FIDELITY PHILLIPS STREET TRUST
N-30D, 1997-07-11
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FIDELITY
 
 
 
(registered trademark)
U.S. GOVERNMENT RESERVES
 
SEMIANNUAL REPORT
MAY 31, 1997
CONTENTS
 
 
PRESIDENT'S MESSAGE    3    Ned Johnson on investing                 
                            strategies.                              
 
PERFORMANCE            4    How the fund has done over time.         
 
FUND TALK              6    The manager's review of fund             
                            performance, strategy and outlook.       
 
INVESTMENT CHANGES     8    A summary of major shifts in the         
                            fund's investments over the past six     
                            months                                   
                            and one year.                            
 
INVESTMENTS            9    A complete list of the fund's            
                            investments with their market            
                            values.                                  
 
FINANCIAL STATEMENTS   12   Statements of assets and liabilities,    
                            operations, and changes in net           
                            assets,                                  
                            as well as financial highlights.         
 
NOTES                  16   Notes to the financial statements.       
 
To reduce expenses and demonstrate respect for our environment, we have
initiated a project through which we will begin eliminating duplicate
copies of most financial reports and prospectuses to most households, even
if they have more than one account in the fund. If additional copies of
financial reports, prospectuses or historical account information are
needed, please call 1-800-544-6666.
 
THIS REPORT AND THE FINANCIAL STATEMENTS CONTAINED HEREIN ARE SUBMITTED FOR
THE GENERAL 
INFORMATION OF THE SHAREHOLDERS OF THE FUND. THIS REPORT IS NOT AUTHORIZED
FOR 
DISTRIBUTION TO PROSPECTIVE INVESTORS IN THE FUND UNLESS PRECEDED OR
ACCOMPANIED BY 
AN EFFECTIVE PROSPECTUS. 
MUTUAL FUND SHARES ARE NOT DEPOSITS OR OBLIGATIONS OF, OR GUARANTEED 
BY, ANY DEPOSITORY INSTITUTION. SHARES ARE NOT INSURED BY THE FDIC, THE 
FEDERAL RESERVE BOARD, OR ANY OTHER AGENCY, AND ARE SUBJECT TO 
INVESTMENT RISKS, INCLUDING POSSIBLE LOSS OF PRINCIPAL AMOUNT INVESTED.
NEITHER THE FUND NOR FIDELITY DISTRIBUTORS CORPORATION IS A BANK.
FOR MORE INFORMATION ON ANY FIDELITY FUND, INCLUDING CHARGES AND EXPENSES,
CALL 
1-800-544-8888 FOR A FREE PROSPECTUS. READ IT CAREFULLY BEFORE YOU INVEST
OR SEND 
MONEY.
PRESIDENT'S MESSAGE
 
 
 
(photo_of_Edward_C_Johnson_3d)
DEAR SHAREHOLDER:
Through the first five months of 1997, stock and bond markets experienced
the kind of short-term volatility that can affect them from time to time.
After climbing steadily upward for more than two years, stock prices saw a
sharp correction in late March and early April. Returns in the bond market
were essentially stagnant as the Federal Reserve Board implemented a
long-expected increase in short-term interest rates at the end of March.
While it's impossible to predict the future direction of the markets with
any degree of certainty, there are certain basic principles that can help
investors plan for their future needs.
First, investors are encouraged to take a long-term view of their
portfolios. If you can afford to leave your money invested through the
inevitable up and down cycles of the financial markets, you will greatly
reduce your vulnerability to any single decline. We know from experience,
for example, that stock prices have gone up over longer periods of time,
have significantly outperformed other types of investments and have stayed
ahead of inflation. 
Second, you can further manage your investing risk through diversification.
A stock mutual fund, for instance, is already diversified, because it
invests in many different companies. You can increase your diversification
further by investing in a number of different stock funds, or in such other
investment categories as bonds. You should also keep money you'll need in
the near future in a more stable investment.
Finally, no matter what your time horizon or portfolio diversity, it makes
good sense to follow a regular investment plan, investing a certain amount
of money in a fund at the same time each month or quarter and periodically
reviewing your overall portfolio. By doing so, you won't get caught up in
the excitement of a rapidly rising market, nor will you buy all your shares
at market highs. While this strategy - known as dollar cost averaging -
won't assure a profit or protect you from a loss in a declining market, it
should help you lower the average cost of your purchases.
If you have questions, please call us at 1-800-544-8888. We are available
24 hours a day, seven days a week to provide you the information you need
to make the investments that are right for you.
Best regards,
Edward C. Johnson 3d
PERFORMANCE: THE BOTTOM LINE
 
 
To measure a money market fund's performance, you can look at either total
return or yield. Total return reflects the change in the value of an
investment, assuming reinvestment of the fund's dividend income and capital
gains (the profits earned upon the sale of securities that have grown in
value). Yield measures the income paid by a fund. Since a money market fund
tries to maintain a $1 share price, yield is an important measure of
performance.
CUMULATIVE TOTAL RETURNS
PERIODS ENDED MAY 31, 1997              PAST 6   PAST 1   PAST 5   PAST 10   
                                        MONTHS   YEAR     YEARS    YEARS     
 
Fidelity U.S. Government Reserves       2.54%    5.11%    22.89%   71.45%    
 
Government Money Market Funds Average   2.43%    4.91%    22.21%   69.98%    
 
CUMULATIVE TOTAL RETURNS show the fund's performance in percentage terms
over a set period - in this case, six months, one year, five years or 10
years. For example, if you had invested $1,000 in a fund that had a 5%
return over the past year, the value of your investment would be $1,050. To
measure how the fund's performance stacked up against its peers, you can
compare it to the government money market funds average, which reflects the
performance of mutual funds with similar objectives tracked by IBC
Financial Data, Inc. The past six months average represents a peer group of
417 mutual funds. 
AVERAGE ANNUAL TOTAL RETURNS
PERIODS ENDED MAY 31, 1997                    PAST 1   PAST 5   PAST 10   
                                              YEAR     YEARS    YEARS     
 
Fidelity U.S. Government Reserves             5.11%    4.21%    5.54%     
 
Government Money Market Funds Average         4.91%    4.09%    5.44%     
 
AVERAGE ANNUAL TOTAL RETURNS take the fund's actual cumulative return and
show you what would have happened if the fund had performed at a constant
rate each year.
YIELDS
                           6/3/97    2/25/97   12/3/96   9/3/96    5/28/96   
 
                                                                             
 
Fidelity U.S. Government   5.22%     4.95%     4.98%     4.97%     4.92%     
Reserves                                                                     
 
                                                                             
 
Government Money           4.93%     4.62%     4.73%     4.66%     4.57%     
Market Funds Average                                                         
 
                                                                             
 
                           5/28/97   2/26/97   12/4/96   8/28/96   5/29/96   
 
                                                                             
 
                           2.66%     2.63%     2.63%     2.68%     2.66%     
MMDA                                                                         
 
 
Row: 1, Col: 1, Value: 5.22
Row: 1, Col: 2, Value: 4.930000000000001
Row: 1, Col: 3, Value: 2.66
Row: 2, Col: 1, Value: 4.95
Row: 2, Col: 2, Value: 4.619999999999999
Row: 2, Col: 3, Value: 2.63
Row: 3, Col: 1, Value: 4.98
Row: 3, Col: 2, Value: 4.73
Row: 3, Col: 3, Value: 2.63
Row: 4, Col: 1, Value: 4.970000000000001
Row: 4, Col: 2, Value: 4.659999999999999
Row: 4, Col: 3, Value: 2.68
Row: 5, Col: 1, Value: 4.92
Row: 5, Col: 2, Value: 4.57
Row: 5, Col: 3, Value: 2.66
6% -
5% -
4% -
3% -
2% -
1% -
0% 
Fidelity
U.S. Government
Reserves
Government 
Money Market 
Funds Average
MMDA
YIELD refers to the income paid by the fund over a given period. Yields for
money market funds are usually for seven-day periods, expressed as annual
percentage rates. A yield that assumes income earned is reinvested or
compounded is called an effective yield. The chart above shows the fund's
current seven-day yield at quarterly intervals over the past year. You can
compare these yields to the government money market funds average and the
bank money market deposit account (MMDA) average . Figures for the
government money market funds average are from IBC Financial Data, Inc. The
MMDA average is supplied by BANK RATE MONITOR(Trademark).
A MONEY MARKET FUND'S TOTAL RETURNS AND YIELDS WILL VARY, AND REFLECT PAST
RESULTS RATHER THAN PREDICT FUTURE PERFORMANCE.
 
COMPARING
PERFORMANCE
There are some important 
differences between a bank 
money market deposit account 
(MMDA) and a money market 
fund. First, the U.S. 
government neither insures 
nor guarantees a money 
market fund. In fact, there is 
no assurance that a money 
market fund will maintain a $1 
share price. Second, a money 
market fund returns to its 
shareholders income earned 
by the fund's investments after 
expenses. This is in contrast to 
banks, which set their MMDA 
rates periodically based on 
current interest rates, 
competitors' rates, and internal 
criteria.
(checkmark)
FUND TALK: THE MANAGER'S OVERVIEW
 
 
NOTE TO SHAREHOLDERS: Robert Litterst became Portfolio Manager of Fidelity
U.S. Government Reserves on April 1, 1997.
Q. WHAT WAS THE INVESTING ENVIRONMENT LIKE OVER THE PAST SIX MONTHS, BOB?
A. Although it took some time to translate into action, the Federal Reserve
Board had adopted and maintained a bias toward raising short-term interest
rates since its July 1996 Federal Open Market Committee meeting. This
inclination stemmed from the Fed's desire to slow the economy and head off
potential inflation. After slowing in the third quarter of 1996, the
economy began to pick up in the fourth quarter. That strength continued
through the first quarter of 1997. Testifying before Congress in February,
Fed Chairman Alan Greenspan indicated that the Fed might make a pre-emptive
strike against inflation - raising interest rates before statistics showed
any significant increase in prices - because demand was expanding very
rapidly and was raising the risk of future inflation. The Fed followed
through in March, raising the rate banks charge each other for overnight
loans - known as the fed funds rate - by 0.25% to 5.50%. At its May
meeting, however, the Fed chose to keep rates unchanged for two main
reasons. First, early signs showed economic growth slowing from its
first-quarter pace. Second, broad inflation indices remained well-behaved,
showing that inflation was very calm. By not moving in May, the Fed
appeared to shift from a pre-emptive stance to a more reactive one, where
concrete signs of strengthening demand or rising price pressures may be
required for the Fed to act again. 
Q. HOW WAS THE FUND MANAGED DURING THIS PERIOD?
A. For most of the period, the fund tended to have a shorter average
maturity than its peers. That was primarily because the fund took a neutral
approach to the outlook for interest rates. In addition, up to 54% of the
fund was invested in variable rate instruments. The yield on these
investments is reset periodically to reflect moves in rates in the
short-term market. They tend to reduce the average maturity of the fund,
but were attractive because they offered a yield advantage. The fund's
position in these securities fell to about 25% at the end of the period
because the supply was limited and the pricing less attractive. More
recently, I've used a barbell strategy - concentrating the fund on either
end of the maturity spectrum - investing in overnight to one-month
securities on the one hand and on agency issues with maturities of one year
on the other. The one-year notes were attractively valued because they
priced in more Fed increases than I felt would occur. The very short-term
securities help to balance the maturity of the portfolio and serve a
defensive purpose that will benefit shareholders if the Fed raises rates
again. 
Q. HOW DID THE FUND PERFORM?
A. On May 31, 1997, the fund's seven-day yield was 5.21%, compared to 4.93%
six months ago. The fund's total return for the six months that ended May
31, 1997, was 2.54%, compared to the average total return of 2.43% for the
government money market funds average tracked by IBC Financial Data, Inc. 
Q. WHAT'S YOUR OUTLOOK?
A. It's more uncertain than in the recent past. Signs of slowing economic
activity have reduced market expectations for further Fed tightening, but
opinions are decidedly mixed. Those who favor additional upward adjustments
point to terrific fundamentals underlying the consumer sector that should
support strong growth going forward. Those who favor keeping rates where
they are point to softer data in the second quarter and extremely favorable
inflation statistics. Most economists expect economic growth to match or
exceed the economy's trend rate - currently estimated at about 2.3% - for
the remainder of the year. If this forecast is realized and leads to rising
price pressures, the Fed probably will raise rates at least once more in
the months ahead. If the second quarter slowdown persists, the Fed likely
will leave policy on hold. At this point, the Fed seems to be content to
respond to incoming data pertaining to demand, inflation and labor market
conditions. This data should shape the course of policy in the months to
come.
THE VIEWS EXPRESSED IN THIS REPORT REFLECT THOSE OF THE PORTFOLIO MANAGER
ONLY THROUGH THE END OF THE PERIOD OF THE REPORT AS STATED ON THE COVER.
THE MANAGER'S VIEWS ARE SUBJECT TO CHANGE AT ANY TIME BASED ON MARKET AND
OTHER CONDITIONS.
 
