FIDELITY MONEY MARKET TRUST, N-30D, 1995-10-17

FIDELITY MONEY MARKET TRUST
N-30D, 1995-10-17

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Please read this prospectus before investing, and keep it on file for
future reference. It contains important information, including how the fund
invests and the services available to shareholders.
To learn more about the fund and its investments, you can obtain a copy of
the fund's most recent financial report and portfolio listing or a copy of
the Statement of Additional Information (SAI) dated October 24, 1995. The
SAI has been filed with the Securities and Exchange Commission (SEC) and is
incorporated herein by reference (legally forms a part of the prospectus).
For a free copy of either document call Fidelity Client Services at the
appropriate number listed below or contact your investment
professional .
INDIVIDUAL ACCOUNTS (PARTICIPANT)
If you are investing through a retirement plan sponsor or other
institution, refer to your plan materials or contact that institution
directly.
RETIREMENT PLAN LEVEL ACCOUNTS
(TRUSTEES, PLAN SPONSORS)
Corporate Clients 1-800-962-1375
"Not for Profit" Clients 1-800-343-0860
FINANCIAL AND OTHER INSTITUTIONS
Nationwide 1-800-843-3001
INVESTMENTS IN THE FUND ARE NEITHER INSURED NOR GUARANTEED BY THE U.S.
GOVERNMENT, AND THERE CAN BE NO ASSURANCE THAT THE FUND WILL MAINTAIN A
STABLE $1.00 SHARE PRICE.

RETIREMENT
GOVERNMENT MONEY
MARKET PORTFOLIO
A fund of Fidelity Money Market Trust
The fund seeks to obtain as high a level of current income as is consistent
with the preservation of capital and liquidity.

PROSPECTUS
DATED OCTOBER 24, 1995(FIDELITY_LOGO_GRAPHIC) 82 DEVONSHIRE STREET, BOSTON,
MA 02109
AND
ANNUAL REPORT
FOR THE PERIOD ENDING
AUGUST 31, 1995

MUTUAL FUND SHARES ARE NOT DEPOSITS OR
OBLIGATIONS OF, OR GUARANTEED BY, ANY
DEPOSITORY INSTITUTION. SHARES ARE NOT
INSURED BY THE FDIC, THE FEDERAL RESERVE
BOARD OR ANY OTHER AGENCY, AND ARE SUBJECT
TO INVESTMENT RISK, INCLUDING THE POSSIBLE
LOSS OF PRINCIPAL.

LIKE ALL MUTUAL FUNDS, THESE
SECURITIES HAVE NOT BEEN APPROVED OR
DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE
SECURITIES COMMISSION, NOR HAS THE
SECURITIES AND EXCHANGE COMMISSION
OR ANY STATE SECURITIES COMMISSION
PASSED UPON THE ACCURACY OR
ADEQUACY OF THIS PROSPECTUS. ANY
REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.
RGM-pro-1095
3553

CONTENTS

PROSPECTUS

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KEY FACTS WHO MAY WANT TO INVEST

EXPENSES The fund's yearly operating expenses.

FINANCIAL HIGHLIGHTS A summary of the fund's
financial data.

PERFORMANCE How the fund has done over time.

THE FUND IN DETAIL CHARTER How the fund is organized.

INVESTMENT PRINCIPLES AND RISKS The fund's
overall approach to investing.

BREAKDOWN OF EXPENSES How operating costs
are calculated and what they include.

YOUR ACCOUNT TYPES OF ACCOUNTS Different ways to set up your
account, including tax-sheltered retirement plans.

HOW TO BUY SHARES Opening an account and
making additional investments.

HOW TO SELL SHARES Taking money out and
closing your account.

INVESTOR SERVICES Services to help you manage
your account.

SHAREHOLDER AND ACCOUNT POLICIES DIVIDENDS, CAPITAL GAINS, AND TAXES

TRANSACTION DETAILS Share price calculations
and the timing of purchases and redemptions.

EXCHANGE RESTRICTIONS

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ANNUAL REPORT

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INVESTMENTS A-1 A complete list of the fund's investments with their
market values.

FINANCIAL STATEMENTS A-3 Statement of assets and liabilities, operations, and
changes in net assets.

NOTES A-6 Notes to the financial statements.

REPORT OF INDEPENDENT ACCOUNTANTS A-8 The auditor's opinion.

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KEY FACTS

WHO MAY WANT TO INVEST
The fund is generally intended for investors in tax-saving retirement plans
such as defined contribution plans, 403(b) accounts, defined benefit plans
and 457 plans.
The fund is designed for investors who would like to earn current
income while preserving the value of their investment.
The rate of income will vary from day to day, generally reflecting
short-term interest rates.
The fund is managed to keep its share price stable at $1.00 and offers an
added measure of safety with its focus on U.S. Government securities.
The fund does not constitute a balanced investment plan. However, because
it emphasizes stability, it could be well-suited for a portion of your
savings.
EXPENSES
SHAREHOLDER TRANSACTION EXPENSES are charges you pay when you buy or sell
shares of the fund.
Maximum sales charge on purchases and None
reinvested distributions

Maximum deferred sales charge None

Redemption fee None

Exchange fee None

ANNUAL OPERATING EXPENSES are paid out of the fund's assets. The fund pays
a management fee to Fidelity Management & Research Company (FMR). FMR is
responsible for the payment of all other fund expenses with certain limited
exceptions.
The fund's expenses are factored into its share price or dividends and are
not charged directly to shareholder accounts (see "Breakdown of Expenses"
on page ).
The following are projections based on historical expenses of the fund and
are calculated as a percentage of average net assets of the fund.
Management fee 0.42
%

12b-1 fee (Distribution Fee) None

Other expenses 0.00
%

Total operating expenses 0.42
%

EXPENSE TABLE EXAMPLE: You would pay the following expenses on a $1,000
investment, assuming a 5% annual return and full redemption at the end of
each time period:
1 Year 3 Years 5 Years 10 Years

$ 4 $ 13 $ 24 $ 53

THESE EXAMPLES ILLUSTRATE THE EFFECT OF EXPENSES, BUT ARE NOT MEANT TO
SUGGEST ACTUAL OR EXPECTED COSTS OR RETURNS, ALL OF WHICH MAY VARY.

FINANCIAL HIGHLIGHTS
The financial highlights table that follows and the fund's financial
statements are included in the fund's Annual Report and have been audited
by Coopers & Lybrand L.L.P., independent accountants. Their report
on the financial statements and financial highlights is included in the
Annual Report. The financial statements, the financial highlights, and the
report are attached.
SELECTED PER-SHARE DATA

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1.Fiscal 1995 1994 1993 1992A 1991B 1990B 1989C
years
ended
August
31

2.Net $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000
asset
value,
beginnin
g of
period

3.Incom .053 .032 .029 .034 .061 .079 .077
e from
Investm
ent
Operati
ons
Net
interest
income

4.Less (.053) (.032) (.029) (.034) (.061) (.079) (.077)
Distribut
ions
From
net
interest
income

5.Net $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000
asset
value,
end of
period

6.Total 5.46% 3.27% 2.95% 3.47% 6.29% 8.16% 7.98%
returnD

7.RATIOS AND
SUPPLEMENTAL
DATA

8.Net $ 2,270,376 $ 1,655,404 $ 1,393,583 $ 1,236,529 $ 936,869 $ 410,889 $ 60,496
assets,
end of
period
(000
omitted)

9.Ratio .42% .42% .42% .42%E .42% .42% .42%E
of
expense
s to
average
net
assets

10.Rati 5.38% 3.26% 2.90% 4.08%E 5.98% 7.85% 8.87%E
o of net
interest
income
to
average
net
assets

</TABLE>

A ON JULY 16, 1992 THE TRUSTEES APPROVED A CHANGE IN THE FISCAL YEAR END
OF THE TRUST TO AUGUST 31.
B YEAR ENDED OCTOBER 31.
C DECEMBER 16,1988 (COMMENCEMENT OF OPERATIONS) TO OCTOBER 31, 1989.
D TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED.
E ANNUALIZED
PERFORMANCE
Money market fund performance can be measured as TOTAL RETURN or YIELD. The
total returns and yields that follow are based on historical fund results
and do not reflect the effect of taxes.
The fund's fiscal year runs from September 1 to August 31. The tables below
show the fund's performance history compared to a measure of inflation.
AVERAGE ANNUAL TOTAL RETURNS
Fiscal periods ended Past 1 Past 5 Life of
August 31, 1995 year years fund[A]

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Retirement Government Money Market 5.46% 4.55% 5.58%

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Consumer Price 2.62 % 3.05 % 3.64 %[B]
Index

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CUMULATIVE TOTAL RETURNS
Fiscal periods ended Past 1 Past 5 Life of
August 31, 1995 year years fund[A]

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Retirement Government Money Market 5.46 % 24.90 % 44.01 %

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Consumer 2.62 % 16.19 %
Price 26.89 %[B]
Index

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[A] FROM DECEMBER 16, 1988
[B] FROM MONTH END CLOSEST TO COMMENCEMENT OF OPERATIONS.

For the seven-day period ended August 31, 1995, the fund's yield was
5.53 % and its effective yield was 5.69 %.
EXPLANATION OF TERMS
TOTAL RETURN is the change in value of an investment in the fund over a
given period, assuming reinvestment of any dividends and capital gains. A
CUMULATIVE TOTAL RETURN reflects actual performance over a stated period of
time. An AVERAGE ANNUAL TOTAL RETURN is a hypothetical rate of return that,
if achieved annually, would have produced the same cumulative total return
if performance had been constant over the entire period. Average annual
total returns smooth out variations in performance; they are not the same
as actual year-by-year results.
YIELD refers to the income generated by an investment in the fund over a
given period of time, expressed as an annual percentage rate. When a yield
assumes that income earned is reinvested, it is called an EFFECTIVE YIELD.
SEVEN-DAY YIELD illustrates the income earned by an investment in the fund
over a recent seven-day period. Since money market funds maintain a stable
$1.00 share price, current seven-day yields are the most common
illustration of money market fund performance.
THE CONSUMER PRICE INDEX is a widely recognized measure of inflation
calculated by the U.S. Government.
The fund's recent strategies, performance, and holdings are detailed twice
a year in financial reports, which are sent to all shareholders.
For current performance, call Fidelity Client Services at the appropriate
number listed on page .
TOTAL RETURNS AND YIELDS ARE BASED ON PAST RESULTS AND ARE NOT AN
INDICATION OF FUTURE PERFORMANCE.
THE FUND IN DETAIL

CHARTER
RETIREMENT GOVERNMENT MONEY MARKET IS A MUTUAL FUND: an investment that
pools shareholders' money and invests it toward a specified goal. The fund
is a diversified fund of Fidelity Money Market Trust, an open-end
management investment company organized as a Delaware business trust on
December 29, 1994.
THE FUND IS GOVERNED BY A BOARD OF TRUSTEES which is responsible for
protecting the interests of shareholders. The trustees are experienced
executives who meet throughout the year to oversee the fund's activities,
review contractual arrangements with companies that provide services to the
fund, and review the fund's performance. The majority of trustees are not
otherwise affiliated with Fidelity.
THE FUND MAY HOLD SPECIAL MEETINGS AND MAIL PROXY MATERIALS. These meetings
may be called to elect or remove trustees, change fundamental policies,
approve a management contract, or for other purposes. Shareholders not
attending these meetings are encouraged to vote by proxy. The transfer
agent will mail proxy materials in advance, including a voting card and
information about the proposals to be voted on. The number of votes you are
entitled to is based upon the dollar value of your investment.
FMR AND ITS AFFILIATES
Fidelity Investments is one of the largest investment management
organizations in the United States and has its principal business address
at 82 Devonshire Street, Boston, Massachusetts 02109. It includes a number
of different subsidiaries and divisions which provide a variety of
financial services and products. The fund employs various Fidelity
companies to perform activities required for its operation.
The fund is managed by FMR, which handles the fund's business affairs. FMR
Texas Inc. (FMR Texas), located in Irving, Texas, has primary
responsibility for providing investment management services.
As of August 31, 1995, FMR advised funds having approximately 22 million
shareholder accounts with a total value of more than $328 billion.
Fidelity investment personnel may invest in securities for their own
account pursuant to a code of ethics that establishes procedures for
personal investing and restricts certain transactions.
Fidelity Distributors Corporation (FDC) distributes and markets Fidelity's
funds and services. Fidelity Investments Institutional Operations Company
(FIIOC) performs transfer agent servicing functions for the fund.
FMR Corp. is the ultimate parent company of FMR and FMR Texas. Members of
the Edward C. Johnson 3d family are the predominant owners of a class of
shares of common stock representing approximately 49% of the voting power
of FMR Corp. Under the Investment Company Act of 1940 (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, the Johnson family may be deemed under the 1940 Act to form a
controlling group with respect to FMR Corp.
To carry out the fund's transactions, FMR may use its broker-dealer
affiliates and other firms that sell fund shares, provided that the fund
receives services and commission rates comparable to those of other
broker-dealers.
INVESTMENT PRINCIPLES AND RISKS
The fund invests only in obligations issued or guaranteed as to principal
and interest by the U.S. Government or by any of its agencies or
instrumentalities, and in repurchase agreements secured by these
obligations.
When you sell your shares, they should be worth the same amount as when you
bought them. Of course, there is no guarantee that the fund will maintain a
stable $1.00 share price. The fund follows industry-standard guidelines on
the quality and maturity of its investments, which are designed to help
maintain a stable $1.00 share price. The fund will purchase only
high-quality securities that FMR believes present minimal credit risks and
will observe maturity restrictions on securities it buys. In general,
securities with longer maturities are more vulnerable to price changes,
although they may provide higher yields. It is possible that a major change
in interest rates or a default on the fund's investments could cause its
share price (and the value of your investment) to change.
The fund earns income at current money market rates. It stresses
preservation of capital, liquidity, and income and does
not seek the higher yields or capital appreciation that more aggressive
investments may provide. The fund's yield will vary from day to day and
generally reflects current short-term interest rates and other market
conditions. It is important to note that neither the fund nor its yield is
guaranteed by the U.S. Government.
SECURITIES AND INVESTMENT PRACTICES
The following pages contain more detailed information about types of
instruments in which the fund may invest, strategies FMR may employ in
pursuit of the fund's investment objective, and a summary of related risks.
Any restrictions listed supplement those discussed earlier in this section.
A complete listing of the fund's limitations and more detailed information
about the fund's investments are contained in the fund's SAI. Policies and
limitations are considered at the time of purchase; the sale of instruments
is not required in the event of a subsequent change in circumstances.
FMR may not buy all of these instruments or use all of these techniques
unless it believes that they are consistent with the fund's investment
objective and policies and that doing so will help the fund achieve its
goal. Current holdings and recent investment strategies are described in
the fund's financial reports, which are sent to shareholders twice a year.
For a free SAI or financial report , call Fidelity Client Services at
the appropriate number listed on page .
U.S. GOVERNMENT MONEY MARKET SECURITIES are short-term debt obligations
issued or guaranteed by the U.S. Treasury or by an agency or
instrumentality of the U.S. Government. Not all U.S. Government securities
are backed by the full faith and credit of the United States. For example,
securities issued by the Federal Farm Credit Bank or by the Federal
National Mortgage Association are supported by the instrumentality's right
to borrow money from the U.S. Treasury under certain circumstances.
However, securities issued by the Financing Corporation are supported only
by the credit of the entity that issued them.
VARIABLE AND FLOATING RATE SECURITIES have interest rates that are
periodically adjusted either at specific intervals or whenever a benchmark
rate changes. These interest rate adjustments are designed to help
stabilize the security's price.
STRIPPED SECURITIES are the separate income or principal components of a
debt security. Their risks are similar to those of other money market
securities, although they may be more volatile.
REPURCHASE AGREEMENTS. In a repurchase agreement, the fund buys a security
at one price and simultaneously agrees to sell it back at a higher price.
Delays or losses could result if the other party to the agreement defaults
or becomes insolvent.
REVERSE REPURCHASE AGREEMENTS. In a reverse repurchase agreement, the fund
temporarily transfers possession of a portfolio instrument to another party
in return for cash. This could increase the risk of fluctuation in the
fund's yield or in the market value of its assets.
PUT FEATURES entitle the holder to put (sell back) a security to the issuer
or a financial intermediary. In exchange for this benefit, the fund may pay
periodic fees or accept a lower interest rate.
ILLIQUID AND RESTRICTED SECURITIES. Some investments may be determined
by FMR, under the supervision of the Board of Trustees, to be illiquid,
which means that they may be difficult to sell promptly at an acceptable
price. The sale of some illiquid securities, and some other securities, may
be subject to legal restrictions. Difficulty in selling securities may
result in a loss or may be costly to the fund.
RESTRICTION: The fund may not purchase a security if, as a result, more
than 10% of its net assets would be invested in illiquid securities.
WHEN-ISSUED AND DELAYED-DELIVERY TRANSACTIONS are trading practices in
which payment and delivery for the securities take place at a future date.
The market value of a security could change during this period, which could
affect the market value of the fund's assets.
BORROWING. The fund may borrow from banks or from other funds advised by
FMR, or through reverse repurchase agreements, and may make additional
investments while borrowings are outstanding.
RESTRICTION: The fund may borrow only for temporary or emergency purposes,
or engage in reverse repurchase agreements, but not in an amount exceeding
331/3% of its total assets.
FUNDAMENTAL INVESTMENT POLICIES AND RESTRICTIONS
Some of the policies and restrictions discussed on the preceding pages are
fundamental, that is, subject to change only by shareholder approval. The
following paragraphs restate all those that are fundamental. All policies
stated throughout this prospectus, other than those identified in the
following paragraphs, can be changed without shareholder approval.
The fund seeks to obtain as high a level of current income as is consistent
with the preservation of capital and liquidity.
The fund may borrow only for temporary or emergency purposes, or engage in
reverse repurchase agreements, but not in an amount exceeding 331/3% of its
total assets.
BREAKDOWN OF EXPENSES
Like all mutual funds, the fund pays fees related to its daily operations.
Expenses paid out of the fund's assets are reflected in its share price or
dividends; they are neither billed directly to shareholders nor deducted
from shareholder accounts.
FMR may, from time to time, agree to reimburse the fund for management fees
above a specified limit. Reimbursement arrangements, which may be
terminated at any time without notice, can decrease the fund's expenses and
boost its performance.
MANAGEMENT FEE
The management fee is calculated and paid to FMR every month. FMR pays all
of the expenses of the fund with limited exceptions. The annual management
fee is 0.42% of the fund's average net assets.
FMR HAS A SUB-ADVISORY AGREEMENT with FMR Texas, which has primary
responsibility for providing investment management for the fund, while FMR
retains responsibility for providing the fund with other management
services. FMR pays FMR Texas 50% of its management fee (before expense
reimbursements) for these services. FMR paid FMR Texas 0.21 % of the
fund's average net assets for fiscal 1995.
OTHER EXPENSES
FIIOC performs transfer agency, dividend disbursing and shareholder
servicing functions for the fund. Fidelity Service Co. (FSC) calculates the
net asset value (NAV) and dividends for the fund and maintains the fund's
general accounting records.
These expenses are paid by FMR pursuant to its management contract.
The fund has adopted a DISTRIBUTION AND SERVICE PLAN. This plan recognizes
that FMR may use its resources, including management fees, to pay expenses
associated with the sale of fund shares. This may include reimbursing
FDC for payments to third parties, such as banks or broker-dealers,
that provide shareholder support services or engage in the sale of the
fund's shares. The Board of Trustees has not authorized such payments.
The fund also pays other expenses, such as brokerage fees and commissions,
taxes, and the compensation of trustees who are not affiliated with
Fidelity.
YOUR ACCOUNT

