SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(a)
OF THE SECURITIES EXCHANGE ACT OF 1934
Filed by the [X]
Registrant
Filed by a [ ]
Party other than the
Registrant
Check the appropriate box:
[ ] Preliminary Proxy Statement
[ ] Confidential, for Use of the
Commission Only (as
permitted by Rule 14a-6(e)(2))
[ ] Definitive Proxy Statement
[X] Definitive Additional Materials
[ ] Soliciting Material under
Rule 14a-12
(Name of Registrant as
Specified In Its Charter)
(Name of Person(s) Filing
Proxy Statement, if other
than the Registrant)
Payment of Filing Fee (Check the appropriate box):
[X] No fee required.
[ ] Fee computed on table below
per Exchange Act Rules
14a-6(i)(1) and 0-11.
(1) Title of each class of
securities to which
transaction applies:
(2) Aggregate number of
securities to which
transaction applies:
(3) Per unit price or other
underlying value of
transaction
computed pursuant to Exchange
Act Rule 0-11:
(4) Proposed maximum aggregate
value of transaction:
(5) Total Fee Paid:
[ ] Fee paid previously with
preliminary materials.
[ ] Check box if any part of the
fee is offset as provided by
Exchange Act Rule 0-11(a)(2)
and identify the filing for
which the offsetting fee was
paid previously. Identify the
previous filing by
registration statement
number, or the Form or
Schedule and the date of
its filing.
(1) Amount Previously Paid:
(2) Form, Schedule or
Registration Statement No.:
(3) Filing Party:
(4) Date Filed:
RETIREMENT GOVERNMENT MONEY MARKET PORTFOLIO
TELEPHONE VOTING SCRIPT
Introduction
HELLO, MR./MS. (SHAREHOLDER). MY NAME IS ___________. I AM CALLING
ON BEHALF OF FIDELITY INVESTMENTS FOLLOWING UP ON A RECENT PROXY
MAILING THEY SENT YOU REGARDING RETIREMENT GOVERNMENT MONEY MARKET
PORTFOLIO. I'M ASSISTING FIDELITY IN CONNECTION WITH THE PROXY VOTE
TO APPROVE SEVERAL IMPORTANT PROPOSALS THAT AFFECT THE FUND AND YOUR
INVESTMENT IN IT. I AM CALLING YOU TO ENCOURAGE YOU TO VOTE YOUR PROXY
IF YOU HAVE NOT YET DONE SO.
HAVE YOU RECEIVED THE PROXY MATERIAL? THE PACKAGE WAS MAILED IN JULY.
(Describe the mailings to the shareholder if he/she does not recall it
==> 6"x9" WHITE envelope P.O. Box 9131 Hingham, MA 02043-0131 return
address.)
If NO: Confirm shareholder's address for the purpose of sending proxy
materials.
Q: COULD I PLEASE CONFIRM YOUR ADDRESS FOR THE PURPOSE OF SENDING
PROXY MATERIALS TO YOU?
(If address is incorrect, please write down correct address at end of
script under "Comments" and forward to Fidelity.)
Tell the shareholder that a new package will be mailed to him/her. Ask
the shareholder to review the material upon receipt and vote his/her
shares by signing, dating and mailing the proxy card in the return
envelope provided, before the shareholder meeting September 13th.
Inform the shareholder that if he/she wishes to vote by touch tone
phone, toll-free he/she may do so using the information located on
the proxy card. Thank the shareholder for his/ her time. (End phone
call.)
I WILL HAVE A NEW PROXY PACKAGE MAILED TO YOU. PLEASE REVIEW THE
MATERIAL WHEN YOU RECEIVE IT AND VOTE YOUR SHARES BY SIGNING, DATING
AND MAILING THE PROXY CARD IN THE RETURN ENVELOPE PROVIDED, TO ENSURE
THAT YOUR VOTE IS COUNTED AT THE SHAREHOLDER MEETING SCHEDULED FOR
SEPTEMBER 13TH. IF YOU WOULD LIKE TO VOTE BY TOUCH TONE PHONE,
TOLL-FREE, FOLLOW THE INSTRUCTIONS ON YOUR PROXY CARD. OR, YOU MAY
FAX YOUR SIGNED PROXY CARD TO 1-888 - 451-VOTE (8683). THANK YOU FOR
YOUR TIME THIS EVENING. (End call.)
If YES: Q: HAVE YOU REVIEWED THE MATERIAL?
If NO: PLEASE REVIEW THE MATERIAL AT YOUR EARLIEST CONVENIENCE AND
VOTE YOUR SHARES BY SIGNING, DATING AND MAILING THE PROXY CARD IN THE
RETURN ENVELOPE PROVIDED, TO ENSURE THAT YOUR VOTE IS COUNTED AT THE
SHAREHOLDER MEETING SCHEDULED ON SEPTEMBER 13TH. IF YOU WOULD LIKE TO
VOTE BY TOUCH TONE PHONE, TOLL-FREE, FOLLOW THE INSTRUCTIONS ON YOUR
PROXY CARD. IF YOU WOULD LIKE TO VOTE BY FAX, YOU MAY FAX YOUR
SIGNED PROXY CARD TO 1-888-451-8683.
