FIDELITY REVERE STREET TRUST, POS AMI, 2000-07-18

FIDELITY REVERE STREET TRUST
POS AMI, 2000-07-18

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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM N-1A

REGISTRATION STATEMENT (No. 811-07807)
UNDER THE INVESTMENT COMPANY ACT OF 1940 [X]

Amendment No. 10 [X]

Fidelity Revere Street Trust
(Exact Name of Registrant as Specified in Trust Instrument)

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)

FIDELITY(registered trademark)
SECURITIES LENDING CASH CENTRAL
FUND

FIDELITY
CASH CENTRAL
FUND

and

FIDELITY
MUNICIPAL CASH CENTRAL
FUND

PART A OF THE REGISTRATION STATEMENT
JULY 18, 2000

(FIDELITY_LOGO_GRAPHIC)(registered trademark)
82 DEVONSHIRE STREET, BOSTON, MA 02109

CONTENTS

FUND BASICS 2 INVESTMENT DETAILS

3 VALUING SHARES

SHAREHOLDER INFORMATION 3 BUYING AND SELLING SHARES

4 ACCOUNT POLICIES

4 DIVIDENDS AND CAPITAL GAIN
DISTRIBUTIONS

4 TAX CONSEQUENCES

FUND SERVICES 4 FUND MANAGEMENT

FUND BASICS

INVESTMENT DETAILS

INVESTMENT OBJECTIVE

SECURITIES LENDING CASH CENTRAL FUND seeks to obtain a high level of
current income consistent with the preservation of capital and
liquidity.

PRINCIPAL INVESTMENT STRATEGIES

Fidelity Investments Money Management, Inc. (FIMM) invests the fund's
assets in U.S. dollar-denominated money market securities of domestic
and foreign issuers and repurchase agreements. FIMM also may enter
into reverse repurchase agreements for the fund.

In buying and selling securities for the fund, FIMM complies with
industry-standard requirements for money market funds regarding the
quality, maturity, and diversification of the fund's investments. FIMM
stresses maintaining a stable $1.00 share price, liquidity, and
income.

INVESTMENT OBJECTIVE

CASH CENTRAL FUND seeks to obtain a high level of current income
consistent with the preservation of capital and liquidity.

PRINCIPAL INVESTMENT STRATEGIES

FIMM invests the fund's assets in U.S. dollar-denominated money market
securities of domestic and foreign issuers and repurchase agreements.
FIMM also may enter into reverse repurchase agreements for the fund.

INVESTMENT OBJECTIVE

MUNICIPAL CASH CENTRAL FUND seeks to obtain a high level of current
income exempt from federal income tax consistent with the preservation
of capital and liquidity.

PRINCIPAL INVESTMENT STRATEGIES

FIMM normally invests the fund's assets in municipal money market
securities.

FIMM normally invests at least 80% of the fund's assets in municipal
securities whose interest is exempt from federal income tax. Although
FIMM does not currently intend to invest the fund's assets in
municipal securities whose interest is subject to federal income tax,
FIMM may invest all of the fund's assets in municipal securities whose
interest is subject to the federal alternative minimum tax.

FIMM may invest more than 25% of the fund's total assets in municipal
securities that finance similar projects, such as those relating to
education, health care, transportation, and utilities.

DESCRIPTION OF PRINCIPAL SECURITY TYPES

MONEY MARKET SECURITIES are high-quality, short-term securities that
pay a fixed, variable, or floating interest rate. Securities are often
specifically structured so that they are eligible investments for a
money market fund. For example, in order to satisfy the maturity
restrictions for a money market fund, some money market securities
have demand or put features, which have the effect of shortening the
security's maturity. Taxable money market securities include bank
certificates of deposit, bank acceptances, bank time deposits, notes,
commercial paper and U.S. Government securities. Municipal money
market securities include variable rate demand notes, commercial
paper, and municipal notes.

A REPURCHASE AGREEMENT is an agreement to buy a security at one price
and a simultaneous agreement to sell it back at an agreed-upon price.

MUNICIPAL SECURITIES are issued to raise money for a variety of public
and private purposes, including general financing for state and local
governments, or financing for a specific project or public facility.
Municipal securities may be fully or partially backed by the local
government, by the credit of a private issuer, by the current or
anticipated revenues from a specific project or specific assets, or by
domestic or foreign entities providing credit support such as letters
of credit, guarantees, or insurance.

PRINCIPAL INVESTMENT RISKS

Many factors affect each fund's performance. A fund's yield will
change daily based on changes in interest rates and other market
conditions. Although each fund is managed to maintain a stable $1.00
share price, there is no guarantee that the fund will be able to do
so. For example, a major increase in interest rates or a decrease in
the credit quality of the issuer of one of a fund's investments could
cause the fund's share price to decrease. While the funds will be
charged premiums by a mutual insurance company for coverage of
specified types of losses related to default or bankruptcy on certain
securities, a fund may incur losses regardless of the insurance.

The following factors can significantly affect a fund's performance:

MUNICIPAL MARKET VOLATILITY. Municipal securities can be significantly
affected by political changes as well as uncertainties in the
municipal market related to taxation, legislative changes, or the
rights of municipal security holders. Because many municipal
securities are issued to finance similar projects, especially those
relating to education, health care, transportation, and utilities,
conditions in those sectors can affect the overall municipal market.
In addition, changes in the financial condition of an individual
municipal insurer can affect the overall municipal market.

INTEREST RATE CHANGES. Money market securities have varying levels of
sensitivity to changes in interest rates. In general, the price of a
money market security can fall when interest rates rise and can rise
when interest rates fall. Securities with longer maturities can be
more sensitive to interest rate changes. Short-term securities tend to
react to changes in short-term interest rates.

FOREIGN EXPOSURE. Issuers located in foreign countries and entities
located in foreign countries that provide credit support or a
maturity-shortening structure can involve increased risks. Extensive
public information about the issuer or provider may not be available
and unfavorable political, economic, or governmental developments
could affect the value of the security.

ISSUER-SPECIFIC CHANGES. Changes in the financial condition of an
issuer, changes in specific economic or political conditions that
affect a particular type of issuer, and changes in general economic or
political conditions can affect the credit quality or value of an
issuer's securities. Entities providing credit support or a
maturity-shortening structure also can be affected by these types of
changes. Municipal securities backed by current or anticipated
revenues from a specific project or specific assets can be negatively
affected by the discontinuance of the taxation supporting the project
or assets or the inability to collect revenues for the project or from
the assets. If the Internal Revenue Service determines an issuer of a
municipal security has not complied with applicable tax requirements,
interest from the security could become taxable and the security could
decline significantly in value. In addition, if the structure of a
security fails to function as intended, interest from the security
could become taxable or the security could decline in value.

In response to market, economic, political, or other conditions, FIMM
may temporarily use a different investment strategy for Municipal Cash
Central for defensive purposes. If FIMM does so, different factors
could affect Municipal Cash Central's performance, and the fund could
distribute income subject to federal income tax.

FUNDAMENTAL INVESTMENT POLICIES

The policies discussed below are fundamental, that is, subject to
change only by shareholder approval.

SECURITIES LENDING CASH CENTRAL FUND seeks to obtain a high level of
current income consistent with the preservation of capital and
liquidity.

CASH CENTRAL FUND seeks to obtain a high level of current income
consistent with the preservation of capital and liquidity.

MUNICIPAL CASH CENTRAL FUND seeks to obtain a high level of current
income exempt from federal income tax consistent with the preservation
of capital and liquidity. The fund normally invests at least 80% of
its assets in municipal obligations whose interest is free from
federal income tax.

VALUING SHARES

The funds are open for business each day that the Federal Reserve Bank
of New York (New York Fed), the New York Stock Exchange (NYSE), and
the principal bond markets (as recommended by the Bond Market
Association) are open.

Each fund's net asset value per share (NAV) is the value of a single
share. Fidelity normally calculates Securities Lending Cash Central's
and Cash Central's NAV each business day as of 5:00 p.m. Eastern time.
Fidelity normally calculates Municipal Cash Central's NAV each
business day as of 12:00 noon Eastern time. However, NAV may be
calculated earlier on any day the New York Fed, the NYSE, or the
principal bond markets (as recommended by the Bond Market Association)
close early, or as permitted by the Securities and Exchange Commission
(SEC). Each fund's assets are valued as of these times for the purpose
of computing the fund's NAV.

To the extent that each fund's assets are traded in other markets on
days when the New York Fed, the NYSE, or the principal bond markets
(as recommended by the Bond Market Association) are closed, the value
of the fund's assets may be affected on days when the fund is not open
for business.

Each fund's assets are valued on the basis of amortized cost.

SHAREHOLDER INFORMATION

BUYING AND SELLING SHARES

BUYING SHARES

Shares of the funds are offered only to other investment companies and
accounts managed by Fidelity Management & Research Company (FMR) or
its affiliates.

The price to buy one share of each fund is the fund's NAV. Each fund's
shares are sold without a sales charge.

Your shares will be bought at the next NAV calculated after your order
is received in proper form.

Each fund reserves the right to reject any specific purchase order.
Purchase orders may be refused if, in FIMM's opinion, they would
disrupt management of a fund.

Each fund may stop offering shares completely or may offer shares only
on a limited basis, for a period of time or permanently.

When you place an order to buy shares, note the following:

(small solid bullet) All of your purchases must be made by federal
funds wire; checks and Automated Clearing House System (ACH) payments
will not be accepted.

(small solid bullet) All wires must be received in proper form by
Fidelity at the applicable fund's designated wire bank before the
close of the Federal Reserve Wire System on the day of purchase or you
could be liable for any losses or fees a fund or Fidelity has incurred
or for interest and penalties.

SELLING SHARES

The price to sell one share of each fund is the fund's NAV.

Your shares will be sold at the next NAV calculated after your order
is received in proper form.

When you place an order to sell shares, note the following:

(small solid bullet) Normally, Fidelity will process redemptions by
the next business day, but Fidelity may take up to seven days to
process redemptions if making immediate payment would adversely affect
a fund.

(small solid bullet) Redemptions may be suspended or payment dates
postponed when the NYSE is closed (other than weekends or holidays),
when trading on the NYSE is restricted, or as permitted by the SEC.

(small solid bullet) Redemption proceeds may be paid in securities or
other property rather than in cash if FIMM determines it is in the
best interests of a fund.

ACCOUNT POLICIES

POLICIES

The following policy applies to you as a shareholder.

(small solid bullet) Fidelity will send monthly account statements
detailing account balances and all transactions completed during the
prior month.

DIVIDENDS AND CAPITAL GAIN DISTRIBUTIONS

Each fund earns interest, dividends, and other income from its
investments, and distributes this income (less expenses) to
shareholders as dividends. Each fund may also realize capital gains
from its investments, and distributes these gains (less losses), if
any, to shareholders as capital gain distributions.

Distributions you receive from each fund consist primarily of
dividends. Each fund normally declares dividends daily and pays them
monthly.

As a non-publicly offered registered investment company, each fund may
be required to report distributions of "phantom income" to affected
shareholders.

EARNING DIVIDENDS

Shares begin to earn dividends on the day of purchase.

Shares earn dividends through the day prior to the day of redemption.

DISTRIBUTION OPTION

Your dividends and capital gain distributions, if any, will be paid in
cash.

TAX CONSEQUENCES

As with any investment, your investment in a fund could have tax
consequences for you.

Distributions you receive from Securities Lending Cash Central and
Cash Central are subject to federal income tax, and may also be
subject to state or local taxes.

The municipal fund seeks to earn income and pay dividends exempt from
federal income tax.

Income exempt from federal income tax may be subject to state or local
tax. A portion of the dividends you receive from the municipal fund
may be subject to federal and state income taxes and also may be
subject to the federal alternative minimum tax. You may also receive
taxable distributions attributable to the municipal fund's sale of
municipal bonds.

For federal tax purposes, Securities Lending Cash Central's and Cash
Central's dividends and each fund's distributions of short-term
capital gains and gains on bonds characterized as market discount are
taxable to you as ordinary income. Each fund's distributions of
long-term capital gains, if any, are taxable to you generally as
capital gains for federal tax purposes.

Any taxable distributions you receive from a fund will normally be
taxable to you when you receive them; however, you will receive
certain December distributions in January, but those distributions
will be taxable as if you received them on December 31.

FUND SERVICES

FUND MANAGEMENT

Each fund is a mutual fund, an investment that pools shareholders'
money and invests it toward a specified goal.

FIMM is each fund's manager.

As of March 31, 2000, FIMM had approximately $206.8 billion in
discretionary assets under management. FIMM's principal business
address is One Spartan Way, Merrimack, New Hampshire.

As the manager, FIMM is responsible for choosing each fund's
investments and handling its business affairs.

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.

Pursuant to each fund's management contract with FIMM, FMR, on behalf
of each fund, pays FIMM a management fee. The management fee is
calculated and paid to FIMM every month.