Additional paperwork may be required from corporations, associations, and
certain fiduciaries.
IF YOU ALREADY HAVE MONEY INVESTED IN A FIDELITY FUND, you can:
(small solid bullet) Mail an account application with a check,
(small solid bullet) Wire money into your account,
(small solid bullet) Open your account by exchanging from another Fidelity
fund, or
(small solid bullet) Contact your investment professional.
If you invest in this fund through an employer-sponsored retirement plan,
some of the instructions, shareholder services and phone numbers that
follow will not apply. Call your institutional repres entative for
additional information.
BY MAIL. Applications and checks payable to "Fidelity Money Market Trust:
Retirement Government Money Market Portfolio" should be mailed to the above
address. Subsequent investments may be mailed to the above address at any
time and in any amount. They should always be accompanied by the fund's
name, the name on the account, and the account number.
BY WIRE. You must sign up for the wire feature before using it. For
wiring information and instructions, you should call the Financial
Institution through which you trade or, if you trade directly through
Fidelity, call Fidelity Client Services at the appropriate number listed
below . There is no fee imposed by the fund for wire purchases.
However, if you buy shares through a Financial Institution, the Financial
Institution may impose a fee for wire purchases.
Fidelity Client Services:
Corporate Retirement Plans 1-800-962-1375
"Not for Profit" Retirement Plans 1-800-343-0860
Financial and Other Institutions 1-800-843-3001
TDD-Service for the Deaf and
Hearing Impaired 1-800-544-0188
In order to receive same-day acceptance of your investment, you must call
Fidelity Client Services and place your order between 8:30 a.m. and 4:00
p.m. Eastern time on days the fund is open for business.
If Fidelity Client Services is not advised of your purchase prior to the
stated cutoff time, your purchase will not be accepted by the transfer
agent. All wires must be received by the transfer agent in good order at
the fund's designated wire bank before the close of the Federal Reserve
Wire System.
You are advised to wire funds as early in the day as possible and to
provide advance notice to Fidelity Client Services for large transactions.
You will be entitled to the dividend declared by the fund on the following
business day, provided the fund's designated wire bank receives the wire
before the close of the Federal Reserve Wire System on the day your
purchase order is accepted by the transfer agent.
MINIMUM INVESTMENTS
TO OPEN AN ACCOUNT $100,000
MINIMUM BALANCE $100,000
HOW TO SELL SHARES
You can arrange to take money out of your fund account at any time by
selling (redeeming) some or all of your shares. Your shares will be sold at
the next NAV calculated after your order is received and accepted by the
transfer agent. NAV is normally calculated at 4:00 p.m. Eastern time.
TO SELL SHARES IN AN ACCOUNT, you may use any of the methods described on
this page.
IF YOU ARE SELLING SOME BUT NOT ALL OF YOUR SHARES, leave at least $100,000
worth of shares in the account to keep it open .
BY TELEPHONE. Redemption requests may be made by calling Fidelity Client
Services at the appropriate number listed on page . Provided that your
account registration has not changed within the last 30 days, you may
redeem shares of the fund worth $100,000 or less. Redemption proceeds will
be sent to your record address.
BY MAIL. You may redeem any amount from your account on any business
day by submitting written instructions with an authorized signature which
is on file for that account. Written requests for redemption should be
mailed to Fidelity Client Services at the address shown on page .
A check made payable to the account registration will be mailed to the
address of record, normally on the day following receipt of redemption
instructions in proper form.
BY WIRE. You must sign up for the wire feature before using it. Redemption
requests may be made by calling Fidelity Client Services at the appropriate
number listed on page . You must designate on your account application the
U.S. commercial bank account(s) into which you wish the redemption proceeds
to be deposited. Fidelity Client Services will then notify you that this
feature has been activated and that you may request wire redemptions.
You may change the bank account(s) designated to receive redemption
proceeds at any time prior to making a redemption request. You should send
a letter of instruction, including a signature guarantee, to Fidelity
Client Services at the address shown on page .
There is no fee imposed by the fund for wiring of redemption proceeds.
However, if you buy shares through a Financial Institution, the Financial
Institution may impose a fee for wire redemptions.
Redemption proceeds will be wired via the Federal Reserve Wire System to
your bank account of record. If your redemption request is received by
the transfer agent between 8:30 a.m. and 4:00 p.m. Eastern time,
redemption proceeds will be wired on the following business day .
You should be able to obtain a signature guarantee from a bank, broker,
dealer, credit union (if authorized under state law), securities exchange
or association, clearing agency, or savings association. A notary public
cannot provide a signature guarantee.
The fund reserves the right to take up to seven days to pay you if making
immediate payment would adversely affect the fund.
INVESTOR SERVICES
Fidelity provides a variety of services to help you manage your account.
INFORMATION SERVICES
STATEMENTS AND REPORTS that the transfer agent sends to you include the
following:
(small solid bullet) Confirmation statements (after every transaction,
except a reinvestment, that affects your account balance or your account
registration)
(small solid bullet) Account statements (quarterly)
(small solid bullet) Financial reports (every six months)
To reduce expenses, only one copy of most financial reports will be mailed,
even if you have more than one account in the fund. Call Fidelity Client
Services at the appropriate number listed on page if you need additional
copies of financial reports or historical account information.
SUB-ACCOUNTING AND SPECIAL SERVICES. Special processing has been arranged
with FIIOC for institutions that wish to open multiple accounts (a master
account and sub-accounts). You may be required to enter into a separate
agreement with FIIOC. Charges for these services, if any, will be
determined based on the level of services to be rendered.
SHAREHOLDER AND ACCOUNT POLICIES

DIVIDENDS, CAPITAL GAINS, AND TAXES
The fund distributes substantially all of its net investment income and
capital gains, if any, to shareholders each year. Income dividends are
declared daily and paid monthly.
Income dividends declared are accrued daily throughout the month and are
normally distributed on the first business day of the following
month. Based on prior approval of the fund, dividends relating to shares
redeemed during the month can be distributed on the day of redemption. The
fund reserves the right to limit this service. Shareholders may elect to
receive dividend distributions in cash.
DISTRIBUTION OPTIONS
When you open an account, specify on your account application how you want
to receive your distributions. The fund offers two options:
1. REINVESTMENT OPTION. Your divdiend and capital gain
distributions, if any, will be automatically reinvested in additional
shares of the fund. If you do not indicate a choice on your application,
you will be assigned this option.
2 . CASH OPTION. You will be sent a check for your dividend and
capital gain distributions, if any.
For retirement accounts, all distributions are automatically reinvested.
When you are over 59 1/2 years old, you can receive distributions in cash.
Dividends will be reinvested at the fund's NAV on the last day of the
month. Capital gain distributions, if any, will be reinvested at the NAV as
of the record date of the distribution. The mailing of distribution checks
will begin within seven days.
TAXES
As with any investment, you should consider how your investment in the fund
will be taxed. If your account is not a tax-deferred retirement account,
you should be aware of these tax implications.
TAXES ON DISTRIBUTIONS. Distributions are subject to federal income tax,
and may also be subject to state or local taxes. If you live outside the
United States, your distributions could also be taxed by the country in
which you reside. Your distributions are taxable when they are paid,
whether you take them in cash or reinvest them. However, distributions
declared in December and paid in January are taxable as if they were paid
on December 31.
For federal tax purposes, the fund's income and short-term capital gain
distributions are taxed as dividends; long-term capital gain distributions,
if any, are taxed as long-term capital gains.
Mutual fund dividends from U.S. Government securities are generally free
from state and local income taxes. However, particular states may limit
this benefit, and some types of securities, such as repurchase agreements
and some agency-backed securities, may not qualify for the benefit. In
addition, some states may impose intangible property taxes. You should
consult your own tax adviser for details and up-to-date information on the
tax laws in your state.
Every January, the transfer agent will send you and the Internal Revenue
Service (IRS) a statement showing the taxable distributions paid to you in
the previous year.
There are tax requirements that all funds must follow in order to avoid
federal taxation. In its effort to adhere to these requirements, the fund
may have to limit its investment activity in some types of instruments.
TRANSACTION DETAILS
THE FUND IS OPEN FOR BUSINESS and its NAV is normally calculated each day
the New York Stock Exchange (NYSE) is open. The following holiday closings
have been scheduled for 199 6 : New Year's Day, Washington's Birthday,
Good Friday, Memorial Day, Independence Day, Labor Day, Thanksgiving Day,
and Christmas Day. Although FMR expects the same holiday schedule to be
observed in the future, the NYSE may modify its holiday schedule at any
time. On any day that the NYSE closes early, the principal government
securities markets close early (such as on days in advance of holidays
generally observed by participants in such markets), or as permitted by the
SEC, the right is reserved to advance the time on that day by which
purchase and redemption orders must be received.
To the extent that portfolio securities are traded in other markets on days
when the NYSE is closed, the fund's NAV may be affected on days when
investors do not have access to the fund to purchase or redeem shares.
Certain Fidelity funds may follow different holiday closing schedules.
THE FUND'S NAV is the value of a single share. The NAV 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. The fund values its portfolio securities on the basis
of amortized cost. This method minimizes the effect of changes in a
security's market value and helps the fund maintain a stable $1.00 share
price.
THE FUND'S OFFERING PRICE (price to buy one share) and REDEMPTION PRICE
(price to sell one share) are its NAV.
WHEN YOU SIGN YOUR ACCOUNT APPLICATION, you will be asked to certify that
your social security or taxpayer identification number is correct and that
you are not subject to 31% backup withholding for failing to report income
to the IRS. If you violate IRS regulations, the IRS can require the fund to
withhold 31% of your taxable distributions and redemptions.
YOU MAY INITIATE MANY TRANSACTIONS BY TELEPHONE. Fidelity may only be
liable for losses resulting from unauthorized transactions if it does not
follow reasonable procedures designed to verify the identity of the caller.
Fidelity will request personalized security codes or other information, and
may also record calls. You should verify the accuracy of the confirmation
statements immediately after receipt. If you do not want the ability to
redeem and exchange by telephone, call Fidelity Client Services at the
appropriate number listed on page for instructions. Additional
documentation may be required from corporations, associations and certain
fiduciaries.
IF YOU ARE UNABLE TO REACH FIDELITY BY PHONE (for example, during periods
of unusual market activity), consider placing your order by mail.
THE FUND RESERVES THE RIGHT TO SUSPEND THE OFFERING OF SHARES for a period
of time. The fund also reserves the right to reject any specific purchase
order, including certain purchases by exchange. See "Exchange Restrictions"
on page . Purchase orders may be refused if, in FMR's opinion, they would
disrupt management of the fund.
TO ALLOW FMR TO MANAGE THE FUND MOST EFFECTIVELY, you are urged to initiate
all trades as early in the day as possible and to notify Fidelity Client
Services in advance of large transactions.
WHEN YOU PLACE AN ORDER TO BUY SHARES, your shares will be purchased at the
next NAV calculated after your order is received and accepted by the
transfer agent. Note the following:
(small solid bullet) All of your purchases must be made in U.S. dollars and
checks must be drawn on U.S. banks.
(small solid bullet) Fidelity does not accept cash.
(small solid bullet) When making a purchase with more than one check, each
check must have a value of at least $50.
(small solid bullet) The fund reserves the right to limit the number of
checks processed at one time.
(small solid bullet) If your check does not clear, your purchase will be
canceled and you could be liable for any losses or fees the fund or
Fidelity has incurred.
Net interest income for dividend purposes is determined by FSC on a daily
basis and shall be payable to shareholders of record at the time of its
declaration (including, for this purpose, holders of shares purchased, but
excluding holders of shares redeemed, on that day).
Shares purchased begin to earn income dividends on the following business
day.
WHEN YOU PLACE AN ORDER TO SELL SHARES, your shares will be sold at the
next NAV calculated after your order is received and accepted by the
transfer agent. Note the following:
(small solid bullet) Shares redeemed receive the dividends declared on
the day of redemption.
(small solid bullet) The fund may withhold redemption proceeds until it is
reasonably assured that investments credited to your account have been
received and collected.
When the NYSE is closed (or when trading is restricted) for any reason
other than its customary weekend or holiday closings, or under any
emergency circumstances as determined by the SEC to merit such action, the
fund may suspend redemption or postpone payment dates. In cases of
suspension of the right of redemption, the request for redemption may
either be withdrawn or payment may be made based on the NAV next determined
after the termination of the suspension.
IF YOUR ACCOUNT BALANCE FALLS BELOW $100,000 due to redemption, the account
may be closed and the proceeds may be mailed to your address of record. You
will be given 30 days' notice that your account will be closed unless it is
increased to the minimum.
FIDELITY MAY CHARGE A FEE FOR SPECIAL SERVICES, such as providing
historical account documents, that are beyond the normal scope of its
services.
EXCHANGE RESTRICTIONS
As a shareholder you have the privilege of exchanging shares of the fund
for shares of other Fidelity funds.
An exchange involves the redemption of all or a portion of the shares of
one fund and the purchase of shares of another fund.
BY TELEPHONE. Exchanges may be requested on any day the fund is open for
business by calling Fidelity Client Services at the appropriate number
listed on page .
BY MAIL. You may exchange shares on any business day by submitting written
instructions with an authorized signature which is on file for that
account. Written requests for exchanges should contain the fund name,
account number, the number of shares to be redeemed, and the name of the
fund to be purchased. Written requests for exchange should be mailed to
Fidelity Client Services at the address shown on page .
WHEN YOU PLACE AN ORDER TO EXCHANGE SHARES, shares will be redeemed at the
next determined NAV after your order is received and accepted by the
transfer agent. Shares of the fund to be acquired will be purchased at its
next determined NAV after redemption proceeds are made available. You
should note that, under certain circumstances, the fund may take up to
seven days to make redemption proceeds available for the exchange purchase
of shares of another fund. In addition, please note the following:
(small solid bullet) Exchanges will not be permitted until a completed and
signed account application is on file.
(small solid bullet) The fund you are exchanging into must be registered
for sale in your state.
(small solid bullet) You may only exchange between accounts that are
registered in the same name, address, and taxpayer identification number.
(small solid bullet) Before exchanging into a fund, read its prospectus.
(small solid bullet) You will earn dividends in the acquired fund in
accordance with the fund's customary policy, normally on the day the
exchange request is received.
(small solid bullet) If you exchange into a fund with a sales charge, you
pay the percentage difference between that fund's sales charge and any
sales charge you have already paid in connection with the shares you are
exchanging. This may not apply if you are investing through a tax-saving
retirement plan.
(small solid bullet) Exchanges may have tax consequences for you.
(small solid bullet) Currently, there is no limit on the number of
exchanges out of the fund, nor are there any administrative or redemption
fees applicable to exchanges out of the fund.
(small solid bullet) The fund reserves the right to refuse exchange
purchases by any person or group if, in FMR's judgment, the fund would be
unable to invest the money effectively in accordance with its investment
objective and policies, or would otherwise potentially be adversely
affected.
(small solid bullet) Your exchanges may be restricted or refused if the
fund receives or anticipates simultaneous orders affecting significant
portions of the fund's assets. In particular, a pattern of exchanges that
coincides with a "market timing" strategy may be disruptive to the fund.
Although the fund will attempt to give you prior notice whenever it is
reasonably able to do so, it may impose these restrictions at any time. The
fund reserves the right to terminate or modify the exchange privilege in
the future.
OTHER FUNDS MAY HAVE DIFFERENT EXCHANGE RESTRICTIONS, and may impose
administrative fees of up to $7.50 and redemption fees of up to 1.50% on
exchanges. Check each fund's prospectus for details.
No dealer, sales representative or any other person has been authorized to
give any information or to make any representations, other than those
contained in this Prospectus and in the related SAI, in connection with the
offer contained in this Prospectus. If given or made, such other
information or representations must not be relied upon as having been
authorized by the fund or FDC. This Prospectus and the related SAI do not
constitute an offer by the fund or by FDC to sell or to buy shares of the
fund to any person to whom it is unlawful to make such offer.
INVESTMENTS AUGUST 31, 1995