If YES: DO YOU HAVE ANY QUESTIONS?
If YES: Only answer questions using the proxy material. (See attached
list of approved Q&A). (DO NOT GUESS). If the shareholder has
questions that are account-specific and outside the scope of the proxy
statement, ask if they would like to be transferred to a Fidelity
representative.
If YES: Conference in Fidelity at 1-800-544-3198, introduce the
customer, and transfer the call. (End call.)
I'D BE GLAD TO TRANSFER YOU TO A FIDELITY REPRESENTATIVE RIGHT NOW TO
HELP ANSWER YOUR QUESTIONS. PLEASE HOLD WHILE I CALL FIDELITY. (Once
Fidelity rep answers and customer is still on hold ==> THIS IS
______FROM DF KING. WE ARE ASSISTING FIDELITY IN CALLING RETIREMENT
GOVERNMENT MONEY MARKET PORTFOLIO SHAREHOLDERS TO ENCOURAGE THEM TO
VOTE THE PROXY THAT WAS RECENTLY MAILED TO THEM. I HAVE A SHAREHOLDER
ON HOLD AND THEY HAVE FURTHER QUESTIONS I AM UNABLE TO ANSWER. COULD
YOU PLEASE SPEAK TO HIM/HER? (Then conference call in customer and
introduce customer to Fidelity rep ==> HELLO, MR./MS. ______, I HAVE
________ FROM FIDELITY ON THE LINE AND HE/SHE'LL BE HAPPY TO HELP
ANSWER YOUR QUESTIONS. THANK YOU. (Transfer customer and end call.)
If NO: Politely refer them to Fidelity at 1-800-544-3198. Thank the
shareholder for his/ her time. (End phone call.)
If shareholder sounds hostile:
Thank the shareholder for his/ her time. (End phone call.)
OKAY, I WILL GIVE YOU FIDELITY'S PHONE NUMBER IN CASE YOU'D LIKE TO
CALL THEM AT ANOTHER TIME. THE PHONE NUMBER IS 1-800-544-3198.
THANK YOU FOR YOUR TIME THIS EVENING. (End call.)
If not hostile: After answering all questions, offer the shareholder
the opportunity to vote by telephone. Let the shareholder know that
you will be recording the next part of the call, to ensure accuracy in
his/her vote. Confirm the shareholder's identity by having him/her
repeat his/her full name, address and the last 4 digits of his/her
social security number. Record the shareholder's vote on the proposal.
If the shareholder asks how the Board of Trustees voted,
inform him/her that the Board of Trustees recommend a vote in favor
of the proposals.
Inform the shareholder that a confirmation letter will be sent to
him/her, with a phone number to call if an error was
made in recording his/her vote, or if he/she wishes to change his/her
vote for any reason. Thank the shareholder for his/her time, and end
the phone call.
TO FACILITATE YOUR VOTING OF THE PROXY, YOU CAN VOTE BY TELEPHONE. IF
YOU WOULD LIKE TO VOTE BY TELEPHONE, THE NEXT PART OF OUR CALL WILL BE
RECORDED. THIS IS TO ENSURE ACCURACY OF YOUR VOTE. ALSO, WE WILL BE
SENDING YOU A CONFIRMATION LETTER FOR YOUR RECORDS WITH A PHONE NUMBER
TO CALL IN CASE ANY ERROR WAS MADE IN RECORDING YOUR VOTE, OR IF YOU
WISH TO CHANGE YOUR VOTE FOR ANY REASON.
WOULD YOU LIKE TO VOTE BY TELEPHONE?
If NO: Politely refer him/her to Fidelity at 1-800- 544-3198. (End
call)
If YES: Confirm the shareholder's identity by having him/her
repeat their full name, address and the last 4 digits of his/her
social security number. Record the shareholder's vote on the
proposals.
COULD I PLEASE HAVE THE LAST FOUR DIGITS OF YOUR SOCIAL SECURITY
NUMBER? (If it doesn't match, ask for the last four digits of the
social security number on the account.)
(If customer does not feel comfortable giving any part of his/her
social security number, empathize and say that we require
identification through this method to take a vote over the phone. If
the customer is still uncomfortable, explain that while you cannot
take the vote over the phone, you can mail him/her proxy materials and
they can vote by mail or touch tone phone, toll-free.)
I UNDERSTAND THAT YOU MAY FEEL UNCOMFORTABLE GIVING PART OF YOUR
SOCIAL SECURITY NUMBER OVER THE PHONE. IT IS PART OF OUR REQUIRED
PROCEDURES, HOWEVER, TO ENSURE PROPER IDENTIFICATION BEFORE WE TAKE
ANY VOTES OVER THE PHONE. IS THIS OK WITH YOU? (If customer agrees,
proceed with vote. If customer doesn't agree, offer to send proxy
materials.)