For each fund (other than a fund for which FIMM serves as sub-adviser)
that invests in Cash Central or Municipal Cash Central in a given
month, FMR pays FIMM a fee equal to 50% of the monthly management fee
rate (including performance adjustments, if any) that FMR receives
from the investing fund, multiplied by the average net assets invested
by that fund in Cash Central or Municipal Cash Central for the month.
The fee is reduced to reflect any expenses paid by FMR on behalf of an
investing fund pursuant to an all-inclusive fee management contract,
but is not reduced to reflect any fee waivers or expense
reimbursements made by FMR.

The annual management fee rate for Securities Lending Cash Central is
0.20% of the fund's average net assets.

FMR may, from time to time, agree to reimburse the funds for other
expenses above a specified limit. FMR retains the ability to be repaid
by a 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 a fund's expenses and
boost its performance.

As of May 31, 2000, 100% of each of Securities Lending Cash Central's,
Cash Central's, and Municipal Cash Central's total outstanding shares
was held by mutual funds managed by FMR or an FMR affiliate.

1.743120.100 CFT-pta-0700

FIDELITY(registered trademark) SECURITIES LENDING CASH CENTRAL FUND,
FIDELITY CASH CENTRAL FUND,
AND FIDELITY MUNICIPAL CASH CENTRAL FUND
FUNDS OF FIDELITY REVERE STREET TRUST
PART B OF THE REGISTRATION STATEMENT: STATEMENT OF ADDITIONAL
INFORMATION
JULY 18, 2000

This statement of additional information (SAI) is not a prospectus.
Portions of each fund's annual report are incorporated herein. The
annual reports are supplied with this SAI.

To obtain a free additional copy of Part A of the Registration
Statement, dated July 18, 2000, or an annual report, please call
Fidelity at 1-800-544-8544.

TABLE OF CONTENTS PAGE

Investment Policies and 6
Limitations

Portfolio Transactions 9

Valuation 10

Performance 10

Additional Purchase and 18
Redemption Information

Distributions and Taxes 18

Trustees and Officers 18

Control of Investment Adviser 22

Management Contracts 22

Transfer and Service Agent 23
Agreements

Description of the Trust 23

Financial Statements 24

Appendix 24

CFT-ptb-0700
1.743121.100

(fidelity_logo_graphic)(registered trademark)
82 Devonshire Street, Boston, MA 02109

INVESTMENT POLICIES AND LIMITATIONS

The following policies and limitations supplement those set forth in
Part A of the registration statement. 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 (the
1940 Act)) of the fund. However, except for the fundamental investment
limitations listed below, the investment policies and limitations
described in this Part B of the registration statement are not
fundamental and may be changed without shareholder approval.

INVESTMENT LIMITATIONS OF FIDELITY SECURITIES LENDING CASH CENTRAL
FUND

THE FOLLOWING ARE THE FUND'S FUNDAMENTAL INVESTMENT LIMITATIONS SET
FORTH IN THEIR ENTIRETY. THE FUND MAY NOT:

(1) purchase the securities of any issuer, if, as a result, the fund
would not comply with any applicable diversification requirements for
a money market fund under the Investment Company Act of 1940 and the
rules thereunder, as such may be amended from time to time;

(2) 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;

(3) borrow money, except that the fund may (i) borrow money for
temporary or emergency purposes (not for leveraging or investment) and
(ii) engage in reverse repurchase agreements for any purpose; provided
that (i) and (ii) in combination do not exceed 33 1/3% of the fund's
total assets (including the amount borrowed) less liabilities (other
than borrowings). Any borrowings that come to exceed this amount will
be reduced within three days (not including Sundays and holidays) to
the extent necessary to comply with the 33 1/3% limitation;

(4) underwrite securities issued by others, except to the extent that
the fund may be considered an underwriter within the meaning of the
Securities Act of 1933 in the disposition of restricted securities;

(5) purchase the securities of any issuer (other than securities
issued or guaranteed by the U.S. Government or any of its agencies or
instrumentalities) if, as a result, more than 25% of the fund's total
assets would be invested in the securities of companies whose
principal business activities are in the same industry;

(6) 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);

(7) purchase or sell physical commodities unless acquired as a result
of ownership of securities or other instruments;

(8) 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.

THE FOLLOWING INVESTMENT LIMITATIONS ARE NOT FUNDAMENTAL, AND MAY BE
CHANGED WITHOUT SHAREHOLDER APPROVAL:

(i) The fund does not currently intend to purchase a security (other
than securities issued or guaranteed by the U.S. Government or any of
its agencies or instrumentalities, or securities of other money market
funds) if, as a result, more than 5% of its total assets would be
invested in securities of a single issuer; provided that the fund may
invest up to 25% of its total assets in the first tier securities of a
single issuer for up to three business days.

(ii) The fund does not currently intend to sell securities short,
unless it owns or has the right to obtain securities equivalent in
kind and amount to the securities sold short, and provided that
transactions in futures contracts and options are not deemed to
constitute selling securities short.

(iii) The fund does not currently intend to purchase securities on
margin, except that the fund may obtain such short-term credits as are
necessary for the clearance of transactions, and provided that margin
payments in connection with futures contracts and options on futures
contracts shall not constitute purchasing securities on margin.

(v) The fund does not currently intend to purchase a security if, as a
result, more than 10% of its net assets would be invested in
securities that are deemed to be illiquid because they are subject to
legal or contractual restrictions on resale or because they cannot be
sold or disposed of in the ordinary course of business at
approximately the prices at which they are valued.

(vi) The fund does not currently intend to lend assets other than
securities to other parties, except by 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. (This
limitation does not apply to purchases of debt securities or to
repurchase agreements.)

For purposes of limitations (1) and (i), certain securities subject to
guarantees (including insurance, letters of credit and demand
features) are not considered securities of their issuer, but are
subject to separate diversification requirements, in accordance with
industry standard requirements for money market funds.

With respect to limitation (v), 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.

INVESTMENT LIMITATIONS OF FIDELITY CASH CENTRAL FUND

THE FOLLOWING ARE THE FUND'S FUNDAMENTAL INVESTMENT LIMITATIONS SET
FORTH IN THEIR ENTIRETY. THE FUND MAY NOT:

(1) with respect to 75% of the fund's total assets, purchase the
securities of any issuer (other than securities issued or guaranteed
by the U.S. government or any of its agencies or instrumentalities, 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 own more than 10% of the
outstanding voting securities of that issuer.

(7) purchase or sell physical commodities unless acquired as a result
of ownership of securities or other instruments;

THE FOLLOWING INVESTMENT LIMITATIONS ARE NOT FUNDAMENTAL, AND MAY BE
CHANGED WITHOUT SHAREHOLDER APPROVAL:

(v) The fund does not currently intend to purchase any security if, as
a result, more than 10% of its net assets would be invested in
securities that are deemed 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.

INVESTMENT LIMITATIONS OF FIDELITY MUNICIPAL CASH CENTRAL FUND

THE FOLLOWING ARE THE FUND'S FUNDAMENTAL INVESTMENT LIMITATIONS SET
FORTH IN THEIR ENTIRETY. THE FUND MAY NOT:

(1) with respect to 75% of the fund's total assets, purchase the
securities of any issuer (other than securities issued or guaranteed
by the U.S. Government or any of its agencies or instrumentalities, 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;

(3) 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;

(5) purchase the securities of any issuer (other than securities
issued or guaranteed by the U.S. Government or any of its agencies or
instrumentalities, or tax-exempt obligations issued or guaranteed by a
U.S. territory or possession or a state or local government, or a
political subdivision of any of the foregoing) if, as a result, more
than 25% of the fund's total assets would be invested in securities of
companies whose principal business activities are in the same
industry;

(7) purchase or sell physical commodities unless acquired as a result
of ownership of securities or other instruments;

THE FOLLOWING LIMITATIONS ARE NOT FUNDAMENTAL, AND MAY BE CHANGED
WITHOUT SHAREHOLDER APPROVAL.

(iv) 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 fundamental investment
limitation (3)).

(v) The fund does not currently intend to purchase any security if, as
a result, more than 10% of its net assets would be invested in
securities that are deemed to be illiquid because they are subject to
legal or contractual restrictions on resale or because they cannot be
sold or disposed of in the ordinary course of business at
approximately the prices at which they are valued.

(vi) The fund does not currently intend to engage in repurchase
agreements or make loans, but this limitation does not apply to
purchases of debt securities.

For purposes of limitations (1), (5), and (i), Fidelity Investments
Money Management, Inc. (FIMM) identifies the issuer of a security
depending on its terms and conditions. In identifying the issuer, FIMM
will consider the entity or entities responsible for payment of
interest and repayment of principal and the source of such payments;
the way in which assets and revenues of an issuing political
subdivision are separated from those of other political entities; and
whether a governmental body is guaranteeing the security.

The following pages contain more detailed information about types of
instruments in which a fund may invest, strategies FIMM may employ in
pursuit of a fund's investment objective, and a summary of related
risks. FIMM 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 purchase
contracts, financing leases, or sales agreements entered into by
municipalities, 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 Fidelity Management & Research Company (FMR) or its affiliates, or
through reverse repurchase agreements, and may make additional
investments while borrowings are outstanding.

CENTRAL CASH FUNDS are money market funds managed by FMR or its
affiliates that seek to earn a high level of current income (free from
federal income tax in the case of a municipal money market fund) while
maintaining a stable $1.00 share price. The funds comply with
industry-standard requirements for money market funds regarding the
quality, maturity, and diversification of their investments.

DOMESTIC AND FOREIGN INVESTMENTS include U.S. dollar-denominated time
deposits, certificates of deposit, and bankers' acceptances of U.S.
banks and their branches located outside of the United States, U.S.
branches and agencies of foreign banks, and foreign branches of
foreign banks. Domestic and foreign investments may also include U.S.
dollar-denominated securities issued or guaranteed by other U.S. or
foreign issuers, including U.S. and foreign corporations or other
business organizations, foreign governments, foreign government
agencies or instrumentalities, and U.S. and foreign financial
institutions, including savings and loan institutions, insurance
companies, mortgage bankers, and real estate investment trusts, as
well as banks.

The obligations of foreign branches of U.S. banks may be general
obligations of the parent bank in addition to the issuing branch, or
may be limited by the terms of a specific obligation and by
governmental regulation. Payment of interest and repayment of
principal on these obligations may also be affected by governmental
action in the country of domicile of the branch (generally referred to
as sovereign risk). In addition, evidence of ownership of portfolio
securities may be held outside of the United States and a fund may be
subject to the risks associated with the holding of such property
overseas. Various provisions of federal law governing the
establishment and operation of U.S. branches do not apply to foreign
branches of U.S. banks.

Obligations of U.S. branches and agencies of foreign banks may be
general obligations of the parent bank in addition to the issuing
branch, or may be limited by the terms of a specific obligation and by
federal and state regulation, as well as by governmental action in the
country in which the foreign bank has its head office.

Obligations of foreign issuers involve certain additional risks. These
risks may include future unfavorable political and economic
developments, withholding taxes, seizures of foreign deposits,
currency controls, interest limitations, or other governmental
restrictions that might affect repayment of principal or payment of
interest, or the ability to honor a credit commitment. Additionally,
there may be less public information available about foreign entities.
Foreign issuers may be subject to less governmental regulation and
supervision than U.S. issuers. Foreign issuers also generally are not
bound by uniform accounting, auditing, and financial reporting
requirements comparable to those applicable to U.S. issuers.

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,
FIMM determines the liquidity of a fund's investments and, through
reports from FIMM, the Board monitors investments in illiquid
securities. In determining the liquidity of a fund's investments, FIMM
may consider various factors, 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).

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. Municipal Cash
Central currently intends to participate in this program only as a
borrower. A fund will borrow through the program only when the costs
are equal to or lower than the costs 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.

MONEY MARKET INSURANCE. Each fund participates in a mutual insurance
company solely with other funds advised by FMR or its affiliates. This
company provides insurance coverage for specified types of losses on
certain money market instruments held by a participating fund,
including losses from nonpayment of principal or interest or a
bankruptcy or insolvency of the issuer or credit support provider, if
any. The insurance does not cover losses resulting from changes in
interest rates or other market developments. Each fund is charged an
annual premium for the insurance coverage and may be subject to a
special assessment if covered losses exceed certain levels. Each fund
is subject to limits on the amount it may recover and may incur losses
regardless of the insurance.

MONEY MARKET SECURITIES are high-quality, short-term obligations.
Money market securities may be structured to be, or may employ a trust
or other form so that they are, eligible investments for money market
funds. For example, put features can be used to modify the maturity of
a security or interest rate adjustment features can be used to enhance
price stability. If a structure fails to function as intended, adverse
tax or investment consequences may result. Neither the Internal
Revenue Service (IRS) nor any other regulatory authority has ruled
definitively on certain legal issues presented by certain structured
securities. Future tax or other regulatory determinations could
adversely affect the value, liquidity, or tax treatment of the income
received from these securities or the nature and timing of
distributions made by the funds.