FUND FACTS
GOAL: income and a stable 
$1 share price by investing in 
high quality short-term money 
market securities issued by 
the U.S. government for 
government agencies
FUND NUMBER: 050
START DATE: November 3, 
1981
TRADING SYMBOL: FGRXX
SIZE: as of May 31, 1997, 
more than $1.2 billion
MANGER: Robert Litterst, since 
April 1997; manager, several 
Fidelity and Spartan taxable 
money market funds; joined 
Fidelity in 1991
(checkmark)
INVESTMENT CHANGES
 
 
MATURITY DIVERSIFICATION
DAYS        % OF FUND ASSETS   % OF FUND ASSETS   % OF FUND ASSETS   
            5/31/97            11/30/96           5/31/96            
 
0 - 30       67                 65                 72                
 
31 - 90      15                 20                 17                
 
91 - 180     5                  10                 5                 
 
181 - 397    13                 5                  6                 
 
WEIGHTED AVERAGE MATURITY
                           5/31/97   11/30/96   5/31/96   
 
Fidelity U.S. Government                                  
Reserves                   61 days   40 days    42 days   
 
Government                                                
Money Market Funds                                        
Average *                  47 days   48 days    49 days   
 
ASSET ALLOCATION (% OF FUND'S INVESTMENTS)
AS OF MAY 31, 1997 AS OF NOVEMBER 30, 1996
 
Row: 1, Col: 1, Value: 53.0
Row: 1, Col: 2, Value: 3.0
Row: 1, Col: 3, Value: 44.0
Row: 1, Col: 4, Value: 0.0
Row: 1, Col: 1, Value: 60.0
Row: 1, Col: 2, Value: 9.0
Row: 1, Col: 3, Value: 31.0
Row: 1, Col: 4, Value: 0.0
Federal agency
issues 53%
U.S. Treasury
obligations 3%
Repurchase
agreements 44%
   
Federal agency
issues 60%
U.S. Treasury
obligations 9%
Repurchase
agreements 31%
   
* SOURCE: IBC'S MONEY FUND REPORT (registered trademark)
INVESTMENTS MAY 31, 1997 (UNAUDITED)
 
Showing Percentage of Total Value of Investments in Securities
 
 
FEDERAL AGENCIES - 52.9%
 DUE ANNUALIZED YIELD AT PRINCIPAL AMOUNT VALUE (NOTE 1)
 DATE TIME OF PURCHASE (000S) (000S)
FEDERAL FARM CREDIT BANK - AGENCY COUPONS - 2.3%
 4/1/98 6.01% $ 14,000 $ 13,978
 4/1/98 6.05  14,000  13,972
   27,950
FEDERAL FARM CREDIT BANK - DISCOUNT NOTES - 2.1%
 7/28/97 5.41  25,610  25,396
FEDERAL HOME LOAN BANK - AGENCY COUPONS - 10.7%
 6/2/97 5.60(a)  42,000  41,989
 6/19/97 5.46(a)  25,000  24,985
 6/28/97 5.61(a)  24,000  23,995
 3/18/98 5.88  35,000  35,000
 6/11/98 5.96  3,500  3,498
   129,467
FEDERAL HOME LOAN BANK - DISCOUNT NOTES - 1.6%
 8/20/97 5.40  5,000  4,942
 10/30/97 5.79  15,000  14,646
   19,588
FEDERAL HOME LOAN MORTGAGE CORP. - AGENCY COUPONS - 2.8%
 3/17/98 5.79  12,000  11,986
 4/8/98 6.04  12,000  11,973
 4/29/98 6.02  9,550  9,472
   33,431
FEDERAL HOME LOAN MORTGAGE CORP. - DISCOUNT NOTES - 7.1%
 7/3/97 5.61  7,000  6,966
 7/9/97 5.56  8,500  8,451
 7/18/97 5.56  38,390  38,115
 8/7/97 5.61  32,000  31,670
   85,202
FEDERAL NATIONAL MORTGAGE ASSOC. - AGENCY COUPONS - 20.1%
 6/2/97 5.58 (a)  14,000  14,047
 6/2/97 5.59 (a)  19,000  19,063
 6/2/97 5.67 (a)  45,000  44,989
 6/3/97 5.63 (a)  15,000  14,997
 6/4/97 5.60 (a)  28,000  27,990
 6/9/97 5.46 (a)  23,000  22,990
 6/12/97 5.42 (a)  9,000  8,998
 6/13/97 5.46 (a)  10,000  9,995
FEDERAL AGENCIES - CONTINUED
 DUE ANNUALIZED YIELD AT PRINCIPAL AMOUNT VALUE (NOTE 1)
 DATE TIME OF PURCHASE (000S) (000S)
FEDERAL NATIONAL MORTGAGE ASSOC. - AGENCY COUPONS - CONTINUED
 8/1/97 5.73% (a) $ 28,000 $ 27,997
 3/18/98 5.91  11,000  10,976
 4/15/98 6.06  14,000  13,986
 4/17/98 6.11  13,000  12,980
 5/21/98 5.96   14,000  13,980
   242,988
FEDERAL NATIONAL MORTGAGE ASSOC. - DISCOUNT NOTES - 6.2%
 6/13/97 5.35  14,000  13,976
 6/17/97 5.37  11,000  10,974
 7/17/97 5.56  4,000  3,972
 7/28/97 5.35  7,000  6,942
 7/30/97 5.41  15,000  14,870
 8/7/97 5.61  6,000  5,938
 10/14/97 5.60  7,000  6,856
 10/24/97 5.78  4,300  4,203
 10/30/97 5.78  7,000  6,835
   74,566
TOTAL FEDERAL AGENCIES    638,588
U.S. TREASURY OBLIGATIONS - 2.9%
U.S. TREASURY BILLS - 0.8%
 3/5/98 5.68  10,000  9,585
U.S. TREASURY NOTES - 2.1%
 11/15/97 5.46  25,000  25,187
TOTAL U.S. TREASURY OBLIGATIONS    34,772
MEDIUM-TERM NOTES (A)(B) - 0.2%
Export-Import Bank, U.S. (as guarantor for K.A. Leasing, Ltd.)
 6/15/97 5.75  2,777  2,777
REPURCHASE AGREEMENTS - 44.0%
 MATURITY AMOUNT VALUE (NOTE 1)
 (000S) (000S)
In a joint trading account
 (Notes 2 and 3):
  (U.S. Government Obligations)
   dated 5/30/97 due 6/2/97
    At 5.60%  $ 343,900 $ 343,740
  (U.S. Government Obligations)
   dated 4/3/97 due 6/2/97
    At 5.59%   35,326  35,000
  (U.S. Government Obligations)
   dated 5/27/97 due 6/2/97
    At 5.53%   45,041  45,000
  (U.S. Government Obligations)
   dated 5/2/97 due 6/4/97
    At 5.55%   15,076  15,000
  (U.S. Government Obligations)
   dated 5/5/97 due 6/4/97
    At 5.57%   52,241  52,000
  (U.S. Government Obligations)
   dated 5/8/97 due 6/9/97
    At 5.60%   22,110  22,000
  (U.S. Government Obligations)
   dated 5/16/97 due 6/16/97
    At 5.60%   19,092  19,000
TOTAL REPURCHASE AGREEMENTS    531,740
TOTAL INVESTMENTS - 100%  $ 1,207,877
Total Cost for Income Tax Purposes  $ 1,207,877
LEGEND
1. 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.
2. 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 (000)
Export-Import Bank
 U.S. (as Guarantor for
 K.A. Leasing, Ltd.)  7/29/94 $ 2,777
INCOME TAX INFORMATION
At November 30, 1996, the fund had a capital loss carryforward of
approximately $85,000 of which $19,000 and $66,000 will expire on November
30, 2001 and 2003, respectively.
FINANCIAL STATEMENTS
 
 
STATEMENT OF ASSETS AND LIABILITIES
 
<TABLE>
<CAPTION>
<S>                                                                       <C>       <C>           
AMOUNTS IN THOUSANDS (EXCEPT PER-SHARE AMOUNT) MAY 31, 1997 (UNAUDITED)                           
 
ASSETS                                                                                            
 
Investment in securities, at value (including repurchase                            $ 1,207,877   
agreements of $531,740) - See                                                                     
accompanying schedule                                                                             
 
Receivable for investments sold                                                      9,589        
 
Interest receivable                                                                  4,289        
 
 TOTAL ASSETS                                                                        1,221,755    
 
LIABILITIES                                                                                       
 
Payable for investments purchased                                         $ 3,498                 
 
Share transactions in process                                              162                    
 
Distributions payable                                                      168                    
 
Accrued management fee                                                     225                    
 
Other payables and accrued expenses                                        323                    
 
 TOTAL LIABILITIES                                                                   4,376        
 
NET ASSETS                                                                          $ 1,217,379   
 
Net Assets consist of:                                                                            
 
Paid in capital                                                                     $ 1,217,386   
 
Accumulated net realized gain (loss) on investments                                  (7)          
 
NET ASSETS, for 1,217,822 shares outstanding                                        $ 1,217,379   
 
NET ASSET VALUE, offering price and redemption price per                             $1.00        
share ($1,217,379 (divided by) 1,217,822 shares)                                                  
 
</TABLE>
 
STATEMENT OF OPERATIONS
 
<TABLE>
<CAPTION>
<S>                                                              <C>       <C>        
AMOUNTS IN THOUSANDS SIX MONTHS ENDED MAY 31, 1997 (UNAUDITED)                        
 
INTEREST INCOME                                                            $ 33,233   
 
EXPENSES                                                                              
 
Management fee                                                   $ 1,225              
 
Transfer agent fees                                               1,504               
 
Accounting fees and expenses                                      71                  
 
Non-interested trustees' compensation                             4                   
 
Custodian fees and expenses                                       7                   
 
Registration fees                                                 49                  
 
Audit                                                             8                   
 
Legal                                                             3                   
 
Miscellaneous                                                     6                   
 
 Total expenses before reductions                                 2,877               
 
 Expense reductions                                               (45)      2,832     
 
NET INTEREST INCOME                                                         30,401    
 
NET REALIZED GAIN (LOSS) ON INVESTMENTS                                     18        
 
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS                       $ 30,419   
 
</TABLE>
 
STATEMENT OF CHANGES IN NET ASSETS
 
<TABLE>
<CAPTION>
<S>                                                        <C>              <C>             
AMOUNTS IN THOUSANDS                                       SIX MONTHS       YEAR ENDED      
                                                           ENDED MAY 31,    NOVEMBER 30,    
                                                           1997             1996            
                                                           (UNAUDITED)                      
 
INCREASE (DECREASE) IN NET ASSETS                                                           
 
Operations                                                 $ 30,401         $ 59,722        
Net interest income                                                                         
 
 Net realized gain (loss)                                   18               12             
 
 NET INCREASE (DECREASE) IN NET ASSETS RESULTING            30,419           59,734         
FROM OPERATIONS                                                                             
 
Distributions to shareholders from net interest income      (30,401)         (59,722)       
 
Share transactions at net asset value of $1.00 per share    811,385          1,718,909      
Proceeds from sales of shares                                                               
 
 Reinvestment of distributions from net interest income     29,052           56,628         
 
 Cost of shares redeemed                                    (865,783)        (1,720,835)    
 
 NET INCREASE (DECREASE) IN NET ASSETS AND SHARES           (25,346)         54,702         
RESULTING FROM SHARE TRANSACTIONS                                                           
 
  TOTAL INCREASE (DECREASE) IN NET ASSETS                   (25,328)         54,714         
 
NET ASSETS                                                                                  
 
 Beginning of period                                        1,242,707        1,187,993      
 
 End of period                                             $ 1,217,379      $ 1,242,707     
 
</TABLE>
 
 
 
 
<TABLE>
<CAPTION>
<S>                    <C>          <C>            <C>    <C>            <C>             <C>    <C>    
FINANCIAL HIGHLIGHTS   SIX MONTHS   YEARS ENDED           TWO MONTHS     YEARS ENDED                   
                       ENDED        NOVEMBER 30,          ENDED          SEPTEMBER 30,                 
                       MAY 31,                            NOVEMBER 30,                                 
 
                       1997         1996           1995   1994           1994            1993   1992   
 
</TABLE>
 
      (UNAUDITED)                                       
 
 
<TABLE>
<CAPTION>
<S>                                                   <C>          <C>       <C>       <C>          <C>       <C>       <C>       
SELECTED PER-SHARE DATA                                                                                                           
 
Net asset value, beginning                            $ 1.000      $ 1.000   $ 1.000   $ 1.000      $ 1.000   $ 1.000   $ 1.000   
of period                                                                                                                         
 
Income from Investment Operations                      .025         .050      .055      .008         .033      .025      .039     
Net interest income                                                                                                               
 
                                                                                                                                  
 
