual securities. In the case of a stripped mortgage security, the holder of the "principal-only" security (PO) receives the principal payments made by the underlying mortgage, while the holder of the "interest-only" security (IO) receives interest payments from the same underlying mortgage.
Fannie Maes and Freddie Macs are pass-through securities issued by Fannie Mae and Freddie Mac, respectively. Fannie Mae and Freddie Mac, which guarantee payment of interest and repayment of principal on Fannie Maes and Freddie Macs, respectively, are federally chartered corporations supervised by the U.S. Government that act as governmental instrumentalities under authority granted by Congress. Fannie Mae and Freddie Mac are authorized to borrow from the U.S. Treasury to meet their obligations. Fannie Maes and Freddie Macs are not backed by the full faith and credit of the U.S. Government.
The value of mortgage securities may change due to shifts in the market's perception of issuers and changes in interest rates. In addition, regulatory or tax changes may adversely affect the mortgage securities market as a whole. Non-government mortgage securities may offer higher yields than those issued by government entities, but also may be subject to greater price changes than government issues. Mortgage securities are subject to prepayment risk, which is the risk that early principal payments made on the underlying mortgages, usually in response to a reduction in interest rates, will result in the return of principal to the investor, causing it to be invested subsequently at a lower current interest rate. Alternatively, in a rising interest rate environment, mortgage security values may be adversely affected when prepayments on underlying mortgages do not occur as anticipated, resulting in the extension of the security's effective maturity and the related increase in interest rate sensitivity of a longer-term instrument. The prices of stripped mortgage securities tend to be more volatile in response to changes in interest rates than those of non-stripped mortgage securities.
To earn additional income for a fund, FMR may use a trading strategy that involves selling (or buying) mortgage securities and simultaneously agreeing to purchase (or sell) mortgage securities on a later date at a set price. This trading strategy may increase interest rate exposure and result in an increased turnover of the fund's portfolio which increases costs and may increase taxable gains.
Preferred Stock represents an equity or ownership interest in an issuer that pays dividends at a specified rate and that has precedence over common stock in the payment of dividends. In the event an issuer is liquidated or declares bankruptcy, the claims of owners of bonds take precedence over the claims of those who own preferred and common stock.
Real Estate Investment Trusts. Equity real estate investment trusts own real estate properties, while mortgage real estate investment trusts make construction, development, and long-term mortgage loans. Their value may be affected by changes in the value of the underlying property of the trusts, the creditworthiness of the issuer, property taxes, interest rates, and tax and regulatory requirements, such as those relating to the environment. Both types of trusts are dependent upon management skill, are not diversified, and are subject to heavy cash flow dependency, defaults by borrowers, self-liquidation, and the possibility of failing to qualify for tax-free status of income under the Internal Revenue Code and failing to maintain exemption from the 1940 Act.
Repurchase Agreements involve an agreement to purchase a security and to sell that security back to the original seller at an agreed-upon price. The resale price reflects the purchase price plus an agreed-upon incremental amount which is unrelated to the coupon rate or maturity of the purchased security. As protection against the risk that the original seller will not fulfill its obligation, the securities are held in a separate account at a bank, marked-to-market daily, and maintained at a value at least equal to the sale price plus the accrued incremental amount. The value of the security purchased may be more or less than the price at which the counterparty has agreed to purchase the security. In addition, delays or losses could result if the other party to the agreement defaults or becomes insolvent. The funds will engage in repurchase agreement transactions with parties whose creditworthiness has been reviewed and found satisfactory by FMR.
Restricted Securities are subject to legal restrictions on their sale. Difficulty in selling securities may result in a loss or be costly to a fund. Restricted securities generally can be sold in privately negotiated transactions, pursuant to an exemption from registration under the Securities Act of 1933 (1933 Act), or in a registered public offering. Where registration is required, the holder of a registered security may be obligated to pay all or part of the registration expense and a considerable period may elapse between the time it decides to seek registration and the time it may be permitted to sell a security under an effective registration statement. If, during such a period, adverse market conditions were to develop, the holder might obtain a less favorable price than prevailed when it decided to seek registration of the security.
Reverse Repurchase Agreements. In a reverse repurchase agreement, a fund sells a security to another party, such as a bank or broker-dealer, in return for cash and agrees to repurchase that security at an agreed-upon price and time. The funds will enter into reverse repurchase agreements with parties whose creditworthiness has been reviewed and found satisfactory by FMR. Such transactions may increase fluctuations in the market value of fund assets and may be viewed as a form of leverage.
Securities Lending. A fund may lend securities to parties such as broker-dealers or other institutions, including Fidelity Brokerage Services LLC (FBS LLC). FBS LLC is a member of the New York Stock Exchange (NYSE) and an indirect subsidiary of FMR Corp.
<R>Securities lending allows a fund to retain ownership of the securities loaned and, at the same time, earn additional income. The borrower provides the fund with collateral in an amount at least equal to the value of the securities loaned. The fund seeks to maintain the ability to obtain the right to vote or consent on proxy proposals involving material events affecting securities loaned. 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. These delays and costs could be greater for foreign securities. If a fund is not able to recover the securities loaned, a fund may sell the collateral and purchase a replacement investment in the market. The value of the collateral could decrease below the value of the replacement investment by the time the replacement investment is purchased. Loans will be made only to parties deemed by FMR to be in good standing and when, in FMR's judgment, the income earned would justify the risks.</R>
Cash received as collateral through loan transactions may be invested in other eligible securities, including shares of a money market fund. Investing this cash subjects that investment, as well as the securities loaned, to market appreciation or depreciation.
Securities of Other Investment Companies, including shares of closed-end investment companies, unit investment trusts, and open-end investment companies, represent interests in professionally managed portfolios that may invest in any type of instrument. Investing in other investment companies involves substantially the same risks as investing directly in the underlying instruments, but may involve additional expenses at the investment company-level, such as portfolio management fees and operating expenses. Certain types of investment companies, such as closed-end investment companies, issue a fixed number of shares that trade on a stock exchange or over-the-counter at a premium or a discount to their net asset value per share (NAV). Others are continuously offered at NAV, but may also be traded in the secondary market.
The extent to which a fund can invest in securities of other investment companies is limited by federal securities laws.
Short Sales "Against the Box" are short sales of securities that a fund owns or has the right to obtain (equivalent in kind or amount to the securities sold short). If a fund enters into a short sale against the box, it will be required to set aside securities equivalent in kind and amount to the securities sold short (or securities convertible or exchangeable into such securities) and will be required to hold such securities while the short sale is outstanding. The fund will incur transaction costs, including interest expenses, in connection with opening, maintaining, and closing short sales against the box.
Short Sales. Stocks underlying a fund's convertible security holdings can be sold short. For example, if FMR anticipates a decline in the price of the stock underlying a convertible security held by a fund, it may sell the stock short. If the stock price subsequently declines, the proceeds of the short sale could be expected to offset all or a portion of the effect of the stock's decline on the value of the convertible security. Each fund currently intends to hedge no more than 15% of its total assets with short sales on equity securities underlying its convertible security holdings under normal circumstances.
A fund will be required to set aside securities equivalent in kind and amount to those sold short (or securities convertible or exchangeable into such securities) and will be required to hold them aside while the short sale is outstanding. A fund will incur transaction costs, including interest expenses, in connection with opening, maintaining, and closing short sales.
Temporary Defensive Policies. Each fund reserves the right to invest without limitation in preferred stocks and investment-grade debt instruments for temporary, defensive purposes.
Variable and Floating Rate Securities provide for periodic adjustments in the interest rate paid on the security. Variable rate securities provide for a specified periodic adjustment in the interest rate, while floating rate securities have interest rates that change whenever there is a change in a designated benchmark rate or the issuer's credit quality. Some variable or floating rate securities are structured with put features that permit holders to demand payment of the unpaid principal balance plus accrued interest from the issuers or certain financial intermediaries.
Warrants. Warrants are instruments which entitle the holder to buy an equity security at a specific price for a specific period of time. Changes in the value of a warrant do not necessarily correspond to changes in the value of its underlying security. The price of a warrant may be more volatile than the price of its underlying security, and a warrant may offer greater potential for capital appreciation as well as capital loss.
Warrants do not entitle a holder to dividends or voting rights with respect to the underlying security and do not represent any rights in the assets of the issuing company. A warrant ceases to have value if it is not exercised prior to its expiration date. These factors can make warrants more speculative than other types of investments.
When-Issued and Forward Purchase or Sale Transactions involve a commitment to purchase or sell specific securities at a predetermined price or yield in which payment and delivery take place after the customary settlement period for that type of security. Typically, no interest accrues to the purchaser until the security is delivered.
When purchasing securities pursuant to one of these transactions, the purchaser assumes the rights and risks of ownership, including the risks of price and yield fluctuations and the risk that the security will not be issued as anticipated. Because payment for the securities is not required until the delivery date, these risks are in addition to the risks associated with a fund's investments. If a fund remains substantially fully invested at a time when a purchase is outstanding, the purchases may result in a form of leverage. When a fund has sold a security pursuant to one of these transactions, the fund does not participate in further gains or losses with respect to the security. If the other party to a delayed-delivery transaction fails to deliver or pay for the securities, a fund could miss a favorable price or yield opportunity or suffer a loss.
A fund may renegotiate a when-issued or forward transaction and may sell the underlying securities before delivery, which may result in capital gains or losses for the fund.
Zero Coupon Bonds do not make interest payments; instead, they are sold at a discount from their face value and are redeemed at face value when they mature. Because zero coupon bonds do not pay current income, their prices can be more volatile than other types of fixed-income securities when interest rates change. In calculating a fund's dividend, a portion of the difference between a zero coupon bond's purchase price and its face value is considered income.
<R>All orders for the purchase or sale of portfolio securities are placed on behalf of each fund by FMR pursuant to authority contained in the management contract. FMR may also be responsible for the placement of portfolio transactions for other investment companies and investment accounts for which it has or its affiliates have investment discretion. If FMR grants investment management authority to a sub-adviser (see the section entitled "Management Contracts"), that sub-adviser is authorized to provide the services described in the sub-advisory agreement, and in accordance with the policies described in this section.</R>
<R>Purchases and sales of equity securities on a securities exchange or OTC are effected through brokers who receive compensation for their services. Generally, compensation relating to securities traded on foreign exchanges will be higher than compensation relating to securities traded on U.S. exchanges and may not be subject to negotiation. Compensation may also be paid in connection with principal transactions (in both OTC securities and securities listed on an exchange) and agency OTC transactions executed with an electronic communications network (ECN) or an alternative trading system. Equity securities may be purchased from underwriters at prices that include underwriting fees.</R>
<R>Purchases and sales of fixed-income securities are generally made with an issuer or a primary market-maker acting as principal. Although there is no stated brokerage commission paid by the fund for any fixed-income security, the price paid by the fund to an underwriter includes the disclosed underwriting fee and prices in secondary trades usually include an undisclosed dealer commission or markup reflecting the spread between the bid and ask prices of the fixed-income security.</R>
<R>The Trustees of each fund periodically review FMR's performance of its responsibilities in connection with the placement of portfolio transactions on behalf of the fund. The Trustees also review the compensation paid by the fund over representative periods of time to determine if it was reasonable in relation to the benefits to the fund.</R>
<R>The Selection of Brokers</R>
<R>In selecting brokers or dealers (including affiliates of FMR) to execute each fund's portfolio transactions, FMR considers factors deemed relevant in the context of a particular trade and in regard to FMR's overall responsibilities with respect to each fund and other investment accounts, including any instructions from each fund's portfolio manager, which may emphasize, for example, speed of execution over other factors. The factors considered will influence whether it is appropriate to execute an order using electronic communications networks (ECNs), electronic channels including algorithmic trading, or by actively working an order. Other factors deemed relevant may include, but are not limited to: price; the size and type of the transaction; the reasonableness of compensation to be paid, including spreads and commission rates; the speed and certainty of trade executions, including broker willingness to commit capital; the nature and characteristics of the markets for the security to be purchased or sold, including the degree of specialization of the broker in such markets or securities; the availability of liquidity in the security, including the liquidity and depth afforded by a market center or market-maker; the reliability of a market center or broker; the broker's overall trading relationship with FMR; the trader's assessment of whether and how closely the broker likely will follow the trader's instructions to the broker; the degree of anonymity that a particular broker or market can provide; the potential for avoiding market impact; the execution services rendered on a continuing basis; the execution efficiency, settlement capability, and financial condition of the firm; arrangements for payment of fund expenses, if applicable; and the provision of additional brokerage and research products and services, if applicable. In seeking best execution, FMR may select a broker using a trading method for which the broker may charge a higher commission than its lowest available commission rate. FMR also may select a broker that charges more than the lowest available commission rate available from another broker. For futures transactions, the selection of an FCM is generally based on the overall quality of execution and other services provided by the FCM.</R>
<R>The Acquisition of Brokerage and Research Products and Services</R>
<R>Brokers (who are not affiliates of FMR) that execute transactions for each fund may receive higher compensation from each fund than other brokers might have charged each fund, in recognition of the value of the brokerage or research products and services they provide to FMR or its affiliates.</R>
<R>Research Products and Services. These products and services may include: economic, industry, company, municipal, sovereign (U.S. and non-U.S.), legal, or political research reports; market color; company meeting facilitation; and investment recommendations. FMR may request that a broker provide a specific proprietary or third-party product or service. Some of these products and services supplement FMR's own research activities in providing investment advice to the funds.</R>
<R>Execution Services. In addition, products and services may include those that assist in the execution, clearing, and settlement of securities transactions, as well as other incidental functions (including but not limited to communication services related to trade execution, order routing and algorithmic trading, post-trade matching, exchange of messages among brokers or dealers, custodians and institutions, and the use of electronic confirmation and affirmation of institutional trades).</R>
<R>Mixed-Use Products and Services. In addition to receiving brokerage and research products and services via written reports and computer -delivered services, such reports may also be provided by telephone and in personal meetings with securities analysts, corporate and industry spokespersons, economists, academicians and government representatives and others with relevant professional expertise. FMR and its affiliates may use commission dollars to obtain certain products or services that are not used exclusively in FMR's or its affiliates' investment decision-making process (mixed-use products or services). In those circumstances, FMR or its affiliates will make a good faith judgment to evaluate the various benefits and uses to which they intend to put the mixed-use product or service, and will pay for that portion of the mixed-use product or service that does not qualify as brokerage and research products and services with their own resources (referred to as "hard dollars").</R>
<R>Benefit to FMR. FMR's expenses would likely be increased if it attempted to generate these additional products and services through its own efforts, or if it paid for these products or services itself. Certain of the brokerage and research products and services FMR receives from brokers are furnished by brokers on their own initiative, either in connection with a particular transaction or as part of their overall services. Some of these products or services may not have an explicit cost associated with such product or service.</R>
<R>FMR's Decision-Making Process. Before causing a fund to pay a particular level of compensation, FMR will make a good faith determination that the compensation is reasonable in relation to the value of the brokerage and/or research products and services provided to FMR, viewed in terms of the particular transaction for a fund or FMR's overall responsibilities to a fund or other investment companies and investment accounts. While FMR may take into account the brokerage and/or research products and services provided by a broker in determining whether compensation paid is reasonable, neither FMR nor the funds incur an obligation to any broker, dealer, or third party to pay for any product or service (or portion thereof) by generating a specific amount of compensation or otherwise. Typically, these products and services assist FMR and its affiliates in terms of its overall investment responsibilities to a fund and other investment companies and investment accounts; however, each product or service received may not benefit the fund. Certain funds or investment accounts may use brokerage commissions to acquire brokerage and research products and services that may also benefit other funds or accounts managed by FMR or its affiliates.</R>
<R>Hard Dollar Research Contracts. FMR has arrangements with certain third-party research providers and brokers through whom FMR effects fund trades, whereby FMR may pay with hard dollars for all or a portion of the cost of research products and services purchased from such research providers or brokers. Even with such hard dollar payments, FMR may cause a fund to pay more for execution than the lowest commission rate available from the broker providing research products and services to FMR, or that may be available from another broker. FMR views its hard dollar payments for research products and services as likely to reduce a fund's total commission costs even though it is expected that in such hard dollar arrangements the commissions available for recapture and to pay fund expenses, as described below, will decrease. FMR's determination to pay for research products and services separately, rather than bundled with fund commissions, is wholly voluntary on FMR's part and may be extended to additional brokers or discontinued with any broker participating in this arrangement.</R>
<R>Commission Recapture</R>
<R>FMR may allocate brokerage transactions to brokers (who are not affiliates of FMR) who have entered into arrangements with FMR under which the broker, using predetermined methodology, rebates a portion of the compensation paid by a fund to offset that fund's expenses, which may be paid to FMR or its affiliates. Not all brokers with whom a fund trades have agreed to participate in brokerage commission recapture. FMR expects that brokers from whom FMR purchases research products and services with hard dollars are unlikely to participate in commission recapture.</R>
<R>Affiliated Transactions</R>
<R>FMR may place trades with certain brokers, including National Financial Services LLC (NFS), with whom it is under common control provided FMR determines that these affiliates' trade execution abilities and costs are comparable to those of non-affiliated, qualified brokerage firms.</R>
<R>The Trustees of each fund have approved procedures whereby a fund may purchase securities that are offered in underwritings in which an affiliate of FMR participates. In addition, for underwritings where an FMR affiliate participates as a principal underwriter, certain restrictions may apply that could, among other things, limit the amount of securities that the funds could purchase in the underwritings.</R>
<R>Trade Allocation</R>
<R>Although the Trustees and officers of each fund are substantially the same as those of other funds managed by FMR or its affiliates, investment decisions for each fund are made independently from those of other funds or investment accounts (including proprietary accounts) managed by FMR or its affiliates. The same security is often held in the portfolio of more than one of these funds or investment accounts. Simultaneous transactions are inevitable when several funds and investment accounts are managed by the same investment adviser, particularly when the same security is suitable for the investment objective of more than one fund or investment account.</R>
<R>When two or more funds or investment accounts are simultaneously engaged in the purchase or sale of the same security, including a futures contract, the prices and amounts are allocated in accordance with procedures believed by FMR to be appropriate and equitable to each fund or investment account. In some cases adherence to these procedures could have a detrimental effect on the price or value of the security as far as each fund is concerned. In other cases, however, the ability of the funds to participate in volume transactions will produce better executions and prices for the funds.</R>
<R>Commissions Paid</R>
<R>A fund may pay compensation including both commissions and spreads in connection with the placement of portfolio transactions. The amount of brokerage commissions paid by a fund may change from year to year because of, among other things, changing asset levels, shareholder activity, and/or portfolio turnover.</R>
<R>For the fiscal periods ended July 31, 2007 and 2006, the portfolio turnover rates for each fund are presented in the table below. [Variations in turnover rate may be due to a fluctuating volume of shareholder purchase and redemption orders, market conditions, and/or changes in FMR's investment outlook.]</R>
<R>Turnover Rates</R> |
<R>2007</R> |
<R>2006</R> |
<R>Dividend Growth</R> |
<R> %</R> |
<R> %</R> |
<R>Growth & Income</R> |
<R> %</R> |
<R> %</R> |
<R>Leveraged Company Stock</R> |
<R> %</R> |
<R> %</R> |
<R>Low-Priced Stock</R> |
<R> %</R> |
<R> %</R> |
<R>OTC</R> |
<R> %</R> |
<R> %</R> |
<R>Real Estate Income</R> |
<R> %</R> |
<R> %</R> |
<R>Fidelity Value Discovery Fund</R> |
<R> %</R> |
<R> %</R> |
<R>[For the fiscal year[s] ended [July 31], [2007] [,/and] [2006] [, and [2005]], [each fund/[]] paid no brokerage commissions.]</R>
<R>[The following table shows the total amount of brokerage commissions paid by[each fund/[]], comprising commissions paid on securities and/or futures transactions, as applicable, for the fiscal year[s] ended [July 31], [2007] [,/and] [2006] [, and [2005]]. The total amount of brokerage commissions paid is stated as a dollar amount and a percentage of the fund's average net assets.]</R>
<R>Fund</R> |
<R>Fiscal |
<R>Dollar |
<R>Percentage of Average |
<R>Dividend Growth</R> |
<R>July 31</R> |
|
|
<R>2007</R> |
|
<R>$ </R> |
<R> %</R> |
<R>2006</R> |
|
<R>$ </R> |
<R> %</R> |
<R>2005</R> |
|
<R>$ </R> |
<R> %</R> |
<R>Growth & Income</R> |
<R>July 31</R> |
|
|
<R>2007</R> |
|
<R>$ </R> |
<R> %</R> |
<R>2006</R> |
|
<R>$ </R> |
<R> %</R> |
<R>2005</R> |
|
<R>$ </R> |
<R> %</R> |
<R>Leveraged Company Stock</R> |
<R>July 31</R> |
|
|
<R>2007</R> |
|
<R>$ </R> |
<R> %</R> |
<R>2006</R> |
|
<R>$ </R> |
<R> %</R> |
<R>2005</R> |
|
<R>$ </R> |
<R> %</R> |
<R>Low-Priced Stock</R> |
<R>July 31</R> |
|
|
<R>2007</R> |
|
<R>$ </R> |
<R> %</R> |
<R>2006</R> |
|
<R>$ </R> |
<R> %</R> |
<R>2005</R> |
|
<R>$ </R> |
<R> %</R> |
<R>OTC</R> |
<R>July 31</R> |
|
|
<R>2007</R> |
|
<R>$ </R> |
<R> %</R> |
<R>2006</R> |
|
<R>$ </R> |
<R> %</R> |
<R>2005</R> |
|
<R>$ </R> |
<R> %</R> |
<R>Real Estate Income</R> |
<R>July 31</R> |
|
|
<R>2007</R> |
|
<R>$ </R> |
<R> %</R> |
<R>2006</R> |
|
<R>$ </R> |
<R> %</R> |
<R>2005</R> |
|
<R>$ </R> |
<R> %</R> |
<R>Fidelity Value Discovery Fund</R> |
<R>July 31</R> |
|
|
<R>2007</R> |
|
<R>$ </R> |
<R> %</R> |
<R>2006</R> |
|
<R>$ </R> |
<R> %</R> |
<R>2005</R> |
|
<R>$ </R> |
<R> %</R> |
<R>[The [first] table below shows the total amount of brokerage commissions paid by each fund to NFS for the past three fiscal years. [The second table shows the approximate amount of aggregate brokerage commissions paid by a fund to NFS as a percentage of the approximate aggregate dollar amount of transactions for which the fund paid brokerage commissions as well as the percentage of transactions effected by a fund through NFS, in each case for the fiscal year ended 2007.] NFS is paid on a commission basis.]</R>
<R>Fund</R> |
<R>Fiscal |
<R>Total Amount Paid to NFS</R> |
<R>Dividend Growth</R> |
<R>July 31</R> |
|
<R>2007</R> |
|
<R>$ </R> |
<R>2006</R> |
|
<R>$ </R> |
<R>2005</R> |
|
<R>$ </R> |
<R>Growth & Income</R> |
<R>July 31</R> |
|
<R>2007</R> |
|
<R>$ </R> |
<R>2006</R> |
|
<R>$ </R> |
<R>2005</R> |
|
<R>$ </R> |
<R>Leveraged Company Stock</R> |
<R>July 31</R> |
|
<R>2007</R> |
|
<R>$ </R> |
<R>2006</R> |
|
<R>$ </R> |
<R>2005</R> |
|
<R>$ </R> |
<R>Low-Priced Stock Fund</R> |
<R>July 31</R> |
|
<R>2007</R> |
|
<R>$ </R> |
<R>2006</R> |
|
<R>$ </R> |
<R>2005</R> |
|
<R>$ </R> |
<R>OTC</R> |
<R>July 31</R> |
|
<R>2007</R> |
|
<R>$ </R> |
<R>2006</R> |
|
<R>$ </R> |
<R>2005</R> |
|
<R>$ </R> |
<R>Real Estate Income</R> |
<R>July 31</R> |
|
<R>2007</R> |
|
<R>$ </R> |
<R>2006</R> |
|
<R>$ </R> |
<R>2005</R> |
|
<R>$ </R> |
<R>Fidelity Value Discovery Fund</R> |
<R>July 31</R> |
|
<R>2007</R> |
|
<R>$ </R> |
<R>2006</R> |
|
<R>$ </R> |
<R>2005</R> |
|
<R>$ </R> |
<R>Fund</R> |
<R>Fiscal
Year |
<R>% of Aggregate |
<R>% of Aggregate |
<R>Dividend Growth(dagger)</R> |
<R>July 31</R> |
<R> %</R> |
<R> %</R> |
<R>Growth & Income(dagger)</R> |
<R>July 31</R> |
<R> %</R> |
<R> %</R> |
<R>Leveraged Company Stock(dagger)</R> |
<R>July 31</R> |
<R> %</R> |
<R> %</R> |
<R>Low-Priced Stock(dagger)</R> |
<R>July 31</R> |
<R> %</R> |
<R> %</R> |
<R>OTC(dagger)</R> |
<R>July 31</R> |
<R> %</R> |
<R> %</R> |
<R>Real Estate Income(dagger)</R> |
<R>July 31</R> |
<R> %</R> |
<R> %</R> |
<R>Fidelity Value Discovery Fund(dagger)</R> |
<R>July 31</R> |
<R> %</R> |
<R> %</R> |
<R>[(dagger) The difference between the percentage of aggregate brokerage commissions paid to, and the percentage of the aggregate dollar amount of transactions effected through, NFS is a result of the low commission rates charged by NFS.]</R>
<R>[(dagger) The difference between the percentage of aggregate brokerage commissions paid to, and the percentage of the aggregate dollar amount of transactions effected through, NFS reflects the relatively low price of certain securities.]</R>
<R>[(dagger) [The difference between the percentage of aggregate brokerage commissions paid to, and the percentage of the aggregate dollar amount of transactions effected through, NFS reflects the relatively low price of certain securities. /The difference between the percentage of aggregate brokerage commissions paid to, and the percentage of the aggregate dollar amount of transactions effected through, NFS reflects the relatively low rate of commissions paid on futures transactions.]</R>
<R>[The following table shows the dollar amount of brokerage commissions paid to firms for providing research services and the approximate dollar amount of the transactions involved for the fiscal year ended 2007.]</R>
<R>Fund</R> |
<R>Fiscal Year |
<R>$ Amount of
|
<R>$ Amount of |
<R>Dividend Growth</R> |
<R>July 31</R> |
<R>$ </R> |
<R>$ </R> |
<R>Growth & Income</R> |
<R>July 31</R> |
<R>$ </R> |
<R>$ </R> |
<R>Leveraged Company Stock</R> |
<R>July 31</R> |
<R>$ </R> |
<R>$ </R> |
<R>Low-Priced Stock</R> |
<R>July 31</R> |
<R>$ </R> |
<R>$ </R> |
<R>OTC</R> |
<R>July 31</R> |
<R>$ </R> |
<R>$ </R> |
<R>Real Estate Income</R> |
<R>July 31</R> |
<R>$ </R> |
<R>$ </R> |
<R>Fidelity Value Discovery Fund</R> |
<R>July 31</R> |
<R>$ </R> |
<R>$ </R> |
<R>[For the fiscal year ended [July 31], [2007], [each fund/[]] paid no brokerage commissions to firms for providing research services.]</R>
Each fund's NAV is the value of a single share. The NAV of each fund is computed by adding the value of the fund's investments, cash, and other assets, subtracting its liabilities, and dividing the result by the number of shares outstanding.
Portfolio securities are valued by various methods depending on the primary market or exchange on which they trade. Most equity securities for which the primary market is the United States are valued at the official closing price, last sale price or, if no sale has occurred, at the closing bid price. Most equity securities for which the primary market is outside the United States are valued using the official closing price or the last sale price in the principal market in which they are traded. If the last sale price (on the local exchange) is unavailable, the last evaluated quote or closing bid price normally is used. Securities of other open-end investment companies are valued at their respective NAVs.
Debt securities and other assets for which market quotations are readily available may be valued at market values determined by such securities' most recent bid prices (sales prices if the principal market is an exchange) in the principal market in which they normally are traded, as furnished by recognized dealers in such securities or assets. Or, debt securities and convertible securities may be valued on the basis of information furnished by a pricing service that uses a valuation matrix which incorporates both dealer-supplied valuations and electronic data processing techniques. Use of pricing services has been approved by the Board of Trustees. A number of pricing services are available, and the funds may use various pricing services or discontinue the use of any pricing service.
Futures contracts and options are valued on the basis of market quotations, if available.
<R>Independent brokers or quotation services provide prices of foreign securities in their local currency. Fidelity Service Company, Inc. (FSC) gathers all exchange rates daily at the close of the NYSE using the last quoted price on the local currency and then translates the value of foreign securities from their local currencies into U.S. dollars. Any changes in the value of forward contracts due to exchange rate fluctuations and days to maturity are included in the calculation of NAV. If an event that is expected to materially affect the value of a portfolio security occurs after the close of an exchange or market on which that security is traded, then that security will be valued in good faith by a committee appointed by the Board of Trustees.</R>
Short-term securities with remaining maturities of sixty days or less for which market quotations and information furnished by a pricing service are not readily available are valued either at amortized cost or at original cost plus accrued interest, both of which approximate current value.
The procedures set forth above need not be used to determine the value of the securities owned by a fund if, in the opinion of a committee appointed by the Board of Trustees, some other method would more accurately reflect the fair value of such securities. For example, securities and other assets for which there is no readily available market value may be valued in good faith by a committee appointed by the Board of Trustees. In making a good faith determination of the value of a security, the committee may review price movements in futures contracts and ADRs, market and trading trends, the bid/ask quotes of brokers and off-exchange institutional trading.
BUYING, SELLING, AND EXCHANGING INFORMATION
A fund may make redemption payments in whole or in part in readily marketable securities or other property pursuant to procedures approved by the Trustees if FMR determines it is in the best interests of the fund. Such securities or other property will be valued for this purpose as they are valued in computing each fund's NAV. Shareholders that receive securities or other property will realize, upon receipt, a gain or loss for tax purposes, and will incur additional costs and be exposed to market risk prior to and upon sale of such securities or other property.
<R>Dividends. A portion of each fund's income may qualify for the dividends-received deduction available to corporate shareholders, but it is unlikely that all of the fund's income will qualify for the deduction. A portion of each fund's dividends, when distributed to individual shareholders, may qualify for taxation at long-term capital gains rates (provided certain holding period requirements are met), or may be exempt from state and local taxation to the extent that they are derived from certain U.S. Government securities and meet certain requirements.</R>
Capital Gain Distributions. Each fund's long-term capital gain distributions are federally taxable to shareholders generally as capital gains.
<R>[As of July 31, 2007, [] had an aggregate capital loss carryforward of approximately $_. This loss carryforward, [all of which will expire on July 31, [year], which $___, $___, and $___will expire on July 31, [year], [year], and [year] , respectively], is available to offset future capital gains. Under provisions of the Internal Revenue Code and related regulations, [the/a] fund's ability to utilize its capital loss carryforwards in a given year or in total may be limited.]</R>
Returns of Capital. If a fund's distributions exceed its taxable income and capital gains realized during a taxable year, all or a portion of the distributions made in the same taxable year may be recharacterized as a return of capital to shareholders. A return of capital distribution will generally not be taxable, but will reduce each shareholder's cost basis in the fund and result in a higher reported capital gain or lower reported capital loss when those shares on which the distribution was received are sold.
Foreign Tax Credit or Deduction. Foreign governments may withhold taxes on dividends and interest earned by a fund with respect to foreign securities. Foreign governments may also impose taxes on other payments or gains with respect to foreign securities. Because each fund does not currently anticipate that securities of foreign issuers will constitute more than 50% of its total assets at the end of its fiscal year, shareholders should not expect to be eligible to claim a foreign tax credit or deduction on their federal income tax returns with respect to foreign taxes withheld.
Tax Status of the Funds. Each fund intends to qualify each year as a "regulated investment company" under Subchapter M of the Internal Revenue Code so that it will not be liable for federal tax on income and capital gains distributed to shareholders. In order to qualify as a regulated investment company, and avoid being subject to federal income or excise taxes at the fund level, each fund intends to distribute substantially all of its net investment income and net realized capital gains within each calendar year as well as on a fiscal year basis, and intends to comply with other tax rules applicable to regulated investment companies.
Other Tax Information. The information above is only a summary of some of the tax consequences generally affecting each fund and its shareholders, and no attempt has been made to discuss individual tax consequences. It is up to you or your tax preparer to determine whether the sale of shares of a fund resulted in a capital gain or loss or other tax consequence to you. In addition to federal income taxes, shareholders may be subject to state and local taxes on fund distributions, and shares may be subject to state and local personal property taxes. Investors should consult their tax advisers to determine whether a fund is suitable to their particular tax situation.