AGREES TO GIVE LAST FOUR DIGITS OF SSN:
NOW I WILL READ YOU THE PROPOSALS AND ASK YOU WHETHER YOU VOTE "FOR",
"AGAINST", OR "ABSTAIN".
RETIREMENT GOVERNMENT MONEY MARKET PORTFOLIO
THE PROPOSALS ARE
1. TO ELECT A BOARD OF TRUSTEES.
2. TO RATIFY THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS
INDEPENDENT ACCOUNTANTS OF THE FUNDS.
3. TO AUTHORIZE THE TRUSTEES TO ADOPT AN AMENDED AND RESTATED TRUST
INSTRUMENT.
4. TO APPROVE AN AMENDED MANAGEMENT CONTRACT FOR EACH FUND.
5. TO AMEND EACH FUND'S FUNDAMENTAL INVESTMENT LIMITATION CONCERNING
DIVERSIFICATION.
6. TO AMEND EACH FUND'S FUNDAMENTAL INVESTMENT LIMITATION CONCERNING
UNDERWRITING.
7. TO AMEND EACH FUND'S FUNDAMENTAL INVESTMENT LIMITATION CONCERNING
CONCENTRATION.
DO YOU VOTE "FOR", "AGAINST" OR "ABSTAIN?"
THANK YOU. AS I MENTIONED, I'LL BE SURE TO SEND A CONFIRMATION OF
YOUR VOTE TO YOU BY MAIL. THANKS FOR YOUR TIME THIS EVENING. (End
call.)
DOES NOT AGREE TO GIVE LAST FOUR DIGITS OF SSN: UNFORTUNATELY, I
WILL NOT BE ABLE TO TAKE YOUR VOTE OVER THE PHONE. WHAT I CAN DO IS
HAVE A NEW PROXY PACKAGE MAILED TO YOU. PLEASE REVIEW THE MATERIAL
WHEN YOU RECEIVE IT AND VOTE YOUR SHARES BY SIGNING, DATING AND
MAILING THE PROXY CARD IN THE RETURN ENVELOPE PROVIDED, TO ENSURE THAT
YOUR VOTE IS COUNTED AT THE SHAREHOLDER MEETING SCHEDULED FOR
SEPTEMBER 13. IF YOU WOULD LIKE TO VOTE BY TOUCH TONE PHONE,
TOLL-FREE, FOLLOW THE INSTRUCTIONS ON YOUR PROXY CARD. IF YOU WOULD
LIKE TO VOTE BY FAX, YOU MAY FAX YOUR SIGNED PROXY CARD TO
1-888-451-VOTE (8683). THANK YOU FOR YOUR TIME THIS EVENING. (End
call.)
RETIREMENT GOVERNMENT MONEY MARKET PORTFOLIO
LOG SHEET
Date__________________
DF King Rep_________________
Address Correction
Social Security No. (record from database; do not ask shareholder)____________
Shareholder Name_______________________________________________________
Street Address _________________________________________________________
City_________________________ State_____________ Zip Code_________________
Materials to Be Sent
Proxy Card Only ________
Full Proxy Kit __________
Comments
Notable Shareholder Response_________________________________________
_____________________________________________________________________
_____________________________________________________________________
Other Comments________________________________________________________
______________________________________________________________________
______________________________________________________________________
Was Shareholder Transferred to Fidelity Representative? Yes_______ No______
RETIREMENT GOVERNMENT MONEY MARKET PORTFOLIO
Script for Leaving a Message on an Answering Machine
HELLO, MR./MS. (SHAREHOLDER). MY NAME IS ___________. I AM CALLING ON
BEHALF OF FIDELITY INVESTMENTS FOLLOWING UP ON A RECENT PROXY MAILING
THEY SENT YOU REGARDING RETIREMENT GOVERNMENT MONEY MARKET PORTFOLIO.
I'M ASSISTING FIDELITY IN CONNECTION WITH THE PROXY VOTE TO APPROVE
SEVERAL IMPORTANT PROPOSALS THAT AFFECT THE FUND AND YOUR INVESTMENT
IN IT.
AS AN OWNER OF RETIREMENT GOVERNMENT MONEY MARKET PORTFOLIO, YOU
SHOULD HAVE RECEIVED PROXY MATERIALS IN THE MAIL. AT YOUR EARLIEST
CONVENIENCE, PLEASE SIGN, DATE AND MAIL THE PROXY CARD IN THE RETURN
ENVELOPE PROVIDED TO YOU. IF YOU HAVE ANY QUESTIONS ABOUT THE
PROPOSALS OR DID NOT RECEIVE ANY PROXY MATERIAL, PLEASE CALL FIDELITY
AT 1-800 544-3198
Q&A
WHAT PROPOSALS AM I BEING ASKED TO VOTE ON?
You are being asked to vote on the following proposals:
1. To elect a Board of Trustees.
2. To ratify the selection of PricewaterhouseCoopers LLP as
independent accountants of the funds.
3. To authorize the Trustees to adopt an amended and restated Trust
Instrument.
4. To approve an amended management contract for each fund.
5. To amend each fund's fundamental investment limitation concerning
diversification.
6. To amend each fund's fundamental investment limitation concerning
underwriting.