Less Distributions                                                                                                                
 
 From net interest income                              (.025)       (050)     (.055)    (.008)       (.033)    (.025)    (.039)   
 
Net asset value, end of period                        $ 1.000      $ 1.000   $ 1.000   $ 1.000      $ 1.000   $ 1.000   $ 1.000   
 
TOTAL RETURN B                                         2.54%        5.12%     5.60%     .78%         3.32%     2.57%     3.95%    
 
RATIOS AND SUPPLEMENTAL DATA                                                                                                      
 
Net assets, end of period (in millions)               $ 1,217      $ 1,243   $ 1,188   $ 1,130      $ 1,060   $ 1,043   $ 1,292   
 
Ratio of expenses to average net assets                .48% A       .51%      .55%      .36% A, C    .51%      .73%      .73%     
 
Ratio of expenses to average net assets after          .47% A, D    .50%      .55%      .36% A       .51%      .73%      .73%     
expense reductions                                                 D                                                              
 
Ratio of net interest income to average net assets     5.05% A      5.02%     5.43%     4.77% A      3.27%     2.57%     3.88%    
 
</TABLE>
 
A ANNUALIZED
B TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED. THE
TOTAL RETURNS WOULD HAVE BEEN LOWER HAD CERTAIN EXPENSES NOT BEEN REDUCED
DURING THE PERIODS SHOWN (SEE NOTE 5 OF NOTES TO THE FINANCIAL STATEMENTS).
C FMR AGREED TO REIMBURSE A PORTION OF THE FUND'S EXPENSES DURING THE
PERIOD. WITHOUT THIS REIMBURSEMENT, THE FUND'S EXPENSE RATIO WOULD HAVE
BEEN HIGHER.
D FMR OR THE FUND HAS ENTERED INTO VARYING ARRANGEMENTS WITH THIRD PARTIES
WHO EITHER PAID OR REDUCED A PORTION OF THE FUND'S EXPENSES (SEE NOTE 5 OF
NOTES TO THE FINANCIAL STATEMENTS).
NOTES TO FINANCIAL STATEMENTS
For the period ended May 31, 1997 (Unaudited)
 
 
1. SIGNIFICANT ACCOUNTING POLICIES.
Fidelity U.S. Government Reserves (the fund) is a fund of Fidelity Phillips
Street Trust (the trust) and is authorized to issue an unlimited number of
shares. The trust is registered under the Investment Company Act of 1940,
as amended (the 1940 Act), as an open-end management investment company
organized as a Delaware business trust. The financial statements have been
prepared in conformity with generally accepted accounting principles which
permit management to make certain estimates and assumptions at the date of
the financial statements. The following summarizes the significant
accounting policies of the fund:
SECURITY VALUATION. 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 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 for U.S.
Treasury or Federal Agency obligations.
REPURCHASE AGREEMENTS. The underlying U.S. Treasury or Federal Agency
Securities are transferred to an account of the fund, or to the Joint
Trading Account, at a bank custodian. The securities are marked-to-market
daily and maintained at a value at least equal to the principal amount of
the repurchase agreement (including accrued interest). 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. 
2. OPERATING POLICIES - CONTINUED
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 $2,777,000 or
0.2% 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 entities whose creditworthiness has been reviewed and
found satisfactory by FMR. The maturity values of the joint trading account
investments are shown in the schedule of investments.The investments in
repurchase agreements through the joint trading account are summarized as
follows:
SUMMARY OF JOINT TRADING
DATED APRIL 3, 1997 TO JUNE 2, 1997 AT 5.59%
Number of dealers or banks 1
Maximum amount with one dealer or bank 100%
Aggregate principal amount of agreements $250,000,000
Aggregate maturity amount of agreements $252,329,167
Aggregate market value of transferred assets $259,780,982
Coupon rates of transferred assets 4.75% to 12.00%
Maturity dates of transferred assets 8/1/97 to 3/1/25
DATED MAY 27, 1997 TO JUNE 2, 1997 AT 5.53%
Number of dealers or banks 1
Maximum amount with one dealer or bank 100%
Aggregate principal amount of agreements $185,000,000
Aggregate maturity amount of agreements $185,170,508
Aggregate market value of transferred assets $190,726,388
Coupon rates of transferred assets 5.75% to 10.00%
Maturity dates of transferred assets 2/1/17 to 2/1/35
3. JOINT TRADING ACCOUNT - CONTINUED
SUMMARY OF JOINT TRADING - CONTINUED
DATED MAY 30, 1997 TO JUNE 2, 1997 AT 5.60%
Number of dealers or banks 5
Maximum amount with one dealer or bank 28.8%
Aggregate principal amount of agreements $1,389,006,000
Aggregate maturity amount of agreements $1,389,654,203
Aggregate market value of transferred assets $1,431,419,723
Coupon rates of transferred assets 5.00% to 13.25%
Maturity dates of transferred assets 6/1/97 to 6/1/27
DATED MAY 2, 1997 TO JUNE 4, 1997 AT 5.55%
Number of dealers or banks 1
Maximum amount with one dealer or bank 100%
Aggregate principal amount of agreements $100,000,000
Aggregate maturity amount of agreements $100,508,750
Aggregate market value of transferred assets $103,005,756
Coupon rates of transferred assets 4.38% to 7.78%
Maturity dates of transferred assets 8/1/03 to 5/1/36
DATED MAY 5, 1997 TO JUNE 4, 1997 AT 5.57%
Number of dealers or banks 1
Maximum amount with one dealer or bank 100%
Aggregate principal amount of agreements $200,000,000
Aggregate maturity amount of agreements $200,928,333
Aggregate market value of transferred assets $207,442,596
Coupon rates of transferred assets 5.75% to 13.00%
Maturity dates of transferred assets 7/1/00 to 2/1/35
DATED MAY 8, 1997 TO JUNE 9, 1997 AT 5.60%
Number of dealers or banks 1
Maximum amount with one dealer or bank 100%
Aggregate principal amount of agreements $200,000,000
Aggregate maturity amount of agreements $200,995,556
Aggregate market value of transferred assets $205,658,921
Coupon rates of transferred assets 5.75% to 11.00%
Maturity dates of transferred assets 10/1/99 to 4/15/42
3. JOINT TRADING ACCOUNT - CONTINUED
SUMMARY OF JOINT TRADING - CONTINUED
DATED MAY 16, 1997 TO JUNE 16, 1997 AT 5.60%
Number of dealers or banks 1
Maximum amount with one dealer or bank 100%
Aggregate principal amount of agreements $280,000,000
Aggregate maturity amount of agreements $281,350,222
Aggregate market value of transferred assets $288,400,001
Coupon rates of transferred assets 6.09% to 7.97%
Maturity dates of transferred assets 2/1/24 to 5/1/35
4. FEES AND OTHER TRANSACTIONS WITH AFFILIATES. 
MANAGEMENT FEE. As the fund's investment adviser, FMR receives a monthly
fee that is calculated by multiplying the sum of two components, a group
fee rate plus a fixed individual fund fee rate, applied to the average net
assets of the fund and adding an income-based fee. The group fee rate is
the weighted average of a series of rates and is based on the monthly
average net assets of all the mutual funds advised by FMR. The rates ranged
from .1100% to .3700% for the period. In the event that these rates were
lower than the contractual rates in effect during the period, FMR
voluntarily implemented the above rates, as they resulted in the same or a
lower management fee. The individual fund fee rate is .03%. The
income-based fee is added only when the fund's gross yield exceeds 5%. At
that time the income-based fee would equal 6% of that portion of the fund's
gross income that represents a gross yield of more than 5% per year. The
maximum income-based component is 0.24% (annualized) of average net assets.
For the period, the management fee was equivalent to an annualized rate of
 .20%  of 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.
TRANSFER AGENT FEES. Fidelity Service Company, Inc. (FSC), an affiliate of
FMR, is the fund's transfer, dividend disbursing and shareholder servicing
agent. FSC receives account fees and asset-based fees that vary according
to account size and type of account. FSC pays for typesetting, printing and
mailing of all shareholder reports, except proxy statements. For the
period, the transfer agent fees were equivalent to an annualized rate of
 .25% of average net assets.
ACCOUNTING FEES. FSC maintains the fund's accounting records. The fee is
based on the level of average net assets for the month plus out-of-pocket
expenses.
5. EXPENSE REDUCTIONS.
The fund has entered into an arrangement with its transfer agent whereby
credits realized as a result of uninvested cash balances were used to
reduce a portion of the fund's expenses. During the period, the fund's
transfer agent fees were reduced by $45,000 under this arrangement.
MANAGING YOUR INVESTMENTS
 
 
Fidelity offers several ways to conveniently manage your personal
investments via your telephone or PC. You can access your account
information, conduct trades and research your investments 24 hours a day.
BY PHONE
Fidelity TouchTone Xpressprovides a single toll-free number to access
account balances, positions, quotes and trading. It's easy to navigate the
service, and on your first call, the system will help you create a personal
identification number (PIN) for security.
SM
(PHONE_GRAPHIC)(PHONE_GRAPHIC)TOUCHTONE XPRESS
1-800-544-5555
PRESS
 For mutual fund and brokerage trading.
1 
 For quotes.*
2 
 For account balances and holdings.
3 
 To review orders and mutual 
fund activity.
4 
 To change your PIN.
5 
 To speak to a Fidelity representative.
*
0
BY PC
Fidelity's Web site on the Internet provides a wide range of information,
including daily financial news, fund performance, interactive planning
tools and news about Fidelity products and services.
(PHONE_GRAPHIC)(PHONE_GRAPHIC)FIDELITY'S WEB SITE
WWW.FIDELITY.COM
If you are not currently on the Internet, call Fidelity at 1-800-544-7272
for significant savings on Web access from internetMCI.
SM
(PHONE_GRAPHIC)(PHONE_GRAPHIC)
FIDELITY ON-LINE XPRESS+
TM
Fidelity On-line Xpress+ software for Windows combines comprehensive
portfolio management capabilities, securities trading and access to
research and analysis tools . . . all on your desktop. Call Fidelity at
1-800-544-7272 or visit our Web site for more information on how to manage
your investments via your PC.
* WHEN YOU CALL THE QUOTES LINE, PLEASE REMEMBER THAT A FUND'S YIELD AND
RETURN WILL 
VARY AND, EXCEPT FOR MONEY MARKET FUNDS, SHARE PRICE WILL ALSO VARY. THIS
MEANS THAT 
YOU MAY HAVE A GAIN OR LOSS WHEN YOU SELL YOUR SHARES. THERE IS NO
ASSURANCE THAT 
MONEY MARKET FUNDS WILL BE ABLE TO MAINTAIN A STABLE $1 SHARE PRICE; AN
INVESTMENT IN 
A MONEY MARKET FUND IS NOT INSURED OR GUARANTEED BY THE U.S. GOVERNMENT.
TOTAL 
RETURNS ARE HISTORICAL AND INCLUDE CHANGES IN SHARE PRICE, REINVESTMENT OF
DIVIDENDS 
AND CAPITAL GAINS, AND THE EFFECTS OF ANY SALES CHARGES.
TO VISIT FIDELITY
 