<R>The Trustees, Members of the Advisory Board, and executive officers of the trusts and funds, as applicable, are listed below. The Board of Trustees governs each fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee each fund's activities, review contractual arrangements with companies that provide services to each fund, and review each fund's performance. Except for James C. Curvey, each of the Trustees oversees [] funds advised by FMR or an affiliate. Mr. Curvey oversees [] funds advised by FMR or an affiliate.</R>
<R>The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Members hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.</R>
<R>Interested Trustees*:</R>
<R>Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.</R>
<R>Name, Age; Principal Occupation</R> |
|
<R>Edward C. Johnson 3d (77)</R> |
|
|
<R>Year of Election or Appointment: 1984</R> <R>Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as President (2006-present), Chief Executive Officer, Chairman, and a Director of FMR Corp.; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman (2001-present) and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of Fidelity International Limited (FIL).</R> |
<R>James C. Curvey (72)</R> |
|
|
<R>Year of Election or Appointment: 2007</R> <R>Mr. Curvey also serves as Trustee (2007-present) or Member of the Advisory Board (2007-present) of other investment companies advised by FMR. Mr. Curvey is Vice Chairman (2006-present) and Director of FMR Corp. Mr. Curvey joined Fidelity in 1982 and served in numerous senior management positions, including President and Chief Operating Officer of FMR Corp. (1997-2000) and President of Fidelity Strategic Investments (2000-2002). In addition, he serves as a member of the Board of Directors of Geerlings & Wade, Inc. (wine distribution).</R> |
<R>* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trusts or various entities under common control with FMR.</R>
<R>Independent Trustees:</R>
<R>Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.</R>
<R>Name, Age; Principal Occupation</R> |
|
<R>Dennis J. Dirks (59)</R> |
|
|
<R>Year of Election or Appointment: 2005</R> <R>Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of Manhattan College (2005-present) and a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).</R> |
<R>Albert R. Gamper, Jr. (65)</R> |
|
|
<R>Year of Election or Appointment: 2006</R> <R>Prior to his retirement in December 2004, Mr. Gamper served as Chairman of the Board of CIT Group Inc. (commercial finance). During his tenure with CIT Group Inc. Mr. Gamper served in numerous senior management positions, including Chairman (1987-1989; 1999-2001; 2002-2004), Chief Executive Officer (1987-2004), and President (1989-2002). He currently serves as a member of the Board of Directors of Public Service Enterprise Group (utilities, 2001-present), Chairman of the Board of Governors, Rutgers University (2004-present), and Chairman of the Board of Saint Barnabas Health Care System.</R> |
<R>George H. Heilmeier (71)</R> |
|
|
<R>Year of Election or Appointment: 2004</R> <R>Dr. Heilmeier is Chairman Emeritus of Telcordia Technologies (communication software and systems), where prior to his retirement, he served as company Chairman and Chief Executive Officer. He currently serves on the Boards of Directors of The Mitre Corporation (systems engineering and information technology support for the government), and HRL Laboratories (private research and development, 2004-present). He is Chairman of the General Motors Science & Technology Advisory Board and a Life Fellow of the Institute of Electrical and Electronics Engineers (IEEE). Dr. Heilmeier is a member of the Defense Science Board and the National Security Agency Advisory Board. He is also a member of the National Academy of Engineering, the American Academy of Arts and Sciences, and the Board of Overseers of the School of Engineering and Applied Science of the University of Pennsylvania. Previously, Dr. Heilmeier served as a Director of TRW Inc. (automotive, space, defense, and information technology, 1992-2002), Compaq (1994-2002), Automatic Data Processing, Inc. (ADP) (technology-based business outsourcing, 1995-2002), INET Technologies Inc. (telecommunications network surveillance, 2001-2004), and Teletech Holdings (customer management services). He is the recipient of the 2005 Kyoto Prize in Advanced Technology for his invention of the liquid crystal display, and a member of the Consumer Electronics Hall of Fame.</R> |
<R>James H. Keyes (66)</R> |
|
|
<R>Year of Election or Appointment: 2007</R> <R>Prior to his retirement in 2003, Mr. Keyes was Chairman, President, and Chief Executive Officer of Johnson Controls, Inc. (automotive supplier, 1993-2003). He currently serves as a member of the boards of LSI Logic Corporation (semiconductor technologies), Navistar International Corporation (manufacture and sale of trucks, buses, and diesel engines, 2002-present), and Pitney Bowes, Inc. (integrated mail, messaging, and document management solutions).</R> |
<R>Marie L. Knowles (60)</R> |
|
|
<R>Year of Election or Appointment: 2001</R> <R>Prior to Ms. Knowles' retirement in June 2000, she served as Executive Vice President and Chief Financial Officer of Atlantic Richfield Company (ARCO) (diversified energy, 1996-2000). From 1993 to 1996, she was a Senior Vice President of ARCO and President of ARCO Transportation Company. She served as a Director of ARCO from 1996 to 1998. She currently serves as a Director of Phelps Dodge Corporation (copper mining and manufacturing) and McKesson Corporation (healthcare service, 2002-present). Ms. Knowles is a Trustee of the Brookings Institution and the Catalina Island Conservancy and also serves as a member of the Advisory Board for the School of Engineering of the University of Southern California.</R> |
<R>Ned C. Lautenbach (63)</R> |
|
|
<R>Year of Election or Appointment: 2000</R> <R>Mr. Lautenbach is Chairman of the Independent Trustees (2006-present). Mr. Lautenbach has been a partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm) since September 1998. Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Sony Corporation (2006-present) and Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. He also is a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations.</R> |
<R>Cornelia M. Small (63)</R> |
|
|
<R>Year of Election or Appointment: 2005</R> <R>Ms. Small is a member (2000-present) and Chairperson (2002-present) of the Investment Committee, and a member (2002-present) of the Board of Trustees of Smith College. Previously, she served as Chief Investment Officer (1999-2000), Director of Global Equity Investments (1996-1999), and a member of the Board of Directors of Scudder, Stevens & Clark (1990-1997) and Scudder Kemper Investments (1997-1999). In addition, Ms. Small served as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy.</R> |
<R>William S. Stavropoulos (68)</R> |
|
|
<R>Year of Election or Appointment: 2001 or 2002</R> <R>Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company. Since joining The Dow Chemical Company in 1967, Mr. Stavropoulos served in numerous senior management positions, including President (1993-2000; 2002-2003), CEO (1995-2000; 2002-2004), and Chairman of the Executive Committee (2000-2004). Currently, he is a Director of NCR Corporation (data warehousing and technology solutions), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate, 2002-present), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc., a private equity investment firm. He also serves as a member of the Board of Trustees of the American Enterprise Institute for Public Policy Research. In addition, Mr. Stavropoulos is a member of The Business Council, J.P. Morgan International Council and the University of Notre Dame Advisory Council for the College of Science.</R> |
<R>Kenneth L. Wolfe (68)</R> |
|
|
<R>Year of Election or Appointment: 2005</R> <R>Prior to his retirement in 2001, Mr. Wolfe was Chairman and Chief Executive Officer of Hershey Foods Corporation (1993-2001). He currently serves as a member of the boards of Adelphia Communications Corporation (2003-present), Bausch & Lomb, Inc., and Revlon Inc. (2004-present).</R> |
<R>Advisory Board Members and Executive Officers:</R>
<R>Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.</R>
<R>Name, Age; Principal Occupation</R> |
|
<R>Peter S. Lynch (63)</R> |
|
|
<R>Year of Election or Appointment: 2003</R> <R>Member of the Advisory Board of Fidelity Puritan Trust and Fidelity Securities Fund. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund.</R> |
<R>Kimberley H. Monasterio (43)</R> |
|
|
<R>Year of Election or Appointment: 2007</R> <R>President and Treasurer of Dividend Growth, Growth & Income, Leveraged Company Stock, Low-Priced Stock, OTC, Real Estate Income, and Fidelity Value Discovery Fund. Ms. Monasterio also serves as President and Treasurer of other Fidelity funds (2007-present) and is an employee of FMR (2004-present). Previously, Ms. Monasterio served as Deputy Treasurer of the Fidelity funds (2004-2006). Before joining Fidelity Investments, Ms. Monasterio served as Treasurer (2000-2004) and Chief Financial Officer (2002-2004) of the Franklin Templeton Funds and Senior Vice President of Franklin Templeton Services, LLC (2000-2004).</R> |
<R>Philip L. Bullen (47)</R> |
|
|
<R>Year of Election or Appointment: 2006</R> <R>Vice President of Dividend Growth and Growth & Income. Mr. Bullen also serves as Vice President of certain Equity Funds (2006-present). Mr. Bullen is Senior Vice President of FMR (2001-present) and FMR Co., Inc. (2001-present). Previously, Mr. Bullen served as President and a Director of Fidelity Research & Analysis Company (2001-2005), President and a Director of Fidelity Management & Research (U.K.) Inc. (2002-2006), and a Director of Strategic Advisers, Inc. (2002-2005).</R> |
<R>Dwight D. Churchill (53)</R> |
|
|
<R>Year of Election or Appointment: 2005</R> <R>Vice President of Dividend Growth, Growth & Income, Leveraged Company Stock, Low-Priced Stock, OTC, Real Estate Income, and Fidelity Value Discovery Fund. Mr. Churchill also serves as Vice President of certain Equity Funds (2005-present). Mr. Churchill is Executive Vice President of FMR (2005-present) and FMR Co., Inc. (2005-present). Previously, Mr. Churchill served as Senior Vice President of Fidelity Investments Money Management, Inc. (2005-2006), Head of Fidelity's Fixed-Income Division (2000-2005), Vice President of Fidelity's Money Market Funds (2000-2005), Vice President of Fidelity's Bond Funds, and Senior Vice President of FMR.</R> |
<R>Walter C. Donovan (45)</R> |
|
|
<R>Year of Election or Appointment: 2005</R> <R>Vice President of Leveraged Company Stock. Mr. Donovan also serves as Vice President of Fidelity's High Income Funds (2005-present). Mr. Donovan also serves as Executive Vice President of FMR (2005-present) and FMR Co., Inc. (2005-present). Previously, Mr. Donovan served as Vice President of Fidelity's Fixed-Income Funds (2005-2006), certain Asset Allocation Funds (2005-2006), certain Balanced Funds (2005-2006), and as Vice President and Director of Fidelity's International Equity Trading group (1998-2005).</R> |
<R>Bruce T. Herring (41)</R> |
|
|
<R>Year of Election or Appointment: 2006</R> <R>Vice President of Low-Priced Stock, OTC, and Fidelity Value Discovery Fund. Mr. Herring also serves as Vice President of certain Equity Funds (2006-present). Mr. Herring is Senior Vice President of FMR (2006-present) and Vice President of FMR Co., Inc. (2001-present). Previously, Mr. Herring served as a portfolio manager for Fidelity U.S. Equity Funds (2001-2005).</R> |
<R>Robert A. Lawrence (54)</R> |
|
|
<R>Year of Election or Appointment: 2006</R> <R>Vice President of Leveraged Company Stock. Mr. Lawrence also serves as Vice President of the High Income Funds. Mr. Lawrence is Senior Vice President of FMR (2006-present) and FMR Co., Inc. (2006-present). Previously, Mr. Lawrence served as President of Fidelity Strategic Investments (2002-2005).</R> |
<R>Charles Mangum (43)</R> |
|
|
<R>Year of Election or Appointment: 1997</R> <R>Vice President of Dividend Growth. Mr. Mangum also serves as Vice President of other funds advised by FMR. Prior to assuming his current responsibilities, Mr. Mangum worked as a research analyst and portfolio manager.</R> |
<R>Timothy M. Cohen (39)</R> |
|
|
<R>Year of Election or Appointment: 2005</R> <R>Vice President of Growth & Income. Mr. Cohen also serves as Vice President of another fund advised by FMR. Prior to assuming his current responsibilities, Mr. Cohen worked as an analyst and portfolio manager.</R> |
<R>Thomas Soviero (43)</R> |
|
|
<R>Year of Election or Appointment: 2003</R> <R>Vice President of Leveraged Company Stock. Mr. Soviero also serves as Vice President of other funds advised by FMR. Prior to assuming his current responsibilities, Mr. Soviero worked as a research analyst, manager, and director. Mr. Soviero also serves as Vice President of FMR and FMR Co., (2001).</R> |
<R>Joel Tillinghast (59)</R> |
|
|
<R>Year of Election or Appointment: 1992</R> <R>Vice President of Low-Priced Stock. Prior to his current responsibilities, Mr. Tillinghast worked as a portfolio manager. Mr. Tillinghast also serves as Senior Vice President of FMR (2002) and FMR Co., Inc. (2002).</R> |
<R>Sonu Kalra (36)</R> |
|
|
<R>Year of Election or Appointment: 2006</R> <R>Vice President of OTC. Prior to assuming his current responsibilities, Mr. Kalra worked as a research analyst.</R> |
<R>Mark P. Snyderman (50)</R> |
|
|
<R>Year of Election or Appointment: 2003</R> <R>Vice President of Real Estate Income. Mr. Snyderman also serves as Vice President of other funds advised by FMR. Prior to assuming his current responsibilities, Mr. Snyderman worked as an investment officer and portfolio manager.</R> |
<R>Scott Offen (47)</R> |
|
|
<R>Year of Election or Appointment: 2003</R> <R>Vice President of Fidelity Value Discovery Fund. Mr. Offen also serves as Vice President of another fund advised by FMR. Prior to assuming his current responsibilities, Mr. Offen worked as an analyst and portfolio manager.</R> |
<R>Eric D. Roiter (58)</R> |
|
|
<R>Year of Election or Appointment: 1998, 2000, 2002, or 2003</R> <R>Secretary of Dividend Growth (1998), Growth & Income (1998), Leveraged Company Stock (2000), Low-Priced Stock (1998), OTC (1998), Real Estate Income (2003), and Fidelity Value Discovery Fund (2002). He also serves as Secretary of other Fidelity funds; Vice President, General Counsel, and Secretary of FMR Co., Inc. (2001-present) and FMR; Assistant Secretary of Fidelity Management & Research (U.K.) Inc. (2001-present), Fidelity Research & Analysis Company (2001-present), and Fidelity Investments Money Management, Inc. (2001-present). Mr. Roiter is an Adjunct Member, Faculty of Law, at Boston College Law School (2003-present). Previously, Mr. Roiter served as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (1998-2005).</R> |
<R>Scott C. Goebel (39)</R> |
|
|
<R>Year of Election or Appointment: 2007</R> <R>Assistant Secretary of Dividend Growth, Growth & Income, Leveraged Company Stock, Low-Priced Stock, OTC, Real Estate Income, and Fidelity Value Discovery Fund. Mr. Goebel also serves as Assistant Secretary of other Fidelity funds (2007-present), Vice President and Secretary of FDC (2006-present), and is an employee of FMR.</R> |
<R>R. Stephen Ganis (41)</R> |
|
|
<R>Year of Election or Appointment: 2006</R> <R>Anti-Money Laundering (AML) officer of Dividend Growth, Growth & Income, Leveraged Company Stock, Low-Priced Stock, OTC, Real Estate Income, and Fidelity Value Discovery Fund. Mr. Ganis also serves as AML officer of other Fidelity funds (2006-present) and FMR Corp. (2003-present). Before joining Fidelity Investments, Mr. Ganis practiced law at Goodwin Procter, LLP (2000-2002).</R> |
<R>Joseph B. Hollis (59)</R> |
|
|
<R>Year of Election or Appointment: 2006</R> <R>Chief Financial Officer of Dividend Growth, Growth & Income, Leveraged Company Stock, Low-Priced Stock, OTC, Real Estate Income, and Fidelity Value Discovery Fund. Mr. Hollis also serves as Chief Financial Officer of other Fidelity funds. Mr. Hollis is President of Fidelity Pricing and Cash Management Services (FPCMS) (2005-present). Mr. Hollis also serves as President and Director of Fidelity Service Company, Inc. (2006-present). Previously, Mr. Hollis served as Senior Vice President of Cash Management Services (1999-2002) and Investment Management Operations (2002-2005).</R> |
<R>Kenneth A. Rathgeber (60)</R> |
|
|
<R>Year of Election or Appointment: 2004</R> <R>Chief Compliance Officer of Dividend Growth, Growth & Income, Leveraged Company Stock, Low-Priced Stock, OTC, Real Estate Income, and Fidelity Value Discovery Fund. Mr. Rathgeber also serves as Chief Compliance Officer of other Fidelity funds (2004-present) and Executive Vice President of Risk Oversight for Fidelity Investments (2002-present). He is Chief Compliance Officer of FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), and Strategic Advisers, Inc. (2005-present). Previously, Mr. Rathgeber served as Executive Vice President and Chief Operating Officer for Fidelity Investments Institutional Services Company, Inc. (1998-2002).</R> |
<R>Bryan A. Mehrmann (46)</R> |
|
|
<R>Year of Election or Appointment: 2005</R> <R>Deputy Treasurer of Dividend Growth, Growth & Income, Leveraged Company Stock, Low-Priced Stock, OTC, Real Estate Income, and Fidelity Value Discovery Fund. Mr. Mehrmann also serves as Deputy Treasurer of other Fidelity funds (2005-present) and is an employee of FMR. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Corporation, Inc. (FIIOC) Client Services (1998-2004).</R> |
<R>Kenneth B. Robins (37)</R> |
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|
<R>Year of Election or Appointment: 2005</R> <R>Deputy Treasurer of Dividend Growth, Growth & Income, Leveraged Company Stock, Low-Priced Stock, OTC, Real Estate Income, and Fidelity Value Discovery Fund. Mr. Robins also serves as Deputy Treasurer of other Fidelity funds (2005-present) and is an employee of FMR (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004) and a Senior Manager (1999-2000). In addition, Mr. Robins served as Assistant Chief Accountant, United States Securities and Exchange Commission (2000-2002).</R> |
<R>Robert G. Byrnes (40)</R> |
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|
<R>Year of Election or Appointment: 2005</R> <R>Assistant Treasurer of Dividend Growth, Growth & Income, Leveraged Company Stock, Low-Priced Stock, OTC, Real Estate Income, and Fidelity Value Discovery Fund. Mr. Byrnes also serves as Assistant Treasurer of other Fidelity funds (2005-present) and is an employee of FMR (2005-present). Previously, Mr. Byrnes served as Vice President of FPCMS (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).</R> |
<R>Peter L. Lydecker (53)</R> |
|
|
<R>Year of Election or Appointment: 2004</R> <R>Assistant Treasurer of Dividend Growth, Growth & Income, Leveraged Company Stock, Low-Priced Stock, OTC, Real Estate Income, and Fidelity Value Discovery Fund. Mr. Lydecker also serves as Assistant Treasurer of other Fidelity funds (2004) and is an employee of FMR.</R> |
<R>Gary W. Ryan (48)</R> |
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|
<R>Year of Election or Appointment: 2005</R> <R>Assistant Treasurer of Dividend Growth, Growth & Income, Leveraged Company Stock, Low-Priced Stock, OTC, Real Estate Income, and Fidelity Value Discovery Fund. Mr. Ryan also serves as Assistant Treasurer of other Fidelity funds (2005-present) and is an employee of FMR (2005-present). Previously, Mr. Ryan served as Vice President of Fund Reporting in FPCMS (1999-2005).</R> |
<R>Salvatore Schiavone (41)</R> |
|
|
<R>Year of Election or Appointment: 2005</R> <R>Assistant Treasurer of Dividend Growth, Growth & Income, Leveraged Company Stock, Low-Priced Stock, OTC, Real Estate Income, and Fidelity Value Discovery Fund. Mr. Schiavone also serves as Assistant Treasurer of other Fidelity funds (2005-present) and is an employee of FMR (2005-present). Before joining Fidelity Investments, Mr. Schiavone worked at Deutsche Asset Management, where he most recently served as Assistant Treasurer (2003-2005) of the Scudder Funds and Vice President and Head of Fund Reporting (1996-2003).</R> |
<R>Standing Committees of the Funds' Trustees. The Board of Trustees has established various committees to support the Independent Trustees in acting independently in pursuing the best interests of the Fidelity funds and their shareholders. The committees facilitate the timely and efficient consideration of all matters of importance to Independent Trustees, each fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements. Currently, the Board of Trustees has 12 standing committees. The members of each committee are Independent Trustees.</R>
<R>The Operations Committee is composed of all of the Independent Trustees, with Mr. Lautenbach currently serving as Chair. The committee normally meets monthly (except August), or more frequently as called by the Chair, and serves as a forum for consideration of issues of importance to, or calling for particular determinations by, the Independent Trustees. The committee also considers matters involving potential conflicts of interest between the funds and FMR and its affiliates and reviews proposed contracts and the proposed continuation of contracts between the Fidelity funds and FMR and its affiliates, and annually reviews and makes recommendations regarding contracts with third parties unaffiliated with FMR, including insurance coverage and custody agreements. The committee also monitors additional issues including the nature, levels and quality of services provided to shareholders, significant litigation, and the voting of proxies of portfolio companies. The committee also has oversight of compliance issues not specifically within the scope of any other committee. The committee is also responsible for definitive action on all compliance matters involving the potential for significant reimbursement by FMR. During the fiscal year ended July 31, 2007, the committee held [][no] meeting[s].</R>
<R>The Fair Value Oversight Committee is composed of all of the Independent Trustees, with Mr. Lautenbach currently serving as Chair. The committee normally meets quarterly, or more frequently as called by the Chair. The Fair Value Oversight Committee monitors and establishes policies concerning procedures and controls regarding the valuation of fund investments and monitors matters of disclosure to the extent required to fulfill its statutory responsibilities. The committee also reviews actions taken by FMR's Fair Value Committee. During the fiscal year ended July 31, 2007, the committee held [[]no] meeting[s].</R>
<R>The Board of Trustees has established three Fund Oversight Committees: the Equity Committee (composed of Messrs. Stavropoulos (Chair), Gamper, and Lautenbach), the Fixed-Income, International, and Special Committee (composed of Ms. Small (Chair), Ms. Knowles, and Mr. Dirks), and the Select and Asset Allocation Committee (composed of Dr. Heilmeier (Chair), Messrs. Keyes and Wolfe). Each committee normally meets in conjunction with in-person meetings of the Board of Trustees, or more frequently as called by the Chair of the respective committee. Each committee develops an understanding of and reviews the investment objectives, policies, and practices of each fund under its oversight. Each committee also monitors investment performance, compliance by each relevant Fidelity fund with its investment policies and restrictions and reviews appropriate benchmarks, competitive universes, unusual or exceptional investment matters, the personnel and other resources devoted to the management of each fund and all other matters bearing on each fund's investment results. The Fixed-Income, International, and Special Committee also receives reports required under Rule 2a-7 of the 1940 Act and has oversight of research bearing on credit quality, investment structures and other fixed-income issues, and of international research. The Select and Asset Allocation Committee has oversight of FMR's equity investment research. Each committee will review and recommend any required action to the Board in respect of specific funds, including new funds, changes in fundamental and non-fundamental investment policies and restrictions, partial or full closing to new investors, fund mergers, fund name changes, and liquidations of funds. The members of each committee may organize working groups to make recommendations concerning issues related to funds that are within the scope of the committee's review. These working groups report to the committee or to the Independent Trustees, or both, as appropriate. Each working group may request from FMR such information from FMR as may be appropriate to the working group's deliberations. During the fiscal year ended July 31, 2007, [each Fund Oversight Committee held [[]no] meeting[s] the Equity Committee held [[]no] meeting[s], the Fixed-Income, International, and Special Committee held [[]no] meeting[s], and the Select and Asset Allocation Committee held [[]no] meeting[s]].</R>
<R>The Board of Trustees has established two Fund Contract Committees: the Equity Contract Committee (composed of Messrs. Stavropoulos (Chair), Gamper, and Lautenbach, Dr. Heilmeier, and Ms. Small) and the Fixed-Income Contract Committee (composed of Ms. Small (Chair), Mr. Dirks, and Ms. Knowles). Each committee will ordinarily meet as needed to consider matters related to the renewal of fund investment advisory agreements. The committees will assist the Independent Trustees in their consideration of investment advisory agreements of each fund. Each committee receives information on and makes recommendations concerning the approval of investment advisory agreements between the Fidelity funds and FMR and its affiliates and any non-FMR affiliate that serves as a sub-adviser to a Fidelity fund (collectively, investment advisers) and the annual review of these contracts. The Fixed-Income Contract Committee will be responsible for investment advisory agreements of the fixed-income funds. The Equity Contract Committee will be responsible for the investment advisory agreements of all other funds. With respect to each fund under its purview, each committee: requests and receives information on the nature, extent, and quality of services provided to the shareholders of the Fidelity funds by the investment advisers and their respective affiliates, fund performance, the investment performance of the investment adviser, and such other information as the committee determines to be reasonably necessary to evaluate the terms of the investment advisory agreements; considers the cost of the services to be provided and the profitability and other benefits that the investment advisers and their respective affiliates derive or will derive from their contractual arrangements with each of the funds (including tangible and intangible "fall-out benefits"); considers the extent to which economies of scale would be realized as the funds grow and whether fee levels reflect those economies of scale for the benefit of fund investors; considers methodologies for determining the extent to which the funds benefit from economies of scale and refinements to these methodologies; considers information comparing the services to be rendered and the amount to be paid under the funds' contracts with those under other investment advisory contracts entered into with FMR and its affiliates and other investment advisers, such as contracts with other registered investment companies or other types of clients; considers such other matters and information as may be necessary and appropriate to evaluate investment advisory agreements of the funds; and makes recommendations to the Board concerning the approval or renewal of investment advisory agreements. Each committee will consult with the other committees of the Board of Trustees, and in particular with the Audit Committee and the applicable Fund Oversight Committees, in carrying out its responsibilities. Each committee's responsibilities are guided by Sections 15(c) and 36(b) of the 1940 Act. While each committee consists solely of Independent Trustees, its meetings may, depending upon the subject matter, be attended by one or more senior members of FMR's management or representatives of a sub-adviser not affiliated with FMR. During the fiscal year ended July 31, 2007, [each Fund Contract Committee held [[]no] meeting[s]. the Equity Contract Committee held [[]no] meeting[s] and the Fixed-Income Contract Committee held [[]no] meeting[s]].</R>
<R>The Shareholder, Distribution and Brokerage Committee is composed of Messrs. Dirks (Chair), Gamper, and Stavropoulos, and Ms. Small. The committee normally meets monthly (except August), or more frequently as called by the Chair. Regarding shareholder services, the committee considers the structure and amount of the Fidelity funds' transfer agency fees and fees, including direct fees to investors (other than sales loads), such as bookkeeping and custodial fees, and the nature and quality of services rendered by FMR and its affiliates or third parties (such as custodians) in consideration of these fees. The committee also considers other non-investment management services rendered to the Fidelity funds by FMR and its affiliates, including pricing and bookkeeping services. Regarding brokerage, the committee monitors and recommends policies concerning the securities transactions of the Fidelity funds. The committee periodically reviews the policies and practices with respect to efforts to achieve best execution, commissions paid to firms supplying research and brokerage services or paying fund expenses, and policies and procedures designed to assure that any allocation of portfolio transactions is not influenced by the sale of Fidelity fund shares. The committee also monitors brokerage and other similar relationships between the Fidelity funds and firms affiliated with FMR that participate in the execution of securities transactions. Regarding the distribution of fund shares, the committee considers issues bearing on the various distribution channels employed by the Fidelity funds, including issues regarding Rule 18f-3 plans and related consideration of classes of shares, sales load structures (including breakpoints), load waivers, selling concessions and service charges paid to intermediaries, Rule 12b-1 plans, contingent deferred sales charges, and finders' fees, and other means by which intermediaries are compensated for selling fund shares or providing shareholder servicing, including revenue sharing. The committee also considers issues bearing on the preparation and use of advertisements and sales literature for the Fidelity funds, policies and procedures regarding frequent purchase of Fidelity fund shares, and selective disclosure of portfolio holdings. During the fiscal year ended July 31, 2007, the Shareholder, Distribution and Brokerage Committee held [[]no] meeting[s].</R>
<R>The Audit Committee is composed of Ms. Knowles (Chair), Dr. Heilmeier, and Messrs. Keyes and Wolfe. All committee members must be able to read and understand fundamental financial statements, including a company's balance sheet, income statement, and cash flow statement. At least one committee member will be an "audit committee financial expert" as defined by the SEC. The committee will have at least one committee member in common with the Compliance Committee. The committee normally meets monthly (except August), or more frequently as called by the Chair. The committee meets separately at least four times a year with the Fidelity funds' Treasurer, with personnel responsible for the internal audit function of FMR Corp., and with the Fidelity funds' outside auditors. The committee has direct responsibility for the appointment, compensation, and oversight of the work of the outside auditors employed by the Fidelity funds. The committee assists the Trustees in overseeing and monitoring: (i) the systems of internal accounting and financial controls of the Fidelity funds and the funds' service providers, (ii) the financial reporting processes of the Fidelity funds, (iii) the independence, objectivity and qualification of the auditors to the Fidelity funds, (iv) the annual audits of the Fidelity funds' financial statements, and (v) the accounting policies and disclosures of the Fidelity funds. The committee considers and acts upon (i) the provision by any outside auditor of any non-audit services for any Fidelity fund, and (ii) the provision by any outside auditor of certain non-audit services to Fidelity fund service providers and their affiliates to the extent that such approval (in the case of this clause (ii)) is required under applicable regulations of the SEC. In furtherance of the foregoing, the committee has adopted (and may from time to time amend or supplement) and provides oversight of policies and procedures for non-audit engagements by outside auditors of the Fidelity funds. It is responsible for approving all audit engagement fees and terms for the Fidelity funds, resolving disagreements between a fund and any outside auditor regarding any fund's financial reporting, and has sole authority to hire and fire any auditor. Auditors of the funds report directly to the committee. The committee will obtain assurance of independence and objectivity from the outside auditors, including a formal written statement delineating all relationships between the auditor and the Fidelity funds and any service providers consistent with Independent Standards Board Standard No. 1. The committee will receive reports of compliance with provisions of the Auditor Independence Regulations relating to the hiring of employees or former employees of the outside auditors. It oversees and receives reports on the Fidelity funds' service providers' internal controls and reviews the adequacy and effectiveness of the service providers' accounting and financial controls, including: (i) any significant deficiencies or material weaknesses in the design or operation of internal controls over financial reporting that are reasonably likely to adversely affect the Fidelity funds' ability to record, process, summarize, and report financial data; (ii) any change in the fund's internal control over financial reporting that has materially affected, or is reasonably likely to materially affect, the fund's internal control over financial reporting; and (iii) any fraud, whether material or not, that involves management or other employees who have a significant role in the Fidelity funds' or service providers internal controls over financial reporting. The committee will review with counsel any legal matters that may have a material impact on the Fidelity funds' financial statements and any material reports or inquiries received from regulators or governmental agencies. These matters may also be reviewed by the Compliance Committee or the Operations Committee. The Chair of the Audit Committee will coordinate with the Chair of the Compliance Committee, as appropriate. The committee reviews at least annually a report from each outside auditor describing any material issues raised by the most recent internal quality control, peer review, or Public Company Accounting Oversight Board examination of the auditing firm and any material issues raised by any inquiry or investigation by governmental or professional authorities of the auditing firm and in each case any steps taken to deal with such issues. The committee will oversee and receive reports on the Fidelity funds' financial reporting process, will discuss with FMR, the Fidelity funds' Treasurer, outside auditors and, if appropriate, internal audit personnel of FMR Corp. their qualitative judgments about the appropriateness and acceptability of accounting principles and financial disclosure practices used or proposed for adoption by the Fidelity funds, and will review with FMR, the Fidelity funds' Treasurer, outside auditor, and internal auditor personnel of FMR Corp. (to the extent relevant) the results of audits of the Fidelity funds' financial statements. The committee will review periodically the Fidelity funds' major internal controls exposures and the steps that have been taken to monitor and control such exposures. During the fiscal year ended July 31, 2007, the committee held [[]no] meeting[s].</R>
<R>The Governance and Nominating Committee is composed of Messrs. Lautenbach (Chair), Stavropoulos, and Wolfe. The committee meets as called by the Chair. With respect to fund governance and board administration matters, the committee periodically reviews procedures of the Board of Trustees and its committees (including committee charters) and periodically reviews compensation of Independent Trustees. The committee monitors corporate governance matters and makes recommendations to the Board of Trustees on the frequency and structure of the Board of Trustee meetings and on any other aspect of Board procedures. It acts as the administrative committee under the retirement plan for Independent Trustees who retired prior to December 30, 1996 and under the fee deferral plan for Independent Trustees. It reviews the performance of legal counsel employed by the Fidelity funds and the Independent Trustees. On behalf of the Independent Trustees, the committee will make such findings and determinations as to the independence of counsel for the Independent Trustees as may be necessary or appropriate under applicable regulations or otherwise. The committee is also responsible for Board administrative matters applicable to Independent Trustees, such as expense reimbursement policies and compensation for attendance at meetings, conferences and other events. The committee monitors compliance with, acts as the administrator of, and makes determinations in respect of, the provisions of the code of ethics and any supplemental policies regarding personal securities transactions applicable to the Independent Trustees. The committee monitors the functioning of each Board committee and makes recommendations for any changes, including the creation or elimination of standing or ad hoc Board committees. The committee monitors regulatory and other developments to determine whether to recommend modifications to the committee's responsibilities or other Trustee policies and procedures in light of rule changes, reports concerning "best practices" in corporate governance and other developments in mutual fund governance. The committee meets with Independent Trustees at least once a year to discuss matters relating to fund governance. The committee recommends that the Board establish such special or ad hoc Board committees as may be desirable or necessary from time to time in order to address ethical, legal, or other matters that may arise. The committee also oversees the annual self-evaluation of the Board of Trustees and establishes procedures to allow it to exercise this oversight function. In conducting this oversight, the committee shall address all matters that it considers relevant to the performance of the Board of Trustees and shall report the results of its evaluation to the Board of Trustees, including any recommended amendments to the principles of governance, and any recommended changes to the Fidelity funds' or the Board of Trustees' policies, procedures, and structures. The committee reviews periodically the size and composition of the Board of Trustees as a whole and recommends, if necessary, measures to be taken so that the Board of Trustees reflects the appropriate balance of knowledge, experience, skills, expertise, and diversity required for the Board as a whole and contains at least the minimum number of Independent Trustees required by law. The committee makes nominations for the election or appointment of Independent Trustees and non-management Members of any Advisory Board, and for membership on committees. The committee shall have authority to retain and terminate any third-party advisers, including authority to approve fees and other retention terms. Such advisers may include search firms to identify Independent Trustee candidates and board compensation consultants. The committee may conduct or authorize investigations into or studies of matters within the committee's scope of responsibilities, and may retain, at the Fidelity funds' expense, such independent counsel or other advisers as it deems necessary. The committee will consider nominees to the Board of Trustees recommended by shareholders based upon the criteria applied to candidates presented to the committee by a search firm or other source. Recommendations, along with appropriate background material concerning the candidate that demonstrates his or her ability to serve as an Independent Trustee of the Fidelity funds, should be submitted to the Chair of the committee at the address maintained for communications with Independent Trustees. If the committee retains a search firm, the Chair will generally forward all such submissions to the search firm for evaluation. With respect to the criteria for selecting Independent Trustees, it is expected that all candidates will possess the following minimum qualifications: (i) unquestioned personal integrity; (ii) not an interested person of FMR or its affiliates within the meaning of the 1940 Act; (iii) does not have a material relationship (e.g., commercial, banking, consulting, legal, or accounting) that could create an appearance of lack of independence in respect of FMR and its affiliates; (iv) has the disposition to act independently in respect of FMR and its affiliates and others in order to protect the interests of the funds and all shareholders; (v) ability to attend 11 meetings per year; (vi) demonstrates sound business judgment gained through broad experience in significant positions where the candidate has dealt with management, technical, financial, or regulatory issues; (vii) sufficient financial or accounting knowledge to add value in the complex financial environment of the Fidelity funds; (viii) experience on corporate or other institutional oversight bodies having similar responsibilities, but which board memberships or other relationships could not result in business or regulatory conflicts with the funds; and (ix) capacity for the hard work and attention to detail that is required to be an effective Independent Trustee in light of the Fidelity funds' complex regulatory, operational, and marketing setting. The Governance and Nominating Committee may determine that a candidate who does not have the type of previous experience or knowledge referred to above should nevertheless be considered as a nominee if the Governance and Nominating Committee finds that the candidate has additional qualifications such that his or her qualifications, taken as a whole, demonstrate the same level of fitness to serve as an Independent Trustee. During the fiscal year ended July 31, 2007, the committee held [[]no] meeting[s].</R>
<R>The Board of Trustees established the Compliance Committee (composed of Ms. Small (Chair), Ms. Knowles, and Messrs. Stavropoulos and Wolfe) in May 2005. The committee normally meets quarterly, or more frequently as called by the Chair. The committee oversees the administration and operation of the compliance policies and procedures of the Fidelity funds and their service providers as required by Rule 38a-1 of the 1940 Act. The committee is responsible for the review and approval of policies and procedures relating to (i) provisions of the Code of Ethics, (ii) anti-money laundering requirements, (iii) compliance with investment restrictions and limitations, (iv) privacy, (v) recordkeeping, and (vi) other compliance policies and procedures which are not otherwise delegated to another committee. The committee has responsibility for recommending to the Board the designation of a Chief Compliance Officer (CCO) of the Fidelity funds. The committee serves as the primary point of contact between the CCO and the Board, it oversees the annual performance review and compensation of the CCO, and if required, makes recommendations to the Board with respect to the removal of the appointed CCO. The committee receives reports of significant correspondence with regulators or governmental agencies, employee complaints or published reports which raise concerns regarding compliance matters, and copies of significant non-routine correspondence with the SEC. The committee receives reports from the CCO including the annual report concerning the funds' compliance policies as required by Rule 38a-1, quarterly reports in respect of any breaches of fiduciary duty or violations of federal securities laws, and reports on any other compliance or related matters that may have a significant impact on the funds. The committee will recommend to the Board, what actions, if any, should be taken with respect to such reports. During the fiscal year ended July 31, 2007, the committee held [[]no] meeting[s].</R>
<R>The Proxy Voting Committee is composed of Messrs. Gamper (Chair), Dirks, and Keyes. The committee will meet as needed to review the fund's proxy voting policies, consider changes to the policies, and review the manner in which the policies have been applied. The committee will receive reports on the manner in which proxy votes have been cast under the proxy voting policies and reports on consultations between the fund's investment advisers and portfolio companies concerning matters presented to shareholders for approval. The committee will address issues relating to the fund's annual voting report filed with the SEC. The committee will receive reports concerning the implementation of procedures and controls designed to ensure that the proxy voting policies are implemented in accordance with their terms. The committee will consider FMR's recommendations concerning certain non-routine proposals not covered by the proxy voting policies. The committee will receive reports with respect to steps taken by FMR to assure that proxy voting has been done without regard to any other FMR relationships, business or otherwise, with that portfolio company. The committee will make recommendations to the Board concerning the casting of proxy votes in circumstances where FMR has determined that, because of a conflict of interest, the proposal to be voted on should be reviewed by the Board. During the fiscal year ended July 31, 2007, the committee held [[]no] meeting[s].</R>
<R>The following table sets forth information describing the dollar range of equity securities beneficially owned by each Trustee in each fund and in all funds in the aggregate within the same fund family overseen by the Trustee for the calendar year ended December 31, 2006.</R>
<R>Interested Trustees</R> |
||||
<R>DOLLAR RANGE OF |
<R>Edward C. Johnson 3d</R> |
<R>James C. Curvey</R> |
|
|
<R>Dividend Growth</R> |
<R>[]</R> |
<R>[]</R> |
|
|
<R>Growth & Income</R> |
<R>[]</R> |
<R>[]</R> |
|
|
<R>Leveraged Company Stock</R> |
<R>[]</R> |
<R>[]</R> |
|
|
<R>Low-Price Stock</R> |
<R>[]</R> |
<R>[]</R> |
|
|
<R>OTC</R> |
<R>[]</R> |
<R>[]</R> |
|
|
<R>Real Estate Income</R> |
<R>[]</R> |
<R>[]</R> |
|
|
<R>Fidelity Value Discovery Fund</R> |
<R>[]</R> |
<R>[]</R> |
|
|
<R>AGGREGATE DOLLAR RANGE OF FUND SHARES IN ALL FUNDS OVERSEEN WITHIN FUND FAMILY</R> |
<R>over $100,000</R> |
<R>over $100,000</R> |
|
|
<R>Independent Trustees</R> |
|||||
<R>DOLLAR RANGE OF |
<R>Dennis J. Dirks</R> |
<R>Albert R. Gamper, Jr.</R> |
<R>George H. Heilmeier</R> |
<R>James H. Keyes</R> |
<R>Marie L. Knowles</R> |
<R>Dividend Growth</R> |
<R>[]</R> |
<R>[]</R> |
<R>[]</R> |
<R>[]</R> |
<R>[]</R> |
<R>Growth & Income</R> |
<R>[]</R> |
<R>[]</R> |
<R>[]</R> |
<R>[]</R> |
<R>[]</R> |
<R>Leveraged Company Stock</R> |
<R>[]</R> |
<R>[]</R> |
<R>[]</R> |
<R>[]</R> |
<R>[]</R> |
<R>Low-Priced Stock</R> |
<R>[]</R> |
<R>[]</R> |
<R>[]</R> |
<R>[]</R> |
<R>[]</R> |
<R>OTC</R> |
<R>[]</R> |
<R>[]</R> |
<R>[]</R> |
<R>[]</R> |
<R>[]</R> |
<R>Real Estate Income</R> |
<R>[]</R> |
<R>[]</R> |
<R>[]</R> |
<R>[]</R> |
<R>[]</R> |
<R>Fidelity Value Discovery Fund</R> |
<R>[]</R> |
<R>[]</R> |
<R>[]</R> |
<R>[]</R> |
<R>[]</R> |
<R>AGGREGATE DOLLAR RANGE OF FUND SHARES IN ALL FUNDS OVERSEEN WITHIN FUND FAMILY</R> |
<R>over $100,000</R> |
<R>over $100,000</R> |
<R>over $100,000</R> |
<R>none</R> |
<R>over $100,000</R> |
<R>DOLLAR RANGE OF |
<R>Ned C. Lautenbach</R> |
<R>Cornelia M. Small</R> |
<R>William S. |
<R>Kenneth L. Wolfe</R> |
|
<R>Dividend Growth</R> |
<R>[]</R> |
<R>[]</R> |
<R>[]</R> |
<R>[]</R> |
|
<R>Growth & Income</R> |
<R>[]</R> |
<R>[]</R> |
<R>[]</R> |
<R>[]</R> |
|
<R>Leveraged Company Stock</R> |
<R>[]</R> |
<R>[]</R> |
<R>[]</R> |
<R>[]</R> |
|
<R>Low-Priced Stock</R> |
<R>[]</R> |
<R>[]</R> |
<R>[]</R> |
<R>[]</R> |
|
<R>OTC</R> |
<R>[]</R> |
<R>[]</R> |
<R>[]</R> |
<R>[]</R> |
|
<R>Real Estate Income</R> |
<R>[]</R> |
<R>[]</R> |
<R>[]</R> |
<R>[]</R> |
|
<R>Fidelity Value Discovery Fund</R> |
<R>[]</R> |
<R>[]</R> |
<R>[]</R> |
<R>[]</R> |
|
<R>AGGREGATE DOLLAR RANGE OF FUND SHARES IN ALL FUNDS OVERSEEN WITHIN FUND FAMILY</R> |
<R>over $100,000</R> |
<R> over $100,000</R> |
<R>over $100,000</R> |
<R>over $100,000</R> |
|
<R>The following table sets forth information describing the compensation of each Trustee and Member of the Advisory Board for his or her services for the fiscal year ended July 31, 2007, or calendar year ended December 31, 2006, as applicable.</R>
<R>Compensation Table1</R> |
|||||||
<R>AGGREGATE |
<R>Dennis J. Dirks</R> |
<R>Albert R. Gamper, Jr.</R> |
<R>Robert
M. |
<R>George
H. |
<R>James H. |
<R>Marie
L. |
<R>Ned C. |
<R>Dividend Growth C</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>Growth & Income D</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>Leveraged Company Stock E</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>Low-Priced Stock F</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>OTC G</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>Real Estate Income H</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>Fidelity Value Discovery Fund I</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>TOTAL COMPENSATION |
<R>$ 363,500</R> |
<R>$ 362,000</R> |
<R>$ 435,788</R> |
<R>$ 354,000</R> |
<R>$ 295,500</R> |
<R>$ 389,000</R> |
<R>$ 369,333</R> |
<R>AGGREGATE |
<R>William O. |
<R>Cornelia M. |
<R>William S. Stavropoulos</R> |
<R>Kenneth L. |
|
|
|
<R>Dividend Growth C</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
|
|
|
<R>Growth & Income D</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
|
|
|
<R>Leveraged Company Stock E</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
|
|
|
<R>Low-Priced Stock F</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
|
|
|
<R>OTC G</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
|
|
|
<R>Real Estate Income H</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
|
|
|
<R>Fidelity Value Discovery Fund I</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
|
|
|
<R>TOTAL COMPENSATION |
<R>$403,500B</R> |
<R>$362,000</R> |
<R>$ 358,500</R> |
<R>$ 359,500</R> |
|
|
|
<R>1 Edward C. Johnson 3d, James C. Curvey, and Peter S. Lynch are interested persons and are compensated by FMR.</R>
<R>2 Dr. Gates served on the Board of Trustees through December 2006.</R>
<R>3 During the period from March 1, 2006 through December 31, 2006, Mr. Keyes served as a Member of the Advisory Board. Effective January 1, 2007, Mr. Keyes serves as a Member of the Board of Trustees.</R>
<R>4 Mr. McCoy served on the Board of Trustees through January 1, 2007.</R>
<R>A Reflects compensation received for the calendar year ended December 31, 2006 for 350 funds of 58 trusts (including Fidelity Central Investment Portfolios LLC). Compensation figures include cash, amounts required to be deferred, and may include amounts deferred at the election of Trustees. For the calendar year ended December 31, 2006, the Trustees accrued required deferred compensation from the funds as follows: Dennis J. Dirks, $148,500; Albert R. Gamper, $146,670; Robert M. Gates, $189,144; George H. Heilmeier, $148,500; Marie L. Knowles, $163,500; Ned C. Lautenbach, $152,667; William O. McCoy, $148,500; Cornelia M. Small, $148,500; William S. Stavropoulos, $148,500; and Kenneth L. Wolfe, $148, 500. Certain of the Independent Trustees elected voluntarily to defer a portion of their compensation as follows: Ned C. Lautenbach, $39,213; and William O. McCoy, $85,287.</R>
<R>B Compensation figures include cash and may include amounts deferred at Mr. McCoy's election under a deferred compensation plan adopted by the other open-end registered investment companies in the fund complex (Other Open-End Funds). Pursuant to the deferred compensation plan, Mr. McCoy, as an Independent Trustee, may elect to defer receipt of all or a portion of his annual fees. Amounts deferred under the deferred compensation plan are credited to an account established for Mr. McCoy on the books of the Other Open-End Funds. Interest is accrued on amounts deferred under the deferred compensation plan. For the calendar year ended December 31, 2006, Mr. McCoy voluntarily elected to defer $47,000.</R>
<R>C Compensation figures include cash, amounts required to be deferred, and may include amounts deferred at the election of Trustees. The amounts required to be deferred by each Independent Trustee are as follows: Dennis J. Dirks, $__; Albert R. Gamper, Jr., $__ ; Robert M. Gates, $__; George H. Heilmeier, $__; James H. Keyes, $__; Marie L. Knowles, $__; Ned C. Lautenbach, $__; William O. McCoy, $__ ; Cornelia M. Small, $__;William S. Stavropoulos, $__; and Kenneth L. Wolfe, $__. Certain of the Independent Trustees' aggregate compensation from the fund includes accrued voluntary deferred compensation as follows: [[Name of Trustee], [$___]].]</R>
<R>D Compensation figures include cash, amounts required to be deferred, and may include amounts deferred at the election of Trustees. The amounts required to be deferred by each Independent Trustee are as follows: Dennis J. Dirks, $__; Albert R. Gamper, Jr., $__ ; Robert M. Gates, $__; George H. Heilmeier, $__; James H. Keyes, $__; Marie L. Knowles, $__; Ned C. Lautenbach, $__; William O. McCoy, $__ ; Cornelia M. Small, $__;William S. Stavropoulos, $__; and Kenneth L. Wolfe, $__. Certain of the Independent Trustees' aggregate compensation from the fund includes accrued voluntary deferred compensation as follows: [[Name of Trustee], [$___]].]</R>
<R>E Compensation figures include cash, amounts required to be deferred, and may include amounts deferred at the election of Trustees. The amounts required to be deferred by each Independent Trustee are as follows: Dennis J. Dirks, $__; Albert R. Gamper, Jr., $__ ; Robert M. Gates, $__; George H. Heilmeier, $__; James H. Keyes, $__; Marie L. Knowles, $__; Ned C. Lautenbach, $__; William O. McCoy, $__ ; Cornelia M. Small, $__;William S. Stavropoulos, $__; and Kenneth L. Wolfe, $__. Certain of the Independent Trustees' aggregate compensation from the fund includes accrued voluntary deferred compensation as follows: [[Name of Trustee], [$___]].]</R>
<R>F Compensation figures include cash, amounts required to be deferred, and may include amounts deferred at the election of Trustees. The amounts required to be deferred by each Independent Trustee are as follows: Dennis J. Dirks, $__; Albert R. Gamper, Jr., $__ ; Robert M. Gates, $__; George H. Heilmeier, $__; James H. Keyes, $__; Marie L. Knowles, $__; Ned C. Lautenbach, $__; William O. McCoy, $__ ; Cornelia M. Small, $__;William S. Stavropoulos, $__; and Kenneth L. Wolfe, $__. Certain of the Independent Trustees' aggregate compensation from the fund includes accrued voluntary deferred compensation as follows: [[Name of Trustee], [$___]].]</R>
<R>G Compensation figures include cash, amounts required to be deferred, and may include amounts deferred at the election of Trustees. The amounts required to be deferred by each Independent Trustee are as follows: Dennis J. Dirks, $__; Albert R. Gamper, Jr., $__ ; Robert M. Gates, $__; George H. Heilmeier, $__; James H. Keyes, $__; Marie L. Knowles, $__; Ned C. Lautenbach, $__; William O. McCoy, $__ ; Cornelia M. Small, $__;William S. Stavropoulos, $__; and Kenneth L. Wolfe, $__. Certain of the Independent Trustees' aggregate compensation from the fund includes accrued voluntary deferred compensation as follows: [[Name of Trustee], [$___]].]</R>
<R>H Compensation figures include cash, amounts required to be deferred, and may include amounts deferred at the election of Trustees. The amounts required to be deferred by each Independent Trustee are as follows: Dennis J. Dirks, $__; Albert R. Gamper, Jr., $__ ; Robert M. Gates, $__; George H. Heilmeier, $__; James H. Keyes, $__; Marie L. Knowles, $__; Ned C. Lautenbach, $__; William O. McCoy, $__ ; Cornelia M. Small, $__;William S. Stavropoulos, $__; and Kenneth L. Wolfe, $__. Certain of the Independent Trustees' aggregate compensation from the fund includes accrued voluntary deferred compensation as follows: [[Name of Trustee], [$___]].]</R>
<R>I Compensation figures include cash, amounts required to be deferred, and may include amounts deferred at the election of Trustees. The amounts required to be deferred by each Independent Trustee are as follows: Dennis J. Dirks, $__; Albert R. Gamper, Jr., $__ ; Robert M. Gates, $__; George H. Heilmeier, $__; James H. Keyes, $__; Marie L. Knowles, $__; Ned C. Lautenbach, $__; William O. McCoy, $__ ; Cornelia M. Small, $__;William S. Stavropoulos, $__; and Kenneth L. Wolfe, $__. Certain of the Independent Trustees' aggregate compensation from the fund includes accrued voluntary deferred compensation as follows: [[Name of Trustee], [$___]].]</R>
<R>[As of July 31, 2007, approximately __% of [Fund]'s [[,/, and] __% of [Name of Fund]'s] total outstanding shares [, respectively,] was held by [FMR] [[and] [an] FMR affiliate[s]].] FMR Corp. is the ultimate parent company of these FMR affiliates. By virtue of his ownership interest in FMR Corp., as described in the "Control of Investment Advisers" section on page ___, Mr. Edward C. Johnson 3d, Trustee, may be deemed to be a beneficial owner of these shares. As of the above date, with the exception of Mr. Johnson 3d's deemed ownership of [Name(s) of Fund(s)]]'s shares, the Trustees, Members of the Advisory Board, and officers of the funds owned, in the aggregate, less than 1% of each fund's total outstanding shares.]</R>
<R>[As of July 31, 2007, the Trustees, Members of the Advisory Board, and officers of [Name(s) of Fund(s)]] owned, in the aggregate, less than 1% of each fund's total outstanding shares.]</R>
<R>[As of July 31, 2007, the following owned of record and/or beneficially 5% or more (up to and including 25%) of [Name(s) of Fund(s)]]'s outstanding shares:</R>
<R>[As of July 31, 2007, approximately ____% of [Name of Fund]'s total outstanding shares was held by []; approximately ___% of [Name of Fund]'s total outstanding shares was held by []; and approximately ___% of [Name of Fund]'s total outstanding shares was held by [].] </R>
<R>[A shareholder owning of record or beneficially more than 25% of a fund's outstanding shares may be considered a controlling person. That shareholder's vote could have a more significant effect on matters presented at a shareholders' meeting than votes of other shareholders.]</R>
CONTROL OF INVESTMENT ADVISERS
<R>FMR Corp., organized in 1972, is the ultimate parent company of FMR, Fidelity Management & Research (U.K.) Inc. (FMR U.K.), Fidelity Research & Analysis Company (FRAC), and FMR Co., Inc. (FMRC). The voting common stock of FMR Corp. is divided into two classes. Class B is held predominantly by members of the Edward C. Johnson 3d family and is entitled to 49% of the vote on any matter acted upon by the voting common stock. Class A is held predominantly by non-Johnson family member employees of FMR Corp. and its affiliates and is entitled to 51% of the vote on any such matter. The Johnson family group and all other Class B shareholders have entered into a shareholders' voting agreement under which all Class B shares will be voted in accordance with the majority vote of Class B shares. Under the 1940 Act, control of a company is presumed where one individual or group of individuals owns more than 25% of the voting stock of that company. Therefore, through their ownership of voting common stock and the execution of the shareholders' voting agreement, members of the Johnson family may be deemed, under the 1940 Act, to form a controlling group with respect to FMR Corp.</R>
<R>At present, the primary business activities of FMR Corp. and its subsidiaries are: (i) the provision of investment advisory, management, shareholder, investment information and assistance and certain fiduciary services for individual and institutional investors; (ii) the provision of securities brokerage services; (iii) the management and development of real estate; and (iv) the investment in and operation of a number of emerging businesses.</R>
Fidelity International Limited (FIL), a Bermuda company formed in 1968, is the ultimate parent company of Fidelity International Investment Advisors (FIIA), Fidelity Investments Japan Limited (FIJ), and Fidelity International Investment Advisors (U.K.) Limited (FIIA(U.K.)L). Edward C. Johnson 3d, Johnson family members, and various trusts for the benefit of the Johnson family own, directly or indirectly, more than 25% of the voting common stock of FIL. At present, the primary business activities of FIL and its subsidiaries are the provision of investment advisory services to non-U.S. investment companies and private accounts investing in securities throughout the world.