7. To amend each fund's fundamental investment limitation concerning
concentration.
WHAT ROLE DOES THE BOARD PLAY? (PROPOSAL 1)
The Trustees oversee the investment policies of each fund. Members of
the Board are experienced executives who have an obligation to serve
the best interests of shareholders, including approving policy changes
such as those proposed in the proxy statement. In addition, the
Trustees review fund performance, oversee fund activities and fees,
and review the fund's contracts with Fidelity and other service
providers. Nine of the twelve Trustees are not affiliated with
Fidelity.
WHY ARE WE VOTING ON THE INDEPENDENT ACCOUNTANTS AND WHAT IS THEIR
ROLE? (PROPOSAL 2)
As part of the normal agenda of shareholder meetings, shareholders are
asked to vote on the independent accountants any time the Trustees are
elected. The independent accountants examine annual financial
statements for the funds and provide other audit and tax-related
services. They also sign or certify any financial statements of the
funds that are required by law to be independently certified and filed
with the Securities and Exchange Commission (SEC).
WHY ARE THE FUNDS PROPOSING TO ADOPT AN AMENDED AND RESTATED TRUST
INSTRUMENT? (PROPOSAL 3)
The new Trust Instrument gives the Trustees more flexibility, and,
subject to the applicable requirements of the Investment Company Act
of 1940 (1940 Act) and Delaware law, broader authority to act. This
increased flexibility will allow the Trustees to react more quickly to
changes in competitive and regulatory conditions, and, as a
consequence, will allow the funds to operate in a more efficient and
economical manner. Adoption of the new Trust Instrument will not
alter the Trustees' existing fiduciary obligations to act in the best
interest of the funds' shareholders and will not result in any changes
in the funds' Trustees or officers or in the investment policies
described in the funds' current prospectuses. Please review the proxy
statement for specific details.
WHY ARE RETIREMENT GOVERNMENT MONEY MARKET PORTFOLIO AND RETIREMENT
MONEY MARKET PORTFOLIO PROPOSING AMENDED MANAGEMENT CONTRACTS?
(PROPOSAL 4)
The amended management contracts modify the list of expenses borne
directly by each fund under its present management contract to include
annual premiums, if any, for insurance coverage provided by a mutual
insurance company. Each fund's amended management contract also
allows FMR and the trust, on behalf of each fund, to modify each
fund's management contract subject to the requirements of the 1940
Act. Please refer to the proxy statement for specific details of the
fund's amended management contract proposal.
WHY WAS THE MUTUAL INSURANCE COMPANY FORMED, AND WHAT TYPE OF LOSSES
WILL IT COVER FOR THE FUND? (PROPOSAL 4)
The funds attempt to maintain a stable net asset value of $1.00 per
share. The possibility exists, however, that certain events such as
the default of a security in a fund's portfolio could cause a fund to
sustain a loss that results in the net asset value of a fund falling
below $1.00 per share. A fund may obtain insurance to minimize, but
not eliminate, the risk of such a loss. Because insurance provided
directly by a third-party insurer can be expensive, FMR has
established its own captive mutual insurance company to offer
insurance to Fidelity money market funds effective January 1, 1999.
The mutual insurance company currently provides participating Fidelity
money market funds with limited coverage (initially up to $100 million
annually) against credit defaults and similar losses on securities in
their investment portfolios. Certain other losses, such as those due
to interest rate fluctuations, are not covered, and despite insurance
coverage, the fund's net asset value could fall below $1.00 per share.
Please refer to the proxy statement for specific details of the fund's
insurance coverage.
HAS THE FUND ALREADY BEGUN PAYING THE ANNUAL PREMIUM FOR THE INSURANCE
COVERAGE? (PROPOSAL 4)
FMR currently bears the cost of the annual premiums for each fund. If
shareholders approve the amended management contract, FMR will
continue to bear such costs until December 31, 2003 for each fund.
Any Fidelity money market fund that participates in the insurance
coverage will be required to pay the annual premiums beginning in
2004.
WHY ARE THE FUNDS PROPOSING TO AMEND THEIR FUNDAMENTAL INVESTMENT
LIMITATIONS CONCERNING DIVERSIFICATION, UNDERWRITING AND
CONCENTRATION? (PROPOSALS 5, 6, 7)
These standard proposals would permit each fund to invest more
significantly in the securities of other investment companies (the
legal term for mutual funds and similar entities), if appropriate.
Currently, under an exemptive order from the SEC, each fund may invest
in money market or short-term bond funds managed by Fidelity, subject
to restrictions. The Trustees would permit the more significant
investment in other investment companies if they determined it was in
the best interests of each fund and its shareholders.
HAS THE FUND'S BOARD OF TRUSTEES APPROVED EACH PROPOSAL?
Yes. The Board of Trustees has unanimously approved all of the
proposals and recommends that you vote to approve them.
HOW MANY VOTES AM I ENTITLED TO CAST?
As a shareholder, you are entitled to one vote for each dollar of net
asset value you own of a fund on the record date. The record date is
July 17, 2000.