 
For directions and hours, 
please call 1-800-544-9797.
ARIZONA
7373 N. Scottsdale Road
Scottsdale, AZ
CALIFORNIA
815 East Birch Street
Brea, CA
851 East Hamilton Avenue
Campbell, CA
527 North Brand Boulevard
Glendale, CA
19100 Von Karman Avenue
Irvine, CA
10100 Santa Monica Blvd.
Los Angeles, CA
251 University Avenue
Palo Alto, CA
1760 Challenge Way
Sacramento, CA
7676 Hazard Center Drive
San Diego, CA
455 Market Street
San Francisco, CA
950 Northgate Drive
San Rafael, CA
1400 Civic Drive
Walnut Creek, CA
6300 Canoga Avenue
Woodland Hills, CA
COLORADO
1625 Broadway
Denver, CO
CONNECTICUT
265 Church Street
New Haven, CT
300 Atlantic Street
Stamford, CT
29 South Main Street
West Hartford, CT
DELAWARE
222 Delaware Avenue
Wilmington, DE
FLORIDA
4400 N. Federal Highway
Boca Raton, FL
90 Alhambra Plaza
Coral Gables, FL
4090 N. Ocean Boulevard
Ft. Lauderdale, FL
1907 West State Road 434
Longwood, FL
4001 Tamiami Trail, North
Naples, FL
2401 PGA Boulevard
Palm Beach Gardens, FL
8065 Beneva Road
Sarasota, FL
1502 N. Westshore Blvd.
Tampa, FL
GEORGIA
3525 Piedmont Road, N.E.
Atlanta, GA
1000 Abernathy Road
Atlanta, GA
HAWAII
700 Bishop Street
Honolulu, HI
ILLINOIS
215 East Erie Street
Chicago, IL
One North Franklin Street
Chicago, IL
1415 West 22nd Street
Oak Brook, IL
1700 East Golf Road
Schaumburg, IL
3232 Lake Avenue
Wilmette, IL
INDIANA
4729 East 82nd Street
Indianapolis, IN
LOUISIANA
201 St. Charles Avenue
New Orleans, LA
MAINE
3 Canal Plaza
Portland, ME
MARYLAND
7401 Wisconsin Avenue
Bethesda, MD
1 West Pennsylvania Ave.
Towson, MD
MASSACHUSETTS
470 Boylston Street
Boston, MA
21 Congress Street
Boston, MA
25 State Street
Boston, MA
300 Granite Street
Braintree, MA
44 Mall Road
Burlington, MA
416 Belmont Street
Worcester, MA
MICHIGAN
280 North Woodward Ave.
Birmingham, MI
29155 Northwestern Hwy.
Southfield, MI
MINNESOTA
7600 France Avenue South
Edina, MN
MISSOURI
700 West 47th Street
Kansas City, MO
8885 Ladue Road
Ladue, MO
200 North Broadway
St. Louis, MO
NEW JERSEY
150 Essex Street
Millburn, NJ
56 South Street
Morristown, NJ
501 Route 17, South
Paramus, NJ
NEW YORK
1055 Franklin Avenue
Garden City, NY
999 Walt Whitman Road
Melville, L.I., NY
1271 Avenue of the Americas
New York, NY
71 Broadway
New York, NY
350 Park Avenue
New York, NY
10 Bank Street
White Plains, NY
NORTH CAROLINA
4611 Sharon Road
Charlotte, NC
2200 West Main Street
Durham, NC
OHIO
600 Vine Street
Cincinnati, OH
28699 Chagrin Boulevard
Woodmere Village, OH
1903 East Ninth Street
Cleveland, OH
OREGON
121 S.W. Morrison Street
Portland, OR
PENNSYLVANIA
1735 Market Street
Philadelphia, PA
439 Fifth Avenue
Pittsburgh, PA
TENNESSEE
5100 Poplar Avenue
Memphis, TN
TEXAS
10000 Research Boulevard
Austin, TX
7001 Preston Road
Dallas, TX
1155 Dairy Ashford Street
Houston, TX
2701 Drexel Drive
Houston, TX
400 East Las Colinas Blvd.
Irving, TX
14100 San Pedro
San Antonio, TX
19740 IH 45 North
Spring, TX
UTAH
215 South State Street
Salt Lake City, UT
VERMONT
199 Main Street
Burlington, VT
VIRGINIA
8180 Greensboro Drive
McLean, VA
WASHINGTON
411 108th Avenue, N.E.
Bellevue, WA
511 Pine Street
Seattle, WA
WASHINGTON, DC
1900 K Street, N.W.
Washington, DC
WISCONSIN
595 North Barker Road
Brookfield, WI
 
 
INVESTMENT ADVISER
Fidelity Management & Research Company
Boston, MA
(registered trademark)
INVESTMENT SUB-ADVISER
FMR Texas Inc.
Irving, TX
OFFICERS
Edward C. Johnson 3d, President
J. Gary Burkhead, Senior Vice President
Sarah H. Zenoble, Vice President
Robert Litterst, 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
Thomas J. Simpson, Assistant Treasurer
BOARD OF TRUSTEES
J. Gary Burkhead
Ralph F. Cox *
Phyllis Burke Davis *
Robert M. Gates *
Edward C. Johnson 3d
E. Bradley Jones *
Donald J. Kirk *
Peter S. Lynch
William O. McCoy *
Marvin L. Mann *
Gerald C. McDonough *
Thomas R. Williams *
GENERAL DISTRIBUTOR
Fidelity Distributors Corporation
Boston, MA
TRANSFER AND SHAREHOLDER
SERVICING AGENT
Fidelity Service Company, Inc.
Boston, MA
CUSTODIAN
Bank of New York
New York, NY
* INDEPENDENT TRUSTEES
FIDELITY'S TAXABLE
MONEY MARKET FUNDS
Fidelity Cash Reserves
Fidelity Daily Income Trust
Fidelity U.S. Government Reserves
Spartan(registered trademark) Money Market Fund
Spartan U.S. Government
Money Market Fund
Spartan U.S. Treasury
Money Market Fund
THE FIDELITY TELEPHONE CONNECTION
MUTUAL FUND 24-HOUR SERVICE
Exchanges/Redemptions  1-800-544-7777
Account Assistance 1-800-544-6666
Product Information 1-800-544-8888
Retirement Accounts 1-800-544-4774  (8 a.m. - 9 p.m.)
TDD Service 1-800-544-0118
 for the deaf and hearing impaired
 (9 a.m. - 9 p.m. Eastern time)
TouchTone Xpress   1-800-544-5555
SM
 AUTOMATED LINE FOR QUICKEST SERVICE
 
 
FIDELITY
 
 
 
(registered trademark)
CASH RESERVES
 
SEMIANNUAL REPORT
MAY 31, 1997
CONTENTS
 
 
PRESIDENT'S MESSAGE      3    Ned Johnson on investing                 
                              strategies.                              
 
PERFORMANCE              4    How the fund has done over time.         
 
FUND TALK                6    The manager's review of fund             
                              performance, strategy and outlook.       
 
INVESTMENT CHANGES       8    A summary of major shifts in the         
                              fund's investments over the past six     
                              months                                   
                              and one year.                            
 
INVESTMENTS              9    A complete list of the fund's            
                              investments with their market            
                              values.                                  
 
FINANCIAL STATEMENTS     21   Statements of assets and liabilities,    
                              operations, and changes in net           
                              assets,                                  
                              as well as financial highlights.         
 
NOTES                    25   Notes to the financial statements.       
 
REPORT OF INDEPENDENT    27   The auditors' opinion.                   
ACCOUNTANTS                                                            
 
To reduce expenses and demonstrate respect for our environment, we have
initiated a project through which we will begin eliminating duplicate
copies of most financial reports and prospectuses to most households, even
if they have more than one account in the fund. If additional copies of
financial reports, prospectuses or historical account information are
needed, please call 1-800-544-6666.
 
THIS REPORT AND THE FINANCIAL STATEMENTS CONTAINED HEREIN ARE SUBMITTED FOR
THE GENERAL 
INFORMATION OF THE SHAREHOLDERS OF THE FUND. THIS REPORT IS NOT AUTHORIZED
FOR 
DISTRIBUTION TO PROSPECTIVE INVESTORS IN THE FUND UNLESS PRECEDED OR
ACCOMPANIED BY 
AN EFFECTIVE PROSPECTUS. 
MUTUAL FUND SHARES ARE NOT DEPOSITS OR OBLIGATIONS OF, OR GUARANTEED 
BY, ANY DEPOSITORY INSTITUTION. SHARES ARE NOT INSURED BY THE FDIC, THE 
FEDERAL RESERVE BOARD, OR ANY OTHER AGENCY, AND ARE SUBJECT TO 
INVESTMENT RISKS, INCLUDING POSSIBLE LOSS OF PRINCIPAL AMOUNT INVESTED.
NEITHER THE FUND NOR FIDELITY DISTRIBUTORS CORPORATION IS A BANK.
FOR MORE INFORMATION ON ANY FIDELITY FUND, INCLUDING CHARGES AND EXPENSES,
CALL 
1-800-544-8888 FOR A FREE PROSPECTUS. READ IT CAREFULLY BEFORE YOU INVEST
OR SEND 
MONEY.
PRESIDENT'S MESSAGE
 
 
 
(photo_of_Edward_C_Johnson_3d)
DEAR SHAREHOLDER:
Through the first five months of 1997, stock and bond markets experienced
the kind of short-term volatility that can affect them from time to time.
After climbing steadily upward for more than two years, stock prices saw a
sharp correction in late March and early April. Returns in the bond market
were essentially stagnant as the Federal Reserve Board implemented a
long-expected increase in short-term interest rates at the end of March.
While it's impossible to predict the future direction of the markets with
any degree of certainty, there are certain basic principles that can help
investors plan for their future needs.
First, investors are encouraged to take a long-term view of their
portfolios. If you can afford to leave your money invested through the
inevitable up and down cycles of the financial markets, you will greatly
reduce your vulnerability to any single decline. We know from experience,
for example, that stock prices have gone up over longer periods of time,
have significantly outperformed other types of investments and have stayed
ahead of inflation. 
Second, you can further manage your investing risk through diversification.
A stock mutual fund, for instance, is already diversified, because it
invests in many different companies. You can increase your diversification
further by investing in a number of different stock funds, or in such other
investment categories as bonds. You should also keep money you'll need in
the near future in a more stable investment.
Finally, no matter what your time horizon or portfolio diversity, it makes
good sense to follow a regular investment plan, investing a certain amount
of money in a fund at the same time each month or quarter and periodically
reviewing your overall portfolio. By doing so, you won't get caught up in
the excitement of a rapidly rising market, nor will you buy all your shares
at market highs. While this strategy - known as dollar cost averaging -
won't assure a profit or protect you from a loss in a declining market, it
should help you lower the average cost of your purchases.
If you have questions, please call us at 1-800-544-8888. We are available
24 hours a day, seven days a week to provide you the information you need
to make the investments that are right for you.
Best regards,
Edward C. Johnson 3d
PERFORMANCE: THE BOTTOM LINE
 
 
To measure a money market fund's performance, you can look at either total
return or yield. Total return reflects the change in the value of an
investment, assuming reinvestment of the fund's dividend income and capital
gains (the profits earned upon the sale of securities that have grown in
value). Yield measures the income paid by a fund. Since a money market fund
tries to maintain a $1 share price, yield is an important measure of
performance.
CUMULATIVE TOTAL RETURNS
PERIODS ENDED MAY 31, 1997               PAST 6   PAST 1   PAST 5   PAST 10   
                                         MONTHS   YEAR     YEARS    YEARS     
 
Fidelity Cash Reserves                   2.56%    5.18%    23.81%   74.81%    
 
All Taxable Money Market Funds Average   2.46%    4.96%    22.43%   71.92%    
 
CUMULATIVE TOTAL RETURNS show the fund's performance in percentage terms
over a set period - in this case, six months, one year, five years or 10
years. For example, if you had invested $1,000 in a fund that had a 5%
return over the past year, the value of your investment would be $1,050. To
measure how the fund's performance stacked up against its peers, you can
compare it to the all taxable money market funds average, which reflects
the performance of mutual funds with similar objectives tracked by IBC
Financial Data, Inc. The past six months average represents a peer group of
849 mutual funds.
AVERAGE ANNUAL TOTAL RETURNS
PERIODS ENDED MAY 31, 1997                     PAST 1   PAST 5   PAST 10   
                                               YEAR     YEARS    YEARS     
 
Fidelity Cash Reserves                         5.18%    4.36%    5.74%     
 
All Taxable Money Market Funds Average         4.96%    4.13%    5.51%     
 
AVERAGE ANNUAL TOTAL RETURNS take the fund's cumulative return and show you
what would have happened if the fund had  performed at a constant rate each
year. 
YIELDS
                         6/3/97    2/25/97   12/03/96   9/3/96    5/28/96   
 
                                                                            
 
                         5.25%     5.04%     5.00%      4.96%     4.96%     
Fidelity Cash Reserves                                                      
 
                                                                            
 
All Taxable Money        5.00%     4.80%     4.88%      4.83%     4.74%     
Market Funds Average                                                        
 
                                                                            
 
                         5/28/97   2/26/97   12/4/96    8/28/96   5/29/96   
 
                                                                            
 
                         2.66%     2.63%     2.63%      2.68%     2.66%     
MMDA                                                                        
 
 
Row: 1, Col: 1, Value: 5.25
Row: 1, Col: 2, Value: 5.0
Row: 1, Col: 3, Value: 2.66
Row: 2, Col: 1, Value: 5.04
Row: 2, Col: 2, Value: 4.8
Row: 2, Col: 3, Value: 2.63
Row: 3, Col: 1, Value: 5.0
Row: 3, Col: 2, Value: 4.88
Row: 3, Col: 3, Value: 2.63
Row: 4, Col: 1, Value: 4.96
Row: 4, Col: 2, Value: 4.83
Row: 4, Col: 3, Value: 2.68
Row: 5, Col: 1, Value: 4.96
Row: 5, Col: 2, Value: 4.74
Row: 5, Col: 3, Value: 2.66
6% -
5% -
4% -
3% -
2% -
1% -
0% 
Fidelity Cash 
Reserves
All Taxable 
Money Market 
Funds Average
MMDA
YIELD refers to the income paid by the fund over a given period. Yields for
money market funds are usually for seven-day periods, expressed as annual
percentage rates. A yield that assumes income earned is reinvested or
compounded is called an effective yield. The chart above shows the fund's
current seven-day yield at quarterly intervals over the past year. You can
compare these yields to the all taxable money market funds average and the
bank money market deposit account (MMDA) average. Figures for the all
taxable money market funds average are from IBC Financial Data, Inc. The
MMDA average is supplied by BANK RATE MONITOR.(Trademark)
A MONEY MARKET FUND'S TOTAL RETURNS AND YIELDS WILL VARY, AND REFLECT PAST
RESULTS RATHER THAN PREDICT FUTURE PERFORMANCE.
 