<R>FMR, FMRC, FMR U.K., FRAC, FIJ, FIIA, and FIIA(U.K.)L (the Investment Advisers), FDC, and the funds have adopted codes of ethics under Rule 17j-1 of the 1940 Act that set forth employees' fiduciary responsibilities regarding the funds, establish procedures for personal investing, and restrict certain transactions. Employees subject to the codes of ethics, including Fidelity investment personnel, may invest in securities for their own investment accounts, including securities that may be purchased or held by the funds.</R>
Each fund has entered into a management contract with FMR, pursuant to which FMR furnishes investment advisory and other services.
Management Services. Under the terms of its management contract with each fund, FMR acts as investment adviser and, subject to the supervision of the Board of Trustees, has overall responsibility for directing the investments of the fund in accordance with its investment objective, policies and limitations. FMR also provides each fund with all necessary office facilities and personnel for servicing the fund's investments, compensates all officers of each fund and all Trustees who are interested persons of the trusts or of FMR, and all personnel of each fund or FMR performing services relating to research, statistical and investment activities.
In addition, FMR or its affiliates, subject to the supervision of the Board of Trustees, provide the management and administrative services necessary for the operation of each fund. These services include providing facilities for maintaining each fund's organization; supervising relations with custodians, transfer and pricing agents, accountants, underwriters and other persons dealing with each fund; preparing all general shareholder communications and conducting shareholder relations; maintaining each fund's records and the registration of each fund's shares under federal securities laws and making necessary filings under state securities laws; developing management and shareholder services for each fund; and furnishing reports, evaluations and analyses on a variety of subjects to the Trustees.
Management-Related Expenses. In addition to the management fee payable to FMR and the fees payable to the transfer, dividend disbursing, and shareholder servicing agent and pricing and bookkeeping agent, and the costs associated with securities lending, as applicable, each fund pays all of its expenses that are not assumed by those parties. Each fund pays for the typesetting, printing, and mailing of its proxy materials to shareholders, legal expenses, and the fees of the custodian, auditor, and Independent Trustees. Each fund's management contract further provides that the fund will pay for typesetting, printing, and mailing prospectuses, statements of additional information, notices, and reports to shareholders; however, under the terms of each fund's transfer agent agreement, the transfer agent bears these costs. Other expenses paid by each fund include interest, taxes, brokerage commissions, the fund's proportionate share of insurance premiums and Investment Company Institute dues, and the costs of registering shares under federal securities laws and making necessary filings under state securities laws. Each fund is also liable for such non-recurring expenses as may arise, including costs of any litigation to which the fund may be a party, and any obligation it may have to indemnify its officers and Trustees with respect to litigation.
Management Fees. For the services of FMR under the management contract, Growth & Income, Leveraged Company Stock, and Real Estate Income pays FMR a monthly management fee which has two components: a group fee rate and an individual fund fee rate.
For the services of FMR under the management contract, Dividend Growth, Low-Priced Stock, OTC, and Fidelity Value Discovery Fund pays FMR a monthly management fee which has two components: a basic fee, which is the sum of a group fee rate and an individual fund fee rate, and a performance adjustment based on a comparison of Dividend Growth's performance to that of the S&P 500 Index, Low-Priced Stock's performance to that of the Russell 2000® Index, OTC's performance to that of the NASDAQ Composite® Index, or Fidelity Value Discovery Fund's performance to that of the Russell 3000® Value Index.
The group fee rate is based on the monthly average net assets of all of the registered investment companies with which FMR has management contracts.
GROUP FEE RATE SCHEDULE |
EFFECTIVE ANNUAL FEE RATES |
||||
Average Group |
Annualized |
Group Net |
Effective Annual Fee |
||
0 |
- |
$3 billion |
.5200% |
$ 1 billion |
.5200% |
3 |
- |
6 |
.4900 |
50 |
.3823 |
6 |
- |
9 |
.4600 |
100 |
.3512 |
9 |
- |
12 |
.4300 |
150 |
.3371 |
12 |
- |
15 |
.4000 |
200 |
.3284 |
15 |
- |
18 |
.3850 |
250 |
.3219 |
18 |
- |
21 |
.3700 |
300 |
.3163 |
21 |
- |
24 |
.3600 |
350 |
.3113 |
24 |
- |
30 |
.3500 |
400 |
.3067 |
30 |
- |
36 |
.3450 |
450 |
.3024 |
36 |
- |
42 |
.3400 |
500 |
.2982 |
42 |
- |
48 |
.3350 |
550 |
.2942 |
48 |
- |
66 |
.3250 |
600 |
.2904 |
66 |
- |
84 |
.3200 |
650 |
.2870 |
84 |
- |
102 |
.3150 |
700 |
.2838 |
102 |
- |
138 |
.3100 |
750 |
.2809 |
138 |
- |
174 |
.3050 |
800 |
.2782 |
174 |
- |
210 |
.3000 |
850 |
.2756 |
210 |
- |
246 |
.2950 |
900 |
.2732 |
246 |
- |
282 |
.2900 |
950 |
.2710 |
282 |
- |
318 |
.2850 |
1,000 |
.2689 |
318 |
- |
354 |
.2800 |
1,050 |
.2669 |
354 |
- |
390 |
.2750 |
1,100 |
.2649 |
390 |
- |
426 |
.2700 |
1,150 |
.2631 |
426 |
- |
462 |
.2650 |
1,200 |
.2614 |
462 |
- |
498 |
.2600 |
1,250 |
.2597 |
498 |
- |
534 |
.2550 |
1,300 |
.2581 |
534 |
- |
587 |
.2500 |
1,350 |
.2566 |
<R>587</R> |
<R>-</R> |
<R>646</R> |
<R>.2463</R> |
<R>1,400</R> |
<R>.2551</R> |
<R>646</R> |
<R>-</R> |
<R>711</R> |
<R>.2426</R> |
<R>1,450</R> |
<R>.2536</R> |
<R>711</R> |
<R>-</R> |
<R>782</R> |
<R>.2389</R> |
<R>1,500</R> |
<R>.2523</R> |
<R>782</R> |
<R>-</R> |
<R>860</R> |
<R>.2352</R> |
<R>1,550</R> |
<R>.2510</R> |
<R>860</R> |
<R>-</R> |
<R>946</R> |
<R>.2315</R> |
<R>1,600</R> |
<R>.2497</R> |
<R>946</R> |
<R>-</R> |
<R>1,041</R> |
<R>.2278</R> |
<R>1,650</R> |
<R>.2484</R> |
<R>1,041</R> |
<R>-</R> |
<R>1,145</R> |
<R>.2241</R> |
<R>1,700</R> |
<R>.2472</R> |
<R>1,145</R> |
<R>-</R> |
<R>1,260</R> |
<R>.2204</R> |
<R>1,750</R> |
<R>.2460</R> |
<R>1,260</R> |
<R>-</R> |
<R>1,386</R> |
<R>.2167</R> |
<R>1,800</R> |
<R>.2449</R> |
<R>1,386</R> |
<R>-</R> |
<R>1,525</R> |
<R>.2130</R> |
<R>1,850</R> |
<R>.2438</R> |
<R>1,525</R> |
<R>-</R> |
<R>1,677</R> |
<R>.2093</R> |
<R>1,900</R> |
<R>.2427</R> |
<R>1,677</R> |
<R>-</R> |
<R>1,845</R> |
<R>.2056</R> |
<R>1,950</R> |
<R>.2417</R> |
<R>Over</R> |
|
<R>1,845</R> |
<R>.2019</R> |
<R>2,000</R> |
<R>.2407</R> |
<R>The group fee rate is calculated on a cumulative basis pursuant to the graduated fee rate schedule shown above on the left. The schedule above on the right shows the effective annual group fee rate at various asset levels, which is the result of cumulatively applying the annualized rates on the left. For example, the effective annual fee rate at $__ billion of group net assets - the approximate level for July 2007 - was [__%], which is the weighted average of the respective fee rates for each level of group net assets up to $__ billion.</R>
<R>The individual fund fee rates for Growth & Income, Leveraged Company Stock, and Real Estate Income are __%, __%, and __%, respectively. Based on the average group net assets of the funds advised by FMR for July 2007, each fund's annual management fee rate would be calculated as follows:</R>
Fund |
Group Fee Rate |
|
Individual Fund Fee Rate |
|
Management Fee Rate |
Growth & Income |
0.____% |
+ |
0.___% |
= |
0.___% |
Leveraged Company Stock |
0.____% |
+ |
0.___% |
= |
0.___% |
Real Estate Income |
0.____% |
+ |
0.___% |
= |
0.___% |
The individual fund fee rates for Dividend Growth, Low-Priced Stock, OTC, and Fidelity Value Discovery Fund are __%, __%, __%, and __%, respectively. Based on the average group net assets of the funds advised by FMR for July 2007, each fund's annual basic fee rate would be calculated as follows:
Fund |
Group Fee Rate |
|
Individual Fund Fee Rate |
|
Basic Fee Rate |
Dividend Growth |
0.___% |
+ |
0.___% |
= |
0.___% |
Low-Priced Stock |
0.___% |
+ |
0.___% |
= |
0.___% |
OTC |
0.___% |
+ |
0.___% |
= |
0.___% |
Fidelity Value Discovery Fund |
0.___% |
+ |
0.___% |
= |
0.___% |
One-twelfth of the basic fee rate or the management fee rate, as applicable, is applied to each fund's average net assets for the month, giving a dollar amount which is the fee for that month.
Computing the Performance Adjustment. The basic fee for Dividend Growth, Low-Priced Stock, OTC, and Fidelity Value Discovery Fund is subject to upward or downward adjustment, depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record over the same period of the S&P 500 Index for Dividend Growth, the Russell 2000 Index for Low-Priced Stock, the NASDAQ Composite Index for OTC, or the Russell 3000 Value Index for Fidelity Value Discovery Fund. The performance period consists of the most recent month plus the previous 35 months.
If the Trustees determine that another index is appropriate for Fidelity Value Discovery Fund, they may designate a successor index to be substituted.
The performance comparison is made at the end of each month.
For Dividend Growth, Low-Priced Stock, OTC, and Fidelity Value Discovery Fund, each percentage point of difference, calculated to the nearest 0.01% (up to a maximum difference of ±10.00), is multiplied by a performance adjustment rate of 0.02%. For Dividend Growth, Low-Priced Stock, OTC, and Fidelity Value Discovery Fund, the maximum annualized performance adjustment rate is ±0.20% of a fund's average net assets over the performance period.
One twelfth (1/12) of this rate is then applied to each fund's average net assets over the performance period, giving a dollar amount which will be added to (or subtracted from) the basic fee.
A fund's performance is calculated based on change in NAV. For purposes of calculating the performance adjustment, any dividends or capital gain distributions paid by the fund are treated as if reinvested in that fund's shares at the NAV as of the record date for payment.
The record of the S&P 500 Index is based on change in value and is adjusted for any cash distributions from the companies whose securities compose the index. Because the adjustment to the basic fee is based on Dividend Growth's performance compared to the investment record of the index, the controlling factor is not whether the fund's performance is up or down per se, but whether it is up or down more or less than the record of the S&P 500 Index. The record of the Russell 2000 Index is based on change in value and is adjusted for any cash distributions from the companies whose securities compose the index. Because the adjustment to the basic fee is based on Low-Priced Stock's performance compared to the investment record of the index, the controlling factor is not whether the fund's performance is up or down per se, but whether it is up or down more or less than the record of the Russell 2000 Index. The record of the NASDAQ Composite Index is based on change in value and is adjusted for any cash distributions from the companies whose securities compose the index. Because the adjustment to the basic fee is based on OTC's performance compared to the investment record of the index, the controlling factor is not whether the fund's performance is up or down per se, but whether it is up or down more or less than the record of the NASDAQ Composite Index. The record of the Russell 3000 Value Index is based on change in value and is adjusted for any cash distributions from the companies whose securities compose the index. Because the adjustment to the basic fee is based on Fidelity Value Discovery Fund's performance compared to the investment record of the index, the controlling factor is not whether the fund's performance is up or down per se, but whether it is up or down more or less than the record of the Russell 3000 Value Index. Moreover, the comparative investment performance of each fund is based solely on the relevant performance period without regard to the cumulative performance over a longer or shorter period of time.
The following table shows the amount of management fees paid by each fund to FMR for the past three fiscal years, and the amount of negative or positive performance adjustments to the management fees paid by Dividend Growth, Low-Priced Stock, OTC, and Fidelity Value Discovery Fund.
Fund |
Fiscal Years Ended |
Performance |
Management Fees |
Dividend Growth |
2007 |
$ |
$ * |
|
2006 |
$ |
$ * |
|
2005 |
$ |
$ * |
Growth & Income |
2007 |
$ |
$ |
|
2006 |
$ |
$ |
|
2005 |
$ |
$ |
Leveraged Company Stock |
2007 |
$ |
$ |
|
2006 |
$ |
$ |
|
2005 |
$ |
$ |
Low-Priced Stock |
2007 |
$ |
$ * |
|
2006 |
$ |
$ * |
|
2005 |
$ |
$ * |
OTC |
2007 |
$ |
$ * |
|
2006 |
$ |
$ * |
|
2005 |
$ |
$ * |
Real Estate Income |
2007 |
$ |
$ |
|
2006 |
$ |
$ |
|
2005 |
$ |
$ |
Fidelity Value Discovery Fund |
2007 |
$ |
$ * |
|
2006 |
$ |
$ * |
|
2005 |
$ |
$ * |
* Including the amount of the performance adjustment.
FMR may, from time to time, voluntarily reimburse all or a portion of a fund's operating expenses (exclusive of interest, taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, and acquired fund fees if any) which is subject to revision or discontinuance. FMR retains the ability to be repaid for these expense reimbursements in the amount that expenses fall below the limit prior to the end of the fiscal year.
Expense reimbursements by FMR will increase a fund's returns and yield, and repayment of the reimbursement by a fund will lower its returns and yield.
<R>Sub-Adviser - FMRC. On behalf of each fund, FMR has entered into a sub-advisory agreement with FMRC pursuant to which FMRC has day-to-day responsibility for choosing investments for each fund.</R>
<R>Under the terms of the sub-advisory agreements for each fund, FMR pays FMRC fees equal to 50% of the management fee (including any performance adjustment) payable to FMR under its management contract with each fund. The fees paid to FMRC are not reduced by any voluntary or mandatory expense reimbursements that may be in effect from time to time.</R>
<R>[Fees paid to FMRC by FMR on behalf of each fund for the past three fiscal years are shown in the following table.]</R>
<R>Fund</R> |
<R>Fiscal Year Ended July 31</R> |
<R>Fees Paid to FMRC</R> |
<R>Dividend Growth</R> |
<R>2007</R> |
<R>$ </R> |
|
<R>2006</R> |
<R>$ </R> |
|
<R>2005</R> |
<R>$ </R> |
<R>Growth & Income</R> |
<R>2007</R> |
<R>$ </R> |
|
<R>2006</R> |
<R>$ </R> |
|
<R>2005</R> |
<R>$ </R> |
<R>Leveraged Company Stock</R> |
<R>2007</R> |
<R>$ </R> |
|
<R>2006</R> |
<R>$ </R> |
|
<R>2005</R> |
<R>$ </R> |
<R>Low-Priced Stock</R> |
<R>2007</R> |
<R>$ </R> |
|
<R>2006</R> |
<R>$ </R> |
|
<R>2005</R> |
<R>$ </R> |
<R>OTC</R> |
<R>2007</R> |
<R>$ </R> |
|
<R>2006</R> |
<R>$ </R> |
|
<R>2005</R> |
<R>$ </R> |
<R>Real Estate Income</R> |
<R>2007</R> |
<R>$ </R> |
|
<R>2006</R> |
<R>$ </R> |
|
<R>2005</R> |
<R>$ </R> |
<R>Fidelity Value Discovery Fund</R> |
<R>2007</R> |
<R>$ </R> |
|
<R>2006</R> |
<R>$ </R> |
|
<R>2005</R> |
<R>$ </R> |
<R>Sub-Advisers - FIIA, FIIA(U.K.)L, and FIJ. On behalf of each fund, FMR has entered into a master international research agreement with FIIA. On behalf of each fund, FIIA, in turn, has entered into sub-research agreements with FIIA(U.K.)L and FIJ. Pursuant to the research agreements, FMR may receive investment advice and research services concerning issuers and countries outside the United States.</R>
<R>Under the terms of the master international research agreement, FMR pays FIIA an amount based on a fund's international net assets relative to the international assets of other registered investment companies with which FMR has management contracts. Under the terms of the sub-research agreements, FIIA pays FIIA(U.K.)L and FIJ an amount equal to the administrative costs incurred in providing investment advice and research services for a fund.</R>
<R>[For the past three fiscal years, no fees were paid to [] on behalf of the funds for providing investment advice and research services pursuant to the research agreements.]</R>
<R>[For the past three fiscal years, no fees were paid to [] on behalf of [Real Estate Income] for providing investment advice and research services pursuant to the research agreements.]</R>
<R>[For providing investment advice and research services pursuant to the research agreements, fees paid to [] for the past three fiscal years are shown in the following table.]</R>
<R>Fiscal Year Ended |
<R> |
<R> |
<R> |
<R>Dividend Growth</R> |
|
|
|
<R>2007</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2006</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2005</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>Growth & Income</R> |
|
|
|
<R>2007</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2006</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2005</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>Leveraged Company Stock</R> |
|
|
|
<R>2007</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2006</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2005</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>Low-Priced Stock</R> |
|
|
|
<R>2007</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2006</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2005</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>OTC</R> |
|
|
|
<R>2007</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2006</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2005</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>Real Estate Income</R> |
|
|
|
<R>2007</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2006</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2005</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>Fidelity Value Discovery Fund</R> |
|
|
|
<R>2007</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2006</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2005</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>Sub-Adviser - FRAC. On behalf of each fund, FMR, FMRC, and FRAC have entered into a research agreement. Pursuant to the research agreement, FRAC provides investment advice and research services on domestic issuers. The Board of Trustees approved the new research agreement with FRAC on January 19, 2006.</R>
<R>Under the terms of the research agreement, FMR and FMRC agree, in the aggregate, to pay FRAC a monthly fee equal to 110% of FRAC's costs incurred in providing investment advice and research services for each fund.</R>
<R>[For the past three fiscal years, no fees were paid to FRAC on behalf of the funds for providing investment advice and research services pursuant to the research agreements.]</R>
<R>[Fees paid to FRAC on behalf of [each fund/[]] for the past three fiscal years are shown in the following table.]</R>
<R>Sub-Advisers - FMR U.K., FRAC, and FIJ. On behalf of each fund, FMR has entered into sub-advisory agreements with FMR U.K. and FRAC. On behalf of each fund, FRAC has entered into a sub-advisory agreement with FIJ. Pursuant to the sub-advisory agreements, FMR may receive from the sub-advisers investment research and advice on issuers outside the United States (non-discretionary services) and FMR may grant the sub-advisers investment management authority and the authority to buy and sell securities if FMR believes it would be beneficial to the funds (discretionary services).</R>
<R>Under the terms of the sub-advisory agreements, for providing non-discretionary investment advice and research services the sub-advisers are compensated as follows:</R>
<R>Under the terms of the sub-advisory agreements, for providing discretionary investment management and executing portfolio transactions, the sub-advisers are compensated as follows:</R>
<R>[For the past three fiscal years, no fees were paid to [] [on behalf of] [Name(s) of Fund(s)] for providing non-discretionary investment advice and research services pursuant to the sub-advisory agreements.]</R>
<R>[For providing non-discretionary investment advice and research services pursuant to the sub-advisory agreements, fees paid to [] [on behalf of] [Name(s) of Fund(s)] for the past three fiscal years are shown in the following table.</R>
<R>Fiscal
Year Ended |
|
|
|
<R> |
<R> |
<R> |
<R>Dividend Growth</R> |
|
|
|
|
|
|
<R>2007</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2006</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2005</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>Growth & Income</R> |
|
|
|
|
|
|
<R>2007</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2006</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2005</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>Leveraged Company Stock</R> |
|
|
|
|
|
|
<R>2007</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2006</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2005</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>Low- Priced Stock</R> |
|
|
|
|
|
|
<R>2007</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2006</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2005</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>OTC</R> |
|
|
|
|
|
|
<R>2007</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2006</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2005</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>Real Estate Income</R> |
|
|
|
|
|
|
<R>2007</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2006</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2005</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>Fidelity Value Discovery Fund</R> |
|
|
|
|
|
|
<R>2007</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2006</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2005</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>[For the past three fiscal years, no fees were paid to [] [on behalf of] [] for providing discretionary investment management and execution of portfolio transactions pursuant to the sub-advisory agreements.]</R>
<R>[For providing discretionary investment management and execution of portfolio transactions pursuant to the sub-advisory agreements, fees paid to [] [on behalf of] [Name(s) of Fund(s)]] for the past three fiscal years are shown in the following table.</R>
<R>Fiscal
Year Ended |
|
|
|
<R> |
<R> |
<R> |
<R>Dividend Growth</R> |
|
|
|
|
|
|
<R>2007</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2006</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2005</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>Growth & Income</R> |
|
|
|
|
|
|
<R>2007</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2006</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2005</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>Leveraged Company Stock</R> |
|
|
|
|
|
|
<R>2007</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2006</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2005</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>Low- Priced Stock</R> |
|
|
|
|
|
|
<R>2007</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2006</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2005</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>OTC</R> |
|
|
|
|
|
|
<R>2007</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2006</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2005</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>Real Estate Income</R> |
|
|
|
|
|
|
<R>2007</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2006</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2005</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>Fidelity Value Discovery Fund</R> |
|
|
|
|
|
|
<R>2007</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2006</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>2005</R> |
|
|
|
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>[For the past three fiscal years, no fees were paid to [] [on behalf of] [] for providing non-discretionary or discretionary services pursuant to the sub-advisory agreements.]</R>
<R>Charles Mangum is the portfolio manager of Dividend Growth and receives compensation for his services. Tim Cohen is the portfolio manager of Growth & Income and receives compensation for his services. Joel Tillinghast is the portfolio manager of Low-Priced Stock and receives compensation for his services. Sonu Kalra is the portfolio manager of OTC Portfolio and receives compensation for his services. Scott Offen is the portfolio manager of Value Discovery and receives compensation for his services. As of July 31, 2007, portfolio manager compensation generally consists of a fixed base salary determined periodically (typically annually), a bonus, in certain cases, participation in several types of equity-based compensation plans, and, if applicable, relocation plan benefits. A portion of each portfolio manager's compensation may be deferred based on criteria established by FMR or at the election of the portfolio manager.</R>
<R>Each portfolio manager's base salary is determined by level of responsibility and tenure at FMR or its affiliates. Each portfolio manager's bonus is based on several components. The primary components of each portfolio manager's bonus are based on the pre-tax investment performance of the portfolio manager's fund(s) and account(s) measured against a benchmark index and within a defined peer group, if applicable, assigned to each fund or account. The pre-tax investment performance of each portfolio manager's fund(s) and account(s) is weighted according to his tenure on those fund(s) and account(s) and the average asset size of those fund(s) and account(s) over his tenure. Each component is calculated separately over the portfolio manager's tenure on those fund(s) and account(s) over a measurement period that initially is contemporaneous with his tenure, but that eventually encompasses rolling periods of up to five years for the comparison to a benchmark index and rolling periods of up to three years for the comparison to a peer group. A smaller, subjective component of each portfolio manager's bonus is based on the portfolio manager's overall contribution to management of FMR. The portion of each portfolio manager's bonus that is linked to the investment performance of the fund is based on the fund's pre-tax investment performance measured against the benchmark index identified below for the fund, and the fund's pre-tax investment performance within the peer group identified below for the fund.</R>
<R>Fund</R> |
<R>Benchmark Index</R> |
<R>Morningstar Peer Group</R> |
<R>Dividend Growth</R> |
<R>S&P 500 Index</R> |
<R>Large Cap Blend</R> |
<R>Growth & Income</R> |
<R>S&P 500 Index </R> |
<R>Large Cap Blend</R> |
<R>Low-Priced Stock</R> |
<R>Russell 2000 Index</R> |
<R>Small Cap Blend</R> |
<R>OTC Portfolio</R> |
<R>NASDAQ Composite Index</R> |
<R>N/A</R> |
<R>Value Discovery</R> |
<R>Russell 3000 Value Index</R> |
<R>Large Cap Value, Mid Cap Value</R> |
<R>Thomas Soviero is the portfolio manager of Leveraged Company Stock and receives compensation for his services. As of July 31, 2007, portfolio manager compensation generally consists of a fixed base salary determined periodically (typically annually), a bonus, in certain cases, participation in several types of equity-based compensation plans, and, if applicable, relocation plan benefits. A portion of the portfolio manager's compensation may be deferred based on criteria established by FMR or at the election of the portfolio manager.</R>
<R>The portfolio manager's base salary is determined by level of responsibility and tenure at FMR or its affiliates. The portfolio manager's bonus is based on several components. The primary components of the portfolio manager's bonus are based on (i) the pre-tax investment performance of the portfolio manager's fund(s) and account(s) measured against a benchmark index and within a defined peer group assigned to each fund or account and (ii) the investment performance of other FMR high yield funds and accounts. The pre-tax investment performance of the portfolio manager's fund(s) and account(s) is weighted according to his tenure on those fund(s) and account(s) and the average asset size of those fund(s) and account(s) over his tenure. Each component is calculated separately over the portfolio manager's tenure on those fund(s) and account(s) over a measurement period that initially is contemporaneous with his tenure, but that eventually encompasses rolling periods of up to five years for the comparison to a benchmark index and the comparison to a peer group. A smaller, subjective component of the portfolio manager's bonus is based on the portfolio manager's overall contribution to management of FMR. The portion of the portfolio manager's bonus that is linked to the investment performance of the fund is based on the fund's pre-tax investment performance measured against the CSFB Leveraged Equity Index and the fund's pre-tax investment performance within the Morningstar Mid Cap Value, Mid Cap Blend, Mid Cap Growth, Small Cap Value, Small Cap Blend and Small Cap Growth Categories.</R>
<R>Mark Snyderman is the portfolio manager of Real Estate Income and receives compensation for his services. As of July 31, 2007, portfolio manager compensation generally consists of a fixed base salary determined periodically (typically annually), a bonus, in certain cases, participation in several types of equity-based compensation plans, and, if applicable, relocation plan benefits. A portion of the portfolio manager's compensation may be deferred based on criteria established by FMR or at the election of the portfolio manager.</R>
<R>The portfolio manager's base salary is determined by level of responsibility and tenure at FMR or its affiliates. The portfolio manager's bonus is based on several components. The primary components of the portfolio manager's bonus are based on (i) the pre-tax investment performance of the portfolio manager's fund(s) and account(s) measured against a benchmark index assigned to each fund or account, and (ii) the investment performance of other FMR real estate funds and accounts. The pre-tax investment performance of the portfolio manager's fund(s) and account(s) is weighted according to his tenure on those fund(s) and account(s) and the average asset size of those fund(s) and account(s) over his tenure. Each component is calculated separately over the portfolio manager's tenure on those fund(s) and account(s) over a measurement period that initially is contemporaneous with his tenure, but that eventually encompasses rolling periods of up to five years for the comparison to a benchmark index. A smaller, subjective component of the portfolio manager's bonus is based on the portfolio manager's overall contribution to management of FMR. The portion of the portfolio manager's bonus that is linked to the investment performance of Real Estate Income is based on the pre-tax investment performance of the fund measured against the Fidelity Real Estate Income Composite Index, the components of which are 40% Morgan Stanley REIT Preferred Stock Index, 40% Merrill Lynch Real Estate Corporate Bond Index and 20% FTSE NAREIT All REIT Index.</R>
<R>Each portfolio manager also is compensated under equity-based compensation plans linked to increases or decreases in the net asset value of the stock of FMR Corp., FMR's parent company. FMR Corp. is a diverse financial services company engaged in various activities that include fund management, brokerage, retirement, and employer administrative services. If requested to relocate their primary residence, portfolio managers also may be eligible to receive benefits, such as home sale assistance and payment of certain moving expenses, under relocation plans for most full-time employees of FMR Corp. and its affiliates.</R>
<R>A portfolio manager's compensation plan may give rise to potential conflicts of interest. Although investors in a fund may invest through either tax-deferred accounts or taxable accounts, a portfolio manager's compensation is linked to the pre-tax performance of the fund, rather than its after-tax performance. A portfolio manager's base pay tends to increase with additional and more complex responsibilities that include increased assets under management and a portion of the bonus relates to marketing efforts, which together indirectly link compensation to sales. When a portfolio manager takes over a fund or an account, the time period over which performance is measured may be adjusted to provide a transition period in which to assess the portfolio. The management of multiple funds and accounts (including proprietary accounts) may give rise to potential conflicts of interest if the funds and accounts have different objectives, benchmarks, time horizons, and fees as a portfolio manager must allocate his time and investment ideas across multiple funds and accounts. In addition, a fund's trade allocation policies and procedures may give rise to conflicts of interest if the fund's orders do not get fully executed due to being aggregated with those of other accounts managed by FMR or an affiliate. A portfolio manager may execute transactions for another fund or account that may adversely impact the value of securities held by a fund. Securities selected for other funds or accounts may outperform the securities selected for the fund. Portfolio managers may be permitted to invest in the funds they manage, even if a fund is closed to new investors. Trading in personal accounts, which may give rise to potential conflicts of interest, is restricted by a fund's Code of Ethics.</R>
<R>The following table provides information relating to other accounts managed by Mr. Mangum as of July 31, 2007:</R>
|
<R>Registered |
<R>Other
Pooled |
<R>Other |
<R>Number of Accounts Managed</R> |
|
|
|
<R>Number of Accounts Managed with Performance-Based Advisory Fees</R> |
|
|
|
<R>Assets Managed (in millions)</R> |
|
|
|
<R>Assets Managed with Performance-Based Advisory Fees (in millions)</R> |
|
|
|
<R>* Includes Dividend Growth ($___ (in millions) assets managed with performance-based advisory fees). The amount of assets managed of the fund reflects trades and other assets as of the close of the business day prior to the fund's fiscal year-end.</R>
<R>As of July 31, 2007, the dollar range of shares of Dividend Growth beneficially owned by Mr. Mangum was ____________.</R>
<R>The following table provides information relating to other accounts managed by Mr. Cohen as of July 31, 2007:</R>
|
<R>Registered |
<R>Other
Pooled |
<R>Other |
<R>Number of Accounts Managed</R> |
|
|
|
<R>Number of Accounts Managed with Performance-Based Advisory Fees</R> |
|
|
|
<R>Assets Managed (in millions)</R> |
|
|
|
<R>Assets Managed with Performance-Based Advisory Fees (in millions)</R> |
|
|
|
<R>* Includes Growth & Income ($___ (in millions) assets managed). The amount of assets managed of the fund reflects trades and other assets as of the close of the business day prior to the fund's fiscal year-end.</R>
<R>As of July 31, 2007, the dollar range of shares of Growth & Income beneficially owned by Mr. Cohen was ____________.</R>
<R>The following table provides information relating to other accounts managed by Mr. Tillinghast as of July 31, 2007:</R>
|
<R>Registered |
<R>Other
Pooled |
<R>Other |
<R>Number of Accounts Managed</R> |
|
|
|
<R>Number of Accounts Managed with Performance-Based Advisory Fees</R> |
|
|
|
<R>Assets Managed (in millions)</R> |
|
|
|
<R>Assets Managed with Performance-Based Advisory Fees (in millions)</R> |
|
|
|
<R>* Includes Low-Priced Stock ($___ (in millions) assets managed with performance-based advisory fees). The amount of assets managed of the fund reflects trades and other assets as of the close of the business day prior to the fund's fiscal year-end.</R>
<R>As of July 31, 2007, the dollar range of shares of Low-Priced Stock beneficially owned by Mr. Tillinghast was ____________.</R>
<R>The following table provides information relating to other accounts managed by Mr. Kalra as of July 31, 2007:</R>
|
<R>Registered |
<R>Other
Pooled |
<R>Other |
<R>Number of Accounts Managed</R> |
|
|
|
<R>Number of Accounts Managed with Performance-Based Advisory Fees</R> |
|
|
|
<R>Assets Managed (in millions)</R> |
|
|
|
<R>Assets Managed with Performance-Based Advisory Fees (in millions)</R> |
|
|
|
<R>* Includes OTC Portfolio ($____ (in millions) assets managed with performance-based advisory fees). The amount of assets managed of the fund reflects trades and other assets as of the close of the business day prior to the fund's fiscal year-end.</R>
<R>As of July 31, 2007, the dollar range of shares of OTC Portfolio beneficially owned by Mr. Kalra was ____________.</R>
<R>The following table provides information relating to other accounts managed by Mr. Offen as of July 31, 2007:</R>
|
<R>Registered |
<R>Other
Pooled |
<R>Other |
<R>Number of Accounts Managed</R> |
|
|
|
<R>Number of Accounts Managed with Performance-Based Advisory Fees</R> |
|
|
|
<R>Assets Managed (in millions)</R> |
|
|
|
<R>Assets Managed with Performance-Based Advisory Fees (in millions)</R> |
|
|
|
<R>* Includes Value Discovery ($___ (in millions) assets managed with performance-based advisory fees). The amount of assets managed of the fund reflects trades and other assets as of the close of the business day prior to the fund's fiscal year-end.</R>
<R>As of July 31, 2007, the dollar range of shares of Value Discovery beneficially owned by Mr. Offen was ____________.</R>
<R> The following table provides information relating to other accounts managed by Mr. Soviero as of July 31, 2007:</R>
|
<R>Registered |
<R>Other
Pooled |
<R>Other |
<R>Number of Accounts Managed</R> |
|
|
|
<R>Number of Accounts Managed with Performance-Based Advisory Fees</R> |
|
|
|
<R>Assets Managed (in millions)</R> |
|
|
|
<R>Assets Managed with Performance-Based Advisory Fees (in millions)</R> |
|
|
|
<R>* Includes Leveraged Company Stock ($___ (in millions) assets managed). The amount of assets managed of the fund reflects trades and other assets as of the close of the business day prior to the fund's fiscal year-end.</R>
<R>As of July 31, 2007, the dollar range of shares of Leveraged Company Stock beneficially owned by Mr. Soviero was ____________.</R>
<R>The following table provides information relating to other accounts managed by Mr. Snyderman as of July 31, 2007:</R>
|
<R>Registered |
<R>Other
Pooled |
<R>Other |
<R>Number of Accounts Managed</R> |
|
|
|
<R>Number of Accounts Managed with Performance-Based Advisory Fees</R> |
|
|
|
<R>Assets Managed (in millions)</R> |
|
|
|
<R>Assets Managed with Performance-Based Advisory Fees (in millions)</R> |
|
|
|
<R>* Includes Real Estate Income ($___ (in millions) assets managed). The amount of assets managed of the fund reflects trades and other assets as of the close of the business day prior to the fund's fiscal year-end.</R>
<R>As of July 31, 2007, the dollar range of shares of Real Estate Income beneficially owned by Mr. Snyderman was ____________.</R>
<R>PROXY VOTING GUIDELINES</R>
<R>The following Proxy Voting Guidelines were established by the Board of Trustees of the funds, after consultation with Fidelity. (The guidelines are reviewed periodically by Fidelity and by the Independent Trustees of the Fidelity funds, and, accordingly, are subject to change.)</R>
<R>I. General Principles</R>
<R> A. Voting of shares will be conducted in a manner consistent with the best interests of mutual fund shareholders as follows: (i) securities of a portfolio company will generally be voted in a manner consistent with the Proxy Voting Guidelines; and (ii) voting will be done without regard to any other Fidelity companies' relationship, business or otherwise, with that portfolio company.</R>
<R> B. The FMR Investment & Advisor Compliance Department votes proxies. In the event an Investment & Advisor Compliance employee has a personal conflict with a portfolio company or an employee or director of a portfolio company, that employee will withdraw from making any proxy voting decisions with respect to that portfolio company. A conflict of interest arises when there are factors that may prompt one to question whether a Fidelity employee is acting solely in the best interests of Fidelity and its customers. Employees are expected to avoid situations that could present even the appearance of a conflict between their interests and the interests of Fidelity and its customers.</R>
<R> C. Except as set forth herein, FMR will generally vote in favor of routine management proposals.</R>
<R> D. Non-routine proposals will generally be voted in accordance with the guidelines.</R>
<R> E. Non-routine proposals not covered by the guidelines or involving other special circumstances will be evaluated on a case-by-case basis with input from the appropriate FMR analyst or portfolio manager, as applicable, subject to review by an attorney within FMR's General Counsel's office and a member of senior management within FMR's Investment and Advisor Compliance Department. A significant pattern of such proposals or other special circumstances will be referred to the Fund Board Proxy Voting Committee or its designee.</R>
<R> F. FMR will vote on shareholder proposals not specifically addressed by the guidelines based on an evaluation of a proposal's likelihood to enhance the economic returns or profitability of the portfolio company or to maximize shareholder value. Where information is not readily available to analyze the economic impact of the proposal, FMR will generally abstain.</R>
<R> G. Many Fidelity Funds invest in voting securities issued by companies that are domiciled outside the United States and are not listed on a U.S. securities exchange. Corporate governance standards, legal or regulatory requirements and disclosure practices in foreign countries can differ from those in the United States. When voting proxies relating to non-U.S. securities, FMR will generally evaluate proposals in the context of these guidelines, but FMR may, where applicable and feasible, take into consideration differing laws and regulations in the relevant foreign market in determining how to vote shares.</R>
<R> H. In certain non-U.S. jurisdictions, shareholders voting shares of a portfolio company may be restricted from trading the shares for a period of time around the shareholder meeting date. Because such trading restrictions can hinder portfolio management and could result in a loss of liquidity for a fund, FMR will generally not vote proxies in circumstances where such restrictions apply. In addition, certain non-U.S. jurisdictions require voting shareholders to disclose current share ownership on a fund-by-fund basis. When such disclosure requirements apply, FMR will generally not vote proxies in order to safeguard fund holdings information.</R>
<R> I. Where a management-sponsored proposal is inconsistent with the guidelines, FMR may receive a company's commitment to modify the proposal or its practice to conform to the guidelines, and FMR will generally support management based on this commitment. If a company subsequently does not abide by its commitment, FMR will generally withhold authority for the election of directors at the next election.</R>
<R>II. Definitions (as used in this document)</R>
<R> A. Anti-Takeover Provision - includes fair price amendments; classified boards; "blank check" preferred stock; golden and tin parachutes; supermajority provisions; Poison Pills; and any other provision that eliminates or limits shareholder rights.</R>
<R> B. Golden parachute - accelerated options and/or employment contracts for officers and directors that will result in a lump sum payment of more than three times annual compensation (salary and bonus) in the event of termination following a change in control.</R>
<R> C. Tin parachute - accelerated options and/or employment contracts for employees beyond officers and directors that will result in a lump sum payment in the event of termination.</R>
<R> D. Greenmail - payment of a premium to repurchase shares from a shareholder seeking to take over a company through a proxy contest or other means.</R>
<R> E. Sunset provision - a condition in a charter or plan that specifies an expiration date.</R>
<R> F. Permitted Bid Feature - a provision suspending the application of a Poison Pill, by shareholder referendum, in the event a potential acquirer announces a bona fide offer for all outstanding shares.</R>
<R> G. Poison Pill - a strategy employed by a potential take-over/target company to make its stock less attractive to an acquirer. Poison Pills are generally designed to dilute the acquirer's ownership and value in the event of a take-over.</R>
<R> H. Large Capitalization Company - a company included in the Russell 1000 stock index.</R>
<R> I. Small Capitalization Company - a company not included in the Russell 1000 stock index that is not a Micro-Capitalization Company.</R>
<R> J. Micro-Capitalization Company - a company with a market capitalization under US $300 million.</R>
<R>III. Directors</R>
<R> A. Incumbent Directors</R>
<R> FMR will generally vote in favor of incumbent and nominee directors except where one or more such directors clearly appear to have failed to exercise reasonable judgment.</R>
<R> FMR will also generally withhold authority for the election of all directors or directors on responsible committees if:</R>
<R> 1. An Anti-Takeover Provision was introduced, an Anti-Takeover Provision was extended, or a new Anti-Takeover Provision was adopted upon the expiration of an existing Anti-Takeover Provision, without shareholder approval except as set forth below.</R>
<R> With respect to Poison Pills, however, FMR will consider not withholding authority on the election of directors if all of the following conditions are met when a Poison Pill is introduced, extended, or adopted:</R>
<R> a. The Poison Pill includes a Sunset Provision of less than 5 years;</R>
<R> b. The Poison Pill includes a Permitted Bid Feature;</R>
<R> c. The Poison Pill is linked to a business strategy that will result in greater value for the shareholders; and</R>
<R> d. Shareholder approval is required to reinstate the Poison Pill upon expiration.</R>
<R> FMR will also consider not withholding authority on the election of directors when one or more of the conditions above are not met if a board is willing to strongly consider seeking shareholder ratification of, or adding above conditions noted a. and b. to an existing Poison Pill. In such a case, if the company does not take appropriate action prior to the next annual shareholder meeting, FMR will withhold authority on the election of directors.</R>
<R> 2. The company refuses, upon request by FMR, to amend the Poison Pill to allow Fidelity to hold an aggregate position of up to 20% of a company's total voting securities and of any class of voting securities.</R>
<R> 3. Within the last year and without shareholder approval, a company's board of directors or compensation committee has repriced outstanding options.</R>
<R> 4. The company failed to act in the best interests of shareholders when approving executive compensation, taking into account such factors as: (i) whether the company used an independent compensation committee; and (ii) whether the compensation committee engaged independent compensation consultants; and (iii) whether it has been proven that the company engaged in options backdating.</R>
<R> 5. To gain FMR's support on a proposal, the company made a commitment to modify a proposal or practice to conform to these guidelines and the company has failed to act on that commitment.</R>
<R> 6. The director attended fewer than 75% of the aggregate number of meetings of the board or its committees on which the director served during the company's prior fiscal year, absent extenuating circumstances.</R>
<R> B. Indemnification</R>
<R> FMR will generally vote in favor of charter and by-law amendments expanding the indemnification of directors and/or limiting their liability for breaches of care unless FMR is otherwise dissatisfied with the performance of management or the proposal is accompanied by Anti-Takeover Provisions.</R>
<R> C. Independent Chairperson</R>
<R> FMR will generally vote against shareholder proposals calling for or recommending the appointment of a non-executive or independent chairperson. However, FMR will consider voting for such proposals in limited cases if, based upon particular facts and circumstances, appointment of a non-executive or independent chairperson appears likely to further the interests of shareholders and to promote effective oversight of management by the board of directors.</R>
<R> D. Majority Director Elections</R>
<R> FMR will generally vote in favor of proposals calling for directors to be elected by an affirmative majority of votes cast in a board election, provided that the proposal allows for plurality voting standard in the case of contested elections (i.e., where there are more nominees than board seats). FMR may consider voting against such shareholder proposals where a company's board has adopted an alternative measure, such as a director resignation policy, that provides a meaningful alternative to the majority voting standard and appropriately addresses situations where an incumbent director fails to receive the support of a majority of the votes cast in an uncontested election.</R>
<R>IV. Compensation</R>
<R> A. Equity Award Plans (including stock options, restricted stock awards, and other stock awards).</R>
<R> FMR will generally vote against Equity Award Plans or amendments to authorize additional shares under such plans if:</R>
<R> 1. (a) The dilution effect of the shares outstanding and available for issuance pursuant to all plans, plus any new share requests is greater than 10% for a Large Capitalization Company, 15% for a Small Capitalization Company or 20% for a Micro-Capitalization Company; and (b) there were no circumstances specific to the company or the plans that lead FMR to conclude that the level of dilution in the plan or the amendments is acceptable.</R>
<R> 2. In the case of stock option plans, (a) the offering price of options is less than 100% of fair market value on the date of grant, except that the offering price may be as low as 85% of fair market value if the discount is expressly granted in lieu of salary or cash bonus; (b) the plan's terms allow repricing of underwater options; or (c) the board/committee has repriced options outstanding under the plan in the past two years.</R>
<R> 3. The plan may be materially altered without shareholder approval, including increasing the benefits accrued to participants under the plan; increasing the number of securities which may be issued under the plan; modifying the requirements for participation in the plan; or including a provision allowing the Board to lapse or waive restrictions at its discretion.</R>
<R> 4. Awards to non-employee directors are subject to management discretion.</R>
<R> 5. In the case of stock awards, the restriction period, or holding period after exercise, is less than 3 years for non-performance-based awards, and less than 1 year for performance-based awards.</R>
<R> FMR will consider approving an Equity Award Plan or an amendment to authorize additional shares under such plan if, without complying with the guidelines immediately above, the following two conditions are met:</R>
<R> 1. The shares are granted by a compensation committee composed entirely of independent directors; and</R>
<R> 2. The shares are limited to 5% (large capitalization company) and 10% (small capitalization company) of the shares authorized for grant under the plan.</R>
<R> B. Equity Exchanges and Repricing</R>
<R> FMR will generally vote in favor of a management proposal to exchange shares or reprice outstanding options if the proposed exchange or repricing is consistent with the interests of shareholders, taking into account such factors as:</R>
<R> 1. Whether the proposal excludes senior management and directors;</R>
<R> 2. Whether the equity proposed to be exchanged or repriced exceeded FMR's dilution thresholds when initially granted;</R>
<R> 3. Whether the exchange or repricing proposal is value neutral to shareholders based upon an acceptable pricing model;</R>
<R> 4. The company's relative performance compared to other companies within the relevant industry or industries;</R>
<R> 5. Economic and other conditions affecting the relevant industry or industries in which the company competes; and</R>
<R> 6. Any other facts or circumstances relevant to determining whether an exchange or repricing proposal is consistent with the interests of shareholders.</R>
<R> C. Employee Stock Purchase Plans</R>
<R> FMR will generally vote against employee stock purchase plans if the plan violates any of the criteria in section IV(A) above, except that the minimum stock purchase price may be equal to or greater than 85% of the stock's fair market value if the plan constitutes a reasonable effort to encourage broad based participation in the company's equity. In the case of non-U.S. company stock purchase plans, FMR may permit a lower minimum stock purchase price equal to the prevailing "best practices" in the relevant non-U.S. market, provided that the minimum stock purchase price must be at least 75% of the stock's fair market value.</R>
<R> D. Employee Stock Ownership Plans (ESOPs)</R>
<R> FMR will generally vote in favor of non-leveraged ESOPs. For leveraged ESOPs, FMR may examine the company's state of incorporation, existence of supermajority vote rules in the charter, number of shares authorized for the ESOP, and number of shares held by insiders. FMR may also examine where the ESOP shares are purchased and the dilution effect of the purchase. FMR will generally vote against leveraged ESOPs if all outstanding loans are due immediately upon change in control.</R>
<R> E. Executive Compensation</R>
<R> FMR will generally vote against management proposals on stock-based compensation plans or other compensation plans if such proposals are inconsistent with the interests of shareholders, taking into account such factors as: (i) whether the company has an independent compensation committee; and (ii) whether the compensation committee has authority to engage independent compensation consultants.</R>
<R> F. Bonus Plans and Tax Deductibility Proposals</R>
<R>FMR will generally vote in favor of cash and stock incentive plans that are submitted for shareholder approval in order to qualify for favorable tax treatment under Section 162(m) of the Internal Revenue Code, provided that the plan includes well defined and appropriate performance criteria, and with respect to any cash component, that the maximum award per participant is clearly stated and is not unreasonable or excessive.</R>
<R>V. Anti-Takeover Provisions</R>
<R> FMR will generally vote against a proposal to adopt or approve the adoption of an Anti-Takeover Provision unless:</R>
<R> A. The Poison Pill includes the following features:</R>
<R> 1. A sunset provision of no greater than 5 years;</R>
<R> 2. Linked to a business strategy that is expected to result in greater value for the shareholders;</R>
<R> 3.Requires shareholder approval to be reinstated upon expiration or if amended;</R>
<R> 4.Contains a Permitted Bid Feature; and</R>
<R> 5. Allows the Fidelity funds to hold an aggregate position of up to 20% of a company's total voting securities and of any class of voting securities.</R>
<R> B. An Anti-Greenmail proposal that does not include other Anti-Takeover Provisions; or</R>
<R> C. It is a fair price amendment that considers a two-year price history or less.</R>
<R> FMR will generally vote in favor of proposals to eliminate Anti-Takeover Provisions. In the case of proposals to declassify a board of directors, FMR will generally vote against such a proposal if the issuer's Articles of Incorporation or applicable statutes include a provision whereby a majority of directors may be removed at any time, with or without cause, by written consent, or other reasonable procedures, by a majority of shareholders entitled to vote for the election of directors.</R>
<R>VI. Capital Structure/Incorporation</R>
<R> A. Increases in Common Stock</R>
<R> FMR will generally vote against a provision to increase a Company's common stock if such increase will result in a total number of authorized shares greater than 3 times the current number of outstanding and scheduled to be issued shares, including stock options, except in the case of real estate investment trusts, where an increase that will result in a total number of authorized shares up to 5 times the current number of outstanding and scheduled to be issued shares is generally acceptable.</R>
<R> B. New Classes of Shares</R>
<R> FMR will generally vote against the introduction of new classes of stock with differential voting rights.</R>
<R> C. Cumulative Voting Rights</R>
<R> FMR will generally vote against the introduction and in favor of the elimination of cumulative voting rights.</R>
<R> D. Acquisition or Business Combination Statutes</R>
<R> FMR will generally vote in favor of proposed amendments to a company's certificate of incorporation or by-laws that enable the company to opt out of the control shares acquisition or business combination statutes.</R>
<R> E. Incorporation or Reincorporation in Another State or Country</R>
<R> FMR will generally vote against shareholder proposals calling for or recommending that a portfolio company reincorporate in the United States and vote in favor of management proposals to reincorporate in a jurisdiction outside the United States if (i) it is lawful under United States, state and other applicable law for the company to be incorporated under the laws of the relevant foreign jurisdiction and to conduct its business and (ii) reincorporating or maintaining a domicile in the United States would likely give rise to adverse tax or other economic consequences detrimental to the interests of the company and its shareholders. However, FMR will consider supporting such shareholder proposals and opposing such management proposals in limited cases if, based upon particular facts and circumstances, reincorporating in or maintaining a domicile in the relevant foreign jurisdiction gives rise to significant risks or other potential adverse consequences that appear reasonably likely to be detrimental to the interests of the company or its shareholders.</R>
<R>VII. Auditors</R>
<R> A. FMR will generally vote against shareholder proposals calling for or recommending periodic rotation of a portfolio company's auditor. FMR will consider voting for such proposals in limited cases if, based upon particular facts and circumstances, a company's board of directors and audit committee clearly appear to have failed to exercise reasonable business judgment in the selection of the company's auditor.</R>
<R> B. FMR will generally vote against shareholder proposals calling for or recommending the prohibition or limitation of the performance of non-audit services by a portfolio company's auditor. FMR will also generally vote against shareholder proposals calling for or recommending removal of a company's auditor due to, among other reasons, the performance of non-audit work by the auditor. FMR will consider voting for such proposals in limited cases if, based upon particular facts and circumstances, a company's board of directors and audit committee clearly appear to have failed to exercise reasonable business judgment in the oversight of the performance of the auditor for audit or non-audit services for the company.</R>
<R>VIII. Shares of Investment Companies</R>
<R> A. When a Fidelity Fund invests in an underlying Fidelity fund, FMR will vote in the same proportion as all other shareholders of such underlying fund or class ("echo voting").</R>
<R> B. Certain Fidelity Funds may invest in shares of Fidelity Central Funds. Central Fund shares, which are held exclusively by Fidelity funds or accounts managed by an FMR affiliate, will be voted in favor of proposals recommended by the Central Funds' Board of Trustees.</R>
<R>IX. Other</R>
<R> A. Voting Process</R>
<R> FMR will generally vote in favor of proposals to adopt confidential voting and independent vote tabulation practices.</R>
<R> B. Regulated Industries</R>
<R> Voting of shares in securities of any regulated industry (e.g. U.S. banking) organization shall be conducted in a manner consistent with conditions that may be specified by the industry's regulator (e.g. the Federal Reserve Board) for a determination under applicable law (e.g. federal banking law) that no Fund or group of Funds has acquired control of such organization.</R>
<R>To view a fund's proxy voting record for the most recent 12-month period ended June 30, visit http://www.fidelity.com (search for "proxy voting guidelines") or visit the SEC's web site at http://www.sec.gov.</R>
Each fund has entered into a distribution agreement with FDC, an affiliate of FMR. The principal business address of FDC is 82 Devonshire Street, Boston, Massachusetts 02109. FDC is a broker-dealer registered under the Securities Exchange Act of 1934 and a member of the National Association of Securities Dealers, Inc. The distribution agreements calls for FDC to use all reasonable efforts, consistent with its other business, to secure purchasers for shares of the funds, which are continuously offered at NAV. Promotional and administrative expenses in connection with the offer and sale of shares are paid by FMR.