MUNICIPAL LEASES and participation interests therein may take the form
of a lease, an installment purchase, or a conditional sale contract
and are issued by state and local governments and authorities to
acquire land or a wide variety of equipment and facilities. Generally,
a fund will not hold these obligations directly as a lessor of the
property, but will purchase a participation interest in a municipal
obligation from a bank or other third party. A participation interest
gives the purchaser a specified, undivided interest in the obligation
in proportion to its purchased interest in the total amount of the
issue.

Municipal leases frequently have risks distinct from those associated
with general obligation or revenue bonds. State constitutions and
statutes set forth requirements that states or municipalities must
meet to incur debt. These may include voter referenda, interest rate
limits, or public sale requirements. Leases, installment purchases, or
conditional sale contracts (which normally provide for title to the
leased asset to pass to the governmental issuer) have evolved as a
means for governmental issuers to acquire property and equipment
without meeting their constitutional and statutory requirements for
the issuance of debt. Many leases and contracts include
"non-appropriation clauses" providing that the governmental issuer has
no obligation to make future payments under the lease or contract
unless money is appropriated for such purposes by the appropriate
legislative body on a yearly or other periodic basis.
Non-appropriation clauses free the issuer from debt issuance
limitations. If a municipality stops making payments or transfers its
obligations to a private entity, the obligation could lose value or
become taxable.

MUNICIPAL MARKET DISRUPTION RISK. The value of municipal securities
may be affected by uncertainties in the municipal market related to
legislation or litigation involving the taxation of municipal
securities or the rights of municipal securities holders in the event
of a bankruptcy. Proposals to restrict or eliminate the federal income
tax exemption for interest on municipal securities are introduced
before Congress from time to time. Proposals also may be introduced
before state legislatures that would affect the state tax treatment of
a municipal fund's distributions. If such proposals were enacted, the
availability of municipal securities and the value of a municipal
fund's holdings would be affected and the Trustees would reevaluate
the fund's investment objectives and policies. Municipal bankruptcies
are relatively rare, and certain provisions of the U.S. Bankruptcy
Code governing such bankruptcies are unclear and remain untested.
Further, the application of state law to municipal issuers could
produce varying results among the states or among municipal securities
issuers within a state. These legal uncertainties could affect the
municipal securities market generally, certain specific segments of
the market, or the relative credit quality of particular securities.
Any of these effects could have a significant impact on the prices of
some or all of the municipal securities held by a fund, making it more
difficult for a fund to maintain a stable net asset value per share
(NAV).

ELECTRIC UTILITIES. The electric utilities industry has been
experiencing, and will continue to experience, increased competitive
pressures. Federal legislation in the last two years will open
transmission access to any electricity supplier, although it is not
presently known to what extent competition will evolve. Other risks
include: (a) the availability and cost of fuel, (b) the availability
and cost of capital, (c) the effects of conservation on energy demand,
(d) the effects of rapidly changing environmental, safety, and
licensing requirements, and other federal, state, and local
regulations, (e) timely and sufficient rate increases, and (f)
opposition to nuclear power.

PUT FEATURES entitle the holder to sell a security back to the issuer
or a third party at any time or at specified intervals. In exchange
for this benefit, a fund may accept a lower interest rate. Securities
with put features are subject to the risk that the put provider is
unable to honor the put feature (purchase the security). Put providers
often support their ability to buy securities on demand by obtaining
letters of credit or other guarantees from other entities. Demand
features, standby commitments, and tender options are types of put
features.

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 FIMM.

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, 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 FIMM. Such transactions may
increase fluctuations in the market value of fund assets and a fund's
yield and may be viewed as a form of leverage.

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). Short sales against the box could be used
to protect the NAV of the fund in anticipation of increased interest
rates, without sacrificing the current yield of the securities sold
short. If a fund enters into a short sale against the box, it will be
required to set aside securities equivalent in kind and amount to the
securities sold short (or securities convertible or exchangeable into
such securities) and will be required to hold such securities while
the short sale is outstanding. The fund will incur transaction costs
in connection with opening and closing short sales against the box.

SOURCES OF LIQUIDITY OR CREDIT SUPPORT. Issuers may employ various
forms of credit and liquidity enhancements, including letters of
credit, guarantees, puts, and demand features, and insurance provided
by domestic or foreign entities such as banks and other financial
institutions. FIMM may rely on its evaluation of the credit of the
liquidity or credit enhancement provider in determining whether to
purchase a security supported by such enhancement. In evaluating the
credit of a foreign bank or other foreign entities, FIMM will consider
whether adequate public information about the entity is available and
whether the entity may be subject to unfavorable political or economic
developments, currency controls, or other government restrictions that
might affect its ability to honor its commitment. Changes in the
credit quality of the entity providing the enhancement could affect
the value of the security or a fund's share price.

STRIPPED SECURITIES are the separate income or principal components of
a debt security. The risks associated with stripped securities are
similar to those of other money market securities, although stripped
securities may be more volatile. U.S. Treasury securities that have
been stripped by a Federal Reserve Bank are obligations issued by the
U.S. Treasury.

Privately stripped government securities are created when a dealer
deposits a U.S. Treasury security or other U.S. Government security
with a custodian for safekeeping. The custodian issues separate
receipts for the coupon payments and the principal payment, which the
dealer then sells.

Because the SEC does not consider privately stripped government
securities to be U.S. Government securities for purposes of Rule 2a-7,
a fund must evaluate them as it would non-government securities
pursuant to regulatory guidelines applicable to money market funds.

TEMPORARY DEFENSIVE POLICIES. Municipal Cash Central reserves the
right to hold a substantial amount of uninvested cash or to invest
more than normally permitted in federally taxable obligations for
temporary, defensive purposes.

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. 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.

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.

PORTFOLIO TRANSACTIONS

All orders for the purchase or sale of portfolio securities are placed
on behalf of each fund by FIMM pursuant to authority contained in the
management contract. FIMM is also responsible for the placement of
transaction orders for other investment companies and investment
accounts for which it or its affiliates act as investment adviser or
sub-adviser. In selecting broker-dealers, subject to applicable
limitations of the federal securities laws, FIMM considers various
relevant factors, including, but not limited to: the size and type of
the transaction; the nature and character of the markets for the
security to be purchased or sold; the execution efficiency, settlement
capability, and financial condition of the broker-dealer firm; the
broker-dealer's execution services rendered on a continuing basis; and
the reasonableness of any commissions.

Each fund may execute portfolio transactions with broker-dealers who
provide research and execution services to the fund or other
investment accounts over which FMR or its affiliates exercise
investment discretion. Such services may include advice concerning the
value of securities; the advisability of investing in, purchasing, or
selling securities; and the availability of securities or the
purchasers or sellers of securities. In addition, such broker-dealers
may furnish analyses and reports concerning issuers, industries,
securities, economic factors and trends, portfolio strategy, and
performance of investment accounts; and effect securities transactions
and perform functions incidental thereto (such as clearance and
settlement).

For transactions in fixed-income securities, FIMM's selection of
broker-dealers is generally based on the availability of a security
and its price and, to a lesser extent, on the overall quality of
execution and other services, including research, provided by the
broker-dealer.

The receipt of research from broker-dealers that execute transactions
on behalf of a fund may be useful to FIMM in rendering investment
management services to that fund or its other clients, and conversely,
such research provided by broker-dealers who have executed transaction
orders on behalf of other FIMM clients may be useful to FIMM in
carrying out its obligations to a fund. The receipt of such research
has not reduced FIMM's normal independent research activities;
however, it enables FIMM to avoid the additional expenses that could
be incurred if FIMM tried to develop comparable information through
its own efforts.

Fixed-income securities are generally purchased from an issuer or
underwriter acting as principal for the securities, on a net basis
with no brokerage commission paid. However, the dealer is compensated
by a difference between the security's original purchase price and the
selling price, the so-called "bid-asked spread." Securities may also
be purchased from underwriters at prices that include underwriting
fees.

Subject to applicable limitations of the federal securities laws, a
fund may pay a broker-dealer commissions for agency transactions that
are in excess of the amount of commissions charged by other
broker-dealers in recognition of their research and execution
services. In order to cause a fund to pay such higher commissions,
FIMM must determine in good faith that such commissions are reasonable
in relation to the value of the brokerage and research services
provided by such executing broker-dealers, viewed in terms of a
particular transaction or FIMM's overall responsibilities to that fund
or its other clients. In reaching this determination, FIMM will not
attempt to place a specific dollar value on the brokerage and research
services provided, or to determine what portion of the compensation
should be related to those services.

To the extent permitted by applicable law, FIMM is authorized to
allocate portfolio transactions in a manner that takes into account
assistance received in the distribution of shares of the funds or
other Fidelity funds and to use the research services of brokerage and
other firms that have provided such assistance. FIMM may use research
services provided by and place agency transactions with National
Financial Services Corporation (NFSC) and Fidelity Brokerage Services
Japan LLC (FBSJ), indirect subsidiaries of FMR Corp., if the
commissions are fair, reasonable, and comparable to commissions
charged by non-affiliated, qualified brokerage firms for similar
services. FIMM may also place agency transactions with REDIBook ECN
LLC (REDIBook), an electronic communication network (ECN) in which a
wholly-owned subsidiary of FMR Corp. has an equity ownership interest,
if the commissions are fair, reasonable, and comparable to commissions
charged by non-affiliated, qualified brokerage firms for similar
services.

FIMM may allocate brokerage transactions to broker-dealers (including
affiliates of FIMM) who have entered into arrangements with FIMM under
which the broker-dealer allocates a portion of the commissions paid by
a fund toward the reduction of that fund's expenses. The transaction
quality must, however, be comparable to those of other qualified
broker-dealers.

Section 11(a) of the Securities Exchange Act of 1934 prohibits members
of national securities exchanges from executing exchange transactions
for investment accounts which they or their affiliates manage, unless
certain requirements are satisfied. Pursuant to such requirements, the
Board of Trustees has authorized NFSC to execute portfolio
transactions on national securities exchanges in accordance with
approved procedures and applicable SEC rules.

The Trustees of each fund periodically review FIMM's performance of
its responsibilities in connection with the placement of portfolio
transactions on behalf of the fund and review the commissions paid by
the fund over representative periods of time to determine if they are
reasonable in relation to the benefits to the fund.

A fund may pay both commissions and spreads in connection with the
placement of portfolio transactions. For the fiscal years ended May
31, 2000, 1999, and 1998, the funds paid no brokerage commissions.

For the fiscal year ended May 31, 2000 the funds paid no brokerage
commissions to firms for providing research services.

The Trustees of each fund have approved procedures in conformity with
Rule 10f-3 under the 1940 Act whereby a fund may purchase securities
that are offered in underwritings in which an affiliate of FMR
participates. These procedures prohibit the funds from directly or
indirectly benefiting an FMR affiliate in connection with such
underwritings. 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.

From time to time the Trustees will review whether the recapture for
the benefit of the funds of some portion of the brokerage commissions
or similar fees paid by the funds on portfolio transactions is legally
permissible and advisable. Each fund seeks to recapture soliciting
broker-dealer fees on the tender of portfolio securities, but at
present no other recapture arrangements are in effect. The Trustees
intend to continue to review whether recapture opportunities are
available and are legally permissible and, if so, to determine in the
exercise of their business judgment whether it would be advisable for
each fund to seek such recapture.

Although the Trustees and officers of each fund are substantially the
same as those of other funds managed by FMR or its affiliates,
investment decisions for each fund are made independently from those
of other funds or investment accounts managed by FMR or its
affiliates. It sometimes happens that the same security is 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.

When two or more funds are simultaneously engaged in the purchase or
sale of the same security, the prices and amounts are allocated in
accordance with procedures believed to be appropriate and equitable
for each fund. In some cases this system could have a detrimental
effect on the price or value of the security as far as each fund is
concerned. In other cases, however, the ability of the funds to
participate in volume transactions will produce better executions and
prices for the funds. It is the current opinion of the Trustees that
the desirability of retaining FIMM as investment adviser to each fund
outweighs any disadvantages that may be said to exist from exposure to
simultaneous transactions.

VALUATION

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 and other assets are valued on the basis of
amortized cost. This technique involves initially valuing an
instrument at its cost as adjusted for amortization of premium or
accretion of discount rather than its current market value. The
amortized cost value of an instrument may be higher or lower than the
price a fund would receive if it sold the instrument.

Securities of other open-end investment companies are valued at their
respective NAVs.

At such intervals as they deem appropriate, the Trustees consider the
extent to which NAV calculated by using market valuations would
deviate from the $1.00 per share calculated using amortized cost
valuation. If the Trustees believe that a deviation from a fund's
amortized cost per share may result in material dilution or other
unfair results to shareholders, the Trustees have agreed to take such
corrective action, if any, as they deem appropriate to eliminate or
reduce, to the extent reasonably practicable, the dilution or unfair
results. Such corrective action could include selling portfolio
instruments prior to maturity to realize capital gains or losses or to
shorten average portfolio maturity; withholding dividends; redeeming
shares in kind; establishing NAV by using available market quotations;
and such other measures as the Trustees may deem appropriate.