Showing Percentage of Total Value of Investments

FEDERAL AGENCIES - 51.2%
DUE ANNUALIZED YIELD AT PRINCIPAL VALUE
DATE TIME OF PURCHASE AMOUNT (NOTE 1)
FEDERAL FARM CREDIT BANK - AGENCY COUPONS - 2.6%
9/1/95 6.00% (a) $ 60,000,000 $ 59,918,234
FEDERAL HOME LOAN BANK - AGENCY COUPONS (A) - 5.7%
9/1/95 5.94 52,000,000 51,998,065
9/1/95 5.80 54,000,000 53,956,079
9/1/95 6.33 24,000,000 23,977,243
129,931,387
FEDERAL HOME LOAN BANK - DISCOUNT NOTES - 2.1%
9/8/95 5.71 27,000,000 26,974,532
1/29/96 5.69 21,000,000 20,518,750
47,493,282
FEDERAL HOME LOAN MORTGAGE CORP. - AGENCY COUPONS - 1.2%
9/1/95 5.71 (a) 27,827,000 27,827,000
FEDERAL HOME LOAN MORTGAGE CORP. - DISCOUNT NOTES - 2.2%
11/16/95 5.72 50,000,000 49,404,667
FEDERAL NATIONAL MORTGAGE ASSOC. - AGENCY COUPONS (A) - 5.7%
9/1/95 5.90 15,000,000 15,000,000
9/1/95 5.82 28,000,000 28,000,000
9/1/95 6.33 59,000,000 59,000,000
11/14/95 5.75 27,000,000 27,023,583
129,023,583
FEDERAL NATIONAL MORTGAGE ASSOC. - DISCOUNT NOTES - 26.8%
9/5/95 5.91 80,000,000 79,948,268
9/8/95 5.90 43,000,000 42,951,422
9/14/95 6.28 81,000,000 80,822,160
9/28/95 6.00 71,000,000 70,687,422
10/6/95 5.84 27,000,000 26,849,062
10/10/95 6.17 44,000,000 43,714,953
10/20/95 6.08 76,000,000 75,389,679
11/2/95 6.12 58,000,000 57,407,659
11/10/95 5.72 35,000,000 34,616,167
2/21/96 5.76 30,000,000 29,194,108
3/15/96 5.71 54,000,000 52,388,880
6/10/96 5.65 12,000,000 11,993,785
605,963,565
STUDENT LOAN MARKETING ASSOC. - AGENCY COUPONS (A) - 4.9%
9/1/95 6.11 20,000,000 20,001,865
9/5/95 5.82 35,000,000 35,000,000
9/5/95 5.93 55,000,000 55,135,135
110,137,000
TOTAL FEDERAL AGENCIES 1,159,698,718
U.S. TREASURY OBLIGATIONS - 8.0%
DUE ANNUALIZED YIELD AT PRINCIPAL VALUE
DATE TIME OF PURCHASE AMOUNT (NOTE 1)
U.S. Treasury Notes
4/30/96 5.58% $ 45,000,000 $ 45,529,375
4/30/96 5.61 55,000,000 55,637,745
4/30/96 5.63 80,000,000 79,848,749
TOTAL U.S. TREASURY OBLIGATIONS 181,015,869
MEDIUM-TERM NOTES (A) (B) - 0.5%

Export-Import Bank, U.S. (as guarantor for K.A. Leasing, Ltd.)
9/15/95 5.81 10,418,673 10,418,673
REPURCHASE AGREEMENTS - 40.3%
MATURITY
AMOUNT
With Bear Stearns & Co., Inc.:
At 5.76%, dated 8/24/95 due 9/1/95:
U.S. Government Obligations
(principal amount $30,757,537)
5.50% to 6.115%,
1/1/01 to 4/1/24 $ 29,037,120 29,000,000
With First Boston Corporation:
At 5.80%, dated 8/29/95 due 9/5/95:
U.S. Government Obligations
(principal amount $119,051,538)
6% to 9.50%,
10/1/05 to 1/1/24 113,127,439 113,000,000
With Morgan Stanley & Co., Inc.:
At 5.75%, dated 8/22/95 due 9/8/95:
U.S. Government Obligations
(principal amount $116,844,287)
6%, 12/1/33 114,309,542 114,000,000
In a joint trading account
(U.S. Government Obligations)
dated 8/31/95 due 9/1/95:
(Notes 2 and 3)
At 5.87% 655,357,863 655,251,000
TOTAL REPURCHASE AGREEMENTS 911,251,000
TOTAL INVESTMENTS - 100% $ 2,262,384,260
Total Cost for Income Tax Purposes $ 2,262,384,260

LEGEND
(a) The coupon rate shown on floating or adjustable rate securities
represents the rate at period end. The due date on these types of
securities reflects the next interest rate reset date or, when applicable,
the final maturity date.
(b) Restricted securities - Investment in securities not registered under
the Securities Act of 1933 (see Note 2 of Notes to Financial Statements).
Additional information on the holding is as follows:
ACQUISITION ACQUISITION
SECURITY DATE COST
Export-Import Bank, U.S.
(as guarantor for
K.A. Leasing, Ltd.) 7/8/94 $ 14,000,000
INCOME TAX INFORMATION
At August 31, 1995, the fund had a capital loss carryforward of
approximately $334,000 of which $4,000, $47,000, $178,000 and $105,000 will
expire on August 31, 2000, 2001, 2002 and 2003, respectively.
FINANCIAL STATEMENTS

STATEMENT OF ASSETS AND LIABILITIES

<TABLE>
<CAPTION>
<S> <C> <C>
AUGUST 31, 1995

11.ASSETS 12. 13.

14.Investment in securities, at value (including repurchase agreements of $911,251,000) - 15. $ 2,262,384,260
See accompanying schedule

16.Cash 17. 225,698

18.Interest receivable 19. 8,580,700

20. 21.TOTAL ASSETS 22. 2,271,190,658

23.LIABILITIES 24. 25.

26.Accrued management fee 814,466

27.28.NET ASSETS 29. $ 2,270,376,192

30.Net Assets consist of: 31. 32.

33.Paid in capital 34. $ 2,270,612,973

35.Accumulated net realized gain (loss) on investments 36. (236,781)

37.38.NET ASSETS, for 2,270,612,973 shares outstanding 39. $ 2,270,376,192

40.41.NET ASSET VALUE, offering price and redemption price per share 42. $1.00
($2,270,376,192 (divided by) 2,270,612,973 shares)

</TABLE>

STATEMENT OF OPERATIONS

<TABLE>
<CAPTION>
<S> <C> <C>
YEAR ENDED AUGUST 31, 1995

43.44.INTEREST INCOME 45. $ 115,975,027

46.EXPENSES 47. 48.

49.Management fee $ 8,395,963 50.

51.Non-interested trustees' compensation 9,398 52.

53. 54.TOTAL EXPENSES 55. 8,405,361

56.57.NET INTEREST INCOME 58. 107,569,666

59.61.NET REALIZED GAIN (LOSS) ON INVESTMENTS62. 64. (105,133)
60. 63.

65.66.NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS 67. $ 107,464,533

</TABLE>

STATEMENT OF CHANGES IN NET ASSETS

<TABLE>
<CAPTION>
<S> <C> <C>
YEARS ENDED AUGUST 31,

1995 1994

68.INCREASE (DECREASE) IN NET ASSETS

69.Operations $ 107,569,666 $ 49,121,304
Net interest income

70. Net realized gain (loss) (105,133) (178,268)

71. 72.NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS 107,464,533 48,943,036

73.Distributions to shareholders from net interest income (107,569,666) (49,121,304)

74.Share transactions at net asset value of $1.00 per share 1,748,370,223 1,170,902,583
Proceeds from sales of shares

75. Reinvestment of distributions from net interest income 107,368,815 48,866,605

76. Cost of shares redeemed (1,240,661,774) (957,770,324)

77.78. 615,077,264 261,998,864
NET INCREASE (DECREASE) IN NET ASSETS AND SHARES RESULTING FROM SHARE TRANSACTIONS

79. 80.TOTAL INCREASE (DECREASE) IN NET ASSETS 614,972,131 261,820,596

81.NET ASSETS 82. 83.

84. Beginning of period 1,655,404,061 1,393,583,465

85. End of period $ 2,270,376,192 $ 1,655,404,061

</TABLE>

NOTES TO FINANCIAL STATEMENTS
For the period ended August 31, 1995

1. SIGNIFICANT ACCOUNTING POLICIES.
Retirement Government Money Market Portfolio (the fund) is a fund of
Fidelity Money Market Trust(the trust) and is authorized to issue an
unlimited number of shares. The trust is registered under the Investment
Company Act of 1940, as amended (the 1940 Act), as an open-end management
investment company. At a special meeting of the shareholders of the fund
held on December 8, 1994, shareholders approved an Agreement and Plan of
Conversion and Termination (the Plan of Conversion), providing for the
conversion of the fund from a separate series of a Massachusetts business
trust, to a separate series of a Delaware business trust, effective
December 29, 1994. The individual investment objective, policies and
limitations of the fund, except for the proposals approved by shareholders
on December 8, 1994, remain the same. The following summarizes the
significant accounting policies of the fund:
SECURITY VALUATION. As permitted under Rule 2a-7 of the 1940 Act, and
certain conditions therein, securities are valued initially at cost and
thereafter assume a constant amortization to maturity of any discount or
premium.
INCOME TAXES. As a qualified regulated investment company under Subchapter
M of the Internal Revenue Code, the fund is not subject to income taxes to
the extent that it distributes substantially all of its taxable income for
its fiscal year. The schedule of investments includes information regarding
income taxes under the caption "Income Tax Information."
INTEREST INCOME. Interest income, which includes amortization of premium
and accretion of original issue discount, is accrued as earned.
EXPENSES. Most expenses of the trust can be directly attributed to a fund.
Expenses which cannot be directly attributed are apportioned between the
funds in the trust.
DISTRIBUTIONS TO SHAREHOLDERS. Dividends are declared daily and paid
monthly from net interest income.
SECURITY TRANSACTIONS. Security transactions are accounted for as of trade
date. Gains and losses on securities sold are determined on the basis of
identified cost.
2. OPERATING POLICIES.
JOINT TRADING ACCOUNT. Pursuant to an Exemptive Order issued by the
Securities and Exchange Commission, the fund, along with other affiliated
entities of Fidelity Management & Research Company (FMR), may transfer
uninvested cash balances into one or more joint trading accounts. These
balances are invested in one or more repurchase agreements that mature in
60 days or less from the date of purchase, and are collateralized by U.S.
Treasury or Federal Agency obligations.
REPURCHASE AGREEMENTS. The fund, through its custodian, receives delivery
of the underlying U.S. Treasury or Federal Agency securities, the market
value of which is required to be at least equal to the repurchase price.
For term repurchase agreement transactions, the underlying securities are
marked-to-market daily and maintained at a value at least equal to the
repurchase price. FMR, the fund's investment adviser, is responsible for
determining that the value of the underlying securities remains in
accordance with the market value requirements stated above.
REVERSE REPURCHASE AGREEMENTS. The fund is permitted to engage in reverse
repurchase agreements for temporary purposes. The fund engaged in reverse
repurchase agreements during the period, earning net interest income of
$649,978 , which is included in Interest Income on the Statement of
Operations.
RESTRICTED SECURITIES. The fund is permitted to invest in securities that
are subject to legal or contractual restrictions on resale. These
securities generally may be resold in transactions exempt from registration
or to the public if the securities are registered. Disposal of these
securities may involve time-consuming negotiations and expense, and prompt
sale at an acceptable price may be difficult. At the end of the period,
restricted securities (excluding 144A issues) amounted to $10,418,673 or
0.5% of net assets.
3. JOINT TRADING ACCOUNT.
At the end of the period, the fund had 20% or more of its total investments
in repurchase agreements through a joint trading account. These repurchase
agreements were with
3. JOINT TRADING ACCOUNT - CONTINUED
entities whose creditworthiness has been reviewed and found satisfactory by
FMR. The maturity values of the joint trading account investments were
$655,357,863 at 5.87%. The investments in repurchase agreements through the
joint trading account are summarized as follows:
SUMMARY OF JOINT TRADING
DATED AUGUST 31, 1995, DUE SEPTEMBER 1, 1995 AT 5.87%
Number of dealers or banks 5
Maximum amount with one dealer or bank 37.2%
Aggregate principal amount of agreements $2,150,000,000
Aggregate maturity amount of agreements $2,150,350,639
Aggregate market value of collateral $2,230,001,628
Coupon rates of collateral 5.527% to 9.50%
Maturity dates of collateral 4/1/96 to 4/1/35
4. FEES AND OTHER TRANSACTIONS WITH AFFILIATES.
MANAGEMENT FEE. As the fund's investment adviser, FMR pays all expenses,
except the compensation of the non-interested Trustees and certain
exceptions such as taxes, brokerage commissions and extraordinary expenses.
FMR receives a fee that is computed daily at an annual rate of .42% of the
fund's average net assets.
SUB-ADVISER FEE. As the fund's investment sub-adviser, FMR Texas Inc., a
wholly owned subsidiary of FMR, receives a fee from FMR of 50% of the
management fee payable to FMR. The fee is paid prior to any voluntary
expense reimbursements which may be in effect, and after reducing the fee
for any payments by FMR pursuant to the fund's Distribution and Service
Plan.
DISTRIBUTION AND SERVICE PLAN. Pursuant to the Distribution and Service
Plan (the Plan), and in accordance with Rule 12b-1 of the 1940 Act, FMR or
the fund's distributor, Fidelity Distributors Corporation, an affiliate of
FMR, may use their resources to pay administrative and promotional expenses
related to the sale of the fund's shares. Subject to the approval of the
Board of Trustees, the Plan also authorizes payments to third parties that
assist in the sale of the fund's shares or render shareholder support
services. No payments were made to third parties under the Plan during the
period.
In connection with the Plan of Conversion, a new Management Contract, new
Sub-Advisory Agreement and new Distribution and Service Plan identical to
those previously in effect became effective on December 29, 1994.
REPORT OF INDEPENDENT ACCOUNTANTS