The Trustees have approved Distribution and Service Plans with respect to shares of each fund (the Plans) pursuant to Rule 12b-1 under the 1940 Act (the Rule). The Plans, as approved by the Trustees, allows shares of the funds and FMR to incur certain expenses that might be considered to constitute indirect payment by the funds of distribution expenses.
<R>Under each Plan, if the payment of management fees by the fund to FMR is deemed to be indirect financing by the fund of the distribution of its shares, such payment is authorized by the Plan. Each Plan specifically recognizes that FMR may use its management fee revenue, as well as its past profits or its other resources, to pay FDC for expenses incurred in connection with providing services intended to result in the sale of shares of [[Name(s) of Fund(s)]/the fund] and/or shareholder support services. In addition, each Plan provides that FMR, directly or through FDC, may pay significant amounts to intermediaries,including retirement plan sponsors, service-providers and administrators, that provide those services. Currently, the Board of Trustees has authorized such payments for shares of Dividend Growth, Growth & Income, Leveraged Company Stock, Low-Priced Stock, OTC, Real Estate Income, and Fidelity Value Discovery Fund.</R>
<R>Prior to approving each Plan, the Trustees carefully considered all pertinent factors relating to the implementation of the Plan, and determined that there is a reasonable likelihood that the Plan will benefit the fund and its shareholders. In particular, the Trustees noted that each Plan does not authorize payments by shares of the fund other than those made to FMR under its management contract with the fund. To the extent that each Plan gives FMR and FDC greater flexibility in connection with the distribution of shares of the fund, additional sales of shares of the fund or stabilization of cash flows may result. Furthermore, certain shareholder support services may be provided more effectively under the Plans by local entities with whom shareholders have other relationships.</R>
FDC or an affiliate may compensate, or upon direction make payments for certain retirement plan expenses to, intermediaries, including retirement plan sponsors, service-providers and administrators. A number of factors are considered in determining whether to pay these additional amounts. Such factors may include, without limitation, the level or type of services provided by the intermediary, the level or expected level of assets or sales of shares, and other factors. In addition to such payments, FDC or an affiliate may offer other incentives such as sponsorship of educational or client seminars relating to current products and issues, payments or reimbursements for travel and related expenses associated with due diligence trips that an intermediary may undertake in order to explore possible business relationships with affiliates of FDC, and/or payments of costs and expenses associated with attendance at seminars, including travel, lodging, entertainment and meals. Certain of the payments described above may be significant to an intermediary. As permitted by the SEC and the National Association of Securities Dealers rules, FDC or any affiliate may pay or allow other incentives or payments to intermediaries.
Each funds transfer agent or an affiliate may also make payments and reimbursements to certain intermediaries, including retirement plan sponsors, service-providers and administrators, for providing recordkeeping and administrative services to plan participants or for providing other services to retirement plans. Please see "Transfer and Service Agent Agreements" in this SAI for more information.
FDC or an affiliate may also make payments to banks, broker-dealers and other service providers for distribution-related activities and/or shareholder services. If you have purchased shares of the fund through an investment professional, please speak with your investment professional to learn more about any payments his or her firm may receive from FMR, FDC and/or their affiliates, as well as fees and/or commissions the investment professional charges. You should also consult disclosures made by your investment professional at the time of purchase.
Any of the payments described in this section may represent a premium over payments made by other fund families. Investment professionals may have an added incentive to recommend a fund over others offered by competing fund families, or retirement plan sponsors may take these payments into account when deciding whether to include a fund as a plan investment option.
TRANSFER AND SERVICE AGENT AGREEMENTS
Each fund has entered into a transfer agent agreement with FSC, an affiliate of FMR, which is located at 82 Devonshire Street, Boston, Massachusetts 02109. Under the terms of the agreements, FSC (or an agent, including an affiliate) performs transfer agency, dividend disbursing, and shareholder services for each fund.
<R>For providing transfer agency services, FSC receives a position fee and an asset-based fee with respect to each position in a fund. For retail accounts, these fees are based on fund type. For certain institutional accounts, these fees are based on size of position and fund type. For institutional retirement accounts, these fees are based on account type and fund type. The position fee is billed monthly on a pro rata basis at one-twelfth of the applicable annual rate as of the end of each calendar month. The asset-based fee is calculated and paid monthly on the basis of average daily net assets. The position fees are subject to increase based on postage rate changes.</R>
The asset-based fees are subject to adjustment if the year-to-date total return of the S&P 500 exceeds a positive or negative 15%.
FSC also collects fees charged in connection with providing certain types of services such as exchanges, closing out fund balances, maintaining fund positions with low balances, checkwriting, wire transactions, and providing historical account research.
In addition, FSC receives the pro rata portion of the transfer agency fees applicable to shareholder accounts in a qualified tuition program (QTP), as defined under the Small Business Job Protection Act of 1996, managed by FMR or an affiliate and in each Fidelity Freedom Fund and Fidelity Four-in-One Index Fund, funds of funds managed by an FMR affiliate, according to the percentage of the QTP's, Freedom Fund's, or Fidelity Four-in-One Index Fund's assets that is invested in a fund, subject to certain limitations in the case of Fidelity Four-in-One Index Fund.
<R>FSC bears the expense of typesetting, printing, and mailing prospectuses, statements of additional information, and all other reports, notices, and statements to existing shareholders, with the exception of proxy statements.</R>
Many fund shares are owned by certain intermediaries for the benefit of their customers. Since the funds often do not maintain an account for shareholders in those instances, some or all of the recordkeeping services for these accounts may be performed by third parties. FSC or an affiliate may make payments to intermediaries for recordkeeping and other services.
Retirement plans may also hold fund shares in the name of the plan or its trustee, rather than the plan participant. In situations where FSC or an affiliate does not provide recordkeeping services to a retirement plan, plan recordkeepers, who may have affiliated financial intermediaries who sell shares of the funds, may, upon direction, be paid for providing recordkeeping services to plan participants. Payments may also be made, upon direction, for other plan expenses.
In certain situations where FSC or an affiliate provides recordkeeping services to a retirement plan, payments may be made to pay for plan expenses. The amount of such payments may be based on investments in particular Fidelity funds, or may be fixed for a given period of time. Upon direction, payments may be made to plan sponsors, or at the direction of plan sponsors, third parties, for expenses incurred in connection with the plan.
Each fund has also entered into a service agent agreement with FSC, an affiliate of FMR (or an agent, including an affiliate). Each fund has also entered into a securities lending administration agreement with FSC. Under the terms of the agreements, FSC calculates the NAV and dividends for each fund, maintains each fund's portfolio and general accounting records, and administers each fund's securities lending program.
For providing pricing and bookkeeping services, FSC receives a monthly fee based on each fund's average daily net assets throughout the month.
<R>The annual rates for pricing and bookkeeping services for the funds are 0.0389% of the first $500 million of average net assets, 0.0275% of average net assets between $500 million and $3.5 billion, 0.0041% of average net assets between $3.5 billion and $25 billion, and 0.0019% of average net assets in excess of $25 billion.</R>
<R>Pricing and bookkeeping fees paid by the funds to FSC for the past three fiscal years are shown in the following table.</R>
<R>Fund</R> |
<R>2007</R> |
<R>2006</R> |
<R>2005</R> |
<R>Dividend Growth</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>Growth & Income</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>Leveraged Company Stock</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>Low-Priced Stock</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>OTC</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>Real Estate Income</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>Fidelity Value Discovery Fund</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>For administering each fund's securities lending program, FSC is paid based on the number and duration of individual securities loans.</R>
<R>[For the fiscal years ended July 31, 2007, 2006, and 2005, the funds did not pay FSC for securities lending.]</R>
<R>[For the fiscal years ended July 31, 2007, 2006, and 2005, [Name of fund] paid FSC $__, $__, and $__, respectively, for securities lending.]</R>
<R>[Payments made by [Name(s) Fund(s)] to FSC for securities lending for the past three fiscal years are shown in the following table.]</R>
<R>Fund</R> |
<R>2007</R> |
<R>2006</R> |
<R>2005</R> |
<R>Dividend Growth</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>Growth & Income</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>Leveraged Company Stock</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>Low-Priced Stock</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>OTC</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>Real Estate Income</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>Fidelity Value Discovery Fund</R> |
<R>$ </R> |
<R>$ </R> |
<R>$ </R> |
<R>Trust Organization. Fidelity Low-Priced Stock Fund, and Fidelity Value Discovery Fund are funds of Fidelity Puritan Trust, an open-end management investment company created under an initial declaration of trust dated October 1, 1984. Currently, there are four funds offered in Fidelity Puritan Trust: Fidelity Balanced Fund, Fidelity Low-Priced Stock Fund, Fidelity® Puritan® Fund, and Fidelity Value Discovery Fund. Fidelity Dividend Growth Fund, Fidelity Growth & Income Portfolio, Fidelity Leveraged Company Stock Fund, Fidelity OTC Portfolio, and Fidelity Real Estate Income Fund are funds of Fidelity Securities Fund, an open-end management investment company created under an initial declaration of trust dated October 1, 1984. Currently, there are 12 funds offered in Fidelity Securities Fund: Fidelity Advisor Aggressive Growth Fund, Fidelity Blue Chip Growth Fund, Fidelity Blue Chip Value Fund, Fidelity Dividend Growth Fund, Fidelity Growth & Income Portfolio, Fidelity International Real Estate Fund, Fidelity Leveraged Company Stock Fund, Fidelity OTC Portfolio, Fidelity Real Estate Income Fund, Fidelity Small Cap Growth Fund, and Fidelity Small Cap Value Fund. The Trustees are permitted to create additional funds in the trusts and to create additional classes of the funds.</R>
<R>The assets of each trust received for the issue or sale of shares of each of its funds and all income, earnings, profits, and proceeds thereof, subject to the rights of creditors, are allocated to such fund, and constitute the underlying assets of such fund. The underlying assets of each fund in a trust shall be charged with the liabilities and expenses attributable to such fund. Any general expenses of the respective trusts shall be allocated between or among any one or more of its funds. </R>
Shareholder Liability. Each trust is an entity commonly known as a "Massachusetts business trust." Under Massachusetts law, shareholders of such a trust may, under certain circumstances, be held personally liable for the obligations of the trust.
Each Declaration of Trust contains an express disclaimer of shareholder liability for the debts, liabilities, obligations, and expenses of the trust or fund. Each Declaration of Trust provides that the trust shall not have any claim against shareholders except for the payment of the purchase price of shares and requires that each agreement, obligation, or instrument entered into or executed by the trust or the Trustees relating to the trust or to a fund shall include a provision limiting the obligations created thereby to the trust or to one or more funds and its or their assets. Each Declaration of Trust further provides that shareholders of a fund shall not have a claim on or right to any assets belonging to any other fund.
Each Declaration of Trust provides for indemnification out of each fund's property of any shareholder or former shareholder held personally liable for the obligations of the fund solely by reason of his or her being or having been a shareholder and not because of his or her acts or omissions or for some other reason. Each Declaration of Trust also provides that each fund shall, upon request, assume the defense of any claim made against any shareholder for any act or obligation of the fund and satisfy any judgment thereon. Thus, the risk of a shareholder incurring financial loss on account of shareholder liability is limited to circumstances in which a fund itself would be unable to meet its obligations. FMR believes that, in view of the above, the risk of personal liability to shareholders is remote.
Voting Rights. Each fund's capital consists of shares of beneficial interest. As a shareholder, you are entitled to one vote for each dollar of net asset value you own. The voting rights of shareholders can be changed only by a shareholder vote. Shares may be voted in the aggregate, by fund, and by class.
The shares have no preemptive or conversion rights. Shares are fully paid and nonassessable, except as set forth under the heading "Shareholder Liability" above.
Each trust or a fund or a class may be terminated upon the sale of its assets to, or merger with, another open-end management investment company, series, or class thereof, or upon liquidation and distribution of its assets. The Trustees may reorganize, terminate, merge, or sell all or a portion of the assets of each trust or a fund or a class without prior shareholder approval. In the event of the dissolution or liquidation of a trust, shareholders of each of its funds are entitled to receive the underlying assets of such fund available for distribution. In the event of the dissolution or liquidation of a fund or a class, shareholders of that fund or that class are entitled to receive the underlying assets of the fund or class available for distribution.
<R>Custodians. Brown Brothers Harriman & Co., 40 Water Street, Boston, Massachusetts, is custodian of the assets of Low-Priced Stock. JPMorgan Chase Bank, 270 Park Avenue, New York, New York, is custodian of assets of Growth & Income and Leveraged Company Stock. The Northern Trust Company, 50 South LaSalle Street, Chicago, Illinois, is custodian of assets of OTC. Citibank, N.A., 111 Wall Street, New York, New York, is custodian of the assets of Dividend Growth, Real Estate Income, and Fidelity Value Discovery Fund. Each custodian is responsible for the safekeeping of a fund's assets and the appointment of any subcustodian banks and clearing agencies. JPMorgan Chase Bank, headquartered in New York, also may serve as a special purpose custodian of certain assets of Dividend Growth, Low-Priced Stock, OTC, Real Estate Income, and Fidelity Value Discovery Fund in connection with repurchase agreement transactions. The Bank of New York, headquartered in New York, also may serve as a special purpose custodian of certain assets of Dividend Growth, Growth & Income, Leveraged Company Stock, Low-Priced Stock, OTC, Real Estate Income, and Fidelity Value Discovery Fund in connection with repurchase agreement transactions. </R>
<R>FMR, its officers and directors, its affiliated companies, Members of the Advisory Board, and Members of the Board of Trustees may, from time to time, conduct transactions with various banks, including banks serving as custodians for certain funds advised by FMR. The Boston branch of Low-Priced Stock's custodian leases its office space from an affiliate of FMR at a lease payment which, when entered into, was consistent with prevailing market rates. Transactions that have occurred to date include mortgages and personal and general business loans. In the judgment of FMR, the terms and conditions of those transactions were not influenced by existing or potential custodial or other fund relationships.</R>
Independent Registered Public Accounting Firm. [Name of Auditor], independent registered public accounting firm, examines financial statements for Dividend Growth, Growth & Income, Leveraged Company Stock, and Low-Priced Stock and provides other audit, tax, and related services.
Independent Registered Public Accounting Firm. [Name of Auditor], independent registered public accounting firm, examines financial statements for OTC, Real Estate Income, and Fidelity Value Discovery Fund and provides other audit, tax, and related services.
Each fund's financial statements and financial highlights for the fiscal year ended July 31, 2007, and report of the independent registered public accounting firm, are included in the fund's annual report and are incorporated herein by reference. Total annual operating expenses as shown in the prospectus fee table may differ from the ratios of expenses to average net assets in the financial highlights because total annual operating expenses as shown in the prospectus fee table include any acquired fund fees and expenses, whereas the ratios of expenses in the financial highlights do not. Acquired funds include other investment companies (such as central funds or other underlying funds) in which [the/a] fund has invested, if and to the extent it is permitted to do so. Total annual operating expenses in the prospectus fee table and the financial highlights do not include any expenses associated with investments in certain structured or synthetic products that may rely on the exception from the definition of "investment company" provided by section 3(c)(1) or 3(c)(7) of the 1940 Act
Each fund views holdings information as sensitive and limits its dissemination. The Board authorized FMR to establish and administer guidelines for the dissemination of fund holdings information, which may be amended at any time without prior notice. FMR's Disclosure Policy Committee (comprising executive officers of FMR) evaluates disclosure policy with the goal of serving a fund's best interests by striking an appropriate balance between providing information about a fund's portfolio and protecting a fund from potentially harmful disclosure. The Board reviews the administration and modification of these guidelines and receives reports from the funds' chief compliance officer periodically.
<R>Dividend Growth, Growth & Income, OTC, and Fidelity Value Discovery Fund will provide a full list of holdings monthly on www.fidelity.com 30 days after the month-end (excluding high income security holdings, which generally will be presented collectively monthly and included in a list of full holdings 60 days after its fiscal quarter-end).</R>
<R>Low-Priced Stock, Leveraged Company Stock, and Real Estate Income will provide a full list of holdings as of the end of the fund's fiscal quarter on www.fidelity.com 60 days after its fiscal quarter-end.</R>
Each fund will provide its top ten holdings (excluding cash and futures) as of the end of the calendar quarter on Fidelity's web site 15 or more days after the calendar quarter-end.
This information will be available on the web site until updated for the next applicable period.
Each fund may also from time to time provide specific fund level performance attribution information and statistics to the Board or third parties, such as fund shareholders or prospective fund shareholders, members of the press, consultants, and ratings and ranking organizations.
<R>The Use of Holdings In Connection With Fund Operations. Material non-public holdings information may be provided as part of the investment activities of each fund to: entities which, by explicit agreement or by virtue of their respective duties to the fund, are required to maintain the confidentiality of the information disclosed; other parties if legally required; or persons FMR believes will not misuse the disclosed information. These entities, parties, and persons include: a fund's trustees; a fund's manager, its sub-advisers and their affiliates whose access persons are subject to a code of ethics; contractors who are subject to a confidentiality agreement; a fund's auditors; a fund's custodians; proxy voting service providers; financial printers; pricing service vendors; broker-dealers in connection with the purchase or sale of securities or requests for price quotations or bids on one or more securities; securities lending agents; counsel to a fund or their Independent Trustees; regulatory authorities; stock exchanges and other listing organizations; parties to litigation; and third-parties in connection with a bankruptcy proceeding relating to a fund holding. Non-public holdings information may also be provided to an issuer regarding the number or percentage of its shares that are owned by a fund and in connection with redemptions in kind.</R>
Other Uses Of Holdings Information. In addition, each fund may provide material non-public holdings information to (i) third-parties that calculate information derived from holdings for use by FMR or its affiliates, (ii) third parties that supply their analyses of holdings (but not the holdings themselves) to their clients (including sponsors of retirement plans or their consultants), (iii) ratings and rankings organizations, and (iv) an investment adviser, trustee, or their agents to whom holdings are disclosed for due diligence purposes or in anticipation of a merger involving a fund. Each individual request is reviewed by the Disclosure Policy Committee which must find, in its sole discretion that, based on the specific facts and circumstances, the disclosure appears unlikely to be harmful to a fund. Entities receiving this information must have in place control mechanisms to reasonably ensure or otherwise agree that, (a) the holdings information will be kept confidential, (b) no employee shall use the information to effect trading or for their personal benefit, and (c) the nature and type of information that they, in turn, may disclose to third-parties is limited. FMR relies primarily on the existence of non-disclosure agreements and/or control mechanisms when determining that disclosure is not likely to be harmful to a fund.
At this time, the entities receiving information described in the preceding paragraph are: Factset Research Systems Inc. (full or partial fund holdings daily, on the next business day); Thomson Vestek (full holdings, as of the end of the calendar quarter, 15 calendar days after the calendar quarter-end); Standard & Poor's Rating Services (full holdings weekly (generally as of the previous Friday), generally 5 business days thereafter); Moody's Investors Service (full holdings monthly, (generally as of the last Friday of each month), generally the first Friday of the following month); and Anacomp Inc. (full or partial holdings daily, on the next business day).
FMR, its affiliates, or the funds will not enter into any arrangements with third-parties from which they derive consideration for the disclosure of material non-public holdings information. If, in the future, FMR desired to make such an arrangement, it would seek prior Board approval and any such arrangements would be disclosed in the funds' SAI.
There can be no assurance that the funds' policies and procedures with respect to disclosure of fund portfolio holdings will prevent the misuse of such information by individuals and firms that receive such information.
<R>Fidelity, Fidelity Investments & (Pyramid) Design, and Fidelity Puritan Fund are registered trademarks of FMR Corp.</R>
The third party marks appearing above are the marks of their respective owners.
On July 23, 2004, a complaint entitled Bennett, et al. v. Fidelity Management & Research Co. and FMR Co., Inc. was filed in the U.S. District Court for the District of Massachusetts alleging, among other things, that the defendants breached their fiduciary duties by charging excessive management fees in violation of Section 36(b) of the 1940 Act. Plaintiffs seek unspecified damages and other relief, including a return of management fees paid by the funds and a reduction of future management fees. Any recovery of damages would revert to the funds. Fidelity believes these allegations are without merit and intends to defend them vigorously.
Fidelity Securities Fund
Post-Effective Amendment No. 76
PART C. OTHER INFORMATION
Item 23. Exhibits
(a) (1) Amended and Restated Declaration of Trust, dated August 15, 2002, is incorporated herein by reference to Exhibit a(1) of Post-Effective Amendment No. 51.
(2) Certificate of Amendment to the Declaration of Trust, dated June 16, 2004, is incorporated herein by reference to Exhibit (a)(2) of Post-Effective Amendment No. 60.
(b) Bylaws of the Trust, as amended and dated June 17, 2004, are incorporated herein by reference to Exhibit (b) of Fidelity Summer Street Trust's (File No. 002-58542) Post-Effective Amendment No. 63.
(c) Not applicable.
(d) (1) Management Contract, dated October 19, 2000, between Fidelity Advisor Aggressive Growth Fund and Fidelity Management & Research Company is incorporated herein by reference to Exhibit d(6) of Post-Effective Amendment 49.
(2) Management Contract, dated June 1, 2006, between Fidelity Blue Chip Growth Fund and Fidelity Management & Research Company is incorporated herein by reference to Exhibit (d)(2) of Post-Effective Amendment No. 68.
(3) Management Contract, dated April 17, 2003, between Fidelity Blue Chip Value Fund and Fidelity Management & Research Company is incorporated herein by reference to Exhibit d(3) of Post-Effective Amendment No. 56.
(4) Management Contract, dated July 1, 2000, between Fidelity Dividend Growth Fund and Fidelity Management & Research Company is incorporated herein by reference to Exhibit d(2) of Post-Effective Amendment No. 41.
(5) Management Contract, dated July 1, 2000, between Fidelity Growth & Income Portfolio and Fidelity Management & Research Company is incorporated herein by reference to Exhibit d(3) of Post-Effective Amendment No. 51.
(6) Management Contract, dated July 15, 2004, between Fidelity International Real Estate Fund and Fidelity Management & Research Company is incorporated herein by reference to Exhibit (d)(6) of Post-Effective Amendment No. 66.
(7) Management Contract, dated November 16, 2000, between Fidelity Leveraged Company Stock Fund and Fidelity Management & Research Company is incorporated herein by reference to Exhibit d(5) of Post-Effective Amendment No. 48.
(8) Management Contract, dated July 1, 2000, between Fidelity OTC Portfolio and Fidelity Management & Research Company is incorporated herein by reference to Exhibit d(4) of Post-Effective Amendment No. 41.
(9) Management Contract, dated January 16, 2003, between Fidelity Real Estate Income Fund and Fidelity Management & Research Company is incorporated herein by reference to Exhibit d(8) of Post-Effective Amendment No. 54.
(10) Management Contract, dated September 16, 2004, between Fidelity Small Cap Growth Fund and Fidelity Management & Research Company is incorporated herein by reference to Exhibit (d)(10) of Post-Effective Amendment No. 65.
(11) Management Contract, dated September 16, 2004, between Fidelity Small Cap Value Fund and Fidelity Management & Research Company is incorporated herein by reference to Exhibit (d)(11) of Post-Effective Amendment No. 65.
(12) Form of Management Contract, between Fidelity Small Cap Opportunities Fund and Fidelity Management & Research Company, is incorporated herein by reference to Exhibit (d)(12) of Post-Effective Amendment No 71.
(13) Sub-Advisory Agreement, dated October 19, 2000, between Fidelity Management & Research (Far East) Inc. (currently known as Fidelity Research & Analysis Company (FRAC)), and Fidelity Management & Research Company on behalf of Fidelity Advisor Aggressive Growth Fund is incorporated herein by reference to Exhibit d(18) of Post-Effective Amendment No. 49.
(14) Sub-Advisory Agreement, dated July 1, 2000, between Fidelity Management & Research (Far East) Inc. (currently known as Fidelity Research & Analysis Company (FRAC)), and Fidelity Management & Research Company on behalf of Fidelity Blue Chip Growth Fund is incorporated herein by reference to Exhibit d(6) of Post-Effective Amendment No. 41.
(15) Sub-Advisory Agreement, dated April 17, 2003, between Fidelity Management & Research (Far East) Inc. (currently known as Fidelity Research & Analysis Company (FRAC)), and Fidelity Management & Research Company on behalf of Fidelity Blue Chip Value Fund is incorporated herein by reference to Exhibit d(11) of Post-Effective Amendment No. 56.
(16) Sub-Advisory Agreement, dated July 1, 2000, between Fidelity Management & Research (Far East) Inc. (currently known as Fidelity Research & Analysis Company (FRAC)), and Fidelity Management & Research Company on behalf of Fidelity Dividend Growth Fund is incorporated herein by reference to Exhibit d(8) of Post-Effective Amendment No. 41.
(17) Sub-Advisory Agreement, dated July 1, 2000, between Fidelity Management & Research (Far East) Inc. (currently known as Fidelity Research & Analysis Company (FRAC)), and Fidelity Management & Research Company on behalf of Fidelity Growth & Income Portfolio is incorporated herein by reference to Exhibit d(10) of Post-Effective Amendment No. 51.
(18) Sub-Advisory Agreement, dated July 15, 2004, between Fidelity Management & Research (Far East) Inc. (currently known as Fidelity Research & Analysis Company (FRAC)), and Fidelity Management & Research Company on behalf of Fidelity International Real Estate Fund is incorporated herein by reference to Exhibit (d)(17) of Post-Effective Amendment No. 61.
(19) Sub-Advisory Agreement, dated November 16, 2000, between Fidelity Management & Research (Far East) Inc. (currently known as Fidelity Research & Analysis Company (FRAC)), and Fidelity Management & Research Company on behalf of Fidelity Leveraged Company Stock Fund is incorporated herein by reference to Exhibit d(16) of Post-Effective Amendment No. 51.
(20) Sub-Advisory Agreement, dated July 1, 2000, between Fidelity Management & Research (Far East) Inc. (currently known as Fidelity Research & Analysis Company (FRAC)), and Fidelity Management & Research Company on behalf of Fidelity OTC Portfolio is incorporated herein by reference to Exhibit d(12) of Post-Effective Amendment No. 41.
(21) Sub-Advisory Agreement, dated January 16, 2003, between Fidelity Management & Research (Far East) Inc. (currently known as Fidelity Research & Analysis Company (FRAC)), and Fidelity Management & Research Company on behalf of Fidelity Real Estate Income Fund is incorporated herein by reference to Exhibit d(16) of Post-Effective Amendment No. 54.
(22) Sub-Advisory Agreement, dated September 16, 2004, between Fidelity Management & Research (Far East) Inc. (currently known as Fidelity Research & Analysis Company (FRAC)), and Fidelity Management & Research Company on behalf of Fidelity Small Cap Growth Fund is incorporated herein by reference to Exhibit (d)(21) of Post-Effective Amendment No. 65.
(23) Sub-Advisory Agreement, dated September 16, 2004, between Fidelity Management & Research (Far East) Inc. (currently known as Fidelity Research & Analysis Company (FRAC)), and Fidelity Management & Research Company on behalf of Fidelity Small Cap Value Fund is incorporated herein by reference to Exhibit (d)(22) of Post-Effective Amendment No. 65.
(24) Sub-Advisory Agreement, dated October 19, 2000, between Fidelity Management & Research (U.K.) Inc. and Fidelity Management & Research Company on behalf of Fidelity Advisor Aggressive Growth Fund is incorporated herein by reference to Exhibit d(19) of Post-Effective Amendment No. 49.
(25) Sub-Advisory Agreement, dated July 1, 2000, between Fidelity Management & Research (U.K.) Inc. and Fidelity Management & Research Company on behalf of Fidelity Blue Chip Growth Fund is incorporated herein by reference to Exhibit d(7) of Post-Effective Amendment No. 41.
(26) Sub-Advisory Agreement, dated April 17, 2003, between Fidelity Management & Research (U.K.) Inc. and Fidelity Management & Research Company on behalf of Fidelity Blue Chip Value Fund is incorporated herein by reference to Exhibit d(19) of Post-Effective Amendment No. 56.
(27) Sub-Advisory Agreement, dated July 1, 2000, between Fidelity Management & Research (U.K.) Inc. and Fidelity Management & Research Company on behalf of Fidelity Dividend Growth Fund is incorporated herein by reference to Exhibit d(9) of Post-Effective Amendment No. 41.
(28) Sub-Advisory Agreement, dated July 1, 2000, between Fidelity Management & Research (U.K.) Inc. and Fidelity Management & Research Company on behalf of Fidelity Growth & Income Portfolio is incorporated herein by reference to Exhibit d(11) of Post-Effective Amendment No. 41.
(29) Sub-Advisory Agreement, dated July 15, 2004, between Fidelity Management & Research (U.K.) Inc. and Fidelity Management & Research Company on behalf of Fidelity International Real Estate Fund is incorporated herein by reference to Exhibit (d)(28) of Post-Effective Amendment No. 61.
(30) Sub-Advisory Agreement, dated November 16, 2000, between Fidelity Management & Research (U.K.) Inc. and Fidelity Management & Research Company on behalf of Fidelity Leveraged Company Stock Fund is incorporated herein by reference to Exhibit d(17) of Post-Effective Amendment No. 51.
(31) Sub-Advisory Agreement, dated July 1, 2000, between Fidelity Management & Research (U.K.) Inc. and Fidelity Management & Research Company on behalf of Fidelity OTC Portfolio is incorporated herein by reference to Exhibit d(13) of Post-Effective Amendment No. 41.
(32) Sub-Advisory Agreement, dated January 16, 2003, between Fidelity Management & Research (U.K.) Inc. and Fidelity Management & Research Company on behalf of Fidelity Real Estate Income Fund is incorporated herein by reference to Exhibit d(24) of Post-Effective Amendment No. 54.
(33) Sub-Advisory Agreement, dated September 16, 2004, between Fidelity Management & Research (U.K.) Inc. and Fidelity Management & Research Company on behalf of Fidelity Small Cap Growth Fund is incorporated herein by reference to Exhibit (d)(32) of Post-Effective Amendment No. 65.
(34) Sub-Advisory Agreement, dated September 16, 2004, between Fidelity Management & Research (U.K.) Inc. and Fidelity Management & Research Company on behalf of Fidelity Small Cap Value Fund is incorporated herein by reference to Exhibit (d)(33) of Post-Effective Amendment No. 65.
(35) Sub-Advisory Agreement, dated January 1, 2001, between FMR Co., Inc. and Fidelity Management & Research Company on behalf of Fidelity Advisor Aggressive Growth Fund is incorporated herein by reference to Exhibit d(26) of Post-Effective Amendment No. 49.
(36) Sub-Advisory Agreement, dated January 1, 2001, between FMR Co., Inc. and Fidelity Management & Research Company on behalf of Fidelity Blue Chip Growth Fund is incorporated herein by reference to Exhibit d(22) of Post-Effective Amendment No. 49.
(37) Sub-Advisory Agreement, dated April 17, 2003, between FMR Co., Inc. and Fidelity Management & Research Company on behalf of Fidelity Blue Chip Value Fund is incorporated herein by reference to Exhibit d(27) of Post-Effective Amendment No. 56.
(38) Sub-Advisory Agreement, dated January 1, 2001, between FMR Co., Inc. and Fidelity Management & Research Company on behalf of Fidelity Dividend Growth Fund is incorporated herein by reference to Exhibit d(23) of Post-Effective Amendment No. 49.
(39) Sub-Advisory Agreement, dated January 1, 2001, between FMR Co., Inc. and Fidelity Management & Research Company on behalf of Fidelity Growth & Income Portfolio is incorporated herein by reference to Exhibit d(24) of Post-Effective Amendment No. 49.
(40) Sub-Advisory Agreement, dated July 15, 2004, between FMR Co., Inc. and Fidelity Management & Research Company on behalf of Fidelity International Real Estate Fund is incorporated herein by reference to Exhibit (d)(39) of Post-Effective Amendment No. 61.
(41) Sub-Advisory Agreement, dated January 1, 2001, between FMR Co., Inc. and Fidelity Management & Research Company on behalf of Fidelity Leveraged Company Stock Fund is incorporated herein by reference to Exhibit d(27) of Post-Effective Amendment No. 49.
(42) Sub-Advisory Agreement, dated January 1, 2001, between FMR Co., Inc. and Fidelity Management & Research Company on behalf of Fidelity OTC Portfolio is incorporated herein by reference to Exhibit d(25) of Post-Effective Amendment No. 49.
(43) Sub-Advisory Agreement, dated January 16, 2003, between FMR Co., Inc. and Fidelity Management & Research Company on behalf of Fidelity Real Estate Income Fund is incorporated herein by reference to Exhibit d(32) of Post-Effective Amendment No. 54.
(44) Sub-Advisory Agreement, dated September 16, 2004, between FMR Co., Inc. and Fidelity Management & Research Company on behalf of Fidelity Small Cap Growth Fund is incorporated herein by reference to Exhibit (d)(43) of Post-Effective Amendment No. 63.
(45) Sub-Advisory Agreement, dated September 16, 2004, between FMR Co., Inc. and Fidelity Management & Research Company on behalf of Fidelity Small Cap Value Fund is incorporated herein by reference to Exhibit (d)(44) of Post-Effective Amendment No. 63.
(46) Sub-Advisory Agreement, dated July 15, 2004, between Fidelity International Investment Advisors and Fidelity Management & Research Company on behalf of Fidelity International Real Estate Fund is incorporated herein by reference to Exhibit (d)(45) of Post-Effective Amendment No. 62.
(47) Sub-Advisory Agreement, dated July 15, 2004, between Fidelity International Investment Advisors (U.K.) Limited and Fidelity International Investment Advisors on behalf of Fidelity International Real Estate Fund is incorporated herein by reference to Exhibit (d)(46) of Post-Effective Amendment No. 62.
(48) Sub-Advisory Agreement, dated July 15, 2004, between Fidelity Investments Japan Limited and Fidelity International Investment Advisors on behalf of Fidelity International Real Estate Fund is incorporated herein by reference to Exhibit (d)(47) of Post-Effective Amendment No. 62.