PERFORMANCE

The funds may quote performance in various ways. Each fund's yield and
return fluctuate in response to market conditions and other factors.

YIELD CALCULATIONS. To compute the yield for a fund for a period, the
net change in value of a hypothetical account containing one share
reflects the value of additional shares purchased with dividends from
the one original share and dividends declared on both the original
share and any additional shares. The net change is then divided by the
value of the account at the beginning of the period to obtain a base
period return. This base period return is annualized to obtain a
current annualized yield. A fund also may calculate an effective yield
by compounding the base period return over a one-year period. In
addition to the current yield, a fund may quote yields in advertising
based on any historical seven-day period. Yields for a fund are
calculated on the same basis as other money market funds, as required
by applicable regulation.

Yield information may be useful in reviewing a fund's performance and
in providing a basis for comparison with other investment
alternatives. However, a fund's yield fluctuates, unlike investments
that pay a fixed interest rate over a stated period of time. When
comparing investment alternatives, investors should also note the
quality and maturity of the portfolio securities of respective
investment companies they have chosen to consider.

Investors should recognize that in periods of declining interest rates
a fund's yield will tend to be somewhat higher than prevailing market
rates, and in periods of rising interest rates a fund's yield will
tend to be somewhat lower. Also, when interest rates are falling, the
inflow of net new money to a fund from the continuous sale of its
shares will likely be invested in instruments producing lower yields
than the balance of the fund's holdings, thereby reducing a fund's
current yield. In periods of rising interest rates, the opposite can
be expected to occur.

Tax-equivalent yields are calculated by dividing that portion of a
fund's yield that is tax-exempt by the result of one minus the
applicable specified federal income tax rate and adding the quotient
to that portion, if any, of the fund's yield that is not tax-exempt.

The following table shows the effect of a shareholder's tax bracket on
tax-equivalent yield under federal income tax laws for 2000. It shows,
for tax-exempt securities with different yields, the yield on a
taxable security that is approximately equivalent to the tax-exempt
security's yield after taking into account the effect of various
effective income tax rates on the taxable security. Of course, no
assurance can be given that the municipal fund will have any specific
yield. While the municipal fund invests principally in securities
whose interest is exempt from federal income tax, some portion of the
distributions paid by the fund may be taxable.

<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
2000 TAX RATES AND TAX-EQUIVALENT YIELDS

Federal If a tax-exempt security's
yield is:

Taxable Income* Marginal 2% 3% 4% 5% 6% 7%

Single Return Joint Return Rate** Then taxable-equivalent yield
is

$ - - $ 26,250 $ - - $ 43,850 15.0% 2.35% 3.53% 4.71% 5.88% 7.06% 8.24%

$ 26,251 - $ 63,550 $ 43,851 - $ 105,950 28.0% 2.78% 4.17% 5.56% 6.94% 8.33% 9.72%

$ 63,551 - $ 132,600 $ 105,951 - $ 161,450 31.0% 2.90% 4.35% 5.80% 7.25% 8.70% 10.14%

$ 132,601 - $ 288,350 $ 161,451 - $ 288,350 36.0% 3.13% 4.69% 6.25% 7.81% 7.38% 10.94%

$ 288,351 - and over $ 288,351 - and over 39.6% 3.31% 4.97% 6.62% 8.28% 9.93% 11.59%

</TABLE>

* Net amount subject to federal income tax after deductions and
exemptions. Assumes ordinary income only.

** Excludes the impact of any alternative minimum tax, the phaseout of
personal exemptions, limitations on itemized deductions, and other
credits, exclusions, and adjustments which may increase a taxpayer's
marginal income tax rate. An increase in a shareholder's marginal
income tax rate would increase that shareholder's tax-equivalent
yield.

The municipal fund may invest a portion of its assets in securities
that are subject to federal income tax. When the municipal fund
invests in these securities, its tax-equivalent yields may be lower.
In the table above, tax-equivalent yields are calculated assuming
securities are 100% exempt from federal income tax.

RETURN CALCULATIONS. Returns quoted in advertising reflect all aspects
of a fund's return, including the effect of reinvesting dividends and
capital gain distributions, and any change in a fund's NAV over a
stated period. A cumulative return reflects actual performance over a
stated period of time. Average annual returns are calculated by
determining the growth or decline in value of a hypothetical
historical investment in a fund over a stated period, and then
calculating the annually compounded percentage rate that would have
produced the same result if the rate of growth or decline in value had
been constant over the period. For example, a cumulative return of
100% over ten years would produce an average annual return of 7.18%,
which is the steady annual rate of return that would equal 100% growth
on a compounded basis in ten years. While average annual returns are a
convenient means of comparing investment alternatives, investors
should realize that a fund's performance is not constant over time,
but changes from year to year, and that average annual returns
represent averaged figures as opposed to the actual year-to-year
performance of a fund.

In addition to average annual returns, a fund may quote unaveraged or
cumulative returns reflecting the simple change in value of an
investment over a stated period. Average annual and cumulative returns
may be quoted as a percentage or as a dollar amount, and may be
calculated for a single investment, a series of investments, or a
series of redemptions, over any time period. Returns may be broken
down into their components of income and capital (including capital
gains and changes in share price) to illustrate the relationship of
these factors and their contributions to return. Returns may be quoted
on a before-tax or after-tax basis. After-tax returns reflect the
return of a hypothetical account after payment of federal and/or state
taxes using assumed tax rates. After-tax returns may assume that taxes
are paid at the time of distribution or once a year or are paid in
cash or by selling shares, that shares are held through the entire
period, sold on the last day of the period, or sold at a future date,
and distributions are reinvested or paid in cash. Returns, yields and
other performance information may be quoted numerically or in a table,
graph, or similar illustration.

HISTORICAL FUND RESULTS. The following table shows each fund's 7-day
yield, tax-equivalent yield, and returns for the fiscal periods ended
May 31, 2000.

The tax-equivalent yield for the municipal fund is based on a 36%
federal income tax rate. Note that the municipal fund may invest in
securities whose income is subject to the federal alternative minimum
tax.

Average Annual Returns Cumulative Returns

Seven-Day Yield Tax- Equivalent Yield One Year Life of Fund One Year Life of Fund

Securities Lending Cash Central 6.54% N/A N/A N/A N/A 5.18%***

Cash Central(dagger) 6.37% N/A 5.50% 5.48%* 5.50% 21.27%*

Municipal Cash Central 4.40% 6.88% 3.74% 3.63%** 3.74% 12.66%**

</TABLE>

* From October 21, 1996 (commencement of operations).

** From January 27, 1997 (commencement of operations).

*** From July 1, 1999 (commencement of operations).

(dagger) Prior to November 22, 1999, Cash Central operated under
certain different investment policies. Accordingly, the fund's
historical performance may not represent its current investment
policies.

The following tables show the income and capital elements of each
fund's cumulative return. The tables compare each fund's return to the
record of the Standard & Poor's 500SM Index (S&P 500(registered
trademark)), the Dow Jones Industrial Average (DJIA), and the cost of
living, as measured by the Consumer Price Index (CPI), over the same
period. The S&P 500 and DJIA comparisons are provided to show how each
fund's return compared to the record of a market
capitalization-weighted index of common stocks and a narrower set of
stocks of major industrial companies, respectively, over the same
period. Because each fund invests in short-term fixed-income
securities, common stocks represent a different type of investment
from the funds. Common stocks generally offer greater growth potential
than the funds, but generally experience greater price volatility,
which means greater potential for loss. In addition, common stocks
generally provide lower income than fixed-income investments such as
the funds. The S&P 500 and DJIA returns are based on the prices of
unmanaged groups of stocks and, unlike each fund's returns, do not
include the effect of brokerage commissions or other costs of
investing.

The following tables show the growth in value of a hypothetical
$10,000 investment in each fund during the life of each fund, assuming
all distributions were reinvested. Returns are based on past results
and are not an indication of future performance. Tax consequences of
different investments have not been factored into the figures below.

During the period from July 1, 1999 (commencement of operations) to
May 31, 2000, a hypothetical $10,000 investment in Securities Lending
Cash Central would have grown to $10,518.

Fidelity Securities Lending
Cash Central FUND

Fiscal Period Ended Value of Initial $10,000 Value of Reinvested Dividend Value of Reinvested Capital Total Value
Investment Distributions Gain Distributions

2000* $ 10,000 $ 518 $ 0 $ 10,518

</TABLE>

<TABLE>
<CAPTION>
<S> <C> <C> <C>
Fidelity Securities Lending INDEXES
Cash Central FUND

Fiscal Period Ended S&P 500 DJIA Cost of Living**

2000* $ 10,467 $ 9,725 $ 10,276

</TABLE>

* From July 1, 1999 (commencement of operations).

** From month-end closest to initial investment date.

Explanatory Notes: With an initial investment of $10,000 in Securities
Lending Cash Central on July 1, 1999, the net amount invested in fund
shares was $10,000. The cost of the initial investment ($10,000)
together with the aggregate cost of reinvested dividends and capital
gain distributions for the period covered (their cash value at the
time they were reinvested) amounted to $10,518. If distributions had
not been reinvested, the amount of distributions earned from the fund
over time would have been smaller, and cash payments for the period
would have amounted to $505 for dividends. The fund did not distribute
any capital gains during the period.

During the period from October 21, 1996 (commencement of operations)
to May 31, 2000, a hypothetical $10,000 investment in Cash Central
would have grown to $12,127.

Fidelity Cash Central FUND

Fiscal Period Ended Value of Initial $10,000 Value of Reinvested Dividend Value of Reinvested Capital Total Value
Investment Distributions Gain Distributions

2000 $ 10,000 $ 2,127 $ 0 $ 12,127

1999 $ 10,000 $ 1,494 $ 0 $ 11,494

1998 $ 10,000 $ 928 $ 0 $ 10,928

1997* $ 10,000 $ 335 $ 0 $ 10,335

</TABLE>

<TABLE>
<CAPTION>
<S> <C> <C> <C>
Fidelity Cash Central FUND INDEXES

Fiscal Period Ended S&P 500 DJIA Cost of Living**

2000 $ 21,110 $ 18,366 $ 10,821

1999 $ 19,108 $ 18,126 $ 10,499

1998 $ 15,788 $ 15,027 $ 10,284

1997* $ 12,081 $ 12,175 $ 10,114

</TABLE>

* From October 21, 1996 (commencement of operations).

** From month-end closest to initial investment date.

Explanatory Notes: With an initial investment of $10,000 in Cash
Central on October 21, 1996, the net amount invested in fund shares
was $10,000. The cost of the initial investment ($10,000) together
with the aggregate cost of reinvested dividends and capital gain
distributions for the period covered (their cash value at the time
they were reinvested) amounted to $12,127. If distributions had not
been reinvested, the amount of distributions earned from the fund over
time would have been smaller, and cash payments for the period would
have amounted to $1,933 for dividends. The fund did not distribute any
capital gains during the period. Prior to November 22, 1999, Cash
Central operated under certain different investment policies.
Accordingly, the fund's historical performance may not represent its
current investment policies.

During the period from January 27, 1997 (commencement of operations)
to May 31, 2000, a hypothetical $10,000 investment in Municipal Cash
Central would have grown to $11,266.

Fidelity Municipal Cash
Central FUND

Fiscal Period Ended Value of Initial $10,000 Value of Reinvested Dividend Value of Reinvested Capital Total Value
Investment Distributions Gain Distributions

2000 $ 10,000 $ 1,266 $ 0 $ 11,266

1999 $ 10,000 $ 860 $ 0 $ 10,860

1998 $ 10,000 $ 508 $ 0 $ 10,508

1997* $ 10,000 $ 125 $ 0 $ 10,125

</TABLE>

<TABLE>
<CAPTION>
<S> <C> <C> <C>
Fidelity Municipal Cash INDEXES
Central FUND

Fiscal Period Ended S&P 500 DJIA Cost of Living**

2000 $ 19,373 $ 16,596 $ 10,767

1999 $ 17,536 $ 16,407 $ 10,446

1998 $ 14,489 $ 13,601 $ 10,233

1997* $ 11,087 $ 11,020 $ 10,063

</TABLE>

* From January 27, 1997 (commencement of operations).

** From month-end closest to initial investment date.

Explanatory Notes: With an initial investment of $10,000 in Municipal
Cash Central on January 27, 1997, the net amount invested in fund
shares was $10,000. The cost of the initial investment ($10,000)
together with the aggregate cost of reinvested dividends and capital
gain distributions for the period covered (their cash value at the
time they were reinvested) amounted to $11,266. If distributions had
not been reinvested, the amount of distributions earned from the fund
over time would have been smaller, and cash payments for the period
would have amounted to $1,194 for dividends. The fund did not
distribute any capital gains during the period.