HOW DO I VOTE MY SHARES?
You can vote your shares by completing and signing the enclosed proxy
card(s) and mailing it in the enclosed postage-paid envelope.
You may also vote by touch-tone telephone by calling the toll-free
number printed on your proxy card(s) and following the recorded
instructions.
If you need any assistance, or have any questions regarding the
proposals or how to vote your shares, please call Fidelity at
1-800-544-3198.
HOW DO I SIGN THE PROXY CARD?
INDIVIDUAL ACCOUNTS: Shareholders should sign exactly as their names
appear on the account registration shown on the card.
JOINT ACCOUNTS: Either owner may sign, but the name of the person
signing should conform exactly to a name shown in the registration.
ALL OTHER ACCOUNTS: The person signing must indicate his or her
capacity. For example, a trustee for a trust or other entity should
sign, "Ann B. Collins, Trustee."
RETIREMENT MONEY MARKET PORTFOLIO
TELEPHONE VOTING SCRIPT
Introduction
HELLO, MR./MS. (SHAREHOLDER). MY NAME IS ___________. I AM CALLING
ON BEHALF OF FIDELITY INVESTMENTS FOLLOWING UP ON A RECENT PROXY
MAILING THEY SENT YOU REGARDING RETIREMENT MONEY MARKET PORTFOLIO.
I'M ASSISTING FIDELITY IN CONNECTION WITH THE PROXY VOTE TO APPROVE
SEVERAL IMPORTANT PROPOSALS THAT AFFECT THE FUND AND YOUR INVESTMENT
IN IT. I AM CALLING YOU TO ENCOURAGE YOU TO VOTE YOUR PROXY IF YOU
HAVE NOT YET DONE SO.
HAVE YOU RECEIVED THE PROXY MATERIAL? THE PACKAGE WAS MAILED IN JULY.
(Describe the mailings to the shareholder if he/she does not recall it
==> 6"x9" White envelope with P.O. Box 9131 Hingham, MA 02043-0131 as
the return address.)
If NO: Confirm shareholder's address for the purpose of sending proxy
materials.
Q: COULD I PLEASE CONFIRM YOUR ADDRESS FOR THE PURPOSE OF SENDING
PROXY MATERIALS TO YOU?
(If address is incorrect, please write down correct address at end of
script under "Comments" and forward to Fidelity.)
Tell the shareholder that a new package will be mailed to him/her. Ask
the shareholder to review the material upon receipt and vote his/her
shares by signing, dating and mailing the proxy card in the return
envelope provided, before the shareholder meeting September 13th.
Inform the shareholder that if he/she wishes to vote by touch tone
phone, toll-free he/she may do so using the information located on
the proxy card. Thank the shareholder for his/ her time. (End phone
call.)
I WILL HAVE A NEW PROXY PACKAGE MAILED TO YOU. PLEASE REVIEW THE
MATERIAL WHEN YOU RECEIVE IT AND VOTE YOUR SHARES BY SIGNING, DATING
AND MAILING THE PROXY CARD IN THE RETURN ENVELOPE PROVIDED, TO ENSURE
THAT YOUR VOTE IS COUNTED AT THE SHAREHOLDER MEETING SCHEDULED FOR
SEPTEMBER 13TH. IF YOU WOULD LIKE TO VOTE BY TOUCH TONE PHONE,
TOLL-FREE, FOLLOW THE INSTRUCTIONS ON YOUR PROXY CARD. OR, YOU MAY
FAX YOUR SIGNED PROXY CARD TO 1-888 - 451-VOTE (8683). THANK YOU FOR
YOUR TIME THIS EVENING. (End call.)
If YES: Q: HAVE YOU REVIEWED THE MATERIAL?
If NO: PLEASE REVIEW THE MATERIAL AT YOUR EARLIEST CONVENIENCE AND
VOTE YOUR SHARES BY SIGNING, DATING AND MAILING THE PROXY CARD IN THE
RETURN ENVELOPE PROVIDED, TO ENSURE THAT YOUR VOTE IS COUNTED AT THE
SHAREHOLDER MEETING SCHEDULED ON SEPTEMBER 13TH. IF YOU WOULD LIKE TO
VOTE BY TOUCH TONE PHONE, TOLL-FREE, FOLLOW THE INSTRUCTIONS ON YOUR
PROXY CARD. IF YOU WOULD LIKE TO VOTE BY FAX, YOU MAY FAX YOUR
SIGNED PROXY CARD TO 1-888-451-VOTE (8683).
If YES: DO YOU HAVE ANY QUESTIONS?
If YES: Only answer questions using the proxy material. (See attached
list of approved Q&A). (DO NOT GUESS). If the shareholder has
questions that are account-specific and outside the scope of the proxy
statement, ask if they would like to be transferred to a Fidelity
representative.
If YES: Conference in Fidelity at 1-800-544-3198, introduce the
customer, and transfer the call. (End call.)