(49) Form of Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity Management & Research (Far East) Inc. (currently Fidelity Research & Analysis Company) on behalf of Fidelity Small Cap Opportunities Fund, is incorporated herein by reference to Exhibit (d)(49) of Post-Effective Amendment No. 71.
(50) Form of Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity Management & Research (U.K.) Inc. on behalf of Fidelity Small Cap Opportunities Fund, is incorporated herein by reference to Exhibit (d)(50) of Post-Effective Amendment No. 71.
(51) Form of Sub-Advisory Agreement between FMR Co., Inc. and Fidelity Management & Research Company on behalf of Fidelity Small Cap Opportunities Fund, is incorporated herein by reference to Exhibit (d)(51) of Post-Effective Amendment No. 71.
(52) Amended and Restated Sub-Advisory Agreement, dated August 1, 2001, between Fidelity Management & Research (Far East) Inc. (currently Fidelity Research & Analysis Company), and Fidelity Investments Japan Limited, on behalf of the Registrant is incorporated herein by reference to Exhibit (d)(17) of Fidelity Hastings Street Trust's (File No. 2-11517) Post-Effective Amendment No. 108.
(53) Schedule A, dated April 2, 2007, to the Amended and Restated Sub-Advisory Agreement, dated August 1, 2001, between Fidelity Management & Research (Far East) Inc. (currently Fidelity Research & Analysis Company), and Fidelity Investments Japan Limited, on behalf of Fidelity Advisor Aggressive Growth Fund, Fidelity Blue Chip Growth Fund, Fidelity Blue Chip Value Fund, Fidelity Dividend Growth Fund, Fidelity Growth & Income Portfolio, Fidelity International Real Estate Fund, Fidelity Leveraged Company Stock Fund, Fidelity OTC Portfolio, Fidelity Real Estate Income Fund, Fidelity Small Cap Growth Fund, and Fidelity Small Cap Value Fund is filed herein as Exhibit (d)(53).
(54) Form of Schedule A to the Amended and Restated Sub-Advisory Agreement between Fidelity Management & Research (Far East) Inc. (currently Fidelity Research & Analysis Company), and Fidelity Investments Japan Limited, on behalf of Fidelity Small Cap Opportunities Fund is incorporated herein by reference to Exhibit (d)(54) of Post-Effective Amendment No. 72.
(55) Master International Research Agreement, dated July 1, 2003, between Fidelity Management & Research Company and Fidelity International Investment Advisors, on behalf of the Registrant is incorporated herein by reference to Exhibit (d)(19) of Fidelity Hastings Street Trust's (File No. 002-11517) Post-Effective Amendment No. 110.
(56) Schedule A, dated April 2, 2007, to the Master International Research Agreement, dated July 1, 2003, between Fidelity Management & Research Company and Fidelity International Investment Advisors, on behalf of Fidelity Advisor Aggressive Growth Fund, Fidelity Blue Chip Growth Fund, Fidelity Blue Chip Value Fund, Fidelity Dividend Growth Fund, Fidelity Growth & Income Portfolio, Fidelity International Real Estate Fund, Fidelity Leveraged Company Stock Fund, Fidelity OTC Portfolio, Fidelity Real Estate Income Fund, Fidelity Small Cap Growth Fund, and Fidelity Small Cap Value Fund is filed herein as Exhibit (d)(56).
(57) Form of Schedule A to the Master International Research Agreement, between Fidelity Management & Research Company and Fidelity International Investment Advisors, on behalf of Fidelity Small Cap Opportunities Fund is incorporated herein by reference to Exhibit (d)(57) of Post-Effective Amendment No. 71.
(58) Sub-Research Agreement, dated July 1, 2003, between Fidelity International Investment Advisors and Fidelity International Investment Advisors (U.K.) Limited, on behalf of the Registrant is incorporated herein by reference to Exhibit (d)(21) of Fidelity Hastings Street Trust's (File No. 002-11517) Post-Effective Amendment No. 110.
(59) Schedule A, dated April 2, 2007, to the Sub-Research Agreement, dated July 1, 2003, between Fidelity International Investment Advisors and Fidelity International Investment Advisors (U.K.) Limited, on behalf of Fidelity Advisor Aggressive Growth Fund, Fidelity Blue Chip Growth Fund, Fidelity Blue Chip Value Fund, Fidelity Dividend Growth Fund, Fidelity Growth & Income Portfolio, Fidelity International Real Estate Fund, Fidelity Leveraged Company Stock Fund, Fidelity OTC Portfolio, Fidelity Real Estate Income Fund, Fidelity Small Cap Growth Fund, and Fidelity Small Cap Value Fund is filed herein as Exhibit (d)(59).
(60) Form of Schedule A to the Sub-Research Agreement between Fidelity International Investment Advisors and Fidelity International Investment Advisors (U.K.) Limited, on behalf of Fidelity Small Cap Opportunities Fund is incorporated herein by reference to Exhibit (d)(60) of Post-Effective Amendment No. 71.
(61) Sub-Research Agreement, dated July 1, 2003, between Fidelity International Investment Advisors and Fidelity Investments Japan Limited, on behalf of the Registrant is incorporated herein by reference to Exhibit (d)(23) of Fidelity Hastings Street Trust's (File No. 002-11517) Post-Effective Amendment No. 110.
(62) Schedule A, dated April 2, 2007, to the Sub-Research Agreement, dated July 1, 2003, between Fidelity International Investment Advisors and Fidelity Investments Japan Limited, on behalf of Fidelity Advisor Aggressive Growth Fund, Fidelity Blue Chip Growth Fund, Fidelity Blue Chip Value Fund, Fidelity Dividend Growth Fund, Fidelity Growth & Income Portfolio, Fidelity International Real Estate Fund, Fidelity Leveraged Company Stock Fund, Fidelity OTC Portfolio, Fidelity Real Estate Income Fund, Fidelity Small Cap Growth Fund, and Fidelity Small Cap Value Fund is filed herein as Exhibit (d)(62).
(63) Form of Schedule A to the Sub-Research Agreement between Fidelity International Investment Advisors and Fidelity Investments Japan Limited, on behalf of Fidelity Small Cap Opportunities Fund is incorporated herein by reference to Exhibit (d)(63) of Post-Effective Amendment No. 71.
(64 ) General Research Services Agreement and Schedule B, each dated January 20, 2006, among Fidelity Management & Research Company, FMR Co., Inc., Fidelity Investments Money Management Inc., and Fidelity Research & Analysis Company, on behalf of the Registrant is incorporated herein by reference to Exhibit (d)(38) of Variable Insurance Products Fund's (File No. 002-75010) Post-Effective Amendment No. 62.
(65) Schedule A, dated November 7, 2006, to the General Research Services Agreement, dated January 20, 2006, among Fidelity Management & Research Company, FMR Co., Inc., Fidelity Investments Money Management Inc., and Fidelity Research & Analysis Company, on behalf of the Registrant is incorporated herein by reference to Exhibit (d)(18) of Fidelity Beacon Street Trust's (File No. 002-64791) Post-Effective Amendment No. 59.
(66) Form of Schedule A to the General Research Services Agreement, among Fidelity Management & Research Company, FMR Co., Inc., Fidelity Investments Money Management Inc., and Fidelity Research & Analysis Company, on behalf of Fidelity Small Cap Opportunities Fund is incorporated herein by reference to Exhibit (d)(66) of Post-Effective Amendment No. 71.
(e) (1) Amended and Restated General Distribution Agreement, dated May 1, 2006, between Fidelity Securities Fund on behalf of Fidelity Advisor Aggressive Growth Fund and Fidelity Distributors Corporation is incorporated herein by reference to Exhibit (e)(1) of Post-Effective Amendment No. 75.
(2) Amended and Restated General Distribution Agreement, dated May 1, 2006, between Fidelity Securities Fund on behalf of Fidelity Blue Chip Growth Fund and Fidelity Distributors Corporation is incorporated herein by reference to Exhibit (e)(2) of Post-Effective Amendment No. 75.
(3) Amended and Restated General Distribution Agreement, dated May 1, 2006, between Fidelity Securities Fund on behalf of Fidelity Blue Chip Value Fund and Fidelity Distributors Corporation is incorporated herein by reference to Exhibit (e)(3) of Post-Effective Amendment No. 75.
(4) Amended and Restated General Distribution Agreement, dated May 1, 2006, between Fidelity Securities Fund on behalf of Fidelity Dividend Growth Fund and Fidelity Distributors Corporation is incorporated herein by reference to Exhibit (e)(4) of Post-Effective Amendment No. 75.
(5) Amended and Restated General Distribution Agreement, dated May 1, 2006, between Fidelity Securities Fund on behalf of Fidelity Growth & Income Portfolio and Fidelity Distributors Corporation is incorporated herein by reference to Exhibit (e)(5) of Post-Effective Amendment No. 75.
(6) Amended and Restated General Distribution Agreement, dated May 1, 2006, between Fidelity Securities Fund on behalf of Fidelity International Real Estate Fund and Fidelity Distributors Corporation is incorporated herein by reference to Exhibit (e)(6) of Post-Effective Amendment No. 75.
(7) Amended and Restated General Distribution Agreement, dated May 1, 2006, between Fidelity Securities Fund on behalf of Fidelity Leveraged Company Stock Fund and Fidelity Distributors Corporation is incorporated herein by reference to Exhibit (e)(7) of Post-Effective Amendment No. 75.
(8) Amended and Restated General Distribution Agreement, dated May 1, 2006, between Fidelity Securities Fund on behalf of Fidelity OTC Portfolio and Fidelity Distributors Corporation is incorporated herein by reference to Exhibit (e)(8) of Post-Effective Amendment No. 75.
(9) Amended and Restated General Distribution Agreement, dated May 1, 2006, between Fidelity Securities Fund on behalf of Fidelity Real Estate Income Fund and Fidelity Distributors Corporation is incorporated herein by reference to Exhibit (e)(9) of Post-Effective Amendment No. 75.
(10) Amended and Restated General Distribution Agreement, dated May 1, 2006, between Fidelity Securities Fund on behalf of Fidelity Small Cap Growth Fund and Fidelity Distributors Corporation is incorporated herein by reference to Exhibit (e)(10) of Post-Effective Amendment No. 75.
(11) Amended and Restated General Distribution Agreement, dated May 1, 2006, between Fidelity Securities Fund on behalf of Fidelity Small Cap Value Fund and Fidelity Distributors Corporation is incorporated herein by reference to Exhibit (e)(11) of Post-Effective Amendment No. 75.
(12) Form of General Distribution Agreement between Fidelity Small Cap Opportunities Fund and Fidelity Distributors Corporation, is incorporated herein by reference to Exhibit (e)(12) of Post-Effective Amendment No. 71.
(13) Form of Selling Dealer Agreement (most recently revised April 2006) is incorporated herein by reference to Exhibit (e)(12) of Post-Effective Amendment No. 68.
(14) Form of Bank Agency Agreement (most recently revised April 2006) is incorporated herein by reference to Exhibit (e)(13) of Post-Effective Amendment No. 68.
(15) Form of Selling Dealer Agreement for Bank-Related Transactions (most recently revised April 2006) is incorporated herein by reference to Exhibit (e)(14) of Post-Effective Amendment No. 68.
(f) The Fee Deferral Plan for Independent Trustees and Trustees of the Fidelity Funds, effective as of September 15, 1995 and amended through May 14, 2006, is incorporated herein by reference to Exhibit (f)(1) of Fidelity Central Investment Portfolios LLC's (File No. 811-21667) Amendment No. 6.
(g) (1) Custodian Agreement and Appendix B, C, D, and E, dated January 1, 2007, between Brown Brothers Harriman & Company and Fidelity Securities Fund on behalf of Fidelity Blue Chip Value Fund and Fidelity OTC Portfolio are incorporated herein by reference to Exhibit (g)(1) of Fidelity Advisor Series I's (File No. 002-84776) Post-Effective Amendment No. 72.
(2) Appendix A, dated March 26, 2007, to the Custodian Agreement, dated January 1, 2007, between Brown Brothers Harriman & Company and Fidelity Securities Fund on behalf of Fidelity Blue Chip Value Fund and Fidelity OTC Portfolio is incorporated herein by reference to Exhibit (g)(3) of Variable Insurance Products Fund II's (File No. 033-20773) Post-Effective Amendment No. 52.
(3) Custodian Agreement and Appendix B, C, D, and E, dated January 1, 2007, between Citibank, N.A. and Fidelity Securities Fund on behalf of Fidelity Blue Chip Growth Fund, Fidelity Dividend Growth Fund, Fidelity Real Estate Income Fund, Fidelity Small Cap Growth Fund, Fidelity Small Cap Opportunities Fund, and Fidelity Small Cap Value Fund is incorporated herein by reference to Exhibit (g)(5) of Post-Effective Amendment No. 73.
(4) Appendix A, dated June 29, 2007, to the Custodian Agreement, dated January 1, 2007, between Citibank, N.A. and Fidelity Securities Fund on behalf of Fidelity Blue Chip Growth Fund, Fidelity Dividend Growth Fund, Fidelity Real Estate Income Fund, Fidelity Small Cap Growth Fund, Fidelity Small Cap Opportunities Fund, and Fidelity Small Cap Value Fund is filed herein as Exhibit (g)(4).
(5) Custodian Agreement and Appendix B, C, D, and E, dated January 1, 2001, between JPMorgan Chase Bank, N.A. and Fidelity Securities Fund on behalf of Fidelity Growth & Income Portfolio and Fidelity Leveraged Company Stock Fund are incorporated herein by reference to Exhibit (g)(2) of Fidelity Advisor Series I's (File No. 002-84776) Post-Effective Amendment No. 72.
(6) Appendix A, dated March 26, 2007, to the Custodian Agreement, dated January 1, 2007, between JPMorgan Chase Bank, N.A. and Fidelity Securities Fund on behalf of Fidelity Growth & Income Portfolio and Fidelity Leveraged Company Stock Fund is incorporated herein by reference to Exhibit (g)(5) of Variable Insurance Products Fund II's (File No. 033-20773) Post-Effective Amendment No. 52.
(7) Custodian Agreement and Appendix B, C, D, and E dated January 1, 2007, between State Street Bank and Trust Company and Fidelity Securities Fund on behalf of Fidelity Advisor Aggressive Growth Fund are incorporated herein by reference to Exhibit (g)(4) of Fidelity Advisor Series I's (File No. 002-84776) Post-Effective Amendment No. 72.
(8) Appendix A, dated June 29, 2007, to the Custodian Agreement, dated January 1, 2007, between State Street Bank and Trust Company and Fidelity Securities Fund on behalf of Fidelity Advisor Aggressive Growth Fund is filed herein as Exhibit (g)(8).
(9) Custodian Agreement and Appendix B, C, D, and E, dated January 1, 2007, between Mellon Bank, N.A. and Fidelity Securities Fund on behalf of Fidelity International Real Estate Fund are incorporated herein by reference to Exhibit (g)(3) of Fidelity Advisor Series I's (File No. 002-84776) Post-Effective Amendment No. 72.
(10) Appendix A, dated June 29, 2007, to the Custodian Agreement, dated January 1, 2007, between Mellon Bank, N.A. and Fidelity Securities Fund on behalf of Fidelity International Real Estate Fund is filed herein as Exhibit (g)(10).
(11) Fidelity Group Repo Custodian Agreement among The Bank of New York, J. P. Morgan Securities, Inc., and the Registrant, dated February 12, 1996, is incorporated herein by reference to Exhibit 8(d) of Fidelity Institutional Cash Portfolios' (currently known as Fidelity Colchester Street Trust) (File No. 002-74808) Post-Effective Amendment No. 31.
(12) Schedule 1 to the Fidelity Group Repo Custodian Agreement between The Bank of New York and the Registrant, dated February 12, 1996, is incorporated herein by reference to Exhibit 8(e) of Fidelity Institutional Cash Portfolios' (currently known as Fidelity Colchester Street Trust) (File No. 002-74808) Post-Effective Amendment No. 31.
(13) Fidelity Group Repo Custodian Agreement among Chemical Bank, Greenwich Capital Markets, Inc., and the Registrant, dated November 13, 1995, is incorporated herein by reference to Exhibit 8(f) of Fidelity Institutional Cash Portfolios' (currently known as Fidelity Colchester Street Trust) (File No. 002-74808) Post-Effective Amendment No. 31.
(14) Schedule 1 to the Fidelity Group Repo Custodian Agreement between Chemical Bank and the Registrant, dated November 13, 1995, is incorporated herein by reference to Exhibit 8(g) of Fidelity Institutional Cash Portfolios' (currently known as Fidelity Colchester Street Trust) (File No. 002-74808) Post-Effective Amendment No. 31.
(15) Joint Trading Account Custody Agreement between The Bank of New York and the Registrant, dated May 11, 1995, is incorporated herein by reference to Exhibit 8(h) of Fidelity Institutional Cash Portfolios' (currently known as Fidelity Colchester Street Trust) (File No. 002-74808) Post-Effective Amendment No. 31.
(16) First Amendment to Joint Trading Account Custody Agreement between The Bank of New York and the Registrant, dated July 14, 1995, is incorporated herein by reference to Exhibit 8(i) of Fidelity Institutional Cash Portfolios' (currently known as Fidelity Colchester Street Trust) (File No. 002-74808) Post-Effective Amendment No. 31.
(17) Schedule A-1, dated December 28, 2006, to the Fidelity Group Repo Custodian Agreements, Schedule 1s to the Fidelity Group Repo Custodian Agreements, Joint Trading Account Custody Agreement, and First Amendment to the Joint Trading Account Custody Agreement, between the respective parties and the Registrant, is incorporated herein by reference to Exhibit (g)(20) of Fidelity Devonshire Trust's (File No. 002-24389) Post-Effective Amendment No. 115.
(h) Not applicable.
(i) Not applicable.
(j) To be filed by subsequent amendment.
(k) Not applicable.
(l) Not applicable.
(m) (1) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity Advisor Aggressive Growth Fund: Institutional Class is incorporated herein by reference to Exhibit m(5) of Post-Effective Amendment No. 47.
(2) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity Advisor Aggressive Growth Fund: Class A is incorporated herein by reference to Exhibit (m)(2) of Post-Effective Amendment No. 59.
(3) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity Advisor Aggressive Growth Fund: Class T is incorporated herein by reference to Exhibit (m)(3) of Post-Effective Amendment No. 59
(4) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity Advisor Aggressive Growth Fund: Class B is incorporated herein by reference to Exhibit m(8) of Post-Effective Amendment No. 47.
(5) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity Advisor Aggressive Growth Fund: Class C is incorporated herein by reference to Exhibit m(9) of Post-Effective Amendment No. 47.
(6) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity Blue Chip Growth Fund is incorporated herein by reference to Exhibit m(1) of Post-Effective Amendment No. 41.
(7) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity Blue Chip Value Fund is incorporated herein by reference to Exhibit m(7) of Post-Effective Amendment No. 56.
(8) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity Dividend Growth Fund is incorporated herein by reference to Exhibit m(1) of Post-Effective Amendment No. 38.
(9) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity Growth & Income Portfolio is incorporated herein by reference to Exhibit m(3) of Post-Effective Amendment No. 41.
(10) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity Leveraged Company Stock Fund is incorporated herein by reference to Exhibit m(10) of Post-Effective Amendment No. 48.
(11) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity OTC Portfolio is incorporated herein by reference to Exhibit m(4) of Post-Effective Amendment No. 41.
(12) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity Real Estate Income Fund is incorporated herein by reference to Exhibit m(12) of Post-Effective Amendment No. 54.
(13) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity International Real Estate Fund is incorporated herein by reference to Exhibit (m)(13) of Post-Effective Amendment No. 61.
(14) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity Small Cap Growth Fund is incorporated herein by reference to Exhibit (m)(14) of Post-Effective Amendment No. 63.
(15) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity Small Cap Value Fund is incorporated herein by reference to Exhibit (m)(15) of Post-Effective Amendment No. 63.
(16) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity Small Cap Growth Fund: Fidelity Advisor Small Cap Growth Fund: Class A is incorporated herein by reference to Exhibit (m)(16) of Post-Effective Amendment No. 63.
(17) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity Small Cap Growth Fund: Fidelity Advisor Small Cap Growth Fund: Class T is incorporated herein by reference to Exhibit (m)(17) of Post-Effective Amendment No. 63.
(18) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity Small Cap Growth Fund: Fidelity Advisor Small Cap Growth Fund: Class B is incorporated herein by reference to Exhibit (m)(18) of Post-Effective Amendment No. 63.
(19) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity Small Cap Growth Fund: Fidelity Advisor Small Cap Growth Fund: Class C is incorporated herein by reference to Exhibit (m)(19) of Post-Effective Amendment No. 63.
(20) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity Small Cap Growth Fund: Fidelity Advisor Small Cap Growth Fund: Institutional Class is incorporated herein by reference to Exhibit (m)(20) of Post-Effective Amendment No. 63.
(21) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity Small Cap Value Fund: Fidelity Advisor Small Cap Value Fund: Class A is incorporated herein by reference to Exhibit (m)(21) of Post-Effective Amendment No. 63.
(22) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity Small Cap Value Fund: Fidelity Advisor Small Cap Value Fund: Class T is incorporated herein by reference to Exhibit (m)(22) of Post-Effective Amendment No. 63.
(23) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity Small Cap Value Fund: Fidelity Advisor Small Cap Value Fund: Class B is incorporated herein by reference to Exhibit (m)(23) of Post-Effective Amendment No. 63.
(24) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity Small Cap Value Fund: Fidelity Advisor Small Cap Value Fund: Class C is incorporated herein by reference to Exhibit (m)(24) of Post-Effective Amendment No. 63.
(25) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity Small Cap Value Fund: Fidelity Advisor Small Cap Value Fund: Institutional Class is incorporated herein by reference to Exhibit (m)(25) of Post-Effective Amendment No. 63.
(26) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity Small Cap Opportunities Fund is incorporated herein by reference to Exhibit (m)(26) of Post-Effective Amendment No. 72.
(27) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity Small Cap Opportunities Fund: Fidelity Advisor Small Cap Opportunities Fund Class A is incorporated herein by reference to Exhibit (m)(27) of Post-Effective Amendment No. 72.
(28) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity Small Cap Opportunities Fund: Fidelity Advisor Small Cap Opportunities Fund Class T is incorporated herein by reference to Exhibit (m)(28) of Post-Effective Amendment No. 72.
(29) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity Small Cap Opportunities Fund: Fidelity Advisor Small Cap Opportunities Fund Class B is incorporated herein by reference to Exhibit (m)(29) of Post-Effective Amendment No. 72.
(30) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity Small Cap Opportunities Fund: Fidelity Advisor Small Cap Opportunities Fund Class C is incorporated herein by reference to Exhibit (m)(30) of Post-Effective Amendment No. 72.
(31) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity Small Cap Opportunities Fund: Fidelity Advisor Small Cap Opportunities Fund Institutional Class is incorporated herein by reference to Exhibit (m)(31) of Post-Effective Amendment No. 72.
(32) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity Advisor International Real Estate Fund: Class A is incorporated herein by reference to Exhibit (m)(32) of Post-Effective Amendment No. 75.
(33) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity Advisor International Real Estate Fund: Class T is incorporated herein by reference to Exhibit (m)(33) of Post-Effective Amendment No. 75.
(34) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity Advisor International Real Estate Fund: Class B is incorporated herein by reference to Exhibit (m)(34) of Post-Effective Amendment No. 75.
(35) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity Advisor International Real Estate Fund: Class C is incorporated herein by reference to Exhibit (m)(35) of Post-Effective Amendment No. 75.
(36) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity Advisor International Real Estate Fund: Institutional Class is incorporated herein by reference to Exhibit (m)(36) of Post-Effective Amendment No. 75.
(n) (1) Multiple Class of Shares Plan pursuant to Rule 18f-3 for Fidelity Advisor Funds, dated April 20, 2006, on behalf of Fidelity Securities Fund on behalf of Fidelity Advisor Aggressive Growth Fund, Fidelity Small Cap Growth Fund, Fidelity Small Cap Opportunities Fund, and Fidelity Small Cap Value Fund is incorporated herein by reference to Exhibit (n)(1) of Fidelity Investment Trust's (File No. 002-90649) Post-Effective Amendment No. 95.
(2) Schedule 1, dated June 29, 2007, to the Multiple Class of Shares Plan pursuant to Rule 18f-3 for Fidelity Advisor Funds, dated April 20, 2006, on behalf of Fidelity Securities Fund on behalf of Fidelity Advisor Aggressive Growth Fund, Fidelity Small Cap Growth Fund, Fidelity Small Cap Opportunities Fund, and Fidelity Small Cap Value Fund is incorporated herein by reference to Exhibit (n)(2) of Fidelity Charles Street Trust's (File No. 002-73133) Post-Effective Amendment No. 84.
(p) (1) Code of Ethics, dated February 15, 2007, adopted by each fund and Fidelity Management & Research Company, Fidelity Investments Money Management, Inc., FMR Co., Inc., Fidelity Management & Research (U.K.) Inc., Fidelity Research & Analysis Company, and Fidelity Distributors Corporation pursuant to Rule 17j-1 is incorporated herein by reference to Exhibit (p)(1) of Fidelity Congress Street Fund's (File No. 811-00971) Post-Effective Amendment No. 30.
(2) Code of Ethics, dated February 6, 2006, adopted by Fidelity International Limited (FIL), Fidelity Investments Japan Limited, Fidelity International Investment Advisors, and Fidelity International Investment Advisors (U.K.) Limited pursuant to Rule 17j-1 is incorporated herein by reference to Exhibit (p)(2) of Fidelity Concord Street Trust's (File No. 811-05251) Post-Effective Amendment No. 48.
Item 24. Trusts Controlled by or under Common Control with this Trust
The Board of Trustees of the Trust is the same as the board of other Fidelity funds, each of which has Fidelity Management & Research Company, or an affiliate, as its investment adviser. In addition, the officers of the Trust are substantially identical to those of the other Fidelity funds. Nonetheless, the Trust takes the position that it is not under common control with other Fidelity funds because the power residing in the respective boards and officers arises as the result of an official position with the respective trusts.
Item 25. Indemnification
Article XI, Section 2 of the Declaration of Trust sets forth the reasonable and fair means for determining whether indemnification shall be provided to any past or present Trustee or officer. It states that the Trust shall indemnify any present or past trustee or officer to the fullest extent permitted by law against liability, and all expenses reasonably incurred by him or her in connection with any claim, action, suit or proceeding in which he or she is involved by virtue of his or her service as a trustee or officer and against any amount incurred in settlement thereof. Indemnification will not be provided to a person adjudged by a court or other adjudicatory body to be liable to the Trust or its shareholders by reason of willful misfeasance, bad faith, gross negligence or reckless disregard of his or her duties (collectively, "disabling conduct"), or not to have acted in good faith in the reasonable belief that his or her action was in the best interest of the Trust. In the event of a settlement, no indemnification may be provided unless there has been a determination, as specified in the Declaration of Trust, that the officer or trustee did not engage in disabling conduct.
Pursuant to Section 11 of the Distribution Agreement, the Trust agrees to indemnify and hold harmless the Distributor and each of its directors and officers and each person, if any, who controls the Distributor within the meaning of Section 15 of the 1933 Act against any loss, liability, claim, damages or expense (including the reasonable cost of investigating or defending any alleged loss, liability, claim, damages, or expense and reasonable counsel fees incurred in connection therewith) arising by reason of any person acquiring any shares, based upon the ground that the registration statement, Prospectus, Statement of Additional Information, shareholder reports or other information filed or made public by the Trust (as from time to time amended) included an untrue statement of a material fact or omitted to state a material fact required to be stated or necessary in order to make the statements not misleading under the 1933 Act, or any other statute or the common law. However, the Trust does not agree to indemnify the Distributor or hold it harmless to the extent that the statement or omission was made in reliance upon, and in conformity with, information furnished to the Trust by or on behalf of the Distributor. In no case is the indemnity of the Trust in favor of the Distributor or any person indemnified to be deemed to protect the Distributor or any person against any liability to the Issuer or its security holders to which the Distributor or such person would otherwise be subject by reason of willful misfeasance, bad faith or gross negligence in the performance of its duties or by reason of its reckless disregard of its obligations and duties under this Agreement.
Pursuant to the agreement by which Fidelity Service Company, Inc. ("FSC") is appointed transfer agent, the Trust agrees to indemnify and hold FSC harmless against any losses, claims, damages, liabilities or expenses (including reasonable counsel fees and expenses) resulting from:
(1) any claim, demand, action or suit brought by any person other than the Trust, including by a shareholder, which names FSC and/or the Trust as a party and is not based on and does not result from FSC's willful misfeasance, bad faith or negligence or reckless disregard of duties, and arises out of or in connection with FSC's performance under the Transfer Agency Agreement; or
(2) any claim, demand, action or suit (except to the extent contributed to by FSC's willful misfeasance, bad faith or negligence or reckless disregard of its duties) which results from the negligence of the Trust, or from FSC's acting upon any instruction(s) reasonably believed by it to have been executed or communicated by any person duly authorized by the Trust, or as a result of FSC's acting in reliance upon advice reasonably believed by FSC to have been given by counsel for the Trust, or as a result of FSC's acting in reliance upon any instrument or stock certificate reasonably believed by it to have been genuine and signed, countersigned or executed by the proper person.
Pursuant to the agreement by which Fidelity Investments Institutional Operations Company, Inc. ("FIIOC") is appointed transfer agent, the Registrant agrees to indemnify and hold FIIOC harmless against any losses, claims, damages, liabilities or expenses (including reasonable counsel fees and expenses) resulting from:
(1) any claim, demand, action or suit brought by any person other than the Registrant, including by a shareholder, which names FIIOC and/or the Registrant as a party and is not based on and does not result from FIIOC's willful misfeasance, bad faith or negligence or reckless disregard of duties, and arises out of or in connection with FIIOC's performance under the Transfer Agency Agreement; or
(2) any claim, demand, action or suit (except to the extent contributed to by FIIOC's willful misfeasance, bad faith or negligence or reckless disregard of duties) which results from the negligence of the Registrant, or from FIIOC's acting upon any instruction(s) reasonably believed by it to have been executed or communicated by any person duly authorized by the Registrant, or as a result of FIIOC's acting in reliance upon advice reasonably believed by FIIOC to have been given by counsel for the Registrant, or as a result of FIIOC's acting in reliance upon any instrument or stock certificate reasonably believed by it to have been genuine and signed, countersigned or executed by the proper person.
Item 26. Business and Other Connections of Investment Advisers
(1) FIDELITY MANAGEMENT & RESEARCH COMPANY (FMR)
FMR serves as investment adviser to a number of other investment companies. The directors and officers of the Adviser have held, during the past two fiscal years, the following positions of a substantial nature.
Edward C. Johnson 3d |
Chairman of the Board and Director of Fidelity Management & Research Company (FMR), FMR Co., Inc. (FMRC), Fidelity Research & Analysis Company (FRAC), and Fidelity Investments Money Management, Inc. (FIMM); Chief Executive Officer, Chairman of the Board, and Director of FMR Corp.; Trustee of funds advised by FMR. |
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Abigail P. Johnson |
Previously served as President and Director of FMR, FMRC, and FIMM (2005), Senior Vice President of funds advised by FMR (2005), and Trustee of funds advised by FMR (2006). Currently a Director and Vice Chairman (2006) of FMR Corp., President of Fidelity Employer Service Co. (FESCO) (2005), and President and a Director of Fidelity Investments Institutional Operations Company, Inc. (FIIOC) (2005). |
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Peter S. Lynch |
Vice Chairman and Director of FMR and FMRC and member of the Advisory Board of funds advised by FMR (2003).
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James C. Curvey |
Director of FMR and FMRC (2007).
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John J. Remondi |
Director of FMR and FMRC (2007).
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Thomas Allen |
Vice President of FMR, FMRC, and funds advised by FMR. |
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Paul Antico |
Vice President of FMR, FMRC, and a fund advised by FMR. |
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Ramin Arani |
Vice President of FMR, FMRC, and funds advised by FMR. |
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John Avery |
Vice President of FMR, FMRC, and a fund advised by FMR. |
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David Bagnani |
Vice President of FMR and FMRC (2004). |
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Robert Bertelson |
Vice President of FMR, FMRC, and funds advised by FMR. |
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Stephen Binder |
Previously served as Vice President of FMR, FMRC and a fund advised by FMR (2006). |
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William Bower |
Vice President of FMR, FMRC, and funds advised by FMR. |
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Philip L. Bullen |
Senior Vice President of FMR and FMRC; Vice President of certain Equity funds advised by FMR; Previously served as President and Director of FRAC and Fidelity Management & Research (U.K.) Inc. (FMR U.K.) (2006) and Director of Strategic Advisers, Inc. (2005). |
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Steve Buller |
Vice President of FMR, FMRC, and a fund advised by FMR. |
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John J. Burke |
Senior Vice President of FMR (2006); Previously served as Vice President of FMR (2006).
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John H. Carlson |
Senior Vice President of FMR and FMRC (2003); Vice President of funds advised by FMR; Previously served as Vice President of FMR and FMRC (2003). |
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Stephen Calhoun |
Vice President of FMR, FMRC (2005), and funds advised by FMR. |
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James Catudal |
Vice President of FMR, FMRC, and funds advised by FMR. |
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Ren Y. Cheng |
Vice President of FMR, FMRC, and funds advised by FMR; Previously served as Vice President of Strategic Advisers, Inc. (2005). |
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C. Robert Chow |
Vice President of FMR, FMRC, and a fund advised by FMR. |
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Dwight D. Churchill |
Executive Vice President of FMR and FMRC (2005); Vice President of Equity funds advised by FMR; Previously served as Senior Vice President of FMR (2005) and FIMM (2006). |
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William Carlyle Coash |
Vice President of FMR and FMRC (2006). |
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Timothy Cohen |
Vice President of FMR, FMRC (2003), and funds advised by FMR. |
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Katherine Collins |
Senior Vice President of FMR and FMRC (2003); Previously served as Vice President of FMR and FMRC (2003). |
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Michael Connolly |
Vice President of FMR and FMRC. |
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Brian B. Conroy |
Senior Vice President of FMR and FMRC (2006). |
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Matthew Conti |
Vice President of FMR, FMRC (2003), and funds advised by FMR. |
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William Danoff |
Senior Vice President of FMR, FMRC, and Vice President of funds advised by FMR. |
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Joseph Day |
Previously served as Vice President of FMR and FMRC (2006). |
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Scott E. DeSano |
Previously served as Senior Vice President of FMR and FMRC (2005). |
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Penelope Dobkin |
Vice President of FMR, FMRC, and funds advised by FMR. |
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Julie Donovan |
Vice President of FMR and FMRC (2003). |
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Walter C. Donovan |
Executive Vice President of FMR and FMRC (2005); Vice President of High Income funds advised by FMR; Previously served as Senior Vice President of FMR and FMRC (2003). |
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Bettina Doulton |
Senior Vice President of FMR and FMRC; Previously served as Vice President of funds advised by FMR. |
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Stephen DuFour |
Vice President of FMR, FMRC, and funds advised by FMR.
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Michael Elizondo |
Previously served as Vice President of FMR and FMRC (2006). |
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Brian Peter Enyeart |
Vice President of FMR and FMRC (2006). |
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Bahaa Fam |
Previously served as Vice President of FMR and FMRC (2006); Vice President of funds advised by FMR. |
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Jeffrey Feingold |
Vice President of FMR, FMRC (2005), and a fund advised by FMR. |
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Robert Scott Feldman |
Previously served as Vice President of FMR and FMRC (2006). |
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Richard B. Fentin |
Senior Vice President of FMR and FMRC and Vice President of funds advised by FMR. |
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Jay Freedman |
Previously served as Assistant Secretary of FMR, FMRC and Fidelity Distributors Corporation (FDC), and Secretary of FMR U.K., FRAC, FIMM, Strategic Advisers, Inc. and FMR Corp. (2006).
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Matthew H. Friedman |
Vice President of FMR and FMRC (2006). |
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Matthew Fruhan |
Vice President of FMR, FMRC (2006), and funds advised by FMR. |
|
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Robert M. Gervis |
Vice President of FMR and FMRC (2006). |
|
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Christopher J. Goudie |
Previously served as Vice President of FMR and FMRC (2006). |
|
|
Boyce I. Greer |
Executive Vice President of FMR and FMRC (2005); Senior Vice President of FIMM (2006); Vice President of the Select, Asset Allocation, Fixed-Income, and Money Market funds advised by FMR. |
|
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Robert J. Haber |
Previously served as Senior Vice President of FMR and FMRC (2006); Vice President of a fund advised by FMR. |
|
|
Richard C. Habermann |
Senior Vice President of FMR and FMRC and Vice President of funds advised by FMR. |
|
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John F. Haley |
Previously served as Vice President of FMR and FMRC (2007). |
|
|
Karen Hammond |
Executive Vice President of FMR (2005); Previously served as Assistant Treasurer of FMR, FMRC, FMR U.K., FRAC, and FIMM, Vice President of FMR U.K., FRAC, FIMM, and Strategic Advisers, Inc., and Treasurer of Strategic Advisers, Inc. and FMR Corp. (2005). |
|
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Brian J. Hanson |
Vice President of FMR, FMRC (2004), and funds advised by FMR. |
|
|
James Harmon |
Vice President of FMR, FMRC, and a fund advised by FMR. |
|
|
Ian Hart |
Vice President of FMR, FMRC and a fund advised by FMR. |
|
|
Teresa A. Hassara |
Vice President of FMR (2005). |
|
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Timothy F. Hayes |
Previously served as Executive Vice President of FMR (2006). |
|
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John Hebble |
Vice President of FMR (2003). |
|
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Timothy Heffernan |
Previously served as Vice President of FMR and FMRC (2006). |
|
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Thomas Hense |
Previously served as Vice President of FMR and FMRC (2006). |
|
|
Cesar Hernandez |
Previously served as Vice President of FMR and FMRC (2006). |
|
|
Bruce T. Herring |
Senior Vice President of FMR (2006); Vice President of FMRC and of certain Equity funds advised by FMR; Previously served as Vice President of FMR (2006). |
|
|
Adam Hetnarski |
Vice President of FMR, FMRC, and funds advised by FMR. |
|
|
John J. Hitt |
Assistant Secretary of FMR, FMRC, FMR U.K., FRAC, FIMM, Strategic Advisers, Inc., FDC, and FMR Corp. (2006). |
|
|
Frederick D. Hoff, Jr. |
Vice President of FMR, FMRC, and a fund advised by FMR. |
|
|
Brian Hogan |
Vice President of FMR, FMRC, and funds advised by FMR. |
|
|
Michael T. Jenkins |
Vice President of FMR and FMRC (2004).
|
David B. Jones |
Vice President of FMR. |
|
|
Sonu Kalra |
Vice President of FMR, FMRC (2006), and a fund advised by FMR. |
|
|
Rajiv Kaul |
Previously served as Vice President of FMR and FMRC (2006); Vice President of funds advised by FMR. |
|
|
Steven Kaye |
Previously served as Senior Vice President of FMR and FMRC and Vice President of a fund advised by FMR (2007).
|
Jonathan Kelly |
Vice President of FMR, FMRC (2003), and funds advised by FMR.
|
William Kennedy |
Vice President of FMR, FMRC, and funds advised by FMR. |
|
|
Karen Korn |
Vice President of FMR and FMRC (2006). |
|
|
Harry W. Lange |
Vice President of FMR, FMRC, and funds advised by FMR. |
|
|
Harley Lank |
Vice President of FMR, FMRC, and funds advised by FMR. |
|
|
Thomas P. Lavin |
Previously served as Vice President of FMR and FMRC (2006). |
|
|
Robert A. Lawrence |
Senior Vice President of FMR and FMRC (2006); Vice President of High Income funds advised by FMR; Previously served as Director of Geode, President of Fidelity Strategic Investments, and Vice President of FMR Corp. (2005). |
|
|
Maxime Lemieux |
Previously served as Vice President of FMR and FMRC (2006); Vice President of a fund advised by FMR. |
|
|
Douglas Lober |
Previously served as Vice President of FMR and FMRC (2006). |
|
|
James MacDonald |
Previously served as Senior Vice President of FMR (2005). |
|
|
Richard R. Mace |
Senior Vice President of FMR and FMRC and Vice President of funds advised by FMR. |
|
|
Charles A. Mangum |
Senior Vice President of FMR and FMRC (2005); Vice President of funds advised by FMR; Previously served as Vice President of FMR and FMRC (2005). |
|
|
Darren Maupin |
Vice President of FMR, FMRC (2006), and funds advised by FMR. |
|
|
Kevin McCarey |
Previously served as Vice President of FMR, FMRC, and funds advised by FMR (2006). |
|
|
Christine McConnell |
Vice President of FMR, FMRC (2003), and a fund advised by FMR. |
|
|
John B. McDowell |
Senior Vice President of FMR and FMRC and Vice President of certain Equity funds advised by FMR. |
|
|
Neal P. Miller |
Vice President of FMR, FMRC, and a fund advised by FMR.
|
Peter J. Millington |
Previously served as Vice President of FMR and FMRC (2006). |
|
|
Robert Minicus |
Vice President of FMR and FMRC (2006). |
|
|
Jeffrey Mitchell |
Vice President of FMR and FMRC (2003). |
|
|
Eric M. Mollenhauer |
Vice President of FMR and FMRC (2004).
|
|
|
Kimberley Monasterio |
Assistant Treasurer of FMR (2006), President and Treasurer of funds advised by FMR (2007). |
|
|
Charles S. Morrison |
Vice President of FMR and Money Market funds advised by FMR; Senior Vice President of FIMM (2003); Previously served as Vice President of FIMM (2003). |
|
|
David L. Murphy |
Executive Vice President of FMR (2005); Vice President of Fixed-Income and Money Market funds advised by FMR; Senior Vice President of FIMM (2003); Previously served as Vice President of FMR (2005) and FIMM (2003). |
|
|
Charles L. Myers |
Vice President of FMR, FMRC (2006), and a fund advised by FMR. |
|
|
Steve Neff |
Senior Vice President of FMR (2005). |
|
|
Mark Notkin |
Vice President of FMR, FMRC, and funds advised by FMR. |
|
|
Scott Offen |
Vice President of FMR, FMRC (2003), and a fund advised by FMR. |
|
|
Shep Perkins |
Vice President of FMR (2006), FMRC (2004), and a fund advised by FMR. |
|
|
Stephen Petersen |
Senior Vice President of FMR and FMRC and Vice President of funds advised by FMR.
|
John R. Porter |
Vice President of FMR, FMRC (2004), and funds advised by FMR. |
|
|
Keith Quinton |
Vice President of FMR, FMRC, and funds advised by FMR. |
|
|
Larry Rakers |
Vice President of FMR, FMRC, and funds advised by FMR.
|
William R. Ralls |
Previously served as Vice President of FMR (2005). |
|
|
Kenneth A. Rathgeber |
Chief Compliance Officer of FMR, FMRC, FMR U.K., FRAC, FIMM, and Strategic Advisers, Inc. (2005). |
|
|
Christine Reynolds |
Senior Vice President of FMR (2007); Previously served as President and Treasurer of funds advised by FMR (2007); Vice President of FMR and Anti-Money Laundering Officer (2006). |
|
|
Kennedy Richardson |
Vice President of FMR and FMRC. |
|
|
Clare S. Richer |
Previously served as Senior Vice President of FMR (2005); Chief Financial Officer (2005), Executive Vice President (2005), and Treasurer of FMR Corp. (2006). |
|
|
Kenneth Robins |
Assistant Treasurer of FMR (2006). |
|
|
Graeme Rockett |
Vice President of FMR, FMRC (2006), and funds advised by FMR. |
|
|
Eric D. Roiter |
Vice President, General Counsel, and Secretary of FMR and FMRC; Secretary of funds advised by FMR; Assistant Secretary of FMR U.K., FRAC, and FIMM; Previously served as Vice President and Secretary of FDC (2005).
|
Stephen Rosen |
Vice President of FMR, FMRC (2004), and a fund advised by FMR. |
|
|
Lee H. Sandwen |
Previously served as Vice President of FMR and FMRC (2006). |
|
|
Peter Saperstone |
Vice President of FMR, FMRC, and funds advised by FMR. |
|
|
Andy H. Sassine |
Vice President of FMR, FMRC (2006), and a fund advised by FMR. |
|
|
Chrisopher Linden Sharpe |
Vice President of FMR, FMRC (2006), and funds advised by FMR. |
|
|
Jonathan Allen Shelon |
Vice President of FMR, FMRC (2006), and funds advised by FMR. |
|
|
J. Fergus Shiel |
Vice President of FMR, FMRC (2006), and funds advised by FMR. |
|
|
Carol A. Smith-Fachetti |
Vice President of FMR and FMRC. |
|
|
Steven J. Snider |
Previously served as Vice President of FMR and FMRC (2006); Vice President of a fund advised by FMR. |
|
|
Mark P. Snyderman |
Vice President of FMR, FMRC (2004), and funds advised by FMR. |
|
|
Thomas T. Soviero |
Senior Vice President of FMR and FMRC (2005); Vice President of funds advised by FMR; Previously served as Vice President of FMR and FMRC (2005). |
|
|
George Stairs |
Vice President of FMR, FMRC (2006), and a fund advised by FMR. |
|
|
Robert E. Stansky |
Senior Vice President of FMR and FMRC; Previously served as a Vice President of a fund advised by FMR. |
|
|
Nicholas E. Steck |
Senior Vice President of FMR (2006); Compliance Officer of FMR, FMRC, FMR U.K., FRAC, and FIMM (2006), Strategic Advisers, Inc. (2005); Previously served as Vice President of FMR (2006). |
|
|
Cynthia C. Strauss |
Vice President of FMR and FMRC (2006). |
|
|
Susan Sturdy |
Assistant Secretary of FMR, FMRC, and FDC; Secretary of FMR U.K., FRAC, FIMM, Strategic Advisers, Inc., and FMR Corp. (2006); Previously served as Assistant Secretary of FMR U.K., FRAC, FIMM, Strategic Advisers, Inc., and FMR Corp. (2006). |
|
|
Yolanda Taylor |
Vice President of FMR and FMRC. |
|
|
Victor Thay |
Vice President of FMR, FMRC (2003), and a fund advised by FMR. |
|
|
Richard S. Thompson |
Vice President of FMR, FMRC (2006), and a fund advised by FMR. |
|
|
Joel C. Tillinghast |
Senior Vice President of FMR, FMRC, and Vice President of a fund advised by FMR.
|
Matthew C. Torrey |
Vice President of FMR and FMRC (2004). |
|
|
Robert Tuckett |
Vice President of FMR. |
|
|
Jennifer Uhrig |
Senior Vice President of FMR (2005); Vice President of FMRC and funds advised by FMR; Previously served as Vice President of FMR (2005). |
|
|
George A. Vanderheiden |
Senior Vice President of FMR and FMRC. |
|
|
Robert B. Von Rekowsky |
Vice President of FMR, FMRC (2004), and funds advised by FMR.
|
Samuel Wald |
Vice President of FMR, FMRC (2006), and funds advised by FMR. |
|
|
J. Gregory Wass |
Assistant Treasurer of FMR, FMRC, FMR U.K., FRAC, FIMM, Strategic Advisers, Inc., FDC and FMR Corp. (2003); Vice President, Taxation, of FMR Corp. |
|
|
Jason Weiner |
Vice President of FMR, FMRC, and funds advised by FMR. |
|
|
Eric Wetlaufer |
Senior Vice President of FMR and FMRC (2006); President and Director of FMR U.K. and FRAC (2006); Vice President of certain Equity funds advised by FMR. |
|
|
Ellen Wilson |
Executive Vice President, Human Resources, of FMR Corp. (2004). |
|
|
Steven S. Wymer |
Senior Vice President of FMR (2005); Vice President of FMRC and a fund advised by FMR; Previously served as Vice President of FMR (2005). |
|
|
JS Wynant |
Vice President of FMR and FMRC; Treasurer of FMR, FMRC, FMR U.K., FRAC, and FIMM.
|
Derek L. Young |
Vice President of FMR, FMRC (2004), and funds advised by FMR. |
(2) FMR CO., INC. (FMRC)
FMRC provides investment advisory services to Fidelity Management & Research Company. The directors and officers of the Sub-Adviser have held the following positions of a substantial nature during the past two fiscal years.