To the Trustees of Fidelity Money Market Trust and the Shareholders of
Retirement Government Money Market Portfolio:
We have audited the accompanying statement of assets and liabilities of
Fidelity Money Market Trust: Retirement Government Money Market Portfolio,
including the schedule of portfolio investments, as of August 31, 1995, and
the related statement of operations for the year then ended, the statement
of changes in net assets for each of the two years in the period then
ended, and the financial highlights for each of the three years in the
period then ended, the ten month period ended August 31, 1992, and for each
of the two years in the period ended October 31, 1991 and the period
December 16, 1988 (Commencement of Operations) to October 31, 1989. These
financial statements and financial highlights are the responsibility of the
Trust's management. Our responsibility is to express an opinion on these
financial statements and financial highlights based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements and
financial highlights are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. Our procedures included confirmation of
securities owned as of August 31, 1995 by correspondence with the custodian
and brokers. An audit also includes assessing the accounting principles
used and significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred
to above present fairly, in all material respects, the financial position
of the Fidelity Money Market Trust: Retirement Government Money Market
Portfolio as of August 31, 1995, the results of its operations for the year
then ended, the changes in its net assets for each of the two years in the
period then ended, and the financial highlights for each of the three years
in the period then ended, for the ten month period ended August 31, 1992,
and for each of the two years in the period ended October 31, 1991 and the
period December 16,1988 (Commencement of Operations) to October 31, 1989,
in conformity with generally accepted accounting principles.
COOPERS & LYBRAND L.L.P.
Dallas, Texas
October 11, 1995

INVESTMENT ADVISER
Fidelity Management & Research Company
Boston, MA
SUB-ADVISER
FMR Texas Inc.
Irving, TX
OFFICERS
Edward C. Johnson 3d, PRESIDENT
J. Gary Burkhead, SENIOR VICE PRESIDENT
Leland Barron, VICE PRESIDENT
Fred L. Henning, Jr., VICE PRESIDENT
Arthur S. Loring, SECRETARY
Kenneth A. Rathgeber, TREASURER
Thomas D. Maher, ASSISTANT VICE PRESIDENT
John H. Costello, ASSISTANT TREASURER
Leonard M. Rush, ASSISTANT TREASURER
BOARD OF TRUSTEES
J. Gary Burkhead
Ralph F. Cox*
Phyllis Burke Davis*
Richard J. Flynn*
Edward C. Johnson 3d
E. Bradley Jones*
Donald J. Kirk*
Peter S. Lynch
Edward H. Malone*
Marvin L. Mann*
Gerald C. McDonough*
Thomas R. Williams*
GENERAL DISTRIBUTOR
Fidelity Distributors Corporation
Boston, MA
TRANSFER AND
SHAREHOLDER
SERVICING AGENT
Fidelity Investments Institutional Operations Company
Boston, MA
CUSTODIAN
Morgan Guaranty Trust Company of New York
New York, NY

* INDEPENDENT TRUSTEES
Please read this prospectus before investing, and keep it on file for
future reference. It contains important information, including how the fund
invests and the services available to shareholders.
To learn more about the fund and its investments, you can obtain a copy of
the fund's most recent financial report and portfolio listing or a copy of
the Statement of Additional Information (SAI) dated October 24, 1995. The
SAI has been filed with the Securities and Exchange Commission (SEC) and is
incorporated herein by reference (legally forms a part of the prospectus).
For a free copy of either document, call Fidelity Client Services at the
appropriate number listed below or contact your investment professional:
INDIVIDUAL ACCOUNTS (PARTICIPANT)
If you are investing through a retirement plan sponsor or other
institution, refer to your plan materials or contact that institution
directly.
RETIREMENT PLAN LEVEL ACCOUNTS
(TRUSTEES, PLAN SPONSORS)
Corporate Clients 1-800-962-1375
"Not for Profit" Clients 1-800-343-0860
FINANCIAL AND OTHER INSTITUTIONS
Nationwide 1-800-843-3001
INVESTMENTS IN THE FUND ARE NEITHER INSURED NOR GUARANTEED BY THE U.S.
GOVERNMENT, AND THERE CAN BE NO ASSURANCE THAT THE FUND WILL MAINTAIN A
STABLE $1.00 SHARE PRICE.

RETIREMENT MONEY
MARKET PORTFOLIO
A fund of Fidelity Money Market Trust
The fund seeks to obtain as high a level of current income as is consistent
with the preservation of capital and liquidity by investing in money market
instruments.
PROSPECTUS
DATED OCTOBER 24, 1995(FIDELITY_LOGO_GRAPHIC) 82 DEVONSHIRE STREET,
BOSTON, MA 02109
AND
ANNUAL REPORT
FOR THE PERIOD ENDING
AUGUST 31, 1995

LIKE ALL MUTUAL FUNDS, THESE
SECURITIES HAVE NOT BEEN APPROVED
OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE
SECURITIES COMMISSION, NOR HAS THE
SECURITIES AND EXCHANGE COMMISSION
OR ANY STATE SECURITIES COMMISSION
PASSED UPON THE ACCURACY OR
ADEQUACY OF THIS PROSPECTUS. ANY
REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.
RMM-pro-1095
3554
CONTENTS

PROSPECTUS

<TABLE>
<CAPTION>
<S> <C> <C>
KEY FACTS WHO MAY WANT TO INVEST

EXPENSES The fund's yearly operating expenses.

FINANCIAL HIGHLIGHTS A summary of the fund's
financial data.

PERFORMANCE How the fund has done over time.

THE FUND IN DETAIL CHARTER How the fund is organized.

INVESTMENT PRINCIPLES AND RISKS The fund's
overall approach to investing.

BREAKDOWN OF EXPENSES How operating costs
are calculated and what they include.

YOUR ACCOUNT TYPES OF ACCOUNTS Different ways to set up your
account, including tax-sheltered retirement plans.

HOW TO BUY SHARES Opening an account and
making additional investments.

HOW TO SELL SHARES Taking money out and
closing your account.

INVESTOR SERVICES Services to help you manage
your account.

SHAREHOLDER AND ACCOUNT POLICIES DIVIDENDS, CAPITAL GAINS, AND TAXES

TRANSACTION DETAILS Share price calculations
and the timing of purchases and redemptions.

EXCHANGE RESTRICTIONS

</TABLE>

ANNUAL REPORT

<TABLE>
<CAPTION>
<S> <C> <C>
INVESTMENTS A-1 A complete list of the fund's investments with their
market values.

FINANCIAL STATEMENTS A-6 Statement of assets and liabilities, operations, and
changes in net assets.

NOTES A- 9 Notes to the financial statements.

REPORT OF INDEPENDENT ACCOUNTANTS A- 11 The auditor's opinion.

</TABLE>

KEY FACTS

WHO MAY WANT TO INVEST
The fund is generally intended for investors in tax-saving retirement plans
such as defined contribution plans, 403(b) accounts, defined benefit plans
and 457 plans.
The fund is designed for investors who would like to earn current income
while preserving the value of their investment.
The rate of income will vary from day to day, generally reflecting
short-term interest rates.
The fund is managed to keep its share price stable at $1.00.
The fund does not constitute a balanced investment plan. However, because
it emphasizes stability, it could be well-suited for a portion of your
savings.
EXPENSES
SHAREHOLDER TRANSACTION EXPENSES are charges you pay when you buy or sell
shares of the fund.
Maximum sales charge on purchases and None
reinvested distributions

Maximum deferred sales charge None

Redemption fee None

Exchange fee None

12b-1 fee (Distribution Fee) None

Other expenses 0.00
%

Total operating expenses 0.42
%

EXPENSE TABLE EXAMPLE: You would pay the following expenses on a $1,000
investment, assuming a 5% annual return and full redemption at the end of
each time period:
1 Year 3 Years 5 Years 10 Years

$ 4 $ 13 $ 24 $ 53

THESE EXAMPLES ILLUSTRATE THE EFFECT OF EXPENSES, BUT ARE NOT MEANT TO
SUGGEST ACTUAL OR EXPECTED COSTS OR RETURNS, ALL OF WHICH MAY VARY.
FINANCIAL HIGHLIGHTS
The financial highlights table that follows and the fund's financial
statements are included in the fund's Annual Report and have been audited
by Coopers & Lybrand L.L.P., independent accountants. Their report
on the financial statements and financial highlights is included in the
Annual Report. The financial statements, the financial highlights, and the
report are attached.
SELECTED PER-SHARE DATA

<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C> <C>
5.Fiscal 1995 1994 1993 1992A 1991B 1990B 1989C
years
ended
August
31

6.Net $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000
asset
value,
beginnin
g of
period

7.Incom .054 .034 .030 .035 .063 .080 .079
e from
Investm
ent
Operati
ons
Net
interest
income

8.Less (.054) (.034) (.030) (.035) (.063) (.080) (.079)
Distribut
ions
From
net
interest
income

9.Net $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000
asset
value,
end of
period

10.Total 5.57% 3.41% 3.09% 3.50% 6.52% 8.27% 8.14%
returnD

11.RATI
OS AND
SUPPLE
MENTAL
DATA

12.Net $ 4,349,841 $ 2,799,925 $ 1,705,966 $ 1,516,346 $ 1,287,650 $ 622,774 $ 117,497
assets,
end of
period
(000
omitted)

13.Rati .42% .42% .42% .42%E .42% .42% .42%E
o of
expense
s to
average
net
assets

14.Rati 5.49% 3.44% 3.05% 4.12%E 6.19% 7.95% 9.00%E
o of net
interest
income
to
average
net
assets

</TABLE>

A ON JULY 16, 1992 THE TRUSTEES APPROVED A CHANGE IN THE FISCAL YEAR END OF
THE TRUST TO AUGUST 31.
B YEAR ENDED OCTOBER 31.
C DECEMBER 2,1988 (COMMENCEMENT OF OPERATIONS) TO OCTOBER 31, 1989.
D TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED.
E ANNUALIZED
PERFORMANCE
Money market fund performance can be measured as TOTAL RETURN or YIELD. The
total returns and yields that follow are based on historical fund results
and do not reflect the effect of taxes.
The fund's fiscal year runs from September 1 to August 31. The tables below
show the fund's performance history compared to a measure of inflation.
AVERAGE ANNUAL TOTAL RETURNS
Fiscal periods ended Past 1 Past 5 Life of
August 31, 1995 year years fund[A]

Retirement Money Market 5.57% 4.68% 5.69%

Consumer Price 2.62% 3.05% 3.61%[B]
Index

CUMULATIVE TOTAL RETURNS
Fiscal periods ended Past 1 Past 5 Life of
August 31, 1995 year years fund[A]

Retirement Money Market 5.57% 25.70% 45.29%

Consumer Price 2.62% 16.19% 27.10%[B]
Index

[A] FROM DECEMBER 2, 1988
[B] FROM MONTH END CLOSEST TO COMMENCEMENT OF OPERATIONS.
For the seven-day period ended August 31, 1995, the fund's yield was
5.57% and its effective yield was 5.72%.
EXPLANATION OF TERMS
TOTAL RETURN is the change in value of an investment in the fund over a
given period, assuming reinvestment of any dividends and capital gains. A
CUMULATIVE TOTAL RETURN reflects actual performance over a stated period of
time. An AVERAGE ANNUAL TOTAL RETURN is a hypothetical rate of return that,
if achieved annually, would have produced the same cumulative total return
if performance had been constant over the entire period. Average annual
total returns smooth out variations in performance; they are not the same
as actual year-by-year results.
YIELD refers to the income generated by an investment in the fund over a
given period of time, expressed as an annual percentage rate. When a yield
assumes that income earned is reinvested, it is called an EFFECTIVE YIELD.
SEVEN-DAY YIELD illustrates the income earned by an investment in the fund
over a recent seven-day period. Since money market funds maintain a stable
$1.00 share price, current seven-day yields are the most common
illustration of money market fund performance.
THE CONSUMER PRICE INDEX is a widely recognized measure of inflation
calculated by the U.S. Government.
The fund's recent strategies, performance, and holdings are detailed twice
a year in financial reports, which are sent to all shareholders.
For current performance, call Fidelity Client Services at the appropriate
number listed on page .
TOTAL RETURNS AND YIELDS ARE BASED ON PAST RESULTS AND ARE NOT AN
INDICATION OF FUTURE PERFORMANCE.
THE FUND IN DETAIL