I'D BE GLAD TO TRANSFER YOU TO A FIDELITY REPRESENTATIVE RIGHT NOW TO
HELP ANSWER YOUR QUESTIONS. PLEASE HOLD WHILE I CALL FIDELITY. (Once
Fidelity rep answers and customer is still on hold ==> THIS IS
______FROM DF KING. WE ARE ASSISTING FIDELITY IN CALLING RETIREMENT
MONEY MARKET PORTFOLIO SHAREHOLDERS TO ENCOURAGE THEM TO VOTE THE
PROXY THAT WAS RECENTLY MAILED TO THEM. I HAVE A SHAREHOLDER ON HOLD
AND THEY HAVE FURTHER QUESTIONS I AM UNABLE TO ANSWER. COULD YOU
PLEASE SPEAK TO HIM/HER? (Then conference call in customer and
introduce customer to Fidelity rep ==> HELLO, MR./MS. ______, I HAVE
________ FROM FIDELITY ON THE LINE AND HE/SHE'LL BE HAPPY TO HELP
ANSWER YOUR QUESTIONS. THANK YOU. (Transfer customer and end call.)
If NO: Politely refer them to Fidelity at 1-800-544-3198. Thank the
shareholder for his/ her time. (End phone call.)
If shareholder sounds hostile:
Thank the shareholder for his/ her time. (End phone call.)
OKAY, I WILL GIVE YOU FIDELITY'S PHONE NUMBER IN CASE YOU'D LIKE TO
CALL THEM AT ANOTHER TIME. THE PHONE NUMBER IS 1-800-544-3198.
THANK YOU FOR YOUR TIME THIS EVENING. (End call.)
If not hostile: After answering all questions, offer the shareholder
the opportunity to vote by telephone. Let the shareholder know that
you will be recording the next part of the call, to ensure accuracy in
his/her vote. Confirm the shareholder's identity by having him/her
repeat his/her full name, address and the last 4 digits of his/her
social security number. Record the shareholder's vote on the proposal.
If the shareholder asks how the Board of Trustees voted,
inform him/her that the Board of Trustees recommend a vote in favor
of the proposals.
Inform the shareholder that a confirmation letter will be sent to
him/her, with a phone number to call if an error was made in recording
his/her vote, or if he/she wishes to change his/her vote for any
reason. Thank the shareholder for his/her time, and end the phone
call.
TO FACILITATE YOUR VOTING OF THE PROXY, YOU CAN VOTE BY TELEPHONE. IF
YOU WOULD LIKE TO VOTE BY TELEPHONE, THE NEXT PART OF OUR CALL WILL BE
RECORDED. THIS IS TO ENSURE ACCURACY OF YOUR VOTE. ALSO, WE WILL BE
SENDING YOU A CONFIRMATION LETTER FOR YOUR RECORDS WITH A PHONE NUMBER
TO CALL IN CASE ANY ERROR WAS MADE IN RECORDING YOUR VOTE, OR IF YOU
WISH TO CHANGE YOUR VOTE FOR ANY REASON.
WOULD YOU LIKE TO VOTE BY TELEPHONE?
If NO: Politely refer him/her to Fidelity at 1-800- 544-3198. (End
call)
If YES: Confirm the shareholder's identity by having him/her
repeat their full name, address and the last 4 digits of his/her
social security number. Record the shareholder's vote on the
proposals.
COULD I PLEASE HAVE THE LAST FOUR DIGITS OF YOUR SOCIAL SECURITY
NUMBER? (If it doesn't match, ask for the last four digits of the
social security number on the account.)
(If customer does not feel comfortable giving any part of his/her
social security number, empathize and say that we require
identification through this method to take a vote over the phone. If
the customer is still uncomfortable, explain that while you cannot
take the vote over the phone, you can mail him/her proxy materials and
they can vote by mail or touch tone phone, toll-free.)
I UNDERSTAND THAT YOU MAY FEEL UNCOMFORTABLE GIVING PART OF YOUR
SOCIAL SECURITY NUMBER OVER THE PHONE. IT IS PART OF OUR REQUIRED
PROCEDURES, HOWEVER, TO ENSURE PROPER IDENTIFICATION BEFORE WE TAKE
ANY VOTES OVER THE PHONE. IS THIS OK WITH YOU? (If customer agrees,
proceed with vote. If customer doesn't agree, offer to send proxy
materials.)
AGREES TO GIVE LAST FOUR DIGITS OF SSN:
NOW I WILL READ YOU THE PROPOSALS AND ASK YOU WHETHER YOU VOTE "FOR",
"AGAINST", OR "ABSTAIN".
RETIREMENT MONEY MARKET PORTFOLIO
THE PROPOSALS ARE
8. TO ELECT A BOARD OF TRUSTEES.
9. TO RATIFY THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS
INDEPENDENT ACCOUNTANTS OF THE FUNDS.
10. TO AUTHORIZE THE TRUSTEES TO ADOPT AN AMENDED AND RESTATED TRUST
INSTRUMENT.
11. TO APPROVE AN AMENDED MANAGEMENT CONTRACT FOR EACH FUND.
12. TO AMEND EACH FUND'S FUNDAMENTAL INVESTMENT LIMITATION CONCERNING
DIVERSIFICATION.