Edward C. Johnson 3d |
Chairman of the Board and Director of FMRC, FMR, FRAC, and FIMM ; Chief Executive Officer, Chairman of the Board and Director of FMR Corp.; Trustee of funds advised by FMR. |
|
|
Abigail P. Johnson |
Previously served as President and Director of FMRC, FMR, and FIMM (2005), Senior Vice President of funds advised by FMR (2005), and Trustee of funds advised by FMR (2006). Currently a Director and Vice Chairman (2006) of FMR Corp., President of FESCO (2005), and President and a Director of FIIOC (2005). |
|
|
Peter S. Lynch |
Vice Chairman and Director of FMRC and FMR and member of the Advisory Board of funds advised by FMR (2003). |
|
|
James C. Curvey |
Director of FMRC and FMR (2007).
|
|
|
John J. Remondi |
Director of FMRC and FMR (2007).
|
|
|
Thomas Allen |
Vice President of FMRC, FMR, and funds advised by FMR. |
|
|
Paul Antico |
Vice President of FMRC, FMR, and a fund advised by FMR. |
|
|
Ramin Arani |
Vice President of FMRC, FMR, and funds advised by FMR. |
|
|
John Avery |
Vice President of FMRC, FMR, and a fund advised by FMR.
|
David Bagnani |
Vice President of FMRC and FMR (2004). |
|
|
Robert Bertelson |
Vice President of FMRC, FMR, and funds advised by FMR. |
|
|
Stephen Binder |
Previously served as Vice President of FMRC, FMR, and a fund advised by FMR (2006). |
|
|
William Bower |
Vice President of FMRC, FMR, and funds advised by FMR. |
|
|
Philip L. Bullen |
Senior Vice President of FMRC and FMR; Vice President of certain Equity Funds advised by FMR; Previously served as President and Director of FRAC and FMR U.K. (2006), and Director of Strategic Advisers, Inc. (2005). |
|
|
Steve Buller |
Vice President of FMRC, FMR, and a fund advised by FMR. |
|
|
Steven Calhoun |
Vice President of FMRC, FMR (2005), and funds advised by FMR. |
|
|
John H. Carlson |
Senior Vice President of FMRC and FMR (2003); Vice President of funds advised by FMR; Previously served as Vice President of FMRC and FMR (2003). |
|
|
James Catudal |
Vice President of FMRC, FMR, and funds advised by FMR. |
|
|
Ren Y. Cheng |
Vice President of FMRC, FMR and funds advised by FMR; Previously served as Vice President of Strategic Advisers, Inc. (2005). |
|
|
C. Robert Chow |
Vice President of FMRC, FMR, and a fund advised by FMR. |
|
|
|
|
Dwight D. Churchill |
Executive Vice President of FMRC and FMR (2005); Vice President of Equity funds advised by FMR; Previously served as Senior Vice President of FMR (2005) and FIMM (2006).
|
William Carlyle Coash |
Vice President of FMRC and FMR (2006). |
|
|
Timothy Cohen |
Vice President of FMRC, FMR (2003), and funds advised by FMR. |
|
|
Katherine Collins |
Senior Vice President of FMRC and FMR (2003); Previously served as Vice President of FMRC and FMR (2003). |
|
|
Michael Connolly |
Vice President of FMRC and FMR. |
|
|
Brian B. Conroy |
Senior Vice President of FMRC and FMR (2006). |
|
|
Matthew Conti |
Vice President of FMRC, FMR (2003), and funds advised by FMR. |
|
|
William Danoff |
Senior Vice President of FMRC and FMR and Vice President of funds advised by FMR. |
|
|
Joseph Day |
Previously served as Vice President of FMRC and FMR (2006). |
|
|
Scott E. DeSano |
Previously served as Senior Vice President of FMRC and FMR (2005). |
|
|
Penelope Dobkin |
Vice President of FMRC, FMR, and funds advised by FMR. |
|
|
Julie Donovan |
Vice President of FMRC and FMR (2003). |
|
|
Walter C. Donovan |
Executive Vice President of FMRC and FMR (2005); Vice President of High Income funds advised by FMR; Previously served as Senior Vice President of FMRC and FMR (2005). |
|
|
Bettina Doulton |
Senior Vice President of FMRC and FMR; Previously served as Vice President of funds advised by FMR. |
|
|
Stephen DuFour |
Vice President of FMRC, FMR, and funds advised by FMR. |
|
|
Michael Elizondo |
Previously served as Vice President of FMRC and FMR (2006). |
|
|
Brian Peter Enyeart |
Vice President of FMRC and FMR (2006). |
|
|
Bahaa Fam |
Previously served as Vice President of FMRC and FMR (2006); Vice President of funds advised by FMR. |
|
|
Jeffrey Feingold |
Vice President of FMRC, FMR (2005), and a fund advised by FMR. |
|
|
Robert Scott Feldman |
Previously served as Vice President of FMRC and FMR (2006). |
|
|
Richard B. Fentin |
Senior Vice President of FMRC and FMR and Vice President of funds advised by FMR. |
|
|
Jay Freedman |
Previously served as Assistant Secretary of FMRC, FMR, FDC and Secretary of FMR U.K., FRAC, FIMM, Strategic Advisers, Inc. and FMR Corp. (2006). |
|
|
Matthew H. Friedman |
Vice President of FMRC and FMR (2006). |
|
|
Matthew Fruhan |
Vice President of FMRC, FMR (2006), and funds advised by FMR. |
|
|
Robert M. Gervis |
Vice President of FMRC and FMR (2006). |
|
|
Christopher J. Goudie |
Previously served as Vice President of FMRC and FMR (2006).
|
|
|
Boyce I. Greer |
Executive Vice President of FMRC and FMR (2005); Senior Vice President of FIMM (2006); Vice President of the Select, Asset Allocation, Fixed-Income, and Money Market funds advised by FMR.
|
|
|
Robert J. Haber |
Previously served as Senior Vice President of FMRC and FMR (2006); Vice President of a fund advised by FMR. |
|
|
Richard C. Habermann |
Senior Vice President of FMRC and FMR and Vice President of funds advised by FMR. |
|
|
John F. Haley |
Previously served as Vice President of FMRC and FMR (2007). |
|
|
Karen Hammond |
Previously served as Assistant Treasurer of FMRC, FMR, FMR U.K., FRAC, and FIMM, Vice President of FMR U.K., FRAC, FIMM, and Strategic Advisers, Inc., and Treasurer of Strategic Advisers, Inc. and FMR Corp.(2005); Executive Vice President of FMR (2005).
|
Brian J. Hanson |
Vice President of FMRC, FMR (2004), and funds advised by FMR.
|
James Harmon |
Vice President of FMRC, FMR, and a fund advised by FMR. |
|
|
Ian Hart |
Vice President of FMRC, FMR and a fund advised by FMR. |
|
|
Timothy Heffernan |
Previously served as Vice President of FMRC and FMR (2006). |
|
|
Thomas Hense |
Previously served as Vice President of FMRC and FMR (2006). |
|
|
Cesar Hernandez |
Previously served as Vice President of FMRC and FMR (2006). |
|
|
Bruce T. Herring |
Vice President of FMRC and of certain Equity funds advised by FMR; Senior Vice President of FMR (2006); Previously served as Vice President of FMR (2006). |
|
|
Adam Hetnarski |
Vice President of FMRC, FMR, and funds advised by FMR. |
|
|
John J. Hitt |
Assistant Secretary of FMRC, FMR, FMR U.K., FRAC, FIMM, Strategic Advisers, Inc., FDC, and FMR Corp. (2006). |
|
|
Frederick D. Hoff, Jr. |
Vice President of FMRC, FMR, and a fund advised by FMR. |
|
|
Brian Hogan |
Vice President of FMRC, FMR, and funds advised by FMR.
|
Michael T. Jenkins |
Vice President of FMRC and FMR (2004). |
|
|
Sonu Kalra |
Vice President of FMRC, FMR (2006), and a fund advised by FMR. |
|
|
Rajiv Kaul |
Previously served as Vice President of FMRC and FMR (2006); Vice President of funds advised by FMR. |
|
|
Steven Kaye |
Previously served as Senior Vice President of FMRC and FMR and Vice President of a fund advised by FMR (2007). |
|
|
Jonathan Kelly |
Vice President of FMRC, FMR (2003), and funds advised by FMR. |
|
|
William Kennedy |
Vice President of FMRC, FMR, and funds advised by FMR. |
|
|
Karen R. Korn |
Vice President of FMRC and FMR (2006). |
|
|
Harry W. Lange |
Vice President of FMRC, FMR, and funds advised by FMR. |
|
|
Harley Lank |
Vice President of FMRC, FMR, and funds advised by FMR. |
|
|
Thomas P. Lavin |
Previously served as Vice President of FMRC and FMR (2006). |
|
|
Robert A. Lawrence |
Senior Vice President of FMRC and FMR (2006); Vice President of High Income funds advised by FMR; Previously served as Director of Geode, President of Fidelity Strategic Investments, and Vice President of FMR Corp. (2005). |
|
|
Maxime Lemieux |
Previously served as Vice President of FMRC and FMR (2006); Vice President of a fund advised by FMR. |
|
|
Douglas Lober |
Previously served as Vice President of FMRC and FMR (2006). |
|
|
Richard R. Mace |
Senior Vice President of FMRC and FMR and Vice President of funds advised by FMR. |
|
|
Charles A. Mangum |
Senior Vice President of FMRC and FMR (2005); Vice President of funds advised by FMR; Previously served as Vice President of FMRC and FMR (2005). |
|
|
Darren Maupin |
Vice President of FMRC, FMR (2006), and funds advised by FMR. |
|
|
Kevin McCarey |
Previously served as Vice President of FMRC, FMR, and funds advised by FMR (2006). |
|
|
Christine McConnell |
Vice President of FMRC, FMR (2003), and a fund advised by FMR. |
|
|
John B. McDowell |
Senior Vice President of FMRC and FMR and Vice President of certain Equity funds advised by FMR. |
|
|
Neal P. Miller |
Vice President of FMRC, FMR, and a fund advised by FMR.
|
Peter J. Millington |
Previously served as Vice President of FMRC and FMR (2006). |
|
|
Robert Minicus |
Vice President of FMRC and FMR (2006). |
|
|
Jeffrey Mitchell |
Vice President of FMRC and FMR (2003). |
|
|
Eric M. Mollenhauer |
Vice President of FMRC and FMR (2004).
|
Charles L. Myers |
Vice President of FMRC, FMR (2006), and a fund advised by FMR. |
|
|
Mark Notkin |
Vice President of FMRC, FMR, and funds advised by FMR.
|
Scott Offen |
Vice President of FMRC, FMR (2003), and a fund advised by FMR. |
|
|
Shep Perkins |
Vice President of FMRC (2004), FMR (2006), and a fund advised by FMR.
|
Stephen Petersen |
Senior Vice President of FMRC and FMR and Vice President of funds advised by FMR. |
|
|
John R. Porter |
Vice President of FMRC, FMR (2004), and funds advised by FMR.
|
Keith Quinton |
Vice President of FMRC, FMR, and funds advised by FMR. |
|
|
Larry Rakers |
Vice President of FMRC, FMR, and funds advised by FMR. |
|
|
Kenneth A. Rathgeber |
Chief Compliance Officer of FMRC, FMR, FMR U.K., FRAC, FIMM, and Strategic Advisers, Inc. (2005). |
|
|
Kennedy Richardson |
Vice President of FMRC and FMR. |
|
|
Graeme Rockett |
Vice President of FMRC, FMR (2006), and funds advised by FMR. |
|
|
Eric D. Roiter |
Vice President, General Counsel, and Secretary of FMRC and FMR; Secretary of funds advised by FMR; Assistant Secretary of FMR U.K., FRAC, and FIMM; Previously served as Vice President and Secretary of FDC (2005). |
|
|
Stephen Rosen |
Vice President of FMRC, FMR (2004), and a fund advised by FMR. |
|
|
Lee H. Sandwen |
Previously served as Vice President of FMRC and FMR (2006). |
|
|
Peter Saperstone |
Vice President of FMRC, FMR, and funds advised by FMR. |
|
|
Andy H. Sassine |
Vice President of FMRC, FMR (2006), and a fund advised by FMR. |
|
|
Chrisopher Linden Sharpe |
Vice President of FMRC, FMR (2006), and funds advised by FMR. |
|
|
Jonathan Allen Shelon |
Vice President of FMRC, FMR (2006), and funds advised by FMR. |
|
|
J. Fergus Shiel |
Vice President of FMRC, FMR (2006), and funds advised by FMR. |
|
|
Carol A. Smith-Fachetti |
Vice President of FMRC and FMR. |
|
|
Steven J. Snider |
Previously served as Vice President of FMRC, FMR, and a fund advised by FMR (2006). |
|
|
Mark P. Snyderman |
Vice President of FMRC, FMR (2004), and funds advised by FMR.
|
Thomas T. Soviero |
Senior Vice President of FMRC and FMR (2005); Vice President of funds advised by FMR; Previously served as Vice President of FMRC and FMR (2005). |
|
|
George Stairs |
Vice President of FMRC, FMR (2006), and a fund advised by FMR. |
|
|
Robert E. Stansky |
Senior Vice President of FMRC and FMR; Previously served as Vice President of a fund advised by FMR. |
|
|
Nicholas E. Steck |
Compliance Officer of FMRC, FMR, FMR U.K., FRAC, and FIMM (2006), Strategic Advisers, Inc. (2005); Senior Vice President of FMR (2006); Previously served as Vice President of FMR (2006). |
|
|
Cynthia C. Strauss |
Vice President of FMRC and FMR (2006). |
|
|
Susan Sturdy |
Assistant Secretary of FMRC, FMR, and FDC; Secretary of FMR U.K., FRAC, FIMM, Strategic Advisers, Inc., and FMR Corp. (2006); Previously served as Assistant Secretary of FMR U.K., FRAC, FIMM, Strategic Advisers, Inc., and FMR Corp. (2006). |
|
|
Yolanda Taylor |
Vice President of FMRC and FMR. |
|
|
Victor Thay |
Vice President of FMRC, FMR (2003), and a fund advised by FMR. |
|
|
Richard S. Thompson |
Vice President of FMRC, FMR (2006), and a fund advised by FMR. |
|
|
Joel C. Tillinghast |
Senior Vice President of FMRC, FMR, and Vice President of a fund advised by FMR. |
|
|
Matthew C. Torrey |
Vice President of FMRC and FMR (2004).
|
Jennifer Uhrig |
Vice President of FMRC and funds advised by FMR; Senior Vice President of FMR (2005); Previously served as Vice President of FMR (2005). |
|
|
George A. Vanderheiden |
Senior Vice President of FMRC and FMR. |
|
|
Robert B. Von Rekowsky |
Vice President of FMRC, FMR (2004), and funds advised by FMR.
|
Samuel Wald |
Vice President of FMRC, FMR (2006), and funds advised by FMR. |
|
|
J. Gregory Wass |
Assistant Treasurer of FMRC, FMR, FMR U.K., FRAC, FIMM, Strategic Advisers, Inc., FDC and FMR Corp. (2003); Vice President, Taxation, of FMR Corp. |
|
|
Jason Weiner |
Vice President of FMRC, FMR, and funds advised by FMR. |
|
|
Eric Wetlaufer |
Senior Vice President of FMRC and FMR (2006); President and Director of FMR U.K. and FRAC (2006); Vice President of certain Equity funds advised by FMR. |
|
|
Steven S. Wymer |
Vice President of FMRC and a fund advised by FMR; Senior Vice President of FMR (2005); Previously served as Vice President of FMR (2005). |
|
|
JS Wynant |
Vice President of FMRC and FMR; Treasurer of FMRC, FMR, FMR U.K., FRAC, and FIMM.
|
Derek L. Young |
Vice President of FMRC, FMR (2004), and funds advised by FMR. |
(3) FIDELITY MANAGEMENT & RESEARCH (U.K.) INC. (FMR U.K.)
FMR U.K. provides investment advisory services to Fidelity Management & Research Company and Fidelity Management Trust Company. The directors and officers of the Sub-Adviser have held the following positions of a substantial nature during the past two fiscal years.
Simon Fraser |
Director, Chairman of the Board, Chief Executive Officer of FMR U.K.; Previously served as Director and President of Fidelity International Investment Advisors (FIIA) (2005), Director and Chief Executive Officer of Fidelity International Investment Advisors (U.K.) Limited (FIIA(U.K.)L) (2005), and Senior Vice President of FMR U.K. (2003). |
|
|
Eric Wetlaufer |
President and Director of FMR U.K. and FRAC (2006); Senior Vice President of FMR and FMRC (2006); Vice President of certain Equity funds advised by FMR. |
|
|
Philip Bullen |
Previously served as President and Director of FMR U.K. (2006), FRAC (2006), and Director of Strategic Advisers, Inc. (2005); Senior Vice President of FMR and FMRC; Vice President of certain Equity funds advised by FMR. |
|
|
Andrew Flaster |
Compliance Officer of FMR U.K.
|
Jay Freedman |
Previously served as Secretary of FMR U.K., FRAC, FIMM, Strategic Advisers, Inc., and FMR Corp., and Assistant Secretary of FMR, FMRC, and FDC (2006). |
|
|
Karen Hammond |
Previously served as Assistant Treasurer of FMR U.K., FMR, FMRC, FRAC, and FIMM, Vice President of FMR U.K., FRAC, FIMM, and Strategic Advisers, Inc., and Treasurer of Strategic Advisers, Inc. and FMR Corp. (2005); Executive Vice President of FMR (2005).
|
John J. Hitt |
Assistant Secretary of FMR U.K., FMR, FMRC, FRAC, FIMM, Strategic Advisers, Inc., FDC, and FMR Corp. (2006).
|
Kenneth A. Rathgeber |
Chief Compliance Officer of FMR U.K., FMR, FMRC, FRAC, FIMM, and Strategic Advisers, Inc. (2005).
|
Eric D. Roiter |
Assistant Secretary of FMR U.K., FRAC, and FIMM; Vice President, General Counsel, and Secretary of FMR and FMRC; Secretary of funds advised by FMR; Previously served as Vice President and Secretary of FDC (2005). |
Nicholas E. Steck |
Compliance Officer of FMR U.K., FMR, FMRC, FRAC, and FIMM (2006), Strategic Advisers, Inc. (2005); Senior Vice President of FMR (2006); Previously served as Vice President of FMR (2006). |
|
|
Susan Sturdy |
Secretary of FMR U.K., FRAC, FIMM, Strategic Advisers, Inc., and FMR Corp. (2006); Assistant Secretary of FMR, FMRC, and FDC; Previously served as Assistant Secretary of FMR U.K., FRAC, FIMM, Strategic Advisers, Inc., and FMR Corp. (2006). |
|
|
J. Gregory Wass |
Assistant Treasurer of FMR U.K., FMR, FMRC, FRAC, FIMM, Strategic Advisers, Inc., FDC, and FMR Corp. (2003); Vice President, Taxation, of FMR Corp. |
|
|
JS Wynant |
Treasurer of FMR U.K., FMR, FMRC, FRAC, and FIMM; Vice President of FMR and FMRC. |
|
|
(4) FIDELITY RESEARCH & ANALYSIS COMPANY (FRAC)
FRAC provides investment advisory services to Fidelity Management & Research Company, Fidelity Management Trust Company, FMR Co., Inc., and Fidelity Investments Money Management, Inc. The directors and officers of the Sub-Adviser have held the following positions of a substantial nature during the past two fiscal years.
Edward C. Johnson 3d |
Chairman of the Board and Director of FRAC, FMR, FMRC, and FIMM; Chief Executive Officer, Chairman of the Board and Director of FMR Corp.; Trustee of funds advised by FMR. |
|
|
Eric Wetlaufer |
President and Director of FRAC and FMR U.K. (2006); Senior Vice President of FMR and FMRC (2006); Vice President of certain Equity funds advised by FMR. |
|
|
Philip Bullen |
Previously served as President and Director of FRAC and FMR U.K. (2006) and Director of Strategic Advisers, Inc. (2005); Senior Vice President of FMR and FMRC; Vice President of certain Equity funds advised by FMR. |
|
|
Jay Freedman |
Previously served as Secretary of FRAC, FMR U.K., FIMM, Strategic Advisers, Inc., and FMR Corp., and Assistant Secretary of FMR, FMRC, and FDC (2006).
|
Karen Hammond |
Previously served as Assistant Treasurer of FRAC, FMR, FMRC, FMR U.K., and FIMM, Vice President of FRAC, FMR U.K., FIMM, and Strategic Advisers, Inc., and Treasurer of Strategic Advisers, Inc. and FMR Corp. (2005); Executive Vice President of FMR (2005).
|
John J. Hitt |
Assistant Secretary of FRAC, FMR, FMRC, FMR U.K., FIMM, Strategic Advisers, Inc., FDC, and FMR Corp. (2006).
|
|
|
Kenneth A. Rathgeber |
Chief Compliance Officer of FRAC, FMR, FMRC, FMR U.K., FIMM, and Strategic Advisers, Inc. (2005).
|
Eric D. Roiter |
Assistant Secretary of FRAC, FMR U.K., and FIMM; Vice President, General Counsel, and Secretary of FMR and FMRC; Secretary of funds advised by FMR; Previously served as Vice President and Secretary of FDC (2005). |
|
|
Nicholas E. Steck |
Compliance Officer of FRAC, FMR, FMRC, FMR U.K., and FIMM (2006), Strategic Advisers, Inc. (2005); Senior Vice President of FMR (2006); Previously served as Vice President of FMR (2006). |
|
|
Susan Sturdy |
Secretary of FRAC, FMR U.K., FIMM, Strategic Advisers, Inc., and FMR Corp. (2006); Assistant Secretary of FMR, FMRC, and FDC; Previously served as Assistant Secretary of FRAC, FMR U.K., FIMM, Strategic Advisers, Inc., and FMR Corp. (2006). |
|
|
J. Gregory Wass |
Assistant Treasurer of FRAC, FMR, FMRC, FMR U.K., FIMM, Strategic Advisers, Inc., FDC, and FMR Corp. (2003); Vice President, Taxation, of FMR Corp. |
|
|
JS Wynant |
Treasurer of FRAC, FMR, FMRC, FMR U.K., and FIMM; Vice President of FMR and FMRC. |
|
|
(5) FIDELITY INVESTMENTS MONEY MANAGEMENT, INC. (FIMM)
FIMM provides investment advisory services to Fidelity Management & Research Company. The directors and officers of the Sub-Adviser have held the following positions of a substantial nature during the past two fiscal years.
Edward C. Johnson 3d |
Chairman of the Board and Director of FIMM, FMR, FMRC, and FRAC; Chief Executive Officer, Chairman of the Board and Director of FMR Corp.; Trustee of funds advised by FMR. |
|
|
Abigail P. Johnson |
Previously served as President and Director of FIMM, FMR, and FMRC (2005), Senior Vice President of funds advised by FMR (2005), and Trustee of funds advised by FMR (2006). Currently a Director and Vice Chairman (2006) of FMR Corp., President of FESCO (2005), and President and a Director of FIIOC (2005). |
|
|
Dwight D. Churchill |
Previously served as Senior Vice President of FIMM (2006) and FMR (2005); Executive Vice President of FMR and FMRC (2005); Vice President of Equity funds advised by FMR. |
|
|
Jay Freedman |
Previously served as Secretary of FIMM, FMR U.K., FRAC, Strategic Advisers, Inc., and FMR Corp. and Assistant Secretary of FMR, FMRC, and FDC (2006). |
|
|
Boyce I. Greer |
Senior Vice President of FIMM (2006); Executive Vice President of FMR and FMRC (2005); Vice President of the Select, Asset Allocation, Fixed-Income, and Money Market funds advised by FMR. |
|
|
Karen Hammond |
Previously served as Assistant Treasurer of FIMM, FMR, FMRC, FMR U.K., and FRAC, Vice President of FIMM, FMR U.K., FRAC, and Strategic Advisers, Inc. and Treasurer of Strategic Advisers, Inc. and FMR Corp. (2005); Executive Vice President of FMR (2005). |
|
|
John J. Hitt |
Assistant Secretary of FIMM, FMR, FMRC, FMR U.K., FRAC, Strategic Advisers, Inc., FDC, and FMR Corp. (2006). |
|
|
Michael Kearney |
Assistant Treasurer of FIMM (2005). |
|
|
Charles S. Morrison |
Senior Vice President of FIMM (2003); Vice President of FMR and Money Market funds advised by FMR; Previously served as Vice President of FIMM (2003). |
|
|
David L. Murphy |
Senior Vice President of FIMM (2003); Executive Vice President of FMR (2005); Vice President of Fixed-Income and Money Market funds advised by FMR; Previously served as Vice President of FIMM (2003) and FMR (2005). |
|
|
Kenneth A. Rathgeber |
Chief Compliance Officer of FIMM, FMR, FMRC, FMR U.K., FRAC, and Strategic Advisers, Inc. (2005). |
|
|
Eric D. Roiter |
Assistant Secretary of FIMM, FMR U.K., and FRAC; Vice President, General Counsel, and Secretary of FMR and FMRC; Secretary of funds advised by FMR; Previously served as Vice President and Secretary of FDC (2005). |
|
|
Thomas J. Silvia |
Senior Vice President of FIMM (2005); Vice President of Fixed-Income funds advised by FMR. |
|
|
Nicholas E. Steck |
Compliance Officer of FIMM, FMR, FMRC, FMR U.K., and FRAC (2006), Strategic Advisers, Inc. (2005); Senior Vice President of FMR (2006); Previously served as Vice President of FMR (2006). |
|
|
Susan Sturdy |
Secretary of FIMM, FMR U.K., FRAC, Strategic Advisers, Inc., and FMR Corp. (2006); Assistant Secretary of FMR, FMRC, and FDC; Previously served as Assistant Secretary of FIMM, FMR U.K., FRAC, Strategic Advisers, Inc., and FMR Corp. (2006). |
|
|
J. Gregory Wass |
Assistant Treasurer of FIMM, FMR, FMRC, FMR U.K., FRAC, Strategic Advisers, Inc., FDC and FMR Corp. (2003); Vice President, Taxation, of FMR Corp. |
|
|
JS Wynant |
Treasurer of FIMM, FMR, FMRC, FMR U. K., and FRAC; Vice President of FMR and FMRC. |
|
|
(6) FIDELITY INTERNATIONAL INVESTMENT ADVISORS (FIIA)
The directors and officers of FIIA have held, during the past two fiscal years, the following positions of a substantial nature.
Michael Gordon |
President (2005) and Director (2002) of FIIA; President, Chief Executive Officer, and Director of FIIA (U.K.)L (2005). |
|
|
Chris Coombe |
Chief Financial Officer of FIIA (2006); Director of FIJ (2006). |
|
|
Simon Fraser |
Previously served as Director and President of FIIA (2005), Director and Chief Executive Officer of FIIA(U.K.)L (2005), and Senior Vice President of FMR U.K. (2003); Director, Chairman of the Board, Chief Executive Officer of FMR U.K. |
|
|
Brett Goodin |
Director of FIIA. |
|
|
Simon M. Haslam |
Director of FIIA; Previously served as Director of FIJ (2007). |
|
|
David Holland |
Previously served as Director and Vice President of FIIA (2006); Director of FIJ (2005). |
|
|
Kathryn Matthews |
Director of FIIA (2005). |
|
|
Samantha Miller |
Previously served as HK Compliance Officer of FIIA (2005). |
|
|
Frank Mutch |
Director of FIIA. |
|
|
Allan Pelvang |
Director and Vice President of FIIA (2006). |
|
|
Peter Phillips |
Previously served as Director of FIIA (2006). |
|
|
Rosalie Powell |
Assistant Secretary of FIIA. |
|
|
David J. Saul |
Director of FIIA. |
|
|
Graham Seed |
Secretary of FIIA (2004).
|
Andrew Steward |
Previously served as Chief Financial Officer of FIIA and Director of FIGEST (2006); Previously served as Director of FIIA(U.K.)L (2007).
|
Robert Stewart |
Director of FIIA (2004).
|
Ann Stock |
Chief Compliance Officer of FIIA (2005); Director of FIIA(U.K.)L (2003). |
|
|
Andrew Wells |
Director of FIIA (2005). |
|
|
Natalie Wilson |
Assistant Secretary of FIIA (2007). |
(7) FIDELITY INTERNATIONAL INVESTMENT ADVISORS (U.K.) LIMITED (FIIA(U.K.)L)
The directors and officers of FIIA(U.K.)L have held, during the past two fiscal years, the following positions of a substantial nature.
Michael Gordon |
President, Chief Executive Officer, and Director of FIIA (U.K.)L (2005); President (2005) and Director (2002) of FIIA.
|
Simon Fraser |
Previously served as Director and Chief Executive Officer of FIIA(U.K.)L (2005), Director and President of FIIA (2005), and Senior Vice President of FMR U.K. (2003); Director, Chairman of the Board, Chief Executive Officer of FMR U.K.
|
Ian Jones |
Chief Compliance Officer of FIIA(U.K.)L (2004). |
|
|
Martin Harris |
Director of FIIA (U.K.)L (2007). |
|
|
Nicky Richards |
Director of FIIA(U.K.)L (2006) |
|
|
Andrew Steward |
Previously served as Director of FIIA(U.K.)L (2007); Previously served as Chief Financial Officer of FIIA and Director of FIGEST (2006). |
|
|
Ann Stock |
Director of FIIA(U.K.)L (2003); Chief Compliance Officer of FIIA (2005). |
|
|
Richard Wane |
Director of FIIA(U.K.)L (2003). |
|
|
(8) FIDELITY INVESTMENTS JAPAN LIMITED (FIJ)
The directors and officers of FIJ have held, during the past two fiscal years, the following positions of a substantial nature.
Thomas Balk |
Representative Executive Officer and Director of FIJ (2006). |
|
|
Chris Coombe |
Director of FIJ (2006); Chief Financial Officer of FIIA (2006). |
|
|
John Ford |
Director and Executive Officer of FIJ (2006). |
|
|
Julie Greenall-Ota |
Executive Officer of FIJ (2007). |
|
|
Simon M. Haslam |
Previously served as Director of FIJ (2007); Director of FIIA. |
|
|
David Holland |
Director of FIJ (2005); Previously served as Director and Vice President of FIIA (2006). |
|
|
Gifford Kodo Nakajima |
Executive Officer of FIJ (2007). |
|
|
Yasuo Kuramoto |
Previously served as Director and Vice Chairman of FIJ (2005). |
|
|
Jonathan O'Brien |
Director of FIJ (2006). |
|
|
Takeshi Okazaki |
Executive Officer of FIJ (2005); Previously served as Director (2006) and Head of Institutional Sales of FIJ (2005). |
|
|
Yoshishige Saigusa |
Executive Officer of FIJ (2005); Previously served as Director of FIJ (2006). |
|
|
Hiroshi Yamashita |
Previously served as Director (2006) and Counselor of FIJ (2005). |
|
|
Principal business addresses of the investment adviser, sub-advisers and affiliates.
Fidelity Management & Research Company (FMR)
One Federal Street
Boston, MA 02110
FMR Co., Inc. (FMRC)
One Federal Street
Boston, MA 02110
Fidelity Management & Research (U.K.) Inc. (FMR U.K.)
One Federal Street
Boston, MA 02110
Fidelity Research & Analysis Company (FRAC)
One Federal Street
Boston, MA 02110
Fidelity Investments Money Management, Inc. (FIMM)
One Spartan Way
Merrimack, NH 03054
Fidelity International Investment Advisors (FIIA)
Pembroke Hall,
42 Crow Lane,
Pembroke HM19, Bermuda
Fidelity International Investment Advisors (U.K.) Limited (FIIA(U.K.)L)
25 Cannon Street
London, England EC4M5TA
Fidelity Investments Japan Limited (FIJ)
Shiroyama Trust Tower
4-3-1, Toranomon, Minato-ku,
Tokyo, Japan 105-6019
Strategic Advisers, Inc.
82 Devonshire Street
Boston, MA 02109
FMR Corp.
82 Devonshire Street
Boston, MA 02109
Fidelity Distributors Corporation (FDC)
82 Devonshire Street
Boston, MA 02109
Item 27. Principal Underwriters
(a) Fidelity Distributors Corporation (FDC) acts as distributor for all funds advised by FMR or an affiliate.
(b) |
|
|
Name and Principal |
Positions and Offices |
Positions and Offices |
Business Address* |
with Underwriter |
with Fund |
Steven Akin |
Director and President (2006) |
None |
Susan Boudrot |
Chief Compliance Officer (2004) |
None |
Scott Goebel |
Vice President and Secretary (2006) |
None |
Jane Greene |
Treasurer and Controller |
None |
John J. Hitt |
Assistant Secretary (2006) |
None |
Craig Huntley |
Executive Vice President (2006) |
None |
William F. Loehning |
Executive Vice President (2003) |
None |
Ellyn A. McColgan |
Director |
None |
Nicky Richards |
Director |
None |
Susan Sturdy |
Assistant Secretary |
None |
J. Gregory Wass |
Assistant Treasurer |
None |
* 82 Devonshire Street, Boston, MA
(c) Not applicable.
Item 28. Location of Accounts and Records
All accounts, books, and other documents required to be maintained by Section 31(a) of the 1940 Act and the Rules promulgated thereunder are maintained by Fidelity Management & Research Company, Fidelity Service Company, Inc. or Fidelity Investments Institutional Operations Company, Inc., 82 Devonshire Street, Boston, MA 02109, or the funds' respective custodians, JPMorgan Chase Bank, 270 Park Avenue, New York, NY, Brown Brothers Harriman & Co., 40 Water Street, Boston, MA, State Street Bank & Trust Company, 1776 Heritage Drive, Quincy, MA, Citibank, N.A., 111 Wall Street, New York, NY, Mellon Bank, One Mellon Center, 500 Grant Street, Pittsburgh, PA. JPMorgan Chase Bank, headquartered in New York, also may serve as a special purpose custodian of certain assets of Fidelity Advisor Aggressive Growth Fund, Fidelity Blue Chip Growth Fund, Fidelity Blue Chip Value Fund, Fidelity Dividend Growth Fund, Fidelity International Real Estate Fund, Fidelity OTC Portfolio, Fidelity Real Estate Income Fund, Fidelity Small Cap Growth Fund, Fidelity Small Cap Opportunities Fund, and Fidelity Small Cap Value Fund in connection with repurchase agreement transactions. The Bank of New York, headquartered in New York, also may serve as a special purpose custodian of certain assets in connection with repurchase agreement transactions.
Item 29. Management Services
Not applicable.
Item 30. Undertakings
Not applicable.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant
has duly caused this Post-Effective Amendment No. 76 to the Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Boston, and Commonwealth of Massachusetts, on the 25th day of
July, 2007.
|
FIDELITY SECURITIES FUND |
||
|
By |
/s/ Kimberley Monasterio |
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||| |
|
Kimberley Monasterio, President |
|
Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed below by the following persons in the capacities and on the dates indicated.
(Signature) |
|
(Title) |
(Date) |
|
|
|
|
/s/ Kimberley Monasterio |
|
President and Treasurer |
July 25, 2007 |
Kimberley Monasterio |
|
(Principal Executive Officer) |
|
|
|
|
|
/s/ Joseph B. Hollis |
|
Chief Financial Officer |
July 25, 2007 |
Joseph B. Hollis |
|
(Principal Financial Officer) |
|
|
|
|
|
/s/ Edward C. Johnson 3d |
(dagger) |
Trustee |
July 25, 2007 |
Edward C. Johnson 3d |
|
|
|
/s/ James C. Curvey |
* |
Trustee |
July 25, 2007 |
James C. Curvey |
|
|
|
Dennis J. Dirks |
* |
Trustee |
July 25, 2007 |
Dennis J. Dirks |
|
|
|
/s/ Albert R. Gamper |
* |
Trustee |
July 25, 2007 |
Albert R. Gamper |
|
|
|
/s/ George H. Heilmeier |
* |
Trustee |
July 25, 2007 |
George H. Heilmeier |
|
|
|
/s/ James H. Keyes |
* |
Trustee |
July 25, 2007 |
James H. Keyes |
|
|
|
/s/ Marie L. Knowles |
* |
Trustee |
July 25, 2007 |
Marie L. Knowles |
|
|
|
/s/ Ned C. Lautenbach |
* |
Trustee |
July 25, 2007 |
Ned C. Lautenbach |
|
|
|
/s/ Cornelia M. Small |
* |
Trustee |
July 25, 2007 |
Cornelia M. Small |
|
|
|
/s/ William S. Stavropoulos |
* |
Trustee |
July 25, 2007 |
William S. Stavropoulos |
|
|
|
/s/ Kenneth L. Wolfe |
* |
Trustee |
July 25, 2007 |
Kenneth L. Wolfe |
|
|
|
* Signature affixed by Abigail P. Johnson, pursuant to a power of attorney dated April 1, 2007 and filed herewith.
* By: /s/ Joseph R. Fleming
Joseph R. Fleming, pursuant to a power of attorney dated May 17, 2007 and filed herewith.
POWER OF ATTORNEY
I, the undersigned President and Director or Trustee, as the case may be, of the following investment companies:
Fidelity Aberdeen Street Trust Fidelity Advisor Series I Fidelity Advisor Series II Fidelity Advisor Series IV Fidelity Advisor Series VII Fidelity Advisor Series VIII Fidelity Beacon Street Trust Fidelity Boylston Street Trust Fidelity California Municipal Trust Fidelity California Municipal Trust II Fidelity Capital Trust Fidelity Central Investment Portfolios LLC Fidelity Charles Street Trust Fidelity Colchester Street Trust Fidelity Commonwealth Trust Fidelity Concord Street Trust Fidelity Congress Street Fund Fidelity Contrafund Fidelity Court Street Trust Fidelity Court Street Trust II Fidelity Covington Trust Fidelity Destiny Portfolios Fidelity Devonshire Trust Fidelity Exchange Fund Fidelity Financial Trust Fidelity Fixed-Income Trust Fidelity Garrison Street Trust Fidelity Hanover Street Trust Fidelity Hastings Street Trust |
Fidelity Hereford Street Trust Fidelity Income Fund Fidelity Investment Trust Fidelity Magellan Fund Fidelity Massachusetts Municipal Trust Fidelity Money Market Trust Fidelity Mt. Vernon Street Trust Fidelity Municipal Trust Fidelity Municipal Trust II Fidelity New York Municipal Trust Fidelity New York Municipal Trust II Fidelity Newbury Street Trust Fidelity Oxford Street Trust Fidelity Phillips Street Trust Fidelity Puritan Trust Fidelity Revere Street Trust Fidelity School Street Trust Fidelity Securities Fund Fidelity Select Portfolios Fidelity Summer Street Trust Fidelity Trend Fund Fidelity Union Street Trust Fidelity Union Street Trust II Variable Insurance Products Fund Variable Insurance Products Fund II Variable Insurance Products Fund III Variable Insurance Products Fund IV Variable Insurance Products Fund V |
in addition to any other investment company for which Fidelity Management & Research Company or an affiliate acts as investment adviser and for which the undersigned individual serves as President and Director or Trustee, (collectively, the "Funds"), hereby revoke all previous powers of attorney I have given to sign and otherwise act in my name and behalf in matters involving the Funds and hereby constitute and appoint Abigail P. Johnson my true and lawful attorney-in-fact, with full power of substitution, and with full power to said attorney-in-fact to sign for me and in my name in the appropriate capacity, all Registration Statements of the Funds on Form N-1A, Form N-8A, Form N-14, or any successors thereto, any and all subsequent Amendments, Pre-Effective Amendments, or Post-Effective Amendments to said Registration Statements or any successors thereto, and any supplements or other instruments in connection therewith, and generally to do all such things in my name and on my behalf in connection therewith as said attorney-in-fact deems necessary or appropriate, to comply with the provisions of the Securities Act of 1933 and the Investment Company Act of 1940, and all related requirements of the Securities and Exchange Commission. I hereby ratify and confirm all that said attorney-in-fact or her substitutes may do or cause to be done by virtue hereof. This power of attorney is effective for all documents filed on or after April 1, 2007.