COMPARING
PERFORMANCE
There are some important 
differences between a bank 
money market deposit 
account (MMDA) and a 
money market fund. First, the 
U.S. Government neither 
insures nor guarantees a 
money market fund. In fact, 
there is no assurance that a 
money fund will maintain a $1 
share price. Second, a money 
market fund returns to its 
shareholders income earned 
by the fund's investments 
after expenses. This is in 
contrast to banks, which set 
their MMDA rates periodically 
based on current interest 
rates, competitors' rates, and 
internal criteria.
(checkmark)
FUND TALK: THE MANAGER'S OVERVIEW
 
 
 
NOTE TO SHAREHOLDERS: John Todd became Portfolio Manager of Fidelity Cash
Reserves on April 1, 1997.
Q. WHAT WAS THE INVESTING ENVIRONMENT LIKE OVER THE PAST SIX MONTHS, JOHN?
A. As we progressed through the fourth quarter of 1996, it became evident
that the Federal Reserve Board was in the midst of a monetary experiment.
By that I mean that the Fed was allowing the economy to grow at a faster
rate without intervening to slow it by raising short-term interest rates -
as long as the inflation outlook remained positive. Through the first
quarter of 1997, we saw the economic momentum that had developed in the
fourth quarter continue to build. 
Q. HOW DID THE FED RESPOND?
A. In testimony before both houses of Congress in the first quarter, Fed
Chairman Alan Greenspan repeatedly warned of the risk of inflation picking
up if the Fed failed to respond to an economy growing at too rapid a pace.
Growth in real gross domestic product (GDP) - meaning stated growth minus
inflation - in the first quarter was unusually strong at an annual rate of
5.8% and marked the first time in three years the GDP grew in excess of 3%
in back-to-back quarters. Given this momentum in the economy, the Fed chose
to raise the rate banks charge each other for overnight loans - known as
the fed funds rate - by 0.25% to 5.50% at its March meeting. However, the
consensus forecast and early evidence suggest that growth in the second
quarter will slow dramatically from the torrid first quarter pace. The Fed
apparently agreed and chose not to continue to raise rates at its late May
meeting and appears to be in a holding pattern for now. Some believe that
the Fed has abandoned the notion of being pre-emptive and will only respond
to actual evidence of inflation rather than trying to respond to underlying
inflationary pressures. 
Q. WHAT KIND OF STRATEGY DID THE FUND PURSUE?
A. During the fourth quarter of 1996, it appeared prices in money market
securities prematurely reflected an interest rate increase. As a result,
the fund was managed with a longer average maturity than most of its peers,
in the mid-60 days. Because of Greenspan's testimony during the first
quarter of 1997, the fund's maturity was brought in shorter than other
funds - at about 50 days. Once the market adjusted to the new, higher rate
level, and expectations of further Fed interest rate increases were built
into the yield curve, the fund's maturity was extended. That's because many
longer-maturity instruments were attractively valued because their prices
and yields reflected a much more aggressive Fed interest rate posture than
we felt was likely. For the time being, I continue to run the fund with a
longer average maturity than its peers.
Q. HOW DID THE FUND PERFORM?
A. The fund's seven-day yield on May 31, 1997, was 5.25%, compared to 5.00%
six months ago. For the six months that ended May 31, 1997, the fund had a
total return of 2.56%, compared to 2.46% for the all taxable money market
funds average, according to IBC Financial Data, Inc.
Q. WHAT'S YOUR OUTLOOK?
A. While I believe it's likely the Fed will continue to raise interest
rates, I don't believe it will do so as aggressively as 1994 and early
1995, when it raised the fed funds rate seven times for a total of 3%.
There are distinct differences between 1994 and the current environment.
First, real short-term rates - meaning stated short-term rates minus
inflation - are at 3% currently, the same level at which the Fed stopped
raising rates in 1995. Second, in 1994 the dollar was weak, whereas it has
been quite strong over the past 12 to 18 months. A strong dollar has a
dampening effect on the economy because it makes American products more
expensive, with overseas demand for American goods suffering as a result.
Third, inflation is not expected to come on strong. Taken together, these
factors offer a real contrast between today's interest rate environment and
that of 1994/1995. While that period saw one of the more dramatic interest
rate cycles in some time, the present situation is less severe. In
addition, the fact that the Fed did not raise rates again in May in part
reflects the intense pressure brought to bear on it both by politicians and
corporate leaders in an environment where inflation seemed to be contained.
Accordingly, I believe interest rates likely will go up, but not to the
same extent as 1994 and early 1995.
THE VIEWS EXPRESSED IN THIS REPORT REFLECT THOSE OF THE PORTFOLIO MANAGER
ONLY THROUGH THE END OF THE PERIOD OF THE REPORT AS STATED ON THE COVER.
THE MANAGER'S VIEWS ARE SUBJECT TO CHANGE AT ANY TIME BASED ON MARKET AND
OTHER CONDITIONS.
 
FUND FACTS
GOAL: income and a stable 
$1 share price by investing in 
high quality, short-term 
money market securities of 
all types
START DATE: May 10, 1979
FUND NUMBER: 055
TRADING SYMBOL: FDRXX
SIZE: as of May 31, 1997, 
more than $22.7 billion 
MANAGER: John Todd, since 
April 1997; manager, Spartan 
Money Market Fund, since 
1989; Fidelity Select Money 
Market Portfolio, since 1991; 
short-term and money market 
investments for the Fidelity 
Asset Manager funds, since 
1996; joined Fidelity in 1981
(checkmark)
INVESTMENT CHANGES
 
 
MATURITY DIVERSIFICATION
DAYS        % OF FUND ASSETS   % OF FUND ASSETS   % OF FUND ASSETS   
            5/31/97            11/30/96           5/31/96            
 
0 - 30       49                 44                 41                
 
31 - 90      29                 27                 41                
 
91 - 180     10                 25                 12                
 
181 - 397    12                 4                  6                 
 
WEIGHTED AVERAGE MATURITY
                         5/31/97   11/30/96   5/31/96   
 
Fidelity Cash Reserves   67 days   62 days    62 days   
 
All Taxable Money                                       
Market Funds Average*    52 days   53  days   52 days   
 
ASSET ALLOCATION (% OF FUND'S INVESTMENTS)
AS OF MAY 31, 1997 AS OF NOVEMBER 30, 1996
 
Row: 1, Col: 1, Value: 62.0
Row: 1, Col: 2, Value: 32.0
Row: 1, Col: 3, Value: 6.0
Row: 1, Col: 4, Value: 0.0
Row: 1, Col: 1, Value: 48.0
Row: 1, Col: 2, Value: 32.0
Row: 1, Col: 3, Value: 15.0
Row: 1, Col: 4, Value: 5.0
Bank CDs, BAs,
TDs, and notes 62%
Commercial 
paper  32%
Government
securities 6%
Other 0%
Bank CDs, BAs,
TDs, and notes 48%
Commercial 
paper 32%
Government
securities 15%
Other 5%
* SOURCE: IBC'S MONEY FUND REPORT (registered trademark)
INVESTMENTS MAY 31, 1997
 