PERFORMANCE COMPARISONS. A fund's performance may be compared to the
performance of other mutual funds in general, or to the performance of
particular types of mutual funds. These comparisons may be expressed
as mutual fund rankings prepared by Lipper Inc. (Lipper), an
independent service located in Summit, New Jersey that monitors the
performance of mutual funds. Generally, Lipper rankings are based on
return, assume reinvestment of distributions, do not take sales
charges or trading fees into consideration, and are prepared without
regard to tax consequences. Lipper may also rank based on yield. In
addition to the mutual fund rankings, a fund's performance may be
compared to stock, bond, and money market mutual fund performance
indexes prepared by Lipper or other organizations. When comparing
these indexes, it is important to remember the risk and return
characteristics of each type of investment. For example, while stock
mutual funds may offer higher potential returns, they also carry the
highest degree of share price volatility. Likewise, money market funds
may offer greater stability of principal, but generally do not offer
the higher potential returns available from stock mutual funds.

From time to time, a fund's performance may also be compared to other
mutual funds tracked by financial or business publications and
periodicals. For example, a fund may quote Morningstar, Inc. in its
advertising materials. Morningstar, Inc. is a mutual fund rating
service that rates mutual funds on the basis of risk-adjusted
performance. Rankings that compare the performance of Fidelity funds
to one another in appropriate categories over specific periods of time
may also be quoted in advertising.

A fund may be compared in advertising to Certificates of Deposit (CDs)
or other investments issued by banks or other depository institutions.
Mutual funds differ from bank investments in several respects. For
example, a fund may offer greater liquidity or higher potential
returns than CDs, a fund does not guarantee an investor's principal or
return, and fund shares are not FDIC insured.

Fidelity may provide information designed to help individuals
understand their investment goals and explore various financial
strategies. Such information may include information about current
economic, market, and political conditions; materials that describe
general principles of investing, such as asset allocation,
diversification, risk tolerance, and goal setting; questionnaires
designed to help create a personal financial profile; worksheets used
to project savings needs based on assumed rates of inflation and
hypothetical rates of return; and action plans offering investment
alternatives. Materials may also include discussions of Fidelity's
asset allocation funds and other Fidelity funds, products, and
services.

Ibbotson Associates of Chicago, Illinois (Ibbotson) provides
historical returns of the capital markets in the United States,
including common stocks, small capitalization stocks, long-term
corporate bonds, intermediate-term government bonds, long-term
government bonds, Treasury bills, the U.S. rate of inflation (based on
the CPI), and combinations of various capital markets. The performance
of these capital markets is based on the returns of different indexes.

Fidelity funds may use the performance of these capital markets in
order to demonstrate general risk-versus-reward investment scenarios.
Performance comparisons may also include the value of a hypothetical
investment in any of these capital markets. The risks associated with
the security types in any capital market may or may not correspond
directly to those of the funds. Ibbotson calculates returns in the
same method as the funds. The funds may also compare performance to
that of other compilations or indexes that may be developed and made
available in the future.

A money market fund may compare its performance or the performance of
securities in which it may invest to averages published by iMoneyNet,
Inc. of Westborough, Massachusetts. These averages assume reinvestment
of distributions. iMoneyNet's Money Fund Report
Averages(trademark)/All Taxable Money Market, which is reported in
iMoneyNet's Money Fund Report(trademark), covers 989 taxable money
market funds. iMoneyNet's MONEY FUND REPORT AVERAGES/All Tax-Free
Money Market, which is reported in iMoneyNet's Money Fund Report,
covers 466 tax-free money market funds.

In advertising materials, Fidelity may reference or discuss its
products and services, which may include other Fidelity funds;
retirement investing; brokerage products and services; model
portfolios or allocations; saving for college or other goals; and
charitable giving. In addition, Fidelity may quote or reprint
financial or business publications and periodicals as they relate to
current economic and political conditions, fund management, portfolio
composition, investment philosophy, investment techniques, the
desirability of owning a particular mutual fund, and Fidelity services
and products. Fidelity may also reprint, and use as advertising and
sales literature, articles from Fidelity Focus(registered trademark),
a quarterly magazine provided free of charge to Fidelity fund
shareholders.

A fund may present its fund number, Quotron(trademark) number, and
CUSIP number, and discuss or quote its current portfolio manager.

As of May 31, 2000, FMR advised over $35 billion in municipal fund
assets, $145 billion in taxable fixed-income fund assets, $153 billion
in money market fund assets, $607 billion in equity fund assets, $20
billion in international fund assets, and $42 billion in
Spartan(registered trademark) fund assets. The funds may reference the
growth and variety of money market mutual funds and the adviser's
innovation and participation in the industry. The equity funds under
management figure represents the largest amount of equity fund assets
under management by a mutual fund investment adviser in the United
States, making FMR America's leading equity (stock) fund manager. FMR,
its subsidiaries, and affiliates maintain a worldwide information and
communications network for the purpose of researching and managing
investments abroad.

In addition to performance rankings, a fund may compare its total
expense ratio to the average total expense ratio of similar funds
tracked by Lipper. A fund's total expense ratio is a significant
factor in comparing bond and money market investments because of its
effect on yield.

ADDITIONAL PURCHASE AND REDEMPTION INFORMATION

A fund may make redemption payments in whole or in part in readily
marketable securities or other property, valued for this purpose as
they are valued in computing each fund's NAV, if FIMM determines it is
in the best interests of the fund. Shareholders that receive
securities or other property on redemption may realize a gain or loss
for tax purposes, and will incur any costs of sale, as well as the
associated inconveniences.

DISTRIBUTIONS AND TAXES

DIVIDENDS. Because each fund's income is primarily derived from
interest, dividends from the fund generally will not qualify for the
dividends-received deduction available to corporate shareholders. To
the extent that a municipal fund's income is designated as federally
tax-exempt interest, the dividends declared by the fund are also
federally tax-exempt. Short-term capital gains are taxable as
dividends, but do not qualify for the dividends-received deduction. A
portion of each fund's dividends derived from certain U.S. Government
securities and securities of certain other investment companies may be
exempt from state and local taxation.

The municipal fund purchases municipal securities whose interest FMR
believes is free from federal income tax. Generally, issuers or other
parties have entered into covenants requiring continuing compliance
with federal tax requirements to preserve the tax-free status of
interest payments over the life of the security. If at any time the
covenants are not complied with, or if the IRS otherwise determines
that the issuer did not comply with relevant tax requirements,
interest payments from a security could become federally taxable
retroactive to the date the security was issued. For certain types of
structured securities, the tax status of the pass-through of tax-free
income may also be based on the federal tax treatment of the
structure.

Interest on certain "private activity" securities is subject to the
federal alternative minimum tax (AMT), although the interest continues
to be excludable from gross income for other tax purposes. Interest
from private activity securities is a tax preference item for the
purposes of determining whether a taxpayer is subject to the AMT and
the amount of AMT to be paid, if any.

A portion of the gain on municipal bonds purchased at market discount
after April 30, 1993 is taxable to shareholders as ordinary income,
not as capital gains.

CAPITAL GAIN DISTRIBUTIONS. Each fund may distribute any net realized
capital gains once a year or more often, as necessary.

As of May 31, 2000, Cash Central had an aggregate capital loss
carryforward of approximately $1,833,000. This loss carryforward, all
of which will expire on May 31, 2008, is available to offset future
capital gains.

As of May 31, 2000, Municipal Cash Central had an aggregate capital
loss carryforward of approximately $5,000. This loss carryforward, of
which $4,000 and $1,000 will expire on May 31, 2005, and 2007,
respectively, is available to offset future capital gains.

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.

TRUSTEES AND OFFICERS

The Trustees, Members of the Advisory Board, and executive officers of
the trust 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 as indicated, each individual has held the office shown or
other offices in the same company for the past five years. All persons
named as Trustees and Members of the Advisory Board also serve in
similar capacities for other funds advised by FMR or its affiliates.
The business address of each Trustee, Member of the Advisory Board,
and officer who is an "interested person" (as defined in the 1940 Act)
is 82 Devonshire Street, Boston, Massachusetts 02109, which is also
the address of FMR. The business address of all the other Trustees is
Fidelity Investments, P.O. Box 9235, Boston, Massachusetts 02205-9235.
Those Trustees who are "interested persons" by virtue of their
affiliation with either the trust or FMR are indicated by an asterisk
(*).

*EDWARD C. JOHNSON 3d (69), Trustee, is President of Fidelity
Securities Lending Cash Central Fund, Fidelity Cash Central Fund, and
Fidelity Municipal Cash Central Fund. Mr. Johnson also serves as
President of other Fidelity funds. He is Chief Executive Officer,
Chairman, and a Director of FMR Corp.; a Director and Chairman of the
Board and of the Executive Committee of FMR; Chairman and a Director
of Fidelity Management & Research (U.K.) Inc. and of Fidelity
Management & Research (Far East) Inc.; Chairman (1998) and a Director
(1997) of Fidelity Investments Money Management, Inc.; Chairman and
Representative Director of Fidelity Investments Japan Limited (1997);
and a Director of FDC and of FMR Co., Inc. (2000). Abigail Johnson,
Member of the Advisory Board of Fidelity Revere Street Trust, is Mr.
Johnson's daughter.

ABIGAIL P. JOHNSON (38), Member of the Advisory Board of Fidelity
Revere Street Trust (1999), is Vice President of certain Equity Funds
(1997), and is a Director of FMR Corp. (1994). Before assuming her
current responsibilities, Ms. Johnson managed a number of Fidelity
funds. Edward C. Johnson 3d, Trustee and President of the Funds, is
Ms. Johnson's father.

J. MICHAEL COOK (58), Member of the Advisory Board (2000). Prior to
Mr. Cook's retirement in May 1999, he served as Chairman and Chief
Executive Officer of Deloitte & Touche LLP, Chairman of the Deloitte &
Touche Foundation, and a member of the Board of Deloitte Touche
Tohmatsu. He currently serves as an Executive in Residence of the
Columbia Business School and as a Director of Dow Chemical Company
(2000), HCA - The Healthcare Company (1999), and Children First
(1999). He is a member of the Executive Committee of the Securities
Regulation Institute, a member of the Advisory Board of Boardroom
Consultants, past chairman and a member of the Board of Catalyst (a
leading organization for the advancement of women in business), and a
Director of the STAR Foundation (Society to Advance the Retarded and
Handicapped). He also serves as a member of the Board and Executive
Committee and as Co-Chairman of the Audit and Finance Committee of the
Center for Strategic & International Studies, a member of the Board of
Overseers of the Columbia Business School, and a Member of the
Advisory Board of the Graduate School of Business of the University of
Florida.

RALPH F. COX (67), Trustee, is President of RABAR Enterprises
(management consulting-engineering industry, 1994). Prior to February
1994, he was President of Greenhill Petroleum Corporation (petroleum
exploration and production). Until March 1990, Mr. Cox was President
and Chief Operating Officer of Union Pacific Resources Company
(exploration and production). He is a Director of Waste Management
Inc. (non-hazardous waste, 1993), CH2M Hill Companies (engineering),
and Bonneville Pacific (independent power and petroleum production).
In addition, he is a member of advisory boards of Texas A&M University
and the University of Texas at Austin.

PHYLLIS BURKE DAVIS (68), Trustee. Mrs. Davis is retired from Avon
Products, Inc. where she held various positions including Senior Vice
President of Corporate Affairs and Group Vice President of U.S. sales,
distribution, and manufacturing. She is currently a Director of
BellSouth Corporation (telecommunications), Eaton Corporation
(manufacturing), and the TJX Companies, Inc. (retail stores), and
previously served as a Director of Hallmark Cards, Inc., Nabisco
Brands, Inc., and Standard Brands, Inc. In addition, she is a member
of the Board of Directors of the Southampton Hospital in Southampton,
N.Y. (1998).

ROBERT M. GATES (56), Trustee (1997), is a consultant, author, and
lecturer (1993). Mr. Gates was Director of the Central Intelligence
Agency (CIA) from 1991-1993. From 1989 to 1991, Mr. Gates served as
Assistant to the President of the United States and Deputy National
Security Advisor. Mr. Gates is a Director of Charles Stark Draper
Laboratory (non-profit), NACCO Industries, Inc. (mining and
manufacturing), and TRW Inc. (automotive, space, defense, and
information technology). Mr. Gates previously served as a Director of
LucasVarity PLC (automotive components and diesel engines). He is
currently serving as Dean of the George Bush School of Government and
Public Service at Texas A&M University (1999-2000). Mr. Gates also is
a Trustee of the Forum for International Policy and of the Endowment
Association of the College of William and Mary. In addition, he is a
member of the National Executive Board of the Boy Scouts of America.