13. TO AMEND EACH FUND'S FUNDAMENTAL INVESTMENT LIMITATION CONCERNING
UNDERWRITING.
14. TO AMEND EACH FUND'S FUNDAMENTAL INVESTMENT LIMITATION CONCERNING
CONCENTRATION.
DO YOU VOTE "FOR", "AGAINST" OR "ABSTAIN?"
THANK YOU. AS I MENTIONED, I'LL BE SURE TO SEND A CONFIRMATION OF
YOUR VOTE TO YOU BY MAIL. THANKS FOR YOUR TIME THIS EVENING. (End
call.)
DOES NOT AGREE TO GIVE LAST FOUR DIGITS OF SSN: UNFORTUNATELY, I
WILL NOT BE ABLE TO TAKE YOUR VOTE OVER THE PHONE. WHAT I CAN DO IS
HAVE A NEW PROXY PACKAGE MAILED TO YOU. PLEASE REVIEW THE MATERIAL
WHEN YOU RECEIVE IT AND VOTE YOUR SHARES BY SIGNING, DATING AND
MAILING THE PROXY CARD IN THE RETURN ENVELOPE PROVIDED, TO ENSURE THAT
YOUR VOTE IS COUNTED AT THE SHAREHOLDER MEETING SCHEDULED FOR
SEPTEMBER 13. IF YOU WOULD LIKE TO VOTE BY TOUCH TONE PHONE,
TOLL-FREE, FOLLOW THE INSTRUCTIONS ON YOUR PROXY CARD. IF YOU WOULD
LIKE TO VOTE BY FAX, YOU MAY FAX YOUR SIGNED PROXY CARD TO
1-888-451-VOTE (8683). THANK YOU FOR YOUR TIME THIS EVENING. (End
call.)
RETIREMENT MONEY MARKET PORTFOLIO
LOG SHEET
Date__________________
DF King Rep_________________
Address Correction
Social Security No. (record from database; do not ask shareholder)____________
Shareholder Name_______________________________________________________
Street Address _________________________________________________________
City_________________________ State_____________ Zip Code_________________
Materials to Be Sent
Proxy Card Only ________
Full Proxy Kit __________
Comments
Notable Shareholder Response_________________________________________
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Other Comments________________________________________________________
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Was Shareholder Transferred to Fidelity Representative? Yes_______ No______
RETIREMENT MONEY MARKET PORTFOLIO
Script for Leaving a Message on an Answering Machine
HELLO, MR./MS. (SHAREHOLDER). MY NAME IS ___________. I AM CALLING ON
BEHALF OF FIDELITY INVESTMENTS FOLLOWING UP ON A RECENT PROXY MAILING
THEY SENT YOU REGARDING RETIREMENT MONEY MARKET PORTFOLIO. I'M
ASSISTING FIDELITY IN CONNECTION WITH THE PROXY VOTE TO APPROVE
SEVERAL IMPORTANT PROPOSALS THAT AFFECT THE FUND AND YOUR INVESTMENT
IN IT.
AS AN OWNER OF RETIREMENT MONEY MARKET PORTFOLIO, YOU SHOULD HAVE
RECEIVED PROXY MATERIALS IN THE MAIL. AT YOUR EARLIEST CONVENIENCE,
PLEASE SIGN, DATE AND MAIL THE PROXY CARD IN THE RETURN ENVELOPE
PROVIDED TO YOU. IF YOU HAVE ANY QUESTIONS ABOUT THE PROPOSALS OR DID
NOT RECEIVE ANY PROXY MATERIAL, PLEASE CALL FIDELITY AT
1-800-544-3198. THANK YOU FOR YOUR TIME.
Q&A
WHAT PROPOSALS AM I BEING ASKED TO VOTE ON?
You are being asked to vote on the following proposals:
1. To elect a Board of Trustees.
2. To ratify the selection of PricewaterhouseCoopers LLP as
independent accountants of the funds.
3. To authorize the Trustees to adopt an amended and restated Trust
Instrument.
4. To approve an amended management contract for each fund.
5. To amend each fund's fundamental investment limitation concerning
diversification.
6. To amend each fund's fundamental investment limitation concerning
underwriting.
7. To amend each fund's fundamental investment limitation concerning
concentration.
WHAT ROLE DOES THE BOARD PLAY? (PROPOSAL 1)
The Trustees oversee the investment policies of each fund. Members of
the Board are experienced executives who have an obligation to serve
the best interests of shareholders, including approving policy changes
such as those proposed in the proxy statement. In addition, the
Trustees review fund performance, oversee fund activities and fees,
and review the fund's contracts with Fidelity and other service
providers. Nine of the twelve Trustees are not affiliated with
Fidelity.
WHY ARE WE VOTING ON THE INDEPENDENT ACCOUNTANTS AND WHAT IS THEIR
ROLE? (PROPOSAL 2)
As part of the normal agenda of shareholder meetings, shareholders are
asked to vote on the independent accountants any time the Trustees are
elected. The independent accountants examine annual financial
statements for the funds and provide other audit and tax-related
services. They also sign or certify any financial statements of the
funds that are required by law to be independently certified and filed
with the Securities and Exchange Commission (SEC).