Showing Percentage of Total Value of Investments in Securities
 
 
CERTIFICATES OF DEPOSIT - 41.6%
 DUE ANNUALIZED YIELD AT PRINCIPAL AMOUNT VALUE (NOTE 1)
 DATE TIME OF PURCHASE (000S) (000S)
DOMESTIC CERTIFICATES OF DEPOSIT - 1.7%
Chase Manhattan Bank (USA)
 7/28/97 5.55% $ 75,000 $ 75,000
CoreStates Bank
 6/10/97 5.66 (a)  20,000  19,997
 6/11/97 5.66 (a)  25,000  25,000
Mellon Bank, N.A.
 6/2/97 5.55  25,000  25,000
Morgan Guaranty Trust, NY
 8/12/97 5.80  100,000  99,986
 3/19/98 5.95  118,750  118,714
 3/20/98 6.00  45,000  44,979
   408,676
CHICAGO BRANCH, YANKEE DOLLAR, FOREIGN BANKS - 1.2%
ABN-AMRO Bank
 6/27/97 5.55  45,000  45,000
 12/23/97 5.70  100,000  99,973
 3/19/98 6.00  45,000  44,993
Bank of Montreal
 6/24/97 5.38  80,000  80,000
   269,966
PORTLAND BRANCH, YANKEE DOLLAR, FOREIGN BANKS - 0.6%
Bank of Nova Scotia
 6/10/97 6.02  12,000  12,000
 4/1/98 6.20  117,000  116,944
   128,944
SAN FRANCISCO BRANCH, YANKEE DOLLAR, FOREIGN BANKS - 0.9%
Banque Nationale de Paris
 6/3/97 5.56  105,000  105,000
 6/30/97 5.55  105,000  105,001
   210,001
NEW YORK BRANCH, YANKEE DOLLAR, FOREIGN BANKS - 28.4%
ABN-AMRO Bank
 9/10/97 6.10  50,000  49,997
Australia & New Zealand Banking
 6/18/97 5.53  50,000  50,000
Bank of Tokyo - Mitsubishi Ltd.
 6/3/97 5.53  120,000  120,000
 6/4/97 5.53  17,000  17,000
CERTIFICATES OF DEPOSIT - CONTINUED
 DUE ANNUALIZED YIELD AT PRINCIPAL AMOUNT VALUE (NOTE 1)
 DATE TIME OF PURCHASE (000S) (000S)
NEW YORK BRANCH, YANKEE DOLLAR, FOREIGN BANKS - CONTINUED
Bank of Tokyo - Mitsubishi Ltd. - continued
 7/10/97 5.83% $ 76,000 $ 76,000
 8/6/97 5.85  66,000  66,000
 8/13/97 5.82  31,000  31,000
 8/27/97 5.75  117,000  117,000
 8/29/97 5.79  43,000  43,000
Banque Nationale de Paris
 6/2/97 5.55  35,000  35,000
 6/2/97 5.60  150,000  150,000
 7/1/97 5.60  42,000  42,000
 9/30/97 5.85  55,000  55,000
Barclays Bank, PLC
 6/2/97 5.54  175,000  175,000
 1/16/98 5.80  28,000  27,988
Barclays U.S. Funding Corp.
 6/27/97 5.55  100,000  100,000
Bayerische Hypotheken - und Weschel
 6/23/97 5.55  221,000  221,000
Bayerische Landesbank Girozentrale
 9/29/97 5.85  50,000  49,971
 2/10/98 5.93  60,000  59,876
Bayerische Vereinsbank A.G.
 6/18/97 5.37  163,000  163,000
Caisse Nationale de Credit Agricole
 6/16/97 5.50  90,000  90,000
 7/21/97 5.60  270,000  270,000
 11/13/97 5.86  42,000  42,000
Canadian Imperial Bank of Commerce
 6/23/97 5.55  140,000  140,000
Commerzbank, Germany
 6/2/97 5.56  70,000  70,000
 6/27/97 5.55  128,000  128,000
Den Danske Bank A/S
 6/9/97 5.50  25,000  25,000
 7/23/97 5.56  25,000  25,000
Deutsche Bank, Germany
 9/10/97 6.10  15,000  15,000
 10/28/97 5.70  34,000  33,982
 1/28/98 5.80  30,000  29,995
 4/10/98 6.25  100,000  99,959
 4/15/98 6.30  70,000  69,977
Dresdner Bank, A.G., Germany
 7/2/97 5.56  70,000  70,000
Landesbank Hessen - Thuringen
 7/18/97 5.50  50,000  50,025
 9/5/97 6.20  150,000  150,004
 4/1/98 6.25  70,000  69,933
CERTIFICATES OF DEPOSIT - CONTINUED
 DUE ANNUALIZED YIELD AT PRINCIPAL AMOUNT VALUE (NOTE 1)
 DATE TIME OF PURCHASE (000S) (000S)
NEW YORK BRANCH, YANKEE DOLLAR, FOREIGN BANKS - CONTINUED
National Westminster Bank, PLC
 6/17/97 5.50% $ 100,000 $ 100,000
 8/5/97 5.50  100,000  100,000
 10/14/97 5.94  200,000  200,000
 12/19/97 5.92  30,000  29,990
 3/3/98 5.80  140,000  139,970
Rabobank Nederland, N.V.
 3/20/98 6.00  115,000  114,974
 3/20/98 6.10  5,000  4,995
 3/24/98 6.05  65,000  64,970
 4/10/98 6.25  65,000  64,973
 4/10/98 6.26  60,000  59,971
Royal Bank of Canada
 8/13/97 5.80  50,000  49,993
 8/18/97 5.80  130,000  129,989
 3/3/98 5.82  150,000  149,978
Sanwa Bank, Ltd.
 6/23/97 5.64  150,000  150,000
 7/10/97 5.81  62,000  62,000
 8/1/97 5.85  58,000  58,000
 8/27/97 5.75  25,000  25,000
Societe Generale, France
 6/11/97 5.42  110,000  110,000
 7/25/97 5.55  135,000  135,000
 7/28/97 5.55  100,000  100,000
 8/7/97 5.52  230,000  230,000
 11/12/97 5.90  115,000  115,000
 12/1/97 5.90  30,000  30,000
Sumitomo Bank, Ltd.
 6/6/97 5.58  30,000  30,000
 6/23/97 5.83  64,000  64,000
 7/29/97 5.75  43,000  43,000
 8/4/97 5.75  42,000  42,000
Swiss Bank Corp.
 6/23/97 5.49  100,000  100,000
 7/21/97 5.62  80,000  80,000
 7/22/97 5.53  75,000  75,000
 8/4/97 5.50  225,000  225,000
 12/22/97 5.96  135,000  135,000
 12/22/97 5.99  158,000  158,000
 12/30/97 6.04  100,000  100,000
 2/27/98 5.88  45,000  45,000
Westdeutsche Landesbank Girozentrale
 6/9/97 5.57  130,000  130,000
 6/9/97 5.58  170,000  170,000
CERTIFICATES OF DEPOSIT - CONTINUED
 DUE ANNUALIZED YIELD AT PRINCIPAL AMOUNT VALUE (NOTE 1)
 DATE TIME OF PURCHASE (000S) (000S)
NEW YORK BRANCH, YANKEE DOLLAR, FOREIGN BANKS - CONTINUED
Westpac Banking Corp.
 6/17/97 5.50% $ 25,000 $ 25,000
   6,674,510
LONDON BRANCH, EURODOLLAR, FOREIGN BANKS - 8.8%
ABN-AMRO Bank
 6/9/97 5.50  39,000  39,000
Abbey National, Treasury Services, PLC
 7/22/97 5.60  151,000  151,000
 7/24/97 5.40  55,000  55,009
 8/20/97 5.44  140,000  140,000
 3/4/98 5.87  100,000  100,000
Banco Santander SA
 6/30/97 5.57  40,000  40,000
Bank of Nova Scotia
 6/30/97 5.55  200,000  200,000
 7/23/97 5.60  85,000  85,000
Barclays Bank, PLC
 6/5/97 5.56  30,000  30,000
 6/23/97 5.55  285,000  285,004
 6/27/97 5.55  55,000  55,000
Bayerische Landesbank Girozentrale
 6/23/97 5.50  50,000  50,000
Berliner Handels - und Frankfurter Bank
 6/4/97 5.45  75,000  75,000
Commerzbank, Germany
 6/23/97 5.51  10,000  10,000
Deutsche Bank, Germany
 7/2/97 5.56  210,000  210,003
National Westminster Bank, PLC
 6/24/97 5.55  16,000  16,000
Royal Bank of Scotland, PLC
 8/7/97 5.50  20,000  20,000
Toronto-Dominion Bank
 10/6/97 5.88  35,000  35,000
 11/24/97 5.85  140,000  140,000
 3/3/98 5.87  130,000  130,000
Union Bank of Switzerland
 6/16/97 5.60  105,000  104,999
 6/19/97 5.60  100,000  100,000
   2,071,015
TOTAL CERTIFICATES OF DEPOSIT     9,763,112
COMMERCIAL PAPER - 31.7%
 DUE ANNUALIZED YIELD AT PRINCIPAL AMOUNT VALUE (NOTE 1)
 DATE TIME OF PURCHASE (000S) (000S)
ABN-AMRO North America Finance, Inc.
 6/19/97 5.50% $ 80,000 $ 79,786
AC Acquisition Holding Company
 6/13/97 5.64  60,000  59,888
 7/7/97 5.60  10,000  9,944
 7/8/97 5.60  58,902  58,565
 7/9/97 5.60  20,000  19,883
Abbey National, North America
 8/11/97 5.42  74,000  73,229
 8/12/97 5.42  35,000  34,630
American Home Products
 6/12/97 5.64  20,000  19,966
Asset Securitization Coop. Corp.
 6/18/97 5.63  50,000  49,868
Associates Corp. of North America
 6/26/97 5.80  135,000  134,464
BBL North America, Inc.
 6/2/97 5.57  125,000  124,981
B.B.V. Finance (Delaware), Inc.
 7/29/97 5.52  50,000  49,567
 10/8/97 5.88  60,000  58,772
BHF Finance (Delaware), Inc.
 6/2/97 5.45  10,000  9,999
BMW US Capital Corp.
 6/24/97 5.58  45,000  44,840
 6/26/97 5.58  50,000  49,807
Bank of New York Company, Inc.
 6/2/97 5.57  23,000  22,996
Bear Stearns Cos., Inc.
 7/9/97 5.60  64,000  63,624
 7/10/97 5.61  43,000  42,741
 7/14/97 5.62  73,000  72,514
CIT Group Holdings, Inc.
 7/14/97 5.59  110,000  109,271
Caisse d'Amortissement de la Dette Sociale
 6/3/97 6.01  255,000  254,919
 6/20/97 5.50  100,000  99,717
Caisse des Depots et Consignations
 6/18/97 5.63  200,000  199,471
 6/25/97 5.54  70,000  69,742
Chase Manhattan Corp.
 12/1/97 5.85  110,000  106,824
Chrysler Financial Corporation
 6/16/97 5.65  42,000  41,902
 6/23/97 5.75  42,000  41,853
Citibank Credit Card Master Trust I (Dakota Certificate Program)
 6/6/97 5.60  41,000  40,968
 6/16/97 5.57  16,000  15,963
 6/17/97 5.65  18,000  17,955
COMMERCIAL PAPER - CONTINUED
 DUE ANNUALIZED YIELD AT PRINCIPAL AMOUNT VALUE (NOTE 1)
 DATE TIME OF PURCHASE (000S) (000S)
Citibank Credit Card Master Trust I (Dakota Certificate Program) -
continued
 6/17/97 5.66% $ 20,000 $ 19,950
 6/24/97 5.57  25,000  24,911
Commerzbank U.S. Finance, Inc.
 6/24/97 5.56  97,200  96,857
Commonwealth Bank of Australia
 6/23/97 5.55  70,000  69,764
 10/1/97 5.87  32,114  31,494
CoreStates Capital Corp.
 6/2/97 5.62 (a)  15,000  15,000
 6/4/97 5.61 (a)  15,000  15,000
Cregem North America, Inc.
 6/27/97 5.39  10,000  9,962
Delaware Funding Corporation
 6/2/97 5.63  50,000  49,992
Den Danske Corp., Inc.
 7/21/97 5.40  25,000  24,817
 7/21/97 5.62  100,000  99,226
 11/12/97 5.87  50,000  48,702
Eiger Capital Corp.
 6/16/97 5.62  57,844  57,709
 6/17/97 5.61  40,000  39,901
 6/25/97 5.57  114,000  113,579
Enterprise Funding Corp.
 6/3/97 5.60  30,000  29,991
 6/16/97 5.61  30,000  29,930
 7/7/97 5.58  34,855  34,662
 7/10/97 5.62  26,000  25,843
 7/10/97 5.63  14,000  13,915
Fina Oil and Chemical Company
 6/20/97 5.61  25,000  24,926
 6/23/97 5.57  10,000  9,966
Fleet Funding Corporation
 7/10/97 5.59  12,406  12,331
Ford Motor Credit Corp.
 7/10/97 5.58  200,000  198,800
 7/11/97 5.58  130,000  129,200
 7/21/97 5.62  185,000  183,569
 7/23/97 5.61  146,000  144,828
 11/5/97 5.87  30,000  29,254
 11/10/97 5.87  100,000  97,435
GTE Corp.
 6/11/97 5.62  25,000  24,961
Generale Bank
 7/30/97 5.53  50,000  49,559
General Electric Capital Corp.
 6/2/97 5.68  170,000  169,973
 7/7/97 5.59  175,000  174,029
 7/21/97 5.61  67,000  66,483
COMMERCIAL PAPER - CONTINUED
 DUE ANNUALIZED YIELD AT PRINCIPAL AMOUNT VALUE (NOTE 1)
 DATE TIME OF PURCHASE (000S) (000S)
General Electric Capital Corp. - continued
 7/28/97 5.52% $ 100,000 $ 99,150
 7/29/97 5.52  75,000  74,351
 9/22/97 5.80  146,000  143,415
 11/17/97 5.82  145,000  141,147
 12/1/97 5.85  110,000  106,824
 1/22/98 6.12  90,000  86,563
 1/28/98 5.95  110,000  105,805
General Motors Acceptance Corp.
 6/23/97 5.62  150,000  149,499
 6/30/97 5.62  65,000  64,714
 8/27/97 5.50  78,000  76,992
 10/14/97 6.00  195,000  190,744
 10/14/97 6.01  28,000  27,388
 10/16/97 6.01  21,000  20,535
 10/20/97 6.03  60,000  58,626
 10/29/97 6.02  45,000  43,904
 11/3/97 6.02  62,000  60,442
 11/10/97 6.02  150,000  146,058
 11/12/97 6.02  42,000  40,884
Goldman Sachs Group, L.P. (The)
 1/23/98 6.09  40,000  38,471
 1/26/98 6.10  105,000  100,936
Household Finance Corp.
 7/7/97 5.62  35,000  34,805
Merrill Lynch & Co., Inc.
 6/18/97 5.42  50,000  49,875
 7/28/97 5.54  50,000  49,573
 8/18/97 5.79  66,000  65,185
Morgan Stanley Group, Inc.
 6/12/97 5.60  90,000  89,847
 7/23/97 5.64  120,000  119,033
NationsBank Corp.
 7/28/97 5.53  20,000  19,830
Nationwide Building Society
 7/31/97 5.55  100,000  99,100
New Center Asset Trust
 11/7/97 5.89  20,000  19,495
Norfolk Southern Corp.
 6/3/97 5.74  24,000  23,992
 6/9/97 5.75  16,000  15,980
 6/9/97 5.77  28,000  27,964
 6/11/97 5.82  10,900  10,882
 6/12/97 5.77  18,000  17,968
 6/12/97 5.82  8,100  8,086
PHH Corp.
 7/14/97 5.63  22,000  21,853
COMMERCIAL PAPER - CONTINUED
 DUE ANNUALIZED YIELD AT PRINCIPAL AMOUNT VALUE (NOTE 1)
 DATE TIME OF PURCHASE (000S) (000S)
Preferred Receivables Funding Corp.
 6/2/97 5.61% $ 30,000 $ 29,995
 6/11/97 5.64  25,800  25,760
Royal Bank of Canada
 7/23/97 5.40  30,000  29,771
Santander Finance (Delaware), Inc.
 6/24/97 5.43  15,000  14,949
Sears Roebuck Acceptance Corp.
 7/10/97 5.63  40,000  39,758
Textron, Inc.
 6/10/97 5.75  25,000  24,964
 6/23/97 5.70  5,000  4,983
 6/23/97 5.71  2,000  1,993
 6/23/97 5.73  5,000  4,983
Toronto-Dominion Holdings USA, Inc.
 6/13/97 5.50  30,000  29,946
Transamerica Finance Corp.
 6/19/97 5.57  22,000  21,939
Triple A One Funding Corp.
 6/3/97 5.60  22,000  21,993
 6/16/97 5.61  105,080  104,836
Unifunding, Inc.
 6/6/97 5.60  40,000  39,969
 6/11/97 5.56  85,000  84,869
Westdeutsche Landesbank Girozentrale
 6/23/97 5.56  188,000  187,365
Westpac Capital Corp.
 6/3/97 5.44  50,000  49,985
 12/1/97 5.87  35,000  33,991
TOTAL COMMERCIAL PAPER     7,447,133
FEDERAL AGENCIES - 5.7%
FEDERAL HOME LOAN BANK - AGENCY COUPONS (A) - 0.4%
 6/4/97 5.44  85,000  84,962
FEDERAL NATIONAL MORTGAGE ASSOC. - AGENCY COUPONS (A) - 5.3%
 6/2/97 5.59  125,000  125,416
 6/2/97 5.67  360,000  359,914
 6/3/97 5.63  82,000  81,982
 6/9/97 5.46  280,000  279,873
 6/13/97 5.46  200,000  199,900
 8/1/97 5.73  210,000  209,978
   1,257,063
TOTAL FEDERAL AGENCIES    1,342,025
BANK NOTES - 7.2%
 DUE ANNUALIZED YIELD AT PRINCIPAL AMOUNT VALUE (NOTE 1)
 DATE TIME OF PURCHASE (000S) (000S)
Bank of America National Trust & Savings Assoc.
 6/19/97 5.50% $ 200,000 $ 200,000
 6/23/97 5.55  60,000  60,000
Bank of New York, NY
 3/3/98 5.85  40,000  39,986
Bank of Scotland Treasury Services
 8/7/97 5.18 (a)   250,000  250,000
Bank One Columbus OH, NA
 6/3/97 5.63 (a)  170,000  169,879
Boatmen's First National Bank of Kansas City
 6/3/97 5.64 (a)  25,000  25,000
Comerica Bank
 3/27/98 6.20  95,000  94,852
First National Bank of Boston
 6/11/97 5.59  40,000  40,000
 6/26/97 5.56  50,000  50,000
 Harris Trust & Savings Bank, Chicago
 6/2/97 5.55  75,000  75,000
 6/26/97 5.55  50,000  50,000
Huntington National Bank
 9/30/97 5.50  30,000  30,021
Key Bank, NA
 6/2/97 5.67 (a)  50,000  49,997
 6/2/97 5.70 (a)  50,000  49,978
 6/12/97 5.71 (a)  70,000  69,958
Key Bank of New York
 6/2/97 5.68 (a)  104,000  103,988
LaSalle National Bank
 9/8/97 6.12  25,000  25,000
 9/10/97 6.15  25,000  25,000
NBD Bank, NA (Michigan)
 3/2/98 5.82  60,000  59,987
National City Bank
 7/2/97 5.57  65,000  64,942
PNC Bank, NA
 6/11/97 5.65 (a)  85,000  84,972
 6/27/97 5.65 (a)  66,000  65,962
TOTAL BANK NOTES    1,684,522
MASTER NOTES (A) - 2.5%
Goldman Sachs Group, L.P. (The) 
 8/5/97 5.82  100,000  100,000
J.P. Morgan Securities
 6/2/97 5.81  314,000  314,000
MASTER NOTES (A) - CONTINUED
 DUE ANNUALIZED YIELD AT PRINCIPAL AMOUNT VALUE (NOTE 1)
 DATE TIME OF PURCHASE (000S) (000S)
Norwest Corp.
 6/2/97 5.69% $ 126,000 $ 126,000
Suntrust Banks, Inc.
 6/2/97 5.64  40,000  40,000
TOTAL MASTER NOTES    580,000
MEDIUM-TERM NOTES (A) - 3.4%
Beneficial Corp.
 6/5/97 5.47  50,000  50,006
CIT Group Holdings, Inc.
 6/2/97 5.71  50,000  49,994
Commonwealth Life Insurance Co. (c)
 6/2/97 5.86  50,000  50,000
General Motors Acceptance Corp.
 6/2/97 5.73  40,000  39,994
 7/21/97 5.69  50,000  50,032
 8/1/97 5.82  100,000  100,000
Merrill Lynch & Co., Inc.
 6/4/97 5.67  42,000  41,992
 6/18/97 5.69  83,000  82,997
Morgan Stanley Group, Inc.
 6/2/97 5.70  95,000  95,000
Norwest Corp.
 7/22/97 5.86  118,000  118,000
Pacific Mutual Life Insurance Co. (c)
 6/9/97 5.62  44,000  44,000
Transamerica Life Insurance and Annuity Co. (c)
 6/2/97 5.72  20,000  20,000
 6/16/97 5.63  65,000  65,000
TOTAL MEDIUM-TERM NOTES   807,015
SHORT-TERM NOTES (A) - 3.7%
CSA Funding - C
 6/6/97 5.76  6,000  6,000
Capital One Funding Corp. (1996-D)
 6/6/97 5.66  24,790  24,790
Capital One Funding Corp. (1996-F)
 6/6/97 5.66  42,019  42,019
Capital One Funding Corp. (1996-G)
 6/6/97 5.66  9,823  9,823
Capital One Funding Corp. (1996-H)
 6/6/97 5.66  19,800  19,800
SHORT-TERM NOTES (A) - CONTINUED
 DUE ANNUALIZED YIELD AT PRINCIPAL AMOUNT VALUE (NOTE 1)
 DATE TIME OF PURCHASE (000S) (000S)
Liquid Asset Backed Securities Trust (1996 - 1) (b)
 6/15/97 5.72% $ 91,000 $ 91,000
Liquid Asset Backed Securities Trust (1996 - 2) (b)
 6/2/97 5.72  134,000  134,000
SMM Trust (1996-B) (b)
 6/4/97 5.74  63,000  63,000
SMM Trust (1996-P) (b)
 6/16/97 5.72  130,000  130,000
SMM Trust (1997-I) (b)
 6/30/97 5.69  75,000  75,000
SMM Trust (1997-V) (b)
 6/26/97 5.69  141,000  141,000
SMM Trust (1997-W) (b)
 6/16/97 5.69  125,000  125,000
TOTAL SHORT-TERM NOTES   861,432
TIME DEPOSITS - 4.2%
Bank of Tokyo - Mitsubishi Ltd.
 6/30/97 5.69  42,000  42,000
 7/3/97 5.69  85,000  85,000
Chase Manhattan Bank
 6/2/97 5.63  150,000  150,000
 6/5/97 5.63  200,000  200,000
Deutsche Bank, Germany
 6/2/97 5.66  250,000  250,000
Sumitomo Bank, Ltd.
 6/4/97 5.72  107,000  107,000
 6/9/97 5.73  32,000  32,000
 6/18/97 5.75  120,000  120,000
TOTAL TIME DEPOSITS    986,000
REPURCHASE AGREEMENTS - 00.0%
 MATURITY AMOUNT 
 (000S) 
In a joint trading account
 (U.S. Treasury Obligations)
  dated 5/30/97 due 6/2/97
   At 5.55%  $ 590   590
TOTAL INVESTMENTS - 100%  $ 23,471,829
Total Cost for Income Tax Purposes     $ 23,471,829
LEGEND
1. 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.
2. 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 $759,000,000 or 3.3% of net
assets.
3. Restricted security; subject to resale restrictions.
INCOME TAX INFORMATION
At November 30, 1996, the fund had a capital loss carryforward of
approximately $2,304,000 of which $510,000, $1,634,000 and $160,000 will
expire on November 30, 2001, 2002 and 2004, respectively.
FINANCIAL STATEMENTS
 