WITNESS my hand on the date set forth below.
/s/Edward C. Johnson 3d |
April 1, 2007 |
Edward C. Johnson 3d |
|
POWER OF ATTORNEY
We, the undersigned Directors or Trustees, as the case may be, of the following investment companies:
Fidelity Aberdeen Street Trust Fidelity Advisor Series I Fidelity Advisor Series II Fidelity Advisor Series IV Fidelity Advisor Series VII Fidelity Advisor Series VIII Fidelity Beacon Street Trust Fidelity Boylston Street Trust Fidelity California Municipal Trust Fidelity California Municipal Trust II Fidelity Capital Trust Fidelity Central Investment Portfolios LLC Fidelity Charles Street Trust Fidelity Colchester Street Trust Fidelity Commonwealth Trust Fidelity Concord Street Trust Fidelity Congress Street Fund Fidelity Contrafund Fidelity Court Street Trust Fidelity Court Street Trust II Fidelity Covington Trust Fidelity Destiny Portfolios Fidelity Devonshire Trust Fidelity Exchange Fund Fidelity Financial Trust Fidelity Fixed-Income Trust Fidelity Garrison Street Trust Fidelity Hanover Street Trust Fidelity Hastings Street Trust |
Fidelity Hereford Street Trust Fidelity Income Fund Fidelity Investment Trust Fidelity Magellan Fund Fidelity Massachusetts Municipal Trust Fidelity Money Market Trust Fidelity Mt. Vernon Street Trust Fidelity Municipal Trust Fidelity Municipal Trust II Fidelity New York Municipal Trust Fidelity New York Municipal Trust II Fidelity Newbury Street Trust Fidelity Oxford Street Trust Fidelity Phillips Street Trust Fidelity Puritan Trust Fidelity Revere Street Trust Fidelity School Street Trust Fidelity Securities Fund Fidelity Select Portfolios Fidelity Summer Street Trust Fidelity Trend Fund Fidelity Union Street Trust Fidelity Union Street Trust II Variable Insurance Products Fund Variable Insurance Products Fund II Variable Insurance Products Fund III Variable Insurance Products Fund IV Variable Insurance Products Fund V |
plus any other investment company for which Fidelity Management & Research Company or an affiliate acts as investment adviser and for which the undersigned individuals serve as Directors or Trustees (collectively, the "Funds"), hereby revoke all previous powers of attorney we have given to sign and otherwise act in our names and behalf in matters involving the Funds and hereby constitute and appoint Joseph R. Fleming, John V. O'Hanlon, Robert W. Helm and Anthony H. Zacharski each of them singly, our true and lawful attorneys-in-fact, with full power of substitution, and with full power to each of them, to sign for us and in our names in the appropriate capacities, all Registration Statements of the Funds on Form N-1A, Form N-8A, Form N-14, or any successors thereto, any and all subsequent Amendments, Pre-Effective Amendments, or Post-Effective Amendments to said Registration Statements or any successors thereto, and any supplements or other instruments in connection therewith, and generally to do all such things in our names and behalf in connection therewith as said attorneys-in-fact deem necessary or appropriate, to comply with the provisions of the Securities Act of 1933 and the Investment Company Act of 1940, and all related requirements of the Securities and Exchange Commission. We hereby ratify and confirm all that said attorneys-in-fact or their substitutes may do or cause to be done by virtue hereof. This power of attorney is effective for all documents filed on or after May 17, 2007.
WITNESS our hands on this seventeenth day of May 2007.
/s/James C. Curvey |
/s/Marie L. Knowles |
James C. Curvey
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Marie L. Knowles |
/s/Dennis J. Dirks |
/s/Ned C. Lautenbach |
Dennis J. Dirks
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Ned C. Lautenbach |
/s/Albert R. Gamper |
/s/Cornelia M. Small |
Albert R. Gamper
|
Cornelia M. Small |
/s/George H. Heilmeier |
/s/William S. Stavropoulos |
George H. Heilmeier
|
William S. Stavropoulos |
/s/James H. Keyes |
/s/Kenneth L. Wolfe |
James H. Keyes
|
Kenneth L. Wolfe |
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Exhibit (d)(53)
Schedule A
Trusts and Portfolios covered by the Sub-Advisory Agreement,
dated as of August 1, 2001,
between
Fidelity Management & Research (Far East), Inc.
(Currently Fidelity Research & Analysis Company)
and
Fidelity Investments Japan Limited
Name of Trust |
Name of Portfolio |
Type of Fund |
Effective Date |
Fidelity Advisor Series I |
Fidelity Advisor Asset Manager 70% |
Equity |
08/01/01 |
Fidelity Advisor Series I |
Fidelity Advisor Balanced Fund |
Equity |
08/01/01 |
Fidelity Advisor Series I |
Fidelity Advisor Dividend Growth Fund |
Equity |
08/01/01 |
Fidelity Advisor Series I |
Fidelity Advisor Dynamic Capital Appreciation Fund |
Equity |
08/01/01 |
Fidelity Advisor Series I |
Fidelity Advisor Equity Growth Fund |
Equity |
08/01/01 |
Fidelity Advisor Series I |
Fidelity Advisor Equity Income Fund |
Equity |
08/01/01 |
Fidelity Advisor Series I |
Fidelity Advisor Equity Value Fund |
Equity |
08/01/01 |
Fidelity Advisor Series I |
Fidelity Advisor Fifty Fund |
Equity |
08/01/01 |
Fidelity Advisor Series I |
Fidelity Advisor Growth & Income Fund |
Equity |
08/01/01 |
Fidelity Advisor Series I |
Fidelity Advisor Growth Opportunities Fund |
Equity |
08/01/01 |
Fidelity Advisor Series I |
Fidelity Advisor Large Cap Fund |
Equity |
08/01/01 |
Fidelity Advisor Series I |
Fidelity Advisor Leveraged Company Stock Fund |
Equity |
08/01/01 |
Fidelity Advisor Series I |
Fidelity Advisor Mid Cap Fund |
Equity |
08/01/01 |
Fidelity Advisor Series I |
Fidelity Advisor Small Cap Fund |
Equity |
08/01/01 |
Fidelity Advisor Series I |
Fidelity Advisor Strategic Growth Fund |
Equity |
08/01/01 |
Fidelity Advisor Series I |
Fidelity Advisor Value Strategies Fund |
Equity |
08/01/01 |
Fidelity Advisor Series II |
Fidelity Advisor Floating Rate High Income Fund |
Fixed-Income |
08/01/01 |
Fidelity Advisor Series II |
Fidelity Advisor High Income Advantage Fund |
Fixed-Income |
08/01/01 |
Fidelity Advisor Series II |
Fidelity Advisor High Income Fund |
Fixed-Income |
08/01/01 |
Fidelity Advisor Series II |
Fidelity Advisor Intermediate Bond Fund |
Fixed-Income |
08/01/01 |
Fidelity Advisor Series II |
Fidelity Advisor Mid Cap II Fund |
Equity |
07/15/04 |
Fidelity Advisor Series II |
Fidelity Advisor Mortgage Securities Fund |
Fixed-Income |
08/01/01 |
Fidelity Advisor Series II |
Fidelity Advisor Short Fixed-Income Fund |
Fixed-Income |
08/01/01 |
Fidelity Advisor Series II |
Fidelity Advisor Strategic Income Fund |
Fixed-Income |
08/01/01 |
Fidelity Advisor Series II |
Fidelity Advisor Value Fund |
Equity |
11/20/03 |
Fidelity Advisor Series IV |
Fidelity Real Estate High Income Fund |
Fixed-Income |
12/01/02 |
Fidelity Advisor Series VII |
Fidelity Advisor Biotechnology Fund |
Equity |
08/01/01 |
Fidelity Advisor Series VII
|
Fidelity Advisor Communications Equipment Fund |
Equity |
08/01/01 |
Fidelity Advisor Series VII |
Fidelity Advisor Consumer Discretionary Fund |
Equity |
08/01/01 |
Fidelity Advisor Series VII |
Fidelity Advisor Electronics Fund |
Equity |
08/01/01 |
Fidelity Advisor Series VII |
Fidelity Advisor Energy Fund |
Equity |
08/01/01 |
Fidelity Advisor Series VII |
Fidelity Advisor Financial Services Fund |
Equity |
08/01/01 |
Fidelity Advisor Series VII |
Fidelity Advisor Health Care Fund |
Equity |
08/01/01 |
Fidelity Advisor Series VII |
Fidelity Advisor Industrials Fund |
Equity |
08/01/01 |
Fidelity Advisor Series VII |
Fidelity Advisor Real Estate Fund |
Equity |
07/18/02 |
Fidelity Advisor Series VII |
Fidelity Advisor Technology Fund |
Equity |
08/01/01 |
Fidelity Advisor Series VII |
Fidelity Advisor Utilities Fund |
Equity |
08/01/01 |
Fidelity Advisor Series VIII |
Fidelity Advisor Diversified International Fund |
Equity |
08/01/01 |
Fidelity Advisor Series VIII |
Fidelity Advisor Emerging Asia Fund |
Equity |
08/01/01 |
Fidelity Advisor Series VIII |
Fidelity Advisor Emerging Markets Fund |
Equity |
09/18/03 |
Fidelity Advisor Series VIII |
Fidelity Advisor Emerging Markets Income Fund |
Fixed-Income |
08/01/01 |
Fidelity Advisor Series VIII |
Fidelity Advisor Europe Capital Appreciation Fund |
Equity |
08/01/01 |
Fidelity Advisor Series VIII |
Fidelity Advisor Global Capital Appreciation Fund |
Equity |
08/01/01 |
Fidelity Advisor Series VIII |
Fidelity Advisor International Capital Appreciation Fund |
Equity |
08/01/01 |
Fidelity Advisor Series VIII |
Fidelity Advisor Japan Fund |
Equity |
08/01/01 |
Fidelity Advisor Series VIII |
Fidelity Advisor Korea Fund |
Equity |
08/01/01 |
Fidelity Advisor Series VIII |
Fidelity Advisor Latin America Fund |
Equity |
08/01/01 |
Fidelity Advisor Series VIII |
Fidelity Advisor Overseas Fund |
Equity |
08/01/01 |
Fidelity Advisor Series VIII |
Fidelity Advisor Value Leaders Fund |
Equity |
04/17/03 |
Fidelity Beacon Street Trust |
Fidelity Advisor Tax Managed Stock Fund |
Equity |
08/01/01 |
Fidelity Beacon Street Trust |
Fidelity Tax Managed Stock Fund |
Equity |
08/01/01 |
Fidelity Capital Trust |
Fidelity Capital Appreciation Fund |
Equity |
08/01/01 |
Fidelity Capital Trust |
Fidelity Disciplined Equity Fund |
Equity |
08/01/01 |
Fidelity Capital Trust |
Fidelity Focused Stock Fund |
Equity |
08/01/01 |
Fidelity Capital Trust |
Fidelity Small Cap Independence Fund |
Equity |
08/01/01 |
Fidelity Capital Trust |
Fidelity Stock Selector |
Equity |
08/01/01 |
Fidelity Capital Trust |
Fidelity Value Fund |
Equity |
08/01/01 |
Fidelity Charles Street Trust |
Fidelity Asset Manager 20% |
Equity |
08/01/01 |
Fidelity Charles Street Trust |
Fidelity Asset Manager 50% |
Equity |
08/01/01 |
Fidelity Charles Street Trust |
Fidelity Asset Manager 70% |
Equity |
08/01/01 |
Fidelity Charles Street Trust |
Fidelity Asset Manager 85% |
Equity |
08/01/01 |
Fidelity Commonwealth Trust |
Fidelity Intermediate Bond Fund |
Fixed-Income |
08/01/01 |
Fidelity Commonwealth Trust |
Fidelity Large Cap Stock Fund |
Equity |
08/01/01 |
Fidelity Commonwealth Trust |
Fidelity Mid Cap Stock Fund |
Equity |
08/01/01 |
Fidelity Commonwealth Trust |
Fidelity NASDAQ Composite Index Fund |
Equity |
08/11/03 |
Fidelity Commonwealth Trust |
Fidelity NASDAQ Composite Tracking Stock |
Equity |
08/11/03 |
Fidelity Commonwealth Trust |
Fidelity Small Cap Retirement Fund |
Equity |
08/01/01 |
Fidelity Commonwealth Trust |
Fidelity Small Cap Stock Fund |
Equity |
08/01/01 |
Fidelity Commonwealth Trust |
Fidelity Strategic Real Return Fund |
Fixed-Income |
07/21/05 |
Fidelity Contrafund |
Fidelity Advisor New Insights Fund |
Equity |
07/17/03 |
Fidelity Contrafund |
Fidelity Contrafund |
Equity |
08/01/01 |
Fidelity Destiny Portfolios |
Fidelity Advisor Capital Development Fund |
Equity |
08/01/01 |
Fidelity Destiny Portfolios |
Fidelity Advisor Diversified Stock Fund |
Equity |
08/01/01 |
Fidelity Devonshire Trust |
Fidelity Equity-Income Fund |
Equity |
08/01/01 |
Fidelity Devonshire Trust |
Fidelity Large Cap Growth Fund |
Equity |
10/18/01 |
Fidelity Devonshire Trust |
Fidelity Large Cap Value Fund |
Equity |
10/18/01 |
Fidelity Devonshire Trust |
Fidelity Mid Cap Growth Fund |
Equity |
10/18/01 |
Fidelity Devonshire Trust |
Fidelity Mid Cap Value Fund |
Equity |
10/18/01 |
Fidelity Devonshire Trust |
Fidelity Real Estate Investment Portfolio |
Equity |
08/01/01 |
Fidelity Devonshire Trust |
Fidelity Utilities Fund |
Equity |
08/01/01 |
Fidelity Financial Trust |
Fidelity Convertible Securities Fund |
Equity |
08/01/01 |
Fidelity Financial Trust |
Fidelity Equity-Income II Fund |
Equity |
08/01/01 |
Fidelity Financial Trust |
Fidelity Independence Fund |
Equity |
08/01/01 |
Fidelity Financial Trust |
Fidelity Strategic Dividend & Income Fund |
Fixed-Income |
11/20/03 |
Fidelity Fixed-Income Trust |
Fidelity Focused High Income Fund |
Fixed-Income |
07/15/04 |
Fidelity Fixed-Income Trust |
Fidelity High Income Fund |
Fixed-Income |
08/01/01 |
Fidelity Fixed-Income Trust |
Fidelity Inflation-Protected Bond Fund |
Fixed-Income |
06/20/02 |
Fidelity Fixed-Income Trust |
Fidelity Investment Grade Bond Fund |
Fixed-Income |
08/01/01 |
Fidelity Fixed-Income Trust |
Fidelity Short-Term Bond Fund |
Fixed-Income |
08/01/01 |
Fidelity Hastings Street Trust |
Fidelity Fifty |
Equity |
08/01/01 |
Fidelity Hastings Street Trust |
Fidelity Fund |
Equity |
08/01/01 |
Fidelity Hastings Street Trust |
Fidelity Growth & Income II Portfolio |
Equity |
08/01/01 |
Fidelity Hastings Street Trust |
Fidelity Growth Discovery Fund |
Equity |
08/01/01 |
Fidelity Income Fund |
Fidelity Ginnie Mae Fund |
Fixed-Income |
08/01/01 |
Fidelity Income Fund |
Fidelity Intermediate Government Income Fund |
Fixed-Income |
08/01/01 |
Fidelity Income Fund |
Fidelity Total Bond Fund |
Fixed-Income |
09/19/02 |
Fidelity Investment Trust |
Fidelity Aggressive International Fund |
Equity |
08/01/01 |
Fidelity Investment Trust |
Fidelity Canada Fund |
Equity |
08/01/01 |
Fidelity Investment Trust |
Fidelity China Region Fund |
Equity |
08/01/01 |
Fidelity Investment Trust |
Fidelity Diversified International Fund |
Equity |
08/01/01 |
Fidelity Investment Trust |
Fidelity Emerging Markets Fund |
Equity |
08/01/01 |
Fidelity Investment Trust |
Fidelity Europe Capital Appreciation Fund |
Equity |
08/01/01 |
Fidelity Investment Trust |
Fidelity Europe Fund |
Equity |
08/01/01 |
Fidelity Investment Trust |
Fidelity Global Balanced Fund |
Equity |
08/01/01 |
Fidelity Investment Trust |
Fidelity International Discovery Fund |
Equity |
08/01/01 |
Fidelity Investment Trust |
Fidelity International Small Cap Fund |
Equity |
07/18/02 |
Fidelity Investment Trust |
Fidelity International Small Cap Opportunities Fund |
Equity |
07/21/05 |
Fidelity Investment Trust |
Fidelity International Value Fund |
Equity |
05/18/06 |
Fidelity Investment Trust |
Fidelity Japan Fund |
Equity |
08/01/01 |
Fidelity Investment Trust |
Fidelity Japan Smaller Companies Fund |
Equity |
08/01/01 |
Fidelity Investment Trust |
Fidelity Latin America Fund |
Equity |
08/01/01 |
Fidelity Investment Trust |
Fidelity Nordic Fund |
Equity |
08/01/01 |
Fidelity Investment Trust |
Fidelity Overseas Fund |
Equity |
08/01/01 |
Fidelity Investment Trust |
Fidelity Pacific Basin Fund |
Equity |
08/01/01 |
Fidelity Investment Trust |
Fidelity Southeast Asia Fund |
Equity |
08/01/01 |
Fidelity Investment Trust |
Fidelity Worldwide Fund |
Equity |
08/01/01 |
Fidelity Magellan Fund |
Fidelity Magellan Fund |
Equity |
08/01/01 |
Fidelity Mt. Vernon Street Trust |
Fidelity Aggressive Growth Fund |
Equity |
08/01/01 |
Fidelity Mt. Vernon Street Trust |
Fidelity Growth Company Fund |
Equity |
08/01/01 |
Fidelity Mt. Vernon Street Trust |
Fidelity New Millennium Fund |
Equity |
08/01/01 |
Fidelity Puritan Trust |
Fidelity Balanced Fund |
Equity |
08/01/01 |
Fidelity Puritan Trust |
Fidelity Low-Priced Stock Fund |
Equity |
08/01/01 |
Fidelity Puritan Trust |
Fidelity Puritan Fund |
Equity |
08/01/01 |
Fidelity Puritan Trust |
Fidelity Value Discovery Fund |
Equity |
11/14/02 |
Fidelity School Street Trust |
Fidelity New Markets Income Fund |
Fixed-Income |
08/01/01 |
Fidelity School Street Trust |
Fidelity Strategic Income Fund |
Fixed-Income |
08/01/01 |
Fidelity Securities Fund |
Fidelity Advisor Aggressive Growth Fund |
Equity |
08/01/01 |
Fidelity Securities Fund |
Fidelity Blue Chip Growth Fund |
Equity |
08/01/01 |
Fidelity Securities Fund |
Fidelity Blue Chip Value Fund |
Equity |
04/17/03 |
Fidelity Securities Fund |
Fidelity Dividend Growth Fund |
Equity |
08/01/01 |
Fidelity Securities Fund |
Fidelity Growth & Income Portfolio |
Equity |
08/01/01 |
Fidelity Securities Fund |
Fidelity International Real Estate Fund |
Equity |
07/15/04 |
Fidelity Securities Fund |
Fidelity Leveraged Company Stock Fund |
Equity |
08/01/01 |
Fidelity Securities Fund |
Fidelity OTC Portfolio |
Equity |
08/01/01 |
Fidelity Securities Fund |
Fidelity Real Estate Income Fund |
Equity |
01/16/03 |
Fidelity Securities Fund |
Fidelity Small Cap Growth Fund |
Equity |
09/16/04 |
Fidelity Securities Fund |
Fidelity Small Cap Value Fund |
Equity |
09/16/04 |
Fidelity Select Portfolios |
Air Transportation Portfolio |
Equity |
08/01/01 |
Fidelity Select Portfolios |
Automotive Portfolio |
Equity |
08/01/01 |
Fidelity Select Portfolios |
Banking Portfolio |
Equity |
08/01/01 |
Fidelity Select Portfolios |
Biotechnology Portfolio |
Equity |
08/01/01 |
Fidelity Select Portfolios |
Brokerage and Investment Management Portfolio |
Equity |
08/01/01 |
Fidelity Select Portfolios |
Chemicals Portfolio |
Equity |
08/01/01 |
Fidelity Select Portfolios |
Communications Equipment Portfolio |
Equity |
08/01/01 |
Fidelity Select Portfolios |
Computers Portfolio |
Equity |
08/01/01 |
Fidelity Select Portfolios |
Construction and Housing Portfolio |
Equity |
08/01/01 |
Fidelity Select Portfolios |
Consumer Discretionary Portfolio |
Equity |
08/01/01 |
Fidelity Select Portfolios |
Consumer Staples Portfolio |
Equity |
08/01/01 |
Fidelity Select Portfolios |
Defense and Aerospace Portfolio |
Equity |
08/01/01 |
Fidelity Select Portfolios |
Electronics Portfolio |
Equity |
08/01/01 |
Fidelity Select Portfolios |
Energy Portfolio |
Equity |
08/01/01 |
Fidelity Select Portfolios |
Energy Service Portfolio |
Equity |
08/01/01 |
Fidelity Select Portfolios |
Environmental Portfolio |
Equity |
08/01/01 |
Fidelity Select Portfolios |
Financial Services Portfolio |
Equity |
08/01/01 |
Fidelity Select Portfolios |
Gold Portfolio |
Equity |
08/01/01 |
Fidelity Select Portfolios |
Health Care Portfolio |
Equity |
08/01/01 |
Fidelity Select Portfolios |
Home Finance Portfolio |
Equity |
08/01/01 |
Fidelity Select Portfolios |
Industrial Equipment Portfolio |
Equity |
08/01/01 |
Fidelity Select Portfolios |
Industrials Portfolio |
Equity |
08/01/01 |
Fidelity Select Portfolios |
Insurance Portfolio |
Equity |
08/01/01 |
Fidelity Select Portfolios |
IT Services Portfolio |
Equity |
08/01/01 |
Fidelity Select Portfolios |
Leisure Portfolio |
Equity |
08/01/01 |
Fidelity Select Portfolios |
Materials Portfolio |
Equity |
08/01/01 |
Fidelity Select Portfolios |
Medical Delivery Portfolio |
Equity |
08/01/01 |
Fidelity Select Portfolios |
Medical Equipment and Systems Portfolio |
Equity |
08/01/01 |
Fidelity Select Portfolios |
Multimedia Portfolio |
Equity |
08/01/01 |
Fidelity Select Portfolios |
Natural Gas Portfolio |
Equity |
08/01/01 |
Fidelity Select Portfolios |
Natural Resources Portfolio |
Equity |
08/01/01 |
Fidelity Select Portfolios |
Networking and Infrastructure Portfolio |
Equity |
08/01/01 |
Fidelity Select Portfolios |
Paper and Forest Products Portfolio |
Equity |
08/01/01 |
Fidelity Select Portfolios |
Pharmaceuticals Portfolio |
Equity |
08/01/01 |
Fidelity Select Portfolios |
Retailing Portfolio |
Equity |
08/01/01 |
Fidelity Select Portfolios |
Software and Computer Services Portfolio |
Equity |
08/01/01 |
Fidelity Select Portfolios |
Technology Portfolio |
Equity |
08/01/01 |
Fidelity Select Portfolios |
Telecommunications Portfolio |
Equity |
08/01/01 |
Fidelity Select Portfolios |
Transportation Portfolio |
Equity |
08/01/01 |
Fidelity Select Portfolios |
Utilities Growth Portfolio |
Equity |
08/01/01 |
Fidelity Select Portfolios |
Wireless Portfolio |
Equity |
08/01/01 |
Fidelity Summer Street Trust |
Fidelity Capital & Income Fund |
Fixed-Income |
08/01/01 |
Fidelity Trend Fund |
Fidelity Trend Fund |
Equity |
08/01/01 |
Fidelity Union Street Trust |
Fidelity Export and Multinational Fund |
Equity |
08/01/01 |
Variable Insurance Products Fund |
Equity-Income Portfolio |
Equity |
01/01/05 |
Variable Insurance Products Fund |
Growth Portfolio |
Equity |
01/01/05 |
Variable Insurance Products Fund |
High Income Portfolio |
Fixed-Income |
08/01/01 |
Variable Insurance Products Fund |
Overseas Portfolio |
Equity |
08/01/01 |
Variable Insurance Products Fund |
Value Portfolio |
Equity |
08/01/01 |
Variable Insurance Products Fund II |
Asset Manager Portfolio |
Equity |
08/01/01 |
Variable Insurance Products Fund II |
Asset Manager: Growth Portfolio |
Equity |
08/01/01 |
Variable Insurance Products Fund II |
Contrafund Portfolio |
Equity |
08/01/01 |
Variable Insurance Products Fund III |
Aggressive Growth Portfolio |
Equity |
08/01/01 |
Variable Insurance Products Fund III |
Balanced Portfolio |
Equity |
08/01/01 |
Variable Insurance Products Fund III |
Dynamic Capital Appreciation Portfolio |
Equity |
08/01/01 |
Variable Insurance Products Fund III |
Growth & Income Portfolio |
Equity |
08/01/01 |
Variable Insurance Products Fund III |
Growth Opportunities Portfolio |
Equity |
08/01/01 |
Variable Insurance Products Fund III |
Mid Cap Portfolio |
Equity |
08/01/01 |
Variable Insurance Products Fund III |
Value Strategies Portfolio |
Equity |
02/14/02 |
Variable Insurance Products Fund IV |
Consumer Discretionary Portfolio |
Equity |
08/01/01 |
Variable Insurance Products Fund IV |
Energy Portfolio |
Equity |
08/01/01 |
Variable Insurance Products Fund IV |
Financial Services Portfolio |
Equity |
08/01/01 |
Variable Insurance Products Fund IV |
Growth Stock Portfolio |
Equity |
11/14/02 |
Variable Insurance Products Fund IV |
Health Care Portfolio |
Equity |
08/01/01 |
Variable Insurance Products Fund IV |
Industrials Portfolio |
Equity |
08/01/01 |
Variable Insurance Products Fund IV |
International Capital Appreciation Portfolio |
Equity |
11/18/04 |
Variable Insurance Products Fund IV |
Real Estate Portfolio |
Equity |
07/18/02 |
Variable Insurance Products Fund IV |
Strategic Income Portfolio |
Fixed-Income |
11/20/03 |
Variable Insurance Products Fund IV |
Technology Portfolio |
Equity |
08/01/01 |
Variable Insurance Products Fund IV |
Utilities Portfolio |
Equity |
08/01/01 |
Variable Insurance Products Fund IV |
Value Leaders Portfolio |
Equity |
04/17/03 |
Agreed and Accepted
as of April 2, 2007
Fidelity Research & Analysis Company |
\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\ |
Fidelity Investments Japan Limited |
||
By: |
/s/JS Wynant |
|
By: |
/s/Thomas Balk |
Name: |
JS Wynant |
|
Name: |
Thomas Balk |
Title: |
Treasurer |
|
Title: |
Representative Executive Officer |
Exhibit (d)(56)
Schedule A
Trusts and Portfolios Covered by the Sub-Research Agreement, dated as of July 1, 2003, between
Fidelity Management & Research Company
and
Fidelity International Investment Advisors
Name of Trust |
Name of Portfolio |
Type of Fund |
Effective Date |
|
|
|
|
Fidelity Advisor Series I |
Fidelity Advisor Asset Manager 70% |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Balanced Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Dividend Growth Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Dynamic Capital Appreciation Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Equity Growth Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Equity Income Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Equity Value Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Fifty Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Growth & Income Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Growth Opportunities Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Large Cap Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Leveraged Company Stock Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Mid Cap Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Small Cap Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Strategic Growth Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Value Strategies Fund |
Equity |
07/01/03 |
Fidelity Advisor Series II |
Fidelity Advisor Floating Rate High Income Fund |
Fixed-Income |
07/01/03 |
Fidelity Advisor Series II |
Fidelity Advisor High Income Advantage Fund |
Fixed-Income |
07/01/03 |
Fidelity Advisor Series II |
Fidelity Advisor High Income Fund |
Fixed-Income |
07/01/03 |
Fidelity Advisor Series II |
Fidelity Advisor Mid Cap II Fund |
Equity |
07/15/04 |
Fidelity Advisor Series II |
Fidelity Advisor Strategic Income Fund |
Fixed-Income |
07/01/03 |
Fidelity Advisor Series II |
Fidelity Advisor Value Fund |
Equity |
11/20/03 |
Fidelity Advisor Series IV |
Fidelity Real Estate High Income Fund |
Fixed-Income |
07/01/03 |
Fidelity Advisor Series VII |
Fidelity Advisor Biotechnology Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VII
|
Fidelity Advisor Communications Equipment Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VII |
Fidelity Advisor Consumer Discretionary Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VII |
Fidelity Advisor Electronics Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VII |
Fidelity Advisor Energy Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VII |
Fidelity Advisor Financial Services Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VII |
Fidelity Advisor Health Care Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VII |
Fidelity Advisor Industrials Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VII |
Fidelity Advisor Real Estate Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VII |
Fidelity Advisor Technology Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VII |
Fidelity Advisor Utilities Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VIII |
Fidelity Advisor Diversified International Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VIII |
Fidelity Advisor Emerging Asia Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VIII |
Fidelity Advisor Emerging Markets Fund |
Equity |
09/18/03 |
Fidelity Advisor Series VIII |
Fidelity Advisor Emerging Markets Income Fund |
Fixed-Income |
07/01/03 |
Fidelity Advisor Series VIII |
Fidelity Advisor Europe Capital Appreciation Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VIII |
Fidelity Advisor Global Capital Appreciation Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VIII |
Fidelity Advisor International Capital Appreciation Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VIII |
Fidelity Advisor Japan Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VIII |
Fidelity Advisor Korea Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VIII |
Fidelity Advisor Latin America Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VIII |
Fidelity Advisor Overseas Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VIII |
Fidelity Advisor Value Leaders Fund |
Equity |
07/01/03 |
Fidelity Beacon Street Trust |
Fidelity Advisor Tax Managed Stock Fund |
Equity |
07/01/03 |
Fidelity Beacon Street Trust |
Fidelity Tax Managed Stock Fund |
Equity |
07/01/03 |
Fidelity Capital Trust |
Fidelity Capital Appreciation Fund |
Equity |
07/01/03 |
Fidelity Capital Trust |
Fidelity Disciplined Equity Fund |
Equity |
07/01/03 |
Fidelity Capital Trust |
Fidelity Focused Stock Fund |
Equity |
07/01/03 |
Fidelity Capital Trust |
Fidelity Small Cap Independence Fund |
Equity |
07/01/03 |
Fidelity Capital Trust |
Fidelity Stock Selector |
Equity |
07/01/03 |
Fidelity Capital Trust |
Fidelity Value Fund |
Equity |
07/01/03 |
Fidelity Charles Street Trust |
Fidelity Asset Manager 20% |
Equity |
07/01/03 |
Fidelity Charles Street Trust |
Fidelity Asset Manager 50% |
Equity |
07/01/03 |
Fidelity Charles Street Trust |
Fidelity Asset Manager 70% |
Equity |
07/01/03 |
Fidelity Charles Street Trust |
Fidelity Asset Manager 85% |
Equity |
07/01/03 |
Fidelity Commonwealth Trust |
Fidelity Large Cap Stock Fund |
Equity |
07/01/03 |
Fidelity Commonwealth Trust |
Fidelity Mid Cap Stock Fund |
Equity |
07/01/03 |
Fidelity Commonwealth Trust |
Fidelity Small Cap Retirement Fund |
Equity |
07/01/03 |
Fidelity Commonwealth Trust |
Fidelity Small Cap Stock Fund |
Equity |
07/01/03 |
Fidelity Commonwealth Trust |
Fidelity Strategic Real Return Fund |
Fixed-Income |
07/21/05 |
Fidelity Contrafund |
Fidelity Advisor New Insights Fund |
Equity |
07/17/03 |
Fidelity Contrafund |
Fidelity Contrafund |
Equity |
07/01/03 |
Fidelity Destiny Portfolios |
Fidelity Advisor Capital Development Fund |
Equity |
07/01/03 |
Fidelity Destiny Portfolios |
Fidelity Advisor Diversified Stock Fund |
Equity |
07/01/03 |
Fidelity Devonshire Trust |
Fidelity Equity-Income Fund |
Equity |
07/01/03 |
Fidelity Devonshire Trust |
Fidelity Large Cap Growth Fund |
Equity |
07/01/03 |
Fidelity Devonshire Trust |
Fidelity Large Cap Value Fund |
Equity |
07/01/03 |
Fidelity Devonshire Trust |
Fidelity Mid Cap Growth Fund |
Equity |
07/01/03 |
Fidelity Devonshire Trust |
Fidelity Mid Cap Value Fund |
Equity |
07/01/03 |
Fidelity Devonshire Trust |
Fidelity Real Estate Investment Portfolio |
Equity |
07/01/03 |
Fidelity Devonshire Trust |
Fidelity Utilities Fund |
Equity |
07/01/03 |
Fidelity Financial Trust |
Fidelity Convertible Securities Fund |
Equity |
07/01/03 |
Fidelity Financial Trust |
Fidelity Equity-Income II Fund |
Equity |
07/01/03 |
Fidelity Financial Trust |
Fidelity Independence Fund |
Equity |
07/01/03 |
Fidelity Financial Trust |
Fidelity Strategic Dividend & Income Fund |
Fixed-Income |
11/20/03 |
Fidelity Fixed-Income Trust |
Fidelity Focused High Income Fund |
Fixed-Income |
07/15/04 |
Fidelity Fixed-Income Trust |
Fidelity High Income Fund |
Fixed-Income |
07/01/03 |
Fidelity Hastings Street Trust |
Fidelity Fifty |
Equity |
07/01/03 |
Fidelity Hastings Street Trust |
Fidelity Fund |
Equity |
07/01/03 |
Fidelity Hastings Street Trust |
Fidelity Growth & Income II Portfolio |
Equity |
07/01/03 |
Fidelity Hastings Street Trust |
Fidelity Growth Discovery Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Aggressive International Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Canada Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity China Region Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Diversified International Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Emerging Markets Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Europe Capital Appreciation Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Europe Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Global Balanced Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity International Discovery Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity International Small Cap Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity International Small Cap Opportunities Fund |
Equity |
07/21/05 |
Fidelity Investment Trust |
Fidelity International Value Fund |
Equity |
05/18/06 |
Fidelity Investment Trust |
Fidelity Japan Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Japan Smaller Companies Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Latin America Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Nordic Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Overseas Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Pacific Basin Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Southeast Asia Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Worldwide Fund |
Equity |
07/01/03 |
Fidelity Magellan Fund |
Fidelity Magellan Fund |
Equity |
07/01/03 |
Fidelity Mt. Vernon Street Trust |
Fidelity Aggressive Growth Fund |
Equity |
07/01/03 |
Fidelity Mt. Vernon Street Trust |
Fidelity Growth Company Fund |
Equity |
07/01/03 |
Fidelity Mt. Vernon Street Trust |
Fidelity New Millennium Fund |
Equity |
07/01/03 |
Fidelity Puritan Trust |
Fidelity Balanced Fund |
Equity |
07/01/03 |
Fidelity Puritan Trust |
Fidelity Low-Priced Stock Fund |
Equity |
07/01/03 |
Fidelity Puritan Trust |
Fidelity Puritan Fund |
Equity |
07/01/03 |
Fidelity Puritan Trust |
Fidelity Value Discovery Fund |
Equity |
07/01/03 |
Fidelity School Street Trust |
Fidelity New Markets Income Fund |
Fixed-Income |
07/01/03 |
Fidelity School Street Trust |
Fidelity Strategic Income Fund |
Fixed-Income |
07/01/03 |
Fidelity Securities Fund |
Fidelity Advisor Aggressive Growth Fund |
Equity |
07/01/03 |
Fidelity Securities Fund |
Fidelity Blue Chip Growth Fund |
Equity |
07/01/03 |
Fidelity Securities Fund |
Fidelity Blue Chip Value Fund |
Equity |
07/01/03 |
Fidelity Securities Fund |
Fidelity Dividend Growth Fund |
Equity |
07/01/03 |
Fidelity Securities Fund |
Fidelity Growth & Income Portfolio |
Equity |
07/01/03 |
Fidelity Securities Fund |
Fidelity International Real Estate Fund |
Equity |
07/15/04 |
Fidelity Securities Fund |
Fidelity Leveraged Company Stock Fund |
Equity |
07/01/03 |
Fidelity Securities Fund |
Fidelity OTC Portfolio |
Equity |
07/01/03 |
Fidelity Securities Fund |
Fidelity Real Estate Income Fund |
Fixed-Income |
07/01/03 |
Fidelity Securities Fund |
Fidelity Small Cap Growth Fund |
Equity |
09/16/04 |
Fidelity Securities Fund |
Fidelity Small Cap Value Fund |
Equity |
09/16/04 |
Fidelity Select Portfolios |
Air Transportation Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Automotive Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Banking Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Biotechnology Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Brokerage and Investment Management Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Chemicals Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Communications Equipment Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Computers Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Construction and Housing Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Consumer Discretionary Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Consumer Staples Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Defense and Aerospace Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Electronics Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Energy Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Energy Service Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Environmental Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Financial Services Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Gold Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Health Care Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Home Finance Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Industrial Equipment Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Industrials Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Insurance Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
IT Services Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Leisure Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Materials Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Medical Delivery Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Medical Equipment and Systems Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Multimedia Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Natural Gas Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Natural Resources Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Networking and Infrastructure Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Paper and Forest Products Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Pharmaceuticals Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Retailing Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Software and Computer Services Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Technology Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Telecommunications Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Transportation Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Utilities Growth Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Wireless Portfolio |
Equity |
07/01/03 |
Fidelity Summer Street Trust |
Fidelity Capital & Income Fund |
Fixed-Income |
07/01/03 |
Fidelity Trend Fund |
Fidelity Trend Fund |
Equity |
07/01/03 |
Fidelity Union Street Trust |
Fidelity Export and Multinational Fund |
Equity |
07/01/03 |
Variable Insurance Products Fund |
Equity-Income Portfolio |
Equity |
01/01/05 |
Variable Insurance Products Fund |
Growth Portfolio |
Equity |
01/01/05 |
Variable Insurance Products Fund |
High Income Portfolio |
Fixed-Income |
07/01/03 |
Variable Insurance Products Fund |
Overseas Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund |
Value Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund II |
Asset Manager Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund II |
Asset Manager: Growth Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund II |
Contrafund Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund III |
Aggressive Growth Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund III |
Balanced Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund III |
Dynamic Capital Appreciation Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund III |
Growth & Income Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund III |
Growth Opportunities Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund III |
Mid Cap Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund III |
Value Strategies Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund IV |
Consumer Discretionary Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund IV |
Energy Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund IV |
Financial Services Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund IV |
Growth Stock Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund IV |
Health Care Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund IV |
Industrials Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund IV |
International Capital Appreciation Portfolio |
Equity |
11/18/04 |
Variable Insurance Products Fund IV |
Real Estate Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund IV |
Strategic Income Portfolio |
Fixed-Income |
11/20/03 |
Variable Insurance Products Fund IV |
Technology Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund IV |
Utilities Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund IV |
Value Leaders Portfolio |
Equity |
07/01/03 |
Solely for purposes of Section 3 ("Compensation") of the Agreement, the following funds are deemed listed on Schedule A:
Name of LLC |
Name of Portfolio |
Type of Fund |
Effective Date |
Fidelity Central Investment Portfolios LLC |
Fidelity Consumer Discretionary Central Fund |
Equity |
07/21/06 |
Fidelity Central Investment Portfolios LLC |
Fidelity Consumer Staples Central Fund |
Equity |
07/21/06 |
Fidelity Central Investment Portfolios LLC |
Fidelity Energy Central Fund |
Equity |
07/21/06 |
Fidelity Central Investment Portfolios LLC |
Fidelity Financials Central Fund |
Equity |
07/21/06 |
Fidelity Central Investment Portfolios LLC |
Fidelity Floating Rate Central Fund |
Equity |
11/18/04 |
Fidelity Central Investment Portfolios LLC |
Fidelity Health Care Central Fund |
Equity |
07/21/06 |
Fidelity Central Investment Portfolios LLC |
Fidelity High Income Central Fund 1 |
Equity |
9/16/04 |
Fidelity Central Investment Portfolios LLC |
Fidelity Industrials Central Fund |
Equity |
07/21/06 |
Fidelity Central Investment Portfolios LLC |
Fidelity Information Technology Central Fund |
Equity |
07/21/06 |
Fidelity Central Investment Portfolios LLC |
Fidelity Materials Central Fund |
Equity |
07/21/06 |
Fidelity Central Investment Portfolios LLC |
Fidelity Specialized High Income Central Fund |
Equity |
07/21/05 |
Fidelity Central Investment Portfolios LLC |
Fidelity Telcom Services Central Fund |
Equity |
07/21/06 |
Fidelity Central Investment Portfolios LLC |
Fidelity Utilities Central Fund |
Equity |
07/21/06 |
Agreed and Accepted
as of April 2, 2007
Fidelity Management & Research Company |
\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\ |
Fidelity International Investment Advisors |
||
By: |
/s/JS Wynant |
|
By: |
/s/David Saul |
Name: |
JS Wynant |
|
Name: |
David Saul |
Title: |
Vice President |
|
Title: |
Director |
Exhibit (d)(59)
Schedule A
Trusts and Portfolios Covered by the Sub-Research Agreement, dated as of July 1, 2003
between
Fidelity International Investment Advisors
and
Fidelity International Investment Advisors (U.K.) Limited
Name of Trust |
Name of Portfolio |
Type of Fund |
Effective Date |
|
|
|
|
Fidelity Advisor Series I |
Fidelity Advisor Asset Manager 70% |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Balanced Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Dividend Growth Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Dynamic Capital Appreciation Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Equity Growth Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Equity Income Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Equity Value Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Fifty Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Growth & Income Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Growth Opportunities Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Large Cap Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Leveraged Company Stock Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Mid Cap Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Small Cap Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Strategic Growth Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Value Strategies Fund |
Equity |
07/01/03 |
Fidelity Advisor Series II |
Fidelity Advisor Floating Rate High Income Fund |
Fixed-Income |
07/01/03 |
Fidelity Advisor Series II |
Fidelity Advisor High Income Advantage Fund |
Fixed-Income |
07/01/03 |
Fidelity Advisor Series II |
Fidelity Advisor High Income Fund |
Fixed-Income |
07/01/03 |
Fidelity Advisor Series II |
Fidelity Advisor Mid Cap II Fund |
Equity |
07/15/04 |
Fidelity Advisor Series II |
Fidelity Advisor Strategic Income Fund |
Fixed-Income |
07/01/03 |
Fidelity Advisor Series II |
Fidelity Advisor Value Fund |
Equity |
11/20/03 |
Fidelity Advisor Series IV |
Fidelity Real Estate High Income Fund |
Fixed-Income |
07/01/03 |
Fidelity Advisor Series VII |
Fidelity Advisor Biotechnology Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VII
|
Fidelity Advisor Communications Equipment Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VII |
Fidelity Advisor Consumer Discretionary Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VII |
Fidelity Advisor Electronics Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VII |
Fidelity Advisor Energy Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VII |
Fidelity Advisor Financial Services Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VII |
Fidelity Advisor Health Care Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VII |
Fidelity Advisor Industrials Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VII |
Fidelity Advisor Real Estate Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VII |
Fidelity Advisor Technology Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VII |
Fidelity Advisor Utilities Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VIII |
Fidelity Advisor Diversified International Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VIII |
Fidelity Advisor Emerging Asia Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VIII |
Fidelity Advisor Emerging Markets Fund |
Equity |
09/18/03 |
Fidelity Advisor Series VIII |
Fidelity Advisor Emerging Markets Income Fund |
Fixed-Income |
07/01/03 |
Fidelity Advisor Series VIII |
Fidelity Advisor Europe Capital Appreciation Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VIII |
Fidelity Advisor Global Capital Appreciation Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VIII |
Fidelity Advisor International Capital Appreciation Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VIII |
Fidelity Advisor Japan Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VIII |
Fidelity Advisor Korea Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VIII |
Fidelity Advisor Latin America Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VIII |
Fidelity Advisor Overseas Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VIII |
Fidelity Advisor Value Leaders Fund |
Equity |
07/01/03 |
Fidelity Beacon Street Trust |
Fidelity Advisor Tax Managed Stock Fund |
Equity |
07/01/03 |
Fidelity Beacon Street Trust |
Fidelity Tax Managed Stock Fund |
Equity |
07/01/03 |
Fidelity Capital Trust |
Fidelity Capital Appreciation Fund |
Equity |
07/01/03 |
Fidelity Capital Trust |
Fidelity Disciplined Equity Fund |
Equity |
07/01/03 |
Fidelity Capital Trust |
Fidelity Focused Stock Fund |
Equity |
07/01/03 |
Fidelity Capital Trust |
Fidelity Small Cap Independence Fund |
Equity |
07/01/03 |
Fidelity Capital Trust |
Fidelity Stock Selector |
Equity |
07/01/03 |
Fidelity Capital Trust |
Fidelity Value Fund |
Equity |
07/01/03 |
Fidelity Charles Street Trust |
Fidelity Asset Manager 20% |
Equity |
07/01/03 |
Fidelity Charles Street Trust |
Fidelity Asset Manager 50% |
Equity |
07/01/03 |
Fidelity Charles Street Trust |