WHY ARE THE FUNDS PROPOSING TO ADOPT AN AMENDED AND RESTATED TRUST
INSTRUMENT? (PROPOSAL 3)
The new Trust Instrument gives the Trustees more flexibility, and,
subject to the applicable requirements of the Investment Company Act
of 1940 (1940 Act) and Delaware law, broader authority to act. This
increased flexibility will allow the Trustees to react more quickly to
changes in competitive and regulatory conditions, and, as a
consequence, will allow the funds to operate in a more efficient and
economical manner. Adoption of the new Trust Instrument will not
alter the Trustees' existing fiduciary obligations to act in the best
interest of the funds' shareholders and will not result in any changes
in the funds' Trustees or officers or in the investment policies
described in the funds' current prospectuses. Please review the proxy
statement for specific details.
WHY ARE RETIREMENT GOVERNMENT MONEY MARKET PORTFOLIO AND RETIREMENT
MONEY MARKET PORTFOLIO PROPOSING AMENDED MANAGEMENT CONTRACTS?
(PROPOSAL 4)
The amended management contracts modify the list of expenses borne
directly by each fund under its present management contract to include
annual premiums, if any, for insurance coverage provided by a mutual
insurance company. Each fund's amended management contract also
allows FMR and the trust, on behalf of each fund, to modify each
fund's management contract subject to the requirements of the 1940
Act. Please refer to the proxy statement for specific details of the
fund's amended management contract proposal.
WHY WAS THE MUTUAL INSURANCE COMPANY FORMED, AND WHAT TYPE OF LOSSES
WILL IT COVER FOR THE FUND? (PROPOSAL 4)
The funds attempt to maintain a stable net asset value of $1.00 per
share. The possibility exists, however, that certain events such as
the default of a security in a fund's portfolio could cause a fund to
sustain a loss that results in the net asset value of a fund falling
below $1.00 per share. A fund may obtain insurance to minimize, but
not eliminate, the risk of such a loss. Because insurance provided
directly by a third-party insurer can be expensive, FMR has
established its own captive mutual insurance company to offer
insurance to Fidelity money market funds effective January 1, 1999.
The mutual insurance company currently provides participating Fidelity
money market funds with limited coverage (initially up to $100 million
annually) against credit defaults and similar losses on securities in
their investment portfolios. Certain other losses, such as those due
to interest rate fluctuations, are not covered, and despite insurance
coverage, the fund's net asset value could fall below $1.00 per share.
Please refer to the proxy statement for specific details of the fund's
insurance coverage.
HAS THE FUND ALREADY BEGUN PAYING THE ANNUAL PREMIUM FOR THE INSURANCE
COVERAGE? (PROPOSAL 4)
FMR currently bears the cost of the annual premiums for each fund. If
shareholders approve the amended management contract, FMR will
continue to bear such costs until December 31, 2003 for each fund.
Any Fidelity money market fund that participates in the insurance
coverage will be required to pay the annual premiums beginning in
2004.
WHY ARE THE FUNDS PROPOSING TO AMEND THEIR FUNDAMENTAL INVESTMENT
LIMITATIONS CONCERNING DIVERSIFICATION, UNDERWRITING AND
CONCENTRATION? (PROPOSALS 5, 6, 7)
These standard proposals would permit each fund to invest more
significantly in the securities of other investment companies (the
legal term for mutual funds and similar entities), if appropriate.
Currently, under an exemptive order from the SEC, each fund may invest
in money market or short-term bond funds managed by Fidelity, subject
to restrictions. The Trustees would permit the more significant
investment in other investment companies if they determined it was in
the best interests of each fund and its shareholders.
HAS THE FUND'S BOARD OF TRUSTEES APPROVED EACH PROPOSAL?
Yes. The Board of Trustees has unanimously approved all of the
proposals and recommends that you vote to approve them.
HOW MANY VOTES AM I ENTITLED TO CAST?
As a shareholder, you are entitled to one vote for each dollar of net
asset value you own of a fund on the record date. The record date is
July 17, 2000.
HOW DO I VOTE MY SHARES?
You can vote your shares by completing and signing the enclosed proxy
card(s) and mailing it in the enclosed postage-paid envelope.
You may also vote by touch-tone telephone by calling the toll-free
number printed on your proxy card(s) and following the recorded
instructions.
If you need any assistance, or have any questions regarding the
proposals or how to vote your shares, please call Fidelity at
1-800-544-3198.
HOW DO I SIGN THE PROXY CARD?
INDIVIDUAL ACCOUNTS: Shareholders should sign exactly as their names
appear on the account registration shown on the card.
JOINT ACCOUNTS: Either owner may sign, but the name of the person
signing should conform exactly to a name shown in the registration.
ALL OTHER ACCOUNTS: The person signing must indicate his or her
capacity. For example, a trustee for a trust or other entity should
sign, "Ann B. Collins, Trustee."