 
STATEMENT OF ASSETS AND LIABILITIES
 
<TABLE>
<CAPTION>
<S>                                                            <C>         <C>            
AMOUNTS IN THOUSANDS (EXCEPT PER-SHARE AMOUNT) MAY 31, 1997                               
 
ASSETS                                                                                    
 
Investment in securities, at value (including repurchase                   $ 23,471,829   
agreements of $590) - See accompanying schedule                                           
 
Cash                                                                        31            
 
Interest receivable                                                         148,900       
 
 TOTAL ASSETS                                                               23,620,760    
 
LIABILITIES                                                                               
 
Payable for investments purchased                              $ 814,940                  
 
Share transactions in process                                   55,738                    
 
Distributions payable                                           2,848                     
 
Accrued management fee                                          4,155                     
 
Other payables and accrued expenses                             5,242                     
 
 TOTAL LIABILITIES                                                          882,923       
 
NET ASSETS                                                                 $ 22,737,837   
 
Net Assets consist of:                                                                    
 
Paid in capital                                                            $ 22,738,842   
 
Accumulated net realized gain (loss) on investments                         (1,005)       
 
NET ASSETS, for 22,738,842 shares outstanding                              $ 22,737,837   
 
NET ASSET VALUE, offering price and redemption price per                    $1.00         
share ($22,737,837 (divided by) 22,738,842 shares)                                        
 
</TABLE>
 
STATEMENT OF OPERATIONS
AMOUNTS IN THOUSANDS SIX MONTHS ENDED MAY 31, 1997                             
 
INTEREST INCOME                                                    $ 617,032   
 
EXPENSES                                                                       
 
Management fee                                          $ 22,888               
 
Transfer agent fees                                      27,997                
 
Accounting fees and expenses                             406                   
 
Non-interested trustees' compensation                    67                    
 
Custodian fees and expenses                              183                   
 
Registration fees                                        36                    
 
Legal                                                    15                    
 
Miscellaneous                                            3                     
 
 Total expenses before reductions                        51,595                
 
 Expense reductions                                      (174)      51,421     
 
NET INTEREST INCOME                                                 565,611    
 
NET REALIZED GAIN (LOSS) ON INVESTMENTS                             70         
 
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS               $ 565,681   
 
STATEMENT OF CHANGES IN NET ASSETS
AMOUNTS IN THOUSANDS   SIX MONTHS    YEAR ENDED      
                       ENDED         NOVEMBER 30,    
                       MAY 31,       1996            
                       1997                          
 
 
<TABLE>
<CAPTION>
<S>                                                        <C>             <C>             
INCREASE (DECREASE) IN NET ASSETS                                                          
 
Operations                                                 $ 565,611       $ 975,537       
Net interest income                                                                        
 
 Net realized gain (loss)                                   70              (160)          
 
 NET INCREASE (DECREASE) IN NET ASSETS RESULTING            565,681         975,377        
 FROM OPERATIONS                                                                           
 
Distributions to shareholders from net interest income      (565,611)       (975,537)      
 
Share transactions at net asset value of $1.00 per share    23,441,954      36,638,550     
Proceeds from sales of shares                                                              
 
 Reinvestment of distributions from net interest income     545,214         948,155        
 
 Cost of shares redeemed                                    (22,489,999)    (34,777,730)   
 
 NET INCREASE (DECREASE) IN NET ASSETS AND SHARES           1,497,169       2,808,975      
RESULTING FROM SHARE TRANSACTIONS                                                          
 
  TOTAL INCREASE (DECREASE) IN NET ASSETS                   1,497,239       2,808,815      
 
NET ASSETS                                                                                 
 
 Beginning of period                                        21,240,598      18,431,783     
 
 End of period                                             $ 22,737,837    $ 21,240,598    
 
</TABLE>
 
 
FINANCIAL HIGHLIGHTS
      SIX MONTHS       YEARS ENDED NOVEMBER 30,                           
      ENDED MAY 31,                                                       
 
 
<TABLE>
<CAPTION>
<S>                                <C>        <C>        <C>        <C>        <C>        <C>        
                                   1997       1996       1995       1994       1993       1992       
 
SELECTED PER-SHARE DATA                                                                              
 
Net asset value, beginning         $ 1.000    $ 1.000    $ 1.000    $ 1.000    $ 1.000    $ 1.000    
of period                                                                                            
 
Income from Investment              .025       .051       .055       .037       .029       .038      
Operations                                                                                           
Net interest income                                                                                  
 
                                                                                                     
 
Less Distributions                                                                                   
 
 From net interest income           (.025)     (.051)     (.055)     (.037)     (.029)     (.038)    
 
Net asset value, end of period     $ 1.000    $ 1.000    $ 1.000    $ 1.000    $ 1.000    $ 1.000    
 
TOTAL RETURN B                      2.56%      5.18       5.67       3.74       2.97       3.90      
                                              %          %          %          %          %          
 
RATIOS AND SUPPLEMENTAL                                                                              
DATA                                                                                                 
 
Net assets, end of period          $ 22,738   $ 21,241   $ 18,432   $ 14,529   $ 10,314   $ 10,040   
(in millions)                                                                                        
 
Ratio of expenses to average        .47% A     .51        .55        .52        .48        .48       
net assets                                    %          %          %          %          %          
 
Ratio of net interest income to     5.13% A    5.06       5.50       3.76       2.92       3.86      
average net assets                            %          %          %          %          %          
 
</TABLE>
 
A ANNUALIZED
B TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED.
NOTES TO FINANCIAL STATEMENTS
For the period ended May 31, 1997
 
 
6. SIGNIFICANT ACCOUNTING POLICIES.
Fidelity Cash Reserves (the fund) is a fund of Fidelity Phillips Street
Trust(the trust) and is authorized to issue an unlimited number of shares.
The trust is registered under the Investment Company Act of 1940, as
amended (the 1940 Act), as an open-end management investment company
organized as a Delaware business trust. The financial statements have been
prepared in conformity with generally accepted accounting principles which
permit management to make certain estimates and assumptions at the date of
the financial statements. The following summarizes the significant
accounting policies of the fund:
SECURITY VALUATION. 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 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.
7. 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 for U.S.
Treasury or Federal Agency obligations.
REPURCHASE AGREEMENTS. The underlying U.S. Treasury or Federal Agency
Securities are transferred to an account of the fund, or to the Joint
Trading Account, at a bank custodian.  The securities are marked-to-market
daily and maintained at a value at least equal to the principal amount of
the repurchase agreement (including accrued interest).  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.
8. FEES AND OTHER TRANSACTIONS WITH AFFILIATES. 
MANAGEMENT FEE. As the fund's investment adviser, FMR receives a monthly
fee that is calculated by multiplying the sum of two components, a group
fee rate plus a fixed individual fund fee rate, applied to the average net
assets of the fund and adding an income-based fee. The group fee rate is
the weighted average of a series of rates and is based on the monthly
average net assets of all the mutual funds advised by FMR. The rates ranged
from .1100% to .3700% for the period. In the event that these rates were
lower than the contractual rates in effect during the period, FMR
voluntarily implemented the above rates, as they resulted in the same or a
lower management fee. The individual fund fee rate is .03%. The
income-based fee is added only when the fund's gross yield exceeds 5%. At
that time the income-based fee would equal 6% of that portion of the fund's
gross income that represents a gross yield of more than 5% per year. The
maximum income-based component is 0.24% (annualized)of average net assets.
For the period, the management fee was equivalent to an annualized rate of
 .21% of 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.
TRANSFER AGENT FEES. Fidelity Service Company, Inc. (FSC), an affiliate of
FMR, is the fund's transfer, dividend disbursing and shareholder servicing
agent. FSC receives account fees and asset-based fees that vary according
to account size and type of account. FSC pays for typesetting, printing and
mailing of all shareholder reports, except proxy statements. For the
period, the transfer agent fees were equivalent to an annualized rate of
 .25% of average net assets.
ACCOUNTING FEES. FSC maintains the fund's accounting records. The fee is
based on the level of average net assets for the month plus out-of-pocket
expenses.
9. EXPENSE REDUCTIONS.
The fund has entered into an arrangement with its transfer agent whereby
credits realized as a result of uninvested cash balances were used to
reduce a portion of the fund's expenses. During the period, the fund's
transfer agent fees were reduced by $174,000.
REPORT OF INDEPENDENT ACCOUNTANTS
 