Fidelity Asset Manager 70% |
Equity |
07/01/03 |
Fidelity Charles Street Trust |
Fidelity Asset Manager 85% |
Equity |
07/01/03 |
Fidelity Commonwealth Trust |
Fidelity Large Cap Stock Fund |
Equity |
07/01/03 |
Fidelity Commonwealth Trust |
Fidelity Mid Cap Stock Fund |
Equity |
07/01/03 |
Fidelity Commonwealth Trust |
Fidelity Small Cap Retirement Fund |
Equity |
07/01/03 |
Fidelity Commonwealth Trust |
Fidelity Small Cap Stock Fund |
Equity |
07/01/03 |
Fidelity Commonwealth Trust |
Fidelity Strategic Real Return Fund |
Fixed-Income |
07/21/05 |
Fidelity Contrafund |
Fidelity Advisor New Insights Fund |
Equity |
07/17/03 |
Fidelity Contrafund |
Fidelity Contrafund |
Equity |
07/01/03 |
Fidelity Destiny Portfolios |
Fidelity Advisor Capital Development Fund |
Equity |
07/01/03 |
Fidelity Destiny Portfolios |
Fidelity Advisor Diversified Stock Fund |
Equity |
07/01/03 |
Fidelity Devonshire Trust |
Fidelity Equity-Income Fund |
Equity |
07/01/03 |
Fidelity Devonshire Trust |
Fidelity Large Cap Growth Fund |
Equity |
07/01/03 |
Fidelity Devonshire Trust |
Fidelity Large Cap Value Fund |
Equity |
07/01/03 |
Fidelity Devonshire Trust |
Fidelity Mid Cap Growth Fund |
Equity |
07/01/03 |
Fidelity Devonshire Trust |
Fidelity Mid Cap Value Fund |
Equity |
07/01/03 |
Fidelity Devonshire Trust |
Fidelity Real Estate Investment Portfolio |
Equity |
07/01/03 |
Fidelity Devonshire Trust |
Fidelity Utilities Fund |
Equity |
07/01/03 |
Fidelity Financial Trust |
Fidelity Convertible Securities Fund |
Equity |
07/01/03 |
Fidelity Financial Trust |
Fidelity Equity-Income II Fund |
Equity |
07/01/03 |
Fidelity Financial Trust |
Fidelity Independence Fund |
Equity |
07/01/03 |
Fidelity Financial Trust |
Fidelity Strategic Dividend & Income Fund |
Fixed-Income |
11/20/03 |
Fidelity Fixed-Income Trust |
Fidelity Focused High Income Fund |
Fixed-Income |
07/15/04 |
Fidelity Fixed-Income Trust |
Fidelity High Income Fund |
Fixed-Income |
07/01/03 |
Fidelity Hastings Street Trust |
Fidelity Fifty |
Equity |
07/01/03 |
Fidelity Hastings Street Trust |
Fidelity Fund |
Equity |
07/01/03 |
Fidelity Hastings Street Trust |
Fidelity Growth & Income II Portfolio |
Equity |
07/01/03 |
Fidelity Hastings Street Trust |
Fidelity Growth Discovery Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Aggressive International Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Canada Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity China Region Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Diversified International Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Emerging Markets Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Europe Capital Appreciation Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Europe Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Global Balanced Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity International Discovery Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity International Small Cap Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity International Small Cap Opportunities Fund |
Equity |
07/21/05 |
Fidelity Investment Trust |
Fidelity International Value Fund |
Equity |
05/18/06 |
Fidelity Investment Trust |
Fidelity Japan Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Japan Smaller Companies Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Latin America Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Nordic Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Overseas Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Pacific Basin Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Southeast Asia Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Worldwide Fund |
Equity |
07/01/03 |
Fidelity Magellan Fund |
Fidelity Magellan Fund |
Equity |
07/01/03 |
Fidelity Mt. Vernon Street Trust |
Fidelity Aggressive Growth Fund |
Equity |
07/01/03 |
Fidelity Mt. Vernon Street Trust |
Fidelity Growth Company Fund |
Equity |
07/01/03 |
Fidelity Mt. Vernon Street Trust |
Fidelity New Millennium Fund |
Equity |
07/01/03 |
Fidelity Puritan Trust |
Fidelity Balanced Fund |
Equity |
07/01/03 |
Fidelity Puritan Trust |
Fidelity Low-Priced Stock Fund |
Equity |
07/01/03 |
Fidelity Puritan Trust |
Fidelity Puritan Fund |
Equity |
07/01/03 |
Fidelity Puritan Trust |
Fidelity Value Discovery Fund |
Equity |
07/01/03 |
Fidelity School Street Trust |
Fidelity New Markets Income Fund |
Fixed-Income |
07/01/03 |
Fidelity School Street Trust |
Fidelity Strategic Income Fund |
Fixed-Income |
07/01/03 |
Fidelity Securities Fund |
Fidelity Advisor Aggressive Growth Fund |
Equity |
07/01/03 |
Fidelity Securities Fund |
Fidelity Blue Chip Growth Fund |
Equity |
07/01/03 |
Fidelity Securities Fund |
Fidelity Blue Chip Value Fund |
Equity |
07/01/03 |
Fidelity Securities Fund |
Fidelity Dividend Growth Fund |
Equity |
07/01/03 |
Fidelity Securities Fund |
Fidelity Growth & Income Portfolio |
Equity |
07/01/03 |
Fidelity Securities Fund |
Fidelity International Real Estate Fund |
Equity |
07/15/04 |
Fidelity Securities Fund |
Fidelity Leveraged Company Stock Fund |
Equity |
07/01/03 |
Fidelity Securities Fund |
Fidelity OTC Portfolio |
Equity |
07/01/03 |
Fidelity Securities Fund |
Fidelity Real Estate Income Fund |
Fixed-Income |
07/01/03 |
Fidelity Securities Fund |
Fidelity Small Cap Growth Fund |
Equity |
09/16/04 |
Fidelity Securities Fund |
Fidelity Small Cap Value Fund |
Equity |
09/16/04 |
Fidelity Select Portfolios |
Air Transportation Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Automotive Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Banking Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Biotechnology Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Brokerage and Investment Management Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Chemicals Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Communications Equipment Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Computers Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Construction and Housing Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Consumer Discretionary Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Consumer Staples Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Defense and Aerospace Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Electronics Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Energy Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Energy Service Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Environmental Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Financial Services Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Gold Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Health Care Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Home Finance Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Industrial Equipment Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Industrials Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Insurance Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
IT Services Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Leisure Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Materials Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Medical Delivery Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Medical Equipment and Systems Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Multimedia Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Natural Gas Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Natural Resources Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Networking and Infrastructure Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Paper and Forest Products Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Pharmaceuticals Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Retailing Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Software and Computer Services Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Technology Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Telecommunications Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Transportation Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Utilities Growth Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Wireless Portfolio |
Equity |
07/01/03 |
Fidelity Summer Street Trust |
Fidelity Capital & Income Fund |
Fixed-Income |
07/01/03 |
Fidelity Trend Fund |
Fidelity Trend Fund |
Equity |
07/01/03 |
Fidelity Union Street Trust |
Fidelity Export and Multinational Fund |
Equity |
07/01/03 |
Variable Insurance Products Fund |
Equity-Income Portfolio |
Equity |
01/01/05 |
Variable Insurance Products Fund |
Growth Portfolio |
Equity |
01/01/05 |
Variable Insurance Products Fund |
High Income Portfolio |
Fixed-Income |
07/01/03 |
Variable Insurance Products Fund |
Overseas Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund |
Value Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund II |
Asset Manager Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund II |
Asset Manager: Growth Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund II |
Contrafund Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund III |
Aggressive Growth Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund III |
Balanced Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund III |
Dynamic Capital Appreciation Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund III |
Growth & Income Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund III |
Growth Opportunities Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund III |
Mid Cap Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund III |
Value Strategies Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund IV |
Consumer Discretionary Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund IV |
Energy Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund IV |
Financial Services Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund IV |
Growth Stock Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund IV |
Health Care Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund IV |
Industrials Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund IV |
International Capital Appreciation Portfolio |
Equity |
11/18/04 |
Variable Insurance Products Fund IV |
Real Estate Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund IV |
Strategic Income Portfolio |
Fixed-Income |
11/20/03 |
Variable Insurance Products Fund IV |
Technology Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund IV |
Utilities Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund IV |
Value Leaders Portfolio |
Equity |
07/01/03 |
Agreed and Accepted
as of April 2, 2007
Fidelity International Investment Advisors |
\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\ |
Fidelity International Investment Advisors (U.K.) Limited |
||
By: |
/s/Allan Pervang |
|
By: |
/s/Richard Wane |
Name: |
Allan Pervang |
|
Name: |
Richard Wane |
Title: |
Director |
|
Title: |
Director |
Exhibit (d)(62)
Schedule A
Trusts and Portfolios Covered by the Sub-Research Agreement, dated as of July 1, 2003, between
Fidelity International Investment Advisors
and
Fidelity Investments Japan Limited
Name of Trust |
Name of Portfolio |
Type of Fund |
Effective Date |
|
|
|
|
Fidelity Advisor Series I |
Fidelity Advisor Asset Manager 70% |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Balanced Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Dividend Growth Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Dynamic Capital Appreciation Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Equity Growth Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Equity Income Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Equity Value Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Fifty Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Growth & Income Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Growth Opportunities Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Large Cap Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Leveraged Company Stock Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Mid Cap Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Small Cap Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Strategic Growth Fund |
Equity |
07/01/03 |
Fidelity Advisor Series I |
Fidelity Advisor Value Strategies Fund |
Equity |
07/01/03 |
Fidelity Advisor Series II |
Fidelity Advisor Floating Rate High Income Fund |
Fixed-Income |
07/01/03 |
Fidelity Advisor Series II |
Fidelity Advisor High Income Advantage Fund |
Fixed-Income |
07/01/03 |
Fidelity Advisor Series II |
Fidelity Advisor High Income Fund |
Fixed-Income |
07/01/03 |
Fidelity Advisor Series II |
Fidelity Advisor Mid Cap II Fund |
Equity |
07/15/04 |
Fidelity Advisor Series II |
Fidelity Advisor Strategic Income Fund |
Fixed-Income |
07/01/03 |
Fidelity Advisor Series II |
Fidelity Advisor Value Fund |
Equity |
11/20/03 |
Fidelity Advisor Series IV |
Fidelity Real Estate High Income Fund |
Fixed-Income |
07/01/03 |
Fidelity Advisor Series VII |
Fidelity Advisor Biotechnology Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VII
|
Fidelity Advisor Communications Equipment Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VII |
Fidelity Advisor Consumer Discretionary Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VII |
Fidelity Advisor Electronics Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VII |
Fidelity Advisor Energy Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VII |
Fidelity Advisor Financial Services Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VII |
Fidelity Advisor Health Care Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VII |
Fidelity Advisor Industrials Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VII |
Fidelity Advisor Real Estate Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VII |
Fidelity Advisor Technology Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VII |
Fidelity Advisor Utilities Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VIII |
Fidelity Advisor Diversified International Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VIII |
Fidelity Advisor Emerging Asia Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VIII |
Fidelity Advisor Emerging Markets Fund |
Equity |
09/18/03 |
Fidelity Advisor Series VIII |
Fidelity Advisor Emerging Markets Income Fund |
Fixed-Income |
07/01/03 |
Fidelity Advisor Series VIII |
Fidelity Advisor Europe Capital Appreciation Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VIII |
Fidelity Advisor Global Capital Appreciation Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VIII |
Fidelity Advisor International Capital Appreciation Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VIII |
Fidelity Advisor Japan Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VIII |
Fidelity Advisor Korea Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VIII |
Fidelity Advisor Latin America Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VIII |
Fidelity Advisor Overseas Fund |
Equity |
07/01/03 |
Fidelity Advisor Series VIII |
Fidelity Advisor Value Leaders Fund |
Equity |
07/01/03 |
Fidelity Beacon Street Trust |
Fidelity Advisor Tax Managed Stock Fund |
Equity |
07/01/03 |
Fidelity Beacon Street Trust |
Fidelity Tax Managed Stock Fund |
Equity |
07/01/03 |
Fidelity Capital Trust |
Fidelity Capital Appreciation Fund |
Equity |
07/01/03 |
Fidelity Capital Trust |
Fidelity Disciplined Equity Fund |
Equity |
07/01/03 |
Fidelity Capital Trust |
Fidelity Focused Stock Fund |
Equity |
07/01/03 |
Fidelity Capital Trust |
Fidelity Small Cap Independence Fund |
Equity |
07/01/03 |
Fidelity Capital Trust |
Fidelity Stock Selector |
Equity |
07/01/03 |
Fidelity Capital Trust |
Fidelity Value Fund |
Equity |
07/01/03 |
Fidelity Charles Street Trust |
Fidelity Asset Manager 20% |
Equity |
07/01/03 |
Fidelity Charles Street Trust |
Fidelity Asset Manager 50% |
Equity |
07/01/03 |
Fidelity Charles Street Trust |
Fidelity Asset Manager 70% |
Equity |
07/01/03 |
Fidelity Charles Street Trust |
Fidelity Asset Manager 85% |
Equity |
07/01/03 |
Fidelity Commonwealth Trust |
Fidelity Large Cap Stock Fund |
Equity |
07/01/03 |
Fidelity Commonwealth Trust |
Fidelity Mid Cap Stock Fund |
Equity |
07/01/03 |
Fidelity Commonwealth Trust |
Fidelity Small Cap Retirement Fund |
Equity |
07/01/03 |
Fidelity Commonwealth Trust |
Fidelity Small Cap Stock Fund |
Equity |
07/01/03 |
Fidelity Commonwealth Trust |
Fidelity Strategic Real Return Fund |
Fixed-Income |
07/21/05 |
Fidelity Contrafund |
Fidelity Advisor New Insights Fund |
Equity |
07/17/03 |
Fidelity Contrafund |
Fidelity Contrafund |
Equity |
07/01/03 |
Fidelity Destiny Portfolios |
Fidelity Advisor Capital Development Fund |
Equity |
07/01/03 |
Fidelity Destiny Portfolios |
Fidelity Advisor Diversified Stock Fund |
Equity |
07/01/03 |
Fidelity Devonshire Trust |
Fidelity Equity-Income Fund |
Equity |
07/01/03 |
Fidelity Devonshire Trust |
Fidelity Large Cap Growth Fund |
Equity |
07/01/03 |
Fidelity Devonshire Trust |
Fidelity Large Cap Value Fund |
Equity |
07/01/03 |
Fidelity Devonshire Trust |
Fidelity Mid Cap Growth Fund |
Equity |
07/01/03 |
Fidelity Devonshire Trust |
Fidelity Mid Cap Value Fund |
Equity |
07/01/03 |
Fidelity Devonshire Trust |
Fidelity Real Estate Investment Portfolio |
Equity |
07/01/03 |
Fidelity Devonshire Trust |
Fidelity Utilities Fund |
Equity |
07/01/03 |
Fidelity Financial Trust |
Fidelity Convertible Securities Fund |
Equity |
07/01/03 |
Fidelity Financial Trust |
Fidelity Equity-Income II Fund |
Equity |
07/01/03 |
Fidelity Financial Trust |
Fidelity Independence Fund |
Equity |
07/01/03 |
Fidelity Financial Trust |
Fidelity Strategic Dividend & Income Fund |
Fixed-Income |
11/20/03 |
Fidelity Fixed-Income Trust |
Fidelity Focused High Income Fund |
Fixed-Income |
07/15/04 |
Fidelity Fixed-Income Trust |
Fidelity High Income Fund |
Fixed-Income |
07/01/03 |
Fidelity Hastings Street Trust |
Fidelity Fifty |
Equity |
07/01/03 |
Fidelity Hastings Street Trust |
Fidelity Fund |
Equity |
07/01/03 |
Fidelity Hastings Street Trust |
Fidelity Growth & Income II Portfolio |
Equity |
07/01/03 |
Fidelity Hastings Street Trust |
Fidelity Growth Discovery Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Aggressive International Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Canada Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity China Region Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Diversified International Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Emerging Markets Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Europe Capital Appreciation Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Europe Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Global Balanced Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity International Discovery Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity International Small Cap Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity International Small Cap Opportunities Fund |
Equity |
07/21/05 |
Fidelity Investment Trust |
Fidelity International Value Fund |
Equity |
05/18/06 |
Fidelity Investment Trust |
Fidelity Japan Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Japan Smaller Companies Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Latin America Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Nordic Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Overseas Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Pacific Basin Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Southeast Asia Fund |
Equity |
07/01/03 |
Fidelity Investment Trust |
Fidelity Worldwide Fund |
Equity |
07/01/03 |
Fidelity Magellan Fund |
Fidelity Magellan Fund |
Equity |
07/01/03 |
Fidelity Mt. Vernon Street Trust |
Fidelity Aggressive Growth Fund |
Equity |
07/01/03 |
Fidelity Mt. Vernon Street Trust |
Fidelity Growth Company Fund |
Equity |
07/01/03 |
Fidelity Mt. Vernon Street Trust |
Fidelity New Millennium Fund |
Equity |
07/01/03 |
Fidelity Puritan Trust |
Fidelity Balanced Fund |
Equity |
07/01/03 |
Fidelity Puritan Trust |
Fidelity Low-Priced Stock Fund |
Equity |
07/01/03 |
Fidelity Puritan Trust |
Fidelity Puritan Fund |
Equity |
07/01/03 |
Fidelity Puritan Trust |
Fidelity Value Discovery Fund |
Equity |
07/01/03 |
Fidelity School Street Trust |
Fidelity New Markets Income Fund |
Fixed-Income |
07/01/03 |
Fidelity School Street Trust |
Fidelity Strategic Income Fund |
Fixed-Income |
07/01/03 |
Fidelity Securities Fund |
Fidelity Advisor Aggressive Growth Fund |
Equity |
07/01/03 |
Fidelity Securities Fund |
Fidelity Blue Chip Growth Fund |
Equity |
07/01/03 |
Fidelity Securities Fund |
Fidelity Blue Chip Value Fund |
Equity |
07/01/03 |
Fidelity Securities Fund |
Fidelity Dividend Growth Fund |
Equity |
07/01/03 |
Fidelity Securities Fund |
Fidelity Growth & Income Portfolio |
Equity |
07/01/03 |
Fidelity Securities Fund |
Fidelity International Real Estate Fund |
Equity |
07/15/04 |
Fidelity Securities Fund |
Fidelity Leveraged Company Stock Fund |
Equity |
07/01/03 |
Fidelity Securities Fund |
Fidelity OTC Portfolio |
Equity |
07/01/03 |
Fidelity Securities Fund |
Fidelity Real Estate Income Fund |
Fixed-Income |
07/01/03 |
Fidelity Securities Fund |
Fidelity Small Cap Growth Fund |
Equity |
09/16/04 |
Fidelity Securities Fund |
Fidelity Small Cap Value Fund |
Equity |
09/16/04 |
Fidelity Select Portfolios |
Air Transportation Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Automotive Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Banking Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Biotechnology Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Brokerage and Investment Management Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Chemicals Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Communications Equipment Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Computers Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Construction and Housing Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Consumer Discretionary Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Consumer Staples Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Defense and Aerospace Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Electronics Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Energy Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Energy Service Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Environmental Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Financial Services Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Gold Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Health Care Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Home Finance Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Industrial Equipment Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Industrials Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Insurance Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
IT Services Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Leisure Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Materials Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Medical Delivery Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Medical Equipment and Systems Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Multimedia Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Natural Gas Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Natural Resources Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Networking and Infrastructure Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Paper and Forest Products Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Pharmaceuticals Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Retailing Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Software and Computer Services Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Technology Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Telecommunications Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Transportation Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Utilities Growth Portfolio |
Equity |
07/01/03 |
Fidelity Select Portfolios |
Wireless Portfolio |
Equity |
07/01/03 |
Fidelity Summer Street Trust |
Fidelity Capital & Income Fund |
Fixed-Income |
07/01/03 |
Fidelity Trend Fund |
Fidelity Trend Fund |
Equity |
07/01/03 |
Fidelity Union Street Trust |
Fidelity Export and Multinational Fund |
Equity |
07/01/03 |
Variable Insurance Products Fund |
Equity-Income Portfolio |
Equity |
01/01/05 |
Variable Insurance Products Fund |
Growth Portfolio |
Equity |
01/01/05 |
Variable Insurance Products Fund |
High Income Portfolio |
Fixed-Income |
07/01/03 |
Variable Insurance Products Fund |
Overseas Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund |
Value Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund II |
Asset Manager Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund II |
Asset Manager: Growth Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund II |
Contrafund Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund III |
Aggressive Growth Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund III |
Balanced Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund III |
Dynamic Capital Appreciation Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund III |
Growth & Income Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund III |
Growth Opportunities Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund III |
Mid Cap Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund III |
Value Strategies Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund IV |
Consumer Discretionary Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund IV |
Energy Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund IV |
Financial Services Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund IV |
Growth Stock Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund IV |
Health Care Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund IV |
Industrials Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund IV |
International Capital Appreciation Portfolio |
Equity |
11/18/04 |
Variable Insurance Products Fund IV |
Real Estate Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund IV |
Strategic Income Portfolio |
Fixed-Income |
11/20/03 |
Variable Insurance Products Fund IV |
Technology Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund IV |
Utilities Portfolio |
Equity |
07/01/03 |
Variable Insurance Products Fund IV |
Value Leaders Portfolio |
Equity |
07/01/03 |
Agreed and Accepted
as of April 2, 2007
Fidelity International Investment Advisors |
\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\ |
Fidelity Investments Japan Limited |
||
By: |
/s/David J. Saul |
|
By: |
/s/Thomas Balk |
Name: |
David J. Saul |
|
Name: |
Thomas Balk |
Title: |
Director |
|
Title: |
Representative Executive Officer |
|
|
Exhibit (g)(4)
APPENDIX A
TO
CUSTODIAN AGREEMENT
BETWEEN
CITIBANK, N.A.
AND
EACH OF THE INVESTMENT COMPANIES
DATED AS OF June 29, 2007
Trust |
Fund |
Effective |
Fidelity Advisor Series I |
Fidelity Advisor Mid Cap II Fund |
June 29, 2007 |
Fidelity Advisor Series II |
Fidelity Advisor Municipal Income Fund |
January 1, 2007 |
Fidelity California Municipal Trust |
Fidelity California Municipal Income Fund |
January 1, 2007 |
Fidelity California Municipal Trust |
Fidelity California Short-Intermediate Tax-Free Bond Fund |
January 1, 2007 |
Fidelity California Municipal Trust II |
Fidelity California Municipal Money Market Fund |
January 1, 2007 |
Fidelity California Municipal Trust II |
Fidelity California AMT Tax-Free Money Market Fund |
January 1, 2007 |
Fidelity Capital Trust |
Fidelity Capital Appreciation Fund |
March 26, 2007 |
Fidelity Colchester Street Trust |
Tax-Exempt Portfolio |
January 1, 2007 |
Fidelity Court Street Trust |
Fidelity Connecticut Municipal Income Fund |
January 1, 2007 |
Fidelity Court Street Trust |
Fidelity Florida Municipal Income Fund |
January 1, 2007 |
Fidelity Court Street Trust |
Fidelity New Jersey Municipal Income Fund |
January 1, 2007 |
Fidelity Court Street Trust II |
Fidelity New Jersey Municipal Money Market Fund |
January 1, 2007 |
Fidelity Court Street Trust II |
Fidelity Connecticut Municipal Money Market Fund |
January 1, 2007 |
Fidelity Court Street Trust II |
Fidelity Florida Municipal Money Market Fund |
January 1, 2007 |
Fidelity Court Street Trust II |
Fidelity New Jersey AMT Tax-Free Money Market Fund |
January 1, 2007 |
Fidelity Devonshire Trust |
Fidelity Large Cap Growth Fund |
January 1, 2007 |
Fidelity Devonshire Trust |
Fidelity Large Cap Value Fund |
January 1, 2007 |
Fidelity Devonshire Trust |
Fidelity Mid Cap Growth Fund |
January 1, 2007 |
Fidelity Devonshire Trust |
Fidelity Mid Cap Value Fund |
January 1, 2007 |
Fidelity Financial Trust |
Fidelity Convertible Securities Fund |
January 1, 2007 |
Fidelity Fixed-Income Trust |
Fidelity Tax-Free Bond Fund |
June 29, 2007 |
Fidelity Fixed-Income Trust |
Fidelity Strategic Dividend & Income Fund |
June 29, 2007 |
Fidelity Fixed-Income Trust |
Fidelity Inflation-Protected Bond Fund |
January 1, 2007 |
Fidelity Hastings Street Trust |
Fidelity Fifty Fund |
January 1, 2007 |
Fidelity Income Fund |
Fidelity Total Bond Fund |
January 1, 2007 |
Fidelity Income Fund |
Fidelity Ultra-Short Bond Fund |
January 1, 2007 |
Fidelity Massachusetts Municipal Trust |
Fidelity Massachusetts AMT Tax-Free Money Market Fund |
January 1, 2007 |
Fidelity Massachusetts Municipal Trust |
Fidelity Massachusetts Municipal Income Fund |
January 1, 2007 |
Fidelity Massachusetts Municipal Trust |
Fidelity Massachusetts Municipal Money Market Fund |
January 1, 2007 |
Fidelity Municipal Trust |
Fidelity Michigan Municipal Income Fund |
January 1, 2007 |
Fidelity Municipal Trust |
Fidelity Minnesota Municipal Income Fund |
January 1, 2007 |
Fidelity Municipal Trust |
Fidelity Municipal Income Fund |
January 1, 2007 |
Fidelity Municipal Trust |
Fidelity Ohio Municipal Income Fund |
January 1, 2007 |
Fidelity Municipal Trust |
Fidelity Pennsylvania Municipal Income Fund |
January 1, 2007 |
Fidelity Municipal Trust |
Fidelity Short-Intermediate Municipal Income Fund |
January 1, 2007 |
Fidelity Municipal Trust II |
Fidelity Michigan Municipal Money Market Fund |
January 1, 2007 |
Fidelity Municipal Trust II |
Fidelity Ohio Municipal Money Market Fund |
January 1, 2007 |
Fidelity Municipal Trust II |
Fidelity Pennsylvania Municipal Money Market Fund |
January 1, 2007 |
Fidelity New York Municipal Trust |
Fidelity New York Municipal Income Fund |
January 1, 2007 |
Fidelity New York Municipal Trust II |
Fidelity New York AMT Tax-Free Money Market Fund |
January 1, 2007 |
Fidelity New York Municipal Trust II |
Fidelity New York Municipal Money Market Fund |
January 1, 2007 |
Fidelity Newbury Street Trust |
Tax-Exempt Fund |
January 1, 2007 |
Fidelity Puritan Trust |
Fidelity Balanced Fund |
March 26, 2007 |
Fidelity Puritan Trust |
Fidelity Value Discovery Fund |
January 1, 2007 |
Fidelity Revere Street Trust |
Fidelity Municipal Cash Central Fund |
January 1, 2007 |
Fidelity Revere Street Trust |
Fidelity Tax-Free Cash Central Fund |
January 1, 2007 |
Fidelity School Street Trust |
Fidelity Intermediate Municipal Income Fund |
January 1, 2007 |
Fidelity Securities Fund |
Fidelity Blue Chip Growth Fund |
January 1, 2007 |
Fidelity Securities Fund |
Fidelity Small Cap Growth Fund |
January 1, 2007 |
Fidelity Securities Fund |
Fidelity Small Cap Value Fund |
January 1, 2007 |
Fidelity Securities Fund |
Fidelity Dividend Growth Fund |
January 1, 2007 |
Fidelity Securities Fund |
Fidelity Small Cap Opportunities Fund |
March 30, 2007 |
Fidelity Securities Fund |
Fidelity Real Estate Income Fund |
January 1, 2007 |
Fidelity Summer Street Trust |
Fidelity Focused High Income Fund |
June 29, 2007 |
Fidelity Union Street Trust |
Fidelity Arizona Municipal Income Fund |
January 1, 2007 |
Fidelity Union Street Trust |
Fidelity Maryland Municipal Income Fund |
January 1, 2007 |
Fidelity Union Street Trust II |
Fidelity AMT Tax-Free Money Fund |
January 1, 2007 |
Fidelity Union Street Trust II |
Fidelity Arizona Municipal Money Market Fund |
January 1, 2007 |
Fidelity Union Street Trust II |
Fidelity Municipal Money Market Fund |
January 1, 2007 |
Notes: Trust Reorganizations as of June 29, 2007 1. Fidelity Advisor Mid Cap II Fund reorganized from Fidelity Advisor Series II to Fidelity Advisor Series I. 2. Fidelity Tax-Free Bond Fund reorganized from Fidelity Devonshire Trust to Fidelity Fixed-Income Trust. 3. Fidelity Strategic Dividend & Income Fund reorganized from Fidelity Financial Trust to Fidelity Fixed-Income Trust. 4. Fidelity Focused High Income Fund reorganized from Fidelity Fixed-Income Trust to Fidelity Summer Street Trust.
|
Each of the Investment Companies |
\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\ |
Citibank, N.A.
|
|
|
|
|
|
|
By: /s/Peter Lydecker |
|
By: /s/Peter Verduin |
Name: Peter Lydecker |
|
Name: Peter Verduin |
Title: Asst. Treasurer |
|
Title: Managing Director |
Exhibit (g)(8)
APPENDIX A
TO
CUSTODIAN AGREEMENT
BETWEEN
STATE STREET BANK AND TRUST COMPANY
AND
EACH OF THE INVESTMENT COMPANIES
DATED AS OF June 29, 2007
Trust |
Fund |
Effective |
Fidelity Advisor Series I |
Fidelity Advisor Dividend Growth Fund |
January 1, 2007 |
Fidelity Advisor Series I |
Fidelity Advisor Dynamic Capital Appreciation Fund |
January 1, 2007 |
Fidelity Advisor Series I |
Fidelity Advisor Equity Value Fund |
January 1, 2007 |
Fidelity Advisor Series I |
Fidelity Advisor Small Cap Fund |
January 1, 2007 |
Fidelity Advisor Series VII |
Fidelity Advisor Biotechnology Fund |
January 1, 2007 |
Fidelity Advisor Series VII |
Fidelity Advisor Communications Equipment Fund |
January 1, 2007 |
Fidelity Advisor Series VII |
Fidelity Advisor Electronics Fund |
January 1, 2007 |
Fidelity Advisor Series VIII |
Fidelity Advisor Diversified International Fund |
January 1, 2007 |
Fidelity Advisor Series VIII |
Fidelity Advisor Europe Capital Appreciation Fund |
January 1, 2007 |
Fidelity Advisor Series VIII |
Fidelity Advisor Global Capital Appreciation Fund |
January 1, 2007 |
Fidelity Advisor Series VIII |
Fidelity Advisor Japan Fund |
January 1, 2007 |
Fidelity Advisor Series VIII |
Fidelity Advisor Latin America Fund |
January 1, 2007 |
Fidelity Beacon Street Trust |
Fidelity Advisor Tax Managed Stock Fund |
January 1, 2007 |
Fidelity Beacon Street Trust |
Fidelity Tax Managed Stock Fund |
January 1, 2007 |
Fidelity Capital Trust |
Fidelity Disciplined Equity Fund |
January 1, 2007 |
Fidelity Charles Street Trust |
Fidelity Advisor Asset Manager 70% |
June 29, 2007 |
Fidelity Commonwealth Trust |
Fidelity Small Cap Retirement Fund |
January 1, 2007 |
Fidelity Destiny Portfolios |
Destiny II |
January 1, 2007 |
Fidelity Destiny Portfolios |
Fidelity Advisor Diversified Stock Fund |
January 1, 2007 |
Fidelity Magellan Fund |
Fidelity Magellan Fund |
January 1, 2007 |
Fidelity Securities Fund |
Fidelity Advisor Aggressive Growth Fund |
January 1, 2007 |
Variable Insurance Products Fund |
Value Portfolio |
January 1, 2007 |
Variable Insurance Products Fund III |
Dynamic Capital Appreciation Portfolio |
January 1, 2007 |
Variable Insurance Products Fund IV |
Consumer Staples Portfolio |
April 1, 2007 |
Variable Insurance Products Fund IV |
Energy Portfolio |
January 1, 2007 |
Variable Insurance Products Fund IV |
Materials Portfolio |
April 1, 2007 |
Variable Insurance Products Fund IV |
Telecommunications Portfolio |
April 1, 2007
|
(1). Fidelity Advisor Series I: Fidelity Advisor Asset Manager 70% reorganized in Fidelity Charles Street Trust effective as of 6/29/07. |
||
|
|
|
|
|
|
|
|
|
|
|
|
Each of the Investment Companies Listed |
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State Street Bank and Trust Company |
By: /s/Peter L. Lydecker Name: Peter L. Lydecker Title: Asst. Treasurer |
\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\ |
By: /s/Joseph L. Hooley Name:Joseph L. Hooley Title: Executive Vice President |
|
|
|
Exhibit (g)(10)
APPENDIX A
TO
CUSTODIAN AGREEMENT
BETWEEN
MELLON BANK, N.A.
AND
EACH OF THE INVESTMENT COMPANIES
DATED AS OF June 29, 2007
|
|
|
Trust Name |
Fund Name |
Effective Date |
|
|
|
Fidelity Aberdeen Street Trust |
Fidelity Advisor Freedom 2045 Fund |
January 1, 2007 |
Fidelity Aberdeen Street Trust |
Fidelity Advisor Freedom 2050 Fund |
January 1, 2007 |
Fidelity Aberdeen Street Trust |
Fidelity Freedom 2045 Fund |
January 1, 2007 |
Fidelity Aberdeen Street Trust |
Fidelity Freedom 2050 Fund |
January 1, 2007 |
Fidelity Advisor Series I |
Fidelity Advisor Growth Opportunities Fund |
January 1, 2007 |
Fidelity Advisor Series I |
Fidelity Advisor Value Fund |
June 29, 2007 |
Fidelity Advisor Series VII |
Fidelity Advisor Real Estate Fund |
January 1, 2007 |
Fidelity Capital Trust |
Fidelity Value Fund |
January 1, 2007 |
Fidelity Commonwealth Trust |
Spartan 500 Index Fund |
January 1, 2007 |
Fidelity Concord Street Trust |
Spartan Extended Market Index Fund |
January 1, 2007 |
Fidelity Concord Street Trust |
Spartan International Index Fund |
January 1, 2007 |
Fidelity Concord Street Trust |
Spartan Total Market Index Fund |
January 1, 2007 |
Fidelity Concord Street Trust |
Spartan U. S. Equity Index Fund |
January 1, 2007 |
Fidelity Fixed-Income Trust |
Fidelity Strategic Real Return Fund |
June 29, 2007 |
Fidelity Investment Trust |
Fidelity Canada Fund |
March 26, 2007 |
Fidelity Investment Trust |
Fidelity Europe Fund |
March 19, 2007 |
Fidelity Investment Trust |
Fidelity International Small Cap Fund |
January 1, 2007 |
Fidelity Mt. Vernon Street |
Fidelity Growth Company Fund |
March 26, 2007 |
Fidelity Securities Fund |
Fidelity International Real Estate Fund |
January 1, 2007 |
Variable Insurance Products Fund |
Growth Portfolio |
January 1, 2007 |
Variable Insurance Products Fund II |
Index 500 Portfolio |
January 1, 2007 |
Variable Insurance Products Fund III |
Growth Opportunities Portfolio |
January 1, 2007 |
Variable Insurance Products Fund III |
Value Strategies Portfolio |
January 1, 2007 |
Variable Insurance Products Fund IV |
Growth Stock Portfolio |
January 1, 2007 |
Variable Insurance Products Fund IV |
Real Estate Portfolio |
January 1, 2007 |
Variable Insurance Products Fund V |
Freedom 2005 Portfolio |
June 29, 2007 |
Variable Insurance Products Fund V |
Freedom 2010 Portfolio |
June 29, 2007 |
Variable Insurance Products Fund V |
Freedom 2015 Portfolio |
June 29, 2007 |
Variable Insurance Products Fund V |
Freedom 2020 Portfolio |
June 29, 2007 |
Variable Insurance Products Fund V |
Freedom 2025 Portfolio |
June 29, 2007 |
Variable Insurance Products Fund V |
Freedom 2030 Portfolio |
June 29, 2007 |
Variable Insurance Products Fund V |
Freedom Income Portfolio |
June 29, 2007 |
Variable Insurance Products Fund V |
Freedom Lifetime Income I Portfolio |
June 29, 2007 |
Variable Insurance Products Fund V |
Freedom Lifetime Income II Portfolio |
June 29, 2007 |
Variable Insurance Products Fund V |
Freedom Lifetime Income III Portfolio |
June 29, 2007 |
Variable Insurance Products Fund V |
Investor Freedom 2005 Portfolio |
June 29, 2007 |
Variable Insurance Products Fund V |
Investor Freedom 2010 Portfolio |
June 29, 2007 |
Variable Insurance Products Fund V |
Investor Freedom 2015 Portfolio |
June 29, 2007 |
Variable Insurance Products Fund V |
Investor Freedom 2020 Portfolio |
June 29, 2007 |
Variable Insurance Products Fund V |
Investor Freedom 2025 Portfolio |
June 29, 2007 |
Variable Insurance Products Fund V |
Investor Freedom 2030 Portfolio |
June 29, 2007 |
Variable Insurance Products Fund V |
Investor Freedom Income Portfolio |
June 29, 2007 |
Variable Insurance Products Fund V |
Strategic Income Portfolio |
June 29, 2007 |
Notes:
1. Variable Insurance Products Fund IV: Freedom 2050 Portfolio reorganized into Variable Insurance Products Fund V. 2. Variable Insurance Products Fund IV: Freedom 2010 Portfolio reorganized into Variable Insurance Products Fund V. 3. Variable Insurance Products Fund IV: Freedom 2015 Portfolio reorganized into Variable Insurance Products Fund V. 4. Variable Insurance Products Fund IV: Freedom 2020 Portfolio reorganized into Variable Insurance Products Fund V. 5. Variable Insurance Products Fund IV: Freedom 2025 Portfolio reorganized into Variable Insurance Products Fund V. 6. Variable Insurance Products Fund IV: Freedom 2030 Portfolio reorganized into Variable Insurance Products Fund V. 7. Variable Insurance Products Fund IV: Freedom Income Portfolio reorganized into Variable Insurance Products Fund V. 8. Variable Insurance Products Fund IV: Freedom Lifetime Income I Portfolio reorganized into Variable Insurance Products Fund V. 9. Variable Insurance Products Fund IV: Freedom Lifetime Income I Portfolio reorganized into Variable Insurance Products Fund V. 10. Variable Insurance Products Fund IV: Freedom Lifetime Income II Portfolio reorganized into Variable Insurance Products Fund V. 11. Variable Insurance Products Fund IV: Freedom Lifeime Income III Portfolio reorganized into Variable Insurance Products Fund V. 12. Variable Insurance Products Fund IV: Investor Freedom 2005 Portfolio reorganized into Variable Insurance Products Fund V. 13. Variable Insurance Products Fund IV: Investor Freedom 2010 Portfolio reorganized into Variable Insurance Products Fund V. 14. Variable Insurance Products Fund IV: Investor Freedom 2015 Portfolio reorganized into Variable Insurance Products Fund V. 15. Variable Insurance Products Fund IV: Investor Freedom 2020 Portfolio reorganized into Variable Insurance Products Fund V. 16. Variable Insurance Products Fund IV: Investor Freedom 2025 Portfolio reorganized into Variable Insurance Products Fund V. 17. Variable Insurance Products Fund IV: Investor Freedom 2030 Portfolio reorganized into Variable Insurance Products Fund V. 18. Variable Insurance Products Fund IV: Investor Freedom Income Portfolio reorganized into Variable Insurance Products Fund V. 19. Fidelity Advisor Series II: Fidelity Advisor Value Fund reorganized into Fidelity Advisor Series I. 20. Fidelity Commonwealth Trust: Fidelity Strategic Real Return Fund reorganized into Fidelity Fixed-Income Trust.
|
Each of the Investment Companies |
\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\ |
Mellon Bank, N.A. |
Listed on Appendix "A" Attached Hereto, |
|
|
on Behalf of each of Their Respective Portfolios |
|
|
|
|
|
By: /s/Peter L. Lydecker |
|
By: /s/Christopher Healy |
Name: Peter L. Lydecker |
|
Name: Christopher Healy |
Title: Asst. Treasurer |
|
Title: First Vice President |
(logo) Fidelity Investments®|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||| |
FPCMS |
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July 25, 2007 |
U.S. Securities & Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Attn: Christian Sandoe
RE: |
Fidelity Securities Fund (the trust) |
|
Fidelity OTC Portfolio (the fund) |
|
File Nos. (002-93601) and (811-04118) |
|
Post-Effective Amendment No. 76 |
Ladies and Gentlemen:
Pursuant to Rule 8b-16 under the Investment Company Act of 1940, as amended, Regulation S-T and Rule 485(a) under the Securities Act of 1933, as amended, transmitted herewith on behalf of the trust is Post-Effective Amendment No 76 to the trust's current effective Registration Statement on Form N-1A. This transmission contains a conformed signature page, the manually signed original of which, executed pursuant to Powers of Attorney dated April 1, 2007 and May 17, 2007, is maintained at the offices of the trust.
This filing contains the Prospectus and Statement of Additional Information for Fidelity OTC Portfolio. The documents have been tagged to indicate modifications and editorial changes made since the last definitive filing. The fund may be marketed through banks, savings and loan associations, or credit unions.
This filing serves to update and enhance certain disclosure, incorporate supplements to the Prospectus and Statement of Additional Information, and implement certain editorial changes.
Pursuant to Rule 485(a), the trust elects an effective date of September 29, 2007. We request your comments by August 24, 2007.
Please contact Jamie Plourde at (617) 563-1375 in connection with any questions or comments regarding this filing.
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Sincerely, |
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|
|
/s/ Catherine Conlin |
|
Catherine Conlin |
|
Legal Product Group |