DONALD J. KIRK (67), Trustee, is Executive-in-Residence (1995) at
Columbia University Graduate School of Business. From 1987 to January
1995, Mr. Kirk was a Professor at Columbia University Graduate School
of Business. Prior to 1987, he was Chairman of the Financial
Accounting Standards Board. Mr. Kirk previously served as a Director
of General Re Corporation (reinsurance, 1987-1998) and as a Director
of Valuation Research Corp. (appraisals and valuations, 1993-1995). He
serves as Chairman of the Board of Directors of National Arts
Stabilization Inc., Chairman of the Board of Trustees of the Greenwich
Hospital Association, Director of the Yale-New Haven Health Services
Corp. (1998), Vice Chairman of the Public Oversight Board of the
American Institute of Certified Public Accountants' SEC Practice
Section (1995), and as a Public Governor of the National Association
of Securities Dealers, Inc. (1996).

MARIE L. KNOWLES (53), Member of the Advisory Board (2000). Beginning
in 1972, Ms. Knowles served in various positions with Atlantic
Richfield Company (ARCO) (diversified energy) including Executive Vice
President and Chief Financial Officer (1996-2000); Director
(1996-1998); and Senior Vice President (1993-1996). In addition, Ms.
Knowles served as President of ARCO Transportation Company
(1993-1996). She currently serves as a Director of Phelps Dodge
Corporation (copper mining and manufacturing), URS Corporation
(multidisciplinary engineering, 1999), and America West Holdings
Corporation (aviation and travel services, 1999). Ms. Knowles also
serves as a member of the National Board of the Smithsonian
Institution and she is a trustee of the Brookings Institution.

NED C. LAUTENBACH (56), Trustee (2000), has been a partner of Clayton,
Dubilier & Rice, Inc. (private equity investment firm) since September
1998. Mr. Lautenbach was Senior Vice President of IBM Corporation from
1992 until his retirement in July 1998. From 1993 to 1995 he was
Chairman of IBM World Trade Corporation. He also was a member of IBM's
Corporate Executive Committee from 1994 to July 1998. He is a Director
of PPG Industries Inc. (glass, coating and chemical manufacturer),
Dynatech Corporation (global communications equipment), Eaton
Corporation (global manufacturer of highly engineered products) and
ChoicePoint Inc. (data identification, retrieval, storage, and
analysis).

*PETER S. LYNCH (57), Trustee, is Vice Chairman and a Director of FMR;
and a Director of FMR Co., Inc. (2000). Prior to May 31, 1990, he was
a Director of FMR and Executive Vice President of FMR (a position he
held until March 31, 1991); Vice President of Fidelity
Magellan(registered trademark) Fund and FMR Growth Group Leader; and
Managing Director of FMR Corp. Mr. Lynch was also Vice President of
Fidelity Investments Corporate Services (1991-1992). In addition, he
serves as a Trustee of Boston College, Massachusetts Eye & Ear
Infirmary, Historic Deerfield (1989) and Society for the Preservation
of New England Antiquities, and as an Overseer of the Museum of Fine
Arts of Boston.

WILLIAM O. McCOY (66), Trustee (1997), is the Interim Chancellor for
the University of North Carolina at Chapel Hill. Previously he had
served from 1995 through 1998 as Vice President of Finance for the
University of North Carolina (16-school system). Prior to his
retirement in December 1994, Mr. McCoy was Vice Chairman of the Board
of BellSouth Corporation (telecommunications, 1984) and President of
BellSouth Enterprises (1986). He is currently a Director of Liberty
Corporation (holding company, 1984), Duke-Weeks Realty Corporation
(real estate, 1994), Carolina Power and Light Company (electric
utility, 1996), the Kenan Transport Company (trucking, 1996), and
Dynatech Corporation (electronics, 1999). Previously, he was a
Director of First American Corporation (bank holding company,
1979-1996). In addition, Mr. McCoy served as a member of the Board of
Visitors for the University of North Carolina at Chapel Hill
(1994-1998) and currently serves on the Board of Visitors of the
Kenan-Flager Business School (University of North Carolina at Chapel
Hill, 1988).

GERALD C. McDONOUGH (71), Trustee and Chairman of the non-interested
Trustees, is Chairman of G.M. Management Group (strategic advisory
services). Mr. McDonough is a Director and Chairman of the Board of
York International Corp. (air conditioning and refrigeration) and
Associated Estates Realty Corporation (a real estate investment trust,
1993). Mr. McDonough served as a Director of ACME-Cleveland Corp.
(metal working, telecommunications, and electronic products) from
1987-1996 and Brush-Wellman Inc. (metal refining) from 1983-1997. He
also served as a Director of Commercial Intertech Corp. (hydraulic
systems, building systems, and metal products) from 1992-2000 and
CUNO, Inc. (liquid and gas filtration products) from 1996-2000.

MARVIN L. MANN (67), Trustee, is Chairman Emeritus of Lexmark
International, Inc. (office machines, 1991) where he still remains a
member of the Board. Prior to 1991, he held the positions of Vice
President of International Business Machines Corporation ("IBM") and
President and General Manager of various IBM divisions and
subsidiaries. Mr. Mann is a Director of M.A. Hanna Company (chemicals,
1993), Imation Corp. (imaging and information storage, 1997). He is a
Board member of Dynatech Corporation (electronics, 1999).

*ROBERT C. POZEN (53), Trustee (1997), is Senior Vice President of
Fidelity Securities Lending Cash Central Fund, Fidelity Cash Central
Fund (1997), and Fidelity Municipal Cash Central Fund (1997). Mr.
Pozen also serves as Senior Vice President of other Fidelity funds
(1997). He is President and a Director of FMR (1997), Fidelity
Management & Research (U.K.) Inc. (1997), Fidelity Management &
Research (Far East) Inc. (1997), Fidelity Investments Money
Management, Inc. (1998), and FMR Co., Inc. (2000); a Director of
Strategic Advisers, Inc. (1999); and Vice Chairman of Fidelity
Investments (2000). Previously, Mr. Pozen served as General Counsel,
Managing Director, and Senior Vice President of FMR Corp.

THOMAS R. WILLIAMS (71), Trustee, is President of The Wales Group,
Inc. (management and financial advisory services). Prior to retiring
in 1987, Mr. Williams served as Chairman of the Board of First
Wachovia Corporation (bank holding company), and Chairman and Chief
Executive Officer of The First National Bank of Atlanta and First
Atlanta Corporation (bank holding company). He is currently a Director
of National Life Insurance Company of Vermont and American Software,
Inc. Mr. Williams was previously a Director of ConAgra, Inc.
(agricultural products), Georgia Power Company (electric utility), and
Avado, Inc. (restaurants).

DWIGHT D. CHURCHILL (47), is Vice President of Fidelity Securities
Lending Cash Central Fund (2000), Fidelity Cash Central Fund (2000),
and Fidelity Municipal Cash Central Fund (2000). He serves as
President of Fidelity's Fixed-Income Division (2000), Vice President
of Fidelity's Money Market Funds (2000), Vice President of Fidelity's
Bond Funds, Senior Vice President of FMR (1997), and Vice President of
FIMM (1998). Mr. Churchill joined Fidelity in 1993 as Vice President
and Group Leader of Taxable Fixed-Income Investments.

BOYCE I. GREER (44), is Vice President of Fidelity Securities Lending
Cash Central Fund, Fidelity Cash Central Fund (1997), and Fidelity
Municipal Cash Central Fund (1997). He serves as Vice President of
Fidelity's Municipal Bond Funds (2000), Group Leader of Fidelity's
Municipal Bond Group (2000), Vice President of Fidelity's Money Market
Funds (1997), Group Leader of Fidelity's Money Market Group (1997),
Senior Vice President of FMR (1997), and Vice President of FIMM
(1998). Mr. Greer served as the Leader of the Fixed-Income Group for
Fidelity Management Trust Company (1993-1995) and was Vice President
and Group Leader of Fidelity's Municipal Fixed-Income Investments
(1996-1997).

ROBERT A. LITTERST (40), is Vice President of Fidelity Securities
Lending Cash Central Fund (1999) and Fidelity Cash Central Fund
(1997), and other funds advised by FMR. Prior to his current
responsibilities, Mr. Litterst managed a variety of Fidelity funds.

DIANE M. MCLAUGHLIN (37), is Vice President of Fidelity Municipal Cash
Central Fund (1997), and other funds advised by FMR. Prior to her
current responsibilities, Ms. McLaughlin served as a senior trader and
managed a variety of funds.

ERIC D. ROITER (51), is Secretary of Fidelity Securities Lending Cash
Central Fund, Fidelity Cash Central Fund (1998), and Fidelity
Municipal Cash Central Fund (1998). He also serves as Secretary of
other Fidelity funds (1998); Vice President, General Counsel, and
Clerk of FMR (1998); and Vice President and Clerk of FDC (1998). Prior
to joining Fidelity, Mr. Roiter was with the law firm of Debevoise &
Plimpton, as an associate (1981-1984) and as a partner (1985-1997),
and served as an Assistant General Counsel of the U.S. Securities and
Exchange Commission (1979-1981). Mr. Roiter was an Adjunct Member,
Faculty of Law, at Columbia University Law School (1996-1997).

ROBERT A. DWIGHT (42), is Treasurer of Fidelity Securities Lending
Cash Central Fund (2000), Fidelity Cash Central Fund (2000), and
Fidelity Municipal Cash Central Fund (2000). Mr. Dwight also serves as
Treasurer of other Fidelity funds (2000) and is an employee of FMR.
Prior to becoming Treasurer of the Fidelity funds, he served as
President of Fidelity Accounting and Custody Services (FACS). Before
joining Fidelity, Mr. Dwight was Senior Vice President of fund
accounting operations for The Boston Company.

MARIA F. DWYER (41), is Deputy Treasurer of Fidelity Securities
Lending Cash Central Fund (2000), Fidelity Cash Central Fund (2000),
and Fidelity Municipal Cash Central Fund (2000). She also serves as
Deputy Treasurer of other Fidelity funds (2000) and is a Vice
President (1999) and an employee (1996) of FMR. Prior to joining
Fidelity, Ms. Dwyer served as Director of Compliance for MFS
Investment Management.

STANLEY N. GRIFFITH (53), is Assistant Vice President of Fidelity
Securities Lending Cash Central Fund, Fidelity Cash Central Fund
(1998), and Fidelity Municipal Cash Central Fund (1998). Mr. Griffith
is Assistant Vice President of Fidelity's Fixed-Income Funds (1998)
and is an employee of FMR Corp.

JOHN H. COSTELLO (53), is Assistant Treasurer of Fidelity Securities
Lending Cash Central Fund, Fidelity Cash Central Fund, and Fidelity
Municipal Cash Central Fund. Mr. Costello also serves as Assistant
Treasurer of other Fidelity funds and is an employee of FMR.

THOMAS J. SIMPSON (42), is Assistant Treasurer of Fidelity Securities
Lending Cash Central Fund, Fidelity Cash Central Fund, and Fidelity
Municipal Cash Central Fund. Mr. Simpson is Assistant Treasurer of
Fidelity's Fixed-Income Funds (1998) and an employee of FMR (1996).
Prior to joining FMR, Mr. Simpson was Vice President and Fund
Controller of Liberty Investment Services (1987-1995).

The following table sets forth information describing the compensation
of each Trustee and Member of the Advisory Board of each fund for his
or her services for the fiscal year ended May 31, 2000, or calendar
year ended December 31, 1999, as applicable.

COMPENSATION TABLE

Trustees and Members of the Aggregate Compensation from Aggregate Compensation from Aggregate Compensation from
Advisory Board Securities Lending Cash Cash CentralB Municipal Cash CentralB
CentralB

Edward C. Johnson 3d** $ 0 $ 0 $ 0

Abigail P. Johnson** $ 0 $ 0 $ 0

J. Michael Cook***** $ 645 $ 1,630 $ 122

Ralph F. Cox $ 1,140 $ 6,365 $ 357

Phyllis Burke Davis $ 1,162 $ 6,358 $ 358

Robert M. Gates $ 1,146 $ 6,367 $ 357

E. Bradley Jones**** $ 260 $ 3,693 $ 175

Donald J. Kirk $ 1,127 $ 6,371 $ 357

Marie L. Knowles****** $ 0 $ 0 $ 0

Ned C. Lautenbach*** $ 1,087 $ 4,278 $ 266

Peter S. Lynch** $ 0 $ 0 $ 0

William O. McCoy $ 1,129 $ 6,268 $ 352

Gerald C. McDonough $ 1,419 $ 7,927 $ 445

Marvin L. Mann $ 1,149 $ 6,402 $ 359

Robert C. Pozen** $ 0 $ 0 $ 0

Thomas R. Williams $ 1,140 $ 6,230 $ 352

</TABLE>

COMPENSATION TABLE

Trustees and Members of the Total Compensation from the
Advisory Board Fund Complex*,A

Edward C. Johnson 3d** $ 0

Abigail P. Johnson** $ 0

J. Michael Cook***** $ 0

Ralph F. Cox $ 217,500

Phyllis Burke Davis $ 211,500

Robert M. Gates $ 217,500

E. Bradley Jones**** $ 217,500

Donald J. Kirk $ 217,500

Marie L. Knowles****** $ 0

Ned C. Lautenbach*** $ 54,000

Peter S. Lynch** $ 0

William O. McCoy $ 214,500

Gerald C. McDonough $ 269,000

Marvin L. Mann $ 217,500

Robert C. Pozen** $ 0

Thomas R. Williams $ 213,000

</TABLE>

* Information is for the calendar year ended December 31, 1999 for 236
funds in the complex.