CHARTER
RETIREMENT MONEY MARKET IS A MUTUAL FUND: an investment that pools
shareholders' money and invests it toward a specified goal. The fund is a
diversified fund of Fidelity Money Market Trust, an open-end management
investment company organized as a Delaware business trust on December 29,
1994.
THE FUND IS GOVERNED BY A BOARD OF TRUSTEES which is responsible for
protecting the interests of shareholders. The trustees are experienced
executives who meet throughout the year to oversee the fund's activities,
review contractual arrangements with companies that provide services to the
fund, and review the fund's performance. The majority of trustees are not
otherwise affiliated with Fidelity.
THE FUND MAY HOLD SPECIAL MEETINGS AND MAIL PROXY MATERIALS. These meetings
may be called to elect or remove trustees, change fundamental policies,
approve a management contract, or for other purposes. Shareholders not
attending these meetings are encouraged to vote by proxy. The transfer
agent will mail proxy materials in advance, including a voting card and
information about the proposals to be voted on. The number of votes you are
entitled to is based upon the dollar value of your investment.
FMR AND ITS AFFILIATES
Fidelity Investments is one of the largest investment management
organizations in the United States and has its principal business address
at 82 Devonshire Street, Boston, Massachusetts 02109. It includes a number
of different subsidiaries and divisions which provide a variety of
financial services and products. The fund employs various Fidelity
companies to perform activities required for its operation.
The fund is managed by FMR, which handles the fund's business affairs. FMR
Texas Inc. (FMR Texas), located in Irving, Texas, has primary
responsibility for providing investment management services.
As of August 31, 1995, FMR advised funds having approximately 22
million shareholder accounts with a total value of more than $328
billion.
Fidelity investment personnel may invest in securities for their own
account pursuant to a code of ethics that establishes procedures for
personal investing and restricts certain transactions.
Fidelity Distributors Corporation (FDC) distributes and markets Fidelity's
funds and services. Fidelity Investments Institutional Operations Company
(FIIOC) performs transfer agent servicing functions for the fund.
FMR Corp. is the ultimate parent company of FMR and FMR Texas. Members of
the Edward C. Johnson 3d family are the predominant owners of a class of
shares of common stock representing approximately 49% of the voting power
of FMR Corp. Under the Investment Company Act of 1940 (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, the Johnson family may be deemed under the 1940 Act to form a
controlling group with respect to FMR Corp.
To carry out the fund's transactions, FMR may use its broker-dealer
affiliates and other firms that sell fund shares, provided that the fund
receives services and commission rates comparable to those of other
broker-dealers.
INVESTMENT PRINCIPLES AND RISKS
The fund invests in high quality, U.S. dollar-denominated money market
instruments of domestic and foreign issuers. Under normal conditions, the
fund intends to invest more than 25% of its total assets in obligations of
institutions in the financial services industry.
When you sell your shares, they should be worth the same amount as when you
bought them. Of course, there is no guarantee that the fund will maintain a
stable $1.00 share price. The fund follows industry-standard guidelines on
the quality and maturity of its investments, which are designed to help
maintain a stable $1.00 share price. The fund will purchase only
high-quality securities that FMR believes present minimal credit risks and
will observe maturity restrictions on securities it buys. In general,
securities with longer maturities are more vulnerable to price changes,
although they may provide higher yields. It is possible that a major change
in interest rates or a default on the fund's investments could cause its
share price (and the value of your investment) to change.
The fund earns income at current money market rates. It stresses
preservation of capital, liquidity , and income and does not seek the
higher yields or capital appreciation that more aggressive investments may
provide. The fund's yield will vary from day to day and generally reflects
current short-term interest rates and other market conditions.
SECURITIES AND INVESTMENT PRACTICES
The following pages contain more detailed information about types of
instruments in which the fund may invest, strategies FMR may employ in
pursuit of the fund's investment objective, and a summary of related risks.
Any restrictions listed supplement those discussed earlier in this section.
A complete listing of the fund's limitations and more detailed information
about the fund's investments are contained in the fund's SAI. Policies and
limitations are considered at the time of purchase; the sale of instruments
is not required in the event of a subsequent change in circumstances.
FMR may not buy all of these instruments or use all of these techniques
unless it believes that they are consistent with the fund's investment
objective and policies and that doing so will help the fund achieve its
goal. Current holdings and recent investment strategies are described in
the fund's financial reports, which are sent to shareholders twice a year.
For a free SAI or financial report , call Fidelity Client Services at
the appropriate number listed on page .
MONEY MARKET SECURITIES are high-quality, short-term obligations issued by
the U.S. Government, corporations, financial institutions, and other
entities. These obligations may carry fixed, variable, or floating
interest rates. A security's credit may be enhanced by a bank, insurance
company, or other entity. Some money market securities employ a trust or
other similar structure to modify the maturity, price characteristics, or
quality of financial assets so that they are eligible investments for money
market funds. If the structure does not perform as intended, adverse tax
or investment consequences may result.
U.S. GOVERNMENT MONEY MARKET SECURITIES are short-term debt obligations
issued or guaranteed by the U.S. Treasury or by an agency or
instrumentality of the U.S. Government. Not all U.S. Government securities
are backed by the full faith and credit of the United States. For example,
securities issued by the Federal Farm Credit Bank or by the Federal
National Mortgage Association are supported by the instrumentality's right
to borrow money from the U.S. Treasury under certain circumstances.
However, securities issued by the Financing Corporation are supported only
by the credit of the entity that issued them.
FOREIGN SECURITIES may involve different risks than domestic securities,
including risks relating to the political and economic conditions of the
foreign country involved, which could affect the payment of principal or
interest. Issuers of foreign securities include foreign governments,
corporations, and banks.
RESTRICTION: The fund may not invest in foreign securities unless they are
denominated in U.S. dollars.
ASSET-BACKED SECURITIES include interests in pools of mortgages, loans,
receivables, or other assets. Payment of principal and interest may be
largely dependent upon the cash flows generated by the assets backing the
securities.
VARIABLE AND FLOATING RATE SECURITIES have interest rates that are
periodically adjusted either at specific intervals or whenever a benchmark
rate changes. These interest rate adjustments are designed to help
stabilize the security's price.
STRIPPED SECURITIES are the separate income or principal components of a
debt security. Their risks are similar to those of other money market
securities, although they may be more volatile.
REPURCHASE AGREEMENTS. In a repurchase agreement, the fund buys a security
at one price and simultaneously agrees to sell it back at a higher price.
Delays or losses could result if the other party to the agreement defaults
or becomes insolvent.
REVERSE REPURCHASE AGREEMENTS. In a reverse repurchase agreement, the fund
temporarily transfers possession of a portfolio instrument to another party
in return for cash. This could increase the risk of fluctuation in the
fund's yield or in the market value of its assets.
OTHER MONEY MARKET SECURITIES may include commercial paper, certificates of
deposit, bankers' acceptances, and time deposits.
PUT FEATURES entitle the holder to put (sell back) a security to the issuer
or a financial intermediary. In exchange for this benefit, the fund may pay
periodic fees or accept a lower interest rate. The credit quality of the
investment may be affected by the creditworthiness of the put provider.
Demand features, standby commitments, and tender options are types of put
features.
ILLIQUID AND RESTRICTED SECURITIES. Some investments may be determined by
FMR, under the supervision of the Board of Trustees, to be illiquid, which
means that they may be difficult to sell promptly at an acceptable price.
The sale of some illiquid securities, and some other securities, may be
subject to legal restrictions. Difficulty in selling securities may result
in a loss or may be costly to the fund.
RESTRICTION: The fund may not purchase a security if, as a result, more
than 10% of its net assets would be invested in illiquid securities.
WHEN-ISSUED AND DELAYED-DELIVERY TRANSACTIONS are trading practices in
which payment and delivery for the securities take place at a future date.
The market value of a security could change during this period, which could
affect the market value of the fund's assets.
FINANCIAL SERVICES INDUSTRY. Companies in the financial services industry
are subject to various risks related to that industry, such as government
regulation, changes in interest rates, and exposure on loans, including
loans to foreign borrowers. If a fund invests substantially in this
industry, its performance may be affected by conditions affecting the
industry.
DIVERSIFICATION. Diversifying a fund's investment portfolio can reduce the
risks of investing. This may include limiting the amount of money invested
in any one issuer or, on a broader scale, in any one industry. Economic,
business, or political changes can affect all securities of a similar type.
RESTRICTIONS: The fund may not invest more than 5% of its total assets
in any one issuer, except that the fund may invest up to 25%
of its tota l assets in the highest quality securities of a single
issuer for up to three business days. These limitations do not apply to
U.S. Government securities.
BORROWING. The fund may borrow from banks or from other funds advised by
FMR, or through reverse repurchase agreements, and may make additional
investments while borrowings are outstanding.
RESTRICTION: The fund may borrow only for temporary or emergency purposes,
or engage in reverse repurchase agreements, but not in an amount exceeding
331/3% of its total assets.
LENDING. The fund may lend money to other funds advised by FMR.
RESTRICTION: Loans, in the aggregate, may not exceed 331/3% of the fund's
total assets.
FUNDAMENTAL INVESTMENT POLICIES AND RESTRICTIONS
Some of the policies and restrictions discussed on the preceding pages are
fundamental, that is, subject to change only by shareholder approval. The
following paragraphs restate all those that are fundamental. All policies
stated throughout this prospectus, other than those identified in the
following paragraphs, can be changed without shareholder approval.
The fund seeks to obtain as high a level of current income as is consistent
with the preservation of capital and liquidity by investing in money market
instruments.
Under normal conditions, the fund intends to invest more than 25% of its
total assets in obligations of institutions in the financial services
industry.
The fund may borrow only for temporary or emergency purposes, or engage in
reverse repurchase agreements, but not in an amount exceeding 331/3% of its
total assets.
Loans, in the aggregate, may not exceed 331/3% of the fund's total assets.
BREAKDOWN OF EXPENSES
Like all mutual funds, the fund pays fees related to its daily operations.
Expenses paid out of the fund's assets are reflected in its share price or
dividends; they are neither billed directly to shareholders nor deducted
from shareholder accounts.
FMR may, from time to time, agree to reimburse the fund for management fees
above a specified limit. Reimbursement arrangements, which may be
terminated at any time without notice, can decrease the fund's expenses and
boost its performance.
MANAGEMENT FEE
The management fee is calculated and paid to FMR every month. FMR pays all
of the expenses of the fund with limited exceptions. The annual management
fee is 0.42% of the fund's average net assets.
FMR HAS A SUB-ADVISORY AGREEMENT with FMR Texas, which has primary
responsibility for providing investment management for the fund, while FMR
retains responsibility for providing the fund with other management
services. FMR pays FMR Texas 50% of its management fee (before expense
reimbursements) for these services. FMR paid FMR Texas 0.21% of the
fund's average net assets for fiscal 1995.
OTHER EXPENSES
FIIOC performs transfer agency, dividend disbursing and shareholder
servicing functions for the fund. Fidelity Service Co. (FSC) calculates the
net asset value per share (NAV) and dividends for the fund and
maintains the fund's general accounting records.
These expenses are paid by FMR pursuant to its management contract.
The fund has adopted a DISTRIBUTION AND SERVICE PLAN. This plan recognizes
that FMR may use its resources, including management fees, to pay expenses
associated with the sale of fund shares. This may include reimbursing
FDC for payments to third parties, such as banks or broker-dealers,
that provide shareholder support services or engage in the sale of the
fund's shares. The Board of Trustees has not authorized such payments.
The fund also pays other expenses, such as brokerage fees and commissions,
taxes, and the compensation of trustees who are not affiliated with
Fidelity.
YOUR ACCOUNT

TYPES OF ACCOUNTS
If you are investing through a securities dealer, financial or other
institution (Financial Institution ) , contact that Financial
Institution directly. Certain features of the fund may be modified when it
is made available through a program of services offered by a Financial
Institution, and administrative charges (in addition to payments the
Financial Institution may receive pursuant to the Distribution and Service
Plan) may be imposed for the services rendered. It is the responsibility of
your Financial Institution to submit purchases and redemptions in order for
you to receive the next determined NAV.
The different ways to set up (register) your account with Fidelity are
listed below.
The account guidelines that follow may not apply to certain retirement
accounts. If your employer offers the fund through a retirement program,
contact your employer for more information or call your Fidelity toll-free
retirement number. Otherwise, call Fidelity Client Services at the
appropriate number listed on page .
WAYS TO SET UP YOUR ACCOUNT
TRUST
FOR MONEY BEING INVESTED BY A TRUST.
The trust must be established before an account can be opened .
BUSINESS OR ORGANIZATION
FOR INVESTMENT NEEDS OF CORPORATIONS, ASSOCIATIONS, PARTNERSHIPS, OR OTHER
GROUPS.
For more specific information, call Fidelity Client Services at the
appropriate number listed on page .
TAX SAVING RETIREMENT PLANS.
Fidelity can set up your new account in the fund under one of several
tax-sheltered plans. These plans let you save for retirement and shelter
your investment income from current taxes. Minimums may differ from those
listed on page , and the corresponding information may not apply.
Retirement plan participants should refer to their retirement plan's
guidelines for further information.
(solid bullet) DEFINED CONTRIBUTION PLANS, such as 401(k) Plan,
employer-sponsored IRA programs, Thrift, Keogh or Corporate Profit-Sharing
or Money-Purchase Plans: open to self-employed people and their partners or
to corporations, to benefit themselves and their employees.
(solid bullet) 403(B) CUSTODIAL ACCOUNTS are open to employees of most
non-profit organizations.
(solid bullet) DEFINED BENEFIT PLANS are open to corporations of all sizes
to benefit their employees.
(solid bullet) 457 PLANS are open to employees of most government agencies.
(solid bullet) ROLLOVER IRAS retain special tax advantages for
certain distributions from employer-sponsored retirement plans.
(solid bullet) FIDELITY INVESTMENTS RATES AND YIELDS SERVICES LINE.
Fidelity has an around-the-clock telephone service that lets existing
customers use a push button phone with tone capabilities to obtain prices
and yields of Fidelity funds. For more information about this service, call
Fidelity Client Services at the appropriate number listed on page .
HOW TO BUY SHARES
THE FUND'S SHARE PRICE, called NAV, is calculated every business day. The
fund is managed to keep its share price stable at $1.00. The fund's shares
are sold without a sales charge.
Shares are purchased at the next NAV calculated after your order is
received and accepted by the transfer agent. NAV is normally calculated at
4:00 p.m. Eastern time.
Share certificates are not available for the fund's shares.
IF YOU ARE NEW TO FIDELITY, an initial investment must be preceded or
accompanied by a completed, signed application, which should be forwarded
to:
Fidelity Money Market Trust
Retirement Money Market Portfolio
c/o Fidelity Institutional Retirement Services Company
P.O. Box 650488
Dallas, TX 75265-0488
Additional paperwork may be required from corporations, associations, and
certain fiduciaries.
IF YOU ALREADY HAVE MONEY INVESTED IN A FIDELITY FUND, you can:
(small solid bullet) Mail an account application with a check,
(small solid bullet) Wire money into your account,
(small solid bullet) Open your account by exchanging from another Fidelity
fund, or
(small solid bullet) Contact your i nvestment p rofessional.
If you invest in this fund through an employer-sponsored retirement plan,
some of the instructions, shareholder services and phone numbers that
follow will not apply. Call your i nstitutional r epresentative
for additional information.
BY MAIL. Applications and checks payable to "Fidelity Money Market Trust:
Retirement Money Market Portfolio" should be mailed to the above address.
Subsequent investments may be mailed to the above address at any time and
in any amount. They should always be accompanied by the fund's name, the
name on the account, and the account number.
BY WIRE. You must sign up for the wire feature before using it. For wiring
information and instructions, you should call the Financial Institution
through which you trade or, if you trade directly through Fidelity, call
Fidelity Client Services at the appropriate number listed below. There is
no fee imposed by the fund for wire purchases. However, if you buy shares
through a Financial Institution, the Financial Institution may impose a fee
for wire purchases.
Fidelity Client Services:
Corporate Retirement Plans 1-800-962-1375
"Not for Profit" Retirement Plans 1-800-343-0860
Financial and Other Institutions 1-800-843-3001
TDD-Service for the Deaf and
Hearing Impaired 1-800-544-0188
In order to receive same-day acceptance of your investment, you must call
Fidelity Client Services and place your order between 8:30 a.m. and 4:00
p.m. Eastern time on days the fund is open for business.
If Fidelity Client Services is not advised of your purchase prior to the
stated cutoff time, your purchase will not be accepted by the transfer
agent. All wires must be received by the transfer agent in good order at
the fund's designated wire bank before the close of the Federal Reserve
Wire System.
You are advised to wire funds as early in the day as possible and to
provide advance notice to Fidelity Client Services for large transactions.
You will be entitled to the dividend declared by the fund on the following
business day, provided the fund's designated wire bank receives the wire
before the close of the Federal Reserve Wire System on the day your
purchase order is accepted by the transfer agent.
MINIMUM INVESTMENTS
TO OPEN AN ACCOUNT $100,000
MINIMUM BALANCE $100,000
HOW TO SELL SHARES
You can arrange to take money out of your fund account at any time by
selling (redeeming) some or all of your shares. Your shares will be sold at
the next NAV calculated after your order is received and accepted by the
transfer agent . NAV is normally calculated at 4:00 p.m. Eastern
time.
TO SELL SHARES IN AN ACCOUNT, you may use any of the methods described on
th is page.
IF YOU ARE SELLING SOME BUT NOT ALL OF YOUR SHARES, leave at least $100,000
worth of shares in the account to keep it open.
BY TELEPHONE. Redemption requests may be made by calling Fidelity Client
Services at the appropriate number listed on page . Provided that your
account registration has not changed within the last 30 days, you may
redeem shares of the fund worth $100,000 or less . Redemption
proceeds will be sent to your record address.
BY MAIL. You may redeem any amount from your account on any business day
by submitting written instructions with an authorized signature which is on
file for that account. Written requests for redemption should be mailed to
Fidelity Client Services at the address shown on page .
A check made payable to the account registration will be mailed to the
address of record, normally on the day following receipt of redemption
instructions in proper form.
BY WIRE. You must sign up for the wire feature before using it. Redemption
requests may be made by calling Fidelity Client Services at the appropriate
number listed on page . You must designate on your account application the
U.S. commercial bank account(s) into which you wish the redemption proceeds
to be deposited. Fidelity Client Services will then notify you that this
feature has been activated an d that you may request wire
redemptions.
You may change the bank account(s) designated to receive redemption
proceeds at any time prior to making a redemption request. You should send
a letter of instruction, including a signature guarantee, to Fidelity
Client Services at the address shown on page .
There is no fee imposed by the fund for wiring of redemption proceeds.
However, if you buy shares through a Financial Institution, the Financial
Institution may impose a fee for wire redemptions.
Redemption proceeds will be wired via the Federal Reserve Wire System to
your bank account of record. If your redemption request is received by the
transfer agent between 8:30 a.m. and 4:00 p.m. Eastern time, redemption
proceeds will be wired on the following business day.
You should be able to obtain a signature guarantee from a bank, broker,
dealer, credit union (if authorized under state law), securities exchange
or association, clearing agency, or savings association. A notary public
cannot provide a signature guarantee.
The fund reserves the right to take up to seven days to pay you if making
immediate payment would adversely affect the fund.
INVESTOR SERVICES
Fidelity provides a variety of services to help you manage your account.
INFORMATION SERVICES
STATEMENTS AND REPORTS that the transfer agent sends to you include the
following:
(small solid bullet) Confirmation statements (after every transaction,
except a reinvestment, that affects your account balance or your account
registration)
(small solid bullet) Account statements (quarterly)
(small solid bullet) Financial reports (every six months)
To reduce expenses, only one copy of most financial reports will be
mailed, even if you have more than one account in the fund. Call Fidelity
Client Services at the appropriate number listed on page if you need
additional copies of financial reports or historical account
information.
SUB-ACCOUNTING AND SPECIAL SERVICES. Special processing has been arranged
with FIIOC for institutions that wish to open multiple accounts (a master
account and sub-accounts). You may be required to enter into a separate
agreement with FIIOC. Charges for these services, if any, will be
determined based on the level of services to be rendered.
SHAREHOLDER AND ACCOUNT POLICIES