 
To the Trustees of Fidelity Phillips Street Trust and the Shareholders of
Fidelity Cash Reserves:
We have audited the accompanying statement of assets and liabilities of
Fidelity Phillips Street Trust: Fidelity Cash Reserves, including the
schedule of portfolio investments, as of May 31, 1997, and the related
statement of operations for the six months then ended, the statements of
changes in net assets for the six months then ended and for the year ended
November 30, 1996, and the financial highlights for the six months ended
May 31, 1997 and for each of the five years in the period ended November
30, 1996. These financial statements and financial highlights are the
responsibility of the fund'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 May 31, 1997 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 Fidelity Phillips Street Trust: Fidelity Cash Reserves as of May 31,
1997, the results of its operations for the six months then ended, the
changes in its net assets for the six months then ended and for the year
ended November 30, 1996, and the financial highlights for the six months
ended May 31, 1997 and for each of the five years in the period ended
November 30, 1996, in conformity with generally accepted accounting
principles.
COOPERS & LYBRAND L.L.P.
Dallas, Texas
June 25, 1997
MANAGING YOUR INVESTMENTS
 
 
Fidelity offers several ways to conveniently manage your personal
investments via your telephone or PC. You can access your account
information, conduct trades and research your investments 24 hours a day.
BY PHONE
Fidelity TouchTone Xpressprovides a single toll-free number to access
account balances, positions, quotes and trading. It's easy to navigate the
service, and on your first call, the system will help you create a personal
identification number (PIN) for security.
SM
(PHONE_GRAPHIC)(PHONE_GRAPHIC)TOUCHTONE XPRESS
1-800-544-5555
PRESS
 For mutual fund and brokerage trading.
1 
 For quotes.*
2 
 For account balances and holdings.
3 
 To review orders and mutual 
fund activity.
4 
 To change your PIN.
5 
 To speak to a Fidelity representative.
*
0
BY PC
Fidelity's Web site on the Internet provides a wide range of information,
including daily financial news, fund performance, interactive planning
tools and news about Fidelity products and services.
(PHONE_GRAPHIC)(PHONE_GRAPHIC)FIDELITY'S WEB SITE
WWW.FIDELITY.COM
If you are not currently on the Internet, call Fidelity at 1-800-544-7272
for significant savings on Web access from internetMCI.
SM
(PHONE_GRAPHIC)(PHONE_GRAPHIC)
FIDELITY ON-LINE XPRESS+
TM
Fidelity On-line Xpress+ software for Windows combines comprehensive
portfolio management capabilities, securities trading and access to
research and analysis tools . . . all on your desktop. Call Fidelity at
1-800-544-7272 or visit our Web site for more information on how to manage
your investments via your PC.
* WHEN YOU CALL THE QUOTES LINE, PLEASE REMEMBER THAT A FUND'S YIELD AND
RETURN WILL 
VARY AND, EXCEPT FOR MONEY MARKET FUNDS, SHARE PRICE WILL ALSO VARY. THIS
MEANS THAT 
YOU MAY HAVE A GAIN OR LOSS WHEN YOU SELL YOUR SHARES. THERE IS NO
ASSURANCE THAT 
MONEY MARKET FUNDS WILL BE ABLE TO MAINTAIN A STABLE $1 SHARE PRICE; AN
INVESTMENT IN 
A MONEY MARKET FUND IS NOT INSURED OR GUARANTEED BY THE U.S. GOVERNMENT.
TOTAL 
RETURNS ARE HISTORICAL AND INCLUDE CHANGES IN SHARE PRICE, REINVESTMENT OF
DIVIDENDS 
AND CAPITAL GAINS, AND THE EFFECTS OF ANY SALES CHARGES.
TO WRITE FIDELITY
 
 
If more than one address is listed, please locate the address that is
closest to you. We'll give your correspondence immediate attention and send
you written confirmation upon completion of your request.
(LETTER_GRAPHIC)MAKING CHANGES
TO YOUR ACCOUNT
(such as changing name, address, bank, etc.)
Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0002
(LETTER_GRAPHIC)FOR NON-RETIREMENT
ACCOUNTS
BUYING SHARES
Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003
OVERNIGHT EXPRESS
Fidelity Investments
2300 Litton Lane - KH1A
Hebron, KY 41048
SELLING SHARES
Fidelity Investments
P.O. Box 660602
Dallas, TX 75266-0602
OVERNIGHT EXPRESS
Fidelity Investments
Attn: Redemptions - CP6I
400 East Las Colinas Blvd.
Irving, TX 75309-5517
GENERAL CORRESPONDENCE
Fidelity Investments
P.O. Box 193
Boston, MA 02210-0193
(LETTER_GRAPHIC)FOR RETIREMENT
ACCOUNTS
BUYING SHARES
Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003
SELLING SHARES
Fidelity Investments
P.O. Box 660602
Dallas, TX 75266-0602
OVERNIGHT EXPRESS
Fidelity Investments
Attn: Redemptions - CP6R
400 East Las Colinas Blvd.
Irving, TX 75309-5517
GENERAL CORRESPONDENCE
Fidelity Investments
P.O. Box 660602
Dallas, TX 75266-0602
TO VISIT FIDELITY
 
 
For directions and hours, 
please call 1-800-544-9797.
ARIZONA
7373 N. Scottsdale Road
Scottsdale, AZ
CALIFORNIA
815 East Birch Street
Brea, CA
851 East Hamilton Avenue
Campbell, CA
527 North Brand Boulevard
Glendale, CA
19100 Von Karman Avenue
Irvine, CA
10100 Santa Monica Blvd.
Los Angeles, CA
251 University Avenue
Palo Alto, CA
1760 Challenge Way
Sacramento, CA
7676 Hazard Center Drive
San Diego, CA
455 Market Street
San Francisco, CA
950 Northgate Drive
San Rafael, CA
1400 Civic Drive
Walnut Creek, CA
6300 Canoga Avenue
Woodland Hills, CA
COLORADO
1625 Broadway
Denver, CO
CONNECTICUT
265 Church Street
New Haven, CT
300 Atlantic Street
Stamford, CT
29 South Main Street
West Hartford, CT
DELAWARE
222 Delaware Avenue
Wilmington, DE
FLORIDA
4400 N. Federal Highway
Boca Raton, FL
90 Alhambra Plaza
Coral Gables, FL
4090 N. Ocean Boulevard
Ft. Lauderdale, FL
1907 West State Road 434
Longwood, FL
4001 Tamiami Trail, North
Naples, FL
2401 PGA Boulevard
Palm Beach Gardens, FL
8065 Beneva Road
Sarasota, FL
1502 N. Westshore Blvd.
Tampa, FL
GEORGIA
3525 Piedmont Road, N.E.
Atlanta, GA
1000 Abernathy Road
Atlanta, GA
HAWAII
700 Bishop Street
Honolulu, HI
ILLINOIS
215 East Erie Street
Chicago, IL
One North Franklin Street
Chicago, IL
1415 West 22nd Street
Oak Brook, IL
1700 East Golf Road
Schaumburg, IL
3232 Lake Avenue
Wilmette, IL
INDIANA
4729 East 82nd Street
Indianapolis, IN
LOUISIANA
201 St. Charles Avenue
New Orleans, LA
MAINE
3 Canal Plaza
Portland, ME
MARYLAND
7401 Wisconsin Avenue
Bethesda, MD
1 West Pennsylvania Ave.
Towson, MD
MASSACHUSETTS
470 Boylston Street
Boston, MA
21 Congress Street
Boston, MA
25 State Street
Boston, MA
300 Granite Street
Braintree, MA
44 Mall Road
Burlington, MA
416 Belmont Street
Worcester, MA
MICHIGAN
280 North Woodward Ave.
Birmingham, MI
29155 Northwestern Hwy.
Southfield, MI
MINNESOTA
7600 France Avenue South
Edina, MN
MISSOURI
700 West 47th Street
Kansas City, MO
8885 Ladue Road
Ladue, MO
200 North Broadway
St. Louis, MO
NEW JERSEY
150 Essex Street
Millburn, NJ
56 South Street
Morristown, NJ
501 Route 17, South
Paramus, NJ
NEW YORK
1055 Franklin Avenue
Garden City, NY
999 Walt Whitman Road
Melville, L.I., NY
1271 Avenue of the Americas
New York, NY
71 Broadway
New York, NY
350 Park Avenue
New York, NY
10 Bank Street
White Plains, NY
NORTH CAROLINA
4611 Sharon Road
Charlotte, NC
2200 West Main Street
Durham, NC
OHIO
600 Vine Street
Cincinnati, OH
28699 Chagrin Boulevard
Woodmere Village, OH
1903 East Ninth Street
Cleveland, OH
OREGON
121 S.W. Morrison Street
Portland, OR
PENNSYLVANIA
1735 Market Street
Philadelphia, PA
439 Fifth Avenue
Pittsburgh, PA
TENNESSEE
5100 Poplar Avenue
Memphis, TN
TEXAS
10000 Research Boulevard
Austin, TX
7001 Preston Road
Dallas, TX
1155 Dairy Ashford Street
Houston, TX
2701 Drexel Drive
Houston, TX
400 East Las Colinas Blvd.
Irving, TX
14100 San Pedro
San Antonio, TX
19740 IH 45 North
Spring, TX
UTAH
215 South State Street
Salt Lake City, UT
VERMONT
199 Main Street
Burlington, VT
VIRGINIA
8180 Greensboro Drive
McLean, VA
WASHINGTON
411 108th Avenue, N.E.
Bellevue, WA
511 Pine Street
Seattle, WA
WASHINGTON, DC
1900 K Street, N.W.
Washington, DC
WISCONSIN
595 North Barker Road
Brookfield, WI
 
 
INVESTMENT ADVISER
(registered trademark)
Fidelity Management & Research 
 Company
Boston, MA
INVESTMENT SUB-ADVISER
FMR Texas Inc.
Irving, TX
OFFICERS
Edward C. Johnson 3d, President
J. Gary Burkhead, Senior Vice President
Sarah H. Zenoble, Vice President
John Todd, 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
Thomas J. Simpson, Assistant Treasurer
BOARD OF TRUSTEES
J. Gary Burkhead
Ralph F. Cox *
Phyllis Burke Davis *
Robert M. Gates *
Edward C. Johnson 3d
E. Bradley Jones *
Donald J. Kirk *
Peter S. Lynch
William O. McCoy *
Marvin L. Mann *
Gerald C. McDonough *
Thomas R. Williams *
GENERAL DISTRIBUTOR
Fidelity Distributors Corporation
Boston, MA
TRANSFER AND SHAREHOLDER
SERVICING AGENT
Fidelity Service Company, Inc.
Boston, MA
* INDEPENDENT TRUSTEES
CUSTODIAN
The Bank of New York
New York, NY
FIDELITY'S TAXABLE
MONEY MARKET FUNDS
Fidelity Cash Reserves
Fidelity Daily Income Trust
Fidelity U.S. Government Reserves
Spartan(registered trademark) Money Market Fund
Spartan U.S. Government 
  Money Market Fund
Spartan U.S. Treasury 
  Money Market Fund
THE FIDELITY TELEPHONE CONNECTION
MUTUAL FUND 24-HOUR SERVICE
Exchanges/Redemption 1-800-544-7777
Account Assistance 1-800-544-6666
Product Information 1-800-544-8888
Retirement Accounts 1-800-544-4774  (8 a.m. - 9 p.m.)
TDD Service 1-800-544-0118
for the deaf and hearing impaired
 (9 a.m. - 9 p.m. Eastern time)
TouchTone Xpress  1-800-544-5555
SM
 AUTOMATED LINE FOR QUICKEST SERVICE



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