** Interested Trustees of the funds and Ms. Johnson are compensated by
FMR.

*** During the period from October 14, 1999 through December 31, 1999,
Mr. Lautenbach served as a Member of the Advisory Board. Effective
January 1, 2000, Mr. Lautenbach serves as a Member of the Board of
Trustees.

**** Mr. Jones served on the Board of Trustees through December 31,
1999.

***** Effective March 16, 2000, Mr. Cook serves as a Member of the
Advisory Board.

****** Effective June 15, 2000, Ms. Knowles serves as a Member of the
Advisory Board.

A 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, 1999, the Trustees accrued required
deferred compensation from the funds as follows: Ralph F. Cox,
$75,000; Phyllis Burke Davis, $75,000; Robert M. Gates, $75,000; E.
Bradley Jones, $75,000; Donald J. Kirk, $75,000; William O. McCoy,
$75,000; Gerald C. McDonough, $87,500; Marvin L. Mann, $75,000; and
Thomas R. Williams, $75,000. Certain of the non-interested Trustees
elected voluntarily to defer a portion of their compensation as
follows: Ralph F. Cox, $53,735; William O. McCoy, $53,735; and Thomas
R. Williams, $62,319.

B Compensation figures include cash, and may include amounts required
to be deferred and amounts deferred at the election of Trustees.

Under a deferred compensation plan adopted in September 1995 and
amended in November 1996 and January 2000 (the Plan), non-interested
Trustees must defer receipt of a portion of, and may elect to defer
receipt of an additional portion of, their annual fees. Amounts
deferred under the Plan are treated as though equivalent dollar
amounts had been invested in shares of a cross-section of Fidelity
funds including funds in each major investment discipline and
representing a majority of Fidelity's assets under management (the
Reference Funds). The amounts ultimately received by the Trustees
under the Plan will be directly linked to the investment performance
of the Reference Funds. Deferral of fees in accordance with the Plan
will have a negligible effect on a fund's assets, liabilities, and net
income per share, and will not obligate a fund to retain the services
of any Trustee or to pay any particular level of compensation to the
Trustee. A fund may invest in the Reference Funds under the Plan
without shareholder approval.

As of May 31, 2000, 100% of Securities Lending Cash Central's, Cash
Central's, and Municipal Cash Central's total outstanding shares was
held by mutual funds managed by FMR or an FMR affiliate.

CONTROL OF INVESTMENT ADVISER

FMR Corp., organized in 1972, is the ultimate parent company of FIMM.
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.

At present, the principal operating activities of FMR Corp. are those
conducted by its division, Fidelity Investments Retail Marketing
Company, which provides marketing services to various companies within
the Fidelity organization.

The funds, and FIMM have adopted a code of ethics under Rule 17j-1 of
the 1940 Act that sets forth employees' fiduciary responsibilities
regarding the funds, establishes procedures for personal investing,
and restricts certain transactions. Employees subject to the code 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.

MANAGEMENT CONTRACTS

Each fund has entered into a management contract with FIMM, pursuant
to which FIMM furnishes investment advisory and other services.

MANAGEMENT SERVICES. Under the terms of its management contract with
each fund, FIMM acts as investment adviser and, subject to the
supervision of the Board of Trustees, directs the investments of the
fund in accordance with its investment objective, policies and
limitations. FIMM 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 trust or of FIMM, and all personnel of
each fund or FIMM performing services relating to research,
statistical and investment activities.

In addition, FIMM 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, if
necessary, 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 (CASH CENTRAL AND MUNICIPAL CASH CENTRAL).
Under the terms of each fund's management contract, each fund pays all
of its expenses other than those specifically payable by FIMM. FIMM,
either itself or through an affiliate, pays all fees associated with
transfer agent and pricing and bookkeeping services. Expenses payable
by each fund include interest and taxes, brokerage commissions (if
any), fees and expenses of the non-interested Trustees, legal
expenses, fees of the custodian and auditor, costs of registering
shares under federal securities laws and making necessary filings
under state securities laws, expenses for typesetting, printing, and
mailing proxy materials to shareholders and all other expenses of
proxy solicitations and shareholder meetings, each fund's
proportionate share of insurance premiums, if any, and Investment
Company Institute dues, and such nonrecurring expenses as may arise,
including costs of any litigation to which a fund may be a party, and
any obligation it may have to indemnify its officers and Trustees with
respect to litigation.

MANAGEMENT-RELATED EXPENSES (SECURITIES LENDING CASH CENTRAL). Under
the terms of the management contract, the fund pays all of its
expenses other than those specifically payable by FIMM. FIMM, either
itself or through an affiliate, pays all fees associated with transfer
agent services. Expenses payable by the fund include pricing and
bookkeeping, interest and taxes, brokerage commissions (if any), fees
and expenses of the non-interested Trustees, legal expenses, fees of
the custodian and auditor, costs of registering shares under federal
securities laws and making necessary filings under state securities
laws, expenses for typesetting, printing, and mailing proxy materials
to shareholders and all other expenses of proxy solicitations and
shareholder meetings, the fund's proportionate share of insurance
premiums, if any, and Investment Company Institute dues, and such
nonrecurring 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 FIMM under each management
contract, FMR, on behalf of Cash Central and Municipal Cash Central,
pays FIMM a monthly management fee. For each fund (other than a fund
for which FIMM serves as sub-adviser) that invests in Cash Central or
Municipal Cash Central in a given month, FMR pays FIMM a fee equal to
50% of the monthly management fee rate (including performance
adjustments, if any) that FMR receives from the investing fund,
multiplied by the average net assets invested by that fund in Cash
Central or Municipal Cash Central for the month. The fee is reduced to
reflect any expenses paid by FMR on behalf of an investing fund
pursuant to an all-inclusive fee management contract, but is not
reduced to reflect any fee waivers or expense reimbursements made by
FMR.

For the services of FIMM under the management contract, FMR, on behalf
of Securities Lending Cash Central, pays FIMM a monthly management fee
at the annual rate of 0.20% of the fund's average net assets
throughout the month.

FMR may, from time to time, voluntarily reimburse all or a portion of
a fund's operating expenses (exclusive of interest, taxes, brokerage
commissions, and extraordinary expenses), 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.

TRANSFER AND SERVICE AGENT AGREEMENTS

Each fund has entered into a transfer agent agreement with Fidelity
Investments Institutional Operations Company, Inc. (FIIOC), an
affiliate of FIMM. Under the terms of the agreements, FIIOC performs
transfer agency, dividend disbursing, and shareholder services for
each fund.

FIIOC receives no fees for providing transfer agency services to each
fund.

FIIOC pays out-of-pocket expenses associated with providing transfer
agent services. In addition, FIIOC bears the expense of typesetting,
printing, and mailing prospectuses, statements of additional
information, and all other reports, notices, and statements to
existing shareholders, with the exception of proxy statements.

Each fund has entered into a service agent agreement with Fidelity
Service Company, Inc. (FSC), an affiliate of FIMM. Under the terms of
the agreements, FSC calculates the NAV and dividends for each fund and
maintains each fund's portfolio and general accounting records.

For providing pricing and bookkeeping services, FSC receives a monthly
fee based on each fund's average daily net assets throughout the
month.

The annual rates for pricing and bookkeeping services for Securities
Lending Cash Central are 0.0150% of the first $500 million of average
net assets, 0.0075% of average net assets between $500 million and $10
billion, 0.0021% of average net assets between $10 billion and $25
billion, and 0.00075% of average net assets in excess of $25 billion.
The fee, not including reimbursement for out-of-pocket expenses, is
limited to a minimum of $40,000 per year.

For the fiscal year ended May 31, 2000, Securities Lending Cash
Central paid FSC pricing and bookkeeping fees, including reimbursement
for related out-of-pocket expenses, of $373,884.

FIMM, either itself or through an affiliate, bears the cost of pricing
and bookkeeping services under the terms of its management contract
with Cash Central and Municipal Cash Central.

DESCRIPTION OF THE TRUST

TRUST ORGANIZATION. Fidelity Securities Lending Cash Central Fund,
Fidelity Cash Central Fund, and Fidelity Municipal Cash Central Fund
are funds of Fidelity Revere Street Trust, an open-end management
investment company organized as a Delaware business trust on September
11, 1996. Currently, there are three funds in Fidelity Revere Street
Trust: Fidelity Securities Lending Cash Central Fund, Fidelity Cash
Central Fund and Fidelity Municipal Cash Central Fund. The Trustees
are permitted to create additional funds in the trust and to create
additional classes of the funds.

The assets of the trust received for the issue or sale of shares of
each fund and all income, earnings, profits, and proceeds thereof,
subject 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 the trust shall be charged with the liabilities and
expenses attributable to such fund. Any general expenses of the trust
shall be allocated between or among any one or more of the funds.

SHAREHOLDER LIABILITY. The trust is a business trust organized under
Delaware law. Delaware law provides that shareholders shall be
entitled to the same limitations of personal liability extended to
stockholders of private corporations for profit. The courts of some
states, however, may decline to apply Delaware law on this point. The
Trust Instrument contains an express disclaimer of shareholder
liability for the debts, liabilities, obligations, and expenses of the
trust. The Trust Instrument 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. The Trust Instrument further provides that
shareholders of a fund shall not have a claim on or right to any
assets belonging to any other fund.

The Trust Instrument 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. The Trust Instrument also
provides that each fund shall, upon request, assume the defense of any
claim made against any shareholder for any act or obligation of the
fund and satisfy any judgment thereon. Thus, the risk of a shareholder
incurring financial loss on account of shareholder liability is
limited to circumstances in which Delaware law does not apply, no
contractual limitation of liability was in effect, and a fund is
unable to meet its obligations. FIMM believes that, in view of the
above, the risk of personal liability to shareholders is extremely
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.

The trust or a fund may be terminated upon the sale of its assets to
another open-end management investment company or series thereof, or
upon liquidation and distribution of its assets. Generally such
terminations must be approved by a vote of shareholders. In the event
of the dissolution or liquidation of the 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, shareholders of that fund are entitled to
receive the underlying assets of the fund available for distribution.

Under the Trust Instrument, the Trustees may, without shareholder
vote, in order to change the form of organization of the trust cause
the trust to merge or consolidate with one or more trusts,
partnerships, associations, limited liability companies, or
corporations, as long as the surviving entity is an open-end
management investment company, or is a fund thereof, that will succeed
to or assume the trust's registration statement, or cause the trust to
incorporate under Delaware law.

CUSTODIANS. The Chase Manhattan Bank, 1 Chase Manhattan Plaza, New
York, New York, is custodian of the assets of Securities Lending Cash
Central and Cash Central (the taxable funds). Citibank, N.A., 111 Wall
Street, New York, New York, is custodian of the assets of Municipal
Cash Central. Each custodian is responsible for the safekeeping of a
fund's assets and the appointment of any subcustodian banks and
clearing agencies. The Bank of New York, headquartered in New York,
also may serve as a special purpose custodian of certain assets of the
taxable funds in connection with repurchase agreement transactions.

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. Transactions
that have occurred to date include mortgages and personal and general
business loans. In the judgment of FMR, the terms and conditions of
those transactions were not influenced by existing or potential
custodial or other fund relationships.

AUDITOR. PricewaterhouseCoopers LLP, 160 Federal Street, Boston,
Massachusetts, serves as independent accountant for each fund. The
auditor examines financial statements for each fund and provides other
audit, tax, and related services.

FINANCIAL STATEMENTS

Each fund's financial statements and financial highlights for the
fiscal year ended May 31, 2000, and report of the auditor, are
included in the fund's annual report and are incorporated herein by
reference.

APPENDIX

Fidelity, Fidelity Investments & (Pyramid) Design, Fidelity Focus,
Spartan, and Magellan are registered trademarks of FMR.

The third party marks appearing above are the marks of their
respective owners.

PART C. OTHER INFORMATION

Item 23. Exhibits

(a) (1) Trust Instrument, dated September 11, 1996, is incorporated
herein by reference to Exhibit (1)(a) of the initial
registration statement.

(2) Certificate of Trust of Fidelity Revere Street Trust, dated
September 11, 1996, is incorporated herein by reference to
Exhibit 1(b) of the initial registration statement.

(b) Bylaws of the Trust, effective September 11, 1996, are
incorporated herein by reference to Exhibit 2(a) of the initial
registration statement.