DIVIDENDS, CAPITAL GAINS, AND TAXES
The fund distributes substantially all of its net investment income and
capital gains, if any, to shareholders each year. Income dividends are
declared daily and paid monthly.
Income dividends declared are accrued daily throughout the month and are
normally distributed on the first business day of the following
month. Based on prior approval of the fund, dividends relating to shares
redeemed during the month can be distributed on the day of redemption. The
fund reserves the right to limit this service. Shareholders may elect to
receive dividend distributions in cash.
DISTRIBUTION OPTIONS
When you open an account, specify on your account application how you want
to receive your distributions. The fund offers two options:
1. REINVESTMENT OPTION. Your dividend and capital gain distributions, if
any, will be automatically reinvested in additional shares of the fund. If
you do not indicate a choice on your application, you will be assigned this
option.
2. CASH OPTION. You will be sent a check for your dividend and
capital gain distributions, if any.
For retirement accounts, all distributions are automatically reinvested.
When you are over 59 years old, you can receive distributions in cash.
Dividends will be reinvested at the fund's NAV on the last day of the
month. Capital gain distributions, if any, will be reinvested at the NAV as
of the record date of the distribution. The mailing of distribution checks
will begin within seven days.
TAXES
As with any investment, you should consider how your investment in the fund
will be taxed. If your account is not a tax-deferred retirement account,
you should be aware of these tax implications.
TAXES ON DISTRIBUTIONS. Distributions are subject to federal income tax,
and may also be subject to state or local taxes. If you live outside the
United States, your distributions could also be taxed by the country in
which you reside. Your distributions are taxable when they are paid,
whether you take them in cash or reinvest them. However, distributions
declared in December and paid in January are taxable as if they were paid
on December 31.
For federal tax purposes, the fund's income and short-term capital gain
distributions are taxed as dividends; long-term capital gain distributions,
if any, are taxed as long-term capital gains.
Every January, the transfer agent will send you and the Internal Revenue
Service (IRS) a statement showing the taxable distributions paid to you in
the previous year.
There are tax requirements that all funds must follow in order to avoid
federal taxation. In its effort to adhere to these requirements, the fund
may have to limit its investment activity in some types of instruments.
TRANSACTION DETAILS
THE FUND IS OPEN FOR BUSINESS and its NAV is normally calculated each day
the New York Stock Exchange (NYSE) is open. The following holiday closings
have been scheduled for 199 6 : New Year's Day, Washington's Birthday,
Good Friday, Memorial Day, Independence Day, Labor Day, Thanksgiving Day,
and Christmas Day. Although FMR expects the same holiday schedule to be
observed in the future, the NYSE may modify its holiday schedule at any
time. On any day that the NYSE closes early, the principal government
securities markets close early (such as on days in advance of holidays
generally observed by participants in such markets), or as permitted by the
SEC, the right is reserved to advance the time on that day by which
purchase and redemption orders must be received.
To the extent that portfolio securities are traded in other markets on days
when the NYSE is closed, the fund's NAV may be affected on days when
investors do not have access to the fund to purchase or redeem shares.
Certain Fidelity funds may follow different holiday closing schedules.
THE FUND'S NAV is the value of a single share. The NAV 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. The fund values its portfolio securities on the basis
of amortized cost. This method minimizes the effect of changes in a
security's market value and helps the fund maintain a stable $1.00 share
price.
THE FUND'S OFFERING PRICE (price to buy one share) and REDEMPTION PRICE
(price to sell one share) are its NAV.
WHEN YOU SIGN YOUR ACCOUNT APPLICATION, you will be asked to certify that
your social security or taxpayer identification number is correct and that
you are not subject to 31% backup withholding for failing to report income
to the IRS. If you violate IRS regulations, the IRS can require the fund to
withhold 31% of your taxable distributions and redemptions.
YOU MAY INITIATE MANY TRANSACTIONS BY TELEPHONE. Fidelity may only be
liable for losses resulting from unauthorized transactions if it does not
follow reasonable procedures designed to verify the identity of the caller.
Fidelity will request personalized security codes or other information, and
may also record calls. You should verify the accuracy of the confirmation
statements immediately after receipt. If you do not want the ability to
redeem and exchange by telephone, call Fidelity Client Services at the
appropriate number listed on page for instructions. Additional
documentation may be required from corporations, associations and certain
fiduciaries.
IF YOU ARE UNABLE TO REACH FIDELITY BY PHONE (for example, during periods
of unusual market activity), consider placing your order by mail.
THE FUND RESERVES THE RIGHT TO SUSPEND THE OFFERING OF SHARES for a period
of time. The fund also reserves the right to reject any specific purchase
order, including certain purchases by exchange. See "Exchange Restrictions"
on page . Purchase orders may be refused if, in FMR's opinion, they would
disrupt management of the fund.
TO ALLOW FMR TO MANAGE THE FUND MOST EFFECTIVELY, you are urged to initiate
all trades as early in the day as possible and to notify Fidelity Client
Services in advance of large transactions.
WHEN YOU PLACE AN ORDER TO BUY SHARES, your shares will be purchased at the
next NAV calculated after your order is received and accepted by the
transfer agent. Note the following:
(small solid bullet) All of your purchases must be made in U.S. dollars and
checks must be drawn on U.S. banks.
(small solid bullet) Fidelity does not accept cash.
(small solid bullet) When making a purchase with more than one check, each
check must have a value of at least $50.
(small solid bullet) The fund reserves the right to limit the number of
checks processed at one time.
(small solid bullet) If your check does not clear, your purchase will be
canceled and you could be liable for any losses or fees the fund or
Fidelity has incurred.
Net interest income for dividend purposes is determined by FSC on a daily
basis and shall be payable to shareholders of record at the time of its
declaration (including, for this purpose, holders of shares purchased, but
excluding holders of shares redeemed, on that day).
Shares purchased begin to earn income dividends on the following business
day.
WHEN YOU PLACE AN ORDER TO SELL SHARES, your shares will be sold at the
next NAV calculated after your order is received and accepted by the
transfer agent. Note the following:
(small solid bullet) Shares redeemed receive the dividends declared on
the day of redemption.
(small solid bullet) The fund may withhold redemption proceeds until it is
reasonably assured that investments credited to your account have been
received and collected.
When the NYSE is closed (or when trading is restricted) for any reason
other than its customary weekend or holiday closings, or under any
emergency circumstances as determined by the SEC to merit such action, the
fund may suspend redemption or postpone payment dates. In cases of
suspension of the right of redemption, the request for redemption may
either be withdrawn or payment may be made based on the NAV next determined
after the termination of the suspension.
IF YOUR ACCOUNT BALANCE FALLS BELOW $100,000 due to redemption, the account
may be closed and the proceeds may be mailed to your address of record. You
will be given 30 days' notice that your account will be closed unless it is
increased to the minimum.
FIDELITY MAY CHARGE A FEE FOR SPECIAL SERVICES, such as providing
historical account documents, that are beyond the normal scope of its
services.
EXCHANGE RESTRICTIONS
As a shareholder you have the privilege of exchanging shares of the fund
for shares of other Fidelity funds.
An exchange involves the redemption of all or a portion of the shares of
one fund and the purchase of shares of another fund.
BY TELEPHONE. Exchanges may be requested on any day the fund is open for
business by calling Fidelity Client Services at the appropriate number
listed on page .
BY MAIL. You may exchange shares on any business day by submitting written
instructions with an authorized signature which is on file for that
account. Written requests for exchanges should contain the fund name,
account number, the number of shares to be redeemed, and the name of the
fund to be purchased. Written requests for exchange should be mailed to
Fidelity Client Services at the address shown on page .
WHEN YOU PLACE AN ORDER TO EXCHANGE SHARES, shares will be redeemed at the
next determined NAV after your order is received and accepted by the
transfer agent. Shares of the fund to be acquired will be purchased at its
next determined NAV after redemption proceeds are made available. You
should note that, under certain circumstances, the fund may take up to
seven days to make redemption proceeds available for the exchange purchase
of shares of another fund. In addition, please note the following:
(small solid bullet) Exchanges will not be permitted until a completed and
signed account application is on file.
(small solid bullet) The fund you are exchanging into must be registered
for sale in your state.
(small solid bullet) You may only exchange between accounts that are
registered in the same name, address, and taxpayer identification number.
(small solid bullet) Before exchanging into a fund, read its prospectus.
(small solid bullet) You will earn dividends in the acquired fund in
accordance with the fund's customary policy, normally on the day the
exchange request is received.
(small solid bullet) If you exchange into a fund with a sales charge, you
pay the percentage difference between that fund's sales charge and any
sales charge you have already paid in connection with the shares you are
exchanging. This may not apply if you are investing through a tax-saving
retirement plan.
(small solid bullet) Exchanges may have tax consequences for you.
(small solid bullet) Currently, there is no limit on the number of
exchanges out of the fund, nor are there any administrative or redemption
fees applicable to exchanges out of the fund.
(small solid bullet) The fund reserves the right to refuse exchange
purchases by any person or group if, in FMR's judgment, the fund would be
unable to invest the money effectively in accordance with its investment
objective and policies, or would otherwise potentially be adversely
affected.
(small solid bullet) Your exchanges may be restricted or refused if the
fund receives or anticipates simultaneous orders affecting significant
portions of the fund's assets. In particular, a pattern of exchanges that
coincides with a "market timing" strategy may be disruptive to the fund.
Although the fund will attempt to give you prior notice whenever it is
reasonably able to do so, it may impose these restrictions at any time. The
fund reserves the right to terminate or modify the exchange privilege in
the future.
OTHER FUNDS MAY HAVE DIFFERENT EXCHANGE RESTRICTIONS, and may impose
administrative fees of up to $7.50 and redemption fees of up to 1.50% on
exchanges. Check each fund's prospectus for details.
No dealer, sales representative or any other person has been authorized to
give any information or to make any representations, other than those
contained in this Prospectus and in the related SAI, in connection with the
offer contained in this Prospectus. If given or made, such other
information or representations must not be relied upon as having been
authorized by the fund or FDC. This Prospectus and the related SAI do not
constitute an offer by the fund or by FDC to sell or to buy shares of the
fund to any person to whom it is unlawful to make such offer.
INVESTMENTS AUGUST 31, 1995