(d) (1) Management Contract dated October 18, 1996 between Fidelity
Revere Street Trust, on behalf of Taxable Central Cash Fund
(currently known as Fidelity Cash Central Fund), and FMR
Texas Inc. (currently known as Fidelity Investments Money
Management, Inc. (FIMM)), is incorporated herein by reference
to Exhibit 5(a) of Post-Effective Amendment No. 1.

(2) Management Contract dated October 18, 1996 between Fidelity
Revere Street Trust, on behalf of Municipal Central Cash Fund
(currently known as Fidelity Municipal Cash Central Fund),
and FMR Texas Inc. (currently known as FIMM), is incorporated
herein by reference to Exhibit 5(b) of Post-Effective
Amendment No. 1.

(3) Management Contract dated May 13, 1999 between Fidelity
Revere Street Trust, on behalf of Central Cash Collateral
Fund (currently known as Fidelity Securities Lending Cash
Central Fund), and FIMM is incorporated herein by reference
to Exhibit d(3) of Post-Effective Amendment No. 1.

(e) Not applicable.

(f) (1) The Fee Deferral Plan for Non-Interested Person Directors and
Trustees of the Fidelity Funds, effective as of September 15,
1995 and amended through January 1, 2000, is incorporated
herein by reference to Exhibit (f)(1) of Fidelity
Massachusetts Municipal Trust's (File No. 2-75537)
Post-Effective Amendment No. 39.

(g) (1) Custodian Agreement and Appendix C, dated August 1, 1994,
between The Chase Manhattan Bank, N.A. and Fidelity Revere
Street Trust on behalf of Taxable Central Cash Fund
(currently known as Fidelity Cash Central Fund) and Central
Cash Collateral Fund (currently known as Fidelity Securities
Lending Cash Central Fund), is incorporated herein by
reference to Exhibit 8(a) of Fidelity Investment Trust's
(File No. 2-90649) Post-Effective Amendment No. 59.

(2) Appendix A, dated February 22, 2000, to the Custodian
Agreement, dated August 1, 1994, between The Chase Manhattan
Bank, N.A. and Fidelity Revere Street Trust on behalf of
Taxable Central Cash Fund (currently known as Fidelity Cash
Central Fund) and Central Cash Collateral Fund (currently
known as Fidelity Securities Lending Cash Central Fund), is
incorporated herein by reference to Exhibit (g)(6) of
Fidelity Commonwealth Trust's (File No. 2-52322)
Post-Effective Amendment No. 69.

(3) Appendix B, dated March 16, 2000, to the Custodian Agreement,
dated August 1, 1994, between The Chase Manhattan Bank, N.A.
and Fidelity Revere Street Trust on behalf of Taxable Central
Cash Fund (currently known as Fidelity Cash Central Fund) and
Central Cash Collateral Fund (currently known as Fidelity
Securities Lending Cash Central Fund) is incorporated herein
by reference to Exhibit(g)(7) of Fidelity Commonwealth
Trust's (File No. 2-52322) Post-Effective Amendment No. 69.

(4) Addendum, dated October 21, 1996, to the Custodian Agreement,
dated August 1, 1994, between The Chase Manhattan Bank, N.A.
and Fidelity Revere Street Trust on behalf of Taxable Central
Cash Fund (currently known as Fidelity Cash Central Fund) and
Central Cash Collateral Fund (currently known as Fidelity
Securities Lending Cash Central Fund), is incorporated herein
by reference to Exhibit g(4) of Fidelity Charles Street
Trust's (File No. 2-73133) Post-Effective Amendment No. 65.

(5) Custodian Agreement, Appendix A, Appendix B, and Appendix C,
dated May 1, 1998, between Citibank, N.A. and Fidelity Revere
Street Trust on behalf of Municipal Central Cash Fund
(currently known as Fidelity Municipal Cash Central Fund),
are incorporated herein by reference to Exhibit (g)(5) of
Fidelity Union Street Trust's (File No. 2-50318)
Post-Effective Amendment No. 102.

(6) Fidelity Group Repo Custodian Agreement among The Bank of New
York, J.P. Morgan Securities, Inc., and Fidelity Revere
Street Trust on behalf of Taxable Central Cash Fund
(currently known as Fidelity Cash Central Fund) and Central
Cash Collateral Fund (currently known as Fidelity Securities
Lending Cash Central Fund), dated February 12, 1996, is
incorporated herein by reference to Exhibit 8(d) of Fidelity
Institutional Cash Portfolios' (File No 2-74808)
Post-Effective Amendment No. 31.

(7) Schedule 1 to the Fidelity Group Repo Custodian Agreement
between The Bank of New York and Fidelity Revere Street Trust
on behalf of Taxable Central Cash Fund (currently known as
Fidelity Cash Central Fund) and Central Cash Collateral Fund
(currently known as Fidelity Securities Lending Cash Central
Fund), dated February 12, 1996, is incorporated herein by
reference to Exhibit 8(e) of Fidelity Institutional Cash
Portfolios' (File No 2-74808) Post-Effective Amendment No.
31.

(8) Fidelity Group Repo Custodian Agreement among Chemical Bank,
Greenwich Capital Markets, Inc., and Fidelity Revere Street
Trust on behalf of Taxable Central Cash Fund (currently known
as Fidelity Cash Central Fund) and Central Cash Collateral
Fund (currently known as Fidelity Securities Lending Cash
Central Fund), dated November 13, 1995, is incorporated
herein by reference to Exhibit 8(f) of Fidelity Institutional
Cash Portfolios' (File No. 2-74808) Post-Effective Amendment
No. 31.

(9) Schedule 1 to the Fidelity Group Repo Custodian Agreement
between Chemical Bank and Fidelity Revere Street Trust on
behalf of Taxable Central Cash Fund (currently known as
Fidelity Cash Central Fund) and Central Cash Collateral Fund
(currently known as Fidelity Securities Lending Cash Central
Fund), dated November 13, 1995, is incorporated herein by
reference to Exhibit 8(g) of Fidelity Institutional Cash
Portfolios' (File No. 2-74808) Post-Effective Amendment No.
31.

(10) Joint Trading Account Custody Agreement between The Bank of
New York and Fidelity Revere Street Trust on behalf of
Taxable Central Cash Fund (currently known as Fidelity Cash
Central Fund) and Central Cash Collateral Fund (currently
known as Fidelity Securities Lending Cash Central Fund),
dated May 11, 1995, is incorporated herein by reference to
Exhibit 8(h) of Fidelity Institutional Cash Portfolios' (File
No. 2-74808) Post-Effective Amendment No. 31.

(11) First Amendment to Joint Trading Account Custody Agreement
between The Bank of New York and Fidelity Revere Street Trust
on behalf of Taxable Central Cash Fund (currently known as
Fidelity Cash Central Fund) and Central Cash Collateral Fund
(currently known as Fidelity Securities Lending Cash Central
Fund), dated July 14, 1995, is incorporated herein by
reference to Exhibit 8(i) of Fidelity Institutional Cash
Portfolios' (File No. 2-74808) Post-Effective Amendment No.
31.

(12) Schedule A-1, dated March 29, 2000, 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
Fidelity Revere Street Trust on behalf of Taxable Central
Cash Fund (currently known as Fidelity Cash Central Fund) and
Central Cash Collateral Fund (currently known as Fidelity
Securities Lending Cash Central Fund) is incorporated herein
by reference to Exhibit g(11) of Fidelity Magellan Fund's
(File No. 2-21461) Post-Effective Amendment No. 48.

(h) Not applicable.

(i) Not applicable.

(j) (1) Consent of PricewaterhouseCoopers LLP, dated July 14, 2000,
for Fidelity Securities Lending Cash Central Fund (formerly
known as Central Cash Collateral Fund), Fidelity Cash Central
Fund (formerly known as Taxable Central Cash Fund), and
Fidelity Municipal Cash Central Fund (formerly known as
Municipal Central Cash Fund), is filed herein as Exhibit
j(1).

(k) Not applicable.

(l) Not applicable.

(m) Not applicable.

(n) Not applicable.

(p)(1) Code of Ethics, dated January 1, 2000, adopted by each fund,
Fidelity Investments Money Management, Inc. and Fidelity
Management & Research Company pursuant to Rule 17j-1 is
incorporated herein by reference to Exhibit (p)(1) of Fidelity
Commonwealth Trust's (File No. 2-52322) Post-Effective
Amendment No. 69.

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

Pursuant to Del. Code Ann. title 12 (sub-section) 3817, a Delaware
business trust may provide in its governing instrument for the
indemnification of its officers and trustees from and against any and
all claims and demands whatsoever. Article X, Section 10.02 of the
Trust Instrument 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
Trust Instrument, that the officer or trustee did not engage in
disabling conduct.

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

FIDELITY INVESTMENTS MONEY MANAGEMENT, INC. (FIMM)
1 Spartan Way, Merrimack, NH 03054

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, FMR
Corp., FMR Far East, and FMR
U.K.; Director of FMRC;
Chairman of the Executive
Committee of FMR; President
and Chief Executive Officer
of FMR Corp.; Chairman and
Representative Director of
Fidelity Investments Japan
Limited (FIJ); President and
Trustee of funds advised by
FMR.

Robert C. Pozen President and Director of
FIMM; Senior Vice President
and Trustee of funds advised
by FMR; President and
Director of FMR, FMR U.K.,
FMRC, and FMR Far East;
Director of Strategic
Advisers, Inc.; Previously,
General Counsel, Managing
Director, and Senior Vice
President of FMR Corp.

Dwight D. Churchill Senior Vice President of
FIMM; President of Fidelity
Investments Fixed Income
Division; Senior Vice
President of FMR and Vice
President of Bond Funds and
Money Market Funds advised
by FMR.

Laura B. Cronin Treasurer of FIMM, FMR Far
East, FMR U.K., FMRC, and
FMR and Vice President of FMR.

Anthony M. DuBon Vice President of Fidelity
Investments Fixed Income
Division.

Robert Duby Vice President of Fidelity
Investments Fixed Income
Division and of funds
advised by FMR.

Dorothy T. Egan Vice President of Fidelity
Investments Fixed Income
Division.

George A. Fischer Vice President of Fidelity
Investments Fixed Income
Division and of funds
advised by FMR.

Michael B. Fox Assistant Treasurer of FIMM,
FMR U.K., FMR Far East, and
FMR; Vice President and
Treasurer of FMR Corp. and
Strategic Advisers, Inc.;
Vice President of FIMM, FMR
U.K., and FMR Far East.

Jay Freedman Secretary of FIMM; Clerk of
FMR U.K., FMR Far East, FMR
Corp., FMRC, and Strategic
Advisers, Inc.; Assistant
Clerk of FMR; Vice President
and Deputy General Counsel
of FMR Corp.

Kevin E. Grant Vice President of Fidelity
Investments Fixed Income
Division and of funds
advised by FMR.

Boyce I. Greer Vice President of FIMM;
Executive Vice President of
Fidelity Investments Fixed
Income Division; Senior Vice
President of FMR and Vice
President of Money Market
Funds and Bond Funds advised
by FMR.

Stanley N. Griffith Assistant Secretary of FIMM,
Vice President of Fidelity
Investments Fixed Income
Division.

Susan Englander Hislop Assistant Secretary of FIMM;
Assistant Clerk of FMR U.K.,
FMR Far East, and Strategic
Advisers, Inc.

Susan L. Johnson Vice President of Fidelity
Investments Fixed Income
Division.

Robert A. Litterst Vice President of Fidelity
Investments Fixed Income
Division and of funds
advised by FMR.

Michael J. Marchese Vice President of Fidelity
Investments Fixed Income
Division.

Diane M. McLaughlin Vice President of Fidelity
Investments Fixed Income
Division and of funds
advised by FMR.

Charles S. Morrison Vice President of Fidelity
Investments Fixed Income
Division and of funds
advised by FMR.

David L. Murphy Vice President of FIMM;
Senior Vice President of
Fidelity Investments Fixed
Income Division; and Vice
President of Taxable Bond
Funds.

Cynthia C. Strauss Vice President of Fidelity
Investments Fixed Income
Division.

John J. Todd Vice President of Fidelity
Investments Fixed Income
Division and of funds
advised by FMR.

Jennifer Toolin McAuliffe Vice President of Fidelity
Investments Fixed Income
Division.

Item 27. Principal Underwriters

(a) Not applicable.

(b) 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, The Chase Manhattan Bank, 1 Chase Manhattan
Plaza, New York, NY; or Citibank, N.A., 111 Wall Street, New York, NY.

Item 29. Management Services

Not applicable.

Item 30. Undertakings

Not applicable.

FOR NEW FUNDS:

Not applicable.

SIGNATURE

Pursuant to the requirements of the Investment Company Act of 1940
the Registrant has duly caused this Registration Statement to be
signed on its behalf by the undersigned, thereto duly authorized, in
the City of Boston, and Commonwealth of Massachusetts on the 18th day
of July 2000.

Fidelity Revere Street Trust

By:/s/ Eric D. Roiter
Eric D. Roiter, Secretary