Showing Percentage of Total Value of Investments

BANKERS' ACCEPTANCES - 0.3%
DUE ANNUALIZED YIELD AT PRINCIPAL VALUE
DATE TIME OF PURCHASE AMOUNT (NOTE 1)
DOMESTIC BANKERS' ACCEPTANCES - 0.3%
Chase Manhattan Bank
11/13/95 5.80% $ 6,600,000 $ 6,524,116
Chemical Bank
11/14/95 6.14 8,571,429 8,466,419
TOTAL BANKERS' ACCEPTANCES 14,990,535
CERTIFICATES OF DEPOSIT - 33.1%
CHICAGO BRANCH, YANKEE DOLLAR, FOREIGN BANKS - 3.8%
ABN-AMRO Bank
9/11/95 5.90 100,000,000 100,000,000
9/20/95 6.19 15,000,000 15,000,000
9/25/95 6.00 5,000,000 5,000,000
10/19/95 6.25 50,000,000 50,000,000
170,000,000
PORTLAND BRANCH, YANKEE DOLLAR, FOREIGN BANKS - 0.6%
Bank of Nova Scotia
11/20/95 5.75 25,000,000 25,000,000
NEW YORK BRANCH, YANKEE DOLLAR, FOREIGN BANKS - 19.9%
Bank of Tokyo
10/23/95 5.87 20,000,000 20,000,000
11/16/95 5.87 20,000,000 20,000,000
Banque Nationale de Paris
11/13/95 6.05 10,000,000 10,000,000
11/28/95 5.75 40,000,000 40,000,000
Bayerische Hypotheken-und Weschel
11/2/95 5.75 15,000,000 15,000,254
11/3/95 5.75 35,000,000 35,000,000
Bayerische Landesbank Girozentrale
12/14/95 5.81 50,000,000 50,000,000
Bayerische Vereinsbank A.G.
9/12/95 5.77 25,000,000 25,000,000
11/1/95 6.25 25,000,000 25,000,000
Canadian Imperial Bank of Commerce
9/29/95 5.90 20,000,000 20,000,000
11/1/95 6.02 15,000,000 15,001,643
Commerzbank, Germany
10/17/95 6.25 10,000,000 10,000,000
11/9/95 5.77 25,000,000 25,012,055
Credit Suisse
10/12/95 6.02 10,000,000 10,002,450
11/27/95 5.75 20,000,000 20,000,000
Fuji Bank, Ltd.
9/19/95 5.88 16,000,000 16,000,000
9/26/95 5.89 20,000,000 20,000,000
Industrial Bank of Japan, Ltd.
9/18/95 5.86 6,000,000 6,000,000
10/11/95 5.85 10,000,000 10,000,000
CERTIFICATES OF DEPOSIT - CONTINUED
DUE ANNUALIZED YIELD AT PRINCIPAL VALUE
DATE TIME OF PURCHASE AMOUNT (NOTE 1)
NEW YORK BRANCH, YANKEE DOLLAR, FOREIGN BANKS - CONTINUED
Landesbank Hessen - Thuringen
11/1/95 5.80% $ 25,000,000 $ 24,996,511
12/11/95 5.75 25,000,000 25,016,967
National Westminster Bank, PLC
10/31/95 6.00 10,000,000 10,001,019
11/13/95 5.80 50,000,000 50,000,000
Sanwa Bank, Ltd.
9/1/95 5.85 9,000,000 9,000,000
9/8/95 6.47 14,000,000 14,000,026
11/14/95 5.84 25,000,000 25,000,000
Societe Generale
11/27/95 5.75 10,000,000 10,000,000
Sumitomo Bank, Ltd.
9/25/95 5.90 15,000,000 15,000,000
10/3/95 5.89 20,000,000 20,000,000
Swiss Bank Corp.
10/17/95 5.73 30,000,000 30,000,000
11/6/95 5.77 20,000,000 20,000,000
11/29/95 5.75 50,000,000 50,000,000
12/4/95 5.77 20,000,000 20,000,000
12/6/95 5.77 20,000,000 20,000,000
2/2/96 5.75 40,000,000 40,002,255
Westdeutsche Landesbank
9/11/95 5.86 25,000,000 25,000,000
10/17/95 5.75 50,000,000 50,000,000
11/27/95 5.75 35,000,000 35,000,000
885,033,180
LONDON BRANCH, EURODOLLAR, DOMESTIC BANKS - 2.4%
Bank of America National Trust & Savings Assoc.
9/29/95 5.91 15,000,000 15,000,000
11/27/95 6.00 15,000,000 15,000,000
Chemical Bank
11/20/95 5.76 45,000,000 45,000,000
Morgan Guaranty Trust Co.
2/7/96 5.78 15,000,000 15,001,287
NationsBank of North Carolina
9/29/95 6.05 20,000,000 20,003,927
110,005,214
LONDON BRANCH, EURODOLLAR, FOREIGN BANKS - 6.4%
Abbey National (UK), PLC
10/2/95 5.70 10,000,000 10,001,697
10/20/95 5.75 10,000,000 10,000,268
Bayerische Hypotheken-und Weschel
10/16/95 5.75 25,000,000 25,000,308
Bayerische Landesbank Girozentrale
2/8/96 5.75 23,000,000 23,003,790
Deutsche Bank, A.G.
9/5/95 6.34 15,000,000 14,999,932
CERTIFICATES OF DEPOSIT - CONTINUED
DUE ANNUALIZED YIELD AT PRINCIPAL VALUE
DATE TIME OF PURCHASE AMOUNT (NOTE 1)
LONDON BRANCH, EURODOLLAR, FOREIGN BANKS - CONTINUED
Mitsubishi Bank, Ltd.
9/25/95 5.88% $ 15,000,000 $ 15,000,099
10/20/95 5.86 10,000,000 9,999,073
10/31/95 5.85 10,000,000 9,999,679
National Westminster Bank, PLC
11/28/95 5.75 25,000,000 25,000,599
Royal Bank of Scotland, PLC
10/27/95 6.00 20,000,000 20,028,340
11/20/95 5.85 25,000,000 25,000,000
Sanwa Bank, Ltd.
9/28/95 5.88 10,000,000 9,999,632
Societe Generale
9/20/95 6.19 20,000,000 20,001,436
Westdeutsche Landesbank
11/1/95 5.75 55,000,000 55,000,480
Westpac Banking Corp.
11/28/95 5.80 10,000,000 9,997,198
283,032,531
TOTAL CERTFICATES OF DEPOSIT 1,473,070,925
COMMERCIAL PAPER - 37.7%

A.H. Robins Company, Incorporated
9/7/95 5.99 4,000,000 3,996,054
9/27/95 5.84 5,000,000 4,979,128
10/10/95 5.79 17,000,000 16,894,472
ANZ (DE), Inc.
10/31/95 6.07 10,000,000 9,901,666
AVCO Financial Services, Inc.
10/6/95 6.00 10,000,000 9,942,639
American Express Credit Corp.
10/16/95 5.79 25,000,000 24,821,250
11/16/95 5.75 25,000,000 24,702,333
11/16/95 6.11 8,000,000 7,899,849
American Home Food Products, Inc.
9/8/95 5.83 6,000,000 5,993,233
11/21/95 5.73 13,900,000 13,720,794
American Home Products
9/5/95 6.00 12,000,000 11,992,092
9/7/95 5.99 20,000,000 19,980,268
10/23/95 5.82 20,000,000 19,833,889
10/24/95 5.82 10,000,000 9,915,495
11/20/95 5.74 27,500,000 27,149,528
Asset Securitization Cooperative Corporation
9/7/95 5.95 15,000,000 14,985,300
COMMERCIAL PAPER - CONTINUED
DUE ANNUALIZED YIELD AT PRINCIPAL VALUE
DATE TIME OF PURCHASE AMOUNT (NOTE 1)
Associates Corp. of North America
9/28/95 6.10% $ 10,000,000 $ 9,955,375
10/30/95 5.76 50,000,000 49,534,555
10/31/95 6.07 10,000,000 9,901,666
BHF Finance (Delaware), Inc.
10/6/95 5.70 10,000,000 9,945,361
10/12/95 5.75 10,000,000 9,935,425
Banc One Corp.
9/22/95 5.99 10,000,000 9,965,583
Beneficial Corp.
9/18/95 5.99 25,000,000 24,930,347
9/29/95 5.81 25,000,000 24,889,167
Bradford & Bingley Building Society
10/19/95 5.75 25,000,000 24,811,001
CIESCO, L.P.
10/12/95 5.75 30,825,000 30,625,947
CIT Group Holdings, Inc.
9/1/95 6.17 (a) 15,000,000 15,000,526
9/18/95 6.06 20,000,000 19,943,900
9/21/95 6.20 15,000,000 14,949,667
9/28/95 6.22 10,000,000 9,954,625
9/29/95 6.25 5,000,000 4,976,356
11/9/95 6.08 10,000,000 9,886,916
2/15/96 5.87 35,000,000 34,074,542
Canadian Wheat Board
11/6/95 6.00 15,000,000 14,839,813
Chrysler Financial Corporation
9/13/95 5.86 9,000,000 8,982,451
9/13/95 5.87 15,000,000 14,970,751
10/16/95 5.88 15,000,000 14,890,875
11/13/95 5.87 11,000,000 10,870,627
11/13/95 5.94 30,000,000 29,644,125
Commonwealth Bank of Australia
9/13/95 6.00 25,000,000 24,950,751
9/22/95 5.88 1,100,000 1,096,247
Compagnie Bancaire
9/5/95 5.99 6,700,000 6,695,608
10/16/95 5.80 2,500,000 2,482,031
CoreStates Capital Corp.
9/8/95 5.84 (a) 10,000,000 10,000,000
Corporate Asset Funding Co., Inc.
10/13/95 5.78 14,400,000 14,304,072
du Pont (E.I.) de Nemours & Co.
11/29/95 5.85 20,000,000 19,718,167
Electronic Data Systems Corp.
9/15/95 5.78 9,000,000 8,979,980
Enterprise Funding Corp.
9/11/95 5.80 5,015,000 5,006,949
Ford Motor Credit Corp.
9/18/95 5.95 40,000,000 39,889,311
10/27/95 5.86 25,000,000 24,777,555
11/1/95 6.09 5,000,000 4,949,844
COMMERCIAL PAPER - CONTINUED
DUE ANNUALIZED YIELD AT PRINCIPAL VALUE
DATE TIME OF PURCHASE AMOUNT (NOTE 1)
GTE Corp.
9/7/95 5.86% $ 10,000,000 $ 9,990,284
Generale Bank
10/17/95 6.07 15,000,000 14,886,533
General Electric Capital Corp.
9/1/95 5.82 10,000,000 10,000,000
9/1/95 6.00 (a) 10,000,000 9,996,389
9/13/95 6.68 19,450,000 19,408,377
9/15/95 5.79 25,000,000 24,944,583
11/1/95 6.13 30,000,000 29,697,542
11/3/95 6.66 20,000,000 19,777,750
General Electric Capital Services Inc.
9/7/95 5.95 25,000,000 24,975,500
General Electric Corp.
9/27/95 6.25 30,000,000 29,868,483
9/28/95 6.10 20,000,000 19,910,750
12/5/95 5.80 10,000,000 9,849,583
General Motors Acceptance Corp.
9/15/95 6.05 30,000,000 29,930,350
10/30/95 5.84 15,000,000 14,858,400
11/6/95 5.84 15,000,000 14,841,876
11/20/95 5.89 50,000,000 49,355,555
Glaxo Holdings, PLC
10/25/95 5.77 7,000,000 6,939,940
11/17/95 5.80 10,000,000 9,877,655
11/28/95 5.81 10,000,000 9,860,177
Goldman Sachs Group, L.P. (The)
9/7/95 6.01 10,000,000 9,990,150
9/18/95 6.02 25,000,000 24,930,230
Hanson Finance (UK), PLC
10/18/95 5.75 10,000,000 9,925,975
Household Finance Corp.
10/25/95 5.80 15,000,000 14,871,300
IBM Credit Corp.
9/1/95 5.97 10,000,000 10,000,000
John Deere Capital Corp.
9/19/95 6.04 10,000,000 9,970,400
Merrill Lynch & Co., Inc.
9/28/95 6.00 30,000,000 29,867,700
Monsanto Co.
12/21/95 5.90 10,000,000 9,823,325
Morgan Stanley Group, Inc.
10/6/95 5.91 20,000,000 19,886,833
5/16/96 5.95 15,000,000 14,387,573
National Australia Funding, Inc.
11/8/95 6.03 15,000,000 14,834,251
National Rural Util. Coop. Fin. Corp.
11/15/95 5.90 10,000,000 9,880,000
National & Provincial Building Society
10/16/95 5.89 15,000,000 14,891,812

DUE ANNUALIZED YIELD AT PRINCIPAL VALUE
DATE TIME OF PURCHASE AMOUNT (NOTE 1)
Nationwide Building Society
10/12/95 5.78% $ 25,000,000 $ 24,837,708
New South Wales Treasury Corp.
9/20/95 5.87 2,000,000 1,993,825
11/1/95 6.15 25,000,000 24,747,105
PHH Corp.
9/21/95 5.85 (a) 11,000,000 10,995,854
Philip Morris Cos., Inc.
9/5/95 6.07 20,000,000 19,986,776
9/29/95 6.08 25,000,000 24,884,500
Royal Bank of Canada
11/30/95 6.29 24,000,000 23,636,100
Sears Roebuck Acceptance Corp.
9/14/95 5.80 10,000,000 9,979,236
9/25/95 5.81 10,000,000 9,961,666
10/24/95 5.80 25,000,000 24,788,368
Textron, Inc.
9/6/95 5.90 13,000,000 12,989,402
Toronto Dominion Holdings USA, Inc.
9/11/95 6.11 10,000,000 9,983,389
9/29/95 5.90 30,000,000 29,864,433
10/10/95 5.93 30,000,000 29,810,200
Westpac Capital Corp.
10/10/95 5.78 25,000,000 24,845,625
12/4/95 5.71 15,000,000 14,782,626
Woolwich Equitable Building Society
9/13/95 6.00 20,000,000 19,960,600
10/16/95 5.94 10,000,000 9,927,250
TOTAL COMMERCIAL PAPER 1,677,242,045
FEDERAL AGENCIES - 2.7%
FEDERAL FARM CREDIT BANK - AGENCY COUPONS - 0.7%
9/1/95 5.99 (a) 30,000,000 29,988,040
FEDERAL NATIONAL MORTGAGE ASSOC. - AGENCY COUPONS - 0.6%
9/15/95 5.78 (a) 25,000,000 24,984,731
FEDERAL NATIONAL MORTGAGE ASSOC. - DISCOUNT NOTES - 1.4%
9/11/95 6.32 20,000,000 19,966,000
9/28/95 6.00 15,000,000 14,933,962
10/20/95 6.04 15,000,000 14,879,950
4/29/96 5.76 15,000,000 14,448,712
64,228,624
TOTAL FEDERAL AGENCIES 119,201,395
BANK NOTES - 10.7%
DUE ANNUALIZED YIELD AT PRINCIPAL VALUE
DATE TIME OF PURCHASE AMOUNT (NOTE 1)
Bank of America National Trust & Savings Assoc.
9/1/95 5.78% (a) $ 25,000,000 $ 24,985,400
Bank of New York
12/15/95 5.75 13,000,000 13,000,000
Boatmen's First National Bank of Kansas City
9/1/95 5.84 (a) 25,000,000 25,000,000
Boatmen's National Bank of St. Louis
9/15/95 5.86 13,000,000 12,997,975
9/15/95 5.90 5,000,000 4,999,854
Comerica Bank-Detroit
12/1/95 5.75 (a) 30,000,000 29,977,800
5/28/96 5.83 15,000,000 15,036,047
Fifth Third Bank - Cincinnati
10/18/95 6.25 14,000,000 14,000,000
10/27/95 6.07 25,000,000 25,004,724
First National Bank of Boston
9/8/95 5.85 (a) 15,000,000 15,000,554
First of America Bank - Illinois
9/27/95 6.25 15,000,000 15,000,390
First Union National Bank of North Carolina
10/31/95 5.75 15,000,000 15,009,819
11/7/95 5.76 20,000,000 20,000,000
11/13/95 5.75 10,000,000 10,000,000
Household Bank, N.A.
9/20/95 5.90 15,000,000 15,000,000
9/20/95 6.00 14,000,000 14,000,000
9/21/95 5.93 4,000,000 4,000,000
Huntington National Bank
9/1/95 6.02 (a) 25,000,000 24,984,346
11/10/95 5.84 (a) 15,000,000 15,004,608
2/26/96 5.75 25,000,000 25,017,962
2/26/96 6.40 5,000,000 5,008,987
Mellon Bank, N.A.
10/18/95 6.23 25,000,000 25,000,000
11/1/95 6.24 15,000,000 15,000,000
NBD Bank, N.A.
10/16/95 6.27 10,000,000 10,000,000
4/25/96 6.45 14,000,000 13,995,476
NationsBank of Texas
9/26/95 6.38 25,000,000 25,000,000
9/26/95 6.38 15,000,000 15,000,000
10/27/95 6.25 15,000,000 15,000,000
Society National Bank
4/15/96 6.21 15,000,000 15,040,363
TOTAL BANK NOTES 477,064,305
MASTER NOTES (A) - 1.8%
DUE ANNUALIZED YIELD AT PRINCIPAL VALUE
DATE TIME OF PURCHASE AMOUNT (NOTE 1)
J.P. Morgan Securities
9/1/95 6.08% $ 44,000,000 $ 44,000,000
Morgan Stanley Group, Inc.
9/1/95 6.00 20,000,000 20,000,000
Norwest Corp.
9/1/95 5.87 18,000,000 18,000,000
TOTAL MASTER NOTES 82,000,000
MEDIUM-TERM NOTES (A) - 4.8%

Abbey National Treasury Services (b)
9/30/95 5.94 54,000,000 54,000,000
Beneficial Corp.
9/15/95 5.89 10,000,000 9,999,733
General Electric Capital Corp.
3/29/96 5.96 25,000,000 24,996,127
General Motors Acceptance Corp.
11/7/95 5.98 20,000,000 20,000,000
Goldman Sachs Group, L.P. (The) (b)
9/1/95 5.97 17,000,000 17,000,000
12/16/95 5.89 15,000,000 15,000,000
John Deere Capital Corp.
9/20/95 5.88 12,000,000 12,000,000
National & Provincial Building Society (b)
9/1/95 6.10 39,000,000 39,007,702
Norwest Corp.
9/15/95 6.00 22,000,000 22,000,000
TOTAL MEDIUM-TERM NOTES 214,003,562
SHORT-TERM NOTES (A) - 3.5%

CSA Funding - A (c)
9/8/95 5.88 6,000,000 6,000,000
CSA Funding - C (c)
9/8/95 5.90 5,000,000 5,000,000
Capital One Funding Corp.
9/8/95 5.84 18,670,000 18,670,000
SMM Trust Company (1994-D) (c)
10/27/95 5.93 24,000,000 24,000,000
SMM Trust Company (1995-B) (c)
9/2/95 5.90 10,000,000 10,000,000
SMM Trust Company (1995-I) (c)
9/13/95 5.98 26,000,000 25,994,396
SMM Trust Company (1995-J) (c)
9/15/95 5.88 66,000,000 66,000,000
TOTAL SHORT-TERM NOTES 155,664,396
TIME DEPOSITS - 2.3%
DUE ANNUALIZED YIELD AT PRINCIPAL VALUE
DATE TIME OF PURCHASE AMOUNT (NOTE 1)
Dai-Ichi Kangyo Bank, Ltd.
9/7/95 5.94% $ 40,000,000 $ 40,000,000
9/18/95 5.94 11,000,000 11,000,000
First Union National Bank of North Carolina
9/1/95 5.94 24,992,000 24,992,000
Mitsubishi Bank, Ltd.
9/7/95 5.91 25,000,000 25,000,000
TOTAL TIME DEPOSITS 100,992,000
MUNICIPAL SECURITIES (A) - 0.8%

Illinois Student Assistance Commission
9/8/95 5.94 15,000,000 15,000,000
Missouri Economic Development Export & Infrastructure
9/8/95 6.15 18,400,000 18,400,000
TOTAL MUNICIPAL SECURITIES 33,400,000
REPURCHASE AGREEMENTS - 2.3%
MATURITY
AMOUNT
In a joint trading account
(U.S. Treasury Obligations)
dated 8/31/95 due 9/1/95:
At 5.87% $ 100,516,390 100,500,000
TOTAL INVESTMENTS - 100% $ 4,448,129,163
Total Cost for Income Tax Purposes $ 4,448,129,163

LEGEND
(c) The coupon rate shown on floating or adjustable rate securities
represents the rate at period end. The due date on these types of
securities reflects the next interest rate reset date or, when applicable,
the final maturity date.
(d) Security exempt from registration under Rule 144A of the Securities Act
of 1933. These securities may be resold in transactions exempt from
registration, normally to qualified institutional buyers. At the period
end, the value of these securities amounted to $125,007,702 or 2.9% of net
assets.
(e) Restricted securities - Investment in securities not registered under
the Securities Act of 1933 (see Note 2 of Notes to Financial Statements).
Additional information on each holding is as follows:
ACQUISITION ACQUISITION
SECURITY DATE COST
CSA Funding - A 10/28/93 $ 6,000,000
CSA Funding - C 10/28/93 $ 5,000,000
SMM Trust Company:
(1994-D) 10/28/94 $ 24,000,000
(1995-B) 8/4/95 $ 10,000,000
(1995-I) 5/25/95 $ 25,992,473
(1995-J) 5/16/95 $ 66,000,000
INCOME TAX INFORMATION
At August 31, 1995, the fund had a capital loss carryforward of
approximately $278,000 which will expire on August 31, 2002.

FINANCIAL STATEMENTS

STATEMENT OF ASSETS AND LIABILITIES

<TABLE>
<CAPTION>
<S> <C> <C>
AUGUST 31, 1995

15.ASSETS 16. 17.

18.Investment in securities, at value (including repurchase agreements of $100,500,000) - 19. $ 4,448,129,163
See accompanying schedule

20.Interest receivable 21. 25,022,495

22. 23.TOTAL ASSETS 24. 4,473,151,658

25.LIABILITIES 26. 27.

28.Payable to custodian bank $ 378,093 29.

30.Payable for investments purchased 120,825,686 31.

32.Share transactions in process 564,712 33.

34.Accrued management fee 1,542,142 35.

36. 37.TOTAL LIABILITIES 38. 123,310,633

39.40.NET ASSETS 41. $ 4,349,841,025

42.Net Assets consist of: 43. 44.

45.Paid in capital 46. $ 4,350,047,506

47.Accumulated net realized gain (loss) on investments 48. (206,481)

49.50.NET ASSETS, for 4,350,047,506 shares outstanding 51. $ 4,349,841,025

52.53.NET ASSET VALUE, offering price and redemption price per share 54. $1.00
($4,349,841,025 (divided by) 4,350,047,506 shares)

</TABLE>

STATEMENT OF OPERATIONS

<TABLE>
<CAPTION>
<S> <C> <C>
YEAR ENDED AUGUST 31, 1995

55.56.INTEREST INCOME 57. $ 215,022,299

58.EXPENSES 59. 60.

61.Management fee $ 15,255,240 62.

63.Non-interested trustees' compensation 16,898 64.

65. 66.TOTAL EXPENSES 67. 15,272,138

68.69.NET INTEREST INCOME 70. 199,750,161

71.72.NET REALIZED GAIN (LOSS) ON INVESTMENTS 73. 115,303

74.75.NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS 76. $ 199,865,464

</TABLE>

STATEMENT OF CHANGES IN NET ASSETS

<TABLE>
<CAPTION>
<S> <C> <C>
YEARS ENDED AUGUST 31,

1995 1994

77.INCREASE (DECREASE) IN NET ASSETS

78.Operations $ 199,750,161 $ 76,928,274
Net interest income

79. Net realized gain (loss) 115,303 (371,025)

80. 81.NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS 199,865,464 76,557,249

82.Distributions to shareholders from net interest income (199,750,161) (76,928,274)

83.Share transactions at net asset value of $1.00 per share 4,357,739,794 3,101,024,376
Proceeds from sales of shares

84. Reinvestment of distributions from net interest income 199,183,708 76,517,935

85. Cost of shares redeemed (3,007,122,850) (2,083,212,672)

86.87. 1,549,800,652 1,094,329,639
NET INCREASE (DECREASE) IN NET ASSETS AND SHARES RESULTING FROM SHARE TRANSACTIONS

88. 89.TOTAL INCREASE (DECREASE) IN NET ASSETS 1,549,915,955 1,093,958,614

90.NET ASSETS 91. 92.

93. Beginning of period 2,799,925,070 1,705,966,456

94. End of period $ 4,349,841,025 $ 2,799,925,070

</TABLE>

NOTES TO FINANCIAL STATEMENTS
For the period ended August 31, 1995

1. SIGNIFICANT ACCOUNTING POLICIES.
Retirement Money Market Portfolio (the fund) is a fund of Fidelity Money
Market Trust (the trust) and is authorized to issue an unlimited number of
shares. The trust is registered under the Investment Company Act of 1940,
as amended (the 1940 Act), as an open-end management investment company. At
a special meeting of the shareholders of the fund held on December 8, 1994,
shareholders approved an Agreement and Plan of Conversion and Termination
(the Plan of Conversion), providing for the conversion of the fund from a
separate series of a Massachusetts business trust, to a separate series of
a Delaware business trust, effective December 29, 1994. The individual
investment objective, policies and limitations of the fund, except for the
proposals approved by shareholders on December 8, 1994, remain the same.
The following summarizes the significant accounting policies of the fund:
SECURITY VALUATION. As permitted under Rule 2a-7 of the 1940 Act, and
certain conditions therein, securities are valued initially at cost and
thereafter assume a constant amortization to maturity of any discount or
premium.
INCOME TAXES. As a qualified regulated investment company under Subchapter
M of the Internal Revenue Code, the fund is not subject to income taxes to
the extent that it distributes substantially all of its taxable income for
its fiscal year. The schedule of investments includes information regarding
income taxes under the caption "Income Tax Information."
INTEREST INCOME. Interest income, which includes amortization of premium
and accretion of original issue discount, is accrued as earned.
EXPENSES. Most expenses of the trust can be directly attributed to a fund.
Expenses which cannot be directly attributed are apportioned between the
funds in the trust.
DISTRIBUTIONS TO SHAREHOLDERS. Dividends are declared daily and paid
monthly from net interest income.
SECURITY TRANSACTIONS. Security transactions are accounted for as of trade
date. Gains and losses on securities sold are determined on the basis of
identified cost.
2. OPERATING POLICIES.
JOINT TRADING ACCOUNT. Pursuant to an Exemptive Order issued by the
Securities and Exchange Commission, the fund, along with other affiliated
entities of Fidelity Management & Research Company (FMR), may transfer
uninvested cash balances into one or more joint trading accounts. These
balances are invested in one or more repurchase agreements that mature in
60 days or less from the date of purchase, and are collateralized by U.S.
Treasury or Federal Agency obligations.
REPURCHASE AGREEMENTS. The fund, through its custodian, receives delivery
of the underlying U.S. Treasury or Federal Agency securities, the market
value of which is required to be at least equal to the repurchase price.
For term repurchase agreement transactions, the underlying securities are
marked-to-market daily and maintained at a value at least equal to the
repurchase price. FMR, the fund's investment adviser, is responsible for
determining that the value of the underlying securities remains in
accordance with the market value requirements stated above.
REVERSE REPURCHASE AGREEMENTS. At all times that a reverse repurchase
agreement is outstanding, the fund identifies cash and liquid securities as
segregated in its custodian records with a value at least equal to its
obligation under the agreement.
RESTRICTED SECURITIES. The fund is permitted to invest in securities that
are subject to legal or contractual restrictions on resale. These
securities generally may be resold in transactions exempt from registration
or to the public if the securities are registered. Disposal of these
securities may involve time-consuming negotiations and expense, and prompt
sale at an acceptable price may be difficult. At the end of the period,
restricted securities (excluding 144A issues) amounted to $136,994,396 or
3.2% of net assets.
3. FEES AND OTHER TRANSACTIONS WITH AFFILIATES.
MANAGEMENT FEE. As the fund's investment adviser, FMR pays all expenses,
except the compensation of the non-interested Trustees and certain
exceptions such as taxes, brokerage commissions and extraordinary expenses.
FMR receives a fee that is computed daily at an annual rate of .42% of the
fund's average net assets.
3. FEES AND OTHER TRANSACTIONS WITH AFFILIATES - CONTINUED
SUB-ADVISER FEE. As the fund's investment sub-adviser, FMR Texas Inc., a
wholly owned subsidiary of FMR, receives a fee from FMR of 50% of the
management fee payable to FMR. The fee is paid prior to any voluntary
expense reimbursements which may be in effect, and after reducing the fee
for any payments by FMR pursuant to the fund's Distribution and Service
Plan.
DISTRIBUTION AND SERVICE PLAN. Pursuant to the Distribution and Service
Plan (the Plan), and in accordance with Rule 12b-1 of the 1940 Act, FMR or
the fund's distributor, Fidelity Distributors Corporation , an affiliate of
FMR, may use their resources to pay administrative and promotional expenses
related to the sale of the fund's shares. Subject to the approval of the
Board of Trustees, the Plan also authorizes payments to third parties that
assist in the sale of the fund's shares or render shareholder support
services. No payments were made to third parties under the Plan during the
period.
In connection with the Plan of Conversion, a new Management Contract, new
Sub-Advisory Agreement and new Distribution and Service Plan identical to
those previously in effect became effective on December 29, 1994.
REPORT OF INDEPENDENT ACCOUNTANTS

To the Trustees of Fidelity Money Market Trust and the Shareholders of
Retirement Money Market Portfolio:
We have audited the accompanying statement of assets and liabilities of
Fidelity Money Market Trust: Retirement Money Market Portfolio, including
the schedule of portfolio investments, as of August 31, 1995, and the
related statement of operations for the year then ended, the statement of
changes in net assets for each of the two years in the period then ended,
and the financial highlights for each of the three years in the period then
ended, the ten month period ended August 31, 1992, and for each of the two
years in the period ended October 31, 1991 and the period December 2, 1988
(Commencement of Operations) to October 31, 1989. These financial
statements and financial highlights are the responsibility of the Trust's
management. Our responsibility is to express an opinion on these financial
statements and financial highlights based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements and
financial highlights are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. Our procedures included confirmation of
securities owned as of August 31, 1995 by correspondence with the custodian
and brokers. An audit also includes assessing the accounting principles
used and significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred
to above present fairly, in all material respects, the financial position
of the Fidelity Money Market Trust: Retirement Money Market Portfolio as of
August 31, 1995, the results of its operations for the year then ended, the
changes in its net assets for each of the two years in the period then
ended, and the financial highlights for each of the three years in the
period then ended, the ten month period ended August 31, 1992, and for
each of the two years in the period ended October 31, 1991 and the period
December 2, 1988 (Commencement of Operations) to October 31, 1989, in
conformity with generally accepted accounting principles.
COOPERS & LYBRAND L.L.P.
Dallas, Texas
October 10, 1995

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INVESTMENT ADVISER
Fidelity Management & Research Company
Boston, MA
SUB-ADVISER
FMR Texas Inc.
Irving, TX
OFFICERS
Edward C. Johnson 3d, PRESIDENT
J. Gary Burkhead, SENIOR VICE PRESIDENT
Robert Litterst, VICE PRESIDENT
Fred L. Henning, Jr., VICE PRESIDENT
Arthur S. Loring, SECRETARY
Kenneth A. Rathgeber, TREASURER
Thomas D. Maher, ASSISTANT VICE PRESIDENT
John H. Costello, ASSISTANT TREASURER
Leonard M. Rush, ASSISTANT TREASURER
BOARD OF TRUSTEES
J. Gary Burkhead
Ralph F. Cox*
Phyllis Burke Davis*
Richard J. Flynn*
Edward C. Johnson 3d
E. Bradley Jones*
Donald J. Kirk*
Peter S. Lynch
Edward H. Malone*
Marvin L. Mann*
Gerald C. McDonough*
Thomas R. Williams*
GENERAL DISTRIBUTOR
Fidelity Distributors Corporation
Boston, MA
TRANSFER AND
SHAREHOLDER
SERVICING AGENT
Fidelity Investments Institutional Operations Company
Boston, MA
CUSTODIAN
Morgan Guaranty Trust Company of New York
New York, NY

* INDEPENDENT TRUSTEES